Sutton Harbour Holdings Regulatory News (SUH)

For immediate release 27 June 2012

Sutton Harbour Holdings plc

Final Results for the year ended 31 March 2012

Sutton Harbour Holdings plc ("Sutton Harbour", "the Company"), the AIM listed regeneration and infrastructure specialist, announces final results for the year ended 31 March 2012.

HIGHLIGHTS

Financial

·; Revenues increased to £9.9m (2011: £9.64m)

·; Operating profits from regular income earning activities improved to £2.4m (2011: £1.91m)

·; Underlying adjusted profit before tax on continuing operations was £1.68m (2011: £2.61m)*

·; Reported profit before tax from continuing operations was £0.46m (2011: £2.51m)

·; Equity placing and open offer raised £5.7m

·; Year-end net debt of £15.8m (2011: £21.0m); gearing: 38.2% (2011: 58.2%)

·; Net assets of £41.5m (2011: £36.08m) or 43.1p (2011: 57.3p) per share

*Adjusted to exclude fair value adjustments and impairment charges

Management

·; Jason Schofield appointed CEO

·; Robert De Barr joins as Non Executive, post year end; he was 32 years with Land Securities

Operations

·; Completed exit from underperforming operations

·; Marine activities achieved 18% revenue growth

o Strong visitor numbers at marinas

o Record performance from fisheries

·; Construction expected to commence this summer on new Millbay marina - adding 171 berths

·; Vacancy within property estate reduced to 10.87% (2011: 14.28%)

·; Contracted rent increased to £1.39m (2011: £1.38m)

·; Realisations included

o Fourth tranche of surplus airport land - £2.3m

o Sale of Exeter investment property - £0.4m

o Disposal of investment in consortium to procure healthcare facilities - £0.5m post year-end

·; Two major sites for redevelopment

o East Quays site

o 113 acres of former airport land

Michael Knight, Chairman, commented: "With the closure of the airport we have brought an end to unsustainable losses and enabled management to focus on our core activities, the performance of which has been most encouraging. We are now moving forward with a good degree of optimism, excited about our future plans to build on our core competences and confident in our strategy for growth."

For further information, please contact: 

Sutton Harbour Holdings plc 01752 204186

Jason Schofield - Chief Executive

Natasha Gadsdon - Finance Director

Arden Partners plc 0207 614 5917

Richard Day

Jamie Cameron

Threadneedle Communications 020 7653 9850

Graham Herring

Terry Garrett

SUTTON HARBOUR HOLDINGS PLC ("the Group")

Preliminary results for the year ended 31 March 2012

Chairman's Statement

For the year ended 31 March 2012

This has been an active year as we have progressed further the substantial changes to the composition of the Group, with the closure of Plymouth City Airport after last year's disposal of the airline business. The decision to exit the transport division was painful, but necessary to ensure the remaining assets and operations were more strongly constituted and supported. The closure of the airport brings an end to unsustainable losses and allows the Group to work with Plymouth City Council to help build shareholder value through alternative uses of the site for the benefit of the city as a whole. I am pleased to be able to say that results achieved this year from our continuing operations support the decisions we have taken.

An equity placing and open offer to all shareholders in December 2011 raised a net £5.7m for the Group, which was used to help reduce our level of borrowings and also provide funding towards our new 171 berth marina in the Millbay area of Plymouth. We anticipate construction to start in Summer 2012, with the aim of new berths being available for the 2013/2014 season. In addition, we are now working on a new phase in our overall plan to develop further the attractions and reputation of Sutton Harbour as a key destination centre within the South West.

Financial Results and Dividend

The Group recorded a consolidated profit before tax from continuing operations of £0.455m (2011: £2.509m). Underlying profit before tax on continuing operations, adjusted to exclude fair value adjustments of £0.101m surplus (2011: £0.103m surplus) and impairment charges to inventory of £1.330m (2011: £0.200m), was £1.684m (2011: £2.606m). Operating profits before fair value adjustments from regular income earning activities of the Group, namely marine activities, property rentals and car parks, showed encouraging improvement from £1.910m (2011) to £2.391m in this reporting year (see segment results analysis). The regeneration activities contributed a net profit before impairment of £1.578m (2011: £2.700m). The Group's loss for the year, after taxation, including discontinued activities, was £0.967m (2011: £6.452m), giving a loss per share of 1.38p (2011: loss per share 10.25p).

