RNS Number:2094Q
Minerva PLC
26 September 2003
MINERVA PLC ANNOUNCES FULL YEAR RESULTS
Minerva plc, the FTSE 250 property company, announced today its preliminary
results for the 12 months ended 30th June 2003.
Highlights
* Net rental income increased by 8.5 % to #47.6 million (2002: #43.9
million).
* Profit before tax and exceptional items of #1.4 million from Minerva's
core business (2002: #6.3 million).
* After the effect of exceptional items and the inclusion of Minerva's
share of the results of Scarlett Retail, the loss before tax for the year was
#5.2 million (2002: #6.3 million profit).
* Net asset value per share of 317.2 p (2002: 351.3p)
* Cash reserves of #141.2 million (2002: #120.2 million).
* Total dividend for the year increased by 1.6% to 3.15 pence per share
(2002: 3.1 pence).
* The green light given by the Secretary of State in respect of the town
centre shopping development at Park Place, Croydon enables the Group to
prepare the way for the development of this project. Park Place will be one
of London's largest urban regeneration projects and will elevate Croydon to
one of the top retail destinations in the UK.
* Scarlett Retail, a partnership between Minerva, Lehman Brothers and new
management, successfully acquired Allders plc in February 2003. Through a
total equity investment of #10.4 million, Minerva has secured control over
the Croydon department store which lies at the heart of its Park Place
development.
* Since the acquisition of Allders, new management has undertaken a
comprehensive reorganisation and rationalisation programme in order to
adjust, streamline and redirect the Company for future growth. The
financial effects of these actions are incorporated in the Minerva Group
accounts. The majority equity investment in Scarlett Retail has the
potential to provide the Group with significant future rewards.
* The Group's planning application for The Minerva Building comprises a 1
million sq ft prime office development in the City of London, designed by
British architects, Grimshaw. The Group has conducted a detailed
consultation procedure with interested parties during the year and is
hopeful that the planning application will be considered by the Corporation
of London towards the end of this year.
* During the year, the Group completed its two office schemes at Wigmore
Street, W1 and 90 High Holborn, WC1, and in so doing has eliminated
speculative tenant risk on its completed development programme.
* Wigmore Street: The principal office building which totals 29,000 sq
ft was leased to the Government for 15 years at an annual rent of #1.3
million, which equates to #52 p.s.f. on the best space. There is a
tenant option to determine the lease in June 2013.
* 90 High Holborn: The 181,000 sq ft development was leased in its
entirety to law firm, Olswang, for a term of 20 years at an initial rent
of #6.1 million, rising to #8.1 million in June 2003, #8.3 million in
September 2004 and a minimum of #8.5 million in March 2007. In
addition, the Group restructured its joint venture arrangements with
Olswang such that the Group now has full ownership of the property in
return for paying Olswang #12.5 million
Andrew Rosenfeld, Chief Executive of Minerva, said:
"The combination of cash, development opportunities and property investment
assets, together with our investment in Allders, through Scarlett Retail, offers
shareholders a range of opportunities through which value can be added".
Enquiries:
Andrew Rosenfeld Tel: (020) 7535 1000
Chief Executive, Minerva plc
Ian Lindsley Tel: (020) 7630 3833 / (07887) 681 561
The Communication Group plc
Chairman's statement
The year to June 2003 can be adequately summed up as a period of achievement and
transition.
Our achievements have included securing the 'green light' from the Secretary of
State for the development of our 1 million sq. ft. Park Place shopping centre in
Croydon; in partnership with Lehman Brothers and a new highly experienced
management team, the acquisition in February of this year of the retail group
Allders plc; and the elimination of all speculative risk on our recently
completed Central London office development programme.
I refer to the term "transition" as I believe this fairly reflects the current
Group position as we prepare our two most significant sites for redevelopment.
One site will create the City of London's largest single office building - The
Minerva Building and the other site will house one of the country's largest
covered shopping malls, at Park Place in Croydon. The consequence of this
transition is the inevitable trade off between current rental income and future
value enhancement through development. Sitting as we currently do with the
opportunity to develop two of the country's most significant commercial
projects, this is a trade off that we are content, at the present time, to make.
This transitionary phase is equally applicable to Allders plc, in which we
acquired a joint venture interest through our investment in Scarlett Retail
Group Limited ("Scarlett Retail") earlier this year. Since the acquisition,
Scarlett Retail has undertaken a series of activities including a fair value
exercise of Allders' assets and liabilities and a comprehensive reorganisation
and rationalisation programme in order to adjust, streamline and redirect the "
new Allders". This course of action has had an inevitable and significant
impact upon the Minerva Group accounts. However we believe that Allders is now
well positioned to reap the rewards of the new management's corporate strategy.
All of this activity has been conducted against a challenging global and
domestic economic and political backdrop which has inevitably had an adverse
effect on the real estate market in London.
The consequence of that which I say above is reflected in the financial results
for the year ended 30th June 2003 which I now articulate below.
For the year ended 30th June 2003, net asset value per share has reduced by 9.7
% to 317.2 pence, from 351.3 pence per share. Profit before tax and
exceptional items of #1.4 million was made by Minerva's core business (2002:
#6.3 million). After the effect of exceptional items and the inclusion of our
share of the results of Scarlett Retail, the loss for the year before tax was
#5.2 million (2002: #6.3 million profit).
Your Board is nevertheless pleased to recommend a final dividend of 2.1 pence
per share, making a total dividend for the year of 3.15 pence per share, an
increase of 1.6 per cent compared with last year. Subject to approval at the
Annual General Meeting, the final dividend will be paid on 17 December 2003 to
those shareholders on the register at the close of business on 10 October 2003.
I would now like to turn briefly to each of our principal constituent activities
in order that you, our shareholders, have a clear picture of what lies ahead for
the coming year.
We are, and will continue to remain focused on our core business, that of real
estate investment and development; we will seek to avoid taking unnecessary
speculative development risk; and we will conduct our business activities
against a backdrop of high cash reserves which at the year end stood at #141.2
million.
I have been asked on a number of occasions over the past year why it is that we
choose to hold such a high level of cash within the Group. Having navigated a
commercial path that spans several economic cycles, I have learned that the
flexibility and security that cash provides in uncertain times far outweighs the
risk of precipitate investment in assets with a less than certain future. I
would make the point however that this policy is constantly under review having
regard to the opportunities that arise for further investment and the changing
nature of the economic and real estate markets.
Obtaining the support of Government for our proposals in Croydon was a
significant step forward in achieving our goal of developing one of the
Country's leading town centre retail schemes. Now that we have reached this
stage there is much to be done in order to prepare the way for development to
commence. We are now working closely with Croydon Council to ensure that over
the coming year all of the necessary legal documentation is progressed so as to
enable a smooth transition through to funding and thereafter commencement of the
demolition and construction programme.
