TIDMSAF

RNS Number : 5875K

Safeland PLC

17 December 2018

The information contained within this announcement is deemed by the Group to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR")

STRICTLY EMBARGOED UNTIL 7am: 17 December 2018

Safeland plc

("Safeland" or the "Company" or the "Group")

Interim Results

For the Six Months to 30 September 2018

Safeland (AIM: SAF), the property trading and investment company, announces its unaudited interim results for the six months ended 30 September 2018

Highlights

Turnover: GBP2.0m (2017: GBP2.8m)

Loss before tax: GBP0.5m (2017: loss GBP0.2m)

Net asset value per share: 140.2p (30 September 2017: 129.3p, 31 March 2018: 144.6p)

Managing Director's Statement

I am pleased to report the Group's interim results for the 6 months to 30 September 2018. These results reflect transactional volatility that shareholders will be aware of.

During the period, the Group sold five investment properties in north London. The Group took possession of four houses as part and final consideration for the sale of the Chandos Tennis Club. The consideration payable for the sale in 2014 comprised GBP4.0m in cash (which was received in 2014) and the balance was to be satisfied by way of transfer to Safeland of four detached houses (valued at the time by the Company's directors, in aggregate, at GBP9.2m) in the completed development.

All 3 houses in the Edeleny Close development and all 18 apartments in the Raglan Hall development have been let to third parties at an annual rental of GBP525k.

Given the results for the 6 months ended 30 September 2018, the Directors do not propose the payment of an interim dividend (6 months ended 30 September 2017: nil; year ended 31 March 2018: 1p).

Outlook

As stated in previous announcements, the market continues to be constrained by the current economic and political outlook. However, we continue to pursue acquisition opportunities whilst continuing to add value to existing stock held through planning or development. To that end, since the period end, the Group has acquired a golf club in Woldingham, Surrey for GBP1.065m in cash. We intend to invest in developing the club's existing facilities and thereby enhance its appeal to both existing and new members. In November, we also acquired a shopping mall in Northampton for GBP0.6m in cash.

The Board is confident that it has the skills necessary to make selected acquisitions in the current market, but is being extremely selective until there is further clarity as to the general economic and political outlook.

For further information:

 
 Safeland plc                       +44 (0) 20 8815 1600 
 Larry Lipman, Managing Director 
 
 Stockdale Securities 
  (Nominated Adviser and Broker)    +44 (0) 20 7601 6100 
 Tom Griffiths 
 

For more information visit: www.safeland.co.uk

 
 Condensed consolidated income 
  statement                                    Unaudited      Unaudited 
                                              Six months     Six months       Audited 
                                                   ended          ended    Year ended 
                                            30 September   30 September      31 March 
                                                    2018           2017          2018 
                                                  GBP000         GBP000        GBP000 
                                           -------------  -------------  ------------ 
 
 Revenue 
 Continuing                                        1,964          2,846         2,900 
                                                   1,964          2,846         2,900 
 Cost of sales                                   (1,367)        (2,580)       (2,595) 
 Gross profit                                        597            266           305 
 
 Administrative expenses                           (698)          (700)       (1,577) 
 Gain on revaluation of investment 
  properties                                           -              -         3,833 
 Share of results of associate                        12             12            25 
 Dividend from investment                              6              6            11 
 (Loss)/profit on disposal of investment 
  property                                         (145)             73            74 
 Profit on sale of fixed assets                        -             12             - 
 Operating (loss)/profit                           (228)          (331)         2,671 
                                           -------------  -------------  ------------ 
 
 Finance income                                        1            293           148 
 Finance costs                                     (245)          (186)         (426) 
 (Loss)/profit before tax                          (472)          (224)         2,393 
 Tax                                                   -              -         (247) 
                                           -------------  -------------  ------------ 
 (Loss)/profit for the financial 
  period attributable to owners 
  of the parent company                            (472)          (224)         2,146 
                                           -------------  -------------  ------------ 
 
 Basic (loss)/earnings per share 
  (note 2)                                       (3.17p)        (1.49p)        14.25p 
 Diluted (loss)/earnings per share 
  (note 2)                                       (3.17p)        (1.49p)         7.88p 
 

There is no difference between the diluted loss per share and the basic loss per share presented as the effect of the share options in issue is anti-dilutive.

