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Share Name Share Symbol Market Type Share ISIN Share Description
M Winkworth Plc LSE:WINK London Ordinary Share GB00B4TT7L53 ORD 0.5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.0% 119.00 108.00 130.00 119.00 119.00 119.00 0.00 08:00:25
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Real Estate Investment & Services 6.4 1.6 10.1 11.8 15

M Winkworth Plc Final Results

06/04/2020 7:00am

UK Regulatory (RNS & others)


M Winkworth (LSE:WINK)
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From Mar 2020 to May 2020

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TIDMWINK

RNS Number : 8118I

M Winkworth Plc

06 April 2020

M Winkworth Plc

Audited final results for the year to 31 December 2019

M Winkworth plc ("Winkworth" or the "Company"), the leading franchisor of real estate agencies, is pleased to announce its results for the year ended 31 December 2019.

Highlights for the year

   --    Franchised office network revenue of GBP48.3 million (2018: GBP46.5 million) 
   --    Revenues of GBP6.42 million (2018: GBP5.83 million) 
   --    Profit before taxation GBP1.63 million (2018: GBP1.45 million) 
   --    Year-end cash balance of GBP3.57 million (2018: GBP2.94 million) 
   --    Rental income 51% of total revenues (2018: 50%) 
   --    Six new franchisees with three offices opened and three resold to new management 
   --    Dividends of 7.8p declared (2018: 7.45p) 

Dominic Agace, CEO of the Company, commented: "In 2019, we recorded another good set of results against testing market conditions, and the increase in our dividend reflects this achievement. We are proud of the strength of our brand and the balance in our business between sales and rentals. We are now waiting to see how great an impact the coronavirus crisis will have on the current year's trading and doing all we can to safeguard our franchisees, customers and employees. The long-term fundamentals for the housing market remain in place and with a strong financial position and a proven, defensive model, we are well placed to withstand this fast-moving situation."

For further information please contact:

M Winkworth Plc Tel : 020 7355 0206

Dominic Agace (Chief Executive Officer)

Andrew Nicol (Chief Financial Officer)

   Milbourne (Public Relations)                                                   Tel : 07903 802545 

Tim Draper

   Shore Capital Ltd (NOMAD and Broker)                               Tel : 020 7408 4090 

Robert Finlay

David Coaten

Henry Willcocks

About Winkworth

Established in Mayfair in 1835, Winkworth is a leading franchisor of residential real estate agencies with a pre-eminent position in the mid to upper segments of the sales and lettings markets. 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.

Winkworth is admitted to trading on the AIM Market of the London Stock Exchange.

For further information please visit: www.winkworthplc.com

Update on Covid-19

Since the government's directive on the temporary closing of high street branches came into effect on 24 March 2020, we have undertaken a number of initiatives to help our franchisees through this difficult time. Besides cutting non-essential marketing and training courses, and passing on savings to our franchisees, we have provided them with comprehensive help on business topics including remote working, maintaining a dialogue with customers, employment rights and government loan schemes. On top of the daily flow of commercial information, our franchisees are providing us with regular updates of their financial health so that we can assess their individual situations and provide support where most needed.

At Group level, we have modelled a range of scenarios to stress test our liquidity in the current financial year. The Board is comfortable that, even under the worst of these, the business has the required financial resources for the foreseeable future. Winkworth paid its 2019 fourth quarter dividend on 20(th) February 2020 as announced.

Chairman's Statement

As we report on a successful year in 2019, we are getting to grips with the unprecedented outbreak of Covid-19 and government directives on how best to respond to it. Our group will do all that it can to mitigate the impact of this crisis while safeguarding the health of all concerned.

On reading the Winkworth results, shareholders will note that, since the Brexit vote, our gross turnover generated by franchisee operations has fallen yet our profits have grown, and we are satisfied that this is one of the strengths of the Winkworth franchise model. Markets fluctuate, but as a boutique group of franchised estate agents, Winkworth's managers have managed their costs with agility and successfully promoted the overall business.

