TIDMPNS
RNS Number : 9019B
Panther Securities PLC
26 September 2018
The information contained within this announcement is deemed by
the
Company to constitute inside information as stipulated under the
Market
Abuse Regulations (EU) No. 596/2014 ("MAR"). With the
publication of
this announcement via a Regulatory Information Service, this
inside
information is now considered to be in the public domain.
PANTHER SECURITIES PLC
(the "Company" or the "Group")
Interim results
Panther Securities PLC has today announced its interim results
for the six months ended 30 June 2018.
For further information:
Panther Securities plc Tel: 01707 667 300
Andrew Perloff/Simon Peters
Allenby Capital Limited (NOMAD and Joint Broker) Tel: 020 3328 5656
David Worlidge/ Alex Brearley
CHAIRMAN'S STATEMENT
It gives me great pleasure to report our results for the six
months ended 30 June 2018 which show a profit of GBP11,193,000
before tax which is our record interim high compared to
GBP6,731,000 for the equivalent six-month period to 30 June 2017
(which was our previous record). The figures for this period were
only slightly influenced by a small reduction of GBP1,259,000 in
our swap liability which now also includes a new liability for an
additional swap on GBP25,000,000 from 2021 at a much reduced rate
to that which we are currently paying, which expires in 2021.
Thus, most of our profits are derived from our basic property
investment and disposals where the Group realised a number of
prices far in excess of the previous independently valued
figures.
Our rents receivable during this period amounted to GBP7,069,000
compared to GBP6,377,000 in the comparative period ended 30 June
2017. This was mainly due to our acquisition of shopping centres in
Hinckley, Leicestershire and Springburn, a suburb of Glasgow. These
properties have higher than usual running costs which our team are
addressing and which we anticipate in due course will produce
improved net returns.
Disposals
There has been an unusual amount of activity with regard to
sales in this period. With some of the larger sales we have kept
shareholders abreast with appropriate Stock Exchange announcements,
mentioned in more detail later.
Margate
In January 2018 we sold 34 Marine Terrace, Margate for
GBP450,000, which had only just been revalued at GBP250,000, to a
special purchaser for a loss of rental income of only GBP16,000
p.a.
In February 2018, the following three properties, detailed
below, were sold at auction. Stonehouse, Gloucester, 19 Queen
Street, Ramsgate and High Street, Dudley.
Stonehouse - Gloucester
MRG, a former subsidiary, occupied our freehold office at The
Mill at Stonehouse, Gloucester. This former mill of 15,000 sq ft
had been let to MRG Systems at GBP93,000 p.a. The letting assisted
them in being independent before the employee and management buyout
last year. We received GBP900,000 which shows a very good profit on
original cost.
Ramsgate
19 Queen Street, Ramsgate a small freehold shop investment
producing rental income of GBP12,000 p.a. sold for GBP147,000
resulting in a small profit on book value.
Dudley
High Street, Dudley a large freehold vacant shop in very poor
condition held for development realised GBP276,000 which was
considerably in excess of its previously revalued book value.
Stockport
In March 2018 we completed the sale of Grove House, Stockport, a
vacant freehold shop and office building which we had held for many
years during most of which time it had produced a good rental
return for us. Despite the building being in good condition, a
developer purchased it to convert to residential units. We received
GBP900,000 which was well above the previously revalued book
figure.
Croydon
In March 2018 we finally completed the sale of the vacant upper
parts of 49/61 High Street, Croydon for GBP800,000, just above its
book value, which leaves us with the ground floor let to
Sainsbury's PLC and Princess Alice Hospice and produces circa
GBP108,000 p.a.
Material Disposals
Post this period accounting date we have concluded three
substantial sales, two of which were contracted for sale before 30
June 2018 and therefore profit is included, and their disposal
recognised in this period.
The larger sales were of our sites in (1) Holloway Head,
Birmingham, (2) St Nicholas House, a freehold shop and office
investment in Sutton, Surrey, sold jointly with our major tenant,
the Crown Agents, and (3) the former Wimbledon Studios, a large
freehold industrial/studio building in South Wimbledon/Merton.
I give a brief synopsis below.
Holloway Head, Birmingham
The completion of the sale of the Group's development site in
Holloway Head, Birmingham was finally completed on 31 August
2018.
