REG - Sutton Harbour Grp - Final Results for the year ended 31 March 2025
26/09/2025 07:00
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RNS Number : 9112A Sutton Harbour Group PLC 26 September 2025
26 September 2025
Sutton Harbour Group plc
("Sutton Harbour", the "Company" or, together with its subsidiaries, the
"Group")
Final Results for the year ended 31 March 2025, Bank Facility Amendment Update
and Related Party Loan Extension
Sutton Harbour, the AIM quoted owner and operator of Sutton Harbour in
Plymouth and specialist in waterfront regeneration projects and operation of
waterfront real estate, marinas and Plymouth Fisheries, announces its audited
annual results for the year ended 31 March 2025. The statutory accounts and
annual report for 2024 ("Annual Report") are expected to be made available on
the Company's website (www.suttonharbourgroup.com
(http://www.suttonharbourgroup.com/) ) later today, with hard copies sent to
shareholders in due course.
Summary
· Sale of three investment properties during year ended 31 March
2025 and a further two since the year end.
· £1.455m bank loan repaid during year ended 31 March 2025 and a
further £2.190m repaid since the year end.
· Impairments of property assets reflect emerging changes in
economic and market conditions and in the case of the Sugar Quay site, the
expiry of a planning consent for a material scheme.
· Strong trading from ongoing marina, car parking and property
letting activities. The closure of the long-standing auctioneer has led to a
decline in revenue from fisheries.
· The Company has appointed professional advisers to assist with
its future debt financing strategy.
Financial Highlights
2025 2024
Adjusted (loss) before tax* (£1.889m) (£3.330)m
Net financing costs £2.007m £1.992m
Net assets £35.1m £54.1m
Net asset per share 24.6p 37.8p
Valuation of estate property portfolio** £46.5m £53.7m
Development property inventory £18.4m £30.7m
Year-end net debt £26.8m £24.8m
*Excluding fair value adjustments of £0.200m relate to revaluations of
property and exceptional items of £0.855m, as explained in the Chairman's
Statement.
**Comprises investment and owner-occupied portfolios. Excludes land held as
development property inventory. Valuation as at 31 March 2025.
Philip Beinhaker, Executive Chairman of the Company, commented:
"Against a backdrop of challenges presented by the macroeconomic environment,
managing claims by third parties and suffering a major change to operations at
Plymouth Fisheries, the Company has continued to make progress with
pre-planning work on key projects to provide opportunities for value
realisation when conditions allow. Improvements to Sutton Harbour Marina have
been successfully completed to uphold the quality of the facility and to
protect revenue. Completion of asset disposals that are currently in hand will
allow the management team more time to work on new projects focused upon the
regeneration and operations of the core Sutton Harbour asset."
Related Party Loan Extension
On 25 September 2025, the Company extended the existing related party loan
finance, originally announced on 27 April 2022 and updated most recently on 1
April 2025, by £315,000 to provide additional headroom in the Company's cash
resources, until targeted property disposals are completed, bringing the total
shareholder loan facilities to £6.605m. The unsecured loan facilities are
with Beinhaker Design Services Ltd ("BDSL") (the "Loan"). The Loans carry a
fixed 8% gross annual interest rate with the option, at the discretion of the
Company, to capitalise some or all of the interest at a fixed 10% annual
interest rate. The repayment of the Loan, previously repayable in equal
portions no earlier than each of 31 August 2025, 31 November 2025 and 28
February 2026, has been amended such that the Loan is now repayable in equal
portions no earlier than each of 31 March 2026, 31 May 2026 and 31 August
2026.
The Loan extension and repayment variation constitutes a related party
transaction for the purposes of the AIM Rules, as BDSL represents 56% of the
holdings of FB Investors LLP, which has a 75.38% holding in the Company, and
is controlled by the Beinhaker family. The directors, other than Philip
Beinhaker and Corey Beinhaker, having consulted with the Company's nominated
adviser, Strand Hanson, consider that the terms of Loan extension and
repayment variation are fair and reasonable insofar as shareholders are
concerned.
Bank Facility Amendment
National Westminster Bank plc has agreed to a further extension to the
repayment dates of the Company's bank loan to allow asset sales to complete
and additional bank loan repayments to be made. Further to the Company's
announcements of 21 March 2024, 20 January 2025 and 1 July 2025, the amended
bank loan agreement requires £6.5m to be repaid by 31 March 2026, thereby
reducing the bank loan to £11.565m from the disposal of assets. The
facility's maturity date remains as 30 December 2026.
For further information, please contact:
Sutton Harbour Group plc +44 (0) 1752 204186
Philip Beinhaker - Executive Chairman
Corey Beinhaker - Chief Operating Officer
Natasha Gadsdon - Finance Director
Strand Hanson Limited (Nominated & Financial Adviser and Broker) +44 (0) 20 7409 3494
Richard Johnson
Rob Patrick
Imogen Ellis
Page number references in this announcement refer to the Annual Report,
available as set out above on the Company's website.
Executive Chairman's Statement
Introduction
Trading performance during the year under review has been mixed reflecting a
number of challenges faced during the year. Car parking has continued
strongly, berthing levels at the marinas remained steady, property tenancies
performed reliably and fisheries activity suffered after the closure of the
long standing third party auctioneer company.
The Company's priority for the past financial year has been to market a number
of assets for sale to permit repayments of the bank loan. Progress with this
programme is reported later in this statement. Completions on sales achieved
to date and offers for other assets have been taken into account in the annual
valuation resulting in valuation deficits in many of the portfolio assets. The
Company has found the sales market for specialised commercial property assets
more difficult than expected. The timing of disposals during a period of
ongoing higher interest rates and economic uncertainty has had a dampening
effect on demand and the prices that can be obtained.
The Company has plans, some of which have been previously consented, to
redevelop a number of its properties and the carrying value of development
inventory has been reviewed, as is done each year. Based on latest market
information, expected deliverability in current conditions and expiry of some
planning consents, the board has decided to impair a number of projects (with
independent professional input where required) which has resulted in a
material reduction in the carrying value of project inventory. Further
information is given later in this report.
The Company has continued to resource, at considerable cost and time, two
legal matters, one concerning the management of Sutton Lock and the other
concerning the lease of Plymouth City Airport. The costs of these matters are
separately disclosed as exceptional items. Due to legal restrictions the
Company is currently unable to disclose further detail about these matters
although information has been made available to the Company's auditors to
ensure reporting of the Company's position is fair.
The results for the year are therefore depressed by the non-cash impairment
adjustments to investment, trading and development properties together with
the mixed trading performance across different activities, exceptional costs
of legal matters and ongoing high interest costs.
Results and Financial Position
FINANCIAL HIGHLIGHTS 2025 2024
Net Assets £35.104m £54.091m
Net Asset value per share 24.6p 37.8p
(Loss) before tax from continuing operations (£18.721m) (£4.385m)
Adjusted (loss) before tax excluding fair value adjustments and exceptional (£1.889m) (£3.330m)
items*
(Loss) after tax (£16.811m) (£3.836m)
Basic (loss) after tax per share (11.76p) (2.71p)
Dividend per share 0.0p 0.0p
Total Comprehensive loss for the year attributable to shareholders (£18.987m) (£4.878m)
Total Comprehensive loss per share (13.3p) (3.4p)
Net Debt £26.809m £24.805m
Gearing (Net Debt/Net Assets) 76.4% 45.9%
*Fair value adjustments of £2.905m relate to revaluations of investment
property and owner occupied property where there is a reduction in fair value
and no previous surplus in the revaluation reserve (see note 14 and 15) and
exceptional items of £0.504m (2024: £0.855m) (see note 10).
Gross profit for the year was £1.672m compared to £0.004m in the previous
year.
The exceptional cost of £0.504m (2024: £0.855m) was incurred for legal costs
in connection with future lock management costs and the airport lease (see
note 10).
Net debt (including lease liabilities) increased to £26.809m as at 31 March
2025 from £24.805m at 31 March 2024, up by £2.004m. The key movements in net
debt during the year include a repayment of the bank loan of £1.445m and an
increase in related party loan financing (including rolled up interest) of
£3.479m.
Gearing (net debt/net assets) as at 31 March 2025 stood at 76.4% (31 March
2024: 45.9%). Net finance costs of £2.077m in the year (2024: £1.992m) are
stated after capitalisation of interest of £0.279m (2024: £0.427m).
As at 31 March 2025, net assets were £35.104m (31 March 2024: £54.091m), a
net asset value of 24.6p per ordinary share (31 March 2024: 37.8p per ordinary
share). The reduction in net assets of £18.987m includes the valuation
adjustment of the Group's property portfolio and property development assets
amounting to a reduction of £19.233m as shown in the table below. Valuations
for assets obtained from independent professional valuers have been informed
by prices obtained for recent property disposals by the Company and offers
received for asset. Values have been dampened by high interest and caution of
property buyers.
Valuation Movement £m Accounting
Owner Occupied Portfolio
- Fisheries (£1.849) Fair valuation adjustment recorded in the Income Statement as no revaluation
reserve available to absorb the deficit
- Marinas (£1.217) Debited to the Revaluation Reserve in the Balance Sheet
- Car Parks (£1.688) Debited to the Revaluation Reserve in the Balance Sheet
Investment Property Portfolio (£1.460) Fair valuation adjustment recorded in the Income Statement
TOTAL (£6.214)
Development Inventory Impairment (£13.019) Impairment adjustment recorded in the Income Statement
ASSET REDUCTION (£19.233)
Further details on financial performance can be found in the Financial Review
on page 11.
Financing
During the year the following financing events occurred:
· August 2024 - New bank facility agreed with Nat West providing
committed facilities until December 2026, maximum loan £21.7m reducing to
£11.6m with repayments timetabled to follow asset disposals.
· October/November 2024 - £1.455m bank loan repaid from asset
disposal proceeds.
· February 2025 - New asset financing agreement completed to
finance the acquisition of the floating shower and toilet amenities for Sutton
Harbour Marina. Finance drawdown of £213,000.
The Company has suffered the ongoing pressure of high interest rates during
the year and delays to dispose of property in a difficult market have resulted
in the bank loan remaining higher than expected. Interest costs have
consequently remained a burden to the Company. During the year the Company has
successfully sought a number of facility amendments from its bankers to defer
debt repayments to allow more time for property asset disposals to complete.
After the year end the Company repaid a further £2.190m against the bank loan
following disposals of another two properties. This reduced the bank loan to
£18.065m.
