Final Results
CORSIE GROUP PLC
PRELIMINARY RESULTS
FOR THE YEAR ENDED 31 DECEMBER 2006
The Board of Corsie Group plc ("Corsie" or the "Company"), the AIM listed
specialist in the assembly and sale of products and services to the leisure
market, today announces preliminary results for the year ended 31 December
2006.
FINANCIAL HIGHLIGHTS
* Turnover up 15% at £3.62m (2005: £3.16m);
* Gross profit up 25% at £1.38m (2005: £1.11m);
* Balance sheet improved by £2.2m.
CORPORATE HIGHLIGHTS
* Successful acquisition and integration of Kaloss;
* Extension of Henselite pty distribution agreement;
* Warehouse capacity increased to 78,000 sq. ft;
* Option to purchase freehold at 30% discount to NAV; and
* Vikram Lall, CBE appointed Non-Executive Director.
CURRENT TRADING
* New distribution agreement secured;
* £500,000 raised in February to increase working capital;
* 5 year exclusive agreement with Luxury Brands of Toronto; and
* Good start to new financial year with the business trading in line with
management expectations.
Commenting on the results, David Mathewson, Chairman of Corsie, said:"Following
the flotation of the Company in June, significant progress has been made in all
areas of the business. Key objectives set out in the admission document have
been achieved and further progress is anticipated during 2007.
"The business is trading in line with management expectations. The new scalable
premises provide excellent scope for expansion and the Directors are actively
seeking complementary businesses which can be easily integrated into the
existing overhead".
Enquiries:
Corsie Group plc Tel: 01620 828 940
Richard Corsie, MBE, Chief Executive
www.corsiegroup.com
City Financial Associates Limited Tel: 020 7090 7800
James Caithie
Bishopsgate Communications Ltd Tel: 020 7562 3350
Dominic Barretto
Jenni Herbert
CHIEF EXECUTIVE'S REPORT
Introduction
Following the flotation of the Company in June, significant progress has been
made in all areas of the business. Key objectives set out in the admission
document have been achieved and further progress is anticipated during 2007.
Corsie comprises three distinct divisions; Greengauge Sports, Greengauge
Surfaces and Spa Solutions.
Following the move to Haddington, the business is well placed to support
substantial growth and deliver increased shareholder value.
Results
The results for 2006 have been impacted by numerous exceptional items most of
which are positive. I have separated out those items to provide shareholders
with a better understanding of the actual performance from continuing trade
during the period.
Turnover from continuing operations increased 15% to £3,626,000 (2005: £
3,160,000). Gross profit improved by 25% to £1,387,107 (2005: £1,113,000) with
gross percentage margin improving by 3% to 38.2% (2005: 35.2%). The Directors
believe that a more useful analysis of underlying comparable year-on-year
trading profit would be:
* Continuing operating profit before Exceptional Items £42,117;
* Add back non-recurring Marketing and float fees of £96,558; and
* Add back share option FRS 20 of £48,000,
giving a total of £186,675.
The improvement in our underlying trading profit is primarily a result of the
efficiencies now being achieved by central control of divisional overhead.
Exceptional gains within the accounts are attributable to 3 main areas. The
cancellation of preferential shares resulted in a gain of £1,101,000. A further
gain of £213,375 reflects the accrued dividends which were waived by the
shareholders ahead of the flotation. There is also a gain of £366,000 following
the release of a historical tax provision. As a result, the balance sheet has
improved by £2,214,192 during the period.
The efficiency and scalability of the new premises have already eliminated a
number of financial constraints which we anticipate will further enhance the
group earnings going forward.
Overall the Company returned a profit after tax of £1,159,034.
Trading
I am pleased to advise shareholders that all divisions made excellent progress
in each of their respective markets.
All businesses contributed positively to the group with the exception of our
Spa business. The Spa division was anticipated to be loss making during the
year as we continue to invest in additional sales resources. We also increased
our marketing spend positioning the Li'tya brand here in the UK and Ireland. We
anticipate the Spa losses reducing on a monthly basis during 2007.
During the final quarter of 2006 we invested in additional sales and marketing
resources to accelerate sales across the group. New channels to market are
being pursued along with new geographical territories for key lines. We
anticipate good benefits during 2007 from the sales strategy now being
implemented.
