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REG - Palace Capital PLC - Interim Results

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RNS Number : 1563M  Palace Capital PLC  14 November 2024

 

14 November 2024

Palace Capital plc

("Palace Capital" or the "Company")

Interim Results for the six months ended 30 September 2024

DELIVERING ON OUR STRATEGY TO RETURN CAPITAL TO SHAREHOLDERS

Palace Capital (LSE: PCA) announces its unaudited results for the six months
ended 30 September 2024.

Steven Owen, Executive Chairman, commented:

"During the first half of this financial year, we continued to progress our
strategy to return capital to shareholders through the disposal of investment
and residential properties. This was achieved through the sale of £28.8
million of assets at 1.9% above the 31 March 2024 valuation and returning cash
of £21.7 million by way of a successful, oversubscribed tender offer in July
2024, which contributed an additional 2.0 pence to EPRA NTA. Since the
strategic wind down of the Company was announced in July 2022, we have
returned over £43 million of cash to shareholders.

"Assuming that the property at Fareham, on which contracts were exchanged in
July 2024 as previously announced, completes in the first quarter of 2025 for
a net price of £3.1 million, the Company will have six investment properties
remaining, which were valued at £51.7 million as at 30 September 2024.
Following the completion of asset management initiatives, it is expected that
three of these assets will be marketed for sale in the first quarter of 2025
and the sale of these assets, together with the completion of Fareham, are
expected to generate significant cash proceeds to be returned to shareholders.
The remaining three assets require the completion of further asset management
activities in order to be ready for sale. In addition, there are eleven
apartments remaining at Hudson Quarter in York, which are valued at £5.5
million, and sales of these will continue subject to market conditions.

"The Company has been in a net cash position since April 2024 and as at 13
November 2024, gross debt was £8.1 million. Proforma cash, assuming all
exchanged properties complete, was £24.2 million, resulting in net cash of
£16.1 million.

"Given its strong cash position, the Company has both flexibility and
optionality over the timing of its disposal programme and its further return
of cash to shareholders, which will be achieved either through a share buyback
programme or another tender offer."

 

 Income statement metrics                         Six months to  Six months to  Change

30 Sept 2024
30 Sept 2023
 Adjusted profit before tax                       £2.1m          £2.3m          (8.7%)
 Adjusted earnings per share                      6.1p           5.5p           +10.9%
 IFRS loss before tax                             (£0.9m)        (£0.2m)
 Basic earnings per share                         (2.8p)         (0.4p)
 Dividends
 Total dividend paid per share                    7.5p           7.5p
 Balance Sheet and operational metrics            30 Sept 2024   31 March 2024  Change
 EPRA NTA per share                               252p           262p           (3.8%)
 Cash returned to shareholders (including costs)  £22.1m         £15.2m         +45.4%
 Net asset value                                  £72.3m         £97.8m         (26.1%)
 Like-for-like portfolio valuation decrease       (5.1%)         (15.5%)
 Total accounting return                          (1.0%)         (6.4%)
 Total shareholder return                         1.1%           13.7%

 EPRA occupancy rate                              84.0%          82.0%
 Cash and debt
 Cash                                             £21.3m         £19.8m         +7.6%
 Total drawn debt                                 (£8.2m)        (£8.3m)        (1.2%)
 Total net cash                                   £13.1m         £11.5m         +13.9%
 Average cost of debt                             2.9%           2.9%
 Average debt maturity                            1.8 years      2.3 years

 

Financial highlights

 •    Adjusted profit before tax of £2.1 million (September 2023: £2.3 million)
      reflects the reduction in income following disposals offset by the significant
      reduction in finance costs and recurring administrative costs.
 •    IFRS loss before tax for the period of £0.9 million (September 2023: £0.2
      million loss) primarily due to the valuation deficit of £3.2 million offset
      by the profit on property disposals of £0.6 million.
 •    Adjusted EPS of 6.1 pence (September 2023: 5.5 pence), an increase of 10.9%,
      reflects the reduced number of shares in issue following the tender offer.
 •    Dividends paid of 7.5 pence per share (September 2023: 7.5 pence).
 •    Cash returned to shareholders of £22.1 million (including costs) by way of a
      successful tender offer in July 2024, a 2.0 pence per share accretion to EPRA
      NTA.
 •    EPRA NTA per share decreased by 3.8% to 252 pence (March 2024: 262 pence) due
      to the portfolio revaluation deficit.
 •    Total property portfolio valuation reduced by 5.1% on a like-for-like basis,
      principally due to the valuation decline of the office at St James's Gate,
      Newcastle.
 •    Net cash of £13.1 million (March 2024: £11.5 million).

Operational highlights

 •    In the period to 30 September 2024, the Company completed or exchanged on five
      investment properties for £26.1 million, 1.6% ahead of the 31 March 2024
      valuation. A further five apartments at Hudson Quarter, York were sold in the
      first half of the year for £2.7 million. Since 1 October 2024, contracts have
      been exchanged for the sale of one apartment for £0.5 million, leaving eleven
      units remaining. Aggregate proceeds of the 116 apartments completed or
      exchanged total £43.9 million.
 •    Portfolio WAULT of 6.4 years to break and 9.1 years to expiry reflects asset
      management activities and disposal of short WAULT properties (March 2024: 5.4
      years to break and 7.5 years to expiry).
 •    An additional £0.4 million of annualised net rental income was created during
      the half year through leasing and review activity and the associated reduction
      in non-recoverable property costs which was on average 4.6% ahead of the 31
      March 2024 ERVs. Annualised net rental income lost from lease expiries and
      breaks totalled £0.5 million, resulting in a net annualised decrease of £0.1
      million rising to £0.2 million following the administration of TGI Friday's
      at the end of September. Net rental income lost following disposals totalled
      £1.9 million per annum, resulting in a net loss in annualised net rental
      income of £2.0 million.
 •    Rent collection for the first half of the financial year was 98% (March 2024:
      98%).
 •    EPRA occupancy of 84.0% at 30 September 2024 (March 2024: 82.0%).

Palace Capital plc
Steven Owen, Executive Chairman
info@palacecapitalplc.com (mailto:info@palacecapitalplc.com)

Financial PR
FTI Consulting
Dido Laurimore / Giles Barrie
Tel: +44 (0)20 3727 1000
palacecapital@fticonsulting.com (mailto:palacecapital@fticonsulting.com)

Cautionary Statement

This announcement does not constitute an offer of securities by the Company.
Nothing in this announcement is intended to be, or intended to be construed
as, a profit forecast or a guide as to the performance, financial or
otherwise, of the Company or the Group whether in the current or any future
financial year. This announcement may include statements that are, or may be
deemed to be, ''forward-looking statements''. These forward-looking statements
can be identified by the use of forward-looking terminology, including the
terms ''believes'', ''estimates'', ''anticipates'', ''expects'', ''intends'',
''plans'', ''target'', ''aim'', ''may'', ''will'', ''would'', ''could'' or
''should'' or, in each case, their negative or other variations or comparable
terminology. They may appear in a number of places throughout this
announcement and include statements regarding the intentions, beliefs or
current expectations of the directors, the Company or the Group concerning,
amongst other things, the operating results, financial condition, prospects,
growth, strategies and dividend policy of the Group or the industry in which
it operates. By their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on circumstances that
may or may not occur in the future and may be beyond the Company's ability to
control or predict. Forward-looking statements are not guarantees of future
performance. The Group's actual operating results, financial condition,
dividend policy or the development of the industry in which it operates may
differ materially from the impression created by the forward-looking
statements contained in this announcement. In addition, even if the operating
results, financial condition and dividend policy of the Group, or the
development of the industry in which it operates, are consistent with the
forward-looking statements contained in this announcement, those results or
developments may not be indicative of results or developments in subsequent
periods. Important factors that could cause these differences include, but are
not limited to, general economic and business conditions, industry trends,
competition, changes in government and other regulation, changes in political
and economic stability and changes in business strategy or development plans
and other risks.

