Final Results

GB Group PLC 21 May 2003 For Immediate Release Wednesday, 21 May 2003 GB GROUP PLC ('GB' or the 'Group') Preliminary Results for the Year Ended 31 March 2003 Highlights • The Board proposes to pay its first dividend of 0.5p per share representing approximately 53% of the Group's profits after tax and goodwill. • The Group's business is profitable and cash generative. In the year ended 31 March 2003, operating profits of the continuing business before goodwill increased by 85% to £1.1 million (2002: £0.6 million) on turnover that was 6% down at £11.2 million in tight markets (2002: £12.0 million). • The Group's retained profit after goodwill amortisation, exceptional costs, taxation and the proposed dividend was £0.3 million (2002: £1.7 million loss). • Cash generated from the operating activities of the continuing business was £1.4 million (2002: £0.5 million). • At 31 March 2003, the Group had net cash balances of £6.7 million (2002: £5.3 million), up 26% from the previous year, and the current cashflows are positive. On 20 May 2003, the Group had net cash balances of £6.8 million. • The Group's strategy is to continue developing new business opportunities around its core activities and be prepared to invest in those new business opportunities that have the correct level of potential. • During the year the Group reorganised its business along sector lines to improve the efficiency and accountability of its operations and to generate benefits from sector specialisation. In addition, the acquisition of eWare Interactive Limited in November 2002 has given the Group greater presence in its markets and has led to several significant new contract signings including AstraZeneca and Standard Life. • During the year, the Group appointed Mona Navin-Mealey as Finance Director. The Group also announces today the appointment of Alex Green as a non-executive director and Trevor Harrison's intention to resign as a non-executive director in September 2003. John Walker-Haworth, Chairman, commented: 'With regard to prospects for the current year, turnover since the start of the year is marginally ahead of the comparative period last year. Given the present delicate state of the economy, however, it is premature to be anything other than cautious with respect to the year as a whole. What I can say with confidence is that GB is now an efficient and competitive business and is a company of higher all-round quality than it was a year ago. On behalf of the Board, I congratulate Richard Law and GB's team of talented managers and employees for their hard work and on their achievements.' For further information, please contact: GB Group plc Richard Law, Chief Executive 01244 657333 Mona Navin-Mealey, Finance Director Weber Shandwick Square Mile 020 7067 0700 Richard Hews Christian San-Jose Website www.gb.co.uk Notes for Editors: About GB Group plc 1. GB Group plc is a Customer Relationship Management ('CRM') company based in Chester. GB Group's clients include Stena Line, AstraZeneca, Standard Life, Bank of Ireland, npower, WHSmith - plus many government agencies, such as HM Customs & Excise, National Criminal Intelligence Service and the National Crime Squad. 2. Customer Relationship Management is one of the world's fastest growing industries. CRM enables businesses to focus on those customers who make a positive impact on the bottom line by targeting them with tailored services and incentives to improve loyalty. Additionally, CRM techniques also help businesses predict when existing customers are most likely to move on and how to target more of the customers they really want. 3. GB Group enables businesses to build lasting relationships with their customers by providing four unique data solutions for DataCapture, DataCare, DataInsight and DataManagement. 4. Businesses are currently using Customer Relationship Management to: • Manage customer databases • Increase customer retention and acquisition • Quantify customer profitability • Identify cross-sell/up-sell opportunities • Assess marketing profitability CHAIRMAN'S STATEMENT Your Company performed well during the year to 31 March 2003 and substantially increased its operating profit and cash flow. Accordingly, at the Annual General Meeting, the Directors will propose the payment of the Group's first dividend. How these results were achieved and an indication of the strategy for the current year are described by Richard Law in the Chief Executive's Review. There have been two recent and important appointments to the Board of Directors. On 1 January, Mona Navin-Mealey, previously Chief Financial Officer, joined the Board as Group Finance Director, and on 21 May we announced the appointment of Alex Green as a Non-Executive Director. Alex, who is aged 36, is the Chief Executive of Fluency Voice Technology Limited, a provider of voice recognition applications for use in call centres; he was previously Managing Director of Broadsystem Limited, a leading outsource communications company providing call centre, interactive voice and database marketing services, and a subsidiary of News International plc. At the same time, Trevor Harrison, who has been a Non-Executive Director