A payment of GBP850,000 was received last year but due to the
uncertain nature of the transaction we did not accrue full
proceeds. GBP400,000 additional deposit was received in May 2018, a
third deposit of GBP500,000 was received after the period end and
finally we received GBP9,520,000 on 31 August 2018 giving us a
total received for the site of GBP11,270,000.
As it has now completed, profit on this transaction has been
brought into the Interim 2018 accounts as the sale was
unconditionally contracted before 30 June 2018.
Sale of St Nicholas House, Sutton
In April 2018 we exchanged contracts to sell the joint
freehold/long leasehold interest in St Nicholas House which, after
a few delays, was completed on 7 September 2018. Surrey Motors
Limited, acquired in 1987, is a wholly owned subsidiary of Panther
Securities PLC. Its sole asset was the freehold of St Nicholas
House, Sutton, which is a building of approximately 140,000 sq ft
gross accommodation. The basement and ground floor are used for
retail/ancillary storage and parking. The nine upper floors are
offices.
The building was originally constructed in the early 1960s with
the offices purpose built for the Crown Agents, (the main tenants
in occupation when we purchased Surrey Motors Ltd) a
quasi-government organisation, which originally took a 99-year
lease at a ground rent which had proportionate rental reviews every
21 years. This lease had an option to extend for 25 years (on the
same terms), but ignoring the option, had approximately 44 years to
run at a low ground rent and thus our tenants lease had a
significant value.
Early last year, the Crown Agents approached the Company
indicating that it wanted to dispose of its interest in the
building and it was agreed that the Company and the Crown Agents
should offer for sale their joint interests which would enable the
freehold of the site to be offered with vacant possession at an
early date, giving it development possibilities and increased joint
"marriage" value.
After a marketing campaign by the joint agents, Carter Jonas, a
number of offers were received, and the Company exchanged contracts
to sell the joint freehold/long leasehold interest to Saint
Nicholas House Ltd, a newly formed company, with a completion due
three months after exchange. There is a possible small overage, but
this is not currently anticipated to be material. The total
consideration receivable by both the Group and the Crown Agents for
the joint freehold/long leasehold interest in St. Nicholas House is
GBP12,750,000. The Group's share of the gross sale price proceeds
amounts to approximately GBP7,837,500, compared to a December 2017
revalued book figure of GBP5,540,000.
Following completion, the Company no longer receives the
GBP320,000 p.a. rental income on this investment property.
The sales of Holloway Head, Birmingham and St Nicholas House,
Sutton has resulted in a significant increase in our trade and
other receivables balance to GBP21,817,000 compared to GBP3,677,000
at 30 June 2017.
Wimbledon Studios
In July 2018 we simultaneously exchanged and completed on the
sale of our freehold investment in Wimbledon Studios for
GBP18,800,000. This was sold to a nominee of the Scottish Widows
Property Authorised Contractual Scheme.
The studios were built in 1970 and provide internal
accommodation of circa 140,000 square foot over circa 4.5 acres. It
has a long history as studios and many household name productions
took place there, including 'The Bill' for over 30 years, 'The Iron
Lady', 'I'm a celebrity...get me out of here', and several popular
music videos. This property had a book value of GBP13,550,000 as at
31 December 2017 and was originally purchased vacant, including
stock, equipment and fixed assets for circa GBP4,750,000 (plus
stamp duty) in September 2010.
Being an entrepreneurial and opportunistic organisation, after
buying the vacant property the Group initially attempted to run its
own film studio in this property but unfortunately this was not a
successful venture.
The tenants, Marjan Television Network Ltd, took occupation in
November 2014 and pay rent of GBP1,050,000 p.a. They had spent a
significant amount on internal works bringing it up to a state of
the art, modern functioning television and film studio.
This was a very interesting and ultimately rewarding set of
transactions. These half year accounts recognise a large valuation
increase on this property, but not the full proceeds achieved in
July.
The final year's accounts will include a further GBP2,900,000
realised profit on this sale.
Progress Report
Swindon
We have literally gone back to the drawing board and asked our
architects to redesign the scheme to produce a building of only
seven or eight storeys in height with lower building costs. The
Council has also agreed in principle to adjust some of their
requirements so that the smaller scheme with only 50/60 flats plus
4 or 5 retail/restaurant units on the ground floor will not only be
an attractive visual asset to the community but also now hopefully
viable.
