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Final Results

19 Aug 2013 07:00

RNS Number : 9420L
Safeland PLC
19 August 2013
 



19 August 2013

Safeland Plc

("Safeland" or the "Company")

 

Audited final results for the year end 31 March 2013

 

Chairman's Statement

 

The year to 31 March 2013 has been a busy one for Safeland plc. The Board has continued to acquire short term development opportunities in the North London area whilst advancing the existing development property portfolio towards completion and onward sale.

 

Planning permission is progressing for the Chandos Tennis Club and we await the outcome of the planning application. During the year to 31 March 2013 the valuation of this property increased by £225,000 to £4,175,000.

 

In general, London property values have stopped declining since the recession started in 2007 and Safeland can confidently look forward to an upturn in activity. Now that the market has stabilized, we believe we are in an excellent position to generate future returns for shareholders.

 

Following the opening of the first hostel by our joint venture 'Safestay', we have been satisfied with the first year's trading to 30 June 2013. Additional suitable sites are proving difficult to identify but we are confident that the brand is capable of expansion.

 

Financial highlights

In October 2012, we agreed terms for a new three year revolving credit facility of £12.5m with our principal lender to provide Safeland with the necessary cashflow and leverage to finance future opportunities. The Group entered into derivative financial instruments to fix or cap interest rates of 58% of the loan outstanding at the year end to mitigate future interest rate risk.

 

The statement of financial position has strengthened significantly during the year with gearing of 65% as at 31 March 2013 (2012: 80%).

 

Of our two key performance indicators, net asset value per share was up 14% at 57p (2012: 50p) and total shareholder return was 6.1% (2012: 6.5%). The positive result on the two KPIs adds to the confidence shareholders can have that the Group is making progress in an improving market.

 

The quarterly loan covenant report in April 2013 to the principal lenders has the Loan to value at 33% against the Group covenant of 65%.

 

Nature and effect of misappropriated monies

In October and November 2012, the Company announced the discovery of a series of fraudulent transactions. The aggregate amount of the sums lost to the Company through fraudulent transactions was approximately £1.525m. Of that sum, approximately £1.2m related to the financial year ended 31 March 2012 with the balance relating to the financial year ended 31 March 2013.

 

The Company has to date recovered £1.3m and the Board is continuing to pursue outstanding monies.

 

The losses discovered are significant and the Board concluded that the financial statements as originally issued for the year ended 31 March 2012 were subject to material error. Accordingly the Group's financial statements for the year ended 31 March 2013 comparative figures have been restated to reflect the loss of funds. Details of the restatements are set out in note 2. Funds misappropriated, funds recovered and applicable legal fees are treated as a net income of £809,000 in the current financial period.

 

In October 2012, the previous auditors resigned as a result of an unmanageable conflict of interest. They were replaced with Grant Thornton UK LLP in November 2012.

Board appointment

In January 2013 we were joined by Colin Stone who, for the previous six years, was the financial controller for the London property developer Quintain Estates and Development plc. In May 2013 the Group appointed Colin to the Board as finance director.

 

Outlook

We believe that Safeland is in a strong position to move forward as the market improves, but also has the necessary resources, expertise and strategies to minimise the impact of any sudden unexpected market volatility.

 

Raymond LipmanChairman

16 August 2013

 

The Annual Report and Accounts will be sent to shareholders shortly and will be available today on the Company's website, www.safeland.co.uk.

