RNS Number : 5737W
Hunters Property PLC
28 April 2016
 

Hunters Property Plc

Preliminary Results

For the year ended 31 December 2015

Hunters Property Plc ("Hunters" or the "Company" or the "Group"), one of the UK's largest national sales and lettings estate agency businesses, is pleased to announce its preliminary results for the year ended 31 December 2015.

Financial Highlights:

·      Network Income rose 42% to £30.2m (2014: £21.2m);

·      Revenue increased by 31% to £12.0m (2014: £9.2m);

·      EBITDA increased by 46% to £1.57m (2014: £1.08m);

·      Adjusted profit before tax (excluding amortisation, acquisition costs, investment income and notional finance costs) increased by 59% to £1.42m (2014: £0.89m);

·      Earnings per share increased 55% to 2.76p (2014: 1.78p);

·      Adjusted EPS increased 31% to 4.74p (2014: 3.63p);

·      Net assets stood at £5m (2014: £1.4m);

·      Cash balance £1.2m (2014: £1.1m);

·      Final dividend proposed 1.0p, making maiden 1.5p for the year.

Operational Highlights:

·      Opened 32 new branches, including the conversion of 23 independent estate agency branches;

·      Opened 63 new branches, excluding acquisitions, over last two years;

·      Acquired the Country Properties network (23 franchised branches);

·     The network's sales and lettings income has grown by over 40% in each of the last three years with a cumulative average growth rate since 2008 of 27%;

·      As at December, network stood at 170 branches (2014: 126);

·      Independent agents who converted to Hunters, for whom 2015 was their first full year, on average increased their revenue  by 29%;

·      Launched first national TV marketing campaign;

·      Secured our key software in-house;

·      Admitted to the AIM market of the London Stock Exchange on 2 July 2015;

·      Average revenue per network branch increased by 5.6% to £178,000 (2014: £168,000);

·      Average revenue for the top 25 network branches rose by 12% to £427,000 (2014: £382,000);

·      Customer service rating 96% (2014: 95%) against a national average of 73%[1].

Post-Year End:

·      Opened a further seven branches in Q1 (Q1 2015: eight);

·      Q1 trading is ahead of Q1 last year;

·      Robust pipeline of enquiries from agents interested in joining the network;

·      Confident in the continued growth of our network and meeting the Board's expectations for the full year.

 

Kevin Hollinrake, Chairman of Hunters Property Plc commented:

"Despite the UK property market experiencing various challenges in 2015, the Group has performed very well and I am pleased therefore to present to shareholders our first annual results as a public company.  The Company has shown impressive growth, opening 32 new branches, converting 23 existing businesses and acquiring a strong franchised network.  We continued to improve our core business, with increased revenue per branch and 96% customer satisfaction rating.

It is expected that the year ahead will see continued network growth. The first quarter has started well with seven new branches opened and revenue ahead of Q1 2015.  We are growing faster than general market activity and our pipeline of new branches is running significantly ahead of last year. I look forward to updating you as the year progresses."

 

For further details, please contact:

 

Hunters Property Plc

Kevin Hollinrake, Chairman

Harry Hill, Chief Executive Officer

Glynis Frew, Managing Director

Ed Jones, Chief Financial Officer

 

Tel:  01904 756 197

Smithfield Consultants Limited

Alex Simmons

 

Tel: 020 7360 4900

Numis Securities Limited

Stuart Skinner, Paul Gillam (Nominated Adviser)

Tom Ballard (Corporate Broking)

Tel: 020 7260 1000

 

 

 

PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2015

CHAIRMAN'S REVIEW

Following our admission to the AIM market of the London Stock Exchange in July 2015, we are delighted to report our maiden full-year results as a public company.

2015 saw a step forward in pursuit of the Group's clear ambition to become the nation's favourite estate agent. We secured additional capital, added 32 new branches to the network including 23 independent businesses and added another 23 branches through the purchase of a highly successful home-counties franchised estate agency chain, Country Properties. At the end of the year the network had reached 170 branches. Having opened 63 branches in the last two years through organic growth, we are without doubt the fastest growing listed business in our sector.

Income across the network from sales and lettings ("Network Income") reached £30.2 million in 2015 (2014: £21.2 million), a 42% increase on the previous year. Our average branch revenue rose by 5.6% to £178,000 (2014: £168,000). This was a tremendous achievement against the background of a more subdued market with national activity reported as having reduced by 3.4% for the year[2]. Our adjusted EBITDA reached £1.57 million (2014: £1.08 million), an increase of 46% on the previous year. Adjusted EPS grew 31% to 4.74p (2014: 3.63p).

Independent agents that converted to the Hunters brand, for whom 2015 was their first full year as part of the network, increased revenue per branch by 29%; a clear illustration that our quality, well known national brand and good reputation has delivered improved income for our network partners, as well as significantly reducing the cost of key repeat purchases, such as portal subscriptions, through our economies of scale and purchasing power.

We continue to invest in our people, IT, marketing and networks. We retain Investors in People status for our Group owned activities and our national training courses include accreditations from The Institute of Leadership and Management and City & Guilds. Our market-leading software, designed specifically for our business by an in-house team of former agents, continues to move forward. We have invested over £500,000 in its development and we are able now to reinvest profits generated from licence fees payable by the network to accelerate and enhance its features and improve our online functionality and customer experience. The inaugural launch of our national TV advertising campaign took place in January 2015. Website traffic for 2015 rose by over 23%.

The 'Here to get you there' marketing campaign has proved successful and will continue to be our message in the year ahead.  The Hunters (West Midlands) business acquired in 2014 continues to exceed our expectations, winning Best Medium-Sized Agent in the Midlands for the fourth year in a row. Business levels and financial results are in line with expectations.

Customer satisfaction will always be a key measure and I am delighted to confirm that we achieved a 96% customer satisfaction rating for the year. Our success in the area has been increasing year-on-year since 2012 and is significantly higher than the industry average of 73%[3]. There is a universal commitment within the network to deliver for our customers, which underpins our belief that business owners will work harder and deliver better results than a network consisting principally of employees or self-employed operatives on short term contracts. On behalf of the Board, I would like to thank everyone in the network who has worked so hard to deliver these amazing results, and our customer service team for going well beyond the call of duty to contact our clients and listen to their experiences.

Current trading and outlook

Reports show that market activity levels so far this year are 14.1% higher compared to the same period last year[4]. The Company's first quarter has started well, with seven new branches opened, revenue ahead of Q1 2015 and having grown faster than general market activity.  Our pipeline of new outlets is running significantly ahead of 2015. I look forward to updating you as the year progresses.

Dividend

The Company is committed to a progressive dividend policy and proposes therefore a final dividend of 1.00p per share, making 1.50p for our maiden year.

 

On behalf of the Board

Kevin Hollinrake
Chairman

27 April 2016

 

 

CHIEF EXECUTIVE'S STATEMENT

As we reported in our January trading update, the United Kingdom property market experienced various challenges during 2015, with the principal issues being consumer uncertainty in advance of the May General Election and a shortage of homes to sell or let afterwards.

Major stamp duty increases on the purchase of more expensive homes adversely affected demand, particularly for properties over £2 million, but this has had little impact on the Group as we have limited exposure to prime Central London.   Despite these tougher market conditions the Group has, aided by the additional branches added to the network throughout the year, performed very well and increased the Company's market share of homes sold and let, resulting in material increases in both turnover and pre-tax profitability.

Activity in 2016, despite an ongoing shortage of property for sale or to let, the uncertainty of the EU Referendum and ever-increasing levels of competition between traditional and online-only agents, looks promising.  We entered the year with a substantially increased pipeline, with good ongoing buyer and tenant demand and a Government that is openly very supportive of accelerated new home-building and ownership. We are therefore well set to deliver another successful year 

Delivering outstanding customer service is at the heart of our operation. At exchange of a property or at the let of a property a vendor or landlord is contacted by a member of our customer service team. In 2015, 3,121 customers provided feedback resulting in a 96% customer satisfaction rating.

Maintaining the quality of the network is key to our success. We started the year with 126 branch locations. We received 244 enquiries resulting in 32 new openings under the Hunters brand. These openings consisted of 23 conversions of existing independent estate agency businesses and nine new "cold start" locations, of which four were current franchisees expanding into new markets.

The Group implements a rigorous franchisee selection process. This ensures, as far as is possible, that new franchisees are committed to the Group's high standards. Approximately 80% are rejected at an early stage. Additionally, underperforming branches can be reinvigorated through training and support or alternatively the sale of a franchise to a new team or individual.

With the addition of 23 Country Properties franchise locations, Hunters Property Plc finished the year with a total network of 170 branches.  Expansion was inevitably linked to our ability as a network to respond to developing market conditions. For this reason the Group also established relationships with experts in both block management and the new homes sector and now have offerings for both services available nationwide.

Franchise prospects for 2016 have started well, with a proceeding pipeline of 21 new branches being processed and enquiry levels on target to exceed those of 2015. Investment has been made to improve the general branding of Hunters Franchising. A full marketing plan is in place, heavily focused on direct marketing to suitable independent businesses, increased online presence and existing franchisee expansion.

It is expected that 2016 will see continued network growth, both through conversions of existing businesses and cold starts. Hunters' market leading conversion package is designed to allow independent agencies to join with minimal cost, whilst benefiting from a full estate agency package which provides an average revenue growth of 29% in the first full year. Conversions are expected to account for a significant portion of branch growth.

Our excellent results could not have been achieved without sterling efforts from our employees and franchise colleagues. We believe that we have some truly outstanding industry professionals associated with the business and are grateful to them for their dedication to Hunters.

 

Harry Hill
Chief Executive Officer

27 April 2016

 

FINANCIAL REVIEW

Income Summary

2015

£m

2014

£m

Movement

Network Income

30.2

21.2

+42%

Turnover

12.0

9.2

+31%

EBITDA

1.57

1.08

+46%

Adjusted profit before tax

1.42

0.89

+59%

EPS

2.76p

1.78p

+55%

Adjusted EPS

4.74p

3.63p

+31%

DPS

1.50p

 

 

 

Balance Sheet Summary

2015

£m

2014

£m

Cash

1.2

1.1

Net Assets

5.0

1.4

Net Debt

1.1

1.7

Net Debt / EBITDA

0.7x

1.6x

 

Revenue

Group revenue for the financial year ended 31 December 2015 increased by 31% to £12.0 million (2014: £9.2 million). This was driven by the following factors:

·     First full-year contribution of Hunters Group Limited, since they joined the Group in July 2014. This added £1.8 million of revenue to the Group in 2015;

·     The acquisition of Country Properties, a 23 branch network in and around Hertfordshire, Bedfordshire and Cambridgeshire in May 2015, adding £0.2 million of management service fee ("MSF") revenue in 2015;

·     MSF from franchised branches, excluding Country Properties acquisition, increased by 29% following the opening of a further 32 new branches in 2015. These new branches were a mixture of new cold start branches and existing branches converting to the Hunters brand.

Adjusted EDBITDA (earnings before interest, tax, one off costs and depreciation/amortisation)

Adjusted EBITDA provides a key measure of progress made. Adjusted EBITDA for the year to December 2015 was £1.57 million, an increase of 46% on the same period last year (2014: £1.08 million).

Administrative expenses increased by £2.4 million during the year. Higher costs in 2015 were in part due to the additional running costs associated with being a publically quoted company and also the first full year of costs for Hunters Group Limited.