Wickford
All planning details were agreed after a delayed response from
the Council. However, due to the long delays the two adjoining
owners/neighbours who were originally part of the scheme will no
longer be partnering with us. In one case they were not able to
arrange a move to an alternative site and the other gave a long
lease to their occupier rather than risk losing their income. A new
application is thus in hand. Eventually those seeking nice new
homes in the Wickford area may have a few more houses to choose
from!!
Maldon
We have agreed to let the major buildings on the site on a
short-term lease at GBP650,000 p.a. We are currently carrying out
some roof works to bring it up to the tenant's requirements. We
will still have some space available which may yield a further
GBP100,000 p.a. rental. This was previously let for GBP500,000 and
we took a GBP1,950,000 surrender in March 2017.
Business Rates
Problems with the high street premises continue. These are
almost entirely due to government greed and failure to act sensibly
in good time. As well as central government/bureaucratic financial
incompetence which we all expect, I would have thought that the
political implications for the government which shows the dreadful
state of the high street are immense as on every high street other
than within the M25, with its numerous vacant or closing down
stores is a billboard advertising the failure of government
policies. The high street should be the beating heart of most
communities and if its vibrancy improves most of its area residents
'happiness factor' improves.
Finance
Shortly after the period end we paid down our revolving facility
loan of GBP15,000,000, which can be redrawn.
At the time of writing these accounts we had circa GBP26,000,000
in the bank. We still have written into our facility agreement a
possible GBP10,000,000 loan extension which requires credit
approval.
Some of the above funds will be utilised to pay corporation tax,
VAT and for other working capital purposes. Even after these costs
and cash requirements we will still have circa GBP45,000,000 funds
available for investment opportunities.
One of our current swaps ends in 2021. We entered into a further
swap on GBP25,000,000 nominal value, which commences in 2021, and
results in Panther having a saving of GBP625,000 p.a. loan interest
costs, compared to our current financing structure. This swap has a
10-year term.
Dividends
An interim dividend of 6p per share will be paid to shareholders
on 29 November 2018 (ex-dividend on 8 November 2018 to shareholders
on the register on 10 November 2018). In the light of the
exceptional sales in the period and subsequently, the Board will
assess the opportunities, but expects to pay no less than 12p per
share for the year.
Prospects
With all the disposals we are in a strong position to weather
uncertain economic conditions and able to take advantage of
investment opportunities for the long-term benefit of our
shareholders.
Andrew S Perloff
Chairman
26 September 2018
CHAIRMAN'S RAMBLINGS
My childhood was spent in Sutton, a leafy suburb south of
London. Nearby was Carshalton, the older part of which was known as
"Carshalton Beaches", something that then always puzzled me as we
were far from the sea in landlocked Surrey (it was, of course,
beeches).
Despite this, it did have a park with a very large pond divided
in two by a road/bridge and, most importantly, it was within easy
walking distance from home. I could often be found there equipped
with my fishing rod, net and a bamboo stick from which dangled a
piece of string and a bent safety pin temptingly loaded with
bread.
I always optimistically took my jam jar with its string handle
for my haul. I often caught sticklebacks, tadpoles (if they were in
season) and newts which I would rehome in our garden - probably
wreaking havoc with the ecosystem.
Paddling with my shorts rolled up, childhood seemed idyllic, and
pleasures so much simpler than today.
Upon arriving one day, looking forward to a few hours fishing,
and my rod at the ready, a noisy scuffle was taking place. A
smaller boy was pinned to the ground by a slightly larger boy who
was punching him. The smaller boy's cries were piteous and a nearby
girl was entreating them to stop.
Although I did not know what had caused the fracas - I felt I
should try to stop it somehow. Looking at them laying on the ground
I thought they both looked much smaller than me, thus approaching
them, I shouted "Stop it - pick on someone your own size" in a loud
voice. To my utter astonishment they looked up and did indeed stop.
The young victim was small but not stupid and took this opportunity
to quickly scuttle off with the girl!
My pleasure at my success turned quickly to dismay when the
aggressor stood up and faced me. I saw then I had misjudged his
size and he was at least 6 inches taller than me. He loomed towards
me and punched me in the face! The pain wasn't as bad as the shock
of my miscalculation. "That'll teach you a lesson to mind your own
business", he said, before turning on his heel and walking off. He
was right. It taught me not to pick a fight with bigger and
stronger opponents.
