05 June 2024
WORKSPACE GROUP
PLC
FULL YEAR
RESULTS
STRONG INCOME AND DIVIDEND
GROWTH FROM OUR
FLEXIBLE OFFER AND SCALABLE
PLATFORM
Workspace Group PLC ("Workspace"),
London's leading owner and operator of sustainable, flexible work
space today announces its results for the year to 31 March 2024.
The comments in this announcement refer to the period from 1 April
2023 to 31 March 2024 unless otherwise stated.
Financial highlights: Strong rental income growth driving
increase in dividend, valuation reduction from yield expansion
slowing in second half
●
|
Net rental income up 8.2% (£9.6m)
to £126.2m (31 March 2023: £116.6m)
|
●
|
Trading profit after
interest† up 8.7%
to £66.0m (31 March 2023: £60.7m)
|
●
|
Total dividend per share up 8.5%
to 28.0p per share (31 March 2023: 25.8p)
|
●
|
Property valuation of £2,446m, an
underlying1 reduction of 3.1% (£78m) in the second half,
compared to a reduction of 6.6% (£178m) in the first
half
|
●
|
Like-for-like portfolio valuation
down 8.1% over the full year with ERV per sq. ft. up 3.4% to £49.43
and equivalent yield out 78bps to 7.0%
|
●
|
Loss before tax of £192.8m (31 March 2023: £37.5m)
reflecting the reduction in the property
valuation
|
●
|
EPRA net tangible assets per share
down 13.7% from 31 March 2023 to £8.00
|
●
|
Robust balance sheet with £145m of
undrawn facilities and cash and LTV at 35% (31 March 2023:
33%)
|
●
|
Average cost of debt over the year
was 3.8% with 89% at fixed rates and a weighted average drawn debt
maturity of 3.6 years as at 31 March 2024
|
Scalable operating platform:
Supporting high level of customer demand with stable occupancy and
continued pricing growth
●
|
Active year with 1,238 lettings
and 705 renewals completed with a total rental value of £53.3m,
highlighting the appeal of our flexible offer
|
●
|
Strong rental growth with
like-for-like rent roll up 9.6% to £111.2m
|
●
|
Improved pricing with
like-for-like rent per sq. ft. up 10.4% to £44.27
|
●
|
Like-for-like occupancy broadly
stable at 88.1% (31 March 2023: 89.1%)
|
Significant portfolio activity and
sustainability progress
●
|
Active capital recycling with
£143m of disposals exchanged or completed in the year, and a
further £4.6m exchanged in April 2024
|
●
|
Nine larger refurbishment projects
underway delivering 390,000 sq. ft. of new and upgraded space.
Further 1.0m sq. ft. of larger projects in the pipeline
|
●
|
30 smaller refurbishment and unit
subdivision projects completed in year delivering strong income
returns
|
●
|
Excellent performance against our
environmental objectives, with 11% reduction in operational energy
intensity, 36% reduction in gas use and 11% increase in EPC A and B
rated space to 52%
|
Commenting on the results, Graham Clemett, Chief Executive
Officer said:
"It has been a year of continued progress at Workspace,
driven by the resilience and dynamism of our 4,000 SME customers.
The strong trading performance has once again been underpinned by
rental growth with stable occupancy, delivering an 8.5% growth in
the total dividend to shareholders of 28p per
share.
We actively manage our portfolio to align our spaces with
customer needs. Over the past year, we have successfully completed
a wide range of projects delivering strong income returns alongside
excellent progress against our 2030 environmental targets. At the
same time, we are continuing with non-core disposals to further
strengthen our balance sheet and invest in our value-add project
activity.
Our valuation was down in the year by 9.5%, although the
reduction was significantly lower in the second half. I would
expect this valuation to be the low point of the current cycle
given the forecast of interest rate reductions combined with our
ability to continue to deliver pricing growth and value-add asset
management activity.
Looking ahead, the future is bright for Workspace as London's
leading provider of flexible, sustainable work space to SME's. Our
scalable operating platform, combined with more than three decades
of experience in the flex space, puts us in a strong position to
maintain our leadership position in this growing market and
continue delivering long-term income and dividend growth for our
shareholders."
Summary Results
|
31 March
2024
|
31
March
2023
|
Change
|
Financial performance
|
|
|
|
Net rental income
|
£126.2m
|
£116.6m
|
+8.2%
|
Trading profit after
interest†
|
£66.0m
|
£60.7m
|
+8.7%
|
Loss before tax
|
£(192.8)m
|
£(37.5)m
|
|
Full year dividend per
share
|
28.0p
|
25.8p
|
+8.5%
|
Valuation
|
|
|
|
EPRA net tangible assets per
share†
|
£8.00
|
£9.27
|
-13.7%
|
Property
valuation†
|
£2,446m
|
£2,741m
|
-9.5%1
|
Financing
|
|
|
|
Loan to value
|
35%
|
33%
|
|
Undrawn bank facilities and
cash
|
£145m
|
£148m
|
|
† Alternative performance measure
(APM). The Group uses a number of financial measures to assess and
explain its performance. Some of these which are not defined within
IFRS are considered APMs.
1 Underlying change excluding capital expenditure and
disposals.
For media and investor enquiries,
please contact:
Workspace Group
PLC
Graham Clemett, Chief Executive
Officer
Dave Benson, Chief Financial
Officer
Paul Hewlett, Director of Strategy
& Corporate Development
Clare Marland, Head of Corporate
Communications
|
020
7138 3300
|
FGS Global
Chris Ryall
Guy Lamming
|
020
7251 3801
|
Details of results presentation
Workspace will host a results
presentation and Q&A for analysts and investors on Wednesday,
05 June 2024 at 8:45am. The venue for the presentation is
Eventspace, at Salisbury House, 114 London Wall, EC2M
5QA.
The presentation and Q&A can
also be accessed live via webcast, available at the following
link:
https://secure.emincote.com/client/workspace/workspace025
Notes to Editors
About Workspace Group PLC:
Workspace is London's leading
owner and operator of flexible workspace, currently managing 4.5
million sq. ft. of sustainable space at 77 locations in London and
the South East.
We are home to some 4,000 of
London's fastest growing and established brands from a diverse
range of sectors. Our purpose, to give businesses the freedom to
grow, is based on the belief that in the right space, teams can
achieve more. That in environments they tailor themselves, free
from constraint and compromise, teams are best able to collaborate,
build their culture and realise their potential.
We have a unique combination of a
highly effective and scalable operating platform, a portfolio of
distinctive properties, and an ownership model that allows us to
offer true flexibility. We provide customers with blank canvas
space to create a home for their business, alongside leases that
give them the freedom to easily scale up and down within our
well-connected, extensive portfolio.
We are inherently sustainable - we
invest across the capital, breathing new life into old buildings
and creating hubs of economic activity that help flatten London's
working map. We work closely with our local communities to ensure
we make a positive and lasting environmental and social impact,
creating value over the long term. Workspace was established in
1987, has been listed on the London Stock Exchange since 1993, is a
FTSE 250 listed Real Estate Investment Trust (REIT) and a member of
the European Public Real Estate Association (EPRA).
Workspace® is a registered
trademark of Workspace Group PLC, London, UK.
LEI: 2138003GUZRFIN3UT430
For more information on Workspace,
visit www.workspace.co.uk
CHIEF EXECUTIVE's STATEMENT
We've had another year of strong
trading at Workspace. Continued demand for our flexible lease offer
has meant that we've been able to maintain broadly stable occupancy
and increase pricing by some 10% through the year. This has
involved a huge amount of customer activity with our teams
completing 1,238 lettings and 705 renewals, worth £53.3m in terms
of rent roll. The result is an 8% growth in net rental income
delivering a 9% increase in trading profit after interest, to £66m.
As a result, the Board has recommended a final dividend of 19p per
share, taking the full year dividend to 28p per share, an increase
of 8.5% on last year. Our ability to deliver sustainable dividend
growth for shareholders remains a key focus for the
Company.
Our property teams have been busy
too. We're continuing to deliver three major refurbishment projects
and I'm looking forward to the launch of Leroy House in Islington
in September, which will be our first net zero building. Our
property portfolio also offers up rich opportunities for smaller
scale projects and we have completed on some 30 smaller
refurbishments and upgrades over the year, which are delivering
strong and immediate income returns. We've also exchanged or
completed on the disposal of £143m of non-core assets as we
continue to recycle capital and strengthen the balance
sheet.
Our property valuation has reduced
by 9.5% on an underlying basis over the year although the pace of
this reduction slowed significantly in the second half. This was
primarily driven by a continued outward movement in yields, with
the like-for-like equivalent yield now at 7.0%. As a result, our
net tangible asset value per share is down 13.7% to £8.00, which
remains significantly higher than our current share price. I would
expect this valuation to be the low point of the current cycle
given the forecast of interest rate reductions combined with our
ability to continue delivering pricing growth and value-add asset
management activity.
With the Executive and senior
management teams, we've spent useful time over the year on how we
can deliver on our longer-term ambitions, with the vision to be the
first choice in London for the brightest businesses, people and
investors. We are now progressing a number of customer and
technology initiatives to take forward these plans.
We describe our customers as
London's brightest businesses. They are SMEs, the unsung heroes of
the London and UK economy, and a large and growing part of it.
Workspace has been providing space for SMEs for over 35 years and
we understand what they need to grow their businesses. They need
the right buildings in the right locations, true flexibility - both
in their lease and how they can use the space - and a work space
provider with a sustainable mindset that puts the community and the
environment at the heart of its offer.
To be first choice for these
businesses, we need the brightest people in the market. Our unique
and valuable operating platform is a combination of these people,
smart systems and actionable data and insights. On that note I want
to thank all our teams for their hard work over the last year. It
is no surprise that our customer satisfaction score has risen this
year to 86.1%.
As I come towards the end of my
tenure at Workspace, I have been reflecting on the changes I've
seen over the last seventeen years. The most obvious is that the
flexible model, which Workspace has pioneered since its inception
in the late 1980s, has become increasingly mainstream in the real
estate industry. There is undoubtedly more competition in our space
but as the leading flexible brand for SMEs across London, I am
confident that Workspace has a clear competitive
advantage.
I am immensely proud of the
distinctive culture we've cultivated at Workspace; it has made my
time in the business hugely enjoyable, despite the challenges we
have had to deal with over the last two decades. I have no doubt
that Lawrence Hutchings, who succeeds me as Chief Executive
Officer, will be a great fit for the business and that Workspace
will continue to thrive under his leadership.
I wish everyone at Workspace and
all our stakeholders all the best for the future. I will of course
remain an invested shareholder and I look forward to watching from
the sidelines as Workspace goes from strength to
strength.
BUSINESS REVIEW
CUSTOMER ACTIVITY
We have seen resilient customer
demand, despite the early Easter impacting enquiries in the fourth
quarter, with 1,238 lettings completed in the year with a total
rental value of £31.3m.
|
Monthly
Average
|
|
FY
2023/24
|
FY
2022/23
|
Q4
2023/24
|
Q3
2023/24
|
Q2
2023/24
|
Q1
2023/24
|
|
|
|
|
|
|
|
Enquiries
|
788
|
798
|
818
|
759
|
837
|
738
|
Viewings
|
524
|
518
|
589
|
488
|
527
|
491
|
Lettings
|
103
|
110
|
114
|
104
|
108
|
87
|
Good activity levels have
continued into the first quarter of 2024/25, with 725 enquiries,
537 viewings and 92 new lettings in April 2024.
