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The Hotel Corporation - Interim Results

30th Sep 2011 07:00

RNS Number : 2505P
Hotel Corp (The) PLC
30 September 2011
 



29 September 2011

 

The Hotel Corporation plc

 

Interim Results for the Six Months ended 30 June 2011

 

The Hotel Corporation plc (the "Company"), an AIM listed investment company owning 49.9%1 of Puma Hotels plc ("PHP"), announces its interim results for the six months to 30 June 2011. PHP is today separately announcing interim results for the six months to 30 June 2011.

 

1 On 29 June 2009, when the PHP 20 million convertible preference share equity raise was completed, HCP subscribed to 11,770,000 convertible preference shares. Therefore, if in the future all the convertible preference shares are converted into ordinary shares, HCP will, on a fully converted basis, own 53.28% of PHP.

 

 

 

 

 

Highlights

 

·; Group turnover for the period up by 3.3% representing increased rental income

 

·; Increase in operating profit of 4.8% reflects both increased rental income and lower administrative expenses

 

 

 

 

Barclay Douglas, Chairman of The Hotel Corporation plc, said:

 

"The global economic environment remains uncertain, thereby significantly impacting hotel sector performance and the hotel investment market. Against this backdrop, we are however encouraged that the Company's investment, PHP, holds an attractive portfolio of hotels let to a progressive tenant."

 

 

Press enquiries

The Hotel Corporation 01624 626586

Barclay Douglas

 

Puma Hotels plc

Howard Shore 020 7468 7911

Peter Procopis 020 7468 7913

 

Shore Capital and Corporate Ltd 020 7408 4090

Anita Ghanekar

Toby Gibbs

 

Notes to Editors

1. The Group acquired 13 Paramount branded hotels in July 2004. Following further acquisitions it now owns 20 four-star hotels across Scotland, Northern England, Central England, Southern England and Wales. See the table below for a full list of hotels.

2. The hotels offer extensive banqueting, conference and leisure facilities and many of them have architectural and historical significance. The Group has 2,875 bedrooms and around 20,000 square metres of conference and meeting space and offers extensive facilities to both corporate and leisure guests.

3. From July 2004 until September 2007, the Group also operated each of the 20 hotels. From September 2007 the Group granted 45 year FRI leases for each hotel to Barceló Group, a leading Spanish operator with substantial global operations. Since 1 January 2008 all 20 hotels carry the Barceló brand.

4. The Group's hotel locations are shown below:

 

CENTRAL ENGLAND

Bedrooms

No. of meeting rooms

Health & Leisure

Location

1

Barceló Billesley Manor Hotel, Nr. Stratford*

72

12

Y

Country

2

Barceló Cheltenham Park Hotel

152

11

Y

Country

3

Barceló Daventry Hotel

155

8

Y

Country

4

Barceló Hinckley Island Hotel

362

21

Y

Country

5

Barceló Oxford Hotel

168

25

Y

City

6

Barceló Buxton Palace Hotel

122

9

Y

Country

7

Barceló Walton Hall Hotel & Spa, Warwickshire* +

202

20

Y

Country

8

Barceló The Lygon Arms, Cotswolds*

77

8

Y

Country

NORTHERN ENGLAND

9

Barceló Blackpool Imperial Hotel

180

15

Y

Coast

10

Barceló Harrogate Majestic Hotel

170

10

Y

City

11

Barceló Redworth Hall Hotel, Co. Durham*

143

10

Y

Country

12

Barceló Shrigley Hall Hotel, Cheshire*

148

12

Y

Country

SCOTLAND

13

Barceló Edinburgh Carlton Hotel

189

10

Y

City

14

Barceló Troon Marine Hotel*

89

4

Y

Coast

15

Barceló Stirling Highland Hotel

96

7

Y

City

SOUTHERN ENGLAND

16

Barceló Combe Grove Manor, Bath*

42

5

Y

Country

17

Barceló Basingstoke Country Hotel

100

10

Y

Country

18

Barceló Torquay Imperial Hotel

152

7

Y

Coast

19

Barceló Brighton Old Ship Hotel

154

11

N

Coast

WALES

20

Barceló Cardiff Angel Hotel

102

7

N

City

Total

2,875

222

 

* Barceló Premium Hotels

+ Operationally, Barceló split this property into a Barceló Premium Hotel, Barceló Walton Hall and a Barceló Hotel, Barceló Walton Hotel

 

 

 

Chairman's Statement

 

I am pleased to report on the interim results for the first six months of the current year of The Hotel Corporation plc ("the Company") and its subsidiary Puma Hotels plc ("PHP"), together "the Group".

 

The Company's principal asset comprises its interest in PHP and this statement therefore discusses the results of both the Company and also of PHP.

 

For consistency with previous periods, the consolidated balance sheet of PHP, as at 30 June 2011, the consolidated profit and loss account and consolidated cash flow statement of PHP for the six months ended 30 June 2011 are also provided as an appendix to this report. I recommend that they be read in conjunction with the results that follow.

 

I am pleased to see that PHP's turnover has increased against the prior period and that its administrative expenses have reduced.

I will comment upon the Company results and the consolidated results separately. Comparatives shown below relate to the period ended 30 June 2010 and have been restated as described in note 2.

