RNS Number:9963N
Warner Estate Holdings PLC
3 December 2001

                        Warner  Estate  Holdings  PLC

                   Interim Report and Accounts 2001 - 2002

                      CONFIDENT WARNER DELIVERING GROWTH

                               AT INTERIM STAGE

Warner Estate Holdings PLC ("Warner") the property investment company today
announces its interim results for the six months ended 30 September 2001.

Highlights

*         Pre-tax revenue profits up 20% to #5.7 million (September 2000: #4.8
          million)
*         Adjusted* revenue earnings per share up 11% to 9.0p (30 September
          2000: 8.1p)
*         Commercial rent roll up to #24.3 million (March 2001: #22.6 million)
*         Revaluation uplifts in all sectors
*         Adjusted* net assets per share up 3.5% to 417p (March 2001: 403p)
*         Triple net NAV 396p (March 2001 : 384p)
*         Net gearing 58% (March 2001: 93%)
*         Unutilised borrowing facilities and cash of over #100 million
*         Interim dividend per share up to 7.25p (final dividend March 2001:
          7p)

* Excludes the effects of additional deferred tax arising from the adoption of
FRS 19.

Philip Warner, Chairman commented,

"  Given the current uncertainty in the economy, Warner is well positioned to
take advantage of market weakness.  We have significant firepower for
acquisitions and the team is working well, adding value to our properties
through its active asset management programme.

"  Our strategy is to focus on larger properties that offer significant
potential for growing rental income and capital value.  Looking to the future
we are encouraged by the partnership opportunities in the property industry
with a view to further enhancing our growth."

                                    -ends-

Date:  3 December 2001

For further information contact:
Warner Estate Holdings PLC          City Profile Group

Philip Warner, Chairman             Simon Courtenay
Peter Collins, Finance Director     Ed Senior
Richard Moore, Property Director
020-7487-3312                       020-7448-3244
Web: www.warnerestate.co.uk         e-mail: simon.courtenay@city-profile.com

Chairman's  Statement

Results

I am pleased to report on six months of continuing progress as my letter of 4
October to shareholders anticipated. Adjusted net assets per share have risen
3.5% to 417p (March 2001:  403p) after a full property valuation, which added
6.2p per share with the balance coming from retained profits and the impact of
share buy backs.

Triple net asset value, which adjusts for deferred tax and the fair value of
debt, rose to 396p (March 2001:  384p).

Pre tax profits for the six months were #7.8million (September 2000: #
5.4million). Revenue pre tax profits (excluding the effect of fixed asset
disposals) increased by 20% to #5.7million (September 2000:  #4.8million).
Underlying recurring revenue profits, which exclude the impact of property
trading, joint ventures and the associate, as well as capital profits,
increased by 17% to #4.8million (September 2000: #4.1million) reflecting the
first benefits of the disposal of the Group's residential assets in March and
May of this year. The capital profits of #2.1million mainly arose from the
disposal of the Group's investment in Barlows PLC.

Adjusted earnings per share were 13.1p (September 2000: 9.7p) and adjusted
revenue earnings were up 11% at 9.0p (September 2000: 8.1p). The lower
percentage rise post tax was due to an increase in the tax payable on revenue
profits to just over 18% from 6% in the comparable period.

The Board has declared an interim dividend per share of 7.25p, a 3.6% increase
on the last final dividend of 7p. This dividend is covered 1.8 times by
adjusted total earnings, 1.2 times by adjusted revenue earnings and will be
paid on 8 April 2002 to shareholders on the register at close of business on 8
March 2002. As I reported in June, following the change in year end, the
balance between interim and final payments in future is intended to be closer
to 50/50 than the historic one third/two thirds.

Property

In line with our stated strategy we have continued to reposition our
investment portfolio through the disposal of smaller properties and
reinvestment in larger ones in the sectors where we see opportunities for
growth and scope for management to add value. The relevant figures for the
period were six disposals for #12.0million and five office acquisitions for #
32.3million. In addition, as I reported in June, contracts for the sale of
Waterfields Retail Park, Watford, for #19million were exchanged in April with
completion due next week.