 

Other than in accordance with its legal or regulatory obligations, the Company
does not accept any obligation to update or revise publicly any
forward-looking statement, whether as a result of new information, future
events or otherwise.

 

EXECUTIVE CHAIRMAN'S STATEMENT

Update on delivery of strategic objectives

During the first half of this financial year, we continued to progress our
strategy to return capital to shareholders through the disposal of investment
and residential properties. This was achieved through the sale of £28.8
million of assets at 1.9% above the 31 March 2024 valuation and returning cash
of £21.7 million by way of a successful, oversubscribed tender offer in July
2024, which contributed an additional 2.0 pence to EPRA NTA. Since the
strategic wind down of the Company was announced in July 2022, we have
returned over £43 million of cash to shareholders.

The Company has been in a net cash position since April 2024 and as at 13
November 2024, gross debt was £8.1 million. Proforma cash, assuming all
exchanged properties complete, was £24.2 million, resulting in net cash of
£16.1 million.

Total investment properties sold since the change of strategy in July 2022
amount to £130.9 million or £144.8 million including residential
apartments.

Assuming that the property at Fareham, on which contracts were exchanged in
July 2024 as previously announced, completes in the first quarter of 2025 for
a net price of £3.1 million, the Company will have six investment properties
remaining, which were valued at £51.7 million as at 30 September 2024.
Following the completion of asset management initiatives, it is expected that
three of these assets will be marketed for sale in the first quarter of 2025
with the other three requiring the completion of further asset management
activities in order to be ready for sale. The sale of these three assets
together with the completion of Fareham are expected to generate significant
cash proceeds to be returned to shareholders. In addition, there are eleven
apartments remaining at Hudson Quarter in York valued at £5.5 million and
sales of these will continue subject to market conditions. An update on
progress made together with the current position is set out in the Operational
Review.

 

Overview of results

The Group's adjusted profit before tax reduced by 8.7% to £2.1 million
(September 2023: £2.3 million) as a result of income lost through disposals
but offset by the significant reduction in finance costs and recurring
administrative expenditure. Adjusted earnings per share, however, increased by
10.9% to 6.1 pence per share, reflecting the accretive benefit from the tender
offer completed in July 2024. Investment property sales completed or exchanged
during the half year period totalled £26.1 million, 1.6% ahead of the 31
March 2024 valuation. Profit on disposal of investment properties realised
£0.5 million (September 2023: £3.4 million) and trading profits from the
sale of residential units realised a profit of £0.1 million (September 2023:
£0.1 million).

The whole portfolio was independently valued by CBRE at £60.9 million as at
30 September 2024, a reduction of 5.1% on a like-for-like basis. The deficit
on the revaluation of the portfolio of £3.2 million was principally due to a
reduction of over £2 million in the value of St James's Gate, Newcastle as a
result of softening yields and slower than expected trading at the space
occupied under a management agreement by Orega, a premium, flexible, serviced
office workspace provider. An analysis of the valuation deficit is provided in
the Operational Review.

EPRA NTA decreased by 10.0 pence per share or 3.8% to 252 pence (March 2024:
262 pence) during the period, principally as a result of the revaluation
deficit of £3.2 million or 9.5 pence per share, partially offset by the 2.0
pence per share tender offer accretion and the profit from the disposal of
investment and trading properties, which contributed 1.9 pence per share. The
excess of dividends paid per share over adjusted earnings per share was 1.4
pence per share and other items, principally the denominator effect of the
reduced number of shares at period end compared with the average for the
period, were 3.0 pence per share.

The Group's balance sheet remains strong with cash reserves of £21.3 million
as at 30 September 2024. Gross debt reduced to £8.2 million (March 2024:
£8.3 million), which has resulted in a net cash position of £13.1 million
(March 2024: £11.5 million)

Dividend

The Group paid dividends of 7.5 pence per share (September 2023: 7.5 pence per
share) in relation to the period ended 30 September 2024. The Company declares
with these results an interim dividend of 3.75 pence per share  which will be
paid on 27 December 2024. Of this, 1.35 pence per ordinary share will be paid
as a Property Income Distribution ('PID') and 2.40 pence per ordinary share
will be paid as a Non-Property Income Distribution ('Non-PID'). The record
date will be 29 November 2024.

Outlook

Commercial property and financial markets remain challenging, particularly
following the changes announced in last month's Budget. It remains to be seen
whether the recent reductions in UK base rates and the expectation that more
will follow next year will be enough to enable growth in business activity and
an improvement in liquidity for commercial property transactions.

At an operational level, the Company continues to make progress with its asset
management activities despite the difficult and uncertain conditions in
financial and property markets. Certain assets are now ready for sale and it
is expected that these will be offered to the market in the New Year.

Given its strong cash position, the Company has both flexibility and
optionality over the timing of its disposal programme and its further returns
of cash to shareholders, which will be achieved either through a share buyback
programme or another tender offer.

 

 

Steven Owen

Executive Chairman

13 November 2024

OPERATIONAL REVIEW

Portfolio overview

As at 30 September 2024, the portfolio comprised eight properties (March 2024:
12) comprising by value 55% office, 35% leisure and 10% residential.

CBRE independently valued the portfolio at £60.9 million as at 30 September
2024, resulting in a deficit of 5.1% on a like-for-like basis compared with
the valuation as at 31 March 2024.

The five office assets fell by 7.3% or £2.6 million, with the 16% fall in the
value of St James's Gate, Newcastle accounting for 80% of the office portfolio
valuation deficit. Excluding St James's Gate, the office portfolio declined by
2.1%. The decline was driven by a combination of softening yields and slower
than expected trading at the space occupied by Orega, a premium, flexible,
serviced office workspace provider. The Forum, Exeter declined by 5.1%, Hudson
Quarter, York by 2.4% and Imperial Court and House, Leamington Spa by 1.4%.

The two leisure assets declined by 2.8% overall due mainly to the insolvency
of TGI Friday's at Halifax in September 2024. Equivalent yields remained
unchanged from those at 31 March 2024.

 

Asset management

Operationally, the business remains robust. An additional £0.4 million of
annualised net rental income was created during the half year through leasing
and review activity and the associated reduction in non-recoverable property
costs which was, on average 4.6% ahead of the 31 March 2024 ERVs.

During the period a key letting was achieved at Imperial Court, Leamington Spa
(20,419 sq ft) where we completed a 10 year lease with a mutual break in year
five to Lighthouse Games Ltd at a rent of £0.38 million per annum, which was
in line with the March 2024 ERV.

As previously reported, an agreement was reached in principle with Vue Cinemas
at Sol, Northampton to regear their lease and bring their total term to 20
years, expiring in 2044, with a material increase in rent and five-yearly
upward only rent reviews linked to RPI with a cap and collar structure. In
return the Company will make a significant capital contribution towards the
comprehensive refurbishment of the cinema, including a recliner seating
upgrade, associated auditoria decorative works and foyer refurbishment.
Documentation has now been agreed and once the final specification has been
finalised the transaction can be completed.

