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QYG Quays Group

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0.00 (0.00%)
Share Name Share Symbol Market Type Share ISIN Share Description
Quays Group LSE:QYG London Ordinary Share GB0000142058 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.00 -
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Interim Results

31/12/2002 12:07pm

UK Regulatory


RNS Number:6845F
Quays Group PLC
31 December 2002

                           QUAYS GROUP PLC


Interim results for the six months to 30 September 2002

31 December 2002

CHAIRMAN'S STATEMENT


I am pleased to inform you that the acquisition of the Poole interests,
announced in January 2002, from Orb Estates Plc, concluded on the 16th August
2002.  These interim results, are for the six months ended 30th September 2002.


The Poole interests consisted of a number of companies which between them own
four properties on the quayside of Poole Harbour, Dorset, and an option to
acquire a newly incorporated company holding a fifth property in Poole.  The
five properties are as follows:


Dolphin Quays


Dolphin Quays, located on the quayside at Poole with outstanding views over the
harbour, will become a key part of the town centre.  Dolphin Quays is a new
mixed use residential and retail project, which is currently in the course of
development.  When completed, Dolphin Quays will consist of 105 residential
apartments, the majority of which have sea views, and 70,000 square feet of
retail and leisure space to complement the existing quayside visitor
attractions.


The residential apartments were first launched onto the market in the summer of
2001, of which 85 per cent have been sold off-plan, prior to their completion,
for a consideration of  approximately #31.7 million.


The principal building contractor for Dolphin Quays is Taylor Woodrow
Construction Limited ("Taylor Woodrow").  To date, works have progressed to the
stage where the building envelope is essentially complete on approximately 60
per cent of the development.  The contractors are currently behind the phased
development programme, with the first phase of the residential development now
anticipated for completion by April 2003 and the retail space by July 2003.  It
is expected that liquidated damages will be claimed from Taylor Woodrow for
failure to deliver the project within the agreed timetable.


This project is being funded from a #50 million facility provided to Poole
Developments by the Royal Bank of Scotland International Limited.  This facility
is due for repayment on 15 July 2003


The Quay Thistle Hotel


The Quay Thistle Hotel is a four star hotel, located on the quayside in Poole,
next to Dolphin Quays overlooking the Quay Yacht Haven.  It has 70 guest
bedrooms in a two-storey building, which has been trading for a number of years.
It enjoys a high level of occupancy, due to there being few competing hotels
in Poole.


The land and buildings are owned by Orb Hotels Poole Limited, financed by a loan
provided by Halifax Bank of Scotland Plc of #14 million, secured on the land and
buildings.  The Board are currently discussing the proposals for the wider Poole
site with Poole Borough Council and English Heritage.  It is anticipated that an
outline planning application will be submitted to Poole Borough Council in early
January 2003.


Poole Pottery Retail


Poole Pottery Retail is situated adjacent to the Dolphin Quays residential and
retail development, and is leased by Dolphin Quays Limited, a subsidiary of
Poole Pottery.  The retail facility is an essential feature of the Dolphin Quays
development, and its current site is considered by the Southern Tourist Board as
Dorset's most popular tourist attraction, with in excess of one million visitors
every year.


On completion of the Dolphin Quays development, it is intended that the retail
facility will be relocated to Dolphin Quays.  The existing retail site will form
part of the planning application being submitted in January 2003.  It is
proposed that a mixed use retail and residential scheme will be developed on
this site.


The Quay Yacht Haven


Poole Developments Limited owns 73 per cent of the issued share capital of Poole
Harbour Services Limited, with the remaining 27 per cent owned by Poole Harbour
Commissioners.  Poole Harbour Services owns and operates the Quay Yacht Haven,
which is located on the quayside in Poole, in front of Dolphin Quays and Quay
Thistle Hotel.


The Quay Yacht haven has capacity for 100 visitor boats and 70 local fishing
vessels.  The enterprise is operated by Poole Harbour Commissioners for Poole
Harbour Services, and earns revenue from visiting boats and fishing boats.  The
synergy between the Yacht Haven and Dolphin Quays is evident in that the
apartments will overlook a well-managed marine environment, and the boat owners
using the Quay Yacht Haven will have access to the new toilet and retail
facilities within seconds of coming ashore.