Some years later, I was a married man with two young children
living in a leafy suburb north of London. My son, aged around 8,
was attending a local private prep school in a pleasant Georgian
house set in its own grounds. The teachers were a dedicated and
excellent team. They managed to keep control of pupils with a
degree of
rigour. The majority of the children were the usual products of affluent parts of north London - molly-coddled, spoilt and when the opportunity arose, a wild and noisy bunch. Upon meeting parents this was no surprise as they were mostly a pushy, cliquey, materialistic and ferociously upwardly mobile bunch, shown at its worst in the car park when the 4 x 4s and sports cars were delivering or collecting their "precious ones". The school, however, produced the good results the parents wanted.
For some weeks, although I hadn't noticed, my then wife had
observed that our son had seemed depressed and miserable, often
coming home and going straight to his room. She managed to find out
that, surprisingly, he was being bullied. She then ordered me to
see the Headmaster to try and resolve matters.
I wasn't wholly convinced this was how to handle things and
asked my son for more information. He said that he was being
pushed, punched and ridiculed at playtime by one boy in particular.
When he told me who the ringleader was, I was very surprised as he
was a small, weedy looking boy. My son, although clumsy and rather
gangly, was so much bigger. I suggested that next time he just held
him at arms-length. My son was then afraid that this would
exacerbate the situation and I then said in that case, a good punch
in the face might work! He was still worried about the consequences
of such action, so I told him "he is going to start with you anyway
so, at the very least he will think twice before starting with you
again".
He arrived home a few days later, delivered by whoever was doing
the dreaded rota and came through the front door with a huge grin
on his face and raised his fists to the sky and shouted "Yes,
yes!"
He then proudly told me that he had followed my advice, but when
the boy started punching him and he swung a hard punch at his
tormentor which landed on his face, who then fell to the ground and
ran away, crying. He was never bullied again, and they became
friends for the remaining days at that school.
These two incidents remind us that there are lessons for life in
business to be learnt from our school days, i.e., there are always
bullies out there and they are often corporate bullies in business
and may need to be dealt with in different ways.
Of course, it comes down to who has the most power which is
usually based on corporate size and how much their
services/products are vitally needed.
I am sure most of you will think that my top corporate bully
would be the banks but in reality they are way down the list, often
forced into foolish and harsh decisions by the regulations and
farcical fines placed upon them by regulations/government agencies,
staffed by people who have little idea of the impact of their
rules, but the banks do have a degree of commercial
competition.
The biggest bully boys are obviously the government and its
agencies as they make the rules which are always biased in their
favour with potentially, excessive and harsh penalties for anyone
breaking their often vague and difficult to interpret rules. When
you go over the line, as defined by them, they can bring down the
full might of the law at enormous cost to the taxpayer and also the
unfortunate offender. Those doing the punishing do not pay the cost
an alleged offender does and even if the defender is entirely
innocent, rarely recovers the costs of defence paid back to them,
whilst those prosecuting a weak or incorrect case and, sometimes
incompetently which loses, do not have to worry about costs, it's
not their money. Retrospectively, laws and grey areas of taxation
can affect normal taxpayers adversely.
The next down the list of bullies are the local authorities who
have been given too many powers which they often abuse and when
they do there is rarely any comeback on the officers who threw
their weight about and when proved to have acted incorrectly, e.g.,
if a landowner has rubbish dumped on vacant property/land, the
Council often threatens the owner (the victim) with prosecution or
an A.S.B.O. The Council can refuse to accept Planning Applications,
if they do not like them, thus not showing on their refusals.
Next would be the utility companies who were given extra powers
when privatised and regularly use and abuse them. They have the
right to break in and enter premises and cause damage if a bill has
not been paid even if it has nothing to do with the owner of the
property or they arbitrarily change your tariff rate.
Next would be the big corporates that have contact with the
general public, e.g., the airlines, most of whom treat their
customers arbitrarily like cattle.
And so on and so on down the scale of power.
I have only mentioned a couple of minor points that spring to
mind, but there are many more examples, and everyone probably has
their own experiences.
The problem arises when one is forced or desires to respond.
