Interim Results
SILVERMINES GROUP PLC
23 September 1999
SILVERMINES GROUP plc DELIVERS NEW STRATEGY WITH
INTERIMS ANNOUNCING £21.2M OF DISPOSALS
Key Announcements:
- Disposal of UK Aerospace Division for £12.8 million
- Sale of US Aerospace Division for £1.1 million
- Disposal of Electrical Division for £5.5 million
- Sale of Yateley manufacturing site for £1.77 million
- Focused strategy on two profitable divisions, Broadcast &
Telecommunications and Video Technology
Results for Six Months to 30th June 1999
- Operating losses were £0.3m (1998 - £3.5m profit) after one off redundancy
costs of £0.3m.
- Overall Group results for the six months were a loss before taxation of
£743,000 (1998 - £3.0m profit).
- Losses per share were 0.6p (1998 - earnings per share 2.46p).
- In the circumstances the Board are not recommending an interim dividend
(1998 - 0.5p).
Bob Morton, Chairman of Silvermines, commented on the announcements:
'The achievement of the first phase of our strategy demonstrates
the commitment of our new Chief Executive, Ian Scott-Gall, and the Board to
restore the growth and creditability of the Group, and with it, shareholder
value.
The subsequent expansion of the Group will involve making strategic higher
technology acquisitions with the funds realised from the disposal programme.
The board accordingly looks forward to the future with confidence.'
For further information on Thursday 23 September 1999, please contact:
Ian Scott-Gall
Silvermines, Chief Executive 020 7353 1500
Thereafter contact Ian Scott-Gall on 0116 222 2111
Andrew Sharkey / Douglas Trainer
Luther Pendragon 020 7353 1500
SILVERMINES GROUP PLC - INTERIM RESULTS
CHAIRMAN'S STATEMENT
Introduction
I am pleased to announce that we have made good progress in effecting the
disposal of the Group's non core trading and loss-making activities. This
is the first phase of our strategy to focus on our higher technology
businesses which are able to show organic growth and development opportunities.
I am confident that the actions being taken and the strategy developed will
restore shareholder value.
Disposals
Aerospace
Agreement has been reached for the sale of the Group's Aerospace businesses
for £13.9m. The disposal of the UK Aerospace business for £12.8m requires
shareholders' approval and a circular to that effect will be sent to
shareholders. The smaller US Aerospace business was sold on 13 September
1999 for £1.1m. These sales complete our withdrawal from this market sector.
Electrical
The Board has also reached an agreement to sell the Electrical Division to
its management for £5.5m, which also requires shareholders' approval.
Security
Following an in-depth review, the Security Division has been separated into
two business segments. The first is the loss-making UK manufacturing and
distribution operation. This business has faced increasing competition in a
difficult market and discussions are well advanced regarding its sale.
The second business segment of the Security Division comprising the companies
which sell directly to end users, will be retained. They have been brought
together to form our Video Technology Division.
Results for Six Months to 30 June 1999
In my statement to the Annual General Meeting on 2 June 1999, I reported
that the slow down in orders in the second half of 1998 had impacted on
trading in the first quarter of 1999 and the results for the first half
year were therefore expected to be disappointing.
The overall Group results for the six months were a loss before taxation
of £743,000 (1998 - £3.0m profit). Total sales of £48.5m (1998 - £57.6m)
were £9.1m lower than for the first half of last year, resulting in operating
losses of £0.3m (1998 - £3.5m profit) after one-off redundancy costs of
£0.3m in the businesses being disposed of. Interest costs were £0.4m
(1998 - £0.5m).
Group debt (before disposals) has risen from £12.9m to £13.5m, with gearing
increasing from a year-end level of 44% to 46%.
Losses per share were 0.6p (1998 - earnings per share 2.46p)and, in the
circumstances, the Board is not recommending an interim dividend
(1998 - 0.5p).
BUSINESS REVIEW
- ONGOING OPERATIONS
Sales at £21.6m (1998 - £22.5m) for ongoing operations were slightly below
the first half of last year.
Operating profits from ongoing operations, after absorbing the total
central costs of the Group, were £0.6m for the six months (1998 - £1.3m,
including a £0.6m contribution from a one-off non-core technology licence
sale).
