Interim Results
Newmark Technology Group PLC
28 February 2001
NEWMARK TECHNOLOGY GROUP PLC
CHAIRMAN'S STATEMENT
Results for the six months ended 31 October 2000
The Group made a loss before interest and amortisation of goodwill of £95,000
during the six months ended 31 October 2000 compared with a profit of £58,000
for the same period in the preceding year. The results for the current period
include those of Safetell International Ltd which was acquired in February
2000 and therefore was not included in the comparative period last year. The
seasonal fluctuations in the results in previous years are again expected to
be repeated in the current year, with the first half being affected by the
holiday season in mainland Europe.
Vema NV
Your Board does not believe that the market capitalisation of the Group
reflects the underlying value of the businesses and is therefore planning to
offer to existing shareholders and others 49% of the shares in our Dutch
subsidiary (Vema) which supplies electronic and electro-mechanical locking
systems. We believe that this will also assist Vema to further develop its
product range both organically and through acquisitions. A copy of the
prospectus will be distributed to all Newmark shareholders shortly.
Vema was established in 1977 and was acquired by Newmark in November 1997. The
business has maintained its ability to generate substantial profits and cash
and has a dominant position in the Dutch market. Your Board believes that
further growth can be achieved by expanding both Vema's existing product
offering and by targeting new geographical markets. We believe that this
provides an exciting opportunity for shareholders to participate in the
expansion of its activities. Vema will seek a quotation on the Alternative
Investment Market of the London Stock Exchange Plc.
Asset Protection Division
This division specialises in physical security equipment for the protection of
staff at transaction counters. As I commented in last year's Annual Report,
the consolidation that has been taking place within the banking sector in
Belgium has affected the level of activity at our Belgian subsidiary, Drion.
However, we have been very active submitting tenders and quotations in the
first half and there is further evidence of recovery in this sector. We have
also been making progress into the commercial sector. The contracts for
Algeria that were delayed at the end of the last financial year were completed
at the beginning of this period and, whilst seeking further export
opportunities, we have obtained new contracts in both Tunisia and Albania.
Safetell's main customers, historically, have been building societies in the
UK and business has been adversely affected by the mergers taking place in
this sector. This has impacted upon both the level of work available and the
timing of commencement of new contracts. Although sales were below
expectations, improved margins and cost controls have assisted the overall
result. The encouraging aspect of the six months has been the above average
output of quotations that are expected to convert to order intake and sales
over the course of the next twelve months. The RollerCash product line is now
proving effective and Safetell has secured a contract with The Post Office for
the supply of cash handling systems for all open plan post offices until July
2003. Volumes in the current year are likely to be modest with significant
increases expected in the following two years.
Secure Locking Division
This division supplies high security applications, including prisons,
hospitals, museums and government offices, with electronic and
electro-mechanical locking systems. As mentioned above, Vema Holland has
continued to generate both profits and cash. Our new subsidiary Vema Belgium,
which only started trading this year, has effectively been in a start-up
situation during the period under review and as expected over this period made
initial losses. We remain confident however about the prospects for this
market in the future.
Electronic Division
This division specialises in integrated security management systems designed
to control access of personnel and track asset movements. During the period we
have established our sales and marketing office in the USA and invested
substantial amounts of time and effort in building relationships with the
major security companies in the USA. The direct costs incurred in these
respects in the period were approximately £150,000, and although sales from
this new source in the period have been minimal, the real benefit from this
investment will be in the years ahead.
Newmark has also recently agreed to purchase the ProxTrak (TM) Asset
Management System product range from HID Corporation. ProxTrak is a
revolutionary technology, developed jointly between IBM and Atmel Corporation,
a silicon chip manufacturer, which allows read-write capability at the
operating system level within laptop and desktop computers. The system is
designed to be used for system deployment and asset management for corporate
IT managers.
As I stated in the last annual report, an updated version of our Omni 4
software access control has been released to the market with substantial
improvements over the previous release. New packaged versions of the product
targeted at different markets have also been developed and should prove to be
successful.
Appointment of new non Executive Director
We are very pleased to announce that Michel Rapoport has agreed to join our
Board as a non-executive Director. Michel brings substantial experience of the
security industry having been with Mosler Inc., in the USA since 1995 where he
is currently President and Chief Executive Officer. Mosler is a full service,
manufacturer and integrator of security systems for banking, industrial and
commercial organisations. Prior to that Michel was Vice President of Pitney
Bowes International and Chairman of Pitney Bowes France.
Conclusion
Sales from the USA have not yet been achieved in the volumes that we expect in
the next financial year and the years ahead. The Board is confident that the
flotation of Vema will be positive for both the Newmark Group, Vema and their
shareholders. As Newmark will retain 51% of Vema, its results will continue to
be consolidated within the Group. The continued integration of Safetell and
the planned flotation of Vema has resulted in a very busy period for the Group
which we believe will provide resources and a strong base for the future.
