REG - Town Centre Secs. - Interim Results
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RNS Number : 1670Y Town Centre Securities PLC 26 March 2026
26 March 2026
TOWN CENTRE SECURITIES PLC
('TCS' or the 'Company')
Half year results for the six months ended 31 December 2025
Another resilient and stable performance
Town Centre Securities PLC, the Leeds, Manchester and London focussed property
investment, development, hotel and car parking company, today announces its
results for the six months ended 31 December 2025.
Commenting on the half year results, Chairman and Chief Executive Edward Ziff,
said:
"We have focused on our core operations, maintaining a cautious approach
rooted in financial prudence, and positioning TCS for long-term value
creation. Alongside this, we have made two investments in the period; the
acquisition of a retail property in Central London and an investment in a US
based fund targeting multi-family residential properties in the mid-west of
the US. We believe both investments will deliver both income and capital
growth over the coming years. Notwithstanding, we remain ever mindful that
taking advantage of potentially accretive opportunities needs to be balanced
against retaining robust finances"
"Our property rental business, car park and hotel operations continue to
deliver resilient underlying revenues and earnings against challenging
macro-economic and geo-political conditions. These conditions have led to
outward movements in the underlying yields and a further small valuation
reduction of our property portfolio. However, a significant highlight in our
portfolio during the period was the repositioning of our Vicar Lane, Leeds
property investment, following the grant of planning approval for Dishoom's
new restaurant in this location."
Financial performance
· Net assets - resilient relative performance:
o Like for like portfolio valuation down 1.2% from June 2025:
o Statutory net assets of £108.9m or 258p per share (FY25: £112.3m, 266p).
EPRA net tangible assets ('NTA')($) measure at £106.6m or 253p per share
(FY25 equivalent: £109.9m, 261p)
· Statutory results - small loss before tax:
o Statutory loss before tax of £1.4m (HY25: Profit of £1.0m) and statutory
loss per share of 3.2p (HY25: earnings of 2.3p), reflects impact of portfolio
valuation reduction
· EPRA results:
o EPRA earnings before tax(*) of £1.7m (HY25: £2.4m)
o EPRA earnings per share before tax(*) of 4.0p (HY25: 5.4p)
o EPRA earnings(*) after tax of £1.2m (HY25: £1.8m)
o EPRA earnings per share(*) of 2.8p (HY25: 4.2p)
· Loan to Value increased slightly to 54.8% (FY25: 53.1%) following
valuation reduction and investments made in the year:
o Total net borrowings of £148.7m (FY25: £139.9m) including £82.4m
debenture
· Weighted average cost of borrowings at period end at 5.2%, with 79.5%
of borrowings at fixed rate
· Shareholder returns:
o Interim dividend of 2.5p (HY25: 2.5p), fully covered by EPRA earnings
* Alternative performance measures are detailed, defined and reconciled within
Note 6 and the financial review section of this announcement
** LTV Calculation includes finance lease assets and liabilities
Protecting shareholder value whilst safeguarding the business for the future
Progress delivered under the four key strategic initiatives is as follows:
Actively managing our
assets
Our long-standing strategy of active management and redevelopment, to drive
income and capital growth, has continued:
· We have a diversified portfolio comprising: 34% in retail and
leisure; 27% offices; 13% car parks; 13% residential; 9% developments; and 4%
hotels
· The portfolio is also very focused, with 89% located in Leeds and
Manchester
· The void rate across our portfolio increased to 8.4% at 31 December
2025 (7.4% at 30 June 2025), stated prior to lettings currently in solicitors'
hands
· Strong rent collection for the period of 99.2% (FY25: 99.2%)
· We are currently completing the landlord's works prior to giving
Dishoom occupation in April 2026 to fit out their highly anticipated new
restaurant at Vicar Lane, Leeds (following planning approval being granted in
October 2025)
· Underlying car park business continues to grow, benefitting from the
roll out of our barrierless, ANPR and technology enabled parking management
system; operating profit before valuation movements of £2.3m in HY26, up from
£1.8m in the same period last year
Maximising available capital
A conservative capital structure, with a mix of short and long-term secure
financing, has always underpinned our approach:
· Comfortable loan to value headroom over our bank facilities of
£21.3m based on 31 December 2025 borrowings and valuations
· Loan to value increased to 54.8% following valuation reduction in the
period and investments made (FY25: 53.1%)
Investing in our development pipeline
TCS's development pipeline, with an estimated GDV of over £500m, is a
valuable and strategic point of difference, which we continue to progress and
enhance:
· Merrion Centre: In December 2025, as part of the Merrion Centre's
evolution, we received the planning approval decision notice for student
accommodation. This approval incorporates a 1,039 bed purpose-built student
accommodation scheme based on the redevelopment of Wade House and the adjacent
100MC site
· Whitehall Riverside: We continue to move forward with both build
contractors/professional teams and potential tenants for all phases of the
development (following the securing of a planning consent and decision notice
at Whitehall Riverside in March 2024)
Outlook - strong financial position to pursue attractive opportunities
· Focus on our core operations and bringing forward our developments
· Continue to explore opportunities to acquire assets in Leeds,
Manchester and London, but important to retain robust finances, linking new
acquisitions with the recycling of existing capital
· Resilient trading performance has continued into the second half of
FY26:
o Rent collections remain robust with over 99% of amounts invoiced in the
last quarter of the year now collected
o Car parks' momentum continues, with the like for like growth in HY26
continuing into January and February of 2026
o Significant headroom of £21.3m on existing revolving credit facilities
o Weighted average cost of borrowings at period end of 5.2%, with 79.5% of
borrowings at fixed rates
· The Company's share price continues to trade at a significant
discount to its NTA per share
-Ends-
For further information, please contact:
Town Centre Securities www.tcs-plc.co.uk
PLC (https://protect.checkpoint.com/v2/___http:/www.tcs-plc.co.uk/___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzplNjc3ZTVkMWY3Njg3ZjNjNTAwMzg4YTVkYjliZDk3Zjo2OmVhNjA6NWQ4ZDI5MGM0Y2Q5ZjNhNGM0YmQ4NjE0M2NhOGQyNTAyMTY5YmY1NmE3NzdkMTNmMDE4Yzk4Y2Q2OTQwMmQxMzpwOlQ6Tg)
/ @TCS_PLC
Edward Ziff, Chairman and Chief Executive 0113 222 1234
Stewart MacNeill, Group Finance Director
MHP tcs@mhpgroup.com
Reg Hoare / Matthew Taylor / Jake Terry +44 7827 662831
Panmure Liberum www.panmureliberum.com (http://www.panmureliberum.com)
Jamie Richards / Satbir Kler 020 3100 2123
Chairman and Chief Executive's Statement
Resetting and reinvigorating the business for the future
We have seen a stable performance across all three operational segments of the
business in the past six months. Our property and car park portfolio has very
slightly reduced in value by 1.2% like for like over the six months, which we
believe reflects the general market rather than any concerns around our
portfolio.
Our strategy over the last four years has been to create a business that:
- Has lower levels of absolute debt and leverage
- Is diversified with a much-reduced level of retail property
- Works closely with and supports all our tenants, doing our best to
ensure that following the disruption of the last few years as many of our
tenants as possible are able to bounce back strongly
- Is further diversified with a capital light, profitable car park
business
- Has rebased and has significant growth opportunities because of
our valuable development pipeline and asset management opportunities
Results
The statutory loss for the six months ended 31 December 2025 was £1.4m (HY25:
profit of £1.0m) giving a loss per share of 3.2p (HY25: earnings per share of
2.3p). The like for like portfolio decreased in value by 1.2% over the six
months under review as a result of market sentiment around the UK's economic
outlook.
