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Armour Group PLC (AMR)

  Print      Mail a friend       Annual reports

Thursday 07 April, 2005

Armour Group PLC

Interim Results

Armour Group PLC
07 April 2005


                                Armour Group Plc


           Interim Results for the six months ended 28 February 2005

                              CHAIRMAN'S STATEMENT



RESULTS AND DIVIDEND

I am pleased to report excellent progress and a good set of results for the six
months to 28 February 2005.

The financial highlights are as follows:

   • Sales increased by 27% to £17.6 million (29 February 2004: £13.9
     million).
   • Operating profit before amortisation of goodwill, interest and tax rose
     by 21% to £2.0 million (29 February 2004: £1.7 million).
   • Basic underlying earnings per share rose by 4% to 2.4p (29 February
     2004: 2.3p).
   • Equity shareholders' funds of £17.3 million (29 February 2004: £15.7
     million).
   • Net debt position was £6.2 million (29 February 2004: £3.2 million).

The Board is not recommending an interim dividend.

OPERATIONS

Armour Automotive

Armour Automotive has continued to grow, win new business and invest further in
its management team and new product development. It has also extended its
operating facilities in Bordon.

Our proprietary brands continue to attract new business and remain the driver to
the Division's sales with like for like sales up 3% in the six months to 28
February 2005. Autoleads, the specialist range of connectivity solutions for
in-car entertainment and communications, and CTI, the range of GSM and GPS
aerials and antennae for the automotive and marine aftermarkets, have secured
increasing levels of business with Vodafone for telemute leads and GSM antennae.
Mutant, the range of amplifiers and speakers for the in-car market, has
performed well and has recently been expanded with the launch of the new Mutant
X range. RM Audio, the specialist range of in-vehicle customer branded speakers
and head units, has won new OEM business with Lunar Caravans and with Claas for
its range of agricultural vehicles in the United Kingdom and in Germany.

Veba, the specialist range of in-car audio-visual entertainment systems, has
secured new business with Rolls Royce. We are also in the final stages of
developing a prototype multi-media solution for Bentley Motors. In December
2004, we started deliveries to Mitsubishi for its Shogun model. In January 2005,
we delivered our first systems to BMW for its X3 model. We have had strong
repeat orders from Hyundai for its Matrix and Trajet models and have seen a
steady growth in business with the vehicle dealership chains of Pendragon and
Arnold Clark. We continue to develop new solutions for a number of vehicle
manufacturers, which we are confident will be launched in due course.

To meet the growing needs of the business, the management team has been
strengthened with the appointment of a Business Development Director, who is
responsible for new product development, purchasing and channels to market.
Elsewhere in the Division, we have added to our logistics, purchasing and
research and development teams.

The continuing growth of the business has required an extension to our existing
facilities in Bordon. Two new mezzanine levels have been constructed and
additional warehousing space has been leased, which increases our operating
capacity by 35%.

Armour Home Electronics

Armour Home Electronics has had a busy six months with like for like sales
increasing by 2% in the six months to 28 February 2005. There have been two
acquisitions, extension of our warehousing and distribution facilities and
expansion of our sales, business development and new product research teams.

In September 2004, the Group acquired The Hi-End Limited ('Hi-End'), which has
been integrated into our service business. This business provides specialist
custom design and installation services to home builders, architects and
homeowners in the home automation market. In November 2004, the Group acquired
Myryad Systems Limited ('Myryad'), a designer and manufacturer of hi-fi
separates, which is now being integrated into our product business. This
business designs, manufactures and sells products into the hi-fi, home theatre
and home entertainment market.

Our proprietary brands have benefited from a number of new product launches and
awards in the past six months, which form an important part of maintaining and
improving our brand awareness in the market place. QED launched a complete range
of digital cables to meet the growing demand for digital connectivity to plasma
screens and DVD players; Sound Style, Sound Organisation and Arca have launched
new furniture ranges; Goldring launched two new turntables and Systemline
Modular launched multi-channel audio and video modules.

