Interim Results - to 31 October 1999 & Other News

Newmark Technology Group PLC 28 February 2000 ACQUISITION OF SAFETELL INTERNATIONAL LIMITED AND ANNOUNCEMENT OF INTERIM RESULTS OF NEWMARK TECHNOLOGY PLC FOR THE SIX MONTHS ENDED 31 OCTOBER 1999 Newmark Technology Group, the security products and services company with operations in the United Kingdom, Netherlands and Belgium, announces record interim results and the acquisition of Safetell International Limited which provides and maintains physical security equipment for the protection of staff at transaction counters. - Turnover rose 35% to £4,511,000. - Profit before interest, amortisation of goodwill and taxation rose 90% to £152,000. - Safetell International Ltd acquired for a cash consideration of £1.5 million. - In the year to 31 March 1999, Safetell made profits before tax of £168,000 and had net assets of £922,000. Maurice Dwek, Chairman, said: 'We are optimistic about the continued growth of the Group.' Enquiries: Maurice Dwek Chairman Tel: 01737 788800 Or Bobby Leach Shandwick Tel: 0207 919 9886 ACQUISITION OF SAFETELL INTERNATIONAL LIMITED The Directors of Newmark, the developer of electronic and other security products, are pleased to announce that the company has acquired the entire issued share capital of Safetell International Limited ('Safetell'). Safetell has two wholly owned subsidiaries, Safetell Security Screens Limited and Safetell Limited (together with Safetell, 'the Safetell Group'). The Safetell Group specialises in the provision and maintenance of physical security equipment for the protection of staff at transaction counters primarily in retail finance, retail and public authorities. Historically the Safetell Group's core product has been the Eclipse Rising Security Screen which is designed to provide protection for cash transaction counter staff against armed robbery. The main customers for this product have been building societies in the UK. The Safetell Group has developed new products in recent years including: - Interscreen, which provides an open plan environment for interviews whilst maintaining protection for staff in non-cash environments against acts of violence; - RollerCash, which is designed to fractionalise a cashier's float into a secure location at the workstation to minimise loss through robbery; and - CounterShield, which is aimed at the high value/high risk retail market such as petrol retailers and off licences. In the year ended 31 March 1999, the Safetell Group made profits before tax of £168,000 and had net assets of £922,000. The total consideration of £1.5 million, which is payable in cash on completion, is being financed by a bank loan repayable over seven years. The Directors of Newmark believe that the acquisition will be a natural fit with Ateliers Drion which was acquired in April 1999. INTERIM RESULTS OF NEWMARK TECHNOLOGY PLC FOR THE SIX MONTHS ENDED 31 OCTOBER 1999 CHAIRMAN'S STATEMENT I am pleased to report that the Group made a profit before interest and amortisation of goodwill of £152,000 during the six months ended 31 October 1999 compared to £80,000 for the same period in the preceding year. The results for the current period include those of Ateliers Drion, which was acquired in April 1999 and therefore not included in the comparative period last year. I noted in the last annual report that the seasonal fluctuations that had been experienced last year were expected to re-occur in the current year. Although the results are an improvement over the comparative period, we anticipate that the second half performance will be substantially better than that of the first half. NEWMARK TECHNOLOGY The company is principally engaged in the design, manufacture and supply of access control and asset tagging systems, and the distribution of other security products. The technical and supply problems of our ParSec products were finally resolved at the end of the period under review and we have now gained FCC approval for the product in the USA. Sales of ParSec continue to grow steadily in the UK, whilst substantial progress has been made in developing the interest shown in the USA now that FCC approval has been obtained. I hope to be able to announce further developments in this area in the near future. VEMA B.V. Vema, which is based in The Netherlands, is a distributor of security products. Turnover for the six month period ended 31 October 1999 exceeded £2,500,000, a 14 per cent. improvement over the corresponding period last year when the company was affected by delays from suppliers. As I announced in the last annual report, Jan Dekker assumed the position of managing director on 30 September 1999 and has been successfully continuing the development of the activities of the company. ATELIERS DRION S.A. Drion, which is based in