RNS Number:1070S
Prestbury Holdings PLC
01 March 2007
The following replaces the 'Final Results' announcement released
today 1 March at 07:00 under RNS No 0920S.
The dates in the column headings for the Consolidated Profit & Loss Account were
transposed.
All other details remain unchanged.
The full amended text is shown below.
PRESTBURY HOLDINGS PLC
Final results for the year ended 31 October 2006
Prestbury Holdings PLC, the AIM-Listed financial services company, today
announces its final results for the year ended 31 October 2006.
Highlights
* Turnover increased by 24% to #10.2M (2005: #8.2M)
* Gross Profit up 30% to #2.3M (2005: #1.77M)
* Maiden Operating Profits #441,000 (2005: (#505,328) )
* Operating gross margin increased to 23% (2005: 21% )
* Overheads reduced by 20% to 1.85M (2005 2.3M)
* Staff heads reduced to 26 (2005: 39)
* Positive EPS 1.0p
* Shareholders funds increased to #1,448,745 (2005 #912,967)
* Successful 2nd year of regulation.
* Business levels continue to grow.
* Successful #1 Million fund raising December 06.
Chairman's Report
A year ago I said that the industry was getting to grips with the new regulatory
framework. The FSA recently stated that two years on around two thirds of the
mortgage industry are still struggling with it. I am pleased to confirm that
Prestbury has successfully got to grips with the new framework; and our recent
annual FSA visit confirms that Prestbury is in good shape.
During another challenging year turnover has increased and we have delivered
maiden operating profits, whilst continuing to drive overheads downwards. We
continue to grow the network in both size and quality.
2007 presents a further raft of challenges. However, with cash in the bank
following our recent fund raising, a balance sheet which comfortably satisfies
our capital adequacy by a multiple of ten, we again look forward to the coming
years with cautious optimism.
Francis Maude
Chairman
28 February 2007
CEO Operating review
The last twelve months have been extremely challenging, and I am pleased to
report that Prestbury has performed well.
The growth in turnover is as a direct result of improved sales performance from
the Prestbury adviser base and increased sales of Buildings and Contents
Insurance; sales of which increased by 274% on from the previous year.
The increased sales of Buildings and Contents insurance, which also delivers the
highest Gross Profit per product sale; coupled with an increased percentage
number of mortgages sold being for people with credit problems has led to the
increased Gross Profit for 2006.
We have worked tirelessly to be the most efficient, profitable and scalable
mortgage and GI Network in the UK. I feel that we are now close to that.
2006 was yet again a turbulent year with a number of intermediary businesses
struggling to adapt to the new regulatory world. Prestbury are not exposed to
the increasing costs of being an IFA and we are pleased to report that unlike
IFA businesses our operating costs have reduced.
Our low risk business model works in the new regulatory regime. We have low PI
costs, electronic trading platforms that have proven scalability, and we are
debt free. We have looked at a number of acquisitions this year and whilst they
would have delivered increased revenues they would bring with them debt, which
Prestbury would not wish to take on. We will continue to explore low risk
acquisition opportunities as and when they become available in addition to
growing the business organically.
It is widely accepted that the Mortgage and Insurance distribution market needs
to consolidate. Whilst Prestbury is an active consolidator we wish to make
shareholders aware that we have received a number of approaches from parties
interested in facilitating the consolidation process or making an offer for the
company or the business. The Board is currently considering a number of these
strategic options, which may or may not lead to the sale of the business.
I would personally like to thank all our staff who have been superb during the
last twelve months.
