Final Results
API Group PLC
09 December 2003
API GROUP PLC
Preliminary Results for the year ended 30 September 2003
GOOD PROGRESS IN MANY AREAS. IMPROVEMENT EXPECTED IN 2004
• Sales down 2.4% to £176.2m reflecting challenging trading conditions
throughout the year and the continuing focus on margin improvement
• Operating profit before goodwill amortisation and exceptional items
improved to £0.6m (2002: £0.2m) reflecting benefits from improved
efficiencies, cost reductions and capital investment
• Adjusted loss per share improved to 3.8p (2002: 4.5p loss)
• Loss before interest and tax increased to £5.4m (2002: loss £2.7m)
• Net borrowings reduced by £5.0m to £9.8m representing gearing of 18.6%
(2002: 24.2%)
• Foils and Laminates remained profitable despite challenging trading
conditions
• Profitability improved in Metallised Paper for the third consecutive
year reflecting the benefits of ongoing cost reduction and performance
improvement programmes
• Performance in Converted Products also improved after the
disappointing result in 2002 but remained below the Board's expectations.
The future of Converted Products remains under review
• Management reorganisation programmes initiated throughout the Group
will yield annualised savings of £3 million
• Improvement in performance is expected in 2004
Commenting on the results and prospects, Chairman David Hudd said:
'Despite tough trading conditions good progress has been made in many areas.
However, overall the Group's results for the year remain disappointing and
further improvement is required.
'We have responded vigorously to the issues that have adversely affected the
performance of the Group during the current year and are confident of achieving
further improvement in 2004.'
EXTRACTS FROM CHAIRMAN'S STATEMENT
RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2003
With the major restructuring of previous years behind us, the Group's objectives
for 2003 were to further reduce borrowings and improve operational performance.
Despite tough trading conditions, good progress has been made in many areas.
However, overall the Group's results for the year remain disappointing and
further improvement is required.
Although sales fell by 2.4% from £181m to £176m, operating profits before
goodwill and exceptional items improved to £0.6m (2002: £0.2m) reflecting
challenging trading conditions throughout the year and the continuing focus on
margin improvement rather than top line growth.
The loss before tax increased to £7.1m (2002: £4.3m loss), after charging
exceptional items of £5.6m (2002: £2.5m). The adjusted loss per share was 3.8p
compared with 4.5p loss last year. The Group's net borrowings reduced by £5.0m
during the year to £9.8m, resulting in net gearing of only 18.6% (2002: 24.2%).
Net tangible assets per share were 157p (2002: 180p).
The Foils and Laminates businesses experienced difficult trading conditions
during the year and profitability deteriorated. Weak demand and increased
competition resulted in disappointing performances in the US and European Foils
businesses which were also affected by the war in Iraq. The outbreak of SARS
and exchange rate fluctuations during the year had a significant impact on the
results reported for the Group's Chinese Foils business, although the underlying
performance remained strong. Laminates performed well and both sales and
operating profits increased.
We continue to make progress with cost reduction and productivity improvement
initiatives in the Metallised Paper division which reported reduced losses on
stable sales. As exports represent over 90% of sales, the majority of which are
to Europe, the competitive position has improved because of favourable movements
in exchange rates and the division is well positioned for further improvement in
2004.
The Converted Products division continued to perform below the Board's
expectations. While the performance of Tenza improved and significant progress
was made in reducing losses at Learoyd Packaging, these gains were substantially
offset by sales deterioration in Coated Products. We continue to consider all
of the options available to us for improving performance and restructuring this
area of the business.
Following the disappointing trading results for the year and as explained in the
trading statement issued by the Group on 6 October, a reorganisation programme
has been initiated. This programme will be completed by the end of the calendar
year and is expected to result in annualised savings of £3 million and a more
focused approach to the management of the Group's businesses.
The Board is proposing a cancellation of the Company's share premium account in
order to eliminate the accumulated deficit on the profit and loss account of the
Company and to create distributable reserves which would be available to pay
dividends to Shareholders and to fund market repurchases of the Company's
shares, in each case as and when the Board considers it appropriate.
The Group's strategy is to focus on the development of its core Foils and
Laminates and Metallised Paper businesses. Although each of these businesses
operates in competitive markets, all have opportunities to increase market share
and improve financial returns and we remain confident that all can be returned
to acceptable levels of performance. The future of the Converted Products
division remains under review and we are actively exploring options for
withdrawal from underperforming businesses.