 

Results of the Company

 

Revenue for the period, including bank interest and dividends received from the investment in PHP Convertible Shares, was £1.4m (2010: £1.4m) and following administrative expenses, operating profit including bank interest was £1.3m (2010: £1.3m). No tax is payable reflecting the zero corporate taxation provisions in the Isle of Man. Results from operations and bank interest and dividends received for the period led to both basic and diluted earnings per share of 2.64p (2010: total earnings per share ("eps"), both basic and diluted of 2.61p).

 

The Net Asset Value per share at 30 June 2011 is 131p (2010: 131p). The Company has valued its shareholding in PHP on the basis of the discounted future net cash flow from PHP. PHP's accounts, prepared under UK Generally Accepted Accounting Principles, include a valuation of its portfolio of 20 hotels of £458.5m (2010: £463.3m). This valuation includes £2.8m (2010: £3m) of land and other assets, at PHP Directors' valuation, not subject to the Barceló lease. The valuation of the assets subject to the Barceló lease was carried out by Colliers Robert Barry & Co, independent valuers for the purposes of the 31 December 2010 year end accounts. The directors believe that the valuation remains relevant for the interim financial report.

 

Consolidated Results of the Company

 

The Group revenue for the period, including bank interest received, was £15.4m (2010: £14.9m) and, following administrative expenses and interest expense but before unrealised gains and losses, the profit amounted to £1.3m (2010: £1.7m). After a gain on change in fair value of interest rate swaps of £1.6m (2010: loss £10.5m) the total profit before tax was £2.9m (2010: £8.9m loss). A deferred taxation credit of £2.9m (2010 £0.4m) increases the profit after tax to £5.8m (2010 £8.5m loss), which has been further detailed in Note 5. Basic and diluted earnings per share were 7.17p (2010: both basic and dilutedloss of 7.17p restated). In the six months ended 30 June 2010, the convertible preference shares, to the amount of £8,230,000, have been restated to remove them from non-controlling interest and include them within liabilities in line with IAS 32 "Financial Instruments: Presentation". See Note 2 to the financial statements for further details).

 

As required by IFRS, the consolidated statement of financial position of the Group takes account of goodwill, the fair value of interest rate swaps and deferred tax adjustments on consolidation. The resulting consolidated NAV per share is 136.3p (2010: 126.8p).

 

Dividend

 

The Company has today declared an interim dividend of 2.0p per ordinary share (2010H1: 2.6p). The ex-dividend date will be 12 October 2011 and the record date 14 October 2011. Payment will be made to shareholders on 7 November 2011.

 

Prospects

 

The global economic environment remains uncertain, thereby significantly impacting hotel sector performance and the hotel investment market. Against this backdrop, we are however encouraged that the Company's investment, PHP, holds an attractive portfolio of hotels let to a progressive tenant.

 

 

 

 

 

 

Barclay Douglas

Chairman

29 September 2011

 

 

 

 

 

 

 

 

 

 

 

Puma Hotels plc Review of Operations and Financial Performance

 

Introduction

 

The Group's hotels are let on full repairing and insuring ("FRI") leases (with 31 years remaining along with two, 5-year tenant extension options) to Barceló, a leading Spanish hospitality group with substantial global hotel and other leisure related operations.

 

 

Financial Performance

 

Turnover for the six months ended 30 June 2011 of £15.4m represents rent received from Barceló (2010H1: £14.9m). The operating profit of £13.6m (2010H1: £13.0m) is ahead of the prior year reflecting the increased level of rent and lower administrative expenses.

 

After deducting bank interest payable on its senior facility, net profit before Shareholder Finance Costs was £2.4m (2010H1: £2.9m). The Shareholder Finance Costs comprise £2m of payments to bondholders of the Group's deep discounted bonds and interest of £0.7m relating to the convertible preference shares issued in June 2009. After deducting the Shareholder Finance Costs, the loss on ordinary activities for the period was £0.3m (2010H1: profit of £0.1m).

Net bank interest payable (2011H1:£11.2m vs 2010H1:£10.1m) was 10% higher against the same period in the prior year. This was due to the SWAP rate on £182.345m of the facility stepping up from 2.23% in 2010 to 3.33% from 1 January 2011.

Leases and Property Revaluation

 

The tangible asset values on the consolidated balance sheet of the Group reflect the lease arrangements with Barceló. These leases provided guaranteed rental growth over the first four years and then provide for annual RPI increases during the rest of the term, subject to an annual cap on the increase of 5.5%. The September 2011 RPI increase of the rent is at 5.0% thereby increasing the annual rent from £31m to £32.55m.

 

The leases also place FRI obligations on the tenant. In addition to the tenant's FRI obligation, the agreement with Barceló also provides for annual capital expenditure contributions to be made by Puma Hotels plc ("PHP") in the first 10 years of the leases. These contributions have been spent on structural and mechanical improvements by Barceló.

 

For the purpose of preparing its 30 June 2011 interim financial statements, PHP has used the external professional valuation completed by its valuers Colliers Robert Barry on 25 January 2011 for the purposes of the 31 December 2010 year end accounts. This valuation of each hotel in the portfolio, which excludes property not leased to Barceló, is at £455.6m. The Board of PHP considers that the current value of this property amounts to a further £2.75m. As at 30 June 2011, the total value of tangible assets was at £458.4m (2010H1:£463.3m).

 

 

Planning Update

 

The Group continues with its strategy to add value by securing additional planning consents and seeking ways of maximising the value of these consents.