Old Orchard


Old Orchard is a multi-storey office building located between Dolphin Quays and
the main shopping area of Poole, and is designed to form a link between the High
Street and Dolphin Quays.


Old Orchard is the subject of the Old Orchard option with Orb Estates Plc, which
can be exercised by the Company at any time between 16 August 2003 and 16 August
2004 for nil consideration.  If the Company exercises its option, and Orb
Estates Plc is unable to fulfil its obligations, then Orb Estates Plc are
obliged to pay Quays Group #8,550,000 plus interest.


The proposed planning application to Poole Borough Council will provide for a
conversion of this office building to a proposed hotel with conference and
banqueting facilities.


Results for the six month period


The profit and loss account for the six month period shows a turnover of
#524,000 (2001: nil) derived from rental income and the current operational
businesses on Poole Quay.  This revenue has contributed to the servicing of the
Group's debt and the ongoing running costs in Quays Group Plc.  The profit
before tax of #213,000 provides the stepping stone for a group which in 2003
will crystallise a substantial profit before amortisation of goodwill on its
pre-sold residential apartments which are due for completion with effect from
April 2003.  In the next twelve months the Directors anticipate that the Group
will start to benefit from turnover rents from the retail outlets that are
currently being constructed and marketed.


Goodwill of #14,406,000 was created on the acquisition of the Poole interests.
This goodwill arose as a consequence of the interpretation of value and worth of
properties highlighted in the AIM Admission Document.  This Board will review
the carrying value of goodwill, as planning for the wider scheme and apartment
sales progresses.


A further point to highlight in the period is the successful negotiation of a
prior year Corporation Tax refund of #279,000, received in October 2002.


Outlook


The Board believes that the management team under Peter Mills have made good
progress with the development and look forward to the completion of Phase 1 and
the submission of a planning application for the Thistle hotel site and the Old
Orchard offices in the new year.  The Board continues to believe the intrinsic
value of this development, and will seek further opportunities to complement the
existing operations.


Charles Helvert
Chairman

Unaudited summary consolidated profit and loss account for the period ended 30
September 2002.


                                        Note       Six months to       Six months to             Year to
                                               30 September 2002   30 September 2001            31 March

                                                                                                    2000
                                                     (unaudited)         (unaudited)           (audited)
                                                           #'000               #'000               #'000

Turnover                                                     524                   -                   -


Cost of sales                                              (141)                   -                   -
                                                         _______             _______             _______
Gross profit                                                 383                   -                   -


Administrative expenses                                    (290)               (572)               (344)


Other operating income                                         -                   1                   1
                                                         _______             _______             _______


Operating profit / (loss)                                     93               (571)               (343)

Profit on sale/termination of
discontinued operations                                        -                   -                 162


Profit/(loss) on ordinary
activities before interest                                    93               (571)               (181)
                                                              

Net interest receivable and
similar charges                                              120                 309                 321
                                                             
                                                        ________            ________            ________
Profit/(loss) on ordinary
activities before taxation                                   213               (262)                 140
                                                             

Tax on profit/(loss) on ordinary
activities                                                   279                   -                   -
                                                             
                                                       _________           _________           _________
Profit/(loss) on ordinary
activities after taxation                                    492               (262)                 140
                                                             

Dividends (including dividends in
respect of non-equity shares)              1                (10)                (10)                (19)
                                           

Minority interest                                            (5)                   -                   -
                                                      __________          __________            ________
Retained profit/(loss) for the
period/year                                                  477               (272)                 121
                                                             
                                                      __________          __________            ________
Earnings/(loss) per ordinary share
- basic and diluted                        2               0.66p             (0.67p)               0.29p
                                           

The Group has no recognised gains and losses, other than the profits and losses
above and, therefore, no separate statement of total recognised gains and losses
has been presented.