Alongside our new lettings, we
have seen strong renewal activity in the year, with over 700
customers renewing for a £2.4m (12%) uplift in annual
rent.
RENT ROLL
Total rent roll, representing the
total annualised net rental income at a given date, was up 2.4%
(£3.3m) in the year to £143.4m at 31 March 2024.
Total Rent Roll
|
£m
|
At 31 March 2023
|
140.1
|
Like-for-like portfolio
|
9.7
|
Completed projects
|
(0.3)
|
Projects underway and design
stage
|
(0.1)
|
South East Office
|
(0.2)
|
Non-core
|
0.2
|
Disposals
|
(6.0)
|
At 31 March 2024
|
143.4
|
The total Estimated Rental Value
(ERV) of the portfolio, comprising the ERV of the like-for-like
portfolio and those properties currently undergoing refurbishment
or redevelopment (but only including properties at the design stage
and non-core properties at their current rent roll and occupancy),
was £194.6m at 31 March 2024.
Like-for-like
portfolio
The like-for-like portfolio
represents 78% of the total rent roll as at 31 March 2024. It
comprises 43 properties with stabilised occupancy excluding recent
acquisitions, buildings impacted by significant refurbishment or
redevelopment activity, or contracted for sale.
|
Six Months
Ended
|
Like for Like
|
31 Mar
24
|
30 Sep
231
|
31 Mar
231
|
Occupancy
|
88.1%
|
88.5%
|
89.1%
|
Occupancy
change2
|
(0.4%)
|
(0.6%)
|
0.6%
|
|
|
|
|
Rent per sq. ft.
|
£44.27
|
£42.82
|
£40.08
|
Rent per sq. ft. change
|
3.4%
|
6.8%
|
5.3%
|
|
|
|
|
Rent roll
|
£111.2m
|
£108.0m
|
£101.5m
|
Rent roll change
|
3.0%
|
6.4%
|
4.9%
|
1 Restated for the transfer
in of Castle Lane, Mare Street Studios, Westbourne Studios, Wilson
Street, Lock Studios and Mirror Works and the transfer out of
Poplar Business Park and Atelier House (part of
Centro).
2 Absolute
change
We have continued to move pricing
forward across our like-for-like portfolio with rent per sq. ft.
increasing by 10.4% in the year to £44.27, with like-for-like
occupancy marginally down by 1.0% to 88.1% in the year, resulting
in an overall increase in like-for-like rent roll of 9.6% (£9.7m)
to £111.2m.
We have seen ERV per sq. ft.
increase by 3.4% in the year. If all the like-for-like properties
were at 90% occupancy at the CBRE estimated rental values at 31
March 2024, the rent roll would be £126.8m, £15.6m higher than the
actual rent roll at 31 March 2024.
Completed Projects
There are six projects in the
completed projects category. Rent roll reduced overall by £0.3m in
the year to £7.1m. An underlying increase of £0.6m in rent roll was
offset by a £0.9m reduction at Evergreen Studios, Richmond,
following the expiry of a short leaseback of the building by the
developer.
If the buildings in this category
were all at 90% occupancy at the ERVs at 31 March 2024, the rent
roll would be £10.0m, an uplift of £2.9m.
Projects Underway -
Refurbishments
We are currently underway on nine
larger refurbishment projects that will deliver 390,000 sq. ft. of
new and upgraded space. As at 31 March 2024, rent roll was £9.3m,
down £0.7m in the year.
Assuming 90% occupancy at the ERVs
at 31 March 2024, the rent roll at these nine buildings once they
are completed would be £21.1m, an uplift of £11.8m.
Projects at Design Stage
These are properties where we are
well advanced in planning a refurbishment or redevelopment that has
not yet commenced. As at 31 March 2024, the rent roll at these
properties was £6.2m, up £0.6m.
South East Office
As at 31 March 2024, the rent roll
of the South East office portfolio, comprising nine buildings, was
£6.9m, down £0.2m.
Assuming 90% occupancy (or current
occupancy if higher) at the ERVs at 31 March 2024, the rent roll
would be £9.7m, an uplift of £2.8m.
Non-core
As at 31 March 2024, the rent roll
of the non-core portfolio was £2.7m, up £0.2m.
Disposals
During the year, there was £143m
exchanged or completed sales. In aggregate, disposals have
delivered £118m of proceeds (net of sales costs) in the year
(including £10m for the deferred consideration of Riverside,
Wandsworth), at a combined net initial yield of 5.3%.
In April, we exchanged on the sale
of 20-30 Greyfriars Road, Reading and Cygnet House, Staines for a
combined consideration of £4.6m, in line with the March 2024
valuation.
In May, we completed on the sale
of Poplar Business Park for £21.5m which we exchanged for sale in
January.
PROFIT PERFORMANCE
Trading profit after interest for
the year was up 8.7% (£5.3m) on the prior year to
£66.0m.
£m
|
31 Mar
2024
|
31
Mar
2023
|
Net rental income
|
126.2
|
116.6
|
Administrative expenses -
underlying
|
(22.0)
|
(20.1)
|
Administrative expenses - share
based costs1
|
(3.3)
|
(1.4)
|
Net finance costs
|
(34.9)
|
(34.4)
|
Trading profit after interest
|
66.0
|
60.7
|
1 These relate to both cash and equity settled costs
Net rental income was up 8.2%
(£9.6m) to £126.2m.
£m
|
31 Mar
2024
|
31
Mar
2023
|
Underlying rental
income
|
122.3
|
113.1
|
Unrecovered service charge costs
|
(4.0)
|
(4.3)
|
Empty rates and other
non-recoverable costs
|
(9.5)
|
(9.3)
|
Services, fees, commissions and
sundry income
|
1.4
|
0.5
|
Underlying net rental
income
|
110.2
|
100.0
|
Acquisitions
|
13.4
|
10.7
|
Disposals
|
2.6
|
5.9
|
Net rental income
|
126.2
|
116.6
|
The £9.2m increase in underlying
rental income to £122.3m reflects the strong increase in average
rent per sq. ft. achieved over the last year. Total net rental
income also benefited from increased rents from recent acquisitions
which have continued to let up well in the year.
Unrecovered service charge costs
decreased by £0.3m, with the majority of service charge costs
recovered from customers, despite the unusually high levels of
inflation we have seen in the UK over the last year.
There was a small increase in
empty rates and other non-recoverable costs which were up £0.2m to
£9.5m. Net revenue from services, fees, commissions and sundry
income was up by £0.9m, including increased hospitality
revenue.
Underlying administrative expenses
increased by £1.9m to £22.0m, reflecting the high levels of wage
inflation seen in the UK in the period. Share-based costs increased
by £1.9m to £3.3m driven by higher vesting levels and assumptions
with the Workspace portfolio performing strongly relative to the
London IPD index.
Net finance costs increased by
£0.5m to £34.9m in the year reflecting the increase in SONIA over
the last two years offset by a reduction in average net debt
following asset disposals in the period and an increase in
capitalised interest reflecting the increase in activity on major
projects over the year. The average debt balance over the year was
£53.0m lower than in the prior year, whilst the average interest
cost increased from 3.7% to 3.8%.
Loss before tax was £192.8m
compared to £37.5m in the prior year.
£m
|
31 Mar
2024
|
31
Mar
2023
|
Trading profit after
interest
|
66.0
|
60.7
|
Change in fair value of investment
properties
|
(255.3)
|
(93.1)
|
Loss on sale of investment
properties
|
(2.3)
|
(0.7)
|
Exceptional costs
|
(1.2)
|
(4.3)
|
Other items
|
-
|
(0.1)
|
Loss before tax
|
(192.8)
|
(37.5)
|
Adjusted underlying earnings per
share
|
34.1p
|
31.7p
|
The change in fair value of
investment properties, including assets held for sale, was a
decrease of £255.3m compared to a decrease of £93.1m in the prior
year.
The loss on sale of investment
properties of £2.3m was driven by costs associated with disposals
in the year.
Exceptional costs include one-off
items relating to the implementation of our new finance and
property management system, and in the prior year relating to the
acquisition and integration of McKay.
Adjusted underlying earnings per
share, based on EPRA earnings adjusted for non-trading items and
calculated on a diluted share basis, was up 7.6% to
34.1p. The calculation of adjusted, basic,
diluted and EPRA earnings per share is shown in note 8 to the
financial statements.
DIVIDEND
Our dividend policy is based on
trading profit after interest, taking into account our investment
and acquisition plans and the distribution requirements that we
have as a REIT, with our aim being to ensure the total dividend per
share in each financial year is covered at least 1.2 times by
adjusted underlying earnings per share.
With the strong improvement in
trading performance and confidence in the longer term prospects of
the Company, the Board is recommending a final dividend of 19.0p
per share, taking the full year dividend to 28.0p (2023: 25.8p), to
be paid on 02 August 2024 to shareholders on the register at 05
July 2024. The dividend will be paid as a REIT Property Income
Distribution (PID) net of withholding tax where
appropriate.
PROPERTY VALUATION
At 31 March 2024, our property
portfolio was independently valued by CBRE at £2,446m, an
underlying decrease of 9.5% (£256m) in the year. The main movements
in the valuation are set out below:
|
£m
|
Valuation at 31 March
2023
|
2,741
|
Capital expenditure
|
71
|
Disposals
|
(110)
|
Underlying revaluation
|
(256)
|
Valuation at 31 March 2024
|
2,446
|
There was an underlying
revaluation decrease of 3.1% (£78m) in the second half of the year
compared to a decrease of 6.6% (£178m) in the first half. A summary
of the full year valuation and revaluation movement by property
type is set out below:
£m
|
Valuation
31 March
|
Underlying revaluation decrease
|
|
|
2024
|
Full
Year
|
H2
|
H1
|
Like-for-like
properties
|
1,833
|
162
|
49
|
113
|
Completed
projects
|
137
|
19
|
7
|
12
|
Refurbishments
|
319
|
46
|
16
|
30
|
Redevelopments
|
19
|
5
|
1
|
4
|
South East office
|
86
|
14
|
5
|
9
|
Non-core
|
52
|
10
|
-
|
10
|
Total
|
2,446
|
256
|
78
|
178
|
|
|
|
|
|
|
Like-for-like
Properties
There was an 8.1% (£162m)
underlying decrease in the valuation of like-for-like properties to
£1,833m. This was driven by a 78bps outward shift in equivalent
yield (£233m), offset by a 3.4% increase in the ERV per sq. ft.
(£71m).
ERV growth has returned to a
lower, historically more normal level of annual increase, with
pricing at most centres now back at or above pre-Covid levels. We
saw stronger growth in ERV for smaller space, which represents the
majority of our lettings activity, with an increase of 6.2% in the
year for units under 1,000 sq. ft., compared to larger spaces where
ERVs increased by 1.3%. This reflects our approach to implement a
wide range of smaller unit refurbishments and subdivisions to align
our spaces with customer demand.
|
31 Mar
2024
|
31
Mar
20231
|
Change
|
ERV per sq. ft.
|
£49.43
|
£47.82
|
3.4%
|
Rent per sq. ft.
|
£44.27
|
£40.08
|
10.4%
|
Equivalent yield
|
7.0%
|
6.2%
|
0.8%2
|
Net initial yield
|
5.5%
|
4.6%
|
0.9%2
|
Capital value per sq.
ft.
|
£643
|
£694
|
(7.3)%
|
1 Restated for the transfer
in of Castle Lane, Mare Street, Westbourne Studios, Wilson Street,
Lock Studios and Mirror Works and the transfer out of Poplar
Business Park and Centro - Atelier House.