The Group has the potential to add over 700 bedrooms (excluding the bedrooms relating to the agreement for lease between Paramount Hotels and Premier Inn referred to below) of which 472 have already received the necessary planning or listed building consent. There are also schemes for over 3,000 sq m (of which over 70% have planning consent) of additional meeting rooms and upgrades for several leisure clubs. The economics of adding these rooms and other facilities can be highly attractive for both the Group and Barceló.

 

Agreement for Lease

 

As previously reported, on 4 August 2011 Paramount Hotels Limited, a subsidiary of PHP, has entered into an agreement for a lease with Premier Inn Hotels Limited and Whitbread Group Plc, in relation to a 107 bedroom Premier Inn Hotel in Harrogate. Premier Inn is the largest and fastest-growing hotel brand in the UK, with 600 Premier Inn hotels comprising more than 44,000 rooms.

 

The arrangement with Premier Inn follows the agreement signed with Harrogate Borough Council in 2010, which provides, inter alia, for the proposed lodge hotel to be directly linked into a new 3,400 sq m exhibition facility which is being built as part of the first phase in the redevelopment of the Harrogate International Centre.

 

Fire at Harrogate Majestic Hotel

 

On 5 May 2010, the east wing of the Majestic Hotel was partially damaged by fire. The entire hotel remained closed until 5 September 2010 whilst the necessary rectification works were carried out so as to enable a partial reopening on that date. On 5 September, Barceló took possession of 88 of the 170 bedrooms and the majority of the supporting conference and other facilities. Additional bedrooms and other facilities were progressively handed back to Barceló with the full rectification works certified as being completed on 17 May 2011.

 

The Group's insurance policies cover the property reinstatement costs and loss of rent.

 

Strategy and Prospects

 

The Group continues to focus on unlocking value by gaining additional planning consents, and considering selective asset disposals as the UK provincial hotel investment market recovers.

 

 

 

 

 

 

 

 

 

 

 

 

INDEPENDENT REVIEW REPORT TO THE HOTEL CORPORATION PLC

 

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 which comprise the consolidated and company statements of comprehensive income, statements of financial position, statements of changes in equity, and cash flow statements and related notes 1 to 16. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the Company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.

 

Directors' responsibilities

 

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the AIM Rules of the London Stock Exchange.

 

As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as issued by the International Accounting Standards Board ("IASB"). The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as issued by the IASB.

 

Our responsibility

 

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as issued by the IASB and the AIM Rules of the London Stock Exchange.

 

 

Deloitte LLP

Chartered Accountants

Douglas, Isle of Man

29 September 2011

 

 

 

 

 

 

 

Notes: A review does not provide assurance on the maintenance and integrity of the website, including controls used to achieve this, and in particular on whether any changes may have occurred to the financial information since first published. These matters are the responsibility of the directors but no control procedures can provide absolute assurance in this area.

 

Legislation in the Isle of Man governing the preparation of financial information differs from legislation in other jurisdictions.

 

 

 

 

Condensed Consolidated Statement of Comprehensive Income

For the six months ended 30th June 2011

 

Note

Six Months Ended

Year Ended

June

June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

Restated (Note 2)

£'000

£'000

£'000

Continuing Operations

Revenue

4

15,373

14,877

30,326

Administrative expenses

(1,665)

(1,798)

(3,302)

Decrease in fair value of investment property

-

-

(6,930)

Operating Profit

13,708

13,079

20,094

Bank interest receivable

26

28

41

Change in fair value of interest rate swaps

1,623

(10,530)

(7,697)

Interest payable

(12,436)

(11,427)

(23,053)

Profit /(Loss) before tax

2,921

(8,850)

(10,615)

Tax

5

2,913

394

4,799

Profit/(Loss) after tax for the period

5,834

(8,456)

(5,816)

Profit/(Loss) and total comprehensive income for the period

5,834

(8,456)

(5,816)

Attributable to:

Owners of the Company

3,572

(3,571)

(1,606)

Non controlling interest

13

2,262

(4,885)

(4,210)

5,834

(8,456)

(5,816)

Earnings/Loss per share

Basic and diluted from continuing operations

6

7.17p

(7.17p)

(3.22p)

 

 

Condensed Consolidated Statement of Financial Position

As At 30 June 2011

Assets

Note

30 June

30 June

31 December

2011

2010

2010

Non-Current Assets

(Unaudited)

(Unaudited)

(Audited)

Restated

(Note 2)

£'000

£'000

£'000

Intangible assets- Goodwill

28,382

28,382

28,382

Tangible assets

8

458,490

463,276

458,321

486,872

491,658

486,703

Current Assets

Trade and other receivables

363

1,491

316

Cash and Cash Equivalents

12,003

11,076

11,586

12,366

12,567

11,902

Total assets

499,238

504,225

498,605

Current Liabilities

Trade and other payables

14,581

13,811

14,143

Fair Value of Interest Rate Swaps

10

2,252

1,940

4,430

16,833

15,751

18,573

Net current liabilities

(4,467)

(3,184)

(6,671)

Non-Current Liabilities

Borrowings

11

348,870

348,737

348,678

Preference shares

11

8,230

8,230

8,230

Fair Value of Interest Rate Swaps

10

22,295

27,063

21,740

Deferred Tax Liabilities

26,006

33,324

28,919

405,401

417,354

407,567

Total Liabilities

(422,234)

(433,105)

(426,140)