Adjusted profit before tax (adjusted to exclude amortisation, amortised finance costs, acquisition costs, one off costs and finance income)

Adjusted profit before tax was £1.42 million, an increase of 59% over the prior period (2014: £0.89 million).

Amortisation and acquisition costs increased significantly during the period, as the Group continued to execute its strategy of growth through acquisition.

Earnings per share

Basic earnings per share for the year ended 31 December 2015 was 2.76p (2014: 1.78p) based on a weighted average of 26,317,492 shares (2014: 21,292,330) in issue during the year.

Adjusted earnings per share

Adjusted earnings per share, excluding amortisation and acquisition costs, finance timing and investment income and using standard tax rates for the year to December 2015, was 4.74p (2014: 3.63p).

Dividends

The Board is proposing a final dividend of 1.00p per share for 2015, which subject to shareholder approval at the AGM on the 17 June 2016, will be paid to shareholders by 23 June 2016 based on the register of shareholders as at 13 May 2016. Taking this together with the interim dividend of 0.5p paid to shareholders on 28 October 2015, this equates to a total dividend for the year of 1.50p. The Company aims to pay a progressive dividend going forwards.

Liquidity

The Group had cash balances of £1.2 million at 31 December 2015 (2014: £1.1 million).

Since the year end the Group has secured further debt funding of £1.2 million to support the ongoing expansion of its franchising activities. The facility is repayable in full in April 2020, with repayments to be made in monthly instalments from 13 months after the first drawdown. Total bank facilities available to the Group are £2.9 million of which £1.7 million is drawn.

Financial Position

The Group has generated strong cashflow from operations which is expected to continue in 2016. These cashflows, together with undrawn facilities available, ensure the Group is in a strong financial position from which to carry out its strategy to grow the franchise business both organically and through acquisition in the coming year.

 

Ed Jones
Chief Financial Officer

27 April 2016

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2015

 

2015

 

2014

 

 

Notes

 

£'000s

 

£'000s

 

 

Revenue

3

 

12,045

 

9,175

 

 

Administrative expenses

 

(10,471)

 

(8,100)

 

 

 

 

 

 

 

Operating profit before depreciation, amortisation & costs of acquisition

 

1,574

 

1,075

 

 

Depreciation

13

 

(162)

 

(103)

Amortisation

12

 

(368)

 

(146)

Costs of acquisition of subsidiaries

15

 

(57)

 

(186)

Write off of loans

 

-

 

(25)

Irrecoverable VAT

 

-

 

(23)

Share-based payment expense

25

 

(12)

 

-

 

 

 

 

 

 

 

 

Operating profit

4

 

975

 

592

 

 

Finance income

7

 

88

 

7

 

Finance costs

8

 

(183)

 

(116)

 

 

 

 

 

 

 

Profit before taxation

880

 

483

 

 

Taxation

9

 

(158)

 

(112)

 

 

 

 

 

 

 

Profit for the financial year

 

722

 

371

 

 

Other comprehensive income

 

-

 

-

 

 

 

 

 

 

 

 

Total comprehensive income for the year

 

722

 

371

 

 

 

 

 

 

 

 

Profit and total comprehensive income for the financial year attributable to:

 

Equity holders of the parent

726

 

377

 

Non-controlling interests

 

(4)

 

(6)

 

 

 

 

 

 

 

 

722

 

371

 

 

 

 

 

 

 

 

Earnings per share

 

Basic (pence per share)

11

 

2.76

 

1.77

 

 

 

 

 

 

 

 

Diluted (pence per share)

11

 

2.66

 

1.77

 

 

 

 

 

 

 

                       

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2015

 

 

 

2015

2014

2013

 

 

 

as restated

as restated

 

 

Notes

£'000s

£'000s

£'000s

 

 

Non-current assets

 

Goodwill

12

3,973

3,544

2,015

 

Other intangible assets

12

3,439

777

78

 

Property, plant and equipment

13

340

420

147

 

Investments

14

1

75

67

 

Deferred tax assets

23

43

63

64

 

 

 

 

 

 

 

 

 

 

 

7,796

4,879

2,371

 

 

 

 

 

 

 

 

 

 

Current assets

 

Trade and other receivables

16

1,629

1,277

963

 

Cash at bank and in hand

 

1,211

1,146

798

 

 

 

 

 

 

 

 

 

 

 

2,840

2,423

1,761

 

 

 

 

 

 

 

 

 

 

Total assets

10,636

7,302

4,132

 

 

 

 

 

 

 

 

 

 

Liabilities

 

Current liabilities

 

 

Borrowings

17

 

(1,014)

(1,101)

(429)

Obligations under finance leases

19

 

(37)

(27)

-

 

Current tax liabilities

 

(162)

(122)

-

 

Trade and other payables

19

 

(2,492)

(2,399)

(1,770)

 

 

 

 

 

 

 

 

 

 

(3,705)

(3,649)

(2,199)

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

Borrowings

17

 

(1,309)

(1,874)

(810)

Obligations under finance leases

20

 

(30)

(43)

-

 

Other payables

20

 

(68)

-

-

 

 

 

 

 

 

 

 

 

 

 

(1,407)

(1,917)

(810)

 

 

 

 

 

 

 

 

 

Provisions for liabilities

 

Provisions

22

 

(75)

(151)

-

 

Deferred tax liability

23

 

(465)

(137)

(4)

 

 

 

 

 

 

 

 

 

 

(540)

(288)

(4)

 

 

 

 

 

 

 

 

 

Net assets

4,984

1,448

1,119

 

 

 

 

 

 

 

 

 

                       

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2015

 

2015

2014

2013

 

 

as restated

as restated

 

 

Notes

£'000s

£'000s

£'000s

 

 

EQUITY

 

Attributable to the owners of the parent:

 

Called up share capital

26

1,131

-

-

 

Share premium account

27

2,579

-

-

 

Merger reserve

1.2

899

1,662

1,602

 

Retained earnings

28

375

 

(222)

(497)

 

 

 

 

 

 

 

 

 

 

4,984

1,440

1,105

 

Non-controlling interests

 

-

8

14

 

 

 

 

 

 

 

 

 

 

Total equity

4,984

1,448

1,119

 

 

 

 

 

 

 

 

 

 

The financial statements were approved by the board of directors and authorised for issue on 27 April 2016 and are signed on its behalf by:

 

 

 

 

Mr E A Jones

 

Director

 

                     

 

 

 

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2015

 

2015

 

 

Notes

 

£'000s

 

 

Non-current assets

 

Investments

14

 

879

 

 

Current assets

 

Trade and other receivables

16

 

2,929

 

 

 

 

 

 

Total assets

 

3,808

 

 

 

 

 

 

Liabilities

 

Current liabilities

 

 

Other payables

19

 

(26)

 

 

 

 

 

 

(26)

 

 

 

 

 

Total assets less current liabilities

 

3,782

 

 

 

 

 

 

Net assets

 

3,782

 

 

 

 

 

 

EQUITY

 

Called up share capital

26

 

1,131

 

Share premium account

27

 

2,579

 

Share option reserve

 

 

12

 

Retained earnings

28

 

60

 

 

 

 

 

 

Total equity

 

3,782

 

 

 

 

 

 

The financial statements were approved by the board of directors and authorised for issue on 27 April 2016 and are signed on its behalf by:

 

 

 

 

Mr E A Jones

 

Director

 

 

Company Registration No. 09448465

 

             

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2015

 

Share capital

Share premium account

Merger reserve

Retained earnings

Total equity attributable to owners of the parent

Non-controlling interests

Total equity

 

 

Notes

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

 

 

Balance at 1 January 2014

 

-

-

1,602

 

(384)

1,218

14

1,232

 

Prior year adjustment

28

-

-

-

 

(113)

(113)

-

 

(113)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As restated balance at 1 January 2014

 

-

-

1,602

 

(497)

1,105

14

1,119

 

 

Period ended 31 December 2014:

 

Profit and total comprehensive income for the year

 

-

-

-

377

377

 

(6)

371

 

Issue of subsidiary shares prior to acquisition

 

-

-

60

-

60

-

60

 

Dividends

10

-

-

-

 

(102)

(102)

-

 

(102)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2014

 

-

-

1,662

 

(222)

1,440

8

1,448

 

 

Period ended 31 December 2015:

 

Profit and total comprehensive income for the year

 

-

-

-

726

726

 

(4)

722

 

Issue of share capital

26

1,131

2,579

104

-

3,814

 

3,814

 

Dividends

10

-

-

-

 

(141)

(141)

-

 

(141)

Credit to equity for equity settled share-based payments

25

-

-

-

12

12

-

12

 

Share for share exchange

 

-

-

 

(867)

-

 

(867)

(4)

(871)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2015

1,131

2,579

899

375

4,984

-

4,984

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

                                           

 

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2015

 

Share capital

Share premium account

Share option reserve

Retained earnings

Total

 

 

Notes

£'000s

£'000s

£'000s

£'000s

£'000s

 

 

Period ended 31 December 2015:

 

Profit and total comprehensive income for the year

 

-

-

-

201

201

 

Issue of share capital

26

1,131

2,579

-

-

3,710

 

Dividends

10

-

-

-

 

(141)

(141)

Share based payment expense of subsidiary

14

-

-

12

-

12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2015

1,131

2,579

12

60

3,782

 

 

 

 

 

 

 

 

 

 

 

 

 

                             

 

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2015

 

2015

 

2014

 

 

Notes

£'000s

 

£'000s

 

 

Cash flows from operating activities

 

 

Operating profit

974

 

592

 

Adjustments for:

 

 

Share-based payment expense

25

12

 

-

 

Depreciation of property, plant and equipment

13

162

 

103

 

Gain on disposal of property, plant and equipment

4

 

(30)

 

-

 

Amortisation and impairment of intangible assets

12

368

 

146

 

(Release)/inception of provisions

22

 

(5)

 

36

 

Costs of acquisition

15

57

 

150

 

Changes in working capital:

 

 

(Increase)/decrease in trade and other receivables

16

 

(392)

 

231

 

Increase in trade and other payables

19

3

 

234

 

 

 

 

 

 

 

 

Cash generated from operations

 

1,149

 

1,492

 

Interest paid

 

(85)

 

(44)

Income taxes paid

 

(180)

 

(90)

 

 

 

 

 

 

 

Net cash inflow from operating activities

884

 

1,358

 

 

 

 

 

 

 

 

Investing activities

 

Purchase of intangible assets

12

 

(866)

 

(299)

Purchase of property, plant and equipment

13

 

(76)

 

(171)

Proceeds on disposal of property, plant and equipment

 

32

 

-

 

Business acquisitions, net of cash acquired

15

 

(1,390)

 

(1,086)

Payment of deferred considerations

 

(89)

 

Purchase of investments

 

 

(192)

 

-

 

Proceeds on disposal of investments

 

263

 

-

 

Interest received

 

5

 

1

 

 

 

 

 

 

 

 

Net cash used in investing activities

 

(2,313)

 

(1,555)

 

 

 

 

 

 

 

2015

 

2014

 

 

Notes

£'000s

 

£'000s

 

 

Financing activities

 

Proceeds from issue of own shares

 

2,700

 

-

 

Share issue costs

 

(558)

 

-

 

Proceeds from issue of subsidiary shares prior to acquisition

1.3

104

 

60

 

Repayment of debentures

17

 

(470)

 

-

 

Proceeds from borrowings

17

-

 

1,170

 

Proceeds of new bank loans

380

 

-

 

Repayment of bank loans and borrowings

17

 

(495)

 

(294)

Payment of finance leases obligations

18

 

(26)

 

(10)

Dividends paid

10

 

(141)

 

(102)

 

 

 

 

 

 

 

Net cash generated from financing activities

 

1,494

 

824

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

65

 

627

 

 

Cash and cash equivalents at beginning of year

1,146

 

519

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of year

1,211

 

1,146

 

 

 

 

 

 

 

 

Relating to:

 

Cash at bank and in hand

1,211

 

1,146

 

 

 

 

 

 

 

 

Major non-cash transactions

 

During the year the Group entered into a number of non-cash transactions as follows:

 

1. On 27 March 2015 the group enacted a share-for-share exchange to include Hunters Property Plc as the Parent, as disclosed further in note 1.2. This resulted in share capital being issued, and the company owning an investment.