Having relocated to scalable premises the plan for 2007 is to accelerate sales
both organically and by acquisition. We will also consider further distribution
agreements which can offer our existing customers additional products within
their respective markets. Maximising the operational efficiencies within our
new premises is a key objective during this financial year. Good sales momentum
will be quickly translated into profit as our new fixed overhead can facilitate
substantial sales growth.
Kaloss Acquisition
I highlighted in my interim report the opportunities management were
considering to expand the Company both organically and by acquisition. As
reported in September, Kaloss was acquired for £439,000 which was subsequently
reduced to £389,000 following a net asset adjustment. Kaloss was successfully
relocated and integrated by the existing management team and continues to
contribute positively.
Since acquiring Kaloss, the brand has been positioned to maximise current UK
sales channels and new European markets are now under consideration.
People
I would like to take this opportunity to thank our employees for their valued
contribution this year and in particular during the relocation to Haddington.
New and existing distribution agreements secured
I am pleased to advise shareholders that Kaloss has secured a further new
exclusive distribution agreement with Luxury Brands of Toronto. Luxury Brands
owns the successful SkinScience range and Kaloss has signed a 5 year agreement
to distribute the SkinScience range in Europe.
The Board also announced a 3 year extension to our existing agreement with
Henselite on 11 December 2006.
New Premises
The Board advised shareholders of the business relocation to Haddington in
November, which has eliminated current space constraints and provided capacity
to support substantial business growth going forward. The new premises were
secured on commercially attractive terms both in rental cost and option to
purchase price.
Management secured a 15 year lease at an average rent of £1.32 per sq ft. over
the period. As part of the agreement, an option to purchase the freehold during
the next 5 years was secured at a price of £1,400,000 compared to a current
valuation of £2m.
The Board's strategy to maximise shareholder value through selective
acquisitions and organic growth remains unchanged. However, future
consideration will now be given to leveraging the equity within the property to
fund future targets.
Board Strengthened
Corsie appointed Vikram Lall, CBE, on 5 October 2006 as its second
Non-Executive Director.
Vikram was previously director in charge of corporate finance at Brewin Dolphin
Holdings Plc ("Brewin Dolphin"), where he was responsible for group corporate
finance activities in Edinburgh. He retired from executive duties in December
2003 and continues to hold a non-executive directorship at Brewin Dolphin.
Vikram is a member of the Institute of Chartered Accountants of Scotland and
was awarded a CBE in 2005 for services to business. Since his appointment in
October, Vikram has joined the remuneration committee and has been a valued
member of the Board.
Outlook
The new premises offer excellent scope for expansion and the Directors are
actively seeking complementary businesses which can be easily integrated into
the existing overhead. Further distributions agreements are also under
consideration.
The Directors expect the business to enjoy another year of growth and look
forward to the future with confidence.
Richard Corsie MBE
Chief Executive Officer
25 April 2007
GROUP PROFIT AND LOSS ACCOUNT
2006 2006 2005 2005
Note £ £ £ £
Turnover
- from continuing operations 3,500,890 3,160,196
- from acquisitions 125,097 -
- from discontinued - 472,920
operations
________ ________
Group turnover 3,625,987 3,633,116
Cost of sales (2,238,880) (2,404,238)
________ ________
Gross Profit
- from continuing operations 1,334,670 1,113,002
- from acquisitions 52,437 -
- from discontinued - 115,876
operations
________ ________
Group gross profit 1,387,107 1,228,878
Operating charges
- operating costs from 1,292,553 1,043,993
continuing operations
- exceptional costs from 1 315,464 -
continuing operations
- operating costs from 1 108,903 -
acquisitions
________ ________
Total costs from continuing 1,716,920 1,043,993
operations
Operating costs from - 383,672
discontinued operations
_______ ________
Group operating charges 1 (1,716,920) (1,427,665)
Operating Profit/(loss)
- on continuing operations 42,117 69,009
before exceptional items
- exceptional loss on (315,464) -
continuing operating
- on acquisitions (56,466) -
________ ________
Total operating profit on (329,813) 69,009
continuing operations
Operating loss on - (267,796)
discontinued operations
________ _______
Group operating profit/(loss) (329,813) (198,787)
Exceptional items: 2