The interim valuation of the investment portfolio as at 30 September 2001 was
carried out by Healey & Baker. This, together with those valued by the
Directors,  produced a figure of #296.2million (March 2001: #290.2million),
which included uplifts in all sectors with retail up #2.6million, offices #
0.1million and industrial #0.7million on a like for like basis. Retail in
particular benefited from the planning consents obtained for extensions to our
shopping centres at Ellesmere Port and Sale. Rental values moved up 2%
overall, varying from 1% for offices to 4% for retail with little yield
movement in any sector.

The annualised rent roll, covering 434 tenancies in 88 properties at 30
September, was #24.3million (March 2001: #22.6million) with the estimated
rental value of the portfolio worth an additional #3million spread over all
sectors.   The level of voids showed a very satisfactory reduction to 4% from
8% at 31 March. As I indicated in June we shall continue to focus on income as
well as capital in achieving a total return performance ahead of the IPD
All-Fund benchmark.

The distribution of the investment portfolio at 30 September was as follows:

 Offices  #130million - net initial yield 8.3% - weighting 44% (March 2001: 35%)

          Weighting increased through purchases for #14.4million of investments 
          in Colchester, Tunbridge Wells, Harrow and Bradford, yielding 8.4% and
          for #16.3million of an investment at Westgate, Bristol, yielding 9.2%.
          Our preference is for Greater London, the South East and larger       
          cities.

 Retail   #104million - net initial yield 7.5% - weighting 35% (March 2001: 42%)

          The significant movement was the disposal at Watford, referred to     
          above. Our preference is for higher yielding and well let secondary   
          shopping centres.

Industrial  #62million - net initial yield 7.9% - weighting 21%(March 2001: 23%)

            A number of properties, which had performed well, were sold and     
            since the period end we have purchased Sundon Park, Luton, for      
            #6million. Our preference is for the Midlands and the South East.

Seven trading properties were sold for #4.9million and further disposals will
follow as opportunities arise. 19 properties remain, shown as current assets
on the balance sheet at #24.7million. The directors estimate that the value of
the trading stock is worth a further #1.0million. It is not currently the
Group's strategy to buy to trade except as an incidental part of a larger
purchase.

Finance

Financial Reporting Standards

Three new financial reporting standards have applied for the first time in the
six months ended 30 September 2001, but only one of these, FRS 19 Deferred
Tax, has a material effect on the reported results.

FRS 19 requires that deferred tax should now be provided in full on all timing
differences between accounting and tax treatments that are not permanent.
However, a remaining exception is that deferred tax arising on any revaluation
surplus is still not recognised as a balance sheet adjustment and remains only
to be reported as a contingent liability note in the accounts.  Our accounting
policy has been to recognise deferred tax only to the extent that the
potential tax liabilities or assets were expected to crystallise.  We have
therefore changed our policy to make full provision for timing differences,
which, in our case, arise primarily from capital and industrial building
allowances.  The effect of this is that the Group's tax charge in the profit
and loss account has been increased by #0.17million (September 2000:  #
0.25million) and a balance sheet provision created of #3.9million (March 2001:
  #3.7million) to show the effect as if no capital and industrial building
allowances had been claimed.  When properties are then sold any deferred tax
provision that is not crystallised will be released to the profit and loss
account.

In practice, for property investment companies capital allowances do not
reverse, even on property disposals, and that is the commercial policy applied
by the Group.  It is therefore our view that FRS 19 liabilities on our
investment property portfolio are unlikely to crystallise in practice and we
have therefore excluded them when calculating adjusted earnings per share and
adjusted net assets per share in this interim report.

 It should be emphasized that FRS 19 is only presentational and has no impact
on the actual tax we pay or on triple net asset value.



