(THG) Terrace Hill

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(RNS) 2010-03-10 07:05
Terrace Hill Group - Final Results
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RNS Number : 3362I Terrace Hill Group PLC 10 March 2010

10 March 2010

Terrace Hill Group plc

("Terrace Hill", the "Company" or the "Group")

PRELIMINARY RESULTS FOR THE YEAR ENDED 31 OCTOBER 2009

Terrace Hill Group plc (AIM: THG), a leading UK property development and investment group, today announces its preliminary results for the year to 31 October 2009.

Financial highlights


· Triple Net Asset Value per share of 40.8p (30 April 2009: 40.4p, 31 October 2008: 53.4p)
· Adjusted Diluted Net Asset Value per share of 44.6p (30 April 2009: 44.4p, 31 October 2008: 58.0p)

· Adjusted pre-tax profit (before property provisions) £2.6 million (31 October 2008: £1.0 million)


· £335.6 million1 of debt refinanced since October 2008
· Balance sheet loan to value gearing of 59.4%2

Operational highlights


· Completed or contracted sales of £56.1 million
· Contracted lettings with annual rent roll of £3.6 million
· Lettings and sales of 293,275 sq ft
· Forward funding and sale agreement of Sainsbury's foodstore in Bishop Auckland
· Completion of sale of Helston site to Sainsbury's
· Pre-let of 38,500 sq ft office to Middlesbrough Primary Care Trust, now under construction
· Planning consent gained for 135,000 sq ft of offices and 33 apartments in Howick Place, Victoria, SW1

Post period events


· Kean House office scheme in Covent Garden, London sold in December 2009 for £16.0 million

· Detailed planning consent obtained for 71 residential units at Carluke, Scotland


· Announcement today of exchange of contracts for the acquisition of a six acre site in Sunderland and a nine acre site in Whitchurch, Shropshire. These are intended for development into supermarkets and negotiations for pre-lets are currently underway.

Commenting, Robert Adair, Chairman of Terrace Hill, said: "We were very encouraged to see some stability and positive sentiment returning to the market in the second half of the year and, more so, by the fact that this has continued into 2010. We took advantage of this renewed confidence through the sale of Kean House and the forward funding and sale of our Bishop Auckland Sainsbury's development. This trend can be clearly seen by comparing the first half results, which show the impact of the recessionary economic environment at the time, with a more positive second half, during which yields began to harden and we were able to make a small pre-tax profit. We successfully refinanced around £335 million of debt since 31 October 2008, and have noticed a definite increase in appetite for lending from the banks, even for development.

"Our commercial focus remains firmly on pre-let developments and we are particularly strong in the foodstore sector, where we concluded three deals during the year, with a further two announced this morning. We are also making solid progress with our strategic landbank in Scotland, with planning permission for 374 units now consented and applications for around 650 more being processed. Our residential investment portfolio continues to perform ahead of its IPD benchmark and we are now actively considering the launch of a residential fund which has the potential to provide further scope to create value."

For further information:


Terrace Hill Group plc Tel: +44 (0)20 7631 1666

Robert Adair, Chairman

Philip Leech, Chief Executive

Jon Austen, Group Finance Director


Oriel Securities (Nominated Adviser) Tel: +44 (0)20 7710 7600

Tom Durie/Mark Young/Gareth Price


Financial Dynamics Tel: +44 (0)20 7831 3113

Stephanie Highett/Richard Sunderland

Rachel Drysdale/Olivia Goodhall

terracehill@fd.com

1 includes 100% of associate and joint venture undertaking debt re-financed

2 calculated by reference to adjusted NAV

Chairman's statement

I am pleased to report our financial results for the year ended 31 October 2009. The period saw some stability returning to the economy and a renewed confidence in the prime commercial property investment markets. We took advantage of this with the sale of Kean House, a completed office development in Covent Garden, where we achieved an attractive price, and with the institutional forward funding of our Sainsbury's foodstore scheme at Bishop Auckland.

The improved market has resulted in the yields of our commercial property portfolio hardening and values improving in the second half of the year. A similar stabilising of values has also been seen in our residential portfolio.

On the banking side we have also continued to be successful in re-financing our debt and extending due dates for repayment.

Notwithstanding our operational successes our results were affected by the significant falls in the market value of our assets in the first half of the year. Our adjusted diluted NAV (ADNAV, as defined by EPRA) has decreased by 22.7% to 44.6 pence per share (31 October 2008: 58.0 pence per share) and our triple NAV (TNAV, as defined by EPRA) has fallen by 23.5% to 40.8 pence per share (31 October 2008: 53.4 pence per share). The TNAV takes account of any valuation movements above book value of assets held as trading stock as well as contingent tax on prospective gains and other fair value adjustments.

Our dividend policy has been to vary the amount of our dividend in line with the movement in our TNAV. Given the fall in TNAV since 31 October 2008, the Board has decided to continue the suspension of dividend payments which was announced with our interim results. We keep this policy under review and wish to resume a progressive dividend policy when market conditions improve.

The Group's loss before tax for the year, stated after accounting for changes in the value of our investment properties and reductions in the value of our trading stock, was £26.7 million. Excluding these, we made a profit before tax in the year of £2.6 million, compared with £1.0 million in the year ended 31 October 2008, calculated on the same basis. The business review contains further analyses of our results and a reconciliation of these amounts.

All Group and joint venture and associated undertaking debt that required re-financing in the period has been agreed. The banking climate has been challenging and I am pleased with the achievements we have made and that our bank financings are on a sound footing.

We are very focused on our cash flow and have achieved a number of operational efficiencies during the last year, with reductions in headcount and salary reductions for senior staff and directors. We continue to exercise tight control over our discretionary expenditure.

Property overview

In the commercial arena our focus on new business has been on pre-let developments, in particular foodstores, where we have concluded three deals during the financial year, and offices let to strong covenants such as the Primary Care Trust pre-letting at Teesside. We have an extensive pipeline of similar developments which should provide highly profitable low-risk returns over a sustained period.

Within our existing commercial portfolio we have managed to conclude a number of lettings despite a difficult occupational market as well as selling Kean House at a price above its April 2009 valuation.

Our residential investment portfolios fell in value by 4% in the first half but recovered by 1.5% at the year end. I am pleased with the consistently high occupancy levels and with rental levels which have remained constant over the period. I now believe that there is scope for value growth. We are now actively considering launching a residential property fund.

During the course of the year we decided to focus our residential development activity on site assembly and planning gain and away from housebuilding in Scotland. As a result of this decision we were able to reduce our central overhead by £0.5 million on an annualised basis and focus investment in our core areas of commercial development and residential investment. The landbank in Scotland now extends to 175 acres with the potential to accommodate over 1,200 units. We continue to work towards obtaining planning consent for development over the remaining un-consented sites. I envisage that these will either be sold or developed in joint venture with other housebuilders.

Outlook

I view the future with considerably more confidence than I did a year ago. In particular, I am pleased our TNAV increased in the second half of the year and we have been successful in creating value through development. I look forward to further TNAV growth and am confident that we can generate strong returns for our shareholders over the medium term.

Robert F M Adair

Chairman

10 March 2010

Business review - operations

Commercial property strategy

During the second half of the year we began to see improving sentiment in the investment markets which translated fairly quickly into an increase in prices paid for well let properties in good locations. This has not been supported by increased occupier demand in most areas but there is now a feeling that the worst of rental falls may be over in some markets, allowing investors to value assets with more certainty.

This improvement has allowed us to sell some completed schemes more quickly and at better values than we had expected. It has also opened up an equity funding market for pre-let property to good covenants which is aiding our new development programme.

Our pre-let development strategy can be divided into the two defined areas of foodstores and offices.

Foodstores

Demand from the major foodstore operators has continued unabated and we have been successful in concluding three foodstore development transactions during the year:


· In September we completed the sale of our 5.25 acre site to Sainsbury's at Helston in Cornwall having obtained planning consent for a 55,750 sq ft unit.
· During the summer we obtained all the necessary outstanding approvals for our 92,333 sq ft Sainsbury's foodstore at Bishop Auckland in Co. Durham. Subsequently, we entered into a forward funding and sale agreement with Aviva Investors Pensions Limited to develop the scheme. The sale price reflects a net initial yield to the investor of 5.7%.
· At Heaton in North Manchester we acquired, in a joint venture, a retail park adjacent to an existing Sainsbury's store. Both sites will be redeveloped in their entirety by Sainsbury's with the benefit of planning and vacant possession.

Our focus on this sector means that we now have a substantial pipeline of new foodstore development opportunities which will mature over the next few years.

