RNS Number:9576N
Gamingking PLC
25 July 2003



Embargoed: 7.00am - 25 July 2003

Gamingking plc

Preliminary results for the year ended 30 April 2003 and appointment of Group
Chief Executive

Highlights

- Turnover exceeding #2m for first time

- Loss before exceptional items reduced to (#20,000) from (#137,000)

- Positive cashflow before acquisitions and exceptional items

- Entry into electronic pull-tab operations

- Successful integration of acquired businesses

- Acquisition of Creative Lotteries

- Appointment of Group Chief Executive

Chairman's statement

I am delighted to be able to report a year of continued development of the
Group's core business and the integration of acquired businesses. We have also
continued to define our strategic positioning to ensure that we are equipped to
take full advantage of the expected changes in the regulatory environment and
also capitalise upon suitable new business opportunities.

We have been able to deliver growth in turnover, exceeding #2m for the first
time in our history. Our net cash before acquisition costs and exceptional items
was #207,501 in 2003 from #96,457 in 2002 and operating loss has reduced by 65%
before exceptional items.

These results underline the fact that we have now achieved a position as the
clear leader in our core market place - the distribution of lotteries to private
members' clubs. The results are particularly creditable given the relative
weakness of the economy and they serve to underline the robust nature of our
activities.

In the course of the year the company has embraced electronic pull-tab
technology, to complement its well-established paper based operations and as the
year drew to a close, the first contributions from this activity were in
evidence. In addition, through the acquisition of Creative Lotteries Ltd, we
obtained an External Lotteries Manager's Certificate, enabling us to manage
Section 5 Society Lotteries on behalf of charities and other organizations.

The Group is now actively engaged in developing a number of new business
initiatives domestically and abroad. In order to give such activities the best
chance of success the Board took the decision to recruit a Group Chief
Executive. I am pleased to announce that Nicholas Watkins, one of our
non-executives since 2000, has today agreed to accept the role. His career
history is set out below.

It is the intention of the Board to appoint a replacement non-executive director
during the course of the year.

The success of your company will continue to be very dependent upon the quality
of its staff. In Gamingking plc together with its subsidiary companies, we have
a team of individuals who are committed to success and whose contribution this
year is greatly valued. On behalf of the Board I express my thanks to them.

Leslie Hurst

Chairman

24 July 2003

Nick Watkins - Biography

Group Chief Executive - Age 52

        - Joined the Board of Gamingking plc in 2000 as a non-executive director
        and was appointed Chief Executive in July 2003.

        - Entered the media industry in 1980 as the managing director of Rank
        Video Services, taking the company to an industry leadership position.

        - In 1989 he joined the Chrysalis Group Plc as the deputy group-managing
        director and played an active part in the re-positioning of Chrysalis as
        a major force in the media industry. He led the buy out of Chrysalis'
        new media interests in 1993 and formed The First Information Group, a
        venture that was eventually sold to private investors.

        - In 1995 he joined Tyzack & Partners, a senior executive search firm,
        becoming managing director in 1997. In 1999 he orchestrated the sale of
        Tyzack to the NASDAQ quoted Headway Corporate Resources Inc.

        - He was appointed Chief Executive of Panasonic Disc Services
        International in November 2001, leaving 12 months later, following the
        acquisition of the business by Thomson Multimedia.

Operations Review

Lotteryking Limited

A solid performance overall with Group revenues growing by 29% to #2.1m. The
paper based pull-tab operation continued to trade well with significant growth
being evidenced. During the year the company entered into an agreement with
Oasis Technologies (UK) Limited for the distribution of electronic pull-tab
machines and at the close of the year revenues from this operation were
beginning to flow. The nature of the business, entirely different from the
traditional paper based business, is such that there is a lag effect between
installation and revenue receipts but we anticipate that this operation will be
a significant contributor in 2003/04. The Littlewoods pull-tab operation,
acquired in 2002, made a strong contribution to revenue growth, Club Lottery
ticket sales were also ahead of forecast. Built upon these foundations,
demanding targets have been set for the new financial year.

Group strategy has been to grow the Lotteryking business organically and via
acquisition and those acquisitions made over the course of the past 12 months
have been successfully integrated. We shall continue to explore acquisition
possibilities where they make a good strategic fit and can be acquired at a
sensible price. Furthermore, we shall look to broaden the base of our repertoire
of service and product offering into our private members' club client base, an
environment where Lotteryking is a market leader.