In June 2025 the Company secured a further facility amendment from the bank to
extend the date for repayment of £6.5m to September 2025 and in September
2025 a further extension until 31 March 2026 was agreed. Once this repayment
is made, the Company will have reduced the bank loan to £11.6m as required by
the bank.
The Company met all operable bank covenants during the year.
As at 31 March 2025, related party loans, including rolled up interest owed to
shareholders, were as follows:
2025 2024
£ £
Beinhaker Design Services Limited £7.110m £2.530m
Rotolok (Holdings) Limited £0.246m £1.345m
Total £7.346m £3.875m
The majority shareholder has continued to support the Company and has made new
related party loans of £2.885m during the year to permit normal company
operations, progress with key projects, bank interest payments and the costs
of legal actions underway. In due course, asset disposals are expected to
release some cash for working capital after bank loan repayments are met.
After the year end, the majority shareholder advanced new related party loans
totalling £0.315m.
Taking into account the performance of the Company and the current level of
bank borrowing, the board does not recommend payment of a dividend on the
year's results.
Directors and Staff
Headcount as at 31 March 2025 was 30 (31 March 2024: 30), excluding
Non-Executive Directors.
After the year end, having given notice of his intention to step down from the
board, Graham Miller retired on 30 June 2025. The Directors thank Graham for
his wise counsel to board over the last twelve years which included five years
as Chairman until 2018.
The board is pleased to report that on 1 July 2025 Paul Shackleton was
appointed as Non-Executive Director. Paul is an experienced London based
corporate finance adviser and broker who, since 1996, has specialised in both
domestic and international AIM traded companies, including advising companies
in the role of Nominated Adviser. He brings a wealth of knowledge and
experience, particularly in transactions, fund raising, Corporate Governance
and Regulation. He is currently the Non-Executive Chairman of GCM Resources
plc and a Non-Executive Director of Rurelec plc. Paul is familiar with the
Company, having previously advised the board on corporate and regulatory
matters, and also takes on the roles of Audit Committee Chairman and Senior
Independent Director. Paul will stand for election by shareholders at the next
Annual General Meeting.
Operations Report
Marine
Marinas
Both marinas traded steadily during the year with gross berthing revenues 2%
ahead of the previous year. Occupancy of the marinas declined very slightly
which was offset by inflationary prices rises. Following a temporary
relocation of the Sutton Harbour Marina office and temporary deployment of a
Portakabin shower and toilet unit, the Company worked to have new permanent
facilities in place before the start of the 2025/26 season which started on 1
April 2025. In February 2025, a new reception area, offices and crew room was
completed and opened, taking space in a long term vacant unit owned by the
Group, and the new floating shower and toilet facility was installed. Both new
facilities significantly upgrade the customer experience and have been well
received by berthholders.
The King Point Marina is one of the assets being marketed for sale which is
being actively progressed having attracted some interest.. The preferred
bidder is advancing due diligence work and further updates to shareholders
will be made as appropriate.
The majority of berthing sales for the marinas are made in the pre-season
selling period which operates through November and December. Ahead of this,
the Group has noticed a slight softening in demand for the 2025/26 season with
some berth holders deterred by the ongoing sales process at King Point Marina
and others at Sutton Harbour Marina uncertain about the facilities renewal,
which were not in place during the key selling period. The marina team
attended the 2025 Southampton International Boat Show to promote Sutton
Harbour Marina for the first time in recent years.
Fisheries
The activity level at Plymouth Fisheries has settled to a reduced level
following the shock closure in May 2024 of the third party firm which operated
the fish auction and other services. It has not been possible to re-establish
the auction, to date, and auctioning of fish has consolidated to other ports
in the South West. A significantly reduced number of fish are now landed at
Plymouth and transported by road to other ports and accordingly landing fees
at Plymouth Fisheries have decreased. Landings of shellfish and other non
quota species are still landed at Plymouth Fisheries. Despite this change,
fuel sales have remained almost exactly on par with the previous year which
the Company still charges competitive rates. Demand for rental units at
Plymouth Fisheries remains robust, with any vacancies soon filled.
The Company is currently working together with the Local Authority and
industry stakeholders on future options for the port. In the meantime, the
Company continues to support the operations at Plymouth Fisheries which are
currently loss making on account of a fixed operating cost base that cannot be
readily streamlined without a decision about the future operating model.
Real Estate and Car Parks
Real Estate
Tenant occupancy by 31 March 2025 stood at 85% (31 March 2024 89%). During the
year, North Quay House became fully vacant. This is reflected in the slight
fall in the occupancy rate. Three properties were sold during the third
quarter and one vacant property was refurbished for use by the Company as a
marina reception and office. The Company's investment properties are well let
to a variety of tenants and excluding North Quay House, just one larger unit
remains vacant and is being marketed for sale. Regeneration plans for the site
are detailed further below.
Car Parks
The car parks have continued to trade robustly, particularly in the first half
of the year which is a stronger season as the car parks are located close to
the National Marine Aquarium, the harbour and waterfront.
Regeneration
Harbour Arch Quay
Following the completion and sale of all 14 apartments in 2024, the ground
floor office space was completed early in the financial year and the Company's
head office took up occupation in July 2024.
North Quay House
The Company has successfully completed the 'pre-application' phase of the
planning process after having submitted a proposal to convert the existing
vacant office building into ten high quality apartments and three commercial
units together with car parking space. The Company is currently obtaining
costings ready to market the development opportunity for sale or joint
venture. The development is targeted for delivery during 2026.
Sugar Quay
A new lower density scheme is being designed to improve prospects for
financing and market absorption in what is a difficult market. The scheme will
be submitted to 'Pre-Application' during 2025. As a result of reduced density
aspirations for the site, compared to the previously consented block of c.
150-170 apartments, the carrying value of the site has been reviewed and
impaired by £9.388m, reflecting a site currently without planning consent but
in a prominent waterfront location. The Company has previously secured a
number of consents for different schemes for the site, the costs of which had
been capitalised, and the site has foundations for a previously aborted
scheme. These costs accounted for a higher carrying cost, which was previously
judged recoverable with a high density development when prevailing economic
and sales market conditions were more favourable.
Former Airport Site - Planning
Work to support the Pre Application process for the masterplan of the site has
continued and expert planning and technical advice has been sought during the
year to assist ongoing discussions with the Local Planning Authority. Local
politicians continue to voice their support for aviation at the site, even
though no financially substantiated proposals have been put forward in over
13.5 years since the facility closed in December 2011. The Company remains
committed to its view that the greatest benefit from the site can be derived
from redevelopment for housing (affordable and market), institutional uses and
business space. The 113 acre site is surrounded by residential areas and
businesses and is well served by established highway and urban infrastructure.
The site is, however, very constrained as an aviation site. In the meantime,
the Company continues to maintain and secure the site, which has been and is a
major undertaking and cost burden. The Company continues to engage with the
Local Authority with regard to the provisions of the long lease.
Financial Position and Outlook
The Company has not been able to progress the financial restructuring plan to
the extent it had expected, having targeted to have completed the disposals of
assets by the third quarter of the year under review. The ongoing high
interest rates have impacted demand for specialised commercial property and
prospective purchasers have repeatedly cited difficulties and slowness to
secure funding to allow transactions to progress.
The Company's bankers and related party funders have been understanding of the
current position whilst also being closely briefed on the progress with each
asset disposal and have agreed to extend the dates for agreed loan repayments
to take account of delays with disposals. Based on current progress with the
disposals programme, the Company does not anticipate that the bank loan will
be reduced to the target of £11.6m by 30 September 2025.
The sales of good yielding assets is progressively eroding profitability as
interest saved is lower than the relevant contributions. The Company has
engaged professional advisors with the objective of establishing options and
putting place funding facilities which best meet the Company's current and
future needs.
Summary
Against a backdrop of challenges presented by the macroeconomic environment,
managing claims by third parties and suffering a major change to operations at
Plymouth Fisheries, the Company has continued to make progress with
pre-planning work on key projects to provide opportunities for value
realisation when conditions allow. Improvements to Sutton Harbour Marina have
been successfully completed to uphold the quality of the facility and to
protect revenue. Completion of asset disposals that are currently in hand will
allow the management team more time to work on new projects focused upon the
regeneration and operations of the core Sutton Harbour asset.
Philip Beinhaker
EXECUTIVE
CHAIRMAN
25 September 2025
Consolidated Income Statement for
the year ended 31 March 2025
Note 2025 2024
£000 £000
Revenue 5 9,240 16,353
Cost of sales (7,568) (16,349)
Gross profit 1,672 4
Impairment adjustment to development property inventory 5 (13,019) -
Fair value adjustments to investment properties and fixed assets 14,15 (3,309) (200)
Administrative expenses (1,484) (1,342)
Exceptional costs 10 (504) (855)
Operating (loss)/profit 5,6 (16,644) (2,393)
Finance income 5 8
Finance costs 9 (2,082) (2,000)
Net finance (2,077) (1,992)
costs
(Loss before tax from continuing operations (18,721) (4,385)
Taxation (credit/(charge) on (loss) from continuing operations 11 1,910 549
(Loss) for the year from continuing operations (16,811) (3,836)
(Loss) for the year attributable to owners of the parent (16,811) (3,836)
Basic and Diluted (loss) per share
from continuing operations 13 (11.76p) (2.71p)
Consolidated Statement of Other Comprehensive Income for
the year ended 31 March 2025
Note 2025 2024
£000 £000
(Loss) for the year (16,811) (3,836)
Items that will not be reclassified subsequently to profit or loss:
Revaluation of property, plant and equipment 14 (2,905) (1,404)
Deferred tax in respect of property revaluation 11 729 362
Items that may be reclassified subsequently to profit or loss:
Other comprehensive income for the year, net of tax (2,176) (1,042)
Total comprehensive (loss) for the year attributable to owners of the parent (18,987) (4,878)
The notes on pages 36 to 64 are an integral part of these consolidated
financial statements.
Consolidated Balance Sheet as at 31 March 2025
Note 2025 2024
£000 £000
Non-current assets
Property, plant and equipment 14 31,589 36,890
Investment property 15 15,230 17,542
Inventories 18 13,741 13,518
60,560 67,950
Current assets
Inventories 18 4,720 17,295
Trade and other receivables 19 1,112 1,310
Tax recoverable 2 3
Cash and cash equivalents 20 1,034 782
6,868 19,390
Total assets 67,428 87,340
Current liabilities
Bank Loans 21 8,690 21,700
Other Loans 21 7,354 3,875
Trade and other payables 23 1,633 2,194
Lease liabilities 24 41 12
Deferred income 22 2,202 2,183
19,920 29,964
Non-current liabilities
Bank loans 21 11,565 -
Lease liabilities 24 193 -
Deferred government grants 22 646 646
Deferred tax liabilities 17 - 2,639
12,404 3,285
Total liabilities 32,324 33,249
35,104 54,091
Net assets
Issued capital and reserves attributable to owners of the parent
Share capital 26 16,536 16,536
Share premium 16,744 16,744
Other reserves 20,854 23,030
Retained earnings (19,030) (2,219)
35,104 54,091
Total equity
The notes on pages 36 to 64 are an integral part of these consolidated
financial statements.