Lee Birkett
Chief Executive Officer
28 February 2007
Consolidated Profit and Loss Account
for the Year Ended 31st October 2006
31.10.06 31.10.05
Notes # # # #
10,216,920 8,223,453
TURNOVER
Continuing 10,216,920 5,257,408
operations
Acquisitions - 2,966,045
---------- ---------
10,216,920 8,223,453
========== =========
Cost of sales 2 7,918,327 6,452,476
---------- ---------
GROSS PROFIT 2 2,298,593 1,770,977
Net operating 2 1,856,616 2,276,305
expenses
---------- ---------
OPERATING PROFIT/ 4 441,977 (505,328)
(LOSS)
Continuing 441,977 (644,540)
operations
Acquisitions - 139,212
---------- ---------
441,977 (505,328)
========== =========
Interest receivable 339 3,988
and similar income
---------- ---------
442,316 (501,340)
Interest payable and 5 15,645 6,175
similar charges
---------- ---------
PROFIT/(LOSS) ON
ORDINARY ACTIVITIES
BEFORE TAXATION 426,671 (507,515)
Tax on profit/(loss) 6 180,893 (1,229,797)
on ordinary
activities
---------- ---------
PROFIT FOR THE
FINANCIAL YEAR
AFTER TAXATION 245,778 722,282
========== ==========
Basic profit per 1.0p 3.6p
share
Diluted profit per 1.0p 3.5p
share
TOTAL RECOGNISED GAINS AND LOSSES
The group has no recognised gains or losses other than the profits for the
current year or previous year.
Consolidated Balance Sheet
31st October 2006
31.10.06 31.10.05
Notes # # # #
FIXED ASSETS
Intangible assets 9 942,855 906,646
Tangible assets 10 141,775 194,022
Investments 11 - -
--------- ---------
1,084,630 1,100,668
CURRENT ASSETS
Debtors- due within 12 743,152 737,071
one year
Debtors - due after 12 774,692 -
one year
Deferred tax asset due 12 870,331 1,048,941
after one year
Cash at bank 24,394 7,097
-------- ---------
2,412,569 1,793,109
CREDITORS
Amounts falling due 13 1,933,841 1,828,752
within one year
--------- ---------
NET CURRENT ASSETS/ 478,728 (35,643)
(LIABILITIES) --------- ---------
TOTAL ASSETS LESS
CURRENT
LIABILITIES 1,563,358 1,065,025
CREDITORS
Amounts falling due
after more than one 14 (9,115) (20,324)
year
PROVISIONS FOR 17 (105,498) (131,734)
LIABILITIES --------- ---------
NET ASSETS 1,448,745 912,967
========= =========
CAPITAL AND RESERVES
Called up share 18 1,267,389 1,217,389
capital
Share premium 19 4,197,789 3,957,789
Treasury shares 19 (30,705) (30,705)
Profit and loss 19 (3,985,728) (4,231,506)
account
--------- ---------
SHAREHOLDERS' FUNDS 22 1,448,745 912,967
========== ==========
Company Balance Sheet
31st October 2006
31.10.06 31.10.05
Notes # # # #
FIXED ASSETS
Intangible assets 9 - -
Tangible assets 10 - -
Investments 11 3,502,910 3,502,910
--------- ---------
3,502,910 3,502,910
CURRENT ASSETS
Debtors 12 114,585 -
CREDITORS
Amounts falling due within one 13 8,616 38,343
year
-------- --------
NET CURRENT ASSETS/(LIABILITIES) 105,969 (38,343)
--------- ---------
TOTAL ASSETS LESS CURRENT
LIABILITIES 3,608,879 3,464,567
========= =========
CAPITAL AND RESERVES
Called up share capital 18 1,267,389 1,217,389
Share premium 19 4,822,340 4,582,340
Treasury shares 19 (30,705) (30,705)
Profit and loss account 19 (2,450,145) (2,304,457)
--------- ---------
SHAREHOLDERS' FUNDS 22 3,608,879 3,464,567
========== ==========
Cash Flow Statement
for the Year Ended 31st October 2006
31.10.06 31.10.05
Notes # # # #
Net cash inflow
from operating activities 1 79,462 75,847
Returns on investments and
servicing of finance 2 (15,306) (2,187)
Capital expenditure 2 (36,404) (181,529)
-------- ---------
27,752 (107,869)
Financing 2 (10,455) (12,805)
-------- ---------
Increase/(Decrease) in cash in the period 17,297 (120,674)
======== =========
Reconciliation of net cash flow
to movement in net debt 3
Increase/(Decrease)
in cash in the period 17,297 (120,674)
Cash outflow
from decrease in debt and lease financing 10,455 12,805
-------- ---------
Change in net debt resulting
from cash flows 27,752 (107,869)
--------- ---------
Movement in net debt in the period 27,752 (107,869)
Net (debt)/funds at 1st November (23,682) 84,187
--------- ---------
Net funds/(debt) at 31st October 4,070 (23,682)
========= =========
Notes to the Cash Flow Statement
for the Year Ended 31st October 2006
1. RECONCILIATION OF OPERATING PROFIT/(LOSS) TO NET CASH INFLOW FROM OPERATING
ACTIVITIES
31.10.06 31.10.05
# #
Operating profit/(loss) 441,977 (505,328)