Unaudited summary consolidated balance sheet at 30 September 2002


                                        Note     Six months to 30    Six months to 30             Year to
                                                         Sep 2002            Sep 2001
                                                                                              31 Mar 2002
                                                      (unaudited)         (unaudited)           (audited)
                                                            #'000               #'000               #'000
Fixed assets
Tangible assets                                            61,848                   -                   -
Intangible assets - goodwill                               14,318                   -                   -

                                                           
Investments                                                     -                   -                   -
                                                          _______             _______            ________
                                                           76,166                   -                   -
Current assets
Other stock                                                    16                   -                   -
Development properties held for resale                     19,107                   -                   -

                                                           
                                                         ________            ________            ________
Total stock                                                19,123                   -                   -
Debtors                                                    10,113                 404              11,617
Short term investments                                      4,201              11,707                   -
Secured deposits                                              929                   -                   -
                                                         ________            ________            ________
Total investments                                           5,130              11,707                   -
Cash at bank                                                  138                   -                   -
                                                         ________            ________            ________
                                                           34,504              12,111              11,617
Creditors: amounts falling due within
one year                                                 (67,069)               (717)             (1,030)
                                                         
                                                         ________            ________            ________
Net current (liabilities)/assets                         (32,565)              11,394              10,587
                                                         ________           _________            ________
Total assets less current liabilities                      43,061              11,394              10,587

                                                           
Creditors: amounts falling due after
more than one year                                        (1,063)                   -                   -
                                                          
Provision for liabilities and charges                           -             (1,200)                   -
                                                                
                                                         ________            ________             _______
                                                           42,538              10,194              10,587
                                                         ________            ________            ________
Capital and reserves

Called up share capital                                    16,865               4,349               4,349
Share premium account                                      19,054                 282                 282
Profit and loss account                                     6,433               5,563               5,956
                                                         ________           _________           _________
Shareholders' funds                                        42,352              10,194              10,587
Minority interests (equity)                                   186                   -                   -
                                                         ________           _________           _________


                                                           42,538              10,194              10,587

                                                         ________            ________            ________


Analysed as:
Equity interests                                           42,338               9,994              10,387
Non-equity interests                                          200                 200                 200
                                                          _______            ________           _________
                                                           42,538              10,194              10,587
                                                         ________            ________           _________
Net assets per ordinary share            2                  25.4p               24.1p               25.0p



Unaudited summary consolidated cash flow statement for the period ended 30
September 2002
                                               Six months to        Six months to              Year to
                                                 30 Sep 2002          30 Sep 2001          31 Mar 2002
                                                 (unaudited)          (unaudited)            (audited)
                                                       #'000                #'000                #'000
Net cash inflow/(outflow) from
operating activities                                  31,123                 (92)             (12,038)
                                                    ________            _________            _________
Returns on investments and servicing of
finance
Interest received                                          6                   43                  321
Interest paid                                          (237)                    -                    -
Non-equity dividends paid                               (10)                 (10)                 (19)
                                                    ________            _________            _________
Net cash (outflow)/inflow from returns
on investments and servicing of finance                (241)                   33                  302


Capital expenditure and financial
investment
Purchase of tangible fixed assets                      (394)                    -                    -

                                                       
Net cash outflow from capital
expenditure and financial investment                   (394)                    -                    -

Acquisitions and disposals
Purchase of subsidiary undertakings                    (823)                    -                    -

                                                       
Net cash acquired with subsidiary
undertakings                                              26                    -                    -
                                                     _______            _________            _________
Net cash outflow from acquisitions and
disposals                                              (797)                    -                    -
                                                       
                                                    ________            _________            _________
Net cash (outflow)/inflow before
management of liquid resources and
financing                                            (2,265)                 (59)               11,700

                                                    ________            _________            _________
Management of liquid resources
Purchase of short term investments                   (3,956)                 (43)                    -

                                                     
Withdrawls from short term investments                     -                   36                    -
                                                    ________             ________             ________
Net cash outflow from management of
liquid resources                                     (3,956)                  (7)                 (36)


Financing
Net drawdown of bank loans                             2,262                    -                    -
                                                   _________             ________            _________
Net cash outflow from financing                        2,262                    -                    -

                                                   _________             ________             ________
Decrease in cash in the period/year                      (3)                 (66)                 (36)

                                                         
Reconciliation of operating profit/(loss) to net cash inflow/(outflow) from
operating activities


Operating profit/(loss)                                         93              (571)              (343)

Depreciation on tangible fixed assets                           30                  -                  -

Amortisation of goodwill                                        88                  -                  -

Increase in stocks                                             (4)                  -                  -

Increase in development properties for sale                (1,839)                  -                  -

Decrease/(increase) in debtors                              12,198                109           (11,370)

