Interim Results
Cater Barnard PLC
30 June 2004
Embargoed for release: 7:00 a.m. 30th June 2004 30th June 2004
CATER BARNARD plc
('Cater Barnard' or the 'Company')
Interim Statement
For the Six Months to 31 March 2004
(the 'Period')
Highlights:
• Disposal of US financial services business
• New Board of Directors appointed in period to take Company forward in
the property services sector
• 40% investment in Navitas Hemway Limited with option to acquire the
balance
• Option to acquire 100% of Telco Solutions Limited
Enquiries:
David Williams, Chairman
Anthony McFarland, Director
Tel: 0207 422 6585
CATER BARNARD PLC
Chairman's Statement
I am delighted to be able to make my first interim results announcement on
behalf of our Company for the six months ended 31 March 2004.
During this period, there was a complete change of the Board of Directors and
the strategy of the Group. I was appointed on 22 December 2003 to lead the
movement into the property services sector. Aidan Mills Thomas was appointed to
the Board on 21 November 2003. Our appointments coincided with the investment by
the Company in Navitas Hemway Limited ('Navitas'), a company that provides
facilities maintenance services to business customers.
In November 2003 the Board of Cater Barnard agreed to acquire a 40 per cent.
shareholding in Navitas. The management team of Navitas has extensive experience
in providing facilities management and maintenance services across a range of
business sectors, including shopping centres, retail chains and commercial
property. Navitas, which was formed in 2002, currently holds two major contracts
to provide maintenance services to shopping complexes. Both contracts are for
three year terms. Navitas traded at a loss for period following acquisition to
31 March 2004, reflecting its investment in establishing the business.
On 5 December 2003 the Company disposed of its remaining interest in Cater
Barnard (USA) plc (now named Griffin Group plc), a US based financial services
business. The disposal was made to enable the Company to concentrate its
resources on the development of its UK property maintenance and services
businesses. In addition we have fully provided against the remaining investments
held by the Company that are outside of our core business of property facilities
maintenance services.
Following the end of the period the Board was strengthened further by the
appointment of Anthony McFarland who joined the Board as an Executive Director
with interim responsibility for the Company's finance functions. In addition, in
May 2004 the Company was granted an option to acquire 100% of the issued share
capital of Telco Solutions Limited. This business provides specialist project
management services to the commercial property sector.
As a consequence of these initiatives we are well advanced in establishing the
Company as a property services business. However, the results for the period
ended 31 March 2004 do not reflect the impact of this new strategy and are not
representative therefore of the Group in the future.
The Board is excited about the opportunities to develop the Group both by
organic growth and acquisition and on behalf of the Board I wish to thank the
staff and the Company's advisors for their continued support and advice.
David Williams
Chairman
Cater Barnard plc
Consolidated Profit And Loss Account
Six months ended 31 March 2004
Six months to Six months to 12 months to
31 March 31 March 30 September
2004 2003 2003
(Unaudited) (Unaudited) (Audited)
£ £ £
TURNOVER
Continuing operations - continuing 5,477 149,918 336,910
- discontinued 246,970 305,171 607,353
GROUP TURNOVER 252,447 455,089 944,263
COST OF SALES (216,601) (69,783) (120,344)
GROSS PROFIT 35,846 385,306 823,919
Administrative expenses (394,019) (450,019) (1,012,428)
Goodwill impairment write
off - - (19,600)
GROUP OPERATING LOSS (358,173) (64,713) (208,109)
- Continuing operations (314,012) (70,678) (249,683)
- Discontinued operations (44,161) 5,965 41,574
Share of loss of associate (35,788) - -