Depreciation charges 192,443 138,097
(Decrease)/increase in provisions (26,236) 1,440
Increase in debtors (813,724) (458,794)
Increase in creditors 285,002 900,432
--------------- ---------------
Net cash inflow from operating 79,462 75,847
activities
=============== ===============
2. ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN THE CASH FLOW STATEMENT
31.10.06 31.10.05
# #
Returns on investments and servicing of finance
Interest received 339 3,988
Interest paid (14,159) (3,408)
Interest element of hire purchase payments (1,486) (2,767)
-------- --------
Net cash outflow for returns on investments and
servicing of finance (15,306) (2,187)
======== ========
Capital expenditure
Purchase of intangible fixed assets - (134,102)
Purchase of tangible fixed assets (36,404) (47,42)
--------- ---------
Net cash outflow for capital expenditure (36,404) (181,529)
========= =========
Financing
Capital repayments in year (10,455) (12,805)
--------- ---------
(10,455) (12,805)
========= =========
3. ANALYSIS OF CHANGES IN NET DEBT
At At
1.11.05 Cash flow 31.10.06
# # #
Net cash:
Cash at bank 7,097 17,297 24,394
-------------- -------------- --------------
7,097 17,297 24,394
-------------- -------------- --------------
Debt:
Hire purchase (30,779) 10,455 (20,324)
-------------- -------------- --------------
(30,779) 10,455 (20,324)
-------------- -------------- --------------
Total (23,682) 27,752 4,070
============== ============== ==============
Notes to the Financial Statements
1. ACCOUNTING POLICIES
Investments
Fixed asset investments are stated at cost, less provision for any diminution in
value.
Own shares held under trust
Shares held by the employee benefit scheme are shown in the Balance Sheet as
Treasury Shares and are recorded at cost. For shares over which options have
been granted but not exercised, the difference between the option price and the
fair value at date of grant is recognised as a credit to Other Reserves over the
vesting period in accordance with UITF 17. At 31st October 2006, there were no
options granted with an exercise price less than current market value.
2. ANALYSIS OF OPERATIONS
31.10.06
Continuing Acquisitions Total
# # #
Cost of sales 7,918,327 - 7,918,327
========== ========= ==========
Gross profit 2,298,593 - 2,298,593
========== ========= ==========
Net operating expenses:
Administrative expenses 1,910,098 - 1,910,098
Other operating income 53,482 - 53,482
---------- --------- ----------
1,856,616 - 1,856,616
========== ========= ==========
31.10.05
Continuing Acquisitions Total
# # #
Cost of sales 3,859,694 2,592,782 6,452,476
========== ========= ==========
Gross profit 1,397,714 373,263 1,770,977
========== ========= ==========
Net operating expenses:
Administrative expenses 2,087,555 234,051 2,321,606
Other operating income (45,301) - (45,301)
---------- --------- ----------
2,042,254 234,051 2,276,305
========== ========= ==========
3. STAFF COSTS
31.10.06 31.10.05
# #
Wages and salaries 523,605 859,609
Social security costs 54,098 98,147
Other pension costs 29,016 29,116
--------- ----------
606,719 986,872
========= ==========
The average monthly number of employees during the year was as follows:
31.10.06 31.10.05
Management 10 9
Administration 12 11
Sales 4 19
--------- ----------
26 39
========= ==========
4. OPERATING PROFIT/(LOSS)
The operating profit (2005 - operating loss) is stated after charging:
31.10.06 31.10.05
# #
Hire of plant and machinery 29,517 56,586
Depreciation - owned assets 73,902 90,431
Depreciation - assets on hire purchase contracts 14,750 16,402
Goodwill amortisation 103,791 31,264
Auditors' remuneration 8,791 8,723
Auditors' remuneration for non audit work 21,598 20,238
========= ==========
Directors' emoluments - paid by company 7,667 29,083
Directors' emoluments - paid by subsidiary 217,497 262,311
Directors' pension contributions to
money purchase schemes 21,016 21,016
========= ==========
The number of directors to whom retirement benefits were accruing was as follows:
Money purchase schemes 3 3
========= ==========
Auditors remuneration for non-audit work includes fees in respect of Auditing of
accounts of associates #16,854 (2005: #15,127), other services relating to
taxation #1,807 (2005: #2,232), and other services #2,937 (2005: 2,879).
