Final Results

Oak Holdings PLC 29 March 2004 Oak Holdings plc ('Oak' or 'the Company) Results for the Year Ended 31 October 2003 Overview: • The Company is promoting a major all year round leisure and entertainment project on a 327 acre site adjoining the established Rother Valley Park close to junction 31 on the M1 in South Yorkshire. • The scheme, called the Yes Project, is expected to include a 2,500 seat West End style theatre, a 1,000 seat multi purpose auditorium, a four star resort hotel with conference facilities together with a wide range of indoor and outdoor attractions. • The Company has entered into a Preferred Development Agreement with Rotherham Council, which envisages the grant of a 250-year lease of both the development site and the Rother Country Park. This will enable, subject to planning consent, the development of a market leading destination attraction taking advantage of the excellent demographic profile of the region and the transport links available to the site. • The potential job creation and socially inclusive profile of the project has won significant political support and discussions are on going with both Rotherham Council and Yorkshire Forward. • Oak has established a property consultancy business, which draws upon the Board's extensive multi-disciplinary skills, and is targeted at selected international owners and investors. Services include acquisition advice, project management, design, development and an all-embracing client's representative role. The service offers the utmost confidentiality and early indications are that it will produce a positive additional income stream. • Despite the fact that the former business run as AWG Services plc ended the year to 31 October 2003 with an operating loss before exceptionals of £156,862 (2002: loss of £244,082) sufficient cash resources are available to meet all requirements up to the point when planning permission for the Rotherham Project is expected at which time development finance will be put in place. Commenting on the results, CEO Steve Lewis said: 'In light of the sale of the narrow boat operations and the reversal of property development company, Oak Holdings Ltd, into the business, our prospects look encouraging. We have a strong team with a wealth of experience in the property sector and a business model that will enable us to fully take advantage of these skills. We are confident that, now we are working on a number of exciting new projects, we can restore shareholder value and drive considerable growth to our bottom line'. CHAIRMAN'S STATEMENT Results The results for the 12 months to October 31, 2003, relate to the period before your Company took a significant change of direction with the reverse takeover of property development company Oak Holdings Limited. In line with this move the name of the Company was changed from AWG Services to Oak Holdings plc. For some time the AWG Services plc directors had been looking for a suitable candidate for a reverse takeover following a decision to exit the business of operating narrow boats. On 1 December 2003 AWG agreed to buy Oak Holdings Limited in return for 490 million new ordinary shares representing 75% of the enlarged capital. I joined the newly formed board as Chairman, along with four new directors, all with significant experience of identifying and delivering large property development projects particularly in the leisure sector. We hope we are well on the way to meeting this challenge and creating an exciting and ambitious new business which generates significant value for our shareholders. The former business run as AWG ended the year to October 31, 2003, with an operating loss before exceptional items of £156,862 (2002: £244,082) on turnover of £86,167 (2002: £76,419). In view of this trading result the Board is not recommending a dividend (2002- nil). There was no exceptional post operating profit charge for 2003, while in 2002 there was an exceptional charge of £504,249 relating to the discontinuance of the Group's former narrow boat operation. Net cash at the year end was £1,208,777. During the reporting period the Watertime Club, the Company's timeshare activity was closed. The only activity of that operation in relation to this was the management of the winding up of the timeshare activity and the orderly realisation of the remaining assets. Strategy Rotherham The new strategic focus is to concentrate on developing mixed-use leisure based schemes and at the same time to create a revenue generating property consultancy business. The key project within your Company at this time is a plan to develop a 327-acre industrial site in Rotherham, South Yorkshire, into a state of the art leisure centre. The scheme, called the YES Project, envisages a 2,500 seat theatre capable of staging West End productions, a 1,000 seat multi-function auditorium, a covered media/entertainment based leisure operation, four-star hotel, conference facilities, and retail space. Oak has been appointed preferred developer by Rotherham Metropolitan Council, a significant achievement in view of stiff competition in the tendering process. The Company will, upon receipt of planning consent, be granted a 250-year lease over the site and the adjacent 684-acre Rother Valley Country Park. Before a planning application can be submitted, a number of key tenants need to be secured. This task is being undertaken by your management team which is heartened by the fact that there is considerable local support for the scheme. It is hoped that once a planning application is submitted then progress can be made swiftly. It is anticipated that the development will be completed in 2007. Great Haywood The Company continues to look at various opportunities for realising value from its marina site at Great Haywood, Staffordshire. The site consists of 5.67 acres of freehold land with planning consent. Other Projects In conjunction with the previously mentioned projects, we are actively looking to widen our spread of activities by investigating other opportunities in the leisure property market both