Final Results
Holders Technology PLC
09 March 2004
Holders Technology plc
Providers of specialised materials, equipment and services for the electronics
and telecommunications industries
Year ended 30 November 2003
In the year to 30 November 2003, turnover increased by 58% to £14.2m (2002:
£9.0m). Most of the growth came from acquisitions made either at the end of
2002, or during the course of the year under review. The company made a pre-tax
profit of £0.3m (2002: £0.1m loss). The earnings per share were 2.67p (2002:
loss per share of 2.33p). Your directors are recommending a final dividend of
2.50p (2002: 2.50p), which will be payable on 25 May 2004 to shareholders on the
register at the close of business on 30 April 2004. The shares will go ex
dividend on 28 April 2004
It is pleasing to be able to report a return to profitability for the company.
This result was largely due to a robust performance by our UK operations allied
to a positive contribution from our now enlarged German activities. Our
facilities based in Holland continued to face challenging market conditions but
made some progress as compared with the preceding year. In Scandinavia further
contraction took place within the PCB market and this, inevitably, adversely
affected sales within this area.
During the year we disposed of the group's holding in Justfone Limited which
recorded a loss before tax of £86,000 during the last trading year. This
disposal removed a potentially significant distraction from the task of further
developing the group's core business.
These improved results reflect the efforts made by our staff and I would like to
record the Board's thanks for their contribution during the year.
Tony Berman retired from the Board during the year and I would like to record
our appreciation of the major contribution he made to the company over many
years. We wish him a long and happy retirement.
One of the major tasks facing the company in the current year is to realise
fully the potential benefits of having acquired HT Cimatec, Screen Circuit and
the minority holding in Topgrow Technologies.
HT Cimatec has performed encouragingly to date and we anticipate it making
significant progress in the current year. Screen Circuit's business relies, in
part, on the sale of capital equipment and it has not to date made the progress
we are seeking to achieve. Moves to integrate its business with that of Holders
BV have been undertaken and the consequent lower cost base arising from these
moves will benefit our Dutch operations overall during the course of the current
year.
Topgrow Technologies, a Hong Kong based company in which we have a 35%
shareholding, is currently being severely affected by the present depressed
level of the American dollar against the Euro. Given the very high probability
that the Chinese PCB industry will continue to grow we consider it strategically
justified to support Topgrow's activities during this period of currency
instability in order to ensure that Topgrow is able to introduce new group
products to this important market.
We are not an acquisitions driven company, but it has been and continues to be,
our policy to take advantage of opportunities as they arise to acquire the
activities or assets of erstwhile competitors. In parallel with this we
continue to seek organic growth by extending our specialist product range
particularly where opportunities arise to do this on a Europe wide basis.
During last year we were successful in adding a number of new products to the
range and we will be introducing these to relevant markets in the current year.
An example among these is the introduction of a range of clean room products.
While we considered it justified to increase the group's borrowings to make the
acquisitions set out above, it remains our policy to favour a conservative
approach to financing the group. With the integration of our European
activities that is currently underway, we anticipate being able to reduce costs
and realise certain fixed assets. When this is completed, it will benefit our
net debt position.
There are clear challenges for the company in the current year, particularly as
regards the speed with which mainland European markets recover and the potential
impact on our customers in these markets if the present exchange value of the
Euro against the dollar proves to be more than a transitory phenomenon. That
said, last year we correctly forecast that the year would be one of
consolidation. I believe the current year will be one of significant progress
as we realise the benefits of the acquisitions that have been made.
R W Weinreich
Chairman and Chief Executive
09 March 2004
Consolidated profit and loss account
for the year ended 30 November 2003
Note 2003 2002
£'000 £'000
Group turnover
Current year acquisition 1,704 -
Other continuing operations 12,451 8,868
14,155 8,868
Discontinued operation 46 137
Group turnover 14,201 9,005
Cost of sales (10,211) (6,769)
Gross profit 3,990 2,236
Distribution costs (358) (132)
Administrative expenses (3,424) (2,251)
Other operating income 176 28
Analysis of group operating profit / (loss)
Current year acquisition (119) -
Other continuing operations 579 -
Total continuing operations 460 41
Discontinued operation (76) (160)
Group operating profit / (loss) 384 (119)
Share of associates operating loss - acquisition (22) -
Total operating profit / (loss) 362 (119)
Profit on disposal of subsidiary - discontinued operation 26 -