The Financial Statements on pages 32 to 64 were approved and authorised by the
Board of Directors on 25 September 2025 and were signed on its behalf by:
Philip Beinhaker
Director
Company number 02425189
Consolidated Statement of Changes in Equity
For the year ended 31 March 2025
Notes Share Share Revaluation reserve Merger reserve Retained earnings Total
capital premium equity
£000 £000 £000 £000 £000 £000
Balance at 1 April 2023 16,406 13,972 20,201 3,871 1,617 56,067
Comprehensive income
Loss for the year - - - - (3,836) (3,836)
Other comprehensive income
Share Issue 130 2,772 - - -
Revaluation of property, plant and equipment 14 - - (1,404) - - (1,404)
Deferred tax on revaluation 11 - - 362 - - 362
Total comprehensive income 130 2,772 (1,042) - (3,836) (1,976)
Balance at 1 April 2024 16,536 16,744 19,159 3,871 (2,219) 54,091
Comprehensive income
Loss for the year - - - - (16,811) (16,811)
Other comprehensive income
Revaluation of property, plant and equipment 14 - - (2,905) - - (2,905)
Deferred tax on revaluation 11,17 - - 729 - - 729
Total comprehensive income - - (2,176) - (16,811) (18,987)
Total balance at 31 March 2025 16,536 16,744 16,983 3,871 (19,030) 35,104
Consolidated Statement of Cashflows
For the year ended 31 March 2025
Note 2025 2024
£000 £000
Cash generated (used in)/from total operating activities 28 (874) 4,550
Cash flows from investing activities
Expenditure on investment property 15 (240) (131)
Expenditure on property, plant and equipment 14 (338) (136)
Proceeds from disposal 1,525 6
Cash generated/(used) in investing activities 947 (261)
Cash flows from financing activities
Interest paid (1,488) (2,415)
Interest received 5 -
Bank loan drawdown - 100
Bank loan repaid (1,445) (3,200)
Related party loans 2,885 450
Development loan repaid - (4,240)
Development loan drawdown - 1,868
Lease finance drawdown 240 -
Cash payments of lease liabilities (18) (66)
Net proceeds from issue of share capital - 2,901
Net cash generated/(used) from financing activities 179 (4,602)
Net increase in cash and cash equivalents 252 (313)
Cash and cash equivalents at beginning of the year 782 1,095
Cash and cash equivalents at end of the year 20 1,034 782
Reconciliation of financing activities for the year ended 31 March 2025
2025 Cash flow 2024 Cash flow 2023
£000 £000 £000 £000 £000
Bank loans 20,255 1,445 21,700 (3,100) 24,800
Other loans 7,354 (3,479) 3,875 (1,602) 5,477
Lease liabilities 234 (222) 12 (64) 76
Total debt 27,843 (2,256) 25,587 (4,766) 30,353
The notes on pages 36 to 64 are an integral part of these consolidated
financial statements.
Notes to the Consolidated Financial Statements
1. General information
Sutton Harbour Group plc and its subsidiaries are together referred to as the
"Group". The Group is headquartered at Sutton Harbour, Plymouth and owns and
operates the harbour and its ancillary facilities. The other principal
activities of the Group are marine operations, waterfront real estate
regeneration, investment and development and also provision of public car
parking.
The Group is a public limited company which is quoted on the AIM Market of the
London Stock Exchange, is incorporated and domiciled in the UK and registered
in England and Wales with number 02425189. The address of its registered
office is Sutton Harbour Office, 2B North East Quay, Sutton Harbour, Plymouth,
Devon, PL4 0BN.
2. Group accounting policies
Basis of preparation
The Group financial statements consolidate those of the Group and its
subsidiaries.
The consolidated financial statements have been prepared in accordance with UK
adopted IAS, and the Companies Act 2006 applicable to companies reporting
under IFRS.
The accounting policies set out below have, unless otherwise stated, been
applied consistently to all periods presented in these Group financial
statements.
Judgements made by the Directors in the application of these accounting
policies that have significant effect on the financial statements and
estimates with a significant risk of material adjustment in the next year are
discussed in note 4 to these financial statements.
Changes in accounting policies and disclosures
There are no new accounting standards this year. There are no changes to
accounting standards expected in the coming 12 months that would have a
material impact on the accounts.
Going concern
The review of the Group's business activities is set out in the Executive
Chairman's Report on pages 4 to 7. The financial position of the Group, its
cash flows and financing position are described in the Financial Review on
pages 11 and 12. In addition, note 3 to the financial statements gives details
of the Group's financial risk management.
The Group is reliant on bank finance which is conditional on the debt
reductions and other covenants. The Group's forecasts and projections, taking
account of reasonably foreseeable possible changes in trading performance and
on the basis that asset disposals meet the values and timelines agreed with
the bank, show that the Group should be able to operate within the level of
the facilities and covenants over a period of at least twelve months from the
date of the approval of the accounts. The covenants measure interest cover,
debt to fair value and capital expenditure.
Within the next 12 months, the Group has the following commitments to
repayments of loans:
· The Group's banking facility with Natwest agreed on 8 August 2024
extends to 30 December 2026. This agreement (together with subsequent
amendments) provides committed facilities of £20.255m (as at 31 March 2025)
and sets out milestone debt repayments of £0.810m by 30 June 2025, £1.380m
by 30 July 2025 and £6.50m by 31 March 2026 to reduce bank debt to £11.6m.
The interest cover covenant is suspended until 30 June 2026. Thereafter it is
tested on a quarterly basis.
· The debt reduction plan, through the sale of assets, is underway
and the bank is regularly updated on the progress with selected assets placed
for sale. Selection of assets identified for disposal will be based on
market conditions and progress is being made towards the target debt level of
£11.6m 31 March 2026, to date, progress is encouraging. The board recognises
the challenges that the Group faces to deliver the debt reduction plan to
satisfy the conditions of the banking facility agreement. The board is
satisfied that all necessary actions are being taken to achieve this
objective, whilst recognising the uncertainty that will remain until asset
sales, the timings of which are not within the Group's control, are
achieved.
· The related party loans advanced by the majority shareholder of
the parent company are repayable no earlier than 31 March 2026 under the
current agreement. The Directors are satisfied that these repayments can be
funded from the actions noted above, and the majority shareholder has
confirmed that it will agree to deferment if necessary.
The Board has explored options available to it to mitigate the risk of asset
sales not completing in line with the agreed milestone debt repayments. These
mitigating actions are considered significant judgements and have been
disclosed in note 4. The Board has concluded that, whilst there are
uncertainties, the mitigating actions that could be implemented if required
are judged to be sufficient to make the going concern status of the group
appropriate. The Board has therefore concluded that there are no material
uncertainties relating to events or conditions that individually or
collectively may cast significant doubt on the Group's ability to continue as
a going concern for a period of at least 12 months from the date the financial
statements are authorised for issue.
Measurement convention
The financial statements are prepared on the historical cost basis as modified
by the fair value of property except for investment property which is measured
at fair value and land and buildings which are measured at revalued amount.
The functional currency of the Group and its subsidiaries is pounds sterling
and therefore balances are shown in the financial statements in thousands of
pounds sterling, unless otherwise stated.
Basis of consolidation
The consolidated financial statements include the financial statements of
Sutton Harbour Group plc and its subsidiaries at each reporting date. Control
exists when the Group has the power, directly or indirectly, to govern the
financial and operating policies of an entity to obtain benefits from its
activities. The financial statements of subsidiaries are included in the
consolidated financial statements from the date that control commences until
the date that control ceases.
Intra-Group transactions, balances and unrealised gains on transactions
between Group companies are eliminated. Unrealised profits and losses are also
eliminated.
Property, plant and equipment
Property, plant and equipment is divided into the following classes:
Land and buildings
Assets in the course of construction
Plant, machinery and equipment
Fixtures and fittings
Land and buildings
Land and buildings include:
- Freehold and leasehold land. Where a lease has an unexpired term of more
than 50 years it is considered to share the same characteristics as freehold
land and is shown as such.
- Properties that are mainly owner-occupied, or that are an integral part of
the Group's trading operations (marinas including the lock, quays, marina
buildings, the fish market building and car parks).
Owner occupied assets are initially recorded at cost and are subsequently
revalued and stated at their fair values. Fair value is based on regular
valuations by an external independent valuer and is determined from
market-based evidence by appraisal. Valuations are performed with sufficient
regularity (annually) to ensure that the fair value of a revalued asset does
not differ materially from its carrying amount.
Where owner occupied assets (such as marinas, the fish market and car parks)
comprise land, buildings, plant and machinery the valuation is of the asset as
a whole. Any valuation movement is allocated to land and buildings; plant
and machinery continue to be carried at cost less accumulated depreciation
(see below).
Any revaluation surplus is credited to the revaluation reserve except to the
extent that it reverses a decrease in the carrying value of the same asset
previously recognised in the income statement, in which case the increase is
recognised in the income statement. Any revaluation deficits are recognised
in the income statement, except to the extent of any existing surplus in
respect of that asset in the revaluation reserve.
Assets in the course of construction
Assets in the course of construction are held at cost. Depreciation
commences when the asset is capable of being operated as intended.
Plant, machinery and equipment, fixtures and fittings
Plant, machinery and equipment includes items used in the operation of marina,
fish market and car park trading operations (such as pontoons, piles, ice
making equipment and chillers, car parking meters). Fixtures and fittings
includes building fit outs. Plant, machinery and equipment, fixtures and
fittings are all stated at cost less accumulated depreciation and impairment
losses. Historical cost includes expenditure that is directly attributable
to the acquisition of the items.
Leased assets
Leased assets acquired are stated initially at an amount equal to the lower of
their fair value and the present value of the minimum lease payments at
inception of the lease, less accumulated depreciation and impairment losses.
Leased assets are depreciated over the shorter of the lease term and useful
economic life. Lease payments are apportioned between finance charges and
the reduction of lease liabilities so as to achieve a constant rate of
interest on the remaining balance of the liability. Finance charges are
charged directly to the income statement. Leased properties are subsequently
revalued to their fair value.