Cost of discontinued (15,064) -
operations
Profit on disposal of fixed - 873,642
assets
________ ________
(344,877) 674,855
Interest and finance costs: 3
Exceptional release of FRS 25 1,101,000 -
liability
Exceptional release of 213,375 -
finance charge
Interest receivable 121 268
Interest payable and similar (176,585) (335,376)
charges
________ ________
1,137,911 (335,108)
Profit on ordinary activities 793,034 339,747
before taxation
Tax on ordinary activities 4 (366,000) 159,036
________ _______
Profit for the financial year 1,159,034 180,711
________ _______
Earnings per Share
Earnings per ordinary share
Basic earnings per share 5 0.01 0.00
________ _______
GROUP BALANCE SHEET
2006 2005
Note £ £
Fixed assets
Intangible assets 466,991 357,785
Tangible assets 222,904 118,652
________ ________
689,895 476,437
Stocks 1,483,382 560,917
Debtors 572,553 243,491
Cash at bank and in hand 303,973 1,152,630
________ ________
Current assets 2,359,908 1,957,038
________ ________
Creditors: amounts falling due within one year 2,961,127 2,640,776
________ ________
Net current liabilities (601,219) (683,738)
________ ________
Total assets less current liabilities 88,676 (207,301)
Creditors: amounts falling due after more than one year 1,227,834 2,780,049
________ ________
(1,139,158) (2,987,350)
Provisions for liabilities
Deferred taxation - 366,000
________ ________
(1,139,158) (3,353,350)
________ ________
Capital and reserves
Called-up equity share capital 167,417 116,667
Share premium account 6 956,408 -
Other reserves 482,678 434,678
Profit and loss account (2,745,661) (3,904,695)
________ ________
Deficit (1,139,158) (3,353,350)
________ ________
CASH FLOW STATEMENTS
2006 2005
£ £
Net cash (outflow) from operating activities (220,905) (62,871)
Returns on investments and servicing of finance
Interest received 121 268
Interest paid (176,585) (168,936)
Dividends on shares classed as liabilities - (90,000)
________ _______
Net cash (outflow) from returns on investments and (176,464) (258,668)
servicing of finance
________ _______
Taxation (99,036) (60,000)
Capital expenditure and financial investment
Payments to acquire intangible fixed assets (84,140) -
Payments to acquire tangible fixed assets (114,499) (9,281)
Receipts from sale of fixed assets 1,500 874,670
________ _______
Net cash (outflow)/inflow for capital expenditure and (197,139) 865,389
financial investment
Acquisitions and disposals
Purchase of trade and assets of Kaloss (389,020) -
________ _________
Cash (outflow)/inflow before financing (1,082,564) 483,850
Financing
Cash received from issue of shares (net of expenses) 1,021,619 -
Repayment of bank loan (175,405) -
________ _________
Net cash inflow/(outflow) from financing 846,214 -
________ _________
(Decrease)/increase in cash (236,350) 483,850
NOTES
1 Other operating charges
2006 2005
£ £
Distribution costs 95,072 100,867
Administrative expenses 1,650,555 1,392,092
1,745,627 1,492,959
________ _______
The above operating charges include exceptional continuing costs amounting to £
315,464 which relates to one-off costs. The bulk of this can be classified as
one-off costs incurred by the flotation of Corsie Group plc on the AIM stock
market, plus an onerous lease provision. The operating charges also includes
costs incurred after the acquisition of Kaloss International Limited on 18
September 2006, amounting to £108,903.
One-off costs totalling £96,588 included within continuing costs, relate to
one-off costs that arose due to the flotation and it is anticipated that these
type of costs will not arise again in future.
2 Exceptional items
2006 2005
£ £
Costs of discontinued operations (15,064) 873,642
________ _______
(15,064) 873,642
________ _______
The above cost of discontinued operations relates to closure costs incurred
with Company 90 Limited (which ceased trading in 2005).
3 Interest and finance costs
2006 2005
£ £
Exceptional release of finance liability 1,101,000 -
Exceptional release of finance charge 213,375 -
Interest payable on bank borrowings (176,585) (335,376)
Interest receivable 121 268
________ _______
1,137,911 (335,108)
________ _______
Other than interest payable on bank borrowings and interest receivable, the
finance charges above have been calculated in accordance with FRS 25.
Finance charges payable in 2005 represent the accrued dividends on A ordinary
shares and a reclassification of directors remuneration in accordance with FRS
25. Following the share for share exchange of the A ordinary shares during 2006
the accrued dividend has been reversed resulting in a credit to the profit and
loss account of £213,375.
The exceptional release of the finance liability relates to the reversal of the
debt recognised in 2005 under FRS 25. Following the share for share exchange of
the A ordinary shares during 2006 this debt has been reversed.