Winkworth is in the fortunate position of being able to adapt to the cycle. In 2014-15, the market peaked followed by market turbulence due to substantial increases in stamp duty and uncertainty over Brexit. Higher stamp duty has had a negative impact on buying power and no one has yet found a way to borrow money to pay it, so this remains a hurdle in the London market. Since the increases, the volume of sales has reduced right across the market, offset to some extent by growth in rentals.

Meanwhile, the trend to buying for investment was originally propelled by mortgage interest offset encouraging investors to compete with home buyers. Changes in tax treatment have caused this to adjust, with landlords now buying through corporate envelopes where mortgage relief and costs can be offset against income, and net income paid as corporation tax. I believe, therefore, that we are undergoing a period of adjustment from landlords in the rental market.

Service and personal connections, rather than volume, have always been key drivers of Winkworth's business. We continue to expand our software and internet services to back this up and, with a small increase in sales volumes, we anticipate that Winkworth will benefit from the increased profitability that you would expect from a business with a flexible cost base.

Finally, we are extremely pleased to be in the top ten of YouGov's 2019 independent survey of most recommended property brands, and fifth in the estate agency category, reflecting the high standards that we set ourselves. We hope that through the investment that we make in our Knowledge and Regulation team, delivering increased training across the group both online and through face to face sessions, we can maintain or improve this position going forward. As a high touch advisory business, continuing to evolve digitally and operating in prime local markets, we believe that we can continue to grow market share and attract the right individuals to join our group, rewarding their efforts and enabling us to transition to the next generation of quality operators.

Simon Agace

Non-Executive Chairman

4 April 2020

CEO's Statement

At the time of writing we are waiting to see how great an impact the COVID-19 crisis will have on the current year's trading. Our thoughts and sympathies go out to all that have been affected by the virus either directly or indirectly.

After a good year's performance in 2019, we have entered the crisis in robust financial health. The 2019 sales market was characterised by strength in underlying demand, and it became evident over the course of the year that people had moved on beyond Brexit. Each time that the dramatic news-flow eased, sales picked up significantly, in particular after the March delay and post the November election and associated 'Boris bounce', the size of which showed that the debate had moved on to fears over either the potential impact of some of Labour's policies or an unending political deadlock resulting from a hung parliament.

With asking prices significantly lower (by as much as 20% in London) since the 2014 stamp duty changes, employment remaining high and money cheap, we believe that there was, and still is, significant pent up demand from those that have been holding off moving for several years and want to take advantage of this environment when they can, thus keeping up with their life needs.

Winkworth saw an 8% increase in transactions across the board, increasing its market share both nationally and in London in particular, where we ranked second in Sales Subject to Contract with a market share of 4.2%, up from 3.6% in 2018. Notwithstanding some weakness in Central London, our total transactions in the capital increased by 2% while our country offices marked a 15% increase.

Lettings and management services underwent a significant year with the ending of tenant fees in June. Our revenues continue to grow despite this, with overall UK income up by 6% on 2018, driven by our country offices growing at 16%. Our London offices recorded a respectable 4% increase in revenues and represented 84% of total lettings and management income (2018: 86%).

Within this division, revenues from property management continued to show excellent growth, increasing by 12% to represent 20% of total gross revenues (2018: 18%). As the stickiest income stream within our business, it is positive to see the network responding to increased regulation by converting more landlords to our management services proposition and building a closer relationship to help them through the increased regulatory burden. Converting service to a more advisory one adds value to our clients and strengthens our overall business.

With commission levels stable, and both sales and lettings and management services showing growth on 2018, total gross revenues for the franchised office network rose by 4% to GBP48.3m (2018: GBP46.5m) with sales up by 2% to GBP23.8m (2018: GBP23.4m) and lettings and management up 6% to GBP24.4m (2018: GBP23.0m). London offices accounted for 78% of gross revenues (2018: 81%) following a 1% rise, while total gross revenues were bolstered by a 16% increase from our country offices.

This performance came just 4% short of the peak level achieved by the Winkworth network in 2014, despite sales transactions in our heartland of the South-East being significantly lower than they were in that year. This reflects both the 6-10% per annum growth of our lettings and management business over the past five years and market share gains achieved in a weaker sales market.