(Increase)/decrease in creditors                           (7,443)                370                713

Decrease in provisions                                           -                  -            (1,200)

Release of provisions for termination of
discontinued activities                                          -                  -                162
                                                                 
                                                          ________            _______           ________
Net cash inflow/(outflow) from operating
activities                                                   3,123               (92)           (12,038)
                                                             
                                                          ________            _______           ________


                          At 31 March       Cashflow       Acquired with        Non cash     At 30 Sept
                                 2002                         subsidiary        payments           2002
                                                             undertaking
                                #'000          #'000               #'000           #'000          #'000
Analysis of debt
Current asset
investments                         -          3,956                   -             245          4,201
                                    
Secured deposits                    -              -                 925               4            929
Cash in bank and in
hand                                -            138                   -               -            138
                                    
Bank overdrafts                  (27)          (141)                   -               -          (168)
Debt due within one
year                                -        (2,262)              56,346            (10)       (58,618)
                                    
Debt due after one
year                                -              -             (1,063)               -        (1,063)
                                    
                             ________       ________             _______        ________        _______
                                 (27)          1,691            (56,484)             239       (54,581)
                             ________       ________            ________        ________       ________



Reconciliation of net cash flow to movement in net funds


                                           Note      Six months to      Six months to            Year to
                                                       30 Sep 2002        30 Sep 2001        31 Mar 2002
                                                       (unaudited)        (unaudited)          (audited)
                                                             #'000              #'000              #'000

Decrease in cash during the period/year                        (3)               (92)               (36)

                                                               
Increase/(decrease) in current asset
investments                                                  4,201                  -           (11,700)
                                                             
Increase in secured deposits                                     4

Cash outflow from decrease in debt                         (2,262)                  -                  -

Net debt acquired with subsidiaries                       (56,484)                  -                  -

Other non cash movement                                       (10)                  -                  -
                                                           _______           ________           ________
Change in net funds resulting from cash flows             (54,554)               (92)           (11,736)

Opening net funds                                             (27)             11,709            11,709)
                                                          ________           ________           ________
Closing net (debt)/funds                                  (54,581)             11,617               (27)
                                                         _________          _________           ________


1. Dividends
                                          Note     Six months to     Six months to           Year to
                                                     30 Sep 2002       30 Sep 2001       31 Mar 2002
                                                     (unaudited)       (unaudited)         (audited)
                                                           #'000             #'000             #'000

Interim dividend payable on non-equity shares
9.5% cumulative preference shares                             10                10                19
                                                     ___________         _________         _________
                                                              10                10                19
                                                      __________         _________         _________

2. Profit/loss per ordinary share
                                          Note     Six months to     Six months to           Year to
                                                     30 Sep 2002       30 Sep 2001       31 Mar 2002
                                                     (unaudited)       (unaudited)         (audited)
                                                           #'000             #'000             #'000

Profit/(loss) for the financial period/year                  487             (262)               140

Less: preference dividend                                   (10)              (10)              (19)
                                                       _________         _________         _________
                                                             477             (272)               121
                                                       _________        __________         _________
Normal weighted average number of shares in
issue and ranking for dividend                        72,269,466        40,894,700        41,494,700


The net assets per ordinary share is calculated by reference to the equity interests of #42,338,000
and 166,645,390 ordinary shares in issue at 30 September 2002.

3. Reconciliation of movements in
shareholders' funds
                                          Note     Six months to     Six months to           Year to
                                                     30 Sep 2002       30 Sep 2001       31 Mar 2002
                                                     (unaudited)       (unaudited)         (audited)
                                                           #'000             #'000             #'000

Profit/(loss) for the period/year                            492             (262)               140
Dividends                                                   (10)              (10)              (19)
Share capital issued                                      31,124                 -                 -
                                                      __________        __________        __________
Net increase/(decrease) in shareholders' funds            31,606             (272)               121

                                                          
Opening shareholders' funds                               10,587            10,466            10,466
                                                      __________        __________        __________
Closing shareholders' funds                               42,352            10,194            10,587
                                                      __________        __________        __________


1.       Bases of Preparation and Financial Information

The interim statement has been prepared on the basis of the accounting policies
set out in the Group's annual financial statements for the year ended 31 March
2002, subject to additional accounting policies following the purchase of the
Poole interests, which are as follows:


