Interim Results - Replacement

ITE Group PLC 30 May 2001 The issuer advises that the following replaces the 'Interim Results' announcement released today, 30 May 2001, at 07:01, under RNS number 3671E. The amendment appears in the 'Dividends' section of the Chairman's Statement. The interim dividend will be payable on 18 July 2001 to shareholders on the register on 15 June 2001 and not on the register on 13 June 2001 as previously stated. All other details remain unchanged. The full amended text appears below. For Immediate Release 30 May 2001 ITE GROUP PLC INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2001 ITE Group Plc, an international exhibitions specialist, is pleased to announce its Interim Results for the six months ended 31 March 2001. Key points: * Turnover of £23.3m including ITE's share of turnover attributable to associates * Profit before amortisation and impairment of goodwill, tax and compensation paid to directors for loss of office of £3.7m * Cash balances of £21.6m * Completion of subscription and open offer raising £39.7m in November 2000 * Net assets £59.8m * Headline diluted earnings per share 1.0p * Interim dividend of 0.5p per share * 127 trades exhibitions and conferences organised in the period * Integration of acquisition programme in Russia and the CIS, Central and Eastern Europe Central Asia and the Far East Lawrie Lewis, Chairman, commented: 'ITE's cash position remains very strong. The Group intends to pursue a strategy of measured growth by acquisition, but management's primary focus will be attendance to the fundamental drivers of the business - sales, customer service and the delivery of quality exhibitions and conferences. We look forward to reporting on the Group's progress as the year advances.' For further information, please contact: ITE Group plc 020 7596 5000 Lawrie Lewis Buchanan Communications 020 7466 5000 Richard Oldworth/Isabel Petre Chairman's Statement RESULTS The Group has recorded an increase in headline pre-tax profit of 4% for the interim period ended 31 March 2001. Turnover, including ITE's share of turnover attributable to associates amounted to £23.3 million (2000: £ 15.3 million) whilst headline pre-tax profit for the interim period was £3.7 million (2000: £3.6 million). As a result of the Turkish financial crisis and the downturn in the technology sector, the Group has carried out an impairment review of goodwill and associates. The results include exceptional impairment losses of £5 million and £9.5 million respectively relating to goodwill and associates, principally arising from exhibitions in Turkey and in the technology sector. Net assets have increased to £59.8 million (2000: £28.7 million) following the completion of a subscription and open offer in November for £39.7 million. EVENTS During the period to 31 March 2001, ITE organised 127 events and the following events were the top ten contributors to turnover, including ITE's share of turnover attributable to associates: Area (sq.ms.) Area (sq.ms.) 2000/2001 1999/ 2000 Moscow International Travel and Tourism 14,600 14,500 Batimat St. Petersburg 6,400 5,800 Holiday World Prague 9,900 10,100 Auto Show - Turkey 34,900 26,300 International Textile Show (Autumn) - Turkey 10,000 8,400 International Textile Show (Spring) - Turkey 8,600 8,700 Otomotiv - Turkey 11,900 9,300 Automech - Egypt 4,800 5,200 Musiad - Turkey 7,900 7,900 Ticari - Turkey 10,100 7,600 ACQUISITIONS The Group has deliberately slowed its acquisition programme during this interim period as we have focussed on integrating and adding value to the acquisitions made in our last financial year. ITE has concluded one conditional agreement to acquire 51% of Sodeks Fuarcilik in Istanbul, which organises the largest heating and ventilation show in Turkey. DIVIDENDS An interim dividend of 0.5p (2000: 0.5p) has been declared by the Board. This will be payable on 18 July 2001 to shareholders on the register on 15 June 2001. Shareholders can elect to take their dividend either in cash or in new shares in ITE. MANAGEMENT Since the company's year end, Nigel Stapleton, was appointed as Interim Chief Executive whilst the search continued for a permanent Chief Executive. Nigel resigned from the Board in April and I have taken over the Interim Chief Executive role. Our careful search for the right person continues. ITE's strength lies in its unique business model of a close network of leading local partners in each of the geographic regions in which it operates. The partners have either retained an ongoing