Systemline Modular, our multi-room entertainment system, has continued to
generate significant interest and demand from home builders and custom
installers alike. In February 2005, the Group announced a major national
agreement with David Wilson Homes. We have invested in marketing and a dedicated
sales and support team, which is wholly focused on building the key
relationships between ourselves, the home builder and our specialist custom
install partners. There are now over 15,000 new homes being built or due to be
built within the next twelve months where Systemline Modular is being included
as part of the build programme either as a standard fit or offered as an option.
To date, home builders such as David Wilson Homes, Persimmon Homes, Crest
Nicholson, Westbury Homes, Taylor Woodrow, George Wimpey and Laing Homes are
offering Systemline Modular as part of the build programme.

The new product research and development team has been strengthened by
specialist audio/video engineering expertise and an expansion of our industrial
design capability to meet the increased work load, which now includes the
product development responsibilities of the newly acquired Myryad range. In the
coming months, the programme for new product launches is demanding, with all key
proprietary brands scheduled to launch new products.

Our service business has made good progress and, following the Hi-End
acquisition, is now in a position to offer a complete range of services to both
the new build as well as the retro-fit market.

OUTLOOK

The Group's focus over the past six months has been on investment for growth.
There have been two acquisitions and a range of internal investments targeted at
developing key areas of our operations. The Board believes that this investment
will play an important part in delivering future growth and is confident with
regard to the future prospects of the Group.

Bob Morton
Chairman
7 April 2005

                      CONSOLIDATED PROFIT AND LOSS ACCOUNT


FOR THE SIX MONTHS TO 28 FEBRUARY 2005

                                  ----------         ----------       ----------
                    Notes    Six months to      Six months to   Twelve months to
                               28 February        29 February        31 August
                                      2005               2004             2004
                               (Unaudited)        (Unaudited)        (Audited)
                                      £000               £000             £000
                                  ----------         ----------       ----------
Turnover

Continuing
operations                          16,847             13,885           31,113
Acquisitions             3             763                  -                -
                                  ----------         ----------       ----------
                         2          17,610             13,885           31,113
                                  ----------         ----------       ----------
Operating profit

Continuing
operations                           1,939              1,671            3,677
Acquisitions             3              81                  -                -
                                  ----------         ----------       ----------
Operating profit
before amortisation
of goodwill                          2,020              1,671            3,677
Amortisation of
goodwill                              (399)              (264)            (599)
                                  ----------         ----------       ----------
Profit on ordinary
activities before
interest                             1,621              1,407            3,078

Net interest                          (225)               (72)            (200)
                                  ----------         ----------       ----------
Profit on ordinary
activities before
taxation                             1,396              1,335            2,878

Taxation on profit
on ordinary
activities               4            (534)              (499)          (1,131)
                                  ----------         ----------       ----------
Profit on ordinary
activities after
taxation                               862                836            1,747

Dividend                                 -                  -             (237)
                                  ----------         ----------       ----------
Profit for the
period retained          5             862                836            1,510
                                  ----------         ----------       ----------

Earnings per
ordinary share           7

Basic                                  1.6p               1.8p             3.5p
Basic - underlying                     2.4p               2.3p             4.7p
Diluted                                1.5p               1.6p             3.3p
Diluted -
underlying                             2.3p               2.1p             4.4p
                                  ----------         ----------       ----------


          CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES

FOR THE SIX MONTHS TO 28 FEBRUARY 2005

                                        ----------      ----------    ----------
                                   Six months to   Six months to Twelve months 
                                                                            to
                                     28 February     29 February     31 August
                                            2005            2004          2004
                                     (Unaudited)     (Unaudited)     (Audited)
                                            £000            £000          £000
                                        ----------      ----------    ----------

Profit for the period                        862             836         1,747

Currency translation
differences on foreign                        
currency net investments                      (1)              -            (7)
                                        ----------      ----------    ----------

Total recognised gains and losses
relating to the period                       861             836         1,740
                                        ----------      ----------    ----------



                           CONSOLIDATED BALANCE SHEET


AT 28 FEBRUARY 2005


                                          ----------      ----------  ----------
                               Notes   28 February   Re-presented*   31 August
                                              2005     29 February        2004
                                       (Unaudited)            2004   (Audited)
                                              £000     (Unaudited)        £000
                                                              £000
                                          ----------      ----------  ----------
Fixed assets

Intangible assets                           14,742          13,729      13,068
Tangible assets                              1,869           1,570       1,765
                                          ----------      ----------  ----------
                                            16,611          15,299      14,833
                                          ----------      ----------  ----------