Enquiries:

 

Safeland plc

Larry Lipman, Managing Director

Colin Stone, Finance Director

Tel: 020 8815 1600

 www.safeland.co.uk

 

Westhouse Securities Limited

Tom Griffiths

T: 020 7601 6100

 

 

 

Consolidated Income Statement

Year ended 31 March 2013

 

 

Note

 

2013

 

£'000

2012

Restated

£'000

 

 

 

 

 

Revenue

 

 

8,587

15,129

Cost of sales

 

 

(7,106)

(13,145)

Gross profit

 

 

1,481

1,984

Administrative expenses

 

 

(1,677)

(1,665)

Gain on revaluation of investment properties

 

 

225

1,355

Share of profit/(loss) of joint controlled entity

 

 

446

(8)

Share of results of associate

 

 

20

36

Impairment of available-for-sale investments

 

 

-

(60)

Operating profit

 

 

495

1,642

Exceptional profit/(loss) arising from misappropriation of funds

 

 

809

(1,232)

Finance income

 

 

2

10

Finance costs

 

 

(278)

(389)

Profit before tax

 

 

1,028

31

Tax

 

 

132

(212)

Profit/(loss) for the financial year attributable to owners of the parent company

 

 

 

 

1,160

 

(181)

 

 

 

 

 

 

 

Basic earnings/(loss) per share

3

 

6.88p

(1.07)p

Diluted earnings/( loss) per share

3

 

6.79p

(1.07)p

 

 

 

 

 

The revenue and operating result for the year is derived from continuing operations in the United Kingdom.

Consolidated Statement of Comprehensive Income

Year ended 31 March 2013

 

 

Note

2013

 

£'000

2012

Restated

£'000

 

 

 

 

 

 

Profit/(loss) for the year

 

 

 

1,160

(181)

Other comprehensive income

 

 

 

 

 

Fair value losses on available for sale financial assets

 

 

 

(2)

(10)

Tax on items taken directly to other comprehensive income

 

 

 

-

3

Other comprehensive income for the year, net of tax

 

 

2

(7)

Total comprehensive income/(loss) for the year attributable to owners of the parent company

 

 

 

 

1,158

(188)

 

 

Consolidated Statement of Financial Position

31 March 2013

Note

2013

 

£'000

2012

Restated

£'000

Non-current assets

 

 

 

Property, plant and equipment

 

133

252

Investment properties

4

5,018

4,793

Investments in jointly controlled entity

 

446

-

Investment in associate

 

103

153

Available-for-sale investments

 

50

52

Total non-current assets

 

5,750

5,250

Current assets

 

 

 

Trading properties

5

9,864

10,227

Trade and other receivables

 

1,731

1,139

Cash and cash equivalents

 

712

457

Total current assets

 

12,307

11,823

Total assets

 

18,057

17,073

Current liabilities

 

 

 

Bank loans

 

-

7,190

Trade and other payables

Derivative financial instruments

 

 

750

10

607

21

Total current liabilities

 

760

7,818

Non-current liabilities

 

 

 

Bank loans

 

6,878

-

Deferred income tax liabilities

 

756

888

Total non-current liabilities

 

7,634

888

Total liabilities

 

8,394

8,706

Net assets

 

9,663

8,367

Equity

 

 

 

Share capital

 

843

843

Share premium account

 

5,351

5,351

Capital redemption reserve

 

847

847

Share based payment reserve

 

211

73

Investment revaluation reserve

 

5

7

Retained earnings

 

2,406

1,246

Total equity attributable to owners of the parent company

 

9,663

8,367

 

 Consolidated Statement of Changes in Equity

31 March 2013

 

Share

Capital

 

 

£'000

Share premium account

 

£'000

Capital redemption reserve

 

£'000

Share based payment reserve

£'000

Investment revaluation reserve

 

£'000

Retained earnings

 

 

£'000

Total

equity

 

 

£'000

Balance at 1 April 2012 (as restated)

 

843

 

5,351

 

847

 

73

 

7

 

1,246

 

8,367

Comprehensive income

 

 

 

 

 

 

 

Profit for the year

-

-

-

-

-

1,160

1,160

Fair value losses on available-for-sale investments

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(2)

 

 

-

 

 

(2)

Total comprehensive income

 

-

 

-

 

-

 

-

 

(2)

 

1,160

 

1,158

Transactions with owners

 

 

 

 

 

 

 

Share based payment charge for the year

 