Offices

Although the office occupational market has been weak, there are a number of occupiers who are unable to satisfy their requirements through existing stock. This is particularly true in the regions outside London where we have seen demand for pre-lets coming from occupiers with strong covenants from a variety of sectors.


· A recent example of this has been our pre-letting of a 38,500 sq ft office building on Teesside to the Middlesbrough Primary Care Trust, where the tenant has contracted to enter into a 15-year lease without breaks.

Our network of regional offices gives us insight into these requirements and we are now working on a pipeline of similar deals across the UK.

The portfolio

Commercial property

Despite a difficult occupational market we have let and sold further space within our portfolio of completed developments and made progress with our early stage developments. In other areas we have advanced and improved planning consents.


· We sold Kean House, our multi-let office development in Covent Garden, to a UK institution for £16.0 million representing an initial yield of 6.4%.
· At Quantum 1 in Maidenhead we let 26,000 sq ft to Compuware at £25 per sq ft which, in addition to the earlier letting to Biogen, means that this scheme is now 78% let.
· AFEX took the entire fifth floor at 129 Wilton Road, Victoria, for a 10-year term at an initial rent of £45.00 per sq ft.
· Six new lettings were achieved at Brampton Business Park in Eastbourne leaving only a single unit of 3,500 sq ft available. Four units were also sold to investors.
· At Brabazon Business Park, Filton in North Bristol, Sovereign Housing completed the purchase of 8,000 sq ft for their own occupation and a further 3,000 sq ft was let to Merlin Claims Management.
· There was increased letting activity at Canningford House in Bristol city centre and this property is now 90% let.
· At Howick Place in Victoria we have now won consent for a scheme comprising 135,000 sq ft of offices and 33 apartments. It is envisaged that a development start will be made during the course of this year, with particular focus on the date of completion to maximise its impact within the wider economic recovery.

Residential investment

In the second half of the year we have seen average values stabilise across our portfolios. The actual movements in value depend very much on the geographical location of the properties, but small rises in the values of our assets in London and the South East, where we have a 50% weighting, have offset declines elsewhere. In addition, through active management, we have maintained healthy occupational rates at consistently steady rental levels.

We are cautious about the immediate outlook for the value of residential property but, over the medium-term, we foresee a steady return to capital growth and good opportunities for us to trade parts of our portfolios as well as acquire new, attractively priced properties.

Strategic land

Following our decision to suspend new housebuilding in Scotland, we have been concentrating on maximising value from the landbank through the planning process. During the period, we have obtained planning for 20 units at our three acre site at Fenwick and for 71 units at our 12 acre site in Carluke. We are expecting to win a new consent at Kilmarnock during the early part of 2010.

The total landbank in Scotland now extends to 175 acres with the potential to accommodate over 1,200 residential units and we envisage that these sites will either be sold or developed in joint venture with other housebuilders.

Business review - finance

Financial results and net asset value

The Group's NAV fell by 24.1% in the year to 31 October 2009 to £78.2 million (36.9 pence per share) from £103.0 million (48.6 pence per share) at 31 October 2008 and our adjusted NAV (equivalent to that defined by EPRA) fell by 22.7% to £94.8 million (44.6 pence per share) from £124.2 million (58.0 pence per share) at 31 October 2008.

The fall in our adjusted NAV was caused principally by the reduction in the carrying value of our properties and by the reduction in the market value of those properties held on the balance sheet at the lower of cost and market value. Other factors resulting in movements in the adjusted NAV are set out below:


· fall of 12.3 pence per share in the value of properties reflected in our balance sheet;
· fall of 1.7 pence per share in the value above cost of our trading properties;

· rise of 0.8 pence per share arising from trading activity.

The Group's NAV and adjusted NAV increased by 1% since 30 April 2009, reflecting the hardening of values in the second half of the year and increased trading activity in that period.

The Group's TNAV, which takes into account any tax payable on profits arising if all the Group's properties were sold at the values used for our adjusted NAV, the write off of goodwill and other fair value adjustments, fell by 23.5% to £86.8 million (40.8 pence per share) from the £114.3 million (53.4 pence per share) at 31 October 2008.

Calculation of ADNAV and TNAV (unaudited)


31 October 2009 31 October 2008
Number Number
of shares Pence per of shares Pence per
£'000 000s share £'000 000s share
Audited net asset value 78,156 211,971 36.9 103,047 211,971 48.6
Revaluation of property held 16,633 20,324

as current assets
Shares to be issued under the 12 595 41 2,038

LTIP


Deferred taxation in respect - 781

of investment properties
Adjusted diluted net asset 94,801 212,566 44.6 124,193 214,009 58.0

value
Decrease % (22.7)% (39.8)%
unrealised gains and (4,657) (6,472)

availability of tax losses
Goodwill (3,336) (3,456)
Triple net asset value 86,808 212,566 40.8 114,265 214,009 53.4
Decrease % (23.5)% (36.2)%

Income statement

Revenue for the year is below that recorded in 2008 due largely to lower commercial development activity as a consequence of the economic situation. Commercial property development transactions in the period include the sale of the property in Helston to Sainsbury's and part of the sale of the Bishop Auckland property to Aviva Investors. The Group earned £6.6 million in rental income (2008: £4.8 million), an increase of 37.5%, while development management fees and other income generated £1.3 million (2008: £2.6 million), a decrease of 50.0%. Sales revenue of £4.4 million on the sale of houses is also included in revenue.

The year has been characterised by a radical shift in the rate of change in the valuation of our properties, reflecting movement in the underlying property market. This is particularly evident in a comparison of the movements in our property values, wherever held, for the first half year with the same for the second half year. The income statement, as required by accounting standards, includes movements in the carrying value of our investment and trading properties, whether held directly or in joint venture and associated undertakings. The table below sets out the amounts included in the income statement, split between what was reflected in the first and second halves of the year.

Administrative expenses for the year were £5.2 million (2008: £6.5 million). Included within administrative expenses is a credit of £0.7 million in respect of the Group's share-based payment scheme (2008: £1.0 million credit). Ignoring this, underlying administrative expenses have reduced by £1.6 million. As noted in the Interim Report, we continue to seek ways of reducing costs while not affecting the operational effectiveness of the business. Executive directors and senior staff agreed to a reduction in their base salaries of 10%. In addition, no bonuses were paid and headcount has reduced by 12 (21%) since 31 October 2008.

Net finance costs amounted to £1.2 million (2008: £5.0 million) and reflect the cost of our Group debt. The figure for 2009 includes the reversal of £2.1 million in respect of a development funding agreement which was charged to the income statement in 2008. Ignoring these adjustments, net finance costs increased by £0.4 million (14%) during the period, reflecting the higher average net debt figures and funding costs during the year.

A consequence of all these facts is that the Group traded profitability in the second half of the year.

Our investment in joint venture and associated undertakings incurred a loss in the year of £5.6 million (2008: £12.4 million). Of the £5.6 million, £5.2 million reflects our share of the downward movement in property valuations which occurred during the period.

Adjusted profit
Year ended Year ended
31 October 2009 31 October 2008
£m £m
Reported loss before tax (26.7) (31.6)
Write downs in respect of trading properties 22.0 12.6
Revaluation of investment properties 2.1 3.8

Write downs in respect of development and investment properties
held in joint venture and associated undertakings 5.2 16.2
Adjusted profit before tax 2.6 1.0

Movements in the carrying value of our investment and trading properties included in the income statement
Six months ended Six months ended Year ended
30 April 2009 31 October 2009 31 October 2009
£m £m £m
Trading properties1 (19.5) (2.5) (22.0)
Investment properties2 (3.4) 1.3 (2.1)

Development and investment properties
held in joint venture and associated (6.8) 1.6 (5.2)

undertakings3
Total (29.7) 0.4 (29.3)

Notes:

1 included in direct costs;

2 included in loss on revaluation of investment properties; and

3 included in share of joint venture and associated undertakings post tax loss.

Balance sheet

The Group's total assets at 31 October 2009 were £204.2 million, a decrease of 12.1% on the amount reported at 31 October 2008 of £232.4 million. Net assets, after accounting for minority interests, were £78.2 million at 31 October 2009, a reduction of 24.1% compared to the equivalent figure in 2008 (£103.0 million).

Financial resources and capital management

The Group's financial resources are principally its cash balances, bank loans and overdrafts.

The Group continues to fund itself with retained cash and bank derived debt capital. This debt falls into two categories, loans secured on wholly owned assets and debt secured on assets owned by joint ventures and associated undertakings.

All Group and joint venture and associated undertaking debt that required re-financing in the period has been agreed.

