It’s a small world Business Review 2013 Scarborough Group International • Business Review 2013 Contents 2 Introduction 3 Real Estate, Property Investment and Trading 6 Property Development 12 Services 20 Leisure, Football 22 Hotel 28 International, Europe 30 Betting and Gaming, 36 Far East and China 38 - Real Estate Sector 40 - Consumer Sector 44 Australia 48 Summary 50 www.scarboroughgroup.com Scarborough Group International • Business Review 2013 Introduction As a sizeable, privately owned Group of companies operating within various asset sectors not only in the United Kingdom but also the Far East, China, Australia, parts of Europe and Canada, the last six years or so have proved to be tough and demanding. Scarborough – be it Scarborough Group International Limited (SGIL) or the separately owned, individually branded Scarborough companies - has coped admirably in reorganising, and in many instances, advancing its wide ranging global businesses during this uncertain period of economic decline, the effects of which still continue in the USA, Europe and the UK. 3 Scarborough Group International • Business Review 2013 Weathering the storm... 4 For an experienced organisation having to deal with the significant downturn of property values is problematical in any climate but the coincidental collapse of Scarborough’s past key financier and partner – Bank of Scotland – who via reported prompting of the UK Government were of necessity acquired by Lloyds Banking Group (Lloyds) in September 2008 created other difficulties for us. Of particular note is the recognition that a good portion of Scarborough’s “old debt” related to property transactions that were undertaken to favourably assist the Bank of Scotland leading to then having to write-down the value of these assets to our detriment and additionally at the same time addressing with Lloyds the reduction and eventual repayment of “old debt”. Alongside these problems, principally relating to the world of Real Estate, we had within the Leisure operations, issues surrounding Sheffield United FC, in the main originating as a result of the Club’s well publicised and improper relegation from the Premier League in May 2007 due to the infamous “Tevez affair” where one has to say the turmoil created on and off the field of play is taking longer than one would wish to rectify. It is worth repeating and emphasising that the poor governance on the part of the Premier League in tackling West Ham United FC’s clear breach of the rules relating to third party ownership of players subsequently led to changes in the regulations. However, for both the Blades and Scarborough as its ultimate owner, life has not been easy. During these tricky and arduous times, Scarborough Group International • Business Review 2013 Scarborough’s International reach has proved to be of considerable benefit in restructuring parts of the Group and with it reducing debt. Unlike many publicly quoted corporations - who at the expense of their existing shareholders have been able to raise capital via deeply discounted Rights Issues, thereafter utilised to address debt repayment - as a private Group we have worked our various business divisions to realise cash to good effect. The reader will acknowledge from the contents of this Review that in spite of the continuing recessionary climate Scarborough is still considered to be one of the UK’s major private Real Estate companies also having interests in Services, Leisure, Energy, Betting & Gaming and Retailing businesses not only in its home territory but additionally Europe, the Far East, China and beyond. SGIL’s financial performance for the year would have shown profits before tax exceeding £2m but for the losses incurred by Sheffield United of £7m. Thus, the actual results show a recorded loss of £4.7m, which relate to SGIL alone and do not incorporate the performance of those other separately branded Scarborough organisations. Our assessment of the fair combined value of SGIL and other individually Scarborough named corporates (outwith SGIL) exceeds £400m after taking cognisance of all current debt. The reshaping and advancement of Scarborough’s range of activities is reported below. 5 Scarborough Group International • Business Review 2013 Real Estate, Property Investment and Trading Our operations in Real Estate fall into two categories namely:Property Investment and Trading The Group continues to retain a significant number of primarily commercial income producing properties situated throughout our home nation that with astute asset management, have gradually improved the annual rental returns and with it capital values. In the year under review some £26m of properties have been sold and whilst there were no new acquisitions it is worth noting that Scarborough remains well placed to take advantage of opportunistic purchases given the headroom available from our existing facilities with Santander Bank. Subsequent to the year end a further £6m of properties have been disposed of and another £7m are under offer to bona-fide prospective purchasers. The majority of sales in the last two years or so relate to properties that were acquired to assist the “old” Bank of Scotland, where under the terms of our strategic agreements with Lloyds the Group have worked to reduce debt to accommodate the recorded joint wishes of the Bank and ourselves. 6 The Investment and Trading Division (be it for SGIL or our other Scarborough separately owned corporates) operates from five principal UK offices in Edinburgh, Leeds, Scarborough, Sheffield and London employing top quality managers in each region who oversee some 40 commercial properties and a residential portfolio of over 250 apartments having an amalgamated value approaching £200m. Given the spread of Scarborough’s portfolio which is as far North as Inverness and as far South as Exeter, it is clear that these regional offices add an invaluable service allowing us to tactically plan and manage the assets to constantly improve value and ultimately sell for good returns taking advantage of local knowledge, to additionally buy well when deemed appropriate. Supplementary to our regular trading we have undertaken a number of lease re-gears and new lettings providing extra rental income amounting to £1.3m per annum over approximately 100,000 sq ft of commercial space. This highlights our expertise to manage assets to their maximum potential and to ensure that the Groups culture of “pull, push and shove” percolates throughout all offices. Scarborough Group International • Business Review 2013 Pictures: Ventana House, Digital Campus, Sheffield 7 Scarborough Group International • Business Review 2013 SGIL’s main Investment and Trading divisions are subdivided into three main companies, namely:• Scarborough Holdings (UK) Limited • Scarborough Properties (UK) Limited • Scarborough Group Holdings Limited Scarborough Holdings (UK) Ltd (SHUK) SHUK was established in late 2009 in tandem with Bank facilities procured from Santander. SHUK is now an active property investment and development corporation having income producing assets approaching £80m in both the residential and commercial Real Estate sectors. Assets are situated throughout the length and breadth of the UK and demonstrate a healthy balanced mix of properties. SHUK also completed the development of a mixed use, but primarily residential project in Manchester, comprising 261 apartments of which only 15 presently remain unoccupied. Scarborough Properties (UK) Limited Scarborough Properties (UK) Limited (SPUK) 8 SPUK was formed in 2011 again with Santander as our primary Bank and undertakes investment and development activities in the UK. SPUK’s attractive investment portfolio comprises properties at Thorpe Park, Leeds; Digital Campus, Sheffield; Buchanan Gate, Glasgow and Castle Business Park, Stirling having an overall value approaching £50m. In addition SPUK acquired a prime development site - Middlewood Locks, Manchester and has consent in place to construct some 1,700 new homes. Within the coming months we will be extending the infrastructure enabling us to thereafter either sell off to other Developers serviced plots and also starting directly a first phase project, recognising the Manchester residential market has recovered well in the last two years or so. The Middlewood Locks scheme has an end value of around £350m. Scarborough Group Holdings Limited (SGHL) SGHL, one of our older subsidiaries, is principally an investment and development organisation holding properties in the main acquired to aid the “old” Bank of Scotland. SGHL’s portfolio in the UK is valued at approximately £70m divided between income producing assets and the prestigious development at Thorpe Park, Leeds. Our review of the Group’s property development activities comment further on Thorpe Park. The investment portfolio assets are situated throughout the UK where it is worth noting that, since 2009 in conjunction with our partners at Lloyds, we have achieved debt reduction from disposals exceeding £220m using our talents, expertise and Scarborough Group International • Business Review 2013 Castle Business Park, Stirling 9 Scarborough Group International • Business Review 2013 contacts in the industry. A number of the remaining assets are under offer for sale or being marketed at the present time seeing a further lessening of debt accomplished during 2013. Other corporates holding quality commercial income producing properties either as subsidiaries of SGIL or associated Scarborough named companies include Scarborough Partnership Ltd (SPL) and Scarborough Finance Company Ltd (SFCL). SPL’s investments also cover overseas Real Estate assets with interests in Australia and Canada alongside a well spread strategic Equities portfolio holding quoted stock in a variety of UK Listed companies and in Fixed Income products. Additionally, SPL owns our 158-bedroom 4 Star Hotel at Bramall Lane, Sheffield that is managed on the Group’s behalf by Millennium & Copthorne plc from Singapore. SFCL holds some £15m of commercial property in the UK with plans to drive income upwards and thereafter subsequently sell the individual assets in the medium term to realise good returns. Copthorne Hotel, Bramall Lane, Sheffield 10 Scarborough Group International • Business Review 2013 11 Scarborough Group International • Business Review 2013 Scarborough remains one of the country’s most active development organisations Property Development Scarborough remains one of the country’s most active development organisations with a range of projects either underway on site or planned to commence in the near future, having a combined end value exceeding £1.2bn. Much effort and expertise has been applied in the last five years or so to advance planning consents and the like in adding value to our prime development portfolio. Of notable importance are our projects at: Leeds – Thorpe Park This has been an important year for Thorpe Park, the Group’s prime Business Park situated on Junction 46 of the M1 in East Leeds. 12 Already one of the UK’s leading regional Business Parks, in September 2012 we submitted a Planning Application for a major new scheme on the undeveloped part of the site, featuring a large Food Store, additional Retail space, Hotels, Leisure and Restaurant uses beside 1.1m sq ft of further Office accommodation. Add to this a critical piece of regional road infrastructure, improving access to the Park and over 500 acres of adjacent housing land, and 145 acres of parkland and amenity space, and the vision for Thorpe Park’s future is clearly to be an unequalled business environment. Working in close partnership with Leeds City Council together we have realised a shared vision for a marketleading mixed-use business destination. The Group has developed the design to meet complex planning requirements whist maximising commercial appeal. The Planning Application is due to be determined in September 2013. Cardiff – Talbot Green In July 2013 our equally owned joint venture with Blackstone Group’s subsidiary, Valad Property Group Talbot Green Developments (TGDL) was granted Outline Planning Consent for the new Town Centre scheme at Talbot Green, north-west of Cardiff. This scheme includes a 108,000 sq ft Food Store for Sainsbury’s, which was also awarded Detailed Consent at the same committee meeting. The remainder of the project comprises 400,000 sq ft of Retail and Leisure space, Cinema, Hotels, Offices and new Homes. The marketing campaign for this next phase of development will begin towards the end of the year. TGDL also retains its joint venture with the Welsh Government over an extensive area of land in the vicinity, including 27 acres allocated for Housing, where we anticipate bringing forward a Planning Application in 2014. Scarborough Group International • Business Review 2013 Main picture: Thorpe Park, Leeds Left: Talbot Green, Cardiff 13 Scarborough Group International • Business Review 2013 Manchester (Salford) – Middlewood Locks The 21 acre Middlewood Locks site lies at the western boundary of Manchester City Centre, next to the River Irwell and the Trinity Way Inner Ring Road, and a short distance from the M602, A6 and A57. The site benefits from an excellent high density Outline Planning Consent for 2.6m sq ft of Residential-led, mixed-use development which, with the Manchester property market now showing distinct signs of recovery, has an increasing value and viability. In December 2012 we completed our pre-letting agreement with Admiral Insurance for a new 100,000 sq ft Office building at our Cambrian Centre site, opposite the City’s railway station. Construction