As previously reported, the Group ceased operations at Plymouth City Airport in December 2011 and results from this activity are recorded under discontinued operations. The loss after tax derived from discontinued operations, being the airport business's operating loss and subsequent costs in connection with closure, is £1.632m. This cost includes a charge of £508,000 (2011: £nil) for impairment of certain related property, plant and equipment assets and inventory. The loss from discontinued activities for the comparative period, 2011, of £9.158m represents the loss incurred in relation to Air Southwest until the disposal of that business in November 2010 of £8.407m and the trading loss of Plymouth City Airport of £0.751m.

Net assets at 31 March 2012 were £41.503m (2011: £36.081m) and reflect a net £5.7m raised by issue of new share capital in January 2012. Net assets per share on the enlarged capital base are 43.1p (2011: 57.3p).

We have taken account of slower delivery timescales and the paucity of end users, and have accordingly impaired development property inventory carrying values to realign expectations. At the interim reporting stage we made an impairment against development project inventory of £0.97m and we increased these provisions by a further £0.36m at the year end.

Net bank debt at the year end stood at £15.8m (2011: £21.0m), with new equity funds reserved to fund the new Kingpoint Marina facility at Millbay offsetting the core debt. At the year end the Group has a £23.35m facility and has negotiated a revised facility of £22m until September 2013, prior to expiry of the core £20m facility in December 2013. The Group has a number of opportunities to improve cash flow for investment into new projects and to reduce debt in the coming year.

Gearing (expressed as net bank debt as a percentage of net assets) was 38.2% as at 31 March 2012 (2011: 58.2%). All covenant tests were met during the year.

The Board does not recommend payment of a final dividend on the year's results (2011: £nil). The Board would wish to see a reduction in overall debt levels and consequent debt servicing costs, to provide greater headroom for new projects, prior to the resumption of dividend payments but is mindful of the importance of regular income to many shareholders.

Corporate Governance and Staff

Following a selection process which included a number of external candidates, the Board was pleased to appoint Jason Schofield, who has been an Executive Director for four years, as Chief Executive. In addition, we announced the appointment of Robert De Barr as Non-Executive Director on 16 May 2012. With 32 years experience at Land Securities, Bob is able to provide valuable additional real estate experience.

Anthony Everett, having completed two terms as a Non-Executive Director, will be retiring from the Board at the forthcoming AGM. Tony has made a tremendous contribution and shown tireless commitment to the Group. I thank him sincerely for his efforts.

During the year, the Company has made two changes to its panel of advisers. Arden Partners plc was appointed Nominated Adviser and also continues as Corporate Broker and Financial Adviser to the Company. The Group audit was put out to competitive tender and BDO LLP was successful in this selection process. The Board wishes to thank its previous advisors for their support and advice during their respective periods of engagement.

Following a turbulent couple of years, staffing of the Group is considerably reduced with headcount standing at 39 employees through marine, real estate and central functions. I appreciate the continuing loyalty of our staff and thank them for their concerted efforts to drive forward for future success.

Outlook

The Company is now moving forward with a good degree of optimism about our future plans. We are confident that our strategy for progress, building on our core competences in marine operations, regeneration of niche waterfront locations and improvements to our income earning estate will provide the platform for future growth in shareholder value.

Michael Knight

Chairman

27 June 2012

Chief Executive's Report

For the year ended 31 March 2012

Having completed the exit from underperforming operations our focus has been on repositioning the business by concentrating our attention on the core activities of marina, fisheries and car park operations, property investment and waterfront regeneration. Our vision and strategy is focused on building value and achieving sustainable growth for the Company and its stakeholders.