Having secured a successful planning outcome for Croydon, we now turn our
attention firmly towards The Minerva Building, where we have for most of this
year been addressing all of the issues that have arisen as a consequence of
quite the most detailed and rigorous consultation process. We are now hopeful
that the Corporation of London will consider this application at Committee
towards the end of this year.
I would now like to address the acquisition of Allders plc. This transaction
was the culmination of a long term plan to obtain control of the existing
Allders department store in Croydon which lies at the heart of our Park Place
development proposal. Additionally, Allders is to be our anchor tenant in the
new project. The rationale for investing in Scarlett Retail was based purely on
property fundamentals and not the sudden desire to change the Group's direction
towards the retail sector. However, a constituent part of Scarlett Retail's
acquisition of Allders involved the installation of a new, vibrant and
experienced management team headed by Terry Green and Phil Cox whose reputation
in the retail sector goes before them. As a consequence of which, an
opportunity has arisen in Allders which may in due course lead to additional
shareholder value, albeit that we are currently treading extremely cautiously in
terms of our expectations in this regard. Our gross investment in Scarlett
Retail is relatively small, around #10.4 million, with the balance of funding
being a combination of non recourse debt, and co-investment by Lehman Brothers
and new management.
I have read recent reports suggesting that there are signs of economic recovery
and the embryonic signals of renewed activity in the Central London office
market. There are even suggestions that the office letting market has "bottomed
out". This may well prove to be correct, but I am not yet convinced that such
a claim can be fully justified and there is certainly no clear pattern to
suggest that the worst is behind us. Habitually a recovery in the property
industry lags the broader economic revival by some considerable time, and whilst
we recognise the importance of positioning ourselves for such a recovery, clear
evidence of this trend will be necessary before we risk substantial shareholder
funds.
The consequence of what I say above is that we will continue to focus on the
Group's existing development and investment portfolio and most particularly The
Minerva Building and Park Place. We regard this to be by far the best
application of our management time and cash resources. In tandem, we will seek
to maximise the value of our investment in Scarlett Retail which in itself
brings a new opportunity for further shareholder value. Additionally, if market
conditions are suitable and the appropriate opportunities arise, we will look to
invest funds in projects which can further enhance the net asset value of the
Group.
In closing, and perhaps more so this year than any other, I would really like to
thank my colleagues at Minerva and our professional team who have together
worked tirelessly in achieving a number of important strategic successes set
against the backdrop of difficult market conditions.
Sir David Garrard
Chairman
Chief Executive's business review
Set against the backdrop of economic and political uncertainty, a war in the
Middle East and a declining Central London property market, this year has, to
say the least, been a challenging one. We have however been extremely busy
working our most important property assets which we believe will create
substantial future shareholder value. In addition, we have spent considerable
time securing the acquisition of Allders plc which has underpinned our
development proposals at Park Place Croydon and provided the Group with a new
and potentially rewarding retail investment.
For the team at Minerva this has been a period where huge managerial commitment
has been rewarded with successful outcomes.
Our current development programme is now completed and we have been able to
eliminate any further speculative risk at a time when the leasing market in
London is under significant pressure both in terms of rental levels and tenant
incentives.
Our proposals for our shopping development at Park Place, Croydon have been
given the 'go ahead' by the Secretary of State. The procedure for consultation
has been a lengthy one, and we have faced many hurdles in achieving our
objectives, none greater than the issue of transportation which lay at the heart
of the concerns expressed by the Greater London Authority. As experienced
developers, we subscribe to the consensus approach of decision making - in short
we like to feel that everybody's views have been considered and wherever
possible accommodated within the plans being proposed. I believe that it was
this philosophy that enabled us to work with the Greater London Authority and
others in a positive and productive manner and in so doing arrive at an outcome
which satisfied the aspirations and pre-occupations of all consultees and in a
manner which avoided a Public Inquiry.
As a consequence of this approach, Croydon and its neighbouring hinterland now
has the opportunity to benefit from significant inward investment to create one
of the country's leading town centre shopping malls which will total over 1
million sq. ft. and incorporate over 100 new shops, modern restaurant facilities
and a major new department store for Allders which will extend to around 350,000
sq. ft. This development will significantly increase the town's turnover,
create new jobs and regenerate this important area of the town centre.
This decision by the Secretary of State has now opened a whole new area of
activity for the Group as we prepare the way for the important aspects of
compulsory purchase, financing and ultimately demolition and construction.
We have during the year continued to acquire those property interests not within
Minerva's direct control and which would otherwise form part of the compulsory
purchase order issued by the local authority. The principal interests that
have been acquired during the year, or where terms have been agreed
subsequently, include a series of mixed use buildings totalling nearly 120,000
sq. ft., at a combined purchase price of around #5.5 million.
It is our intention, wherever possible, to continue this process of acquisition
so as to minimise the number of interests that will ultimately be incorporated
within the compulsory purchase procedure.
In addition, we are in the process of completing our arrangements with Nestle UK
Ltd who will benefit from the further new provision of office and ancillary
accommodation to complement their existing holdings on the site thus
consolidating their presence in Croydon.
Furthermore, as part of the planning process we are concluding the documentation
required to record our Section 106 Agreement with Croydon Council which caters
for all of the contributions that will be made by Minerva to enhance the local
community in and around Croydon.
Carrying on with the Croydon theme, in February of this year Scarlett Retail
acquired Allders plc. This acquisition represents the culmination of a three
and a half year activity which has now enabled Minerva to obtain control of an
extremely important property asset which lies at the heart of our Park Place
development. The total cost to Scarlett Retail of the Allders acquisition was
substantially underpinned by freehold and long leasehold property assets located
principally around London and the South East. The acquisition was financed
through a combination of non-recourse debt and equity. Our original investment
in Allders of #30.2 million was sold to Scarlett Retail for #33.2 million thus
realising a profit of #3 million. As part of the transaction, Minerva invested
approximately #10.4 million for its majority stake in Scarlett Retail. Taking
account of the #3 million profit, Minerva's net investment in Scarlett Retail
equates to around #7.4 million. The partnership in Scarlett Retail is with
Lehman Brothers and new management, who together share the remaining equity.
Allders is run by Terry Green and Phil Cox, who together with their newly formed
management team collectively comprise one of the most experienced forces in the
retail sector. We will of course seek to ensure that the interests of Minerva
shareholders are uppermost on the agenda as the new management seeks to maximise
the potential from this business and we look forward to the progress that we
hope will be made.