Cash Flow

The large inflow in the period of #77million arose mainly from the disposals
of Warner Estate, Limited for a net #60.8million in May and of the investment
in Barlows PLC for #8.8million in June.

Debt

Gross debt at 30 September was #139million, all of which was long term, and
the Group had cash of #15million, giving adjusted net gearing of 58% down from
93% in March 2001.

In addition to cash, the Group had unutilised short term borrowing facilities
of #93million.

Of the long term debt of #139million, #66million is fixed and a further #
55million covered by various hedging instruments to limit the Group's exposure
to adverse movements in interest rates.

Interest was covered 1.8 times by recurring profit before interest and tax
(March 2001: 1.4 times).

Balance Sheet

Adjusted shareholders' funds (excluding the reduction of #3.9million in
respect of FRS 19) rose to #213.6million  (March 2001:  #211.1million) and
triple net assets to #203.0million (March 2001:  #200.9million).

In June 2001 the Company purchased 1,382,000 ordinary shares for cancellation
at a price of 299p per share plus costs.   This produced an uplift in net
asset value for shareholders of 3p per share.   At the

EGM in July the Company increased its authority to buy back its own shares to
14.9 per cent, all of which is currently unused.

Return on Capital

As previously reported the Group measures its return on shareholders funds
using triple net asset value.  On this basis the annualised return for the six
months to 30 September 2001 was 10%.

Prospects

We continue to seek properties in all our chosen sectors where we are
encouraged by the level of tenant demand. In the current climate, the merits
of our spread of properties and healthy income are readily apparent. We have a
strong balance sheet with modest gearing and our renewed emphasis on asset
management is improving both capital and income values.

We look forward to property as an asset class being more highly appreciated.
While institutional allocation to property has been artificially increased by
the fall in equity values, it is to be hoped that conscious decisions will be
taken to maintain and increase that allocation.

The coming months will see whether the detrimental effects of economic
uncertainty are outweighed by low interest rates and resilient consumers.
Either way your company is well placed through both management skills and
financial resources to take advantage of prevailing market conditions.

Philip Warner

3 December 2001

CONSOLIDATED  PROFIT  &  LOSS
For the six months ended 30th September 2001
                                                Unaudited             Audited
                                          6 months       6 months     18 months
                                             ended          ended         ended
                                   Notes     30/9/      30/9/2000     31/3/2001
                                              2001       restated      restated
                                             #'000          #'000         #'000

Turnover:  Group and share of               21,311         34,855        98,506
joint ventures and associate
Less:   Share of joint ventures            (3,171)        (5,591)      (12,056)
and associate
Group turnover                         2    18,140         29,264        86,450
Cost of sales and other property           (6,446)       (16,746)      (52,770)
outgoings
Gross profit                           2    11,694         12,518        33,680
Administrative expenses                      (870)          (822)       (2,457)
Group operating profit                 2    10,824         11,696        31,223
Share of operating profit in:
    Joint Ventures                     2        12            307           894
    Associate                          2     1,260            879         2,251
                                             1,272          1,186         3,145
Total operating profit                      12,096         12,882        34,368
Profit on sale of fixed assets         3     2,114            577        14,320
Income from fixed asset                        461          1,636         3,972
investments
Profit on ordinary activities               14,671         15,095        52,660
before interest
Net interest payable and similar       4   (6,828)        (9,739)      (25,477)
charges
Profit on ordinary activities                7,843          5,356        27,183
before taxation
Taxation on profit on ordinary         5   (1,224)          (531)       (2,704)
activities
Profit on ordinary activities                6,619          4,825        24,479
after taxation
Dividends                                  (3,541)        (4,861)      (10,949)
Retained profit/(loss)                       3,078           (36)        13,530

Earnings per share                     6         p              p             p
    Revenue                                   8.70           7.66         21.35
    Capital                                   4.08           1.60         25.88
                                             12.78           9.26         47.23

