Interim Results

Tandem Group PLC 27 October 2000 Immediate 27 October 2000 TANDEM GROUP PLC INTERIM RESULTS 2000 Tandem Group plc, the sports & leisure group, and one of the leading manufacturers and distributors of bicycles in the UK, today announced its preliminary results for the six months ended 31 July 2000. RESULTS 6 months to 26 weeks to Year ended 31 July 2000 1 August 1999 31 January 2000 Unaudited Unaudited Audited £'000 £'000 £'000 Turnover 10,931 11,318 21,226 Profit before taxation 432 184 71 Earnings per share pence 0.39 0.16 0.01 (basic and diluted) KEY POINTS Strong profits growth on increased bicycle sales Pot Black and Two Wheel Trading Company settling in well Balance sheet improved by successful £4m placing and further debt right off Discussions continue with further potential acquisitions Commenting on these results, Chairman Graham Waldron, said: 'We are making good progress in pursuit of our strategy to repair our balance sheet and develop Tandem into a broadly based sports and leisure group. Sales of our market leading cycle brands continue to improve and the current range of high performance Claud Butler cycles has received excellent reviews. Our results for the year will benefit from our improved debt position and the expected first contributions from Pot Black and the Two Wheel Trading Company.' For further information, please contact: Mervyn Keene, Finance Director, Tandem Group plc 01733 211399 James Fuller, Director, Haggie Financial Limited 020 7417 8989 Interim Report for the 6 months ended 31 July 2000 Chairman's interim statement Introduction The results for the six months to 31 July 2000 show a profit after interest and before taxation of £432,000 (1999 - £184,000). No dividend is proposed (1999 - nil). Your board believes shareholder value can be increased by acquiring sports and leisure equipment businesses where the Company has relevant experience and business synergies can be found. This strategy is being actively pursued. The information reported for the six months ended 31 July 2000 is in respect of a period which ended prior to the announcement on 29 August 2000 of the proposed acquisitions of Pot Black (U.K.) Limited and Two Wheel Trading Company Limited and the placing and open offer to raise £4,000,000 before expenses. These proposals were approved by shareholders on 22 September 2000 and completed on 28 September 2000. Review of interim results During the period the Company's sole business was the manufacture and distribution of bicycles. The Company is one of the largest manufacturers of bicycles in the UK, with its brand names of Falcon, Claud Butler, Townsend and British Eagle amongst the market leaders. In recent consumer cycle magazines the current range of high performance Claud Butler bicycles has received excellent reviews. As stated in the circular to shareholders dated 29 August 2000 the number of bicycles sold in the six months was ahead of the same period last year, but a strong demand for lower priced products resulted in a fall in average unit prices and unit contributions. Post 31 July 2000 events At the extraordinary general meeting on 22 September 2000 shareholders approved an increase in the share capital of the Company and the acquisitions of Pot Black (U.K.) Ltd and Two Wheel Trading Company Ltd. As a result £ 4,000,000 before expenses was raised by way of a share placing and open offer. The Company's bankers agreed banking facilities to 31 January 2002 whilst writing off debt to the value of £1,380,000 and converting £379,000 of a loan into ordinary shares at 7.2 pence per share. Completion of the acquisitions took place on 28 September 2000. A pro forma statement of combined net assets of the enlarged group, following the transactions referred to above, was included in the circular sent to shareholders on 29 August 2000. This statement, reported on by the accountants BDO Stoy Hayward, showed that the net liabilities of the enlarged group amounting to £4,822,000 at 31 January 2000 would improve to net assets of £ 2,303,000 following successful completion of the transactions. Borrowings Since the half-year end, borrowings have significantly reduced following completion of the share issue and bank debt write off referred to earlier. This will clearly have a favourable impact on the interest charge in the future. Profitability in the second half of the year will be favourably affected by the write off of bank debt. Current trading Bicycle business An increase in the customer base of independent bicycle dealers should see a growth in this sector in the second half of the year. National retailers are currently offering an improved range of the Company's products and with an increased order book over last year additional sales are expected. Your board therefore expects that the cycle business results for the whole year will be ahead of last year. Pot Black Pot Black has a significant share of the home snooker and pool table market with sales predominantly through catalogue retailers. Current selections in the autumn/winter publications should result in budgets for the year being achieved. There has been a positive response from existing and potential customers to new products being introduced to increase sales in the first half of the calendar year. Two Wheel Trading Two Wheel Trading manufactures and distributes a range of bicycle accessories. An additional distributorship for a leading brand of accessories has been agreed. Negotiations are taking place in order to secure further distributorships of other well known brands. The business will benefit from synergies with the Group's cycle business in several areas including component sourcing and production. Summary Your board was encouraged by the positive response to the share placing and open offer and acquisitions. It is only a month since we acquired the two businesses, but a number of planned changes have already been implemented and we are optimistic about the prospects for the future. We welcome the new employees to the Group