Interim Results
Moneybox PLC
13 September 2004
13 September 2004
Moneybox plc
Interim Results for the six months ending 30th June 2004
Chairman's Statement
I am pleased to report that results for the first half were broadly in line with
expectations. This period saw the company debut on AIM and acquire G2, a
payments and authorisation business. However, in July and August revenues from
the UK ATM estate have fallen below plan and, on the basis of this trend
continuing, the company now expects profits to fall short of full year market
expectations. Further guidance is given below.
Financial Overview
Following last year's change in the accounting year end, the financial
performance of the Group for the 6 months ended 30 June 2004, as set out in this
interim report, has been compared to the 6 months ended 31 July 2003.
Turnover for the first half of 2004 was £19.7 million (2003: £15.2 million), an
increase of 30%. On a like for like basis, excluding the turnover arising from
the acquisition of G2 in March 2004, the increase in turnover over 2003 was £2.5
million or 16%.
First half profit before tax, exceptional items and goodwill amortisation was
£0.3 million (2003: loss of £0.9 million). This result reflects the continued
growth in profitability of our UK ATM business and reduced losses in our
European ATM businesses as these operations mature and gain critical mass. As
set out in note 6 of the interim results, earnings before interest, tax,
depreciation, amortisation and exceptional items for the first six months of
2004 were £0.9 million (2003: EBITDA loss of £0.3 million). The retained loss
for the period was £0.7 million (2003: loss of £0.6 million) and basic loss per
ordinary share was 0.40p (2003: loss of 0.46p). The directors do not propose to
declare an interim dividend.
Since the period end, Moneybox has drawn down a five year term loan for £10
million from the Royal Bank of Scotland to finance the purchase of its UK and
European ATM estates. These estates were previously rented under long term
operating leases. The capital expenditure associated with the asset buy-out was
approximately £13 million and we anticipate that this should generate total
savings of approximately £2.5 million over the remaining term of the operating
leases. However, these savings will be largely used to offset the Group's costs
to be incurred in upgrading its ATM estates for EMV ('Chip and PIN') and VISA
PED ('Triple DES') compliance.
ATM Deployment and Management
UK
Turnover for the UK ATM business in the first half of the year was £16.1 million
(2003: £14.5 million) generating an operating profit of £1.3 million (2003: £0.8
million). At 30 June 2004, the Group operated 2,665 ATMs in the UK (31 July
2003: 2,310 ATMs).
There have been a number of important developments within the UK ATM business
during the first half:
• Following the acquisition of G2, we embarked upon a project to bring ATM
maintenance in-house. I am pleased to report that this project has been
completed one month ahead of schedule with practically all our ATMs now
being maintained by our own engineering personnel. Our experience to date is
that service quality has improved significantly and the Directors are
confident that by 2005 the business will exceed the £1 million of annualised
maintenance cost savings anticipated at the time of our flotation.
• Moneybox launched its new 24-hour kiosk unit for outdoor deployment.
This new solution is proving very popular with forecourt retailers and is
also appropriate for a variety of other outdoor locations including public
car parks, pedestrian zones and campuses. The average transaction volumes
are expected to be higher than those generated by our traditional
indoor-located ATMs. Significant development work was undertaken to ensure
that Moneybox could supply a competitive solution in this sector. We believe
that the growth in independent ATM numbers has been a factor in the recent
decline in transaction volumes in our traditional markets. We are therefore
slowing down deployment of in-store fully managed ATMs in favour of the
introduction of this anticipated higher yielding kiosk business model. Sales
of the kiosk solution to date provide us with confidence that we can
continue to grow the UK ATM business going forward.
• The 24-hour kiosk has also been adapted into the Moneybox payphone ATM
in partnership with BT, with the first site going live in Sheffield and the
opportunity to deploy more ATMs under this business model if successful.
• In February 2004, we signed a new five year contract with Luminar, the
leading UK operator of entertainment bars and restaurants and late night
dancing venues, to continue to supply and operate ATMs in venues across the
UK.
• Since flotation there has been a further focus on delivering direct cost
savings and we have commenced negotiations with a number of our suppliers in
this regard. Whilst these negotiations are anticipated to deliver cost
savings in 2005, in some cases they may result in one-off exceptional
charges in the second half of 2004. In addition, as the UK business reaches
a more mature stage, we will be able to reduce our overhead base as we go
into 2005.