Freehold group properties


Properties currently occupied by subsidiary undertakings, or properties used in
the nature of trade, but held by Quays Group Plc for their long term investment
potential, are accounted for as freehold group properties.  These properties are
revalued annually by independent professional valuers.  These properties are
valued on an existing use basis, and as permitted by FRS 15, Tangible Fixed
Assets, the notional acquisition costs are added back to the existing use value
to arrive at valuation for accounting purposes.  The aggregate surplus or
deficit is transferred to revaluation reserve, except that a deficit which is in
excess of any previously recognised surplus over depreciated cost relating to
the same property, or the reversal of such a deficit, is charged (or credited)
to the profit and loss account.  These properties are depreciated annually over
50 years, except when depreciation is determined to be immaterial.


Stock


Stocks and work in progress are stated at the lower of cost and net realisable
value.  Where necessary, provision is made for obsolete and slow moving stocks.


Development properties


Development properties held for the long term are valued at open market value,
and are classified as fixed asset properties.  Surpluses and deficits
attributable to the Company and Group arising from revaluation are taken to the
revaluation reserve.


Development properties held for resale are shown as current assets, and are
stated at the lower of cost and net realisable value.  Cost includes the cost of
acquisition, professional fees, construction costs and capitalised interest, but
excludes overheads.  Sales of development properties are recognised on exchange
of contracts, or, if exchange is conditional, on the date all material
conditions have been satisfied.  During the construction period, profits are not
recognised, but provision is made for any foreseeable losses.


In the event that it is decided a development property held for resale will be
retained as an investment, it is transferred to the Group's investment portfolio
at the lower of cost and net realisable value at the date of transfer, and any
loss dealt with in the profit and loss account.


Turnover


Turnover represents the sales of development properties, rental income, hotel
income, marina income and retail income excluding value added tax.  Sales of
properties are reflected in the accounts if an unconditional contract is
exchanged by the balance sheet date, and the sale is completed before the date
of approval of the accounts.  This is a change to the accounting policy stated
at 31 March 2002.  Turnover in the year ended 31 March 2002 has been
reclassified as net interest receivable and similar charges.


Loan arrangement costs


Costs relating to the issue of term bank loans and facilities are amortised over
the estimated life of the loan, and charged to the profit and loss account as
part of the interest expense.  These bank loans are disclosed net of unamortised
loan issue costs.


Derivative financial instruments


Derivate financial instruments utilised by the Group are interest rate swaps.
The Group does not enter into speculative derivative contracts.  All such
instruments are used for hedging purposes to alter the risk profile of an
existing underlying exposure of the Group in line with the Group's risk
management policies.  Amounts payable or receivable in respect of interest rate
swaps are recognised as adjustments to interest expense over the period of the
contracts.


Rental income recognition


Rentals received under operating leases are credited to the profit and loss
account on a straight-line basis over the lease term, even if the payments are
not received on such a basis.  Benefits provided as an incentive for the tenant
to sign an operating lease are similarly spread on a straight-line basis over
the lease term, except where the period to the review date on which the rent is
first expected to be adjusted to the prevailing market rate is shorter than the
full lease term, in which case, the shorter period is used.


The financial information contained in this document does not constitute
statutory accounts within the meaning of Section 240 of the Companies Act 1985.
The comparative figures for the financial period ended 30 September 2001 have
been extracted from the company's interim report for that financial period.  The
comparative figures for the year ended 31 March 2002 have been extracted from
the statutory accounts for the year ended 31 March 2002.  The audit report on
those accounts was unqualified, and those statutory accounts have been filed
with the Registrar of Companies.


2.       Administrative expenses


The administrative expenses of #290,000 (6 months to 30 September 2001:
#572,000) includes amortisation of goodwill of #88,000 (6 months to 30 September
2001: #nil).


3.       Taxation


There is no taxation charge due to the availability of losses.  The taxation
credit of the year of #279,000 has arisen in respect of prior period
overpayments.


4.       Other Information


The Interim Statement was approved by the Directors on 30 December 2002.


Enquiries


Quays Group Plc
Charles Helvert, Chairman                                    Tel.: 0207 495 8801


HCP Lake Communications Group
Kirk Hoatson
Michael Carr                                                 Tel.: 0207 840 7490


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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