 

2. Included within costs of issue of new shares were costs of £200,000 which were themselves settled by way of the issue of shares at a premium.

 

 

 

Company Statement of Cash Flows

 

The Company has not held any cash or cash-equivalents during the year or as at 31 December 2015. During the year it has entered into a number of equity transactions which are set out in the above but which are enacted via intercompany accounts for the Company. Accordingly, the Directors have not presented a Company Statement of Cash Flows.

 

                     

 

 

 

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2015

1

Accounting policies

 

 

 

 

Company information

 

 

Hunters Property Plc ("the Company") is a public limited company domiciled and incorporated in England and Wales. The registered office is Apollo House, Eboracum Way, York, North Yorkshire, YO31 7RE. The consolidated financial information (or "financial statements") incorporate the financial information of the Company and entities (its subsidiaries) controlled by the Company (collectively comprising the "Group").

 

The principal activity of the Group is the provision of property services to consumers and businesses which include sales, lettings, franchising and related services.

 

 

 

 

1.1

Accounting convention

 

 

These financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, and the requirements of the Companies Act 2006.

 

 

 

 

 

The financial statements are prepared in sterling, which is the functional currency of the parent company. Monetary amounts in these financial statements are rounded to the nearest £'000s.

 

 

 

 

 

The financial statements have been prepared on the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.

 

 

 

 

 

As permitted by s408 Companies Act 2006, the Company has not presented its own income statement and related notes. The Company's profit for the year was £201,684.

 

 

 

 

1.2

Basis of consolidation

 

 

 

The Group financial information consolidates those of the Parent Company and the subsidiaries that the Parent has control of. Control is established when the Parent is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary.

 

Where a subsidiary is acquired/disposed of during the year, the consolidated profits or losses are recognised from/until the effective date of the acquisition/disposal.

All inter-company balances and transactions between group companies have been eliminated on consolidation.

 

Where necessary, adjustments are made to the financial information of subsidiaries to bring the accounting policies used into line with those used by the Group.

 

Non-controlling interests, presented as part of equity, represent the portion of a subsidiary's profit or loss and net assets that are not held by the Group. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling interest based on their respective ownership interests.

 

 

 

The Group applies the acquisition method of accounting for business combinations enacted after the date of creation of the group following incorporation of Hunters Property Plc, as detailed further below. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair value of assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interest issued by the Group. Acquisition costs are expensed as incurred.

 

The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have been previously recognised in the acquired subsidiary's financial information prior to the acquisition. Assets acquired and liabilities assumed are measured at their acquisition-date fair values.

 

Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the fair value of consideration transferred, over the Group's share of the acquisition-date fair values of identifiable net assets. If the fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e. gain on a bargain purchase) is recognised in profit or loss immediately.

 

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

 

If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.

 

 

 

 

The Group has applied the principles of merger accounting in consolidating the results, as control was only acquired by Hunters Property Plc via a share-for-share exchange on 27 March 2015. Merger accounting requires that the results of the Group are presented as if the Group has always been in its present form, and does not require a re-evaluation of fair values as at the point of acquisition. Accordingly, for the Group's comparative statement of financial position as at 31 December 2014, a merger reserve has been created which represents the difference between the net assets of the Group as at that date, and the retained profits recognised by the Group as at that date.

 

 

 

 

1.3

Going concern

 

 

As at the year end the group has net current liabilities, but net assets overall. The nature of the Group's trade is that there exist significant intangibles which generate strong cashflows, and are expected to continue doing so. Since the year end the Group has also secured further medium-term debt funding of £1.2million; including this the Directors have further considered 12 month cashflow forecasts from the date of approval of the financial statements, and do not foresee any cashflow issues arising.

 

Taking these factors into account, as at the time of approving the financial statements, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

 

 

1.4

Revenue

 

 

Revenue represents the amount receivable for the provision of services and the sale of goods during the year, excluding VAT and trade discounts. Revenue is recognised to the extent that it is probable that economic benefits will flow to the Group and the revenue can be measured reliably.

 

Revenue from residential, commercial and land sales is recognised on the basis of exchange of contract.

 

Financial services revenue is recognised at the later of the policy inception date or confirmation of entitlement to the commission.

 

Revenue from commission earned as letting agents is recognised in the month in which the income is received and when there is fulfilment of all but inconsequential or perfunctory actions.

 

At inception of a franchisee contract, revenue is recognised upfront which matches to the estimated cost of time and knowledge to create the franchiser-franchisee contractual arrangement. No amounts are deferred as the directors are of the opinion that virtually all inception costs are incurred at the outset, and hence although contracts run for several years this policy is considered to be the fairest presentation to comply with the matching and accruals concepts.

 

 

 

Revenue from franchisee management service fees are recognised monthly in arrears, calculated by reference to the terms of the contract and the value of sales attributable to each franchisee.

 

Deferred income arises where services are invoiced in advance of performance. The amount is released to the profit or loss in subsequent periods in reference to the stage of completion of the transaction at the reporting date.

 

 

1.5

Intangible fixed assets - goodwill

 

 

Goodwill represents the future economic benefits arising from other assets acquired in a business combination that are not individually identifiable and separately recognised. See Note 15 for information on how goodwill is initially determined during the period. After initial recognition, goodwill is measured at cost less accumulated impairment losses. See Note 1.9 for a description of impairment testing procedures.

 

 

 

1.6

Intangible fixed assets other than goodwill

 

 

Intangible assets are initially measured at cost. Where intangible assets are acquired as part of a business combination, cost is determined by reference to a fair value estimation technique as disclosed further in note 15. After initial recognition, intangible assets are recognised at cost less any accumulated amortisation and any accumulated impairment losses.

 

The depreciable amount of an intangible asset with a finite useful life is allocated on a systematic basis over its useful life. Amortisation begins when the asset is available for use, i.e. when it is in the location and condition necessary for it to be capable of operating in the manner intended by management.

 

The amortisation period and the amortisation method for intangible assets with a finite useful life is reviewed each financial year-end. If the expected useful life of the asset is different from previous estimates, the amortisation period is changed accordingly.

 

 

 

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

 

 

 

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

 

 

 

 

Software

3 years or over the life of the license

 

 

Franchise development costs

Over the life of the franchise contract (typically 10-15 years)

 

Brands

10 years

 

 

Customer lists

2-12 years

 

 

 

1.7

Property, plant and equipment

 

 

 

Property, plant and equipment are recognised as an asset only if it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.

 

An item of property, plant and equipment that qualifies for recognition as an asset is measured at its cost. Cost of an item of property, plant and equipment comprises the purchase price, any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

 

After recognition, all property, plant and equipment are carried at costs less any accumulated depreciation and any accumulated impairment losses.

 

 

 

 

Depreciation is provided at rates calculated to write down the cost of assets, less estimated residual value, over their expected useful lives on the following basis:

 

 

 

 

Leasehold land and buildings

Straight line over the life of the lease

 

 

Plant and machinery

25% Reducing balance

 

 

Fixtures, fittings and equipment

25% Reducing balance or 10%-33% straight line

 

 

Computer equipment

33% Straight line

 

 

Motor vehicles

25% Straight line

 

 

 

 

The residual value and the useful life of an asset are reviewed at least at each financial year-end and if expectations differ from previous estimates, the changes are accounted for as a change in an accounting estimate in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors.

 

Gains or losses arising on the disposal of property, plant and equipment are determined as the difference between the disposal proceeds and the carrying value of the asset and are recognised in profit or loss.

 

 

 

 

1.8

Non-current investments

 

 

 

Investments in equity instruments that have a quoted market price in an active market and other equity instruments whose fair value can be reliably measured are measured at fair value; otherwise investments in equity instruments are measured at cost.

 

 

 

 

 

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

 

 

 

 

1.9

Impairment of non-current assets

 

 

For impairment assessment purposes, assets are grouped at the lowest levels for which there are largely independent cash flows. As a result, some assets are tested individually for impairment and some are tested at cash-generating unit level. Goodwill is allocated to those cash-generating units that are expected to benefit from synergies of the related business combination and represent the lowest level within the Group at which management monitors goodwill.

 

Cash-generating units to which goodwill has been allocated are tested for impairment at least annually. All other individual assets or cash-generating units are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

 

An asset or cash-generating unit is impaired when its carrying amount exceeds its recoverable amount. The recoverable amount is measured as the higher of fair value less cost of disposal and value in use. The value in use is calculated as being net projected cash flows based on financial forecasts discounted back to present value.

 

The impairment loss is allocated to reduce the carrying amount of the asset, first against the carrying amount of any goodwill allocated to the cash-generating unit, and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. With the exception of goodwill, all assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer exist. An impairment loss is reversed if the asset's or cash-generating unit's recoverable amount exceeds its carrying amount.

 

 

 

1.10

Financial instruments

 

 

 

 

Loans and receivables

 

 

 

Financial assets are recognised in the statement of financial position when, and only when, the Group becomes a party to the contractual provisions of the instrument.

 

All financial assets excluding investments are classified as loans and receivables; these comprise trade and other receivables and cash and cash equivalents. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market.

 

Financial assets are initially recognised at fair value plus directly attributable transaction costs.

 

After initial recognition, loans and receivables are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

 

If there is objective evidence that there is an impairment loss on loans and receivables, the amount of the loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the financial asset's original effective interest rate (i.e. the effective interest rate computed at initial recognition). The carrying amount of the asset is reduced either directly or through use of an allowance account.

 

A financial asset is derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred.

 

 

 

Financial assets held for trading

 

 

 

Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by IAS 39. The Company has not designated any financial assets upon initial recognition as at fair value through profit or loss.

 

Derivatives, including separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments.

 

Financial assets at fair value through profit and loss are carried in the balance sheet at fair value with changes in fair value recognised in finance revenue or finance expense in the income statement.

 

 

 

 

Impairment of financial assets

 

 

 

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. The impairment loss is recognised in profit or loss.

 

 

 

 

Derecognition of financial assets

 

 

 

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

 

 

 

 

Classification of financial liabilities

 

 

Financial liabilities include borrowings and trade and other payables.

 

Financial liabilities are obligations to pay cash or other financial assets and are recognised in the statement of financial position when, and only when, the Group becomes a party to the contractual provisions of the instrument.

 

Financial liabilities are initially recognised at fair value adjusted for any directly attributable transaction costs.

