Final Results

LONDON FINANCE & INVESTMENT GROUP P.L.C. ("Lonfin", "the Company" or "the Group") Preliminary announcement of unaudited results for the year ended 30th June 2009 London Finance & Investment Group P.L.C. (LSE: LFI, JSE: LNF), the investment company whose assets primarily consist of three Strategic Investments and a General Portfolio, today announces its Preliminary Results for the year ended 30th June 2009. Chairman's statement Lonfin is an investment company whose assets primarily consist of three Strategic Investments and a General Portfolio. Strategic Investments are significant investments in smaller UK quoted companies and these are balanced by a General Portfolio, which consists mainly of investments in major U.K. and European equities. At 30th June 2009, the three Strategic Investments, in which we have board representation, were our associated company Western Selection P.L.C., MWB Group Holdings Plc and Finsbury Food Group plc. Detailed comments on our Strategic Investments are given below. Our objective is to achieve capital growth in real terms over the medium term, while maintaining a progressive dividend policy. We are operating in difficult times. Stock markets are down and many companies are cutting dividends. We are not immune to these external factors. In spite of this the Group is in a reasonable position: * The General Portfolio is yielding 3.13%. * Borrowings are 30% of the value of liquid stock market investments * Operating costs have been reduced and are expected to fall further in the current year Results The Group made a loss before tax for the year of £807,000 (2008 - loss - £ 995,000), after the Group share of an exceptional impairment charge in Western of £239,000 (2008 - £1,322,000). Our operating income last year was higher due to profits realised on sales of investments. Our loss after exceptional items, tax and minority interest was £796,000 (2008 - loss - £1,003,000) giving a loss per share of 2.6p (2008 - 3.2p). Our net assets per share have decreased 46% to 21p from 39p last year, reflecting the reduction in value of the Strategic Investments. These have declined in value by 45% and our General Portfolio by 24% after taking into account additions and disposals of investments. This compares with the decreases in the FTSE 100 index of 24% and the FTSE Eurotop 300 index of 29% over the year. At the date of this report, our unaudited net asset value had increased by 22% since the year end to 26p. Dividend In the absence of a dividend from Western, we are not recommending a final dividend, but it is our intention to resume paying dividends as soon as our dividend income recovers sufficiently. Strategic Investments Western Selection P.L.C. ("Western") The Company owns 7,864,412 shares, being 43.8% of the issued share capital of Western and 3,785,820 of Western's 2010 warrants On 29th September 2009, Western announced a loss before associates and exceptional items of £479,000 for its year to 30th June 2009 (2008 - profit - £ 378,000). In addition, Western has made impairment provisions against some of its investments of £546,000 (2008: provision against Creston £3,019,000). Including associates and after exceptional items and tax, and on its increased share capital, losses per share were 4.8p (2008 - losses 16.4p). Western is unable to pay a dividend because the decline in value of its investments is such that its net assets are 12% less than the total of its share capital, share premium and non-distributable reserves. Western's net assets at market value were £8,936,000, equivalent to 50p per share, a decrease of 14% from 58p last year. The market value of the Company's investment in Western at 30th June 2009 was £ 2,174,000 and the book value was £4,383,000. At market value this represents 33% of the net assets of Lonfin. The underlying value of the Company's investment in Western, valuing Western's investments at market value, was £4.3 million (2008 - £4.6 million). Mr. Marshall is the Chairman of Western and Mr. Robotham and Mr. Beale (the chief executive of our associated company City Group P.L.C.) are non-executive directors. Western has strategic investments in Creston plc, Northbridge Industrial Services plc, Swallowfield plc and Hartim Limited. An extract from Western's announcement of its strategic investments is set out below: Creston plc Creston is a marketing services group whose strategy is to grow within its sector both by organic