Final Results

Pendragon PLC 17 February 2005 17 February 2005 PRELIMINARY RESULTS TO 31 DECEMBER 2004 Pendragon PLC, the UK's largest car dealership group, today reports preliminary results for the twelve months to 31 December 2004. Highlights: • Turnover £3.2 billion (2003 £1.8 billion) • Profit before tax, goodwill and exceptionals up 58% to £60.5 million (2003 £38.2 million) • Profit before tax up 47% to £65.0 million (2003 £44.0 million) • Basic earnings per share up 47% to 35.9p (2003 24.5p) • Total dividend up 34% to 10.2p (2003 7.6p) • Strong operating cash inflow of £167 million (2003 £59 million) • Successful integration of CD Bramall Trevor Finn, Chief Executive, commented: 'Today's preliminary results once again demonstrate Pendragon's position at the forefront of the industry. Our acquisition of CD Bramall, completed in February last year, has significantly increased our earnings and meets our strategy of gaining scale economies through growth with selected manufacturers. With the two businesses integrated we are confident that we will achieve our objectives in the year which include a further reduction in our debt and the roll out of our new technology platform to a large proportion of the group.' Enquiries: Pendragon PLC Trevor Finn, Chief Executive Tel: 01623 725114 David Forsyth, Finance Director Finsbury Charlotte Hepburne-Scott Tel: 0207 2513801 Gordon Simpson Introduction Following on from the successful acquisition of CD Bramall at the end of February our focus in 2004 has been to integrate the new business, reduce debt and, at the same time, continue to drive forward the performance of the group. In doing so we have achieved strong results for the year, which reinforces our position as the UK's leading motorcar and truck dealership group. The group has almost doubled in size in 2004 and, whilst the core business is motorcar retailing and servicing, we have added new complementary businesses in parts wholesale and truck retailing and servicing. Our strategy is to have scale with the manufacturers we represent. We have an integrated business model, industry leading management information across each of our franchise focused groups and innovative activities in our customer services centre, all of which are delivering benefits to the business. Results and Dividend Group sales, for the year ended 31 December 2004, have risen to £3.2 billion compared to £1.8 billion in 2003. Underlying profit before tax is up by 58.4 per cent to £60.5 million from £38.2 million in 2003. Earnings per share on this basis increased 64.6 per cent to 33.9 pence. On a statutory basis, including exceptionals and goodwill amortisation, pre tax profit was £65.0 million and earnings per share were 35.9 pence. The board has proposed a final dividend of 6.0 pence, which together with the interim dividend of 4.2 pence, gives a full year dividend of 10.2 pence, an increase of 34.2 per cent. The uplift in the dividend reflects both the confidence the board has in the future and the step up in the earnings capacity of the group after the major acquisition made in the year. The table below summarises our results for the year: £m 2004 2003 Turnover 3,173.2 1,841.6 Underlying operating profit 91.2 50.8 Goodwill amortisation (9.7) (2.4) Exceptional costs of integration (4.7) - Operating profit 76.8 48.4 Business disposals 0.4 4.5 Property disposals 18.5 3.0 Profit on ordinary activities before interest 95.7 55.9 Income from investment - 1.0 Interest (30.7) (12.6) Profit on ordinary activities before tax 65.0 44.3 Earnings per share 35.9p 24.5p Dividend per share 10.2p 7.6p Underlying operating profit of £91.2 million (2003: £50.8 million) less interest of £30.7 million (2003: £12.6 million) gives profit before tax, goodwill amortisation and exceptionals of £60.5 million (2003: £38.2 million), an increase of 58.4 per cent. We increased our borrowings by £293 million in February 2004 to acquire CD Bramall. We have managed our cash flow well during the year and generated £167 million from operations. We are confident of meeting our objective of bringing gearing back to more normal levels by the end of 2005. Trading Environment During 2004 the UK new car market remained stable at around 2.5 million registrations. Demand in all segments of the market, retail, fleet and corporate, was strong in the first quarter compared to the same period in 2003. The trend in the remaining nine months showed a decline in sales to private buyers with this segment finishing the year 4.4 per cent down on 2003. The fall in retail customer sales was compensated in the market by fleet registrations which ended the year strongly. The strong fleet market demand for cars was mirrored in commercial vehicles where registrations were up again in 2004 at 0.4 million. The large truck segment of this market was stable with light commercials making up most of the 7.2 per cent increase year on year. The aftersales market in both cars and commercials continued strongly backed by a number of years of stable sales and a steadily growing vehicle parc in the UK. Overall the US market remained fairly buoyant with sales of cars and light trucks up by 1.4 per cent to just under 17 million. New car sales were more difficult in the narrow range