 

After initial recognition, financial liabilities are measured at amortised cost using the effective interest method, with the effective interest recognised as an expense in finance costs.

 

 

 

 

Derecognition of financial liabilities

 

 

Financial liabilities are derecognised when, and only when, the obligation specified in the contract is discharged, cancelled, or expires.

 

 

 

1.11

Equity instruments

 

 

Share capital represents the nominal value of shares that have been issued. Share premium represents the excess consideration received over share capital upon the sale of shares, less any incidental costs of issue.

Retained earnings include all current and prior period retained profits.

 

The non-controlling interest reserve is the portion of equity ownership in subsidiaries which is not attributable to the owners of the Parent Company.

 

 

 

 

The merger reserves has arisen as described in note 1.2.

 

 

 

1.12

Taxation

 

 

The tax expense represents the sum of the tax currently payable and deferred tax.

 

 

 

 

Current tax

 

 

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

 

 

 

 

Deferred tax

 

 

Deferred taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases.

 

A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised, unless the deferred tax asset arises from the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss). However, for deductible temporary differences associated with investments in subsidiaries a deferred tax asset is recognised when the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

 

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

 

 

 

1.13

Provisions

 

 

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation.

 

Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision in measured at present value the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

 

 

 

1.14

Employee benefits

 

 

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

 

 

 

1.15

Retirement benefits

 

 

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

 

 

 

1.16

Share-based payments

 

 

The fair value of equity-settled share based payments to employees is determined at the date of grant and is expensed on a straight-line basis over the vesting period based on the group's estimate of shares or options that will eventually vest. Full disclosure of the calculation models is given in note 25.

 

 

 

1.17

Leases

 

 

The economic ownership of a leased asset is transferred to the lessee if the lessee bears substantially all the risks and rewards of ownership of the leased asset. Where the Group is a lessee in this type of arrangement, the related asset is recognised at the inception of the lease at the fair value of the leased asset or, if lower, the present value of the lease payments plus incidental payments, if any. A corresponding amount is recognised as a finance lease liability.

 

This liability is reduced by lease payments net of finance charges. The interest element of lease payments represents a constant proportion of the outstanding capital balance and is charged to profit or loss, as finance costs over the period of the lease.

 

 

 

 

Rentals payable under operating leases, including any lease incentives received, are charged to income on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease asset are consumed.

 

 

1.18

Standards, amendments and interpretations in issue but not yet effective

 

 

The adoption of the following mentioned standards, amendments and interpretations in future years:

 

             

 

 

 

EU effective date - period beginning on or after

 

IFRS 14 'Regulatory Deferral Accounts'

1 January 2016*

 

IAS 1 (amendment) 'Presentation of Financial Statements' - Disclosure initiative

1 January 2016*

 

IAS 16 (amendment) 'Property, Plant and Equipment' and IAS 38 (amendment) 'Intangible Assets' - Clarification of acceptable methods of depreciation and amortisation

1 January 2016*

 

IAS 19 (amendment) 'Employee Benefits' - Defined benefit plans: employee contributions

1 February 2015

 

IAS 27 (amendment) 'Separate Financial Statements' - Equity Method in Separate Financial Statements

1 January 2016*

 

IFRS 10 (amendment) 'Consolidated Financial Statements' and IAS 28 (amendment) 'Investments in Associates and Joint Ventures' - Sale or contribution of assets between an investor and its associate or joint venture

1 January 2016*

 

IFRS 10 (amendment) 'Consolidated Financial Statements', IFRS 12 (amendment) 'Disclosure of Interests in Other Entities' and IAS 28 (amendment) 'Investments in Associates and Joint Ventures' - Investment entities: applying the consolidation exception

1 January 2016*

 

IFRS 11 (amendment) 'Joint Arrangements' - Accounting for acquisitions of interests in joint operations

1 January 2016*

 

Annual improvements to IFRS (2010 - 2012)

1 February 2015

 

Annual improvements to IFRS (2012 - 2014)

1 January 2016

 

IFRS 15 'Revenue from Contracts with Customers'

1 January 2018*

 

IFRS 9 'Financial Instruments'

1 January 2018*

 

IFRS 16 'Leases'

1 January 2019*

 

IAS 12 (amendment) 'Income Taxes'

1 January 2017*

 

IAS 7 (amendment) 'Statement of Cash Flows'

1 January 2017*

 

 

 

* These standards, amendments and interpretations have not yet been endorsed by the EU and the dates shown are the expected dates.

 

 

 

Management have not yet assessed the impact from IFRS 15 'Revenue from Contracts with Customers' and IFRS 16 'Leases' on the financial statements of the Group. All other amendments are not expected to have a material impact on the Group's financial statements.

 

2

Judgements and key sources of estimation uncertainty

 

 

 

 

The preparation of the financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

 

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

 

 

 

 

Critical judgements

 

 

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

 

 

 

 

Basis of consolidation

 

 

The Group was formed on 27 March 2015 when Hunters Property PLC acquired shares in its subsidiaries through a share-for-share exchange.  This type of common control transaction falls outside the scope of IFRS 3 and therefore UK GAAP has been referred to for best practice guidance.  The result is that the Group has adopted merger accounting as a basis for the Group consolidation.

 

 

 

 

Franchisee revenue

 

 

Franchisee sign up fees are recognised upfront at the inception of a franchisee contract, which in the directors' opinion matches to the estimated cost of time and knowledge to create the franchiser-franchisee contractual arrangement.

 

 

 

 

Key sources of estimation uncertainty

 

 

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

 

 

 

 

Provisions

 

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date.  Each period the directors assess the risks and uncertainties surrounding the obligation and review the discount rates applied when calculating the present value.  When reviewing the discount rates the directors refer to the Group weighted average cost of capital.  Further details on the assumptions made for specific provisions are disclosed in note 22.

 

 

 

 

Business combinations and goodwill

 

 

The Group has made several acquisitions during the year. Judgements and estimations are made in respect of the measurement of the provisional fair values of assets and liabilities acquired and the consideration transferred. Furthermore, estimation techniques have been used to value the brand and other intangibles acquired.

 

The Directors test annually for impairment of the Group's intangible assets and goodwill, details of which are given in note 12.

 

 

3

Segmental reporting

 

 

 

 

 

IFRS 8, Operating Segments, requires operating segments to be identified on the basis of internal reports of the Group that are regularly reviewed by the Group's chief operating decision maker. The chief operating decision maker of the Group is considered to be the Board of Directors.

 

The Group has operating segments: Residential Sales, Lettings, and Franchising. Due to the specific nature of the Group's market, each component of revenue naturally falls within one of these segments. The operating segments are monitored by the Group's chief operating decision maker and strategic decisions are made on the basis of adjusted segment operating results. All assets, liabilities and revenues are located in, or derived in, the United Kingdom.

 

The Group does not have any major customers which account for 10% or more of revenues.

 

 

 

 

 

 

Segmental analysis of revenue

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

 

 

Residential sales

4,840

3,861

 

 

Lettings

2,460

1,993

 

 

Franchising

3,271

2,307

 

 

Other

1,474

1,014

 

 

 

 

 

 

 

 

 

 

 

Total revenue

12,045

9,175

 

 

 

 

 

 

 

 

 

 

 

Revenue analysed by geographical market

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

 

 

United Kingdom

12,045

9,175

 

 

 

 

 

 

 

 

 

 

 

Further disclosure of the segmental analysis of goodwill is made in note 12. Due to the nature of operations, the Directors, as the chief operating decision-making body, review financial information for the Group's overall business and have identified a single operating segment at cost and asset / liability levels. Accordingly, further disclosure has not been made of these elements.

 

 

 

 

 

 

4

Operating profit

 

 

 

2015

2014

 

 

 

£'000s

£'000s

 

 

 

Operating profit for the year is stated after charging/(crediting):

 

 

 

 

 

Depreciation of owned property, plant and equipment

149

103

 

 

 

Depreciation of property, plant and equipment held under finance leases

13

-

 

 

 

Gain on disposal of property, plant and equipment

 

(30)

-

 

 

 

Amortisation of intangible assets

368

146

 

 

 

Write back/(impairment) of loans

80

 

(80)

 

 

Write off of loans

-

 

(25)

 

 

Research and Development tax credits

 

(46)

-

 

 

 

Share-based payments

12

-

 

 

 

Operating lease charges (including rent)

459

507

 

 

 

 

 

 

 

 

 

 

 

 

 

The Group's subsidiary RealCube Limited has undertaken research and development activities during the year on which tax credits have been received. Expenses in relation to this are included within employment costs.

 

 

 

 

 

5

Auditor's remuneration

 

 

 

2015

2014

 

 

 

Fees payable to the company's auditor and its associates:

£'000s

£'000s

 

 

 

 

 

For audit services

 

 

 

Audit of the financial statements of the group and company

15

-

 

 

 

Audit of the company's subsidiaries

 

25

28

 

 

 

 

 

 

 

 

 

 

 

 

 

40

28

 

 

 

 

 

 

 

 

 

 

 

 

 

In addition to the audit fees, the Group's auditor, Mazars LLP, acted as reporting accountant for the IPO which was completed on 2 July 2015. The total expense incurred in respect of this was £100,987.

 

Audit fees disclosed for the prior year were incurred prior to the IPO, and were paid to another auditor.

 

 

 

 

 

6

Employees

 

 

 

 

 

The average monthly number of persons (including directors) employed by the group during the year was:

 

 

 

 

 

 

2015

2014

 

 

 

Number

Number

 

 

 

 

 

Sales and administration

180

120

 

 

 

Directors

5

5

 

 

 

 

 

 

 

 

 

 

 

 

 

185

125

 

 

 

 

 

 

 

 

 

 

 

 

 

Their aggregate remuneration comprised:

 

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

 

 

Wages and salaries

5,087

3,514

 

 

Social security costs

508

364

 

 

Pension costs

110

67

 

 

 

 

 

 

 

 

 

 

 

5,705

3,945

 

 

 

 

 

 

 

 

 

 

7

Finance income

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Interest income

 

 

 

Interest on bank & similar deposits

1

-

 

 

Interest on other financial instruments

3

-

 

 

Finance income on financial assets held at amortised cost

13

7

 

 

 

 

 

 

 

 

 

 

 

Total interest revenue

17

7

 

 

 

 

Income from fixed asset investments

 

 

 

Gain on disposal of financial assets held for trading

71

-

 

 

 

 

 

 

 

 

 

 

 

Total income

88

7

 

 

 

 

 

 

 

 

 

 

 

Investment income includes the following:

 

 

 

 

 

 

Interest on financial assets not measured at fair value through profit or loss

15

7

 

 

 

 

 

 

 

 

8

Finance costs

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Interest on financial liabilities measured at amortised cost:

 

 

 

Interest on bank overdrafts and loans

71

44

 

 

Interest on finance leases

14

-

 

 

 

 

 

 

 

 

 

 

 

85

44

 

 

 

 

 

 

 

 

 

 

 

Other finance costs:

 

 

 

Unwinding of discount on loans and borrowings

89

66

 

 

Unwinding of discount on provisions

9

6

 

 

 

 

 

 

 

 

 

 

 

98

72

 

 

 

 

 

 

 

 

 

 

 

Total finance costs

183

116

 

 

 

 

 

 

 

 

9

Taxation

 

 

 

2015

2014

 

 

 

£'000s

£'000s

 