Winkworth's revenues, incorporating six months trading of Tooting Estates Limited, grew by 10% to GBP6.42m (2018 as restated: GBP5.83m) and profit before taxation increased by 12% to GBP1.63m (2018: GBP1.45m). The Group's cash stood at GBP3.57m (2018: GBP2.94m). Dividends of 7.8p were declared for the year (2018: 7.45p).

Reflecting the ebb and flow of market uncertainty, new applicants approached opening new offices with caution. Despite this, we opened three new franchisee offices and, as part of our portfolio management process, re-sold a further three franchisee offices to new operators. This transition improves the quality of the offices in our network and, when added to the portfolio management of previous years, increases the pool of talented operators that help us to grow dynamically.

At a time, outside of the impact of Covid 19, when the profitability of pure lettings and management businesses is under pressure from a shortening of supply, increased regulation, and the loss of tenant fees, we believe that our business model, equally balanced between rentals and the more profitable sales business, not only benefits our existing franchisees but is also attractive to new franchise talent looking for a blended proposition to suit changing market conditions.

We backed one new franchisee through equity participation in Tooting Estates Limited, looking to increase our financial return to above the 8% that we receive as part of our regular franchise agreement, and we remain open to repeating this approach where we find the right local market and the right operator. This type of endorsement can provide a quality operator, who otherwise would not be able to take the step, to become their own boss and build a business. Having analysed the data across all our London offices, we see further opportunities to develop this approach in due course.

We look forward to seeing the conclusions from the work of the Regulation of Property Agents (ROPA) working group. Having always focussed on the quality of the people in our network, we expect its recommendations to be in line with our thoughts on the future for the business. Our existing initiatives, such as the Knowledge and Regulation hub that is accessible to all Winkworth agents, should help us to maintain our position at the leading edge of the industry.

We are now waiting to see how great an impact the coronavirus crisis will have on the current year's trading and doing all we can to safeguard our franchisees, customers and employees. The long-term fundamentals for the housing market remain in place and with a strong financial position and a proven, defensive model, we are well placed to withstand this fast-moving situation.

Outlook

The first quarter of this year started extremely well, with sales applicants rising by 30-40% on the comparable period in 2019. We also saw a positive start in lettings, albeit with supply reducing as fewer buy-to-let investors entered the market due to additional stamp duty changes on second home purchases. Some existing investors consolidated their portfolios or sold off investments, taking advantage of the uptick in sales activity as the reduction of relief on interest payments comes to an end.

Now, however, we have entered a period of considerable uncertainty as measures are taken to defend the UK against the spread of Covid-19. These are having an impact on the business of each and every one of our franchisees and, whilst we have a very robust business model and financial position, it is too early to predict what the full effect will be on activity in the remaining nine months of 2020. We will, of course, update shareholders on trading as soon as we have some greater clarity on a return to more normal trading conditions. In the meantime, our key concern is the wellbeing and safety of our franchisees, customers and group employees and we are taking all possible steps to mitigate health risks.

Dominic Agace

Chief Executive Officer

4 April 2020

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEARED 31 DECEMBER 2019

 
                                                                          2019                2018 
                                                                                       as restated 
                                                         Notes         GBP'000             GBP'000 
 CONTINUING OPERATIONS 
 Revenue                                                                 6,416               5,831 
 
 Cost of sales                                                         (1,320)             (1,547) 
                                                                     ---------       ------------- 
 
 GROSS PROFIT                                                            5,096               4,284 
 
 Administrative expenses                                               (3,561)             (2,915) 
  Negative goodwill                                                         68                   - 
                                                                     ---------       ------------- 
 
 OPERATING PROFIT                                                        1,603               1,369 
 
   Finance costs                                                          (29)                   - 
 
   Finance income                                                           54                  83 
                                                                     ---------       ------------- 
 
 PROFIT BEFORE TAXATION                                                  1,628               1,452 
 
 Tax                                                      4              (320)               (288) 
                                                                     ---------       ------------- 
 
 PROFIT AND TOTAL COMPREHENSIVE INCOME FOR 
  THE YEAR                                                               1,308               1,164 
                                                                     =========       ============= 
 