of brands we represent in California with sales of Land Rover and Jaguar both down. The aftermarket remained strong. In Germany the market for our products suffered again as a result of the lacklustre economy although total registrations for all brands were slightly up. Registrations for brands we represent, Jaguar and Land Rover, were down six and fifteen per cent respectively. The principal activity of our business is the sale and servicing of motorcars. We also operate a number of commercial vehicle dealerships. Within the business there are distinct areas of activity: new vehicle sales, used vehicle sales, aftersales and support services. In 2004 new vehicle sales accounted for 32.1 per cent of gross profit, used car sales for 18.1 per cent, aftersales for 44.2 per cent and support services 5.7 per cent. These percentages have not changed significantly year on year. Motor Vehicle Retail Business We have businesses in three of the largest car markets, UK, USA and Germany. The business in the UK accounted for 97 per cent of our underlying operating profits in 2004. UK We own and operate 244 franchised dealers from 213 sites in the UK. This now includes 33 commercial vehicle dealerships. We have a national network of dealerships from Scotland in the North to the south coast of England with a diverse portfolio of franchises consisting of specialist, luxury, volume and commercial vehicles. The CD Bramall acquisition early in the year added 133 franchises. These have brought scale in certain areas such as Ford and Vauxhall volume businesses and broadened the portfolio to include other franchises such as Peugeot and Citroen. Our specialist and luxury car franchises include Aston Martin, BMW, Ferrari, Jaguar, Land Rover, Maserati, Mercedes-Benz, Mini and Porsche. The principal volume franchises are Ford and Vauxhall. Commercial vehicle franchises include DAF, Iveco, LDV, Mercedes-Benz and Mitsubishi. We also have five sites selling Harley-Davidson and Japanese motor cycles. £m Turnover Gross Profit Gross Margin % Underlying Underlying Operating Profit Operating Margin % Existing 1,505.8 202.1 13.4 40.9 2.7 Acquired 1,321.2 179.6 13.6 34.7 2.6 Disposed 54.8 7.0 12.8 0.8 1.4 Total 2004 2,881.8 388.7 13.5 76.3 2.6 Total 2003 1,596.5 221.0 13.8 43.1 2.7 We have almost doubled the size of our UK business through the acquisition of CD Bramall. Whilst the new businesses have diluted the operating margin slightly, the results for the combined business have been outstanding. Of our luxury and specialist franchises Aston Martin, Jaguar and Porsche performed well in the year. The new car over supply situation in 2003 for Jaguar was rectified, leading to a much more orderly market and stock holdings at more normal levels. Aston Martin and Porsche benefited from the introduction of new models. Of the other luxury marques Mercedes-Benz was more difficult compared to 2003 with sales and margins under pressure throughout the year. As stated previously, we have been working to further improve the margins in our existing Ford business. This has been achieved on sales of £272 million. Given that Ford registrations were down three per cent nationally it is an excellent performance. Our Ford franchise group, with the addition of the CD Bramall sites, had sales of £760 million in 2004 and as we bring more of this business into our shared services model we expect to see more scale benefits arising. The other main volume business we operate is Vauxhall with sales of over £300 million in the year. The dealerships performed well in a more competitive market. Year on year profitability declined slightly although good margins were maintained on reduced sales volumes. With the introduction of more of this franchise group to our new technology system this year we anticipate that some of the scale benefits already enjoyed elsewhere in the group will start to enhance this franchise group's already good performance. We are now one of the biggest commercial vehicle retailers in the UK and, against the background of another strong market, we saw the performance of this division move forward in the year with margins ahead by almost one per cent. Eight dealerships were disposed or closed of during the year. Seven of the eight were acquired CD Bramall dealerships which were either non core or unlikely to meet our performance criteria. We have enhanced our relationship with General Motors during the year with a number of developments and acquisitions. We now represent General Motors with Vauxhall, SAAB, Chevrolet and Cadillac. We have been appointed sole distributor and retailer of Cadillac cars in the UK, with initial representation plans for London, Manchester and Birmingham. We expect to deliver the first cars to customers in April this year. We acquired three SAAB dealerships towards the end of 2004 and have added a further one in Nottingham in January 2005. We also acquired three Chevrolet businesses in December 2004, which complement our existing Vauxhall network. USA We have again moved the profitability of our US business forward compared to the prior year. This is mainly due to utilising the business model we developed in the UK to control costs and drive sales, and to the continuing good results in the