Legendary Investments PLC
1 August 2002
LEGENDARY INVESTMENTS PLC
('Legendary' or the 'Company')
Final results for the year ended 31 March 2002
Legendary Investments plc, the AIM-listed investment company, is pleased to
announce its preliminary results for the year ended 31 March 2002.
HIGHLIGHTS:
+ Pre-tax profit at Legends Surf Shops plc, the boardwear retailer, up 49% to
£1,224,076.
+ Significant uplift in the value of the Company's 18% stake in Legends Surf
Shops.
+ Successful £4.1 million fundraising and AIM flotation of BioProjects
International plc since year-end.
+ The Accessory People plc - revenues increasing substantially.
+ BioProgress Technology International, Inc. - well positioned to be able to
support its customers in the implementation phase; two milestone payments
received.
Commenting on the results, Shami Ahmed, Chief Executive, said: 'Since the
announcement of our interim results, when Legendary reported on the difficult
conditions of the overall market, there have been some encouraging developments
within our portfolio. Two of our largest investments achieved a positive return
in the second half of the year, with Legends Surf Shops reporting a 49% increase
in pre-tax profit and BioProjects International making a successful debut to AIM
just after the year end.'
For further information:-
Shami Ahmed, Legendary Investments plc Tel: 020 8903 9037
Smit Berry, Legendary Investments plc Tel: 020 8656 4648
Chief Executive's Statement
INTRODUCTION
Difficult market conditions have inevitably affected our investment decisions
and valuations during the year, but this has not interrupted the systematic and
confident application of the strategy highlighted in Legendary's last Annual
Report and Accounts. The emphasis continues to be a repositioning of the Company
to focus on its investments in retail or those companies which have niche
products and where the Board can take a direct involvement.
These companies benefit from a 'hands on' investment process whereby Legendary
is able to add value to investee companies by assisting in the development of
certain areas, such as product procurement and marketing.
During the year a number of interesting and new investments were reviewed but
were rejected on the grounds of price or lack of synergy. Part of the reason for
exhibiting caution has been a more difficult IPO market, which continues to
adversely affect valuations and the disposal of our indirect investments.
We continue to adopt a prudent approach to valuing Legendary's portfolio and are
encouraged that many investments continue to make good commercial progress. Our
investments are held at cost, less provisions, or, where the investments are
quoted, at their year-end mid market value. Despite falls in the value of quoted
companies and an increase in provisions, the overall valuation of Legendary's
portfolio at the year-end is a slight improvement on that reported for the
six-month period ended 30 September 2001.
It has been particularly pleasing that two of our biggest investments achieved a
positive return in the second half of the year. Legends Surf Shops plc
('Legends'), the OFEX traded boardwear retailer, reported a 49 per cent.
increase in profit before tax in the year to 31 January 2002 and BioProjects
International plc ('BioProjects') made successful debut to AIM on 21 May 2002,
raising £4.1 million net in a placing at the same time.
DIRECT INVESTMENTS
Legends Surf Shops plc
We are pleased to again report on strong growth at Legends a leading specialist
retailer of fashionable extreme sports branded and leisure wear. Legendary holds
10 million ordinary shares, representing 18 per cent. of Legend's share capital
and has a warrant to acquire 10 million shares which, if exercised, would
increase its stake to in excess of 30 per cent.
Six new stores were added during the year to 31 January 2002 to increase
Legends' branch list to 22. At least a further four stores are planned for the
current year, of which lease negotiations have been concluded at Cardiff,
Southampton, Chester as well as resites for the Birmingham and Brighton
branches.
The high street retail market remains, as ever, a competitive environment but
sales increased by 66 per cent. to £14.18 million with like for like growth once
again moving strongly. Profits before tax have grown from £820,870 to £1,224,076
in the year ended 31 January 2002, an increase of 49 per cent., which Legendary
believes once again demonstrates the qualities of this business.
During the course of the year, Legends outgrew its warehouse and head office,
and moved to a new facility of up to 22,000 sq. ft. in Leamington Spa, that now
provides sufficient space to house the business for the foreseeable future. A
smooth and seamless transfer from the old premises has resulted in improvements
to stock holding and movement.
We are excited by the prospects of this business and by the management team who
continue to deliver more than is expected of them.
At present, based on a mid-market price per Legends share of 14p, our stake in
Legends is valued at £1.4 million, a gain of £900,000 on the price paid two
years ago. We also retain our warrant to acquire 10 million shares in Legends,
which are exercisable at any time until May 2003 at a price of 4.5p per share.
At today's valuation this would result in a further uplift in net assets of
£900,000. This has not been reflected in the net asset value calculations.
Moss Bros Group plc
I, acting with Legendary, announced an interest in acquiring the entire issued
share capital of Moss Bros Group plc ('Moss Bros'), the men's clothing retailer,
on 7 December 2001. At the time, Legendary was interested in 4,601,932 Moss Bros
shares held through contracts for difference ('CFDs'). Aggregated with 69,985
Moss Bros shares held in my name, Legendary's interest represented 5.26 per
cent. of the issued share capital of Moss Bros.
