Interim Results

28 February 2006 Interim results for the six months ended 30 November 2005 Surface Transforms plc, manufacturers of carbon fibre reinforced ceramic (CFRC) materials, announces its interim results for the six months ended 30 November 2005. Financial and business highlights: * Turnover of £68,302 (2004: £208,422) * Losses before taxation of £478,588 (2004: £238,839) * Strong cash position of £2.1 million (31 May 2005: £2.7 million), representing approximately 15 pence per share * £200,000 grant received to develop and complete the new generation production process ST-Tech 2 * The Company is concentrating efforts on smaller, high performance car OEMs and on the UK and German aftermarket for ceramic brakes For enquiries, please contact: Surface Transforms plc John East & Partners Limited Kevin Johnson 0151 472 3733 Simon Clements 020 7628 2200 Julio Faria 0151 472 3733 Kevin D'Silva 07802 306956 Details of the Company's business and financial performance and its share price can be found on www.armshare.com which is accessed from the Armshare icon on www.surface-transforms.com. Armshare has provided a webcast of these results and this is available on www.surface-transforms.com under the Investor Relations icon. SURFACE TRANSFORMS PLC Interim results for the six months ended 30 November 2005 Surface Transforms plc, a manufacturer of carbon fibre reinforced ceramic (CFRC) materials, announces its interim results for the six months ended 30 November 2005. Chairman's statement In the six months under review, the new management team, led by Dr. Kevin Johnson, has been able to progress and accelerate plans in four principal areas of the Company's operations: * a strengthening of the intellectual property platform of the Company; * the completion of the Company's next generation production process for manufacturing carbon ceramic brake discs; * the development of a carbon ceramic disc brake for commercial aircraft in conjunction with a large US based aircraft brake system supplier; and * the commercialisation of the Company's SystemST ceramic brake system for high performance cars. FINANCIAL REVIEW In the six months ended 30 November 2005 turnover was £68,302 (30 November 2004: £208,442). This is an increase of 37 per cent. from the £49,914 achieved for the preceding six months, although the loss of the development contract with Dunlop Aerospace means that it is less than for the comparative period in 2004. Revenues in the period under review comprised development fees from a US aircraft brake system supplier, sales of ceramic rocket components to Roxel and a small level of automotive ceramic brake discs, principally for testing. Losses after tax for the period were £367,011 (30 November 2004: loss £ 180,277), again reflecting the loss of the Dunlop Aerospace development contract and the board's decision to strengthen both the management team and the Company's operating capabilities and processes. When the current period is compared to the £436,346 loss of the previous six month period ended 31 May 2005, it indicates that costs and expenditure have been stabilised. The Directors do not anticipate overheads increasing beyond the current levels until there is firm evidence of increased sales in the automotive brake disc business. Shareholder funds at 30 November 2005 amounted to £2,441,964 (31 May 2005: £ 2,808,975) and include cash on deposit of £2.1 million (representing 15 pence per share). Capital expenditure in the period was £118,762. The Company has no borrowings. SCIENCE & TECHNOLOGY The £200,000 grant from the English Northwest Development Agency, announced on 15 November 2005, will be utilised in the development and completion of the new generation production process ST-Tech 2. Once completed, the new plant is expected to reduce the cost of producing automotive discs significantly. The new plant has the design capacity to produce up to 3,000 discs per annum. For larger volumes, the Company's business model incorporates the sale and commissioning of the technology under licence at the client's production site. Capital expenditure on the new ST Tech 2 production system is anticipated to fall mainly within the CVIST and MIST sub processes. Part of this expenditure is specifically covered by the terms of the £200,000 grant. The new production system is expected to be completed within 12 months. The Company has submitted 3 new patent applications during the period in order to supplement its existing patent portfolio. AIRCRAFT BRAKE SYSTEMS The Company maintains brake development programmes with three global suppliers of aircraft brakes. There are two European clients and one is in the USA. There has been extensive development work with the US client and Phase 1 of the programme, comprising base measurements of wear and friction, are nearing completion and the Directors anticipate this development work will continue in the next twelve months. Revenues arising from such development contracts are usually earned monthly or quarterly; they are linked to project milestones and typically accrue over a period of 6 to 18 months. The work is, by definition, developmental in nature, and therefore it is difficult to forecast the timing of the eventual acceptance of the first ceramic brake discs for commercial aircraft - nevertheless the Company continues to maintain its development programme in this area given the large target market. AUTOMOTIVE BRAKING SYSTEMS Whilst development of