EPRA earnings for the six months ended 31 December 2025 were £1.2m (HY25:
£1.8m) giving EPRA earnings per share of 2.8p (HY25: 4.2p). Before tax EPRA
earnings for the six months ended 31 December 2025 were £1.7m (HY25: £2.4m)
giving EPRA earnings per share before tax of 4.0p (HY25: 5.4p).
Statutory Net Assets of £108.9m (30 June 2025: £112.3m) have reduced in the
six month period, with a corresponding reduction in net assets per share to
258p (30 June 2025: 266p).
EPRA Net Tangible Assets (EPRA NTA); which in the case of TCS reduces
statutory net assets by the £2.3m of reported Goodwill (FY25 comparable
£2.4m), for the half year is £106.6m compared to £109.9m at FY25. EPRA NTA
per share is 253p (FY25 comparable 261p). The full breakdown of the EPRA net
asset measures are detailed later.
Borrowings
Net borrowings, which includes lease liabilities, have increased by 5.2% over
the six months from £139.9m to £148.7m, following the investments made in
the period.
The increase in borrowings and the valuation reductions we have seen in our
property portfolio have resulted in our loan to value level increasing by 170
bps from the June year end to 54.8%.
Following the period end, in March 2026 the Company agreed to buyback for
cancellation a further £5.3m of the Company's debenture stock at an all-in
cost of £97 for every £100 nominal value. This was funded out of existing
working capital and a £2m drawdown from one of our revolving credit
facilities. This will result in a small increase to net asset value of £0.2m
and the nominal value of our debenture stock has reduced to £77.1m
Dividends
A fully covered interim dividend of 2.5p per share (HY25 2.5p) will be paid on
the 12 June 2026 to shareholders registered on 22 May 2026; amounting to
£1.1m in total. The ex-dividend date for the interim dividend will be 21 May
2026.
The maintenance of the interim dividend at 2.5p reflects the resilience of the
underlying earnings of our core business and also the strengthening of the
balance sheet following the asset sales completed over the last three years -
this dividend is fully covered and represents 89% of EPRA earnings.
Portfolio Performance
The value of investment properties, developments, joint ventures and car parks
at the half-year stood at £257.9m (June 2025: £254.1m).
The following table provides an overview of the performance of the portfolio,
including our share of joint venture assets, in the six months ended 31
December 2025, highlighting the well-balanced portfolio and also the
underlying current and potential future value of our development pipeline.
Passing rent ERV Value % of portfolio Valuation incr/(decr) Initial yield Reversionary yield
£m £m £m
Retail & Leisure (City Centre excl Merrion) 0.8 1.9 23.8 9% 13.6% 3.1% 7.7%
Merrion Centre (ex offices) 4.9 5.1 50.5 20% -4.9% 9.3% 9.6%
Out of town retail 1.1 1.3 13.1 5% 0.4% 7.6% 9.7%
Total Retail and Leisure 6.8 8.4 87.3 34%
Offices 5.1 5.9 69.7 27% 0.5% 6.9% 8.1%
Hotels 0.9 0.9 9.5 4% -6.9% 9.0% 9.0%
Residential 1.6 1.8 34.5 13% -0.2% 4.3% 5.1%
14.3 17.1 201.0 78% -0.4% 6.7% 8.1%
Development property 22.2 9% -4.7%
Car parks 34.8 13% -3.6%
Portfolio 257.9 100% -1.2%
Note the above table includes Merrion House within Offices and therefore
differs from the notes in the accounts
Note excludes IFRS16 adjustments to Car Park valuations
The following table reconciles the above analysis to that set out in Note 7.
£m
Portfolio - as per note 7 249.8
50% Share in Merrion House 27.5
Goodwill - Car Parks 1.7
Less - Right-to-Use Car Parks (21.1)
As per the table above 257.9
Note - the IFRS 16 Right-of-Use car parks (£21.1m) are excluded in the
portfolio analysis above as the Directors do not believe it is appropriate to
include these assets where the Group does not have full control over them.
On a like for like basis the whole portfolio decreased in value by 1.2% since
June 2025 (FY25: 2.4% reduction) accounting for a £3.1m like for like
decrease in value (investment, development, car park and joint venture
assets).
Retail and Leisure now account for 34% of our portfolio, up from 30% six
months ago following the acquisition of a retail property in Central London
and the repurposing of an old office building in Leeds as a leisure
destination.
Maximising available capital
In the past six months we have not sold any investment properties.
In August 2025 the Company made a $5m investment in a US based fund
specialising in buying and selling small multi-family residential units in the
mid-west of the US. This investment of £3.8m in sterling terms was funded by
a £5m drawdown from our existing Lloyds Bank revolving credit facility.
Although not guaranteed, our investment attracts a preferred return of 8% per
annum that will be rolled up until rent stabilisation is achieved.
In November 2025 the company acquired a retail property in Central London for
£5.6m. This property includes two ground floor retail units and three long
leasehold residential units on the upper floors. Both the retail and
residential units provide asset management opportunities to generate either
income growth or future capital receipts. This property was funded by
drawdowns from two of our existing revolving credit facilities.
Net borrowings as at 31 December 2025 were £148.7m - comprising of £82.4m of
5.375% First Mortgage Debenture Stock 2031, £36.4m of bank debt (net of cash)
and £29.9m of lease liabilities. There were a further £45.3m of undrawn
revolving credit facilities at the half-year.
Actively managing our assets
We have completed or renewed six commercial leases in the period representing
annual rental income of £0.1m in aggregate. Following the period end we have
completed one further lease renewal representing an additional £0.3m of
annual rental income, and have exchanged contracts on another £0.2m of annual
rental income.
The Merrion Centre, our single largest asset, is continuing to evolve and is
proving to be a strong restaurant and leisure destination, when compared to
the past, capitalising on the increasing footfall generated by the nearby
student population which has grown substantially in recent years.
The void level across the portfolio remains above 8%, however this is expected
to reduce in the coming months as leases that are in solicitors' hands
exchange unconditionally. During the period only one tenant entered into a CVA
- this related to a small kiosk unit within the Merrion Centre. In March 2026,
NCP, a tenant of our Wellington Street, Sheffield MSCP was placed in
administration. The annual rent derived from this unit is £0.2m.
Investing in our development pipeline
TCS owns a significant development pipeline which gives the Company a clear
and material opportunity for future growth. The current pipeline has an
estimated gross development value (GDV) of over £500m, with most developments
already part of the relevant local government approved strategic planning
frameworks or actually in possession of detailed planning permission.
We take a conservative approach to development to ensure we never overcommit
ourselves. Alongside this, the Company has a successful track record in
obtaining planning and delivering strategic developments. We have continued to
progress our development sites, while monitoring economic conditions and
market sentiment to inform decisions.