Information regarding the highest paid director
is as follows:
31.10.06 31.10.05
# #
Emoluments etc 90,600 96,321
Pension contributions to money purchase scheme - 9,216
========= ==========
5. INTEREST PAYABLE AND SIMILAR CHARGES
31.10.06 31.10.05
# #
Bank interest 2,565 4
Other interest 11,594 3,404
Hire purchase 1,486 2,767
--------- ----------
15,645 6,175
========= ==========
6. TAXATION
Analysis of the tax charge/(credit)
The tax charge/(credit) on the profit on ordinary
activities for the year was as follows:
31.10.06 31.10.05
# #
Current tax:
UK corporation tax 38 -
Deferred tax 180,855 (1,229,797)
--------- ----------
Tax on profit/(loss) on ordinary activities 180,893 (1,229,797)
========= ==========
Factors affecting the tax charge/(credit)
The tax assessed for the year is lower than the standard rate of corporation
tax in the UK. The difference is explained below:
31.10.06 31.10.05
# #
Profit/(loss) on ordinary activities before tax 426,671 (507,515)
========= ==========
Profit/(loss) on ordinary activities
multiplied by the standard rate of
corporation tax in the UK of 30% (2005 - 30%) 128,001 (152,255)
Effects of:
Excess depreciation over capital allowances 57,733 31,352
Allowable goodwill amortisation (31,137) (9,379)
Permanent disallowable expenses 3,560 20,521
Losses utilised in the period (201,763) -
Losses carried forward 43,707 109,761
Marginal relief (63) -
--------- ----------
Current tax charge/(credit) 38 -
========= ==========
7. LOSS OF PARENT COMPANY
As permitted by Section 230 of the Companies Act 1985, the profit and loss
account of the parent company is not presented as part of these financial
statements. The parent company's loss for the financial year was #(145,688)
(2005 - #(1,324,450)).
8. PROFIT PER SHARE
The calculation of profit per share is based upon the profit attributable to
ordinary shareholders of #245,778 (2005: #722,282) divided by 25,019,011 (2005:
19,942,299) ordinary shares, being the weighted average number of ordinary
shares in issue during the year.
The calculation of diluted profit per share is based upon the profit
attributable to ordinary shareholders divided by 25,019,011 shares (2005:
20,660,107) being the weighted average number of potential shares in issue
assuming all shares under option are exercised at the date of issue. In 2005
these are the shares which form part of the deferred consideration for Blue
Pearl (UK) Limited, which were issued in the year. There were no shares under
option at 31st October 2006.
9. INTANGIBLE FIXED ASSETS
Group
Goodwill
#
COST
At 1st November 2005 937,910
Additions 140,000
-----------
At 31st October 2006 1,077,910
-----------
AMORTISATION
At 1st November 2005 31,264
Amortisation for year 103,791
-----------
At 31st October 2006 135,055
-----------
NET BOOK VALUE
At 31st October 2006 942,855
===========
At 31st October 2005 906,646
===========
On 14th February 2005, the company acquired Blue Pearl (UK) Limited for a
deferred consideration of #1,175,000, made up of #300,000 cash, 3,000,000
ordinary shares of 5p and acquisition costs of #35,000.
Upon acquisition and in the interim accounts the shares were valued at 28p.
