M Winkworth Regulatory News (WINK)

M Winkworth Plc ("Winkworth" or the "Company")

Audited final results for the year to 31 December 2012

FINANCIAL HEADLINES

§ Sales up by 7.8% to £4.29 million (2011: £3.98 million)

§ Profit before taxation £1.07 million (2011: £1.20 million) 10.8% lower after exceptional items of £277,733

§ Basic earnings per ordinary share 5.96p (2011: 7.11p)

§ Cash generated from operations of £1.15 million (2010: £1.12 million)

§ Final interim dividend of 1.3p bringing the total dividend payable to 4.9p per ordinary share (2011: 4.6p)

Business Highlights

§ Franchised offices sales up 7.2% on 2011 to £39 million

§ 8 new offices opened

§ London property sales accounted for 80% of the group total

§ 31% increase in revenues from country offices

§ Lettings and management sales up by 62% in the country, 8% in London and 11% overall

Chairman's Statement

First of all, I would like to congratulate the Chief Executive and the franchisor team for their skilful navigation of the business throughout 2012. It is clear that the decisions made in 2011 to invest in the structure of the network and in our franchisees has started to pay dividends, both in terms of the quality of the new franchisees and in terms of our expansion into the provinces. I would also like to congratulate our franchisees for the quality of their work and the support that they continue to give to the brand.

Winkworth has always sought to extend its reach to meet new opportunities and our growing presence in country towns in the South of England follows this theme. This process will gather momentum over the coming year as our country expansion reaches its second phase of development and new franchisees open up to complement existing ones.

Another important decision made by the franchisor team last year was to strengthen our rental and management proposition, thus increasing the weight of rental revenues within our business and of the property management activity conducted by our franchisees. This is an on-going process which, to-date, has shown steady progress and augurs well for the future: in many key offices the value of rental and management fees has grown to 50% of turnover. Along with the sustained investment in the our transactional business, our franchisees are exceptionally well placed to blend these two offerings, enabling them to give their clients first class advice and be optimally positioned in helping them make judgements between the relative attractions of rentals and sales. We have pinpointed areas in which to invest and we will continue to concentrate on these. The Winkworth formula, whereby we seek to grow the gross turnover of our franchisees and invite new ones to join the brand so that they in turn can grow their turnover, is a simple one. As a franchisor, we are investing in the development of our infrastructure and back-up services in order to provide encouragement and the highest level of support to our franchisees, both existing and new.

We continue to resist direct ownership of our offices. We consider this to be a diversion from the franchise model and not in the best interests of our shareholders, as to do so would increase both our risk and our permanent staff costs, limiting our flexibility through the economic cycle. It remains our policy to pursue the balance between growth and a progressive dividend policy that we have delivered since flotation.

We welcome our new Indian master franchisor in Chennai and the garden city of Bangalore. Estate agency in India is unregulated and although we are not the first franchise group to open there, by observing others we have clearly defined our goals at the middle to upper end of the housing market. We have selected our master franchisor with the aim of developing our franchise style and system from his existing two offices. As I learnt when I started the Winkworth franchise network in the 1980s, in order to create a successful operation the quality of both the brand and the people are vital. It is essential to ensure that these are in place and well rooted before implementing the systematic expansion which leads to steady growth. Investment will be made by our master franchisor in India and we will provide him with all the necessary support, training and guidance.

Our UK franchisees are very pleased with this extension of the Winkworth brand and many of our offices will find this of benefit to their vendors. Adding the Indian dimension to our existing Chinese desk will offer them a significant advantage, particularly in London.

The current year has started well for Winkworth and we expect it to mark further steps along our planned route to 2015.

CEO's Statement

The number of UK residential property transactions continued to rise in 2012, with evidence that this accelerated as a result of the launch of the Funding for Lending Scheme in July. This trend gained further momentum following the announcement of the government's NewBuy scheme, set for launch in January 2014. Both of these initiatives are focused on supporting the lower to middle end of the property market, which has been most affected by the credit crisis, and should stimulate activity by encouraging buyers to move up the property ladder, resulting in a healthier overall market. So far, this had led to cheaper mortgages and a good start to 2013.

Winkworth transactions increased by 6.4% in 2012 compared to an annual rise in transactions in England of 5.4% to 0.8 million. This figure compares with a peak level of 1.4 million transactions in 2007.

Against this background, the gross property revenues of our franchises grew by 7.2% to £39 million, made up of sales of £24 million and lettings of £15 million. Sales transactions increased by 12.0% in the country, 4.4% in London and 6.4% in total.