Profit / (loss) on ordinary activities before interest and tax 388 (119)
Interest receivable 6 9
Interest payable and similar charges (66) (23)
Profit / (loss) on ordinary activities before taxation 328 (133)
Tax on profit on ordinary activities 1 (218) 15
Profit / (loss) on ordinary activities after taxation 110 (118)
Minority interests - equity - 24
Profit / (loss) for the financial year 110 (94)
Dividends (all equity) 2 (190) (182)
Transfer from reserves (80) (276)
Basic earnings/(loss) per share 3 2.67 (2.33)
Diluted earnings/(loss) per share 3 2.63 (2.33)
Consolidated balance sheet
at 30 November 2003
2003 2002
£'000 £'000
Fixed assets
Intangible assets 209 110
Tangible fixed assets 1,136 1,175
Investment in associated undertaking 207 -
1,552 1,285
Current assets
Stocks 2,159 1,897
Debtors 2,813 2,112
Cash at bank and in hand 394 259
5,366 4,268
Creditors: Amounts falling due within one year (2,566) (1,370)
Net current assets 2,800 2,898
Total assets less current liabilities 4,352 4,183
Creditors: Amounts falling due after one year (51) (74)
Provision for liabilities and charges (11) (54)
4,290 4,055
Capital and reserves
Called up share capital 414 403
Share premium account 1,525 1,486
Capital redemption reserve 1 1
Profit and loss account 2,350 2,230
Equity shareholders' funds 4,290 4,120
Minority interests - equity - (65)
4,290 4,055
Consolidated cash flow statement
for the year ended 30 November 2003
Note 2003 2002
£'000 £'000
Net cash inflow from operating activities 327 944
Returns on investment and servicing of finance
Interest received 6 9
Interest paid (59) (15)
Finance lease interest (7) (8)
Net cash outflow from returns on investment and
servicing of finance (60) (14)
Taxation
Corporation tax paid 17 (69)
Capital expenditure
Payments to acquire tangible fixed assets (168) (13)
Receipts from sales of tangible fixed assets 49 13
(119) -
Acquisitions and disposals
Acquisition of business 4 (125) (492)
Net overdraft acquired with subsidiary undertaking (186) -
Payment in respect of existing subsidiary (206) -
Investment in associated undertaking (234) -
Sale of subsidiary undertaking 5 120 -
(631) (492)
Equity dividends paid (187) (182)
Cash flow before financing (653) 187
Financing
Capital element of finance leases (13) (35)
Draw-down of bank loan 598 -
585 (35)
(Decrease)/increase in cash (68) 152
Notes
1. Taxation comprises United Kingdom corporation tax of £142,000 (2002:
£(10,000)), foreign tax of £122,000 (2002: £25,000) and deferred taxation of
£(46,000) (2001: £(30,000)).
2. The directors have recommended a final dividend of 2.5p (2002: 2.5p)
per share payable on 25 May 2004 to shareholders on the register at close of
business on 30 April 2004. The total dividend for the year, including the
interim dividend of 2.0p (2002: 2.0p) per share paid on 19 September 2003,
amounts to £190,000 (2002: £182,000), which is equivalent to 4.5p (2002: 4.5p)
per share.
3. The basic earnings per share are based on the profit for the financial
year of £110,000 (2002: loss of £94,000) and on 4,122,842 ordinary shares (2002:
4,034,498), the weighted average number of shares in issue during the year.
Diluted earnings per share are based on 4,177,842 ordinary shares (2002:
4,034,498), being the weighted average number of ordinary shares after an
adjustment of 55,000 shares (2002: nil) in relation to share options.
4. On 7 February 2003, the company acquired 100% of the Dutch company Screen
Circuit BV and its subsidiary, Screen Circuit GmbH. This transaction has been
accounted for as an acquisition. The following sets out the effect on the
consolidated balance sheet:
Book and fair
value of
acquired
business
£'000
Tangible fixed assets 46
Stock 244
Debtors 464
Overdraft (186)
Creditors (500)
Net assets acquired 68
Net assets acquired 68
Goodwill capitalised 107
Consideration 175
Satisfied by
Cash 92
Costs 33
125
Issue of shares 50
175
The acquired businesses generated turnover of £1,488,000 and a loss before tax
of £18,000 in the twelve months to 31 December 2002. In the month to 31 January
2003, the acquired businesses generated turnover of £125,000 and a loss before
tax of £10,000.
5. Disposal of subsidiary undertaking
On13 June 2003, the company sold its 81% shareholding in Justfone Limited.
Under the sale terms, the purchaser paid £150,000 for the share capital and to
settle part of Justfone's indebtedness to the Holders group. A further £112,000
will be paid in monthly installments over 5 years, commencing in September 2003.
Further amounts of up to £250,000 are potentially payable to Holders,
depending on Justfone's financial results for the 3 years to 31 May 2006.
Amounts beyond the initial consideration are recognised in the accounts when
received.
6 This preliminary statement which has been approved by the Board on 9
March 2004 is not the Company's statutory accounts. The statutory accounts for
each of the two years to 30 November 2002 and 30 November 2003 received audit
reports, which were unqualified and did not contain statements under section 237
(2) or (3) of the Companies Act 1985. The 2002 accounts have been filed with
the Registrar of Companies but the 2003 accounts are not yet filed.
For further information, contact:
Mr Rudi Weinreich, Chairman and Chief Executive, Holders Technology plc,
on 020 8343 7095
Mr Barrie Newton, Director, Rowan Dartington and Company Limited,
on 0117 933 0020.
This information is provided by RNS
The company news service from the London Stock Exchange