internationally as well as in the UK. We are currently evaluating a number of potential projects, which we will only progress if we feel that they offer the right investment return to satisfy our business model. Consultancy A property consultancy business has been established to utilise the Board's considerable property and financial experience. There is a need, especially from international companies and investors, for independent consultants who understand local markets and can offer a range of experience. Oak has these attributes and is currently negotiating with several major investors and it is anticipated that this activity will generate strong revenues for Oak going forward. Current Trading In view of the work taking place on the Yes Project and the development of other property opportunities, our 2003 business model did not anticipate income from current trading activities. The Board is keenly aware of the need to preserve cash at this stage and to date cash resources are ahead of projections. The Board is confident it has sufficient cash to meet its requirements up to the point of obtaining planning permission for the Yes Project, at which time development finance will be sought. Finally I would like to take this opportunity to thank our shareholders and the Board who, through their support and efforts, have put us in a position to look forward to the future positively. Malcolm Savage 25 March 2004 CONSOLIDATED PROFIT AND LOSS ACCOUNT for the year ended 31 October 2003 2003 2002 £ £ TURNOVER 86,167 76,419 Cost of sales - normal (44,716) (84,716) - exceptional 25,020 - GROSS PROFIT (LOSS) 66,471 (8,297) Operating expenses (223,333) (235,785) OPERATING LOSS (156,862) (244,082) Loss on the disposal of discontinued operations - (504,249) LOSS ON ORDINARY ACTIVITIES BEFORE INTEREST (156,862) (748,331) Interest 38,154 (32,784) LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (118,708) (781,115) Taxation - 42,000 RETAINED LOSS FOR THE FINANCIAL YEAR (118,708) (739,115) BASIC LOSS PER SHARE (IN PENCE) (0.1) (0.5) There were no recognised gains or losses other than the result for the year as shown above. All material trading activities have been discontinued during the previous financial year. The only ongoing costs and income relate to the management and administration of the Group and the realisation of the remaining trading assets. CONSOLIDATED BALANCE SHEET 31 October 2003 2002 2003 £ £ FIXED ASSETS Tangible assets 127,323 128,292 Investments - - 127,323 128,292 CURRENT ASSETS Stocks 95,178 97,506 Debtors 7,639 18,632 Cash at bank and in hand 1,234,401 1,415,484 1,337,218 1,531,622 CREDITORS - amounts falling due within one year (89,893) (156,933) NET CURRENT ASSETS 1,247,325 1,374,689 TOTAL ASSETS LESS CURRENT LIABILITIES 1,374,648 1,502,981 CREDITORS - amounts falling after more than one year (15,997) (25,622) 1,358,651 1,477,359 CAPITAL AND RESERVES Called up share capital 1,622,718 1,622,718 Share premium 2,778,007 2,778,007 Capital redemption reserve 164,667 164,667 Profit and loss account (3,206,741) (3,720,333) Capital reserve - 632,300 SHAREHOLDERS' FUNDS 1,358,651 1,477,359 CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 October 2003 2003 2002 £ £ £ £ NET CASH OUTFLOW FROM OPERATING ACTIVITIES (176,941) (310,279) RETURNS ON INVESTMENTS AND SERVICING OF FINANCE Net interest received (paid) 38,154 (32,784) CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT Payments to acquire tangible fixed assets (1,230) Receipts from the sale of tangible fixed assets 800 2,128,332 Receipts from the sale of Investments - 1 Net cash (outflow)/inflow from capital expenditure and financial Investment (430) 2,128,333 CASH (OUTFLOW)/INFLOW BEFORE FINANCING (139,217) 1,785,270 FINANCING Repayment of loans (41,866) (679,593) (DECREASE)/INCREASE IN CASH (181,083) 1,105,677 NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 October 2003 1 ACCOUNTING POLICIES The financial statements have been prepared under the historical cost convention and in accordance with applicable accounting standards. Basis of consolidation The consolidated financial statements incorporate the financial statements of Oak Holdings plc and all its subsidiary undertakings made up to 31 October 2003. 2 LOSS ON DISPOSAL OF DISCONTINUED OPERATIONS The loss on disposal of discontinued operations related to the loss on the discontinuance of the Group's former narrow boat operations. 3 TAXATION 2003 2002 £ £ Current tax charge Deferred taxation - (42,000) - (42,000) No taxation charge arises based on the loss for the year. 4 LOSS PER SHARE Basic loss per ordinary share of 0.1 pence (2002: 0.5 pence) is calculated using the net basis on the Group loss for the year after tax of £118,708 (2002: £739,115) and on the weighted average number of shares in issue of 162,271,750 (2002: 162,271,750). 2003 2002 pence pence Basic loss per share (0.1) (0.5) 5 PUBLICATION OF NON-STATUTORY ACCOUNTS The financial information set out in this preliminary announcement does not constitute statutory accounts as defined in section 240 of the Companies Act 1985. The consolidated balance sheet as at 31 October 2003 and the consolidated profit and loss account, consolidated cash flow statement and associated notes for the year have been extracted from the group's financial statements. Those financial statements have not yet been delivered to the Registrar of Companies, nor have the auditors reported on them. The 2002 accounts have been delivered to the Registrar of Companies and the auditors reported on them, their report was unqualified and did not contain a statement under section 237(2) or (3) of the Companies Act 1985. 6 Copies of the accounts will be sent round to shareholders shortly and will also be available at the Company's registered office. Further enquiries: Oak Holdings plc Tel: Malcolm Savage, Chairman 020 7493 5522 City Financial Associates Limited Tony Rawlinson / James Caithie 020 7090 7800 This information is provided by RNS The company news service from the London Stock Exchange

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