2 Absolute
change
A 2.5% increase in ERV per sq. ft.
would increase the valuation of like-for-like properties by
approximately £44m while a 25bps increase in equivalent yield would
decrease the valuation by approximately £64m.
Completed Projects
There was an underlying decrease
of 12.2% (£19m) in the value of the six completed projects to
£137m. The overall valuation metrics for completed projects are set
out below:
|
31 Mar
2024
|
ERV per sq. ft.
|
£34.69
|
Rent per sq. ft.
|
£29.30
|
Equivalent yield
|
7.3%
|
Net initial yield
|
4.6%
|
Capital value per sq.
ft.
|
£431
|
Current Refurbishments and
Redevelopments
There was an underlying decrease
of 12.6% (£46m) in the value of our current refurbishments to £319m
and a reduction of 20.8% (£5m) in the value of our current
redevelopments to £19m.
The decreases in respect of
refurbishments largely reflected an 85bps outward movement in
equivalent yield, with redevelopment valuations also impacted by a
decline in expected residential values and increases in expected
build costs.
South East Office
There was a 14% (£14m) underlying
decrease in the valuation of the South East office portfolio to
£86m with 152bps outward shift in equivalent yield, offset by a
3.5% increase in ERV per sq. ft. The overall valuation metrics are
set out below:
|
|
|
31 Mar
2024
|
ERV per sq. ft.
|
|
|
£29.00
|
Rent per sq. ft.
|
|
|
£22.84
|
Equivalent Yield
|
|
|
10.4%
|
Net Initial Yield
|
|
|
7.9%
|
Capital Value per sq.
ft.
|
|
|
£243
|
REFURBISHMENT ACTIVITY
A summary of the status of the
refurbishment pipeline at 31 March 2024 is set out
below:
Projects
|
Number
|
Capex
spent
|
Capex to
spend
|
Upgraded
and new space (sq. ft.)
|
Underway
|
9
|
£55m
|
£49m
|
390,000
|
Design stage
|
8
|
£0m
|
£454m
|
717,000
|
Design stage (without
planning)
|
4
|
£0m
|
£161m
|
265,000
|
We are on-site at Leroy House,
Islington, where we are delivering a refurbished and extended
58,000 sq. ft. business centre which we expect to complete in
September 2024. Our adaptive re-use of the existing building
creates 70% less embodied carbon compared to a new build scheme. We
have also recently commenced major upgrades and extensions at
Chocolate Factory, Wood Green, and at The Biscuit Factory,
Bermondsey.
We obtained vacant possession of
Atelier House, at the northern end of our Centro property, in
December 2023, which will allow us to progress with our planned
conversion of the building to a business centre.
SUSTAINABILITY
We have an inherently green
property portfolio with energy intensity already 29% lower than
industry best practice for net zero carbon offices. Further
improving the energy efficiency of our buildings is key in helping
us to achieve our target of being a net zero carbon business. The
Workspace portfolio is currently 52% EPC A and B rated, an increase
of 11% in the year, and we are on track to upgrade the remainder of
our portfolio to these categories by 2030. We are also targeting a
reduction in Scope 1 gas emissions by a minimum of 5% each year,
whilst continuing to procure 100% renewable electricity (REGO
backed). In the year we also achieved a 11% reduction in
operational energy intensity and a 36% reduction in gas
use.
In December, we signed a Corporate
Purchase Power Agreement to supply around two thirds of our
electricity demand over the next 10 years from a newly constructed
solar plant.
CASH FLOW
A summary of cash flows is set out
below:
£m
|
31 Mar
2024
|
31
Mar
2023
|
Net cash from operations after
interest†
|
63
|
70
|
Dividends paid
|
(51)
|
(44)
|
Capital expenditure
|
(71)
|
(60)
|
Purchase of investment
properties
|
-
|
(201)
|
Net debt acquired
|
-
|
(162)
|
Property disposals and cash
receipts
|
118
|
49
|
Other
|
(12)
|
4
|
Net movement
|
47
|
(344)
|
Opening debt (net of
cash)
|
(902)
|
(558)
|
Closing debt (net of cash)
|
(855)
|
(902)
|
† excludes £8.8m of VAT receipt
(2023)/payment (2024) relating to the sale of Riverside included in
'Other'
There is a reconciliation of net
debt in note 16(b) in the financial statements.
The overall decrease of £47m in
net debt reflects the disposals made in the period.
NET
ASSETS
Net assets decreased in the year
by £239m to £1,549m. EPRA net tangible assets (NTA) per share at 31
March 2024 was down 13.7% (£1.27) to £8.00.
|
|
|
|
EPRA NTA per share
|
|
|
£
|
At 31 March 2023
|
|
|
9.27
|
Adjusted trading profit after
interest
|
|
|
0.34
|
Property valuation
deficit
|
|
|
(1.32)
|
Dividends paid
|
|
|
(0.26)
|
Other
|
|
|
(0.03)
|
At 31 March 2024
|
|
|
8.00
|
The calculation of EPRA NTA per
share is set out in note 9 of the financial statements.
TOTAL ACCOUNTING RETURN
The total accounting return for
the year was (10.9)% compared to (3.8)% in the prior year ended
March 2023. The total accounting return comprises the change in
absolute EPRA net tangible assets per share plus dividends paid in
the year as a percentage of the opening EPRA net tangible assets
per share. The calculation of total accounting return is set out in
note 9 of the financial statements.
FINANCING
As at 31 March 2024, the Group had
£4m of available cash and £141m of undrawn facilities:
|
Drawn
amount
£m
|
Facility
£m
|
Maturity
|
Private placement notes
|
300.0
|
300.0
|
2025-2029
|
Green bond
|
300.0
|
300.0
|
2028
|
Secured loan
|
65.0
|
65.0
|
2030
|
Bank facilities
|
194.0
|
335.0
|
2026
|
Total
|
859.0
|
1,000.0
|
|
The majority of the Group's debt
comprises long-term fixed-rate committed facilities including a
£300m green bond, £300m of private placement notes, and a £65m
secured loan facility.
Shorter term liquidity and
flexibility is provided by floating-rate sustainability-linked
Revolving Credit Facilities (RCFs) totalling £335.0m which were
£194.0m drawn as at 31 March 2024. The maturity of the bank
facilities was successfully extended by a further year in November
2023 with £135m now maturing in April 2026 and £200m in December
2026. The average maturity of drawn debt at 31 March 2024 was 3.6
years (31 March 2023: 4.1 years).
In February 2024, £100m of the
floating rate bank borrowings were swapped to an all in fixed rate
of 6.1% for two years. At 31 March 2024, the Group's effective interest rate was 3.7% based on SONIA
at 5.2%, with 89% (£765m) of the debt at fixed or hedged
rates. The average interest cost of our
fixed-rate borrowings was 3.3% and our un-hedged floating-rate bank
borrowings had an average margin of 1.8% over SONIA.
A 1% change in SONIA would change the effective
interest rate by 0.1% (at current debt levels).
At 31 March 2024, loan to value
(LTV) was 35% (31 March 2023: 33%) and interest cover, based on net
rental income and interest paid over the last 12 month period, was
3.7 times (31 March 2023: 3.8 times), providing good headroom on
all facility covenants. Our net debt to earnings ratio (calculated
as net debt divided by trading profit before interest, but
excluding depreciation and amortisation), improved from 9.3 times
to 8.3 times during the year.
FINANCIAL outlook FOR
2024/25
Over the past year, we have seen
strong rental growth driven by increased pricing and stable
occupancy. Rental income in 2024/25 will be underpinned by the
growth in like-for-like rent roll we have seen over the last year,
with like-for-like rent roll growing by 6% in the second half of
last year on an annualised basis. We continue to see good demand
and expect continued growth in rent roll in 2024/25. Rental income
growth will also be supported by the letting up of recently
completed projects.
The high levels of inflation we
have seen over the last year, which have impacted on both our
service charge and administrative costs, are reducing and are
expected to have less impact in the coming year, albeit wage
inflation remains significantly above historic norms.
We expect capital expenditure to
be maintained at a similar level to last year, around £60-70m, as
we continue to progress with planned asset management projects,
including the refurbishments of Leroy House, Chocolate Factory and
The Biscuit Factory. This will be largely offset by recycled
capital from asset disposals.
The £118m of proceeds from
disposals of non-core properties received over the last year has
reduced our floating-rate debt, which currently has an effective
interest rate of 7%. Our average interest rate has been reduced
further by the £100m of floating rate debt we have swapped to fixed
at an effective rate of 6%. With planned capital expenditure
largely offset by asset disposals, we expect this to result in a
reduction in interest costs in the current year.
property statistics
|
Half
Year ended
|
|
31 Mar
2024
|
30
Sep
2023
|
31
Mar
2023
|
30
Sep
2022
|
Workspace Portfolio
|
|
|
|
|
Property valuation
|
£2,446m
|
£2,505m
|
£2,741m
|
£2,863m
|
Number of locations
|
77
|
79
|
86
|
87
|
Lettable floorspace (million sq.
ft.)
|
4.5
|
4.7
|
5.2
|
5.4
|
Number of lettable
units
|
4,678
|
4,718
|
4,910
|
4,901
|
Rent roll of occupied
units
|
£143.4m
|
£141.9m
|
£140.1m
|
£134.7m
|
Average rent per sq.
ft.
|
£38.21
|
£36.81
|
£32.86
|
£30.03
|
Overall occupancy
|
83.0%
|
83.5%
|
81.5%
|
84.0%
|
Like-for-like number of
properties
|
43
|
42
|
38
|
38
|
Like-for-like lettable floor space
(million sq. ft.)
|
2.9
|
2.9
|
2.7
|
2.7
|
Like-for-like rent roll
growth
|
3.0%
|
6.4%
|
3.4%
|
3.6%
|
Like-for-like rent per sq. ft.
growth
|
3.4%
|
6.8%
|
5.2%
|
4.0%
|
Like-for-like occupancy
movement
|
(0.4%)
|
(0.6%)
|
(0.5%)
|
0.1%
|
1) The like-for-like category has been
restated in the current financial year for the transfer in of
Castle Lane, Mare Street Studios, Westbourne Studios, Wilson
Street, Lock Studios and Mirror Works and the transfer out of
Poplar Business Park and Atelier House (part of
Centro).
2) Like-for-like statistics for prior years
are not restated for the changes made to the like-for-like property
portfolio in the current financial year.
3) Overall rent per sq. ft. and occupancy
statistics includes the lettable area at like-for-like properties
and all refurbishment and redevelopment projects, including those
projects recently completed and also properties where we are in the
process of obtaining vacant possession.
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
|
Notes
|
2024 £m
|
2023 £m
|
Revenue
|
1
|
184.3
|
174.2
|
Direct costs1
|
1
|
(58.1)
|
(57.6)
|
Net rental income
|
1
|
126.2
|
116.6
|
Administrative expenses
|
2
|
(25.3)
|
(21.5)
|
Trading profit
|
|
100.9
|
95.1
|
Loss on disposal of investment
properties
|
3(a)
|
(2.3)
|
(0.7)
|
Other expenses
|
3(b)
|
(1.2)
|
(3.8)
|
Change in fair value of investment
properties
|
10
|
(251.2)
|
(88.0)
|
Impairment of assets held for
sale
|
|
(4.1)
|
(5.1)
|
Operating loss
|
|
(157.9)
|
(2.5)
|
Finance costs
|
4
|
(34.9)
|
(34.4)
|
Exceptional finance
costs
|
4
|
-
|
(0.6)
|
Loss before tax
|
|
(192.8)
|
(37.5)
|
Taxation
|
6
|
0.3
|
(0.3)
|
Loss for the financial year after tax
|
|
(192.5)
|
(37.8)
|
Basic loss per share
|
8
|
(100.4p)
|
(19.9p)
|
Diluted loss per share
|
8
|
(100.4p)
|
(19.9p)
|
1. Direct
costs in 2024 includes impairment of receivables of £0.8m (2023:
£1.1m). See note 1 for additional information.
CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
FOR THE YEAR ENDED 31 MARCH 2024
|
Notes
|
2024
£m
|
2023
£m
|
Loss for the financial
year
|
|
(192.5)
|
(37.8)
|
Other comprehensive
income:
|
|
|
|
Items that may be reclassified
subsequently to profit or loss:
|
|
|
|
Change in fair value of other
investments
|
|
1.1
|
0.4
|
Fair value of derivative
|
|
0.2
|
-
|
Items that will not be reclassified
subsequently to profit or loss:
|
|
|
|
Pension fund movement
|
|
-
|
0.9
|
Other comprehensive income in the
year
|
|
1.3
|
1.3
|
Total comprehensive loss for the
year
|
|
(191.2)
|
(36.5)
|
CONSOLIDATED BALANCE SHEET
AS
AT 31 MARCH 2024
|
Notes
|
2024 £m
|
2023 £m
|
Non-current assets
|
|
|
|
Investment properties
|
10
|
2,408.5
|
2,643.3
|
Intangible assets
|
|
2.2
|
2.0
|
Property, plant and
equipment
|
11
|
3.0
|
4.4
|
Other investments
|
12
|
3.2
|
2.1
|
Derivative financial
instruments
|
|
0.2
|
-
|
Deferred tax
|
|
0.3
|
-
|
|
|
2,417.4
|
2,651.8
|
Current assets
|
|
|
|
Trade and other
receivables
|
13
|
36.7
|
45.8
|
Assets held for sale
|
|
65.7
|
123.0
|
Cash and cash
equivalents
|
14
|
11.6
|
18.5
|
|
|
114.0
|
187.3
|
Total assets
|
|
2,531.4
|
2,839.1
|
Current liabilities
|
|
|
|
Trade and other payables
|
15
|
(93.0)
|
(107.8)
|
Borrowings
|
16(a)
|
-
|
(49.8)
|
|
|
(93.0)
|
(157.6)
|
Non-current liabilities
|
|
|
|
Borrowings
|
16(a)
|
(854.8)
|
(859.1)
|
Lease obligations
|
17
|
(34.7)
|
(34.7)
|
|
|
(889.5)
|
(893.8)
|
Total liabilities
|
|
(982.5)
|
(1,051.4)
|
Net assets
|
|
1,548.9
|
1,787.7
|
Shareholders' equity
|
|
|
|
Share capital
|
19
|
191.9
|
191.6
|
Share premium
|
19
|
296.6
|
295.5
|
Investment in own shares
|
|
(9.9)
|
(9.9)
|
Other reserves
|
20
|
93.0
|
91.0
|
Retained earnings
|
|
977.3
|
1,219.5
|
Total shareholders' equity
|
|
1,548.9
|
1,787.7
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
|
Notes
|
Attributable to owners of the Parent
|
Share
capital £m
|
Share
premium £m
|
Investment in own shares
£m
|
Other
reserves £m
|
Retained
earnings £m
|
Total
share-holders' equity
£m
|
Balance at 31 March 2022
|
|
181.1
|
295.5
|
(9.9)
|
32.6
|
1,300.3
|
1,799.6
|
Loss for the financial
year
|
|
-
|
-
|
-
|
-
|
(37.8)
|
(37.8)
|
Other comprehensive income for the
year
|
|
-
|
-
|
-
|
0.4
|
0.9
|
1.3
|
Total comprehensive
income/(loss)
|
|
-
|
-
|
-
|
0.4
|
(36.9)
|
(36.5)
|
Transactions with
owners:
|
|
|
|
|
|
|
|
Shares issued
|
19
|
10.5
|
-
|
-
|
56.6
|
-
|
67.1
|
Dividends paid
|
7
|
-
|
-
|
-
|
-
|
(43.9)
|
(43.9)
|
Share based payments
|
|
-
|
-
|
-
|
1.4
|
-
|
1.4
|
Balance at 31 March 2023
|
|
191.6
|
295.5
|
(9.9)
|
91.0
|
1,219.5
|
1,787.7
|
Loss for the financial
year
|
|
-
|
-
|
-
|
-
|
(192.5)
|
(192.5)
|
Other comprehensive income for the
year
|
|
-
|
-
|
-
|
1.3
|
-
|
1.3
|
Total comprehensive
income/(loss)
|
|
-
|
-
|
-
|
1.3
|
(192.5)
|
(191.2)
|
Transactions with
owners:
|
|
|
|
|
|
|
|
Dividends paid
|
7
|
-
|
-
|
-
|
-
|
(50.6)
|
(50.6)
|
Share based payments
|
|
0.3
|
1.1
|
|
0.7
|
0.9
|
3.0
|
Balance at 31 March 2024
|
|
191.9
|
296.6
|
(9.9)
|
93.0
|
977.3
|
1,548.9
|
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
|
Notes
|
2024 £m
|
2023 £m
|
Cash flows from operating activities
|
|
|
|
Cash generated from
operations
|
19
|
87.7
|
110.5
|
Interest paid
|
|
(33.8)
|
(31.7)
|
Net cash inflow from operating
activities
|
|
53.9
|
78.8
|
Cash flows from investing activities
|
|
|
|
Purchase of investment
properties
|
|
-
|
(184.4)
|
Capital expenditure on investment
properties
|
|
(71.7)
|
(56.2)
|
Proceeds from government
grant
|
|
1.5
|
-
|
Proceeds from disposal of
investment properties (net of sale costs)
|
|
22.3
|
7.1
|
Proceeds from disposal of assets
held for sale (net of sale costs)
|
|
96.2
|
41.4
|
Purchase of intangible
assets
|
|
(0.8)
|
(0.8)
|
Purchase of property, plant and
equipment
|
|
(0.4)
|
(3.1)
|
Other expenses
|
|
(1.2)
|
(2.9)
|
Settlement of defined benefit
pension scheme
|
|
-
|
(1.3)
|
Net cash inflow/(outflow) from
investing activities
|
|
45.9
|
(200.2)
|
Cash flows from financing activities
|
|
|
|
Finance costs for new/amended
borrowing facilities
|
|
(0.8)
|
(1.6)
|
Repayment of bank borrowings and
Private Placement Notes
|
16(h)
|
(211.0)
|
(150.0)
|
Draw down of bank
borrowings
|
16(h)
|
156.0
|
286.0
|
Settlement of share
schemes
|
|
(0.2)
|
-
|
Dividends paid
|
7
|
(50.7)
|
(43.5)
|
Net cash (outflow)/inflow from
financing activities
|
|
(106.7)
|
90.9
|
Net decrease in cash and cash equivalents
|
|
(6.9)
|
(30.5)
|
Cash and cash equivalents at start
of year
|
14
|
18.5
|
49.0
|
Cash and cash equivalents at end of year
|
14
|
11.6
|
18.5
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
The financial information set out
above does not constitute the company's statutory accounts for the
years ended 31 March 2024 or 2023 but is derived from those
accounts. Statutory accounts for 2023 have been delivered to the
Registrar of Companies, and those for 2024 will be delivered in due
course. The auditor has reported on those accounts; their reports
were i) unqualified and i i) did not contain a statement under
section 498 (2) or (3) of the Companies Act 2006. The accounting
policies are consistent with those contained in the Group's last
annual report and accounts for the year ended 31 March 2023, with
exception of the following:
BASIS OF PREPARATION
These condensed financial
statements are presented in Sterling, which is the Company's
functional currency and the Group's presentational currency, and
have been prepared and approved by the Directors on a going concern
basis, in accordance with United Kingdom adopted international
accounting standards.
The Directors are required to
assess the appropriateness of applying the going concern basis in
the preparation of the financial statements. The current
macroeconomic issues have heightened concerns around the UK economy
and increased the risk of an economic downturn. In this context,
the Directors have fully considered the business activities and
principal risks of the Company and Group.
In preparing the assessment of
going concern, the Directors have reviewed a number of different
scenarios over the 12-month period from the date of signing of
these financial statements. These scenarios include a severe, but
realistically possible, scenario which includes the following key
assumptions:
A reduction in occupancy,
reflecting weaker customer demand for office space.
A reduction in the pricing of new
lettings, resulting in a reduction in average rent per sq.
ft.
Elevated levels of counterparty
risk, with bad debt significantly higher than historic
levels.
Continued elevated levels of cost
inflation.
SONIA rates remaining elevated,
impacting the cost of variable rate borrowings.
Estimated rental value reduction
in-line with the decline in average rent per sq. ft. and outward
movement in investment yields resulting in a lower property
valuation.
The appropriateness of the going
concern basis is reliant on the continued availability of
borrowings, sufficient liquidity and compliance with loan
covenants. All borrowings require compliance with LTV and Interest
Cover covenants. As at the tightest test date in the scenarios
modelled, the Group could withstand a reduction in net rental
income of 47% compared to the March 2024 Net Rental Income and a
fall in the asset valuation of 41% compared to 31 March 2024
before these covenants are breached, assuming no mitigating actions
are taken.
As at 31 March 2024, the Group had
significant headroom with £145m of cash and undrawn facilities. The
majority of the Group's debt is long-term fixed-rate committed
facilities comprising a £300m Green Bond, £300m of private
placement notes, and a £65m secured loan facility. Shorter-term
liquidity and flexibility is provided by floating rate
sustainability-linked revolving credit facilities (RCFs) totalling
£335m, with £135m due in April 2026 and £200m due in December 2026.
The £200m RCF also has the option to increase the facility amount
by up to £100m, subject to lender consent.
For the full period of assessment
under the scenarios tested, the Group maintains sufficient headroom
in its cash and loan facilities.
Consequently, the Directors have a
reasonable expectation that the Group and Company will have
adequate resources to continue in operational existence for a
period of at least 12 months from the date of signing of these
financial statements and therefore the Directors continue to adopt
the Going Concern basis in their preparation.
CONSIDERATION OF CLIMATE CHANGE
In preparing the financial
statements, the Directors have considered the impact of climate
change, particularly in the context of the risks identified in the
TCFD disclosure this year. There has been no material impact
identified on the financial reporting judgements and estimates. In
particular, the Directors considered the impact of climate change
in respect of the following areas:
The potential impact on the
valuation of our investment properties due to transition
risks;
Going concern and viability of the
Group over the next three years;
The capital expenditure required to
upgrade our assets' EPC ratings and deliver our net zero
targets.
Whilst there is currently minimal
medium-term impact expected from climate change, the Directors are
aware of the ever-changing risks attached to climate change and
will regularly assess these risks against judgements and estimates
made in the preparation of the Group's financial
statements.