equity interest in their operations, or have an earn out incentive crafted to reward increasing profitability. ITE management is concentrating its every effort to maximise international sales for the Group's global events. A new hands-on sales director has recently been appointed in order to drive the London sales operation to achieve this goal. The primary objective of management going forward is to build on the Company's greatest assets; its international sales forces and its major event brands. OUTLOOK On 30 April 2001 the Board issued a trading update, as economic factors in Turkey, which is ITE's second most important location, and the downturn in the technology sector had affected our assessment of the likely profitability for the current year. The problems being experienced in Turkey had adversely affected customer confidence resulting in the postponement of certain exhibitions and a reduction in forward contracted bookings. With little prospect of an immediate recovery in the Turkish situation, the Board cautioned the market that headline pre-tax profit was unlikely to exceed last year's figure of £13.4 million. Nevertheless, ITE reports strong continuing trading conditions in its key Russian events for 2001, with the construction, oil & gas and motor sectors being particularly successful. Further, re-bookings on key Russian events for year 2002 have been very successful, and the Turkish exchange rate appears to have stabilised somewhat over the course of the past month. ITE's cash position remains very strong with £21.6 million at hand at 31 March 2001. The Group intends to pursue a strategy of measured growth by acquisition, but management's primary focus will be attendance to the fundamental drivers of the business - sales, customer service and the delivery of quality exhibitions and conferences. Lawrie Lewis Chairman Consolidated Profit and Loss Account Six months to Six months to Year ended 31 March 31 March September 2001 2000 2000 Notes Unaudited Unaudited Audited £'000 £'000 £'000 Turnover Existing operations 17,843 13,782 33,565 Acquisitions - - 5,281 __________ __________ __________ 17,843 13,782 38,846 Cost of sales (12,033) (8,061) (20,933) __________ __________ __________ Gross profit 5,810 5,721 17,913 Other operating expenses (3,611) (3,521) (6,860) Other operating income - 699 736 __________ __________ __________ Operating profit before Amortisation and 2,199 2,899 11,789 impairment of goodwill Amortisation of Goodwill (1,352) (386) (1,416) and Trade Investments Impairment of Goodwill 3 (5,000) - - __________ __________ __________ Operating (loss)/profit Existing operations 4 (4,153) 1,814 8,876 Acquisitions - 699 1,497 __________ __________ __________ (4,153) 2,513 10,373 Share of associates' 987 280 771 operating profit Amortisation of Goodwill (619) (322) (899) on associates Impairment of Goodwill on (9,500) - - associates __________ __________ __________ (Loss)/profit on ordinary (13,285) 2,471 10,245 activities before interest Interest receivable 513 312 383 Interest payable and (111) - (312) similar charges __________ __________ __________ (Loss)/profit on ordinary (12,883) 2,783 10,316 activities before taxation Taxation (1,314) (1,078) (4,101) __________ __________ __________ (Loss)/profit on ordinary (14,197) 1,705 6,215 activities after taxation Minority Interests (37) (74) (243) __________ __________ __________ (Loss)/profit for the (14,234) 1,631 5,972 financial year Dividend (1,286) (950) (3,316) __________ __________ __________ Retained (loss)/profit (15,520) 681 2,656 __________ __________ __________ Earnings per share Headline diluted 5 1.0p 1.3p 4.8p Basic 6 (5.9)p 0.9p 3.3p Diluted 6 (5.9)p 0.9p 3.2p __________ __________ __________ Consolidated Balance Sheet Notes 31 March 31 March 30 September 2001 2000 2000 Unaudited Unaudited Audited £'000 £'000 £'000 Fixed assets Goodwill 40,920 19,048 47,331 Tangible assets 1,790 1,726 1,812 Associates 15,236 28,614 21,337 Other investments 5,954 3,265 6,178 ___________ ___________ ___________ 63,900 52,653 76,658 Current assets Debtors 22,920 11,291 19,605 Cash at bank and in hand 21,608 7,490 2,722 ___________ ___________ ___________ 44,528 18,781 22,327 Current liabilities Creditors: amounts falling 7 (37,775) (38,124) (52,666) due within one year ___________ ___________ ___________ Net current 6,753 (19,343) (30,339) assets/(liabilities) ___________ ___________ ___________ Total assets less current 70,653 33,310 46,319 liabilities Creditors: amounts falling (171) (180) (180) due after