Interim Results

UNITED OVERSEAS GROUP PLC 7 September 1999 UNITED OVERSEAS GROUP PLC Interim results for the six months ended 30 June 1999 United Overseas Group plc ('UOG'), Europe's largest specialist distributor of excess inventories of branded consumer products to retail and wholesale customers, announces interim results for the six months ended 30 June 1999. UOG's range includes toys, games, toiletries and cosmetics, household goods, sports and leisure wear. The results were produced against a background of difficult trading conditions in the UK retail market. Key points (comparatives are 6 month figures to 30 June 1998): * Turnover £57.4m (1998: £47.1m) * Pre-tax loss £0.3m (1998: £3.1m profit), after charging £0.3m goodwill amortisation (1998: nil) * Business of Toy Wizards combined with that of United Overseas Limited * Stocks successfully reduced * Dutch subsidiary acquired in Autumn 1998, contributed satisfactory profits * The Directors are not declaring an interim dividend (1998: 0.43p) * Completion in July of Sale and Leaseback of new 21,000 sq metre European Distribution Centre in Holland has benefited gearing * Facility will be focal point of UOG's European development * Phil Green appointed to Board from Woolworths plc in August - brings retailing expertise to Group * Chairman to step down during next few months Commenting on the results, Chairman Norman Riddell said: 'In an environment that has seen downward pressures on sales volumes in the UK, the Group intensified its actions to successfully reduce stock holdings, which by the half year were significantly below the 1998 year end levels. Notwithstanding this, the operating environment in the UK, as predicted, has remained very difficult.' Regarding the outlook for the remainder of 1999, he added: 'The Board anticipates that the testing trading conditions in the UK will continue during the rest of the year and in response to the challenges we face the Group will undergo further changes and improvements to secure a successful future. These developments will enable the Group, in association with its key business partners to participate fully in the anticipated global growth of discount retailing of branded consumer goods.' Enquiries: Norman Riddell, Chairman Jeffrey Curtiss, Chief Executive Terry Balkham, Finance Director, United Overseas Group plc today only 0171 786 9600 thereafter 01733 362 300 Peter Binns Paul Vann, Binns & Co PR Limited 0171 786 9600 Issued by Binns & Co PR Ltd Tel: 0171 786 9600 Chairman's Statement The Group has previously indicated that trading conditions in the first half of the year have been particularly difficult in the UK and in order to address the challenges of the UK market place the Group has combined the business of Toy Wizards with that of United Overseas Limited. In an environment that has seen downward pressures on sales volumes in the UK, the Group intensified its actions to successfully reduce stock holdings, which by the half year were significantly below the 1998 year end levels. Notwithstanding this, the operating environment in the UK, as predicted, has remained very difficult and it is disappointing to report that the established UK businesses of the Group traded at a loss. We are determined to continue to address the structural challenges of improving operating efficiencies and believe that the initiatives which are being implemented will ultimately prove rewarding. We remain pleased with the progress of the integration of Intertrading which contributed a satisfactory profit. The completion of the Sale and Leaseback of the European Distribution Centre at Moerdijk, the Netherlands, took place on 14 July 1999. Relocation of the Intertrading office, showroom and warehousing activities to the new premises was successfully concluded during August and the facility will now become the focal point for the Group's European development. The repayment of the associated loan in July reduced short-term borrowings by £5.8 million (NLG 19.5 million) with a significant consequential benefit to the Group's gearing. The Directors are committed to ensure that the Group's resources are focused on developing a successful and efficient business. In the circumstances the Directors