NEW ACCOUNTING STANDARDS, AMENDMENTS AND
GUIDANCE
a) During the year to 31 March 2024
the Group adopted the following accounting standards and
guidance:
IAS 12 (amended)
|
Deferred Tax related to Assets and
Liabilities arising from a Single Transaction
|
IAS 12 (amended)
|
International Tax Reform (Pillar
Two Model Rules)
|
IAS 8 (amended)
|
Accounting Policies, Changes in
Accounting Estimates and Errors: Definition
|
IAS 1 (amended) and IFRS Practice
Statement 2
|
Presentation of Financial
Statements and IFRS Practice Statement 2 Making Materiality
Judgements
|
IFRS 17
|
Insurance Contracts
|
IFRS 9
|
Comparative Information
|
There was no material impact from
the adoption of these accounting standards and amendments on the
financial statements.
b) The following accounting
standards and guidance are not yet effective but are not expected
to have a significant impact on the Group's financial statements or
result in changes to presentation and disclosure only. They have
not been adopted early by the Group:
IAS 1 (amended)
|
Classification of Liabilities as
Current or Non-Current; Non-Current Liabilities with Covenants;
Deferral of Effective Date Amendment
|
IAS 7 and IFRS 7
(amended)
|
Supplier Finance
Arrangements
|
IAS 21 (amended)
|
Lack of Exchangeability
|
IFRS 16 (amended)
|
Lease Liability in a Sale and
Leaseback
|
1. ANALYSIS OF NET RENTAL INCOME AND SEGMENTAL
INFORMATION
|
2024
|
2023
|
Revenue £m
|
Direct costs1
£m
|
Net
rental income £m
|
Revenue £m
|
Direct costs1
£m
|
Net
rental income £m
|
Rental income
|
145.0
|
(4.9)
|
140.1
|
136.7
|
(4.2)
|
132.5
|
Service charges
|
32.6
|
(37.5)
|
(4.9)
|
30.0
|
(35.7)
|
(5.7)
|
Empty rates and other
non-recoverable costs
|
-
|
(10.2)
|
(10.2)
|
-
|
(10.6)
|
(10.6)
|
Services, fees, commissions and
sundry income
|
6.7
|
(5.5)
|
1.2
|
7.5
|
(7.1)
|
0.4
|
|
184.3
|
(58.1)
|
126.2
|
174.2
|
(57.6)
|
116.6
|
1. There
are two properties within the current period (prior period: none)
that are non-rent producing.
Included within direct costs for
rental income is a charge of £0.8m (2023: £1.0m) and within direct
costs for service charges is a charge of £nil (2023: £0.1m) for
expected credit losses in respect of receivables from customers in
the period.
All of the properties within the
portfolio are geographically close to each other and have similar
economic features and risks. Management information utilised by the
Executive Committee to monitor and review performance is presented
as one portfolio. As a result, for the year ended 31 March 2024,
management have determined that the Group operates a single
operating segment providing business accommodation for rent in and
around London.
2. OPERATING
LOSS
The following items have been
charged in arriving at operating loss:
|
2024 £m
|
2023 £m
|
Depreciation1 (note
11)
|
1.7
|
1.6
|
Staff costs (including share based
costs)1 (note 5)
|
30.5
|
25.3
|
Repairs and maintenance expenditure
on investment properties
|
3.7
|
5.4
|
Trade receivables impairment (note
13)
|
0.8
|
1.1
|
Amortisation of
intangibles
|
0.6
|
0.7
|
Audit fees payable to the Company's
Auditor
|
0.8
|
0.4
|
1.
Charged to direct costs and administrative
expenses based on the underlying nature of the
expenses.
Auditor's remuneration: services
provided by the Company's Auditor and its associates
|
2024
£000
|
2023
£000
|
Audit fees:
|
|
|
Audit of Parent Company and
consolidated financial statements
|
507
|
330
|
Audit of subsidiary financial
statements
|
110
|
40
|
|
617
|
370
|
Fees for other services:
|
|
|
Audit-related assurance
services1
|
97
|
70
|
Total fees payable to
Auditor
|
714
|
440
|
2.
Audit-related assurance services consist of £97k
for half year review (2023: £56k); and £nil for Green Bond use of
Proceeds Assurance (2023: £14k).
|
2024
£m
|
2023
£m
|
Total administrative expenses are
analysed below:
|
|
|
Staff costs
|
14.8
|
13.4
|
Equity-settled share based
payments
|
3.1
|
1.4
|
Cash-settled share based
payments
|
0.2
|
-
|
Other
|
7.2
|
6.7
|
Total administrative
expenses
|
25.3
|
21.5
|
3(a). LOSS ON DISPOSAL OF INVESTMENT PROPERTIES AND ASSETS
HELD FOR SALE
|
2024 £m
|
2023 £m
|
Proceeds from sale of investment
properties (net of sale costs)
|
12.3
|
7.0
|
Proceeds from sale of assets held
for sale (net of sale costs)
|
96.2
|
52.1
|
Book value at time of
sale
|
(110.8)
|
(59.8)
|
Loss on disposal
|
(2.3)
|
(0.7)
|
3(b). OTHER EXPENSES
|
2024 £m
|
2023 £m
|
Change in fair value of deferred
consideration
|
-
|
(0.1)
|
Other expenses
|
(1.2)
|
(3.7)
|
|
(1.2)
|
(3.8)
|
The value of deferred consideration
(cash and overage) from the sale of investment properties has been
revalued by CBRE Limited at 31 March 2024 and 31 March 2023. This
resulted in a reduction in the fair value of deferred consideration
of £nil at 31 March 2024 (31 March 2023: £0.1m). The amounts
receivable are included in the consolidated balance sheet under
current trade and other receivables (note 13).
Other expenses include exceptional
one-off costs relating to the implementation and replacement of our
finance and property management system of £1.2m (2023: £1.8m). In
addition, other expenses in the prior year also include exceptional
one-off costs relating to the acquisition and integration of McKay
Securities Limited (£1.9m), including the cost of buying out the
McKay Securities Limited defined benefit pension scheme. These
costs are outside the Group's normal trading activities.
4. FINANCE COSTS
|
2024 £m
|
2023 £m
|
Interest payable on bank loans and
overdrafts
|
(15.0)
|
(11.9)
|
Interest payable on other
borrowings
|
(19.3)
|
(19.0)
|
Amortisation of issue costs of
borrowings
|
(1.7)
|
(2.0)
|
Interest payable on
leases
|
(2.1)
|
(1.9)
|
Interest capitalised on property
refurbishments (note 10)
|
3.0
|
0.2
|
Interest receivable
|
0.2
|
0.2
|
Finance costs
|
(34.9)
|
(34.4)
|
Exceptional finance
costs
|
-
|
(0.6)
|
Total finance costs
|
(34.9)
|
(35.0)
|
The exceptional finance costs in
the prior year related to unamortised finance costs for McKay
Securities Limited's previous bank loan which were written off when
this was refinanced in September 2022.
All finance costs have been
calculated in accordance with IFRS 9, re-estimating the cash flows
based on the original effective interest rate with any adjustment
being taken through the consolidated income statement.
5. EMPLOYEES AND DIRECTORS
Staff costs for the Group during
the year were:
|
2024 £m
|
2023 £m
|
Wages and salaries
|
26.2
|
23.3
|
Social security costs
|
3.4
|
3.8
|
Other pension costs
|
1.3
|
1.0
|
Equity-settled share based
costs
|
3.1
|
1.4
|
|
34.0
|
29.5
|
Less costs capitalised
|
(3.5)
|
(4.2)
|
|
30.5
|
25.3
|
The monthly average number of
people employed during the year was:
|
2024 Number
|
2023 Number
|
Head office staff (including
Directors)
|
166
|
154
|
Estates and property management
staff
|
152
|
137
|
|
318
|
291
|
The emoluments and pension benefits
of the Directors are determined by the Remuneration Committee of
the Board and are set out in detail in the Directors' Remuneration
Report on pages.
Total Directors' emoluments for the
financial year were £2.9m (2023: £3.0m), comprising of £2.2m (2023:
£2.2m) of Directors' remuneration, £0.6m (2023: £0.7m) gain on
exercise of share options and £0.1m (2023: £0.1m) of cash
contributions in lieu of pension in respect of two Directors (2023:
two).
6. TAXATION
|
2024 £m
|
2023 £m
|
Current tax:
|
|
|
UK corporation tax
|
-
|
-
|
Adjustments to tax in respect of
previous periods
|
-
|
-
|
|
-
|
-
|
Deferred tax:
|
|
|
On origination and reversal of
temporary differences
|
(0.3)
|
0.3
|
|
(0.3)
|
0.3
|
Total taxation (credit)/
charge
|
(0.3)
|
0.3
|
Taxation chargeable in the year
relates to income from non-REIT activities such as overage, meeting
room income and utilities recharges.
The tax on the Group's loss for the
year differs from the standard applicable corporation tax rate in
the UK of 25% (2023: 19%). The differences are explained
below:
|
2024 £m
|
2023 £m
|
Loss before taxation
|
(192.8)
|
(37.5)
|
Tax at standard rate of corporation
tax in the UK of 25% (2023: 19%)
|
(48.2)
|
(7.1)
|
Effects of:
|
|
|
REIT exempt income
|
(19.2)
|
(12.1)
|
Changes in fair value not subject
to tax as a REIT
|
63.8
|
17.7
|
Share based payment
adjustments
|
0.5
|
(0.3)
|
Unrecognised losses carried
forward
|
2.7
|
1.8
|
Other non-taxable
expenses
|
0.1
|
0.3
|
Total taxation (credit)/
charge
|
(0.3)
|
0.3
|
The Group is a Real Estate
Investment Trust ('REIT'). The Group's UK property rental business
(both income and capital gains) is exempt from UK corporation tax.
The Group estimates that as the majority of its future profits will
be exempt from tax, future tax charges are likely to be
low.
Profits arising from any residual
business activities (e.g. trading activities and interest income),
after the utilisation of tax losses, are subject to corporation tax
at the main rate of 25% for the period (increased from 19% in the
previous period).
The Group currently has an
unrecognised asset in relation to tax losses from the non-REIT
business carried forward of £8.9m (2023: £6.2m) calculated at a
corporation tax rate of 25% (2023: 25%).
7. DIVIDENDS
|
Payment
date
|
Per
share
|
2024 £m
|
2023 £m
|
For the year ended 31 March
2022:
|
|
|
|
|
Final dividend
|
August
2022
|
14.5p
|
-
|
27.8
|
For the year ended 31 March
2023:
|
|
|
|
|
Interim dividend
|
February
2023
|
8.4p
|
-
|
16.1
|
Final dividend
|
August
2023
|
17.4p
|
33.3
|
-
|
For the year ended 31 March
2024:
|
|
|
|
|
Interim dividend
|
February
2024
|
9.0p
|
17.3
|
-
|
Dividends for the year
|
|
|
50.6
|
43.9
|
Timing difference on payment of
withholding tax
|
|
|
0.1
|
(0.4)
|
Dividends cash paid
|
|
|
50.7
|
43.5
|
The Directors are proposing a final
dividend in respect of the financial year ended 31 March 2024 of
19.0 pence per ordinary share, which will absorb an estimated
£36.5m of retained earnings and cash. If approved by the
shareholders at the AGM, it will be paid on 2 August 2024 to
shareholders who are on the register of members on 5 July 2024. The
dividend will be paid as a REIT Property Income Distribution
('PID') net of withholding tax where appropriate.
8. EARNINGS PER SHARE
Earnings used for calculating
earnings per share:
|
2024 £m
|
2023 £m
|
Basic and diluted
earnings
|
(192.5)
|
(37.8)
|
Decrease in fair value of
investment properties
|
251.2
|
88.0
|
Impairment of assets held for
sale
|
4.1
|
5.1
|
Loss on disposal of investment
properties
|
2.3
|
0.7
|
EPRA earnings
|
65.1
|
56.0
|
Adjustment for non-trading
items:
|
|
|
Other expenses
|
1.2
|
3.8
|
Exceptional finance
costs
|
-
|
0.6
|
Taxation
|
(0.3)
|
0.3
|
Trading profit after
interest
|
66.0
|
60.7
|
Earnings have been adjusted to
derive an earnings per share measure as defined by the European
Public Real Estate Association ('EPRA') and an adjusted underlying
earnings per share measure.