 

 

Current tax

 

 

 

UK corporation tax on profits for the current period

221

66

 

 

 

Adjustments in respect of prior periods

 

(1)

5

 

 

 

 

 

 

 

 

 

 

 

 

 

Total current tax

220

71

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax

 

 

 

Origination and reversal of temporary differences

 

(58)

41

 

 

 

Changes in tax rates

 

(4)

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Total deferred tax

 

(62)

41

 

 

 

 

 

 

 

 

 

 

 

 

 

Total tax charge

158

112

 

 

 

 

 

 

 

 

 

 

 

 

 

The charge for the year can be reconciled to the profit per the Statement of Comprehensive Income as follows:

 

 

 

 

 

 

2015

2014

 

 

 

£'000s

£'000s

 

 

 

 

 

Profit before taxation

880

484

 

 

 

 

 

 

 

 

 

 

 

 

 

Expected tax charge based on a corporation tax rate of 20.00%

176

97

 

 

 

Tax effect of expenses that are not deductible in determining taxable profit

31

24

 

 

 

Tax effect of utilisation of tax losses not previously recognised

-

 

(66)

 

 

Change in unrecognised deferred tax assets

 

(7)

-

 

 

 

Effect of change in corporation tax rate

 

(4)

-

 

 

 

Permanent capital allowances in excess of depreciation

 

(3)

1

 

 

 

Share based payment charge

2

-

 

 

 

Under provided in prior years

 

(1)

5

 

 

 

Other adjustments

 

(36)

34

 

 

 

Acquired deferred tax reversed

-

17

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax expense for the year

158

112

 

 

 

 

 

 

 

 

 

 

 

 

 

During the year the UK corporation tax rate was changed from 21% to 20%, effective from 1 April 2015.

 

A reduction in the UK corporation tax rate from 20% to 19% (effective from 1 April 2017) and to 18% (effective from 1 April 2020) was substantively enacted in October 2015 and has therefore been considered when calculating deferred tax at the reporting date. Deferred tax balances at the reporting date are measured at 19% (2014: 20%).

 

 

 

10

Dividends

 

 

2015

2014

2015

2014

 

 

per share

per share

£'000s

£'000s

 

 

 

 

Amounts recognised as distributions to equity holders:

 

 

 

 

 

Interim paid (pence per share)

0.50

0.40

141

102

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In 2014 dividends were paid from the group's parent at that date, Hunter Property Group Limited. The above is presented after allowing for a consolidation of shares which was enacted as part of the company's acquisition by Hunters Property Plc.

 

 

 

 

 

The proposed final dividend for the period ended 31 December 2015 is:

 

 

 

 

2015

 

 

Per share

Total

 

 

£'000s

 

 

Ordinary shares (pence per share)

 

1.00

283

 

 

 

 

 

 

 

 

 

 

 

The proposed final dividend is subject to approval by shareholders and has not been included as a liability in these financial statements.

 

 

 

 

 

The calculation of the basic and diluted earnings per share is based on the following data:

 

 

 

 

 

2015

2014

 

 

 

Earnings

£'000s

£'000s

 

 

 

Earnings for the purpose of basic earnings per share being net profit attributable to owners of the parent

726

378

 

 

 

Effects of dilutive potential ordinary shares

-

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings for the purposes of diluted earnings per share

726

378

 

 

 

 

 

 

 

 

 

 

 

 

 

2015

2014

 

 

 

Number of shares

No.

No.

 

 

 

Weighted average number of ordinary shares

26,317,492

85,169,319

 

 

 

Effect of merger accounting on number of shares

-

 

(63,876,989)

 

 

 

 

 

 

 

 

 

 

 

 

Net weighted average number of ordinary shares for the purposes of basic earnings per share

26,317,492

21,292,330

 

 

 

 

 

Effects of dilutive potential ordinary shares

945,051

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Net weighted average number of diluted potential ordinary shares for the purposes of diluted earnings per share

945,051

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of ordinary shares for the purposes of diluted earnings per share

27,262,543

21,292,330

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share (pence per share)

2.76

1.78

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share (pence per share)

2.66

1.78

 

 

 

 

 

 

 

 

 

 

 

 

 

In each period there were share options outstanding. As at 31 December 2015 these were in the money, and are due to expire at various stages over the next 10 years.

 

 

 

 

 

The Directors use adjusted earnings before time-value interest, investment revenue, amortisation, costs of acquisition, and share-based payment expenses ("Adjusted Earnings") as a measure of ongoing profitability and performance. The calculated Adjusted Earnings for the current period of accounts is as follows:

 

 

 

 

 

 

Profit after taxation

726

377

 

 

 

Adjusted for:

 

 

 

Time-value interest costs

99

71

 

 

 

Investment revenues

 

(15)

(8)

 

 

Amortisation

368

146

 

 

 

Costs of acquisition

57

186

 

 

 

Share-based payment expense

12

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Earnings

1,247

772

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic Adjusted Earnings per share (pence per share)

4.74

3.63

 

 

 

 

 

 

 

 

 

 

12

Intangible fixed assets

 

 

Group

Goodwill

Software

FDG's & rebrands

Brands

Customer lists

Total

 

 

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

 

 

Cost

 

At 1 January 2014

2,050

-

49

-

84

2,183

 

 

Additions - separately acquired

-

-

299

-

-

299

 

 

Additions - business combinations

1,529

-

-

465

80

2,074

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

3,579

-

348

465

164

4,556

 

 

 

Additions - separately acquired

-

86

780

-

-

866

 

 

Additions - business combinations

429

507

-

169

1,498

2,603

 

 

Disposals

-

-

 

(10)

-

-

 

(10)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

4,008

593

1,118

634

1,662

8,015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortisation and impairment

 

At 1 January 2014

35

-

6

-

48

89

 

 

Amortisation charged for the year

-

-

39

19

88

146

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

35

-

45

19

136

235

 

 

 

Amortisation charged for the year

-

40

84

58

186

368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

35

40

129

77

322

603

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount

 

At 31 December 2015

3,973

553

989

557

1,340

7,412

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

3,544

-

303

446

28

4,321

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Franchise Development Grants (FDG's") and rebrand costs are externally incurred expenses at the inception of certain contracts with franchisees in order to assist with the transition to using the Hunters brand name. The amounts invested are amortised over the minimum life of the underlying franchise contract, typically 10 to 15 years.

 

The Group tests goodwill annually for impairment, or more frequently if events or changes in circumstances indicate that the asset might be impaired. Goodwill is assessed for impairment by comparing the carrying values with the value-in-use calculation, which is determined by calculating the net present value (NPV) of future cash flows arising from the original acquired business.

 

The NPV of future cash flows is based on budgets and forecasts for the next 5 years to 2020, using growth rates of 3% - 6% based on past experience and outlook.  Thereafter growth is assumed to be 3% in perpetuity based on long term housing sector growth rates. A discount rate of 10% has been used based on the Group's estimated cost of capital.

 

The key sensitivities in assessing the value in use of goodwill are forecast cashflows and the discount rate applied.

·      A 1% reduction in forecast growth rate in perpetuity would have no impact on carrying values;

·      A 1% increase in the discount applied would have no impact on carrying values.

 

 

 

The carrying amounts of goodwill have been assigned to the following cash-generating units:

 

 

 

Group

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Residential sales

 

1,330

1,330

 

 

Lettings

 

561

480

 

 

Franchising

 

2,048

1,734

 

 

Other

 

34

-

 

 

 

 

 

 

 

 

 

3,973

3,544

 

 

 

 

 

 

 

13

Property, plant and equipment

 

 

Group

Leasehold land and buildings

Plant and machinery

Fixtures, fittings and equipment

Computer equipment

Motor vehicles

Total

 

 

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

 

 

Cost

 

At 1 January 2014

67

1,666

117

86

-

1,936

 

 

Additions

90

131

5

-

-

226

 

 

Business combinations

12

-

17

-

122

151

 

 

Disposals

 

(67)

(1,490)

(117)

(86)

-

 

(1,760)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

102

307

22

-

122

553

 

 

 

Additions

3

54

10

-

9

76

 

 

Business combinations

-

1

1

4

-

6

 

 

Disposals

-

-

-

-

 

(48)

(48)

 

 

Transfers

 

(93)

93

-

-

-

-

 

 

                                                                                                           

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

12

455

33

4

83

587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and impairment

 

 

At 1 January 2014

67

1,520

117

86

-

1,790

 

 

Depreciation charged in the year

5

66

5

-

27

103

 

 

Eliminated in respect of disposals

 

(67)

(1,490)

(117)

(86)

-

 

(1,760)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

5

96

5

-

27

133

 

 

 

Depreciation charged in the year

6

91

11

2

52

162

 

 

Eliminated in respect of disposals

-

-

-

-

 

(48)

(48)

 

 

Transfers

 

(2)

2

-

-

-

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

9

189

16

2

31

247

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount

 

At 31 December 2015

3

266

17

2

52

340

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

97

211

17

-

95

420

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The company had no property, plant and equipment assets at 31 December 2015 or 31 December 2014.

 

 

 

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts. The depreciation charge in respect of such assets amounted to £13,125 (2014 - £0) for the year.

 

 

 

 

Group

 

 

 

2015

2014

 

 

 

£'000s

£'000s

 

 

 

 

 

Plant and machinery

 

91

53

 

 

 

Motor vehicles

 

-

27

 

 

 

 

 

 

 

 

 

 

 

 

 

91

80

 

 

 

 

 

 

 

 

 

 

 

 

14

Fixed asset investments

 

 

 

Group

 

Company

 

 

 

2015

2014

2015

 

 

 

Notes

£'000s

£'000s

£'000s

 

 

 

 

 

Investments in subsidiaries

 

34

-

-

867

 

 

 

Loans to subsidiaries

 

34

-

74

-

 

 

 

Other investments in subsidiaries

 

34

-

-

12

 

 

 

Unlisted investments

1

1

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

75

879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included within the above is £nil (2014 - £73,451) relating to RealCube Technology Limited.  The Group has provided a undiscounted capital contribution totalling £nil (2014 - £163,518) against which £nil (2014 : £nil) was provided as irrecoverable. The loan unwound until June 2015 when it formed part of the purchase consideration for RealCube as disclosed in note 15.

 

 

 

 

 

Movements in non-current investments

 

 

 

Group

Loans

Shares

Total

 

 

 

£'000s

£'000s

£'000s

 

 

 

Cost or valuation

 

 

 

At 1 January 2014

67

-

67

 

 

 

Additions

80

-

80

 

 

 

On business combination

-

1

1

 

 

 

Unwinding of discount

7

-

7

 

 

 

Impairment of capital contribution

 

(80)

-

 

(80)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

74

1

75

 

 

 

 

 

Additions

-

192

192

 

 

 

Unwinding of discount

7

-

7

 

 

 

Disposals

-

 

(192)

(192)

 

 

Transfer to intercompany receivable

 

(81)

-

 

(81)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

-

1

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount

 

 

 

At 31 December 2015

-

1

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

74

1

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Movements in non-current investments

 

 

 

Company

Equity investments in subsidiaries

Other investments in subsidiaries

Total

 

 

 

£'000s

£'000s

£'000s

 

 

 

Cost or valuation

 

 

 

At 1 January 2015

-

-

-

 

 

 

Additions

867

12

879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

867

12

879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount

 

 

 

At 31 December 2015

867

12

879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2014

-

-

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15

Business combinations

 

 

 

 

 

Acquisition of Greenrose Network (Franchise) Limited

 

 

 

In May 2015 the Group acquired 100% of the voting shares of Greenrose Network (Franchise) Limited ("Greenrose").  Greenrose is an unlisted company based in England and specialising in the UK property market.  The consideration paid totalled £1,200,000, being settled by cash of £1,000,000 payable at the point of sale to the vendors, and the issue of 333,333 4p shares in Hunters Property Plc at a premium of 56p per share, with the total value of the issue being £200,000. In addition there were directly attributable costs of £39,399 inclusive of stamp duty payable on the shares.

