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.