I think it is appropriate to re-emphasise at this point that we are first and
foremost a property investment and development company whose primary activity
will continue to focus on unlocking shareholder value from existing property
assets and through future property acquisitions.
With this firmly in mind I should now like to turn to our proposals for The
Minerva Building, where we are planning to develop a headquarter office
development of over 1 million sq.ft., at the junction of Houndsditch and St.
Botolph's Street in London EC3. I can report that during the year an enormous
amount of work has been carried out and progress made as we move towards the
most advanced stage of the planning process.
Much of the year has been taken up conducting a detailed consultation procedure
involving key interested parties including the Corporation of London, the
Greater London Authority, English Heritage and CABE. This has, inter alia,
culminated in the finalisation of the building design and the creation of a
major new City square bounded by St Botolph's Church to the east, Sir John
Cass's School to the west, Houndsditch to the north and adjacent to Fenchurch
Street to the south.
We are now hopeful that our planning application will be considered by the
Corporation of London towards the end of this year. This proposed development
will be unique within the traditional "Square Mile" and will offer the City of
London a rare opportunity to develop a signature office complex which will not
only meet the future needs of financial occupiers, but will, in our opinion,
create a landmark of the highest architectural quality within one of the most
important financial districts in the world.
Although referred to earlier in the year, I feel that it is necessary to briefly
touch on the acquisition of our joint venture partners' interest in 90 High
Holborn WC1. Here, our tenant Olswang, also retained a 50% interest in the
equity value of the completed development. During this financial year we
acquired Olswang's interest for #12.5 million and in so doing obtained full
ownership of the completed office development, which was subsequently refinanced
on a long term investment facility on terms which have enabled us to fully
recover the total development cost along with the additional funds required to
purchase Olswang's stake. This property is now fully leased for a term of 20
years to Olswang at an initial rent of #6.1 million per annum which increased to
#8.1 million per annum in June 2003, rising to #8.3 million per annum in
September 2004 and a minimum of #8.5 million per annum in March 2007 . As part
of this transaction we agreed to share with Olswang any temporary shortfall in
rent relating to the 5th and 6th floors. This is referred to in the Financial
Review.
Turning to the property portfolio in general, we have during the year continued
to work the portfolio in an active and entrepreneurial manner.
In respect of the Walbrook Estate, where we have the benefit of a planning
consent for a headquarters office building of 452,000 sq. ft. designed by Foster
& Partners, we have acquired further property at 103 Cannon Street - a 14,000
sq. ft office and retail investment - for circa #6.9 million. In addition, we
have renewed a planning consent for 9,860 sq. ft. of offices at 15 St Swithin's
Lane which sits adjacent to our proposed development. We also own other small
buildings along St Swithin's Lane which together with 15 St Swithin's Lane may
create the opportunity to submit a further planning application of around 15,000
sq. ft. of offices.
Our investments, on the South Bank adjacent to the Tate Modern - "Bankside",
have significant development potential albeit that the properties are the
subject of mid to long term leases. We are evaluating the development
potential inherent within our ownership and we regard this as a significant
opportunity for the future.
The Criterion development at Piccadilly Circus, comprises 121,477
sq. ft. of modern air-conditioned offices developed in 1993 and let to
management consultants, McKinsey's. There is in addition a total of 90,639 sq.
ft of retail and restaurant accommodation principally leased to Lillywhites and
Virgin Megastore. The offices generate #5.025 million per annum (#41.40
p.sq.ft) and are currently the subject of a rent review.
I would now like to turn to the main highlights of the Group's financial
performance over the last 12 months.
Net rental income during the year increased from #43.9 million to #47.6 million,
principally as a result of new rental contributions arising from our completed
office developments at 90 High Holborn and 42-48 Wigmore Street, the latter of
which was leased to the Government.
Profit before tax and exceptional items of #1.4 million, was made by Minerva's
core business. After the effect of exceptional items and the inclusion of the
Group's share of the results of Scarlett Retail, the loss for the year before
tax was #5.2 million (2002: #6.3 million profit).
The Group's property portfolio was independently valued by Atis Real Weatheralls
at circa #1.06 billion. This has been reflected in the net asset value per share
which has decreased 9.7 per cent to 317.2 pence from 351.3p per share. The main
contribution to this decline has been from the performance of the Central London
portfolio, reflecting weaker market conditions principally in the City of London
and the West End. The property revaluation has taken account of the elimination
of stamp duty payable in newly designated disadvantaged areas, which has
accounted for a positive valuation adjustment in respect of around 30% of the
portfolio. A final dividend of 2.1 pence per share is proposed, which together
with the interim dividend of 1.05 pence per share, makes a total dividend for
the year of 3.15 pence per share (2002: 3.1 pence per share).
Total bank borrowings at 30 June 2003 were #670.2 million (2002: #619.3
million). Cash balances were #141.2 million (2002: #120.2 million) and the
Group had undrawn loan facilities of #2.9 million (2002: #15.3 million). The
increase in net debt from #499 million to #529 million during the year largely
reflects the expenditure required to complete our two developments together with
the acquisition of the minority interest in 90 High Holborn, partly reduced by
the net proceeds arising from the sale of our shares in Allders plc and our
re-investment in Scarlett Retail.
During the year, new financings totalling #126 million were completed. At 30
June 2003 the average interest cost of borrowings for the Group was 6.9 per cent
(2002: 7.1 per cent) with a weighted average loan maturity of 9 years. The
Group has continued to adopt a risk averse hedging strategy in terms of it's
borrowings with 95 per cent of the Group's bank debt attracting fixed rates of
interest.
In recent months, there have been a number of encouraging key economic
indicators pointing towards recovery, in our own domestic market, the United
States and Japan.
It is generally accepted that a recovery in the commercial property market
follows the broader economic trend albeit that there is a delay in this
filtering through to the market place. A number of commentators are suggesting
that the Central London market has stabilised with rents levelling out and
tenant incentives not increasing.
Bluntly, I believe that it is too early and the economic environment is too
fragile to make judgements on the nature and extent of any recovery. We will
therefore continue to adopt an extremely cautious approach to substantial
further investment, adopting a risk averse policy until such time as a clearer
and stronger trend emerges.
We are fortunate that we have completed our current construction programme,
having leased all of our new office projects. Furthermore, we retain a high
level of cash within the company which at one level will provide us with a
buffer against fluctuating market conditions but at another level offers us the
flexibility to invest as and when opportunities arise.
The year ahead offers us the exciting prospect of progressing our proposed
development plans for Park Place Croydon and securing planning consent for what
will in our view be one of the City of London's most significant new landmark
office developments. There is much to do in order to maximise the value of
both of these projects, as there is in enhancing the value of our existing asset
base, maintaining a close stewardship of our investment in Allders, through
Scarlett Retail, and seeking further opportunities for investment in new
projects. We therefore look forward to the year ahead with a degree of
cautious optimism.