Number of shares used for
calculating earnings per share:
|
2024 Number
|
2023 Number
|
Weighted average number of shares
(excluding own shares held in trust)
|
191,676,994
|
190,470,363
|
Dilution due to share option
schemes
|
1,537,856
|
1,129,310
|
Weighted average number of shares
for diluted earnings per share
|
193,214,850
|
191,599,673
|
In pence:
|
2024
|
2023
|
Basic loss per share
|
(100.4p)
|
(19.9p)
|
Diluted loss per share
|
(100.4p)
|
(19.9p)
|
EPRA earnings per share
|
34.0p
|
29.4p
|
Adjusted underlying earnings per
share1
|
34.1p
|
31.7p
|
1.
Adjusted underlying
earnings per share is calculated by dividing trading profit after
interest by the diluted weighted average number of shares of
193,214,850 (2023: 191,599,673).
The diluted loss per share for the
period to 31 March 2024 has been restricted to a loss of 100.4p per
share, as the loss per share cannot be reduced by dilution in
accordance with IAS 33 Earnings per Share.
9. NET ASSETS PER SHARE AND TOTAL ACCOUNTING
RETURN
Number of shares used for
calculating net assets per share:
|
2024 Number
|
2023 Number
|
Shares in issue at year
end
|
191,910,392
|
191,638,357
|
Less own shares held in trust at
year end
|
(139,649)
|
(152,550)
|
Dilution due to share option
schemes
|
1,637,759
|
1,201,277
|
Number of shares for calculating
diluted adjusted net assets per share
|
193,408,502
|
192,687,084
|
EPRA Net Asset Value Metrics
The Group measures financial
position with reference to EPRA Net Tangible Assets (NTA), Net
Reinvestment Value (NRV) and Net Disposal Value (NDV).
|
March
2024
|
March
2023
|
EPRA
NRV £m
|
EPRA
NTA £m
|
EPRA
NDV £m
|
EPRA
NRV £m
|
EPRA
NTA £m
|
EPRA
NDV £m
|
IFRS Equity attributable to shareholders
|
1,548.9
|
1,548.9
|
1,548.9
|
1,787.7
|
1,787.7
|
1,787.7
|
Fair value of derivative financial
instruments
|
(0.2)
|
(0.2)
|
-
|
-
|
-
|
-
|
Intangibles per IFRS balance
sheet
|
-
|
(2.2)
|
-
|
-
|
(2.0)
|
-
|
Excess of book value of debt over
fair value
|
-
|
-
|
59.3
|
-
|
-
|
86.6
|
Purchasers' costs
|
166.4
|
-
|
-
|
186.4
|
-
|
-
|
EPRA measure
|
1,715.1
|
1,546.5
|
1,608.2
|
1,974.1
|
1,785.7
|
1,874.3
|
EPRA measure per share
|
£8.87
|
£8.00
|
£8.32
|
£10.24
|
£9.27
|
£9.73
|
Total accounting return
Total Accounting Return
|
2024 £
|
2023 £
|
Opening EPRA net tangible assets
per share (A)
|
9.27
|
9.88
|
Closing EPRA net tangible assets
per share
|
8.00
|
9.27
|
Decrease in EPRA net tangible
assets per share
|
(1.27)
|
(0.61)
|
Ordinary dividends paid in the
year
|
0.26
|
0.23
|
Total return (B)
|
(1.01)
|
(0.38)
|
Total accounting return
(B/A)
|
(10.9%)
|
(3.8%)
|
The total accounting return for the
year comprises the movement in absolute EPRA net tangible assets
per share plus dividends paid in the year as a percentage of the
opening EPRA net tangible assets per share. The total return for
the year ended 31 March 2024 was -10.9% (31 March 2023:
-3.8%).
10. INVESTMENT PROPERTIES
|
2024 £m
|
2023 £m
|
Balance at 1 April
|
2,643.3
|
2,366.7
|
Purchase of investment
properties
|
-
|
426.6
|
Capital expenditure
|
68.4
|
55.8
|
Change in value of lease
obligations
|
-
|
3.7
|
Capitalised interest on
refurbishments (note 4)
|
3.0
|
0.2
|
Disposals during the
year
|
(12.5)
|
(5.5)
|
Change in fair value of investment
properties
|
(251.2)
|
(88.0)
|
Disposed properties tenant
incentives recognised in advance under IFRS 16
|
1.4
|
-
|
Less: Classified as assets held for
sale
|
(43.9)
|
(116.2)
|
Balance at 31 March
|
2,408.5
|
2,643.3
|
Investment properties represent a
single class of property, being business accommodation for rent in
and around London.
Investment properties include
buildings with a carrying amount of £317.2m (2023: £321.9m) for
which there are lease obligations of £34.7m (2023: £34.7m).
Investment property lease commitment details are shown in note
17.
During the prior period, the Group
acquired McKay Securities Limited (formerly McKay Securities PLC)
adding 32 properties in and around London to the
portfolio.
Three of the properties classified
as held for sale at the end of the prior year were not sold during
the year. These are retained within current assets as they are
still expected to sell within the next 12 months to 31 March 2025
and have been subject to an impairment charge of £2.6m following
the valuation carried out at 31 March 2024. One of them exchanged
during the year.
Six (2023: Ten) additional
properties were reclassified as held for sale at year-end. Four of
these properties have exchanged for sale and are likely to complete
within the next 12 months. The transfer value is their year-end
valuation per CBRE.
Disposed properties tenant
incentives relate to disposed properties during the year, where
there were tenant lease incentives accounted for under IFRS
16.
Capitalised interest is included at
a rate of capitalisation of 6.8% (2023: 3.9%). The total amount of
capitalised interest included in investment properties is £18.1m
(2023: £15.1m).
The change in fair value of
investment properties is recognised in the consolidated income
statement.
Valuation
The Group's investment properties
are held at fair value and were revalued at 31 March 2024 by the
external valuer, CBRE Limited, a firm of independent qualified
valuers, in accordance with the Royal Institution of Chartered
Surveyors Valuation - Global Standards. All the properties are
revalued at period end regardless of the date of acquisition. In
line with IFRS 13, all investment properties are valued on the
basis of their highest and best use. For like-for-like properties,
their current use equates to the highest and best use. For
properties undergoing refurbishment or redevelopment, most of these
are still being used for business accommodation in their current
state. However, the valuation at the balance sheet date includes
the impact of the potential refurbishment and redevelopment as this
represents the highest and best use.
The Executive Committee and the
Board both conduct a detailed review of each property valuation to
assess whether appropriate assumptions have been applied and that
valuations are appropriate. Meetings are held with the valuers to
discuss and challenge the valuations, to confirm that they have
considered all relevant information.
The valuation of like-for-like
properties (which are not undergoing significant refurbishment or
redevelopment) is based on the income capitalisation method which
applies market-based yields to the Estimated Rental Values ('ERVs')
of each of the properties. Yields are based on current market
expectations depending on the location and use of the property.
ERVs are based on estimated rental potential considering current
rental streams and market comparatives whilst also considering the
occupancy and timing of rent reviews at each property. Although
occupancy and rent review timings are known, and there is market
evidence for transaction prices for similar properties, there is
still a significant element of estimation and judgement in
estimating ERVs. As a result of adjustments made to market
observable data, the significant inputs are deemed unobservable
under IFRS 13.
When valuing properties where
Workspace is carrying out a major refurbishment, the residual value
method is used. The completed value of the refurbishment is
determined as for like-for-like properties above. This is then
adjusted for costs to complete and developers profit margin. A
discount factor is applied to reflect the time period to complete
construction and make allowance for construction and market risk to
arrive at the residual value of the property.
The discount factor used is the
property yield that is also applied to the estimated rental value
to determine the value of the completed building. Other risks such
as unexpected time delays relating to planned capital expenditure
are assessed on a project-by-project basis, looking at market
comparable data where possible and the complexity of the proposed
scheme.
Redevelopment properties are also
valued using the residual value method. The proposed redevelopment
which would be undertaken by a residential developer is valued
based on the market value for similar sites and then adjusted for
costs to complete, developer's profit margin and a time discount
factor. Allowance is also made for planning and construction risk
depending on the stage of the redevelopment. If a contract is
agreed for the sale/redevelopment of the site, the property is
valued based on agreed consideration.
For all methods, the valuers are
provided with information on tenure, letting, town planning and the
repair of the buildings and sites.
The reconciliation of the valuation
report total to the amount shown in the consolidated balance sheet
as non‑current assets, investment properties, is as
follows:
|
2024 £m
|
2023 £m
|
Total per CBRE valuation
report
|
2,446.5
|
2,741.1
|
Deferred consideration on sale of
property
|
(0.6)
|
(0.5)
|
Head leases treated as leases under
IFRS 16
|
34.7
|
34.7
|
Tenant incentives recognised under
IFRS 16
|
(6.4)
|
(8.8)
|
Less: Reclassified as assets held
for sale
|
(65.7)
|
(123.2)
|
Total investment properties per
balance sheet
|
2,408.5
|
2,643.3
|
The Group's investment properties
are carried at fair value and under IFRS 13 are required to be
analysed by level depending on the valuation method adopted. The
different valuation methods are as follows:
Level 1 -
Quoted prices (unadjusted) in active markets for identical assets
or liabilities that the entity can access at the measurement
date.
Level 2 -
Use of a model with inputs (other than quoted prices included in
Level 1) that are directly or indirectly observable market
data.
Level 3 -
Use of a model with inputs that are not based on observable market
data.
As noted in the significant
judgements and critical estimates section, property valuations are
complex and involve data which is not publicly available and
involves a degree of judgement. All the investment properties are
classified as Level 3, due to the fact that one or more significant
inputs to the valuation are not based on observable market
data.
CBRE have made enquiries to
ascertain any sustainability factors which are likely to impact on
value, consistent with the scope of their terms of engagement.
Sustainability encompasses a wide range of physical, social,
environmental, and economic factors that can affect the value of an
asset, even if not explicitly recognised. This includes key
environmental risks; such as flooding, energy efficiency, climate,
design, legislation and management considerations - as well as
current and historic land use. Where CBRE recognise the value
impacts of sustainability, they reflect their understanding of how
market participants include sustainability factors in their
decisions and the consequential impact on market
valuations.
The following table summarises the
valuation techniques and inputs used in the determination of the
property valuation at 31 March 2024.
Key unobservable inputs:
Property category
|
Valuation
£m
|
Valuation
technique
|
ERVs -
per sq. ft.
|
Equivalent yields
|
Range
|
Weighted
average
|
Range
|
Weighted
average
|
Like-for-like
|
1,833.2
|
A
|
£24-£81
|
£49
|
4.9%-8.4%
|
7.0%
|
Completed projects
|
137.4
|
A
|
£25-£53
|
£35
|
6.6%-7.2%
|
7.3%
|
Refurbishments
|
318.5
|
A/B
|
£24-£75
|
£38
|
5.0%-9.9%
|
7.3%
|
Redevelopments
|
18.9
|
A/B
|
£18-£30
|
£19
|
4.8%-8.7%
|
7.4%
|
South East Office
|
72.2
|
A
|
£25-£40
|
£30
|
8.0%-11.4%
|
10.4%
|
Tenant incentives
|
(6.4)
|
N/A
|
-
|
-
|
-
|
-
|
Head leases
|
34.7
|
N/A
|
-
|
-
|
-
|
-
|
Total
|
2,408.5
|
|
|
|
|
|
|
|
|
|
A = Income capitalisation
method.