Vision for the Harbour

Over the last twenty years, Sutton Harbour has undergone a transition into an attractive waterside area with a depth of water to support larger vessels and various marine uses. This was facilitated by the installation of the lock gates, and the creation of a mix of harbour-side activities through the delivery of six major regeneration schemes. We are now looking at a third phase in this development to create a walkway to give public access all around the harbour perimeter. The aim is to enable existing points of interest to be joined together, whilst at the same time bringing forward new attractions to add to the quality of the overall Sutton Harbour experience. Sutton Harbour is ideally positioned as a 'Day Out Destination' with the National Marine Aquarium and Barbican Leisure Village to the east; the historic Barbican to the south; and the city centre immediately to the north.

Operations

The marinas enjoyed strong visitor numbers during summer 2011 and we were also proud to host the finish to the Fastnet Race for the second time. To keep pace with market demand we will reconfigure some of the existing berthing to accommodate larger leisure vessels later this year. We are also delighted to have been awarded the Yacht Harbour Association '5 Gold Anchor' accreditation for the high quality of service and facilities and this, together with more targeted marketing, is allowing us to develop the marinas within Sutton Harbour as a yacht club regatta destination.

To assist customer retention and to create a welcoming club-feel to our marina, in partnership with "RYA Active", we have held practical yacht handling workshops, and we have also been running very popular breakfast events on Sunday mornings. We have re-launched our website and are making use of social media to keep in regular touch with berth-holders about events and news.

We expect to start construction of the new Millbay marina facility this summer. Kingpoint marina will add a further 171 berths to our existing marina operations. Sales of these new berths will be actively promoted at forthcoming boat shows in Southampton and London, as we shall also be targeting customers from outside our immediate catchment area, highlighting the ease of access to some of the best sailing waters the United Kingdom has to offer.

Performance at Sutton Harbour Fisheries has again broken records with doubling of auctioned fish since 2009, £17.0m gross value for 5,400 tonnes for this reporting year (2011: £14.3m gross value for 4,200 tonnes). The growth in fish landings revenue is welcome as fuel margins remain tight and utility costs continue to increase. This good performance now places Plymouth as the number two fishmarket in England and we have a number of improvements planned to ensure we maintain operational capabilities.

We have self-managed our two harbour car parks, with a total of 426 spaces, for the last three years. We have recently reached agreement to outsource the day-to-day management of the car parks to a specialist operator who will assist with making use of latest mobile phone technology and other operational efficiencies.

Estate

As at 31 March 2012 our vacancy rate stands at 10.87% (2011: 14.28%). The contracted rent has increased from £1.379m (2011) to £1.390m (+0.8%) and demonstrates new lettings and rent reviews agreed during the year. We currently have space in the fishmarket merchant units and two ground floor office/restaurant premises, which are both receiving good levels of interest. Regus has sub-leased premises at Salt Quay House from the Group since May 2011 and established its internationally renowned serviced office brand at Sutton Harbour.

The value of our estate has remained robust and the tenant portfolio includes a diverse mix of public sector, professional service and national and local food and beverage operators.

Regeneration

We have been working on a number of projects over recent years, some on our own land and others working in partnership with public bodies. We are continuing to manage these various opportunities, although the visibility of delivery of new developments is not clear and will be subject to affordable funding and securing pre-let or pre-sale agreements.

The Group achieved a number of notable realisations during the year including the sale of the fourth tranche of surplus airport land for £2.3m and the sale of an investment property in Exeter for £0.4m. We have also recently reported the disposal of the investment in the consortium working with NHS Cumbria to procure healthcare facilities for £0.5m after the year end.

Within the Group's inventory we have ownership interest in two major sites for development. The East Quays site, which is in a prime position overlooking Sutton Harbour, has been partly reserved for a building to house new premises for the BBC. This represents a major development opportunity for a high profile scheme and we have consents for mixed residential, office and active ground floor uses. As previously announced, the Company had terms agreed with Sir Robert McAlpine Enterprises Limited to ensure development on the site could proceed. However, progress has been held back, because the BBC has not committed to the proposal to deliver the accommodation.

