Interim Results

London Finance & Investment Group P.L.C. 10th March 2003 UNAUDITED RESULTS FOR THE SIX MONTHS TO 31STDECEMBER 2002 The directors are pleased to present the unaudited interim results of the company for the six months ended 31st December 2002. Results Our profit on ordinary activities attributable to shareholders for the six months was £71,000 compared to a loss of £5,000 for the same period in 2001 and earnings per share were 0.28p (2001 - loss per share of 0.02p). The operating profit is mainly due to profits realised on sales of investments in the period. Dividends received during the period decreased as a result of Marylebone Warwick Balfour Group Plc ('MWB') ceasing payment of dividends due to a major change in the direction of its business (see MWB below). Management services income has increased due to timing of one off tasks undertaken on behalf of clients. During both 2000 and 2001 our associated company, Western Selection P.L.C., realised exceptional profits on the sale of part of its investment in The Sanctuary Group PLC. This has not been repeated this year and is the main reason for the decrease in contribution to profit from Western. As is our practice, we are not paying an interim dividend; the dividend paid in October 2002 was for the 12 months ended on 30th June 2002. At 31st December 2002 our net asset value per share was 30.1p, a decrease of 23% from 30th June 2002 and 19% from 31st December 2001. Net asset value has declined mainly due to a significant decrease in the market value of our strategic investment in MWB, which is held as a long term fixed asset. Excluding MWB, our net asset value per share has declined by 8% over the last six months. This compares with falls in the FTSE 100 and the FTSE All Share during the same period, which were down 15% and 17% respectively. If we value our investment in Western at net asset value, rather than market value, our net assets per share at 31st December 2002 were 35p compared to 43p at 30th June 2002. Investment policy and management Our investment policy is to have strategic stakes in a few special situations, and hold a diversified general portfolio of U.K. and European listed equities. Strategic investments are minority positions where we seek to exercise influence over the management of the investment. We are represented on the boards of two of our strategic investments (MWB and Finsbury Food Group plc) and, in turn, Western is also represented on the boards of three of its strategic investments, Creston plc, The Sanctuary Group PLC and Doctors Direct plc. I manage our general portfolio, together with one of our non-executive directors, Michael Robotham. Decisions in relation to both our strategic and unlisted investments are taken by the board as a whole. Strategic Investments Marylebone Warwick Balfour Group Plc ('MWB') In view of the worsening economic environment and its impact upon business activities, MWB took the decision in early 2002, to mature and realise its assets for the benefit of all stakeholders. An orderly disposal program is presently under way and the Group has already realised certain assets, including its interest in the Cannon Street property, the residential development site at Royal Victoria Docks and the Teesside Leisure Park at Stockton-on-Tees. The Board of MWB are committed to return 200p a share to shareholders by December 2005. If this target is achieved we will realise approximately £4.5 million more than the current value of our investment. During the year ended 30th June 2002, MWB produced a loss on ordinary activities before exceptional items and after taxation of £31.6m and incurred exceptional items of a further £75.6m. This compared to a profit of £9.2m in the previous year. The principally non-cash exceptional write-downs reflect the diminution in the property and enterprise value of MWB's serviced office subsidiary, together with the value of certain investments and the Liberty brand. The share price at 31st December 2002 was 50.75p, compared to 88p at 31st December 2001, and was 49.5p on 28th February 2003. Finsbury Food Group plc (formerly Megalomedia plc) During August 2002 Megalomedia plc, a clean cash shell, changed direction and moved into the food industry by