B = Residual value
method.
A key unobservable input for
redevelopments at planning stage and refurbishments is developer's
profit. The range is 10%-19% with a weighted average of
15%.
Costs to complete is a key
unobservable input for redevelopments at planning stage with a
range of £273-£416 per sq. ft. and a weighted average of £325
per sq. ft.
Costs to complete are not
considered to be a significant unobservable input for
refurbishments due to the high percentage of costs that are
fixed.
Sensitivity analysis:
A +/- 10% movement in ERVs or a +/-
25 basis points movement in yields would result in the following
increase/decrease in the valuation.
£m
|
+/- 10% in ERVs
|
+/- 25 bps in yields
|
Like-for-like
|
+183/-183
|
-66/+71
|
Completed projects
|
+14/-14
|
-5/+5
|
Refurbishments
|
+35/-35
|
-15/+17
|
Redevelopments
|
+0/-0
|
-0/+0
|
South East Office
|
+27/-27
|
-9/+9
|
The following table summarises the
valuation techniques and inputs used in the determination of the
property valuation at 31 March 2023.
Key unobservable inputs:
Property category
|
Valuation
£m
|
Valuation
technique
|
ERVs -
per sq. ft.
|
Equivalent yields
|
Range
|
Weighted
average
|
Range
|
Weighted
average
|
Like-for-like
|
1,886.9
|
A
|
£21-£79
|
£48
|
5.0%-7.7%
|
6.2%
|
Completed projects
|
264.8
|
A
|
£24-£51
|
£34
|
5.8%-6.8%
|
6.5%
|
Refurbishments
|
171.9
|
A/B
|
£21-£53
|
£35
|
4.5%-6.7%
|
5.8%
|
Redevelopments
|
25.4
|
A/B
|
£16-£35
|
£28
|
4.8%-6.9%
|
5.5%
|
Acquisitions
|
268.4
|
A
|
£13-£70
|
£34
|
5.2%-10.8%
|
7.4%
|
Tenant incentives
|
(8.8)
|
N/A
|
-
|
-
|
-
|
-
|
Head leases
|
34.7
|
N/A
|
-
|
-
|
-
|
-
|
Total
|
2,643.3
|
|
|
A = Income capitalisation
method.
B = Residual value
method.
A key unobservable input for
redevelopments at planning stage and refurbishments is developer's
profit. The range is 10%-16% with a weighted average of
13%.
Costs to complete is a key
unobservable input for redevelopments at planning stage with a
range of £262-£448 per sq. ft. and a weighted average of £356
per sq. ft.
Costs to complete are not
considered to be a significant unobservable input for
refurbishments due to the high percentage of costs that are
fixed.
Sensitivity analysis:
A +/- 10% movement in ERVs or a +/-
25 basis points movement in yields would result in the following
increase/decrease in the valuation.
£m
|
+/- 10%
in ERVs
|
+/- 25
bps in yields
|
Like-for-like
|
+189/-189
|
-76/+83
|
Completed projects
|
+27/-27
|
-10/+11
|
Refurbishments
|
+23/-23
|
-10/+11
|
Redevelopments
|
+6/-6
|
-3/+3
|
Acquisitions
|
+27-27
|
-9/+9
|
11. PROPERTY, PLANT AND EQUIPMENT
Cost or valuation
|
Equipment and fixtures £m
|
1 April 2022
|
9.5
|
Additions during the
year
|
3.3
|
Disposals during the
year
|
(0.3)
|
Balance at 31 March 2023
|
12.5
|
Additions during the
year
|
0.5
|
Disposals during the
year
|
(4.8)
|
Balance at 31 March 2024
|
8.2
|
Accumulated depreciation
|
|
1 April 2022
|
6.6
|
Charge for the year
|
1.6
|
Disposals during the
year
|
(0.1)
|
Balance at 31 March 2023
|
8.1
|
Charge for the year
|
1.7
|
Disposals during the
year
|
(4.6)
|
Balance at 31 March 2024
|
5.2
|
Net book amount at 31 March
2024
|
3.0
|
Net book amount at 31 March
2023
|
4.4
|
12. OTHER INVESTMENTS
The Group holds the following
investments:
|
2024 £m
|
2023 £m
|
2.0% of share capital of Wavenet
Limited
|
3.2
|
2.1
|
|
3.2
|
2.1
|
In accordance with IFRS 9 the
shares in Wavenet Limited have been valued at fair value, resulting
in £1.1m movement in the financial year (2023: £0.4m), recognised
in the consolidated statement of comprehensive income.
13. TRADE AND OTHER RECEIVABLES
Current trade and other
receivables
|
2024
£m
|
2023
£m
|
Trade receivables
|
22.6
|
16.9
|
Less provision for impairment of
receivables
|
(3.9)
|
(4.6)
|
Trade receivables - net
|
18.7
|
12.3
|
Prepayments, other receivables and
accrued income
|
16.9
|
22.3
|
Deferred consideration on sale of
investment properties
|
1.1
|
11.2
|
|
36.7
|
45.8
|
Receivables at fair value
Included within deferred
consideration on sale of investment properties is £0.6m (2023:
£0.5m) of overage which is held at fair value through profit
and loss. As the amounts receivable are expected within the
following 12 months they have been classified as current
receivables.
The deferred consideration arising
on the sale of investment properties relates to cash and overage.
The overage has been fair valued by CBRE Limited using appropriate
discount rates, and will be revalued on a regular basis. This is a
Level 3 valuation of a financial asset, as defined by IFRS 13. The
change in fair value recorded in the consolidated income statement
was £nil (31 March 2023: £0.1m decrease) (note 3(b)).
|
2024 £m
|
2023 £m
|
Deferred consideration on sale of
investment properties:
|
|
|
Balance at 1 April
|
11.2
|
0.6
|
Cash received
|
(10.1)
|
-
|
Additions
|
-
|
10.7
|
Change in fair value
|
-
|
(0.1)
|
Balance at 31 March
|
1.1
|
11.2
|
Receivables at amortised cost
The remaining receivables are held
at amortised cost. There is no material difference between the
above amounts and their fair values due to the short-term nature of
the receivables. Trade receivables are impaired when there is
evidence that the amounts may not be collectable under the original
terms of the receivable. All the Group's trade and other
receivables are denominated in Sterling.
Movements on the provision for
impairment of trade receivables are shown below:
|
2024 £m
|
2023 £m
|
Balance at 1 April
|
4.6
|
5.2
|
Increase in provision for
impairment of trade receivables
|
0.8
|
1.1
|
Receivables written off during the
year
|
(1.5)
|
(1.7)
|
Balance at 31 March
|
3.9
|
4.6
|
14. CASH AND CASH EQUIVALENTS
|
2024 £m
|
2023 £m
|
Cash at bank and in hand
|
4.1
|
12.0
|
Restricted cash
|
7.5
|
6.5
|
|
11.6
|
18.5
|
£6.7m (2023: £6.5m) of the
restricted cash relates to tenants' deposit deeds which represent
returnable cash security deposits received from tenants which are
held in ring-fenced bank accounts in accordance with the terms of
the individual lease contracts. The remaining balance relates to
restricted cash under terms of development projects
funding.
15. TRADE AND OTHER PAYABLES
|
2024 £m
|
2023 £m
|
Trade payables
|
7.4
|
15.4
|
Other tax and social security
payable
|
4.8
|
15.9
|
Tenants' deposit deeds
|
8.2
|
6.5
|
Tenants' deposits
|
32.0
|
30.5
|
Accrued expenses
|
28.5
|
26.1
|
Deferred income - rent and service
charges
|
12.1
|
13.4
|
|
93.0
|
107.8
|
There is no material difference
between the above amounts and their fair values due to the
short-term nature of the payables.
16. BORROWINGS
(a) Balances
|
2024 £m
|
2023 £m
|
Current
|
|
|
Bank loans (unsecured)
|
-
|
49.8
|
Non-current
|
|
|
Bank loans (unsecured)
|
192.3
|
197.2
|
Other loans (secured)
|
64.1
|
63.9
|
3.07% Senior Notes
(unsecured)
|
79.9
|
79.9
|
3.19% Senior Notes
(unsecured)
|
119.9
|
119.8
|
3.6% Senior Notes
(unsecured)
|
99.9
|
99.9
|
Green Bond (unsecured)
|
298.7
|
298.4
|
|
854.8
|
859.1
|
Total borrowings
|
854.8
|
908.9
|
(b) Net debt
|
2024 £m
|
2023 £m
|
Borrowings per (a) above
|
854.8
|
908.9
|
Adjust for:
|
|
|
Cost of raising finance
|
4.2
|
5.1
|
|
859.0
|
914.0
|
Cash at bank and in hand (note
14)
|
(4.1)
|
(12.0)
|
Net debt
|
854.9
|
902.0
|
At 31 March 2024, the Group had
£141.0m (2023: £136.0m) of undrawn bank facilities, a £2.0m
overdraft facility (2023: £2.0m) and £4.1m of unrestricted cash
(2023: £12.0m).
(c) Maturity
|
2024 £m
|
2023 £m
|
Repayable within one
year
|
-
|
50.0
|
Repayable between one and two
years
|
80.0
|
-
|
Repayable between two and three
years
|
194.0
|
279.0
|
Repayable between three years and
four years
|
420.0
|
-
|
Repayable between four years and
five years
|
100.0
|
420.0
|
Repayable in five years or
more
|
65.0
|
165.0
|
|
859.0
|
914.0
|
Cost of raising finance
|
(4.2)
|
(5.1)
|
Total
|
854.8
|
908.9
|
(d) Interest rate and repayment profile
|
Principal
at
period end £m
|
Interest
rate
|
Interest
payable
|
Repayable
|
Current
|
|
|
|
|
Bank overdraft due within one year
or on demand
|
-
|
Base +
2.25%
|
Variable
|
On
demand
|
Non-current
|
|
|
|
|
Private Placement Notes:
|
|
|
|
|
3.07% Senior Notes
|
80.0
|
3.07%
|
Half
yearly
|
August
2025
|
3.19% Senior Notes
|
120.0
|
3.19%
|
Half
yearly
|
August
2027
|
3.6% Senior Notes
|
100.0
|
3.60%
|
Half
yearly
|
January
2029
|
Bank Loan
|
125.0
|
SONIA +
1.77%1
|
Monthly
|
December
2026
|
Bank Loan
|
69.0
|
SONIA +
1.77%1
|
Monthly
|
April
2026
|
Other Loan (Secured)
|
65.0
|
4.02%
|
Quarterly
|
May
2030
|
Green Bond
|
300.0
|
2.25%
|
Yearly
|
March
2028
|
|
859.0
|
|
|
|
1. The base
margin is dependent upon the LTV as reported in the client
certificate, which is submitted twice a year. The base margin can
be adjusted further by up to 4.5bps dependent upon achievement of
three ESG-linked metrics.
(e) Derivative financial instruments
The Group uses a mixture of fixed
rate and variable rate facilities to manage its interest rate
exposure appropriately to provide operational and budget certainty.
To manage the interest rate risk arising on variable rate debt,
£100m of the debt has been swapped to fixed rate GBP using an
interest rate swap.