 
 Condensed consolidated statement 
  of comprehensive income                       Unaudited      Unaudited 
                                               Six months     Six months       Audited 
                                                    ended          ended    Year ended 
                                             30 September   30 September      31 March 
                                                     2018           2017          2018 
                                                   GBP000         GBP000        GBP000 
                                            -------------  -------------  ------------ 
 
 (Loss)/profit for the period                       (472)          (224)         2,146 
  Other comprehensive (loss)/income 
   Fair value (losses)/gains on available 
   for sale financial assets                         (38)             30         (104) 
                                            -------------  -------------  ------------ 
 Other comprehensive (loss)/income 
  for the period, net of tax                         (38)             30         (104) 
                                            -------------  -------------  ------------ 
 Total comprehensive (loss)/income 
  for the period attributable to 
  owners of the parent company                      (510)          (194)         2,042 
                                            -------------  -------------  ------------ 
 
 
 Condensed consolidated statement 
  of 
  financial position                    Unaudited      Unaudited    Audited 
                                     30 September   30 September   31 March 
                                             2018           2017       2018 
                                           GBP000         GBP000     GBP000 
                                    -------------  -------------  --------- 
 
 Non-current assets 
 Property plant and equipment               1,753          1,830      1,789 
 Investment properties (note 5)            23,217          1,182     14,762 
 Investments in associate                     139            133        127 
 Available-for-sale investments               660            832        698 
                                           25,769          3,977     17,376 
                                    -------------  -------------  --------- 
 Current assets 
 Trading properties (note 6)                4,404         13,290      5,018 
 Trade and other receivables                   73          9,500      9,238 
 Cash and cash equivalents                    481          2,157      1,066 
                                            4,958         24,947     15,322 
                                    -------------  -------------  --------- 
 
 Total assets                              30,727         28,924     32,698 
                                    -------------  -------------  --------- 
 
 Current liabilities 
 Bank loans and overdrafts (note 
  7)                                            -          9,325     10,455 
 Trade and other payables                     677            198        470 
 Corporation tax payable                      166              -        140 
                                              843          9,523     11,065 
                                    -------------  -------------  --------- 
 Non-current liabilities 
 Bank loans (note 7)                        8,910              -          - 
 Deferred income tax liabilities               74             32         74 
                                            8,984             32         74 
                                    -------------  -------------  --------- 
 
 Total liabilities                          9,827          9,555     11,139 
                                    -------------  -------------  --------- 
 
 Net assets                                20,900         19,369     21,559 
                                    -------------  -------------  --------- 
 
 Equity 
 Share capital (note 8)                       745            749        745 
 Share-based payment reserve                  354            354        354 
 Investment revaluation reserve             (224)           (52)      (186) 
 Capital redemption reserve                    98             94         98 
 Retained earnings                         19,927         18,224     20,548 
 Total equity attributable to 
  owners of the parent company             20,900         19,369     21,559 
                                    -------------  -------------  --------- 
 

Consolidated Statement of Changes in Equity

For the six months to 30 September 2018 (unaudited)

 
                                Share      Capital  Share-based  Revaluation   Retained    Total 
                              Capital   redemption      payment      Reserve   earnings   equity 
                               GBP000      reserve      reserve       GBP000     GBP000   GBP000 
                                            GBP000       GBP000 
                             --------  -----------  -----------  -----------  ---------  ------- 
Balance at 31 March 
 2018                             745           98          354        (186)     20,548   21,559 
Comprehensive income 
Profit/(loss) for 
 the period                         -            -            -            -      (472)    (472) 
Revaluation of 
 available-for-sale 
 investments                        -            -            -         (38)          -     (38) 
                             --------  -----------  -----------  -----------  ---------  ------- 
  Total comprehensive 
   income                           -            -            -         (38)      (472)    (510) 
                             --------  -----------  -----------  -----------  ---------  ------- 
 