Often it is not just the financial costs involved which are often
irrecoverable but also the time wasted factor. It is unfair because
most of the officials on the bureaucracy side have a penchant for
time wasting delays, as they are paid and pensioned well, whether
they act correctly, or not, or sensibly or diligently or even
fairly.
Andrew S Perloff
Chairman
26 September 2018
CONDENSED CONSOLIDATED INCOME STATEMENT
for the six months ended 30 June 2018
Notes Six months Six months Year
ended ended ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Restated*
Unaudited Unaudited Audited
Revenue 2 7,069 6,377 12,946
Cost of sales 2 (2,072) (1,784) (3,779)
----------- ----------- ---------------------
Gross profit 4,997 4,593 9,167
Other income 263 1,469 1,905
Administrative expenses (1,526) (1,263) (2,105)
----------- ----------- ---------------------
3,734 4,799 8,967
Profit on disposal of investment
properties 6,487 1,061 1,071
Movement in fair value of investment
properties 6 2,300 - 16,776
----------- ----------- ---------------------
12,521 5,860 26,814
Finance costs - bank loan interest (1,304) (1,130) (2,302)
Finance costs - swap interest (1,284) (1,360) (2,726)
Investment income 1 48 27
Profit realised on the disposal
of available for sale investments
(shares) - 859 1,128
Movement in derivative financial
liabilities 7 1,259 2,454 1,850
Profit before income tax 11,193 6,731 24,791
Income tax expense 3 (1,830) (965) (3,490)
----------- ----------- ---------------------
Profit for the period 9,363 5,766 21,301
Profit/ (loss) for the period from
discontinued operations - 19 (59)
----------- ----------- ---------------------
Profit for the period 9,363 5,785 21,242
=========== =========== =====================
Discontinued operations attributable
to:
Equity holders of the parent - 15 (52)
Non-controlling interest - 4 (7)
----------- ----------- ---------------------
Profit/ (loss) for the period - 19 (59)
----------- ----------- ---------------------
Continuing operations attributable
to:
Equity holders of the parent 9,363 5,766 21,301
Non-controlling interest - - -
----------- ----------- ---------------------
Profit/ (loss) for the period 9,363 5,766 21,301
----------- ----------- ---------------------
Earnings/ (loss) per share
Basic and diluted - continuing
operations 52.9p 32.6p 120.2p
----------- ----------- ---------------------
Basic and diluted - discontinued
operations - p 0.1p (0.3)p
----------- ----------- ---------------------
* 2017 balances restated due to the disposal of MRG Systems Ltd
now disclosed as a discontinued operation.
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the six months ended 30 June 2018
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Profit for the period 9,363 5,785 21,242
----------- ----------- ------------
Other comprehensive income
Items that may be reclassified
subsequently to profit or loss
Movement in fair value of available
for sale investments (shares)
taken to equity - 46 279
Realised fair value on disposal
of available for sale investments
(shares) previously taken to equity - - (269)
Deferred tax relating to movement
in fair value of available for
sale investments (shares) taken
to equity - (9) (53)
Realised tax relating to disposal
of available for sale investments
(shares) previously taken to equity - - 51
Other comprehensive income for
the period, net of tax - 37 8
Total comprehensive income for
the period 9,363 5,822 21,250
----------- ----------- ------------
Attributable to:
Equity holders of the parent 9,363 5,818 21,257
Non-controlling interest - 4 (7)
9,363 5,822 21,250
----------- ----------- ------------
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Company number 293147
As at 30 June 2018
Notes 30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
ASSETS Unaudited Unaudited Audited
Non-current assets
Plant and equipment 43 68 54
Investment property 6 189,235 176,769 201,825
Deferred tax asset - 986 -
Available for sale investments (shares) 17 326 17
---------- ---------- ----------------
189,295 178,149 201,896
Current assets
Inventories (MRG) - 115 -
Stock properties 448 448 448
Trade and other receivables 21,817 4,140 3,677
Cash and cash equivalents* 9,150 9,123 5,941
---------- ---------- ----------------
31,415 13,826 10,066
Total assets 220,710 191,975 211,962
---------- ---------- ----------------
EQUITY AND LIABILITIES
Equity attributable to equity holders
of the parent
Capital and reserves
Share capital 4,437 4,437 4,437
Share premium account 5,491 5,491 5,491
Treasury shares (213) - (213)
Capital redemption reserve 604 604 604
Retained earnings 87,250 66,350 80,893
---------- ---------- ----------------
97,569 76,882 91,212
Non-controlling interest - 100 -
Total equity 97,569 76,982 91,212
---------- ---------- ----------------
Non-current liabilities
Long-term borrowings 7 73,772 69,764 74,270
Derivative financial liability 7 25,141 25,796 26,400
Deferred tax liabilities 863 - 1,183
Obligations under finance leases 7,512 6,768 7,552
---------- ---------- ----------------
107,288 102,328 109,405
Current liabilities
Trade and other payables 11,905 10,411 10,945
Accrued dividend payable 4 1,238 1,215 -
Short-term borrowings 7 1,159 158 159
Current tax payable 1,551 881 241
---------- ---------- ----------------
15,853 12,665 11,345
Total liabilities 123,141 114,993 120,750
---------- ---------- ----------------
Total equity and liabilities 220,710 191,975 211,962
---------- ---------- ----------------
*Of this balance GBP1,494,000 (30 June 2017: GBP1,017,000, 31
December 2017: GBPNIL) is restricted by the Group's lenders i.e. it
can only be used for purchase of investment property (or otherwise
by agreement).