aftersales operations of the dealerships. Including two new SAAB dealerships we acquired in January 2005, we now operate twelve franchises from nine locations in southern California. The portfolio of brands consists of Jaguar, Land Rover, Aston Martin, SAAB, Lincoln and Mercury. Whilst the portfolio remains concentrated on a few brands, we are continuing with our plan to introduce other franchises as we move the business forward. £m Turnover Gross Profit Gross Margin Underlying Underlying % Operating Profit Operating Margin % Total 2004 170.0 28.9 17.0 6.0 3.5 Total 2003 172.3 31.1 18.0 5.1 3.0 The more competitive market for new car sales especially in the Jaguar franchise led to the slight dip in gross margins from 18.0 per cent to 17.0 per cent. Better cost control and more efficient working practices enabled us to grow the operating margin by 0.5 per cent. In January 2005 we took our first step to establish a relationship with General Motors in the US through the acquisition of two SAAB dealerships. Both dealerships are well established businesses in the Los Angeles area. We believe this is an important step in both building on the relationship we enjoy with General Motors in the UK and in enriching the portfolio of brands we sell in the Californian market. Our management team has completed a lot of the groundwork in 2004 to enable the roll out of more of our in house technology systems in 2005. As a consequence we will be able to operate the business on a more integrated model thereby simplifying future expansion. We have also continued to strengthen our established leadership team in order to take advantage of suitable opportunities to expand our business in California. Germany The German economy remains weak and the performance of our businesses continues to be disappointing. In total we operate five sites in Munich and Frankfurt with ten franchises: five Jaguar, three Land Rover and two Aston Martin. In comparative terms it is a small part of the group contributing just over 1 per cent of turnover and an underlying operating loss of £2.1 million (2003: loss of £1.6 million). Support Services We provide a broad range of support services to both the Pendragon group and to outside customers. The services are provided by a number of specialist businesses, which principally comprise: • Contract hire and leasing • Computer software solutions • Wholesale parts distribution • Shared services (Loxley House) A number of new businesses acquired with CD Bramall have been added in this area in 2004. These are the Quickco parts wholesale operation, Bramall Contracts and the Extra Leasing business. £m Turnover Gross Profit Gross Margin % Underlying Underlying Operating Profit Operating Margin % Existing 56.7 19.5 34.4 5.5 9.7 Acquired 88.4 14.4 16.3 5.5 6.2 Total 2004 145.1 33.9 23.4 11.0 7.6 Total 2003 49.3 15.4 31.2 4.2 8.5 Contract Hire and Leasing. Our combined contract hire and leasing business made an operating profit of £3.9 million (2003: £1.3 million). The total fleet size at the year end was twelve thousand compared to thirteen thousand on a like for like basis at the end of 2003. The Extra Leasing business stopped writing new primary leases in June 2003 and we continue to manage the disposal of vehicles and plant when they come to the end of their hire period. The number of vehicles and plant at the end of 2004 was eight thousand a reduction of two thousand from the end of 2003. Pinewood Technologies. Pinewood is responsible for the computer and telecoms network for the group as well as providing services to third party customers. The focus of activity in the year for Pinewood has been the development, sale and installation of the new dealer management system, Pinnacle. At the end of 2004 we had Pinnacle installed at 24 dealerships within the Pendragon group and demand from external customers has continued to grow. Since the year end we have continued with installations, and plan to have substantial numbers of our dealerships on the new system by the end of 2005.Also within Pinewood technologies is CFC, which provides software solutions for the management of small fleets, contract hire and workshops. Shared Services. The customer service centre at Loxley House provides a broad range of services to the group including a call centre, video sales functions, customer retention and accounting services. During the year we have integrated more dealerships from the group into parts of this business model, including the call centre activities for our BMW and Porsche franchise groups and a further 19 Ford dealerships. Profits from Property Disposals Property disposals generated £47.1 million proceeds (2003: £11.8 million) and a net profit before tax of £18.5 million (2003: £3.0 million). We are continuing to manage our property portfolio in order to release value from properties. As announced on 1 December 2004 we have obtained planning consent on one of our properties which when disposed of in 2005 will result in a significant exceptional gain. We have a number of other properties awaiting change of use planning approval. International Financial Reporting Standards For reporting periods from 2005 onwards the consolidated accounts of Pendragon are required under European legislation to