The second major site is the 113 acres of former airport land in the Derriford area of Plymouth. The Group is currently making representations to ensure that the land is included within the Derriford and Seaton Area Action Plan by way of a pre-cursor to any future planning applications. The Group will continue to work on its strategy and associated legal obligation to obtain best value from the site.

Ownership of the Portland site has now passed from South West Regional Development Agency to the Homes and Communities Agency. We have made a significant investment into the ambitious masterplan for this site which initially attracted strong interest from well-known retail and hotel operators. Our objective is to recover the cost of investment into this project.

To focus our resource on delivery of our major projects we have now withdrawn from the Swansea and Exeter Quays schemes and we shall reassess the marina opportunity at East Cowes due to changes to the funding requirements of the new significant breakwater infrastructure items that are required.

Summary

The Company has undergone a transformation in the last eighteen months and continues to evolve. It has re-positioned itself with a clear focus on marine-related, waterfront regeneration and destination-led activities. We have clear objectives to deliver growth from annual income earning activities and to extract best value from regeneration schemes in hand. We are very positive about our new projects and opportunities which together with our core of stable annual income earning assets and operations will provide a platform from which to deliver a step-change in our prospects in order to grow the Company and build shareholder value.

Jason Schofield

Chief Executive

27 June 2012

Consolidated Income Statement

For the year ended 31 March 2012

Consolidated Statement of Comprehensive Income

For the year ended 31 March 2012

Consolidated Balance Sheet

As at 31 March 2012

Consolidated Statement of Changes in Equity

For the year ended 31 March 2012

* Costs include Brokers' commission and legal and professional fees of £311,000 (2011: £nil).

Consolidated Cash Flow Statement

For the year ended 31 March 2012

Notes

Segment Results

Management has determined the operating segments based on the reports reviewed by the Board of Directors that are used to make strategic decisions. These have changed since 31 March 2011, following the decision to close Plymouth City Airport.

The Board of Directors considers the business from an operational perspective as the Group has only one geographical segment, with all operations being carried out in the United Kingdom.

The Board of Directors assesses the performance of the operating segments using operating profit. The segment information provided to the Board of Directors for the reportable segments for the year ended 31 March 2012 is as follows:

Additions to property, plant and equipment

Unallocated assets included in total assets and unallocated liabilities included in total liabilities are not split between segments as these items are centrally managed.

Unallocated expenses include central administrative costs that cannot be split between the various business segments because they are incurred in assisting the Group generate revenues across all business segments.

Revenue can be divided into the following categories:

Revenues of approximately £2,300,000 (2011: £3,324,000) are derived from one external customer (2011: one), representing more than 10% of the Group's revenue for the year. The revenues are attributable to sales of land and property within the Regeneration segment.

Going Concern

The Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group should be able to operate within the level of the facilities and covenants over a period of at least twelve months. The covenants measure interest cover, net asset cover and debt to fair value.

After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its financial statements.

Directors' Statement

The preliminary results for the year ended 31 March 2012 and the results for the year ended 31 March 2011are prepared under International Financial Reporting Standards as adopted by the European Union (IFRS). The accounting policies adopted in this preliminary announcement are consistent with the Annual Report for the year ended 31 March 2011.The financial information set out in this preliminary announcement does not constitute the Company's statutory accounts for the years ended 31 March 2012 or 31 March 2011. The financial information for the year ended 31 March 2011 is derived from the Annual Report delivered to the Registrar of Companies. The auditors reported on those accounts; their report was unqualified and did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and did not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006.The Board of Sutton Harbour Holdings plc approved the release of this audited preliminary announcement on 26 June 2012.

The preliminary financial information has been extracted from the Annual Report and audited Financial Statements for the year ended 31 March 2012, which will be posted to shareholders in due course and will be delivered to the Registrar of Companies following the Annual General Meeting of the Company. These audited Financial Statements include the auditors' report which is unqualified and did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report. The auditors' report does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. The report will also be available on the investor relations page of our website (www.sutton-harbour.co.uk). Further copies will be available on request and free of charge from the Company Secretary at North Quay House, Sutton Harbour, Plymouth, PL4 0RA.