the commercial use of carbon ceramic brakes with the larger automotive OEM companies continues, the Company has been focussing its near term efforts on smaller, high performance car OEMs and on the UK and German aftermarket for ceramic brakes. SystemST, the Company's proprietary brand, has significant product advantages and differentiation over its competitors. The SystemST ceramic brakes can be used for both track and road applications due to the inherent strength of the CFRC construction and recent track days at the Anglesey race track have confirmed the Company's product specification. The www.systemST.com website displays the latest testing results. The introduction of a new, high technology product is never straightforward particularly in terms of customer uptake. Nevertheless, evaluation programmes are advancing with a number of UK car manufacturers. Early successes are evidenced by initial brake disc orders received from Weber Sportcars in Switzerland, which is building a £300,000 plus supercar for launch later this year. Koenigsegg Automotive of Sweden (www.koenigsegg.com) has purchased and is evaluating the Company's ceramic brakes for installation on its supercars. The 800bhp CCR supercar set new records as Europe's fastest production car in 2005. A new model the CCX is being shown at the Geneva Motor Show in early March and it is fitted with SystemST. The Company's progress in the performance brake aftermarket has been slower than predicted. Sales in the German market have been very disappointing and as a result the business development contract with METEK is being terminated and the intention is to enter into a replacement trading arrangement. In the UK, SystemST brakes have been initially targeted at Porsche and Ferrari users. Prospective UK clients are currently directed to the Company's brake fitting partners for fitting and purchase. Sales are still at a very low level and the board's expectation is that it will take some time to reach targeted volumes. Nevertheless, some of our shareholders have already purchased ceramic brakes for their high performance cars and today the Company has launched a special introductory promotion for ceramic brakes for all UK shareholders who have cars that would benefit from the use of ceramic brake systems. A separate letter dealing with this attractive promotion accompanies this statement and is being mailed to all shareholders and can be viewed on the www.systemST.com website. PEOPLE Peter Holland has been instrumental in guiding the reshaping of the Company in the past two years and with his retirement from the board, the Company would like to record its appreciation of that contribution. We completed the enlargement of our new management team during December 2005. Dr. Maria Hadjisoteriou, BSc, PhD, joined the Company as Operations Manager in charge of all the production processes. Our planned growth is based on selecting and retaining a strong, entrepreneurial management team and I take this opportunity of thanking all my colleagues for their hard work and enthusiasm in creating an environment of trust and opportunity for professional growth. OUTLOOK Despite the lower sales and financial performance in the period under review, the board believes it has made material progress in both reducing the business risk in the Company and in improving the capability of successfully implementing its business strategy. This is already reflected in the quality of the discussions we are having with potentially important commercial partners. Looking ahead, we expect in the short to medium term to demonstrate the first commercial success in the automotive brake market with one of the smaller high performance, car OEMs. Kevin D'Silva Chairman 28 February, 2006 PROFIT AND LOSS ACCOUNT FOR THE SIX MONTHS ENDED 30 NOVEMBER 2005 (Unaudited) (Unaudited) Six months Six months (Audited) ended ended Year ended Note 30 November 30 November 31 May 2005 2004 2005 £ £ £ Turnover 68,302 208,422 258,336 Cost of sales (33,120) (60,581) (93,846) Gross profit 35,182 147,841 164,490 Distribution costs (463) (751) (1,348) Administrative expenses: (299,775) (239,158) (500,574) Before development costs Development costs (270,711) (209,079) (472,978) Total administrative (570,486) (448,237) (973,552) expenses Other operating income 5,621 - 4,980 Operating loss (530,146) (301,147) (805,430) Interest receivable 51,558 63,528 131,480 Interest payable - (1,220) (1,235) Loss on ordinary activities before taxation (478,588) (238,839) (675,185) Taxation on loss on 2 111,577 58,562 58,562 ordinary activities Loss on ordinary activities after taxation and retained for (367,011) (180,277) (616,623) the financial period/year Loss per ordinary share Basic and diluted 3 (2.62p) (1.33p) (4.47p) All amounts relate to continuing activities. BALANCE SHEET AS AT 30 NOVEMBER 2005 (Unaudited) (Unaudited) (Audited) As at As at As at 30 November 30 November 31 May 2005 2004 2005 £ £ £ Fixed assets Intangible assets 5,213 7,431 6,322 Tangible assets 173,629 64,813 73,877 178,842 72,244 80,199 Current assets Stocks 143,100 77,748 67,522 Debtors 129,275 191,838 80,991 Cash at bank and in hand 2,102,064 3,035,932 2,728,052 2,374,439 3,305,518 2,876,565 Creditors: Amounts falling due within one (111,317) (132,441) (147,789) year Net current assets 2,263,122 3,173,077 2,728,776 Net assets 2,441,964 3,245,321 2,808,975 Capital and reserves Called up share capital 140,308 140,308 140,308 Share premium