The treatment of assets where the lessor maintains the risks and rewards of
ownership is described in the lease payments accounting policy below.
Depreciation
Depreciation is charged to the income statement over the estimated useful
lives of each part of an item of property, plant, machinery and equipment,
fixtures and fittings. Estimated useful lives and residual values are
reassessed annually. Where parts of an item of property, plant, machinery
and equipment, fixtures and fittings have different useful lives, they are
accounted for as separate items. Freehold land is not depreciated. The
estimated useful lives and depreciation basis of assets are as follows:
Freehold
buildings
(straight line) 10 to 50
years
Leasehold buildings
(straight line) 50 years or
remaining period of lease
Plant, machinery and
equipment (straight
line) 4 to 30 years
Fixtures and fittings
(straight
line) 4 to 10 years
Investment property
Investment properties are properties which are held to earn rental income
and/or for capital appreciation. Investment properties are initially measured
at cost and subsequently revalued to fair value which reflects market
conditions at the balance sheet date. Any gains or losses arising from
changes in fair value are recognised in the income statement in the period in
which they arise. Fair value is the estimated amount for which a property
could be exchanged, on the date of valuation, between a willing buyer and a
willing seller, in an arm's length transaction, after proper marketing, in
which both parties had acted knowledgeably, prudently and without compulsion.
Some properties are held both to earn rental income and for the supply of
goods and services and administration purposes. Where the different portions
of the property cannot be sold separately, the property is accounted for as an
investment property only if an insignificant portion is held for the
production and supply of goods and services and administration purposes.
The portfolio is valued on an annual basis by an external independent valuer,
who is RICS qualified. The valuer will also have recent experience in the
location and category of property being valued.
The valuations, which are supported by market evidence, are prepared by
considering the aggregate of the net annual rents receivable from the
properties and where relevant, associated costs. A yield which reflects the
specific risks inherent in the net cash flows is then applied to the net
annual rentals to arrive at the property valuation.
Rental income from investment property is accounted for as described in the
revenue accounting policy.
Investment property that is redeveloped for continued future use as an
investment property remains classified as an investment property while the
redevelopment is being carried out. While redevelopment is taking place, the
property will continue to be valued on the same basis as an investment
property where the Group intends to retain the property.
All tenant leases have been examined to determine if there has been any
transfer of the risks and rewards of ownership from the Group to the tenant in
accordance with IFRS 16 'Leases'. All tenant leases were determined to be
operating leases. Accordingly, all the Group's leased properties are
classified as investment properties and included in the balance sheet at fair
value.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is
based on the first-in first-out principle and includes expenditure incurred in
acquiring the inventories and bringing them to their existing location and
condition. Where inventory has been transferred from fixed assets, deemed cost
includes revaluation. Net realisable value is the estimated selling price in
the ordinary course of business, less estimated costs of completion and
estimated costs necessary to make the sale.
Inventories - development property
Land identified for development and sale, and properties under construction or
development and held for resale, are included in non-current or current
assets, depending on the estimated time of ultimate realisation, at the lower
of cost and net realisable value. Cost includes all expenditure related
directly to specific projects, including capitalised interest, and an
allocation of fixed and variable overheads incurred in the Group's contract
activities based on normal operating capacity. Net realisable value is
estimated selling value less estimated costs of completion and estimated costs
necessary to make the sale and includes developer's return where applicable.
Cash and cash equivalents
Cash in the balance sheet comprises cash at bank and in hand. Bank overdrafts
and similar borrowings that are repayable on demand and form an integral part
of the Group's cash management are included as a component of cash and cash
equivalents for the purpose of the statement of cash flows. Offset
arrangements across Group businesses are applied to arrive at the net cash
figure.
Impairment
The carrying amounts of the Group's assets other than investment property and
inventories are considered at each balance sheet date to determine whether
there is any indication of impairment. If any such indication exists, the
asset's recoverable amount is estimated. Where the carrying amount of an asset
exceeds its recoverable amount it is impaired and is written down to its
recoverable amount. Impairment losses are recognised in the income
statement.
Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less
attributable transaction costs. Subsequent to initial recognition,
interest-bearing borrowings are stated at amortised cost with any difference
between cost and redemption value being recognised in the income statement
over the period of the borrowings on an effective interest basis.
Revenue
Revenue comprises the fair value of the consideration received or receivable,
net of value-added-tax, rebates and discounts. Revenue is recognised in
accordance with the transfer of promised goods or services to customers (i.e.
when the customer gain control of ownership that has been transferred). The
following criteria must also be met before revenue is recognised:
Rent and marina and berthing fees
Rent from investment property and marina and berthing fees are typically
invoiced in advance and are accounted for as deferred income and recorded to
revenue during the period to which the tenant had control of the service.
Lease incentives and costs associated with entering into tenant leases are
amortised over the lease term. These are held in the balance sheet within
accrued income.
Other marine related revenue
Fuel sales, landing dues and other ancillary incomes, are recorded to revenue
on the transfer of goods to the customer.
Car park revenue
Car park revenue is recognised at the point that a car parking ticket is paid
for, normally a maximum of one day's parking. Where seasonal parking permits
are sold for longer periods the income is spread over the period the permit
relates to.
Property sales
Revenue from property sales is recognised when effective control of the asset
has passed to the buyer. This will be at the point of legal completion.
Interest income
Interest income is recognised as it becomes receivable.
Government grants
Government grants are recognised when there is reasonable assurance that the
grant will be received and that the Group will comply with all conditions
associated with the grant. Government grants in respect of capital expenditure
are credited to reduce the initial carrying value of the related asset.
Grants of a revenue nature are credited to a deferred income account and
released to the income statement so as to match them with the expenditure to
which they relate.
Lease payments
The Directors have considered the application of IFRS 16 on its leasing
arrangements. The Group has a small number of short term leases and leases
of low value items and therefore continues to recognise payments made under
these agreements on a straight line basis over the term of the lease.
Net financing costs
Net financing costs comprise interest payable, commitment fees on unused
portion of bank facilities, amortisation of prepaid bank facility arrangement
fees, unwinding of discount on provisions, finance charge component of minimum
lease payments and interest receivable on funds invested. Interest payable and
interest receivable are recognised in profit or loss as they accrue, unless
capitalised as described under "borrowing costs" below, using the effective
interest method.
Borrowing costs
Borrowing costs are capitalised on qualifying assets. A qualifying asset is
one that takes more than twelve months to complete. The borrowing rate
applied is that specifically applied to fund the development. In the case of
bank borrowings this is the weighted average cost of debt capital.
Capitalisation ceases when substantially all the activities that are necessary
to get the property ready for use are complete and is paused when a project
pauses.
Employee benefits: defined contribution plans
Obligations for contributions to defined contribution pension plans are
recognised as an expense in the income statement as incurred.
Employee benefits: share-based payment transactions
The share option programme allows Group employees to acquire shares of the
Group; these awards are granted by the Group. The share-based payments are
all equity-settled and are measured at fair value. The fair value of options
granted is recognised as an employee expense with a corresponding increase in
equity. The fair value is measured at grant date and spread over the period
during which the employees become unconditionally entitled to the options. The
fair value of the options granted is measured using the Black-Scholes option
pricing model, taking into account the terms and conditions upon which the
options were granted. The amount recognised as an expense is adjusted to
reflect the actual number of share options that vest except where forfeiture
is due only to share prices not achieving the threshold for vesting.
Provisions
A provision is recognised in the balance sheet when the Group has a present
legal or constructive obligation as a result of a past event, and it is
probable that an outflow of economic benefits will be required to settle the
obligation. If the effect is material, provisions are determined by
discounting the expected future cash flows at a pre-tax rate that reflects
current market assessments of the time value of money and, where appropriate,
the risks specific to the liability.
Taxation
Tax on the profit for the year comprises current and deferred tax. Tax is
recognised in the income statement except to the extent that it relates to
items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable profit for the year,
using tax rates enacted or substantively enacted at the balance sheet date.
Deferred tax is provided on temporary differences between the carrying amounts
of assets and liabilities for financial reporting purposes and the amounts
used for taxation purposes. The amount of deferred tax provided is based on
the expected manner of realisation or settlement of the carrying amount of
assets and liabilities, using tax rates enacted or substantively enacted at
the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that
future taxable profits will be available against which the asset can be
utilised.
Deferred tax is recognised on all temporary differences except on the initial
recognition of goodwill or on the initial recognition of an asset or liability
in a transaction which is not a business combination and at the time of the
transaction, affects neither accounting profit nor taxable profit.
Segment reporting
An operating segment is a component of the Group that engages in business
activities from which it may earn revenues and incur expenses and whose
results are regularly reviewed by the Board.
The following operating segments have been identified:
Marine
Real Estate
Car Parking
Regeneration
Revenue included within each segment is as follows:
Marine:
Marina and commercial berthing fees
Fishmarket landing dues
Other marine related revenue including fuel sales and other ancillary income
Car Parking:
Car park revenue
Real Estate:
Rent
Regeneration:
Property sales
Costs, assets and liabilities are allocated to each business segment based on
the revenue that they are used to generate.
Trade Receivables
Trade receivables are initially measured at the transaction price less
impairment. In measuring the impairment, the Group has applied the
simplified approach to expected credit losses as permitted by IFRS9.
Expected credit losses are assessed by considering the Group's historical
credit loss experience, factors specific for each receivable, the current
economic climate and expected changes in forecasts of future events. Changes
in expected credit losses are recognised in the Group income statement.
Trade Payables
Trade payables are obligations to pay for goods or services that have been
acquired in the ordinary course of business from suppliers. Accounts payable
are classified as current liabilities if payment is due within one year or
less (or in the normal operating cycle of the business if longer). If not,
they are presented as non-current liabilities. They are initially recognised
at fair value and subsequently carried at amortised cost.
3. Financial risk management
Fair values
IFRS 13 requires disclosure of fair value measurements for balance sheet
financial instruments by level according to the following measurement
hierarchy:
Level 1: Quoted prices unadjusted in
active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices
included within level 1 that are observable for the asset or liability, either
directly as prices or indirectly derived from prices; and
Level 3: Inputs for the asset or
liability that are not based on observable market data.
The Group does not hold any Level 1 balance sheet financial instruments.
Capital risk management
The capital structure of the Group consists of net debt which includes the
borrowings disclosed in notes 20 and 21 and shareholders' equity comprising
issued share capital, reserves and retained earnings.