The Business Information Zone Limited

With the focus now very much on building our lottery operations, thebiz.com has
been the recipient of limited investment. A small trading profit in the full
year of #7,000 was recorded on revenues of #1,000. In 2001/02 revenues were
#22,000 and the loss was #43,000. The profit for this year is principally
attributable to the write back of certain provisions no longer required and the
cash cost of the business has again been rigorously contained.

Creative Lotteries Limited

In December 2002 we acquired Creative Lotteries Limited, a privately owned
company that held an External Lottery Manager's (ELM) Certificate. The
acquisition of Creative Lotteries Limited gave the Group immediate credibility
as an External Lottery Manager, and the ability to manage Section 5 Lotteries on
behalf of third parties. Creative Lotteries Limited had no earnings stream
during the year.

Strategy

This has been an important year for the Group, a year in which our strategy and
future direction has been more clearly defined. We have laid firm foundations to
support our growth plans, which whilst centred around lotteries and lottery
management, will not be restricted to paper based products. Our ambitions are
much wider and will embrace electronic pull-tabs, mobile telephony, visual
programming and software concepts, all with an emphasis on game play. The Group
activities have been re-structured to reflect this new strategic direction and
are now divided into five separate divisions.

1. Lotteryking          2. Vendingking             3. Mediaking

The supply of vending   The design, manufacture    The creation,
machines, pull-tab      and distribution of        promotion and
lottery tickets and on  vending equipment for the  application of visual
line lottery solutions  gaming and leisure         programming and
to private members'     industries.                software concepts for
clubs.                                             gaming and game
                                                   play.



4. Managementking       5. Distributionking

The provision of        The provision of
professional            distribution and
management and          representation services
consultancy services    to third party
to Societies'           manufacturers and
lotteries.              suppliers of gaming
                        related equipment and
                        products.



Finance Director's Review

Overview

This was a year where the Group's overall financial performance continued to
show solid improvement in terms of turnover, EBITDA and operating loss before
exceptional items and where cash flow from operations remained strong. We have
had to account for some exceptional items and Group costs have risen as we
position ourselves to expand the business.

Turnover

Turnover for the year increased to over #2m, representing an annual growth of
29% and 58% growth over 2001. This growth has been achieved primarily through
Lotteryking Limited and is due to a combination of organic growth and
acquisition, principally the Littlewoods pull-tab business.

Gross profit, EBITDA & operating loss

Gross profit increased by 21% a figure, which is arrived at after accounting for
the adverse impact of exchange rate differences and of the Business Information
Zone Limited, which generated limited sales.

The EBITDA for the Group was #196,731 compared to #182,278 in 2002. The
Lotteryking EBITDA was #710,751 compared to #539,788 in 2002.

The Group operating loss prior to this year's exceptional item was #56,588
compared to a loss in the previous year of #162,974.

Balance sheet

The tangible fixed assets have increased from #762,300 in 2002 to #1,035,185 as
a result of the acquisition of the Littlewoods pull-tab business. The
depreciation charge for the year was #339,563 in line with the Group's 5 year
depreciation policy for all machines.

The working capital has marginally increased to #253,402 compared to #193,432 in
2002. Debtor days have improved markedly and are now at 38 days, compared to 43
days in 2002. Creditor days have moved from 49 days to 51 days in 2003.

At the 2002 AGM it was agreed the share premium account be cancelled and
following the approval of the High Court of Justice the distributable reserves
of the business have increased by #1,967,094.

Cash flow

Prior to exceptional items, the Group generated an operating loss of #56,588,
compared to #162,974 in the prior year. After the depreciation add back and
allowances made for the movements in working capital and exceptional items, the
business generated #360,204 of cash, compared to #337,537 in 2002. Net fixed
asset expenditure was #165,127 in 2003, the comparative figure for 2002 was
#236,346. Net cash before acquisition costs and exceptional items was #207,501
in 2003 and #96,457 in 2002.

Exceptional items

The Group settled a long standing claim from an ex-employee in the year at a
gross cost of #151,650 inclusive of legal fees. In addition the Group concluded
negotiations with the Customs and Excise over a disputed VAT claim, which
resulted in a net inflow of #34,275. These two items are explained in more
detail in note 3 in the attached report. The net effect of both items was to
increase the loss for the year by #117,375.