The loans which have been re-financed during the year are characterised by higher interest rate margins, but with an overall funding cost remaining broadly similar due to reductions in both LIBOR and swap rates. Where these bank loans are in joint ventures they are arranged on an asset-by-asset basis, discrete from each other and with limited recourse to the Group. Where necessary, and where there is a common lender, some of the Group loan facilities have been cross collateralised in order to increase security to that lender and facilitate re-financings.

In addition to these re-financings, new development debt of £4.7 million was also negotiated during the year, reinforcing our view that development debt capital for the right pre-let opportunities is more readily available now than this time last year. This has been further evidenced by several banks, with whom we have had no previous relationship, approaching us to fund future developments.

Summary of debt position
October 2009 October 2008
Net debt £98.1m £85.8m
Net gearing 103.4% 69.1%
Net debt including share of joint venture and associated £235.3m £231.1m

undertaking debt
Total net gearing 248.2% 186.1%
Loan to value 59.4% 45.7%
Loan to value including share of joint venture and 73.1% 63.3%

associated undertaking debt

The net gearing and loan to value percentages shown above are in relation to our adjusted NAV. The majority of joint venture and associated undertaking debt is of limited recourse to the Group.

Debt expiry profile
On-balance Off-balance
sheet sheet*
£m £m
Bank loans and overdraft repayable in one year 11.7 117.6
Bank loans repayable after more than one year 91.7 19.6
Total 103.4 137.2

  • GROUP SHARE

    At 31 October 2009, 39.3% of Group debt and 38.3% of debt in joint venture and associated undertakings was subject to interest rate hedging. Last year these figures were 16.8% and 74.8% respectively. The reason for the large change in joint venture and associated undertaking debt is that hedging expired during the year on a £208.1 million loan. The interest rate risk associated with this expiry has been actively managed and we have benefited from prevailing low LIBOR rates.

    There are no loans in place measuring on an aggregated basis loan to value ratios. A number of loans have loan to value covenants based on the value of the assets secured against them and where required, these have been amended or removed entirely. Again, we believe this is further evidence of our relationship banks' continued desire to support the Group.

    Summary of average loan to value ratios of Group property
    October 2009 October 2008
    % %
    Commercial property 63.9 53.6
    Residential property 72.4 71.4
    Strategic land 46.6 34.3
    All property 59.4 45.7

    Cash is monitored using a 24-month rolling forecast and the Group, together with its joint venture and associated undertakings, have no unfunded commitments. The Group undertakes regular stress tests to determine the effects on our cash forecast of falls in value and potential capital calls on debt. The Group believes it has adequate resources to continue trading for the foreseeable future.

    Dividends

    The final 2008 dividend of 0.54 pence per share was paid to shareholders on 7 April 2009. Since then the Group has decided to conserve its cash and has therefore not paid an interim dividend in respect of the current year and will not recommend a final dividend. The Board hopes to resume its progressive dividend policy as soon as market conditions allow.


    Philip Leech Jon Austen

    Chief executive Group finance director

    10 March 2010

    Consolidated income statement

    For the year ended 31 October 2009


    Year ended Year ended
    31 October 31 October

    2009 2008


    Notes £'000 £'000
    Revenue 2 29,065 63,366
    Direct costs (41,584) (67,134)
    Gross loss (12,519) (3,768)
    Administrative expenses (5,174) (6,499)
    Loss on disposal of investment properties - (20)
    Loss on revaluation of investment properties (2,141) (3,846)
    Operating loss (19,834) (14,133)
    Finance income 4 1,202 467
    Finance costs 4 (2,423) (5,488)
    Share of joint venture and associated undertakings (5,625) (12,448)

    post tax loss
    Loss before tax (26,680) (31,602)
    Tax 6 3,135 4,327
    Loss from continuing operations (23,545) (27,275)

    Attributable to:
    Equity holders of the parent (23,517) (27,253)
    Minority interest (28) (22)
    (23,545) (27,275)
    Basic earnings per share 8 (11.15)p (12.90)p
    Diluted earnings per share 8 (11.15)p (12.90)p

    The notes below form part of this financial information.

    Consolidated statement of changes in equity

    For the year ended 31 October 2009


    Capital Unrealised
    Share Share Own redemption Merger gains and Retained Minority
    capital premium shares reserve reserve losses earnings Total interest Total
    £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
    Balance at 31 October 2007 4,240 43,208 - 849 8,386 - 80,196 136,879 306 137,185
    Loss for the year - - - - - - (27,253) (27,253) (22) (27,275)

    Unrealised losses on
    available-for-sale investments - - - - - (498) - (498) - (498)

    Total recognised income
    and expense for the year - - - - - (498) (27,253) (27,751) (22) (27,773)
    Acquisition of minority - - - - - - - - (26) (26)

    interest
    Own shares - - (609) - - - - (609) - (609)
    Share-based payment - - - - - - (997) (997) - (997)
    Merger reserve release - - - - (1,298) - 1,298 - - -
    Interim ordinary dividends - - - - - - (1,684) (1,684) - (1,684)
    Final ordinary dividends - - - - - - (2,791) (2,791) - (2,791)
    Balance at 31 October 2008 4,240 43,208 (609) 849 7,088 (498) 48,769 103,047 258 103,305
    Loss for the year - - - - - - (23,517) (23,517) (28) (23,545)

    Loss on investments transferred
    to income statement on - - - - - 498 - 498 - 498

    disposal Total recognised income
    and expense for the year - - - - - 498 (23,517) (23,019) (28) (23,047)
    Share-based payment - - - - - - (718) (718) - (718)
    Final ordinary dividends - - - - - - (1,154) (1,154) - (1,154)
    Balance at 31 October 2009 4,240 43,208 (609) 849 7,088 - 23,380 78,156 230 78,386

    Consolidated balance sheet

    At 31 October 2009


    31 October 31 October

    2009 2008


    Notes £'000 £'000

    Non-current assets
    Investment properties 10 46,758 49,160
    Property, plant and equipment 9 350 590
    Investments in equity accounted associates and joint 11 2,846 7,145

    ventures
    Available-for-sale investments 11 - 442
    Other investments 11 147 109
    Intangible assets 3,336 3,456
    Deferred tax assets 17 7,439 4,327
    60,876 65,229

    Current assets
    Development properties 12 101,719 120,488
    Trade and other receivables 13 36,331 28,612
    Cash and cash equivalents 5,290 18,022
    143,340 167,122
    Total assets 204,216 232,351

    Non-current liabilities
    Bank loans 16 (91,678) (40,890)
    Other payables 15 (3,370) (3,370)
    Deferred tax liabilities 17 (73) (782)
    (95,121) (45,042)

    Current liabilities
    Trade and other payables 14 (17,862) (20,878)
    Current tax liabilities (1,176) (153)
    Bank overdrafts and loans 16 (11,671) (62,973)
    (30,709) (84,004)
    Total liabilities (125,830) (129,046)
    Net assets 78,386 103,305

    Equity
    Called up share capital 19 4,240 4,240
    Share premium account 20 43,208 43,208
    Own shares 20 (609) (609)
    Capital redemption reserve 20 849 849
    Merger reserve 20 7,088 7,088
    Unrealised losses 20 - (498)
    Retained earnings 20 23,380 48,769
    Equity attributable to equity holders of the parent 78,156 103,047
    Minority interests 230 258
    Total equity 78,386 103,305

    The financial information was approved and authorised for issue by the board of directors on 10 March 2010 and was signed on its behalf by:

    P A J Leech J M Austen
    Director Director

    Consolidated cash flow statement

    For the year ended 31 October 2009


    Year ended Year ended
    31 October 31 October

    2009 2008


    £'000 £'000

    Cash flows from operating activities
    Loss before taxation (26,680) (31,602)

    Adjustments for:
    Finance income (1,202) (467)
    Finance costs 2,423 5,488
    Share of joint venture and associated undertakings post 5,625 12,448

    tax loss
    Depreciation and impairment charge 22,813 20,777
    Loss on revaluation of investment properties 2,141 3,846
    Loss on disposal of investment properties - 20
    Loss on sale of tangible financial assets 26 -
    Share-based payment credit (718) (997)
    Cash flows from operating activities before change in 4,428 9,513

    working capital
    Increase in property inventories (2,054) (3,634)
    (Increase)/decrease in trade and other receivables (11,101) 6,419
    Decrease in trade and other payables (2,389) (22,295)
    Cash absorbed by operations (11,116) (9,997)
    Income from investments 1 7
    Finance costs (1,669) (4,087)
    Finance income 577 1,615
    Tax refund/(paid) 338 (1,500)
    Net cash flows from operating activities (11,869) (13,962)

    Investing activities
    Purchase of investment property (4) -
    Sale of investment property and tangible fixed assets 289 1,137
    Purchase of investments - (4,011)
    Sale of investments 448 1,982
    Purchase of property, plant and equipment (16) (236)
    Net cash flows from investing activities 717 (1,128)

    Financing activities
    Borrowings drawn down 35,084 39,813
    Borrowings repaid (28,982) (34,516)
    Purchase of own shares - (609)
    Equity dividends paid (1,154) (4,475)
    Net cash flows from financing activities 4,948 213
    Net decrease in cash and cash equivalents (6,204) (14,877)
    Cash and cash equivalents at 1 November 2008 11,494 26,371
    Cash and cash equivalents at 31 October 2009 5,290 11,494


    Notes to the consolidated financial INFORMATION For the year ended 31 October 2009

    1 Accounting policies

    Basis of preparation

    While the financial information included in the preliminary announcement has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards as endorsed for use in the European Union (IFRSs), this announcement does not contain sufficient information to comply with IFRSs. The Company expects to publish full financial statements that comply with IFRSs in March 2010.