Net Assets

77,004

71,120

72,465

Capital & Reserves

Share Capital

12

2,491

2,491

2,491

Share Premium Account

11,015

11,015

11,015

Retained Earnings

54,391

51,444

52,114

Equity attributable to owners of the Company

 

67,897

 

64,950

 

65,620

Non controlling interest

13

9,107

6,170

6,845

Total Equity

77,004

71,120

72,465

Net asset value per share

136.3p

126.8p

131.7p

 

(Based on number of shares in issue at period/year end)

 

……………………………… ………………………………

Barclay Douglas David Craine

Director Director

29 September 2011

 

 

 

Condensed Consolidated Statement of Changes in Equity

As at 30 June 2011

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Non controlling interest £'000

Total

 

 

£'000

Balance at 01 January 2011

2,491

11,015

52,114

6,845

72,465

 

Profit for the period

 

-

 

-

3,572

2,262

5,834

Dividends

-

-

(1,295)

-

(1,295)

Balance at 30 June 2011

2,491

11,015

54,391

9,107

77,004

(Unaudited)

(Note 2)

(Note 2)

Restated

Restated

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Non controlling interest £'000

Total

 

 

£'000

Balance at 01 January 2010

2,491

11,015

55,912

11,055

80,473

 

Loss for the period

 

-

 

-

 

(3,571)

 

(4,885)

(8,456)

Dividends

-

-

(897)

-

(897)

Balance at 30 June 2010

2,491

11,015

51,444

6,170

71,120

(Unaudited)

 

 

 

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Non controlling interest £'000

Total

 

 

£'000

Balance at 01 January 2010

2,491

11,015

55,912

11,055

80,473

Loss for the period

-

-

(1,606)

(4,210)

(5,816)

Dividends

-

-

(2,192)

-

(2,192)

Balance at 31 December 2010

2,491

11,015

52,114

6,845

72,465

(Audited)

 

 

 

 

 

 

 

 

 

 

Condensed Consolidated Cash Flow Statement

For the six months ended 30 June 2011

 

Six Months Ended

Year Ended

June

June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

Notes

£'000

£'000

£'000

Net cash Inflow From Operating Activities

14

14,291

13,077

28,720

Investing activities

Interest Paid

(12,436)

(11,427)

(23,053)

Interest receivable

26

28

41

Additions of investment properties

(169)

(106)

(2,349)

Sale of investment properties

-

-

268

Net cash used in Investing activities

(12,579)

(11,505)

(25,093)

Financing activities

Dividends paid

7

(1,295)

(897)

(2,192)

New term loan issue costs

-

-

(250)

Net cash outflow from financing activities

(1,295)

(897)

(2,442)

Net increase in cash and cash equivalents

417

675

1,185

Cash and cash equivalents at beginning of period

11,586

10,401

10,401

Cash and cash equivalents at end of period

12,003

11,076

11,586

 

Company Statement of Comprehensive Income

For the six months ended 30 June 2011

 

Six Months ended

Year ended

June

June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

Notes

£'000

£'000

£'000

Continuing Operations

Revenue

4

1,405

1,405

2,811

Administrative expenses

(95)

(112)

(228)

Operating Profit

1,310

1,293

2,583

Bank interest receivable

3

5

8

Profit before tax

1,313

1,298

2,591

Taxation

5

-

-

-

Profit after taxation and total comprehensive income for the period

1,313

1,298

2,591

Earnings per Share

Basic and diluted

6

2.64p

2.61p

5.20p

 

 

Company Statement of Financial Position

As At 30 June 2011

 

30 June

30 June

31 December

 

2011

2010

2010

 

(Unaudited)

(Unaudited)

(Audited)

 

Notes

£'000

£'000

£'000

 

Non-Current Assets

 

Investments

9

63,328

63,328

63,328

 

 

 

Current Assets

 

 

Trade and other receivables

6

5

9

 

Cash and Cash Equivalents

2,117

2,122

2,109

 

 

2,123

2,127

2,118

 

 

Total assets

65,451

65,455

65,446

 

 

 

Liabilities

 

 

Current Liabilities

 

 

Trade and other payables

10

30

23

 

 

 

Net Assets

65,441

65,425

65,423

 

 

Capital and Reserves

 

 

Share Capital

12

2,491

2,491

2,491

 

Share Premium Account

11,015

11,015

11,015

 

Retained Earnings

51,935

51,919

51,917

 

Equity attributable to owners of the Company

65,441

65,425

65,423

 

 

 

 

Net Asset Value per share

131.4p

131.3p

131.3p

 

(Based on number of shares in issue at period/year end)

 

 

 

 

 

………………………………… ………………………………

Barclay Douglas David Craine

Director Director

 

29 September 2011

Company Statement of Changes in Equity

For the six months ended 30 June 2011

 

 

 

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Total

 

 

£'000

Balance at 01 January 2011

2,491

11,015

51,917

65,423

 

Profit for the period

 

-

 

-

1,313

1,313

Dividends

-

-

(1,295)

(1,295)

Balance at 30 June 2011

2,491

11,015

51,935

65,441

(Unaudited)

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Total

 

 

£'000

Balance at 01 January 2010

2,491

11,015

51,518

65,024

 

Profit for the period

 

-

 

-

1,298

1,298

Dividends

-

-

(897)

(897)

Balance at 30 June 2010

2,491

11,015

51,919

65,425

(Unaudited)

 

 

