Interim Results
Interregnum PLC
31 March 2006
31st March 2006
Interregnum plc
Financial Results for the 6 months ended 31 December 2005
Interim results summary
• Turnover - £6,592,000 (2004 - £3,349,000)
• Operating loss on ordinary activities - £1,593,000 (2004 - £719,000)
• Retained loss - £3,347,000 (2004 - £468,000)
• Loss per share - 3.62p (2004 - 0.51p)
Significant events
• £10million share placing
• Major changes to the board of directors including new Chairman and Chief
Executive
• Acquisition of Quayside Corporate Services
The reported operating loss of £1,593,000 includes one off charges totalling
£1,704,000. These charges relate to provisions against doubtful debts, a
reduction in the carrying value of goodwill and certain provisions for
restructuring costs. These charges are as a result of material activity both at
the end of the reporting period and subsequent to it.
A further provision of £1,623,000 was made against the carrying value of the
portfolio, resulting in a retained loss of just over £3.3 million.
Interregnum Chairman, Colin Goodall said, 'Interregnum is a much changed
business over recent months. We now have a strong platform upon which to build
value for our shareholders based on our three areas of operation, business
turnaround, principal finance and corporate finance activities.'
Niall Doran, Interregnum Chief Executive said, 'Following my appointment to the
board in November 2005, a major review of the business was undertaken. This
resulted in major changes which have completely transformed the business of
Interregnum plc both operationally and financially. This will enable the company
to undertake a wider and more profitable spectrum of work.'
Ends
Enquiries
Interregnum plc 020 7494 3080
Niall Doran (Chief Executive)
Madano Partnership (PR to Interregnum) 020 7593 4000
Matthew Moth/Mark Way
Consolidated
profit and loss
account
Six months ended
31 December 2005
Note Six months
to 31
December
2005 Six months to 31 December 2004 Twelve months to 30 June 2005
Continuing Continuing Discontinued Total Continuing Discontinued Total
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (audited)
£000 £000 £000 £000 £000 £000 £000
Turnover 2 6,592 1,112 2,237 3,349 4,153 3,829 7,982
Cost of sales (2,040) (756) (756) (1,090) (1,201) (2,292)
Gross profit 4,552 1,112 1,481 2,593 3,063 2,627 5,690
Administrative (6,197) (1,946) (1,419) (3,365) (4,787) (2,564) (7,352)
expenses
Other operating
income 52 53 53 108 108
Operating loss (1,593) (781) 62 (719) (1,617) 63 (1,554)
Profit on sale of
investment - 3 4
Provisions
released/(made)
against
investments in
period (1,623) 194 1,272
Amounts written
off investments - - (99)
Net Interest
receivable (64) 7 (58)
Loss on ordinary
activities before
taxation (3,280) (515) (435)
Taxation - - 30
Loss on ordinary
activities after
taxation (3,280) (515) (405)
Minority interest (67) 47 49
Retained loss for
the period (3,347) (468) (356)
Loss per share - 3 (3.62p) (0.51p) (0.38p)
basic and diluted
Consolidated
statement of
total recognised
gains and losses
Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
Profit/(loss) for
financial period (3,347) (468) (356)
Unrealised
surplus on
revaluation of
fixed asset
investments - 27 953
Write down of
previous
revaluation of
fixed asset
investments (212) - (257)
Unrealised profit
on partial
disposal of
subsidary 326
Temporary
diminution in
value of fixed
asset investments - - (360)
Total recognised
losses for the
financial period (3,233) (441) (20)
Consolidated
balance sheet
31 December 2005
As at 31 As at 31 As at 30
December December June 2005
2005 2004
(unaudited) (unaudited) (audited)
£000 £000 £000
Fixed assets
Intangible assets 1,989 1,628 863
Tangible assets 510 334 618
Investments 4 3,757 2,957 5,648
6,256 4,919 7,129
Current assets
Stock 178 - 161
Debtors 5 2,699 2,198 2,039
Cash at bank and 535 1,915 886
in hand
3,412 4,113 3,086
Creditors:
Amounts falling
due in one year 6 (5,610) (1,849) (3,297)
Net current
liabilities (2,198) 2,264 (211)
Total assets less
current
liabilities 4,058 7,183 6,918
Creditors
Amounts falling
due after more
than one year
(including
convertible debt) (688) (1,549) (825)
Provision for
revenue and
charges - (4)
Net assets 3,370 5,634 6,089
Capital and
reserves
Called up share
capital 4,620 4,620 4,621
Share premium 19,430 19,430 19,430
Revaluation
reserve 882 428 789
Merger reserve (2,407) (2,407) (2,407)
Profit and loss (19,501) (16,220) (16,159)
account
Equity
shareholders'
funds 3,024 5,851 6,274
Minority
shareholders'
funds 346 (217) (185)
3,370 5,634 6,089
Consolidated cash
flow statement
Six months ended
31 December 2005
Note Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
Net cash flows
from operating
activities 7 (265) (534) (1,087)
Returns on
investments and
servicing of
finance 47 12 236
Taxation - - 97
Capital
expenditure and
financial
investment (108) (584) (863)
Acquisition (72) - (472)
Cash outflow
before use of
liquid resources
and financing (398) (1,106) (2,089)
Financing - 139 (111)
Decrease in cash (398) (967) (2,200)
Reconciliation of Six months Six months Year to 30
net cash flow to to 31 to 31 June
movement in net December December
debt
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
(Decrease)/
increase in cash
in the period (398) (967) (2,200)
Increase in debt
financing and
lease financing - (127) 111
Loans and finance
leases acquired
with subsidiary - - (163)
Loan stock issued
on acquisition of
subsidiary - - (300)
Change in net
debt (398) (1,094) (2,552)
Net funds at 1
July 2005 (1,599) 953 953
Net funds at 31
December 2005 (1,997) (141) (1,599)
Notes to the Interim financial statements
For the six months to 31 December 2005
1. Basis of preparation
The interim financial statements have been prepared on the basis of the accounting policies set out in the Group's
statutory accounts for the year ended 30 June 2005, and are unaudited. The interim financial statements do not
constitute statutory financial statements within the meaning of section 240 of the Companies Act 1985.