Belgium, specialises in the production and installation of physical and electronic security equipment. Historically, the company's main customers have been blue chip organisations in the Belgian banking sector but, due to the recent restructuring within that sector, activity has been low in the six months under review. However, a contract was completed in Algeria in the first half and a further major contract (£0.9m) is expected to be completed in that country in the second half. POST BALANCE SHEET EVENTS On 25 February 2000, the company acquired the entire issued share capital of Safetell International Limited. Further details are contained elsewhere in this announcement under the heading: 'Acquisition of Safetell International Limited.' CONCLUSION The Board is delighted with the completion of the Safetell acquisition and are optimistic about the continued growth of the Group. On behalf of the Board I wish to welcome the employees of Safetell to the Group and to thank all existing staff for their continued efforts and support. Maurice Dwek Executive Chairman 28 February 2000 CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE SIX MONTHS ENDED 31 OCTOBER 1999 Unaudited Audited Unaudited Six months Year Six months ended ended ended 31 October 30 April 31 October 1999 1999 1998 Notes £000 £000 £000 TURNOVER 4,511 8,005 3,325 Cost of sales (2,525) (4,647) (1,982) ------ ------ ------ GROSS PROFIT 1,986 3,358 1,343 Administrative expenses (1,834) (2,760) (1,263) Amortisation of goodwill (26) - - ------ ------ ------ PROFIT ON ORDINARY ACTIVITIES BEFORE INTEREST AND TAXATION 2 126 598 80 Interest payable (47) (96) (47) ------ ------ ------ PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 79 502 33 Tax on ordinary activities 3 (159) (282) (72) ------ ------ ------ (LOSS)/PROFIT FOR THE PERIOD AFTER TAX 4 (80) 220 (39) ====== ====== ====== Pence Pence Pence (Loss)/profit per share 5 (0.07) (0.28) (0.05) The profit and loss account for the six months ended 31 October 1999 includes Ateliers Drion S.A., which was acquired in April 1999 and therefore was not included in the comparative figures for the six months ended 31 October 1998. CONSOLIDATED BALANCE SHEET AS AT 31 OCTOBER 1999 Unaudited Audited Unaudited 31 October 30 April 31 October 1999 1999 1998 Notes £000 £000 £000 FIXED ASSETS Intangible assets 1,761 1,693 321 Tangible assets 1,272 1,300 511 ----- ----- ----- 3,033 2,993 832 ----- ----- ----- CURRENT ASSETS Stocks 1,023 1,316 770 Debtors 2,357 3,417 1,905 Cash at bank and in hand 806 912 - ----- ----- ----- 4,186 5,645 2,675 CREDITORS: amounts falling due within one year (2,418) (3,519) (2,208) ----- ----- ----- NET CURRENT ASSETS 1,768 2,126 467 ----- ----- ----- TOTAL ASSETS LESS CURRENT LIABILITIES 4,801 5,119 1,299 CREDITORS: amounts falling due after more than one year (1,587) (1,825) (458) Provisions for liabilities and charges (143) (143) - ----- ----- ----- NET ASSETS 3,071 3,151 841 ===== ===== ===== CAPITAL AND RESERVES Called up share capital 5,510 5,510 3,752 Share premium 5,051 5,051 4,600 Profit and loss reserve 4 (7,490) (7,410) (87) Other reserves - - (7,424) ----- ----- ----- EQUITY SHAREHOLDERS' FUNDS 3,071 3,151 841 ===== ===== ===== NOTES TO THE ACCOUNTS 1. BASIS OF ACCOUNTS The unaudited results for the six months ended 31 October 1999 have been prepared on a basis consistent with the accounting policies disclosed in the Group's 1999 Report and Accounts and do not constitute statutory accounts in the meaning of Section 240 of the Companies Act 1985. The results for the year ended 30 April 1999 are an abridged version of the full accounts, which received an unqualified report and have been filed with Registrar of Companies. 2. PROFIT AND LOSS ACCOUNT The profit and loss account for the six months ended 31 October 1999 includes Ateliers Drion S.A., which was acquired in April 1999 and therefore was not included in the comparative figures for the period ended 31 October 1998. 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 1999 (7,410) Retained loss for the period (80) ----- At 31 October 1999 (7,490) ===== 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 110,208,952 shares (31 October 1998: 75,235,317). 6. POST BALANCE SHEET EVENTS On 28 February 2000, the company announced that it had acquired the entire issued share capital of Safetell International Limited ('Safetell'). Safetell has two wholly owned subsidiaries, Safetell Security Screens Limited and Safetell Limited. The total consideration of £1.5 million, which was payable in cash on completion, is being financed by a bank loan repayable over seven years. 7. DIVIDENDS No interim dividend is proposed (1998: nil). 8. COPIES OF INTERIM REPORT 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.
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