At Broad Street Plaza, Halifax, the lease break in July 2027 to Pure Gym was
removed in return for a rent free period which improved the WAULT at break for
the property from 9.6 years as at 31 March 2024 to 9.8 years as at 30
September 2024, the latter also reflecting the administration of TGI Friday's
in September 2024.

Disposal and asset management strategy post HY25

The portfolio as at 13 November 2024 consists of seven investment properties
and one residential property in York.

 

Apartment sales at Hudson Quarter, York have continued since 30 September
2024, with a further apartment sale having exchanged for £0.5 million. There
are 11 units remaining for sale but market conditions, which had materially
improved during the Spring of 2024, have since been adversely affected by the
changes announced in the Budget in October.

Assuming the completion of the sale of Fareham, the strategy for the remaining
six investment properties, which had a value of £51.7 million as at 30
September 2024, is as follows:

Broad Street Plaza, Halifax

The investment market for leisure assets remains difficult with debt finance
hard to obtain for such assets, notwithstanding the diversity and longevity of
income from some of these properties, including Halifax. The lack of liquidity
in this sector means that valuations can be volatile. The current income yield
on a geared basis for Halifax is 34%, due to the 2.9% coupon debt secured on
the asset, and the WAULT to expiry is 14.4 years (9.8 years to break).

The current occupancy rate is 92% including the recently vacated space of
7,000 sq ft due to TGI Friday's entering administration and the closure of
several of their restaurants, including Halifax, across the country. Given the
reduction in short term interest rates, it is expected that this property will
be marketed for sale in the first quarter of 2025.

Sol, Northampton

As noted above, the agreement to regear the Vue lease is transformational for
this property and extends the WAULT to 13.0 years on expiry and 12.8 years to
break. There are ongoing discussions with both existing and prospective
tenants in regards to taking additional space with the potential to improve
and diversify the overall leisure offering at the property which will
contribute towards it being an attractive town centre destination.

On the investment side, as is the case with Halifax, the leisure market is
currently weak with a limited pool of buyers and therefore the focus is on the
completion of the asset management activity, including the refurbishment of
the Vue cinema, to drive value before considering the appropriate timing for
disposal.

St James' Gate, Newcastle

Active asset management initiatives are underway and further lettings of the
vacant space are required in order to increase the occupancy from its current
level of 68% and extend the WAULT prior to the asset being ready for sale.
Additionally, an improvement in occupancy and operating income under the
management agreement with Orega will need to be established before a sale can
be contemplated in the current market.

HQ, York (Commercial)

The lower ground vacant office suite (3,660 sq ft) is still under offer and,
assuming the lease is completed, the property will be 90% occupied with only
half a floor (2,932 sq ft) remaining available. The WAULT to break and expiry
is 6.0 and 7.4 years respectively. HQ York is an institutional grade property
and it is expected that it will be marketed in the first quarter of 2025.

Imperial Court and House, Leamington Spa

This property is now fully occupied following the letting of Imperial Court to
Lighthouse Games. Other asset management activities were either completed
during the period or are expected to complete shortly in order to achieve a
vacant possession block date in four and a half years' time, which will
provide an opportunity for a potential redevelopment of the entire site.

It is expected that this property will be marketed in the first quarter of
2025.

The Forum, Exeter

We have actively explored a change of use for this 1970s office building to
one that we believe will realise more value on sale. As part of this strategy,
we are making progress with tenants to achieve a vacant possession block date
within the next two years and have had a pre-application meeting with Exeter
City Council.

If these initiatives are successful, we will market the property for sale,
which is likely to be in the second quarter of 2025.

 

Summary

 

Post 31 March 2024, total residential and investment sales exchanged or
completed currently stand at £29.3 million and as a result, since the change
of strategy announcement on 19 July 2022, investment property disposals
(either completed or exchanged) have generated proceeds of £130.9 million at
a 15.6% reduction to the March 2022 valuation (which was the peak of the
current property cycle) or 3.6% ahead when compared with the relevant March
valuation prior to sale.

 

 

FINANCIAL REVIEW

The Group's adjusted profit before tax reduced by 8.7% to £2.1 million
(September 2023: £2.3 million) as a result of income lost through disposals
but offset by the significant reduction in finance costs and recurring
administrative expenditure.  Adjusted earnings per share, however, increased
by 10.9% to 6.1 pence per share (September 2023: 5.5 pence per share)
reflecting the accretive benefit from the tender offer completed in July 2024.

The summary of the Company's financial results are as follows:

Income Statement Summary

 

 Income Statement                                                  30 Sept 2024  30 Sept 2023
 Gross property income                                             £3.8m         £6.9m
 Property operating expenses                                       (£0.8m)       (£1.5m)
 Expected Credit Loss provision                                    (£0.3m)       -
 Net rental income                                                 £2.7m         £5.4m
 Recurring administrative expenditure                              (£1.0m)       (£1.7m)
 Finance income                                                    £0.5m         £0.2m
 Finance costs                                                     (£0.1m)       (£1.6m)
 Adjusted profit before tax                                        £2.1m         £2.3m
 Tax                                                               -             -
 Adjusted profit after tax                                         £2.1m         £2.3m
 Payments to former Directors (including associated costs)         (£0.1m)       -
 Short term incentive plan provision (including associated costs)  (£0.3m)       -
 Share based payments                                              -             (£0.1m)
 EPRA earnings                                                     £1.7m         £2.2m
 Loss on revaluations                                              (£3.2m)       (£5.6m)
 Trading profit                                                    £0.1m         £0.1m
 Profit on disposal of investment properties                       £0.5m         £3.4m
 Debt termination costs                                            -             (£0.3m)
 IFRS loss after tax                                               (£0.9m)       (£0.2m)

 

Net rental income in the period reduced to £2.7 million (September 2023:
£5.4 million) due to income lost through disposals. This was partially offset
by a £0.7 million reduction in property operating expenses as a result of
disposals and asset management activity. An expected credit loss provision of
£0.3 million was put through due to some tenants being in financial
difficulty.

The Group's recurring administrative expenditure reduced by £0.7 million or
41.2% to £1.0 million (September 2023: £1.7 million) following progress made
in reducing administrative costs in prior periods.

Finance costs have reduced by 93.8% or £1.5 million to £0.1 million
(September 2023: £1.6 million) following the repayment of all floating rate
debt in the prior financial year.

EPRA NTA Movement

EPRA NTA decreased by 10.0 pence per share or 3.8% to 252 pence (March 2024:
262 pence) during the period. The revaluation deficit of £3.2 million or 9.5
pence per share reduced EPRA NTA as a result of a 5.1% like-for-like reduction
in the property portfolio. This was partially offset by the £21.7 million
tender offer (£22.1 million including costs) in the period, which was
accretive by 2.0 pence per share, and the profit from the disposal of
investment properties which contributed 1.5 pence per share.

Adjusted earnings before tax of £2.1 million increased EPRA NTA by 6.1 pence
per share, this was offset by the dividends paid in the period of 7.5 pence
per share. Hudson Quarter trading profit (net of fair value adjustment to
trading properties) increased EPRA NTA by 0.2 pence per share, whilst other
movements contributed to a reduction of 2.8 pence per share.