Current assets

Stocks                                       6,309           4,350       5,904
Debtors                                      6,273           6,550       7,207
Cash at bank and in hand                        85             694       1,081
                                          ----------      ----------  ----------
                                            12,667          11,594      14,192
                                          ----------      ----------  ----------
Creditors: Amounts falling due
within one year

Borrowings                                  (3,538)           (545)       (599)

Other                                       (5,423)         (7,361)     (8,961)
                                          ----------      ----------  ----------
                                            (8,961)         (7,906)     (9,560)
                                          ----------      ----------  ----------
Net current assets                           3,706           3,688       4,632
                                          ----------      ----------  ----------
Total assets less current
liabilities                                 20,317          18,987      19,465
                                          ----------      ----------  ----------
Creditors: Amounts falling due
after more than one year

Borrowings                                  (2,777)         (3,328)     (3,048)

Other                                         (192)              -           -
                                          ----------      ----------  ----------
                                            (2,969)         (3,328)     (3,048)
                                          ----------      ----------  ----------
Net assets                                  17,348          15,659      16,417
                                          ----------      ----------  ----------

Capital and reserves

Called up share capital                      5,374           5,261       5,341
Share premium account                        3,760           3,712       3,723
Other reserves                                 444             444         444
Profit and Loss Account                      7,970           6,442       7,109
Share trust reserve                           (200)           (200)       (200)
                                          ----------      ----------  ----------
Equity shareholders' funds         5        17,348          15,659      16,417
                                          ----------      ----------  ----------

* See Note 1
                        CONSOLIDATED CASH FLOW STATEMENT

FOR THE SIX MONTHS TO 28 FEBRUARY 2005

                                       -----------      ----------    ----------
                           Notes   Six months to   Re-presented*   Twelve months
                                                                            to
                                     28 February   Six months to     31 August
                                            2005     29 February          2004
                                     (Unaudited)            2004     (Audited)
                                            £000     (Unaudited)          £000
                                                            £000
                                       -----------      ----------    ----------

Net cash inflow
from operating
activities                 6(a)            1,465             872         2,462

Returns on investment
and servicing of finance
Interest received                              8              30            54
Interest paid                               (161)            (62)         (156)
Bank loan
arrangement costs                            (13)           (127)         (135)
Interest element of
finance lease rentals                         (4)             (5)           (9)
                                       -----------      ----------    ----------

Net cash outflow from
returns on investment
and servicing of finance                    (170)           (164)         (246)

Corporate taxation paid                     (922)           (476)         (843)

Capital expenditure and
financial investment

Payments to acquire
tangible fixed
assets                                      (477)           (251)         (854)
Sale of tangible
fixed assets                                  65               8            76
                                       -----------      ----------    ----------

Net cash outflow from 
capital expenditure                                
and financial investment                    (412)           (243)         (778)

Acquisitions and disposals
Purchase of subsidiary
undertakings                              (3,590)        (13,182)      (13,177)
Net cash acquired with 
subsidiary undertakings                      140           1,812         1,812
                                       -----------      ----------    ----------

Net cash outflow from
acquisitions
and disposals                             (3,450)        (11,370)      (11,365)
Dividend paid                               (237)           (135)         (138)
                                       -----------      ----------    ----------

Net cash outflow
before financing                          (3,726)        (11,516)      (10,908)

Financing
Issue of ordinary
share capital                                 70           4,823         4,914
New bank loans                                 -           4,000         4,000
Repayment of bank loans                     (285)              -          (286)
Capital element of finance 
lease rental repayments                      (24)            (20)          (40)
                                       -----------      ----------    ----------
Net cash
(outflow)/inflow
from financing                              (239)          8,803         8,588
                                       -----------      ----------    ----------
Net cash outflow after
financing, being the 
decrease in cash in the
period                     6(b)           (3,965)         (2,713)       (2,320)
                                       -----------      ----------    ----------

* See Note 1

                       NOTES TO THE FINANCIAL STATEMENTS


1. BASIS OF PREPARATION

The interim financial statements have been prepared on the basis of accounting
policies consistent with those set out in the Group's Annual Report and
financial statements for the twelve months to 31 August 2004.

