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Asite PLC (ASE)

  Print      Mail a friend       Annual reports

Wednesday 29 June, 2005

Asite PLC

Final Results

Asite PLC
29 June 2005

29 June 2005

                                   ASITE PLC


                      FOR THE YEAR ENDED 31 DECEMBER 2004


•     Pre exceptional pre minority loss reduced from £2.46m to £1.70m

•     Operating costs reduced to £2.58m from £3.35m

•     Net cash outflow from operating activities reduced from £3.28m to £1.31m

•     Significantly improved order book £3.52m (£1.64m as at 1 January 2004)

•     Completion of the Group's development facility in India with 64 staff

•     Capital Restructuring announced in June 2004 has been completed, the Group 
      now has a positive balance sheet (£0.44m net assets) compared with £4.28m  
      negative net assets as at 31 December 2003

•     The minority share holders in Asite Solutions Limited, the Group's only 
      trading subsidiary, have been reduced to 0.56% (2003 - 15.99%) of
      the issued equity in that company

Colin Goodall , Chairman of Asite plc comments:

'Despite challenging conditions in 2004 the Group has maintained revenue levels.
  During the year the Group reduced its operating costs whilst at the same time
increasing its development capacity in India to 64 staff.  Two new products were
launched during the year, Asite Prequalify and Asite Directory and significant
development expenditure was invested in the Group's flagship product, Asite
Project Workflow.  Combined with the improvement in the Group's contracted
pipeline the directors remain confident that the Group is making progress
towards profitable trading.'

For further information:

Asite plc
Colin Goodall, Chairman                                       Tel: 020 7647 5151
Gordon Ashworth, Acting Group Chief Executive and Finance Director

Deloitte & Touche LLP
Robin Binks                                                   Tel: 020 7936 3000
Richard Collins


Results and dividends

The past year was challenging for the Group.  It continued to restructure itself
from being a reseller of software and solutions to focus on developing its own
Intellectual Property ('IP', or the 'Asite Platform') and commercialising this
across existing and new clients.  I am pleased to announce that this process had
been largely completed as at 31 December 2004.  During the year a Capital
Restructuring was carried out which included the conversion of debt provided to
the Company by Mr Robert Tchenguiz into equity.  This has returned the Group's
balance sheet to a positive net asset position.

The Group recorded a pre exceptional, pre tax trading loss of £1.703m (2003 -
£2.457m).  In addition the opportunity was taken, as a part of the Capital
Restructuring, to offer the minority shareholders in Asite Solutions Limited the
ability to sell their shares in exchange for options over shares in Asite plc.
I am pleased to announce that this has been substantially completed and as at
the balance sheet date 99.44% of Asite Solutions Limited was consolidated in the
Group's balance sheet (2003 - 84.01%).  As a result, an  exceptional item of
£2.259m was written off in the accounts leaving a loss for the year of £3.962m.

The Board is not recommending a dividend this year (2003 £nil).

Development of the Group

During 2004 the Group focused on the continued development of its own IP.  The
Asite Platform is now substantially complete and offers the following core

  • Collaboration (Project Workflow);
  • Document Management Systems (Project Workspace);
  • Asite Tender;
  • Asite Directory;
  • Asite Prequalify;
  • Asite Buy and Supply; and
  • Asite Hub.

The combination of these services under a single platform gives the Group a
competitive advantage in its market.  We can now offer our clients an integrated
solution for collaboration, procurement, and e commerce.  The focus of our
development work on the Asite Platform is now geared towards improving
performance and stability.  During the year we continued to grow our development
team in India where we now have a fully operational team of 64 staff covering
support, design, development and testing.  The creation of this development
capacity provides Asite with a significant differentiator in our markets; we are
now able to design, develop and support products in a timely, cost effective and
quality assured manner.

Sir John Egan stepped down as Chairman in December 2004, however, he has kindly
agreed to remain on the board as a Non-Executive Director.  I would like to take
this opportunity of thanking him for his services over the past four years.  I
am a Non-Executive director of three other companies.  It is the opinion of the
Board that these roles do not constitute any impediment to me being able to
discharge my duties at Asite.  Mr Tom Dengenis resigned from the Board in March
2005 and following this Mr Gordon Ashworth agreed to be Acting Group Chief
Executive.  The Board will keep this position under review.

Operational review

New contract sales of our main products were strong in the first half of the
year; however, technical issues on the Asite Platform held back sales in the
second half of the year.  These issues have subsequently been resolved and in
the first quarter of 2005 we have seen new contract sales return to levels
experienced in the first half of 2004.  The Asite Platform is now fully
operational with rapidly improving client satisfaction.  We have continued to
focus our sales resource on our major client relationships including Laing
O'Rourke, Stanhope, Grosvenor Estates and BAA.  Additionally, the Group has
secured its first overseas contract through the provision of collaboration
services to Ailecon Oy, a major property developer in Finland.