                                             £m      No. of shares (diluted)  Pence       per share
 EPRA NTA at 31 March 2024                   98.3    37,554,525               262.0p
 Tender offer (including costs)              (22.1)  (8,667,760)              2.0p
 EPRA NTA after tender offer                 76.2    28,886,765               264.0p
 Profit on sale of investment properties     0.5                              1.5p
 Adjusted earnings before tax                2.1                              6.1p
 Hudson Quarter trading profit               0.1                              0.4p
 Loss on revaluation of investment property  (3.2)                            (9.5p)
 Cash dividends paid                         (2.5)                            (7.5p)
 Fair value adj. of trading properties       (0.1)                            (0.2p)
 Other movements*                            (0.4)                            (2.8p)
 EPRA NTA at 30 September 2024               72.7    28,886,765               252.0p

*Other movements include payments to former Directors, short term incentive
plan provision and the denominator effect of the reduced number of shares at
period end compared with the average for the period and the effect of
rounding.

Financing

The Group has only one debt facility which is at a fixed interest rate of 2.9%
until July 2026. During the period, gross debt reduced to £8.2 million (March
2024: £8.3 million) and as at 13 November was £8.1 million.

At 30 September 2024 the Group was in a net cash position of £13.1 million
(March 2024: £11.5 million). The Company has remained compliant with all
covenants on its bank facilities in the period.

 

STATEMENT OF PRINCIPAL RISKS

We consider there has been no material changes to the Company's principal
risks, as set out in the Annual Report and Accounts for the year ended 31
March 2024 and summarised below.

                   MARKET CYCLE ECONOMIC AND POLITICAL                                                                                                                                                 CAPITAL STRUCTURE AND LIQUIDITY                                                                                                                                 PORTFOLIO STRATEGY
                   Risk description                                                                                                                                                                    Risk description                                                                                                                                                Risk description

                   Failure to react appropriately to changing market conditions and adapt our                                                                                                          An inappropriate level of gearing or failure to comply with debt covenants or                                                                                   An inappropriate investment strategy that is not aligned to overall corporate
                   corporate strategy could negatively impact shareholder returns.  A downturn                                                                                                         manage re-financing events could put pressure on cash resources and lead to a                                                                                   purpose objectives, economic conditions, or tenant demand may result in lower
                   in the market could reduce the appetite in the investment market, leading to                                                                                                        funding shortfall for operational activities.                                                                                                                   investment returns.
                   lower valuations and affecting our disposal strategy and ability to return

                   capital to shareholders.                                                                                                                                                            Increasing costs of borrowing and increasing interest rates could affect the

                                                                                                                                                                                   Group's ability to borrow or reduce its ability to repay its debts
                   Uncertainty in the UK economic landscape, global supply chain issues,
                   inflation and interest rates brings risks to the property market, supply
                   chains and to occupiers' businesses. This can significantly impact market
                   sentiment and our ability to extract value from our properties resulting in
                   lower shareholder returns, reduced liquidity and increased occupier failure.
 ASSET MANAGEMENT                                                                                                                                          VALUATION                                                                                                                                         TENANT DEMAND AND DEFAULT
 Risk description                                                                                                                                          Risk description                                                                                                                                  Risk description

 Failure to implement asset business plans and elevated risks associated with                                                                              Decreasing capital and rental values could impact the Group's portfolio                                                                           Failure to adapt to changing occupier demands and/or poor tenant covenants may
 refurbishment could lead to longer void periods, higher arrears and overall                                                                               valuation leading to lower returns. Higher cost of debt can lead to property                                                                      result in us losing significant tenants, which could materially impact income,
 investment performance, adversely impacting returns and cashflows.                                                                                        yields to be pushed out and valuations to fall as a result. Increasing gilt                                                                       capital values and profit. Rising inflation, interest rates and living costs
                                                                                                                                                           yields, can leave property investment less attractive unless the desired                                                                          could impact tenant businesses, such as the leisure industry, as demand falls
                                                                                                                                                           return can be achieved.                                                                                                                           for discretionary spending.
                   BUSINESS CONTINUITY AND CYBER SECURITY                                                              PEOPLE                                                                                                                                                                                                             CLIMATE CHANGE
                   Risk description                                                                                    Risk description                                                                                                                                                                                                   Risk description

                   Business disruption as a result of physical damage to buildings, Government                         An inability to attract or retain staff with the right skills and experience                                                                                                                                       Longer term failure to anticipate and prepare for transition and physical
                   policy and measures implemented in response to pandemics, cyber attacks or                          or failure to implement appropriate succession plans may result in significant                                                                                                                                     risks associated with climate change including increasing policy and
                   other operational or IT failures or unforeseen events may impact income and                         underperformance or impact the overall effectiveness of our operations. Health                                                                                                                                     compliance risks associated with existing and emerging environmental
                   profits.                                                                                            and Safety of staff and others including tenants both physically and mentally                                                                                                                                      legislation could lead to increased costs and the Group's assets becoming
                                                                                                                       and providing a safe and healthy environment in our properties is of utmost                                                                                                                                        obsolete or unable to attract occupiers or purchasers.
                                                                                                                       importance. Failure to do so could lead to staff and tenant ill health,
​
                                                                                                                       litigation and regulatory issues, negative media and market sentiment against
                                                                                                                       the Company.
                   REGULATORY AND TAX
 Risk description

​
 Non-compliance with the legal and regulatory requirements of a public real
 estate company, including the REIT regime could result in convictions or fines
 and negatively impact reputation.

 

 

 

Statement of Directors' Responsibilities

The Directors confirm that the condensed set of consolidated financial
statements have been prepared in accordance with International Accounting
Standard 34, 'Interim Financial Reporting', as adopted by the European Union
and that the interim management report includes a fair review of the
information required by DTR 4.2.7 and DTR 4.2.8, namely:

•               an indication of important events that have
occurred during the first six months and their impact on the condensed interim
financial statements, and a description of the principal risks and
uncertainties for the remaining six months of the financial year; and

•               material related-party transactions in the
first six months and any material changes in the related-party transactions
described in the last annual report.

The Directors of Palace Capital plc are listed on the Company website
www.palacecapitalplc.com

By order of the Board

Phil Higgins

Company Secretary

13 November 2024

 

Palace Capital plc

Condensed consolidated statement of comprehensive income

For the six months ended 30 September 2024

 

 

                                                                                                          Unaudited                             Unaudited                           Audited

                                                                                                          6 months to                           6 months to                         Year to

                                                                                                          30 September                          30 September                        31 March

                                                                                                          2024                                  2023                                2024

                                                                                     Notes                £000                                  £000                                £000

 Revenue                                                                                  3               8,117                                 12,108                              19,599
 Cost of sales                                                                             4              (5,030)                               (6,551)                             (9,776)
 Movement in expected credit loss                                                                         (255)                                 -                                   -
 Net property income                                                                                      2,832                                 5,557                               9,823

 Administrative expenses                                                                                  (1,389)                               (1,816)                             (3,998)
 Operating profit before gains and losses on property assets                                              1,443                                 3,741                               5,825

 Profit on disposal of investment properties                                                              500                                   3,383                               2,298
 Loss on revaluation of investment properties                                        9                    (3,241)                               (5,613)                             (15,383)
 Operating (loss)/profit                                                                                  (1,298)                               1,511                               (7,260)

 Finance income                                                                                           488                                   176                                 312
 Finance expense                                                                                          (135)                                 (1,552)                             (1,909)

 Debt termination costs                                                                                                                         (324)
                             -                           (459)
 Loss before taxation                                                                                     (945)                                 (189)                               (9,316)

 Taxation                                                                               5                 -                                     16                                  (46)
 Loss after taxation for the period and total comprehensive loss attributable                             (945)                                 (173)                               (9,362)
 to owners of the Parent
​

 Earnings per ordinary share
 Basic                                                                               6                    (2.8p)                                (0.4p)                              (23.7p)
 Diluted                                                                             6                    (2.8p)                                (0.4p)                              (23.7p)
                                                                                                                                                                                    ​

 

The accompanying notes form an integral part of these condensed consolidated
interim financial statements.