growth and through selective acquisition to become a substantial, diversified marketing services group. The audited results for the year to 31st March 2009, show a profit after tax of £6,597,000 (2008 - £4,782,000), equivalent to earnings of 12.2p per share (2008 - 8.65p). On 7th July 2009 Creston announced a placing of new shares, raising approximately £3.3 million (gross). Western did not participate in the placing and maintained it's holding of 3,000,000 shares in Creston. Following the placing, this represents 4.9% of Creston's issued share capital with a value at 30th June 2009 of £1,920,000 (2008 - £1,425,000) being 21% (2008 - 14%) of Western's assets. Northbridge Industrial Services PLC Northbridge was formed for the purpose of acquiring companies that hire and sell specialist industrial equipment supplying a non-cyclical customer base including utility companies, the public sector and the oil and gas industries. In particular it will seek to acquire specialist businesses that have the potential for expansion into complete outsourcing providers. Sales are made to the U.K., U.S.A., Brazil, Singapore, Germany, UAE and Korea; Northbridge also has subsidiaries operating in Dubai and Azerbaijan. Northbridge announced profits of £1,918,000 for the year ended 31st December 2008 (2007 - £1,154,000) and declared a final dividend of 2.6 per share, making 3.9p for the year (2007 - 3p). In June 2009, Northbridge raised approximately £2 million by way of an open offer in order to finance the expansion of its hire fleet. Western took up 375,000 shares in that offer at a cost of £413,000 and now holds 1,875,000 shares in Northbridge (20.97%). The value of the investment at 30th June 2009 was £ 2,156,000 (2008 - £2,558,000) being 24% (2008 - 25%) of Western's assets. Swallowfield plc Swallowfield is a market leader in the development, formulation manufacture and supply of cosmetics, toiletries and related household products for global brands and retailers operating in cosmetics, personal care and household good markets. Since Western's year ends Swallowfield's results for their year to 30th June 2009 have been announced showing maintained profits of £1,522,000 (2008 - £1,537,000) and an increase of dividend from 5.5p to 5.9p per share. Their board indicated progress for the next 12 months. Western increased its holding in Swallowfield during the year and now owns 1,331,500 shares which is 11.8% of the issued share capital. The market value of Western's holding in Swallowfield on 30th June 2009 was £999,000 (2008 - £971,000), being 11% (2008 - 9%) of Westerns' net assets. Western would like to see the Swallowfield board strengthened and remain in discussions with the company and other major shareholders about the composition of the Swallowfield board. Hartim Limited Hartim is the unquoted holding company for Tudor Rose International Limited ("TRI") which was founded in 1984. It works closely with a number of leading UK branded fast moving consumer goods companies, offering a complete sales, marketing and logistical service. Based in Stroud, Gloucestershire, TRI sells into 78 countries worldwide including USA, Spain, Portugal, Italy, Czech Republic, Russia, Turkey, South Africa, Saudi Arabia, UAE, Malaysia, Australia and China. Western holds 49.5% of Hartim, which has a 31st December year end and achieved profits in 2008 of £443,000 on turnover of £16,809,000. Western's share of the consolidated profit after tax for the twelve months to 30th June 2009 was £181,000 (2008 - three months £69,000) and the book value of the investment at 30th June 2009 was £979,000 (2008 - £797,000), being 11% (2008 - 8%) of Western's assets. MWB Group Holdings Plc ("MWB") The Company holding in MWB was unchanged from the 2 million shares held at June 2008, representing 2.76% of MWB's issued share capital. The market value at 30th June 2009 was £980,000, compared with the book value of £1,681,000, and represents 15% of the net assets of Lonfin. MWB is in the process of moneytising its assets for the benefit of all stakeholders through an orderly disposal programme. Mr. Marshall is a non-executive director of MWB and the board constantly reviews the programme of disposal. Finsbury Food Group plc ("Finsbury") The Company holding in Finsbury remains at 8,000,000 shares, representing 15.55% of their share capital. The market value of the holding was £1,640,000 on 30th June 2009 (cost - £1,893,000) and represents 25% of