Amortisation of goodwill on
acquisition of associate (10,910) - -
Amounts written off fixed
asset investments (247,038) - -
(Loss)/profit on disposal of
fixed asset investments 32,361 (2,454,367) (6,718,737)
Profit on disposal of fixed
assets - 8,240 -
Profit on disposal of
subsidiary 12,555 - -
Interest payable and similar
charges (895) (15,252) (24,349)
Interest receivable and
similar income 6,990 94 24,951
LOSS ON ORDINARY
ACTIVITIES BEFORE TAXATION (600,898) (2,525,998) (6,926,244)
TAXATION - - -
LOSS ON ORDINARY
ACTIVITIES AFTER TAXATION (600,898) (2,525,998) (6,926,244)
Equity minority interest - (1,327) 39,128
RETAINED LOSS FOR THE
FINANCIAL PERIOD (600,898) (2,527,325) (6,887,116)
Earnings per ordinary share (0.07)p (0.32)p (0.87)p
Diluted earnings per share (0.07)p (0.32)p (0.87)p
Cater Barnard plc
Consolidated Balance Sheet
At 31 March 2004
31 March 31 March 30 September
2004 2003 2003
(Unaudited) (Unaudited) (Audited)
£ £ £
FIXED ASSETS
Tangible fixed assets - 13,961 11,183
Investments in associates 342,764 - -
Investments 1 6,123,614 261,975
342,765 6,137,575 273,158
CURRENT ASSETS
Trade investments - - 365,245
Debtors 588,213 346,558 418,001
Cash at bank and in hand 37,342 34,807 101,175
625,555 381,365 884,421
CREDITORS: Amounts falling due
within one year (168,671) (1,666,949) (686,143)
NET CURRENT ASSETS/(LIABILITIES) 456,884 (1,285,584) 198,278
TOTAL ASSETS LESS CURRENT
LIABILITIES 799,649 4,851,991 471,436
CREDITORS: Amounts falling due after
more than one year - - (42,656)
Equity minority interest - (141,550) (78,130)
NET ASSETS 799,649 4,710,441 350,650
CAPITAL & RESERVES
Called up share capital - equity
Ordinary shares 0.1p 1,089,548 - 786,239
Ordinary shares 1p - 7,862,386 -
Deferred shares 0.1p 7,076,147 - 7,076,147
Share premium account 746,588 - -
Other undistributable reserve 156,953 156,953 156,953
Profit and loss account (8,269,587) (3,308,898) (7,668,689)
EQUITY SHAREHOLDERS' FUNDS 799,649 4,710,441 350,650
NET ASSETS PER ORDINARY SHARE 0.07p 0.60p 0.05p
Cater Barnard plc
Consolidated Cash Flow
Six months ended 31 March 2004
Six months to Six months to 12 months to
31 March 31 March 30 September
2004 2003 2003
(Unaudited) (Unaudited) (Audited)
£ £ £
NET CASH OUTFLOW
FROM OPERATING ACTIVITIES (786,963) (619,861) (654,720)
RETURNS ON INVESTMENTS & SERVICING
OF FINANCE
Interest received 6,990 94 24,951
Interest paid (3) (15,252) (24,349)
NET CASH OUTFLOW FROM
RETURNS 6,987 (15,158) 602
ON INVESTMENTS & SERVICING OF FINANCE
TAXATION
UK Corporation Tax paid - - -
CAPITAL EXPENDITURE & FINANCIAL
INVESTMENT
Purchase of tangible fixed
assets - (1,590) (2,209)
Sale of tangible fixed
assets - 28,296 31,420
Purchase of investments - (371,239) (1,857,826)
Sale of investments 47,297 380,978 3,077,826
NET CASH INFLOW/(OUTFLOW)
FROM CAPITAL 47,297 36,445 1,249,211
EXPENDITURE & FINANCIAL INVESTMENT
ACQUISITIONS & DISPOSALS
Purchase of subsidiary
undertakings - - (185,806)
Purchase of associate (390,354) - -
Part disposal of subsidiary
undertaking 172,064 99,995 280,000
Cash disposed of with
subsidiary undertaking (116,654) - -
NET CASH INFLOW/(OUTFLOW)
FROM (334,944) 99,995 94,194
ACQUISITIONS & DISPOSALS
EQUITY DIVIDENDS PAID - - -
NET CASH (OUTFLOW) BEFORE
FINANCING (1,067,623) (498,579) 689,287
FINANCING
Proceeds from issue of
shares 1,049,897 - -
Cost of share issues - (9,903) (9,903)
Debt finance raised/(repaid) (42,656) 507,866 (96,859)
NET CASH INFLOW/OUTFLOW)
FROM FINANCING 1,007,241 497,963 (106,762)
(DECREASE)/INCREASE IN CASH (60,382) (616) 582,525
Cater Barnard plc
Notes to the Statement of Cash Flows
(A) RECONCILIATION OF OPERATING PROFIT TO NET CASH
OUTFLOW FROM OPERATING ACTIVITIES
Six months to Six months to 12 months to
31 March 31 March 30 September
2004 2003 2003
(Unaudited) (Unaudited) (Audited)
£ £ £
Operating loss (358,173) (64,713) (208,109)
Depreciation 326 2,593 2,865
Profit on disposal of fixed
assets - - (8,240)
Goodwill impairment - - 19,600
(Increase)/decrease in
debtors (182,487) 18,348 (53,095)