Guy van Zwanenberg

Finance Director

24 July 2003


Consolidated profit and loss account for the year ended 30 April 2003

                     Before
                exceptional    Exceptional          2003          2002
                      items          items         Total         Total
                          #              #             #             #
                  
Turnover          2,157,627              -     2,157,627     1,668,340

Cost of            (723,730)             -      (723,730)     (486,201)
Sales               ---------      ---------    ----------     ---------

Gross profit      1,433,897              -     1,433,897     1,182,139

Exceptional               -       (117,375)     (117,375)            -
item

Other            (1,490,485)             -    (1,490,485)   (1,345,113)
administrative      ---------      ---------    ----------     ---------
expenses

Total            (1,490,485)      (117,375)   (1,607,860)   (1,345,113)
administrative      ---------      ---------    ----------     ---------
expenses

Operating           (56,588)      (117,375)     (173,963)     (162,974)
(loss)

Interest             12,424              -        12,424        25,266
receivable
                    --------      ---------     ---------      --------

(Loss) on           (44,164)      (117,375)     (161,539)     (137,708)
ordinary
activities
before
taxation

Tax on               24,576         28,813        53,389             -
ordinary            ---------      ---------    ----------     ---------
activities

Retained            (19,588)       (88,562)     (108,150)     (137,708)
(loss) for the      =========      =========    ==========     =========
year



Basic (loss)                                       (0.04)p       (0.05)p
per ordinary        =========      =========    ==========     =========
share



Diluted (loss)                                         -             -
per share           =========      =========    ==========     =========

All operations are continuing.





Consolidated balance sheet as at 30 April 2003

                                                  2003            2002
                                                     #               #
    
Fixed Assets

Intangible Assets                              105,524         116,655

Tangible Assets                              1,035,185         762,300

Investments                                     30,000          30,000
                                             -----------      ----------

                                             1,170,709         908,955

Current Assets

Stocks                                         310,841         226,596

Debtors                                        349,149         252,556

Cash at bank and in hand                       244,439         674,313
                                             -----------      ----------

                                               904,429       1,153,465

Creditors: amounts falling due                (406,588)       (285,720)
within one year
                                             -----------      ----------

Net current assets                             497,841         867,745
                                             -----------      ----------

Total assets less current liabilities        1,668,550       1,776,700
                                             ===========      ==========



Capital and Reserves

Called up share capital                      2,530,174       2,530,174

Share premium account                                -       1,967,094

Merger reserve                               1,084,190       1,084,190

Profit and loss account                     (1,945,814)     (3,804,758)
                                             -----------      ----------

Shareholders' funds                          1,668,550       1,776,700
                                             ===========      ==========







Consolidated cash flow statement for the year ended 30 April 2003

                              2003        2003        2002        2002
                                 #           #           #           #
     

Net cash inflow from                   242,829                 337,537
operating activities

Return on investments
and servicing
of finance

Interest received           12,424                  25,266
                            --------              --------    

Net cash inflow from                    12,424                  25,266
returns on
investments and
servicing of finance

Capital expenditure and
financial investment

Purchase of tangible      (178,657)               (236,346)
fixed assets

Proceeds of tangible        13,530                       -
fixed assets                                  
Purchase of                      -                 (30,000)
investments                 --------               --------    

                                           
Net cash outflow from                 (165,127)               (266,346)
capital expenditure
and financial
investments

Acquisitions

Purchase of business      (500,000)               (100,000)
                                                                     
Purchase of subsidiary     (20,000)                      -
undertaking                 --------              --------    

Net cash outflow from                 (520,000)               (100,000)
acquisitions

Management of liquid
resources

Sale of short term         445,934                  26,259
deposits                    --------              --------    
                            
Net cash inflow from                   445,934                  26,259
management
of liquid resources
                                       --------                --------
                                             
Increase in cash                        16,060                  22,716
                                      ========                 ========



Notes to the financial statements for the year ended 30 April 2003

1. Basis of preparation

        The group financial statements consolidate those of the company and its
        subsidiary undertakings drawn up to 30 April 2003. The results of
        subsidiary undertakings acquired during the year are included from the
        date of acquisition. Profits or losses on intra group transactions are
        eliminated in full. On acquisition of a subsidiary, all of the
        subsidiary's assets and liabilities, which exist at the date of
        acquisition, are recorded at their fair values reflecting their
        condition at that date.

2. Turnover

        Turnover of the Group for the year has been derived from its principal
        activities. Turnover arising outside the United Kingdom is not material.