Andrew Rosenfeld
Chief Executive
FINANCIAL REVIEW
INTRODUCTION
This year's results include those of our joint venture investment in Scarlett
Retail which acquired Allders during the year.
REVIEW OF RESULTS
Profit before tax, exceptional items and goodwill amortisation for the year was
#0.3 million, comprising a profit of #1.4 million (2002: #6.3 million) from the
core real estate business of Minerva and the Group's share of Scarlett Retail's
loss of #1.1 million (2002: #nil). After deducting exceptional items and
goodwill amortisation relating to the Group's investment in Scarlett Retail, the
reported loss before taxation for the Group for the year was #5.2 million (2002:
#6.3 million profit).
Minerva
Net rental income has increased during the year by 8.5 per cent to #47.6 million
(2002: #43.9 million). The increase in rental income, before property
outgoings, from #47.8 million to #53.1 million principally arises from new
rental income following the completion of our two developments during the first
half of our financial year at 90 High Holborn and 42-48 Wigmore Street, which
have been let to Olswang and the Government respectively. The effect of the
increase was partially offset by, amongst other things, higher operational void
and related costs arising from properties where the Group continues to maintain
development flexibility.
Group net financing costs increased by #8.6 million to #41.2 million. The
increase principally reflects a combination of higher levels of borrowings
secured against property assets, the cessation of interest capitalised on our
two completed developments part way through the financial year and reduced rates
of interest on the Group's cash deposits.
With regard to 90 High Holborn, the Group restructured its arrangements with
Olswang during the year, acquiring the remaining 50 per cent interest in the
joint venture for #12.5 million. This was subsequently funded as part of a
refinancing of the property. In addition, as reported last September, Olswang
took an overriding 20-year lease over the entire development and, as part of
this transaction, Minerva agreed to share with Olswang any difference between
their rental income and expense in respect of 39,000 sq. ft. of office
accommodation, which has subsequently been under-leased by Olswang to the Police
Complaints Commission. Minerva's share of the difference referred to above,
principally arising from the rent free period in the under-lease, totals circa
#1.9 million and will be recognised in the profit and loss account over the
period until first review. Following completion of the developments at 90 High
Holborn and 42-48 Wigmore Street, the properties were refinanced with two new
long-term, non-recourse bank facilities totalling #126 million. In doing so, as
reported at the time of our interim results, a one-off charge of #0.5 million
has been recognised in the profit and loss account in respect of unamortised
loan issue costs written-off on loans repaid. At 30 June 2003, the average
interest cost of borrowing for the Group was 6.9 per cent (30 June 2002: 7.1 per
cent) with a weighted average maturity of circa 9 years.
The Group tax charge for the year was #1.3 million (2002: #1.5 million)
consisting of deferred taxation arising from capital allowances claimed and
other timing differences which we are required to provide in accordance with FRS
19. The Group has no liability to current UK corporation tax as there are
losses brought forward and capital allowances available. Based on the latest
property portfolio valuation, there is an estimated potential capital gains tax
liability of approximately #64 million should the properties be sold and no
capital allowances be retained by the Group.
Scarlett Retail
During the year the Group invested circa #10.4 million for a majority equity
stake in Scarlett Retail, a joint venture with Lehman Brothers, Terry Green and
Phil Cox who share the remaining equity. Scarlett Retail, which is financed by
a combination of equity and non-recourse bank debt, announced an offer to
acquire Allders plc in December 2002, and declared the offer unconditional in
February 2003. As part of this transaction, the Group sold its 26.5 per cent
stake in Allders to Scarlett Retail for #33.2 million, repatriating cash to
Group reserves and generating a profit of #3 million over its original cost. In
terms of financial presentation, this profit has been offset against the Group's
total investment in Scarlett Retail of #10.4 million to give a net-cost of
investment of #7.4 million, and I would refer you to the section below
explaining the accounting treatment adopted for recognising the Group's share of
net assets and results of this joint venture.
The Group's investment in Scarlett Retail has resulted in acquisition goodwill
of #13.5 million, which is being amortised over 20 years. The goodwill figure
arises after adjusting the acquired net assets of Scarlett Retail to fair value.
The adjustments are given in note 10, but relate principally to the clearance
of old stock, the adjustment of the carrying value of the fixed assets in line
with FRS 11 as well as a realignment in respect of the pension scheme.
The period since acquisition has been one of significant transformation and
adjustment with new management implementing extensive change in order to
redirect the activities of Scarlett Retail. This has necessitated a review of
all areas and there have been significant costs incurred as a result. Our
share of the results of the joint venture for the period since acquisition,
before exceptional items, principally redundancy and other restructuring costs,
and goodwill amortisation, contributed a loss of #1.1 million to the Group's
pre-tax results. After exceptional charges, goodwill amortisation and tax, the
Group has recognised a loss of #4.3 million, representing its share of Scarlett
Retail's results after tax.
Shareholders' funds and dividends
Principally as a result of the reduction in the valuation of our property
portfolio and our share of the loss of Scarlet Retail, shareholders' funds at 30
June 2003 were #508.1 million, which corresponds to a net asset value per share
of 317.2 pence, a decrease of 9.7 per cent from 351.3 pence at 30 June 2002.
Despite NAV falling during the year, since our first financial year-end as a
listed company on 30 June 1997, the annual compound growth in NAV per share has
been 9.7 per cent, and by including the cumulative dividends per share that have
been paid or proposed during the period, the compound return has been 11.0 per
cent per annum.
A final dividend of 2.10 pence per share is proposed. Together with the interim
dividend of 1.05 pence per share already paid, this brings the total dividend
for the year to 3.15 pence per share, an increase of 1.6 per cent on the total
dividend for 2002.
FINANCING AND STRUCTURE
Minerva
The Group finances its activities through a mixture of cash flow and borrowings.
The Group seeks to selectively gear property investments with secured
long-term bank debt whilst holding a large amount of cash providing the group
with the security, liquidity and flexibility. The Group deposits its cash with
selected financial institutions with high credit ratings.
Total borrowings at 30 June 2003 were #670.2 million (2002: #619.3 million).
Cash and short term deposits were #141.2 million (2002: #120.2 million) and the
Group had undrawn loan facilities of #2.9 million (2002: #15.3 million). The
increase in net debt during the year largely reflects the expenditure required
to complete the developments at Wigmore Street and 90 High Holborn together with
the acquisition of the minority interest in 90 High Holborn, albeit that the net
increase was partly reduced by the net realisation of cash from the sale of our
listed share investment in Allders plc and subsequent re-investment in Scarlett
Retail.