    Changes in accounting policies

    The accounting policies adopted are consistent with those of the previous financial year.

    New standards and interpretations not applied

    IASB and IFRIC have issued the following standards and interpretations relevant to the Group. These standards and interpretations are mandatory for accounting periods beginning on or after the date of these financial statements and will become effective for future reporting periods:


    International Accounting Standards (IFRSs/IAS) Effective date
    IFRS 2 Amendment to IFRS 2 - Vesting Conditions and 1 January 2009
    Cancellations
    IFRS 3 Business Combinations (revised January 2008) 1 July 2009
    IFRS 8 Operating Segments 1 January 2009
    Improvements to IFRSs (2009) (2010) 1 January 2009
    IAS 1 Presentation of Financial Statements: A Revised 1 January 2009
    Approach
    IAS 23 Borrowing Costs (revised March 2007) 1 January 2009
    IAS 27 Consolidated and Separate Financial Statements 1 July 2009
    (revised January 2008)
    International Financial Reporting Interpretations Committee (IFRIC) Effective date
    IFRIC 15 Agreements for the Construction of Real Estate 1 January 2009
    IFRIC 17 Distribution of Non-cash Assets to Owners 1 January 2009

    The directors currently anticipate that the adoption of certain of these standards and interpretations will have a material impact on the Group's financial statements in the period of initial application primarily in terms of presentation and disclosure. The significant changes are:

    IAS 1 will introduce a single "statement of comprehensive income" incorporating both realised profits and losses currently reported in the income statement and unrealised profits and losses currently reported in the statement of changes in equity. The revised statement of changes in equity will only in future report transactions with shareholders, for example capital raised and dividends. The standard is a presentational standard and adoption will not affect reported results.

    IFRS 8 introduces a management approach that will require segment disclosure based on the components of the Group that management monitors in making decisions about operating matters. No significant differences in the identification of segments is envisaged as a result of the implementation of IFRS 8.

    The impact of the other standards and interpretations are not considered to be significant either because their impact is not likely to be material or that the Group already adopts the accounting policy proposed in the new or revised standard or interpretation.

    Going concern

    The directors are required to make an assessment of the Group's ability to continue to trade as a going concern. Due to the difficult market conditions prevailing, this assessment has been subject to more uncertainties than are usual. The directors have given this matter due consideration and have concluded that it is appropriate to prepare the Group financial statements on a going concern basis. The two main considerations were as follows:

    Cash flow - the Group maintains a rolling 24 month cash forecast that takes account of all known inflows and outflows. The cash flow is regularly stress tested to ensure that the Group can withstand reasonable changes in circumstances that could adversely affect its cash flow. The key potential changes that the Group has considered include: possible falls in value of the portfolio which could result in margin calls or increased funding costs if future loan to value covenants were breached; and possible reductions in anticipated cash flows from re*financing properties after planning permission has been obtained. Having considered the headroom in the Group's forecasts and its previous success in extending finance terms when required, the Group believes that it has sufficient resources to continue trading for the foreseeable future.

    Bank facilities - the Group maintains a regular dialogue with its lenders and keeps them informed of how the Group is trading. Since 31 October 2008, £88.5 million of Group debt and £247.1 million of joint venture and associated undertaking debt has been refinanced. The Group has a further £47.2 million of debt and overdraft facilities due to be re*financed in 2010, of which £11.7 million is due to be re-financed by 31 October 2010. In the normal course of business, developments will be completed and disposed of and so the actual requirement to renew financing is expected to be at a lower level than this. None of the facilities have reached their due dates for renewal but the Group has opened discussions with each lender to gauge their appetite for their renewal. In all cases the lenders concerned have been supportive and have indicated their desire to renew the facilities subject to mutually acceptable terms being agreed.

    Investment and development property

    In relation to the investment and development properties, the directors have relied upon the external valuations and advice provided by professionally qualified valuers in accordance with the Appraisal and Valuation Standards of the Royal Institution of Chartered Surveyors.

    2 Revenue
    Total Total

    2009 2008


    £'000 £'000

    Sales of development properties 21,195 55,982
    Rents receivable 6,612 4,777
    Fees and other income 1,258 2,607
    29,065 63,366

    Sales of development properties includes £7,088,000 (2008: £Nil) of revenue recognised on the project management of the construction of a property on behalf of a third party.

    3 Segmental information

    The Group operates in three principal segments being commercial property development and investment, residential property investment and strategic land. The Group does not operate outside the UK.
    Strategic Unallocated Strategic Unallocated
    Residential Commercial land items Total Residential Commercial land items Total

    2009 2009 2009 2009 2009 2008 2008 2008 2008 2008


    £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000

    Income statement
    Revenue 1,663 23,020 4,382 - 29,065 1,451 58,925 2,990 - 63,366
    Direct costs (615) (33,137) (7,832) - (41,584) (584) (57,554) (8,996) - (67,134)
    Gross profit/(loss) 1,048 (10,117) (3,450) - (12,519) 867 1,371 (6,006) - (3,768)
    Administrative expenses - - - (5,174) (5,174) - - - (6,499) (6,499)

    Loss on disposal of
    investment properties - - - - - (20) - - - (20)
    Loss on revaluation of (446) (1,695) - - (2,141) (2,182) (1,664) - - (3,846)

    investment properties
    Operating profit/(loss) 602 (11,812) (3,450) (5,174) (19,834) (1,335) (293) (6,006) (6,499) (14,133)
    Net finance costs (1,180) (118) 48 29 (1,221) (1,580) (3,576) 115 20 (5,021)
    Share of results of joint - - (72) - (72) - - (138) - (138)

    venture before tax Share of results of associated
    undertakings before tax (5,137) (416) - - (5,553) (16,200) 451 - - (15,749)
    Associated undertakings tax - - - - - 3,439 - - - 3,439
    Loss before tax (5,715) (12,346) (3,474) (5,145) (26,680) (15,676) (3,418) (6,029) (6,479) (31,602)

    Balance sheet
    Investment properties 28,187 18,571 - - 46,758 28,633 20,262 265 - 49,160
    Property, plant and equipment - 6 23 321 350 - 34 67 489 590
    Investments - associates and 147 2,001 698 - 2,846 3,938 2,437 770 - 7,145

    joint ventures
    Other investments 3 45 - 99 147 3 449 - 99 551
    Goodwill 860 2,476 - - 3,336 975 2,481 - - 3,456
    Deferred tax assets - - - 7,439 7,439 - - - 4,327 4,327
    29,197 23,099 721 7,859 60,876 33,549 25,663 1,102 4,915 65,229
    Development properties - 76,824 24,895 - 101,719 - 92,372 28,116 - 120,488
    Trade and other receivables 13,833 19,109 2,768 621 36,331 14,554 11,278 1,903 877 28,612
    Cash 49 4,755 486 - 5,290 102 17,024 896 - 18,022
    13,882 100,688 28,149 621 143,340 14,656 120,674 30,915 877 167,122
    Borrowings (20,401) (70,864) (12,084) - (103,349) (20,444) (72,878) (10,541) - (103,863)
    Trade and other payables (575) (18,784) (1,391) (482) (21,232) (515) (18,331) (4,282) (1,120) (24,248)
    Current tax - - - (1,176) (1,176) - - - (153) (153)
    Deferred tax liabilities - - - (73) (73) - - - (782) (782)
    (20,976) (89,648) (13,475) (1,731) (125,830) (20,959) (91,209) (14,823) (2,055) (129,046)
    Net assets 22,103 34,139 15,395 6,749 78,386 27,246 55,128 17,194 3,737 103,305

    4 Finance costs and finance income

    2009 2008


    £'000 £'000
    Interest payable on borrowings 6,233 7,558
    Interest (credited)/payable under a development funding (2,050) 2,050

    agreement
    Interest capitalised (1,760) (4,120)
    Finance costs 2,423 5,488
    Interest receivable from cash deposits and other financial 1,202 467

    assets
    Finance income 1,202 467

    Interest is capitalised at the same rate as the Group is charged on the respective borrowings. Fair value adjustments to financial liabilities totalled £962,000 (2008: £Nil), comprising losses on interest rate swaps.