Significant progress has been made in restoring the underlying operating
performance of the Group and thanks are due to all our staff for their
continuing effort and commitment. We have responded vigorously to the issues
that have adversely affected the performance of the Group during the current
year and are confident of achieving further improvement in 2004.
EXTRACTS FROM GROUP CHIEF EXECUTIVE'S REVIEW
The Group's products are used predominantly in specialised packaging
applications in the luxury goods, beverages, tobacco and other premium consumer
goods sectors. Reflecting market trends during 2003, the Group experienced
reduced demand as a result of the weakness of many of the major economies into
which its products are supplied, the loss of consumer confidence both during and
after the war in Iraq and the reduction in international travel following the
outbreak of SARS.
The principal focus during 2003 was on restoring the Group's profitability by
improving productivity, manufacturing efficiency and service levels. Good
progress has been made in many areas, as the results for the first half of the
year demonstrated. For the reasons outlined above, demand in the second half
was weaker than expected and sales were adversely affected. Although action was
taken to reduce the cost base, it was not possible to fully offset the impact of
weaker demand, price competition and adverse currency fluctuations.
Despite the disappointing operating performance, cash generation remained strong
and we were able to reduce significantly our net borrowings. During the year,
the Group also renegotiated facilities with its principal lender, Barclays Bank
PLC. Debt which was previously short-term has been restructured and the
facilities now include £25m which falls due for repayment or review between 2004
and 2009. We continued to invest in our core businesses and during the year
spent £4.7m on capital projects. In 2004, we will make a significant investment
in information technology systems and will install Oracle software throughout
the majority of the Group. Although total expenditure will increase in 2004, it
will still be well below the current depreciation charge of £8.3m.
Following the success of the War-on-Waste programme during 2002, we initiated a
series of similar performance improvement projects under a programme known as
ABC. The focus of this programme is on delivering improved manufacturing
processes. We expect ABC to continue to make a significant contribution to the
Group's performance in 2004.
In response to the disappointing results of the second half, the Group embarked
upon a reorganisation programme which will be substantially completed by the end
of the calendar year and which is expected to yield annual savings of £3m from
2004. There will be an exceptional charge of approximately £1m in the accounts
for the year ending 30 September 2004 in connection with these changes. In
addition, we have decided to consolidate the management of the businesses within
the Foils and Laminates and Metallised Paper divisions and to adopt a
sector-focused approach to sales and a product focused approach to
manufacturing. Common business functions such as finance, administration,
purchasing and logistics will also be reorganised to enable the Group to realise
further benefits of scale and to leverage its purchasing power.
Despite the disappointing results, the Foils and Laminates and Metallised Paper
divisions responded well to the challenging trading conditions encountered
during 2003. However, with the exception of Tenza, where profits improved, the
performance of the Converted Products division was disappointing. In
particular, progress in restoring the profitability of the Learoyd Group
businesses was slower than expected and the deterioration in performance at
Coated Products was of particular concern. Each of the Converted Products
businesses has been refocused under new management and their future within the
Group remains under review.
REVIEW OF OPERATIONS
Sales in the UK decreased by £4.1m (5.4%) due principally to weak demand from
the luxury goods and beverages sectors following the war in Iraq and the
outbreak of SARS. Sales to continental Europe increased by £5.4m (9.5%) due to
the favourable movement in the Euro-Sterling exchange rate and increasing
penetration of Eastern European markets by the Laminates and Metallised Paper
businesses. Reported sales in the US decreased by £4.5m (15.3%) although over
50% of this deterioration is due to adverse movement of the US dollar exchange
rate used on translation. The underlying reduction in the US reflects weak
demand in the wake of the war in Iraq and the loss of a major customer in the
second half of the year. Sales to the Rest of the World reduced by £1.2m
(5.9%), due principally to the translation effect of the weakening Chinese
Renminbi exchange rate.
Foils and Laminates
Foils and Laminates sales fell by 0.7% to £106.7m (2002: £107.4m) and operating
profits before exceptional items and goodwill amortisation declined by £0.5m to
£4.2m (2002: £4.7m).