 

Share Capital

 

£'000

Share Premium Account £'000

Retained Earnings

 

£'000

Total

 

 

£'000

Balance at 01 January 2010

2,491

11,015

51,518

65,024

Profit for the period

-

-

2,591

2,591

Dividends

-

-

(2,192)

(2,192)

Balance at 31 December 2010

2,491

11,015

51,917

65,423

(Audited)

 

 

 

 

 

 

 

 

 

Company Cash Flow Statement

For the six months ended 30 June 2011

 

Six Months Ended

Year Ended

June

June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

Notes

£'000

£'000

£'000

Net cash Inflow From Operating Activities

14

1,300

1,302

2,581

Investing activities

Interest received

3

5

8

Net cash used in Investing activities

3

5

8

Financing activities

Dividends paid

7

(1,295)

(897)

(2,192)

Net cash outflow from financing activities

(1,295)

(897)

(2,192)

Net increase in cash and cash equivalents

8

410

397

Cash and cash equivalents at beginning of period

2,109

1,712

1,712

Cash and cash equivalents at end of period

2,117

2,122

2,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes to the Financial Statements

For the six months ended 30 June 2011

 

 

1. Accounting policies

 

The significant accounting policies and estimation techniques adopted by the Group for the period ended 30 June 2011 are consistent with those adopted by the Group for the annual financial statements for the year ended 31 December 2010.

 

Basis of Preparation

The annual financial statements of The Hotel Corporation Plc are prepared in accordance with International Financial Reporting Standards (IFRS). The condensed set of financial statements included in this half yearly financial report have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting", as issued by the International Accounting Standards Board.

 

Impairment of goodwill

 

Determining whether goodwill is impaired requires an estimation of the value of the underlying investment in PHP to which goodwill has been allocated. An impairment review was performed during the period by the directors, however no impairment was recognised. The carrying amount of goodwill at the balance sheet date was £28,382,000 with no impairment losses recognised between date of acquisition and the period end. In determining the net present value of the future cash flows of PHP, the Company has analysed current income derived from and asset values within the Barcelo lease using a discount rate of 6.5% for a period of not more than five years and using a growth rate of 1.8% based on annual cashflows and has also applied various sensitivities to these. In relation to potential future realisation proceeds, the Company has taken account of current and expected conditions in the hotel investment and valuation market and has applied discount rates which reflect the market's return expectations. In estimating market expectations, the Company has considered any comparable transactions and has also taken account of key measures such as the interest rate swaps market and returns on government bonds. The Company has also assumed that PHP will continue to be appropriately funded.

 

Going Concern

The Directors have considered the factors which are likely to affect the Group's future development. The Group's business activities, performance and position are set out in the Chairman's Statement. The Group's valuation of its properties is set out in the PHP Review of Operations and Financial Performance. In addition, notes 9, 10 and 11 to the financial statements include further details on the valuation of the Group's properties, borrowing facilities and associated interest rate hedge instruments. The maturity of the Group's debt facility is 31 December 2012, interest rate hedges are in place for 100% of the facility and the rental income benefits from guarantees provided by Barcelo Corporation Empresorial SA. Accordingly the directors' believe that this guarantee provides continuing comfort to the Group to enable it to meet its obligations to the bank in respect of loan covenants. As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully.

 

 

2. Prior period restatement

 

In the six months ended 30 June 2010, the convertible preference shares, to the amount of £8,230,000, have been restated to remove them from non-controlling interest and include them within liabilities in line with IAS 32 "Financial Instruments: Presentation". As part of the adjustment to the non-controlling interest, the percentage applied has been amended to reflect the actual percentage held and not the potential percentage, taking into account the full conversion of the preference shares, in line with IAS 27 "Accounting for subsidiaries".

 

The impact of these restatements is to recognise the preference shares held outside the Group, of £8,230,000 as part of the non-current liabilities as at 30 June 2010, (see note 11). Consequently the non-controlling interest balance is amended by £10,015,000 as at 30 June 2010.

 

Losses attributable to the non-controlling interest is therefore increased by £1,413,000 for the year ended 30 June 2010 to reflect the movement in the balance sheet. There is no impact to the cash flow for the year ended 30 June 2010. These changes in the losses attributable to the non-controlling interests reduce the loss per share calculations for the year ended 30 June 2010 to 7.17p from 10.01p.

 

3. Business and geographical segments

 

The Group's turnover, profit/(loss) before taxation and net assets are derived from its principal activity, the rental under an operating lease with Barcelo of its portfolio of hotels within the UK. The Board regularly receive information regarding the sole operating segment and therefore consider the results and performance disclosed in the financial statements is appropriate to comply with IFRS 8.

 

4. Revenue

Property rental income is only recognisable within the Group post acquisition of the Company's subsidiary, Puma Hotels plc, which occurred on 29 June 2009. The Group's turnover, profit/(loss) before taxation and net assets are derived from its principal activity within the UK.

