Interim Results

Holders Technology PLC 23 July 2003 CHAIRMAN'S STATEMENT Results The 6 month period to 31 May 2003 resulted in a turnover of £6,748,000 as compared with £4,901,000 for the first half of last year. The pre-tax result was a loss of £71,000 compared with a profit of £41,000 in 2002. This resulted in a loss per share of 0.93p as against earnings per share of 0.84p in 2002. Net assets at 31 May 2003 were £4.2m (31 May 2002: £4.2m). Dividend A net interim dividend of 2p per share (2002: 2p) will be paid on 19 September 2003 to shareholders on the Register of Members at the close of business on 22 August 2003. Activities In the Chairman's statement accompanying the Annual Report and Accounts to 31 November 2002 I said that we expected the current year to be one of consolidation: this remains the position. In general the markets which we serve remain subdued, particularly in Scandinavia, where there has been a major reduction in the volumes of locally produced PCB supplies for the telecommunications industry. As a result of this position we have felt it prudent to increase by £85,000 our provisions against slow moving stocks held by our Swedish subsidiary. Elsewhere in mainland Europe a similar but less pronounced decline in domestic production has continued, although during the first six months of the current year the UK market was relatively robust. Our chosen strategy of making selective acquisitions led to the marked increase in turnover for the period as compared to last year. Taken together these activities have, to date, broadly performed in line with our initial expectations and we continue to expect that they will make a significant contribution to future profitability both through organic growth and by enabling us to remodel our European operations. An essential element of this approach is to add additional products to our range so as to take advantage of our stronger market coverage. We have identified one new product range allied to our traditional product field and we will be launching this shortly. Now that the SARS outbreak has abated we will be able to resume our efforts to identify further Far Eastern products to sell in Europe and to supplement the range of products which our associated company Topgrow Technologies Limited can represent in China. In view of the considerable management time commitment required to achieve the results we are seeking in our core business we considered it opportune to accept an offer we received for our shareholding in Justfone Limited. This transaction took place on 13 June and thus is not reflected in these interim accounts. While Justfone has some interesting opportunities available, further finance and significant management effort will be required fully to realise its potential. In the event of significant commercial success being achieved, we will participate in the consequent growth in value of the company through the earn-out arrangements we negotiated and in the meantime we have eliminated a significant monthly loss. The impact of Justfone on the first half results was a loss of £86,000 before tax. Despite the challenges which our markets present we view the second half of the current year positively both as regards profitability and cash flow and have therefore felt it appropriate to maintain the interim dividend at the same level as last year. The interim financial statements were approved by the Board on 23 July 2003 and signed on its behalf by: Rudolf W. Weinreich Holders Technology plc Chairman and Chief Executive Northway House 1379 High Road Whetstone London N20 9LP 23 July 2003 GROUP PROFIT AND LOSS ACCOUNT for the half-year ended 31 May 2003 Unaudited Unaudited Audited half-year half-year full-year ended 31 ended 31 ended 30 May 2003 May 2002 Nov 2002 Notes £'000 £'000 £'000 Turnover Continuing operations 1 6,168 4,811 8,868 Acquisition 534 - - 5 6,702 4,811 8,868 Discontinued operations 46 90 137 6,748 4,901 9,005 Operating profit 6 Continuing operations 76 124 33 Acquisition (32) - - 44 124 33 Discontinued operations (76) (76) (152) Group operating (loss) / profit (32) 48 (119) Share of loss in associated undertaking (16) - - Net interest payable and similar charges (23) (7) (14) (Loss) / profit before taxation (71) 41 (133) Taxation 2 25 (18) 15 Profit after taxation (46) 23 (118) Minority interests - equity 8 11 24 (Loss) / profit for the period (38) 34 (94) Dividends 3 (86) (81) (182) Transfer from reserves (124) (47) (276) (Loss) / earnings per share 4 (0.93)p 0.84p (2.33)p Diluted (loss) / earnings per 4 (0.93)p 0.84p (2.33)p share STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES (Loss) / profit for the financial year (38) 34 (94) Currency translation differences 269 68 76 Total recognised gains and losses 231 102 (18) Notes: 1. The interim results are prepared on the basis of accounting policies set out in the financial statements for the year ended 30 November 2002. 2. The tax charge for the six months ended 31 May 2002 is calculated based on the tax rates applicable in the country in which each company operates. The effective rate of tax is 35.2% (2002: 43.9%). Taxation includes a credit of £62,000 (2002: charge of £30,000) relating to overseas operations. 