Due to changes in the share price, the estimated total consideration has now
been reduced to #880,000 plus costs. In July 2005, the company transferred its
investment in Blue Pearl (UK) Limited to its subsidiary undertaking, Prestbury
Financial Limited at cost. The trade and assets of Blue Pearl (UK) Limited were
hived up into Prestbury Financial Limited giving rise to goodwill of #937,910.
The additional goodwill cost arises due to changes in the share price
resulting in amendment to that portion of the deferred consideration satisfied
by the issue of shares in the year.
10. TANGIBLE FIXED ASSETS
Group
Fixtures
Website and Motor Computer
costs fittings vehicles equipment Totals
# # # # #
COST
At 1st November 2005 270,412 41,055 21,249 184,827 517,543
Additions 30,025 - - 6,379 36,404
-------- ------- ------- -------- --------
At 31st October 2006 300,437 41,055 21,249 191,206 553,947
-------- ------- ------- -------- --------
DEPRECIATION
At 1st November 2005 181,118 15,682 9,662 117,058 323,520
Charge for year 36,046 3,806 2,897 45,903 88,652
-------- ------- ------- -------- --------
At 31st October 2006 217,164 19,488 12,559 162,961 412,172
-------- ------- ------- -------- --------
NET BOOK VALUE
At 31st October 2006 83,273 21,567 8,690 28,245 141,775
======== ======= ======= ======== ========
At 31st October 2005 89,294 25,373 11,587 67,769 194,023
======== ======= ======= ======== ========
Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Motor Computer
vehicles equipment Totals
# # #
COST
At 1st November 2005
and 31st October 2006 12,300 50,161 62,461
-------- -------- --------
DEPRECIATION
At 1st November 2005 3,459 33,672 37,131
Charge for year 2,210 12,540 14,750
-------- -------- --------
At 31st October 2006 5,669 46,212 51,881
-------- -------- --------
NET BOOK VALUE
At 31st October 2006 6,631 3,949 10,580
======== ======== ========
At 31st October 2005 8,841 16,489 25,330
======== ======== ========
11. FIXED ASSET INVESTMENTS
Company
Shares in
group
undertakings
#
COST
At 1st November 2005
and 31st October 2006 3,502,910
----------
NET BOOK VALUE
At 31st October 2006 3,502,910
==========
At 31st October 2005 3,502,910
==========
The group or the company's investments at the balance sheet date in the share
capital of companies include the following:
Subsidiary
Prestbury Financial Limited
Nature of business: Provision of financial services
%
Class of shares: holding
Ordinary 100.00
The company is the sponsoring company of Prestbury plc Employee Benefit Trust,
which holds 705,000 (2005: 705,000) shares in Prestbury Holdings plc gifted by
certain shareholders. Prestbury Trustee Limited has the power to grant options
on a discretionary basis. At 31st October 2006 the trust had granted conditional
options to employees on 454,628 (2005: 454,628) of the shares at an option price
of #1.
12. DEBTORS
Group Company
31.10.06 31.10.05 31.10.06 31.10.05
# # # #
Amounts falling due within one year:
Trade debtors 361,273 308,652 - -
Amounts owed by group undertaking - - 114,585 -
Amounts owed by related undertaking 76,667 129,261 - -
Other debtors 33,382 33,382 - -
Deferred tax asset 178,610 180,856 - -
Prepayments and accrued income 93,220 84,920 - -
--------- --------- -------- -------
743,152 737,071 114,585 -
========= ========= ======== =======
Amounts falling due after more than one year:
Amounts owed by related undertaking 774,692 - - -
Deferred tax asset 870,331 1,048,941 - -
---------- ---------- --------- --------
1,645,023 1,048,941 - -
========== ========== ========= ========
Aggregate amounts 2,388,175 1,786,012 114,585 -
========== ========== ========= ========
The company's subsidiary undertaking, Prestbury Financial Limited, has taxable
losses of #3,382,887 (2005: #4,086,863) available for utilisation against future
profits. A deferred tax asset has been recognised in respect of these losses
together with #96,262 (2005: #3,738) of decelerated capital allowances.