The capital structure of the Group is reviewed annually with reference to the
costs applicable to each element of capital, future requirements of the Group,
flexibility of capital drawdown and availability of further capital should it
be required.
The Group has a target gearing ratio of approximately 50% but gearing may
exceed these levels where a project is in the final stages, before start of
construction and development refinancing or ultimate disposal. The Group
structures borrowings into general facilities and secures specific financing
for individual property projects as deemed appropriate.
The gearing ratio at the year-end was as follows:
2025 2024
£000 £000
Borrowings and loans (27,609) (25,575)
Lease liabilities (234) (12)
Cash and cash equivalents 1,034 782
Net debt (26,809) (24,805)
Equity 35,104 54,091
Net debt to equity ratio 76.4% 45.9%
Bank borrowing facilities and financial covenants
The Group had total borrowing net of cash and cash equivalents of £26.809m at
31 March 2025 (2024: £24.805m) with a gearing level of 76.4% (2024: 45.9%).
The rise in gearing is principally due to the accounting write downs of
property and assets of the Group. The Group has operated within its authorised
facilities and has secured deferrals of covenants during the year when
necessary.
In August 2024 the Company entered into a new agreement with NatWest to
initially provide a maximum committed facility of £21.7m until December 2026.
The agreement has been amended to facilitate more time to achieve property
disposals to allow reduction of debt to £11.6m by 31 March 2026.
The banking facilities include financial covenants, including (i) a measure of
EBITDA to interest covenant from June 2026 a cashflow to interest coverage
test (ii) a debt to fair value of property valuation covenant and (iii) a
capital expenditure covenant. The Group's forecasts and projections, taking
account of reasonably possible changes in trading performance, show that the
Group will be able to operate within the level of the facilities and covenants
ii) and iii) over a period of at least twelve months. The interest coverage
test is not expected to be achievable in the life of the current facility and
discussions continue with the company's banker on this matter.
Liquidity risk
The Group uses financial instruments, comprising bank borrowing and various
items including trade receivables and trade payables that arise directly from
its operations. The main purpose of these financial instruments is to raise
finance for the Group's operations. The main risk arising from the Group
financial instruments is liquidity risk. The Group seeks to manage liquidity
risk by ensuring sufficient liquidity is available to meet foreseeable needs
and to invest cash assets safely and profitably. Short-term flexibility is
achieved by overdraft facilities. The Group has the ability to manage its
liquidity through the timing of development projects and also the timing of
the sale of assets.
Contractual maturity
The following tables analyse the Group's financial liabilities and net settled
derivative financial liabilities into relevant maturity groupings based on the
remaining period at the balance sheet to the contractual maturity date. The
amounts disclosed in the tables are the contractual undiscounted cash flows
including principal.
As at 31 March 2025:
Total 0 -1year 1 to 2years 2 to 5years
£000 £000 £000 £000
Bank loans* (20,255) (8,690) (11,565) -
Other loans* (7,354) (7,354) - -
Trade and other payables* (1,633) (1,633) - -
Lease liabilities* (234) (41) (45) (148)
(29,476) (17,718) (11,610) (148)
As at 31 March 2024:
Total 0 to 1years 1 to 2years 2 to 5years
£000 £000 £000 £000
Bank loans* (21,700) (21,700) - -
Other loans* (3,875) (3,875) - -
Trade and other payables* (2,194) (2,194) - -
Lease liabilities* (12) (12) - -
(27,781) (27,781) - -
* financial liabilities at amortised cost
Interest rate risk
There is currently no SONIA swap in place to fix interest on any of the
Group's bank debt. The Board has considered the merits of an instrument to
fix interest rates at regular intervals during the year but has not entered
into any hedging agreement due to the high cost of doing so at each review.
Credit risk
Many of the Group's customers are required to pay for services in advance of
supply which reduces the Group's exposure to credit risk. Property rentals and
marina berthing are examples of this. The Group pursues debtors vigorously
where credit terms have been exceeded. The credit quality of the Group's
financial assets can be summarised as follows:
2025 2024
£000 £000
Trade receivables:
New customers (less than 12 months) 24 83
Existing customers (more than 12 months) with no defaults in the past 430 482
Existing customers (more than 12 months) with some defaults in the past 37 80
Total trade receivables net of provision for impairment 491 645
Commodity price risk
The Group experiences volatile fuel prices throughout the year. The Group
only acts as a reseller of fuel at the fish market and marinas. The sales
prices are derived from the price paid for fuel and therefore fuel price
exposure is no longer considered a risk.
Sensitivity analysis
Interest rates
In managing interest rate risks the Group aims to reduce the impact of
short-term fluctuations on the Group's earnings. Over the longer-term,
however, higher interest rates would have an impact on consolidated earnings.
As at 31 March 2025, it is estimated that a general increase of a percentage
point in interest rates (being the best estimate of adverse future anticipated
changes in interest rates), would have decreased the Group's profit before tax
from continuing operations by approximately £203,000 (2024: £217,000).
Net assets would have decreased by the same amount.
Valuation of investment property and property held for use in the business
Land & buildings valuations are complex, require a degree of judgement and
are based on data some of which is publicly available and some that is not. We
have classified the valuations of our property portfolio as level 3 as defined
by IFRS 13 Fair Value Measurement. Level 3 means that the valuation model
cannot rely on inputs that are directly available from an active market. All
other factors remaining constant, an increase in trading income would increase
valuation, whilst an increase in equivalent nominal yield would result in a
fall in value and vice versa.
In establishing fair value the most significant unobservable input is
considered to be the appropriate yield to apply to the trading income using a
discounted cashflow. This is based on a number of factors including the
maturity of the business and trading and economic outlook.
Yields applied across the investment assets are in the range of 4.85% - 12.65%
with the average yield being 8.86%. Assuming all else stayed the same; a
decrease of 1.0% in the average yield would result in an increase in fair
value of £2.459m. An increase of 1.0% in the average yield would result in a
corresponding decrease in fair value of £1.331m.
Trading assets are valued using a discounted cashflow model which uses
budgeted cashflows and appropriate discounts rates to reach a valuation.
Market evidence is then considered in determine if the valuation is
appropriate. Discount rates are judgemental and a change in the discount rate
could results to different valuations being reported. An increase of 1% in the
discount rate would result in a decrease in fair value of £2.325m. A decrease
of 1% in the discount rate would results in an increase of the fair value of
£2.200m.
These assets were independently valued by Jones Lang LaSalle ("JLL") at 31
March 2025. The valuation by JLL was in accordance with the Practice
Statements in the Valuations Standards (The Red Book) published by the Royal
Institution of Chartered Surveyors, on a market-based evidence approach, which
is consistent with the required IFRS 13 methodology.
4. Accounting estimates and judgements
The preparation of financial statements in conformity with UK adopted IAS
requires management to make judgements, estimates and assumptions that affect
the application of policies and reported amounts of assets and liabilities,
income and expenses. The estimates and associated assumptions are based on
historical experience and various other factors that are believed to be
reasonable under the circumstances, the results of which form the basis of
making judgements that are not readily apparent from other sources. Actual
results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period, or in the period
of the revision and future periods if the revision affects both current and
future periods.
Estimates
The following are the areas that require the use of estimates that may impact
the Group's balance sheet and income statement:
The valuation of investment property and property held for use in the business
as at 31 March 2025 was £15,230,000 and £31,589,000 respectively; (2024:
£17,543,000 and £36,889,000 respectively). In determining the fair value of
properties, the Board relies on external valuations carried out by
professionally qualified independent valuers in accordance with the Appraisal
and Valuation Standards of the Royal Institution of Chartered Surveyors. The
valuation of investment properties uses estimated rental yields at industry
wide rates, varied by sector, for each property based on market evidence at
the date the valuation is carried out. Judgement is exercised in determining
future rental income or profitability of the relevant properties. In the case
of North Quay House, an office building where most tenants have vacated, the
valuation is based on the price a purchaser might pay for the re-development
opportunity. Properties held for use in the business (fishmarket, marinas
and car parks) are valued using a discounted cash flow model with recent
actuals and budgeted future results (fair maintainable operating profits)
generated by the business activities operated from each owner-occupied
property (some costs are reallocated between businesses for the discounted
cashflow, but this has no impact on the overall valuations). Judgement is
exercised in the preparation of the budgets and also in the discount factor
multipliers applied to the fair maintainable operating profit to derive a
valuation. Market evidence of values of similar assets is taken into account
in the valuation process. Within the valuation of property held for use in the
business, judgement is required to allocate the valuation between land and
buildings. Any impact upon the valuation is therefore unknown at present.
Further detail about the property valuation can be found in the Financial
Review on page 11.
Judgements
The following are the areas that require the use of judgements that may impact
the Group's balance sheet and income statement:
The Board exercises judgement in determining whether properties should be
classified as investment property or development inventory and this is done by
reference to criteria including whether the property is being marketed for
sale in the ordinary course of business and the nature of the development
activity ongoing (including planning applications and development of proposals
for submission to the relevant authorities).
Determining the net realisable value of development property 2025:
£18,461,000 see note 18; (2024: £30,813,000)
The Board has exercised judgement in determining the net realisable value of
development property, taking into account expected costs to complete and
future sale proceeds, and hence whether any write-down of development property
is required. Incorporated in the appraisal of net realisable value are
judgements about: disposal revenue and/or investment value at completion;
project formulation (including mix of development uses and development
density); full development cost; amounts payable to third parties (for
example, contributions to the local authority under section 106 agreements,
sharing of proceeds with local authority and repayment of grants in the case
of development of the former airport site); financing costs; time value of
money; and, allowance for contingency.
The board has exercised judgement that the Former Airport Site is held as
development inventory and that the net realisable value at 31 March 2025 is
£13.741m (2024: £13.518m). The former airport site, a 113 acre site of
which the Group directly owns c.8 acres and holds c.105 acres through an
unexpired 129 year leasehold interest, with a right to renew for a further 150
years, totalling 279
years, is held as development inventory at a carrying value of £13.741m. At
each balance sheet date, this carrying value is tested for impairment with the
board needing to satisfy itself that the asset is included in inventory at the
lower of cost and net realisable value, with net realisable value including
developer's return where applicable. The carrying value of £13.741m is
derived as follows:
· The land and building asset was independently valued twice yearly
until 31 March 2013, when the asset was transferred to development inventory.
The airport closed in December 2011.
· As at 31 March 2013 the land and building asset was transferred
to development inventory and combined with the pre-existing inventory total,
which included the cost of building the Link Road and planning intellectual
property costs.