 

An analysis of the Group's and Company's revenue is as follows:

 

Six Months Ended (Unaudited)

Year Ended (Audited)

 

June

June

June

June

December

December

 

2011

2010

2011

2010

2010

2010

 

Group

Group

Company

Company

Group

Company

 

£'000

£'000

£'000

£'000

£'000

£'000

 

 

Continuing Operations

 

 

Property rental income from management agreements with Barceló Hotels and resorts

15,373

14,877

-

-

30,326

-

 

 

15,373

14,877

-

-

30,326

-

 

 

 

Bond interest received

-

-

993

993

-

1,986

 

 

Preference share dividend

-

-

412

412

-

825

 

 

 

15,373

14,877

1,405

1,405

30,326

2,811

 

 

 

5. Group Tax on loss on ordinary activities

 

During the 6 month period, there has been a decrease in the deferred tax liability of £2,913,000 (2010: £394,000). The reasons for the movement are set out below. It is to be noted that the corporation tax rate, and therefore the rate at which deferred tax is provided, reduced from 27% to 26% during the period:

 

£'000

Effect of change in rate

1,354

Movement in tax base of balance sheet items

1,559

 

2,913

 

Company tax on loss on ordinary activities

 

A 0% rate of corporate income tax is applicable to the Company's income and therefore no provision for liability to Manx income tax has been included in these financial statements.

 

6. Earnings per Share

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

 

Earnings : Company

(Unaudited)

(Audited)

Six Months ended

Year ended

30 June

30 June

31 December

2011

2010

2010

£'000

£'000

£'000

(Loss)/earnings for the purposes of basic earnings per share being net profit attributable to owners of the Company

1,313

1,298

 

 

 

2,591

Earnings : Group

(Unaudited)

(Audited)

Six Months ended

Year ended

30 June

30 June

31 December

2011

2010

2010

£'000

£'000

£'000

Earnings for the purposes of basic earnings per share being net profit/(loss) attributable to owners of the Company

3,572

(3,571)

 

 

 

(1,606)

Number of Shares

(Unaudited)

(Audited)

Six Months ended

Year ended

30 June

30 June

31 December

2011

2010

2010

No.

No.

No.

Weighted average number of ordinary shares for the purpose of basic and diluted earnings per share

49,819,050

49,819,050

49,819,050

 

 

 

Diluted earnings have been calculated for the six months ended 30 June 2011 and 2010 and the year ended 31 December 2010, however the impact of the potential ordinary shares is non dilutive.

 

7. Dividends

 

16th March 2011 the Company declared a dividend of 2.6 per share. The dividend, which amounted to £1,295,295 was paid on 28 April 2011. The proposed interim dividend of 2.0p per ordinary share was approved by the Board on 29 September 2011 and has not been included as a liability as at 30 June 2011.

 

 

8. Investment property : Group only

30 June

30 June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

Fair Value

£'000

£'000

£'000

At beginning of year/period

458,321

463,170

463,170

Additions

169

106

2,349

Disposals

-

-

(268)

Decrease in fair value during the year

-

-

(6,930)

 

At year/period end

458,490

463,276

 

458,321

 

The fair value of the Group's investment property at 30 June 2011 has been arrived at on the basis of a valuation carried out at 31 December 2010 by Colliers Robert Barry & Co. Chartered Surveyors, independent valuers not connected with the Group. The investment properties have been valued at £455.6m. The valuation, which conforms to International Valuation Standards, was arrived at by reference to market evidence of transaction prices for similar properties. A further £2.8m has been included in the value in respect of assets excluded from the valuation lease to Barcelo; this is based on a PHP Directors Valuation. Annual rental income is earned on the investment property, see note 4.

 

9. Investments

 

Company Investments

 

(Unaudited)

(Unaudited)

(Audited)

 

30 June

30 June

31 December

 

Classified as:

2011

£'000

2010

£'000

2010

£'000

 

 

Investment at Fair Value

46,778

46,778

46,778

 

Bonds Held to Maturity

16,550

16,550

16,550

 

 

63,328

 

63,328

 

63,328

 

Investments at Fair Value

(Unaudited)

(Unaudited)

(Audited)

30 June

30 June

31 December

2011

£'000

2010

£'000

2010

£'000

Fair value at start of period/year

46,778

46,778

46,778

Investments made during year/period

-

-

-

Decrease in fair value during period

-

-

-

Fair value at end of period/year

 

46,778

 

46,778

 

46,778

 

 

9. Investments (continued)

 

The investment classified as 'fair value through profit and loss' at 30 June 2011 shown above includes an investment in convertible preference shares of £11,770,000.

 

It also includes a holding of 16,550,000 ordinary shares of £1 par value in Puma Hotels plc (PHP). These ordinary shares amount to 49.92% of the issued share capital of that company.

 

In determining the fair value attributable to the ordinary shares and convertible preference shares in PHP, the Directors drew upon the discounted future net cash flows arising from PHP and utilised that net asset value for each share.

 

Following a thorough review using the above method, the directors have concluded that there is no change in the fair value of the investment since 31 December 2010 and therefore the balance as at 30 June 2011 remains unchanged.

 

As described in note 8, for the purpose of preparing PHP's 30 June 2011 interim financial statements, the directors of PHP have used the external professional valuation of its Hotel portfolio completed by Colliers Robert Barry & Co Chartered Surveyors, independent valuers, as at 31 December 2010 as a basis for their assessment of the investment property carrying value. A further £2.8m has been included in the value in respect of the investment property based on a PHP Director's valuation.

 

The directors of Hotel Corporation plc have reviewed the assessment and the supporting independent valuation and PHP Director valuation to conclude on the investment property value in these consolidated financial statements and the Investment in Fair Value in the Company financial statements.

