Final Results
Peerless Technology Group PLC
28 June 2002
FOR IMMEDIATE RELEASE 28 June 2002
PEERLESS TECHNOLOGY GROUP PLC
FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2001
CHAIRMAN'S STATEMENT
I am pleased to present Peerless Technology's first statutory accounts,
following its incorporation on 26 June 2001. The company was admitted to AIM on
20 November 2001, raising £2.4 million gross. Upon admission, Peerless had no
trading businesses or subsidiaries.
Peerless was established to create a leading group within the media and
technology sectors. Convergence in the global technology and media markets in
recent years has contributed to the tremendous growth in these complementary
sectors. Peerless has been established to capitalise upon the commercial
opportunities created by this ongoing development process.
Peerless is aiming to identify businesses and companies with:
• An emerging technology sufficiently tested to prove its functionality,
therefore not requiring significant investment to enable its commercial
application;
• A need for investment to allow roll out and expansion of the technology
and the business plan;
• A management team with a successful track record within the technology
and/or media sector; and
• A technology and business plan with the potential to be developed
further and complemented by the acquisition of suitable companies.
The Board's experience within the technology and media markets, together with
our track record in identifying and successfully acquiring businesses, will be
crucial in enabling the company to achieve its objectives. Furthermore, the
company's public profile and its access to capital markets will facilitate the
acquisition and funding processes.
The funds raised on admission will be used by the directors to carry out due
diligence on potential acquisition targets when they are identified, meet the
professional costs associated with any such acquisitions, fund the initial
working capital requirements and meet part or, where appropriate, all of any
cash consideration payable in respect of such acquisitions.
Prior to admission, the directors had conducted research into a number of
companies within the target sectors. This research has been continued and
extended post 20 November 2001, but no deal has yet been concluded. The
directors are confident that the difficult conditions within both the capital
markets and our target media and technology sectors will continue to present
good commercial opportunities for the company.
Financial summary
This is the first reporting period for Peerless. Turnover for the period was
£nil, operating loss was £43,906 and loss before tax was £36,944. The company
had £2,306,423 net assets at the period end.
The Board
Upon flotation, I became Non-executive Chairman of Peerless, Jeremy Fenn became
Managing and Finance Director, Richard James became company secretary and
Executive Director and Steven Harris became Non-executive Director. There have
been no Board changes post admission.
Employees
As Peerless is currently an investment vehicle, the company has no employees,
other than Executive Directors, at this stage. I anticipate this situation will
continue until an acquisition is completed.
Dividend
As the strategy of the company is to acquire businesses, the Directors feel it
is in the interests of shareholders that cash resources are directed towards
this end and thus do not recommend the payment of a dividend for the period
under review.
Current trading and prospects
The board is actively pursuing acquisition opportunities that fit the investment
criteria that were set out upon flotation. We are continuing to seek out
businesses within the media and technology sectors that will benefit from the
company's profile, cash and management expertise. The Directors are confident
that suitable targets will be found and I look forward to announcing when our
first acquisition is identified.
AJAZ AHMED
Chairman
27 June 2002
PROFIT AND LOSS ACCOUNT
For the period ended 31 December 2001
Note 2001
£
Turnover -
Administrative expenses (43,906)
Operating loss (43,906)
Interest receivable and similar income 6,962
Loss on ordinary activities before taxation 1 (36,944)
Taxation 2 -
Loss retained and transferred from reserves 8 (36,944)
Loss per share
- basic 4 1.01p
All transactions arose from continuing operations.
There were no recognised gains or losses other than the loss for the financial
period.
BALANCE SHEET AT 31 DECEMBER 2001
Note 2001
£
Current assets
Debtors 5 31,573
Cash at bank and in hand 2,386,990
2,418,563
Creditors: amounts falling due within one year 6 (112,140)
Total assets less current liabilities 2,306,423
Capital and reserves
Called up share capital 7 149,625
Share premium account 8 2,193,742
Profit and loss account 8 (36,944)
Equity shareholders' funds 9 2,306,423
The financial statements were approved by the Board of Directors on 27 June 2002
R M James - Director
J M Fenn - Director
CASH FLOW STATEMENT
For the period ended 31 December 2001
Note 2001
£
Net cash inflow from operating activities 10 -
Returns on investments and servicing of finance
Interest received 389
Management of liquid resources
Cash deposited in money market account (2,381,500)
Financing
Issue of ordinary share capital 2,417,500
Expenses paid in connection with share issues (30,899)
Net cash inflow from financing 2,386,601
Increase in cash 11,12 5,490
NOTES TO THE FINANCIAL STATEMENTS
For the period ended 31 December 2001
1 LOSS on ordinary activities before taxation
The operating loss on ordinary activities before taxation is stated after:
2001
£
Auditors' remuneration:
Audit services 10,000
During the period fees of £10,000 paid to the company's auditors in respect of
non-audit services were written off to the share premium account.