· It was agreed at 31 March 2013 that the transfer would be made at
valuation, inclusive of historic revaluations. As at 31 March 2013 the
carrying value of the former airport asset was £11.479m, inclusive of past
revaluations totalling £3.969m. The net increase in former airport asset
valuation from 31 March 2013 (£11.479m) to 31 March 2024 (£13.518m) of
£2.120m represents the capitalised costs of developing the planning
intellectual property less the cost attributed to sales of small plots.
£13.741m represents the historic cost of the airport asset as at 31 March
2025.
· In addition to the net cash expenditure on the airport asset, the
former aviation operations, ongoing site maintenance and security, together
with interest costs thereon (Present Value of total cash expended) is more
than double the £13.741m.
In December 2016 the Department for Transport published the 'Plymouth Airport
Study Report', which concluded that a lack of demand and a short runway mean
commercially viable passenger services could not be run out of the former
Plymouth Airport site as it would remain "financially vulnerable" in a "high
risk environment".
Plymouth City Council prepared its new local plan to for submission to the
Government Planning Inspectorate in which they called for the retention of the
airport site for a possible reopening.
In April 2017, the Group submitted its representations and detailed evidence
base in support of allocation of the former Airport Site for alternative use
in advance of the Government Inspectors' public hearing of proposed new local
planning framework.
The public hearing took place in early 2018, with the Government Inspectors'
report subsequently issued in March 2019. The Government Inspectors supported
a 'safeguard' of the former airport site for a maximum of five years. The
Inspectors advised that a safeguarding period longer than five years would not
be appropriate given the strategic value of this brown-field site and based on
their determination that five years should be more than enough time to realize
a viable business plan for aviation activity, if such activity was viable.
The Group has continued to prepare its masterplan for alternative use of the
site, reflecting the guidance of the Government Planning Inspectors that
presided over the 2019 new Local Plan, for submission to the Local Authority
in good time to allow full participation in the forthcoming 5-year review of
the Local Plan.
In 2024, PCC advised that the five year review of the Local Plan had been made
and that the former airport site would continue to be safeguarded for aviation
uses for a further five years. The Group submitted the pre-application for a
masterplan in March 2024 with proposed phased development that respects the
Local Authority's policy. A committee formed of representatives of both the
Group and Plymouth City Council has been engaged in discussions on the plan.
In February 2024, the Group received a notice from Plymouth City Council
claiming that the Group was in breach of its lease. After taking senior legal
advice the Group has responded to strongly refute this claim. A further
letter was received in August 2024 to which the Company provided clarification
in a letter sent in September 2024 on some points raised and reiterated its
view that the notice had been served wrongfully and again refuting the claim.
The Group remains in discussion with the Council over the matter. Ongoing
legal costs have been recorded as exceptional costs - refer to note 10. At
present there is no indication of the likelihood, nor the resultant cost in
connection with this claim.
The Group does not regard the carrying value of the former airport site to be
reflective of its value for alternative use, which is in turn significantly
less than the value that can be earnt from redevelopment of this strategic
asset. The Group regards the value that can be earned from this strategic
asset is significantly greater than both the carrying value and the Present
Value of total cash expended.
The second largest development inventory item relates to the Sugar Quay (East
Quay / former Boatyard) site at Sutton Harbour. Refer to the Chairman's
Statement for further information. The board has decided to impair the
carrying value of the site based on an appraisal of a lower density scheme
which will better suit current market conditions and expected sales absorption
rate. The planning consent secured for a much more densely built scheme
expired in June 2025.
Uncertainties in relation to going concern
As explained in the going concern section, the Group has agreed a planned debt
reduction programme with its bankers with set repayment dates up to 31 March
2026. This debt reduction programme is dependent on the realisation of certain
assets within that period. In determining whether the uncertainties over the
Group's ability to meet the conditions of the bank facility are considered
material uncertainties, the board has exercised significant judgement to
consider the relationship with the bank and alternative mitigating actions to
be operable and effective:
· A constructive relationship with the Group's bankers towards
achieving the debt reduction plan and the bank's indicated flexibility over
debt repayment dates subject to evidence of progress with asset sales and
formal agreement from Credit.
· The possibility to dispose of alternative or additional assets,
with flexibility in response to market conditions, to repay debt and/or raise
additional capital
· The availability of alternative funding to refinance part/all of
the bank facility finance
· The confirmed support from the major shareholder for ongoing
company trading operations by way of additional Related Party Loans if
necessary
5. Segment results
Management has determined the operating segments based on the reports reviewed
by the Board of Directors that are used to make strategic decisions. Details
of the types of revenue generated by each segment are given in note 2.
The Board of Directors assesses performance using segmental operating profit.
The segment information provided to the Board of Directors for the reportable
segments for the year ended 31 March 2025 is as follows:
Year ended 31 March 2025 Marine Real Estate Real Estate Disposals Car Park Regeneration Total
£000 £000 £000 £000 £000 £000
Revenue 5,461 1,291 1,525 963 - 9,240
Segmental Gross Profit before Fair value adjustment and unallocated expenses 1,024 690 (105) 516 (453) 1,672
Development inventory impairment (13,019)
(13,019)
Fair value adjustment on investment properties and fixed assets (3,309) (3,309)
Segmental Result 1,024 (2,619) (105) 516 (13,019) (14,656)
Unallocated:
Administrative expenses (1,484)
Exceptional note 10 (504)
Operating loss (1,988)
Financial income 5
Financial expense (2,082)
Loss before tax from continuing activities (18,721)
Taxation 1,910
Loss for the year from continuing operations (16,811)
Depreciation charge
Marine 336
Car Parking 13
Administration -
346
Year ended 31 March 2024 Marine Real Estate Car Parking Regeneration Total
£000 £000 £000 £000 £000
Revenue 5,692 1,450 930 8,281 16,353
Segmental Gross Profit before Fair value adjustment and unallocated expenses 1,151 975 507 (2,629) 4
Fair value adjustment on investment properties and fixed assets - (200) - - (200)
1,151 775 507 (2,629) (196)
Segmental Profit
Unallocated:
Administrative expenses (1,342)
Exceptional costs (855)
Operating loss (2,393)
Financial income 8
Financial expense (2,000)
Loss before tax from continuing activities (4,385)
Taxation 549
Loss for the year from continuing operations (3,836)
Depreciation charge
Marine 383
Car Parking 13
Administration 1
397
Assets and liabilities
2025 2024
£000 £000
Segment assets:
Marine 25,803 29,050
Real Estate 15,451 17,865
Car Parking 6,464 8,179
Regeneration 18,472 31,259
Total segment assets 66,190 86,353
Unallocated assets:
Property, plant & equipment 33 32
Trade & other receivables 171 172
Cash and cash equivalents 1,034 783
Total assets 67,428 87,340
2025 2024
£000 £000
Segment liabilities:
Marine 2,494 2,520
Real Estate 375 374
Car Parking 42 51
Regeneration 1,122 1,474
Total segment liabilities 4,033 4,419
Unallocated liabilities:
Bank overdraft & borrowings 27,843 25,587
Trade & other payables 446 603
Deferred tax liabilities - 2,639
Tax payable 2 1
Total liabilities 32,324 33,249
Additions to property, plant and equipment
Marine (328) (125)
Car Parking (-) (1)
Unallocated (10) (10)
Total (338) (136)
Unallocated assets included in total assets and unallocated liabilities
included in total liabilities are not split between segments as these items
are centrally managed.
Unallocated expenses include central administrative costs that cannot be split
between the various business segments because they are incurred in assisting
the Group generate revenues across all business segments.
Revenue can be divided into the following categories:
2025 2024
£000 £000
Sale of goods 2,299 2,442
Rental income and service recharges 1,512 1,662
Provision of services 3,904 3,968
Sale of property 1,525 8,281
9,240 16,353
No revenues from any one customer represented more than 10% of the Group's
revenue for the year.
6. Operating result
The following items are included within operating profit/(loss):
2025 2024
£000 £000
Staff costs (note 8) 1,588 1,571
Rental income from investment property (note 27) (1,291) (1,450)
Loss on sale of development (Harbour Arch Quay ) 129 2,629
Loss on disposal of investment property (note 5) 105 -
Direct operating expenses of investment properties (including repairs and 610 499
maintenance)
Loss/ (gain) on re-measurement of investment property to fair value (note 15) 1,460 (356)
Loss on re-measurement of fixed assets (note 14) 1,848 556
Depreciation of property, plant and equipment (note 14) 349 397
Impairment adjustment relating to development inventory (note 18) (13,019) -
7. Services provided by the Group's auditors
During the year the Group obtained the following services from the Group's
auditors:
2025 2024
£000 £000
Fees payable to Group's auditors for the audit of
Parent company and consolidated financial statements
40 35
Fees payable to the Group's auditors for other services:
Other advisory services 97 23
The audit of Group's subsidiaries pursuant to legislation 66 33
8. Staff numbers and costs and Directors' remuneration
The average number of persons employed by the Group (including Executive
Directors, excluding Non-Executive Directors) during the year, analysed by
category, was as follows:
Number of employees
2025 2024
Marine Activities 23 24
Administration 7 6
30 30
The aggregate payroll costs of these persons were as follows:
2025 2024
£000 £000
Wages and salaries 1,238 1,255
Social security costs 131 132
Other pension costs (note 25) 219 184
1,588 1,571
The total remuneration of the key management personnel, all of whom are
directors, of the Group was as follows:
2025 2024
£000 £000
Fees 144 144
Other Emoluments 297 305
Pension Contributions 36 25
477 474
Details of the highest paid Director are detailed in the remuneration report
on page 23.
9. Finance income and finance costs
2025 2024
£000 £000
Interest payable on bank loans and overdrafts 1,951 1,885
Bank facility fees 131 115
Finance costs 2,082 2,000
Finance costs are net of borrowing costs capitalised in the year. See note 18.
10. Exceptional costs
Exceptional costs charged to the income statement relate to temporary back up
fish landing facilities during the Environment Agency's work on the lock cills
and expensing of costs in relation to the preparation for the Arbitration
Hearing with the Environment Agency in relation to the future maintenance of
the lock and costs of expert legal advice in connection with a claim made by
Plymouth City Council that the Group is in breach of its long lease of the
Former Airport Site.
2025 2024
£000 £000
Expert lease legal costs 172 82
Temporary fish landing facility costs - 236
Arbitration hearing costs 332 537
504 855
11. Taxation
2025 2024
£000 £000
Deferred tax
Adjustments in respect of previous years 634 2
Origination and reversal of temporary differences (2,544) (551)
Total tax charge in income statement (note 17) (1,910) (549)
The tax assessed for the year uses the standard rate of corporation tax in the
UK of 25% (2024: 25%).