In terms of its borrowings, the Group adopts a risk-averse hedging strategy with
almost all of its borrowings, which are secured on property assets, at fixed
rates. The Group continues to use interest rate derivatives to manage its
exposure to adverse interest rate movements and at 30 June 2003, 95 per cent
(2002: 87 per cent) of Group borrowings were hedged under fixed or swapped-fixed
interest rate agreements.
The Group also seeks to borrow on a long-term basis to match, where possible,
the income from leases. At 30 June 2003, 82 per cent (2002: 70 per cent) of the
Group's borrowings are due to mature in more than five years.
At the year end, the fair value of the Group's debt and interest rate hedging
derivatives, required to be disclosed under FRS 13 'Financial Instruments',
resulted in a notional cost of #66.7 million (2002: #25.9 million), which if
taken to reserves after tax at 30 per cent, would reduce the group's net asset
value by #46.7 million (2002: #18.2 million), equivalent to 29.1 pence per share
(2002: 11.3 pence per share). Further details are provided in note 15 to the
financial statements. We have conducted a further valuation subsequent to the
year end, and at 31 August 2003 the notional cost has reduced to #44.8 million,
which if taken to reserves on a similar post-tax basis, would result in a
reduction in the Group's net asset value by #31.4 million or 19.6 pence per
share.
Scarlett Retail
Scarlett Retail is funded by ordinary and preference share capital of #14.2
million, of which Minerva's share is #10.4 million. The balance of the funding
which supported Scarlett Retail's acquisition of Allders plc was non-recourse
bank debt provided by Lehman Brothers. At 30 June 2003, the joint venture had
net borrowings of #162.4 million, consisting of bank borrowings of #164.4
million and cash and short term deposits of #2.0 million.
ACCOUNTING FOR SCARLETT RETAIL
Although Scarlett Retail is a subsidiary as defined under the Companies Act, it
is considered by the Board, having regard to the Shareholders' Agreement, that
the most appropriate method of accounting for Scarlett Retail is as a joint
venture under the gross equity method of accounting prescribed by FRS 9,
Associates and Joint Ventures. Under the gross equity method, the Group's share
of Scarlett Retail's gross assets, gross liabilities and results are included in
the consolidated results of the Group.
Ivan Ezekiel
Chief Financial Officer
CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the year ended 30 June 2003
Before
goodwill
amortisation Goodwill
and amortisation
exceptional and
items exceptional
items
2003 2003
#'000 #'000
Total
Total 2002
Note 2003 #'000
#'000
Turnover: Group and share of joint venture 150,383 - 150,383 47,782
Less: Share of joint venture 10 (97,303) - (97,303) -
Total turnover 53,080 - 53,080 47,782
Net property outgoings (5,505) - (5,505) (3,924)
Administrative expenses (6,625) - (6,625) (6,577)
Other income 196 - 196 188
Group operating profit 41,146 - 41,146 37,469
Share of joint venture operating profit/(loss) 10 1,002 (5,028) (4,026) -
Share of operating profit 1,002 - 1,002 -
Share of exceptional items - (4,792) (4,792) -
Goodwill amortisation - (236) (236) -
Total operating profit/(loss) 42,148 (5,028) 37,120 37,469
Income from listed investments 952 - 952 1,401
Net financing costs 2 (42,766) (504) (43,270) (32,597)
Profit/(loss) on ordinary activities before 334 (5,532) (5,198) 6,273
taxation
Taxation (charge)/credit 3 (972) 465 (1,463)
1,437
(Loss)/profit on ordinary activities after (638) (4,095) (4,733) 4,810
taxation
Dividends 4 (5,046) - (5,046) (4,966)
Retained loss (5,684) (4,095) (9,779) (156)
(Loss)/earnings per share:
- basic and diluted 5 (0.4)p (2.6)p (3.0)p 3.0p
CONSOLIDATED BALANCE SHEET
As at 30 June 2003
30 June 2003 30 June 2002
Note #'000 #'000
Fixed assets
Investment properties 6 1,059,543 1,075,026
Tangible fixed assets 7 1,267 412
Investments 8 107 24,648
Investment in joint venture: 10 3,069 -
Share of gross assets 105,727 -
Share of gross liabilities (115,890) -
Goodwill 13,232 -
1,063,986 1,100,086
Current assets
Debtors 11 10,275 8,170
Cash at bank and in hand 12 141,168 120,236
151,443 128,406
Creditors: Amounts falling due within one year 13 (43,827) (39,523)
Net current assets 107,616 88,883
Total assets less current liabilities 1,171,602 1,188,969
Creditors: Amounts falling due after more 14 (658,290) (607,266)
than one year
Provision for liabilities and charges 16 (5,223) (3,924)
508,089 577,779
Equity minority interests - (15,088)
Net assets 508,089 562,691
Capital and reserves
Called up share capital 17 40,048 40,048
Share premium account 18 197,101 197,101
Revaluation reserve 18 241,413 286,236
Other reserves 18 41,795 41,795
Profit and loss account 18 (12,268) (2,489)
Equity shareholders' funds 508,089 562,691
Net asset value per share 19 317.2p 351.3p
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
For the year ended 30 June 2003
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
(Loss)/profit on ordinary activities after taxation (4,733) 4,810
Unrealised (deficit)/surplus on revaluation of investment (44,823) 33,488
properties
Movement in equity minority interest share on revaluation of
investment properties - 29
Total recognised gains and losses for the year (49,556) 38,327
NOTE OF HISTORICAL COST PROFITS AND LOSSES
For the year ended 30 June 2003
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
(Loss)/profit on ordinary activities before taxation (5,198) 6,273
Realisation of revaluation deficit of previous years - -
Historical cost (loss)/profit on ordinary activities before
taxation (5,198) 6,273
Historical cost loss for the year retained after taxation and
dividends (9,779) (156)
RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' FUNDS
For the year ended 30 June 2003
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
(Loss)/profit on ordinary activities after taxation (4,733) 4,810
Dividends (5,046) (4,966)
(9,779) (156)
Unrealised (deficit)/surplus on revaluation of investment (44,823) 33,488
properties
Movement in equity minority interest share on revaluation of
investment properties - 29
Net movement in equity shareholders' funds (54,602) 33,361
Opening equity shareholders' funds 562,691 529,330
Closing equity shareholders' funds 508,089 562,691
CASH FLOW STATEMENT
For the year ended 30 June 2003
Year ended Year ended
30 June 2003 30 June 2002
Note #'000 #'000
Net cash inflow from operating activities 20a 42,544 38,101
Returns on investments and servicing of finance (35,734) (30,395)
Interest received 4,647 5,220
Interest paid (41,051) (35,782)
Issue costs of long-term loans (952) (941)
Income received from listed investments 1,622 1,108
Taxation
UK corporation tax - -
Net operating cash flow 6,810 7,706
Capital expenditure and financial investment (4,190) (54,846)
Additions to investment properties (30,410) (46,022)
Additions to tangible fixed assets (1,382) (201)
Additions to listed investments (5,594) (8,792)
Receipts from sale of investment properties - -
Receipts from sale of tangible fixed assets 18 65
Receipts from sale of listed investments 33,178 104
Acquisitions (23,023) -
Acquisition of subsidiary undertakings 9 (12,588) -
Investment in joint venture 10 (10,435) -
Equity dividends paid (4,960) (4,854)
Cash outflow before use of liquid resources and financing (25,363) (51,994)
Management of liquid resources 20b/c (21,186) 2,298
Financing 46,295 48,873
New long-term loans 136,029 115,840
Repayment of long-term loans (89,734) (66,967)
Decrease in cash 20b/c (254) (823)
NOTES TO THE ACCOUNTS
1. ACCOUNTING POLICIES
The financial statements have been prepared in accordance with the historical
cost convention, as modified by the inclusion of investment properties at
valuation, and in accordance with accounting standards currently applicable in
the United Kingdom. There have been no changes to the accounting policies
during the year.