The key components of the development pipeline include:
· Piccadilly Basin, Manchester: Mixed residential, commercial, and
car-parking with a total estimated GDV of over £170m
· Whitehall Riverside, Leeds: Office, car-parking, and potentially
leisure provision with a total estimated GDV of over £175m
· Merrion Estate, Leeds: 100MC and Wade House PBSA Scheme with a total
estimated GDV of over £155m
Piccadilly Basin, Manchester
Our Dale and Burlington Street surface car parks are key components of the
Piccadilly Basin Strategic Regeneration Framework ('SRF'). We are currently
looking at refreshing this SRF to bring it up to date and relevant in order to
unlock the potential of this truly unique part of the city centre.
Whitehall Riverside, Leeds
We received planning permission for our prime Whitehall Riverside site in 2024
and completed the ground works in the year ended 30 June 2025. In July 2025 we
unveiled details of 'Z', a future focused office development, which will
create best-in-class, smart, energy-efficient office spaces as a core element
of the wider masterplan that also includes a multi-storey car park. Although
rental values and demand are increasing, in particular for new build prime
'right-sized' office space, this is not reflected in current investment yields
and is delaying physical development.
Merrion Estate, Leeds
We received the planning approval decision notice from Leeds City Council in
December 2025 for a flagship student accommodation scheme at the Merrion
Centre. The plans will deliver 1,039 high-quality student bedrooms with
premium amenities by repurposing the vacant 13-storey Wade House and
introducing a striking 37-storey building on the adjacent 100MC site. Adding
residential use for the first time marks a significant milestone in the
Merrion Centre's 61-year history and supports our vision to diversify the
estate.
The student accommodations will be complemented across both buildings with
a range of amenities, including residents' lounges, co-working spaces,
meeting spaces, cinema, gym, karaoke room, secure cycle spaces and external
terraces.
CitiPark - capital light growth continuing
· Our underlying car park business continues to grow, benefitting from
the roll out of our barrierless, ANPR and technology enabled parking
management system to deliver the highest possible customer service and the
best value; operating profit before valuation movements of £2.3m in HY26, was
up from £1.8m in the same period last year.
Outlook
The resilient and stable trading performance reported in the six months ended
31 December 2025 is continuing into 2026.
Over the previous years the business has been reset. We are now looking
predominantly at managing our existing investments, with a more diverse
portfolio of assets and bringing forward our development pipeline in a
risk-controlled manner. We are looking at further accretive investments, but
are mindful of retaining robust finances, funding new investments through the
recycling of existing capital.
EPRA Net Asset reporting
The below table reconciles IFRS net assets to Net Tangible Assets (NTA), and
the other EPRA measures.
There are three EPRA Net Asset Valuation metrics, namely EPRA Net
Reinstatement Value (NRV), EPRA Net Tangible Assets (NTA) and EPRA Net
Disposal Value (NDV). The EPRA NRV scenario, aims to represent the value
required to rebuild the entity and assumes that no selling of assets takes
place. The EPRA NTA is focused on reflecting a company's tangible assets. EPRA
NDV aims to represent the shareholders' value under an orderly sale of
business, where, for example, financial instruments are calculated to the full
extent of their liability. All three NAV metrics share the same starting
point, namely IFRS Equity attributable to shareholders.
HY26 FY25
£m HY26 FY25 p per share p per share
IFRS reported NAV 108.9 112.3 258 266
Purchasers Costs (1) 18.5 18.0
EPRA Net Reinstatement Value 127.4 130.3 302 309
Remove Purchasers Costs (18.5) (18.0)
Remove Goodwill (2) (2.3) (2.4)
EPRA Net Tangible Assets 106.6 109.9 253 261
Fair value of fixed interest rate debt (3) 14.4 15.4
EPRA Net Disposal Value 121.0 125.3 287 297
(1)Estimated purchasers' costs including fees and stamp duty and related taxes
(2)Removal of goodwill as per the IFRS Balance Sheet - relates predominantly
to goodwill paid to acquire two long term car park leaseholds in London
(3)Represents the adjustment to fair value (market price) of the 2031 5.375%
debenture and the single asset facility
Responsibility statement of the directors
The directors confirm that, to the best of their knowledge, these condensed
consolidated interim financial statements have been prepared in accordance
with IAS 34 as adopted in the United Kingdom. The interim management report
includes a fair review of the information required by DTR 4.2.4, namely:
· an indication of important events that have occurred during the first
six months of the financial year and their impact on the condensed set of
financial statements, and a description of the principal risks and
uncertainties for the remaining six months of the financial year; and
· material related party transactions in the first six months of the
financial year and any material changes in the related party transactions
described in the last Annual Report and Accounts.
A list of current directors is maintained on the Town Centre Securities PLC
Group website: www.tcs-plc.co.uk
(https://protect.checkpoint.com/v2/___http:/www.tcs-plc.co.uk___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzo1OGJkNzlmNDRiZjQ2MTdlNjk0MWQ2YjIwM2ViYTZkYzo2Ojk5OTQ6MDU2M2U1MjM0OTU3MDM5Y2RlYjlhOTcwZjM2Mzg3YjM5NTM0ZTQzYjlhNDg0YzIxMzUzMDQ5Mzc2Y2I2Yzc1ZjpwOlQ6Tg)
.
Principal risks and uncertainties
The group set out on page 50 of its annual report and accounts 2025 the
principal risks and uncertainties that could impact its performance; these
remain largely unchanged since the annual report was published. The group
operates a structured risk management process, which identifies and evaluates
risks and uncertainties and reviews mitigation activity.
The key underlying property risks facing the business continue to relate to
tenant strength, particularly in the retail arena, portfolio valuation and the
related funding headroom which is driven by portfolio valuation.
Systems risk related to the increasing level of cyber security threats and
GDPR risk and the need to carefully control the use of personal data continue
to demand vigilance from all staff.
TCS continues to operate in a conservative manner with processes and
procedures in place to ensure risk management is central to all business
planning and decision making. These processes and procedures remain as
detailed in the 2025 annual report.
Forward-looking statements
Certain statements in this half year report are forward-looking. Although the
Group believes that the expectations reflected in these forward-looking
statements are reasonable, it can give no assurance that these expectations
will prove to have been correct. Because these statements involve risks and
uncertainties, actual results may differ materially from those expressed or
implied by these forward-looking statements.
The group undertakes no obligation to update any forward-looking statements
whether as a result of new information, future events or otherwise.
Edward Ziff OBE
DL
Stewart MacNeill
Chairman and Chief Executive Group
Finance Director
26 March 2026
Consolidated condensed income statement
for the six months ended 31 December 2025
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Unaudited Unaudited Audited
Restated
Notes £000 £000 £000
Gross revenue (excl. service charge income) 15,786 15,153 29,757
Service charge income 1,390 1,496 2,935
Gross revenue 17,176 16,649 32,692
Service charge expenses (2,358) (2,163) (4,310)
Property expenses (6,828) (6,327) (13,516)
Net revenue 7,990 8,159 14,866
Administrative expenses (3,689) (4,039) (7,512)
Other income 674 1,436 1,937
(Impairment)/reversal of impairment of car parking assets 7(b) (879) 627 (2,697)
Impairment of goodwill 8 - - (772)
Valuation movement on investment properties 7(a) (980) (1,146) (2,214)
Loss on disposal of investment properties (132) - -
Profit on disposal of freehold and leasehold properties - 1,762 1,762
Loss on disposal of investments - (87) (87)
Share of post-tax profits from joint ventures 9 542 522 1,057
Operating profit 3,526 7,234 6,340
Finance 3 (3,851) (3,694) (7,423)
costs
Finance income 3 - 17 18
(Loss)/profit before taxation (325) 3,557 (1,065)
Taxation (1,047) (2,568) (2,381)
4
(Loss)/profit for the period (1,372) 989 (3,446)
All (losses)/profits for the period are attributable to equity shareholders.
