Final Results

Totally PLC 27 June 2003 To be embargoed Not to be released until 7.00am on 27 June 2003 TOTALLY PLC ('Totally', 'the Company' or 'the Group') Final results for the year ended 31 December 2002 Chairman's statement I am pleased to present my report on the Company's activities and financial results for the year ended 31 December 2002. In financial terms, the Company's consolidated performance was much improved when compared to the previous year, with a reduction in the operating loss from £883,000 (before exceptional items in 2001) to £401,000 in 2002. During difficult economic conditions the Company achieved turnover growth of 16 per cent, from £1,460,000 (2001) to £1,690,000. Media Activities I am delighted to report that London Jewish News Limited showed a modest profit in 2002. Given the significant downturn in the advertising market as a whole, this was a great achievement for the Company, and the team involved. To help create revenue growth, a number of new, complementary publications were launched in 2002. These were Your Property - launched in May 2002, Your Property is a quarterly magazine distributed free with the London Jewish News. During the period under review, Your Property made a modest contribution to the Company's net revenue, but more importantly, helped us to enter and build credibility within London's vibrant property advertising market. Vision - launched in June 2002, Vision is a bi-monthly magazine targeting Manchester's Jewish community. Distributed free by targeted door drops and selected Jewish retail outlets, Vision was created to help validate assumptions regarding reader and advertiser demand in Jewish communities outside London. During the period under review, Vision made a modest contribution to the Company's net revenue and feedback has been encouraging. Yediot Alondon - launched in August 2002, Yediot Alondon is a monthly newspaper distributed free with London Jewish News, targeting London's 50,000-strong Israeli community. During the period under review, it also made a modest contribution to the Company's net revenue, but more importantly, it helped the Company to measure advertiser and reader demand within this niche community. As far as digital media is concerned, www.totallyjewish.com continued to suffer from a depressed online advertising market and was responsible for the majority of Company's losses in 2002. However, the one sector where online advertising continued unabated was travel. In August 2002 the Company launched www.totallyjewishtravel.com, a website dedicated to the global Jewish travel market. During the period under review the site made a significant contribution to the Company's net revenue. These four new product launches have helped the Company build its reputation as a leading publisher of media targetted at the UK's Jewish community. As a result, the Company has benefited from increased advertiser credibility. Communications Activities During the latter part of 2002, the Company developed a clear sales proposition and strategy for its technical services arm. This helped us to acquire a number of new strategic clients, further enhancing our reputation as the leading provider of IT services to the Jewish communal arena. This part of the Company's operation was modestly profitable. In the last quarter of 2002, the Company defined a new strategy for the development of its marketing services products, designed to capitalise on its position within the UK's Jewish Community. The directors believe this strategy should generate a significant and profitable increase in its marketing services revenues for 2003. 2002 Summary 2002 was a good year for the Company, with progress being made on a number of strategic fronts. As I reported in the interim results, all the current executive directors and a number of the management team participated in a playing in May 2002. This is indicative of their ongoing commitment and their confidence in the Company's potential. Finally I would like to thank all our staff and advisers for all their hard work over the year. Trading Prospects The directors are encouraged by the level of trading for the year to date. They anticipate that the performance improvement achieved in 2002 will continue into the current year. In difficult conditions, fundraising for Jewish Media Corporation continues. This US based entity, co-owned by the Company and Ha'aretz Group, was created in 2002 to develop Jewish media interests in the USA. It is expected that the interim results will be published on or around the date of the Annual General Meeting. Dr Michael Sinclair Chairman 27 June 2003 Consolidated profit and loss account for the year to 31 December 2002 Note Total Before Exceptional Total exceptional items items 2002 2001 2001 2001 £000 £000 £000 £000 Turnover Continuing operations 1,690 1,460 - 1,460 -------- --------- ---------- --------- Other external charges (505) (601) - (601) Staff costs: Wages and salaries (913) (1,047) - (1,047) Social security costs (89) (92) - (92) Depreciation and other (26) (76) (2,160) (2,236) amounts written off tangible and intangible fixed assets Amounts written off - (69) - (69) investments Other operating charges (558) (458) - (458) -------- --------- ---------- --------- Total expenses (2,091) (2,343) (2,160) (4,503) -------- --------- ---------- --------- Operating loss (401) (883) (2,160) (3,043) -------- --------- ---------- --------- Interest receivable and - 7 similar income Interest payable and similar (14) (17) charges -------- --------- ---------- --------- Loss on ordinary activities (415) (3,053) before taxation Taxation - - -------- --------- ---------- --------- Retained loss for the (415) (3,053) period ======== ========= ========== ========= Loss per share - basic 5 (0.91)p (9.81)p ======== ========= ========== ========= Loss per share - diluted 5 (0.91)p (9.81)p ======== ========= ========== ========= Loss per share before 5 ======== ========= ========== ========= goodwill amortisation 5 (0.91)p (2.87)p - basic ======== ========= ========== ========= The group has no recognised gains or losses during the period other than those included in the profit and loss account above. Accordingly, no statement of total recognised gains and losses has been prepared. Consolidated balance sheet at 31 December 2002 2002 2001 Note £000 £000 £000 £000 Fixed assets Tangible assets 2 53 53 ------- ------- ------ ------- Current assets Debtors 3 317 411 Cash at bank and in hand 12 14 ------- ------- ------ ------- 329 425 Creditors: amounts falling 4 (564) (524) due within one year ------- ------- ------ ------- Net current liabilities (235) (99) ------- ------- ------ ------- Total assets less current (182) (46) liabilities Creditors: amounts falling - (2) due after more than one ------- ------- ------ ------- year Net liabilities (182) (48) ======= ======= ====== ======= Capital and reserves Called up share