Take up of our products by our clients and their supply chains have been strong.
  The number of users currently registered on the platform has now reached
14,000 from just over 6,000 at the start of 2004.  The number of businesses
registered on our platform has risen to 2,100 from 900 at the start of the year.
  A growing and important part of our business is the provision of e procurement
and integration services.  In this 'Hub' market we facilitate procurement over
the internet via the Asite Platform and allow buyers to integrate their purchase
orders in to their suppliers' accounting systems.  The Asite Hub is currently
processing in excess of 225,000 messages per month.

We have increased our development capacity in our India Office, and at the same
time we made further reductions to the Group's operational cost base in the UK
in the early part of 2005.

As described in note 1 to the accounts, the Company believes that it has
adequate funding in place.


Whilst our progress towards reaching a cash flow positive position has been
slower than anticipated, we believe that the Group is now better positioned to
fulfil this than at any other time hitherto.  The directors are satisfied with
the position of the companies within the Group at 31 December 2004, in
particular with regard to the continued progress in reducing the Group's cost
base whilst maintaining our operational capabilities and the improvement in
sales prospects that has been experienced in the first quarter of 2005.  The
Group entered 2005 with a contracted pipeline for 2005 of £1.384m.  The Group's
total contracted pipeline through to 2011 stands at £3.527m.  These factors,
along with improving market sentiment to the Asite Platform, position Asite well
for the future.


Mr Colin Goodall


29 June 2005

For the Year ended 31 December 2004

                                                                                               2004          2003
                                                                                              £'000         £'000

TURNOVER                                                                                      1,674         1,697

Cost of sales                                                                                 (768)         (806)

Gross profit                                                                                    906           891

Sales & distribution costs                                                                    (450)         (357)

Administration expenses                                                                     (2,128)       (2,988)
Write off of goodwill arising on acquisition of shares in subsidiary                        (2,259)             -

OPERATING LOSS                                                                              (3,931)       (2,454)

Net finance costs                                                                              (31)           (3)

LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION                                                 (3,962)       (2,457)
Tax credit on loss on ordinary activities                                                         -             -

LOSS ON ORDINARY ACTIVITES AFTER TAXATION                                                   (3,962)       (2,457)
Minority interest                                                                               222           335

LOSS FOR THE FINANCIAL YEAR                                                                 (3,740)       (2,122)

Loss per share - basic & diluted                                                             (3.6p)       (2.1p)

There are no recognised gains or losses in either financial year other than the
loss for each year, and therefore, no statement of total recognised gains and
losses has been prepared.

All transactions are derived from continuing operations.

At 31 December 2004
                                                                                              2004         2003
                                                                                             £'000        £'000

CALLED UP EQUITY SHARE CAPITAL NOT PAID                                                        199            -

Tangible assets                                                                              1,051           77

Debtors                                                                                        498          368
Work in progress                                                                                84            -
Cash at bank                                                                                    39            7

                                                                                               621          375
CREDITORS: amounts falling due within one year                                             (1,191)        (794)

NET CURRENT LIABILITIES                                                                      (570)        (419)

TOTAL ASSETS LESS CURRENT LIABILITIES                                                          680        (342)

CREDITORS: amounts falling due after more than one year                                          -      (5,972)

PROVISIONS FOR LIABILITIES AND CHARGES                                                       (239)            -

EQUITY MINORITY INTERESTS                                                                        2        2,038

                                                                                               443      (4,276)

Called up share capital                                                                     18,750       10,291
Share premium account                                                                        2,442        2,442
Profit and loss account                                                                   (20,749)     (17,009)

EQUITY SHAREHOLDERS' FUNDS / (DEFICIT)                                                         443      (4,276)



For the Year ended 31 December 2004

                                                                                           2004          2003
                                                                                          £'000         £'000

Net cash outflow from operating activities                                               (1,314)       (3,275)

Returns on investments and servicing of finance
Interest received                                                                              2             1
Interest paid                                                                                (3)           (4)

Net cash outflow from returns on investments and servicing of finance                        (1)           (3)

Capital expenditure
Payments to acquire tangible  assets                                                     (1,198)         (129)
Proceeds from sale of tangible assets                                                          -             2

Net cash outflow from capital expenditure                                                (1,198)         (127)

Acquisitions and disposals
Acquisition of additional interest in subsidiary                                               -          (25)

Net cash outflow from acquisitions and disposals                                               -          (25)