-

 

-

 

-

 

138

 

-

 

-

 

138

Balance at 31 March 2013

 

843

 

5,351

 

847

 

211

 

5

 

2,406

 

9,663

 

 

 

Consolidated Statement of Changes in Equity

31 March 2013

 

Share Capital

 

 

£'000

Share premium account

 

£'000

Capital redemption reserve

 

£'000

Share based payment reserve

£'000

Investment revaluation reserve

 

£'000

Retained earnings

 

 

£'000

Total

 equity

 

 

£'000

Balance at 1 April 2011

843

5,351

847

100

14

1,327

8,482

Comprehensive income

 

 

 

 

 

 

 

Profit for the year to 31 March 2012 as originally stated

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

493

 

 

493

Effect of restatement in the year to 31 March 2012

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(674)

 

 

(674)

Loss for the year to March 2012 (as restated)

 

-

 

-

 

-

 

-

 

-

 

(181)

 

(181)

Fair value losses on available-for-sale investments

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(10)

 

 

-

 

 

(10)

Tax on items taken directly to other comprehensive income

 

 

-

 

 

-

 

 

-

 

 

-

 

 

3

 

 

-

 

 

3

Total comprehensive income

 

-

 

-

 

-

 

-

 

(7)

 

(181)

 

(188)

 

Transactions with owners

 

 

 

 

 

 

 

Share based payment charge for the year

 

-

 

-

 

-

 

73

 

-

 

-

 

73

Transferred to retained earnings following lapse of share options

 

-

 

-

 

-

 

(100)

 

-

 

100

 

-

Balance at 31 March 2012 (as restated)

 

843

 

5,351

 

847

 

73

 

7

 

1,246

 

8,367

 

 

  

Consolidated Statement of Cashflows

Year ended 31 March 2013

Note

2013

 

£'000

2012

Restated

£'000

 

 

 

 

Operating activities

 

 

 

Cash generated from operations

6

648

7,989

Interest paid

 

(227)

(477)

Net cash generated from operating activities

 

421

7,512

Investing activities

 

 

 

Interest received

 

2

7

Dividends received

 

-

3

Purchase of property, plant and equipment

 

(105)

(175)

Investment in jointly controlled entity

 

-

(8)

Distributions from associate

 

70

35

Proceeds from sale of property, plant and equipment

 

179

106

Net cash generated/(outflow) from investing activities

 

146

(32)

Financing activities

 

 

 

New loans

 

6,878

900

Loan repayments

 

(7,190)

(7,882)

Net cash outflow from financing activities

 

(312)

(6,982)

Net increase in cash and cash equivalents

 

255

498

Cash and cash equivalents at beginning of year

 

457

(41)

Cash and cash equivalents at end of year

 

712

457

 

 

 

NOTES

1. BASIS OF PREPARATIOn

On 16 August 2013, the Directors approved this preliminary announcement for publication. Copies of this announcement are available from the Company's registered office at 1a Kingsley Way, London, N2 0FW and on its website, www.safeland.co.uk. The Annual Report and Accounts will be sent to shareholders in due course and will be available on the Company's website, www.safeland.co.uk.The financial information presented above does not constitute statutory financial statements as defined by section 435 of the Companies Act 2006 for the years ended 31 March 2013 or 31 March 2012.

The financial information for the year ended 31 March 2013 is derived from the statutory financial statements for that year, prepared under IFRS, upon which the auditors have reported. The audit report was unqualified, did not include references to matters to which the auditor drew attention by way of emphasis without qualifying their report and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006. The statutory financial statements for the year ended 31 March 2013 will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

The financial information for the year ended 31 March 2012 is derived from the statutory financial statements for that year, prepared under IFRS, upon which the auditors have reported and have been filed with the Registrar of Companies. The audit report was unqualified, did not include references to matters to which the auditor drew attention by way of emphasis without qualifying their report and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

The accounting policies applied in this announcement are consistent with those of the annual financial statements for the year ended 31 March 2012, as described in those annual financial statements.