 Profit and total comprehensive income attributable 
  to: 
  Owners of the parent                                                   1,285               1,164 
  Non-controlling interests                                                 23                   - 
                                                                     ---------       ------------- 
                                                                         1,308               1,164 
                                                                        ======              ====== 
 
 
                                                         Notes 
   Earnings per share expressed in pence per               6              2019                2018 
   share:                                                                  GBP                 GBP 
 Basic                                                                   10.09                9.14 
 Diluted                                                                 10.07                9.14 
                                                                     ---------       ------------- 
 

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 December 2019

 
                                                              2019                2018 
                                                                           as restated 
                                             Notes         GBP'000             GBP'000 
 ASSETS 
 NON-CURRENT ASSETS 
 Intangible assets                                             668                  71 
 Property, plant and equipment                                 607                 121 
  Prepaid assisted acquisitions support                        541                 603 
 Investments                                                    43                  53 
 Trade and other receivables                                   372                 724 
                                                         ---------       ------------- 
 
                                                             2,231               1,572 
                                                         ---------       ------------- 
 
 CURRENT ASSETS 
 Trade and other receivables                                   913               1,026 
 Cash and cash equivalents                                   3,571               2,935 
                                                         ---------       ------------- 
 
                                                             4,484               3,961 
                                                         ---------       ------------- 
 
 TOTAL ASSETS                                                6,715               5,533 
                                                         =========       ============= 
 
 EQUITY 
 SHAREHOLDERS' EQUITY 
 Called up share capital                                        64                  64 
 Share based payment reserve                  8                 51                  51 
 Retained earnings                                           4,867               4,550 
                                                         ---------       ------------- 
 
                                                             4,982               4,665 
 
 
   Non-controlling interests                                    97                   - 
                                                         ---------       ------------- 
 TOTAL EQUITY                                                5,079               4,665 
                                                         ---------       ------------- 
 
 LIABILITIES 
 NON-CURRENT LIABILITIES 
 Trade and other payables                                      294                   - 
  Deferred tax                                                  66                  17 
                                                         ---------       ------------- 
 
   CURRENT LIABILITIES                                         360                  17 
 Trade and other payables                                    1,085                 722 
 Corporation tax payable                                       191                 129 
                                                         ---------       ------------- 
                                                             1,276                 851 
 
 TOTAL LIABILITIES                                           1,636                 868 
                                                         ---------       ------------- 
 
 TOTAL EQUITY AND LIABILITIES                                6,715               5,533 
                                                         =========       ============= 
 
 
M Winkworth PLC 
 
CONSOLIDATED STATEMENT OF CHANGES 
 IN EQUITY 
for the Year Ended 31 December 
 2019 
 
                                    Called 
                                        up 
                                     share  Retained    Share     Other           Non-controlling    Total 
                                   capital  earnings  premium  reserves    Total        interests   equity 
                                   GBP'000   GBP'000  GBP'000   GBP'000  GBP'000          GBP'000  GBP'000 
 
Balance at 1 January 2018               64     3,742    1,793        51    5,650                -    5,650 
 
Changes in equity 
Capital reduction                        -         -  (1,146)         -  (1,146)                -  (1,146) 
Capital reduction expenses               -      (61)        -         -     (61)                -     (61) 
Transfer of excess share premium         -       647    (647)         -        -                -        - 
Dividends                                -     (942)        -         -    (942)                -    (942) 
Profit and total comprehensive 
 income                                  -     1,164        -         -    1,164                -    1,164 
                                   -------  --------  -------  --------  -------  ---------------  ------- 
 
Balance at 31 December 2018             64     4,550        -        51    4,665                -    4,665 
                                   -------  --------  -------  --------  -------  ---------------  ------- 
 
 
Changes in equity 
Dividends                                -     (968)        -         -    (968)                -    (968) 
Acquired with subsidiary                 -         -        -         -        -               74       74 
Profit and total comprehensive 
 income                                  -     1,285        -         -    1,285               23    1,308 
                                   -------  --------  -------  --------  -------  ---------------  ------- 
 
Balance at 31 December 2019             64     4,867        -        51    4,982               97    5,079 
                                   =======  ========  =======  ========  =======  ===============  ======= 
 
 