Earnings/(losses) per share 6
Basic and Diluted (3.2p) 2.3p (8.2p)
EPRA (non-GAAP measure) 2.8p 4.2p 4.2p
Consolidated condensed statement of comprehensive income
for the six months ended 31 December 2025
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Unaudited Unaudited Audited
Restated
£000 £000 £000
(Loss)/profit for the period (1,372) 989 (3,446)
Items that will not be subsequently reclassified to profit or loss
Revaluation losses on car parking assets (337) (823) (656)
7(b)
Revaluation (losses)/gains on hotel (579) 521 542
assets 7(c)
Revaluation losses on other investments (71) (355) (706)
10
Deferred tax on revaluation losses 58 213 178
Total other comprehensive losses (929) (444) (642)
Total comprehensive (loss)/profit for the period (2,301) 545 (4,088)
All recognised income for the period is attributable to equity shareholders.
The accompanying notes are an integral part of these condensed consolidated
interim financial statements.
Consolidated condensed balance sheet
as at 31 December 2025
31 December 31 December 30 June
2025 2024 2025
Unaudited Unaudited Audited
Restated
£000 £000 £000
Notes
Non-current assets
Property rental
Investment properties 7 188,981 183,087 183,092
Investments in joint ventures 9 6,092 5,188 5,636
195,073 188,275 188,728
Car park activities
Freehold and right of use properties 7 51,299 54,932 52,470
Goodwill and intangible assets 8 2,347 3,313 2,430
53,646 58,245 54,900
Hotel operations
Freehold properties 7 9,500 10,300 10,200
9,500 10,300 10,200
Fixtures, equipment and motor vehicles 7 1,523 1,430 1,613
Investments 10 6,957 3,610 3,259
Deferred tax assets 12 - 728 939
Total non-current assets 266,699 262,588 259,639
Current assets
Trade and other receivables 4,595 3,972 3,802
Cash and cash equivalents 26,546 24,790 17,990
Total current assets 31,141 28,762 21,792
Total assets 297,840 291,350 281,431
Current liabilities
Trade and other payables (13,577) (12,715) (11,229)
Bank overdrafts (24,377) (22,179) (18,375)
Financial (8,517) (3,871) (12,620)
liabilities
11
Total current liabilities (46,471) (38,765) (42,224)
Non-current liabilities
Financial (142,391) (134,596) (126,905)
liabilities
11
Deferred tax liabilities 12 (31) - -
Total non-current liabilities (142,422) (134,596) (126,905)
Total liabilities (188,893) (173,361) (169,129)
Net assets 108,947 117,989 112,302
Equity attributable to owners of the Parent
Called up share capital 13 10,540 10,540 10,540
Share premium account 200 200 200
Capital redemption reserve 3,309 3,309 3,309
Revaluation reserve 3,390 4,095 4,248
Retained earnings 91,508 99,845 94,005
Total equity 108,947 117,989 112,302
Net asset value per share 15 258p 280p 266p
The accompanying notes are an integral part of these condensed consolidated
interim financial statements.
Consolidated condensed statement of changes in equity
for the six months ended 31 December 2025
Share Capital
Share premium redemption Revaluation Retained Total
capital account reserve Reserve earnings equity
£000 £000 £000 £000 £000 £000
Balance at 1 July 2024 10,540 200 3,309 4,184 99,211 117,444
Comprehensive loss for the year
Profit for the period - restated - - - - 989 989
Other comprehensive loss - - - (89) (355) (444)
Total comprehensive (loss)/income for the period
- restated - - - (89) 634 545
Balance at 31 December 2024 - restated 10,540 200 3,309 4,095 99,845 117,989
10,540 200 3,309 4,248 94,005 112,302
Balance at 1 July 2025
Comprehensive loss for the year
Loss for the period - - - - (1,372) (1,372)
Other comprehensive loss - - - (858) (71) (929)
Total comprehensive loss for the period - - - (858) (1,443) (2,301)
Contributions by and distributions to owners
Dividends relating to the year ended 30 June 2025 - - - - (1,054) (1,054)
Balance at 31 December 2025 10,540 200 3,309 3,390 91,508 108,947
The accompanying notes are an integral part of these condensed consolidated
interim financial statements.
Consolidated condensed cash flow statement
for the six months ended 31 December 2025
Six months ended Six months ended Year ended
31 December 2025 31 December 2024 30 June 2025
Unaudited Unaudited Audited
Notes £000 £000 £000 £000 £000 £000
Cash flows from operating activities
Cash generated from operations 14 6,701 6,087 9,471
Interest received - 17 18
Interest paid (3,259) (3,114) (6,186)
Corporation tax paid (19) - (59)
Net cash generated from operating activities 3,423 2,990 3,244
Cash flows from investing activities
Purchases and construction of investment properties (5,571) - -
Refurbishment and development of investment properties (1,389) (3,310) (4,183)
Purchases of fixtures, equipment and motor vehicles (196) (260) (645)
Proceeds from sale of fixed assets - 76 131
Proceeds from sale of investments incl. loan repayments - 3,095 3,095
Payments for investments (3,769) (485) (496)
Distributions received from joint ventures 87 86 173
Net cash used in investing activities (10,838) (798) (1,925)
Cash flows from financing activities
Proceeds from borrowings 11,000 - -
Repayment of borrowings (51) (86) (100)
Arrangement fees paid (127) (50) (163)
Principle element of lease payments (853) (837) (1,780)
Dividends paid to shareholders - - (1,054)
Net cash generated from/(used in) financing activities 9,969 (973) (3,097)
Net increase/(decrease) in cash and cash equivalents 2,554 1,219 (1,778)
Cash and cash equivalents at beginning of period (385) 1,392 1,392
Cash and cash equivalents at end of period 2,169 2,611 (386)
Cash and cash equivalents at the year-end are comprised of the following:
Cash balances 26,546 24,790 17,989
Overdrawn balances (24,377) (22,179) (18,375)
2,169 2,611 (386)
The Consolidated Cash Flow Statement should be read in conjunction with Note
14.
The accompanying notes are an integral part of these condensed consolidated
interim financial statements.
Notes to the consolidated interim financial information
1. Financial information
General information
Town Centre Securities PLC (the "Company") is a public limited company
domiciled in the United Kingdom. Its shares are listed on the main market of
the London Stock Exchange. The address of its registered office is Town Centre
House, The Merrion Centre, Leeds LS2 8LY. The principal activities of the
group during the period remained those of property investment, development and
trading and the provision of car parking.
This interim financial information was approved by the board on 25 March 2026.
The comparative financial information for the year ended 30 June 2025 in this
half-yearly report does not constitute statutory accounts for that year as
defined in section 434 of the Companies Act 2006. The statutory accounts for
the year ended 30 June 2025 have been delivered to the Registrar of Companies.
The auditors' report on those accounts was unqualified, did not draw attention
to any matters by way of emphasis, and did not contain a statement under
498(2) or 498(3) of the Companies Act 2006.