The consolidated balance sheet at 29 February 2004 and the consolidated cash
flow statement for the six months to 29 February 2004 have been re-presented to
be consistent with the presentation adopted in the Group's consolidated
financial statements for the twelve months to 31 August 2004.

The results of the Group for the six months to 28 February 2005, and the
comparative figures for the six months to 29 February 2004, are unaudited. The
financial information contained herein does not constitute statutory accounts
within the meaning of Section 240 of the Companies Act 1985.

The statutory accounts for the twelve months to 31 August 2004, which were
approved by the shareholders at the Annual General Meeting and which have been
delivered to the Registrar of Companies, carry an unqualified Auditor's Report.
They do not contain a statement under Section 237(2) or 237(3) of the Companies
Act 1985.


2. TURNOVER
                                       -----------     -----------   -----------
                                   Six months to   Six months to   Twelve months
                                                                            to
                                     28 February     29 February     31 August
                                            2005            2004          2004
                                     (Unaudited)     (Unaudited)     (Audited)
                                            £000            £000          £000
                                       -----------     -----------   -----------

Group sales by business segment
Armour Automotive                          8,842           8,570        18,736
Armour Home Electronics                    8,768           5,315        12,377
                                       -----------     -----------   -----------

                                          17,610          13,885        31,113
                                       -----------     -----------   -----------

Group sales by country of
operation
United Kingdom                            17,416          13,726        30,708
Sweden                                       324             316           763
Inter-area eliminations                     (130)           (157)         (358)
                                       -----------     -----------   -----------

                                          17,610          13,885        31,113
                                       -----------     -----------   -----------

Group sales by country of
destination
United Kingdom                            13,828          10,539        24,176
Rest of Europe                             3,298           3,014         5,959
Rest of world                                484             332           978
                                       -----------     -----------   -----------

                                          17,610          13,885        31,113
                                       -----------     -----------   -----------





3. ACQUISITIONS

On 22 September 2004, the Group acquired The Hi-End Limited, a specialist
company providing design, integration and  installation services for home
theatre and home automation systems. On 4 November 2004, the Group acquired
Myryad  Systems Limited, a company that designs and manufactures quality CD
players, DVD players and amplifiers for the home  entertainment market.


4. TAXATION ON PROFIT ON ORDINARY ACTIVITIES

The taxation charge for the six months to 28 February 2005 is based on the
effective taxation rate, which it is estimated will apply to earnings for the
full year.


5. RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS
                                       -----------     -----------   -----------
                                   Six months to   Six months to   Twelve months
                                                                            to
                                     28 February     29 February     31 August
                                            2005            2004          2004
                                     (Unaudited)     (Unaudited)     (Audited)
                                            £000            £000          £000
                                       -----------     -----------   -----------

Profit for the period                        862             836         1,747
Dividend                                       -               -          (237)
                                       -----------     -----------   -----------
Profit for the period
retained                                     862             836         1,510
New share capital
subscribed (net of issue
expenses)                                     70           4,823         4,914
Ordinary shares issued as
consideration for
acquisitions                                   -             550           550
Currency translation differences
on foreign currency investments               (1)              -            (7)
                                       -----------     -----------   -----------
Net movement in equity
shareholders' funds                          931           6,209         6,967
Opening equity
shareholders' funds                       16,417           9,450         9,450
                                       -----------     -----------   -----------
Closing equity
shareholders' funds                       17,348          15,659        16,417
                                       -----------     -----------   -----------


6(a). RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW FROM OPERATING A
CTIVITIES
                               -----------         -----------       -----------
                           Six months to       Six months to       Twelve months
                                                                            to
                             28 February         29 February         31 August
                                    2005                2004              2004
                             (Unaudited)         (Unaudited)         (Audited)
                                    £000                £000              £000
                               -----------         -----------       -----------

Operating profit                   1,621               1,407             3,078
Depreciation of tangible
fixed assets                         379                 284               630
Amortisation of goodwill             399                 264               599
Decrease/(increase) in
stocks                               178                (252)           (1,740)
Decrease/(increase) in
debtors                            1,184                (744)           (1,231)
(Decrease)/increase in
creditors                         (2,289)                (88)            1,131
(Profit)/loss on disposal
of tangible fixed assets              (7)                  1                (5)
                               -----------         -----------       -----------
Net cash inflow from
operating activities               1,465                 872             2,462
                               -----------         -----------       -----------