Transactions with 
 owners 
Dividend paid                       -            -            -            -      (149)    (149) 
                             --------  -----------  -----------  -----------  ---------  ------- 
Total transactions 
 with owners                        -            -            -            -      (149)    (149) 
                             --------  -----------  -----------  -----------  ---------  ------- 
   Balance at 30 September 
    2018                          745           98          354        (224)     19,927   20,900 
                             ========  ===========  ===========  ===========  =========  ======= 
 

For the six months to 30 September 2017 (unaudited)

 
                                Share      Capital  Share-based  Revaluation   Retained    Total 
                              Capital   redemption      payment      Reserve   earnings   equity 
                               GBP000      reserve      reserve       GBP000     GBP000   GBP000 
                                            GBP000       GBP000 
                             --------  -----------  -----------  -----------  ---------  ------- 
Balance at 31 March 
 2017                             768           75          354         (82)     18,815   19,930 
Comprehensive income 
Profit for the 
 period                             -            -            -                   (224)    (224) 
Revaluation of 
 available-for-sale 
 investments                        -            -            -           30          -       30 
                             --------  -----------  -----------  -----------  ---------  ------- 
  Total comprehensive 
   income                           -            -            -           30      (224)    (194) 
                             --------  -----------  -----------  -----------  ---------  ------- 
 
Transactions with 
 owners 
Purchase of own 
 shares                          (19)           19            -            -      (216)    (216) 
Dividend paid                       -            -            -            -      (151)    (151) 
                             --------  -----------  -----------  -----------  ---------  ------- 
Total transactions 
 with owners                     (19)           19            -            -      (367)    (367) 
                             --------  -----------  -----------  -----------  ---------  ------- 
   Balance at 30 September 
    2017                          749           94          354         (52)     18,224   19,369 
                             ========  ===========  ===========  ===========  =========  ======= 
 

For the year ended 31 March 2018 (audited)

 
                           Share      Capital  Share-based  Revaluation   Retained    Total 
                         Capital   redemption      payment      Reserve   earnings   equity 
                          GBP000      reserve      reserve       GBP000     GBP000   GBP000 
                                       GBP000       GBP000 
                        --------  -----------  -----------  -----------  ---------  ------- 
Balance at 31 March 
 2017                        768           75          354         (82)     18,815   19.930 
Comprehensive income 
Profit for the 
 year                          -            -            -            -      2,146    2,146 
Revaluation of 
 available-for-sale 
 investments                   -            -            -        (104)          -    (104) 
                        --------  -----------  -----------  -----------  ---------  ------- 
  Total comprehensive 
   income                      -            -            -        (104)      2,146    2,042 
                        --------  -----------  -----------  -----------  ---------  ------- 
 
Transactions with 
 owners 
Purchase of own 
 shares                     (23)           23            -            -      (262)    (262) 
Dividend paid                  -            -            -            -      (151)    (151) 
                        --------  -----------  -----------  -----------  ---------  ------- 
Total transactions 
 with owners                (23)           23            -            -      (413)    (413) 
                        --------  -----------  -----------  -----------  ---------  ------- 
  Balance at 
   31 March 2018             745           98          354        (186)     20,548   21,559 
                        ========  ===========  ===========  ===========  =========  ======= 
 
 
 Condensed consolidated statement 
  of cash flows                               Unaudited      Unaudited 
                                             Six months     Six months       Audited 
                                                  ended          ended    Year ended 
                                           30 September   30 September      31 March 
                                                   2018           2017          2018 
                                                 GBP000         GBP000        GBP000 
                                          -------------  -------------  ------------ 
 Cash flows from operating activities 
 Cash generated by/(utilised) from 
  operations (note 4)                                66        (4,409)       (6,274) 
 Interest paid                                    (245)          (165)         (395) 
 Corporation tax paid                                 -              -          (65) 
                                          -------------  -------------  ------------ 
 Net cash (utilised)/generated 
  from operating activities                       (179)        (4,574)       (6,734) 
                                          -------------  -------------  ------------ 
 