commenced in January 2013 with Practical Completion scheduled for August 2014 – the building work is currently ahead of programme. Manchester (New Islington) – Milliners Wharf The Admiral building will dominate the area around the railway station providing a gateway landmark to the City, and represents the first phase of what will become the ‘Station Quarter’ development. We will progressively develop the existing centre to provide up to 70,000 sq ft of Leisure, Bar/ Restaurant and Retail space, and Hotel or Student accommodation. Milliners Wharf has had another highly successful year in both sales and lettings, with only a handful of the 261 apartments built to date, yet to find an occupier. Notably, during the development process, we maintain the income from the existing tenants which include JD Wetherspoon, Scottish & Newcastle and Ladbrokes. Over the course of 2013 and 2014 we will be bringing forward development either directly or in partnership with appropriate property and construction companies plus financial investors. A second phase of development for 144 apartments in 2 separate buildings has recently been granted consent. This forward-thinking scheme offers a wide range of largerthan-average apartments and duplexes, many with striking views of the City beyond, and features a raised amenity area for private use by the residents. 14 Newport – South Wales Station Quarter (Cambrian Centre) With Milliners Wharf’s location in the New Islington masterplan zone, and adjacent to the New Islington stop on the Metro (Manchester’s tram network), this is an excellent scheme that the Group is looking forward to delivering into the reviving Manchester market, revitalising our established “FairBriar Homes” brand. Congleton, Cheshire – Bridestones Centre Despite a series of frustrations in bringing forward the complex set of agreements required to deliver this Town Centre project, we now expect to bring these to a successful conclusion within the coming months permitting the development to start on site later this year. The scheme will deliver an extension to the existing Bridestones Centre incorporating a 60,000 sq ft Food Store, 5 small Shop units, over 200 additional car parking spaces, and extensive areas for public use. Main picture background: Middlewood Locks, Salford, Manchester Bottom far right: Station Quarter, Newport, South Wales Bottom centre: Bridestones Centre, Congleton, Cheshire Bottom left: Milliners Wharf, New Islington, Manchester Scarborough Group International • Business Review 2013 15 Scarborough Group International • Business Review 2013 Sheffield – Digital Campus Given the success achieved in the development of Digital Campus’s first two buildings – Electric Works and Ventana House, we now have commenced marketing of our third phase development. Consent is already approved for a 100,000 sq ft Office project where we hope to see works underway on site during the second half of 2014. Fife - Rosyth Waterfront Our longstanding joint venture with Muir Group comprises 120 acres of land in Rosyth having the largest waterfront site on the East Coast of Scotland and is well positioned for new development in the coming years. A claim for compensation relating to land being utilised to assist in the construction of the new Forth Road Bridge - under the terms of CPOs issued in 2011, is now well progressed and we should have a settlement sum promoted by the District Valuer during September, the major portion of which will thereafter be paid in October 2013. Proposals have recently been submitted for the design and build of a 430,000 sq ft manufacturing unit on 38 acres of our Rosyth land to be leased on a long term basis to a Blade manufacturing organisation involved in the Hydro-Power industry. In tandem with Scottish Enterprise, we are optimistic that this proposal will be accepted permitting us to commence works in the near future. On a smaller scale, we are completing negotiations to design, build and lease a 35,000 sq ft industrial and office building for an Aberdeen based oil and gas company where we are working towards construction operations starting before the end of 2013. 16 Main picture background: The magnificent Firth of Forth Below: Ventana House, Digital Campus, Sheffield Scarborough Group International • Business Review 2013 17 Scarborough Group International • Business Review 2013 Fife - Dalgety Bay Our further venture with Muir Group has seen a Planning Application for the redevelopment of a site at Donibristle, Dalgety Bay submitted in August for the redevelopment of a small Supermarket, family Pub and Drive-Thru Coffee Bar/ Restaurant along with retaining the two existing occupiers. Contracts have been exchanged with Aldi Supermarkets and Marstons Pubs and Taverns who will acquire service sites from us and we are in the final stages of agreeing terms with McDonalds for the DriveThru plot. Stepps, Glasgow - Buchanan Gate Having completed the sale to Scottish Water for their new West of Scotland Headquarters office last year, the final phase of the extremely successful Buchanan Gate is now available and being marketed as a 40,000 sq ft Grade A Headquarters office on the Park’s most prominent site. In response to good levels of interest, we intend to secure a Planning Consent for the proposals and begin construction next year. 18 Scarborough Group International • Business Review 2013 Other Highlights Wigan – Consent was gained in November 2012 for a new scheme comprising an 80 bedroom Hotel and 16,000 sq ft of Retail space. We are in discussion with a prospective operator and hope to bring this development forward in 2014. Stockport – An 11 acre site fronting the M60 and close to Junction 1. A new planning application for a Mixed Use scheme featuring Retail and Motor trade uses will be submitted in the autumn. Rhyl – A 16 acre seafront site with consent for a Mixed Use Retail, Residential and Employment scheme. A new application will be submitted in the summer of 2013 for a revised development, featuring a Food Store and additional Retail. Main picture: Buchanan Gate, Stepps, Glasgow Far left: Dalgety Bay, Donibristle Centre: 80 bedroom hotel, Wigan Right: Seafront site, Rhyl, North Wales Scarborough is proud to maintain its position as a leading UK property developer stretching back to its initial roots in the mid-1970s. We have the ability to tackle all aspects of Real Estate and whilst we may not at times undertake the largest projects, the great number of developments successfully carried out be it in England, Wales, Scotland or Northern Ireland speaks for itself. Our track record is one of the best! 19 Scarborough Group International • Business Review 2013 Services Forsyth Our Serviced Offices division, Forsyth Business Centres UK Limited (Forsyth) has been in operation for some 22 years and continues to manage a network of 16 Serviced Offices in key regional centres throughout the United Kingdom. Lead by a robust and experienced Management Team, Forsyth serves a diverse customer base, ranging from SMEs to large multinational blue chip organisations. The company has experienced significant growth in recent years, increasing turnover and profitability through the identification and development of several strategic sites. At the present time Forsyth operates 6 key sites in London, Edinburgh, Sheffield and Exeter, whilst managing an additional 10 sites on behalf of Landlords on an operational contract basis. This has proved to be an attractive solution for Real Estate owners as it can provide increased rent when compared to traditional leases. A finely tuned business model has meant that management contracts have proved to be a reliable source of income for Forsyth without the risk of increasing overheads as all staffing and maintenance costs are met by the Landlord. 