Basis of preparation
These condensed consolidated financial statements have been prepared in
accordance with IAS 34, "Interim Financial Reporting", in accordance with UK
adopted international accounting standards. They do not include all
disclosures that would otherwise be required in a complete set of financial
statements and should be read in conjunction with the accounts for the year
ended 30 June 2025. The financial information for the six months ended 31
December 2025 and 31 December 2024 is unaudited.
Significant accounting policies
The accounting policies adopted are consistent with those of the previous
financial year, although as the Group left the REIT regime with effect from 1
July 2023 the accounting policy on taxation has been expanded to provide
additional disclosure specifically around the transition out of the REIT
regime. Further details around this policy are detailed below.
The group's financial performance is not seasonal.
In the current environment, the directors consider revenue to be of particular
importance and therefore we set out below our revenue policy in respect of
rental income:
Rental income
Revenue includes rental income net of VAT.
Most of the Group's rental income is billed either monthly or quarterly in
advance. A receivable and deferred income is recognised at the date payment is
due
Rent receivables recognised are subject to impairment (refer to the Trade and
Other Related Party receivables policy in the financial statements of the
Company for the year ended 30 June 2025).
Any lease incentives are spread on a straight-line basis across the period of
the lease.
Rental income is recognised as revenue (to the extent it is considered
collectible) as follows:
i) Fixed rental income is recognised on a straight-line
basis over the term of the lease;
ii) turnover rents are based on underlying turnover and are
recognised in the period to which the turnover relates;
iii) rent reviews are recognised in the period to which they
relate providing they have been agreed or otherwise on agreement; and
iv) Where rent concessions have been granted that reduce the
payments due under a lease in future periods, the total revised consideration
(plus any prepaid or accrued lease payments) is spread over the remaining
lease term from the date the concession is granted.
Taxation
The Group's tax expense comprises both current tax and deferred tax expense.
Current tax is the expected tax payable on taxable profit for the year and is
calculated using tax rates and laws substantively enacted at the balance sheet
date.
A deferred tax asset represents a tax deduction that is expected to arise in a
future period. It is only recognised to the extent that it is probable that
the tax deduction will be capable of being offset against taxable profits and
gains in future periods. A deferred tax liability represents taxes which will
become payable in a future period as a result of a current or prior year
transaction. Deferred tax assets and liabilities are netted off on the balance
sheet. The tax rates used to determine deferred tax are those enacted or
substantively enacted at the balance sheet date that are expected to apply
when the deferred tax asset or liability are realised.
Current tax and deferred tax are recognised in the consolidated income
statement except when it relates to items recognised in other comprehensive
income or directly in equity, in which case it is credited or charged to other
comprehensive income or directly to equity respectively.
In the period from 2 October 2007 to 30 June 2023 the Company elected for
Group REIT status. During this period the Group did not recognise any deferred
tax assets as there was insufficient evidence to support that there would be
any future taxable profits in the Group.
The Group left the REIT regime with effect from 1 July 2023 and the profits of
the Group are now all subject to corporation tax. This has resulted in the
recognition of a deferred tax asset relating to trading losses from previous
periods where there is sufficient evidence that they will be offset against
future taxable profits.
Use of estimates and judgements
With the exception of taxation, there have been no changes in the method of
applying appropriate accounting estimates in the period. Any difference
between the receivables previously recognised and the cash subsequently
collected has been disclosed in the income statement. There have been no other
estimates of amounts reported in prior periods which have a material impact on
the current half year period.
Taxation
Significant judgment is required in determining the provision for income tax
and the calculation of any deferred tax balances. The Group recognises
liabilities for anticipated tax based on estimates of whether additional taxes
will be due. Where the final tax outcome of these matters is different from
the amounts initially recorded, such differences impact the income tax and
deferred tax provisions in the period in which such determination is made.
Some subsidiaries have generated or generate tax losses. Often these can be
used to offset taxable gains of subsequent periods. The Group monitors the
development of such tax loss situations. Based on the business plans of the
Group, the recoverability of such tax losses is determined. In the case that a
tax loss is deemed to be recoverable, the recognition of a deferred tax asset
for such a tax loss is then decided. This judgement resulted in the
recognition of a deferred tax asset as at 1 July 2023 of £2,429,000.
Going concern
The financial information for the six months ended 31 December 2025 have been
prepared on a going concern basis. In light of the current macro-economic
environment the Directors have considered various downside scenarios to the
Group's financial forecasts in assessing its ability to continue as a going
concern. Despite the negative economic impacts and the uncertainty created,
the scenarios reviewed confirm the appropriateness of preparing these
financial statements on a going concern basis. The Group is currently in
compliance with all of its covenants. The most material risks concern the
impact on the valuation of the property portfolio and our ability to meet bank
loan and debenture covenants, although the Group does have potential mitigants
at its disposal to address these uncertainties which include, but are not
limited to, further disposals of assets, pledging as additional security
ungeared properties valued at £2.3m at 31 December 2025 and seeking lender
consent to an extension of financial covenant waivers to cover extended
periods of disruption.
2. Segmental information
The chief operating decision-maker has been identified as the board. The board
reviews the group's internal reporting in order to assess performance and
allocate resources. The board has determined the operating segments based
on these reports.
Segmental assets
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
Property rental 226,949 217,933 211,688
Car park activities 54,434 59,507 56,284
Hotel operations 9,500 10,300 10,200
Investments 6,957 3,610 3,259
Total assets 297,840 291,350 281,431
Segmental results
Six months ended Six months ended
31 December 2025 31 December 2024
Restated
Property Car park Hotel Invest- Property Car park Hotel Invest-
rental activities operations ments Total rental activities operations ments Total
£000 £000 £000 £000 £000 £000 £000 £000 £000 £000
Gross revenue (excl. service charge income) 6,157 7,870 1,759 15,786 6,436 6,946 1,771 15,153
- -
Service charge income 1,390 - - - 1,390 1,496 - - 1,496
Gross revenue 7,547 7,870 1,759 - 17,176 7,932 6,946 1,771 - 16,649
Service charge expenses (2,358) - - - (2,358) (2,163) - - - (2,163)
Property expenses (637) (4,711) (1,480) - (6,828) (751) (4,159) (1,417) - (6,327)
Net revenue 4,552 3,159 279 - 7,990 5,018 2,787 354 - 8,159
Administrative expenses (2,830) (859) - - (3,689) (3,080) (959) - - (4,039)
Other income 674 - - - 674 1,436 - - - 1,436
Share of post tax profits from joint ventures 542 - - 542 522 - - 522
-
Operating profit before valuation movements 2,938 2,300 5,517 3,896 1,828 6,078
279 - 354 -
Valuation movement on investment properties (980) - (980) (1,146) - (1,146)
- - - -
(Impairment)/reversal of impairment of car parking assets - (879) (879) - 627 627
- - - -
Loss on disposal of investment properties (132) - (132) - - -
- - - -
Profit on disposal of freehold and leasehold properties - - - - 1,762 1,762
- - - -
Loss on disposal of investments - - - - - - - - (87) (87)
Operating profit/(loss) 1,826 1,421 279 - 3,526 2,750 4,217 354 (87) 7,234
Finance costs (3,851) (3,694)
Finance income - 17
(Loss)/profit before taxation (325) 3,557
Taxation (1,047) (2,568)
(Loss)/profit for the period (1,372) 989
All results are derived from activities conducted in the United Kingdom.
The car park results include car park income from sites that are held for
future development. The value of these sites has been determined based on
their development value and therefore the total value of these assets has been
included within the assets of the property rental business.