Fully diluted earnings per share       6
    Revenue                                   8.69           7.65         21.33
    Capital                                   4.08           1.60         25.85
                                             12.77           9.25         47.18
Adjusted earnings per share
Revenue                                       9.03           8.14         22.58
Capital                                       4.08           1.60         25.88
                                             13.11           9.74         48.46

CONSOLIDATED  BALANCE  SHEET
                                              Unaudited             Audited

                                 Notes  At 30/9/   At 30/9/2000   At 31/3/2001
                                            2001       restated       restated
                                           #'000          #'000          #'000

Fixed Assets
Tangible fixed assets
    Investment properties            7   298,630        314,300        292,674
    Other tangible assets                    194            311            249
                                         298,824        314,611        292,923

Joint Ventures                       8
    Share of gross assets                  8,160          7,298          7,694
    Share of gross liabilities           (6,538)        (5,273)        (5,876)
    Loan accounts                          2,184          2,179            901
                                           3,806          4,204          2,719

Investments                               21,262         79,290         84,049
                                         323,892        398,105        379,691

Current Assets
Property stock                            24,688         37,027         28,984
Debtors                                   27,855          7,491         26,001
Investments                                  309            302            303
Cash at bank and in hand                  15,327         19,939          2,343
                                          68,179         64,759         57,631

Current Liabilities
Creditors:  amounts falling due         (41,167)      (101,829)       (87,167)
within one year
Net Current Assets/(Liabilities)          27,012       (37,070)       (29,536)

Total Assets less Current                350,904        361,035        350,155
Liabilities
Creditors:  amounts falling due        (137,182)      (158,990)      (138,800)
after more than one year

Provision for  liabilities and
charges

Deferred taxation                    9   (4,007)        (3,991)        (3,835)
Net Assets                               209,715        198,054        207,520

Capital and Reserves
Called up share capital                    2,562          2,610          2,617
Other reserves                           201,568        190,775        200,182
Profit and loss account                    5,585          4,669          4,621
Equity Shareholders' Funds               209,715        198,054        207,420
Minority interests                             -              -            100
                                         209,715        198,054        207,520

Net assets per share                        409p           379p           396p
FRS 19 reversal                               8p             7p             7p
Adjusted net assets per share               417p           386p           403p

STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

                                               Unaudited             Audited

                                         6 months       6 months      18 months
                                            ended          ended          ended
                                        30/9/2001      30/9/2000      31/3/2001
                                                        restated       restated
                                            #'000          #'000          #'000

Profit on ordinary activities after         6,619          4,825         24,479
taxation
Unrealised surplus on revaluation of        3,179         12,050          5,712
properties
Unrealised (deficit)/surplus on             (181)         20,641         11,869
revaluation of investments
Tax on realisation of revalued              (223)          (763)          (332)
properties
Total recognised gains relating to          9,394         36,753         41,728
the period


RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' FUNDS

                                               Unaudited             Audited

                                         6 months       6 months      18 months
                                            ended          ended          ended
                                        30/9/2001      30/9/2000      31/3/2001
                                                        restated       restated
                                            #'000          #'000          #'000

Profit on ordinary activities after         6,619          4,825         24,479
taxation
Dividends                                 (3,541)        (4,861)       (10,949)
                                            3,078           (36)         13,530
Share capital and share premium issued        612              -          2,799
in period
Share capital purchased and cancelled     (4,170)              -              -
in period (incl. expenses)
Other recognised gains and losses           2,775         31,928         17,249
Net increase in shareholders' funds         2,295         31,892         33,578
Opening shareholders' funds               211,101        169,333        176,884
Prior year adjustment                     (3,681)        (3,171)        (3,042)
Restated opening shareholders' funds      207,420        166,162        173,842
Closing shareholders' funds               209,715        198,054        207,420

CONSOLIDATED CASH FLOW STATEMENT
                                            Unaudited               Audited