Net cash outflow before financing                                                        (2,513)       (3,430)

Net proceeds from borrowings                                                               2,487         3,344

Net cash inflow from financing                                                             2,487         3,344

Decrease in cash in the year                                                                (26)          (86)



For the Year ended 31 December 2004


The early stage of development of the Group's business is such that there can be
considerable unpredictable variation in the amount of revenue and timing and
amounts of cash flows.  The directors have projected cash flow information for
the period to 30 June 2006.  On the basis of this cash flow information, the
directors are of the opinion that additional funding will be required.  The
directors are working towards bringing the Group to a level of profitable
trading.  In doing so, they are assessing, on a regular basis, cost levels,
sales activities and research and development expenditure.

Over the past twelve months, Mr Robert Tchenguiz has provided the Group with the
financial support it has required in the form of loans from two companies, Rotch
Property Group Limited and R20 Limited, of which Mr Robert Tchenguiz is a
director.  In accordance with the Capital Restructuring the Group allotted
84,585,014 B Ordinary shares to Rotch Property Group Limited and R20 Limited the
consideration for which was the forgiveness of £8.459m of loans that these
companies had made to the Group.  The directors believe that Mr Robert Tchenguiz
will continue to provide the funding required and have received written
confirmation from him that he intends to provide this funding in the form of a
new loan facility, which amounts to £0.722million and that he will not call for
the repayment of this new loan before 31 December 2006.

There is inherent uncertainty as to the realisation of the forecasts.  The
directors consider that in preparing the financial statements they have taken
into account the uncertainty and all information that could reasonably be
expected to be available.   On this basis, the directors have formed a judgement
at the time of approving the financial statements that they consider it
appropriate to prepare the financial statements and this announcement on the
going concern basis.  The financial statements and this announcement do not
include any adjustments that would result should the going concern basis of
accounting no longer be appropriate.

If the Group were unable to continue in operational existence for the
foreseeable future, adjustments would have been made to reduce the balance sheet
values of assets to their recoverable amounts, to provide for further
liabilities that might arise and to reclassify assets and long-term liabilities
as current assets and liabilities.


The financial statements are prepared in accordance with applicable accounting
standards.  The particular accounting policies adopted are described below.
They have all been applied consistently throughout the year and the preceding

Accounting convention

The financial statements are prepared under the historical cost convention.

Basis of consolidation

The consolidated profit and loss account and balance sheet include the financial
statements of the Company and its subsidiary made up to the end of the financial
year.  Subsidiaries acquired or disposed of are included in the financial
statements from the date of acquisition or to the date of disposal as

Deferred taxation

Deferred taxation is provided in full on timing differences that result in an
obligation at the balance sheet date to pay more tax, or a right to pay less
tax, at a future date, at rates expected to apply when they crystallise based on
current tax rates and laws.  Timing differences arise from the inclusion of
items of income and expenditures in taxation computations in periods different
from those in which they are included in financial statements.  Deferred tax
assets are recognised to the extent that it is regarded as more likely than not
that they will be recovered.  Deferred tax assets and liabilities are not

Research and development

Research expenditure is written off as incurred.  Development expenditure is
also written off, except where the directors are satisfied as to the technical,
commercial and financial viability of individual projects.  In such cases, the
identifiable expenditure is deferred and amortised over the period during which
the Group is expected to benefit.  The period is five years.  Provision is made
for any impairment.

Foreign exchange

Transactions denominated in foreign currencies are translated in the functional
currency at the rates ruling at the dates of the transactions. Monetary assets
and liabilities denominated in foreign currencies at the balance sheet date are
retranslated at the rates ruling at that date.  These translation differences
are dealt with in the profit and loss account.


Goodwill arising on the acquisition of the subsidiary undertakings and
businesses, representing any excess of the fair value of the consideration given
over the fair value of the identifiable assets and liabilities acquired, is
capitalised and written off on a straight line basis over its useful economic
life, which is within the year of purchase.  Provision is made for any

Negative goodwill is similarly included in the balance sheet and is credited to
the profit and loss account in the periods in which the acquired non-monetary
assets are recovered through depreciation or sale.  Negative goodwill in excess
of the fair values of the non-monetary assets acquired is credited to the profit
and loss account in the periods expected to benefit.

Operating leases

Operating lease rentals are charged to the profit and loss account as the annual
charges are incurred.

Pension costs

The Company contributed to individual personal pension schemes.  Contributions
payable for the year were charged in the profit and loss account.