for eight years, has indicated that he intends to retire from the Board in September. The Board has benefited greatly from Trevor's judgement and experience, and we thank him for all that he has done for us. At the Annual General Meeting to be held in July, the Directors will propose the payment of the Group's first dividend of 0.5p per share for the year to 31 March 2003. This dividend represents 53 per cent. of the profits of your Company after tax and goodwill. As the Company's profitability tends to be weighted towards the end of the year due to contract renewals, the Directors do not envisage making interim dividend payments but, rather, single annual dividends as that announced with our preliminary figures for the full year. Your Board views the payment of this first dividend as a statement of confidence in the continuing progress of your Company. With regard to prospects for the current year, turnover since the start of the year is marginally ahead of the comparative period last year. Given the present delicate state of the economy, however, it is premature to be anything other than cautious with respect to the year as a whole. What I can say with confidence is that GB is now an efficient and competitive business, and is a company of higher all-round quality than it was a year ago. On behalf of the Board, therefore, I congratulate Richard Law and GB's team of talented managers and employees for their hard work and on their achievements. JL Walker-Haworth Chairman CHIEF EXECUTIVE'S REVIEW I am pleased to report a year of solid progress for GB. The Company's focus on improving the effectiveness of its existing operations and the development of new products and ideas has created a business with increased profits, increased cash balances and good prospects for the future. In the year to 31 March 2003, the Group generated operating profits before goodwill from continuing operations of £1.1 million which were 85% higher than the previous year's figure of £0.6 million on turnover 6% lower than last year at £11.2 million (2002: £12.0 million). During the year the Group's focus on quality and efficiency improved profitability and more than offset the impact of the reduction in turnover which resulted from a combination of challenging market conditions and the decision not to pursue and maintain low margin business. Cash balances increased by 26% to £6.7 million (2002: £5.3 million). In the current year we will continue to evaluate our opportunities prudently but will be prepared to use our cash to invest in the future through the launch of new products and services both independently and with partners, and by making appropriate investments and acquisitions where clear business benefits exist. Trading and Performance In common with many businesses, GB experienced a progressive tightening in its markets during the year to 31 March 2003. The early indications from the first quarter of the current year are that markets remain difficult although GB's turnover in April and May is marginally ahead of that in the same period of the previous year. GB's ongoing strategy of concentrating on improving the profitability of contracts has been successful and all but one of its major contracts are now producing the required margins. This remaining contract is currently being addressed with our client. Gross margins from continuing business increased to 58% compared with 56% in the previous year despite increased licensing costs and competition which put downward pressure on margins. During the current year the downward pressure on margins is expected to continue and we will strive to look for efficiencies to offset the impact of these pressures. Margins at the operating profit level were significantly improved compared to the previous year principally as a result of cost savings and smarter working. The Group is now leaner and more efficient than it was a year ago, and profitability will be driven by growth in turnover from existing business streams and the development of new business opportunities. Reorganisation GB's operating activities incorporate the provision of specialist Data Outsourcing and Consultancy Services (DataManagement and DataInsight) together with the sale of more traditional Data Software and Bureau Services (DataCapture and DataCare). At the start of the year, all of these activities were arranged under a single management structure. In November 2002, the Group was reorganised into two separately managed divisions to enable both sides of the business to concentrate on their key strengths. Simultaneous with the reorganisation, GB acquired eWare Interactive Limited, a business with complimentary offerings to those of GB's DataManagement and DataInsight businesses. This acquisition has given GB's Data Outsourcing and Consultancy business greater presence in its markets. Both divisions are operating well and the benefits of specialisation together with a sector-based approach to selling are being seen in terms of a greater pipeline of sales and contract opportunities. Significant new contracts since the reorganisation and acquisition of eWare Interactive include those with AstraZeneca, Stena Line and Standard