Broadcast and Telecommunications Division
Turnover of £13.7m is ahead of last year's £12.8m. This is the net result
of lower sales by Continental Microwave Limited under the Crown Castle
International (formerly CTI) digital terrestrial television contract in
this first half year compared with the higher level of deliveries last year
and the inclusion in this half year of Multipoint Communications Limited
(acquired in July 1998).
Operating profits of £0.8million have been depressed by the expected lower
margins achieved within Multipoint Communications Limited and a £0.13m
increased debtor provision.
The supply of equipment by this division for the UK digital TV infrastructure
has been highly successful over the last full year and there are now more
than 200 transmitters already in service. The next phase of this project
should continue to generate good business towards the end of this year and
into next year.
The new generation electronic news gathering and portable links products
have been well accepted in the market with over 100 systems now in service
or on order in 20 countries.
The division's share of the satellite communication market is also
increasing following further development of the satellite news gathering
('SNG')portfolio with the launch of small antenna digital news gathering
terminals. Orders for these alone exceeded £1m within four weeks of
introduction and overall SNG output exceeded that of digital broadcast in
the period.
The integration of Multipoint Communications Limited into the divisional
marketing team has proved effective and has given increased field presence
for a greater range of products. Significant orders are expected in the
second half of the year for this business.
The opportunities for this division within the digital TV broadcast market
and the increasing requirement for outside broadcast units and earth stations
provides the Group with a business showing strong growth prospects.
Video Technology Division
As part of our strategic review, we have brought together those businesses
of the Security Division which deal directly with the end user. These
businesses will further develop the Group's presence in video networking,
image processing, access control and building management as well as
specialist video applications. We have appointed a new Managing Director
to this division, which brings together Active Imaging, Codepoint, DataCell,
Hernis Scan and American Auto-Matrix, into a customer focused applications
division.
Sales for the first half of 1999 were £7.9m (1998 - £9.7m), reflecting
contracts in 1998 that have not been repeated in 1999 and the one-off
non-core technology licence sale. Operating profits for the new division
were £0.4m(1998- £1.0m).
Central Costs
The Group's central costs continue to be high during this phase of
reorganisation and restructuring. We expect that they will be reduced to a
level commensurate with the Group's size and listing on both the London and
Dublin Exchanges.
BUSINESS REVIEW
-DISCONTINUED and TO BE DISCONTINUED
The corrective actions taken in 1998 did not have the desired effect on
the Group's trading during the first half of 1999. After a thorough
strategic review of the Group's divisions and companies by our new Chief
Executive, Ian Scott-Gall, it became clear that the Group needed to
accelerate the disposal of its non-core and under-performing businesses.
The effect of the UK trading conditions on two of the Group's divisions
and on the non-core part of the Security Division can be seen by the
reduction in turnover from the £35.1m reported for the first half of 1998
compared with the £26.9m achieved this year.
The reduced volumes and margin pressures experienced in the first half
have created losses in the Aerospace and Security businesses. The
Electrical Division made a small profit of £0.1m (1998 - £0.6m).
The operating losses of the discontinued and to be discontinued businesses
were £0.9m for the first half of 1999 (1998 - £2.2 m profit).
Aerospace Division
In this first half year, the Aerospace Division sales were £10.98m
compared with £14.4m for the same period last year. Despite cost
reductions and management seeking to restore volumes and margins, a pre
tax loss of £0.1m was incurred against a £1.1m pre-tax profit for the
first six months of 1998.
The aerospace industry as a whole is currently undergoing consolidation
particularly amongst the supplier base. There are many small aerospace
component manufacturers in a market that remains competitive. Following
the review, it was decided to dispose of this division.
Agreement has been reached for the sale of the UK Aerospace businesses
for £12.8m. To complete the strategy of withdrawing from the aerospace
market, we have sold our US company, Pickering Controls Inc. for £1.lm.
The Group will therefore realise £13.9m (before costs and tax) from the sale
of this division. The surplus over net asset value arising on disposal is
estimated to be £4m but after adjusting for goodwill previously written off
to reserves, there will be an overall loss of £1.8m.