 

 

Palace Capital plc

Condensed consolidated statement of financial position

For the six months ended 30 September 2024

 

                                                                    Notes    Unaudited      Unaudited      Audited

                                                                             30 September   30 September   31 March

                                                                             2024           2023           2024

                                                                             £000           £000           £000
 Non-current assets
 Investment properties                                              9        48,889         111,337        73,845
 Right of use asset                                                          10             33             38
 Trade and other receivables                                        11       5,573          3,303          5,625
 Property, plant and equipment                                               -              16             -
                                                                             54,472         114,689        79,508

 Current assets
 Trading property                                                   10       5,572          8,713          8,126
 Trade and other receivables                                        11       3,657          4,776          3,352
 Cash and cash equivalents                                          12       21,288         8,870          19,766
                                                                             30,517         22,359         31,244
 Total assets                                                                84,989         137,048        110,752

 Current liabilities
 Trade and other payables                                           13       (3,711)        (6,962)        (4,066)
 Borrowings                                                         14       (318)          (11,951)       (318)
 Lease liabilities for right of use asset                                    (10)           (33)           (39)
 Creditors: amounts falling due within one year                              (4,039)        (18,946)       (4,423)
 Net current assets                                                          26,478         3,413          26,821

 Non-current liabilities
 Borrowings                                                         14       (7,788)        (8,078)        (7,933)
 Short term incentive plan provision                                         (830)          -              (565)
 Deferred tax liability                                                      (57)           (61)           (57)
 Net Assets                                                                  72,275         109,963        97,774

 Equity
 Called up share capital                                            15       2,889          4,639          3,756
 Merger reserve                                                              3,503          3,503          3,503
 Capital redemption reserve                                                  2,090          340            1,223
 Treasury share reserve                                                      -              (22,457)       -
 Capital reduction reserve                                                   65,348         115,249        89,931
 (Accumulated losses)/retained earnings                                      (1,555)        8,689          (639)
 Equity shareholders' funds                                                  72,275         109,963        97,774

 Basic NAV per ordinary share                                       7        250p           293p           260p
 Diluted NAV per ordinary share                                     7        250p           293p           260p
 EPRA NTA per ordinary share                                        7        252p           294p           262p

 

The accompanying notes form an integral part of these condensed consolidated
interim financial statements.

The condensed consolidated interim financial statements were approved by the
Board of Directors on 13 November 2024.

 

The accompanying notes form an integral part of these condensed consolidated
interim financial statements.

Palace Capital plc

Condensed consolidated statement of changes in equity

For the six months ended 30 September 2024

 

                                                          Treasury Shares

                                              Share       Reserve          Other                                  (Accumulated Losses)/ Retained Earnings   Total

                                               Capital    £000             Reserves   Capital Reduction Reserve   £000                                      equity

                                              £000                         £000       £000                                                                   £000
 As at 31 March 2023                          4,639       (7,343)          3,843      118,477                     8,859                                     128,475

 Total comprehensive loss for the period      -           -                -          -                           (173)                                     (173)
 Share based payments                         -           -                -          -                           68                                        68
 Exercise of share options                    -           65               -          -                           (65)                                      -
 Dividends paid                               -           -                -          (3,228)                     -                                         (3,228)
 Share buyback                                -           (15,179)         -          -                           -                                         (15,179)

 As at 30 September 2023                      4,639       (22,457)         3,843      115,249                     8,689                                     109,963

 Total comprehensive loss for the period      -           -                -          -                           (9,189)                                   (9,189)
 Share based payments                         -           -                -          -                           69                                        69
 Exercise of share options                    -           96               -          -                           (208)                                     (112)
 Dividends paid                               -           -                -          (2,817)                     -                                         (2,817)
 Shares purchased by employee benefits trust  -           (140)            -          -                           -                                         (140)
 Cancellation of treasury shares              (883)       22,501           883        (22,501)                    -                                         -

 As at 31 March 2024                          3,756       -                4,726      89,931                      (639)                                     97,774

 Total comprehensive loss for the period      -           -                -          -                           (945)                                     (945)
 Share based payments                         -           -                -          -                           29                                        29
 Dividends paid                               -           -                -          (2,492)                     -                                         (2,492)
 Tender offer                                 -           (22,091)         -          -                           -                                         (22,091)
 Cancellation of treasury shares              (867)       22,091           867        (22,091)                    -                                         -

 As at 30 September 2024                      2,889       -                5,593      65,348                      (1,555)                                   72,275

 

The accompanying notes form an integral part of these condensed consolidated
interim financial statements.

 

 

 

Palace Capital plc

Condensed consolidated statement of cash flows

For the six months ended 30 September 2024

                                                                      Unaudited                             Unaudited                             Audited

                                                                      6 months to                           6 months to                           Year to

                                                                      30 September                          30 September                          31 March

                                                                      2024                                  2023                                  2024

                                                              Notes   £000                                  £000                                  £000
 Operating activities
 Loss before taxation                                                 (945)                                 (189)                                 (9,316)
 Finance income                                                       (488)                                 (176)                                 (312)
 Finance expense                                                      135                                   1,552                                 1,909
 Loss on revaluation of investment property portfolio         9       3,241                                 5,613                                 15,383
 Profit on disposal of investment properties                          (500)                                 (3,383)                               (2,298)
 Debt termination costs                                               -                                     324                                   459
 Depreciation of tangible fixed assets                                -                                     7                                     23
 Amortisation of right of use asset                                   29                                    99                                    119
 Share-based payment                                                  29                                    68                                    137
 Increase in trade and other receivables                              (785)                                 (680)                                 (2,536)
 Decrease in trade and other payables                                 (88)                                  (1,231)                               (3,369)
 Decrease in trading property                                         2,554                                 2,342                                 2,929
 Net cash generated from operations                                   3,182                                 4,346                                 3,128
 Interest received                                                    488                                   176                                   312
 Interest and other finances charges paid                             (120)                                 (1,818)                               (2,339)
 Net cash flows from operating activities                             3,550                                 2,704                                 1,101

 Investing activities
 Capital expenditure on refurbishment of investment property  9       (111)                                 (2,657)                               (1,544)
 Proceeds from disposal of investment properties              9       22,825                                65,835                                92,217
 Net cash flow generated from investing activities                    22,714                                63,178                                90,673

 Financing activities
 Bank loan repaid                                                     (159)                                 (44,096)                              (56,022)
 Loan issue costs                                                     -                                     (18)                                  -
 Dividends paid                                               8       (2,492)                               (3,228)                               (6,045)
 Share buyback                                                        -                                     (15,179)                              (15,179)
 Tender offer                                                         (22,091)                              -                                     -
 Payment of share options exercised                                   -                                     -                                     (271)
 Net cash flow used in financing activities                           (24,742)                              (62,521)                              (77,517)

 Net increase in cash                                                 1,522                                 3,361                                 14,257
 Opening cash and cash equivalents                            12      19,766                                5,509                                 5,509
 Closing cash and cash equivalents                            12      21,288                                8,870                                 19,766

Palace Capital plc

Notes to the condensed consolidated financial
statements

For the six months ended 30 September 2024

 

 

1              General information

 

These financial statements are for Palace Capital plc ("the Company") and its
subsidiary undertakings (together "the Group").