                                                         2003             2002
                                                            #                #

        Turnover

        Lotteryking                                 2,156,202        1,646,358

        The Business Information Zone                   1,425           21,982
                                                    -----------       ----------

        Group turnover                              2,157,627        1,668,340
                                                    -----------       ----------

        (Loss)/profit before taxation

        Lotteryking                                   356,339          210,820

        The Business Information Zone                   7,090          (42,892)

        Common costs                                 (537,392)        (330,902)
                                                    -----------       ----------

                                                     (173,963)        (162,974)

        Net interest                                   12,424           25,266
                                                    -----------       ----------

        Group (loss) before taxation                 (161,539)        (137,708)
                                                    -----------       ----------


        Net assets

        Lotteryking                                 1,531,679        2,200,877

        The Business Information Zone                 136,871         (424,177)
                                                    -----------       ----------

                                                    1,668,550        1,776,700
                                                    ===========       ==========

        Turnover relating to the Littlewoods pull-tab business post acquisition
        was #325,432 and the gross margin was in line with the results for the
        rest of the Lotteryking business. Following the full integration into
        the group's operations, it is not possible to determine its contribution
        to operating profit.

3. Exceptional items

                                                      2003        2002
                                                         #           #

Settlement with ex-employee inclusive of fees      151,650           -

Reversal of impairment losses                      (34,275)          -
                                                 -----------  ----------

                                        Total      117,375           -
                                                 ===========  ==========

        Settlement with ex-employee

        As disclosed in the contingent liabilities note in the 2002 annual
        report and accounts the company was contesting a long standing claim
        brought against it by a former employee in relation to share options to
        which he alleged he was entitled. Whilst firmly maintaining its belief
        that the claim was without merit the board of Gamingking reached an out
        of court settlement with the claimant. The decision to do so was reached
        after the Board had taken legal advice and carefully considered the
        demands on executive time and the level of professional fees that any
        protracted litigation was likely to incur. The full and final settlement
        to the claimant was #125,000.


         Reversal of impairment losses

         At the time of the acquisition of the Business Information Zone Limited
        there was some uncertainty as to the amount of VAT that could be
        reclaimed on the fees incurred in connection with the transaction. The
        Board took the prudent view at the time and paid all uncertain amounts
        to the Customs and Excise. Following lengthy discussions a rebate net of
        professional fees and interest of #34,275 has been received. This has
        the effect of reducing goodwill and previously provided impairment
        losses.

4. Loss per share

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

        The calculation of diluted earnings per share is based on the basic
        earnings per share, adjusted to allow for the issue of shares, on the
        assumed conversion of all dilutive options and other dilutive potential
        ordinary shares.

        Reconciliations of the earnings and weighted average number of shares
        used in the calculations are set out below.

                                           2003 Weighted
                          2003 Loss       average number       Per share
                                               of shares        amount 
                                  #                               Pence

Basic loss per share

Loss attributable to

ordinary shareholders      (108,150)          253,017,391        (0.04)

                                            2002 Weighted
                                             average number    Per share
                            2002 Loss           of shares       amount
                                    #                           Pence                       

Basic loss per share

Loss attributable to

ordinary shareholders      (137,708)          253,017,391        (0.05)

        There is no diluted earnings per share as share options would not have a
        dilutive effect on the loss for the year.

5. Net cash inflow from operating activities

                                                    2003          2002
                                                       #             #

Operating loss                                  (173,963)     (162,974)

Amortisation of goodwill                          31,131        31,126

Depreciation                                     339,563       314,126

Loss on disposal of fixed assets                  52,679        88,524

(Increase) in stocks                             (84,245)      (12,711)

(Increase) / Decrease in debtors                 (43,204)       36,949

Increase in creditors                            120,868        42,497
                                                 ---------     ---------

Net cash inflow from operating activities        242,829       337,537
                                                 =========     =========


6. Reconciliation of net cashflow to movement in net funds

                                                      2003        2002
                                                         #           #

Increase in cash                                    16,060      22,716

Cash inflow from decrease in liquid resources     (445,934)    (26,259)
                                                   ---------   ---------

                                                  (429,874)     (3,543)

Net funds at 1 May 2002                            674,313     677,856
                                                   ---------   ---------

Net funds at 30 April 2003                         244,439     674,313
                                                   =========   =========


7. Financial information

The financial information on the Group set out above does not constitute
statutory accounts within the meaning of Section 240 of the Companies Act 1985.
The results for the year ended 30 April 2003 are based on the audited
consolidated financial statement of Gamingking plc which have been reported on
by the auditors and will be delivered to the Registrar of Companies. The report
of the auditors was unqualified and did not contain a statement under Section
273, Companies Act 1985.

8. Copies of the 2003 Report and Accounts

Copies of the 2003 Report and Accounts are being sent to shareholders in due
course. Copies of this announcement will be available from the office of
Gamingking plc, Cedar House, Hainault Business Park, 56-58 Peregrine Road,
Hainault, Essex IG6 3SZ for one month from the date of this announcement.

24 July 2003






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