Electrical Division
We have also announced that we have agreed to dispose of the Electrical
Division. The sale to the management of this division for £5.5m
recognises the cyclical nature of the markets and their continuing
competitiveness. The Board considers that the opportunity for growth in
these markets is limited.
This disposal will give rise to a net book value loss estimated to be £1.7m
which, after adjusting for goodwill previously written off to reserves
increases to an overall loss of £3.0m.
UK Security
The difficulties facing this business were reported in the 1998 annual
report and accounts and it was also reported in my statement to the Annual
General Meeting that the slow down in orders would affect the first half
year. The sales of the UK Security operations at £5.6m show a £1.8m
reduction from the first six month's of last year's £7.4m.
The business incurred an operating loss of £0.8m which, although lower than
the loss in the second half of 1998, shows little sign of abating and
represents a significant impediment to the Group's future profitability.
Discussions are therefore at an advanced stage for the sale of this
business. This will be at a substantial discount to the net asset value.
In addition, the £10m of goodwill previously written off to reserves will
not be recovered.
Agreement was reached in July to sell our freehold manufacturing facility
at Yateley, Hampshire. This facility was previously used by Silvermines'
Videmech CCTV business prior to its relocation to the Newport site of the
Company's Security Division. The consideration of £1.77m was paid on
completion at 3 September 1999, which was £0.3m in excess of book value.
Other Disposals
Discussions are being held for the disposal of our small printed circuit
board manufacturer, which is a non-core part of the Broadcast and
Telecommunications Division.
Strategy
The disposals achieved to date will realise gross proceeds of £21.2m and
an estimated surplus over net asset value of £2.6m. However, there will be
an estimated overall loss on disposal of £4.5m after adjusting for goodwill
of £7.1m previously written off to reserves.
The disposal of the remaining non-core businesses will realise further
funds and put the Group in a strong position from which to grow.
It is the Group's intention to focus on two divisions, Broadcast and
Telecommunications and Video Technology, whose technological base
and expertise will allow for both organic and acquisition-led growth.
The Broadcast and Telecommunications business is now demonstrating a
leading global capability in its markets, in the supply of broadcast
quality transmission equipment via satellite and terrestrial microwave and
also in its developing capability with the supply of earth stations.
The Video Technology Division has to develop its technology, particularly
that of Internet Video transmission and has a number of very interesting
existing and potential opportunities.
Current Trading
Current trading of the ongoing operations is at satisfactory levels, in
the second half, but trading in the businesses to be discontinued
remains disappointing. The order book for the Broadcast and
Telecommunications business, particularly for Multipoint Communications,
is encouraging and provides a strong platform for next year's growth.
The Video Technology Division continues to perform well and will build on
its businesses in order to move forward next year.
Outlook
The achievement of the first phase of our strategy demonstrates the
commitment of our new Chief Executive and the Board to restore
the growth and creditability of the Group, and with it, shareholder value.
The next phases will be to complete the disposal programme, continue the
development of the businesses within our two remaining divisions and review
the Group's central cost base.
The subsequent expansion of the Group will involve making strategic higher-
technology acquisitions with the benefit of the funds realised from the
disposal programme.
The Board accordingly looks forward to the future with confidence.