                                      6 months        6 months       18 months
                                         ended           ended           ended
                                     30/9/2001       30/9/2000       31/3/2001
                                                      restated        restated
                                         #'000           #'000           #'000

Net cash inflow from operating          22,096          28,361          18,453
activities
Dividends received from joint               85              83           1,483
ventures and associate
Returns on investments and             (5,127)         (6,199)        (17,460)
servicing of finance
Taxation                                 (941)         (1,626)         (2,217)
Capital expenditure and financial       65,696           2,159        (46,179)
investments
Acquisitions and disposals                   -         (3,050)         (2,164)
Equity dividends paid                  (4,907)         (4,647)         (9,347)
Management of liquid resources             (6)               -              21
Net cash inflow/(outflow) before        76,896          15,081        (57,410)
financing
Financing                              (4,828)        (10,356)          85,374
 Increase in cash                       72,068           4,725          27,964

RECONCILIATION OF OPERATING PROFIT 
TO NET CASH FLOW

Operating profit                        10,824          11,696          31,223
Depreciation of tangible fixed assets       98             141             276
Decrease in stocks                       4,296          17,382          15,578
Decrease/(increase) in debtors           6,014             419          (5,357)
Increase /(decrease) in creditors          864          (1,277)        (23,267)
Net cash inflow from operating 
activities                              22,096          28,361          18,453

NOTES

1. ACCOUNTING  POLICIES

   The interim accounts have been prepared on the basis of accounting policies
   set out in the published accounts of the Group for the eighteen months ended
   31 March 2001 with the exception of deferred taxation.

   FRS 19: Deferred Taxation has been adopted for the first time in these
   accounts.   As required by the Standard, full provision has been made for
   timing differences between the recognised gains and losses in the financial
   statements and their recognition in the tax computation.   In adopting FRS
   19, the Group has chosen not to discount deferred tax assets and
   liabilities.   The effect of this restatement is set out in Note 5 to the
   accounts.

   The comparatives for the 6 months ended 30 September 2000 have been
   calculated by extracting figures from the published unaudited accounts for
   the year to 30 September 2000 and taking into account movements extracted
   from the published unaudited accounts for the 6 months to 31 March 2000
   after taking into account the restatement referred to above.

2. TURNOVER  AND  OPERATING  PROFIT

   The Directors believe that the Group operates in only one segment, namely
   property.   The following analysis is provided for information only:

                       Property  Property    Group    Joint
                     Investment   Trading    Total Ventures Associate Total 
                          #'000     #'000    #'000    #'000     #'000 #'000
                                                                
   6 months to 30th
   September 2001
   Turnover:
   Rents receivable      11,994     1,271   13,265      259       914  14,438
   Property trading           -     4,875    4,875       66     1,932   6,873
   Total turnover        11,994     6,146   18,140      325     2,846  21,311
   Cost of sales        (1,868)   (4,378)  (6,246)
   and property
   outgoings
   Writedown cost             -     (200)    (200)
   of trading stock
   Gross profit          10,126     1,568   11,694
   Administrative         (762)     (108)    (870)
   expenses

   Operating profit       9,364     1,460   10,824       12     1,260  12,096

   6 months to 30th
   September 2000
   Turnover
   Rents receivable      13,220     1,010   14,230      412       700  15,342
   Property trading           -    15,034   15,034    3,809       670  19,513
   Total turnover        13,220    16,044   29,264    4,221     1,370  34,855
   Cost of sales        (2,077)  (14,000) (16,077)
   and property
   outgoings
   Writedown cost             -     (669)    (669)
   of trading stock
   Gross profit          11,143     1,375   12,518
   Administrative         (681)     (141)    (822)
   expenses

   Operating profit      10,462     1,234   11,696      307       879  12,882

   18 months to
   31st March 2001
   Turnover
   Rents receivable      33,431     4,333   37,764    1,670     1,921  41,355
   Property trading           -    48,686   48,686    6,363     2,102  57,151
   Total turnover        33,431    53,019   86,450    8,033     4,023  98,506
   Cost of sales        (5,497)  (46,604) (52,101)
   and property
   outgoings
   Writedown cost             -     (669)    (669)
   of trading stock

   Gross profit          27,934     5,746   33,680
   Administrative       (2,097)     (360)  (2,457)
   expenses

   Operating profit      25,837     5,386   31,223      894     2,251  34,368

All turnover and operating profit has arisen from continuing operations.