the net assets of Lonfin. Finsbury is one of the largest suppliers of premium cakes, bread and morning goods in the UK. The group currently supplies most of the UK's major supermarket chains, including Asda, Morrisons, Sainsbury, Somerfield, Tesco and Waitrose. Mr. Marshall is the non-executive chairman and Mr. Beale, the Chief Executive of our associated company City Group P.L.C., is a non-executive director of Finsbury. General Portfolio The General Portfolio is diverse with material interests in Food and Beverages, Oil, Natural Resources, Chemicals, and Tobacco. We believe that the portfolio of quality companies we hold has the potential to outperform the market in the medium to long term, especially in respect of our Western European holdings. The number of holdings in the General Portfolio has decreased to 29 from 35. We have decreased the amount invested in the General Portfolio by £715,000 (2008: decreased by £188,000) over the year. We have a £2 million bank facility in addition to the facility to cover the increased investment in Western, and at 30th June 2009 had drawn down £1.6 million. This leaves £400,000 available for further investment when the Board feels appropriate. The fall in value of our investments over the period has increased borrowings as a percentage of the market value of all stock market investments from 20% to 29%. Outlook The outlook for stock markets remains very uncertain. We will continue to adopt a cautious stance, with our general portfolio invested in the best European companies. By Order of the Board CITY GROUP P.L.C. Secretaries 30th September 2009 Annual General Meeting The Company's Annual General Meeting will be held at its registered office, 30 City Road, London, EC1Y 2AG, U.K. on Wednesday 28th October 2008 at 10.30 a.m. The annual report and accounts will be posted to shareholders on or before 5th October 2009. Unaudited Consolidated Income Statement For the year ended 30th June 2009 2008 £000 £000 Operating Income Investment operations 104 645 Management services 468 516 Administrative expenses Investment operations (359) (373) Management services (492) (507) ---------- ---------- Operating (loss)/profit (279) 281 Share of result of associated undertaking - normal (138) 195 Share of result of associated undertaking - exceptional (239) (1,322) Interest payable (151) (149) ---------- ---------- Loss on ordinary activities before taxation (807) (995) Tax on result of ordinary activities - (2) ---------- ---------- Loss on ordinary activities after taxation (807) (997) Equity minority interest 11 (6) ---------- ---------- Loss for the financial year attributable to members of the (796) (1,003) holding company ====== ====== Reconciliation of headline earnings per share Basic (loss) per share (2.6)p (3.2)p Adjustment for exceptional items net of tax and minorities 0.8 p 4.2 p --------- --------- Headline earnings per share (1.8)p 1.0p --------- --------- Unaudited Consolidated Statement of Changes in Shareholders' Equity Share of undistributed Retained Ordinary Share Unrealised results of realised share premium Revaluation profits/ subsidiaries profits & (losses) & capital account Reserve on associates losses Total investments Year ended 30th £000 £000 £000 £000 £000 £000 £000 June 2008 Balances at 1st 1,560 2,328 330 - - - July 2007 Restated balances - - - 9,095 1,702 5,505 20,520 at 1st July 2007 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Loss before fair - - - - (1,250) (106) (1,356) value release from equity Fair value of - - - - - 353 353 investments recycled to income statement on disposal ---------- ---------- ---------- ---------- ---------- ---------- ---------- Loss attributable - - - - (1,250) 247 (1,003) to shareholders Fair value recycled - - - (353) - - (353) from equity to income statement Fair value - - - (6,589) - - (6,589) adjustment on listed undertakings ---------- ---------- ---------- ---------- ---------- ---------- ---------- Total income and - - - (6,942) (1,250) 247 (7,945) expense for the period ---------- ---------- ---------- ---------- ---------- ---------- ---------- Dividends paid in - - - - - (343) (343) respect of the previous year Interim dividend - - - - - (172) (172) paid ---------- ---------- ---------- ---------- ---------- ---------- ---------- Total transactions - - - - - (515) (515) with shareholders for the year ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balances at 30th 1,560 2,328 