Maurice Dwek
Executive Chairman
28 February 2001
CONSOLIDATED PROFIT AND LOSS ACCOUNT
for the six months ended 31 October 2000
Notes Unaudited Six Audited Unaudited Six
months ended Year months ended
31 October ended 31 October
2000 30 April 1999
2000 (Restated)
£'000 £'000 £'000
TURNOVER 6,440 9,863 4,511
Cost of sales (4,205) (5,548) (2,619)
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Gross profit 2,235 4,315 1,892
Administrative expenses (2,330) (4,044) (1,834)
Amortisation of goodwill (60) (70) (26)
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(LOSS)/PROFIT ON ORDINARY 2 (155) 201 32
ACTIVITIES BEFORE INTEREST AND
TAXATION
Interest payable (96) (111) (47)
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(LOSS)/PROFIT ON ORDINARY (251) 90 (15)
ACTIVITIES BEFORE TAXATION
Tax on ordinary activities 3 (130) (320) (159)
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----------------
LOSS FOR THE PERIOD AFTER TAX 4 (381) (230) (174)
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Pence Pence Pence
Loss per share 5 (0.34p) (0.20p) (0.11p)
NOTE The profit and loss account for the six months ended 31 October 2000
includes Safetell International Limited which was acquired in February 2000
and therefore was not included in the comparative figures for the six months
ended 31 October 1999.
CONSOLIDATED BALANCE SHEET
as at 31 October 2000
Unaudited Audited Unaudited
31 October 30 April 31 October
2000 2000 1999
Notes (Restated)
£'000 £'000 £'000
FIXED ASSETS
Intangible assets 2,410 2,480 1,126
Tangible assets 1,460 1,244 1,272
--------------- ------------
-----------------
3,870 3,724 2,398
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CURRENT ASSETS
Stocks 1,475 1,260 1,023
Debtors 2,657 2,628 2,357
Cash at bank and in hand 892 759 806
-------------- ------------
-----------------
5,024 4,647 4,186
CREDITORS: amounts falling due within (3,545) (3,186) (2,418)
one year
-------------- ------------
-----------------
NET CURRENT ASSETS 1,479 1,461 1,768
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TOTAL ASSETS LESS CURRENT LIABILITIES 5,349 5,185 4,166
CREDITORS: amounts falling due after (2,380) (2,544) (1,587)
more than one year
Provisions for liabilities and charges (407) (419) (143)
-------------- -------------
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NET ASSETS 2,562 2,222 2,436
-------------- -------------
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CAPITAL AND RESERVES
Called up share capital 6,060 5,510 5,510
Share premium 5,195 5,051 5,051
Profit and loss reserve 4 (8,693) (8,339) (8,125)
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EQUITY SHAREHOLDERS' FUNDS 2,562 2,222 2,436
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NOTES TO THE ACCOUNTS
1. BASIS OF ACCOUNTS
The unaudited results for the six months ended 31 October 2000 have been
prepared on a basis consistent with the accounting policies disclosed in the
Group's 2000 Report and Accounts, and do not constitute statutory accounts
within the meaning of Section 240 of the Companies Act 1985. At 30 April
2000, the Group changed the accounting policy for intellectual property rights
and development costs which are now written off to the profit and loss account
as incurred. Prior to this date, their costs were capitalised and depreciated/
amortised over the useful life of those costs This change of accounting policy
has been accounted for as a prior year adjustment and the results for the six
months ended 31 October 1999 have been restated accordingly. The results for
the year ended 30 April 2000 are an abridged version of the full accounts,
which received an unqualified report and have been filed with the Registrar of
Companies.
2. PROFIT AND LOSS ACCOUNT
The profit and loss account for the six months ended 31 October 2000 includes
Safetell International Limited which was acquired in February 2000 and
therefore was not included in the comparative figures for the period ended 31
October 1999.
3. TAXATION
The tax charge for the period is disproportionate to the result for the period
due to the non-availability of tax relief on the UK losses for the period to
be offset against the tax charged on the profits in The Netherlands and
Belgium.
4. RESERVES
Profit and loss reserve £'000
At 1 May 2000 (8,339)
Retained loss for the period (381)
Exchange adjustment 27
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At 31 October 2000 (8,693)
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5. LOSS PER SHARE
The loss per share has been calculated based on the weighted average number of
shares in issue during the period, which was 112,042,285 shares (31 October
1999: 110,208,952).
6. SHARE CAPITAL
During the period the company issued 11,000,000 5 pence ordinary shares at 6.5
pence. The excess of the issue price over the nominal value of the shares has
been credited to the share premium account, after deducting relevant expenses.
7. DIVIDENDS
No interim dividend is proposed (1999: Nil).
8. A copy of the interim report has been sent to shareholders and is
available for inspection at the Company's registered office, 21/23 Ormside
Way, Redhill, Surrey RH1 2NT, during normal office hours, Saturdays, Sundays
and bank holidays excepted, for 14 days from today.