do not propose to pay an interim dividend. The Board anticipates that the testing trading conditions in the UK will continue during the rest of the year and in response to the challenges we face the Group will undergo further changes and improvements to secure a successful future. These developments will enable the Group, in association with its key business partners to participate fully in the anticipated global growth of discount retailing of branded consumer goods. It is with great pleasure that we welcome Phil Green to the Board. Phil joined us from Woolworths plc on 2 August 1999. His primary responsibility is as Managing Director of United Overseas Limited, the Group's principal operating company in the UK. In addition, he will assist with the development of our businesses internationally. Phil's extensive background of trading and merchandising within a major retailing group and his specialist knowledge of the toy and other relevant sectors will be of great benefit to the United Overseas Group. When I joined the Board of your Company I indicated to my colleagues that I would not remain indefinitely as your Chairman, and I have now decided to step down. I have agreed with my colleagues that I will leave your Board within the next few months, during which time the Board is looking to appoint my successor. I wish the Company and the Board continued success in building and developing the Group's fortunes. Norman Riddell Chairman 6 September 1999 Consolidated Profit and Loss Account For the period ended 30 June 1999 6 months 6 months 12 months ended ended ended 30/06/99 30/06/98 31/12/98 (unaudited) (unaudited) (audited) Note £'000 £'000 £'000 ----------- ----------- ----------- Turnover 2 57,406 47,058 107,603 Cost of sales (44,840) (34,495) (82,972) ----------- ----------- ----------- Gross profit 12,566 12,563 24,631 Distribution costs (5,104) (3,586) (7,541) Administrative costs (6,544) (4,988) (10,968) Other operating income 163 4 83 Amortisation of goodwill 3 (252) - (166) ----------- ----------- ----------- Operating profit 829 3,993 6,039 Net interest payable (1,171) (942) (2,309) ----------- ----------- ----------- (Loss)/profit on ordinary activities before taxation (342) 3,051 3,730 Taxation 4 (158) (1,005) (1,482) ----------- ----------- ----------- (Loss)/profit on ordinary activities after taxation (500) 2,046 2,248 Minority interests (118) (84) (126) ----------- ----------- ----------- (Loss)/profit attributable to shareholders (618) 1,962 2,122 Dividends 5 - (533) (715) ----------- ----------- ----------- Retained (loss)/profit for the period (618) 1,429 1,407 ========= ========= ========= Earnings per share 6 - Basic (0.44)p 1.58p 1.64p - Fully diluted (0.44)p 1.58p 1.64p - Adjusted basic (0.26)p 1.58p 1.77p ----------- ----------- ----------- Dividends per share 5 - 0.43p 0.56p ========= ========= ========= Consolidated Balance Sheet At 30 June 1999 At 30/06/99 At 30/06/98 At 31/12/98 (unaudited) (unaudited) (audited) Note £'000 £'000 £'000 ----------- ----------- ----------- Fixed assets Intangible assets 9,698 90 9,939 Tangible assets 8,724 2,167 6,427 Investments 250 - 200 ----------- ----------- ----------- 18,672 2,257 16,566 ========= ========= ========= Current assets Stocks 38,735 40,301 42,604 Debtors 29,486 25,317 27,185 Cash at bank and in hand 1,066 978 1,356 ----------- ----------- ----------- 69,287 66,596 71,145 Creditors: amounts falling due within one year (47, 879) (41,418) (42,632) ----------- ----------- ----------- Net current assets 21,408 25,178 28,513 ----------- ----------- ----------- Total assets less current liabilities 40,080 27,435 45,079 Creditors: amounts falling due after more than one year (2,386) (357) (6,676) ----------- ----------- ----------- Net assets 37,694 27,078 38,403 ========= ========= ========= Capital and reserves Called up share capital 13,990 12,403 13,990 Share premium account 55,207 45,763 55,207 Share capital to be issued - 1,000 - Profit and loss account 3 (31,832) (32,257) (31,005) ----------- ----------- ----------- Equity shareholders' funds 37,365 26,909 38,192 Equity minority interests 329 169 211 ----------- ----------- ----------- 37,694 27,078 38,403 ========= ========= ========= Consolidated