Winkworth's turnover grew to £4.29 million in 2012, an increase of 7.8% on the 2011 level of £3.98 million. At £1.07 million, profits before tax were 10.8% lower than 2011's result of £1.20 million as a result of exceptional charges of £0.27 million. These related to the closing of the French subsidiary and an £80,000 charge on the write-off of the Company's existing website following the introduction of a new site with considerably improved functionality. The exceptional items had no impact on cash flow which rose by 2.7% to £1.15 million (2011: £1.12 million), allowing an increased dividend of 4.9p per share compared to 4.6p in 2011.

The rental market continued to grow strongly as a shortage of supply and an expanding workforce, particularly in and around London, pushed prices and activity higher. Each month in 2012 marked a new record level of activity for Winkworth and, for the year as a whole, rental and management income grew by 10% on 2011 to represent 38% of gross revenues compared to 37% in 2011. We have strengthened this part of our business by bringing on board an in-house trainer to support offices both on and offsite.

We have also seen that whilst the country market remains depressed, with transactions running at below 50% of their historic average, this area has represented an area of growth for Winkworth, with expansion outside of London and the uplift from businesses converted to the brand resulting in an increase in revenues from country offices of 31%.

We met our base case of growth of signing 8 new offices in 2012 in areas which are complementary to our existing network with a view to growing our market share and maximisingour potential uplift as and when transactions recover. Early signs are that we will at least meet the base case target for new openings in 2013. As still the most depressed market, we would expect dynamic growth from the country as transactions recover faster than in London. In 2012 our country offices represented 15% of gross revenues compared to 12% in 2011.

We are pleased to announce the signing of a master franchise in India, with initially two offices in Bangalore and Chennai and a further office set to open in Delhi within the next 12 months. This provides us with exposure to an exciting new market, with the potential for dramatic growth once the platform is expanded across major cities.

Outlook

In 2013 we believe we will see continued growth in the prime London market following clarification of the tax proposals for non-UK companies holding properties and the light touch the government has adopted in this regard. The continued weakness of sterling has meant that central London property has maintained its appeal to overseas buyers. Elsewhere in London, we see government initiatives feeding through to greater availability of credit, increasing the number of transactions.

To support this and to maintain our market competitiveness, we will this year be launching a national advertising campaign in conjunction with our franchisees and starting the roll-out of a new interiors concept to further enhance our presence on the high street.

For further information please contact:

About Winkworth

Winkworth is a leading franchisor of residential real estate agencies and is admitted to trading on the AIM Market of the London Stock Exchange.

Established in Mayfair in 1835, Winkworth has a pre-eminent position in the mid to upper segments of the central London residential sales and lettings markets. In total, the company operates from over 90 offices in the UK and Portugal, having expanded consistently in recent years.

The franchise model allows entrepreneurial real estate professionals to provide the highest standards of service under the banner of a well-respected brand name and to benefit from the support and promotion that Winkworth offers. Franchisees deliver in-depth local knowledge and a highly personalised service to their clients.

For further information please visit: www.winkworthplc.com

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2012

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2012

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2012

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2012

M WINKWORTH PLC

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2012

1. EXCEPTIONAL ITEMS

During the year, the following impairments were charged to the income statement:

2. TAXATION

Analysis of the tax charge

2012 2011

£ £

Current tax 341,061 320,395

Deferred tax (24,255) 4,647

Total tax charge in statement of comprehensive income 316,806 325,042

Factors affecting the tax charge

The tax assessed for the year is higher (2011 - higher) than the standard rate of corporation tax in the UK. The difference is explained below:

3. DIVIDENDS

4. EARNINGS PER SHARE

Basic and diluted earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

There are no dilutive potential shares in issue.

6. SHARE CAPITAL

7. FINANCIAL INFORMATION

The financial information set out in this preliminary announcement, which has been extracted from the audited report and financial statements, does not constitute the company's statutory accounts for the year ended 31 December 2012.

The report of the auditor on the report and financial statements for the year ended 31 December 2012 is not qualified and does not include a statement under s498(2) or s498(3) of the Companies Act 2006.

8. ANNUAL REPORT AND ACCOUNTS

Copies of the annual report and accounts for the year ended 31 December 2012 together with the notice of the Annual General Meeting to be held at the offices of M Winkworth Plc on 28th June 2013, will be posted to shareholders shortly and will be available to view and download from the Company's website at www.winkworthplc.com

The annual report and accounts will be filed at Companies House in due course.