who have shown enthusiasm and commitment towards our plans. The transfer of the listing of the Company's ordinary shares to AIM will reduce the costs involved with any further acquisitions. Discussions are taking place with a number of sports and leisure equipment companies that could join the Group, although there is no certainty that terms will be agreed. Graham Waldron Chairman 27 October 2000 Registered office: Bridge Street, Brigg, North Lincolnshire, DN20 8PB Consolidated profit and loss statement 6 months to 26 weeks to Year ended 31 July 2000 1 August 1999 31 January 2000 Unaudited Unaudited Audited £'000 £'000 £'000 Turnover Continuing operations 10,931 11,318 21,181 Discontinued operations - - 45 10,931 11,318 21,226 Operating profit Continuing operations 211 542 365 Discontinued operations 3/4 - 66 Release/utilisation of prior year 3/4 - 176 provision Exceptional items 689 3/4 3/4 Total operating profit 900 542 607 Exceptional items 3/4 52 59 Loss on disposal of discontinued 3/4 (37) - operations Utilisation of prior year 3/4 37 - provision Profit on ordinary activities 900 594 666 before interest and taxation Net interest payable (407) (558) (968) (Loss)/Profit on revaluation of (61) 148 373 deutschmarks loan Profit before taxation 432 184 71 Taxation - - - Profit after taxation 432 184 71 Finance costs of non-equity (33) (33) (65) shares Retained profit for the period 399 151 6 Earnings per share Basic 0.39p 0.16p 0.01p Diluted 0.39p 0.16p 0.01p Notes 1. The exceptional item in the 6 months to 31 July 2000 relates to £839,000 being written off bank loans less bank fees of £150,000. The exceptional item in the 26 weeks to 1 August 1999 and the year ended 31 January 2000 relates to the profit on disposal of fixed assets. Consolidated balance sheet 31 July 2000 1 August 1999 31 January 2000 Unaudited Unaudited Audited £'000 £'000 £'000 Tangible fixed assets 990 1,304 1,103 Current assets Stocks 5,146 5,639 3,806 Assets for resale 586 - 586 Debtors 5,031 4,997 3,015 10,763 10,636 7,407 Creditors Amounts falling due within one year Bank overdrafts 9,215 9,713 9,351 Trade creditors 3,405 3,330 1,774 Bills of exchange 1,644 1,676 692 Other creditors 872 1,321 1,047 8 15,136 16,040 12,864 Net current liabilities (4,373) (5,404) (5,457) Total assets less current (3,383) (4,100) (4,354) liabilities Creditors Amounts falling due after 11 10 22 more than one year Provisions for liabilities 446 599 446 and charges Net liabilities (3,840) (4,709) (4,822) Capital and reserves Called-up share capital 5,106 4,703 4,703 Share premium account 4,427 4,280 4,280 Capital reserve 406 406 406 Profit and loss account (14,995) (15,249) (15,394) Equity shareholders' funds (5,056) (5,860) (6,005) Non-equity minority interests 1,216 1,151 1,183 (3,840) (4,709) (4,822) Consolidated cash flow statement 6 months to 26 weeks to Year ended 31 July 2000 1 August 1999 31 January 2000 Unaudited Unaudited Audited £ £'000 £'000 '000 Net cash inflow from operating 68 1,797 2,365 activities Returns on investments and servicing of finance Interest paid (406) (553) (961) Interest element of hire purchase (1) (5) (7) rentals Net cash outflow from returns on (407) (558) (968) investments and servicing of finance Taxation Taxation paid - 3/4 - Capital expenditure Purchase of tangible fixed assets (7) (58) (80) Sale of tangible fixed assets - 4,535 4,574 Net cash (outflow)/inflow from (7) 4,477 4,494 capital expenditure Net cash (outflow)/inflow before (346) 5,716 5,891 financing Financing Ordinary shares issued (net of 550 - - expenses) Capital element of hire purchase (7) (38) (76) rentals Net cash inflow/(outflow) from 543 (38) (7 (76) financing Increase in cash 197 5,678 5,815 Notes to the interim report 1 Basis of preparation The figures for the year ended 31 January 2000 are an abridged version of the audited accounts for the year which have been filed with the Registrar of Companies and on which the auditors of the Company issued a report which, whilst unqualified, contained an explanatory note drawing shareholders' attention to the fact that the accounts have been prepared on a going concern basis which is dependent on the Company's bank facilities remaining in place. The remaining figures have not been audited or reviewed by the Group's auditors. 2 Earnings per share The calculation of earnings per share is based on the net profit for the period of £399,000 (1999 - £151,000) and on an average of 101,235,192 (1999 - 94,069,754) ordinary shares in issue during the period. Diluted earnings per share is after taking into consideration share options and gives an average of 101,700,947 (1999 - 96,836,685) ordinary shares. 3 Movement in equity shareholders' funds 6 months to 26 weeks to Year ended 31 July 2000 1 August 1999 31 January 2000 £ £ £'000 '000 '000 432 184 71 Profit for the period (33) (33) (65) Non-equity minority interests 550 - - Ordinary shares issued (net of expenses) 949 151 6 (6,005) (6,011) (6,011) Opening equity shareholders' deficit (5,056) (5,860) (6,005) Closing equity shareholders' deficit 4 Reconciliation of operating profit to the net cash flow from operating activities 6 months to 26 weeks to Year ended 31 July 2000 1 August 1999 31 January 2000 £ £ £ '000 '000 '000 900 594 607 Operating profit Depreciation charges 120 110 246 Profit on sale of tangible fixed - (52) (2) assets (Increase)/decrease in stocks (1,340) 603 2,436 (Increase)/decrease in debtors (2,016) (473) 1,509 Increase in assets held for resale - - (586) Tangible fixed assets transferred to - - 79 assets for resale Increase/(decrease) in creditors 2,404 1,190 (1,596) Release of provisions - continuing activities - - (152) - discontinued activities - (175) (176) Net cash inflow from operating 68 1,797 2,365 activities 5 Analysis of net debt 1 February Cash Translation difference 31 July flow 2000 2000 £ £'000 £'000 £'000 '000 Debt due within one (9,351) 197 (61) (9,215) year Finance leases (23) 7 - (16) Net debt (9,374) 204 (61) (9,231)

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