The audited financial statements of the Company and all of its subsidiary
undertakings have been consolidated, with the exception that where, in the
opinion of the Directors, severe long term restrictions exist over the control
of a subsidiary, that subsidiary is accounted for as a joint venture under the
gross equity method of accounting prescribed by FRS 9, Associates and Joint
Ventures.
2. NET FINANCING COSTS
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
Group interest payable:
Bank interest and charges 46,955 43,790
Capitalised during the year (1,971) (5,960)
44,984 37,830
Group interest receivable (4,278) (5,233)
40,706 32,597
Exceptional charge relating to early loan repayment 504 -
Group net financing costs 41,210 32,597
Share of joint venture interest payable 2,119 -
Share of joint venture interest receivable (59) -
Share of joint venture net financing costs 2,060 -
Total net financing costs 43,270 32,597
3. TAXATION
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
UK corporation tax - -
Deferred tax 1,299 1,463
Group corporation tax charge 1,299 1,463
Share of tax credit of joint venture (1,764) -
Total taxation (credit)/charge (465) 1,463
Tax reconciliation
Total (loss)/profit on ordinary activities before taxation (5,198) 6,273
Adjustment for share of joint venture loss before taxation 6,086 -
Group profit on ordinary activities before taxation 888 6,273
Tax on profit on ordinary activities at 30 per cent 266 1,882
Income not taxable (289) (350)
Expenditure not deductible for tax purposes 238 157
Capital allowances (893) (1,057)
Tax losses and other timing differences 157 (632)
Sale of listed investments covered by losses 521 -
Group corporation tax charge - -
4. DIVIDENDS
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
Interim dividend paid of 1.05 pence per share (2002: 1.03 pence) 1,682 1,650
Proposed final dividend of 2.10 pence per share (2002: 2.07 pence) 3,364 3,316
5,046 4,966
5. (LOSS)/EARNINGS PER SHARE
(Loss)/earnings per share is calculated on a weighted average of 160,193,213
ordinary shares of 25 pence each in issue throughout the year (2002: 160,193,213
ordinary shares) and is based on losses attributable to ordinary shareholders of
#4,733,000 (2002 : #4,810,000 profit).
Diluted (loss)/earnings per share is calculated after allowing for the exercise
of share options, and is based on 160,318,750 ordinary shares of 25 pence each
(2002: 160,518,401 ordinary shares).
6. INVESTMENT PROPERTIES
Long
Freehold leasehold Total
#'000 #'000 #'000
Group
At 1 July 2002: At valuation 731,400 343,650 1,075,050
Amount included within prepayments and accrued income (10) (14) (24)
At 1 July 2002: Net book value 731,390 343,636 1,075,026
Additions 23,722 5,618 29,340
Revaluation deficit (22,277) (22,546) (44,823)
At 30 June 2003: Net book value 732,835 326,708 1,059,543
Amount included within prepayments and accrued income 66 941 1,007
At 30 June 2003: At valuation 732,901 327,649 1,060,550
The investment properties were valued on an open market value basis by Atis Real
Weatheralls Ltd, independent external valuers, as at the year end in accordance
with the current edition of the Appraisal and Valuation Standards issued by the
Royal Institution of Chartered Surveyors.
7. TANGIBLE FIXED ASSETS
Leasehold Fixtures Motor
improvements and fittings vehicles Total
#'000 #'000 #'000 #'000
Cost
At 1 July 2002 443 440 546 1,429
Additions 22 1,278 96 1,396
Disposals (443) (1) (33) (477)
At 30 June 2003 22 1,717 609 2,348
Depreciation
At 1 July 2002 443 343 231 1,017
Charge for the year 2 401 127 530
Written back on disposals (443) - (23) (466)
At 30 June 2003 2 744 335 1,081
Net book value at 30 June 2003 20 973 274 1,267
Net book value at 30 June 2002 - 97 315 412
8. INVESTMENTS
Listed
Investments
#'000
At 1 July 2002 24,648
Additions 5,594
Disposals (30,135)
At 30 June 2003 107
During the year the Group disposed of its investment in 26.5% of the share
capital of Allders plc to Scarlett Retail for proceeds of #33,178,000. The gain
arising of #3,043,000 has been offset against the cost of the investment in
Scarlett Retail, the details of which are set out in note 10.
9. ACQUISITION OF SUBSIDIARY UNDERTAKINGS
During the year the Group increased its interest in the 90 High Holborn Limited
Partnership from 50 per cent to 100 per cent. The consideration comprised
entirely of cash.