Rest of Europe
Turnover for the other European ATM businesses in the first half of the year was
£1.8 million (2003: £0.7 million) producing an operating loss of £0.7 million
(2003: loss of £1.3 million). At 30 June 2004, the Group operated 428 ATMs in
the rest of Europe (31 July 2003: 254 ATMs).
Our German ATM business has delivered consistent gross profit throughout the
first half of 2004. We have continued to install ATMs in transport locations
with Tank & Rast, Autohofs and Total petrol stations. Furthermore, working with
GE Money Bank, our banking partner in Germany, we have won two important new
contracts:
• In June 2004, we secured a contract with German national rail operator
Deutsche Bahn to install ATMs in railway stations.
• In July 2004, we entered into an agreement with GE Money Bank to install
and manage ATMs in their retail branches. GE Money Bank currently has 115
branches.
In the Netherlands we have renegotiated most of our major supply contracts and
we anticipate that this should lead to annual cost savings of around Euro 1
million. In addition, we increased the transaction fee in the Netherlands from
Euro 1.95 to Euro 2.50 in January. These actions have resulted in our Dutch
operations breaking-even at gross profit level in May and June, but the business
remains loss making.
Payments and Authorisation
Since the acquisition of G2 on 18 March 2004, and up to the half-year end at 30
June 2004, this division generated turnover of £1.8 million and an operating
profit of £0.2 million.
In the cashless payments sector, G2 continues to expand its credit and debit
card acquiring business as customers increasingly move away from cash loading to
credit and debit card loading of pre-paid payment cards. Recent wins include the
Fire Service, Johnson & Johnson, Masterfoods and National Grid.
G2's flexible payment processing infrastructure has been key to securing a
significant success in the unattended payments sector with Meteor, the airport
car park operator.
Following the release of Myriad, G2's new cashless payment system in late 2003,
the cashless pre-paid cards business has re-established its technology
leadership in this sector and provides G2 legacy system customers with an
upgrade path for their cashless systems. Myriad also puts G2 in a strong
position to develop new business opportunities in the health, education and
transport sectors.
Our security solutions division continues to be successful in the education
sector with major contract wins at Durham University, Islington City Academy,
London Metropolitan University and Glasgow University. It is anticipated that
the recent Government announcement regarding Local Education Authority projects
to spearhead 'Building Schools for the Future programme' will further enhance
the opportunities for growth in this sector.
Outlook
Following flotation, we have focused on securing the integration benefits
promised as a result of the G2 acquisition and we are ahead of schedule in this
endeavour. We have also secured some notable business wins in both the UK and
Germany, and have made considerable strides towards profitability in our German
ATM business. However, the lower than expected growth in UK transaction revenues
and continued underperformance in the Netherlands is expected to adversely
impact profits in the second half of 2004.
Although we have seen some consolidation in the ATM market in the UK, and have
ourselves evaluated a number of potential acquisitions, in the Directors' view
none of these opportunities offered sufficient value to our shareholders.
Moneybox has entered into discussions with various parties regarding the
acquisition of ATM estates, but in each case withdrew from the process on the
grounds of price. Our main focus has therefore been on organic growth, as we
believe this currently offers the best return on shareholders' capital. We will
continue to review acquisition opportunities but will only pursue them if they
fall within acceptable parameters of price and fit with our current business.
We continue to benefit from the growth opportunities in our ATM business, but
also believe that there is considerable scope to grow the payments and
authorisation business over the coming years, building on G2's established
presence in this market. Our objective is to position Moneybox more firmly as a
payment processing company that acquires transactions from a variety of sources,
not just ATMs.
As explained at the time of the flotation, we expect the trading results for
this financial year to be disproportionately weighted towards the second half of
the year. This is primarily attributable to the second half benefiting from a
full six months contribution from G2 and, having incurred the up-front costs in
the first half of bringing ATM maintenance in-house, from the associated cost
savings that will start to filter through in the second half of the year.
However, as a result of lower than expected growth in both UK and Dutch
transaction revenues we now expect profit before tax, exceptional items and
goodwill amortisation for the year ending 31 December 2004 to be lower than
market expectations by £1.2 million in the UK and £0.3 million in the
Netherlands.
In spite of the disappointment with recent trading, the progress made in the
first six months of 2004 supports our confidence in our ability to build a
valuable business for our shareholders.