Comparative figures for the year ended 30 June 2005 are an abridged version of the Group's full accounts which
carry an unqualified audit report.
Going concern
A cash flow forecast has been prepared for the next 12 months which shows that the company is anticipated to remain
within its available cash resources and is able to settle its liabilities as they fall due. This forecast includes
the benefits of placing, which is further explained in note 8. Accordingly, the accounts are prepared on a going
concern basis.
2. Turnover
By geographical
market
Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
United Kingdom 6,227 3,063 7,342
Other European
countries 85 53 72
USA and Canada 215 135 445
Other 65 98 123
6,592 3,349 7,982
3. Loss per share
The calculation of basic earnings per share is calculated on a Group loss of £3,347,000 (6 months to 31 December
2004 loss of £468,000 and year to 30 June 2005 loss of £355,552) and a weighted average ordinary 5p shares in issue
during the period of 92,425,254 (6 months to 31 December 2004 92,425,254 and year to 30 June 2005 92,425,254).
Due to the loss of £3,347,000 (6 months to 31 December 2004 loss of £468,000 and 30 year to June 2005 loss of
£355,552) there is no further dilution of the earnings or the number of shares 92,425,254 (6 months to 31 December
2002 92,425,254 and year to 30 June 2005 92,425,254)
4. Investments
1 July 2005 5,648
Additions 90
Disposals (144)
Provided during
the period (1,887)
Revaluation 50
31 December 2006 3,757
5. Debtors
Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
Trade debtors 2,150 1,353 1,443
Amounts
recoverable on
contracts 263 - 65
Others debtors 27 595 315
Prepayments &
accrued income 259 250 196
2,699 2,198 2,019
Due in more than
one year - - 20
2,699 2,198 2,039
6. Creditors:
Amounts falling
due within one
year
Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
Bank overdraft 174 - 227
Short-term loans 1,525 400 1,433
Trade creditors 1,255 648 591
Corporation tax 17 - 10
Other taxes and
social security
cost 580 305 310
Other creditors 453 305 337
Accruals and
deferred income 1,606 191 389
5,610 1,849 3,297
7. Cash flows
Six months Six months Year to 30
to 31 to 31 June
December December
2005 2004 2005
(unaudited) (unaudited) (audited)
£000 £000 £000
Reconciliation of
operating loss to
net cash flow
from operating
activities
Operating loss (1,593) (719) (1,554)
Depreciation 145 129 218
Amortisation of
intangible fixed
assets 369 72 178
Movement in
stocks (233) - 116
Movement in
debtors (228) 19 (448)
Movement in
creditors 1,275 (35) 399
Loss on sale of
tangible fixed
assets 0 0 4
Net cash flow
from operating
activities (265) (534) (1,087)
8. Post balance sheet events
On 21 February 2006 151,515,152 ordinary shares with an aggregate nominal value of £7,575,758 were issued at 6.6p
each as part of a placing. Also on 21 February 2006 90,909,091 ordinary shares with an aggregate nominal value of
£4,545,455 were issued at 6.6p each as the consideration for the acquisition of the issued share capital of
Quayside Corporate Services Limited. The goodwill on acquisition is estimated to be £6m. On 1 March 2006 the
company accepted an offer from a fund of Greenpark Capital to purchase the portfolio of investments for a
consideration of £5m prior to expenses. As this is considered to be indicative of the fair value of the portfolio
at 31 December 2005, the portfolio has been reflected at this value in these interim accounts. The transaction also
gives Interregnum potential deferred consideration in the form of a share in profits generated from the sale of the
companies in the future. On 21 February the company received approval in general meeting to apply to the courts
for the share premium account to be reduced by £17,600,000.
Interim Statement
Copies of the Interim statement will be available to the public free of charge from the Company's registered
office:
22/23 Old Burlington St, London W1S 2JJ
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