2 TAXATION
There is no charge to corporation tax for the period due to the loss for the
period.
3 Directors and employees
Staff costs, including directors, during the period were as follows:
2001
£
Wages and salaries 8,000
Social security costs 2,000
10,000
There were no employees of the company during the period except for the
Executive directors.
Remuneration in respect of directors was as follows:
2001
£
Emoluments 8,000
4 LOSS PER SHARE
The calculation of loss per share is based on the profit for the financial
period divided by the weighted average number of ordinary shares in issue during
the period as follows:
2001
Loss Weighted Per share
average
number of amount
shares
£ pence
Basic loss per share
Loss attributable to ordinary shareholders (36,944) 3,655,690 1.01
Share options outstanding at the period end were not dilutive.
5 Debtors
2001
£
Unpaid share capital 25,000
Accrued income 6,573
31,573
The unpaid share capital was paid up post period end.
6 Creditors: amounts falling due within one year
2001
£
Trade creditors 43,906
Other taxation and social security 2,000
Accruals 36,780
Other creditors 29,454
112,140
7 Share capital
2001
£
Authorised
50,000,000 ordinary shares of £0.01 each 500,000
Allotted, called up and fully paid
14,337,500 ordinary shares of £0.01 each 143,375
Allotted, called up but not paid
625,000 ordinary shares of £0.01 each 6,250
149,625
Allotments during the period
On incorporation, the authorised share capital of the company was £50,000
divided into 50,000 ordinary shares of £1 each and two subscriber ordinary
shares of £1 each were issued.
On 31 October 2001:
- the authorised share capital of the company was sub-divided into
5,000,000 ordinary shares of 1p each;
- the authorised share capital of the company was increased to
£500,000 by the creation of 45,000,000 ordinary shares of 1p each; and
- the company issued 3,125,000 ordinary shares of 1p each
at 4p per share.
On 20 November 2001, the company made an allotment of 11,837,500 ordinary shares
of 1 pence each by way of a placing on the Alternative Investment Market at a
premium of 19 pence per ordinary share. The difference between the total
consideration of £2,367,500 and the total nominal value of £118,375 has been
credited to the share premium account (£2,249,125). Issue costs of £149,133 in
respect of this transaction have been charged against the share premium account.
Included in the allotment of ordinary shares of 1 pence each on 20 November 2001
was 250,000 issued to Numis Securities Limited, the company's brokers, in lieu
of fees.
8 Share premium account and reserves
Share premium Profit
account
and loss
account
£ £
Premium on allotment of shares during the period 2,342,875 -
Less issue costs (149,133) -
Loss for the financial period - (36,944)
At 31 December 2001 2,193,742 (36,944)
9 Reconciliation of movements in shareholders' funds
2001
£
Loss for the financial period (36,944)
Issue of shares 2,343,367
2,306,423
10 Net cash outflow from operating activities
2001
£
Operating loss (43,906)
Increase in creditors 43,906
Net cash outflow from operating activities -
11 Reconciliation of net cash flow to movement in net FUNDS
2001
£
Increase in cash in the period 5,490
Cash outflow from decrease in liquid resources 2,381,500
Movement in net funds in the period 2,386,990
Net funds at 26 June 2001 -
Net funds at 31 December 2001 2,386,990
12 Analysis of changes in net FUNDS
At 26 Cash flow At 31
June December
2001 2001
£ £ £
Cash in hand - 5,490 5,490
Cash in money market account - 2,381,500 2,381,500
- 2,386,990 2,386,990
13 Capital commitments
The company had no capital commitments at 31 December 2001
14 Contingent assets/liabilities
There were no contingent liabilities at 31 December 2001
15 FINANCIAL INSTRUMENTS
The company uses financial instruments, other than derivatives, comprising cash
and various items such as trade debtors and trade creditors that arise directly
from its operations. As part of its cash management policy, the company makes
use of money market accounts.
The directors do not believe that there were any risks arising from financial
instruments at the period end and will produce policies in respect of them as
and when risks arise.
This information is provided by RNS
The company news service from the London Stock Exchange
Latest directors dealings
- 5 minutes ago Trainline
- 16 minutes ago Barr (A.G.)
- 26 minutes ago CLS Holdings
- 30 minutes ago Mondi
- 38 minutes ago Taylor Wimpey