 Cash flows from investing activities 
 Interest received                                    1              3             5 
 Other dividends received                             6              6            36 
 Purchase of property, plant and 
  equipment                                           -           (52)          (44) 
 Additions to investment properties                (27)              -             - 
 Proceeds from sale of investment 
  properties                                      1,309            116            72 
 Proceeds from sale of property, 
  plant and equipment                                 -             79            79 
 Net cash inflow/(outflow) from 
  investing activities                            1,289            152           148 
                                          -------------  -------------  ------------ 
 
 Cash flows from financing activities 
 New loans                                            -          1,665         2,785 
 Loan repayments                                (1,546)              -             - 
 Purchase of own share capital                        -          (215)         (262) 
 Dividends paid to equity shareholders            (149)          (151)         (151) 
 Loan repayments                                                     -             - 
 Net cash inflow from/(used in) 
  financing activities                          (1,695)          1,299         2,372 
                                          -------------  -------------  ------------ 
 
 Net increase/(decrease) in cash 
  and cash equivalents                            (585)        (3,123)       (4,214) 
 Cash and cash equivalents at beginning 
  of period                                       1,066          5,280         5,280 
 Cash and cash equivalents at end 
  of period                                         481          2,157         1,066 
                                          -------------  -------------  ------------ 
 
   1.      Basis of preparation and accounting policies 

The condensed interim consolidated financial statements of the Company and its subsidiaries (the "Group") for the 6 months to 30 September 2018 (the "period") have been prepared using accounting policies consistent with International Financial Reporting Standards (IFRS) as adopted by the European Union. The financial information presented above does not constitute statutory financial statements as defined by section 435 of the Companies Act 2006.

Copies of this announcement are available from the Company's registered office at 1a Kingsley Way, London N2 0FW and on its website, www.safeland.co.uk.

These condensed interim financial statements have not been audited, do not include all of the information required for full annual financial statements and should be read in conjunction with the Group's consolidated annual financial statements for the year ended 31 March 2018. While the financial figures included within this interim report have been computed in accordance with IFRS applicable to interim periods, this report does not contain sufficient information to constitute an interim financial report as set out in International Accounting Standard 34 Interim Financial Reporting.

Revenue

Revenue is stated net of VAT and comprises rental income, proceeds from sales of trading properties, fees, commissions and other income.

Sales of trading properties are recognised on completion of a contract. This reflects the point of transfer of risk and rewards when a trading property is sold.

Rental income from investment and trading properties leased out under operating leases is recognised in the Income Statement on a straight-line basis over the term of the lease. Contingent rents which comprise turnover rents are recognised as income in the periods in which they are earned. Rent reviews are recognised when such reviews have been agreed with tenants.

Revenue in the previous period arising from deferred consideration in the form of four completed houses in a residential development being completed on the site of the Chandos Tennis Club in the forthcoming year is based on a valuation by the directors, discounted to a present-day value using the weighted average cost of capital.

Other fees in relation to property management are recognised on a straight-line basis over the term of management contracts.

Hotel revenue comprised revenues from overnight hotel accommodation, banqueting facility hire and sales of food and beverages. All revenues are recognised when the service is provided. The hotel closed and ceased to trade on 3 August 2017.

Freehold property

Freehold property is stated at cost less accumulated depreciation and is depreciated at 2% per annum on a straight-line basis, pro-rated in the year of acquisition.

Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and are depreciated over their estimated useful lives on the following annual bases:

   Motor vehicles                                                 25% (reducing balance) 
   Fixtures, fittings and equipment                   20% (reducing balance) 

Investment properties

Investment properties are those properties that are held either to earn rental income or for capital appreciation or both. Investment properties are measured and stated at fair value in the statement of financial position. Valuation surpluses and deficits arising in the period are included in profit or loss.