Life. New Business Opportunities New products have been developed and launched during the year, most notable amongst these being GB Authenticator, which is targeted at the prevention and detection of identity theft and fraud. This potentially significant market is developing quickly in response to the growing incidence of identity fraud and new anti-money laundering and 'Know Your Customer' legislation. GB launched the CD based version of Authenticator in April and has already achieved its first sale to Bristol and West Building Society. The Company is now working with BT Group plc ('BT') to develop an on-line identity verification service making use of the Group's data sources and Authenticator software and BT's web services infrastructure and market presence. In addition to the development of Authenticator, a number of our existing products have been enhanced and this process of developing new products and improving existing ones will continue in the current year to keep us at the forefront of technology in our markets. Management The executive management team has been strengthened during the year with the appointment of Mona Navin-Mealey as Group Finance Director and the addition of David Cockerill, formerly Managing Director of eWare Interactive Limited, as Managing Director of GB's DataManagement and DataInsight division. The strength and skill of GB's management team is fundamental to the Group's success and we intend to strengthen the senior team further with quality recruits in the current year as the business develops. Regulation and the Use of Data for Marketing Purposes As outlined in my report last year, GB's National Register(R) and a number of GB's other products and services make use of Electoral Roll data which is sold on to our clients for use in marketing campaigns and for purposes of data capture and analysis. Electoral Roll data compiled by local authorities was, until October 2002, available publicly in its complete form. From October 2002, as a result of a change in the law, individuals were able to opt out of allowing their Electoral Roll details to be used for marketing purposes and a proportion of the electorate (estimated at around 20%) followed this course. Whilst this means that the data will be less comprehensive for all operators engaged in the CRM industry, we believe that the Electoral Roll will continue to be a valuable source of information for our clients and, as yet, GB has not experienced any significant loss of business as a result. GB and its data suppliers are currently developing relationships with other owners of data with the aim of securing alternative sources of data to the Electoral Roll. Summary GB has performed well during the year in difficult markets and has put in place new business growth initiatives, management structures and systems which will assist in supporting and growing the business moving forward. The Group has also strengthened its team of managers and employees who are highly skilled and dedicated to the success of the business. The Group's commitment to research and development and its investment in new applications has generated new business opportunities which we will aim to exploit in the coming year. We will continue to create and develop new opportunities and will be prepared to invest significantly in those opportunities that show the correct level of potential. Overall, I am pleased with the Group's progress and its prospects. RA Law Chief Executive FINANCIAL AND OPERATING REVIEW As outlined in the Chairman's Statement and Chief Executive's Review, the Group increased both its operating profit and cash generation compared to last year. The Group's strategy during the year was to grow organically, increase internal efficiencies and maintain margins. During the previous year the Group disposed of its loss making Travel Interests allowing it to focus on a single sector, its Customer Relationship Management ('CRM') business, which is both profitable and cash generative. Following the disposal of the Travel Interests in December 2001, the potential deferred consideration of £1 million which GB would have received dependent on an increase in the turnover of the Travel Interests, did not become payable because the increase in turnover required to trigger the payment was not achieved. This had not previously been recognised in the accounts of the Group and, therefore, has had no impact on the accounts. The profit and loss statement for the year ended 31 March 2002 include the performance of the Travel Interests for the nine months period up to disposal. I, therefore, draw your attention to note 4 where a comparative analysis of performance has been included to show the comparison for the continuing operations only. All further profit and loss comparisons referred to in this review will be with respect to the continuing operations only as set out in note 4. The Group achieved an operating profit of £1.1 million (2002: £0.6 million) before goodwill amortisation, interest and taxation. Goodwill amortised during the year was £0.5 million (2002: £0.4 million). Net interest earned during the year was £0.2 million (2002: £0.1 million). The profit before