The majority of the division's sales are generated from international
manufacturers of luxury goods, beverages and tobacco products and demand was
affected to varying degrees by the loss of consumer confidence and the reduction
in international travel both during and after the war in Iraq and the outbreak
of SARS. Good performances in Laminates and European graphics foils were offset
by deterioration in European security foils and in the Group's Chinese Foils
business, while US Foils slightly improved its profitability on significantly
reduced sales.
The US Foils business continued to focus on profit improvement by targeting new
markets and opportunities, eliminating low margin sales and achieving
productivity and efficiency gains. Good progress was made during the first half
and performance improved significantly. However, the second half results were
adversely affected by economic slowdown and uncertainty due to the war in Iraq,
generally weak demand for core graphics foils and price competition in metallic
ink products. In response to the downturn in activity, the US management
initiated a series of cost cutting measures and despite a 15% reduction in sales
to £24.5m, the operating result for the year showed a small improvement to a
loss of £0.7m (2002: £0.8m).
The European Foils business generated an operating profit of £0.3m (2002: £0.5m)
on sales down 3% to £32.6m. Despite intense competition, the core graphics and
pigment foils business based in Livingston performed well. Although sales to
the UK declined by 10%, sales into Continental Europe and the Rest of the World
increased by 12% due partly to favourable movements in the Euro-Sterling
exchange rate which improved the competitive position. Good progress was made
with the rationalisation and refocusing of the product range and both
productivity and manufacturing output improved leading to improved profitability
at Livingston.
In contrast, the security foils business based in Salford, which specialises in
the production of holographic foils for use in brand and other product
authentication applications, performed poorly. Sales were down significantly
following a failure to secure repeat orders from existing customers or to win
new business. Action has been taken to downsize the business and to address the
underperformance and we are exploring a number of options for the future of this
activity.
In China, the business was heavily impacted by the outbreak of SARS which
significantly affected revenues and profits during the third quarter. Despite
this, sales revenues remained relatively stable in local currency terms
reflecting good progress in developing markets for higher margin products such
as holographic foils and the continuing success of initiatives to supply markets
outside of China with products from the Group's SuperGrafix range of graphics
foils. Operating profits reduced to £2.1m (2002: £2.7m) principally due to the
impact of the SARS outbreak, the increasing cost of providing technical support
for development of new products and markets and adverse movements in the Chinese
Renminbi exchange rate, which is linked to the US dollar.
Laminates experienced difficult trading conditions in its core markets as demand
from the luxury goods and beverages sectors were impacted by both the war in
Iraq and the SARS outbreak. However, recent efforts to expand into consumer
goods packaging markets such as health and beauty, drinks, and food products
have been successful and this, together with stronger than expected demand from
the UK tobacco sector, contributed to sales growth of 15%. Although
profitability improved to £2.5m (2002: £2.3m), average margins deteriorated
reflecting the high initial cost associated with the development of new markets.
Metallised Paper
The operating loss before exceptional items and goodwill amortisation was
reduced to £0.4m (2002: £1.0m loss) on stable sales of £26.4m (2002: £26.6m).
Reduction in waste levels, increased production efficiencies and realisation of
the full benefits from the plant consolidation completed in 2001, all
contributed to improved margins. With a high proportion of customers in
Continental Europe, sales benefited from the 7.5% movement in the Euro-Sterling
exchange rate from an average of €1.60 in 2002 to €1.48 in 2003. However, the
exchange rate movement adversely affected raw material prices and this, together
with increasing competitive pressure offset much of the benefit. Performance
for the year could have been better, but for issues with reliability of major
items of equipment that adversely affected productivity in the seasonally busier
final quarter of the year.
The favourable movement in exchange rates, together with more consistent product
quality and improved service levels enhanced the competitiveness of the division
and allowed it to defend its market position against an increasing threat of
low-cost supplies from Southern Europe and the Far East.
The strategic emphasis continues to be on moving away from sales of high-volume,
low-margin products in to more specialised products capable of generating
improved returns. Metallised Paper will continue to benefit from the progress
made in improving production efficiencies and service levels.
Converted Products
Converted Products reported an operating loss before exceptional items and
goodwill amortisation of £0.8m (2002: £1.0m loss) on sales down 7% to £43.1m
(2002: £46.6m). The performance of Tenza and Learoyd Packaging improved, whilst
that of Coated Products, Filmcast and Morris Plastics deteriorated.