The company has taxable losses of #424,419 (2005: #278,731) available for
utilisation against future profits. A deferred tax asset has not been recognised
in respect of these losses on the grounds that the availability of future
profits remains uncertain.
The amount due from related undertaking relates to a balance due from
Prestbury Investment Management Limited, further details of which are disclosed
in note 20.
13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Group Company
31.10.06 31.10.05 31.10.06 31.10.05
# # # #
Hire purchase contracts (see note 15) 11,209 10,455 - -
Trade creditors 1,295,261 855,678 - -
Amounts owed to group undertaking - - - 30,705
Tax 38 - - -
Social security and other taxes 109,757 272,538 - -
Other creditors 474,905 632,932 - -
Accrued expenses 42,671 57,149 8,616 7,638
---------- ---------- --------- --------
1,933,841 1,828,752 8,616 38,343
========== ========== ========= ========
Included in other creditors is #164,000 (2005: #335,000) deferred consideration
in respect of the acquisition of Blue Pearl (UK) Limited in the previous year.
14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
Group
31.10.06 31.10.05
# #
Hire purchase contracts (see note 15) 9,115 20,324
======= ========
15. OBLIGATIONS UNDER HIRE PURCHASE CONTRACTS AND LEASES
Group
Hire
purchase
contracts
31.10.06 31.10.05
# #
Net obligations repayable:
Within one year 11,209 10,455
Between one and five years 9,115 20,324
------- --------
20,324 30,779
======= ========
The following operating lease payments are committed to be paid within one year:
Group
Land and Other
buildings operating
leases
31.10.06 31.10.05 31.10.06 31.10.05
# # # #
Expiring:
Within one year 63,246 - - 28,590
Between one and five years - - 53,738 17,935
In more than five years 103,341 224,196 - -
--------- --------- --------- ---------
166,587 224,196 53,738 46,525
========= ========= ========= =========
16. SECURED DEBTS
The following secured debts are included within creditors:
Group
31.10.06 31.10.05
# #
Hire purchase contracts 20,324 30,779
========= =========
Hire purchase liabilities are secured upon the underlying assets to which they
relate.
17. PROVISIONS FOR LIABILITIES
Group
31.10.06 31.10.05
# #
Clawback provision 105,498 131,734
========= =========
Aggregate amounts 105,498 131,734
========= =========
Group
Clawback provision
#
Balance at 1st November 2005 131,734
Utilised in year (92,340)
Provided in year 66,464
---------
Balance at 31st October 2006 105,498
=========
18. CALLED UP SHARE CAPITAL
Authorised:
Number: Class: Nominal 31.10.06 31.10.05
value: # #
400,000,000 Ordinary shares 5p 20,000,000 20,000,000
============ ============
Allotted, issued and fully paid:
Number: Class: Nominal 31.10.06 31.10.05
value: # #
25,347,778 Ordinary shares 5p 1,267,389 1,217,389
(31.10.05 - 24,347,778) ============ ============
1,000,000 Ordinary shares of 5p each were allotted as fully paid at a premium
of 24p per share during the year.
19. RESERVES
Group
Profit
and loss Share Treasury
account premium shares Totals
# # # #
At 1st November 2005 (4,231,506) 3,957,789 (30,705) (304,422)
Profit for the year 245,778 245,778
Premium on issue in year - 240,000 - 240,000
----------- ----------- --------- ----------
At 31st October 2006 (3,985,728) 4,197,789 (30,705) 181,356
=========== =========== ========= ==========
Company
Profit
and loss Share Treasury
account premium shares Totals
# # # #
At 1st November 2005 (2,304,457) 4,582,340 (30,705) 2,247,178
Deficit for the year (145,688) (145,688)
Premium on issue in year - 240,000 - 240,000
----------- ----------- --------- ----------
At 31st October 2006 (2,450,145) 4,822,340 (30,705) 2,341,490
=========== =========== ========= ==========
20. RELATED PARTY DISCLOSURES
The company has taken advantage of the exemptions provided by FRS 8 from
disclosing transactions with its wholly owned subsidiary.