(Decrease) in creditors (246,629) (576,089) (407,741)
NET CASH OUTFLOW FROM
OPERATING ACTIVITIES (786,963) (619,861) (654,720)
(B) RECONCILIATION OF NET CASH FLOW TO
MOVEMENT IN NET DEBT
Six months to Six months to 12 months to
31 March 31 March 30 September
2004 2003 2003
(Unaudited) (Unaudited) (Audited)
£ £ £
Increase/(decrease) in cash
in period (60,382) (616) 582,525
(Increase)/decrease in debt
in the period 42,656 (507,866) 96,859
Movement in net funds in the
period (17,726) (508,482) 679,384
Opening net debt 55,068 (826,082) (624,316)
Closing net funds/(debt) 37,342 (1,334,564) 55,068
(C) ANALYSIS OF NET CASH AND DEBT
At 31.03.04 At 31.03.03 At 30.9.03
£ £ £
Net Cash
Cash at bank 37,342 34,807 101,175
Bank overdrafts - (520,224) (3,451)
37,342 (485,417) 97,724
Debt due within one year - (849,147) -
Debt due after more than one
year - - (42,656)
Net funds/(debt) 37,342 (1,334,564) 55,068
Cater Barnard plc
Notes to the Interim Statement
1. The interim financial information has been prepared on the basis of the
accounting policies set out in the Group's 2003 statutory accounts to 30
September 2003. The interim figures have not been audited. The interim
financial statement does not constitute statutory accounts within the
meaning of Section 240 of the Companies Act 1985 (the 'Act'). Comparative
financial information for the 12 months ended 30 September 2003 has
been extracted from the statutory accounts for the period (subject to note
3 below) which have been delivered to the Registrar of Companies and upon
which the auditors gave an unqualified report, with no statement under
Section 237(2) or (3) of the Act.
2. The discontinued operations relate to the disposal of the remaining
interest in Cater Barnard (USA) plc, the US financial services business.
3. The profit and loss account for the year ended 30 September 2003 has been
restated in respect of a prior year adjustment of £51,262 for the full
provision of VAT partial exemption reclaims that have arisen.
4. The investment in associate is in respect of the 40% interest held in
Navitas Hemway Limited.
5. No taxation charge arises due to the tax losses available.
6. The calculation of earnings per share is based on the profit on ordinary
activities after taxation and 899,855,567 (30 September 2003: 786,238,648;
31 March 2003: 786,238,648) ordinary shares of 0.1p each, being the
weighted average number of shares in issue during the half year.
The calculation of fully diluted earnings per share is based on the loss on
ordinary activities after taxation and 899,855,567 (30 September 2003:
786,238,648; 31 March 2003: 786,238,648) ordinary shares of 0.1p each being
the weighted average number of shares in issue during the half year, after
allowing for dilutive share options and warrants.
7. The Directors have not declared an interim dividend.
8. Since the period end, the Company has issued a further 200,798,417 new
ordinary shares of 0.1p each at 0.316p each.
9. The interim statement was approved by the board of Directors on 30th June
2004. Copies are being sent to all shareholders. Copies of this statement
will be available to members of the public, free of charge, from the
Company's registered office, Hilden Park House, 79 Tonbridge Road,
Hildenborough, Kent, TN11 9BH.
_______________________________________________________________________
NOMINATED ADVISER PRINCIPAL BANKERS
Beaumont Cornish Limited Bank of Scotland
Georgian House, 63 Coleman Street 14 Friar Lane
London EC2R 5BB Leicester LE1 5RA
STOCKBROKER SOLICITORS
Seymour Pierce Limited Philip Speer & Co
29-30 Cornhill 51 Cambridge Place
London EC3V 3NF Cambridge CB2 1NS
AUDITORS REGISTRAR
Spokes & Company Capita Registrars plc
Hilden Park House The Regisry, 34 Beckenham Road
79 Tonbridge Road Beckenham,
Hildenborough TN11 9BH Kent BR3 4TU
Cater Barnard plc
Registered office: Hilden Park House, 79 Tonbridge Road
Hildenborough, Kent, TN11 9BH
Telephone 020 7422 6585
Registered No. 03826434
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