The gain or loss arising on the disposal of a property is determined as the difference between the sales proceeds and the fair value of the asset at the beginning of the period and is recognised in the income statement.

Investment properties may be freehold properties or leasehold properties. For leasehold properties that are classified as investment properties, the associated leasehold obligations, if material, are accounted for as finance lease obligations.

Trading properties

Properties held for development and resale are classified as trading properties and are shown at the lower of cost and net realisable value. Cost comprises purchase price, acquisition costs and direct expenditure.

   2.      Earnings per share 
 
                                           Unaudited      Unaudited 
                                          Six months     Six months       Audited 
                                               ended          ended    Year ended 
                                        30 September   30 September      31 March 
                                                2018           2017          2018 
                                              GBP000         GBP000        GBP000 
                                       -------------  -------------  ------------ 
 (Loss)/profit for the financial 
  period attributable to owners 
  of the parent company                        (472)          (224)         2,146 
                                       -------------  -------------  ------------ 
 
                                                  No             No            No 
                                                '000           '000          '000 
 Weighted average number of ordinary 
  shares for 
 the purposes of basic earnings 
  per share                                   14,907         15,008        15,042 
 Effect of potential dilutive 
  ordinary shares: 
 Share options                                11,727         12,020        12,149 
 Weighted average number of ordinary 
  shares for the purposes of diluted 
  earnings per share                          26,634         27,028        27,191 
                                       -------------  -------------  ------------ 
 

Diluted earnings per share is calculated by adjusting the earnings and number of shares for the effects of dilutive options and other dilutive potential ordinary shares.

   3.      Dividends 

No interim dividend has been declared or paid in respect of the six months ended 30 September 2018. In the six months ended 30 September 2017, the Company did not declare or pay an interim dividend. A final dividend in the year to 31 March 2018 of 1p per ordinary share was declared and paid on 28 September 2018. A final dividend in the year to 31 March 2017 of 1p per ordinary share was declared and paid on 29 September 2017.

   4.      Cash flows from operating activities 
 
                                           Unaudited      Unaudited 
                                          Six months     Six months       Audited 
                                               ended          ended    Year ended 
                                        30 September   30 September      31 March 
                                                2018           2017          2018 
                                              GBP000         GBP000        GBP000 
                                       -------------  -------------  ------------ 
 
 (Loss)/profit before tax                      (472)          (224)         2,393 
 Depreciation of property, plant 
  and equipment                                   36             40            79 
 Profit/(loss) on sale of property, 
  plant and equipment                              -           (12)          (18) 
 (Loss)/profit on sale of investment 
  property                                       145           (73)          (74) 
 Loss/(gain) on revaluation of 
  investment properties                            -              -       (3,833) 
 Share of results of associate                  (12)              -          (25) 
 Dividend from investment                                                    (11) 
 Finance income                                  (6)            (3)         (148) 
 Unwinding of discount on deferred 
  revenue                                          -          (290)             - 
 Finance costs                                   245            186           426 
 Changes in working capital 
 Decrease/(increase) in trading 
  properties                                     581        (3,942)       (5,415) 
 (Increase)/decrease in trade 
  and other receivables                        (685)           (30)           114 
 Increase/(decrease) in trade 
  and other payables                             234           (61)           238 
                                                  66        (4,409)       (6,274) 
                                       -------------  -------------  ------------ 
 
   5.      Investment properties 
 
                                        Unaudited      Unaudited 
                                       Six months     Six months       Audited 
                                            ended          ended    Year ended 
                                     30 September   30 September      31 March 
                                             2018           2017          2018 
                                           GBP000         GBP000        GBP000 
                                    -------------  -------------  ------------ 
 
 Fair value 
 Start of the period                       14,762          1,182         1,182 
 Transfer from current properties           9,910              -         9,747 
 Disposals                                (1,455)              -             - 
 Increase in fair value during 
  the period                                    -              -         3,833 
                                    -------------  -------------  ------------ 
 End of period                             23,217          1,182        14,762 
                                    -------------  -------------  ------------ 
 

The fair value of the investment properties at 30 September 2018 comprises freehold properties of GBP23,217,000 (30 September 2017: GBP457,000 and 31 March 2018: GBP13,832,000) and long leasehold properties of GBPnil (30 September 2017: GBP725,000 and 31 March 2018: GBP930,000).

