Interim Results

Interregnum PLC 31 March 2006 31st March 2006 Interregnum plc Financial Results for the 6 months ended 31 December 2005 Interim results summary • Turnover - £6,592,000 (2004 - £3,349,000) • Operating loss on ordinary activities - £1,593,000 (2004 - £719,000) • Retained loss - £3,347,000 (2004 - £468,000) • Loss per share - 3.62p (2004 - 0.51p) Significant events • £10million share placing • Major changes to the board of directors including new Chairman and Chief Executive • Acquisition of Quayside Corporate Services The reported operating loss of £1,593,000 includes one off charges totalling £1,704,000. These charges relate to provisions against doubtful debts, a reduction in the carrying value of goodwill and certain provisions for restructuring costs. These charges are as a result of material activity both at the end of the reporting period and subsequent to it. A further provision of £1,623,000 was made against the carrying value of the portfolio, resulting in a retained loss of just over £3.3 million. Interregnum Chairman, Colin Goodall said, 'Interregnum is a much changed business over recent months. We now have a strong platform upon which to build value for our shareholders based on our three areas of operation, business turnaround, principal finance and corporate finance activities.' Niall Doran, Interregnum Chief Executive said, 'Following my appointment to the board in November 2005, a major review of the business was undertaken. This resulted in major changes which have completely transformed the business of Interregnum plc both operationally and financially. This will enable the company to undertake a wider and more profitable spectrum of work.' Ends Enquiries Interregnum plc 020 7494 3080 Niall Doran (Chief Executive) Madano Partnership (PR to Interregnum) 020 7593 4000 Matthew Moth/Mark Way Consolidated profit and loss account Six months ended 31 December 2005 Note Six months to 31 December 2005 Six months to 31 December 2004 Twelve months to 30 June 2005 Continuing Continuing Discontinued Total Continuing Discontinued Total (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (audited) £000 £000 £000 £000 £000 £000 £000 Turnover 2 6,592 1,112 2,237 3,349 4,153 3,829 7,982 Cost of sales (2,040) (756) (756) (1,090) (1,201) (2,292) Gross profit 4,552 1,112 1,481 2,593 3,063 2,627 5,690 Administrative (6,197) (1,946) (1,419) (3,365) (4,787) (2,564) (7,352) expenses Other operating income 52 53 53 108 108 Operating loss (1,593) (781) 62 (719) (1,617) 63 (1,554) Profit on sale of investment - 3 4 Provisions released/(made) against investments in period (1,623) 194 1,272 Amounts written off investments - - (99) Net Interest receivable (64) 7 (58) Loss on ordinary activities before taxation (3,280) (515) (435) Taxation - - 30 Loss on ordinary activities after taxation (3,280) (515) (405) Minority interest (67) 47 49 Retained loss for the period (3,347) (468) (356) Loss per share - 3 (3.62p) (0.51p) (0.38p) basic and diluted Consolidated statement of total recognised gains and losses Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 Profit/(loss) for financial period (3,347) (468) (356) Unrealised surplus on revaluation of fixed asset investments - 27 953 Write down of previous revaluation of fixed asset investments (212) - (257) Unrealised profit on partial disposal of subsidary 326 Temporary diminution in value of fixed asset investments - - (360) Total recognised losses for the financial period (3,233) (441) (20) Consolidated balance sheet 31 December 2005 As at 31 As at 31 As at 30 December December June 2005 2005 2004 (unaudited) (unaudited) (audited) £000 £000 £000 Fixed assets Intangible assets 1,989 1,628 863 Tangible assets 510 334 618 Investments 4 3,757 2,957 5,648 6,256 4,919 7,129 Current assets Stock 178 - 161 Debtors 5 2,699 2,198 2,039 Cash at bank and 535 1,915 886 in hand 3,412 4,113 3,086 Creditors: Amounts falling due in one year 6 (5,610) (1,849) (3,297) Net current liabilities (2,198) 2,264 (211) Total assets less current liabilities 4,058 7,183 6,918 Creditors Amounts falling due after more than one year (including convertible debt) (688) (1,549) (825) Provision for revenue and charges - (4) Net assets 3,370 5,634 6,089 Capital and reserves Called up share capital 4,620 4,620 4,621 Share premium 19,430 19,430 19,430 Revaluation reserve 882 428 789 Merger reserve (2,407) (2,407) (2,407) Profit and loss (19,501) (16,220) (16,159) account Equity shareholders' funds 3,024 5,851 6,274 Minority shareholders' funds 346 (217) (185) 3,370 5,634 6,089 Consolidated cash flow statement Six months ended 31 December 2005 Note Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 Net cash flows from operating activities 7 (265) (534) (1,087) Returns on investments and servicing of finance 47 12 236 Taxation - - 97 Capital expenditure and financial investment (108) (584) (863) Acquisition (72) - (472) Cash outflow before use of liquid resources and financing (398) (1,106) (2,089) Financing - 139 (111) Decrease in cash (398) (967) (2,200) Reconciliation