taxation for the year was £0.8 million (2002: £0.2 million). Cash generated from operating activities of the continuing business during the year was £1.4 million (2002: £0.5 million) and as a result of this cash balances held at 31 March 2003 were £6.7 million (2002: £5.3 million). Turnover Turnover attributable to the continuing CRM business reduced by 6% to £11.2 million (2002: £12.0 million) during the year. Like many other businesses, GB has experienced the effects of the difficult economic conditions and increased competition. As a result the Group has declined low margin projects from time to time during the year in order to successfully achieve its strategy of maintaining margins. Gross Profit and Cost of Sales The gross profit margin for the continuing business increased by 2 percentage points to 58% (2002: 56%). This was achieved as a result of increasing efficiencies and undertaking higher margin business. Other Operating Expenses Other operating expenses excluding goodwill amortisation and exceptional costs were £5.4 million (2002: £6.1 million). Included in the operating expenses are one-off reorganisation costs of £0.3 million (2002: £nil) incurred as a result of the reorganisation of the business in November 2002. Also included in other operating expenses is the release of unused balance sheet accruals of £0.3 million (2002: £nil). The net result of the reorganisation charges and the release of the accruals has had no net effect on profitability. Goodwill Amortisation The goodwill amortised during the year ended 31 March 2003 was £0.5 million (2002: £0.4 million). The reason for the increase compared to the previous year is as a result of the acquisition of eWare Interactive Limited during the year. Group Profit/Loss The operating profit before goodwill amortisation was £1.1 million (2002: £0.6 million). Operating profit after goodwill amortisation was £0.6 million (2002: £0.1 million). Net interest earned during the year was £0.2 million (2002: £0.1 million). Profit before taxation was £0.8 million (2002: £0.2 million). Loss from Interest in Associated Undertaking The Group holds an investment of 22.28% in PCID Limited (previously called PostcodeID Limited). The Group's share of pre-tax losses for the year ended 31 March 2003 was £11,000. Interest Receivable Less Payable Interest is earned on cash balances which are invested in accordance with the Group's treasury policy. Net interest receivable increased during the year as a result of the increased cash balances and the transfer of mortgages, loans and overdrafts with the disposal of the Travel Interests. Taxation As a result of its tax losses incurred in previous periods which will be carried forward and offset against the profits of the current year, the Group does not currently expect to incur a tax charge on its profits before interest during the year. In accordance with Financial Reporting Standard ('FRS') 19 the Group has recognised a deferred tax asset of £0.3 million (2002: £0.4 million). At 31 March 2003, the Group had potential deferred tax assets of £7.2 million (2002: £7.5 million) of which £0.3 million (2002: £0.4 million) had been recognised in the accounts in accordance with FRS 19. Trading losses carried forward were £19.8 million (2002: £19.8 million) and capital losses were £2.3 million (2002: £1.7 million). Dividend The Board of Directors propose a final dividend of 0.5p which is subject to ratification by the shareholders at the Annual General Meeting on 30 July 2003. This dividend represents 53% of profits after tax and goodwill. Amounts Transferred to Reserves The amount transferred to reserves, after accounting for the proposed dividend, was £0.3 million (2002: £1.7 million loss). On a comparable basis the retained profits before taxation and dividend for the continuing group was £0.8 million (2002: £0.2 million). Balance Sheet and Liquidity Explanations of the most significant movements in the balance sheet during the year are as follows: Intangible Assets The carrying value of intangible assets at 31 March 2003 was £7.0 million (2002: £7.3 million). During the year the Group acquired eWare Interactive Limited, a specialist company in the sale and support of data analysis software. Goodwill arising on acquisition was £0.2 million. Goodwill amortisation during the year was £0.5 million. Debtors The value of debtors reduced by £1.2 million to £2.9 million at 31 March 2003, compared to the same date last year. The principal reasons for this were a combination of a reduction in long-term contracts invoiced towards the end of the year together with initiatives to further improve the efficient collection of debt. Cash and Short Term Deposits At 31 March 2003, the Group held cash and short-term deposit balances of £6.7 million (2002: £5.3 million) and, in accordance with the Group's treasury policy, all funds are placed with major UK clearing banks and building societies. The principal sources of funds during the year were cash inflows from operating activities of £1.4 million (2002: £0.7 million) and net interest receivable of £0.2 million (2002: £0.1 million). The principal use of funds during the year were the net investment