more than one year Provisions for liabilities (10,636) (4,390) (12,935) and charges ___________ ___________ ___________ Net assets 59,846 28,740 33,204 ___________ ___________ ___________ Capital and reserves Called-up share capital 2,571 1,887 1,937 Share premium account 68,199 23,354 26,221 Option reserve 1,708 2,238 1,853 Profit and loss account (12,666) 724 2,717 ___________ ___________ ___________ Equity shareholders' funds 59,812 28,203 32,728 ___________ ___________ ___________ Minority interests 34 537 476 ___________ ___________ ___________ Total capital employed 59,846 28,740 33,204 ___________ ___________ ___________ Consolidated Cash Flow Statement Six months to Six months to Year ended 31 March 31 March 30 September 2001 2000 2000 Unaudited Unaudited Audited £000 £000 £000 Operating (loss)/ profit (4,153) 2,513 0,373 Depreciation charges 284 229 448 Profit on sale of tangible fixed (4) (6) 7 assets Profit on sale of own shares - - 6 Amortisation of goodwill 1,352 386 1,416 Impairment of goodwill 5,000 - - Decrease in debtors (3,667) 1,021 (6,508) Decrease in creditors 7,943 (1,485) 2,684 __________ __________ __________ Net cash inflow from operating 6,755 2,658 8,426 activities Returns on investments and 222 312 279 servicing of finance Taxation (1,331) (604) (2,531) Capital expenditure and financial (97) (711) (3,260) investment Acquisitions and disposals (10,268) (12,644) (33,049) Equity dividends paid (843) (1,309) (2,428) __________ __________ __________ Cash (outflow)/inflow before (5,562) (12,298) (32,563) management of liquid resources and financing Management of liquid resources (17,795) 12,878 13,278 Financing 24,448 295 15,792 __________ __________ __________ Increase in cash for the period 1,091 875 (3,493) __________ __________ __________ NOTES 1. The six months accounts have been prepared on the historical cost basis, are unaudited and do not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. 2. The results for the year ended 30 September 2000 have been extracted from the statutory accounts, 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. 3. Following an impairment review as a result of the Turkish financial crisis and the downturn in the technology sector, impairment losses of £5 million and £9.5 million respectively have been made principally relating to exhibitions in these sectors. 4. Operating loss includes a charge for compensation paid to directors for loss of office of £ 100,000 for the six month period to 31 March 2001 (Six months to 31 March 2000 : £70,000; Year Ended 30 September 2000 : £736,000). For statutory reporting purposes, operating expenses amount to £9,963,000 (31 March 2000: £3,907,000) and comprise other operating expenses, amortisation of goodwill and goodwill impairment. 5. Headline diluted earnings per share has been based on the profit for the financial period adjusted for amortisation of goodwill, goodwill impairment losses and compensation paid to directors for loss of office, divided by 243,957,262 ordinary shares allowing for the effect of all dilutive potential shares. 6. Basic and diluted earnings per share has been based on the profit for the financial period divided by the weighted average of the number of shares in issue being 239,323,817. 7. Creditors: amounts falling due within one year includes amounts representing deferred income of £ 26,212,000 (31 March 2000 £16,920,000; Year ended 30 September 2000 £ 19,665,000). 8. Copies of this document are being sent to Shareholders. Further copies are available from the Company's registered office. Independent Review to ITE Group PLC Introduction We have been instructed by the company to review the financial information set out on pages 4 to 7 and 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. 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 responsible for preparing the interim report in accordance with the Listing Rules of the Financial Services Authority and applicable United Kingdom accounting standards. The Listing Rules require that the accounting policies and presentation applied to the interim figures should be 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 guidance contained in Bulletin 1999/4 issued in the United Kingdom by the Auditing Practices Board and with our profession's ethical guidance. 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 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 31 March 2001. Arthur Andersen Chartered Accountants London 30 May 2001

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