Information  X 
Enter a valid email address

Names.co Internet (AUM)

  Print      Mail a friend

Friday 19 December, 2003

Names.co Internet

Interim Results

Names.co Internet PLC
19 December 2003


For Immediate Release                                           19 December 2003


                             NAMES.CO INTERNET PLC


                               INTERIM RESULTS 
                  FOR THE SIX MONTHS ENDED 30TH SEPTEMBER 2003


Chairman's Statement
for the Six Months Ended 30th September 2003

Introduction

The Directors have pleasure in reporting the results for the six months to 30th
September 2003.
     
1.   Financial Results

     In the six months ended 30th September 2003 the group incurred an unaudited 
     loss before and after taxation of £86,194 (2002, £86,264) on a turnover of 
     £670,471 (2002, £514,027). Both losses include amortisation of £50,000 and 
     depreciation (2003, £20,271; 2002, £24,421). The loss per share in the 
     period was 0.07p (2002, 0.08p).
     
2.   Current Trading and the proposed disposal of the existing business

     On 16 September 2003, my Statement accompanying the preliminary results for 
     the year ended 31 March 2003 noted that the turnover of £1.10 million was 
     in line with that achieved in the previous year of £1.08 million.  In spite 
     of a reduction in overheads, the Company incurred an operating loss of 
     £120,000, compared to an operating loss of £405,000 in the prior year.

     It was also noted that the market sector in which the Company operates is 
     very competitive with price and volumes under constant pressure.  This 
     situation has continued in this financial year with the Company incurring 
     an operating loss.

     A significant proportion of the recent losses can be attributed to the cost 
     to the existing business of operating within a public company, which has 
     had a material impact on profitability.  Furthermore, the Board consider it 
     likely that a further capital injection will be required in the foreseeable 
     future for working capital purposes and in order to develop the business 
     further.  Your Board therefore have decided that for the existing business 
     to remain viable, it should cease to operate under the burden of public 
     company costs and that a purchaser should be sought for the business.  At 
     the same time your Board have been seeking an acquisition to take the 
     Company in a new direction.  The proposed acquisition of Larchland and the 
     proposed disposal of the existing business and the existing subsidiaries 
     which are being announced today is the culmination of this process.

     The Company proposes, subject to Shareholder approval to enter into 
     agreements, to hive down the current business to Names.co Internet Services 
     Limited and then dispose of the existing subsidiaries to Womerah Limited 
     for a total consideration of approximately £253,343, represented by the net 
     liabilities of the existing subsidiaries following the hive down (amounting 
     to £153,343 as at 31 October 2003) and a cash payment of £100,000.  The 
     cash consideration will be payable as to £50,000 by the date six months 
     after completion and £50,000 by the first anniversary of completion.

     Further details of the terms of the Disposal and the related proposals are 
     set out in a separate AIM Admission document to be released shortly.

3.   Acquisition of Larchland and associated proposals

     Your  Company is announcing today that it proposes, following Shareholder
     approval, to  enter into an Acquisition Agreement to acquire the whole of 
     the issued share capital of Larchland, a company owning interests in mining
     exploration licences in Vietnam.  The Consideration for the Acquisition 
     will be satisfied by the issue of the Consideration Shares in three stages, 
     representing up to 84.33 per cent of the Enlarged Issued Share Capital.  
     The Company has also signed a placing agreement with Evolution Beeson 
     Gregory Limited, the broker, in connection with a placing to raise 
     £4,200,000 before expenses, and proposes a 1 for 10 consolidation of its 
     ordinary shares. Further details of the terms of the Acquisition and the 
     related proposals are set out in a separate AIM Admission document to be 
     released shortly.
          
4.   Extraordinary General Meeting

     In the AIM Admission Document to be issued, the Company will give notice of 
     an Extraordinary General meeting to be held on 14 January 2004 to consider 
     and approve the above transactions.

CONCLUSION

On behalf of the entire Board, I wish to thank the staff for their tireless work
during the past six months and, assuming the proposed transaction completes,
wish them well in the new company environment.


David Lees
Chairman

19 December 2003



INDEPENDENT REVIEW REPORT TO NAMES.CO. INTERNET PLC

Introduction

We have been instructed by the company to review the financial information for
the six months ended 30 September 2003 which comprises the balance sheet, profit
and loss account, cashflow statement and the related notes 1 to 7.  We have read
the other information contained in the interim report which comprises only the
chairman's report and considered whether it contains any apparent misstatements
or material inconsistencies with the financial information.  Our
responsibilities do not extend to any other information.