Included within other creditors are amounts of #Nil and #Nil (2005: #5,444 and
#1,071) due to the Rt. Hon F A A Maude MP and R D Anderson respectively,
directors of Prestbury Holdings Plc.
The Rt. Hon. F A A Maude MP has provided a personal guarantee of #100,000 as
security for the group's bank facilities.
During the prior year the group transferred, for a consideration of #1, the
consumer and packaging financial products business and related
assets/liabilities to Prestbury Investment Management Limited, a company owned
by L J Birkett and S J Keenan. Prestbury Investment Management Limited also
granted to Prestbury Holdings plc an option to subscribe for ordinary shares in
the event of an acceleration event, subject to a maximum of 30% of its total
issued share capital after the issue of option shares, at an exercise price of
#1.
The group receives commission from Prestbury Investment Management Limited
based on agreed terms. During the year the total net income receivable by the
group was #792,248 (2005: #226,743). The balance outstanding from Prestbury
Investment Management Limited at the year end was #851,359 (2005: #129,261).
This balance is repayable over 60 months commencing May 2007 and interest of 7%
per annum will be charged from that date.
21. ULTIMATE CONTROLLING PARTY
The company is not controlled by anyone person as defined by FRS 8 but is
controlled by its board of directors.
22. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
Group
31.10.06 31.10.05
# #
Profit for the financial year 245,778 722,282
Share capital issued 50,000 350,000
Premium on issue of shares 240,000 1,080,000
Convertible loan stock redeemed - (1,000,000)
Issue of treasury shares - (30,705)
--------- -----------
Net addition to shareholders' funds 535,778 1,121,577
Opening shareholders' funds 912,967 (208,610)
--------- -----------
Closing shareholders' funds 1,448,745 912,967
========== ===========
Equity interests 1,448,745 912,967
========== ===========
Company
31.10.06 31.10.05
# #
Loss for the financial year (145,688) (1,324,450)
Share capital issued 50,000 350,000
Premium on issue of shares 240,000 1,080,000
Convertible loan stock redeemed - (1,000,000)
Issue of Treasury shares - (30,705)
---------- -----------
Net addition/(reduction) to
shareholders' funds 144,312 (925,155)
Opening shareholders' funds 3,464,567 4,389,722
---------- -----------
Closing shareholders' funds 3,608,879 3,464,567
========== ===========
Equity interests 3,608,879 3,464,567
========== ===========
23. FINANCIAL INSTRUMENTS
The group's financial instruments during the year and prior year comprised cash,
a bank overdraft, hire purchase liabilities and various items such as trade
debtors and trade creditors that arise directly from its operations. Trade
debtors, trade creditors and other short term items arising directly from
operations have been excluded from the following disclosures.
Interest rate risk.
At 31st October 2006 the group had cash balances of #24,394 (2005: #7,097).
#1,874 (2005 : #1,839) was held in a bank deposit account, receiving interest at
a fixed rate of 2.9% for balances less than #1m and a rate of 3.15% for balances
above #1m. The remainder was held in a bank current account on which no interest
was earned. Interest on overdrawn balances is charged at a floating rate of
2.25% above base rate.
The hire purchase liabilities are subject to fixed interest rates as laid down
in each individual contract. The maturity and term of the hire purchase is shown
in note 15.
Market price risk
Deferred consideration of #150,000 in respect of the acquisition of Blue Pearl
(UK) Limited was satisfied by the issue of 1,000,000 ordinary 5p shares in
February 2006. The liability to the company was estimated based on the directors
assessment of the likely share price on issue, currently 15p per share. The
market price risk had not been minimised. Actual market price at the time of
issue was 29p per share. The remaining deferred consideration consists of cash
balances due.
With the exception of the above, there is no material difference between the
book value and market value of the group's financial instruments and they are
all denominated in sterling.
The group has not traded in any financial instruments during the year and the
board does not currently believe that there are any material risks arising from
its financial instruments.
24. POST BALANCE SHEET EVENTS
Since the year end, the company has issued 5,000,000 5p shares at 20p per share
for cash.
END
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR VFLBBDXBEBBB
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