comply with International Financial Reporting Standards (IFRS). The first financial statement that will be published in accordance with IFRS will be the interim statement for the six months to 30 June 2005. The group has a transition plan to manage the conversion to IFRS. We will brief the investment community on the changes more fully in advance of our half year statement. Outlook Our efforts in the year have been focused on integrating the Bramall business whilst still continuing to drive the performance of the group. Our achievements in 2004 have confirmed our position as the UK's leading auto retailer. The UK remains our primary market place where new car registrations have been stable over the last five years. Industry analysts are, at this early stage of the new year, forecasting a slight dip in new car registrations compared to 2004. We see the aftermarket continuing to remain strong in the coming year. Whilst we are being cautious on outlook at this early stage we are confident that we will achieve our objectives in the year including a further reduction in our debt and the roll out of our new technology platform to a large proportion of the group. Consolidated Profit and Loss Account Year ended 31 December 2004 2004 2004 2004 2003 Existing Acquisitions Total Operations £000 £000 £000 £000 --------------------------------------------------------------------------------------- Turnover 1,760,777 1,412,374 3,173,151 1,841,610 Cost of sales (1,511,725) (1,213,647) (2,725,372) (1,576,100) --------------------------------------------------------------------------------------- Gross profit 249,052 198,727 447,779 265,510 Net operating expenses (201,855) (169,096) (370,951) (217,114) --------------------------------------------------------------------------------------- Operating profit 47,197 29,631 76,828 48,396 --------------------------------------------------------------------------------------- |Operating profit before goodwill | |amortisation and exceptional costs 50,651 40,543 91,194 50,784 | |Goodwill amortisation (3,454) (6,261) (9,715) (2,388)| |Exceptional costs - (4,651) (4,651) - | --------------------------------------------------------------------------------------- |Operating profit 47,197 29,631 76,828 48,396 | --------------------------------------------------------------------------------------- Profit on disposal of businesses 354 1,894 Profit on disposal of investments - 2,560 Profit on disposal of fixed assets 18,512 3,010 --------------------------------------------------------------------------------------- Profit on ordinary activities before investment income, interest and taxation 95,694 55,860 Income from investments - 1,040 Net interest payable (30,652) (12,552) --------------------------------------------------------------------------------------- Profit on ordinary activities 65,042 44,348 before taxation Taxation (20,931) (13,858) --------------------------------------------------------------------------------------- Profit for the financial year 44,111 30,490 Equity dividends (Note 1) (12,519) (9,490) --------------------------------------------------------------------------------------- Retained profit for the 31,592 21,000 financial year --------------------------------------------------------------------------------------- Basic earnings per ordinary share (Note 2) 35.9p 24.5p Diluted earnings per ordinary share (Note 2) 34.8p 24.1p Consolidated Balance Sheet At 31 December 2004 restated* 2004 2003 £000 £000 ------------------------------------------------------------------------------ Fixed assets Intangible assets 163,186 29,220 Tangible assets 303,374 161,057 ------------------------------------------------------------------------------ 466,560 190,277 ------------------------------------------------------------------------------ Current assets Stocks 446,835 255,206 Repurchase commitments 61,523 22,048 Debtors 151,068 74,797 Cash at bank and in hand 114,339 7,523 ------------------------------------------------------------------------------ 773,765 359,574 ------------------------------------------------------------------------------ Creditors: amounts falling due within one year (692,063) (328,074) ------------------------------------------------------------------------------ Net current assets 81,702 31,500 ------------------------------------------------------------------------------ Total assets less current liabilities 548,262 221,777 ------------------------------------------------------------------------------ Creditors: amounts falling due after more than one year (320,780) (73,025) Provisions for liabilities and charges (48,227) (1,680) ------------------------------------------------------------------------------ Net assets 179,255 147,072 ------------------------------------------------------------------------------ Capital and reserves Called up share capital 32,799 32,790 Share premium account 56,792 56,773 Capital redemption reserve 2,529 2,529 Other reserves 12,563 12,563 Profit and loss account 74,572 42,417 ------------------------------------------------------------------------------ Equity shareholders' funds 179,255 147,072 ------------------------------------------------------------------------------ * restated on