At Tenza, operating profit before exceptional items and goodwill amortisation
improved to £0.9m (2002: £0.3m) on sales down 5% to £19.6m (2002: £20.6m).
Following intense competitive pressure during the first half, a decision was
taken to reduce our presence in the self-adhesive labels sector. The associated
restructuring is almost complete and an exceptional charge of £0.9m was recorded
in the year. The laminating capacity created by the withdrawal from labels and
recent investment has been successfully filled with higher margin production and
capital projects are in place to enable new and more profitable products to be
manufactured, placing Tenza in a good position for further profit improvement.
Although some progress was made in stemming the losses at Learoyd Packaging, the
Learoyd Group continued to experience weak demand and increasing competitive
pressure and sales declined by 7% to £12.9m (2002: £13.9m). The operating loss
before exceptional items and goodwill amortisation improved to £1.9m (2002:
£2.3m loss) principally as a result of cost reduction measures implemented
during 2002 in Learoyd Packaging. Sales volumes at Filmcast Extrusions improved
significantly with spare capacity on the co-extrusion line being utilised more
effectively.
The results of Coated Products, which specialises in the manufacture of
siliconised release products, were particularly disappointing with sales down
12% to £10.6m and operating profits reduced to £0.2m (2002: £1.0m). Increased
competitive pressure and reduced demand, both in the UK and overseas,
contributed to the sales shortfall and it was not possible to reduce costs
quickly enough to respond. Action has now been taken to refocus the business
under a new management team which is prioritising improved operating
efficiencies and regaining lost volume. Coated Products continues to have many
exciting opportunities for the development of new products for medical, hygiene
and food applications, both in Europe and the Far East.
PROSPECTS
The operating results for the year were achieved against a background of reduced
demand during and after the war in Iraq and the outbreak of SARS and increased
competition in many of the Group's markets. The ability to withstand such
pressures and to deliver an operating profit and generate cash provides further
confirmation of the underlying strength of many of the Group's businesses. In
addition, debt was reduced and financial stability significantly strengthened.
Trading conditions are expected to remain challenging in the year ahead.
However, the cost reduction measures implemented in recent months, the action
taken to reorganise the senior management of the Group and the significant
capital investments made during 2003 and planned for 2004, are all expected to
yield benefits, both in terms of cost reduction and improved effectiveness. The
Board expects that further improvement will occur in 2004.
GROUP PROFIT & LOSS ACCOUNT
for the year ended 30 September 2003
__________________________________________________________________________________________________________________
2003 2002
£'000 £'000
Turnover 176,192 180,580
Operating profit/(loss)
Continuing operations before goodwill amortisation and exceptional items 600 213
Goodwill amortisation (447) (446)
Continuing operations before exceptional items 153 (233)
Exceptional items (5,593) (2,873)
Total operating loss on continuing operations (5,440) (3,106)
Profit on disposal of land & buildings - 395
Loss on ordinary activities before interest and taxation (5,440) (2,711)
Net interest (1,621) (1,599)
Loss on ordinary activities before taxation (7,061) (4,310)
Taxation 753 1,303
Loss on ordinary activities after taxation (6,308) (3,007)
Equity minority interests (995) (1,097)
Loss attributable to shareholders (7,303) (4,104)
Dividends - -
Balance transferred from reserves (7,303) (4,104)
Pence Pence
Loss per ordinary 25p share
Basic and diluted (22.0) (12.3)
Adjusted loss per ordinary 25p share (before exceptional items and
goodwill amortisation)
Basic and diluted (3.8) (4.5)
Dividend per ordinary share - -
GROUP BALANCE SHEET
as at 30 September 2003
__________________________________________________________________________________________________________________
2003 2002
£'000 £'000
Fixed assets
Intangible assets 5,966 6,413
Tangible assets 50,545 60,124
Investments 435 435
56,946 66,972
Current assets
Stocks 18,368 19,356
Debtors 35,019 38,455
Short term investments 1,440 1,500
Cash at bank and in hand 9,396 7,194
64,223 66,505
Creditors: Amounts falling due within one year (39,759) (62,584)
Net current assets 24,464 3,921
Total assets less current liabilities 81,410 70,893
Creditors: Amounts falling due after more than one year (19,926) (140)
Provisions for liabilities and charges (1,749) (2,742)
Accruals and deferred income (511) (766)
Net assets 59,224 67,245
Share capital and reserves
Called up share capital 8,463 8,463
Share premium account 50,563 50,563
Revaluation reserve 2,892 2,892
Capital redemption reserve 549 549
Profit and loss account (9,623) (1,410)
Shareholders' funds 52,844 61,057
Equity minority interests 6,380 6,188
59,224 67,245
GROUP CASH FLOW STATEMENT
for the year ended 30 September 2003
__________________________________________________________________________________________________________________
2003 2002
£'000 £'000
Reconciliation of operating loss to net cash inflow from operating
activities
Operating loss (5,440) (3,106)
Amortisation and depreciation less government grants 8,586 8,471
Impairment charge against tangible fixed assets 5,215 -
Loss on disposal of fixed assets, other than land & buildings 26 3
Decrease in stocks 620 3,318
Decrease in debtors 2,447 3,638
Increase in creditors 2,082 604
(Decrease)/increase in provisions (357) 55
Net cash inflow from operating activities 13,179 12,983
Cash outflow of £404,000 (2002: £2,816,000) resulted from exceptional items incurred during the financial years
2002 and 2003.