    5 Administrative expenses

    2009 2008


    £'000 £'000
    Depreciation of property, plant and equipment 206 204
    Loss on disposal of property, plant and equipment 26 -
    Operating lease charges - rent of properties 1,332 1,311
    Impairment of goodwill 120 133
    Share-based payment remuneration (718) (997)

    Fees paid to BDO LLP in respect of:

  • audit of the Group's annual accounts 175 175
  • audit of the Group's associates 16 16
  • other services 30 29

    6 Tax on loss on ordinary activities

    (a) Analysis of charge in year

    2009 2008


    £'000 £'000

    Current tax
    UK corporation tax on loss for the year 53 376
    Adjustment in respect of prior periods 633 44
    Total current tax 686 420

    Deferred tax Origination and reversal of temporary differences (3,821) (4,747)
    Total deferred tax credit (3,821) (4,747)
    Total tax credit (3,135) (4,327)

    (b) Factors affecting the tax credit for the year

    The tax assessed for the year is lower than the standard rate of corporation tax in the UK of 28% (2008: 28%). The differences are explained below:

    2009 2008


    £'000 £'000
    Loss before tax (26,680) (31,602)
    Less joint ventures and associates 5,625 12,448
    Loss attributable to the Group before tax (21,055) (19,154)
    Loss multiplied by the average rate of UK corporation tax (5,895) (5,522)

    of 28% (2008: 28.83%)
    Disallowables 2,049 376
    Other temporary differences 78 (397)
    Utilisation of losses - 1,172
    (3,768) (4,371)
    Adjustments in respect of prior periods 633 44
    Total tax credit (3,135) (4,327)

    (c) Associates and joint ventures

    The Group's share of tax on the associates is £Nil (2008: £3,439,000 credit). No tax charge arises on the results of the joint ventures.

    7 Dividends

    2009 2008


    £'000 £'000

    Ordinary shares Final dividend of 0.54 pence (2008: final dividend for 2007 of 1.3 pence)
    per share for the year ended 31 October 2008 1,139 2,756

    Interim dividend paid of 0.0 pence (2008: interim dividend for 2008 of 0.8 pence) per share
    for the year ended 31 October 2009 - 1,684
    1,139 4,440
    Final dividend after the year of 0.0 pence (2008: 0.54 - 1,139

    pence) per share

    8 Earnings per ordinary share

    The calculation of basic earnings per ordinary share is based on a loss of £23,517,000 (2008 loss: £27,253,000) and on 210,951,299 (2008: 211,187,902) ordinary shares, being the weighted average number of shares in issue during the period.

    The calculation of diluted earnings per ordinary share for 2009 and 2008 is the same as the calculation of the basic earnings per ordinary share.

    9 Property, plant and equipment
    Leasehold Motor Office Furniture
    improvements vehicles equipment and fittings Total
    £'000 £'000 £'000 £'000 £'000

    Cost
    At 1 November 2007 151 296 86 189 722
    Additions 8 109 32 86 235
    Disposals - (35) (5) (14) (54)
    At 1 November 2008 159 370 113 261 903
    Additions - - 4 32 36
    Disposals - (78) (5) (64) (147)
    At 31 October 2009 159 292 112 229 792

    Depreciation
    At 1 November 2007 9 43 15 61 128
    Charge for period 14 84 45 61 204
    Disposals - (7) (5) (7) (19)
    At 1 November 2008 23 120 55 115 313
    Charge for period 16 89 24 77 206
    Disposals - (47) (5) (25) (77)
    At 31 October 2009 39 162 74 167 442

    Net book value
    At 31 October 2009 120 130 38 62 350
    At 31 October 2008 136 250 58 146 590

    At the year end there were no assets held under finance leases.

    10 Investment properties
    £'000

    Valuation
    At 1 November 2007 53,887
    Transfer from inventory 220
    Disposals (1,101)
    Loss on revaluation (3,846)
    At 1 November 2008 49,160
    Additions 4
    Disposals (265)
    Loss on revaluation (2,141)
    At 31 October 2009 46,758

    The investment properties situated in Scotland owned by the Group have been valued as at 31 October 2009 by qualified valuers from Allied Surveyors, an independent firm of Chartered Surveyors, on the basis of open market value. The valuations were carried out in accordance with guidance issued by the Royal Institution of Chartered Surveyors.

    The commercial investment properties situated in England owned by the Group have been valued as at 31 October 2009 by qualified valuers from CB Richard Ellis, an independent firm of Chartered Surveyors, on the basis of open market value. The valuations were carried out in accordance with guidance issued by the Royal Institution of Chartered Surveyors.

    Residential investment properties situated in England owned by the Group have been valued as at 31 October 2009 by suitably qualified valuers from Allsops LLP, an independent firm of chartered surveyors, on the basis of open market value. The valuations were carried out in accordance with guidance issued by the Royal Institution of Chartered Surveyors.

    11 Investments

    Associates and joint venture
    Joint
    Associates venture Total
    £'000 £'000 £'000

    Cost or valuation
    At 1 November 2007 18,766 (147) 18,619
    Investment write off (81) - (81)
    Share of results (12,310) (138) (12,448)
    Unrealised profit - 1,055 1,055
    At 1 November 2008 6,375 770 7,145
    Disposals (6) - (6)
    Transfer to other investments (14) - (14)
    Share of results (5,553) (72) (5,625)
    Share of results for period applied against 1,346 - 1,346

    long-term receivables forming part of net investment
    At 31 October 2009 2,148 698 2,846

    The Group's interest in its principal associates which have been equity accounted in the consolidated financial statements were as follows:
    Terrace Hill Residential PLC 49% Property investment
    Castlegate House Partnership 30% Property development
    Devcap 2 Partnership 26% Property development

    Terrace Hill Development Partnership 20% Property development
    Two Orchards Limited 20% Property development

    Terrace Hill Residential PLC is incorporated in Scotland.

    Summarised information 2009
    Terrace Hill Castlegate Terrace Hill Two
    Development Devcap 2 House Residential Howick Orchards
    Partnership Partnership Partnership PLC Place Limited Total
    £'000 £'000 £'000 £'000 £'000 £'000 £'000
    Revenue 5,304 1,824 605 12,515 - - 20,248
    (Loss)/profit after taxation (1,023) (8,765) 83 (10,484) - (18,840) (39,029)
    Total assets 39,981 40,127 9,480 236,888 - 59,982 386,458
    Bank debt (25,009) (40,291) (8,568) (206,363) - (73,652) (353,883)
    Other liabilities (6,034) (2,344) (2,344) (32,972) - (5,160) (48,854)
    Total liabilities (31,043) (42,635) (10,912) (239,335) - (78,812) (402,737)
    Net assets/(liabilities) 8,938 (2,508) (1,432) (2,447) - (18,830) (16,279)

    Opening carrying amount
    of interest under equity 2,416 - - 3,938 20 1 6,375

    method
    Disposals - - - - (6) - (6)
    Transfer to other investments - - - - (14) - (14)
    Share of results for period (416) - - (5,137) - - (5,553)

    Share of results for period applied against long-term receivables
    forming part of net investment - - - 1,346 - - 1,346

    Closing carrying amount
    of interest under equity 2,000 - - 147 - 1 2,148

    method
    Capital commitments - - - - - 630 630

    Summarised information 2008
    Terrace Hill Castlegate Terrace Hill Two
    Development Devcap 2 House Residential Howick Orchards
    Partnership Partnership Partnership PLC Place Limited Total
    £'000 £'000 £'000 £'000 £'000 £'000 £'000
    Revenue 7,012 308 610 12,265 1,502 - 21,697
    (Loss)/profit after taxation (2,119) (1,793) 92 (26,043) (1,708) - (31,571)
    Total assets 56,285 46,367 9,398 247,724 72,278 59,805 491,857
    Bank debt (27,604) (38,962) (8,558) (207,502) (50,523) (52,273) (385,422)
    Other liabilities (16,602) (9,190) (2,355) (32,184) (25,530) (7,531) (93,392)
    Total liabilities (44,206) (48,152) (10,913) (239,686) (76,053) (59,804) (478,814)
    Net assets/(liabilities) 12,079 (1,785) (1,515) 8,038 (3,775) 1 13,043
    Share of results for period - - 451 (12,761) - - (12,310)
    Share of net assets 2,416 - - 3,938 20 1 6,375
    Capital commitments 2,424 - - - - 13,485 15,909