successfully completing the acquisition of Memory Lane Cakes Ltd ('Memory Lane'), a supplier of ambient temperature cakes to leading U.K. supermarkets. At the same time, the name of the company was changed from Megalomedia plc to Finsbury Food Group plc ('FFG') and David Brooks, the then Managing Director of Memory Lane, was appointed Group Chief Executive. Memory Lane bakes own-label cakes for major supermarkets and produces a number of brands of its own under licence, including Mrs Beeton, Bubblegum and a number of Nestlé confectionery brands. During February 2003 FFG acquired the trade and assets of Nicholas & Harris, a supplier of specialty bread and cake products mainly to major supermarket chains. The acquisition is expected to be earnings enhancing in the year ending June 2004. The Board of FFG believe that significant opportunities exist within the fragmented UK food sector to develop profitable niche businesses and, through organic growth and acquisition, to create a substantial cash generative Group. Following the announcement of the change of direction of the business to a food group, we acquired 200,000 new shares and a further 1,566,667 warrants. We now hold 4,500,000 shares in FFG, representing 21.47% of the issued share capital, and 3,000,000 warrants, representing 45.79% of the warrants. The share price at 31st December 2002 was 29p, compared to 26p at 31st December 2001, and was 31p on 28th February 2003. Western Selection P.L.C., our associate strategic investment company, announced profits after tax for the six months to 31st December 2002 of £166,000 (2001- loss of £125,000, excluding exceptional items). Western's intention, subject to unforeseen circumstances, is to maintain the dividend for the current year, which it anticipates paying in October 2003. Western's net asset value per share at 31st December 2002, taking listed investments at market value, was 19.2p. This is a reduction of 13% from 30th June 2002 and 30% from 31st December 2001. This compares with falls in both the FTSE 100, which was down 15% over the last six months and 24% over the year, and the FTSE All Share, which fell 16% in the last six months and 25% over the year. The market value of General Portfolio investments listed on the London Stock Exchange was £ 3,960,000 (£5,287,000 at 30th June 2002), on other exchanges £440,000 (£469,000 at 30th June 2002) and on Ofex and AIM £158,000 (£234,000 at 30th June 2002). Western's share price at 31st December 2002 was 11.25p, compared to 14p at 31st December 2001, and was 11p on 28th February 2003. Western has strategic investments in The Sanctuary Group PLC, Creston plc, Swallowfield plc and Doctors Direct plc and has recently reported on them as follows: The Sanctuary Group plcis one of the world's leading developers of intellectual property rights in the fields of music, television and entertainment. It has issued accounts for the twelve months to 30thSeptember 2002, reporting an increase in turnover of 44% and operating profits before interest and tax of £12,321,000 (2001 - £10,032,000). Earnings per share increased 2.6% to 2.01p from 1.96p last year, and the full year dividend is increased from 0.30p to 0.35p. The Sanctuary share price has decreased from 48.25p at 30thJune 2002 to 40.0p at 31stDecember 2002 and was 35p on 21st February 2003. Creston plcis the holding company of a Marketing Services Group with a'Buy and Build' strategy. The main components of the group are Marketing Sciences Ltd (MSL), Mobile Sensory Testing Services Ltd, both acquired in January 2001, The Real Adventure Marketing Communications Ltd (RAMC), which was acquired in November 2001, and EMO Group Ltd (EMO) which was acquired in December 2002. MSL is a broad based market research agency, MSTS provides expertise in sensory analysis and profiling of products and RAMC provides a comprehensive range of creative and marketing disciplines for clients including brand development, direct mail campaigns, eMarketing, customer relationship and database management, incentive schemes, advertising and design. EMO is a channel marketing and marketing communications company covering all the paths a customer takes to the product and ultimately their purchasing decision. Interim results for the