Cash Flow Statement For the period ended 30 June 1999 6 months 6 months 12 months ended ended ended 30/06/99 30/06/98 31/12/98 (unaudited) (unaudited) (audited) £'000 £'000 £'000 ----------- ----------- ----------- Net cash outflow)/inflow from operating activities (1,671) (8,634) 4,906 ----------- ----------- ----------- Returns on investments and servicing of finance Interest received 16 18 54 Interest paid and similar charges (1,200) (936) (2,273) Interest element of hire purchase and finance leases (26) (22) (51) ----------- ----------- ----------- Net cash outflow from returns on investments and servicing of finance (1,210) (940) (2,270) ----------- ----------- ----------- Taxation UK corporation tax received/(paid) 871 (1,080) (2,376) Overseas taxation received/(paid) 398 (445) (838) ----------- ----------- ----------- Net cash inflow/(outflow) from taxation 1,269 (1,525) (3,214) ----------- ----------- ----------- Capital expenditure and financial investment Purchase of intangible fixed assets - (23) (23) Purchase of tangible fixed assets (2,982) (176) (3,150) Purchase of fixed asset investments (50) - (200) Sale of tangible fixed assets 47 8 35 ----------- ----------- ----------- Net cash outflow from capital expenditure and financial investment (2,985) (191) (3,338) ----------- ----------- ----------- Acquisitions and disposals Purchase of subsidiary undertakings (22) - (4,459) Net cash acquired with subsidiary undertakings - - (2,371) ----------- ----------- ----------- Net cash outflow from acquisitions and disposals (22) - (6,830) ----------- ----------- ----------- Equity dividends paid (182) (943) (1,476) ----------- ----------- ----------- Cash outflow before use of liquid resources and financing (4,801) (12,233) (12,222) ----------- ----------- ----------- Financing Expenses paid in connection with share issues - - (715) Capital element of finance lease rentals (214) (264) (502) New short term finance 1,776 - 7,428 ----------- ----------- ----------- Net cash inflow/(outflow) from financing 1,562 (264) 6,211 ----------- ----------- ----------- Decrease in cash in the period (3,239) (12,497) (6,011) ========= ========= ========= Reconciliation of Operating Profit to Net Cash Flow from Operating Activities For the period ended 30 June 1999 6 months 6 months 12 months ended ended ended 30/06/99 30/06/98 31/12/98 (unaudited) (unaudited) (audited) £'000 £'000 £'000 ----------- ----------- ----------- Operating profit 829 3,993 6,039 Depreciation of fixed assets 380 271 637 Amortisation of trade marks 11 8 15 Amortisation of goodwill 252 - 166 Profit on sale of tangible fixed assets (3) - (2) Decrease/(increase)in stocks 3,869 (3,312) 2,550 Increase in debtors (2,828) (4,397) (1,391) Decrease in creditors (4,161) (5,134) (2,951) Profit on exchange in respect of foreign undertakings (20) (63) (157) ----------- ----------- ----------- Net (outflow)/inflow from operating activities (1,671) (8,634) 4,906 ========= ========= ========= Reconciliation of Net Cash Flow to Movement in Net Debt For the period ended 30 June 1999 6 months 6 months 12 months ended ended ended 30/06/99 30/06/98 31/12/98 (unaudited) (unaudited) (audited) £'000 £'000 £'000 ----------- ----------- ----------- Decrease in cash in the period (3,239) (12,497) (6,011) Cash (inflow)/outflow from decrease in debt and finance leasing (1,562) 264 (6,926) ----------- ----------- ----------- Change in net funds resulting from cash flows (4,801) (12,233) (12,937) Loans and finance leases acquired with subsidiaries - - (898) New finance leases (21) (371) (693) ----------- ----------- ----------- Movement in net debt (4,822) (12,604) (14,528) ========= ========= ========= Opening net debt (28,050) (13,522) (13,522) Movement in net debt (4,822) (12,604) (14,528) ----------- ----------- ----------- Closing net debt (32,872) (26,126) (28,050) ========= ========= ========= Notes 1 NATURE OF THE FINANCIAL INFORMATION The Company prepares statutory accounts annually to 31 December. These are the interim accounts covering the six months ended 30 June 1999. The results for the six months ended 30 June 1998 and the year ended 31 December 1998, are extracted from the previous year's interim and final accounts