3.    PROFIT ON SALE OF FIXED                 Unaudited                Audited
      ASSETS
                                       6 months        6 months       18 months
                                    ended 30/9/     ended 30/9/     ended 31/3/
                                           2001            2000            2001
                                          #'000           #'000           #'000
      Surplus/(deficit) over book
      value
      Investment properties               (175)             521           (755)
      Investment properties                   -               -          14,645
      through sale of Benchlevel
      Limited
      Listed investments                  2,289               -               -
      Share of joint ventures                 -              56              69
      Disposal of joint ventures              -               -             361
                                          2,114             577          14,320

4.   NET INTEREST PAYABLE AND SIMILAR CHARGES

                                        Unaudited                  Audited

                             6 months ended   6 months ended   18 months ended
                                  30/9/2001        30/9/2000         31/3/2001
                                      #'000            #'000             #'000

Interest payable on bank
loans and overdrafts,
mortgages and other loans:
     repayable within five            2,152            4,668            11,264
years not by instalments
     repayable wholly or              4,221            4,595            14,061
partly in more than five
years
                                      6,373            9,263            25,325
      Charge in respect of              316              272               619
cost of raising finance
                                      6,689            9,535            25,944
      Less capitalised                 (77)             (82)             (566)
interest
                                      6,612            9,453            25,378
      Share of joint                    158              408             1,336
ventures' net interest
      Share of associate's              540              477             1,280
net interest
                                      7,310           10,338            27,994
Interest receivable:
      From joint ventures              (51)            (304)             (865)
      Other interest                  (431)            (295)           (1,652)
                                      6,828            9,739            25,477
5.         TAXATION

           The taxation charge for the period has been estimated from the
           expected taxable profits of the Group after taking account of
           capital allowances available.

      The impact of the adoption of FRS 19: Deferred Taxation is as follows:

                                           Unaudited                  Audited

                              6 months ended    6 months ended 30     18 months
                                   30/9/2001              /9/2000   ended 31/3/
                                                                           2001
                                       #'000                #'000         #'000

    Reduction in closing               3,854                3,417         3,681
    shareholders' funds
    Increase in taxation                 173                  246           638
    charge

6.  EARNINGS  PER  SHARE

    Earnings per share of  12.78p (half year to 30/9/00 restated : 9.26p;  18
    months to 31/3/01 restated : 47.23p) are calculated on the profit on
    ordinary activities after taxation of #6,619,000 (half year to 30/9/00
    restated : #4,825,000;  18 months to 31/3/01 restated : #24,479,000) and
    the weighted average of 51,788,035 (half year to 30/9/00 : 52,071,125;  18
    months to 31/3/01 : 51,825,229) shares in issue throughout the period.
    Profit on ordinary activities after taxation includes capital profits on
    the sale of investments net of tax of #2,114,000 (half year to 30/9/00 : #
    834,000; 18 months to 31/3/01 : #13,415,000).

    Fully diluted earnings per share are based on the profit available for
    distribution as above divided by the weighted average number of shares in
    issue, being 51,290,769 (half year to 30/9/00 : 52,155,349;  18 months to
    31/3/01 : 51,884,886) after the dilutive impact of share options granted.