Tangible fixed assets

Depreciation is provided to write down the cost of tangible fixed assets by
equal annual instalments over the estimated useful lives of the assets.  The
rates of depreciation are as follows:

Plant and equipment                         1 to 2 years
Website costs                               1 to 2 years

Development costs                           5 years


Turnover is the total amount receivable for services provided in the ordinary
course of business excluding Value Added Tax.

Work in progress

Work in progress is recognised as the excess of billable days worked over days

3.             LOSS PER SHARE

                                                                                          2004          2003

Net loss for the year:                                                             £(3,740,000)  £(2,122,000)
Weighted average number of ordinary shares outstanding                              103,142,363   102,910,633

Loss per share:                                                                            3.6p          2.1p

FRS 14 requires presentation of diluted loss per share when a company could be
called upon to issue shares that would decrease net profit or increase net loss
per share.  For a loss making company with outstanding share options, net loss
per share would only be increased by the exercise of out-of-the-money share
options.  No adjustment has been made to diluted loss per share for
out-of-the-money share options and there are no other diluting future share
issues, therefore diluted loss per share has not been presented.


                                                                                             2004         2003

                                                                                            £'000        £'000

Loss for the period                                                                       (3,962)      (2,457)
Issue of new share capital from loan conversion                                             8,459            -
Minority interest                                                                             222          335

                                                                                            4,719      (2,122)
Opening shareholders' deficit                                                             (4,276)      (2,154)

Closing shareholders' funds / (deficit)                                                       443      (4,276)


                                                                                           2004         2003

                                                                                          £'000        £'000

Operating loss                                                                          (3,931)      (2,454)
Depreciation and amortisation of tangible assets                                            224           52
Amortisation of goodwill on deemed acquisition                                            2,259          185
Profit on disposal of fixed assets                                                            -         (20)
Fees received in advance                                                                     35         (98)
Increase in work in progress                                                               (84)            -
(Increase) / decrease in debtors                                                          (130)          196
Increase in share capital not paid                                                        (199)            -
Increase / (decrease) in creditors                                                          273      (1,154)
Increase in provisions                                                                      239            -

Net cash flow from operating activities                                                 (1,314)      (3,275)


                                                                                          2004         2003

                                                                                         £'000        £'000

Decrease in cash in the year                                                              (26)         (86)

                                                                                          (26)         (86)
Funding received                                                                       (2,487)      (3,340)
Loan conversion                                                                          8,459            -

Movement in net debt in the year                                                         5,946      (3,426)
Net debt at 1 January 2004                                                             (5,969)      (2,543)

Net debt at 31 December 2004                                                              (23)      (5,969)

7.             ANALYSIS OF NET FUNDS / (DEBT)

                                                              At          Cash Loan conversion            At

                                                       1 January         flows                   31 December
                                                            2004                                        2004
                                                           £'000                                       £'000

Cash                                                           7            32               -            39
Overdraft                                                    (4)          (58)               -          (62)

                                                               3          (26)               -          (23)
Loan                                                     (5,972)       (2,487)           8,459             -

                                                         (5,969)       (2,513)           8,459          (23)


Funding was provided to the Company throughout the year by Rotch Property Group
Limited and R20 Limited and at the year end, the outstanding loan balances were
converted into 84,585,014 B Ordinary shares at 10.0p per share.  Mr Robert
Tchenguiz is a director of both of these companies.

Asite Solutions Limited provided services to Stanhope plc, a shareholder in
Asite plc during the year under review.  Revenue generated from Stanhope plc
totalled £228,202 (2003 - £317,022) with £42,877 (2003 - £39,937) outstanding at
the year end.

Asite Solutions Limited provided services to BAA plc, a related party during the
year under review.  Revenue generated from BAA plc totalled £235,198 (2003 -
£267,488) with £23,808 (2003 - £14,027) outstanding at year end.

Asite plc purchased 60 ordinary shares in Asite Solutions Limited for £60 from
Mr Thomas Dengenis in December 2004.

Asite Plc has entered into a short term lease contract in July 2003 for a period
of 20 months with Rotch Property Company Limited.  Mr Robert Tchenguiz is
co-chairman and a shareholder in this company.  The committed expenditure at 31
December 2004 is £27,000 (2003 - £114,000).


The financial information contained in this report does not constitute statutory
accounts within the meaning of section 240 of the Companies Act 1985 for the
years ended 31 December 2004 or 2003, but is derived from those accounts.

The statutory accounts for the year ended 31 December 2003 have been delivered
to the Registrar of Companies and those for 2004 will be delivered following the
Company's annual general meeting.  The auditors have reported on those accounts;
their reports were unqualified but drew attention to the uncertainty as to the
realisation of the forecasts and the uncertainty as to the continuing
availability of financial support from Mr. Robert Tchenguiz.

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

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