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Wilshaw PLC (WSW)

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Friday 17 December, 2004

Wilshaw PLC

Interim Results

Wilshaw PLC
17 December 2004

Wilshaw PLC - Interim results for the six months ended 30 September 2004

Chairman's statement
________________________________________________________________



As previously reported the company announced the sale of its magnets business on
8 July 2004 to its management for a total consideration (including the repayment
of intercompany debt) of £910,000 of which £800,000 was paid in cash at
completion.  The balance of £110,000, which is secured by a bank guarantee, is
payable on 8 July 2005.   Consequently the company is now a cash shell with cash
and other assets amounting to approximately £3.2m.  As previously reported the
board is seeking merger or acquisition opportunities which will enhance
shareholder value.  Further announcements on the progress of this process will
be made as appropriate.



Since 30 September 2004 the High Court has approved the cancellation of the
company's capital redemption reserve and share premium account which in
aggregate stand at £4,783,000.  This has created a reserve against which the
deficit on the company's profit and loss account can be eliminated and will
facilitate the payment of dividends in the future should the directors consider
this to be appropriate.




Peter Reynolds
Chairman
17 December 2004


                                            Consolidated profit and loss account
                                       for the half year ended 30 September 2004


                                                                           UNAUDITED                     AUDITED
                                                                   Six months ended   Six months ended   Year ended
                                                                       30 September       30 September     31 March
                                                          Note                 2004               2003         2004
                                                                                              restated     restated
                                                                              £'000              £'000        £'000
Turnover
Discontinued operations                                                       2,247              4,027        8,643
                                                                             ______             ______       ______
Operating loss                                             3
Continuing operations                                                         (253)              (275)        (537)
Discontinued operations                                                        (98)              (226)        (304)
                                                                             ______             ______       ______
                                                                              (351)              (501)        (841)

Disposal of discontinued operation                                              229                  -            -
Goodwill written off directly to reserves in earlier                        (1,620)                  -            -
years

Net loss on disposal of discontinued operations                             (1,391)                  -            -
                                                                             ______             ______       ______
Loss on ordinary activities before interest                                 (1,742)              (501)        (841)
Net interest (payable)/receivable and other similar
(charges)/income in continuing operations                                      (75)                 50          159
Interest payable and other similar charges in
discontinued operations                                                           -                  -        (194)
Net interest charge in defined benefit pension schemes
held in discontinued operations                                                (23)               (73)        (145)
                                                                               
                                                                             ______             ______       ______
Loss on ordinary activities before taxation                                 (1,840)              (524)      (1,021)
Tax on loss on ordinary activities                         4                     10                114          620
                                                                             ______             ______       ______
Retained loss for the financial period                                      (1,830)              (410)        (401)
                                                                             ______             ______       ______


Loss per share (basic and fully diluted)                   5                (4.67p)            (1.05p)      (1.02)p
                                                                             ______             ______       ______





                     Consolidated statement of total recognised gains and losses
                                       for the half year ended 30 September 2004

__________________________________________________________________________




                                                                      UNAUDITED            UNAUDITED        AUDITED
                                                               Six months ended  Six months ended 30     Year ended
                                                                   30 September            September       31 March     
                                                                           2004                 2003           2004     
                                                                                            restated       restated
                                                                          £'000                £'000          £'000

Loss for the period                                                     (1,830)                (410)          (401)
Currency translation differences on foreign currency net
Investments                                                                   -                 (16)           (52)
Goodwill written off directly to reserves in earlier years                1,620                    -              -
Actuarial (loss)/gain on defined benefit pension schemes
in accordance with FRS 17 Retirement benefits                             (209)                  498            995
                                                                         ______               ______         ______
Total recognised gains and losses relating to the period                  (419)                   72            542
                                                                                              ______         ______
Prior year adjustment arising on adoption of FRS 17
Retirement benefits                                                     (3,513)
                                                                        
                                                                         ______
Total gains and losses recognised since last annual report              (3,932)
                                                                         ______




                                                      Consolidated balance sheet
                                                         As at 30 September 2004

__________________________________________________________________________


                                                                     UNAUDITED            AUDITED
                                                                  30 September           31 March
                                                                          2004               2004
                                                                                         restated
                                                                         £'000              £'000

Fixed assets                                                                 5              3,678
                                                                       _______            _______
Current assets
Stock                                                                        -                911
Debtors                                                                    392              2,258
Current asset investments                                                  582                649
Cash at bank                                                             2,382              1,634
                                                                        ______             ______
                                                                         3,356              5,452

Creditors: amounts falling due within one year
Trade and other creditors                                                 (99)            (1,181)
                                                                        ______             ______
Net current assets                                                       3,257              4,271
                                                                        ______             ______


Total assets less current liabilities                                    3,262              7,949

Creditors: amounts falling due within one year                               -               (21)
Provisions for liabilities and charges                                       -              (314)
                                                                        ______             ______
Net assets excluding pension liability                                   3,262              7,614
Pension liability                                                            -            (3,933)
                                                                        ______             ______
Net assets including pension liability                                   3,262              3,681
                                                                        ______             ______

Capital and reserves
Called up share capital                                                  1,960              1,960
Share premium account                                                    2,010              2,010
Capital redemption reserve                                               2,773              2,773
Profit and loss account                                                (3,481)            (3,062)
                                                                        ______             ______
Shareholders' funds - equity                                             3,262              3,681
                                                                        ______             ______





                              Reconciliation of movements in shareholders' funds
                                       for the half year ended 30 September 2004

__________________________________________________________________________


                                                            UNAUDITED                UNAUDITED              AUDITED
                                                     Six months ended      Six months ended 30           Year ended
                                                         30 September                September             31 March     
                                                                 2004                     2003                 2004     
                                                                                      restated             restated
                                                                £'000                    £'000                £'000