    The Group's interest in its joint venture which has been equity accounted in the consolidated financial statements was as follows: Achadonn Limited 50% Property development

    2009 2008


    Achadonn Achadonn
    Limited Limited
    £'000 £'000
    Revenue 157 2,803
    (Loss)/profit (143) 1,834
    Total assets 14,337 14,332
    Bank debt (8,110) (9,436)
    Other liabilities (4,831) (3,356)
    Total liabilities (12,941) (12,792)
    Net assets 1,396 1,540
    Share of results for the period (72) 917
    Share of net assets 698 770

    Available-for-sale investments and other investments
    Available-for-sale Other
    investments investments Total
    £'000 £'000 £'000

    Valuation
    At 1 November 2007 - 147 147
    Additions 3,987 1 3,988
    Disposals (3,047) (15) (3,062)
    Decrease in fair value (498) (24) (522)
    At 1 November 2008 442 109 551
    Transfer from associates - 14 14
    Disposals (442) - (442)
    Change in fair value - 24 24
    At 31 October 2009 - 147 147

    2009 2008


    £'000 £'000
    UK unlisted investments at fair value 59 45
    UK listed investments at fair value 88 506

    147 551

    12 Development properties

    2009 2008


    £'000 £'000
    At 1 November 2008 120,488 126,950
    Additions 17,116 43,301
    Disposals (13,852) (36,978)
    Transfers to investment properties - (220)

    Amounts written off the value of development properties (22,032) (12,565)
    At 31 October 2009 101,719 120,488
    Included in these figures is capitalised interest of 9,536 8,269

    No amounts are held in development properties in respect of construction contracts and retentions on such contracts is nil.

    13 Trade and other receivables

    2009 2008


    £'000 £'000
    Trade receivables 801 1,257
    Other receivables 9,608 5,404
    Trade and other receivables 10,409 6,661
    Amounts recoverable under construction contracts 8,000 -
    Prepayments and accrued income 2,289 2,247
    Share of associate's loss (see note 11) (1,346) -
    Amounts due from associates and joint ventures 25,867 27,480

    Provision for amounts due from associates and joint ventures (8,888) (7,776)
    36,331 28,612

    Included in other receivables and prepayments and accrued income is a balance due from Howick Place JV S.a.r.l. of £4.3 million that has a final maturity date of 31 December 2014.

    The ageing of trade and other receivables was as follows:

    2009 2008


    £'000 £'000
    Up to 30 days 305 1,676
    31 to 60 days 175 846
    61 to 90 days 6 107
    Over 90 days 231 451
    Total 717 3,080
    Amounts not yet due 9,692 3,581
    Closing balance 10,409 6,661

    No amounts were overdue at the year end.

    The movement in the allowance for impairment in respect of amounts due from associates and joint ventures during the year was as follows:

    2009 2008


    £'000 £'000
    At 1 November 2008 7,776 -
    Amounts written off in year - -
    Increase in allowance on amounts due from associates 2,458 7,776
    Closing balance 10,234 7,776

    The allowance is based on falling asset values in the associates.

    14 Trade and other payables

    2009 2008


    £'000 £'000
    Trade payables 1,958 2,452
    Other taxation and social security costs 702 650
    Accruals and deferred income 10,088 8,168
    Derivative liabilities 962 -
    Other payables 4,152 9,608
    17,862 20,878

    15 Other payables (non-current)

    2009 2008


    £'000 £'000

    Other payables 3,370 3,370

    16 Bank overdrafts and loans

    2009 2008


    £'000 £'000
    Bank loans 103,744 97,680
    Bank overdrafts - 6,528
    103,744 104,208
    Unamortised loan issue costs (395) (345)
    103,349 103,863

    Amounts due:
    Within one year 11,671 62,973
    After more than one year 91,678 40,890
    103,349 103,863

    An analysis of interest rates and information on fair value and security is given in note 18.

    17 Deferred tax

    Details of the deferred tax credited to the Consolidated income statement are as follows:

    2009 2008


    £'000 £'000
    Investment property revaluations (275) (1,515)
    Trade losses (4,335) (3,084)
    Share-based payments 201 279
    Short-term timing differences 588 (427)
    (3,821) (4,747)

    The Consolidated balance sheet deferred tax assets and liabilities are as follows:

    2009 2008


    £'000 £'000

    Deferred tax provision
    Investment property revaluations - (782)
    Other timing differences (73) -

    (73) (782)

    Deferred tax asset
    Share option scheme 20 221
    Investment property revaluations - 434
    Trade losses 7,419 3,084
    Other timing differences - 588
    7,439 4,327

    Under IAS 12, deferred tax is recognised for tax potentially payable on the realisation of investment properties at fair values at the balance sheet date. No deferred tax asset is recognised in respect of losses if there is uncertainty over future recoverability.

    18 Financial instruments

    The Group's principal financial instruments comprise loans, overdrafts, cash and short-term deposits. The main purpose of these financial instruments is to provide finance for the Group's operations. Further information on the Group's financial resources and capital management is given in the Business Review - Finance.

    The Group has various other financial instruments such as trade receivables and trade payables that arise directly from its operations, listed and unlisted investments.

    The main risks arising from the Group's financial instruments are interest rate risk, credit risk and liquidity risk. The board reviews and agrees policies for managing each of these risks and they are summarised below. The magnitude of the risk that has arisen over the period is detailed below.

    Interest rate risk

    The Group holds cash balances on short-term deposit. The Group's policy is to monitor the level of these balances to ensure that funds are available as required, recognising that interest earnings will be subject to interest rate fluctuations.

    The Group borrows cash in the form of loans and overdrafts, which are subject to interest at floating rates, recognising that rates will fluctuate according to changes in libor and the bank base rate. The Group is cognisant at all times of movements in interest rates and will, as appropriate, enter into interest rate swaps to maintain a balance between borrowings that are subject to floating and fixed rates.

    Credit risk

    The Group's principal financial assets are cash and trade receivables. Our cash deposits are placed with a range of banks to minimise the risk to the Group. The principal risk therefore arises from trade receivables. Trade receivables from the sale of properties are secured against those properties until the proceeds are received. Rental receivables are unsecured but the Group's exposure to tenant default is limited as no tenant accounts for more than 10% of total rent. Rental cash deposits and third party guarantees are obtained as a means of mitigating financial loss from defaults.

    Liquidity risk

    The Group's objective is to maintain a balance between continuity of funding and flexibility through the use of bank balances and loans. Cash flow and funding needs are regularly monitored. Further information is given in note 1.

    Categories of financial assets and financial liabilities

    2009 2008


    £'000 £'000

    Current financial assets
    Available-for-sale investments - 442
    Other investments 147 109
    Trade and other receivables 10,409 3,792

    Amounts due from associates and joint ventures 15,633 22,555
    Cash and cash equivalents 5,290 18,022
    31,479 44,920

    Financial liabilities measured at amortised cost

    2009 2008


    £'000 £'000

    Current financial liabilities
    Trade and other payables 14,889 20,228
    Loans and borrowings 11,673 63,099
    Total current financial liabilities 26,562 83,327

    Non-current financial liabilities
    Other payables 3,370 3,370
    Loans and borrowings 92,071 41,109
    Total non-current financial liabilities 95,441 44,479
    Total financial liabilities 122,003 127,806

    The maximum exposure to credit risk in financial assets is £31,479,000 (2008: £44,920,000). The maximum amount due from any single party is £14,948,000 (2008: £14,595,000) included in amounts due from associates and joint ventures.

    Financial liabilities measured at fair value amount to £962,000 (2008: £Nil) in respect of financial derivatives.

    Interest rate risk profile of financial assets and liabilities

    The interest rate profile of financial assets and liabilities of the Group at 31 October 2009 was as follows:
    Floating rate Fixed rate Financial assets on which
    Total financial assets financial assets no interest is earned
    £'000 £'000 £'000 £'000
    Sterling 31,479 5,290 3,480 22,709
    Floating rate Fixed rate Financial liabilities on which
    Total financial financial liabilities no interest is charged
    liabilities
    £'000 £'000 £'000 £'000
    Sterling 122,003 103,744 - 18,259

    Floating rate financial liabilities bear interest at LIBOR or base rate plus margins of between 1% and 4%.