The net revenue at the development sites for the six months ended 31 December
2025, arising from car park operations, was £811,000. After allowing for an
allocation of administrative expenses, the operating profit at these sites was
£562,000.
Revenue received within the car park and hotel segments, along with service
charge income from the property rental segment, is the only revenue recognised
on a contract basis under IFRS 15. All other revenue within the property
segment comes from rental lease agreements.
3. Finance costs
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Interest on debenture loan stock 2,215 2,215 4,430
Interest payable on bank borrowings 1,031 893 1,756
Amortisation of arrangement fees 142 138 274
Interest expense on lease liabilities 463 448 963
Total finance costs 3,851 3,694 7,423
Interest receivable on loans to joint ventures - - (5)
Other interest receivable - (17) (13)
Total finance income - (17) (18)
Net finance costs 3,851 3,677 7,405
4. Taxation
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
Current tax
- Current year - - -
- Adjustments in respect of prior years 19 - 59
19 - 59
Deferred tax
- Utilisation of trading losses 465 625 967
- Origination and reversal of timing differences 563 1,943 1,355
1,028 2,568 2,322
1,047 2,568 2,381
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
(Loss)/profit before taxation (325) 3,557 (1,065)
(Loss)/profit on ordinary activities multiplied by the rate of corporation tax
of 25% (2024: 25%)
(81) 889 (266)
Effects of
- Valuation movements on which deferred tax is not recognised
973 1,655 2,344
- Expenses not deductible for tax purposes 136 24 244
- Adjustments in respect of prior years 19 - 59
1,047 2,568 2,381
The Company left the REIT regime with effect from 1 July 2023, therefore the
profits of the Company are now subject to corporation tax.
5. Dividends
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
2025 interim dividend: 2.5p per 25p share - - 1,054
2025 second interim dividend: 2.5p per 25p share 1,054 - -
1,054 - 1,054
No final dividend was proposed in respect of the year ended 30 June 2025 (FY24
Final: £nil).
A second interim dividend was declared on 3 December 2025 in respect of the
year ended 30 June 2025 of 2.5p per share; this dividend was paid to
shareholders on 8 January 2026.
An interim dividend in respect of the year ending 30 June 2026 of 2.5p per
share is proposed. This dividend, based on the shares in issue at 25 March
2026, amounts to £1.054m which has not been reflected in these interim
accounts and will be paid on 12 June 2026 to shareholders on the register on
22 May 2026.
6. Earnings per share
The calculation of basic earnings per share has been based on the loss for the
period, divided by the number of shares in issue. The weighted average number
of shares in issue during the period was 42,162,679 (2024: 42,162,679).
Six months ended Six months ended Year ended
31 December 2025 31 December 2024 30 June 2025
Restated
Earnings Earnings per share Earnings Earnings Earnings Earnings
per share per share
£000 Pence £000 Pence £000 Pence
Basic earnings and earnings per share (1,372) (3.2) 989 2.3 (3,446) (8.2)
Valuation movement on investment properties 980 2.3 1,146 2.7 2,214 5.3
Deferred tax on valuation movements 563 1.3 1,943 4.6 1,216 2.9
Impairment/(reversal of impairment) of car parking assets 879 2.1 (627) (1.5)
2,697 6.4
Impairment of goodwill - - - - 772 1.8
Loss on disposal of investment properties 132 0.3 - - - -
Profit on disposal of freehold and leasehold properties (1,762) (4.2)
- - (1,762) (4.1)
Loss on disposal of investments - - 87 0.2 87 0.2
EPRA earnings and earnings per share 1,182 2.8 1,776 4.2 1,778 4.2
There is no difference between basic and diluted earnings per share.
There is no difference between basic and diluted EPRA earnings per share.
7. Tangible fixed assets
(a) Investment properties - property rental business
Right of use asset
Freehold Development Total
£000 £000 £000 £000
Valuation at 1 July 2024 151,410 5,116 24,451 180,977
Other capital expenditure 2,405 17 1,760 4,182
Valuation movement 1,528 (87) (3,655) (2,214)
Movement in tenant lease incentives 147 - - 147
Valuation at 1 July 2025 155,490 5,046 22,556 183,092
Additions at cost 5,571 - - 5,571
Capital expenditure 650 - 739 1,389
Valuation movement 65 15 (1,060) (980)
Movement in tenant lease incentives (91) - - (91)
Valuation at 31 December 2025 161,685 5,061 22,235 188,981
(b) Freehold and right of use properties - car park activities
Right of use
Freehold asset Total
£000 £000 £000
Book Value at 1 July 2024 26,600 31,403 58,003
Disposals - (2,098) (2,098)
IFRS16 adjustment - (95) (95)
Depreciation (287) (1,164) (1,451)
Valuation movement (656) - (656)
Other movements - lease reassessments - 1,464 1,464
Impairment (1,107) (1,590) (2,697)
Book Value at 1 July 2025 24,550 27,920 52,470
IFRS16 adjustment - (78) (78)
Additions - 822 822
Depreciation (133) (566) (699)
Valuation movement recognised in Other Comprehensive Income (337) - (337)
(Impairment)/reversal of impairment (1,240) 361 (879)
Book Value at 31 December 2025 22,840 28,459 51,299
The historical cost of freehold properties and right-of-use assets relating to
car park activities is £30,153,000 (2023: £30,153,000).
(c) Freehold properties - hotel operations
Freehold
£000
Valuation at 30 June 2024 9,900
Depreciation (242)
Valuation movement 542
Valuation at 1 July 2025 10,200
Depreciation (121)
Valuation movement (579)
Valuation at 31 December 2025 9,500
The fair value of the Group's investment and development properties, freehold
car parks, hotel operations and assets held for sale have been determined
principally by independent, appropriately qualified external valuers Colliers
and CBRE at 31 December 2025 and at prior dates by CBRE and Jones Lang
LaSalle. The remainder of the portfolio has been valued by the Directors.
Valuations are performed bi-annually and are performed consistently across the
Group's whole portfolio of properties. At each reporting date appropriately
qualified employees verify all significant inputs and review computational
outputs. The external valuers submit and present summary reports to the
Property Director and the Board on the outcome of each valuation round.
Valuations take into account tenure, lease terms and structural condition. The
inputs underlying the valuations include market rents or business
profitability, incentives offered to tenants, forecast growth rates, market
yields and discount rates and selling costs including stamp duty.
The development properties principally comprise land in Leeds and Manchester.
These have also been valued by appropriately qualified external valuers CBRE,
taking into account an assessment of their realisable value in their existing
state and condition based on market evidence of comparable transactions and
residual value calculations.
Leasehold (right-of-use) car park properties are accounted for using the cost
model including an assessment of the future value of the minimum lease
payments and are amortised on a straight line basis over the remaining term of
the lease or useful economic live if deemed to be shorter.
Property income, values and yields have been set out by category in the table
below.