of Six months Six months Year to 30 net cash flow to to 31 to 31 June movement in net December December debt 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 (Decrease)/ increase in cash in the period (398) (967) (2,200) Increase in debt financing and lease financing - (127) 111 Loans and finance leases acquired with subsidiary - - (163) Loan stock issued on acquisition of subsidiary - - (300) Change in net debt (398) (1,094) (2,552) Net funds at 1 July 2005 (1,599) 953 953 Net funds at 31 December 2005 (1,997) (141) (1,599) Notes to the Interim financial statements For the six months to 31 December 2005 1. Basis of preparation The interim financial statements have been prepared on the basis of the accounting policies set out in the Group's statutory accounts for the year ended 30 June 2005, and are unaudited. The interim financial statements do not constitute statutory financial statements within the meaning of section 240 of the Companies Act 1985. Comparative figures for the year ended 30 June 2005 are an abridged version of the Group's full accounts which carry an unqualified audit report. Going concern A cash flow forecast has been prepared for the next 12 months which shows that the company is anticipated to remain within its available cash resources and is able to settle its liabilities as they fall due. This forecast includes the benefits of placing, which is further explained in note 8. Accordingly, the accounts are prepared on a going concern basis. 2. Turnover By geographical market Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 United Kingdom 6,227 3,063 7,342 Other European countries 85 53 72 USA and Canada 215 135 445 Other 65 98 123 6,592 3,349 7,982 3. Loss per share The calculation of basic earnings per share is calculated on a Group loss of £3,347,000 (6 months to 31 December 2004 loss of £468,000 and year to 30 June 2005 loss of £355,552) and a weighted average ordinary 5p shares in issue during the period of 92,425,254 (6 months to 31 December 2004 92,425,254 and year to 30 June 2005 92,425,254). Due to the loss of £3,347,000 (6 months to 31 December 2004 loss of £468,000 and 30 year to June 2005 loss of £355,552) there is no further dilution of the earnings or the number of shares 92,425,254 (6 months to 31 December 2002 92,425,254 and year to 30 June 2005 92,425,254) 4. Investments 1 July 2005 5,648 Additions 90 Disposals (144) Provided during the period (1,887) Revaluation 50 31 December 2006 3,757 5. Debtors Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 Trade debtors 2,150 1,353 1,443 Amounts recoverable on contracts 263 - 65 Others debtors 27 595 315 Prepayments & accrued income 259 250 196 2,699 2,198 2,019 Due in more than one year - - 20 2,699 2,198 2,039 6. Creditors: Amounts falling due within one year Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 Bank overdraft 174 - 227 Short-term loans 1,525 400 1,433 Trade creditors 1,255 648 591 Corporation tax 17 - 10 Other taxes and social security cost 580 305 310 Other creditors 453 305 337 Accruals and deferred income 1,606 191 389 5,610 1,849 3,297 7. Cash flows Six months Six months Year to 30 to 31 to 31 June December December 2005 2004 2005 (unaudited) (unaudited) (audited) £000 £000 £000 Reconciliation of operating loss to net cash flow from operating activities Operating loss (1,593) (719) (1,554) Depreciation 145 129 218 Amortisation of intangible fixed assets 369 72 178 Movement in stocks (233) - 116 Movement in debtors (228) 19 (448) Movement in creditors 1,275 (35) 399 Loss on sale of tangible fixed assets 0 0 4 Net cash flow from operating activities (265) (534) (1,087) 8. Post balance sheet events On 21 February 2006 151,515,152 ordinary shares with an aggregate nominal value of £7,575,758 were issued at 6.6p each as part of a placing. Also on 21 February 2006 90,909,091 ordinary shares with an aggregate nominal value of £4,545,455 were issued at 6.6p each as the consideration for the acquisition of the issued share capital of Quayside Corporate Services Limited. The goodwill on acquisition is estimated to be £6m. On 1 March 2006 the company accepted an offer from a fund of Greenpark Capital to purchase the portfolio of investments for a consideration of £5m prior to expenses. As this is considered to be indicative of the fair value of the portfolio at 31 December 2005, the portfolio has been reflected at this value in these interim accounts. The transaction also gives Interregnum potential deferred consideration in the form of a share in profits generated from the sale of the companies in the future. On 21 February the company received approval in general meeting to apply to the courts for the share premium account to be reduced by £17,600,000. Interim Statement Copies of the Interim statement will be available to the public free of charge from the Company's registered office: 22/23 Old Burlington St, London W1S 2JJ This information is provided by RNS The company news service from the London Stock Exchange
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