 

The convertible preference shares in PHP will rank ahead of the ordinary share capital in a winding up of PHP and can be converted into ordinary shares in the capital of PHP at any time at the option of the holder of these preference shares upon 21 days notice. These preference shares don't carry the right to vote except on a resolution modifying the rights attaching to the preference shares.

 

30 June

30 June

31 December

 

2011

2010

2010

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Bonds Held to Maturity

At start of period

16,550

16,550

16,550

Redeemed in Period

-

-

-

Amortisation of Discount

-

-

-

At end of period

16,550

16,550

16,550

 

The investments included above represent investments in unsecured deep discount bonds issued by Puma Hotels (Finance) plc, a subsidiary of Puma Hotels plc, maturing at nominal value on 31 December 2012. The bonds have a coupon rate of 12%.

 

 

10. Fair Value of Interest Rate Swaps

 

Under interest rate swap contracts, the Group agrees to exchange the difference between fixed and floating rate interest amounts calculated on agreed notional principal amounts. Such contracts enable the Group to mitigate the risk of changing interest rates on the fair value of issued fixed rate debt held and the cash flow exposures on the issued variable rate debt held. The fair value of interest rate swaps at the reporting date is determined by discounting the future cash flows using the curves at the reporting date and the credit risk inherent in the contract, and is disclosed below. The average interest rate is based on the outstanding balances at the end of the financial period.

 

The following tables detail the notional principal amounts and remaining terms of interest rate swap contracts outstanding as at the reporting date:

 

Outstanding receive floating pay fixed contracts

Notional principal value

Fair value

30

June

2011

£'000

30

June

2010

£'000

31

December

2010

£'000

30 June

2011

£'000

30

June

2010

£'000

31 December

2010

£'000

Less than 1 year

182,345

182,345

182,345

 (2,252)

 (1,940)

 (4,430)

1 to 2 years

182,345

182,345

182,345

 (5,062)

 (3,639)

 (4,098)

2 to 5 years

150,000

313,477

150,000

(17,233)

(23,424)

(17,642)

(24,547)

(29,003)

(26,170)

 

The interest rate swaps settle on a quarterly basis. The floating rate on the interest rate swaps is three months LIBOR. The Group will settle the difference between the fixed and floating interest rate on a net basis.

 

11. Group Borrowings

 

(Note 2)

Restated

30 June

30 June

31 December

2011

2010

2010

(Unaudited)

(Unaudited)

Audited

£'000

£'000

£'000

Secured borrowing

Bank loans

332,345

332,137

332,345

Accrued finance cost

(75)

-

(267)

Unsecured borrowing

Bonds

16,600

16,600

16,600

348,870

348,737

348,678

7% convertible preference share (note 2)

8,230

8,230

8,230

 

11. Group Borrowings (continued)

The other principal features of the Group's borrowings are as follows:

i) The Group has bank loans within one of its subsidiaries Puma Hotels plc with Anglo Irish Bank Limited that mature on 31 December 2012. All loans bear interest at variable rates based on LIBOR but are subject to the interest rate protection instruments. The total interest charge in the current period resulted in an average interest rate of 6.7%. All the bank loans are fully drawn down. The borrowings are secured against the investment property.

ii) The Group has no finance lease obligations.

iii) The final redemption date for the bonds is dependent on the issuer Puma Hotels (Finance) plc issuing a redemption notice. This redemption notice will not be issued prior to 31 December 2012. On redemption the bonds will return the equivalent of 6% compound return every 6 months based on the discounted subscription price of the bonds. They are not secured against any of the assets of the Group.

 

12. Share Capital

 

The total number of Ordinary Shares of £0.05 in issue and fully paid at 30 June 2011 was 49,819,050. During the six month period there has been no further issue of shares.

 

13. Non controlling Interest

(Note 2)

(Note 2)

Restated

Restated

30 June

2011

Unaudited

£'000

30 June

2010

Unaudited

£'000

31 December

2010

Audited

£'000

Balance at 1 January

6,845

11,055

11,055

Share of profit/(loss) for the period/year

2,262

(4,885)

(4,210)

 

Balance at period/year end

 

9,107

 

6,170

 

6,845

 

Included within the balance of non-controlling interest is the share of the results of the other Ordinary and Founder Shareholders of PHP; Preference Shareholders are excluded.

 

The rights attached to the Founder Shareholders result in them receiving a variable share of the profit or loss of PHP dependant on a certain level of reserves within PHP. There is no liability recognised for this at 30 June 2011.

 

 

14. Notes to the Statement of Cash Flows

 

Reconciliation of Profit from Operations to Net Cash from Operating Activities.

 

Group

Six months ended

Year ended 31 December 2010  (Audited) £'000

June

June

2011

2010

(Unaudited)

(Unaudited)

£'000

£'000

 

Profit from Operations

13,708

13,079

20,094

 

 

(Increase)/Decrease in Receivables

(47)

11

1,186

 

 

Increase /(Decrease) in Trade and other payables

438

(205)

127

 

 

Amortisation of debt issue costs

-

-

383

 

 

Unamortised bank arrangement fee

192

192

-

 

 

Loss on change in fair value of investment property

-

-

6,930

 

 

Net cash inflow from operating activities

14,291

13,077

28,720

 

 

 

 

Company

 

Six months ended

Year ended

31December

2010

(Audited)£'000

June

June

2011

2010

(Unaudited)

(Unaudited)

£'000

£'000

 

Profit from Operations

1,310

1,293

2,583

 

 

 

 

Decrease/(increase) in Receivables

3

3

(1)

 

 

 

 

(Decrease)/Increase in Trade and other payables

(13)

6

(1)

 

 

 

 

 

 

 

Net cash inflow from operating activities

1,300

1,302

2,581

 

 

Cash and cash equivalents (which are presented as a single class of assets on the face of the statement of financial position for both the Group and Company) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less.