The deferred tax credit recognised in other comprehensive income is £729,000
(2024: credit £362,000)
Reconciliation of effective tax rate
2025 2024
£000 £000
(Loss) before tax (18,721) (4,385)
Tax on profit at standard corporation tax rate of 25% (2024: 25%) (4,680) (1,096)
Fixed assets differences 291 -
Expenses not deductible for tax purposes 1,356 23
Income not taxable for tax purposes (381) -
Adjustments respect of prior periods 1,380 21
Unrecognised deferred tax assets in respect of losses - 300
Capital gains and (losses) (1,567) 203
Movement in deferred tax not recognised 1,691 -
Total tax charge/(credit) on continuing operations (1,910) (549)
12. Share based payment
An Inland Revenue approved Company Share Option plan (CSOP) has been
established by Sutton Harbour Group plc whereby the Group may at the
discretion of the Remuneration Committee grant options over ordinary shares in
the Group to key management personnel. The options are issued for nil
consideration and are granted in accordance with the Scheme's rules at the
absolute discretion of the Remuneration Committee. Option holders may
exercise options after a minimum 3 year and maximum 10 year holding period,
subject to the provisions and exceptions of the scheme rules. There are no
other performance conditions governing the holder's right to exercise the
options after the minimum holding period. Share options may only be exercised
for shares. The fair value of the options was calculated using the Black
Scholes model and the credit to the income statement for the year ended 31
March 2025 was £17,394 (2024: credit £849). The cumulative charge to the
Income Statement of the CSOP scheme is £28,580 as at 31 March 2025.
A weight averaged volatility input to the Black Scholes of 64% was applied
being the average % fluctuations (positive and negative) of the share price
compared to the grant price of share options issued.
Set out below is a summary of options granted under the CSOP plan:
Grant Date Expiry Date Exercise Price Balance at start of year Granted Exercised Expired Balance at end of year Life of options remaining
27 Nov 2019 26 Nov 2029 22p 0 102,273 0 0 102,273 1,701 days
8 July 2020 8 July 2030 19p 102,273 115,790 0 0 218,063 1,925 days
23 Jun 2021 23 Jun 2031 25p 218,063 24,000 0 0 242,063 2,275 days
20 Jun 2022 20 Jun 2032 22p 242,063 30,000 0 0 2,638 days
- 23 Jun 2022 22p - - 0 34,091 237,972 -
6 June 2023 6 June 2033 20p 237,972 20,000 0 0 257,972 2,989 days
31 Mar 2025 257,972
The weighted average exercise price at 31 March 2025 was 20.78 pence (31 March
2024: 20.78 pence).
13. Earnings per share
2025 2024
Pence Pence
Continuing operations:
Basic earnings/(loss) per share (11.76p) (2.71p)
Diluted earnings/(loss) per share (11.76p) (2.71p)
Basic earnings per share
Basic earnings per share have been calculated using the loss for the year of
£16,811,000 (2024: loss of £3,836,000) for the continuing operations using
the average number of 142,938,478 ordinary shares (2024: 141,731,347 ordinary
shares) in issue.
Diluted earnings per share
Diluted earnings per share uses an average number of 143,196,450 shares (2024:
141,895,767) ordinary shares in issue in accordance with IAS 33 'Earnings per
Share' based on a positive earnings per share result.
14. Property, plant and equipment
Land and Assets in the course of Construction Plant, machinery and equipment, fixtures and Total
buildings fittings
£000 £000 £000 £000
Cost or valuation
Balance at 1 April 2023 37,060 84 5,058 42,202
Additions 72 - 64 136
Revaluation to income statement (556) - - (556)
Revaluations to revaluation reserve (1,404) - - (1,404)
Transfers 84 453 41 578
Disposals - - (7) (7)
Balance at 31 March 2024 35,256 537 5,156 40,949
Balance at 1 April 2024 35,256 537 5,156 40,949
Additions 328 - 10 338
Revaluation to income statement (1,848) - - (1,848)
Revaluations to revaluation reserve (2,905) - - (2,905)
Transfers - (537) - (537)
Disposals - - - -
Balance at 31 March 2025 30,831 - 5,166 35,997
Accumulated depreciation
Balance at 1 April 2023 943 - 2,719 3,662
Depreciation charge for the year 136 - 261 397
Transfers - - - -
Disposals - - - -
Balance at 31 March 2024 1,079 - 2,980 4,059
Balance at 1 April 2024 1,079 - 2,980 4,059
Depreciation charge for the year 75 - 274 349
Disposals - - - -
Balance at 31 March 2025 1,154 - 3,254 4,408
Net book value
At 31 March 2024 34,177 537 2,176 36,890
At 31 March 2025 29,677 - 1,912 31,589
Included in Land and Buildings is long leasehold land at a value of
£2,200,000 (2024: £2,200,000).
Transfers relate to the ground floor unit at Harbour Arch Quay which is being
retained as an owner occupied property for the purpose of the head office.
The cost transferred was made from development property inventory.
Revaluations
Land and buildings are measured using the revaluation model as set out in note
2. These assets were independently valued by Jones Lang LaSalle ("JLL") at
31 March 2025 (see Strategic Report page 4). The valuation by JLL was in
accordance with the Practice Statements in the Valuations Standards (The Red
Book) published by the Royal Institution of Chartered Surveyors, on a
market-based evidence approach. Further detail about property revaluation is
included in the Financial Review on page 11.
At 31 March 2025, had the freehold land and buildings been measured using the
cost model (historical cost less accumulated depreciation and accumulated
impairment losses), their carrying value would be £23,745,000 (2024:
£23,492,000).
At 31 March 2025, had the leasehold land and buildings been measured using the
cost model (historical cost less accumulated depreciation and accumulated
impairment losses), their carrying value would be £1,110,000 (2024:
£1,110,000).
Assets in the course of construction, plant, machinery and equipment and
fixtures and fittings are all measured using the cost model, as set out in
note 2.
The Group's obligations under leases are secured by the lessor's title to the
fixed assets. The carrying value of floating vessel which is subject to
lease is £327,000 (2024: £44,000).
15. Investment property
2025 2024
£000 £000
At fair value:
Balance at beginning of the year 17,543 17,205
Additions during the year 240 131
Disposals during the year (1,630) -
Fair value adjustments (1,460) 356
Transfers from/(to) fixed assets 537 (150)
Balance at the end of the year 15,230 17,543
Investment property is measured using the fair value model as set out in note
2. The fair value of the Group's investment property at 31 March 2025 has
been determined by a valuation carried out on that date by independent,
external valuers (see Strategic Report page 4), JLL in accordance with the
Practice Statements in the Valuation Standards (The Red Book) published by the
Royal Institution of Chartered Surveyors. JLL is a member of the Royal
Institution of Chartered Surveyors and have appropriate qualifications and
recent experience in the valuation of properties in the relevant locations.
The valuations, which are supported by market evidence, are prepared by
considering the aggregate of the net annual rents receivable from the
properties and, where relevant, associated costs. A yield which reflects the
specific risks inherent in the net cash flows is then applied to the net
annual rentals to arrive at the property valuation. Further detail about
property valuation is included in the Financial Review on page 11.
All of the Group's investment property is held under freehold interests with
the exception of four (2024: four) properties which are held under long
leaseholds.
16. Investments
At 31 March 2025 the Parent company has the following subsidiaries:
Class of Nature of Business
shares held
Ownership
2025 2024
Subsidiaries
Sutton Harbour Company Ordinary 100% 100% Harbour Authority
Sutton Harbour Services Limited Ordinary 100% 100% Marine Leisure & Property
Plymouth City Airport Limited Ordinary 100% 100% Property Developer
Sutton Harbour Property and Regeneration Limited Ordinary 100% 100% Property Owner
Harbour Arch Quay Limited Ordinary 100% 100% Property Developer
Sutton Harbour Projects Limited Ordinary 100% 100% Property Owner
Harbour Arch Quay Management Company Limited Ordinary 100% 100% Property Management
Sutton Harbour Car Parks Limited Ordinary 100% 100% Car Park Operator
Sugar Quay Holdings Limited Ordinary 100% 100% Investment Company
Sugar Quay Limited Ordinary 100% 100% Property Developer
Sutton East Holdings Limited Ordinary 100% 100% Property Developer
Sutton East Developco No1 Limited Ordinary 100% 100% Property Developer
All of the above companies were incorporated in the United Kingdom and
registered in England and Wales and for each the registered address is Sutton
Harbour Office, Ground Floor, 2B North East Quay, Sutton Harbour, Plymouth PL4
0BN.
All subsidiaries are included in the Group consolidated financial
statements.
17. Deferred tax assets and liabilities
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets Liabilities Net
2025 2024 2025 2024 2025 2024
£000 £000 £000 £000 £000 £000
Property, plant and equipment - - (1,672) (1,709) (1,672) (1,709)
Investment property - - (843) (2,255) (843) (2,255)
Change in tax rate - - - - - -
Losses carried forward 2,515 1,325 - - 2,515 1,325
Tax assets / (liabilities) 2,515 1,325 (2,515) (3,964) - (2,639)
Movement in deferred tax during the year
Recognised
1 April in income statement Recognised 31 March
2024 in equity 2025
£000 £000 £000 £000
Property, plant and equipment (1,709) 37 - (1,672)
Investment property (2,255) 683 729 (843)
Losses carried forward 1,325 1,190 - 2,515
(2,639) 1,910 729 -
The deferred tax asset of £3.178m relating to losses carried forward is not
recognised, in the balance sheet.
18. Inventories
2025 2024
£000 £000
Stores and materials 30 29
Goods for resale 23 51
Former Airport Site 13,741 13,518
Development property 4,667 17,215
18,461 30,813
Included within inventories is £18,408,000 (2024: £30,733,000) expected to
be recovered in more than 12 months. £13,741,000 (2024: £13,518,000) of the
Development Property, being the carrying value of the former airport site, is
classified in the Balance Sheet as a non-current asset as realisation of the
asset may be in more than five years' time.
Interest capitalised during the year in relation to development property was
£279,000 (2024: £427,000). The capitalisation rate used to determine the
amount of borrowing costs eligible for capitalisation was 10.0% (2024: 8.91%).
In the course of the year, £13,019,000 of development property inventory was
written down (2024: £nil).