2003 2003 2002 2002
£'000 £'000 £'000 £'000
Cash flow statement
Net cash inflow from operating activities 13,179 12,983
Returns on investment and servicing of finance
Interest paid (1,892) (1,475)
Interest received 47 100
Issue costs on new long term loans (158) -
Dividends paid to minority interests (475) (2,478) (1,134) (2,509)
Taxation
UK (865) 661
Overseas (32) (897) 1,593 2,254
Capital expenditure and financial investment
Payments to acquire tangible fixed assets (4,678) (4,087)
Receipts from sales of tangible fixed assets 91 1,005
Receipt of government grants 82 (4,505) - (3,082)
Acquisitions and disposals (51) (103)
Net cash inflow before management of liquid
resources and financing 5,248 9,543
Management of liquid resources
Increase in short term investments (23) (312)
Financing
Decrease in short term borrowing (18,590) (11,569)
New long term loans 20,000 -
Increase/(decrease) in cash in the period 6,635 (2,338)
Exchange movement (243) (500)
Balance sheet movement in net cash 6,392 (2,838)
GROUP CASH FLOW STATEMENT
for the year ended 30 September 2003
__________________________________________________________________________________________________________________
Notes to the cash flow statement 2002 Cashflow Exchange 2003
£'000 £'000 £'000 £'000
A. Analysis of net debt
Cash at bank and in hand 7,194 2,445 (243) 9,396
Bank overdraft (4,190) 4,190 - -
3,004 6,635 (243) 9,396
Short term investment in Chinese Government bonds 1,500 23 (83) 1,440
Short term borrowing (19,281) 18,590 (124) (815)
Long term loans - (19,842) - (19,842)
Net debt (14,777) 5,406 (450) (9,821)
2003 2002
£'000 £'000
B. Reconciliation of net cash flow to movement in net debt
Increase/(decrease) in cash 6,635 (2,338)
Increase in short term investments 23 312
Decrease in short term borrowing 18,590 11,569
Issue costs on new long term loans 158 -
Long term loans (20,000) -
Change in net debt resulting from cash flows 5,406 9,543
Exchange differences (450) (647)
Movement in net debt 4,956 8,896
Net debt at start of period (14,777) (23,673)
Net debt at end of period (9,821) (14,777)
OTHER STATEMENTS
for the year ended 30 September 2003
__________________________________________________________________________________________________________________
2003 2002
£'000 £'000
Statement of total recognised gains and losses
Loss attributable to shareholders (7,303) (4,104)
Currency translation differences on foreign currency net investments (910) (1,509)
Total recognised gains and losses relating to the period (8,213) (5,613)
Prior year adjustment - (2,400)
Total gains and losses recognised since previous annual report (8,213) (8,013)
Reconciliation of movements in shareholders' funds
Loss attributable to shareholders (7,303) (4,104)
Currency translation differences on foreign currency net investments (910) (1,509)
Net deduction from shareholders' funds (8,213) (5,613)
Opening shareholders' funds 61,057 66,670
Closing shareholders' funds 52,844 61,057
NOTES
for the year ended 30 September 2003
_________________________________________________________________________________________________________________
SEGMENTAL ANALYSIS 2003 2002
£'000 £'000
Analysis of turnover by geographical destination
United Kingdom 70,859 74,940
Continental Europe 61,635 56,283
Americas 24,664 29,130
Rest of World 19,034 20,227
176,192 180,580
Turnover Profit/(loss) before Net operating
interest and tax assets
2003 2002 2002 2002 2002 2002
£'000 £'000 £'000 £'000 £'000 £'000
Geographical analysis by origin
United Kingdom 135,652 135,527 (895) (1,878) 46,418 56,483
Continental Europe 3,765 3,895 233 233 933 1,121
Americas 24,675 28,835 (1,258) (855) 12,338 14,892
Rest of World 12,100 12,323 2,520 2,713 4,872 6,925
176,192 180,580 600 213 64,561 79,421
Exceptional items and goodwill
amortisation - - (6,040) (2,924) - -
Non operating assets - - - - (5,337) (12,176)
176,192 180,580 (5,440) (2,711) 59,224 67,245
Turnover originating in the United Kingdom includes £64,973,000 of sales to overseas destinations (2002:
£63,842,000). £5,699,000 (2002: £2,442,000) of the exceptional items and goodwill amortisation arise in the UK,
£251,000 (2002: £344,000) arise in the Americas and £90,000 (2002: £138,000) arise in the Rest of the World.