    Included in floating rate financial liabilities is £40,660,000 (2008: £17,517,000) subject to interest rate swaps.

    The interest rate profile of financial assets and liabilities of the Group at 31 October 2008 was as follows:


    Floating rate Fixed rate Financial assets on which
    Total financial assets financial assets no interest is earned
    £'000 £'000 £'000 £'000
    Sterling 44,920 18,022 3,480 23,418
    Floating rate Fixed rate Financial liabilities on which
    Total financial financial liabilities no interest is charged
    liabilities
    £'000 £'000 £'000 £'000
    Sterling 127,806 104,208 - 23,598

    The floating rate financial assets comprise:

    · cash on deposit.

    The floating rate financial liabilities comprise:

    · Sterling denominated bank loans that bear interest based on LIBOR and bank base rates; and

    · Sterling denominated bank overdrafts that bear interest based on bank base rates.

    The fair value of the financial assets and liabilities is equal to the book value.

    Borrowings

    The Group's bank borrowings and overdrafts are repayable as follows:

    2009 2008


    £'000 £'000
    On demand or within one year 11,673 63,099
    In more than one year but less than two 75,546 8,924
    In more than two years but less than five 16,525 32,185
    103,744 104,208

    The bank overdraft is secured by way of debenture and cross guarantee from certain subsidiaries.

    The bank loans are secured by legal charges over the Group's investment and development properties together with guarantees from certain subsidiary undertakings with a limited guarantee from the parent company and in one case a floating charge from the parent company.

    Borrowing facilities

    The Group has the following undrawn committed bank borrowing facilities available to it at the year end:

    2009 2008


    £'000 £'000
    Expiring in one year or less 2,514 5,375
    Expiring in more than one year but not more than two 8,825 12,756
    Expiring in more than two years but not more than five 977 8,187
    12,316 26,318

    Guarantees

    The Group has given a guarantee of £15.0 million as part of the security arrangements for the bank facilities of Terrace Hill Residential PLC, one of its associated undertakings.

    Market rate sensitivity analysis

    Financial instruments affected by market risk include borrowings, deposits and derivative financial instruments. The analysis below shows the sensitivity of the income statement and net assets to a 0.5% change in interest rates on the Group's financial instruments.

    The sensitivity analysis is based on the sensitivity of interest to movements in interest rates and is calculated on net floating rate exposures on debt and deposits.
    0.5% decrease 0.5% increase
    in interest rates in interest rates
    £'000 £'000
    Impact on interest payable - gain/(loss) 472 (472)
    Impact on interest receivable - (loss)/gain (58) 79
    Total impact on pre-tax loss and equity 414 393

    19 Called up share capital

    2009 2008


    £'000 £'000

    Authorised: 500,000,000 (2008: 500,000,000) ordinary shares of 2 pence each 10,000 10,000
    200,000 cumulative 8% redeemable preference shares of £1 each 200 200
    44,859 convertible shares of 20 pence each 9 9
    32,551,410 deferred shares of 2 pence each 651 651
    10,860 10,860

    Allotted, called up, and fully paid:
    211,971,299 (2008: 211,971,299) ordinary shares of 2 pence each 4,240 4,240

    20 Reserves
    Capital Unrealised
    Share Own redemption Merger gains and Retained
    premium shares reserve reserve losses earnings
    £'000 £'000 £'000 £'000 £'000 £'000
    At 1 November 2007 43,208 - 849 8,386 - 80,196
    Loss for the year - - - - - (27,253)
    Unrealised loss on - - - - (498) -

    available-for-sale investments
    Own shares - (609) - - - -
    Share-based payment - - - - - (997)
    Merger reserve release - - - (1,298) - 1,298
    Interim ordinary dividends - - - - - (1,684)
    Final ordinary dividends - - - - - (2,791)
    At 1 November 2008 43,208 (609) 849 7,088 (498) 48,769
    Loss for the year - - - - - (23,517)

    Loss on investments transferred to income
    statement on disposal - - - - 498 -
    Total recognised income and - - - - 498 (23,517)

    expense for the year
    Share-based payment - - - - - (718)
    Final ordinary dividends - - - - - (1,154)
    Balance at 31 October 2009 43,208 (609) 849 7,088 - 23,380

    The following describes the nature and purpose of each reserve within owners' equity:

    Share premium - represents the excess of value of shares issued over their nominal amount.

    Own shares - represents amount paid to purchase issued shares for the employee share-based payment plan.

    Capital redemption reserve - represents amount paid to purchase issued shares for cancellation at their nominal value.

    Merger reserve - the Merger reserve has arisen following acquisitions where the Group's equity has formed all or part of the consideration and represents the premium on the issued shares less costs.

    Unrealised gains and losses - represents unrealised loss on available-for-sale investments.

    Retained earnings - represents cumulative net gains and losses recognised in the Consolidated income statement.

    21 Contingent liabilities and capital commitments

    On the acquisition by Terrace Hill Group PLC of a subsidiary company, amounts were repayable in the event of:

    (a) disposal of the property/ies prior to an agreed cut-off point; or

    (b) the discontinuation of rental income from the property/ies.

    The directors are of the opinion that neither of these contingencies will crystallise, since the principal activity of the subsidiary concerned is the letting of the properties for rental income and it is not anticipated that the properties will be disposed of within the timeframe of (a) above. In the event of crystallisation of (a) and/or (b), the subsidiary concerned will be obligated to pay an amount calculated with reference to the properties disposed of/not let out. The maximum sum repayable is £337,000 (2008: £381,000).

    Capital commitments relating to development sites are as follows:

    2009 2008


    £'000 £'000
    Contracted but not provided for 3,349 -

    22 Leases

    Operating lease commitments where the Group is the lessee

    The future aggregate minimum lease rentals payable under non-cancellable operating leases are as follows:
    Land and Land and
    buildings buildings

    2009 2008


    £'000 £'000
    In one year or less 1,374 1,373
    Between two and five years 5,351 5,490
    In five years or more 7,951 6,982
    14,676 13,845

    Operating lease commitments where the Group is the lessor

    The future aggregate minimum rentals receivable under non-cancellable operating leases are as follows:
    Land and Land and
    buildings buildings

    2009 2008


    £'000 £'000
    In one year or less 3,784 1,997
    Between two and five years 14,589 7,746
    In five years or more 11,964 8,346
    30,337 18,089

    Statutory information

    The financial information set out in this announcement does not constitute the company's statutory accounts for 2008 or 2009. Statutory accounts for the years ended 31 October 2008 and 31 October 2009 have been reported on by the Independent Auditors. The Independent Auditors' Report on the Annual Report and Financial Statements for 2008 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 237(2) or 237(3) of the Companies Act 1985. The Independent Auditors' Report on the Annual Report and Financial Statements for 2009 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006. Statutory accounts for the year ended 31 October 2008 have been filed with the Registrar of Companies. The statutory accounts for the year ended 31 October 2009 will be delivered to the Registrar in due course.

    Copies of the full financial statements will be posted to those shareholders who requested them as soon as possible and will also be available on the company's website, www.terracehill.co.uk. The financial statements for the year ended 31 October 2009 will be delivered to the Registrar of Companies following the Annual General Meeting

    CURRENT Schemes

    Developments completed or under construction

    Office Development Programme
    Size Terrace Hill
    Development Region (sq ft) Description Timing Share
    Victoria, SW1 London 60,407 Substantial Completed 50%
    129 Wilton Road mixed-use
    development
    comprising 60,407 sq
    ft of grade A office
    accommodation
    part-let to Eon,
    AFEX and Pret a
    Manger. The
    residential elements
    of the scheme have
    all been sold
    Bracknell South East 198,691 Prominent 7.9 acre Completed 20%
    site with planning
    for three
    Maxis I and II, buildings. Phase 1 comprising two buildings,
    Western Road totalling 198,691 sq ft completed in late 2009.
    Farnborough South East 36,300 Development of 15 Completed 20%
    Phase 1 small office units
    Aeropark Cirrus ranging in size from
    1,793 - 2,975 sq ft.
    Located adjacent to
    Farnborough Airfield
    and Aerospace
    Business Park. Six
    units sold
    Maidenhead South East 120,000 Prime office park Completed 26%
    Quantum 1 and 2 development of two
    Vanwall Business Park buildings.
    Quantum 2 is fully
    let to Biogen Idec
    and 26,000 in
    Quantum 1 has been
    let to Compuware
    Teesside North East 32,955 Office scheme of Completed 20%
    Phase 1, 3 Acre Teesdale five buildings.
    Business Park Phase 1 buildings 1,
    2 and 4 completed.
    Building 1 part let
    to HBoS.
    Gateshead Baltimore House North East 23,966 The second of three Completed 100%
    Baltic Business Quarter Phase 1 office
    buildings, Baltimore
    House, is adjacent
    to the pre-sold Open
    University HQ
    building, Chalk Hill
    Place and is being
    marketed to let or
    for sale.
    Teeside North East 38,500 The second phase of On site completes 100%
    Hudson Quay the Hudson Quay May 2010
    Phase 2 scheme comprises
    38,500 sq ft of
    offices which are
    pre- let to a
    Primary Care Trust
    and a further3,300
    sq ft A3 unit to
    let.
    Filton, Bristol South West 44,909 Small unit (12 no) Phase 2 completed 20%
    Phase 1 and 2 Brabazon Office office scheme for June 2009
    Park owner occupation or
    to let. Six
    buildings let/sold
    representing 48%.