Initial Reversionary yield
Passing rent ERV Value yield
£'000 £'000 £000 % %
Retail and leisure 772 1,943 23,771 3.1 7.7
Merrion Centre (excluding offices) 4,947 5,137 50,450 9.3 9.6
Offices 3,232 4,290 42,140 6.9 8.1
Hotels 900 900 9,500 9.0 9.0
Out of town retail 1,054 1,345 13,125 7.6 9.7
Residential 1,569 1,846 34,450 4.3 5.1
12,474 15,461 173,436 6.7 8.1
Development property 22,235
Car parks 32,967
IFRS16 adjustment - right-of-use assets 21,142
249,780
Investment properties (freehold and right of use) and hotel operations
The effect on valuation (excluding development property and car parks) of
applying a different yield and a different ERV would be as follows:
Valuation at an initial yield of 5.8% - £203.3m, Valuation at 7.8% - £151.2m
Valuation at a reversionary yield of 7.4% - £196.8m, Valuation at 9.4% -
£155.0m
Investment properties (development properties)
The key unobservable inputs in the valuation of one of the Group's development
properties of £16.4m is the assumed per acre or per unit land value. The
effect on the development property valuation of applying a different assumed
per acre or per unit land value would be as follows:
Valuation in the Consolidated Financial Statements if a 5% increase in the per
acre or per unit value - £17.2m, 5% decrease in the per acre or per unit
value - £15.6m.
The other key development property in the Group is valued on a per acre
development land value basis, the effect on the development property valuation
of applying reasonable sensitivities would not create a material impact.
Freehold car park activities
The effect on the total valuation of the Group's freehold car park properties
of £22.8m in applying a different yield/discount rate would be as follows:
Valuation in the Consolidated Financial Statements based on a 1% decrease in
the yield/discount rate - valuation increase to £26.9m, 1% increase in the
yield/discount rate - valuation decrease to £19.8m
Property valuations can be reconciled to the carrying value of the properties
in the balance sheet as follows:
Investment Freehold and right of use Hotel operations
properties Properties
Total
£000 £000 £000 £000
Externally valued by CBRE 121,645 5,490 - 127,135
Externally valued by Colliers 58,200 17,350 9,500 85,050
Investment properties valued by the Directors 7,820 - - 7,820
Properties held at valuation 187,665 22,840 9,500 220,005
IFRS 16 right-of-use assets held at depreciated cost 1,316 28,459 - 29,775
188,981 51,299 9,500 249,780
All investment properties, freehold properties held in property plant and
equipment, hotel operations and assets held for sale are measured at fair
value in the consolidated balance sheet and are categorised as level 3 in the
fair value hierarchy as defined in IFRS13 as one or more inputs to the
valuation are partly based on unobservable market data. In arriving at their
valuation for each property (as in prior years) both the independent external
valuers and the Directors have used the actual rent passing and have also
formed an opinion as to the two significant unobservable inputs being the
market rental for that property and the yield (i.e. the discount rate) which a
potential purchaser would apply in arriving at the market value. Both these
inputs are arrived at using market comparables for the type, location and
condition of the property.
(d) Fixtures, equipment and motor vehicles
Accumulated Net book
Cost depreciation value
£000 £000 £000
At 1 July 2024 6,095 4,649 1,446
Additions 645 - 645
Disposals (135) (59) (76)
Depreciation - 402 (402)
At 1 July 2025 6,605 4,992 1,613
Additions 196 - 196
Depreciation - 286 (286)
At 31 December 2025 6,801 5,278 1,523
8. Goodwill and intangible assets
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Goodwill
At start of the period 2,096 2,868 2,868
Impairment - - (772)
2,096 2,868 2,096
Intangible assets
At start of period 334 24 24
Additions - 486 496
Amortisation (83) (65) (186)
251 445 334
Total goodwill and intangible assets 2,347 3,313 2,430
Goodwill represents the difference between the fair value of the consideration
paid on the acquisitions of car park businesses and the fair value of the
assets and liabilities acquired as part of these business combinations.
Intangible assets represent short term customer contracts relating to car park
enforcement businesses acquired in the periods.
9. Investments in joint ventures
Six months Six months Year
ended ended Ended
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Interest in joint ventures
At start of period 5,636 4,752 4,752
Share of profits after tax 542 522 1,057
Distributions (87) (86) (173)
At end of period 6,091 5,188 5,636
Investments in joint ventures relates to the Group's interest in the
partnership capital of Merrion House LLP. The investment property held within
this joint venture has been externally valued at each reporting date.
10. Investments
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Non-Current Assets
Listed investments 2,528 2,950 2,599
Non-listed investments 4,429 660 660
6,957 3,610 3,259
Listed investments
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
At start of the period 2,599 3,305 3,305
Decrease in value of investments (71) (355) (706)
At the end of the period 2,528 2,950 2,599
Listed investments relate to an equity shareholding in a company listed on the
London Stock Exchange. This is stated at market value in the table above and
has a historic cost of £875,482 (2023: £875,482).
Listed investments are measured at fair value in the consolidated balance
sheet and are categorised as level 1 in the fair value hierarchy as defined in
IFRS 13 as the inputs to the valuation are based on quoted market prices.
The maximum risk exposure at the reporting date is the fair value of the other
investments.
Non-listed investments
31 December 31 December 30 June
2025 2024 2024
£000 £000 £000
At the start and end of the year 660 660 660
Additions 3,769 - -
4,429 660 660
Loan Notes - Deferred Consideration
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Current assets
At the start of the year - 3,177 3,177
Transferred from non-current assets - -
Loan interest - 14 5
Expenses - (87) (87)
Loan notes repaid to the Company in the period - (3,104) (3,095)
- - -
The interest earned on the deferred consideration loan notes was 5% per annum.
The deferred consideration loan notes are accounted for using the amortised
cost basis and are assessed for impairment under the IFRS 9 expected credit
loss model.
11. Financial liabilities
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
Current
Bank borrowings - revolving credit facilities 6,425 2,444 11,098
Lease liabilities 2,092 1,427 1,522
8,517 3,871 12,620
Non-Current
Bank borrowings - revolving credit facilities 18,081 11,023 2,424
Bank borrowings - single asset facility 14,126 14,203 14,164
Lease liabilities 27,831 27,029 27,970
5.375% First mortgage debenture stock 82,353 82,341 82,347
142,391 134,596 126,905
150,908 138,467 139,525
Fair value of current borrowings
The fair value of bank borrowings and overdrafts approximates to their
carrying value.
Fair value of non-current borrowings
31 December 2025 31 December 2024 30 June 2025
Book value Fair value Book value Fair value Book value Fair value
£000 £000 £000 £000 £000 £000
Debenture stock 82,353 69,406 82,341 70,935 82,347 68,669
Revolving credit facilities 24,506 24,506 13,467 13,467 13,522 13,522
Single asset facility 14,126 12,734 14,203 12,418 14,164 12,476
12. Deferred tax assets and liabilities
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
Assets
Carried forward losses 253 1,060 718
Leases 7,480 7,114 7,373
7,733 8,174 8,091
Liabilities
Leases 5,286 4,985 5,223
Investment property revaluation gains 2,478 2,461 1,929
7,764 7,446 7,152
Net deferred tax (liability)/asset (31) 728 939
The Company left the REIT regime with effect from 1 July 2023, therefore the
profits of the Company are now subject to corporation tax. This has resulted
in the recognition of a deferred tax asset, primarily relating to trading
losses from previous periods that are available to offset taxation on future
profits.
The Company also has various non-trading losses from previous periods, however
these have not been recognised within the deferred tax asset as it is not
certain when these will be available to offset further profits. The total
value of losses not included within the deferred tax asset is £1,328,000. In
addition the Group has uncrystalised capital losses of £36,216,000 on
investment property and car park valuation losses that have not been
recognised.
