Final Results
London Security PLC
05 May 2005
LONDON SECURITY PLC ('the Company)
5 May 2005
Preliminary results for the year ended 31 December 2004
London Security presents its results for the year ended 31 December 2004.
Financial highlights of the results for the year ended 31 December 2004:
• Turnover of £52.3million
• Operating profit of £9.5million
• Earnings before interest, taxation, depreciation and amortisation ('EBITDA')
of £14.2 million
• Profit on ordinary activities before taxation of £9.2million
Chairman's statement
Trading Review
The changes in the results are primarily due to marketing cost increases and
slightly less buoyant market conditions in some European countries. During 2002
and 2003 the Company benefited from a number of market opportunities which are
now levelling.
Operating profit at 18.1% of turnover and EBITDA at 27.1% of turnover continue
to be industry leading results. We aim to continue to acquire companies in the
fire and security sectors to complement and build upon the organic growth
demonstrated in recent times.
Acquisitions
In December 2004 we acquired MK Fire Limited and TVF (UK) Plc.
Both companies are very well represented in fire extinguisher service, fire
alarm service and fire alarm installation and operate on a nationwide scale
whilst having the majority of the UK business in the more prosperous south of
England.
These acquisitions will substantially increase turnover in our alarms division,
fulfilling our objective to provide a one-stop shop for customers' fire
protection needs.
Future prospects
The outlook for 2005 is cautiously optimistic.
MK Fire and TVF have immediately contributed to the Group's profits. We are
continuing to expand the alarm operations in the UK and Belgium.
The Group is actively developing new improved ranges of extinguishers and plans
to launch these products in 2005. As well as being better extinguishers, we
expect to achieve cost efficiencies from implementation of these new ranges.
Management and Staff
2004 was a year in which the staff performed well and, on your behalf, I would
like to express thanks and appreciation for their contribution.
Tender Offer
Your Board has been examining ways of returning value to Shareholders and it is
pleased to announce that it now proposes, subject to approval of Shareholders
and confirmation of the High Court of the Capital Reduction, to return to
Shareholders by way of a Tender Offer up to £30.1million. Subject to the
consent of Shareholders, your Board intends that each Shareholder be given the
opportunity to sell to Brewin Dolphin Securities Limited, Ordinary Shares held
by him/her on the Record Date at a price of £13.75 per Ordinary Share. A
circular has been posted to Shareholders explaining this proposal in more
detail.
Dividends
In view of the Tender Offer no final dividend is proposed (2003: 10.0p).
On 8 July 2004 the Company announced a special dividend of 42.0p (2003: 0.0p)
per ordinary share. The Company had accumulated cash comfortably beyond its
short to medium-term operational requirements and the Board of Directors felt it
was in the best interest of Shareholders to distribute a part of this surplus.
An interim dividend of 3.0p (2003: 3.0p) per Ordinary Share was also paid to
Shareholders, giving a total dividend for the year of 45.0p (2003: 13.0p) per
share.
Consolidated Profit and Loss Account
For the year ended 31 December 2004
Year ended Year ended
31 December 31 December
2004 2003
£'000 £'000
Turnover 52,332 53,760
Cost of sales (7,901) (8,201)
Gross profit 44,431 45,559
Distribution costs (20,740) (20,546)
Administrative expenses (14,220) (14,086)
Operating profit 9,471 10,927
EBITDA** 14,160 15,510
Depreciation (1,903) (1,838)
Amortisation of goodwill (2,786) (2,745)
Operating profit 9,471 10,927
Income from fixed asset investments 114 117
Net interest payable and similar charges (418) (665)
Profit on ordinary activities before taxation 9,167 10,379
Taxation (3,777) (4,587)
Profit on ordinary activities after taxation 5,390 5,792
Dividends (6,508) (1,882)
(Sustained loss)/retained profit (1,118) 3,910
Basic and diluted earnings per ordinary share 37.3p 40.0p
Adjusted earnings per ordinary share 56.5p 59.0p
Dividend per ordinary share 45.0p 13.0p
All of the above results arose from continuing operations. Turnover, operating
profit and cash flow attributable to acquisitions have not been separately
disclosed on the face of the profit and loss account and the cash flow statement
on the grounds of materiality.