 

The Company's shares are admitted to trading on the Main Market of the London
Stock Exchange. The Company is domiciled and registered in England and Wales
and incorporated under the Companies Act 2006. The address of its registered
office is Thomas House, 84 Eccleston Square, London, SW1V 1PX.

 

The nature of the Company's operations and its principal activities are that
of property investment in the UK.

 

Basis of preparation

 

The condensed consolidated financial information included in this half yearly
report has been prepared in accordance with the IAS 34 "Interim Financial
Reporting", as adopted by the European Union. The current period information
presented in this document is unaudited and does not constitute statutory
accounts within the meaning of section 434 of the Companies Act 2006.

 

The interim results have been prepared in accordance with applicable
International Accounting Standards (IAS) and International Financial Reporting
Standards (IFRS) issued by the International Accounting Standards Board
(IASB).  These standards are collectively referred to as "IFRS".

The accounting policies and methods of computations used are consistent with
those as reported in the Group's Annual Report for the year ended 31 March
2024 and are expected to be used in the Group's Annual Report for the year
ended 31 March 2025.

 

The financial information for the year ended 31 March 2024 presented in these
unaudited condensed Group interim financial statements does not constitute the
Company's statutory accounts for that period but has been derived from them.
The Report and Accounts for the year ended 31 March 2024 were audited and have
been filed with the Registrar of Companies. The Independent Auditor's Report
on the Report and Accounts for the year ended 31 March 2024 was unqualified
and did not contain statements under s498(2) or (3) of the Companies Act 2006.
The financial information for the periods ended 30 September 2023 and 30
September 2024 are unaudited and have not been subject to a review in
accordance with International Standard on Review Engagements 2410, Review of
Interim Financial Information performed by the Independent Auditor of the
Entity, issued by the Auditing Practices Board.

 

The interim report was approved by the Board of Directors on 13 November 2024.

 

Copies of this statement are available to the public for collection at the
Company's Registered Office at Thomas House, 84 Eccleston Square, London, SW1V
1PX and on the Company's website, www.palacecapitalplc.com
(http://www.palacecapitalplc.com) .

 

Going Concern

The Directors have made an assessment of the Group's ability to continue as a
going concern which included the current uncertainties around the economic
climate brought on by rising inflation and interest rates. In this assessment,
the Directors considered the impact on the Group's cash resources, borrowing
facilities, rental income, disposals of investment and trading properties,
committed capital and dividend distributions. The financial position of the
Group, its cash flows, liquidity position and borrowing facilities are
described in these financial statements.

As at 30 September 2024 the Group had £21.3 million of unrestricted cash and
cash equivalents, and a loan facility of £8.2 million which is fixed at 2.9%
until July 2026, resulting in a net cash position of £13.1 million. The fair
value of the property portfolio is £60.9 million. The Directors have reviewed
the forecasts for the Group over the 12 months from the date of signing this
report.

The Directors have a reasonable expectation that the Group have adequate
resources to continue in operation for at least 12 months from the date of
approval of the financial statements. Accordingly, they continue to adopt the
going concern basis in preparing the Interim Report.

 

2              Segmental reporting

During the period, the Group operated in one business segment, being property
investment in the UK and as such no further information is provided.

 

3              Revenue

                                                      Unaudited      Unaudited      Audited

                                                      6 months to    6 months to    Year to

                                                      30 September   30 September   31 March

                                                      2024           2023           2024

                                                      £000           £000           £000

 Gross rental income                                  3,722          6,839          11,603
 Dilapidations and other property related income      69             55             453
 Insurance commission                                 -              -              58
 Gross property income                                3,791          6,894          12,114
 Trading property income                              2,729          2,584          4,286
 Service charge income                                1,597          2,630          3,199
 Total revenue                                        8,117          12,108         19,599

 

 

4              Cost of sales

                                            Unaudited      Unaudited      Audited

                                            6 months to    6 months to    Year to

                                            30 September   30 September   31 March

                                            2024           2023           2024

                                            £000           £000           £000

 Void costs                                 599            1,027          1,871
 Legal, lettings and consultancy costs      243            457            601
 Property operating expenses                842            1,484          2,472
 Trading property costs of sales            2,591          2,437          4,286
 Service charge expense                     1,597          2,630          3,018
 Total cost of sales                        5,030          6,551          9,776

 

5              Taxation

                                      Unaudited      Unaudited      Audited

                                      6 months to    6 months to    Year to

                                      30 September   30 September   31 March

                                      2024           2023           2024

                                      £000           £000           £000

 Tax underprovided in prior year      -              -              65
 Deferred tax                         -              (16)           (19)
 Tax credit                           -              (16)           46

 

As a UK REIT, the income profits of the Group's UK property rental business
are exempt from corporation tax, as are any gains it makes from the disposal
of its properties, provided they are not held for trading. The Group is
otherwise subject to UK corporation tax at the prevailing rate.

 

6              Earnings per share

 

Basic earnings per share and diluted earnings per share have been calculated
on loss after tax attributable to ordinary Shareholders for the year (as shown
on the Consolidated Statement of Comprehensive Income) and for the earnings
per share, the weighted average number of ordinary shares in issue during the
period (see table below) and for diluted weighted average number of ordinary
shares in issue during the year (see table below).

 

 

                                                                      Unaudited      Unaudited      Audited

                                                                      6 months to    6 months to    Year to

                                                                      30 September   30 September   31 March

                                                                      2024           2023           2024

                                                                      £000           £000           £000
   Loss after tax attributable to ordinary Shareholders for the year  (945)          (173)          (9,362)

                                                                      Unaudited      Unaudited      Audited

                                                                      6 months to    6 months to    Year to

                                                                      30 September   30 September   31 March

                                                                      2024           2023           2024
   Weighted average number of shares for basic earnings per share     33,935,021     41,505,586     39,524,282
   Dilutive effect of share options                                   -              -              -

   Weighted average number of shares for diluted earnings per share   33,935,021     41,505,586     39,524,282

   Earnings per ordinary share
   Basic                                                              (2.8p)         (0.4p)         (23.7p)
   Diluted                                                            (2.8p)         (0.4p)         (23.7p)

 

The Group financial statements are prepared under IFRS which incorporates
non-realised fair value measures and non-recurring items. Alternative
Performance Measures ("APMs"), being financial measures, which are not
specified under IFRS, are also used by management to assess the Group's
performance. These include a number of European Public Real Estate Association
("EPRA") measures, prepared in accordance with the EPRA Best Practice
Recommendations reporting framework the latest update of which was issued in
November 2019. The Group reports a number of these measures (detailed in the
glossary of terms) because the Directors consider them to improve the
transparency and relevance of our published results as well as the
comparability with other listed European real estate companies.

EPRA Earnings is a measure of operational performance and represents the net
income generated from the operational activities. It is intended to provide an
indicator of the underlying income performance generated from the leasing and
management of the property portfolio. EPRA earnings are calculated taking the
profit after tax excluding investment property revaluations and gains and
losses on disposals, changes in fair value of financial instruments and
one-off finance termination costs. EPRA earnings is calculated on the basis of
the basic number of shares in line with IFRS earnings as the dividends to
which they give rise accrue to current Shareholders.