20 Forsyth increased its 2012 turnover by £1.8 million to over £8 million in 2013, generating an EBITDA in excess of £2 million and with additional site development planned for 2014, it is estimated that turnover will improve to £17 million by 2018, thus generating an EBITDA of £7.7 million or thereby. It is intended that we will seek to secure further Serviced Offices venues in London and other key provincial cities together with increasing management contracts throughout the nation. Property Services Scarborough regularly utilise on behalf of our joint venture companies and at times for third parties the skills and experience we have in Development, Project, Asset and Property Management. Likewise given our past history, Fund Management particularly in the raising of capital for investment in certain of our international ventures is also being progressed. Recognising the continuing dislocation in the real estate funding markets, the Group has made great strides in forming important strategic partnerships with well capitalised funding partners. In particular there are many opportunities to acquire, challenging portfolios and other nonperforming funding structures. Scarborough’s ability to partner with experienced investors to provide property expertise needed to extract value at asset level represents an exciting new business opportunity, leveraging off our strong track record in the UK. Work is presently underway to identify and transact on appropriate portfolios. Scarborough Group International • Business Review 2013 Forsyth: The Podium, Euston 21 Scarborough Group International • Business Review 2013 Leisure Football Unfortunately yet another promising football season 2012/13 ended in a Football League play-off semi-final defeat – the seventh in Sheffield United FC’s (SUFC) recent history – and thus we continue life in League One for a while longer. It was recognised that there was the need for change and thus a further overhaul principally affecting the football management and the reshaping of the first team squad has occurred during the close season. This has been concluded and with David Weir as our Team Manager we have in place a much more intellectually astute individual at the helm with excellent leadership qualities. Success to our fine and proud Club will be delivered in the years ahead. 22 Scarborough Group International • Business Review 2013 23 Scarborough Group International • Business Review 2013 We are now in the process of restructuring and improving the management of SUFC’s major off-thefield activities where at Bramall Lane there are the most extensive conference and banqueting facilities in Sheffield, itself England’s fourth largest City. Additionally within the confines of the stadium, we have our own restaurants, public bars, meeting rooms, executive boxes, superstore and a duel museum/function areas. These top class operational assets continue to under-perform – whichever League the Blades are playing in – and so this time around extensive efforts are in hand to create further revenue streams the profits from which can then be used to assist in funding first team and youth football. Likewise at the Academy and our Junior Development Centre new initiatives are planned to better generate commercial returns. A Club of our stature – albeit presently playing in League One – should even in these times of recession be able to 24 secure better commercial earnings from all forms of sponsorship and product sales. In addition to working harder on our contacts in the South Yorkshire region, attempts are in hand to extend our reach within the UK and Internationally. In these times of change it is reassuring to know that our new partners in SUFC fully appreciate the criteria and need of maintaining a safe and sustainable football organisation It is pleasing to note that SUFC’s security and stewarding subsidiary – Premier Sports and Events – has begun to extend its operations to venues other than those controlled by the Club. It is hoped that this business Scarborough Group International • Business Review 2013 Main picture background: The Jessica Ennis Stand Left: Our renowned Academy facilities 25 Scarborough Group International • Business Review 2013 in itself can become profitable again realising monetary returns to aid funding our core first and youth team football. As has been reported to shareholders of Sheffield United plc (SUplc) commencing in 2012 we have worked at separating the football and operational side of SUFC from that of real estate, which remains with SUplc and this was duly achieved earlier in the year. The key reason was to assist in our continued efforts to attract investors to the Football Club in order to achieve our stated aim of reclaiming a Premiership place in the coming years recognising that Sheffield United, unlike many English Clubs, has a top class football infrastructure not only at Bramall Lane – the world’s oldest football stadium where we recently hosted an Under 21 International watched by 27,000 supporters between England and Scotland - but also a 20 acre Academy that has received EPPP Category 2 status, and a Junior Development Centre located within separate parts of the City of Sheffield. The Club is acknowledged as having some of the finest facilities in the country where in past years we have added the commercial benefits of an Enterprise Centre and a four star Hotel both of which adjoin the Stadium and are in the separate ownership of Scarborough branded corporates. Finally I am delighted to advise that we have completed a transaction which sees His Royal Highness Prince Abdullah bin Mossad bin Abdulaziz Al Saud of Riyadh, Saudi Arabia becoming our partner in the reorganised “stand alone” SUFC. Discussions with our new colleagues commenced in January of this year 26 leading to many get togethers