10. JOINT VENTURE
During the year the Group acquired an interest in Scarlett Retail, a joint
venture between Minerva plc, Lehman Brothers and a new management team, which
acquired Allders plc. As part of this transaction, the Group sold its stake in
Allders plc to Scarlett Retail, realising a gain of #3,043,000. This gain has
been offset against the gross cost of investment of #10,435,000 to give a net
cost of investment to the Group of #7,392,000.
a) Acquisition of group interest in joint venture
The fair value of the group's share of the assets and liabilities acquired in
Scarlett Retail were as follows:
Book value at Total fair
acquisition value to the
#'000 Fair value Group
revaluations #'000
#'000
Tangible fixed assets 74,958 (5,718) 69,240
Stock 28,646 (8,533) 20,113
Debtors 10,545 (1,470) 9,075
Cash at bank 2,945 - 2,945
Creditors due within one year (42,235) 1,396 (40,839)
Creditors due over one year (56,937) - (56,937)
Provision for liabilities and charges (5,665) (4,008) (9,673)
12,257 (18,333) (6,076)
Goodwill on acquisition 13,468
Net group investment 7,392
b) Period ended
30 June 2003
Group share
#'000
Summary of Group's share of results of joint venture
Profit and loss account
Turnover 97,303
Operating profit before exceptional items and goodwill
amortisation 1,002
Exceptional item - restructuring costs (4,792)
Goodwill amortisation (236)
Operating loss (4,026)
Net financing costs (2,060)
Loss before taxation (6,086)
Taxation 1,764
Loss after taxation (4,322)
30 June 2003
Group share
#000
Balance sheet
Share of gross assets:
Tangible fixed assets 70,357
Current assets 35,370
105,727
Share of gross liabilities:
Creditors : Amount falling due within one year (34,278)
Creditors: Amount falling due after one year (70,796)
Provision for liabilities and charges (10,816)
(115,890)
Share of net liabilities (10,163)
c) Notes
30 June 2003
Goodwill #'000
At 1 July 2002 -
Acquisitions 13,468
Amortisation charge (236)
At 30 June 2003 13,232
Pension
Scarlett Retail's wholly-owned subsidiary, Allders plc, operates a funded
pension scheme in the UK providing benefits based on final pensionable salary
(the "Scheme"). The Scheme, which was closed to new members on 31 March 2002,
is funded in accordance with the advice of the Scheme actuary, is subject to
independent actuarial valuations every three years and has its assets held in
separate trustee administered funds. The most recent actuarial valuation of the
Scheme was carried out at 31 August 2001. This was updated to 28 February 2003
by a qualified independent actuary for the purposes of Scarlett Retail's
acquisition of Allders plc and showed that the actuarial value at that date of
the assets of the Scheme was sufficient to cover 88 per cent of the benefits
that had accrued to members after allowing for future salary increases.
Had FRS 17 been adopted early in full, the impact on this would have been to
reduce Minerva Group's net assets and profit and loss reserves by #3,576,000 as
follows:
30 June 2003
Group share
#'000
FRS17 net pension liability 6,607
Booked as a fair value adjustment under SSAP24 (3,031)
3,576
11. DEBTORS
30 June 2003 30 June 2002
#'000 #'000
Other debtors 5,244 6,048
Dividend due from joint venture 1,750 -
Prepayments and accrued income 3,281 2,122
10,275 8,170
12. CASH AT BANK AND IN HAND
Cash at bank includes #4,651,000 (2002: #4,382,000) retained in rent accounts
and not readily available to the Group for day-to-day commercial purposes.
13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
30 June 2003 30 June 2002
#'000 #'000
Bank/building society loans 7,687 7,413
Dividend payable 3,403 3,317
Taxation and social security 1,260 1,010
Other creditors 6,346 2,817
Accruals and deferred income 25,131 24,966
43,827 39,523
14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
30 June 2003 30 June 2002
#'000 #'000
Bank/building society loans 658,290 607,266
15. FINANCIAL INSTRUMENTS
The Group has taken advantage of the exemption under FRS 13 to exclude
short-term debtors and creditors from the following disclosures.
Interest rate risk of financial assets
The Group's financial assets comprise listed investments (note 8), short-term
debtors (note 11) and cash at bank and in hand (note 12). The cash at bank and
in hand, consists mainly of short-term deposits with maturity periods of less
than one year and earn interest at the rate prevailing at the time of the
deposit for the term of the deposit.
Maturity of financial liabilities
The debt maturity profile of the Group's bank and building society borrowings at
30 June 2003 is as follows:
30 June 2003 30 June 2002
#'000 #'000
Less than one year 7,687 7,413
Between one and two years 8,137 77,307
Between two and five years 107,067 100,540
Over five years 547,261 434,015
670,152 619,275
Unamortised loan issue costs (4,175) (4,596)
665,977 614,679
Undrawn facilities
At 30 June 2003 the Group had undrawn loan facilities of:
30 June 2003 30 June 2002
#'000 #'000
Less than one year 2,000 2,000
Between one and two years - 12,424
Between two and five years 888 888
2,888 15,312
Interest rate risk profile of financial liabilities
Fixed and floating rate liabilities of the Group as at 30 June 2003 are analysed
as follows:-
30 June 2003 30 June 2002
Weighted Weighted
average average
Total interest rate Total interest rate
(%) (%)
#'000 #'000
Fixed and swapped-fixed rate debt 634,788 7.0 536,564 7.3
Floating rate debt 35,364 4.9 82,711 5.7
Total debt 670,152 6.9 619,275 7.1
The Group's debt at 30 June 2003 is hedged under fixed, swapped or capped
interest rate agreements as follows:
30 June 2003 30 June 2002
Weighted Weighted
average average
#'000 period (yrs) #'000 period (yrs)
Fixed rates 293,932 9.1 296,735 10.1
Swapped-fixed rates 340,870 6.7 239,829 6.1
Capped rates - - 45,000 0.3
Total 634,802 581,564
In addition, the Group has entered into a forward-dated swap to commence in
March 2005 until December 2008. This is for #57,500,000 and will replace an
existing swap for the same amount which is to expire in March 2005.
Swapped-fixed arrangements have the effect of transforming floating rate
liabilities into fixed rate liabilities. The weighted average interest rate
shown for fixed rate liabilities is 7.0 per cent (2002: 7.3 per cent) and
includes loan margins ranging from 0.8 per cent to 1.6 per cent with all
inclusive interest rates ranging from 5.5 per cent to 8.1 per cent (2002: 6.3
per cent to 8.1 per cent).
Floating rate debt incurs interest at margins between 0.9 per cent and 1.6 per
cent over LIBOR (2002: 0.9 per cent and 1.75 per cent).
Fair values
A valuation was carried out as at 30 June 2003 by J C Rathbone Associates
Limited, to calculate the market value of the Group's debt instruments on a
replacement basis, taking into account the difference between fixed,
fixed-swapped and collared interest rates for the Group borrowings and the
prevailing interest rates for the respective periods of the appropriate debt
instruments.
The valuation at 30 June 2003 of the fixed rate loans, interest rate swaps and
interest rate caps referred to above are as follows:
30 June 2003 30 June 2002
Fair Fair
Book Fair value Book Fair value
value value difference value value difference
#'000 #'000 #'000 #'000 #'000 #'000
Fixed rate loans 293,932 331,904 (37,972) 296,735 313,034 (16,299)
Derivative
instruments:
Interest rate swaps 28,693 (28,693) 9,546 (9,546)
Interest rate collars - 86 (86)
293,932 360,597 (66,665) 296,735 322,666 (25,931)
The fair value at 30 June 2003 was #66,665,000 (2002: #25,931,000) greater than
the book value, which if taken to reserves after tax relief at 30 per cent,
would reduce the Group's net asset value by #46,666,000 or 29.1 pence per share.