    Adjusted earnings per share are calculated on the same weighted average
    number of shares as for the basic earnings per share, but exclude from
    revenue profits the additional deferred taxation of #173,000 (half year to
    30/9/00 : #246,000;  18 months to 31/3/01 : #638,000) arising on the
    adoption of FRS 19.   This deferred tax has been excluded as the Group's
    experience is that it is very unusual for capital and industrial building
    allowances to be claimed back on the disposal of a property.

  7.  INVESTMENT  PROPERTIES

                      Freehold   Leasehold with over     Freehold    Total
                                  50 years and under   properties
                                 900 years unexpired       in the
                                                        course of
                                                      development
                         #'000                 #'000        #'000    #'000

     At 31 March 2001  210,203                79,981        2,490  292,674
     Additions          27,937                 5,358           80   33,375
     Disposals         (9,291)              (21,307)            - (30,598)
                       228,849                64,032        2,570  295,451
     Surplus/            2,087                 1,262        (170)    3,179
     (deficit) on
     revaluation
     At 30 September   230,936                65,294        2,400  298,630
     2001

Properties purchased within six months of the balance sheet date are included
at Directors' valuation.   The remainder of the Group's investment portfolio
was valued by Healey & Baker on an open market basis in accordance with the
recommended guidelines of the Royal Institution of Chartered Surveyors as at
30 September 2001.

Investment properties were as follows:
                                                                          #'000

Healey & Baker                                                          263,806
Directors' valuation                                                     32,424
                                                                        296,230

The freehold property in the course of development is stated at directors'
valuation.

Additions in respect of freehold property in the course of development include
capitalised interest of #77,000.

8.   JOINT  VENTURES
                                           Unaudited              Audited

                                     6 months       6 months      18 months
                                    ended 30/    ended 30/9/     ended 31/3
                                       9/2001           2000          /2001
                                        #'000          #'000          #'000
     Share of joint ventures
     Opening balance                    2,719          7,110         12,488
     Share of (loss)/profit for the     (169)             17          (399)
     period
     (Deficit)/surplus on                (27)            235            207
     revaluation of investments
     Net equity disposals                   -            399        (1,325)
     Net loan movements                 1,283        (3,557)        (8,252)
     Closing balance                    3,806          4,204          2,719

     Unlisted shares at cost less       1,457          1,457          1,457
     amounts written off
     Group's share of post
     acquisition retained profits         165            568
     and reserves                                                       361
                                        1,622          2,025          1,818
     Amounts owed by joint ventures     2,184          2,179            901
                                        3,806          4,204          2,719

     Included in share of joint
     ventures gross assets and
     liabilities are:
     Gross Assets
         Fixed assets                     414          2,648          2,648
         Current assets                 7,746          4,650          5,046
                                        8,160          7,298          7,694

     Gross Liabilities
         Amounts falling due within     1,670            356          2,444
     one year
         Amounts falling due after      4,868          4,917          3,432
     more than one year
                                        6,538          5,273          5,876


  9. DEFERRED  TAXATION
                                                Unaudited           Audited

                                          At 30/9      At 30/9/     At 31/3
                                            /2001          2000       /2001
                                            #'000         #'000       #'000
     Deferred taxation arising from the
     timing differences noted below:
     Short term timing difference             154           573         154
     Capital and industrial building        3,853         3,418       3,681
     allowances claimed on investment
     properties
                                            4,007         3,991       3,835

     The potential amount of deferred       1,688        21,084       1,025
     taxation, for which no provision has
     been made and which would arise if
     the assets held as long term
     investments were sold at the values
     at which they appear in the balance
     sheet, has been calculated as
     follows:

   10. FINANCIAL INSTRUMENTS

       Financial Liabilities

       The interest rate profile of the Group's financial liabilities at 30
       September 2001, after taking account of interest rate instruments taken
       out by the Group was:
                                              Unaudited              Audited

                                        At 30/9/       At 30/9/       At 31/3/
                                            2001           2000           2001
                                           #'000          #'000          #'000

       Floating rate financial            19,695        126,403         74,579
       liabilities
       Fixed rate financial              120,044        112,283        125,431
       liabilities
       Total                             139,739        238,686        200,010

       The benchmark rate for determining interest payments for the floating
       rate financial liabilities was LIBOR/base rate depending upon the
       facility.