to talk through all aspects of the Blades business and thereafter detailed negotiations ensued allowing a formal Agreement to be concluded at the end of August. The key stated intentions of what has become an equally owned Club is to strive and work jointly to achieve the promotion of Sheffield United FC back to the Premier League in the forthcoming years. To this end our partner’s funds will be primarily utilised to enhance and improve first team football. This “globalisation” of our fine and proud club – founded in 1889 – is of significant importance and will bring with it variations to the running and performance of both our on and off-the- field divisions. In these times of change it is reassuring to know that our new partners in SUFC fully appreciate the criteria and need of maintaining a safe and sustainable football organisation alongside remembering and retaining what the Blades stand for as a community and family orientated Club steeped in history and heritage. These virtues are not forgotten. Scarborough Group International • Business Review 2013 Main picture background: Bramall Lane the World’s oldest Football Stadium Far Left: Our latest shirt sponsorship deal with Top Spring Left centre: His Royal Highness Prince Abdullah bin Mossad bin Abdulaziz Al Saud and Kevin McCabe at Bramall Lane 27 Scarborough Group International • Business Review 2013 Hotel It is pleasing to note that as a result of our operational partner – Millennium & Copthorne plc of Singapore - changing its General Manager there has been much progress made improving the level of service and overall guest satisfaction at the Copthorne Hotel, Bramall Lane, Sheffield. A number of key personnel have also been replaced and a more structured revenue and result based culture instilled in the Hotel’s day to day operations. It is heartening to see that guests have indicated an improved level of service and satisfaction, namely:• Internal objective overall guest satisfaction has increased from 85.2% to 89.4% as at July 2013 • Trip Advisor ratings have increased from 89.9% to 92.8% on the year to date • The Hotel has been awarded the Trip Advisor Certificate of Excellence for the period from July 2012 to June 2013, recognising the Copthorne rating within the top ten percent of hotels worldwide for guest satisfaction. Thus, all areas of operation have been reviewed and re-standardised with the Management Team being monitored and measured by specific target Key Performance Indicators. The Hotel pursues maximising income from events such as the Tour de France, British Squash, Schools’ Games, Football fixtures at both Bramall Lane and Hillsborough and functions at all local venues. Further initiatives which target food and beverage revenue will hopefully bear fruit in the second period of this year and in particular:28 • Development of a Members Bar to be operated within the first floor area of the Hotel on Sheffield United match days, targeting season ticket holders and offering reduced beverage pricing with food and entertainment. Annie’s Bar – to tie in with the famous Blades anthem – is due to open in September 2013 • The Festive season provides an opportunity to realise significant food and beverage income and as a result of a focussed approach to marketing so far this year we have already secured 36% of the target for the Christmas period • Due to the success of an advertised “Take That” tribute night, scheduled for November, and which was sold out by early August a further second date in early December is now also being promoted • An intensive campaign to acquire additional inclusive business from sources such as group travel companies and coach operators in an attempt to grow lower rated based business but with guaranteed food and beverage income, is underway • Asian weddings and related functions are proving to be further expanding markets for the Copthorne. To date these activities are 100% increased on 2012 and expected to improve with the proposed development of a kitchen server on the first floor of the Hotel as part of the current capital expenditure programme. Consequently, our Copthorne Hotel is forecasted to exceed the agreed budget of both Gross Operating Profits and EBITDA. Equally, it is anticipated that the core business segments will continue to expand and increase our market share. Guest satisfaction will of course be maintained and more than likely improve as we introduce Wi-Fi in all rooms and improved lighting as from September 2013. Scarborough Group International • Business Review 2013 It is heartening to see that guests have indicated an improved level of service and satisfaction 29 Scarborough Group International • Business Review 2013 Developing partnerships around the world International design and construction management services. Energy and other related operations South East European Consultants (SEEC) Our joint venture activities in Serbia and adjoining countries, principally undertaken in partnership with the Belgrade based Sekrevski Family and generally branded under the ScarDec group name, have progressed well. We anticipate during 2014 seeing not only substantial cash returns emanating back to certain of our Scarborough corporations, but also good profits being earned from the businesses as detailed below. Our Consultancy business – founded in September 2002, provides Energy Consultancy Services covering:- Europe Decotra Power (DP) Formal Heads of Terms were exchanged in 2012 with the Gazprom Corporation of Russia for them to acquire a majority shareholding in DP which is the owner of the Loznica Power Station, where consent and licences are approved to upgrade and extend to produce a 243 megawatt CHP Power Plant. 30 We are now close to completing the formalities of an Agreement with Gazprom permitting the redevelopment of Loznica to take place during 2014 and beyond. Other than providing for ScarDec and the Group cash benefits emanating from the sale of a significant stake in DP, there are also fees to be earned by sister companies for the • Hydro Power and Water Resources • Thermal Energy and Energy Efficiency • Electric Power Systems • Renewable Energy Sources • Environmental and Spatial Planning SEEC has ongoing contracts with a total project value exceeding 4m€ where this work should generate around 1m€ of revenue for us during the second half of 2013. Additionally, new contracts are anticipated to go in place within the coming weeks providing a further 500k€ from an increased clients list which already includes RWE of Germany, Technor Energy AS of Norway, Fichtner GmbH of Germany and World Bank of USA. These contracts are for projects situated not only in Serbia but also Bosnia & Herzegovina and Montenegro. SEEC is headquartered in Belgrade with its own experienced, professional staff supported by external consultants