A L R Morton
Chairman
23 September 1999
GROUP PROFIT AND LOSS ACCOUNT
for the six months ended 30 June 1999
Six Six Year
months to months to ended
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Turnover
Continuing
operations
- ongoing 21,571 22,522 43,639
- to be 6,241 7,962 13,813
discontinued
- to be 18,964 25,569 53,077
discontinued,
awaiting
approval
46,776 56,053 110,529
- discontinued 1,738 1,608 3,649
operations
48,514 57,661 114,178
Operating
profit
Continuing
operations
- ongoing 566 1,322 2,145
- to be (908) 557 (741)
discontinued
- to be 6 1,844 2,850
discontinued,
awaiting
approval
(336) 3,723 4,254
Discontinued (7) (206) (166)
operations
(343) 3,517 4,088
Exceptional - - (3,703)
loss on sale
of businesses
Profit (343) 3,517 385
(loss) on
ordinary activities
before interest
Interest (400) (505) (1,111)
payable
Profit (743) 3,012 (726)
(loss) on
ordinary activities
before taxation
Tax on 193 (753) (770)
profit (loss) on
ordinary activities
Profit (550) 2,259 (1,496)
(loss) for
the financial period
Dividends - 459 1,377
Transfer (550) 1,800 (2,873)
(from) to reserves
Basic and (0.60) p 2.46 p (1.63) p
diluted
earnings per share
Earnings per 0.26 p 0.79 p 0.96 p
share from
ongoing operations
Dividend per - p 0.50 p 1.50 p
share
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
for the six months ended 30 June 1999
Six Six Year
months to months to ended
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Profit (550) 2,259 (1,496)
(loss) for
the financial
period
Translation 323 (175) (78)
difference
on foreign
currency net
investments
Total (227) 2,084 (1,574)
recognised
gains and losses
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
for the six months ended 30 June 1999
Six Six Year
months to months to ended
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Profit (550) 2,259 (1,496)
(loss) for
the
financial
period
Dividends - (459) (1,377)
(550) 1,800 (2,873)
Shares - 12 11
issued
Goodwill - - (241)
written off
on acquisitions
Goodwill on - - 75
the disposal
of a business
Translation 323 (175) (78)
difference
on foreign
currency net
investments
(227) 1,637 (3,106)
Opening 29,233 32,339 32,339
equity
shareholders'
funds
Closing 29,006 33,976 29,233
equity
shareholders'
funds
GROUP BALANCE SHEET
as at 30 June 1999
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Fixed assets
Intangible 2,274 - 2,796
assets
Tangible 11,774 11,448 11,851
assets
Financial 40 3,869 46
assets
14,538 15,317 14,693
Current
assets
Stocks 22,035 20,124 21,720
Debtors 25,764 35,270 27,755
Cash at bank 682 975 1,052
and in hand
48,481 56,369 50,527
Creditors -
amounts
falling due
within one year
Borrowings 9,878 7,321 9,444
Creditors 18,750 23,245 20,798
28,628 30,566 30,242
Net current 19,853 25,803 20,285
assets
Total assets 34,391 41,120 34,978
less current
liabilities
Creditors -
amounts
falling due
after more
than one year
Borrowing 4,254 4,939 4,508
Creditors 60 617 138
4,314 5,556 4,646
Provisions 1,071 1,588 1,099
for liabilities
and charges
29,006 33,976 29,233
Capital and
reserves
Called up 2,182 2,182 2,182
share
capital
Share 45,255 45,256 45,255
premium
account
Other 1,450 1,450 1,450
reserves
Profit and (19,881) (14,912) (19,654)
loss account
Equity 29,006 33,976 29,233
shareholders'
funds
SUMMARISED STATEMENT OF CASH FLOWS
for the six months ended 30 June 1999
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Net cash 1,021 (1,482) 2,043
inflow
(outflow)
from
operating activities
Returns on (317) (440) (1,117)
investments
and servicing
of finance
Taxation (336) (95) (844)
Capital (536) (793) (1,775)
expenditure
Acquisitions - (887) (1,894)
and disposals
Equity - - (1,300)
dividends
paid
Net cash (168) (3,697) (4,887)
(outflow)
before
financing
Financing (797) 1,467 717
(Decrease) (965) (2,230) (4,170)
in cash
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
(Decrease) (965) (2,230) (4,170)
in cash
Cash inflow - (2,000) (2,000)
from increase
in loans
Repayment of 256 244 543
bank loans
Finance 541 301 751
lease repayments