 

As part of the acquisition, the Directors have identified intangible assets included within the premium paid for the acquisition, being customer lists in place with value of £951,514 and the Greenrose brand with value of £168,123. Historical data and forecasts have been used, together with a 10% discount rate (estimated by reference to a typical market participant) and an assumption of a useful life of 10 years for the brand, to estimate the notional fair value of these intangibles.

 

As the acquisition gave immediate access to an enhanced franchising network, which represents a key part of the Group's business model, an additional premium was paid over these notional fair values. The directors have not quantified any other elements of this goodwill and do not believe there to be any further fair value adjustments.

 

 

 

 

 

 

Carrying value

Fair value adjustments

Fair value recognised on acquisition

 

 

 

Assets

 

£'000s

£'000s

£'000s

 

 

 

Intangible assets

 

-

1,120

1,120

 

 

 

Property, plant and equipment

 

4

-

4

 

 

 

Deferred tax assets

 

-

6

6

 

 

 

Trade and other receivables

 

63

 

(30)

33

 

 

 

Cash and cash equivalents

 

2

-

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

69

1,096

1,165

 

 

 

 

 

Liabilities

 

 

 

Trade and other payables

 

(66)

-

 

(66)

 

 

Deferred tax liabilities

 

(1)

(212)

(213)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

67

212

279

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total identifiable net assets

 

2

884

886

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill arising on acquisition

 

314

 

 

 

 

 

 

 

 

 

 

 

Purchase consideration transferred

 

1,200

 

 

 

 

 

 

 

 

 

 

 

From the date of acquisition, Greenrose Network (Franchise) Limited contributed £276,988 of revenue, and operating profit before amortisation of £144,125. If the acquisition had taken place at the beginning of the year, revenue from continuing operations would have been £364,422, profit before amortisation would have been £142,395.

 

 

                                                                                       

 

 

From the date of acquisition, RealCube Technology Limited & RealCube Limited contributed £167,169 of revenue, and profit before amortisation charges of £18,472. If the acquisition had taken place at the beginning of the year, revenue from continuing operations would have been £314,471 and loss before amortisation from continuing operations for the Group would have been £47,023.

 

 

 

The analysis of the cash flows on acquisition is:

 

 

£'000s

 

 

Transaction costs of the acquisition

 

(8)

 

Cash and cash equivalents acquired with the subsidiary

 

15

 

 

Cash and cash equivalents paid for the subsidiary

 

-

 

 

 

 

 

 

 

Net cash flow on acquisition

 

7

 

 

 

 

 

 

 

Acquisition of lettings book

 

 

In September 2015 the Group acquired a lettings business providing landlords with residential letting agency services. The consideration paid totalled £540,000, being settled by cash of £350,000 payable at the point of sale to the vendors, the issue of 111,111 4p shares in Hunters Property Plc at a premium of 86p per share, with the total value of the issue being £100,000 and £90,000 deferred consideration as explained below. In addition there were directly attributable costs of £9,326.

 

 

 

Carrying value

Fair value adjustments

Fair value recognised on acquisition

 

 

Assets

 

£'000s

£'000s

£'000s

 

 

Intangible assets

 

-

547

547

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

-

547

547

 

 

 

Liabilities

 

-

 

 

Deferred tax liabilities

 

-

 

(104)

(104)

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

-

104

104

 

 

 

 

 

 

 

 

 

 

 

Total identifiable net assets

 

-

443

443

 

 

 

 

 

 

 

 

 

Goodwill arising on acquisition

 

81

 

 

 

 

 

 

 

Purchase consideration transferred

 

524

 

 

 

 

 

 

From the date of acquisition, the lettings book contributed £61,556 of revenue and £22,329 of profit before tax from continuing operations of the Group.

 

 

 

The analysis of the cash flows on acquisition is:

 

 

£'000s

 

 

Transaction costs of the acquisition

 

(9)

 

Cash and cash equivalents acquired with the lettings book

 

-

 

 

Cash and cash equivalents paid for the lettings book

 

(350)

 

 

 

 

 

 

Net cash flow on acquisition

 

(359)

 

 

 

 

 

 

For the acquisition, the Group entered into an agreement to make payments of a further £90,000. Payments are to be made in equal quarterly instalments for the next four years. The cost of the acquisition represents these cashflows being discounted at a 10% rate to present value as at the date of inception. The cashflows presented above represent the immediate cashflow as at the point of acquisition only.

 

 

16

Trade and other receivables

 

 

Group

 

Company

 

 

2015

2014

2015

 

 

Amounts falling due within one year:

 

£'000s

£'000s

£'000s

 

 

 

Trade receivables

 

871

615

-

 

 

Amounts due from subsidiary undertakings

 

-

-

2,929

 

 

Other receivables

 

266

157

-

 

 

Prepayments and accrued income

 

492

505

-

 

 

 

 

 

 

 

 

 

 

 

1,629

1,277

2,929

 

 

 

 

 

 

 

 

 

                                     

 

 

Trade receivables at the reporting date are shown above net of provisions.

 

Trade receivables are stated net of impairment for estimated irrecoverable amounts of £124,957 (2014: £41,421). This impairment has been determined by reference to past default experience and known issues. Write offs are made when the irrecoverable amount becomes certain. The directors consider that the carrying amount of trade and other receivables approximates to their fair value.

 

Movement on the allowance for irrecoverable amounts on trade receivables are as follows:

 

 

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Beginning of the year

41

-

 

 

Acquired on business combinations

30

-

 

 

Provision for bad receivables

69

41

 

 

Released during the year

 

(15)

-

 

 

 

 

 

 

 

 

 

End of the year

125

41

 

 

 

 

 

 

 

 

 

An analysis of the trade debtors before provisions is:

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Less than 60 days

801

613

 

 

60 to 120 days

66

10

 

 

More than 120 days

129

33

 

 

 

 

 

 

 

 

 

Total trade receivables before provisions

996

656

 

 

Less provisions for irrecoverability

 

(125)

(41)

 

 

 

 

 

 

 

 

Net trade receivables

871

615

 

 

 

 

 

 

 

 

 

The directors consider the credit quality of trade and other receivables that are neither past due nor impaired to be good.

 

                   

 

17

Borrowings

 

 

Group

 

Company

 

2015

2014

2015

 

Notes

£'000s

£'000s

£'000s

 

 

Debenture loans

618

1,005

-

 

Bank loans

1,705

1,706

-

 

Directors' loans

 

32

-

52

-

 

Other related party loans

 

33

-

212

-

 

 

 

 

 

 

 

 

 

2,323

2,975

-

 

 

 

 

 

 

 

 

 

Payable within one year:

 

 

Debenture loans

354

448

-

 

Bank loans

660

389

-

 

Directors' loans

-

52

-

 

Other related party loans

-

212

-

 

 

 

 

 

 

 

 

 

1,014

1,101

-

 

 

 

 

 

 

 

 

 

Payable after one year:

 

 

Debenture loans

264

557

-

 

Bank loans

1,045

1,317

-

 

 

 

 

 

 

 

 

 

1,309

1,874

-

 

 

 

 

 

 

 

 

 

All of the Group's borrowings are due for repayment within five years.

 

                     

 

 

The Group has 5 bank loans ongoing at the year end.

 

The first loan is repayable in monthly instalments and bears interest at 3.00% over Libor. At the year end a balance of £457,139 (2014 - £551,912) was outstanding on this loan.

 

The second loan is repayable in monthly instalments and bears interest at 2.75% over Bank of England Base Rate. At the year end a balance of £69,184 (2014 - £126,475) was outstanding on this loan.

 

The third loan is repayable in monthly instalments and bears interest at 3.00% over Bank of England Base Rate. At the year end a balance of £208,368 (2014 - £288,000) was outstanding on this loan.

 

The fourth loan is repayable in monthly instalments and bears interest at 3.75% over Bank of England Base Rate. At the year end a balance of £590,604 (2014 - £740,043) was outstanding on this loan.

 

The fifth loan was incepted during the year, with an initial value of £380,000 and is repayable in monthly instalments and bears interest at 3.00% over Bank of England Base Rate. At the year end a balance of £380,000 was outstanding on this loan.

 

All the above bank loans are secured by a fixed and floating charge over the current and future assets of the company.

 

Debenture loans relate to non-interest bearing loan notes issued during the year which are redeemable on the following dates: £375,000 redeemable 31 July 2016 and £295,000 redeemable 31 July 2017.  These are carried at their present value, determined using the company's discount rate of 10%, and are carried at £354,720 and £263,594 respectively. Finance costs will be recognised as the debenture loans unwind towards maturity.

 

 

 

18

Finance lease obligations

 

 

 

Future minimum lease payments due under finance leases:

 

 

Group

 

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

Within one year

 

44

32

-

 

In two to five years

 

32

49

-

 

 

 

 

 

 

 

 

 

76

81

-

 

Less: future finance charges

 

(9)

(12)

-

 

 

 

 

 

 

 

 

 

67

69

-

 

 

 

 

 

 

 

 

 

The finance leases relate to improvements and furniture for use in the Head Office, and to motor vehicles included within non-current assets. There are no lease incentives or contingent elements attracting to the leases.

 

 

                         

 

19

Current trade and other payables

 

 

Group

 

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

 

Other taxation and social security

 

925

601

-

 

Trade payables

 

556

489

-

 

Other payables

213

658

-

 

Accruals and deferred income

798

651

26

 

 

 

 

 

 

 

 

 

2,492

2,399

26

 

 

 

 

 

 

 

 

20

Non-current trade and other payables

 

 

Group

 

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

 

Other payables

68

-

-

 

 

 

 

 

 

 

                 

 

21

Financial instruments

 

 

 

Market and liquidity risks

 

 

The Group trades entirely within the UK property market, and accordingly there is a risk relating to the underlying performance of that market; this creates an exposure to the risk of large-scale failure in the property trading market which would have a corresponding impact on the results of the Group. The directors monitor this risk closely with the intention to foresee downturns in trade.

 

Within the Group there exists a sizeable lettings division which generates a fixed percentage income based on the letting and management of properties owned by third parties, and the directors consider this to be a more secure income stream and a suitable diversification of the trade and corresponding risk, based on historic performance whereby a downturn in the property trading market creates more buoyancy within the lettings market, and vice versa. As such, the directors believe that the Group maintains sufficient liquidity and flexibility to continue trading through a potential downturn in the UK property market.

 

The company has a number of interest-bearing loans upon which interest is charged at a variable rate. The outstanding value of these bank loans at the year end are £1,705,295 (2014- £1,706,430), on which interest is charged at between 2.75% and 3.75% over the Bank of England base rate. The directors do not consider that the Group is exposed to a material risk from fluctuations in these interest rates; had the base rate been 2.0% higher throughout the increased interest costs would have been approximately £31,000 (2014 - £34,000).