In the following four months there was a large amount of speculation as to
whether we would announce a formal offer for Moss Bros. Approaches were made to
the board of Moss Bros during this period but we were disappointed by the board
of Moss Bros's response to the approaches made and by its failure to discuss, at
any time, the possibility of an offer for Moss Bros.
For a variety of reasons, no formal offer was made by the deadline of the close
of business on 5 April 2002 set by The Panel on Takeovers and Mergers (the
'Takeover Panel'). Accordingly, we are prevented by the rules of the Takeover
Panel from making further approaches for at least six months from 4 April 2002,
the date of our announcement that we would not be making an offer, unless there
is a material change of circumstances. However, we have reserved the right to
make an offer for Moss Bros in the event that either such an offer is
recommended by the board of Moss Bros or there is an announcement of an offer
from a third party.
As at the year-end, the Company was interested in 4,866,932 shares of Moss Bros.
The Accessory People plc
The Accessory People plc ('TAP') remains a quality supplier of mobile phone
accessories in the UK. Coupled with the recent departure of several of the large
players from this area, it has vindicated our decision to invest. We are
confident that the TAP team has the necessary expertise and long-term commitment
to continue to grow this business with a view to becoming the leading
participant in the sector.
During the first half TAP moved from its original 6,000 sq. ft. facility into a
new office, warehouse, packing and storage facility of 43,000 sq. ft. in
Chessington in Surrey. This, coupled with a temporary loss of efficiency in a
market which was experiencing much turbulence, affected profitability.
Sales for the year to 31 January 2002 were £16.8 million against last year's
£5.78 million. A cost cutting programme is now complete and the business is
making excellent progress towards meeting expectations for the current financial
year.
BioProgress Technology International, Inc.
BioProgress Technology International, Inc. ('BioProgress') continues to build
relationships with, and licence, tier one suppliers for a number of consumer
markets. BioProgress' management now see no significant reasons why their
patented XGel(R) technology cannot be developed into new natural gelatin-free
materials products including flushable and biodegradable ostomy pouches and for
use in the oral encapsulation of drugs, dietary supplements and OTC medicines.
In March, BioProgress recently announced that after several months of extensive
and vigorous testing Peter Black Healthcare had accepted the first full scale
X-Gel Film System, triggering the build of a second system and payment of the
six-figure stage payment due under the contract.
BioProgress has also been working with The Boots Company plc over the last two
years to create and refine the use of the XGel(R) Film System for various volume
mass-market products. Having successfully completed a second series of consumer
acceptability trials this generated a six-figure payment by Boots during April.
Now that concept readiness has been achieved the next stage is to design and
supply of custom production machines for Boots. Thereafter, this activity should
generate sales of proprietary film materials plus a technology license income
that will provide substantial revenues to BioProgress.
Global Money Transfer
Global Money Transfer ('GMT') continues to establish its money transfer
business. It currently has 260 accredited 'send' agents in the UK and Ireland
and 560 'receive' agents in Nigeria, India and several other countries.
GMT continues to invest in the development of its infrastructure ensuring it has
the financial controls, compliance, information technology and support services
to keep pace in an increasingly complex environment. Although progress in
expanding the overseas network has been slower than management would wish, an
extended anti-money laundering regulatory regime requires money service
businesses to register with Customs and Excise from 1st June. This will create a
significant change to the competitive landscape; in particular, GMT expects to
see many black market operators ceasing to trade.
Other investments
Elsewhere in the portfolio, we have been greatly helped by the fact that when we
have made investments in the past, we have looked for businesses operating in
areas we understood, that did not have large cash burns and were not dependent
on advertising revenue to sustain them. Consequently, our companies are coping
relatively well with a tough trading environment.
One further example of this is our investment in Consultiam Limited
('Consultiam'), an audit and consultancy business, a small investment made
subsequent to the year end and not previously announced. We currently hold
91,463 ordinary shares in Consultiam which represents an interest of 1.23%.
Historically, Consultiam's mainstay has been the provision of a contingency
audit of accounts payable expenditure to its blue chip clients. From this core
business, Consultiam developed a unique proprietary software solution enabling
retailers to automatically and in real time audit the reconciliation of payments
and receipts to a contract, for instance, volume rebates. In current market
conditions clients are increasingly focusing on their auditing processes. This
has played to Consultiam's strengths and the business is now expected to grow
significantly.
Indirect Investments
Legendary continues to hold various investments in other providers of
development capital. In particular, in the biotechnology area we see medium and
long-term opportunities. The Directors believe that the superior growth
prospects of such investment companies, combined with their defensive qualities
should shelter Legendary's indirect investments from the extremes of economic
cycles.
Since the year end, one of these indirect investments, BioProjects International
plc, which invests in 'early-stage' companies, involved in medical devices,
diagnostics, bio-informatics, instrumentation, and pharmaceuticals made a
successful debut on AIM raising £4.1 million net in a placing at the same time.