As mentioned in the Chairman Statement and note 2 below, the comparative figures for the year ended 31 March 2012 have been restated.

 

2. Restatement of financial statements to include the discovery of misappropriated funds

 

 

Effect of

 

Income statement 31 March 2012

Original

Restatement

Revised

 

31 March

31 March

31 March

 

2012

2012

2012

 

£000

£000

£000

 

 

 

 

Revenue

15,129

-

15,129

Cost of sales

(13,220)

75

(13,145)

Gross profit

1,909

75

1,984

Administrative expenses

(2,148)

483

(1,665)

Gain on revaluation of investment properties

1,355

-

1,355

Share of loss of jointly controlled entity

(8)

-

(8)

Share of results of associate

36

-

36

Impairment of available for sale investments

(60)

-

(60)

Operating profit

1,084

558

1,642

Exceptional loss arising from misappropriation of funds

-

(1,232)

(1,232)

Finance income

10

-

10

Finance costs

(389)

-

(389)

Profit before tax

705

(674)

31

Tax

(212)

-

(212)

Restated profit/(loss) for the financial year attributable to owners of the parent company

493

(674)

(181)

 

Basic earnings/(loss) per share 2.93p (1.07p)

Diluted earnings/(loss) per share 2.77p (1.07p)

 

Statement of financial position

 

Effect of

 

 

Original

Restatement

Revised

 

31 March

31 March

31 March

 

2012

2012

2012

 

£000

£000

£000

Non-current assets

 

 

 

Property plant & equipment

252

-

252

Investment properties

4,793

-

4,793

Investments in associates

153

-

153

Available-for-sale investments

52

-

52

 

5,250

-

5,250

Current assets

 

 

 

Trading properties

10,249

(22)

10,227

Trade and other receivables

1,616

(477)

1,139

Cash and cash equivalents

457

-

457

 

12,322

(499)

11,823

Total assets

17,572

(499)

17,073

Current liabilities

 

 

 

Bank loans

7,190

-

7,190

Trade and other payables

432

175

607

Derivative financial instruments

21

-

21

 

7,643

175

7,818

Non-current liabilities

 

 

 

Deferred income tax liabilities

888

-

888

 

888

-

888

Total liabilities

8,531

175

8,706

Net assets

9,041

674

8,367

Equity

 

 

 

Share capital

843

-

843

Share premium account

5,351

-

5,351

Capital redemption reserve

847

-

847

Share based payment reserve

73

-

73

Investment revaluation reserve

7

-

7

Retained earning

1,920

(674)

1,246

Total equity attributable to owners of the parent company

9,041

(674)

8,367

 

Statement of cash flows

 

Effect of

 

 

Original

Restatement

Revised

 

31 March

31 March

31 March

 

2012

2012

2012

 

£000

£000

£000

Operating activities

 

 

 

Cash generated from operations

8,024

(35)

7,989

Interest paid

(477)

-

(477)

Net cash generated from operating activities

7,547

(35)

7,512

Investing activities

 

 

 

Interest received

7

-

7

Dividends received

3

-

3

Distribution from associate

-

35

35

Purchase of property, plant and equipment

(175)

-

(175)

Purchase of interest in joint ventures

(8)

-

(8)

Proceeds from sale of property, plant and equipment

106

-

106

Net cash (outflow)/generated from investing activities

(67)

35

(32)

Financing activities

 

 

 

New loans

900

-

900

Loan repayments

(7,882)

-

(7,882)

Net cash outflow from financing activities

(6,982)

-

(6,982)

Net decrease in cash and cash equivalents

498

-

498

Cash and cash equivalents at beginning of year

(41)

-

(41)

Cash and cash equivalents at end of year

457

-

457

 

 

3. Earnings per share

 

The calculation of the basic and diluted earnings/(loss) per share is based on the following data:

 

 

2013

£'000

2012

Restated

£'000

Profit/(loss) for the year attributable to equity holders of the company

 

 

1,160

 

(181)

 

 

 

2013

 

'000

2012

Restated

'000

Weighted average number of ordinary shares for the purposes of basic earnings/(loss) per share

 

 

16,851

 

16,851

 

 

 

 

Effect of dilutive potential ordinary shares

 

 

214

-

Weighted average number of ordinary shares for the purposes of diluted earnings/(loss) per share

 

 

17,065

 

16,851

 

There is no dilutive effect of potential ordinary shares for 2012 as there is a loss for the year.

 

4. investment properties

 

 

2013

 

£'000

2012

Restated £'000

Fair value

 

 

 

At 1 April 2012

 

4,793

3,438

Increase in fair value during the year

 

225

1,355

At 31 March 2013

 

5,018

4,793

 

The fair value of the investment properties at 31 March 2013 comprises freehold properties of £4,440,000 (2012: £4,215,000) and long leasehold properties of £578,000 (2012: £578,000).

The directors do not consider the fair value of the Group's lease obligations associated with its long leasehold investment properties to be material to the financial statements. As a result, no finance lease obligations are included in the statement of financial position at 31 March 2012 or 2013.

The Group has pledged investment properties with a carrying value of £4,998,000 (2012: £4,773,000) to secure banking facilities granted to the Group.

The fair value of the Group's investment properties at 31 March 2013 has been arrived at on the basis of market value as defined in the Apportionment and Valuation Manual of the Royal Institution of Chartered Surveyors. The valuations were performed by:

 

 

2013

 

£'000

2012

Restated

£'000

External independent valuations

 

 

 

- Cushman & Wakefield

 

4,175

4,555

Directors' valuations

 

843

238

 

 

5,018

4,793

The directors have valued investment properties which were externally valued in the prior year. The directors have adopted valuations prepared by Cushman and Wakefield dated 17th October 2012.

 

 

5. TRADING PROPERTIES

 

 

2013

 

£'000

2012

Restated £'000

 

 

 

Properties for resale

9,864

10,227

 

 

 

The Group has pledged properties for resale with carrying value of £7,268,000 (2012: £10,227,000) to secure banking facilities granted to the Group.

Properties for resale were reviewed for impairment as at 31 March 2013 and as a result there was an impairment of £nil (2012: impairment of £49,000) and this impairment expense is included within cost of sales in the income statement.

The net realisable value of the Group's trading properties at 31 March 2013 has been ascertained using valuations calculated on the basis of market value as defined in the Apportionment and Valuation Manual of the Royal Institution of Chartered Surveyors. Each property is stated at the lower of cost and net realisable value. The valuations were performed by:

 

 

2013

 

£'000

2012

Restated £'000

 

 

 

 

External independent valuations

Cushman & Wakefield

 

 

-

 

4,405

Directors' valuations

 

9,864

5,822

 

 

9,864

10,227

 

6. Notes to the cash flow statement

 

 

2013

 

£'000

2012

Restated £'000

Profit before tax

 

1,028

31

Adjustments for:

 

 

 

Depreciation of property, plant and equipment

 

57

51

Gain on sale of property, plant and equipment

 

(10)

(20)

Gains on revaluation of investment properties

 

(225)

(1,355)

Impairment of available for sale investments

 

-

60

Finance cost

 

278

389

Finance income

 

(2)

(10)

Share based payment charge

 

138

73

Share of results of jointly controlled entity

 

(446)

8

Share of results of associate

 

(20)

(36)

Changes in working capital:

 

 

 

Decrease in trading properties

 

363

8,985

Increase in trade and other receivables

 

(584)

(366)

Increase in trade and other payables

 

71

179

Cash generated from operations

 

648

7,989

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
FR QQLFFXVFLBBE
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19th Aug 20147:00 amRNSFinal Results
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