3. The dividend payment of 2p per share is payable on the total issued share capital of 4,144,551 10p ordinary shares. 4. The earnings per ordinary share (basic and diluted) for the six months ended 31 May 2002 have been calculated using Financial Reporting Standard 14. The calculation of earnings per share, for the six months, is based on the loss attributable to equity shareholders of £38,000 (2002: profit of £34,000) and 4,101,014 shares being the daily average of the number of shares in issue during the periods. The diluted earnings per share is based on the same numbers. 5. On 7 February 2003, the company acquired 100% of the Dutch company Screen Circuit BV. This transaction has been accounted for as an acquisition. The following sets out the effect on the consolidated balance sheet: £'000 Net assets acquired 68 Goodwill capitalised 107 Consideration 175 Satisfied by: Cash 92 Issue of shares 50 Costs 33 175 6. On 13 June 2003, the company sold its 81% shareholding in Justfone Limited. Under the sale terms, the purchasor paid £150,000 for the share capital and to settle part of Justfone's indebtedness to the Holders group. A further £112,000 will be paid in monthly instalments over 5 years, commencing in September 2003. Further amounts of up to £250,000 are potentially payable to Holders, depending on Justfone's financial results for the 3 years to 31 May 2006. The financial impact of the sale of Justfone Limited is not reflected in these financial statements as it falls in the second half of the financial year. 7. The results for the half year to 31 May 2003 are unaudited. The results for the year ended 30 November 2002 are taken from the full accounts filed with the Registrar of Companies, which contained an unqualified audit report and did not contain statements under s237 (2) or (3). 8. A copy of this interim report is being sent to shareholders and is available for inspection at the Company's registered office, Northway House, 1379 High Road, Whetstone, London N20 9LP. GROUP BALANCE SHEET AT 31 MAY 2003 Unaudited Unaudited Audited half-year half-year full-year ended 31 ended 31 ended 30 May 2003 May 2002 Nov 2002 £'000 £'000 £'000 Fixed Assets Intangible assets 194 - 110 Tangible assets 1,171 1,012 1,175 Investment in associated undertaking 204 - - 1,569 1,012 1,285 Current Assets Stocks 2,384 1,942 1,897 Debtors 3,061 2,105 2,112 Cash at bank and in hand 316 479 259 5,761 4,526 4,268 Creditors Amounts falling due within one year (2,974) (1,071) (1,370) Net current assets 2,787 3,455 2,898 Total assets less current liabilities 4,356 4,467 4,183 Creditors: Amounts falling due after one year (64) (93) (74) Provision for liabilities and charges Deferred taxation (50) (85) (54) 4,242 4,289 4,055 Capital and Reserves Called up share capital 415 403 403 Share premium account 1,524 1,486 1,486 Capital redemption reserve 1 1 1 Profit and loss account 2,375 2,451 2,230 Equity shareholder's funds 4,315 4,341 4,120 Minority interests - equity (73) (52) (65) 4,242 4,289 4,055 GROUP CASH FLOW for the half-year ended 31 May 2003 Unaudited Unaudited Audited half-year half-year full-year ended 31 ended 31 ended 30 May 2003 May 2002 Nov 2002 £'000 £'000 £'000 Net cash outflow from operating activities 1 (186) 532 944 Returns on investment and servicing of finance Interest received 4 4 9 Interest paid (24) (7) (15) Finance lease interest (3) (4) (8) Net cash flow from returns on investment and servicing of finance (23) (7) (14) Taxation 24 (38) (69) Capital expenditure Payments to acquire tangible fixed assets (36) (1) (13) Receipts from sales of tangible fixed assets 7 17 13 (29) 16 - Acquisitions Purchase of subsidiary undertaking (125) - (492) Net overdraft acquired with subsidiary (186) - - undertaking Payment in respect of existing (190) - - subsidiaries Investment in associated undertaking (220) - - (721) - (492) Equity dividends paid (104) (101) (182) Cash flow before financing (1,039) 402 187 Financing Capital element of finance leases (5) (19) (35) (Decrease) / increase in cash 2 (1,044) 383 152 1. Reconciliation of operating profit to net cash outflow from operating activities Unaudited Unaudited Audited half-year half-year full-year ended 31 ended 31 ended 30 May 2003 May 2002 Nov 2002 £'000 £'000 £'000 Operating (loss) / profit (32) 48 (119) Depreciation 145 87 226 Amortisation of goodwill 5 - - Exchange differences 199 61 68 Transfer from current to fixed assets - - (123) (Profit) / loss on sale of tangible fixed - - 3 assets Change in stocks (243) 425 958 Change in debtors (459) 171 214 Change in creditors 199 (260) (283) Net cash (outflow) / inflow from operating activities (186) 532 944 2. Reconciliation of net cash flow to movement in net (debt) / funds (Decrease) / Increase in cash (1,044) 372 152 Cash flow from change in debt and lease finance 5 19 35 (1,039) 391 187 Opening net funds / (debt) 150 (37) (37) Closing net (debt) / funds (889) 354 150 Website: http://www.holders.co.uk This information is provided by RNS The company news service from the London Stock Exchange
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