The Group also reports an adjusted earnings measure which is based on
recurring earnings before tax and the basic number of shares. This is the
basis on which the Directors consider dividend cover. This takes EPRA earnings
as the starting point and then adds back tax and any other fair value
movements or one-off items that were included in EPRA earnings. This includes
share-based payments being a non-cash expense, as well as payments to former
Directors, which is a one-off exceptional item. The corporation tax charge
(excluding deferred tax movements, being a non-cash expense) is deducted in
order to calculate the adjusted earnings per share, if the charge is in
relation to recurring earnings.

The earnings per ordinary share for the period is calculated based upon the
following information:

 

 

 

 

                                                                            Unaudited      Unaudited      Audited

                                                                            6 months to    6 months to    Year to

                                                                            30 September   30 September   31 March

                                                                            2024           2023           2024

                                                                            £000           £000           £000

   Loss after tax attributable to ordinary shareholders for the period      (945)          (173)          (9,362)

   Adjustments:
   Loss on revaluation of investment property portfolio                     3,241          5,613          15,383
   Profit on disposal of investment properties                              (500)          (3,383)        (2,298)
   Trading property revenue and cost of sales                               (138)          (147)          (181)
   Debt termination costs                                                   -              324            459
   EPRA earnings for the period                                             1,658          2,234          4,001

   Share-based payments                                                     29             68             137
   Payments to former Directors (including associated costs)                115            -              611
   Short term incentive plan provision (including associated costs)         265            -              640
   Adjusted profit after tax for the period                                 2,067          2,302          5,389
   Tax excluding deferred tax on EPRA adjustments and capital gain charged  -              (16)           46
   Adjusted profit before tax for the period                                2,067          2,286          5,435

   EPRA and adjusted earnings per ordinary share
   EPRA basic                                                               4.9p           5.4p           10.1p
   EPRA diluted                                                             4.9p           5.4p           10.1p
   Adjusted EPS                                                             6.1p           5.5p           13.8p

 

 

7              Net asset value per share

 

The Company has adopted the new EPRA NAV measures which came into effect for
accounting periods starting 1 January 2020. EPRA issued new best practice
recommendations (BPR) for financial guidelines on its definitions of NAV
measures. The new NAV measures as outlined in the BPR are EPRA net tangible
assets (NTA), EPRA net reinvestment value (NRV) and EPRA net disposal value
(NDV). The Company has adopted these new guidelines and applies them in the 30
September 2024 Interim Report.

 

The Company considered EPRA Net Tangible Assets (NTA) to be the most relevant
NAV measure for the Company and we are now reporting this as our primary NAV
measure, replacing our previously reported EPRA NAV and EPRA NNNAV per share
metrics. EPRA NTA excludes the intangible assets and the cumulative fair value
adjustments for debt-related derivatives which are unlikely to be realised.

 

 

                                                              30 September 2024 (unaudited)                         30 September 2023 (unaudited)                         31 March 2024 (audited)

                                                              EPRA NTA (£000)   EPRA NRV (£000)   EPRA NDV (£000)   EPRA NTA (£000)   EPRA NRV (£000)   EPRA NDV (£000)   EPRA NTA (£000)   EPRA NRV (£000)   EPRA NDV (£000)
 Net assets attributable to shareholders                      72,275            72,275            72,275            109,963           109,963           109,963           97,774            97,774            97,774
 Include:
 Fair value adjustment of trading properties                  392               392               392               587               587               587               449               449               449
 Real estate transfer tax                                     -                 3,631             -                 -                 7,589             -                 -                 5,294             -
 Fair value of fixed interest rate debt                       -                 -                 430               -                 -                 929               -                 -                 606
 Exclude:
 Deferred tax on latent capital gains and capital allowances  57                57                -                 61                61                -                 57                57                -
 EPRA NAV                                                     72,724            76,355            73,097            110,611           118,200           111,479           98,280            103,574           98,829
 EPRA NAV per share                                           252p              264p              253p              294p              315p              297p              262p              276p              263p

 

                                                                                                    Unaudited      Audited

                                                                                                    30 September   31 March

                                                                                   Unaudited        2023           2024

                                                                                    30 September

                                                                                   2024

      Number of ordinary shares issued at the end of the period                    28,886,765       37,559,953     37,554,525
      Dilutive effect of share options                                             -                -              -
      Number of diluted ordinary shares for diluted and EPRA net assets per share  28,886,765       37,559,953     37,554,525

      Net assets per ordinary share
      Basic NAV                                                                    250p             293p           260p
      Diluted NAV                                                                  250p             293p           260p
      EPRA NTA                                                                     252p             294p           262p

 

 

 

8              Dividends

                                                               Unaudited      Unaudited                                  Audited

                                                               6 months to    6 months to                                Year to

                                                               30 September   30 September                               31 March

                                                               2024           2023                                       2024

                                             Payment Date      £000           £000                                       £000
 Ordinary dividends paid
 2023 Interim dividend: 3.75p per share      14 April 2023     -              1,645                                      1,645
 2023 Final dividend: 3.75p per share        4 August 2023     -              1,583                                      1,583
 2024 Interim dividend: 3.75p per share      13 October 2023   -              -                                          1,408
 2024 Interim dividend: 3.75p per share      29 December 2023  -              -                                          1,409
 2024 Interim dividend: 3.75p per share      19 April 2024     1,408          -                                          -
 2024 Final dividend: 3.75p per share        25 August 2024    1,084          -                                          -
                                             2,492                                               3,228                   6,045

 

 Proposed dividend
 2025 Q1 interim dividend: 3.75p per share paid on 25 October 2024.
 2025 Q2 interim dividend: 3.75p per share payable on 27 December 2024.

9              Property Portfolio

                                               Freehold Investment properties  Leasehold Investment properties  Total investment properties
                                               £000                            £000                             £000
 At 1 April 2023                               163,978                         12,526                           176,504
 Additions - refurbishments                    1,544                           -                                1,544
 Loss on revaluation of investment properties  (15,383)                        -                                (15,383)
 Disposals                                     (76,294)                        (12,526)                         (88,820)
 At 31 March 2024                              73,845                          -                                73,845
 Additions - refurbishments                    111                             -                                111
 Loss on revaluation of investment properties  (3,241)                         -                                (3,241)
 Disposals                                     (21,826)                        -                                (21,826)
 At 30 September 2024                          48,889                          -                                48,889

 

                                    Investment properties  Trading properties  Total property portfolio
                                    £000                   £000                £000
 At 1 April 2023                    176,504                11,055              187,559
 Additions - refurbishments         1,544                  -                   1,544
 Additions - trading properties     -                      90                  90
 Loss on revaluation of properties  (15,383)               -                   (15,383)
 Disposals                          (88,820)               (3,019)             (91,839)
 At 31 March 2024                   73,845                 8,126               81,971
 Additions - refurbishments         111                    -                   111
 Additions - trading properties     -                      37                  37
 Loss on revaluation of properties  (3,241)                -                   (3,241)
 Disposals                          (21,826)               (2,591)             (24,417)
 At 30 September 2024               48,889                 5,572               54,461

 

 

The property portfolio has been independently valued at fair value. The
valuations have been prepared in accordance with the RICS Valuation - Global
Standards July 2017 ("the Red Book") and incorporate the recommendations of
the International Valuation Standards and the RICS valuation - Professional
Standards UK January 2014 (Revised April 2015) which are consistent with the
principles set out in IFRS 13.