 

The Group makes use of structured loans to finance its acquisitions and ongoing trading activities as an alternative to overdraft financing, due to the certainty of repayment timings and predictable lower interest rates which attract to this. Accordingly, the directors consider that the market risks arising from these interest-bearing loans are acceptable and minimal on a risk-reward profile compared to overdraft finance.

 

Similarly, fixed rate finance lease agreements are used to acquire property, plant and equipment; this ensures that the Group maintains its existing working capital and ensures certainty of costs at the point of acquisition of those assets.

 

The Group does not trade in overseas markets and has no financial instruments denominated in non-Sterling currencies, and accordingly it has no exposure to currency risks.

 

 

Credit risk

 

 

The Group does not make sales under the traditional credit term agreement model, with cash typically being recognised at the completion date of property or upon receipt of regular rent from tenants; credit is, however, granted to franchisees, financial services partners and survey & valuation partners.

 

The Group closely monitors the performance of its franchisees, on a frequent and ongoing basis. Operationally the Group are actively involved in the running of the franchising businesses, including frequent exchange of financial and key performance data, and are able to manage their own credit risk by using this knowledge to minimise exposure to potential bad debt. Additionally, franchisees are encouraged to remit via Direct Debit arrangements, which helps to maintain the Group's working capital whilst mitigating against long-term credit risk exposure.

 

Only reputable and accredited partners are used, and ledger balances are carefully monitored to minimise exposure to material credit risk.

 

 

Capital management

 

 

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and other stakeholders. The Group manages the capital structure and makes changes in light of changes in economic conditions. In order to maintain or adjust the capital structure, the Group may adjust its borrowings and investment decisions.

         

 

 

 

Group

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

Carrying amount of financial assets

 

 

Debt instruments measured at amortised cost

 

-

-

2,929

 

Equity instruments measured at cost less impairment

 

1

1

867

 

 

 

 

 

 

 

 

 

1

1

3,796

 

 

 

 

 

 

 

 

 

Carrying amount of financial liabilities

 

 

Measured at amortised cost

 

4,025

4,843

26

 

 

 

 

 

 

 

 

 

The undiscounted contractual maturity analysis for financial instruments is as follows:

 

 

 

Financial assets

Demand and less than 3 months

From 3 to 12 months

From 12 months to 2 years

From 2 to 5 years

Total

 

 

Trade and other receivables

629

45

-

98

772

 

Cash and cash equivalents

1,146

-

-

-

1,146

 

 

 

 

 

 

 

 

 

 

 

 

 

As at 31 December 2014

1,775

45

-

98

1,918

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade and other receivables

1,137

-

-

-

1,137

 

Cash and cash equivalents

1,211

-

-

-

1,211

 

 

 

 

 

 

 

 

 

 

 

 

 

As at 31 December 2015

2,348

-

-

-

2,348

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities

Demand and less than 3 months

From 3 to 12 months

From 12 months to 2 years

From 2 to 5 years

Total

 

 

Trade and other payables

1,766

150

-

-

1,916

 

Debenture loans

-

470

375

295

1,140

 

Bank loans and overdrafts

97

292

389

928

1,706

 

Finance leases

10

31

41

-

82

 

 

 

 

 

 

 

 

 

 

 

 

 

As at 31 December 2014

1,873

943

805

1,223

4,844

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade and other payables

751

182

23

39

995

 

Debenture loans

-

375

295

-

670

 

Bank loans and overdrafts

130

477

485

614

1,706

 

Other loans

-

19

-

-

19

 

Finance leases

9

28

30

-

67

 

 

 

 

 

 

 

 

 

 

 

 

 

As at 31 December 2015

890

1,081

833

653

3,457

 

 

 

 

 

 

 

 

 

 

 

                         

 

22

Provisions for liabilities

 

 

Group

 

Company

 

 

2015

2014

2015

 

 

Notes

£'000s

£'000s

£'000s

 

 

 

Contingent acquisition costs

 

37

119

-

 

 

Office dilapidations provision

 

38

32

-

 

 

 

 

 

 

 

 

 

 

 

75

151

-

 

 

Deferred tax liabilities

 

23

465

137

-

 

 

 

 

 

 

 

 

 

 

 

540

288

-

 

 

 

 

 

 

 

 

 

 

 

Movements on provisions apart from deferred tax liabilities:

 

 

Contingent acquisition costs

Office dilapidations provision

Total

 

 

Group

 

£'000s

£'000s

£'000s

 

 

 

At 1 January 2015

119

32

151

 

 

Additional provisions in the year

-

3

3

 

 

Reversal of provision

 

(5)

-

 

(5)

 

Utilisation of provision

 

(83)

-

 

(83)

 

Unwinding of discount

6

3

9

 

 

 

 

 

 

 

 

 

 

 

At 31 December 2015

37

38

75

 

 

 

 

 

 

 

 

 

 

 

The contingent acquisition costs relate to amounts provided in respect of contingent payments due arising from the acquisition of Hunters Group Limited during the year to 31 December 2014. The provision is discounted to present value, with £20,000 undiscounted (£18,918 discounted) falling contingently payable during the year to 31 December 2016, and £20,000 (£17,430 discounted) falling contingently payable thereafter.

 

 

 

 

The office dilapidations provision has been created in respect of restoration costs anticipated for an office leased by the Group. The provision is anticipated to result in an ultimate cash outflow of £75,000 by the end of 2019.

 

 

                               

 

23

Deferred taxation

 

 

 

The following is the analysis of the deferred tax balances for financial reporting purposes:

 

 

 

 

Liabilities

Liabilities

Assets

Assets

 

2015

2014

2015

2014

 

Group

£'000s

£'000s

£'000s

£'000s

 

 

Accelerated capital allowances

19

28

-

-

 

Decelerated capital allowances

-

-

17

17

 

Fair value adjustments to intangible assets on business combinations

446

108

-

-

 

Dilapidations provision

-

-

7

6

 

Other provisions and accruals

-

1

19

12

 

Prior year adjustment (note 28 )

-

-

-

28

 

 

 

 

 

 

 

 

 

 

 

465

137

43

63

 

 

 

 

 

 

 

 

 

 

 

The company did not have any deferred tax balances as at 31 December 2015.

 

                     

 

 

Group

Group

Company

 

 

2015

2014

2015

 

 

Movements in the year:

£'000s

£'000s

£'000s

 

 

 

Net liability at 1 January 2015

74

 

(60)

-

 

 

Charge to profit or loss

 

(58)

41

-

 

 

Effect of change in tax rate - income statement

 

(4)

-

-

 

 

Acquired on business combinations

410

93

-

 

 

 

 

 

 

 

 

 

 

 

Net liability at 31 December 2015

422

74

-

 

 

 

 

 

 

 

 

 

 

Movements by category of deferred tax are as follows:

 

 

 

Liability/(asset) at 1 January 2014

Credit/(Charge) to profit or loss

Effect of change in tax rate

Acquired on business combinations & other

Liability/(asset) at 31 December 2014

 

 

Accelerated capital allowances

2

26

-

-

28

 

 

Decelerated capital allowances

-

 

(2)

-

 

(15)

(17)

 

Fair value adjustments to intangible assets on business combinations

-

 

(2)

-

110

108

 

 

Dilapidations provision

 

(5)

(1)

-

-

 

(6)

 

Other provisions and accruals

 

(31)

20

-

-

 

(11)

 

Prior year adjustment (note 28 )

 

(28)

-

-

-

 

(28)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net deferred tax movement

 

(62)

41

-

93

74

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liability/(asset) at 1 January 2015

Charge/(Credit) to profit or loss

Effect of change in tax rate

Acquired on business combinations & other

Liability/(asset) at 31 December 2015

 

 

Accelerated capital allowances

28

 

(9)

-

-

19

 

 

Decelerated capital allowances

 

(17)

-

-

-

 

(17)

 

Fair value adjustments to intangible assets on business combinations

108

 

(68)

(4)

410

446

 

 

Dilapidations provision

 

(6)

(1)

-

-

 

(7)

 

Other provisions and accruals

 

(11)

(8)

-

-

 

(20)

 

Prior year adjustment (note 28 )

 

(28)

28

-

-

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net deferred tax movement

74

 

(58)

(4)

410

421

 

 

 

 

 

 

 

 

 

 

 

 

                                     

 

 

Within RealCube Limited there exists tax losses totalling £452,414 on which no deferred tax asset is recognised, due to restrictions on the use of these losses. These losses existed at the date of acquisition by the group and have not been included as a fair value adjustment to the acquired net assets.

 

 

24

Retirement benefit schemes

 

 

2015

2014

 

Defined contribution schemes

 

£'000s

£'000s

 

 

Charge to profit and loss in respect of defined contribution schemes

110

67

 

 

 

 

 

 

 

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

 

 

               

 

25

Share-based payment transactions

 

 

Group

Number of share options

Weighted average exercise price

 

 

2015

2014

2015

2014

 

Number

Number

£

£

 

 

Outstanding at 1 January 2015

931,250

931,250

0.16

0.16

 

Granted

887,156

-

0.54

-

 

Exercised

 

(23,439)

-

0.42

-

 

 

 

 

 

 

 

 

 

 

 

Outstanding at 31 December 2015

1,794,967

931,250

0.28

0.16

 

 

 

 

 

 

 

 

 

 

 

Exercisable at 31 December 2015

353,467

-

0.43

-

 

 

 

 

 

 

 

 

 

 

 

 

The options outstanding at 31 December 2015 had an exercise price ranging from £0.40 to £0.73, and a remaining contractual life ranging between May 2017 and December 2025.

 

 

 

 

The options exist at 31 December 2015 across the following share option schemes:

 

 

 

Option name & date of issue

Number of shares

Exercise price per share (£)

Fair value of scheme

Vesting   period

 

Employee share options

931,250

0.16

-

3 years

 

Options issued January 2015

150,000

0.40

18,292

3 years

 

Options issued May 2015

353,467

0.42

27,423

2 months

 

Options issued December 2015

360,250

0.73

1,247

3 years

 

 

 

 

 

 

 

 

1,794,967

 

46,962

 

 

 

 

 

 

 

 

 

The fair value of the schemes are being expensed over the vesting period. All share options expire 10 years after the date of issue.

 

 

 

Fair value of options granted

 

 

The weighted average fair value of options granted during the year was £0.54. Fair value was measured using the Black-Scholes model.

 

 

 

 

Inputs were as follows:

 

 

January options

May options

December options

 

£

£

£

 

Weighted average share price

 

0.50

0.50

0.73

 

Weighted average exercise price

 

0.40

0.42

0.73

 

Expected volatility

 

6.00%

6.00%

2.51%

 

Risk free rate

 

0.79%

0.67%

0.61%

 

Expected dividends yields

 

3.75%

3.57%

2.00%

 

 

 

 

 

 

 

                                       

 

 

Group

 

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

Expenses recognised in the year

 

 

Arising from equity settled share based payment transactions

12

-

-

 

 

 

 

 

 

 

 

26

Share capital

 

 

Group and company

 

 

2015

2014

 

Ordinary share capital

£'000s

£'000s

 

Issued and fully paid

 

 

28,286,992 Ordinary of 4p each

1,131

-

 

 

 

 

 

 

 

Reconciliation of movements during the year:

 

 

Ordinary

 

Number

 

 

At 1 January 2015

-

 

Issue of fully paid shares

28,286,992

 

 

 

 

 

At 31 December 2015

28,286,992

 

 

 

 

 

On incorporation the company issued one Ordinary share at par.