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEARED 31 DECEMBER 2019

 
                                                                          2019                2018 
                                                                                       as restated 
                                                       Notes           GBP'000             GBP'000 
 Cash flows from operating activities 
  Profit before tax                                                      1,628               1,452 
  Depreciation charges                                                     573                 270 
  Profit on disposal of fixed assets                                         -                 (3) 
  Reduction in fair value of fixed asset 
   investments                                                              10                  32 
  Negative goodwill                                                       (68)                   - 
  Finance costs                                                             29                   - 
  Finance income                                                          (54)                (83) 
 
                                                                         2,118               1,668 
 Increase in trade and other receivables                               (1,464)               (133) 
  Increase/(decrease) in trade and other 
   payables                                                              1,621                  77 
                                                                     ---------       ------------- 
 
   Cash generated from operations                                        2,275               1,612 
 Tax paid                                                                (255)                  56 
                                                                     ---------       ------------- 
 
 Net cash from operating activities                                      2,020               1,668 
                                                                     ---------       ------------- 
 
 Cash flows from investing activities 
 Purchase of intangible fixed assets                                     (170)               (104) 
 Purchase of tangible fixed assets                                         (9)                (70) 
  Assisted acquisitions support                                           (98)                (15) 
 Purchase of fixed asset investments                                         -                (78) 
 Repayment of assisted acquisitions support                                  -                  21 
 Cash acquired on acquisition                                              116                   - 
 Cash paid to acquire subsidiary                                          (23)                   - 
 Interest received                                                          54                  83 
                                                                     ---------       ------------- 
 
 Net cash from investing activities                                      (130)               (163) 
                                                                     ---------       ------------- 
 
 Cash flows from financing activities 
 Capital reduction                                                           -             (1,146) 
 Costs relating to capital reduction                                         -                (61) 
 Principal paid on lease liabilities                                     (257)                   - 
 Interest paid on lease liabilities                                       (29)                   - 
 Equity dividends paid                                                   (968)               (942) 
                                                                     ---------       ------------- 
 
 Net cash from financing activities                                    (1,254)             (2,149) 
                                                                     =========       ============= 
 
 Increase/(decrease) in cash and cash equivalents                          636               (644) 
 
 Cash and cash equivalents at beginning 
  of year                                                                2,935               3,579 
                                                                     ---------       ------------- 
 
 Cash and cash equivalents at end of year                                3,571               2,935 
                                                                     =========       ============= 
 

M WINKWORTH PLC

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARED 31 DECEMBER 2019

   1.    STATUTORY INFORMATION 

M Winkworth Plc is a public company, registered in England and Wales and listed on AIM. The company's registered number and registered office address can be found on the Company Information page.

   2.    ACCOUNTING POLICIES 

Basis of preparation

The financial statements have been prepared in accordance with International Financial Reporting Standards adopted by the European Union ("IFRS"), under the historical cost convention, with the exception of financial instruments as set out below. The financial statements are presented in pound sterling, which is also the company's functional currency. The following principal accounting policies have been applied consistently in dealing with items which are considered material in relation to the financial statements.

Going concern

The directors have, at the time of approving the financial statements, a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Various scenarios have been run on the potential impact of COVID-19 (as detailed in the Report of the Directors on page 11 of the full financial statements), which demonstrate that the group has sufficient working capital for the foreseeable future. The group has a strong cash base and no borrowings, with a high level of discretionary expenditure, which can be cut at short notice. Income would need to fall very substantially for a prolonged period, beyond six months, before a cash shortfall arose, at which point stronger measures would be taken to cut costs. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue

Revenue represents the value of commissions and subscriptions due to the group under franchise agreements, together with the value of fees earned by its subsidiary lettings business. Revenue in respect of commissions due on house sales is recognised at the point of the relevant property sale having been completed by the franchisee. Revenue in respect of commissions due on lettings, property management and administration services is recognised in the period to which the services relate. The group earns a straight 8% by value on all sales and lettings income generated by the franchisees.

In Tooting Estates Limited, revenue in respect of commissions due on house sales is recognised on completion. Revenue in respect of commissions due on lettings and property management is recognised over the life of the rental agreement.