six months to 30thSeptember 2002 show earnings of £136,000 (2001 - loss of £194,000), including the first full 6 months contribution from RAMC. The Creston share price was 56p at 30thJune, improved to 56.5p at 31stDecember 2002 and was 62.5p on 21st February 2003. We have increased our investment in Swallowfield plcto 8% from 7% at a cost of £55,000. Swallowfield are a high value added and innovative supplier of quality personal care and other products to branded and own label customers. They specialise in formulation and manufacture of aerosol and non-aerosol products for retail distributors, the contract filling of aerosols and the manufacture of cosmetic pencils and other cosmetic products. Results for the year ended 30thJune 2002 showed turnover up 7%, and operating profit up 21% to £2,628,000. Earnings per share at 15p increased 21% on last year. In November, Swallowfield announced that, 'a combination of severe pressure on margins and some erosion due to increases in our natural cost base, coupled with the delayed `ramp up' of production output due to labour unavailability, have combined to hold back the levels of profit' in the key pre-Christmas profit generating period. The Swallowfield share price was 89.5p at 30thJune, 87.5p at 31stDecember 2002 and 78.5p on 21st February 2003. We have invested £451,000 to acquire 16% of Doctors Direct plc, a company that provides a visiting GP service direct to individuals at their home, hotel or workplace 24 hours a day, 365 days a year. Visits are made at the patient's request and convenience. Doctors Direct listed on OFEX at the end of August 2002. Results for the year ended 30thJune 2002 showed a profit from operations. However, after head office, flotation costs and goodwill amortisation, a loss of £153,000 was incurred for the year (equivalent to 2.2p per share post listing). Interim results for the six months to 31stDecember 2002, the period in which the company was listed, are expected shortly. Doctors Direct's share price was 44.5p at 30thDecember 2002 and 41.5p on 21st February 2003. Conclusion Our long standing strategy is to achieve increasing value for shareholders from our Strategic Investments whose quoted value may well be volatile, and a General Portfolio of leading shares in companies which operate on a global basis. The outlook for equity markets in both the short and medium term is uncertain - with our low gearing - we are relatively well positioned to take advantage of any investment opportunities that may arise. We declared a dividend for the year to 30th June 2002 of 0.8p per share, which was paid in October. As mentioned above, it is not our intention to pay interim dividends; and, subject to unforeseen circumstances, we expect to at least maintain our dividend for the year to 30th June 2003, which we anticipate paying in October 2003. David C. Marshall Chairman Unaudited Consolidated Profit & Loss Account Half year Year 31st December 30th June 2002 2001 2002 £000 £000 £000 Operating Income Dividends received 51 93 162 Interest and sundry income 14 20 28 Profit/loss on sales of investments 77 (109) 86 _____ _____ _____ 142 4 276 Management services income 292 242 495 _____ _____ _____ 434 246 771 _____ _____ _____ Administrative expenses Investment operations (138) (141) (263) Management services (250) (232) (481) _____ _____ _____ Total administrative expenses (388) (373) (744) _____ _____ _____ Operating profit/(loss) 46 (127) 27 Share of result of associated undertaking - normal 68 (50) (98) - exceptional - 219 219 Interest payable (26) (43) (88) _____ _____ _____ Profit/(loss) on ordinary activities before 88 (1) 60 taxation Tax on result of ordinary activities (1) (1) (9) _____ _____ _____ Profit/(loss) on ordinary activities after 87 (2) 51 taxation Minority interest (16) (3) (7) _____ _____ _____ Profit/(loss) attributable to members of the 71 (5) 44 holding company Proposed dividend - - (205) _____ _____ _____ Retained profit/(loss) for the period 71 (5) (161) _____ _____ _____ Earnings/(loss) per share 0.28p (0.02)p 0.17p Earnings/(loss) per share excluding exceptional 0.28p (0.88)p (0.68)p Fully diluted earnings/(loss) per share 0.28p (0.02)p 0.17p Dividend per share Nil Nil 0.80 Unaudited Consolidated Balance