6(b). RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS/(DEBT)
                                -----------         -----------      -----------
                            Six months to       Six months to      Twelve months
                                                                            to
                              28 February         29 February        31 August
                                     2005                2004             2004
                              (Unaudited)         (Unaudited)        (Audited)
                                     £000                £000             £000
                                -----------         -----------      -----------

Decrease in cash                   (3,965)             (2,713)          (2,320)
New bank loans                          -              (4,000)          (4,000)
Repayment of bank loans               285                   -              286
Cash outflow from finance
leases                                 24                  20               40
                                -----------         -----------      -----------
Change in net debt
resulting from cash flows          (3,656)             (6,693)          (5,994)
New finance leases                     (1)                (31)             (31)
Bank loan arrangement costs            13                 127              135
Bank loan arrangement costs
expensed                              (20)                  -              (23)
Exchange adjustments                    -                   -               (6)
                                -----------         -----------      -----------
Movement in net debt in the
period                             (3,664)             (6,597)          (5,919)
Opening net (debt)/funds           (2,566)              3,353            3,353
                                -----------         -----------      -----------
Closing net debt                   (6,230)             (3,244)          (2,566)
                                -----------         -----------      -----------

6(c). ANALYSIS OF NET DEBT MOVEMENT
                        --------  -------  --------       --------      --------
                     31 August     Cash     Other   Acquisitions   28 February
                          2004     Flow    non-cash         £000          2005
                                          changes
                          £000     £000      £000                         £000
                        --------  -------  --------       --------      --------
Cash                     1,081     (996)        -              -            85
Overdraft                    -   (2,969)        7              -        (2,962)
Loans: due within
one year                  (554)     285      (285)             -          (554)
Loans: due after
more than one year      (3,048)       -       271              -        (2,777)
Finance leases             (45)      24         -             (1)          (22)
                        --------  -------  --------       --------      --------
Net debt                (2,566)  (3,656)       (7)            (1)       (6,230)
                        --------  -------  --------       --------      --------

7. EARNINGS PER ORDINARY SHARE

Basic earnings per share is calculated using the weighted average number of
shares in issue during the period of 52,638,710 (29 February 2004: 47,567,290
and 31 August 2004: 49,934,924).

Underlying earnings per share is also shown calculated by reference to earnings
before amortisation of goodwill. The Directors consider that this information
gives a useful additional indication of underlying performance.

                             Six months to   Six months to   Twelve months to
                              28 February     29 February        31 August
                                      2005            2004                2004
                               (Unaudited)     (Unaudited)           (Audited)
Basic earnings per ordinary
share                         £000       p    £000       p      £000         p
                             ------- ------- ------- -------   -------   -------

Profit for the period          862     1.6     836     1.8     1,747       3.5
Amortisation of goodwill       399     0.8     264     0.5       599       1.2
                             ------- ------- ------- -------   -------   -------
Underlying earnings          1,261     2.4   1,100     2.3     2,346       4.7
                             ------- ------- ------- -------   -------   -------



Diluted earnings per share is calculated with reference to 56,037,243 (29
February 2004: 51,226,791 and 31 August 2004: 53,569,068) ordinary shares.

                           Six months to   Six months to      Twelve months to
                             28 February     29 February             31 August
                                    2005            2004                  2004
                             (Unaudited)     (Unaudited)             (Audited)
Diluted earnings per
ordinary share             £000        p    £000       p       £000          p
                          -------  ------- ------- -------    -------    -------

Profit for the period       862      1.5     836     1.6      1,747        3.3
Amortisation of goodwill    399      0.8     264     0.5        599        1.1
                          -------  ------- ------- -------    -------    -------
Underlying earnings       1,261      2.3   1,100     2.1      2,346        4.4
                          -------  ------- ------- -------    -------    -------

8. COPIES OF INTERIM REPORT

Copies of this interim report are being sent to shareholders and will also be
made available upon request to members of the public at the Company's Registered
Office, Lonsdale House, 7-9 Lonsdale Gardens, Tunbridge Wells, Kent TN1 1NU.



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