adoption of UITF 38, see note five. Consolidated Cash Flow Statement Year ended 31 December 2004 2004 2003 £000 £000 ------------------------------------------------------------------------------ Cash flow from operating activities (Note 3) 167,069 59,134 ------------------------------------------------------------------------------ Dividends received - 1,040 Interest received 509 101 Interest paid (23,942) (13,868) ------------------------------------------------------------------------------ Returns on investments and servicing of finance (23,433) (12,727) ------------------------------------------------------------------------------ Taxation paid (19,309) (12,334) ------------------------------------------------------------------------------ Payments to acquire tangible fixed assets (83,978) (42,991) Payments to acquire investments - (8,565) Receipts from sales of tangible fixed assets 102,115 38,691 Receipts from sales of investments 845 16,605 ------------------------------------------------------------------------------ Capital expenditure and financial investment 18,982 3,740 ------------------------------------------------------------------------------ Business acquisitions (224,771) (8,557) Borrowings of acquired businesses (4,988) - Dividend paid to former shareholders of CD Bramall PLC (2,700) - post acquisition Business disposals 17,925 9,486 ------------------------------------------------------------------------------ Acquisitions and disposals (214,534) 929 ------------------------------------------------------------------------------ Equity dividends paid (9,845) (10,789) ------------------------------------------------------------------------------ Net cash flow before financing (81,070) 27,953 ------------------------------------------------------------------------------ Financing Issue of ordinary share capital 28 586 Redemption of issued ordinary share capital - (11,017) Payment of capital element of finance lease rentals (11,454) - Repayment of unsecured bank loans (92,202) (35,445) Repayment of loan notes (469) (15,218) Unsecured loans drawn down 294,567 29,019 ------------------------------------------------------------------------------ Net cash inflow /(outflow) from financing 190,470 (32,075) ------------------------------------------------------------------------------ Movement in cash and overdrafts 109,400 (4,122) ------------------------------------------------------------------------------ Reconciliation of net cash flow to movement in net debt Movement in cash and overdrafts 109,400 (4,122) Exchange differences (264) (219) Issue of loan notes on purchase of (15,756) - investment in CD Bramall PLC Loans and finance leases acquired (47,395) - New finance leases (3,605) - Cash (inflow) / outflow from decrease in debt financing (190,442) 21,644 ------------------------------------------------------------------------------ Movement in net debt in the year (148,062) 17,303 Net debt at 31 December 2003 (96,741) (114,044) ------------------------------------------------------------------------------ Net debt at 31 December 2004 (244,803) (96,741) ------------------------------------------------------------------------------ Group Statement of Total Recognised Gains and Losses Year ended 31 December 2004 2004 2003 £000 £000 -------------------------------------------------------------------------- Profit for the financial year 44,111 30,490 Currency translation adjustments relating to net investments in foreign enterprises (282) (302) -------------------------------------------------------------------------- Total recognised gains 43,829 30,188 and losses relating to the year -------------------------------------------------------------------------- Group Reconciliation of Movements in Shareholders' Funds Year ended 31 December 2004 restated* 2004 2003 £000 £000 -------------------------------------------------------------------------- Profit for the financial year 44,111 30,490 Dividends (12,519) (9,490) -------------------------------------------------------------------------- 31,592 21,000 Exchange adjustment (282) (302) Goodwill written back - 2,228 Issue of ordinary shares 28 586 Repurchase of ordinary shares for cancellation - (11,017) Acquisition of own shares in share trusts - (8,565) Disposal of own shares in share trusts 845 2,410 -------------------------------------------------------------------------- Net addition to shareholders' funds 32,183 6,340 Opening shareholders' funds 147,072 140,732 (originally stated at £157,894,000 before deducting a prior year adjustment of £10,822,000) -------------------------------------------------------------------------- Closing shareholders' funds 179,255 147,072 -------------------------------------------------------------------------- * restated on adoption of UITF 38, see note five. Notes to the Financial Statements 1. Dividends 2004 2003 £000 £000 --------------------------------------------------------------------- Ordinary shares Interim paid 4.2p per share (2003 : 3.8p) 5,112 4,757 Final proposed 6.0p per share (2003 : 3.8p) 7,407 4,733 --------------------------------------------------------------------- 12,519 9,490 --------------------------------------------------------------------- Subject to final approval at the Annual General Meeting, the final dividend will be paid on 19 April 2005 to shareholders appearing on the register at the close of business on 18 March 2005. 