Hedges
The table below shows the extent to which the Group has unrecognised gains and
losses in respect of financial instruments used as hedges at the beginning and
end of the year, separately identifying those gains and losses which have been
included in the profit and loss account for this year and those gains and losses
which are expected to be included in the profit and loss account of subsequent
periods:
30 June 2003 30 June 2002
#'000 #'000
Unrecognised net losses on hedges at beginning of year (9,632) (1,653)
Net losses in previous years that were recognised during the year 5,875 220
Net losses arising on hedges in existence as at previous year end and
not recognised during current year
(3,757) (1,433)
Net losses arising this year that were not recognised in current year (24,936) (8,199)
Unrecognised net losses on hedges at end of year (28,693) (9,632)
of which:
Net losses expected to be recognised within one year (8,440) (4,203)
Net losses expected to be recognised beyond one year (20,253) (5,429)
(28,693) (9,632)
The losses arising this year reflect the effect of lower medium/long-term
interest rates when measured against comparative swap contracts entered into in
current and prior accounting periods.
Gearing
Net gearing, measured as Group net debt to shareholders' funds, was 104 per cent
at 30 June 2003 (2002: 89 per cent).
Currency risk
The Group undertakes no currency risk as all monetary assets and liabilities are
denominated in sterling.
16 PROVISION FOR LIABILITIES AND CHARGES
30 June 2003 30 June 2002
#'000 #'000
At 1 July 2002 3,924 2,461
Charge for the year 1,299 1,463
At 30 June 2003 5,223 3,924
The provision, which is entirely for deferred tax, comprises:
30 June 2003 30 June 2002
#'000 #'000
Accelerated capital allowances and other timing differences 12,167 10,181
Losses available to offset (6,944) (6,257)
5,223 3,924
The potential amount of further taxation, for which no provision has been made
and which could arise if the properties held as investments were sold at the
values at which they appear in the balance sheet, has been estimated at #63.6
million. Tax losses of approximately #65.8 million have not been recognised in
the balance sheet, of which approximately #52.6 million have been used to reduce
the contingent tax.
17. CALLED UP SHARE CAPITAL
30 June 2003 30 June 2002
#'000 #'000
Authorised:
300,000,000 (30 June 2002: 300,000,000) ordinary shares of
25 pence each 75,000 75,000
Issued and fully paid:
160,193,213 (30 June 2002: 160,193,213) ordinary shares of
25 pence each 40,048 40,048
There have been no changes to the number of shares in issue since 30 June 2003.
18. RESERVES
Share Profit
premium Revaluation Other and loss
account reserve reserves account
#'000 #'000 #'000 #'000
At 1 July 2002 197,101 286,236 41,795 (2,489)
Deficit on revaluation of investment properties - (44,823) - -
Retained loss for the year - - - (9,779)
At 30 June 2003 197,101 241,413 41,795 (12,268)
19. NET ASSETS PER SHARE
Net assets per share have been calculated on 160,193,213 ordinary shares of 25
pence each in issue at 30 June 2003 (2002: 160,193,213) and have been based on
net assets attributable to shareholders of #508,089,000 (2002: #562,691,000).
20. NOTES TO THE CASH FLOW STATEMENT
a) Reconciliation of operating profit to net cash movement from
operating activities
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
Group operating profit 41,146 37,469
Depreciation charges 530 351
Profit on sale of tangible fixed assets (7) (23)
Movement in debtors (1,840) 342
Movement in creditors 2,715 (38)
Net cash movement from operating activities 42,544 38,101
b) Reconciliation of net cash flow to movements in net debt
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
Decrease in cash during the year (254) (823)
Cash (inflow)/outflow from movement in liquid resources 21,186 (2,298)
Cash inflow from movement in debt financing (45,343) (51,887)
Other movements (5,955) (10,204)
Movement in net debt during the year (30,366) (65,212)
Opening net debt (494,443) (429,231)
Closing net debt (524,809) (494,443)
c) Analysis of changes in debt
Other
At non-cash At
1 July 2002 Cash flow movements 30 June 2003
#'000 #'000 #'000 #'000
Net cash:
Cash at bank and in hand 120,236 20,932 - 141,168
Less: liquid resources (112,235) (21,186) - (133,421)
8,001 (254) - 7,747
Liquid resources:
Deposits included in cash 107,853 20,917 - 128,770
Restricted cash 4,382 269 - 4,651
112,235 21,186 - 133,421
Bank and building society debt:
Debt due within one year (7,413) (274) - (7,687)
Debt due after one year (607,266) (45,069) (5,955) (658,290)
(614,679) (45,343) (5,955) (665,977)
Total (494,443) (24,411) (5,955) (524,809)
21. RECONCILIATION OF AMOUNTS HIGHLIGHTED IN THESE FINANCIAL STATEMENTS
Year ended Year ended
30 June 2003 30 June 2002
#'000 #'000
a) Minerva's core business profit before tax and exceptional items
comprises:
Profit/(loss) on ordinary activities before taxation (5,198) 6,273
Adjustments:
share of joint venture operating loss 4,026 -
share of joint venture net financing costs 2,060 -
exceptional charge relating to early loan repayment 504 -
1,392 6,273
b) The Group's share of Scarlett Retail's loss before tax, exceptional
items and goodwill amortisation comprises:
Share of joint venture operating loss (4,026) -
Adjustments:
Share of joint venture exceptional items 4,792 -
Goodwill amortisation 236 -
Share of joint venture net financings costs (2,060) -
(1,058) -
c) Net rental income comprises:
Total turnover 53,080 47,782
Net property outgoings (5,505) (3,924)
47,575 43,858
22. REPORT AND ACCOUNTS
The consolidated profit and loss account, consolidated balance sheet,
consolidated cash flow statement, statement of total recognised gains and
losses, note of historical cost profits and losses, reconciliation of movement
in shareholders' funds and related notes have been extracted from the full
financial statements for the year ended 30 June 2003. The full financial
statements for the year ended 30 June 2003, upon which the auditors have given
an unqualified report, have not yet been filed with the Registrar of Companies.
The figures and financial information for the year ended 30 June 2002 do not
constitute the financial statements for that year. Those financial statements
have been delivered to the Registrar and include the auditors' report which was
unqualified and did not contain statements under either sections 237(2) or 237
(3) of the Companies Act.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR IIFERALIRFIV