   3.    PRIOR YEAR ADJUSTMENT 

The directors have reconsidered the nature of the payments made to franchises on inception of a franchise arrangement, which are intended to assist with branding and other costs. These had previously been presented as an intangible asset under IAS 38, but the directors are now of the view that the payments do not result in the group receiving a distinct good or service from the franchisee and, in consequence, consider them to meet the definition of consideration payable to a customer under IFRS 15.

Consequently, this asset is described as "Prepaid assisted acquisitions support" on the Group statement of financial position. The asset continues to be amortised over 10 years on a straight-line basis, however, the amortisation is now recognised as a deduction in revenue rather than an amortisation charge to administrative expenses. As a result, revenue and administrative expenses reported at 31 December 2018 have been restated by GBP148,639. There is no impact on the profit or net assets reported for the year in 2018.

A full balance sheet as at 31 December 2017 has not been presented in accordance with IAS 1 given the limited number of line items affected. The effect of the adjustment posted to correct this historical error has been included in the table below:

 
                                           2018          2018          2018 
                                  As previously     Effect of   As restated 
                                      Presented    Adjustment 
                                        GBP'000       GBP'000       GBP'000 
 Prepaid assisted acquisitions 
  support                                     -           603           603 
 Intangible assets                          674         (603)            71 
 
                                           2017          2017          2017 
                                  As previously     Effect of   As restated 
                                      Presented    Adjustment       GBP'000 
                                        GBP'000         GBP'000 
 Prepaid assisted acquisitions 
  support                                     -           665           665 
 Intangible assets                          796         (665)           131 
 
   4.    TAXATION 

Analysis of tax expense

 
                                                           2019     2018 
                                                        GBP'000  GBP'000 
Current tax: 
 Taxation                                                   311      280 
Adjustment re previous years                                  6        2 
                                                        -------  ------- 
Total current tax                                           317      282 
Deferred tax                                                  3        6 
                                                        -------  ------- 
Total tax expense in consolidated statement of profit 
 or loss and other comprehensive 
 Income                                                     320      288 
                                                        =======  ======= 
 

Factors affecting the tax expense

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

 
                                                           2019     2018 
                                                        GBP'000  GBP'000 
Profit before income tax                                  1,685    1,452 
                                                        -------  ------- 
Profit multiplied by the standard rate of corporation 
 tax in the UK of 19% (2018 - 19%)                          320      275 
Effects of: 
Expense not deductible for tax purposes                       7        1 
Adjustment in respect of prior periods                        6       10 
Depreciation in excess of capital allowances                  6        2 
Income not taxable                                       (17)          - 
Other movements                                             (2)        - 
                                                        -------  ------- 
Tax expense                                                 320      288 
                                                        =======  ======= 
 
   5.    DIVIDS 
 
                                    2019     2018 
                                 GBP'000  GBP'000 
 
  Ordinary shares of 0.5p each       968      942 
                                 =======  ======= 
 
   6.    EARNINGS PER SHARE 

Basic 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.

 
                                                                   2019 
                                                   Earnings     Weighted   Per-share 
                                                                 average      amount 
                                                               number of 
                                                                  shares 
                                                    GBP'000         '000       pence 
           Basic EPS 
 Earnings attributable to ordinary shareholders       1,285       12,733       10.09 
 Effect of dilutive securities                            -           25           - 
                                                  ---------  -----------  ---------- 
 
 Diluted EPS 
 Diluted earnings                                     1,285       12,758       10.07 
                                                  =========  ===========  ========== 
 
 
                                                      2018 
                                      Earnings     Weighted   Per-share 
                                                    average      amount 
                                                  number of 
                                                     shares 
                                       GBP'000         '000       pence 
           Basic EPS 
 Earnings attributable to ordinary 
  shareholders                           1,164       12,733        9.14 
 Effect of dilutive securities               -            4           - 
                                     ---------  -----------  ---------- 
 
 Diluted EPS 
 Diluted earnings                        1,164       12,737        9.14 
                                     =========  ===========  ========== 
 
   7.    CALLED UP SHARE CAPITAL 
 
 
 
                                                2019           2018 
Authorised:                                  GBP'000        GBP'000 
20,000,000        Ordinary shares of 0.5p        100            100 
                                           =========    =========== 
 
 
                                                2019           2018 
Issued and f                                     GBP            GBP 
 u lly paid: 
12,733,238        Ordinary shares of 0.5p         64             64 
                                           =========    =========== 
 
   8.    RESERVES 

Retained earnings are earnings retained by the Company not paid out in dividends. Share premium is the premium paid on shares purchased in the Company.