account 4,902,715 4,902,715 4,902,715 Other reserves 463,885 520,399 463,885 Profit and loss account (3,064,944) (2,318,101) (2,697,933) Equity shareholders' funds 2,441,964 3,245,321 2,808,975 STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES FOR THE SIX MONTHS ENDED 30 NOVEMBER 2005 (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 November 30 November 31 May 2005 2004 2005 £ £ £ Loss for the financial period/year (367,011) (180,277) (616,623) Unrealised gain on the lapse of - - 56,514 warrants Total recognised gains and losses (367,011) (180,277) (560,109) for the financial period/year RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS FOR THE SIX MONTHS ENDED 30 NOVEMBER 2005 (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 November 30 November 31 May 2005 2004 2005 £ £ £ Loss for the period/year (367,011) (180,277) (616,623) New share capital issued (net of issue costs) - 155,563 155,563 Net reduction in shareholders' (367,011) (24,714) (461,060) funds Opening shareholders' funds 2,808,975 3,270,035 3,270,035 Closing shareholders' funds 2,441,964 3,245,321 2,808,975 CASH FLOW STATEMENT FOR THE SIX MONTHS ENDED 30 NOVEMBER 2005 (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 November 30 November 31 May 2005 2004 2005 Note £ £ £ Cash outflow from operating activities 4 (681,688) (240,482) (581,555) Returns on investments and servicing of finance Interest received and similar 62,885 52,778 118,918 income Total returns on investments and servicing of finance 62,885 52,778 118,918 Taxation received 111,577 58,562 58,562 Capital expenditure Purchase of tangible fixed (118,762) (30,828) (63,775) assets Total capital expenditure (118,762) (30,828) (63,775) Cash outflow before financing and management of liquid resources (625,988) (159,970) (467,850) Management of liquid resources Cash transferred from/ (placed) on treasury deposit 614,839 (252,247) 3,000 Total management of liquid resources 614,839 (252,247) 3,000 Financing Issue of ordinary share - 8,150 8,150 capital Premium from issue of ordinary share capital (net of issue costs) - 327,750 327,750 Premium on exercise of - 152,163 152,163 warrants Total financing - 488,063 488,063 (Decrease)/increase in cash 5 (11,149) 75,846 23,213 in the period/year 1 Basis of preparation The interim financial statements have been prepared on the basis of the accounting policies set out in the Company's last Annual Report and Accounts. The comparative figures for the financial year ended 31 May 2005 are not the company's statutory accounts for that financial year. Those accounts have been reported on by the company's auditors and delivered to the registrar of companies. The report of the auditors was unqualified and did not contain a statement under section 237 (2) or (3) of the Companies Act 1985. The interim report for the six months ended 30 November 2005, was approved by the Board on 27 February 2006. 2 Taxation Analysis of credit in the period/year (Unaudited) (Unaudited) (Audited) Six months ended Six months ended Year ended 30 November 30 November 31 May 2005 2004 2005 £ £ £ UK Corporation tax Current tax on income for the period - - - Research and development tax repayment 111,577 58,562 58,562 111,577 58,562 58,562 The effective rate of tax for the period/year of nil is lower than the standard rate of corporation tax in the UK of 30% principally due to losses incurred by the Company. 3 Loss per share (Unaudited) (Unaudited) (Audited) Six months ended Six months ended Year ended 30 November 2005 30 November 31 May 2004 2005 Pence Pence Pence Loss per ordinary share: Basic (2.62) (1.33) (4.47) Diluted (2.62) (1.33) (4.47) Loss per ordinary share is based on the Company's loss for the financial period of £367,011 (30 November 2004: £180,277; 31 May 2005: £616,623). The weighted average number of shares used in the basic calculation is 14,030,748 (30 November 2004: 13,581,249; 31 May 2005:13,805,406). The calculation of diluted loss per ordinary share is identical to that used for the basic loss per ordinary share. 4 Reconciliation of operating loss to net cash outflow from operating activities (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 November 30 November 31 May 2005 2004 2005 £ £ £ Total operating loss (530,146) (301,147) (805,430) Depreciation and amortisation charges 20,119 23,161 48,153 (Increase)/decrease in (75,578) 10,935 21,161 stock (Increase)/decrease in (59,611) (7,577) 103,847 debtors (Decrease)/increase in creditors (36,472) 34,146 50,714 Net cash outflow from operating (681,688) (240,482) (581,555) activities 5 Reconciliation of net cash flow to movement in net funds (Unaudited) (Unaudited) (Audited) Six months Six months Year ended ended ended 30 November 30 November 31 May 2005 2004 2005 £ £ £ (Decrease)/increase in cash in the period/year (11,149) 75,846 23,213 (Decrease)/increase in (614,839) 252,247 (3,000) liquid resources Movement in net funds in the period/year (625,988) 328,093 20,213 Net funds at the start of the period/year 2,728,052 2,707,839 2,707,839 Net funds at the end of 2,102,064 3,035,932 2,728,052 the period/year * Dividends The directors are not proposing the payment of a dividend in respect of the six months ended 30 November 2005. 7 Copies of interim results will be sent to shareholders shortly and will also be available at the Company's registered office, Cheshire Innovation Park, Unit 306, Pool Lane, Ince, Cheshire CH2 4NU.
UK 100

Latest directors dealings