Peter McNamara
Chairman
13 September 2004
Contacts:
Moneybox plc 020 7452 5400
Paul Stanley, Chief Executive
Merlin 020 7653 6620
Paul Lockstone 07876 685200
Rebecca Penney 07795 108178
Notes to Editors:
The Moneybox Group deploys, manages and maintains cash machines (ATMs) in the
UK, Netherlands and Germany. The Group also operates cashless payment and access
control systems in the UK through its G2 subsidiary, which was acquired in March
2004, when Moneybox floated on AIM.
Moneybox launched its first convenience ATM in June 1999. At 30 June 2004,
Moneybox operated 2,665 ATMs in the UK, 166 ATMs in the Netherlands and 262 ATMs
in Germany. In the UK, Moneybox's cashless payment and access control systems
are used by over 400 customers at more than 1,700 sites.
Moneybox deploys ATMs at points of convenience, with consumers paying a
convenience fee per cash transaction. This enables the ATM to be located in
places that do not attract enough cardholders to support a traditional cash
machine, promoting consumer choice and wider accessibility to their cash.
Virtually every bankcard and credit card is acceptable through Moneybox ATMs as
a result of Moneybox's membership of the LINK network.
The G2 Group was established in 1991. In August 2002, G2 acquired a majority
holding in Transacsys plc (a company then listed on London Stock Exchange's
Alternative Investment Market (AIM)). Transacsys (formerly known as Girovend)
introduced its cashless payment systems in 1984 and has supplied access control
systems since 1994.
G2 processes ATM, credit and debit card, direct debit, internet and stored value
card transactions. G2 also develops, sells and maintains cashless payment and
access control systems and in 2003 supplied approximately 300,000 smart cards
and 300,000 magnetic strip cards to the workplace market.
Independent Review Report to Moneybox plc
Introduction
We have been instructed by the company to review the financial information for
the six months ended 30 June 2004 which comprises the profit and loss account,
the balance sheet, the cash flow statement, the statement of total recognised
gains and losses, the reconciliation of movements in equity shareholders' funds
and related notes 1 to 9. We have read the other information contained in the
interim report and considered whether it contains any apparent misstatements or
material inconsistencies with the financial information.
This report is made solely to the company, in accordance with Bulletin 1999/4
issued by the Auditing Practices Board. Our work has been undertaken so that we
might state to the company those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than
the company, for our review work, for this report, or for the conclusions we
have formed.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are also responsible for ensuring that the accounting polices and presentation
applied to the interim figures are consistent with those applied in preparing
the preceding annual accounts except where any changes, and the reasons for
them, are disclosed.
Review work performed
We conducted our review in accordance with the guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board for use in the United Kingdom. A
review consists principally of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and, based thereon, assessing whether the accounting policies and presentation
have been consistently applied unless otherwise disclosed. A review excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with United Kingdom auditing standards and therefore
provides a lower level of assurance than an audit. Accordingly, we do not
express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 June 2004.
Deloitte & Touche LLP
Chartered Accountants
London
13 September 2004
Consolidated Profit and Loss Account
For the 6 months ended 30 June 2004
Unaudited 6 months ended 30 June 2004 Unaudited Audited
6 months 11 months
ended 31 July ended 31
2003 December 2003
Before goodwill Goodwill and Total
and exceptional exceptional
items items
Notes £'000 £'000 £'000 £'000 £'000
-------- -------- ------- -------- --------
Turnover 2
Existing operations 17,690 - 17,690 15,188 29,335
Acquisitions 1,989 - 1,989 - -
-------- -------- ------- -------- --------
19,679 - 19,679 15,188 29,335
Cost of sales (14,686) - (14,686) (12,809) (24,170)
-------- -------- ------- -------- --------
Gross profit 4,993 - 4,993 2,379 5,165
-------- -------- ------- -------- --------
Administrative expenses
Goodwill amortisation - (437) (437) - -
Exceptional items 3 - (964) (964) - -
Other 4,901) - (4,901) (3,282) (6,492)
-------- -------- ------- -------- --------
Total administrative
expenses (4,901) (1,401) (6,302) (3,282) (6,492)
-------- -------- ------- -------- --------
Operating profit /(loss)
Existing operations 31 (964) (933) (903) (1,327)
Acquisitions 61 (437) (376) - -
-------- -------- ------- -------- --------
92 (1,401) (1,309) (903) (1,327)
Net interest 172 - 172 8 44
-------- -------- ------- -------- --------
Profit/(loss) on ordinary activities
before tax 2 264 (1,401) (1,137) (895) (1,283)
Tax on profit/(loss) on ordinary
activities 4 250 - 250 - 900
-------- -------- ------- -------- --------
Profit /(loss) on ordinary
