TIDMSTE
RNS Number : 0605S
Stewart & Wight PLC
21 June 2018
STEWART & WIGHT PLC
CHAIRMAN'S STATEMENT
A very disappointing end to the year. Although rental income was
at a very good level of GBP1,002,857 for the year (GBP938,342 in
2016/17), the independent revaluation of the company's property
portfolio revealed a drop in value of GBP1,595,000 from that of 31
March 2017. This represented a decrease of 12.1%. As a result, the
Company recorded a loss of GBP868,212 for the year 2017/18.
The reduction in the value of the company's properties was
particularly evident in the last six months of the year due mainly
to the consequences of the failure of a number of national
retailers leaving vacant properties on the high street. This,
together with the growth of internet shopping, increased business
rates and staff wages have all led to a general fall in rental
values. The company's shop property in Falmouth let to New Look is
an example of where the rent is currently reduced following that
Company's CVA and the property's future is uncertain.
The Board considers that the possibility of any general increase
in retail property rents and values is rather low at the present
time. For this reason, they are rather hesitant in purchasing any
new retail properties to add to the Company's portfolio. They have
investigated purchasing non retail properties at reasonable prices
but so far have been unsuccessful in their efforts. The search
continues.
During the year under review, the Company sold its property in
Bangor and also the rear garden of its property in Weybridge at a
total gain of GBP75,631. No new properties were purchased. The
value of the properties remaining in the Company's portfolio is
falling as and when leases expire because there is little prospect
of re-letting at current rental levels.
Administrative expenses were slightly higher at GBP107,267
compared with GBP95,708 in 2016/7. Financial expenses were
GBP58,369 as against GBP54,026 in the previous year. An interim
dividend of 10 pence per share was paid in March 2018 and the Board
has decided not to recommend a final dividend. The net asset value
of each ordinary share was GBP6.35 on 31 March 2018 compared with
GBP7.13 a year earlier.
The Board is mindful that although the Company's shares are
quoted on the London Stock Exchange the market is extremely limited
and there are difficulties in selling or buying shares in any
significant amounts. For this reason, the Board has decided that
the company should make a tender offer to purchase all the
Company's shares. This will enable shareholders (other than me and
my family) to realise their investment in the Company and obtain
cash for their shares without any sale expenses at a price of
GBP5.90 per share representing a premium of 12.4% over the closing
price of GBP5.25 on 18 June 2018 and 12.4% over the price at which
the Company's shares were last traded. On conclusion of the offer
the listing of the shares will be cancelled.
These proposals require the approval of shareholders. Further
details of these proposals and how to accept the offer and notice
convening a general meeting on 17 July 2018 to approve the
proposals are set out in a circular to shareholders which is being
sent today and will be available on the Company's website.
In conclusion, I would like to thank my co-directors and all the
Company's advisors for their continued help and guidance in a
difficult year.
MICHAEL CONN
Chairman
20 June 2018
Stewart & Wight PLC
Statement of comprehensive income (audited)
for the year ended 31 March 2018
Year to 31 Year to 31
March March
2018 2017
GBP GBP
------------ -----------
Gross rental income 1,002,857 938,342
Property operating expenses (33,510) (44,278)
------------ -----------
Net rental income 969,347 894,064
Profit on disposal of investment
property 75,631 60,327
Valuation gains on investment properties 35,000 598,052
Valuation losses on investment
properties (1,630,000) (697,039)
Administrative expenses (107,267) (95,708)
------------ -----------
Net operating (loss)/profit before
financing (657,289) 759,696
Financial expenses (58,369) (54,026)
------------ -----------
(Loss)/profit before taxation (715,658) 705,670
Taxation (152,554) (149,947)
------------ -----------
(Loss)/profit and total comprehensive
income (868,212) 555,723
Basic (loss)/earnings per share (55.36)p 35.44p
------------ -----------
Stewart & Wight PLC
Balance sheet (audited)
as at 31 March 2018
31 March 2018 31 March 2017
GBP GBP
-------------- --------------
Assets
Non-current assets
Investment property 11,580,000 13,605,000
Total non current assets 11,580,000 13,605,000
============== ==============
Current assets
Trade and other receivables - 14,675
Cash and cash equivalents 597,111 129,520
-------------- --------------
Total current assets 597,111 144,195
-------------- --------------
Total assets 12,177,111 13,749,195
============== ==============
Liabilities
Current liabilities
Interest bearing loan and borrowings 117,334 117,332
Current tax 152,705 148,866
Trade and other payables 268,983 318,328
-------------- --------------
Total current liabilities 539,022 584,526
-------------- --------------
Non-current liabilities
Interest bearing loans and borrowings 1,683,499 1,800,835
Total non-current liabilities 1,683,499 1,868,167
-------------- --------------
Total liabilities 2,222,521 2,385,361
-------------- --------------
Net assets 9,954,590 11,363,834
============== ==============
Equity
Called up share capital 89,866 89,866
Other reserve 25,670 25,670
Share premium reserve 246,000 246,000
Retained earnings 9,593,054 11,002,298
-------------- --------------
Total equity 9,954,590 11,363,834
============== ==============
Stewart & Wight PLC
Statement of Changes in Shareholders' Equity (audited)
from 1 April 2016 to 31 March 2018
Retained Other Share capital Total
earnings reserves
GBP GBP GBP GBP
At 1 April 2016 10,822,945 271,670 89,866 11,184,481
Total comprehensive
income 555,723 - - 555,723
Dividends to shareholders (376,370) - - (376,370)
As at 31 March 2017
and 1 April 2017 11,002,298 271,670 89,866 11,363,834
Total comprehensive
income (868,212) - - (868,212)
Dividends to shareholders (541,032) - - (541,032)
As at 31 March 2018 9,593,054 271,670 89,866 9,954,590
============ ========== ============== ===========
Shareholders' funds include non-equity shareholders' funds of
GBP11,456 (2017: GBP11,456). These relate to deferred ordinary
shares of 328p each and have attached to them the right to a return
of capital on winding up; they do not confer any voting, dividend
or redemption rights. The company has the right to purchase all of
the deferred shares in issue for an aggregate consideration of
GBP1.00.