 

 

Notes to the Financial Statements (continued)

For the six months ended 30 June 2011

 

15. Post Balance Sheet Events

 

The Company declared an interim dividend of 2.0 pence per ordinary share on the issued share capital on 29 September 2011. The ex-dividend date will be 12 October 2011 and the record date 14 October 2011. Payment will be made to shareholders on 7 November 2011.

 

On 4 August 2011, Paramount Hotels Limited, a subsidiary of PHP, entered into an agreement with Premier Inn Hotels Limited and Whitbread Group Plc, in relation to a 107 bedroom Premier Inn Hotel in Harrogate.

 

16. Immediate and Ultimate Controlling Party

 

In the opinion of the Directors there is no immediate and ultimate controlling party.

 

 

Appendix to the Annual Report

 

Puma Hotels Plc Interim Results 2011

 

The consolidated profit and loss account of Puma for the period ended 30 June 2011 together with the consolidated balance sheet and consolidated cash flow statement of Puma as at 30 June 2011 is provided below and have been prepared in accordance with applicable United Kingdom accounting standards. These are extracted from the interim financial report of Puma as at 30 June 2011. This additional information does not form part of the interim financial statements and is for information only.

 

Puma Hotels plc

Consolidated Profit and Loss Account

Six Months Ended 30 June 2011

 

(Unaudited) Six months

ended

30

June

2011

£'000

(Unaudited) Six months

ended

30

June

2010

£'000

(Audited)

Year

ended

31

December

2010

£'000

TURNOVER

15,373

14,877

30,326

Cost of sales

-

-

-

 

 

 

GROSS PROFIT

15,373

14,877

30,326

Other administrative expenses

(1,831)

(1,947)

(3,594)

Administrative expenses - exceptional

-

-

(386)

(Deficit on revaluation of properties)

 

 

 

Total administrative expenses

(1,831)

(1,947)

(3,980)

 

 

 

OPERATING PROFIT

13,542

12,930

26,346

Interest receivable and similar income

23

24

33

Bank interest payable

(11,158)

(10,149)

(25,864)

Shareholder finance costs

(2,683)

(2,683)

-

 

 

 

(LOSS)/PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION

(276)

122

515

Tax on (loss)/profit on ordinary activities

-

-

-

 

 

 

RETAINED (LOSS)/PROFIT FOR THE FINANCIAL PERIOD

(276)

122

515

 

 

 

 

 

 

Puma Hotels plc

Consolidated Balance Sheet

As at 30 June 2011

(Unaudited)

 30 June

2011

(Unaudited)

 30 June

2010

(Audited)

 31 December 2010

£'000

£'000

£'000

Fixed assets

Intangible assets - Goodwill

7,179

7,700

7,440

Tangible assets

458,491

463,277

458,321

465,670

470,977

465,761

Current Assets

Debtors

357

1,485

308

Cash at Bank and in hand

9,886

8,954

9,477

10,243

10,439

9,785

Creditors amounts falling due within one year

(14,572)

(13,780)

(14,121)

Net current (liabilities)

(4,329)

(3,341)

(4,336)

Total assets less current liabilities

461,341

467,636

461,425

Creditors amounts falling due after more than one year

(385,420)

(385,287)

(385,228)

Provision for liabilities

-

-

-

Net assets

75,921

82,349

76,197

Capital and reserves

Called up share capital

1,658

1,658

1,658

Share premium account

32,137

32,137

32,137

Revaluation reserve

78,188

84,732

78,188

Profit and loss account

(36,062)

(36,178)

(35,786)

Shareholders' funds

75,921

82,349

76,197

 

 

 

 

 

Puma Hotels plc

Consolidated Cashflow statement

Six Months ended 30 June 2011

 

 

(Unaudited)

Six months

ended 30

 June 2011

 

£'000

 

(Unaudited) Six months ended 30 June 2010

 

£'000

(Audited) Year

ended 31 December

2010

£'000

Net cash inflow from operating activities

13,842

14,492

29,939

 

 

 

Returns on investments and servicing of finance

Interest received

23

24

33

Interest paid

(13,287)

(14,145)

(26,853)

 

 

 

Net cash outflow from returns on investments and servicing of finance

 

(13,264)

 

(14,121)

(26,820)

 

 

 

Taxation

Corporation tax paid

-

-

-

 

 

 

Capital expenditure

Purchase of tangible fixed assets

(169)

(106)

(2,349)

 

Sale of tangible fixed assets

-

268

 

 

 

 

 

Net cash outflow from capital expenditure and financial investment

(169)

 

(106)

(2,081)

 

 

 

 

Net cash inflow (outflow) before financing

409

265

1,038

 

 

 

Financing

Issue of preference share capital

-

-

-

Term loans repaid

-

-

-

Bonds repaid

-

-

-

New term loan issue costs

-

-

(250)

 

 

 

Net cash outflow from financing

-

-

(250)

 

 

 

Increase/(decrease) in cash

409

265

788

 

 

 

 

 

 

 

 

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