 

On 27 March 2015 the company issued 21,683,252 Ordinary shares at par as part of a share-for-share exchange transaction to acquire 100% of the Group headed by Hunters Property Group Limited. The acquisition fell within the group reconstruction relief provisions of S611 of the Companies Act 2006 and accordingly no share premium was recognised on the transaction.

 

During the period to the year end, a further 6,603,739 shares were issued at a total premium of £3,336,651.

 

 

                   

 

27

Share premium account

 

 

Group

Company

 

 

2015

2014

2015

 

 

£'000s

£'000s

£'000s

 

 

 

At beginning of year

 

-

-

-

 

 

Issue of new shares

 

3,337

-

3,337

 

 

Share issue expenses

 

(758)

-

 

(758)

 

 

 

 

 

 

 

 

 

 

At end of year

 

2,579

-

2,579

 

 

 

 

 

 

 

 

 

 

 

During the period, shares were issued at a premium of £3,336,640. Against this, costs of issue of shares of £757,904, net of taxation relief, have been set against the balance reflected in the financial statements.

 

 

 

28

Prior year adjustment

 

 

 

During 2015 management became aware of a likely irrecoverable VAT debit dating back to prior periods.  The impact of the adjustment has been to increase other creditors by £141,000, increase the deferred tax asset by £28,000, and decrease the opening prior period reserves by £113,000.

 

Further, management have reclassified its doubtful debt provision regarding its previous loan investment in RealCube as a trading impairment which the Directors consider better reflects the substance of the arrangement. The impact of the restatement is to increase administrative expenses in 2014 by £80k, with no net impact on profit.

 

 

 

29

Guarantees and contingent liabilities

 

 

 

At 31 December 2015, the Group had no contingent liabilities.

 

At 31 December 2015 the Group held client monies in approved bank accounts amounting to £3,496,720 (2014: £3,125,000). Neither the cash asset nor any corresponding obligation has been recognised by the Group.

 

 

                           

 

30

Operating lease commitments

 

 

Lessee

 

Operating leases relating to land and buildings are on normal commercial terms with no rent-free periods or other incentives, and include requirements to restore sites at the end of the agreements for which amounts have been provided for. Other agreements relate to motor vehicles on terms of one to three years, with no lease incentives.

 

 

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

 

 

 

 

Group

Company

 

2015

2014

2015

 

£'000s

£'000s

£'000s

 

Land and buildings

 

 

Within one year

 

614

626

-

 

Between two and five years

 

1,937

1,615

-

 

In over five years

 

2,265

778

-

 

 

 

 

 

 

 

 

 

4,816

3,019

-

 

 

 

 

 

 

 

 

 

Other

 

 

Within one year

 

40

80

-

 

Between two and five years

 

21

162

-

 

 

 

 

 

 

 

 

 

61

242

-

 

 

 

 

 

 

 

 

 

4,877

3,261

-

 

 

 

 

 

 

 

                   

 

31

Events after the reporting date

 

 

 

Acquisitions

On 4 January 2016 the Group acquired a lettings book of properties under management by another estate agent for total consideration of £190,000, of which £175,000 was payable up front and the remaining £15,000 was payable by 5 April 2016. No new financing was entered into to facilitate the transaction, and no assets were acquired other than the lettings book.

 

As at the date of approval of the financial statements, the Directors are still assessing the fair values acquired and accordingly have not presented further information in respect of the acquisition.

 

Share options

On 28 January 2016 awards were made under the Hunters Property Senior Executive Share Option Scheme (the "Share Scheme") to certain Executive Directors. Chief Executive, Harry Hill was separately granted share options as described below.

 

The Share Scheme has been introduced in order to incentivise and retain key members of the executive management team, and to drive shareholder value creation.  Share options granted over ordinary shares of 4p each in the Company ("Ordinary Shares") under the Share Scheme ("Share Options") vest, subject to the achievement of certain earnings per share performance conditions, as to one third following the end of each of the Company's current and two subsequent financial years. The exercise price of the Share Options is 4 pence per Ordinary Share.  Share Options which have vested are exercisable following the preliminary announcement of the Company's results for the second financial year after the Company's current financial year.  Subject to the rules of the Scheme, Share Options lapse 10 years after the date of grant.

 

The following awards were made to Executive Directors in accordance with the rules of the Share Scheme:

 

 

 

 

Director

 

Number of options granted under the share scheme

% of the existing issued share capital

 

Kevin Hollinrake

 

100,000

0.35%

 

Glynis Frew

 

150,000

0.53%

 

Ed Jones

 

150,000

0.53%

 

 

Options award to Chief Executive

 

 

On 28 January 2016 Harry Hill was granted an option over 150,000 Ordinary shares, exerciseable at a price of 4 pence per Ordinary share, which vests upon the fulfilment of certain strategic performance conditions. The option may be exerciseable in whole or in part (in tranches of not less than 25,000 Ordinary shares) at any time after it has vested. Subject to the provisions of the option agreement between the Company and Harry Hill, the option lapses 10 years after the date of grant.

 

 

32

Directors' remuneration and transactions

 

 

2015

2014

 

£'000s

£'000s

 

 

Remuneration for qualifying services

397

274

 

Remuneration recognised in share premium

33

-

 

Company pension contributions to defined contribution schemes

28

26

 

 

 

 

 

 

 

458

300

 

 

 

 

 

                   

 

 

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2014 - 3).

 

 

 

During the year to 31 December 2015 the directors received remuneration as follows:

 

 

 

Director

Salary

Bonus

Benefits in kind

Pension

Total

 

£'000s

£'000s

£'000s

£'000s

£'000s

 

Ms G Frew

91

37

12

8

148

 

Mr H Hill

50

-

-

-

50

 

Mr K Hollinrake

71

-

11

10

92

 

Mr E Jones

89

35

11

10

145

 

Mr D Fielding

23

-

-

-

23

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

324

72

34

28

458

 

 

 

 

 

 

 

 

 

 

 

 

 

During the year to 31 December 2014 the directors received remuneration as follows:

 

 

 

Director

Salary

Bonus

Benefits in kind

Pension

Total

 

£'000s

£'000s

£'000s

£'000s

£'000s

 

Ms G Frew

84

4

3

8

99

 

Mr K Hollinrake

86

-

2

10

98

 

Mr E Jones

78

15

2

8

103

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

248

19

7

26

300

 

 

 

 

 

 

 

 

 

 

 

 

 

During the year the Directors of the Group received dividends as follows (comparatives presented were received from Hunters Property Group Limited as explained in note 10 ):

 

 

2015

2014

 

Director

 

£'000s

£'000s

 

Ms G Frew

 

9

19

 

Mr H Hill

 

-

-

 

Mr K Hollinrake

 

21

25

 

Mr E Jones

 

18

20

 

 

 

 

 

 

 

48

64

 

 

 

 

 

                         

 

 

The Directors advanced loans to the Group (detailed further in note 17 ) as follows:

 

 

2015

2014

 

 

Ms G Frew

£'000s

£'000s

 

 

Brought forward

 

13

5

 

 

Advanced during the year

 

-

9

 

 

Repaid during the year

 

(13)

(1)

 

 

 

 

 

 

 

 

Carried forward

 

-

13

 

 

 

 

 

 

 

 

 

Mr K Hollinrake

 

 

Brought forward

 

12

3

 

 

Advanced during the year

 

-

351

 

 

Repaid during the year

 

(12)

(342)

 

 

 

 

 

 

 

 

Carried forward

 

-

12

 

 

 

 

 

 

 

 

 

Mr E Jones

 

 

Brought forward

 

27

17

 

 

Advanced during the year

 

-

12

 

 

Repaid during the year

 

(27)

(2)

 

 

 

 

 

 

 

 

Carried forward

 

-

27

 

 

 

 

 

 

 

 

33

Related party transactions

 

 

 

Remuneration of key management personnel

 

 

The key management personnel are considered to be the Board of Directors and members.  Refer to note 32 for details of key management personnel remuneration.

 

 

 

Transactions with related parties

 

 

During the year the group entered into the following transactions with related parties:

 

 

 

 

Purchase of services

 

 

2015

2014

 

 

£'000s

£'000s

 

 

Group

 

 

RealCube Limited (prior to acquisition by Group)

 

49

37

 

 

 

 

 

 

 

                       

 

 

The following amounts were outstanding at the reporting end date:

 

 

 

 

Amounts owed by related parties

 

 

2014

 

 

Balance

Provision

Net

 

£'000s

£'000s

£'000s

 

Group

 

 

RealCube Limited

176

80

96

 

 

 

 

 

 

 

 

 

No guarantees have been given or received.

 

 

During the year the Group entered into a share-for-share exchange whereby Hunters Property Plc acquired the shares of Hunters Property Group Limited from the Directors of the Group.

 

 

 

Amounts were owed to directors of the Group's subsidiary Hunters Property Group Limited as follows:

 

 

2015

2014

 

£'000s

£'000s

 

Mr J Waterhouse

-

169

 

Mr M Robinson

-

43

 

 

 

 

 

 

 

-

212

 

 

 

 

 

                         

 

34

Subsidiaries

 

 

 

Details of the company's subsidiaries at 31 December 2015 are as follows:

 

 

 

 

Name of undertaking and country of

Nature of business

Class of

% Held

 

 

incorporation or residency

 

shareholding

Direct

Indirect

 

 

Hunters Property Group Limited

England & Wales

Estate agents

Ordinary

100.00

 

 

Hunters Franchising Limited

England & Wales

Franchising of estate agents

Ordinary

 

100.00

 

Hunters Partners Limited

England & Wales

Franchising of estate agents

Ordinary

 

100.00

 

Greenrose Network (Franchise) Limited

England & Wales

Franchising of estate agents

Ordinary

 

100.00

 

Hunters Land & New Homes Limited

England & Wales

Dormant

Ordinary

 

100.00

 

Maddison James Limited

England & Wales

Dormant

Ordinary

 

100.00

 

RealCube Technology Limited

England & Wales

Intermediate holding company

Ordinary

 

100.00

 

RealCube Limited

England & Wales

Software

Ordinary

 

100.00

 

Hunters Group Limited

England & Wales

Intermediate holding company

Ordinary

 

100.00

 

Hunters (Midlands) Limited

England & Wales

Estate agents

Ordinary

 

100.00

 

Hunters Survey & Valuation Limited

England & Wales

Dormant

Ordinary

 

100.00

 

Hunters Financial Services Limited

England & Wales

Financial services

Ordinary

 

100.00

 

Hapollo Limited

England & Wales

Lettings and management of office spaces

Ordinary

 

100.00

 

Herriot Cottages Limited

England & Wales

Dormant

Ordinary

 

100.00

 

 

The investments in subsidiaries are all stated at cost less impairment in the financial statements.

 

 

               

 

 

[1] Source: 2015 survey by The Property Academy

[2] Source: 2016 Market Trend Data, Land Registry 30 March 2016

[3] Source: 2015 survey by The Property Academy

[4] Source HM Revenue & Customs - UK Property Transactions Statistics, released 22 March 2016


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