capital 528 337 Share premium account 2,158 2,068 Profit and loss account (2,868) (2,453) --------- --------- -------- --------- Shareholders' deficit - equity interests (182) (48) ========= ========= ======== ========= Consolidated cash flow statement for the year ended 31 December 2002 2002 2001 £000 £000 £000 £000 Net cash outflow from operating activities (171) (1,023) Returns on investments and servicing of finance Interest received - 7 Bank interest paid (14) (16) Interest paid under finance leases - (1) ------- ------- ------ ------- (14) (10) ------- ------- ------ ------- (185) (1,033) Capital expenditure Payments to acquire tangible fixed assets (26) (17) Acquisitions Purchase of investments - (79) ------- ------- ------ ------- Cash outflow before financing (211) (1,129) Financing Capital repayments under finance leases (6) (5) Issue of ordinary share capital for cash 275 560 Expenses paid in connection with share (9) - issues ------- ------- ------ ------- Increase/(decrease) in cash in the period 49 (574) ======= ======= ====== ======= Notes to the financial statements 1. Accounting policies The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company's financial statements. Basis of preperation The financial statements are prepared on a going concern basis which the Directors believe to be appropriate for the following reasons. The Group meets its day to day working capital requirements through an overdraft facility which is repayable on demand. The Group's bankers cofirmed the availability of a facility of £350,000 on 17 June 2003 with a review date in November 2003 and has indicated on a non-commited basis that it may provide additional assistance if an excess facility is required on a short term basis. The Sinclair Montrose Trust Limited (a company controlled by Dr Michael Sinclair, a non-executive Director) has provided a £325,000 guarantee in respect of the overdraft facility. Dr Michael Sinclair and Steven Burns have also provided a joint and several guarantee for £100,000 to the bank supported by a charge over a £100,000 deposit held by the bank in the name of Steve Burns. The nature of the Group's business is such that there can be considerable unpredictable variation in the timing of cash flows. The Directors have prepared projected cash flow information for the period ending twelve months from the date of their approval of these financial statements. These forecasts indicate that the Group may require additional short term funding from its bankers in excess of the agreed facility. On the basis of cash flow forecasts and discussions with the group's bankers, the Directors consider that the group will continue to operate witin the facility currently agreed together with additional short term support they anticipate the bank will provide if required. The Directors also consider that the Group will be able to operate within the expected available facility following review in November 2003 and forseeable reviews. Inherently, there can be no certainty in relation to these matters, but the Directors believe that the going concern basis of preparation continues to be appropriate. The financial statements do not include any adjustments that would result from a withdrawal of the overdraft facility by the Group's bankers. 2. Tangible fixed assets Short Computer Fixtures and Total leasehold equipment fittings property £000 £000 £000 £000 Cost At beginning of period 49 80 16 145 Additions 5 8 13 26 ---------- --------- ---------- -------- At end of period 54 88 29 171 ---------- --------- ---------- -------- Depreciation At beginning of period 9 72 11 92 Charge for period 10 9 7 26 ---------- --------- ---------- -------- At end of period 19 81 18 118 ---------- --------- ---------- -------- Net book value At 31 December 2002 35 7 11 53 ========== ========= ========== ======== At 31 December 2001 40 8 5 53 ========== ========= ========== ======== Included above are assets under finance lease contracts. The net book value of these assets at 31 December 2002 is £nil (2001: £7,000) and the depreciation charged for the period was £7,000 (2001: £6,000). 3. Debtors 31 December 31 December 2002 2001 £000 £000 Trade debtors 227 334 Other debtors 30 26 Other taxation and social security 8 - Prepayments and accrued income 52 51 ---------- --------- 317 411 ========== ========= Included in other debtors is £21,500 due after more than one year, representing the remaining part of a deposit paid on 23 March 2000 when a property leasehold was signed. This is repayable at the end of the six year term of the lease. 4. Creditors: amounts falling due within one year 31 December 31 December 2002 2001 £000 £000 Bank loans and overdrafts 203 254 Trade creditors 189 180 Net obligations under finance leases 2 6 Other creditors include taxation and social 65 28 security Accruals and deferred income 105 56 ---------- --------- 564 524 ========== ========= The Group has an overdraft facility that specifies interest to be charged at a rate of 2.75 per cent. per annum over the bank's base rate for overdrawn positions up to £325,000. The overdraft is secured by a debenture over the Group's trade debtors aged under 90 days. On 17 June 2003 the overdraft facility was increased to £350,000. This facility is due to be reviewed in November, 2003. 5. Loss per share The calculation of the basic loss per share is based on the loss of £415,000 (2001: £3,053,000) and on 45,656,263 (2001: 31,107,277) ordinary shares being the weighted average number of shares in issue during the period. The diluted loss per share is the same as the basic loss per share, in accordance with FRS 14, which prescribes that potential ordinary shares should only be used as dilutive when, and only when, their conversion to ordinary shares would decrease net profit or increase net loss per share from continuing operations. 6. Dividends The Directors are not proposing the payment of a dividend in respect of the period ended 31 December 2002. 7. Publication of non-statutory accounts The financial information set out in this preliminary announcement does not constitute statutory accounts as defined in Section 240 of the Companies Act 1985. The consolidated balance sheet as at 31 December 2002 and the consolidated profit and loss account, consolidated cash flow statement and associated notes for the year then ended have been extracted from the Group's financial statements. Those financial statements have not yet been delivered to the Registrar of Companies, nor have the auditors reported on them. The 2001 accounts have been delivered to the Registrar of Companies and the auditors have reported on them. 8. Copies of accounts will be sent to shareholders shortly and will also be available at the Company's registered office. This information is provided by RNS The company news service from the London Stock Exchange

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