as and when required. Scarborough Group International • Business Review 2013 Pictures above: Power Station at Loznica, near Belgrade,Serbia 31 Scarborough Group International • Business Review 2013 32 Scarborough Group International • Business Review 2013 Decotra Engineering (DE) Established in 2003, DE provides services to the South Eastern European energy sector across four streams, namely:• Engineering and Design • Engineering and Procurement • Engineering and Consulting • Project Management DE is ISO 9001 quality certified and can offer a “one stop shop” option to clients giving it a significant competitive edge compared to competitors. It owns its principal office building situated in Belgrade and has secured contracts so far in 2013 providing fee income of approaching 11m€ DE has established long term partnerships through signed Co-operation Agreements with:• RWE – the second largest electricity producer in Germany • Alstom – a French multinational conglomerate • Technor – a Norwegian multinational conglomerate • Rafako – a Polish company specialising in the energy sector where Decotra has a form of joint venture Our projections for the years ahead show steady profit growth from this principally fee earning business. Titan Developments (Titan) Main picture background: Car Park building at Baba Visnjina, Central Belgrade, Serbia Left: Bottling Plant at Indjija,near Belgrade, Serbia Titan, a company in which ScarDec via an associate controls a 50% interest, has been developing the first private owned Car Park in Central Belgrade where after a series of delays, works on site were finally completed in mid2013. Located in the Baba Visnjina area and formally opening in September 2013, the car park has 388 car spaces, 12 motor cycle spaces and is spread over eleven and a half floors. Some 49 spaces will be available on monthly subscription for 12 hours overnight and a further 49 available for exclusive 24 hour a day usage by the subscriber. It is envisaged that subscribers will be local residents living in the exclusive surrounding apartments. There are an estimated 19,000 residents and 8,400 employees in the gravitation zone of Belgrade’s CBD area equating to the usage of approximately 6,000 cars. In addition to the parking, there are 350 sq m of Class A business premises to be leased alongside a car wash and a news stand which will provide further income streams to Titan. JKP Parking Services have now been formally appointed to operate the car park for a fixed fee of 5,000€ per month plus a variable fee amounting to 5% of revenue. Excellent projections of profitability are estimated for the coming years. Terra Production (Terra) Scarborough is in advanced stages of agreeing to take a major interest in Terra - a Beverage Can Filling operation located in Indjija, some 30 km from Belgrade, and alongside Corridor 10 – one of the key PanEuropean transport highways. This is the first bottle filling facility in Serbia and has the key advantage of being within a Custom free access zone to serve around 15% of the world market. Commencing in 2009, the facility is located within a state of the art building having a can filling capacity of 32,000 cans per hour, together with a beverage mixing capacity of 15,000 litres per hour. The fully automated line can handle slim line 15cls and 25cls cans, sleek 33 Scarborough Group International • Business Review 2013 line 25cls and 33cls cans and standard 33cls and 50cls. Terra provides contract filling services for most beverage types including energy drinks, non-alcoholic carbonated and non-carbonated soft drinks, beers, wine mixes, iced tea drinks and mixed drinks. At Indjija is Terra’s own Laboratory helping to provide advanced quality control where successful annual audits have been performed in 2012 by Coca Cola, Carlsberg, Heineken, Rauch and Quality Austria amongst others. Terra has a strategic partnership with Ball Packaging Europe (the biggest can producer in Europe) and under this arrangement, a good discount on filling prices is given to customers of Ball with Terra receiving favourable supply conditions in return. Our principal service contracts are with Coca Cola, Heineken and Carlsberg and negotiations are well advanced with Monster Energy and due to be completed in September. We are in the process of planning the extension of the premises at Indjija to allow the filling capacity to increase from 70 million cans to 170 million cans per annum. The extension will cost in the region of 4m€ where Ball Packaging have agreed to assist us in securing the construction funds. Terra’s potential profitability in the years ahead highlights increases of substance. 34 Scarborough Group International • Business Review 2013 Pictures: Bottling Plant at Indjija,near Belgrade, Serbia 35 Scarborough Group International • Business Review 2013 Cutting Edge Technology Betting & Gaming VSports Games (VSG)– the new name of our considerably reorganised Betting and Gaming Software company continues to specialise in the global virtual gaming market circulating its products to the industry via multiple distribution channels. Within the last few years the company has developed a highly sophisticated suite of products focused on virtual football, having recently updated the graphics and animations to HD quality. VSports Games Fantastic League is recognised as the most modern and technically advanced virtual fixed odds football game offering action packed live football every 5 minutes, 7 days a week, 22 hours a day. The games are broadcast live and in real time, each combining full match betting markets including singles, doubles, trebles, accumulators, goal cast, home-away-draw, and all the betting requirements expected from the real game. There are a number of ways to play Fantastic League - via internet, broadcast, betting shops and single game - and it is sold on licensing distribution contracts with bookmakers determining the odds for each game. 36 At the beginning of 2013, we made the decision to restructure the business enabling us to realise its true potential in what is a billion Pound per annum industry. In March of this year, the first change was brought about, engaging a new top team led by an independent Chief Executive Officer and new Chief Commercial Officer. The company has gone through a programme of positive adaptations resulting in the repositioning of its headquarters offices to larger space in Malaga, Spain. Coincidentally, we have created a new cutting edge image/brand for VSG with a completely new interactive website (www.vsportsgames.com). VSG is currently embarking on an extensive sales drive that is leading to business in Russia, South Africa, various countries in North Africa, Italy, Peru, Argentina, Brazil, Serbia, Lithuania, United Kingdom, China and other parts of Asia. Furthermore, the company is considering external investment opportunities which should augment VSG’s international expansion plans into both new markets and new products. Scarborough Group International • Business Review 2013 37 Scarborough Group International • Business Review 2013 38 Scarborough Group International • Business Review 2013 Far East and China Scarborough Holdings Ltd (SHL) has been headquartered in Hong Kong along with an office in Shenzhen, China since 2002. During this time, Scarborough’s businesses have flourished and whilst still concentrating on Real Estate, we have diversified into the Consumer sector in order to take advantage of China’s buoyant twelfth Five Year Plan. Our activities therefore incorporate Fashion Retailing, Medical and Beauty Services together with new prospective ventures into Coffee wholesaling and retailing in the People’s Republic of China (PRC) and beyond. 