       The weighted average interest rate on the fixed rate debt and the
       average maturity of that debt was as follows:

                                              Unaudited              Audited

                                        At 30/9/       At 30/9/       At 31/3/
                                            2001           2000           2001
                                               %              %              %
        Weighted average interest           7.95           7.96           7.95
       rate
                                           Years          Years          Years
       Weighted average period for          7.75           8.04           8.19
       which interest rate is
       fixed:
       Maturity of financial                  Unaudited              Audited
       liabilities

                                       At 30/9/        At 30/9/       At 31/3/
                                           2001            2000           2001
                                          #'000           #'000          #'000
       Group
           Within one year or on          1,641          79,695         60,378
       demand
           Between one and two years      2,038           2,038          1,988
           Between two and five years     6,539          17,713          6,913
           In five years or more        129,521         139,240        130,731
                                        139,739         238,686        200,010
       Borrowing facilities

       The Group has various borrowing facilities that were not fully utilised
       at the period end in which the conditions for utilising those
       facilities were met.
                                               Unaudited             Audited
                                       At 30/9/        At 30/9/       At 31/3/
                                           2001            2000           2001
                                          #'000           #'000          #'000
       Expiring in one year or
       less:
       Total facilities                  92,931         131,225        135,269
       Unutilised                        92,931          56,956         76,129
       Fair values of financial assets and liabilities

       The table below sets out by category the changes to the balance sheet
       values that would occur if "fair values" applied.

                                             Unaudited              Audited

                                      At 30/9/        At 30/9/      At 31/3/
                                          2001            2000          2001
                                          Fair      Fair value          Fair
                                         value      adjustment         value
                                     adjustment           #'000     adjustment
                                         #'000                         #'000
       Group
       Primary financial
       instruments
       Liabilities                    (10,926)         (9,407)      (11,155)
       Assets                                -               -             -
       Derivative instruments
       held to manage debt
       Interest rate swaps             (1,798)           (111)       (1,934)
       Interest rate caps                    9               -             -
       Assets
       Financial assets                      -               -             -
                                      (12,715)         (9,518)      (13,089)

       The calculation of the fair values has been arrived at as follows:

       Debt has been calculated by discounting cash flows at prevailing
       rates of interest.

         The equity assets have been valued at the quoted share price based
       upon the strategic nature of the holdings compensating for any
       placing discount.

       Interest rate swaps have been valued at the market rate for such
       swaps.

   11. ANALYSIS  OF  NET  DEBT  MOVEMENTS
                                            Audited                  Unaudited
                                            At 31/     Cashflow           At
                                            3/2001          #'000       30/9
                                             #'000                         /
                                                                        2001
                                                                       #'000

       Cash at bank and in                   2,343         12,984       15,327
       hand
       Bank overdrafts/short                (59,084)       59,084            -
       term borrowings
                                                           72,068
       Debt due within one
       year:
       Mortgage and other                   (1,294)              -      (1,294)
       loans
       Bank loan                                              (347)       (347)
       Debt due after one
       year:
       Mortgage and other                  (113,330)           480    (112,850)
       loans
       Bank loan                            (25,470)         1,138     (24,332)
                                                             1,271
       Net Debt                            (196,835)        73,339    (123,496)

   12. FINANCIAL  STATEMENTS

       The consolidated profit and loss accounts and the consolidated
       balance sheets are unaudited and do not constitute statutory accounts
       within the meaning of section 240 of the Companies Act 1985.   The
       statutory accounts for the eighteen months to 31 March 2001, from
       which the eighteen month comparatives have been extracted, received
       an unqualified auditors' report and have been delivered to the
       Registrar of Companies.



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