activities after taxation 514 (1,401) (887) (895) (383)
Equity minority interests 217 - 217 305 552
-------- -------- ------- -------- --------
Retained profit /(loss)
for the financial period 731 (1,401) (670) (590) 169
======== ======== ======= ======== ========
Earnings / (loss) per
ordinary share 5
Basic 0.43p (0.83)p (0.40)p (0.46)p 0.13p
======== ======== ======= ======== ========
Diluted 0.43p (0.83)p (0.40)p (0.46)p 0.13p
======== ======== ======= ======== ========
Consolidated Balance Sheet
As at 30 June 2004
Unaudited Unaudited Audited
as at as at As at
30 June 2004 31 July 2003 31 December
2003
as restated as restated
Notes £'000 £'000 £'000
-------- -------- --------
Fixed assets
Intangible assets 15,320 82 77
Tangible assets 5,962 5,386 5,372
-------- -------- --------
21,282 5,468 5,449
-------- -------- --------
Current assets
Stocks 1,214 436 215
-------- -------- --------
Debtors: amounts falling
due within one year
- Deferred tax asset 1,150 - 900
- Other 5,848 2,603 2,907
-------- -------- --------
6,998 2,603 3,807
Cash at bank and in hand 7 12,794 2,168 2,627
-------- -------- --------
21,006 5,207 6,649
Creditors: amounts falling
due within one year (9,320) (8,389) (9,595)
-------- -------- --------
Net current assets /
(liabilities) 11,686 (3,182) (2,946)
-------- -------- --------
Total assets less current
liabilities 32,968 2,286 2,503
Creditors: amounts falling
due after more than one year (660) (2,050) (1,562)
-------- -------- --------
Net assets 32,308 236 941
======== ======== ========
Capital and reserves
Called up share capital 19,910 12,699 12,699
Share premium account 24,584 - -
Merger reserve 8,459 8,459 8,459
Profit and loss account (21,007) (21,018) (20,334)
-------- -------- --------
Equity shareholders' funds 31,946 140 824
Equity minority interests 362 96 117
-------- -------- --------
Total capital employed 32,308 236 941
======== ======== ========
Consolidated Cash Flow Statement
For the 6 months ended 30 June 2004
Unaudited Unaudited Audited
6 months ended 6 months 11 months
30 June 2004 ended ended
31 July 31 December
2003 2003
Notes £'000 £'000 £'000
Net cash (outflow) /
inflow from operating
activities 6 (1,629) (583) 718
Returns on investments and
servicing of finance
Interest received 172 8 44
Taxation paid (575) - -
Capital expenditure and
financial investment
Purchase of intangible
fixed assets (7) (1) (1)
Purchase of tangible
fixed assets (1,076) (490) (1,744)
Proceeds from sale of
fixed assets - - 225
-------- -------- --------
(1,083) (491) (1,520)
-------- -------- --------
Acquisitions and disposals
Acquisition of shares
in subsidiaries (7,257) - -
Acquisition costs (352) - -
Net cash acquired with
subsidiary 930 - -
-------- -------- --------
(6,679) - -
-------- -------- --------
Net cash outflow
before financing (9,794) (1,066) (758)
Financing
Issue of share capital
in the company 21,861 - -
Redemption of share
capital (13)
Costs associated with
issue of share capital
in the company (2,100) - -
Issue of share capital
in subsidiary
undertaking 333 358 627
Repayment of secured
bank loan (110) (18) (110)
-------- -------- --------
19,971 340 517
-------- -------- --------
Increase / (decrease)
in cash in the period 7 10,177 (726) (241)
======== ======== ========
Consolidated Statement of Total Recognised Gains and Losses
For the 6 months ended 30 June 2004
Unaudited Unaudited Audited
6 months ended 6 months 11 months
30 June 2004 ended ended
31 July 2003 31 December 2003
£'000 £'000 £'000
Retained (loss) / profit
for the financial period (670) (590) 169
Currency translation
differences (3) (42) (117)
-------- -------- --------
Total recognised (losses)
/ gains relating to the
period (673) (632) 52
======== ======== ========
Reconciliation of Movements in Equity Shareholders' Funds
For the 6 months ended 30 June 2004
Unaudited Unaudited Audited
6 months ended 6 months 11 months
30 June 2004 ended 31 July ended 31
2003 December 2003
£'000 £'000 £'000
Retained (loss) / profit
for the financial period (670) (590) 169
Currency translation
differences (3) (42) (117)
Issue of share capital 33,908 - -
Redemption of share
capital (13) - -
Share issue expenses (2,100) - -
-------- -------- --------
Net increase / (decrease)
in equity shareholders'
funds 31,122 (632) 52
Opening equity
shareholders' funds 824 772 772
-------- -------- --------
Closing equity
shareholders' funds 31,946 140 824
======== ======== ========
Notes to the Interim Financial Information
1. Basis of preparation
In March 2004, Moneybox plc acquired by way of a scheme of arrangement the
entire issued share capital of Moneybox Holdings Limited (formerly Ambient
Corporation Limited) and the remaining shareholdings in Moneybox Corporation
Limited not already held by Moneybox Holdings Limited in exchange for the issue
of ordinary shares in Moneybox plc. This group reconstruction has been accounted
for in accordance with the principles of merger accounting set out in Financial
Reporting Standard 6 - 'Acquisitions and Mergers'. The financial information is
therefore presented as if Moneybox Corporation Limited and its subsidiaries had
been owned and controlled by the company throughout the periods ended 31 July
2003, 31 December 2003 and 30 June 2004.