RESULTS AND OUTLOOK
The year under review has been difficult. However, progress has been made by
Legendary through focusing on its direct investments. After incurring losses on
investments of approximately £1.43 million as a result of the inclement
investment and economic climate, the financial results for the year to 31 March
2002 show a post-tax loss of £1.91 million.
With the application of management's time and resources on the focused
opportunities in Legendary's existing portfolio and the conservation of our cash
resources, we believe that Legendary is reasonably positioned to weather current
market conditions and should be able to prosper as and when such conditions
improve.
Shami Ahmed
Chief executive
31 July 2002
CONSOLIDATED PROFIT AND LOSS ACCOUNT
for the year ended 31 March 2002
Note Year ended 14 months ended
31 March 31 March
2002 2001
£'000 £'000
Administrative expenses (519) (407)
Net losses on investments (1,430) (1,858)
Operating loss 2 (1,949) (2,265)
Income from fixed asset investments 24 -
Interest receivable 21 93
Interest payable (3) (2)
Loss on ordinary activities before taxation (1,907) (2,174)
Taxation 4 - -
Retained loss for the financial period 13 (1,907) (2,174)
Loss per share 5
- basic 0.4p 0.4p
- fully diluted 0.4p 0.4p
A separate statement of recognised gains and losses has not been prepared as the
Company has no recognised gains or losses other than the loss for the year.
A separate note of historical cost profits and losses has not been prepared as
the practice of marking to market is not considered to be a departure from the
historical cost convention. Accordingly, the figures presented above are
prepared on the historical cost basis.
BALANCE SHEET
as at 31 March 2002
2002 2001
£'000 £'000 £'000 £'000
Fixed assets
Tangible assets 6 8
Fixed asset investments 5,791 5,445
5,797 5,453
Current assets
Debtors 32 561
Current asset investments 289 743
Cash at bank and in hand 315 257
636 1,561
CREDITORS: amounts falling due within (2,101) (775)
one year
Net current assets (1,465) 786
TOTAL ASSETS LESS CURRENT LIABILITIES 4,322 6,239
Capital and reserves
Called up share capital 532 532
Share premium account 7,881 7,881
Profit and loss account - deficit (4,081) (2,174)
Equity Shareholders' funds 4,332 6,239
The financial statements were approved by the Board on 31 July 2002
Shami Ahmed
Chairman
CASHFLOW STATEMENT
for the year ended 31 March 2002
Year ended 14 months ended
31 March 2002 31 March 2001
£'000 £'000 £'000 £'000
Net cash outflow from operating activities (108) (358)
Returns on investments and servicing of finance
Income from fixed asset investments 24 -
Interest received 6 93
Interest paid (3) (2)
Net cash INflow from returns on investments 27 91
and servicing of finance
CAPITAL EXPENDITURE
Payments to acquire tangible assets (2) (10)
Payments to acquire fixed asset investments (6,711) (3,388)
Payments to acquire current asset investments (9,896) (6,741)
Receipts from fixed assets investments 6,924 -
Receipts from current asset investments 9,824 5,288
NET CASH INFLOW/(OUTFLOW) FROM INVESTING 139 (4,851)
ACTIVITIES
NET CASH OUTFLOW BEFORE FINANCING 58 (5,118)
FINANCING
Issue of ordinary share capital - 5,375
INCREASE IN CASH 58 257
NOTES
1. Status of information
The above financial information does not constitute statutory accounts as
defined by section 240 of the Companies Act 1985. The above figures for the
year ended 31 March 2002 are an abridged version of the Company's audited
financial statements which will be reported on by the Company's auditors
before despatch to the shareholders and filing with the Registrar of
companies.
2. Earnings per share
Earnings per share are calculated on the following basis:
2002 2001
(year) (14 months)
Attributable loss (£'000) (1,917) (2,174)
Average number of ordinary shares in issue ('000) 532,067 532,067
Average number of ordinary shares in issue and over which options have been 540,582 552,432
granted ('000)
Basic loss per share (pence) 0.4p 0.4p
Fully diluted loss per share (pence) 0.4p 0.4p
3. Reconciliation of operating loss to net cash outflow from operating
activities
2002 2001
£'000 £'000
Operating loss (1,949) (2,265)
Depreciation of tangible fixed assets 4 2
Net increase in provision for unrealised losses on investments 254 1,691
Decrease/(increase) in debtors 257 (561)
Increase in creditors 1,326 775
Net cash outflow from operating activities (108) (358)
4. Annual general meeting
The annual general meeting of the Company will be held at 4th Floor, Wembley
Point, 1 Harrow Road, Wembley, Middx, HA9 6DE on 30 August 2002 at 4.30 pm.
5. Report and financial statements
Copies of the Report and Financial Statements will be circulated to
shareholders shortly and may be obtained after the posting date from the
Company Secretary of Legendary Investments plc, Company Law Consultants
Ltd, 30 Letchmore Road, Radlett, Hertfordshire WD7 8HT.
This information is provided by RNS
The company news service from the London Stock Exchange