2. Earnings per share a) Adjustments to basic earnings per share, based on ordinary shares in issue 2004 2004 2003 2003 Earnings per Total Earnings per Total share share pence £000 pence £000 -------------------------------------------------------------------------------------- Earnings 35.9 44,111 24.5 30,490 Goodwill amortisation 7.9 9,715 1.9 2,388 Tax effect of goodwill (0.2) (199) (0.2) (226) -------------------------------------------------------------------------------------- Earnings excluding 43.6 53,627 26.2 32,652 goodwill amortisation Adjusting items: Profit on business, (15.3) (18,866) (6.0) (7,464) investment and fixed asset disposals Operating exceptional items 3.8 4,651 - - Dividends received - - (0.8) (1,040) Tax effect of adjusting items 1.8 2,240 1.2 1,469 -------------------------------------------------------------------------------------- Earnings excluding goodwill amortisation and adjusting items 33.9 41,652 20.6 25,617 -------------------------------------------------------------------------------------- b) Diluted earnings per share, based on weighted average number of shares in issue 2004 2004 2003 2003 Diluted Diluted earnings per Total earnings per Total share share pence £000 pence £000 -------------------------------------------------------------------------------------- Earnings 34.8 44,111 24.1 30,490 -------------------------------------------------------------------------------------- c) Shares in issue 2004 2003 number number ------------------------------------------------------------------------------------- Weighted average number 123,028,436 124,391,818 of ordinary shares in issue -------------------------------------------------------------------------------------- Weighted average number of dilutive shares under option 3,870,221 2,328,925 -------------------------------------------------------------------------------------- Weighted average number of shares in issue taking account of applicable outstanding share options 126,898,657 126,720,743 -------------------------------------------------------------------------------------- The directors consider that the adjusted earnings per share figures provides a better measure of comparative performance. 3. Net cash inflow from operating activities 2004 2003 £000 £000 -------------------------------------------------------------------------------------- Operating profit 76,828 48,396 Depreciation 23,485 10,279 Goodwill amortisation 9,715 2,388 Loss on disposal of fixed assets 14 9 Increase in stocks (12,978) (17,519) Decrease / (increase) in debtors 24,222 (2,190) Increase in creditors 45,783 17,771 -------------------------------------------------------------------------------------- 167,069 59,134 -------------------------------------------------------------------------------------- 4. Acquisition of CD Bramall PLC The group acquired the entire share capital of CD Bramall PLC on 25 February 2004 for a total consideration, including costs, of £238,448,000. Consideration was satisfied by £222,692,000 in cash and the issue of loan notes of £15,756,000. The acquisition has been accounted for by the acquisition method of accounting. Net Assets at date of acquisition Book value Fair value Fair value at acquisition adjustments at acquisition £000 £000 £000 --------------------------------------------------------------------------------------- Tangible fixed assets and investments 142,280 28,444 170,724 Stocks 132,491 1,247 133,738 Debtors 87,360 910 88,270 Creditors (202,795) (11,975) (214,770) Borrowings and finance leases (52,383) - (52,383) Deferred tax (580) 16,089 15,509 Provisions for liabilities and charges (835) (47,171) (48,006) --------------------------------------------------------------------------------------- 105,538 (12,456) 93,082 Goodwill 145,366 --------------------------------------------------------------------------------------- Consideration (including costs) 238,448 --------------------------------------------------------------------------------------- 5. Annual Report The group has adopted the requirements of UITF 38 Accounting for ESOP Trusts under which own shares have been reclassified as a deduction from shareholders' funds. The comparatives for 2003 have been restated accordingly. The above financial information does not represent the full financial statements of the company. Full financial statements for the year ended 31 December 2003, containing an unqualified audit report have been delivered to the registrar of companies. Full financial statements for the year ended 31 December 2004, which have been reported on without qualification by the group's auditors, will shortly be posted to shareholders, and after adoption at the Annual General Meeting on 15 April 2005 will be delivered to the registrar. Copies of this announcement are available from Pendragon PLC, Loxley House, 2 Oakwood Court, Little Oak Drive, Annesley, Nottinghamshire NG15 0DR. This information is provided by RNS The company news service from the London Stock Exchange

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