39 Scarborough Group International • Business Review 2013 Real Estate Sector Scarborough’s 10 year partnership with Top Spring International Holdings Limited (Top Spring) – now a Hong Kong Listed corporation – see us presently holding shares amounting to approximately 15% of the company. I retired from the Board of Top Spring in June of this year but the close relationship with Chairman Mr C H Wong and his key business colleagues continues. Our intentions are to steadily and sensibly dispose of most of the quoted stock in the years ahead both for reasons of repatriation in part of funds to the UK but also permitting investment into ventures planned within China, Myanmar and other regions of the Far East. Top Spring is a proud football shirt sponsor of Sheffield United FC demonstrating the friendship between Chairman Wong and Scarborough. In Hong Kong, earlier this year, disposal took place of the remaining units owned in Shun Tak Centre just prior to the imposition of double stamp duty. We took advantage of the then positive market and the sale realised excellent profits for SHL approaching HK$100 million. 40 We have decided to branch into the exciting Myanmar region – formally Burma – where the recent lifting of sanctions by the USA, Europe and the United Kingdom has created huge business opportunities. Since the beginning of this year, the Hong Kong team have conducted in-depth research of the real estate market in Yangon and is examining various potential property development opportunities. A trusted association is being built with the Yangon based JL Group – whose principal businesses are in the Timber, Hotel and Travel industries. Scarborough, in tandem with Hong Kong based Marga Properties, has recently concluded an Agreement to purchase a 22 acre site situated at the junction of U’ Hiaung Road and Zoological Garden Road within the commercial heart of Yangon - the largest city in Myanmar. We have lodged an Application with Myanmar Investment Commission for a scheme comprising of in excess of 1000 new homes in a series of 12 to 16 storey towers, supplemented by Serviced Apartments,Offices, Club Houses, Medical Centre and Retail outlets. Scarborough has a 25% holding in venture with Marga Properties, which in turn holds a 70% interest in the Yangon transaction. We also play an active role at Board and management levels. Our intentions are for SHL to open an office in Yangon in the latter part of 2013. Scarborough Group International • Business Review 2013 Main picture background: Shun Tak Centre - Scarborough’s Hong Kong headquarters Above top: Rainbow Department Store, Shenzhen Above: Top Spring proudly displayed as Sheffield United’s away shirt sponsor. Picture opposite page: Residential project at U’Hiaung Road, Yangon, Myanmar 41 Scarborough Group International • Business Review 2013 Main picture top: Shenzhen Water Flower Garden Left: Springland, Shenzhen Bottom left: Chengdu Landmark, Chengdu Bottom centre: Shenzhen Landmark, Shenzhen Bottom right: Tianjin Le leman City, Tianjin 42 Scarborough Group International • Business Review 2013 43 Scarborough Group International • Business Review 2013 Consumer Sector The Group still maintains an indirect interest in Rainbow Department Stores – an organisation listed on the Shenzhen Stock Exchange - which now has over 60 outlets operating in major cities of PRC. Our relationship with Rainbow and in particular their principal shareholder AVIC Group, is very strong and this is demonstrated by ScarVic Retail Management Services Limited (ScarVic) which was founded in mid-2011 with the purpose of providing a “one-stopshop” for UK and European retailers wishing to expand into China. In turn this led to the formation of ScarFiel Retail Management Services (ScarFiel)– a venture between ScarVic and Cortefiel of Madrid, Spain to bring their two key brands namely “Springfield” and “Pedro del Hierro” to PRC. As at mid-2013 stores have been opened in Shanghai, Beijing, Guangzhou, Shenzhen, Chongqing, Ningbo, Hangzhou and Suzhou. Before the end of this year we anticipate some 25 Springfield and Pedro del Hierro shops to be trading in China. Scarborough are highly regarded in PRC, Hong Kong and now Myanmar, having been one of the first privately owned UK companies in the 21st century to be actively involved in the Real Estate and Consumer markets. 44 Scarborough Group International • Business Review 2013 With growing awareness of self-image in Hong Kong and China, Scarborough has also entered into an agreement to invest in UMB Limited – a Medical Beauty Services organisation with some 33 outlets in Hong Kong, 3 in Macau and 8 in China. UMB is embarking on an ambitious expansion programme which will see them as a leading player in PRC in the years ahead, utilising their 3 key brands – “Dr Pro”, “Dr Reborn” and “Be a Lady”. Lead by our Hong Kong team we recently exchanged detailed Heads of Terms with the Novell family of Barcelona to “bring Coffee to China”. The Novell’s established their business in 1958 and bring with them as our partners wealth of knowledge and experience in the “world of coffee”,operating in Spain and Italy specialised Coffee Houses as well as distributing their branded products to hotels, restaurants and shops. It is interesting to note that the current coffee consumption levels in PRC amounts to only 5 cups per capita – an exceedingly low level - and thus the growth potential is vast. The market size for coffee drinking is expected to reach RMB1 trillion within 10 years and RMB2 trillion to RMB3 trillion by 2030. Scarborough are well regarded in PRC, Hong Kong and now Myanmar, having been one of the first privately owned UK companies in the 21st century to be actively involved in the Real Estate and Consumer markets. Background knowledge and experience in turn should be a stepping stone for the success of Scarborough Oriental Ventures Limited (SOVL) – the renamed China Growth Opportunities