** Earnings Before Interest, Taxation, Depreciation and Amortisation
Consolidated Balance Sheet
As at 31 December 2004
2004 2003
£'000 £'000
Fixed assets
Intangible assets 49,684 45,082
Tangible assets 8,408 7,791
Investments 70 70
58,162 52,943
Current assets
Stocks 4,052 3,643
Debtors 14,929 11,666
Cash at bank and in hand 7,723 13,486
26,704 28,795
Creditors: amounts falling due within one year
Finance debt (5,489) (4,161)
Other creditors (16,854) (15,232)
(22,343) (19,393)
Net current assets 4,361 9,402
Total assets less current liabilities 62,523 62,345
Creditors: amounts falling due after more than one year
Finance debt (9,912) (8,100)
Provisions for liabilities and charges (1,662) (1,841)
Net assets 50,949 52,404
Capital and reserves
Called up share capital 1,447 1,447
Share premium 27,476 27,476
Capital redemption reserve 117 117
Merger reserve 2,033 2,033
Profit and loss account 19,876 21,331
Total equity shareholders' funds 50,949 52,404
Consolidated Cash Flow Statement
For the year ended 31 December 2004
Year ended Year ended
31 December 31 December
2004 2003
£'000 £'000
Net cash inflow from operating activities 14,884 14,295
Return on investments and servicing of finance
Interest received 218 231
Interest paid (505) (694)
Dividends received 114 117
Net cash outflow from return on investments and (173) (346)
servicing of finance
Taxation
Corporation tax paid (4,710) (3,696)
Capital expenditure
Payments to acquire intangible fixed assets (54) (79)
Payments to acquire tangible fixed assets (2,208) (2,239)
Receipts from sales of tangible fixed assets 644 237
Net cash outflow for capital expenditure (1,618) (2,081)
Acquisitions and disposals
Payments to acquire subsidiary undertakings (9,185) (359)
Payment of deferred consideration on prior year acquisitions - (679)
Net cash/(overdraft) acquired with subsidiary undertakings 412 (112)
Net cash outflow for acquisitions (8,773) (1,150)
Equity dividends paid to shareholders (7,955) (1,159)
Net cash (outflow)/inflow before use of (8,345) 5,863
financing
Financing
Purchase of own shares (120) (171)
New long-term loans 7,146 600
Repayment of long-term loans (4,444) (3,109)
Net cash inflow/(outflow) from financing 2,582 (2,680)
(Decrease)/increase in cash in the year (5,763) 3,183
1 Earnings per Share
The calculation of basic earnings per ordinary share (EPS) is based on the
profit on ordinary activities after taxation of £5,390,000 (2003 : £5,792,000)
and on 14,469,566 (2003 : 14,481,066) ordinary shares, being the weighted
average number of ordinary shares in issue during the year.
For diluted earnings per ordinary share, the weighted average number of shares
in issue is adjusted to assume conversion of all dilutive potential ordinary
shares. The revised weighted average number of shares is 14,482,899 (2003 :
14,488,332). After taking into account the effect of dilutive securities, the
basic EPS and adjusted EPS figures are unaltered.
The calculation of adjusted earnings per ordinary share is based on 14,469,566
(2003 : 14,481,066) ordinary shares in issue prior to 31 December 2004 and on
adjusted earnings which comprise:
2004 2003
£'000 pence £'000 pence
Profit on ordinary activities after taxation 5,390 37.3 5,792 40.0
Eliminate effect:
Amortisation of goodwill 2,786 19.2 2,745 19.0
Adjusted profit on ordinary activities after taxation 8,176 56.5 8,537 59.0
Adjusted earnings per share figures are given in order that shareholders may
understand the importance of goodwill amortisation on the results for the year.
2 This preliminary announcement does not constitute statutory accounts
within the meaning of section 240 of the Companies Act 1985.
The results for the year ended 31 December 2004 have been extracted from the
full accounts of the Group for that year which received an unqualified auditors'
report and which have not yet been delivered to the Registrar of Companies. The
results for the year ended 31 December 2003 have been extracted from the Group's
statutory accounts which received an unqualified auditors' report and have been
filed with the Registrar of Companies. The accounts for the year ended 31
December 2004 and 31 December 2003 did not contain a statement under s237(2) or
s237(3) of the Companies Act 1985.
The preceding statements have been prepared in accordance with applicable
accounting standards on a basis which is consistent with that applied in
previous periods.
Enquiries:
London Security plc
Richard Pollard, Company Secretary 01422 372852
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