4 Taxation on ordinary activities
(a) Analysis of charge in the year
2006 2005
£ £
Current tax
UK Corporation tax based on the results for the year at - -
30% (2005 - 30%)
(Over)/under provision in prior year - (55,585)
________ _______
Total current tax - (55,585)
Deferred tax:
Origination and reversal of timing differences (366,000) 214,621
Tax on profit on ordinary activities (366,000) 159,036
________ _______
(b) Factors affecting current tax charge
The tax assessed on the profit/(loss) on ordinary activities for the year is
lower than the standard rate of corporation tax in the UK of 30% (2005 30%).
2006 2005
£ £
Profit on ordinary activities before taxation 793,034 339,747
________ _______
Profit on ordinary activities by rate of tax 237,910 101,925
Expenses not deductible for tax purposes 76,347 32,765
Capital allowances in excess of depreciation/ (10,510) 132,208
Depreciation in excess of capital allowances
Amounts written off not deductible for tax purposes 6,176 (6,146)
Unrelieved tax losses 73,411 -
Additional consideration - (260,670)
Adjustments in respect of previous periods - (55,585)
Rate differences - (82)
FRS 25 adjustment (383,334) -
________ _______
Total current tax - (55,585)
________ _______
Factors that may affect future tax charges
Deferred tax assets of £207,808 consisting mainly of trade losses carried
forward have not been recognised as there is insufficient evidence as to their
recoverability in the foreseeable future. The losses are recoverable against
future trading profits.
5 Earnings per share
Basic and diluted earnings per ordinary share are calculated by dividing the
earnings attributable to ordinary shareholders by the weighted average number
of ordinary shares in issue during the period.
For the first reporting period to 31 December 2006, the shares on issue at
flotation were treated as if they had been in issue for the whole financial
year.
Profit for Weighted Earnings
the period Average per share
number of
Shares
£ £
Year to 31 December 2005 180,711 116,666,667 0.00
Year to 31 December 2006 1,159,034 145,599,544 0.01
There is no dilutive effect on the earnings per share as the average market
price of the ordinary shares during the period was less than the exercise price
of the options and warrants.
6 Reserves
Group
Share Other Profit and
Premium Reserves Loss
account Account
£ £ £
At 1 January 2006 - 434,678 (3,904,695)
Share option adjustment - 48,000 -
Issue of shares 956,408 - -
_________ _________ _________
956,408 482,678 (3,904,695)
Profit for the year - - 1,159,034
_________ _________ _________
At 31 December 2006 956,408 482,678 (2,745,661)
_________ _________ _________
During the year the company issued 167,416,664 ordinary shares of 0.1p each at
3p per share. The share premium is stated net of transaction costs totalling £
515,342.
Other reserves arise on consolidation of the group using merger accounting and
the adjustment required for FRS 20 share options.
7. Reconciliation of operating profit/(loss) to net cash inflow/(outflow) from
operating activities
2006 2005
£ £
Operating (loss) (343,461) (198,787)
Depreciation 31,213 33,903
Amortisation 30,484 31,466
Share option charge 48,000 -
(Increase)/decrease in stocks (659,686) 254,523
(Increase)/decrease in debtors (241,104) 260,912
Increase/(decrease) in creditors 913,649 (444,888)
________ _______
Net cash (outflow) from operating activities (220,905) (62,871)
________ _______
8 Reconciliation of movements in net debt
2006 2005
£ £
(Decrease)/increase in cash in the period (236,350) 483,850
Net cash outflow from bank loans 175,405 -
________ _______
Change in net debt resulting from cash flows (60,945) 483,850
________ _______
Non cash movement 1,101,000 ---
Net debt at 1 January 2006 (3,235,017) (3,718,868)
________ _______
Net debt at 31 December 2006 (2,194,962) (3,235,017)
________ _______
9. Availability of accounts
The financial information set out in this preliminary announcement does not
constitute statutory accounts as defined in section 240 of the Companies Act
1985.
The summarised balance sheet at 31 December 2006 and the summarised profit and
loss account, summarised cash flow statement and associated notes for the year
then ended have been extracted from the Group's 2006 statutory financial
statements upon which the auditors opinion is unqualified and does not include
any statement under Section 237 of the Companies Act 1985.
Copies of the Report and Accounts for the year ended 31 December 2006 will be
sent to shareholders in due course. Further copies will be available from the
Company's registered office: 5 Gateside Commerce Park, Haddington EH41 3ST.