Limited, Scarborough Oriental Ventures Limited 45 Scarborough Group International • Business Review 2013 46 Scarborough Group International • Business Review 2013 Our AIMs listed company, in which we took a 29% shareholding in mid-2012. SOVL is in the process of being re-launched with a view to providing its shareholders with exposure to high quality growth companies in selected sectors of the China and Far Eastern markets. The investment strategy is to take meaningful minority stakes in profitable, well managed companies, primarily in the Retail, Consumer, Real Estate and Services markets, working with the management teams of those businesses, to help them achieve their strategic objectives. A typical hold period for targeted investments is 3 to 5 years and the Directors will create a portfolio of assets with a sensible spread of risk. Scarborough – utilising its understanding of the Far East and with an extensive network of contacts and resources available via our long established team will create an attractive deal flow and thereafter actively manage investments made through to exit. Since acquiring its stake in SOVL, the team has focused on setting the platform for the re- launch including changes to the Board, initial investor soundings and a rebranding of the business. Additionally, there has been a significant effort to develop a strong pipeline of opportunities to ensure that the new fund will be energetically invested in from the start. The Group is now engaged in the capital raising programme with an initial target fund of between £50m - £75m. 47 Scarborough Group International • Business Review 2013 Australia It is frustrating to report that due to serious mismanagement and improper activities undertaken by the key executives managing our joint venture company – Scarborough Pacific Group Pty Ltd (SPG) – (now renamed FGHA Pty Ltd ) we have decided to withdraw from the Australian market. SPG’s primary asset at Double Bay, Sydney is in the process of being sold with completion due in September 2013. We are vigorously pursuing the two executives for compensation via the Courts as a result of their actions where it is abundantly clear that certain of SPG’s funds were used for activities outwith the company’s ownership. We expect to secure compensation in due course. The interest we have in Central Coast Mariners FC (CCMFC) – via the Mariners Trust – was sold in July 2012 but I remain as a Director of the Football Club and thus would hope that the link between the Mariners and the Blades in the years ahead can be strengthened. Scarborough retain a profit share arrangement in the Mariners leisure related project situated at Tuggerah, North Sydney where construction work continues to be at or about on programme. Apart from the provision of training facilities for CCMFC the project includes a commercially run 5-aside football, an Aquatic Centre, Hotel, Office premises and Club House. 48 Scarborough Group International • Business Review 2013 49 Scarborough Group International • Business Review 2013 Summary The second half of 2013 should see the successful completion of our recently negotiated revised agreement with Lloyds pretty much addressing the problematical part of SGIL and allowing colleagues to then spend more time in advancing the property trading, investment and development business in the UK. From the collapse of SGIL’s past key financier, excellent new and healthy relationships have been formed with Santander and Investec in support of a good number of our UK transactions. Likewise in the Far East, HSBC continue to assist Scarborough. Our travel overseas – for Scarborough to become global – started in the 1980s with property projects embarked upon in Houston, Texas USA stretching all the way to Antwerp, Belgium – still the location of our Group’s international headquarters. Over this period the weight and balance of UK to global ventures has changed dramatically alongside the extension of our range of activities beyond that of real estate. Personal sacrifices aside, Scarborough’s far sightedness and vision of some four decades ago to “become international” have seen a noteworthy level of business undertaken particularly in Europe and the Far East. In today’s ever changing world our ability to adapt remains critical. Hard work and consistent effort are natural within the Scarborough organisation and the lessons learned over some forty years or more of business means we can never be complacent thus our “pull, push and shove” maxim is not to be forgotten. I express my sincere gratitude to all members of the Scarborough team around the globe for their constant endeavours and good spirit. Kevin McCabe Chairman 50 Scarborough Group International • Business Review 2013 Panoramic view of the City of Sheffield showing Digital Campus ( in the foreground) and the home of football, Bramall Lane. 51 Scarborough Group International • Business Review 2013 52 Scarborough Group International • Business Review 2013 A panoramic view of Scarborough Bay taken from Europa House where the roots of Scarborough Group began before the wings flew 53 Scarborough Group International • Business Review 2013 Scarborough’s History UK - 1966-76 UK/Europe - 2000 Europe - 2004 UK - 1976 UK - 1980 Ancient Mariner Properties Limited UK - 1989 UK - 2004 UK - 2000 Full control Scarborough Development Group plc UK - 2001 Europe - 2005 UK - 1990 UK - 2002 China - 2006 UK, Hong Kong/China - 1991 Hong Kong/China - 2002 Australia - 2007 UK - 1991 Scarborough Holdings Limited Hong Kong/China - 2002 International - 2007-2008 UK - 1995 Scarborough International UK - 2003 China -2008 China - 2003 Hungary -2008 UK - 1997 UK/Europe - 2000 54 Scarborough Group International • Business Review 2013 Serbia/Italy- 2011 India -2008 China - 2011 Spain - 2011 FairBriar UK - 2012 Australia -2009 Hong Kong/China - 2011 Scarborough Listed on the Hong Kong Exchange Scarborough Oriental Ventures Limited China - 2012 Holdings (UK) Limited UK -2009 Scarborough Capital International - 2012Limited China - 2011 Scarborough United Group Limited International - 2012 Canada-2010 China - 2011 Hong Kong/China - 2012 Australia -2010 ScarWyn Hong Kong - 2011 UK - 2012 Scarborough Development Group UK - 2010 Scarborough Properties (UK) Limited ScarNov Coffee Group UK - 2011 International - 2013 55 UNITED KINGDOM London T: +44 (2)20 7127 9170 Leeds T: +44(113) 284 0800 Edinburgh T: +44(0)131 240 1230 Scarborough T: +44(0)1723 500208 Sheffield T: +44 (0)871 995 1889 EUROPE Brussels, Belgium +32 (0)2 550 3557 Belgrade, Serbia T: +381 11 244 22 44 La Manga, Spain T: +34 968 175647 Malaga, Spain T: +34 686 395 141 Malta T: +356 2577 0000 Milan, Italy T: +390 27 82 399 FAR EAST/CHINA Hong Kong T: +852 2869 9683 Design: saltmerdesign.co.uk China T: +86 755 82116991 www.scarboroughgroup.com