Retained loss for the period                                  (1,830)                    (410)                (401)
Goodwill eliminated on disposal                                 1,620                        -                    -
Actuarial (loss)/gain on pension                                (209)                      498                  995
liability
Other recognised gains and losses                                   -                     (16)                 (52)
                                                               ______                   ______               ______
Net  movement in shareholders' funds                            (419)                       72                  542
Opening shareholders' funds as
previously reported                                             7,194                    7,624                7,624
Prior year adjustment arising on
adoption of FRS 17 Retirement benefits                        (3,513)                  (4,485)              (4,485)
                                                              
                                                               ______                   ______               ______
Closing shareholders' funds                                     3,262                    3,211                3,681
                                                               ______                   ______               ______





                                                Consolidated cash flow statement
                                       for the half year ended 30 September 2004

__________________________________________________________________________


                                                                 UNAUDITED            UNAUDITED               AUDITED
                                                                Six months ended Six months ended 30       Year ended
                                                                    30 September           September         31 March   
                                                    Note                    2004                2003             2004   
                                                                                            restated         restated
                                                                           £'000               £'000            £'000

Cash flow from operating activities                   6                    (228)               (486)            (705)
Return on investments and servicing of finance                                47                  50               76
Taxation                                                                     234                   -                5
Capital expenditure                                                         (25)               (392)            (600)
Disposal of magnets operation                                                776                   -                -
Equity dividends paid                                                          -                   -            (353)
                                                                          ______              ______           ______
Cash inflow/(outflow) before use of liquid
resources and financing                                                      804               (828)          (1,577)
                                                                             
Net cash inflow from financing                                                 -                   -               29
Net cash outflow from management of liquid
resources                                                                   (73)                   -            (603)
                                                                            
                                                                          ______              ______           ______
Increase/(decrease) in cash in the period                7                   731               (828)          (2,151)
                                                                          ______              ______           ______




                                                                           Notes

__________________________________________________________________________



1.  The unaudited financial information for each of the half years does not
amount to full accounts within the meaning of section 254 of the Companies Act
1985 and has not been delivered to the Registrar of Companies.  The comparative
figures for the financial year ended 31 March 2004 are not the company's
statutory accounts for that financial year.  Those accounts have been reported
on by the company's auditors and delivered to the Registrar of Companies.  The
report of the auditors was unqualified and did not contain a statement under
section 237(2) or (3) of the Companies Act 1985.



2.    Prior year adjustment

As the company adopted FRS 17 Retirement benefits during the current period the
profit and loss accounts, cashflows and balance sheets for the six months ended
30 September 2003 and the year ended 31 March 2004 have been restated on a
comparable basis.



3.    Operating loss

                                             Six months ended           Six months ended         Year ended
                                                 30 September               30 September           31 March
                                                         2004                       2003               2004
                                                                                restated           restated
                                                        £'000                      £'000              £'000

Continuing operations
Central costs                                           (253)                      (275)              (537)

Discontinued operations
Magnets                                                  (98)                      (226)              (304)
                                                       ______                     ______             ______
                                                        (351)                      (501)              (841)
                                                       ______                     ______             ______



4.         Included in the tax credit for the period is a tax credit of £nil
relating to exceptional operating expenses (six months ended 30 September 2003:
£62,000; year ended 31 March 2004: £61,000). No deferred asset has been
recognised on the current year losses as the company's ability to utilise them
against future profits is uncertain.

5.         Loss per share has been calculated based on the results after
taxation and the weighted average number of shares in issue during the six
months ended 30 September 2004 of 39,205,000 (30 September 2003: 39,205,000; 31
March 2004: 39,205,000).






6.            Reconciliation of operating loss to operating cashflow

                                                                    Six months    Six months ended            Year
                                                                         ended        30 September           ended
                                                                  30 September                2003        31 March
                                                                          2004                                2004
                                                                                          restated        restated
                                                                         £'000               £'000           £'000

Operating loss                                                           (351)               (501)           (841)
Depreciation                                                               165                 348             683
Loss on sale of fixed assets                                                 -                  26              26
Stock decrease/(increase)                                                  106               (144)              44
Debtors decrease/(increase)                                                 42               (269)           (585)
Creditors (decrease)/ increase                                           (190)                  54            (32)
                                                                        ______              ______          ______
Net cash outflow from operating activities                               (228)               (486)           (705)
                                                                        ______              ______          ______




7.            Reconciliation of net cash flow to movement in net funds

                                                             Six months ended    Six months ended       Year ended
                                                                 30 September        30 September         31 March
                                                                         2004                2003             2004
                                                                                         restated         restated
                                                                        £'000               £'000            £'000

Increase/(decrease) in cash in the period                                 731               (828)          (2,151)
Net cash inflow from management of liquid resources                        73                   -              603
                                                                       ______              ______           ______
Change in net funds resulting from cashflows                              804               (828)          (1,548)
Translation difference                                                    (1)                 (6)            (180)
Change in market value of investments                                   (122)                   -               46
                                                                       ______              ______           ______
Movement in net funds in the period                                       681               (834)          (1,682)
Opening net funds                                                       2,283               3,965            3,965
                                                                       ______              ______           ______
Closing net funds                                                       2,964               3,131            2,283
                                                                       ______              ______           ______





8.         A copy of this statement will be sent to every shareholder.  Further
copies are available to the public from the company's offices at 12-14 Hill
Street, Richmond, Surrey TW9 1TN.





For further information call :
Wilshaw PLC                                                  Tel : 020 8332 0690
Peter Reynolds, Chairman




                      This information is provided by RNS
            The company news service from the London Stock Exchange