19. Trade and other receivables
2025 2024
£000 £000
Trade receivables 525 697
Provision for impairment of trade receivables (34) (52)
491 645
Expected loss rate of trade receivables 7% 7%
Other receivables 35 31
Prepayments and accrued income 586 634
1,112 1,310
Included within other receivables is £291,000 (2024: £555,000) expected to
be recovered in more than 12 months.
The fair value of trade and other receivables classified as loans and
receivables are not materially different to their carrying values.
The provision for impairment of trade receivables is arrived at by using the
historical loss rate and adjusting for current expectations, customer base and
economic conditions. With historic and expected future losses being low, the
Directors consider it appropriate to apply a single average rate for expected
credit losses to the overall population of trade receivables.
20. Cash and cash equivalents
2025 2024
£000 £000
Cash and cash equivalents per Consolidated Balance Sheet 1,034 782
Cash and cash equivalents per cash flow statement 1,034 782
Security over the assets of the Group has been given in relation to the bank
facilities. Bank facilities are fully drawn as at 31 March 2025.
21. Bank loans
This note provides information about the contractual terms of the Group's
interest-bearing loans. For more information about the Group's exposure to
interest rate risk, see note 3.
2025 2024
£000 £000
Non-current liabilities
Secured bank loans 11,565 -
Current liabilities
Secured bank loans 8,690 21,700
Unsecured related party loan 7,354 3,875
27,609 25,575
Secured bank loans:
After the year end the Group entered into a new facility with NatWest for an
initial single loan facility expiring on 30 December 2026 with amended
conditions subsequent to make repayments from asset disposals of £0.810m by
30 June 2025, £1.380m by 30 July 2025 and £6.5m by 31 March 2026.
22. Deferred income and deferred government grants
Deferred income classified as current liabilities comprises advance rental
income and advance marina fees.
Deferred government grants relate to grants received in relation to the
Airport runway and lighting surrounding the runway. The grant liability
relating to the airport runway and lighting will not be released prior to any
future sale of the site.
Deferred income Deferred government grants
2025 2024 2025 2024
£000 £000 £000 £000
At the beginning of the year 2,183 2,132 646 646
Adjustment to opening balances - - -
Released to the income statement (2,183) (2,132) - -
Income and grants received and deferred 2,183 2,132 - -
At the end of the year 2,202 2,183 646 646
Current 2,202 2,183 - -
Non-current - - 646 646
2,202 2,183 646 646
23. Trade and other payables
2025 2024
£000 £000
Trade payables 855 1,164
Other payables 173 252
Other taxation and social security costs 206 158
Accruals 399 620
1,633 2,194
The ageing of trade payables is as follows:
2025 2024
£000 £000
Not yet due:
0 - 29 days 412 671
Overdue:
30 - 59 days 294 278
60 - 89 days 31 63
90 - 119 days 41 109
120 + days 77 43
855 1,164
24. Lease liabilities
Minimum lease payments Capital element of lease payments
2025 2024 2025 2024
£000 £000 £000 £000
Amounts payable under lease liabilities:
Within one year 41 13 - -
In the second to fifth years inclusive 193 - - -
234 13 - -
Less: future finance charges - (1) - -
Present value of lease obligations - 12 - -
Current - 12
Non-current - -
- 12
It is the Group's policy to procure certain of its property, plant and
equipment under leases. The average lease term is 5 years (2024: 0.9
years). For the year ended 31 March 2025, the average effective borrowing
rate was 8.0% (2023: 5.0%). Interest rates are fixed at the contract date.
All leases are on a fixed repayment basis and no arrangements have been
entered into for contingent rental payments. All lease obligations are
denominated in sterling and the fair value of the Group's lease obligations
approximates to their carrying amount.
25. Employee benefits
Pension plans - Defined contribution plans
The Group operates a number of defined contribution pension plans.
The total expense relating to these plans in the current year was £219,000
(2024: £184,000). There were no amounts outstanding or prepaid at the year
end (2024: £nil).
26. Capital and reserves
Share capital
Ordinary shares Deferred shares Total shares
Thousands of shares 2025 2024 2025 2024 2025 2024
In issue at the beginning of the financial year - fully paid 142,939 129,944 62,944 62,944 205,883 192,888
Issued for cash - 12,995 - - - 12,995
In issue at the end of the financial year - fully paid 142,939 142,939 62,944 62,944 205,883 205,883
2025 2024 2025 2024 2025 2024
£000 £000 £000 £000 £000 £000
Allotted, called up and fully paid
142,938,478 (2024:142,938,478) Ordinary shares of 1p each (2024: 1p each) 1,430 1,430 - - 1,430 1,430
62,943,752 (2024: 62,943,752) Deferred shares of 24p each (2024: 24p each) - - 15,106 15,106 15,106 15,106
1,430 1,430 15,106 15,106 16,536 16,536
The holders of Ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the
Group. On a winding up each Ordinary share shall rank in priority to the
Deferred shares.
The holders of Deferred shares are not entitled to receive dividends nor are
they entitled to vote at meetings of the Group. On a winding up each Deferred
share shall only be entitled to the nominal capital paid up or credited as
paid up after paying the nominal capital paid up or credited as paid up on the
Ordinary shares, the Deferred shares and/or any other shares in issue,
together with the sum of £1,000,000 on each Ordinary share.
Other reserves
Share premium account
The share premium account represents premiums paid over the nominal value of
share capital issued less transaction costs.
Revaluation reserve
The revaluation reserve relates to the revaluation of land and buildings
included within property, plant and equipment.
Merger reserve
The merger reserve was created when Sutton Harbour Group was incorporated into
the holding Group, Sutton Harbour Group plc. It was further increased when a
cash box placing of shares occurred on 4 September 2009, creating an
additional £3.6m.
Retained earnings
Retained earnings represent retained earnings attributable to owners of the
parent. Retained earnings include £4.909m (2024: £4.466m) in respect of
unrealised valuation surpluses on the Investment property assets.
27. Leases
Leases
During the year £nil was recognised in respect of lease rentals in the income
statement (2024: £nil): £nil in cost of sales (2024: £nil) and £nil in
administrative expenses (2024: £nil).
During the year £9,000 (2024: £7,000) was recognised in the income statement
in respect of short term and low value operating leases for photocopiers,
telephony equipment and vending machines.
Leases as lessor
The Group leases certain properties (see notes 14 and 15). The future minimum
lease rentals receivable under non-cancellable leases are as follows:
2025 2024
£000 £000
Investment property:
Less than one year 1,036 1,184
Between one and two years 1,008 1,106
Between two and three years 985 1,073
Between three and four years 928 1,052
Between four and five years 879 996
More than five years 22,404 23,524
27,240 28,935
Owner-occupied properties:
Less than one year 3 37
Between one and two years 3 23
Between two and three years 3 22
Between three and four years 3 22
Between four and five years 3 22
More than five years - 15
15 141
During the year ended 31 March 2025 £1,291,000 (2023: £1,450,000) was
recognised as rental income in the income statement. Repair and maintenance
expense recognised in cost of sales for the year to 31 March 2025 was
£300,000 (2023: £294,000).
Leases on the properties have terms between 5 years and 125 years in length
and cannot be cancelled before the end of the lease, unless there is a break
clause. Rent reviews usually occur at five year intervals.
28. Cash flow statements
2025 2024
£000 £000
Cash flows from operating activities
Loss for the year from continuing operations (16,811) (3,836)
Adjustments for:
Profit / loss on disposal 105 -
Taxation on loss from continuing activities (1,910) (549)
Net Financial expense 2,077 1,992
Fair value adjustments on investment property 1,460 (357)
Revaluation of property, plant and equipment 1,848 556
Depreciation 349 397
Cash (used)/generated from continuing operations before changes in working
capital and provisions
(12,882) (1,797)
Decrease/(Increase) in inventories 12,352 6,218
Decrease/(increase) in trade and other receivables 198 864
(Decrease)/Increase in trade and other payables (561) (786)
(Increase)/decrease in deferred income 19 51
(Increase)/decrease in provisions - -
Cash (outflow)/inflow from continuing operations (874) 4,550
29. Related Parties
The parent of the Group is Sutton Harbour Group plc. The ultimate
controlling party is FB Investors LLP, which is owned jointly by Beinhaker
Design Services Limited and 1895 Management Group ULC. In the course of the
year, Beinhaker Design Services Limited provided services to the value of
£165,000 (2024: £161,000).
Unsecured related party loans, with a revised expiry date of 31 March 2026,
advanced by Beinhaker Design Services Limited and Rotolok (Holdings) Limited
total £7,354,000 (including interest rolled up of £593,000). Interest is
accrued at 10% pa calculated on a quarterly basis and rolled into the loan
balance owed.
Transactions between the Group and its subsidiaries, which are related parties
of the Group, have been eliminated on consolidation and are not disclosed in
this note.
Transactions with key management personnel:
Executive Directors of the Group and their immediate relatives control 75.38%
(2024 75.38%) of the voting shares of the Group, see note 26.
The compensation of key management personnel (the Executive and Non-Executive
Directors) is set out on the Remuneration Report on page 23.
30. Commitments
There are no capital commitments at 31 March 2025.
31. Contingent Liabilities
Plymouth City Airport - Plymouth City Council has made a claim against the
Group alleging breach of lease. At present there is no indication of the
likelihood, nor the resultant value of the claim, if any.
Further details are given in the Executive Chairman's Statement in respect of
this matter.
32. Post Balance Sheet Events
Bank Facility - After the year end the Company agreed an amendment to the Nat
West bank facility to extend dates for debt repayment as follows : £1.380m by
30 July 2025 and £6.5m by 31 March 2026. After the year bank loan repayment
of £2.190m were made.
Related Party Loan - After the year end the Company agreed with Beinhaker
Design Services to increase the Related Party Loan by £0.315m on the same
terms as previous Related Party Loan drawdowns.
Property Sales - After the year end the Group placed a number of assets sale
by agency marketing and auction. Proceeds from sales
will be applied to reducing the bank loan and for working capital
purposes. After the year end two properties were sold and other properties
continue to be actively marketed.
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. END FR KELFLEKLBBBLRecent news on Sutton Harbour
See all newsREG - Sutton Harbour Grp - Final Results for the year ended 31 March 2025
AnnouncementREG - Sutton Harbour Grp - Asset Sales, Bank Facility Update & Board Changes
AnnouncementREG - Sutton Harbour Grp - Retirement of Director
AnnouncementREG - Sutton Harbour Grp - Related Party Loan Extension
AnnouncementREG - Sutton Harbour Grp - Bank Facility Amendment
Announcement