The Group has pledged investment properties for resale with a total carrying value of GBP20,450,000 (30 September 2017: GBP1,175,000 and 31 March 2018: GBP14,762,000) to secure banking facilities granted to the Group.

   6.      Trading properties 
 
                             Unaudited      Unaudited 
                            Six months     Six months       Audited 
                                 ended          ended    Year ended 
                          30 September   30 September      31 March 
                                  2018           2017          2018 
                                GBP000         GBP000        GBP000 
                         -------------  -------------  ------------ 
 
 
 Properties for resale           4,404         13,290         5,018 
                         -------------  -------------  ------------ 
 

The Group has pledged trading properties for resale with carrying value of GBP4,404,000 (30 September 2017: GBP13,290,000 and 31 March 2017: GBP5,012,000) to secure banking facilities granted to the Group.

   7.      Bank loans and overdrafts 
 
                                         Unaudited      Unaudited 
                                        Six months     Six months       Audited 
                                             ended          ended    Year ended 
                                      30 September   30 September      31 March 
                                              2018           2017          2018 
                                            GBP000         GBP000        GBP000 
                                    --------------  -------------  ------------ 
 
 Due within one year                             -          9,335        10,455 
 Unamortised borrowing costs                     -           (10)             - 
                                    --------------  -------------  ------------ 
                                                 -          9,325        10,455 
 -------------------------------------------------  -------------  ------------ 
 
 Due in the second to fifth years            9,049              -             - 
 Unamortised borrowing costs                 (139)              -             - 
                                    --------------  -------------  ------------ 
                                             8,910              -             - 
 -------------------------------------------------  -------------  ------------ 
 

All of the Group's bank loans and overdrafts disclosed above comprise borrowings in sterling. The facility is based on LIBOR plus a fixed margin.

The Group's GBP16,500,000 (2017: GBP12,500,000) revolving credit facility, which is secured on certain properties owned by the Group, was renewed in April 2018 under similar terms as the previous facility, and is due to expire in December 2020. The Group has operated within the covenants of the loan throughout the period.

   8.      Share capital 
 
                                      Unaudited      Unaudited 
                                     Six months     Six months       Audited 
                                          ended          ended    Year ended 
                                   30 September   30 September      31 March 
                                           2018           2017          2018 
                                         GBP000         GBP000        GBP000 
                                  -------------  -------------  ------------ 
 
 Authorised: 
 45,750,000 ordinary shares of 
  5p each                                 2,288          2,288         2,288 
                                  -------------  -------------  ------------ 
 
 Allotted, called up and fully 
  paid: 
 14,987,380 ordinary shares (30 
  September 2017: 14,987,380 31 
  March 2018: 14,987,380) of 5p 
  each                                      745            749           745 
                                  -------------  -------------  ------------ 
 

The Company bought back and cancelled no shares in the period (2017: 380,000 shares; year to 31 March 2018: 460,000 shares), at a total cost of GBPnil (2017: GBP216,000; year to 31 March 2018: GBP262,000), reducing the nominal value of shares by GBPnil (2017: 19,000; year to 31 March 2018: GBP23,000), which is reflected in these accounts as a capital redemption reserve.

Following the period end, on 5 November 2018, the Company announced that on 2 November 2018 it had purchased 50,000 ordinary shares of 5p each at a price of 45p per share for cancellation; and on 9 November 2018 it announced that on the same day it had purchased 75,285 ordinary shares of 5p each at a price of 45p also for cancellation. These transactions have reduced the Company's issued share capital to 14,782,095 shares.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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