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six months ended 30 June 2018
Share Share Treasury Capital Retained Total
Capital Premium Shares Redemption Earnings
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 January
2017 (audited) 4,437 5,491 - 604 61,747 72,279
Total comprehensive
income for the period - - - - 5,818 5,818
Dividends due - - - - (1,215) (1,215)
-------- -------- --------- ----------- --------- --------
Balance at 30 June
2017 (unaudited) 4,437 5,491 - 604 66,350 76,882
-------- -------- --------- ----------- --------- --------
Balance at 1 January
2017 (audited) 4,437 5,491 - 604 61,747 72,279
Total comprehensive
income for the period - - - - 21,257 21,257
Treasury shares - - (213) - - (213)
Dividends paid - - - - (2,111) (2,111)
-------- -------- --------- ----------- --------- --------
Balance at 1 January
2018 (audited) 4,437 5,491 (213) 604 80,893 91,212
Total comprehensive
income for the period - - - - 9,363 9,363
Dividends paid - - - - (1,768) (1,768)
Dividends due - - - - (1,238) (1,238)
Balance at 30 June
2018 (unaudited) 4,437 5,491 (213) 604 87,250 97,569
======== ======== ========= =========== ========= ========
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the six months ended 30 June 2018
Notes 30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Restated*
Unaudited Unaudited Audited
Cash flows from operating activities
Profit from operating activities 3,734 4,799 8,967
Add: Depreciation charges for
the period 10 7 9
Add: Loss on write down of stock - 124 124
Less: Rent paid treated as interest (286) (258) (528)
Profit before working capital
change 3,458 4,672 8,572
(Increase)/ decrease in receivables (903) 51 302
Increase/ (decrease) in payables 708 (300) 293
---------- ---------- ------------------------------
Cash generated from operations 3,263 4,423 9,167
Interest paid (2,065) (2,164) (4,324)
Income tax paid (840) (204) (1,194)
---------- ---------- ------------------------------
Net cash generated from continuing
operating activities 358 2,055 3,649
Net cash used in discontinued
operating activities - (39) (35)
Cash flows from investing activities
Purchase of plant and equipment - (12) (10)
Purchase of investment properties (145) (136) (8,870)
Corporate disposal (net of cash
sold) - - (12)
Proceeds from sale of investment
property 4,343 911 2,239
Proceeds from sale of available
for sale investments (shares) - 1,486 2,046
Dividend income received - 47 21
Interest income received 1 2 6
---------- ---------- ------------------------------
Net cash generated from/ (used
in) investing activities from
continuing operations 4,199 2,298 (4,580)
Cash flows from financing activities
New loans received 500 - 4,503
Repayments of loans (80) (78) (159)
Purchase of own shares - - (213)
Dividends paid (1,768) - (2,111)
Net cash used in financing activities (1,348) (78) 2,020
Net increase in cash and cash
equivalents 3,209 4,236 1,054
Cash and cash equivalents at the
beginning of period 5,941 4,887 4,887
Cash and cash equivalents at the
end of period** 9,150 9,123 5,941
---------- ---------- ------------------------------
* 2017 balances restated due to the disposal of MRG Systems Ltd
now disclosed as a discontinued operation.