respectively. The analysis between expenses has been restated for the six months ended 30 June 1998, in line with the analysis given in the final accounts, as in the opinion of the Directors, this is more appropriate. The results for the six months ended 30 June 1999 and 1998 are unaudited, and have been prepared in accordance with the accounting policies set out in the Company's annual report. The financial information set out above does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The results for the year ended 31 December 1998 are an abridged version of the full statutory accounts that have an unqualified audit report and have been delivered to the Registrar of Companies. 2 TURNOVER AND PROFIT BEFORE TAX 6 months 6 months 12 months ended ended ended 30/06/99 30/06/98 31/12/98 (unaudited) (unaudited) (audited) £'000 £'000 £'000 ----------- ----------- ----------- Turnover by destination: United Kingdom 26,686 27,491 58,494 Rest of Europe 21,946 10,409 31,005 North America 8,774 9,158 18,104 ----------- ----------- ----------- 57,406 47,058 107,603 ========= ========= ========= By origin: United Kingdom 28,671 33,020 69,300 Rest of Europe 20,576 5,962 21,945 North America 8,159 8,076 16,358 ----------- ----------- ----------- 57,406 47,058 107,603 ========= ========= ========= (Loss)/profit before tax by origin: United Kingdom (1,223) 2,273 2,629 Rest of Europe 845 244 610 North America 36 534 491 ----------- ----------- ----------- (342) 3,051 3,730 ========= ========= ========= Notes 3 PROFIT AND LOSS ACCOUNT In accordance with Financial Reporting Standard 10 Goodwill and Intangible Assets, goodwill arising from acquisitions before 1 January 1998 has been written off to reserves. For acquisitions after this date, the goodwill arising has been capitalised and is being amortised through the profit and loss account over the Directors' estimate of their useful economic life. 4 TAXATION The taxation charge for the six months to 30 June 1999 and 1998 is based on the anticipated tax position for the full year. 5 DIVIDENDS No interim dividend is proposed for the six months ended 30 June 1999 (1998 interim dividend of 0.43 pence per ordinary share). 6 EARNINGS PER SHARE Basic earnings per share for the six months ended 30 June 1999 is calculated by dividing the loss on ordinary activities after taxation and minority interests of £618,000 by 139,496,709 (30 June 1998: profit £1,962,000 by 124,032,000; 31 December 1998: profit £2,122,000 by 129,199,267) being the weighted average number of ordinary shares of 10 pence each in issue during the period after taking account of the purchases of ordinary shares by the Employee Share Ownership Plan (ESOP). The adjusted basic earnings per share for the six months ended 30 June 1999 is calculated by dividing the loss on ordinary activities after taxation and minority interests and before amortisation of goodwill of £366,000 by 139,496,709 (30 June 1998: profit £1,962,000 by 124,032,000; 31 December 1998: profit £2,288,000 by 129,199,267) being the weighted average number of ordinary shares of 10 pence in issue during the period after taking account of the purchases of ordinary shares by the ESOP. No dilution arises as a result of the share options in issue, as the value at which they were granted is in excess of both the market price at 30 June 1999 and the average market price for the six months, and therefore no options would be exercised. Accordingly the fully diluted earnings per share is identical to the basic earnings per share as stated above. 7 YEAR 2000 The Steering Committee, which reports to the Board, is co-ordinating the necessary work throughout the Group's operations to address the Year 2000 issues. This work is predominantly complete, however given the complexity of the issue, it is not possible for any organisation to be certain that no problems relating to Year 2000 issues will occur. The Company is developing contingency plans to deal promptly with any significant issues that it can identify. In accordance with the Urgent Issues Task Force Abstract number 20, the costs relating to Year 2000 compliance have been written off to the Profit and Loss Accounts of the individual companies.
UK 100

Latest directors dealings