Sheet 31st December 30th June 2002 2001 2002 £000 £000 £000 Fixed assets Tangible assets 461 485 471 Investments 7,320 7,800 7,741 ______ ______ ______ 7,781 8,285 8,212 Current assets Listed investments 2,374 2,577 2,743 Unlisted investments 43 43 43 Debtors 114 133 187 Cash, bank balances and deposits 36 46 26 ______ ______ ______ 2,567 2,799 2,999 Creditors falling due within one year (633) (1,320) (1,583) ______ ______ ______ Net Current Assets 1,934 1,479 1,416 ______ ______ ______ Total Assets less Current Liabilities 9,715 9,764 9,628 ===== ===== ===== Capital and Reserves Called up share capital 1,281 1.278 1,281 Share premium account 975 963 975 Reserves 361 362 361 Profit and loss account 7,019 7,103 6,948 ______ ______ ______ Shareholders funds 9,636 9,706 9,565 Minority equity interests 79 58 63 ______ ______ ______ 9,715 9,764 9,628 ===== ===== ===== Notes:- 1. The results for the half-year are unaudited and have been prepared on the basis of the accounting policies adopted in the accounts for the year ended 30th June 2002. The financial information in this interim report does not constitute statutory accounts within the meaning of Section 240 (5) of the Companies Act 1985. The audited accounts of the Group for the year ended 30th June 2002 have been reported on by the Group's auditors and have been delivered to the Registrar of Companies. The report of the auditors was unqualified and did not contain a statement under Section 237 (2) or 272(3) of the Companies Act 1985. 2. Earnings per share are based on the profit after taxation and minorities, and on the average number of shares 25,616,862 (December 2001 - 25,551,873 and June 2002 - 25,592,026), in issue during the period. Balance Sheet Analysis taking investments at market value 31st December 30th June 2002 2001 2002 £000 £000 £000 Principal investments at market value: Marylebone Warwick Balfour Group Plc 1,522 2,640 2,820 Finsbury Food Group plc 1,552 1,118 1,032 Western Selection P.L.C. 2,095 2,644 2,380 Merrydown plc - sold 30 July 2002 - 567 - ______ ______ ______ 5,169 6,969 6,232 General equity portfolio (see analysis below) 2,610 3,732 4,210 Tangible fixed assets 461 485 471 Cash, bank balances and deposits 36 46 26 Bank Overdraft (500) (1,050) (1,200) Other net liabilities 25 (94) (153) Minority interests (79) (58) (63) ______ ______ ______ Net assets 7,722 10,030 9,523 ______ ______ ______ Net Assets per share 30.1p 39.3p 37.2p Consolidated Cash Flow Statement Half year ended Year ended 31st December 30th June 2002 2001 2002 £000 £000 £000 Cash inflow/(outflow) on operating activities 277 141 (71) _____ _____ _____ Returns on investments and servicing of finance Dividend received 139 182 243 Interest paid (26) (43) (78) _____ _____ _____ Net cash inflow from returns on investments and 113 139 165 servicing of finance _____ _____ _____ Taxation paid (1) (1) (5) _____ _____ _____ Investing activities Tangible fixed assets - purchased - (5) - Fixed assets investments - purchased (138) (105) (107) - proceeds on disposal 663 - 3 _____ _____ _____ Net cash outflow from investment activities 525 (110) (104) _____ _____ _____ Equity dividend paid - Company (205) (307) (307) _____ _____ _____ Financing Share capital issued - 2 16 Net (repayment)/drawdown of loan facility (700) 150 300 _____ _____ _____ Net cash (outflow)/inflow from financing (700) 152 316 _____ _____ _____ Increase/(Decrease) in cash 9 14 (6) _____ _____ _____ Market Value of General Portfolio at 31st December 2002 £000 % Unilever 201 7.70 Nestlé (Registered) 197 7.57 UBS (Registered) 156 5.98 HSBC Holding 124 4.73 Barclays Bank 123 4.72 Shell Transport & Trading Co 123 4.72 Lavendon Group 122 4.67 Diageo 115 4.40 AstraZeneca 111 4.25 Cadbury Schweppes 108 4.15 BOC Group 107 4.08 Anglo American 103 3.96 Lloyds TSB Group 98 3.76 GlaxoSmithKline 95 3.65 Novartis (Registered) 91 3.47 ING Groep 87 3.34 Roche Holdings Genusscheine 87 3.34 J. Sainsbury 84 3.20 Land Securities Group 71 2.71 Boots Company 70 2.69 Aviva 66 2.52 Prudential Corporation 66 2.52 Fortis NL 65 2.50 Smiths Group 59 2.27 Credit Suisse Group (Registered) 54 2.07 Zurich Financial Services 27 1.03 _____ _____ 2,610 100.00 _____ _____
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