Other reserves are the fair value equity components recognised over the vesting period of share based payments.

On 24 July, 2018, the High Court of Justice of England and Wales made an order approving a Reduction of Capital. Under the terms of this arrangement, the Company's share premium account of approximately GBP1.793 million was cancelled and approximately GBP1.146 million of capital was returned to shareholders.

The balance of approximately GBP0.647 million, less the costs of the Return of Capital, was transferred to the Company's profit and loss account.

The share price at close of business on 23 July 2018, the day before the High Court made the order was 130.0p for each 0.5p share.

   9.    ACQUISITION OF SUBSIDIARY 

On 1 July 2019, Winkworth Franchising Limited acquired 55% of Tooting Estates Limited, which operates the Winkworth franchise in the Tooting area, for GBP22,500. The consideration of GBP22,500 was paid in cash. In addition, Winkworth Franchising Limited advanced GBP92,500 of loans to Tooting Estates Limited at an interest rate of 5% repayable over 5 years.

In addition to the financial impact, the acquisition of Tooting Estates Limited as a subsidiary, will keep Winkworth in touch with and learning from front end experiences and industry trends. It will also provide a live platform to test and develop future digital initiative and evolve our centralised CRM systems, which will be of benefit to all our franchisees.

 
                                At 01/07/19    Fair value   Fair value 
                                               adjustment       of net 
                                                                assets 
                                    GBP'000       GBP'000      GBP'000 
 Customer lists                         192           304          496 
 Tangible assets                        146             -          146 
 Trade and other receivables             52             -           52 
 Cash and cash receivables              116             -          116 
 Payables < 1 year                     -267             -         -267 
 Payables > 1 year                     -333             -         -333 
 Deferred tax                            12          (58)          -46 
 Net asset acquired                    (82)           246          164 
 Group share                                                        91 
 Consideration paid                                                 23 
                                                           ----------- 
 
 Negative goodwill                                                  68 
                                                           =========== 
 

The purchase consideration of GBP22,500 was settled in cash, with negative goodwill included in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

10. POST BALANCE SHEET EVENTS

Since the government's directive on the temporary closing of high street branches came into effect on 24 March 2020, we have undertaken a number of initiatives to help our franchisees through this difficult time. Besides cutting non-essential marketing and training courses, and passing on savings to our franchisees, we have provided them with comprehensive help on business topics including remote working, maintaining a dialogue with customers, employment rights and government loan schemes. On top of the daily flow of commercial information, our franchisees are providing us with regular updates of their financial health so that we can assess their individual situations and provide support where most needed.

At Group level we have modelled a range of scenarios to stress test our liquidity in the current financial year. The Board is comfortable that, even under the worst of these, the business has the required financial resources for the foreseeable future. Winkworth paid its 2019 fourth quarter dividend on 20(th) February 2020 as announced.

11. FINANCIAL INFORMATION

The financial information contained within this announcement for the year ended 31 December 2019 is derived from but does not comprise statutory financial statements within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2018 have been filed with the Registrar of Companies and those for the year ended 31 December 2019 will be filed following the Company's annual general meeting. The auditors' reports on the statutory accounts for the years ended 31 December 2019 and 31 December 2018 are unqualified, do not draw attention to any matters by way of emphasis, and do not contain any statements under section 498 of the Companies Act 2006.

12. ANNUAL REPORT AND ACCOUNTS

Copies of the annual report and accounts for the year ended 31 December 2019 together with the notice of the Annual General Meeting to be held at the offices of M Winkworth Plc on 12 May 2020, will be posted to shareholders shortly and will be available to view and download from the Company's website at www.winkworthplc.com

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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April 06, 2020 02:00 ET (06:00 GMT)

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