    Retail Development Programme
    Bishop Auckland North East 92,333 Pre-let to Sainsbury's On site 100%
    supermarket and forward
    Phase 1, food store funded by Aviva.

    Industrial Development Programme
    Eastbourne Brampton Business South East 110,385 Industrial and trade counter Completed 20%
    Park scheme. Industrial now fully sold
    or let. One unit remains vacant on
    the Trade Park.

    CONSENTED SCHEMES

    Sites with detailed planning permission

    Office Development Programme
    Size Terrace Hill
    Development Region (sq ft) Description Share
    Bracknell South East 78,895 Prominent 7.9 acre 20%
    Maxis III site with planning
    Western Road, for three buildings.
    Phase 1, Maxis I and
    II completed Phase
    2, Maxis III,
    pending
    Teesside North East 60,000 Prime development site on 100%
    Resolution Teesdale Business Park.

    Teesdale Business Park
    Teesside North East 22,828 Office scheme of five buildings 100%
    Phase 2, 3 Acre Site Phase 1 completed.
    Teesdale Business Park Phase 2, Buildings 3 and 5 fully serviced plots.
    Gateshead North East 31,545 The third Phase 1 office building, Admiral House 100%
    Admiral House is adjacent to the new Open University building,
    Baltic Business Quarter Chalk Hill, and the completed Baltimore House.
    Victoria, SW1 London 135,368 Substantial mixed-use development, with detailed 6%
    Howick Place planning consent.
    Welwyn Garden South East 15,810 Site with detailed planning for small unit office 100%
    City scheme of seven units. Located close to
    Broadwater Road railway station.
    Croydon Chroma George Street South East 260,133 Office development site in prime location 100%
    opposite East Croydon railway station.
    Consent for HQ office building increased
    to 258,056 sq ft, plus 2,077 sq ft of
    retail on ground floor.
    Bristol South West 53,143 Existing city centre office building, with 100%
    detailed
    Aquila planning consent secured to provide 53,141
    sq ft.

    138/143 Redcliff Street
    Southampton South East 116,000 Mixed-use scheme, including offices, 150 100%
    Mayflower bedroom hotel and a forward sold residential site
    Plaza with planning for 180 flats.

    Sites with detailed planning permission

    Retail Development Programme
    Bishop Auckland North East 65,000 Leisure complex with 100%
    multiplex cinema,
    ten-pin bowling and
    Phase 2 bingo, together with two drive-through
    restaurant facilities.
    Middlesbrough North East 128,000 16.8 acre cleared 100%
    site with existing
    consent for a
    mixed-use
    Gateway, Middlehaven Scheme: non-food retail warehouse and
    leisure uses.
    Blyth, Northumberland Phase 2, North East 15,000 Adjacent to Phase 1.
    Blyth Retail Park Detailed bulky goods
    planning consent for
    further 15,000 sq ft
    in three units.

    Sites with detailed planning permission

    Industrial Development Programme
    Welwyn Garden South East 42,151 Site with detailed planning for small 100%
    unit industrial scheme
    City of 13 units.

    Broadwater Road

    PENDING SCHEMES

    Medium term developments held prior to detailed planning

    Office Development Programme
    Size Terrace Hill
    Development Region (sq ft) Description Timing Share
    Teesside North East 77,300 Office park with option to draw down sites 50%
    Phase 3-5, Hudson Quay under preferred developer agreement with
    Middlehaven English Partnerships.
    Gateshead North East 34 acres Unserviced land with benefit of OPP. 100%
    Whole 50 acre site
    Balance of site at has planning consent for 1.5 million sq ft of business
    use.

    Baltic Business Quarter
    Farnborough South East 273,000 Site comprising nine acres, zoned for 100%
    employment use.

    Aerospace Park

    Medium term developments held prior to detailed planning

    Retail Development Programme
    Galashiels Scotland 15,000 Small parcel of land held 100%
    Phase 2, for strategic ownership,
    Gala Retail Park forming access to Phase 2
    land. Site assembly and
    planning consent required.
    Manchester North West 43,000 JV with Peveril Securities. 100%
    Site has unrestricted open
    Heaton Retail Park A1 planning consent.

    Medium term developments held prior to detailed planning

    Industrial Development Programme
    Christchurch South West 9.1 acres Proposed mixed-use scheme to 100%
    include industrial,
    Site at Grange Road care home and residential uses.

    COMMERCIAL INVESTMENTS


    Size Terrace Hill
    Development Sector Region (sq ft) Description Share
    Platts Eyot, TW12 Mixed-use London 12 acres Listed island on the 100%
    Thames, at Hampton,
    with residential potential.
    Sheffield Mixed-use North 110,000 Vacant department 30%
    Castle Gate House and store, let on long
    22-22 Haymarket lease to BHS,
    together with
    adjacent, occupied
    corner retail unit.
    Redevelopment
    potential for mixed-
    use scheme.
    Bristol Offices South West 20,500 Multi-let office 100%
    building with future
    Canningford House redevelopment potential.

    38 Victoria Street
    Teesside Offices North East 30,700 First office 100%
    Phase 1, building on a
    Hudson Quay planned 160,000 sq
    Middlehaven ft office park.
    Fully let to the
    Crown Prosecution
    Service and Hertel
    Ltd.
    Redditch Industrial Midlands 232,680 High bay 20%
    distribution
    warehouse.
    REDD 42 Let to iForce Limited, the
    e-fulfilment
    Ravensbank Business Park provider for John Lewis PLC.

    Total Commercial investment

    Residential Investment
    Property Portfolio No. of Units Description
    TH "Portfolio One" 249 Mixed portfolio of residential units, principally in 100%
    Scotland, with small representation in England.
    TH Residential PLC 1,713 Portfolio of residential properties located across the UK. 49%
    1,962

    Strategic Land

    Sites completed or with detailed planning permission
    Size
    Development (acres) Description Timing
    Carnshalloch Avenue, 2 Development of 16 Completed
    units.

    Patna
    Torbothie Road, Shotts 22 Phase 1 comprises 18 Completed
    units.
    Wellington Square, Ayr 0.5 Refurbishment of a Completed
    former hotel into 16
    flats
    and three storey
    office building.
    Cairn Road, Cumnock 1.6 Development of 18 Completed
    units.
    Bertram House, Carnwath 11.5 Former country house Phase 1 Completed
    and grounds.
    Development comprises
    Phase 1 conversion of
    country house into
    eleven flats and
    Phase 2 construction
    of 20 detached houses
    in the grounds.
    Kersewell Avenue, 3 Site with planning Planning consent
    consent for nine
    units. Revised
    planning
    Carnwarth consent received for granted 2009
    greater density to
    allow a further
    6 units at a later
    date.
    "Dunselma", Fenwick 3 Former Church of Planning consent
    Scotland home.
    Planning approval granted 2009
    received for 20
    detached houses
    Mayfield Brickworks, 10.9 Industrial brownfield Outline planning
    land. Currently owned
    in JV.
    Carluke Potential for 90 consent granted 2009
    units
    Boghall Road, Carluke 12 Industrial brownfield Planning consent
    land with potential
    for 71 units
    granted 2010

    Sites held pending detailed planning consent
    Irvine Road, Kilmarnock 18 Former brickwork site. Anticipated planning
    Planning application
    submitted
    for 182 units. consent 2010
    Patna Caravan Park, Patna 30 Former caravan park. Anticipated planning
    Potential for 250 units.
    consent 2010
    Lower Bathville, Armadale 56 Industrial brownfield Anticipated planning
    land. Partly owned in
    JV. Potential for
    500 units and a consent 2010
    neighbourhood shopping
    centre

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

    END

    FR UKSKRRVAORAR

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