This report is made solely to the company, in accordance with guidance contained
in APB Bulletin 1999/4 'Review of Interim Financial Information'.  Our review
work has been undertaken so that we might state to the company those matters we
are required to state to it in a review report and for no other purpose.  To the
fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the company, for our review work, for this report, or for the
conclusion we have formed.

Directors' responsibilities

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the directors.  The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority, which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.

Review work performed

We conducted our review in accordance with guidance contained in Bulletin 1999/4
'Review of Interim Financial Information' issued by the Auditing Practices Board
for use in the United Kingdom.  A review consists principally of making
enquiries of management and applying analytical procedures to the financial
information and underlying financial data and, based thereon, assessing whether
the accounting policies and presentation have been consistently applied unless
otherwise disclosed.  A review excludes audit procedures such as tests of
controls and verification of assets, liabilities and transactions.  It is
substantially less in scope than an audit performed in accordance with United
Kingdom auditing standards and therefore provides a lower level of assurance
than an audit.  Accordingly, we do not express an audit opinion on the financial
information.

Review conclusion

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30th September 2003.

GRANT THORNTON
CHARTERED ACCOUNTANTS
SLOUGH

19 December 2003


CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE SIX MONTHS ENDED 30th SEPTEMBER 2003

                                                    6 months ended          6 months ended            Year ended
                                                    30th September          30th September            31st March
                                                              2003                    2002                  2003
                                         Note          (Unaudited)             (Unaudited)
                                                                 £                       £                     £

Turnover                                                   670,471                 514,027             1,100,289

Cost of sales                                            (215,908)               (108,676)             (249,206)

Gross Profit                                               454,563                 405,351               851,083

Administrative expenses
 - other                                                 (482,388)               (441,129)             (871,060)
 - goodwill amortisation                                  (50,000)                (50,000)             (100,000)
                                                         (532,388)               (491,129)             (971,060)

Operating loss                                            (77,825)                (85,778)             (119,977)

Other interest receivable and similar                          437                   6,470                   267
income

Interest payable and similar charges                       (8,806)                 (6,956)              (13,908)

Loss on ordinary activities                               (86,194)                (86,264)             (133,618)

Tax on loss on ordinary activities          2                    -                       -                     -

Loss on ordinary activities after                         (86,194)                (86,264)             (133,618)
taxation

Loss per share                              4              (0.07)p                 (0.08)p               (0.12)p



There were no recognised gains or losses other than the loss for the period.


CONSOLIDATED BALANCE SHEET
AS AT 30th SEPTEMBER 2003
                                                             As at                   As at                 As at
                                                    30th September          30th September            31st March
                                                              2003                    2002                  2003
                                          Note         (Unaudited)             (Unaudited)
                                                                 £                       £                     £

Fixed assets
Intangible assets                                          216,667                 316,667               266,667
Tangible assets                                            111,695                 131,746               114,840
                                                           328,362                 448,413               381,507

Current assets
Debtors                                                     32,885                  34,546                23,485
Cash at bank and on hand                                    78,100                  98,197               110,722
                                                           110,985                 132,743               134,207

Current liabilities
Creditors: amounts falling due within                    (584,140)               (595,807)             (577,719)
one year

Net current liabilities                                  (473,155)               (463,064)             (443,512)

Total assets less net current                            (144,793)                (14,651)              (62,005)
liabilities

Non-current liabilities
Creditors: amounts falling due after                       (3,406)                       -                     -
more than one year

Net liabilities                                          (148,199)                (14,651)              (62,005)


Capital and reserves
Called up share capital                      5           4,242,222               4,242,222             4,242,222
Share premium account                        6          11,370,893              11,370,893            11,370,893
Profit and loss account                      6        (15,761,314)            (15,627,766)          (15,675,120)
Shareholders' funds                                      (148,199)                (14,651)              (62,005)



CONSOLIDATED CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30th SEPTEMBER 2003


                                                  6 months ended           6 months ended            Year ended
                                                  30th September           30th September            31st March
                                                            2003                     2002                  2003
                                       Note          (Unaudited)              (Unaudited)
                                                               £                        £                     £

Net cash outflow from operations          7              (2,021)                (180,986)             (152,183)

Returns on investments and servicing
of finance
Interest received                                            437                    6,470                   267
Interest paid                                            (8,806)                  (6,956)              (13,908)
Net (outflow)/inflow from returns on                     (8,369)                    (486)              (13,641)
investments and servicing of finance

Capital expenditure
Purchase of fixed assets                                (11,286)                 (15,719)              (30,629)
Net cash outflow from capital                           (11,286)                 (15,719)              (30,629)
expenditure


Net cash outflow before financing                       (21,676)                (197,191)             (196,453)

Financing
Issue of ordinary Shares                                       -                  220,000               220,000
Expenses paid in connection                                    -                 (39,878)              (39,878)
withshare issues
Capital element of finance lease                         (2,362)                  (3,750)               (7,500)
rentals
Net (outflow)/inflow from financing                      (2,362)                  176,372               172,622
activities


Net decrease in cash                                    (24,038)                 (20,819)              (23,831)


The accompanying accounting polices and notes form an integral part of this
statement.


NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30th SEPTEMBER 2003
     
1    BASIS OF PREPARATION

     The interim unaudited financial statements have been prepared in accordance 
     with applicable accounting standards and under the historical cost 
     convention.  The principal accounting policies of the group have remained 
     unchanged from those set out in the group's 2003 annual report and 
     financial statements.

     The financial information set out above does not comprise the statutory 
     accounts of the Company within the meaning of Section 240(5) of the 
     Companies Act 1985. The Report and Accounts for the year ended 31 March 
     2003, on which the auditors' report was unqualified, have been filed with 
     the Registrar of Companies.

     
2    TAXATION

     On the grounds that losses have been made in this and prior periods, there 
     is no taxation charged to the profit and loss account in this period.
     
3    DIVIDENDS

     The Directors are not declaring a dividend for the six months ended 30th
     September 2003.
     
4    LOSS PER SHARE

     The calculation of the basic loss per share is based on the loss attributed 
     to ordinary shareholders divided by the weighted average number of shares 
     in issue during the period.

     Reconciliations of the loss and weighted average number of shares used in 
     the calculation are set out below:

                                     6 months ended                  6 months ended                  Year ended
                                     30th September                  30th September                  31st March
                                               2003                            2002                        2003
Basic loss per share

Loss attributed to ordinary                (86,194)                        (86,264)                   (133,618)
shareholders

Weighted average number of              120,777,777                     103,947,176                 114,666,666
shares
Loss per share                              (0.07)p                         (0.08)p                     (0.12)p

     
5    SHARE CAPITAL 

                                               As at                        As at                       As at
                                 30th September 2003          30th September 2002             31st March 2003
                                                   £                            £                           £

Ordinary shares                              120,777                      120,777                     120,777
Deferred shares                            4,121,445                    4,121,445                   4,121,445
                                           4,242,222                    4,242,222                   4,242,222


Movement in allocated and fully     Ordinary          Ordinary           Deferred          Deferred
paid capital                        Shares            Share Capital      Shares            Share Capital
                                    Number            £                  Number            £
                                    
01 April 2003                       120,777,777       120,777            84,111,111        4,121,445

30 September 2003                   120,777,777       120,777            84,111,111        4,121,445


Rights of shares

The deferred shareholders are not entitled to dividends and are not entitled to
vote.  Deferred shareholders are entitled to a repayment of capital on a winding
up of the company after ordinary shareholders have been repaid capital paid up
and have received a further £100,000 per ordinary share. Consequently the
Deferred Shares are, effectively, valueless.
     
6    RESERVES
                                                                                                 Profit & loss
                                                                       Share premium                   account
                                                                                   £                         £

01 April 2003                                                             11,370,893              (15,675,120)
Loss for the period                                                                -                  (86,194)
30 September 2003                                                         11,370,893              (15,761,314)

     
7    NET CASH OUTFLOW FROM OPERATING ACTIVITIES

                                               6 months ended           6 months ended               Year ended
                                               30th September           30th September               31st March
                                                         2003                     2002                     2003
                                                  (Unaudited)              (Unaudited)
                                                            £                        £                        £

Operating loss                                       (77,825)                 (85,778)                (119,977)
Loss on disposal of tangible assets                         -                        -                    7,359
Depreciation                                           20,271                   24,421                   48,879
Amortisation                                           50,000                   50,000                  100,000
(Increase) / Decrease in debtors                      (9,400)                    (234)                   10,829
Increase /(Decrease) in creditors                      14,933                (175,791)                (199,273)
Increase in provisions                                      -                    6,396                        -
Net cash outflow from operating                       (2,021)                (180,986)                (152,183)
activities
     
8    COPIES OF INTERIM REPORT

     Copies of the interim report will be available to the public from the 
     Company's registered office 105 Piccadilly, London WIJ 7NJ.


Further Enquiries:


Names.co Internet PLC                                        Tel:  020 7499 1400
David Lees - Chairman

John East & Partners Limited                                 Tel:  020 7628 2200
David Worlidge/Simon Clements                          [email protected]



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

a d v e r t i s e m e n t