Stewart & Wight PLC
Cash flow statement (audited)
for the year ended 31 March 2018
Year to 31 Year to 31
March March
2018 2017
GBP GBP
----------- ------------
Operating activities
(Loss)/profit for the period (868,212) 555,723
Adjustments for:
Net valuation gains on investment
property 1,595,000 98,987
Profit on disposal of investment
property (75,631) (60,327)
Interest expense 58,369 54,026
Taxation 152,554 149,947
----------- ------------
Operating profit before changes
in working capital and provisions 862,080 798,356
Change in receivables 14,675 (14,675)
Change in payables (49,345) (8,194)
----------- ------------
Cash generated from operations 827,410 775,487
Net interest paid (58,369) (54,026)
Tax paid (148,715) (138,788)
----------- ------------
Cash flow from operating activities 620,326 582,673
----------- ------------
Investing activities
Purchase of investment property - (2,638,987)
Sale of investment property 505,631 1,200,327
Cash flow from/(used) in investing
activities 505,631 (1,438,660)
----------- ------------
Financing activities
Cash inflow from loans - 1,010,000
Cash outflow from loan repayments (117,334) (66,833)
Dividend paid (541,032) (376,370)
----------- ------------
Cash flow used in financing activities (658,366) 566,797
----------- ------------
Net increase/(decrease) in cash
and cash equivalents 467,591 (289,190)
Cash and cash equivalents at 1 April
2017 129,520 418,710
----------- ------------
Cash and cash equivalents at 31
March 2018 597,111 129,520
=========== ============
Stewart & Wight PLC
Notes to the accounts
1. This preliminary announcement was approved for issue by a
duly appointed and authorised committee of the Board of Directors
on 20 June 2018.
2. Basis of preparation
While the financial information included in this preliminary
announcement has been prepared in accordance with the recognition
and measurement principles of International Financial Reporting
Standards (IFRS) as endorsed for the use in the European Union,
this announcement does not itself contain sufficient information to
comply with IFRS.
3 Taxation Year to 31 Year to 31
March March
2018 2017
GBP GBP
Current tax 152,705 148,866
Adjustment in respect of previous
year (151) 1,081
152,554 149,947
============== ==================
There is a potential deferred tax asset of GBP693,569
(2017: GBP520,027) in respect of capital losses and
the revaluation of properties. In accordance with
the deferred tax accounting policy, the deferred
tax asset is not being recognised on the basis that
it is not probable that taxable capital gains will
be available against which these deductible temporary
timing differences can be utilised.
4 (Loss)/earnings per share
The calculation of profit per share is based on the
loss for the period of GBP868,212 (2017: Profit;
GBP555,723) and on 1,568,209 shares (2017: 1,568,209)
which is the weighted average number of shares in
issue during the year ended 31 March 2018.
5 Dividends Year to 31 Year to 31
March 2018 March 2017
GBP GBP
The following dividends have
been paid by the Company
Ordinary shares - final dividend
paid 541,032 376,370
-------------- ------------------
541,032 376,370
============== ==================
Dividends of 34.5p per ordinary share were paid
in the year. A second interim dividend was paid
just before the year end of 10 pence per ordinary
share amounting to GBP156,821 and has been included
in these accounts.
6 Investment Property 31 March 2018 31 March 2017
GBP GBP
Valuation at 1 April 2017 13,605,000 12,205,000
Additions - 2,638,987
Disposals (430,000) (1,140,000)
(Deficit)/surplus on revaluation (1,595,000) (98,987)
-------------- ------------------
As at 31 March 2018 11,580,000 13,605,000
============== ==================
Boddy & Edwards, independent chartered surveyors,
carried out an independent valuation of the properties
at a fair value amounting to GBP11,580,000 at 31
March 2018. The valuation was made in accordance
with the appraisal and valuation manual of the
Royal Institution of Chartered Surveyors with key
basis including location, rental growth and length
of lease. This has been reflected in these accounts.
7. Share capital
The aggregate issued share capital of the company
remained GBP89,866 being 1,568,209 ordinary shares
of 5p each and 3,489 deferred ordinary shares of
328p each.
8. Accounting policies
The accounting policies have been consistently applied
and are consistent with the most recently published
full accounts.
9. Limitation
The above does not constitute full accounts within
the meaning of section 434 of the Companies Act 2006.
It is an extract from the full accounts for the year
ended 31 March 2018 which are audited. The auditor's
report on those financial statements is unqualified
and does not contain any statement under section 498(2)
or (3) of the Companies Act 2006. The accounts will
be posted to all shareholders on or before 6 August
2018 and subsequently filed at Companies House.
10. The registered office of the company is at 845
Finchley Road, London NW11 8NA. The incorporation
number of the company is 57142
For enquiries about buying and selling shares in Stewart and
Wight Plc please contact Mr
Neil Morss ,Walker Crips Stockbrokers Limited, Old Change House,
128 Queen Victoria Street,
London ,EC4V 4BJ.Telephone:44 (0)20 3100 8660
Registered office - 845 Finchley Road, London, NW11 8NA,
Registered in England No, 57142
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
FR EAXKEAADPEFF
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