The financial information relating to the 11 months ended 31 December 2003 has
been extracted, as restated for the group reconstruction, from the consolidated
statutory accounts of Moneybox Corporation Limited which have been reported on
by the group's auditors and have been delivered to the Registrar of Companies.
The auditors' report was unqualified and did not contain any statement under
section 237(2) or (3) of the Companies Act 1985.
The financial information relating to the 6 months ended 30 June 2004 and the 6
months ended 31 July 2003 are unaudited but have been prepared on a consistent
basis using the accounting policies set out in the consolidated statutory
accounts of Moneybox Corporation Limited for the 11 months ended 31 December
2003.
The financial information contained in this interim statement does not
constitute statutory accounts as defined in section 240 of the Companies Act
1985.
2. Segmental analysis
Unaudited 6 months Unaudited 6 months Audited 11 months
ended 30 June 2004 ended 31 July 2003 ended 31 December 2003
Turnover Profit/(loss) Turnover Profit/(loss) Turnover Profit/(loss)
before tax before tax before tax
£'000 £'000 £'000 £'000 £'000 £'000
Geographical analysis
United Kingdom 17,723 1,402 14,453 829 27,584 1,996
Rest of Europe 1,956 (685) 735 1,375) 1,751 (2,429)
Central - (625) - (357) - (894)
------- ------- ------ ------- ------- -------
19,679 92 15,188 (903) 29,335 (1,327)
======= ====== =======
Net interest 172 8 44
------- ------- -------
Profit/(loss) before
amortisation of goodwill,
exceptional items and taxation 264 (895) (1,283)
Exceptional items (964) - -
Goodwill amortisation (437) - -
------- ------- -------
Loss before tax (1,137) (895) (1,283)
======= ======= =======
Unaudited 6 months Unaudited 6 months Audited 11 months
ended 30 June 2004 ended 31 July 2003 ended 31 December 2003
Turnover Profit/(loss) Turnover Profit/(loss) Turnover Profit/(loss)
before tax before tax before tax
£'000 £'000 £'000 £'000 £'000 £'000
Market analysis
ATM deployment
and management 17,858 565 15,188 (546) 29,335 (433)
Payments and
authorisation 1,821 152 - - - -
Central - (625) - (357) - (894)
------- ------- ------- ------- ------- -------
19,679 92 15,188 (903) 29,335 (1,327)
======= ======= =======
Net interest 172 8 44
------- ------- -------
Profit/(loss) before
amortisation of goodwill,
exceptional items and
taxation 264 (895) (1,283)
Exceptional items (964) - -
Goodwill amortisation (437) - -
------- ------- -------
Loss before tax (1,137) (895) (1,283)
======= ======= =======
3. Exceptional items
The exceptional items include those costs associated with the company's
flotation on the Alternative Investment Market of the London Stock Exchange in
March 2004 that were not direct expenses of the share issue and were not
capitalised on the acquisition of G2 Limited.
4. Taxation
During the 6 months ended 30 June 2004 the group recorded an additional deferred
tax credit of £250,000 (6 months ended 31 July 2003 - £nil; 11 months ended 31
December 2003 - £900,000) relating to deferred tax assets not previously
recognised. At 30 June 2004, remaining accumulated tax losses give rise to a
further potential deferred tax asset of £7.2 million which, for prudence, has
not been recognised.