in tangible fixed assets of £0.2 million (2002: £0.2 million). Creditors The value of creditors falling due within one year has decreased by £0.4 million to £3.4 million at 31 March 2003, compared to the same date last year. The principal reason for this is a reduction in advance receipts following the completion of various long-term contracts offset in part by the creation of a dividend creditor. Capital and Reserves In January 2003, pursuant to an authority awarded at the last AGM, the company purchased 102,000 of its own shares for prices between 13.3p and 14.4p. All shares which were purchased were subsequently cancelled. This resulted in a reduction in the nominal value of the Group's issued share capital by £2,550 and the creation of a capital redemption reserve for the same amount. MT Navin-Mealey Group Finance Director GROUP PROFIT AND LOSS ACCOUNT Year ended 31 March 2003 2003 2002 £'000 £'000 Note Turnover Continuing Operations - Customer Relationship Management 11,243 12,017 Discontinued Operations - Travel Interests - 5,172 -------- -------- 11,243 17,189 Cost of sales (4,779) (5,459) -------- -------- Gross profit 6,464 11,730 Other operating expenses (excluding goodwill amortisation and exceptional items) (5,373) (11,328) Exceptional items 1 - (2,166) Goodwill amortisation (482) (560) -------- -------- Other operating expenses (5,855) (14,054) Operating profit/(loss) Continuing Operations - Customer Relationship Management 609 141 Discontinued Operations - Travel Interests - (2,465) -------- -------- 609 (2,324) Share of operating (loss)/profit in associate (11) 12 -------- -------- Total operating profit/(loss): Group and share of associate 598 (2,312) Interest receivable less payable 215 52 -------- -------- Profit/(loss) on ordinary activities before taxation 813 (2,260) Taxation (67) 517 -------- -------- Profit/(loss) on ordinary activities after taxation 746 (1,743) Proposed dividend (398) - -------- -------- Amount transferred to/(from) reserves 348 (1,743) -------- -------- Profit/(loss) per 2.5p ordinary share (pence) 2 0.9 (2.2) -------- -------- Profit/(loss) per 2.5p ordinary share (pence) - diluted 2 0.9 (2.2) -------- -------- Adjusted profit per 2.5p ordinary share (pence) - before goodwill amortisation and operating exceptional items 2 1.5 1.2 -------- -------- . GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES There were no other recognised gains or losses in the year ended 31 March 2003 or in the year ended 31 March 2002 apart from those shown in the profit and loss account for the year. GROUP BALANCE SHEET As at 31 March 2003 2003 2002 £'000 £'000 Note Fixed assets Intangible assets 7,080 7,325 Tangible assets 514 613 Investment in associate 22 33 -------- -------- 7,616 7,971 -------- -------- Current assets Stock 2 - Debtors 2,944 4,143 Cash and short-term deposits 6,748 5,338 -------- -------- 9,694 9,481 Creditors : amounts falling due within one year (3,440) (3,860) -------- -------- Net current assets 6,254 5,621 -------- -------- Total assets less current liabilities 13,870 13,592 Provisions for liabilities and changes (190) (246) -------- -------- 13,680 13,346 -------- -------- Capital and reserves Called up share capital 1,988 1,991 Share premium account 3,132 3,132 Merger reserve 6,575 6,575 Capital redemption reserve 3 - Profit and loss account 1,982 1,648 -------- -------- Shareholders' funds attributable to equity interests 5 13,680 13,346 -------- -------- GROUP STATEMENT OF CASH FLOWS Year ended 31 March 2003 Note 2003 2003 2002 2002 £'000 £'000 £'000 £'000 Net cash inflow from operating 3(a) 1,412 715 activities Returns on investments and servicing of finance Interest received 215 229 Interest paid - (177) ------- ------- 215 52 Taxation Corporation tax paid (29) - Capital expenditure and financial investment Payments to acquire tangible fixed assets (172) (432) Receipts from the sale of tangible fixed assets 9 214 ------- ------- (163) (218) Acquisitions and disposals Acquisitions of subsidiary undertakings (40) - Net cash acquired with subsidiary undertakings 29 - Disposal of subsidiary undertakings - 4,021 Fees associated with the disposal of subsidiary undertakings - (247) Net cash transferred with subsidiary undertakings - (190) Purchase of associate - (25) ------- ------- (11) 3,559 ------- ------ Net Cash inflow 1,424 4,108 ------- ------ Management of liquid resources Cash deposited to short-term deposits 1,797 3,833 Financing Redemption of ordinary shares 14 - Repayment of capital element of finance leases - 19 Repayment of capital element of loans - 61 ------- ------- 14 80 (Decrease)/increase in cash 3(b) (387) 195 ------- ------ 1,424 4,108 ------- ------ Notes to the Preliminary Announcement: 1. Included in other operating expenses are exceptional costs which can be analysed as follows: 2003 2002 £000 £000 Continuing Operations: Impairment of Prenton site arising through closure - 50 Profit on sale of Prenton site - (38) Provision for redundancy and other closure costs at Prenton site - 32 Discontinued Operations: Impairment of goodwill on travel related businesses - 1,764 Compensation for loss of office - 112 Provision against lease rentals - 246 ------- -------- - 2,166 ------- -------- 2. Earnings per share has been calculated in accordance with Financial Reporting Standard 14. 