 

The valuer in forming its opinion makes a series of assumptions, which are
typically market related, such as net initial yields and expected rental
values, and are based on the valuer's professional judgement. The valuer has
sufficient current local and national knowledge of the particular property
markets involved and has the skills and understanding to undertake the
valuations competently.

 

At 30 September 2024, the Company's property portfolio was externally valued
by CBRE, a Royal Institution of Chartered Surveyors ("RICS") registered
independent valuer. A reconciliation of the valuations carried out by the
external valuer to the carrying values shown in the balance sheet was as
follows:

 

 

                                                                        Unaudited        Unaudited      Audited

                                                                         30 September    30 September   31 March

                                                                        2024             2023           2024

                                                                        £000             £000           £000
 Property portfolio valuation                                           60,945           124,455        88,670

 Less trading properties at lower of cost and net realisable value      (5,572)          (8,713)        (8,126)
 Less lease incentive balance in accrued income                         (6,091)          (3,818)        (6,250)
 Less fair value uplift on trading properties                           (393)            (587)          (449)
 Carrying value of investment properties                                48,889           111,337        73,845

 

An investment property is subject to a first charge to secure the Group's bank
loans amounting to £8,152,000 (31 March 2024: £8,311,000).

 

Valuation process

 

The valuation reports produced by the independent valuers are based on
information provided by the Group such as current rents, terms and conditions
of lease agreements, service charges and capital expenditure. This information
is derived from the Company's financial and property management systems and is
subject to the Group's overall control environment.

 

In addition, the valuation reports are based on assumptions and valuation
models used by the independent valuers. The assumptions are typically market
related, such as yields and discount rates, and are based on their
professional judgment and market observations. Each property is considered a
separate asset, based on its unique nature, characteristics and the risks of
the property.

 

The Head of Investment is responsible for the valuation process verifies all
major inputs to the external valuation reports, assesses the individual
property valuation changes from the prior year valuation report and holds
discussions with the independent valuers. When this process is complete, the
valuation report is recommended to the Audit Committee, which considers it as
part of its overall responsibilities.

 

The key assumptions made in the valuation of the Company's investment
properties are:

 

• The amount and timing of future income streams;

• Anticipated maintenance costs and other landlord's liabilities; and

• An appropriate yield

 

Valuation technique

 

The valuations reflect the tenancy data supplied by the group along with
associated revenue costs and capital expenditure. The fair value of the
commercial investment portfolio has been derived from capitalising the future
estimated net income receipts at capitalisation rates reflected by recent
arm's length sales transactions.

 

 

 

10           Trading property

 

                                     Total

                                     £000
 At 1 April 2023                     11,055
 Costs capitalised                   90
 Disposal of trading properties      (3,019)
 At 31 March 2024                    8,126
 Costs capitalised                   37
 Disposal of trading properties      (2,591)
 At 30 September 2024                5,572

 

The Group has developed a large mixed-use scheme at Hudson Quarter, York. Part
of the approved scheme consisted of residential units which the Group held for
sale. As a result, the residential element of the scheme was classified as
trading property.

 

11           Trade and other receivables

                                        Unaudited        Unaudited      Audited

                                         30 September    30 September   31 March

                                        2024             2023           2024

                                        £000             £000           £000
 Current
 Trade receivables                      1,906            2,040          1,326
 Prepayments and accrued income         799              836            957
 Other taxes                            178              255            165
 Other debtors                          774              1,645          904
                                        3,657            4,776          3,352

 Non-current
 Accrued income                         5,573            3,303          5,625
                                        5,573            3,303          5,625

 Total trade and other receivables      9,230            8,079          8,977

 

 

12           Cash and cash equivalents

                                Unaudited        Unaudited      Audited

                                 30 September    30 September   31 March

                                2024             2023           2024

                                £000             £000           £000
 Cash and cash equivalents      21,288           8,870          19,766
                                21,288           8,870          19,766

 

13           Trade and other payables

                             Unaudited        Unaudited      Audited

                              30 September    30 September   31 March

                             2024             2023           2024

                             £000             £000           £000
 Current
 Trade payables              57               79             50
 Accruals                    415              2,077          704
 Deferred rental income      1,288            2,285          1,694
 Other taxes                 585              798            480
 Other payables              1,366            1,723          1,138
                             3,711            6,962          4,066

 

 

14           Borrowings

                                Unaudited        Unaudited      Audited

                                 30 September    30 September   31 March

                                2024             2023           2024

                                £000             £000           £000
 Current borrowings
 Bank loans                     318              12,086         318
 Unamortised lending costs      -                (135)          -
                                318              11,951         318

 Non-current borrowings
 Bank loans                     7,834            8,152          7,993
 Unamortised lending costs      (46)             (74)           (60)
                                7,788            8,078          7,933

 Total borrowings
 Bank loans                     8,152            20,238         8,311
 Unamortised lending costs      (46)             (209)          (60)
                                8,106            20,029         8,251

 

The maturity profile of the Group's debt was as follows

                             Unaudited        Unaudited      Audited

                              30 September    30 September   31 March

                             2024             2023           2024

                             £000             £000           £000

 Within one year             318              12,086         318
 From one to two years       7,834            318            318
 From two to five years      -                7,834          7,675
 Total borrowings            8,152            20,238         8,311

 

 

Facility and arrangement fees

 

As at 30 September 2024 (unaudited)

 Secured borrowings                               Facility drawn  Unamortised facility fees  Loan balance

                         All in cost   Maturity   £000            £000                       £000

                         %             date

 Scottish Widows         2.90%         July 2026  8,152           (46)                       8,106
                                                  8,152           (46)                       8,106

 

As at 31 March 2024 (audited)

 Secured borrowings                               Facility drawn  Unamortised facility fees  Loan balance

                         All in cost   Maturity   £000            £000                       £000

                         %             date

 Scottish Widows         2.90%         July 2026  8,311           (60)                       8,251
                                                  8,311           (60)                       8,251

 

As at 30 September 2023 (unaudited)

 Secured borrowings                                               Facility drawn  Unamortised facility fees  Loan balance

                                       All in cost   Maturity     £000            £000                       £000

                                       %             date

 Scottish Widows                       2.90%         July 2026    8,470           (74)                       8,396
 National Westminster Bank plc         7.29%         August 2024  5,898           (106)                      5,792
 Barclays                              7.14%         June 2024    5,870           (29)                       5,841
                                                                  20,238          (209)                      20,029

 

 

15           Share capital

 

Authorised, issued and fully paid share capital is as follows:

                                                                              Unaudited        Unaudited      Audited

                                                                               30 September    30 September   31 March

                                                                              2024             2023           2024

 Share capital - £000                                                         2,889            4,639          3,756

 Ordinary 10p shares                                                          28,892,535       46,388,515     37,560,295

 Share capital - number of shares in issue                                    28,892,535       46,388,515     37,560,295

 

 Movement in ordinary authorised share capital is as follows:                                      Total number of shares
 As at 31 March 2024                                                                               37,560,295
 Cancellation of treasury shares                                                     16 July 2024  (8,667,760)
 As at 30 September 2024                                                                           28,892,535

 Treasury shares at 31 March 2024 and 30 September 2024                          -                 -

 Total number of shares in issue at 30 September 2024 (excluding shares held in                    28,892,535
 treasury)

 

 

16           Post balance sheet events

 

On 5 November 2024, the Group exchanged on one residential unit at Hudson
Quarter, York for a total consideration of £0.5 million.

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