5. Earnings/(loss) per ordinary share
Earnings/(loss) per ordinary share has been calculated using the following
information:
Unaudited Unaudited Audited
6 months ended 6 months ended 11 months ended
30 June 2004 31 July 2003 31 December 2003
£'000 £'000 £'000
Retained (loss)/profit
for the period (670) (590) 169
======== ======== ========
Profit/(loss) for the
period before goodwill
amortisation and
exceptional items 731 (590) 169
======== ======== ========
number number number
Weighted average number
of ordinary shares during
the period 168,197,382 126,986,360 126,986,360
Potentially dilutive
share options * - - 2,155,820
----------- ----------- -----------
Weighted average number
of ordinary shares for
diluted earnings per
share 168,197,382 126,986,360 129,142,180
=========== =========== ===========
* As the group made a loss for the 6 months ended 30 June 2004 and 6 months
ended 31 July 2003, no share options outstanding were considered to be dilutive
for these periods.
6. Reconciliation of operating loss to net cash flow from operating activities
Unaudited 6 months ended 30 June 2004 Unaudited Audited
Before Goodwill and Total 6 months 11 months
goodwill and exceptional ended 31 July ended 31
exceptional items 2003 December
items 2003
£'000 £'000 £'000 £'000 £'000
Operating profit/
(loss) 92 (1,401) (1,309) (903) (1,327)
Goodwill amortisation - 437 437 - -
Amortisation of other
intangible assets 6 - 6 6 11
Depreciation
of tangible assets 826 - 826 591 1,243
-------- -------- ------- -------- --------
Earnings before
interest, tax,
depreciation and
amortisation 924 (964) (40) (306) (73)
amortisation
Loss on disposal of
fixed assets 59 - 59 - 294
(Increase)/decrease
in stock (127) - (127) 100 321
Decrease/(increase)
in debtors 99 - 99 (208) (619)
(Decrease)/increase
in creditors (1,620) - (1,620) (169) 795
-------- -------- ------- -------- --------
Net cash (outflow)/
inflow from operating
activities (665) (964) (1,629) (583) 718
======== ======== ======= ======== ========
7. Analysis of net funds
Audited at Cash Other Unaudited at
31 December flows movements 30 June
2003 2004
£'000 £'000 £'000 £'000
Cash at bank and in hand 2,627 10,177 (10) 12,794
Debt due within one year (220) - - (220)
Debt due after more than one year (770) 110 - (660)
------- ------- ------- --------
Net funds 1,637 10,287 (10) 11,914
======= ======= ======= ========
As at 30 June 2004, included within cash at bank and in hand is an amount of
£466,000 (31 December 2003: £807,000) held on trust on behalf of third parties.
8. Acquisitions
On 18 March 2004, the company acquired the entire issued share capital of G2
Limited for a consideration of £19,298,000 plus acquisition costs of £352,000
(total £19,650,000). The consideration was satisfied by a cash payment of
£7,251,000 and the issue of 25,632,490 ordinary shares at an issue price of 47p
each.
The book values and fair values of the net assets of G2 Limited immediately
prior to acquisition were as follows:
Unaudited
Book value and
fair value
£'000
Fixed assets 349
Current assets excluding cash 5,914
Cash 930
Corporation tax (575)
Creditors due within one year (2,601)
Minority interests (125)
---------
Total net assets 3,892
Total consideration 19,650
---------
Goodwill 15,758
---------
The total consideration comprises:
£'000
Cash 7,251
Issue of ordinary shares 12,047
Acquisition expenses 352
---------
19,650
---------
The acquisition has been accounted for using the acquisition method of
accounting and the goodwill of £15,758,000 arising on consolidation has been
capitalised and is being amortised over a period of 10 years.
In addition, since the acquisition of G2 Limited, cash consideration of £6,000
has been paid to increase the group's shareholding in Transacsys plc by
acquiring some of the minority shareholdings.
9. Other information
This Interim Report was approved by the Board of Directors on 13 September 2004.
A copy of the Interim Report will be sent to all shareholders and will also be
available from the company's registered office at Caxton House, 2 Farringdon
Road, London EC1M 3HN.
This information is provided by RNS
The company news service from the London Stock Exchange
Wednesday, 15th January 2025
COMPANIES COVERED:
Latest directors dealings
- 25 minutes ago Mortgage Advice Bureau (Holdings)
- 33 minutes ago IMI
- 40 minutes ago United Utilities Group
- 1 hour ago Zigup
- 1 hour ago Zotefoams