** Of this balance GBP1,494,000 (30 June 2017: GBP1,017,000, 31
December 2017: GBPNIL) is restricted by the Group's lenders i.e. it
can only be used for the purchase of investment property (or
otherwise by agreement).
Panther Securities P.L.C.
NOTES TO THE INTERIM FINANCIAL REPORT
for the six months ended 30 June 2018
1. Basis of preparation of interim financial statements
The results for the year ended 31 December 2017 have been
audited whilst the results for the six months ended 30 June 2017
and 30 June 2018 are unaudited.
The financial information set out in this interim financial
report does not constitute statutory accounts as defined in Section
434 of the Companies Act 2006. The Group's statutory accounts for
the year ended 31 December 2017 which were prepared under
International Financial Reporting Standards ("IFRS") as adopted for
use in the European Union, were filed with the Registrar of
Companies. The auditors reported on these accounts, their report
was unqualified and did not include reference to any matters to
which the auditors drew attention by way of emphasis without
qualifying their report and did not contain any statements under
Section 498 (2) or Section 498 (3) of the Companies Act 2006.
These condensed consolidated interim financial statements are
for the six-month period ended 30 June 2018. They have been
prepared using accounting policies consistent with IFRS as adopted
for use in the European Union. IFRS is subject to amendment and
interpretation by the International Accounting Standards Board
("IASB") and the IFRS Interpretations Committee and there is an
ongoing process of review and endorsement by the European
Commission. The financial information has been prepared on the
basis of IFRS that the Board of Directors expect to be applicable
as at 31 December 2018.
IFRS 9 Financial Instruments and IFRS 15 Revenue from Contracts
with Customers have been applied by the Group for the first time in
preparing this interim financial report. The Directors consider
that the application of these standards has not had a material
impact on the recognition and measurement of items in the interim
financial report.
2. Revenue and cost of sales
The Group's only operating segment is investment and dealing in
property and securities. All revenue, cost of sales and profit or
loss before taxation is generated in the United Kingdom. The Group
is not reliant on any key customers. MRG was sold in 2017 but was
previously shown as a separate segment.
3. Income tax expense
The charge for taxation comprises the following:
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Current period UK corporation
tax 2,150 765 1,115
Prior period UK corporation
tax - 53 54
---------- ---------- ------------
2,150 818 1,169
Current period deferred
tax (320) 147 2,321
---------- ---------- ------------
Income tax expense for
the period 1,830 965 3,490
========== ========== ============
The taxation charge is calculated by applying the Directors'
best estimate of the annual effective tax rate to the profit for
the period.
4. Dividends
Amounts recognised as distributions to equity holders in the
period:
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Final dividend for the
year ended 31 December - 1,215* 1,227**
2016 of 9p per share*
Interim dividend for the
year ended 31 December
2017 of 5p per share - - 884
Special dividend for the
year ended 31 December 1,768 - -
2017 of 10p per share
Final dividend for the
year ended 31 December 1,238* - -
2017 of 7p per share
3,006 1,215 2,111
========== ========== ============
The final dividend of 7p per share for the year ended 31
December 2017 was not paid at the period end but declared and
approved (being accrued in these accounts) and was paid on 5
September 2018.
*Accrued at half year and paid after period end.
**Andrew Perloff waived his personal entitlement to the Group's
final dividend for the year ended 31 December 2016 on his personal
shareholding of 4,244,360 resulting in a reduction in the dividend
liability of GBP382,000 (at the period end).
5. Earnings per ordinary share (basic and diluted)
The calculation of basic and diluted earnings per ordinary share
is based on earnings, after excluding non-controlling interests,
being a profit of GBP9,363,000 (30 June 2017 - profit of
GBP5,766,000 and 31 December 2017 - profit of GBP21,301,000).
The basic earnings per share is based on the weighted average of
the ordinary shares in existence throughout the period, being
17,683,469 to 30 June 2018 (17,715,199 to 31 December 2017 and
17,746,929 to 30 June 2017). There are no potential shares in
existence for any period therefore diluted and basic earnings per
share are equal.
In the year ended 31 December 2017 Panther Securities PLC bought
63,460 ordinary shares that it currently holds in treasury.