The movement in the total net deferred tax balance as at 31 December 2025
includes the charge to the income statement of £1,028,000 plus the reduction
in deferred tax liabilities arising in the period on revaluation gains
recognised in the consolidated condensed statement of comprehensive income of
£58,000.
13. Called up equity share capital
Authorised
164,879,000 (30 June 2025: 164,879,000) ordinary shares of 25p each.
Issued and fully paid Number of shares Nominal
up
value
000 £000
At 1 July 2025 42,163 10,540
Purchase and cancellation of own shares - -
At 31 December 2025 42,163 10,540
14. Cash flows from operating activities
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Restated
£000 £000 £000
(Loss)/profit for the period before taxation (325) 3,557 (1,065)
Depreciation 1,106 1,050 2,095
Amortisation 83 65 186
Profit on disposal of fixed assets - - (55)
Profit on disposal of freehold and leasehold property - (1,762) (1,762)
Loss on sale of investments - 87 87
Finance costs 3,851 3,694 7,423
Finance income - (17) (18)
Share of joint venture profits after tax (542) (522) (1,057)
Movement in revaluation of investment properties 980 1,146 2,214
Movement in lease incentives 91 55 (147)
Impairment/(reversal of impairment) of car parking assets 879 (627) 2,697
Impairment of goodwill - - 772
(Increase)/decrease in receivables (792) 24 193
Increase/(decrease) in payables 1,371 (663) (2,092)
Cash generated from operations 6,701 6,087 9,471
15. Net asset value per share
Net asset value per share is calculated as the net assets of the Group
attributable to shareholders at each balance sheet date, divided by the number
of shares in issue at that date.
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
Restated
Net asset value (£'000) 108,947 117,989 112,302
Number of ordinary shares in issue (000) 42,163 42,163 42,163
Net asset value per share (pence) 258p 280p 266p
16. Related party information
The only related party transactions that have taken place during the period
relate to the remuneration of the Executive Directors and other members of the
concert party, who are the key management personnel of the Group. Dividends
paid to the Directors and their family members are also related party
transactions although there were no dividends paid in the period.
Six months Six months Year
ended ended ended
31 December 31 December 30 June
2025 2024 2025
£000 £000 £000
Short-term employee benefits 1,002 1,226 2,205
Post-employment benefits 50 48 97
Sale of Motor Vehicle to Executive Director - - 78
Dividends paid to the Ziff Concert Party - - 599
1,052 1,274 2,979
The Ziff Concert Party includes Edward Ziff, Ben Ziff (Executive Directors)
and Michael Ziff (Non Executive Director) together with their immediate family
members, their sister and a number of trusts that Edward Ziff and Michael Ziff
are not beneficiaries of but they do control.
17. Restatement of prior year figures
As reported in the financial statements for the year ended 30 June 2025, the
Directors identified that one of the Group's accounting policies was not
applied correctly. For this reason prior year figures have been restated and
the details are summarised below:
1) Adjustment of right of use lease liabilities following the settlement
of index linked rent reviews `
The Group operates a number of car parks from leasehold properties (right of
use assets) under index-linked lease agreements. Under the relevant accounting
standards the lease liabilities associated with these car parks should be
updated every time a rent review is settled, a corresponding adjustment to the
right of use asset should also be recognised and then assessed for any
impairment. The prior year comparatives have been restated to:
· Recognise an increase to lease liabilities of £3,365,000 at 31
December 2024.
· Recognise an increase to right of use assets of £1,180,000 as at
31 December 2024.
· Recognise a reduction in retained earnings of £1,639,000 as at
31 December 2024.
· Recognise an increase in the profit on disposal of freehold and
leasehold properties of £739,000 in the period ended 31 December 2024.
· Recognise a taxation credit of £546,000 resulting from the
adjustments brought forward at 30 June 2024 and the further adjustments
recognised in the six months ended 31 December 2024 within the Consolidated
income statement for the six months ended 31 December 2024.
· Recognise the impact on cashflow statement line items.
The impact on the balance sheet as at 31 December 2024 is as follows:
2024
Previously 2024
reported Adjustments Restated
£000 £000 £000
Non-current assets
Property rental
Investment properties 183,087 - 183,087
Investments in joint ventures 5,188 - 5,188
188,275 - 188,275
Car park activities
Freehold and right of use properties 53,752 1,180 54,932
Goodwill and intangible assets 3,313 - 3,313
57,065 1,180 58,245
Hotel operations
Freehold properties 10,300 - 10,300
10,300 - 10,300
Fixtures, equipment and motor vehicles 1,430 - 1,430
Investments 3,610 - 3,610
Deferred tax assets 182 546 728
Total non-current assets 260,862 1,726 262,588
Current assets
Trade and other receivables 3,972 - 3,972
Cash and cash equivalents 24,790 - 24,790
Total current assets 28,762 - 28,762
Total assets 289,624 1,726 291,350
Current liabilities
Trade and other payables (12,715) - (12,715)
Bank overdrafts (22,179) - (22,179)
Financial (3,871) - (3,871)
liabilities
Total current liabilities (38,765) - (38,765)
Non-current liabilities
Financial (131,231) (3,365) (134,596)
liabilities
Total non-current liabilities (131,231) (3,365) (134,596)
Total liabilities (169,996) (3,365) (173,361)
Net assets 119,628 (1,639) 117,989
Equity attributable to owners of the Parent
Called up share capital 10,540 - 10,540
Share premium account 200 - 200
Capital redemption reserve 3,309 - 3,309
Revaluation reserve 4,095 - 4,095
Retained earnings 101,484 (1,639) 99,845
Total equity 119,628 (1,639) 117,989
The impact on the income statement is as follows:
2024
Previously 2024
reported Adjustments Restated
£000 £000 £000
Gross revenue (excl. service charge income) 15,153 - 15,153
Service charge income 1,496 - 1,496
Gross revenue 16,649 - 16,649
Service charge expenses (2,163) - (2,163)
Property expenses (6,327) - (6,327)
Net revenue 8,159 - 8,159
Administrative expenses (4,039) - (4,039)
Other income 1,436 - 1,436
Reversal of impairment of car parking assets 627 - 627
Valuation movement on investment properties (1,146) - (1,146)
Profit on disposal of freehold and leasehold properties 1,023 739 1,762
Loss on disposal of investments (87) - (87)
Share of post-tax profits from joint ventures 522 - 522
Operating profit 6,495 739 7,234
Finance (3,694) - (3,694)
costs
Finance income 17 - 17
Profit before taxation 2,818 739 3,557
Taxation (2,383) (185) (2,568)
Profit for the period 435 554 989
The impact on the cash flow statement is as follows:
2024
Previously 2024
reported Adjustments Restated
£000 £000 £000
Profit for the period before taxation 2,818 739 3,557
Depreciation 1,050 - 1,050
Amortisation 65 - 65
Profit on disposal of freehold and leasehold property (1,023) (739) (1,762)
Loss on sale of investments 87 - 87
Finance costs 3,694 - 3,694
Finance income (17) - (17)
Share of joint venture profits after tax (522) - (522)
Movement in revaluation of investment properties 1,146 - 1,146
Movement in lease incentives 55 - 55
Reversal of impairment of car parking assets (627) - (627)
Decrease in receivables 24 - 24
Decrease in payables (663) - (663)
Cash generated from operations 6,087 - 6,087
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