2003 2003 2002 2002 pence £'000 pence £'000 Profit/(loss) after taxation 0.9 746 (2.2) (1,743) Add operating exceptional items - - 2.7 2,166 Add goodwill amortisation 0.6 482 0.7 560 ------- ------- ------- ------- Adjusted profit / (loss) after taxation 1.5 1,228 1.2 983 ------- ------- ------- ------- 2003 2002 No. No. Basic weighted average number of shares in issue 79,648,527 79,665,527 Diluted effect of share options 685,044 - ---------- ---------- Diluted weighted average number of shares in issue 80,333,571 79,665,527 ---------- ---------- 3(a)Reconciliation of operating profit to net cash inflows from operating activities 2003 2002 £'000 £'000 Operating profit/(loss) 609 (2,324) Depreciation 269 431 Goodwill amortisation and impairment 482 2,324 Amortisation of intangible fixed assets - 120 Provision against tangible fixed assets - 50 Profit on disposal of tangible fixed assets (2) (40) Increase in stocks (2) - (Decrease)/Increase in provisions (56) 246 Decrease/(Increase) in debtors 1,218 (154) (Decrease)/Increase in creditors (1,106) 62 ------- -------- Net cash inflow from operating activities 1,412 715 ------- -------- 3(b)Reconciliation of net cash flow to movement in net funds 2003 2002 £000 £000 At the beginning of the year 5,338 939 Loans transferred on disposal of subsidiary undertakings - 291 Decrease in debt - 80 (Decrease)/Increase in cash (387) 195 Movement in short term deposits with banks 1,797 3,833 ------- ------- At the end of year 6,748 5,338 ------- ------- 3(c)Analysis of net funds At 1 April Cashflow At 31 March 2002 2003 £'000 £'000 £'000 Cash at bank and in hand 1,312 (387) 925 Short term deposits * 4,026 1,797 5,823 -------- -------- -------- 5,338 1,410 6,748 -------- -------- -------- * Short term deposits are included within cash at bank and in hand on the balance sheet. 4. Comparative Analysis Continuing Discontinued Operations Operations Year to Year to Year to Year to 31 March 31 March 31 March 31 March 2003 2002 2002 2002 £'000 £'000 £'000 £'000 Turnover Continuing Operations - Customer Relationship Management 11,243 12,017 - 12,017 Discontinued Operations - Travel Interests - - 5,172 5,172 -------- ------- -------- ------- 11,243 12,017 5,172 17,189 Cost of sales (4,779) (5,326) (133) (5,459) -------- ------- -------- ------- Gross profit 6,464 6,691 5,039 11,730 Other operating expenses (excluding goodwill amortisation and exceptional items) (5,373) (6,057) (5,271) (11,328) Exceptional items - (44) (2,122) (2,166) Goodwill amortisation (482) (449) (111) (560) -------- ------- ------- ------- Other operating expenses (5,855) (6,550) (7,504) (14,054) Operating profit/(loss) Continuing Operations - Customer Relationship Management 609 141 - 141 Discontinued Operations - Travel Interests - - (2,465) (2,465) -------- ------- -------- ------- 609 141 (2,465) (2,324) Share of operating (loss)/ profit in associate (11) 12 - 12 -------- ------- -------- ------- Total operating profit/ (loss): Group and share of associate 598 153 (2,465) (2,312) Interest receivable less payable 215 71 (19) 52 -------- ------- -------- ------- Profit/(loss) on ordinary activities before taxation 813 224 (2,484) (2,260) -------- ------- -------- ------- 5. Reconciliation of Movements In Shareholders' Funds Group 2003 2002 £'000 £'000 Total recognised profit/(loss) 746 (1,743) Redemption of shares (14) - Proposed dividend (398) - ------- ------ Total movements during the year 334 (1,743) Shareholders' funds attributable to equity interests at 1 April 2002 13,346 15,089 ------- ------ Shareholders' funds attributable to equity interests at 31 March 2003 13,680 13,346 ------- ------ Other Information 1. The above financial information, which is unaudited, does not constitute statutory accounts as defined in Section 240 of the Companies Act 1985. The financial information for the year ended 31 March 2003 has been extracted from the draft statutory accounts on which an unqualified audit opinion is expected to be issued. Statutory accounts for the year ended 31 March 2003 will be delivered to the Registrar in due course. The preliminary announcement is prepared on the same basis as set out in the previous year's statutory accounts. Those accounts, upon which the auditors issued an unqualified opinion, have been delivered to the Registrar of Companies. 2. The preliminary statement was approved by the board of directors of GB Group plc on 21 May 2003. 3. The ex-dividend date is 9 July 2003; the record date is 11 July 2003; the payment date is 8 August 2003. 4. The AGM will take place on 30 July 2003. 5. The 2003 interim results announcement is expected to be on 13 November 2003. 6. This report will also be available on the GB Group web site: www.gb.co.uk from 21 May 2003. 7. The Company intends to dispatch to shareholders printed copies of the full annual report and accounts for the year to 31 March 2003 by 6 June 2003. This information is provided by RNS The company news service from the London Stock Exchange

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