The hedged item is designated as
the variability of the cash flows of the specific debt instrument
arising from future changes in the SONIA rate, which is an eligible
hedged item.
Hedge effectiveness is assessed on
critical terms (amount, interest rate, interest settlement dates,
currency and maturity date). The critical terms of this hedging
relationship perfectly matched at origination, so for the
prospective assessment of effectiveness a qualitative assessment
was performed. The interest rate swap creates an equal and opposite
interest receipt and a fixed interest payment, therefore creating
an exact offset for this transaction resulting in a net fixed
interest payable. Potential sources of hedge ineffectiveness
include significant change in the credit risk of either party or a
reduction in the hedged item as such will impact the economic
relationship between the fair value changes of the hedged item and
the swap.
The effects of the interest rate
swap hedging relationship is as follows:
|
2024
|
Carrying amount of
derivative
|
0.2
|
Change in fair value of designated
hedging instrument
|
0.2
|
Notional amount £m
|
100
|
Rate payable (%)
|
4.285
|
Maturity
|
31
January 2026
|
Hedge ratio
|
1:1
|
(f) Financial instruments and fair values
|
2024 Book
value £m
|
2024 Fair
value £m
|
2023 Book
value £m
|
2023 Fair
value £m
|
Financial liabilities held at
amortised cost
|
|
|
|
|
Bank loans
|
192.3
|
192.3
|
247.0
|
247.0
|
Other loans
|
64.1
|
61.6
|
63.9
|
63.5
|
Private Placement Notes
|
299.6
|
285.4
|
299.6
|
287.8
|
Lease obligations
|
34.7
|
34.7
|
34.7
|
34.7
|
Green Bond
|
298.7
|
256.1
|
298.4
|
224.0
|
|
889.4
|
830.1
|
943.6
|
857.0
|
Financial assets at fair value
through other comprehensive income
|
|
|
|
|
Financial derivative
|
0.2
|
0.2
|
-
|
-
|
Other investments
|
3.2
|
3.2
|
2.1
|
2.1
|
|
3.4
|
3.4
|
2.1
|
2.1
|
Financial assets at fair value
through profit or loss
|
|
|
|
|
Deferred consideration (including
overage)
|
1.1
|
1.1
|
11.2
|
11.2
|
|
1.1
|
1.1
|
11.2
|
11.2
|
In accordance with IFRS 13,
disclosure is required for financial instruments that are carried
or disclosed in the financial statements at fair value. The fair
values of all the Group's bank loans and Private Placement Notes
have been determined by reference to market prices and discounted
expected cash flows at prevailing interest rates and are Level 2
valuations. There have been no transfers between levels in the
year.
The different levels of valuation
hierarchy as defined by IFRS 13 are set out in note 10.
(g) Financial instruments by category
a)
Assets at fair value through profit or loss
|
|
|
Deferred consideration
(overage)
|
0.6
|
0.5
|
|
0.6
|
0.5
|
b)
Loans and receivables
|
|
|
Cash and cash
equivalents
|
11.6
|
18.5
|
Trade and other receivables
excluding prepayments1
|
27.4
|
31.7
|
|
39.0
|
50.2
|
c)
Assets at value through other comprehensive
income
|
|
|
Financial derivative
|
0.2
|
-
|
Other investments
|
3.2
|
2.1
|
|
3.4
|
2.1
|
Total
|
43.0
|
52.8
|
Liabilities
|
2024 £m
|
2023 £m
|
Other financial liabilities at
amortised cost
|
|
|
Borrowings
|
854.8
|
908.9
|
Lease liabilities
|
34.7
|
34.7
|
Trade and other payables excluding
non-financial liabilities2
|
76.1
|
78.5
|
|
965.6
|
1,022.1
|
1.
Trade and other receivables exclude prepayments of
£5.0m (2023: £13.6m), accrued income of £3.7m (2023: £nil) and
non-cash deferred consideration of £0.6m (2023: £0.5m).
2.
Trade and other payables exclude other tax and
social security of £4.8m (2023: £15.9m) and deferred income of
£12.1m (2023: £13.4m).
(h) Changes in liabilities from financing
activities
|
Bank
loans and borrowings
£m
|
Lease
liabilities £m
|
Balance at 1 April 2023
|
908.9
|
34.7
|
Changes from financing cash
flows:
|
|
|
Proceeds from bank
borrowings
|
156.0
|
-
|
Repayment of bank
borrowings
|
(211.0)
|
-
|
Finance costs for new/amended
borrowing facilities
|
(0.8)
|
-
|
Total changes from cash
flows
|
(55.8)
|
-
|
Amortisation of issue costs of
borrowing
|
1.7
|
-
|
Total other changes
|
1.7
|
-
|
Balance at 31 March 2024
|
854.8
|
34.7
|
|
Bank
loans and borrowings
£m
|
Lease
liabilities £m
|
Balance at 1 April 2022
|
595.5
|
31.0
|
Changes from financing cash
flows:
|
|
|
Proceeds from bank
borrowings
|
286.0
|
-
|
Repayment of bank
borrowings
|
(150.0)
|
-
|
Finance costs for new/amended
borrowing facilities
|
(1.6)
|
-
|
Finance costs assumed on asset
acquisition
|
(1.6)
|
-
|
Total changes from cash
flows
|
132.8
|
-
|
Exceptional finance
costs
|
0.6
|
-
|
Amortisation of issue costs of
borrowing
|
2.0
|
-
|
Debt assumed on asset
acquisition
|
178.0
|
-
|
Changes in leases
|
-
|
3.7
|
Total other changes
|
180.6
|
3.7
|
Balance at 31 March 2023
|
908.9
|
34.7
|
17. LEASE OBLIGATIONS
Lease liabilities are in respect of
leased investment property.
Minimum lease payments under leases
fall due as follows:
|
2024 £m
|
2023 £m
|
Within one year
|
2.1
|
2.1
|
Between one and five
years
|
8.4
|
8.4
|
Between five and fifteen
years
|
17.2
|
19.0
|
Beyond fifteen years
|
180.5
|
180.8
|
|
208.2
|
210.3
|
Future finance charges on
leases
|
(173.5)
|
(175.6)
|
Present value of lease
liabilities
|
34.7
|
34.7
|
Following the adoption of IFRS 16,
lease obligations are shown separately on the face of the balance
sheet. The balance represents a non-current liability as the
payment shown within one year of £2.1m (2023: £2.1m) is offset by
future finance charges on leases of £2.1m (2023: £2.1m). All lease
obligations are long leaseholds, therefore, the majority of the
obligations fall beyond fifteen
years.
18. NOTES TO CASH FLOW STATEMENT
Reconciliation of loss for the year
to cash generated from operations:
|
2024 £m
|
2023 £m
|
Loss before tax
|
(192.8)
|
(37.5)
|
Depreciation
|
1.7
|
1.6
|
Amortisation of
intangibles
|
0.6
|
0.7
|
Letting fees
amortisation
|
0.3
|
0.5
|
Loss on disposal of investment
properties
|
2.3
|
0.7
|
Other expenses (note 3b)
|
1.2
|
3.8
|
Net loss from change in fair value
of investment property
|
251.2
|
88.0
|
Impairment of assets held for
sale
|
4.1
|
5.1
|
Equity-settled share based
payments
|
3.3
|
1.4
|
Finance costs
|
34.9
|
34.4
|
Exceptional finance
costs
|
-
|
0.6
|
Changes in working
capital:
|
|
|
Increase in trade and other
receivables
|
(2.9)
|
(6.4)
|
(Decrease)/ Increase in trade and
other payables
|
(16.2)
|
17.6
|
Cash generated from
operations
|
87.7
|
110.5
|
For the purposes of the cash flow
statement, cash and cash equivalents include restricted cash -
tenants' deposit deeds (note 14).
19. SHARE CAPITAL AND SHARE PREMIUM
|
2024 £m
|
2023 £m
|
Issued: Fully paid ordinary shares
of £1 each
|
191.9
|
191.6
|
Movements in share capital were as
follows:
|
2024 Number
|
2023 Number
|
Number of shares at 1
April
|
191,638,357
|
181,125,259
|
Issue of shares
|
272,035
|
10,513,098
|
Number of shares at 31
March
|
191,910,392
|
191,638,357
|
In the year, the Group issued
272,035 options in relation to share schemes with net proceeds £nil
(31 March 2023: no share scheme options issued). In the prior year,
the Group issued 10,513,098 shares as part of the consideration for
the acquisition of McKay Securities Limited. The average share
price on issue was £6.38 leading to an increase in the merger
reserve of £56.6m in the period.
|
Share
capital
|
Share
premium
|
2024 £m
|
2023 £m
|
2024 £m
|
2023
£m
|
Balance at 1 April
|
191.6
|
181.1
|
295.5
|
295.5
|
Issue of shares
|
0.3
|
10.5
|
1.1
|
-
|
Balance at 31 March
|
191.9
|
191.6
|
296.6
|
295.5
|
20. OTHER RESERVES
|
Other
investment reserve
£m
|
Hedging
Reserve £m
|
Equity-settled share based payments £m
|
Merger
reserve £m
|
Total £m
|
Balance at 1 April 2022
|
-
|
-
|
23.9
|
8.7
|
32.6
|
Share based payments
|
-
|
-
|
1.4
|
-
|
1.4
|
Issue of shares (note
19)
|
-
|
-
|
-
|
56.6
|
56.6
|
Change in fair value
|
0.4
|
-
|
-
|
-
|
0.4
|
Balance at 31 March 2023
|
0.4
|
-
|
25.3
|
65.3
|
91.0
|
Share based payments
|
-
|
-
|
0.7
|
-
|
0.7
|
Change in fair value of other
investment (note 12)
|
1.1
|
-
|
-
|
-
|
1.1
|
Change in fair value of derivative
financial instruments (cash flow hedge)
|
-
|
0.2
|
-
|
-
|
0.2
|
Balance at 31 March 2024
|
1.5
|
0.2
|
26.0
|
65.3
|
93.0
|
21. CAPITAL COMMITMENTS
At the year end the estimated
amounts of contractual commitments for future capital expenditure
not provided for were:
|
2024 £m
|
2023 £m
|
Investment property
construction
|
18.8
|
34.4
|
For both current and prior periods,
there were no material obligations for the repair or maintenance of
investment properties. All material contracts for enhancement are
included in the capital commitments.
22. POST BALANCE SHEET
EVENTS
The Group completed the sales of
Mallard Court in April 2024 and Poplar Business Park in May 2024
for a total consideration of £25.8m, the sales price for both are
in line with the 31 March 2024 valuation. In addition, Cygnet House
and 20-30 Greyfriars Road have exchanged for sale in April 2024,
with completion set for June 2024 and January 2025
respectively.
23. RESPONSIBILITY STATEMENT
The 2024 Annual Report, which will
be issued on 13 June 2024, contains a responsibility statement
which states that on 4 June 2024, the date of approval of the
Annual Report, the Directors confirm that, to the best of their
knowledge:
●
|
The Group financial statements,
which have been prepared in accordance with UK adopted
international accounting standards, give a true and fair view of
the assets, liabilities, financial position and profit of the
Group.
|
●
|
The Business Review contained
within the Annual Report, includes as fair review of the
developments and performance of the business, and the position of
the Group, with a description of the principle risks and
uncertainties that the Group faces included in a separate
section.
|
●
|
The Annual Report and financial
statements, taken as a whole, are fair, balanced and understandable
and provide the information necessary for shareholders to assess
the Company's performance, business model and strategy
|