Change in (168) (3,685) (4,876)
net debt
resulting
from cash flows
Purchase of (390) (617) (1,046)
tangible
fixed assets
with finance
leases
Finance - - 8
leases of
undertakings sold
Effect of 8 17 14
foreign
exchange changes
Movement in (550) (4,285) (5,900)
net debt
Opening net (12,900) (7,000) (7,000)
debt
Closing net (13,450) (11,285) (12,900)
debt
NOTES TO THE INTERIM ACCOUNTS
for the six months ended 30 June 1999
1. SEGMENTAL REPORT
Turnover Operating Profit
30 30 31 30 30 31
June June Dec June June Dec
By 1999 1998 1998 1999 1998 1998
division: £000 £000 £000 £000 £000 £000
Broadcast 13,671 12,814 26,391 831 1,025 2,463
& Tele-
communications
Video 7,900 9,708 17,248 389 1,008 1,037
Technology
Central - - - (654) (711) (1,355)
Costs
Ongoing 21,571 22,522 43,639 566 1,322 2,145
operations
Security 5,646 7,426 12,443 (814) 447 (1,127)
Other 595 536 1,370 (94) 110 386
To be 6,241 7,962 13,813 (908) 557 (741)
discontinued
UK 9,242 13,068 25,195 (71) 1,235 1,402
Aerospace
Electrical 9,722 12,501 27,882 77 609 1,448
To be
dis- 18,964 25,569 53,077 6 1,844 2,850
continued,
awaiting
approval
Dis- 1,738 1,608 3,649 (7) (206) (166)
continued
operations
Group 48,514 57,661 114,178 (343) 3,517 4,088
total
Dis- 26,943 35,139 70,539 (909) 2,195 1,943
continued
and to be
discontinued
operations
The operating profit at 31 December 1998 is stated after deduction of
exceptional reorganisation costs of £465,000 in the UK Aerospace division
and £325,000 in the Security division.
Turnover analysis
Turnover
30 30 31
June June Dec
By market: 1999 1998 1998
£000 £000 £000
Ongoing
operations
UK & 7,870 7,546 18,831
Ireland
Rest of 6,474 5,387 8,437
Europe
North 3,075 3,852 7,258
America
Asia 2,613 1,774 3,557
Other 1,539 3,963 5,556
Other
UK & 20,337 27,813 55,069
Ireland
Rest of 2,777 3,848 7,227
Europe
North 2,475 1,632 3,948
America
Asia 779 837 1,955
Other 575 1,009 2,340
Group 48,514 57,661 114,178
total
2. TAX ON PROFIT (LOSS) ON ORDINARY ACTIVITIES
The tax charge for the six months ended 30 June 1999 is based on the
effective tax rate of 26% which it is estimated will apply for the full year.
3. DIVIDENDS
No interim dividend is proposed for the period. In 1998 the interim
dividend was 0.50p and the total dividend 1.50p.
4. EARNINGS PER ORDINARY SHARE
Earnings per share is calculated by reference to a weighted average of
91,767,000 ordinary shares in issue during the period (30 June 1998 -
91,742,000 ; 31 December 1998 - 91,754,000).
There is no difference between earnings per share and diluted earnings per
share as the outstanding share options and warrants are considered
antidilutive.
Earnings per share from ongoing operations excludes after tax amounts
relating to operations to be discontinued, including to be discontinued
operations awaiting approval and discontinued operations of £786,000 loss
(30 June 1998 - £1,532,000 profit ; 31 December 1998 - £1,949,000 profit).
30 June 30 June 31 Dec
1999 1998 1998
Basic and (0.60) p 2.46 p (1.63) p
diluted
earnings per
share
Adjustments: 0.86 p (1.67) p (2.12) p
Result after
taxation
from
operations
to be
discontinued,
to be
discontinued
awaiting
approval and
discontinued
operations
Exceptional - p - p 4.71 p
items
Earnings per 0.26 p 0.79 p 0.96 p
share from
ongoing
operations
5. RECONCILIATION OF OPERATING PROFIT TO NET CASH FLOW FROM OPERATING ACTIVITIES
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Profit (343) 3,517 385
before
interest and
taxation
Depreciation 1,082 977 2,067
Amortisation 72 - 72
of goodwill
Provision - - 3,270
against
investments
Goodwill on - - 75
disposal of
a business
(Profit) on (15) (42) (54)
sale of
fixed assets
(Increase) (112) (529) (1,924)
in stocks
(Increase) 2,135 (6,648) 398
decrease in
debtors
Increase (1,770) 1,333 (1,902)
(decrease)
in creditors
(Decrease) (28) (90) (344)
in provisions
Net cash 1,021 (1,482) 2,043
inflow
(outflow)
from operating
activities
6. SUBSEQUENT EVENTS
On 3 September 1999 freehold property at Yateley, Hampshire was disposed
of for a cash sum of £1.77 million.