330 2,153 452 5,237 12,060 June 2008 ====== ====== ====== ====== ====== ====== ====== Year ended 30thJune 2009 Balances at 1st July 1,560 2,328 330 2,153 452 5,237 12,060 2008 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Loss before fair - - - - (503) (470) (973) value release from equity Fair value of - - - - - 177 177 investments recycled to income statement on disposal ---------- ---------- ---------- ---------- ---------- ---------- ---------- Loss attributable to - - - - (503) (293) (796) shareholders Expenses of capital - (10) - - - - (10) re-organisation Fair value recycled - - - (177) - - (177) from equity to income statement Fair value - - - (4,047) - - (4,047) adjustment on listed undertakings ---------- ---------- ---------- ---------- ---------- ---------- ---------- Total income and - (10) - (4,224) (503) (293) (5,030) expense for the period ---------- ---------- ---------- ---------- ---------- ---------- ---------- Final dividends paid - - - - - (202) (202) in respect of the previous year Interim dividend - - - - - (172) (172) paid ---------- ---------- ---------- ---------- ---------- ---------- ---------- Total transactions - - - - - (374) (374) with shareholders for the year ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balances at 30th 1,560 2,318 330 (2,071) (51) 4,570 6,656 June 2009 ====== ====== ====== ====== ====== ====== ====== Unaudited Consolidated Balance Sheet at 30th June 2009 2008 £000 £000 Non-current Assets Tangible assets 390 403 Investments 4,794 8,784 ---------- ---------- 5,184 9,187 ---------- ---------- Current Assets Listed investments 3,976 5,726 Accounts receivable 309 319 Bank balance and deposits 114 36 ---------- ---------- 4,399 6,081 Current Liabilities Accounts payable: falling due within one year (2,837) (3,107) ---------- ---------- Net Current Assets 1,562 2,974 ---------- ---------- Total Assets less Current Liabilities 6,746 12,161 ===== ===== Capital and Reserves Called up share capital 1,560 1,560 Share premium account 2,318 2,328 Revaluation reserve 330 330 Unrealised profits and losses on investments (2,071) 2,153 Share of undistributed profits and losses of subsidiaries (51) 452 and associates Company's retained realised profits and losses 4,570 5,237 ---------- ---------- 6,656 12,060 Minority equity interests 90 101 ---------- ---------- 6,746 12,161 ===== ===== Unaudited Consolidated Cash Flow Statement For the year ended 30th June 2009 2008 £000 £000 Cash inflow on operating activities Cash generated by operations, including General Portfolio 438 4 investment Dividends receivable 537 458 Interest paid (151) (148) Interest received 6 5 Taxation paid - (235) ---------- ---------- Net cash generated by operations 830 84 Investing activities Non-current asset investments - purchased - (1,297) ---------- ---------- Net cash outflow from investment activities - (1,297) ---------- ---------- Financing Share capital issued - - Cost of warrant issue (10) - Equity dividends paid (374) (515) Net (repayment)/drawdown of loan facilities (368) 1,677 ---------- ---------- Net cash (outflow)/inflow from financing (752) 1,162 ---------- ---------- Increase/(Decrease) in cash 78 (51) ===== ===== Notes 1. Earnings per share are based on the loss on ordinary activities after taxation and minority interests and on 31,201,133 shares (2008 - 31,200,000) being the weighted average of the number of shares in issue during the year. 2. The net assets attributable to shareholders, taking investments at market value, are before providing for any tax that may arise on realisation. 3. The financial information in this preliminary announcement of unaudited group results does not constitute the company's statutory accounts for the years ended 30th June 2009 or 30th June 2008 but is derived from those accounts. The accounts have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and with those parts of the Companies Acts 2006 applicable to companies reporting under IFRS. The accounts are prepared on the historical cost basis, except for certain assets and liabilities which are measured at fair value, in accordance with IFRS. The audited accounts of the group for the year ended 30th June 2008 have been reported on with an unqualified audit report and have been delivered to the Registrar of Companies. Enquiries to: London Finance & Investment Group 020 7448 8950 David Marshall / Edward Beale
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