Turnover Profit/(loss) before Net operating assets
interest and tax
2003 2002 2003 2002 2003 2002
£'000 £'000 £'000 £'000 £'000 £'000
Analysis by activity
Foils & laminates 106,679 107,406 4,155 4,677 41,671 48,545
Metallised paper 26,421 26,594 (387) (978) 6,309 7,464
Converted products 43,092 46,580 (793) (1,031) 16,581 23,412
Central costs - - (2,375) (2,455) - -
176,192 180,580 600 213 64,561 79,421
Exceptional items and goodwill
amortisation - - (6,040) (2,924) - -
Non operating assets - - - - (5,337) (12,176)
176,192 180,580 (5,440) (2,711) 59,224 67,245
Net operating assets comprise total assets excluding goodwill and investments, less liabilities and exclude
dividends, taxation, minority interests and all assets and liabilities of a financing nature. £657,000 (2002:
£1,525,000) of the exceptional items and goodwill amortisation relate to the Foils and Laminates division, £nil
(2002: £413,000) relate to the Metallised Paper division, £5,383,000 (2002: £736,000) relate to the Converted
Products division and £nil (2002: £250,000) are Central costs.
NOTES (cont'd)
__________________________________________________________________________________________________________________
OPERATING LOSS 2003 2002
£'000 £'000
Exceptional items charged against operating loss comprise
Restructuring of operating businesses 378 2,324
Cost of major interruptions to production - 383
Impairment of tangible assets 5,215 -
Other - 166
5,593 2,873
EARNINGS PER SHARE 2003 2002
pence £'000 pence £'000
Earnings per share are based on
Loss attributable to shareholders (22.0) (7,303) (12.3) (4,104)
Add exceptional items 16.8 5,593 7.5 2,478
Add goodwill amortisation 1.4 447 1.3 446
Less tax relief - - (1.0) (325)
Adjusted loss attributable to (3.8) (1,263) (4.5) (1,505)
ordinary shareholders
Basic weighted average number of 33,262,578 33,262,578
ordinary shares
BASIS OF PREPARATION
The accounts have been prepared on the basis of the accounting policies set out
in the Group's Annual Report and Accounts for the year ended 30 September 2002.
PUBLICATION OF ABRIDGED ACCOUNTS
The preliminary announcement figures for the year ended 30 September 2003 and
the comparative figures for the year ended 30 September 2002 are an abridged
version of the Group's statutory accounts which carry an unqualified audit
report and do not contain a statement under S237 (2) or (3) of the Companies Act
1985. The Group's audited statutory accounts for the year ended 30 September
2003 will be filed in due course with the Registrar of Companies. The Group's
audited statutory accounts for the year ended 30 September 2002 have been filed
with the Registrar of Companies.
The Annual Report and Accounts for the year ended 30 September 2003 will be
posted to shareholders by 23 December 2003 prior to the Annual General Meeting
on 28 January 2003. Copies of the Annual Report and Accounts will be available
to members of the public from 23 December 2003 at the Group's registered office
at Second Avenue, Poynton Industrial Estate, Poynton, Cheshire SK12 1ND.
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