The net book value of the property was £1.4 million.
On 13 September 1999 Pickering Controls Inc. was disposed of for a cash
sum of £1.1 million. In the six months ended 30 June 1999 Pickering
Controls Inc. recorded a pre-tax loss of £60,000 (1998 - £100,000 loss)
on turnover of £1.8 million (1998 - £1.4 million). Net assets at that
date were £2.3 million. On 23 September 1999 the UK Aerospace business,
comprising Muirhead Vactric Components Limited and Norcroft Dynamics
Limited, has been sold, subject to shareholder approval, for £12.8 million
payable on completion. In the six months ended 30 June 1999 the UK
Aerospace business recorded a pre-tax profit of £12,000 (1998 - £1.3 million)
on turnover of £9.3 million (1998 - £13.1 million). Net assets disposed of
at that date were £7.0 million.
On 23 September 1999 the Electrical division, being Elequip Projects
Limited, has been sold, subject to shareholder approval, to its management
for £5.5 million, with £5.15 million payable on completion and £0.35 million
on 30 June 2000. In the six months ended 30 June 1999 the Electrical
division recorded a pre-tax profit of £83,000 (1998 - £0.6 million) on
turnover of £9.7 million (1998 - £12.5 million). Net assets disposed of at
that date were £7.0 million.
In summary, the disposals will realise gross proceeds of £21.2 million,
the total net assets disposed of are £17.7 million and the resulting
profit on disposal is £2.6 million, after the deduction of transaction
costs. There will be an overall loss on disposal of £4.5 million after
adjusting for goodwill of £7.1 million previously written off to reserves.
7. BASIS OF PREPARATION
The interim accounts, which are unaudited, have been prepared in accordance
with the accounting policies set out in the Annual Report and Accounts for
the year ended 31 December 1998.
The financial information for the preceding year is based upon the statutory
accounts for the year ended 31 December 1998 upon which the auditors gave an
unqualified opinion and which have been delivered to the Registrar of
Companies.
8. PROFIT AND LOSS ACCOUNT
The profit and loss account comprises:
30 June 30 June 31 Dec
1999 1998 1998
£000 £000 £000
Accumulated 3,071 7,730 3,226
profits
Goodwill (22,952) (22,642) (22,880)
written off
(19,881) (14,912) (19,654)
9. YEAR 2000
In the 1998 Annual Report and Accounts it was reported that the Group was
well advanced in assessing the risks to the business resulting from the
date change to the Year 2000. All Group companies instituted a thorough
review of Year 2000 issues and developed comprehensive plans to address the
risks and uncertainties highlighted by the reviews. The review included
working with suppliers and customers with the objective of avoiding any
business interruption. This assessment process has now been completed and
action plans fully implemented. The cost of implementation was not
significant and has been absorbed by the companies involved.
REVIEW REPORT BY PRICEWATERHOUSECOOPERS TO THE DIRECTORS OF SILVERMINES
GROUP PLC
Introduction
We have been instructed by the company to review the financial information
set out on pages 5 to 11 and we have read the other information contained
in the interim report and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.
Directors' responsibilities
The interim report, including the financial information contained therein,
is the responsibility of, and has been approved by the directors. The
Listing Rules of the Irish Stock Exchange in the Republic of Ireland require
that the accounting policies and presentation applied to the interim figures
should be consistent with those applied in preparing the preceeding annual
accounts except where any changes, and the reasons for them, are disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board. A review consists
principally of making enquiries of group management and applying analytical
procedures to the financial information and underlying financial data and
based thereon, assessing whether the accounting policies and presentation
have been consistently applied unless otherwise disclosed. A review
excludes audit procedures such as tests of controls and verification of
assets, liabilities and transactions. It is substantially less in scope
than an audit performed in accordance with Auditing Standards and therefore
provides a lower level of assurance than an audit. Accordingly we do not
express an audit opinion on the interim financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications
that should be made to the financial information as presented for the six
months ended 30 June 1999.
PricewaterhouseCoopers
Chartered Accountants and Registered Auditors
Leicester
23 September 1999