6. Investment Properties
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Fair value of investment
properties
At 1 January 201,825 176,489 176,489
Additions 145 136 8,870
Acquisition of subsidiary - - -
Transfer from stock property - 164 164
Fair value adjustment
on property
held on operating leases - - 846
Disposals (15,035) (20) (1,320)
Revaluation increase 2,300 - 16,776
189,235 176,769 201,825
========== ========== ============
The directors consider that the fair value of the investment
properties has not materially changed with the exception of
Wimbledon Studios that was sold post period end, and as such this
was revalued to the Board's perceived market value at the period
end, since it was last valued by an independent valuations firm at
the 31 December 2017 Statement of Financial Position date.
7. Derivative financial instruments
The main risks arising from the Group's financial instruments
are those related to interest rate movements. Whilst there are no
formal procedures for managing exposure to interest rate
fluctuations, the Board continually reviews the situation and makes
decisions accordingly. Hence, the Company will, as far as possible,
enter into fixed interest rate swap arrangements. The purpose of
such transactions is to manage the interest rate risks arising from
the Group's operations and its sources of finance.
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Bank loans Unaudited Rate Unaudited Rate Audited Rate
Interest is charged
as to:
Fixed/ Hedged
HSBC Bank plc* 35,000 7.01% 35,000 7.01% 35,000 7.01%
HSBC Bank plc** 25,000 6.58% 25,000 6.58% 25,000 6.58%
Unamortised loan arrangement
fees (407) (572) (489)
Floating element
HSBC Bank plc 15,000 9,997 14,501
Shawbrook Bank plc 338 497 417
---------- -------- ----------
74,931 69,922 74,429
========== ======== ==========
* Fixed rate came into effect on 1 September 2008. The rate
includes 1.95% margin. The contract includes mutual breaks, the
next one being on 23 December 2019 (and every 5 years
thereafter).
** This arrangement came into effect on 1 December 2011 when
HSBC exercised an option to enter the Group into this interest swap
arrangement. The rate includes a 1.95% margin. This contract
includes a mutual break on the fifth anniversary and its duration
is until 1 December 2021.
Bank loans totalling GBP60,000,000 (2017 - GBP60,000,000) are
fixed using interest rate swaps removing the Group's exposure to
interest rate risk. Other borrowings are arranged at floating
rates, thus exposing the Group to cash flow interest rate risk.
The derivative financial assets and liabilities are designated
as held for trading.
Hedged Rate Duration 30 June 30 June 31 December
amount (without of contract 2018 2017 2017
margin) remaining Fair value Fair value Fair value
GBP'000 years GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Derivative Financial
Liability
Interest rate
swap 35,000 5.060% 20.19 (20,997) (21,881) (22,831)
Interest rate
swap 25,000 4.630% 3.42 (2,970) (3,915) (3,569)
Interest rate
swap* 25,000 2.141% 13.42 (1,174) - -
------------
(25,141) (25,796) (26,400)
--------- ------------ ------------
Movement in derivative financial liabilities 1,259 2,454 1,850
========= ============ ============
*This swap commences on 1 December 2021 when the GBP25,000,000
4.63% swap ceases, as it is at a lower rate it will result in an
annual interest saving of circa GBP625,000 per annum.
Interest rate derivatives are shown at fair value in the
statement of financial position, with charges in fair value taken
to the income statement. Interest rate swaps are classified as
level 2 in the fair value hierarchy specified in IFRS 13.
The vast majority of the derivative financial liabilities are
due in over one year and therefore they have been disclosed as all
due in over one year.
The above fair values are based on quotations from the Group's
banks and Directors' valuation.
Treasury management
The long-term funding of the Group is maintained by three main
methods, all with their own benefits. The Group has equity finance,
has surplus profits and cash flow which can be utilised, and also
has loan facilities with financial institutions. The various
available sources provide the Group with more flexibility in
matching the suitable type of financing to the business activity
and ensure long-term capital requirements are satisfied.
8. Net asset value per share
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
Unaudited Unaudited Audited
Basic and diluted 552p 433p 516p
========== ========== ============
9. Copies of this report are to be sent to all shareholders and
are available from the Company's registered office at Unicorn
House, Station Close, Potters Bar, EN6 1TL and will also be
available for download from our website www.pantherplc.com.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR LLFLSAEIEFIT
(END) Dow Jones Newswires
September 26, 2018 02:00 ET (06:00 GMT)
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