Interim Results
Rotala PLC
30 August 2006
Press Release
30 August 2006
Rotala plc
('Rotala' or 'the Company')
Unaudited Interim Results for the six months to 31 May 2006
Chairman's Statement
Results for the period
I am pleased to be able to present this interim report to shareholders in
respect of the six month period ended 31 May 2006.
In the period the Board continued to focus on turning round the fortunes of
the Company both by the reduction of costs and cessation of unprofitable
activities inherited from the previous management of the business. These actions
included not only eliminating unnecessary expenditure but also discarding
unprofitable contracts and replacing it with profitable revenue from new
contracts. Since the acquisition of the Flights group of companies in August
2005, new and profitable revenues of more than £3.3 million per annum have more
than replaced the unprofitable revenues discarded of approximately £2.5 million.
Cost reductions achieved to date amount to more than £1.1 million per annum
(compared to the cost base at the time of the acquisition of the businesses) and
it is anticipated that plans already put in place will see this figure rise to
an annualised value of more than £2.5 million by the end of 2007. The initial
success of these measures is reflected in the recording of a gross profit for
the group of £746,119 in the period to 31 May 2006, compared to the gross loss
of £259,431 for the period to 30 November 2005. In view of the continuing
success of efforts to reduce costs and to add profitable turnover, the Directors
consider that the Company is moving steadily towards profitability in the medium
term.
Provision for leases
The Board has undertaken a full review of the unsatisfactory and uneconomic
vehicle leasing arrangements which it inherited with the acquisition of the
Flights group. Negotiations to terminate or vary these contracts have commenced
but no agreements have yet been reached. The acquired businesses continue to
incur underlying losses because of these contracts; the adverse economic effects
of these contracts will continue until they can be ended or re-negotiated. The
underlying losses, though declining, will continue in the current year and will
not finally be eradicated until 2007. These losses were provided for in the
group accounts for the period ended 30 November 2005 and they will not have an
impact on the profit and loss account in subsequent years. However, until
negotiations are concluded, the existence of the contracts will continue to have
an adverse impact on the cash flow of the group.
Increase of share capital
As a result of the increasing turnover of the Company, the continuing losses
and the diversion of effort caused by the problems inherited from the vendor of
the Flights group, the Directors considered that it was prudent to augment the
capital of the Company. The Board determined that new equity funding should be
raised to increase the Company's capital resources and a placing of £1,625,000
was completed in April 2006. One of the principal objectives of the placing was
also to raise funds to acquire the freehold of the Company's 4.5 acre depot in
Birmingham for £2 million. This step was successfully achieved. A commercial
mortgage of £1.5 million was obtained on the property to assist in financing the
acquisition. Now that the Company has secured a sizeable freehold base, it will
seek opportunities to increase substantially its operations in the Birmingham
area.
Prospects
The Board remains of the view that the transport sector offers opportunities
for growth for the Company. The Directors believe that government policy on such
issues as congestion and pollution, combined with increasing customer demand for
the specialist transport solutions that the group can offer, create an expanding
marketplace for the group's services. Furthermore, the Board is still of the
opinion that the many small and marginal businesses in the sector offer great
opportunities to a consolidator such as Rotala. These two forces, increasing
demand and opportunities to act as a consolidator, offer attractive growth
prospects to the Company in the longer term; these were the original plans
behind the Company's foundation and the Board sees no reason to deviate from
this strategy. These plans do however require a strong operational and financial
base and the directors anticipate that additional finance will be raised shortly
to realise both these plans and to fund expected organic growth.
I am confident that we have created a sound infrastructure for the Flights
business since we acquired it and that, using the strategy I have outlined
above, we are well on the way to building a successful and profitable group.
John Gunn
Chairman
30 August, 2006
Contacts:
John Gunn 020 7236 6236
Kim Taylor 07918 883796
Notes to Editors:
The Company was admitted to trading on AIM on March 29 2005, having been
incorporated on January 21 2005 to invest in the transportation sector. In the
transport sector, the Board anticipated that opportunities would arise in the
provision of bus services, chauffeur-drive services, and integrated ground
transportation. In the Company's admission document dated March 11 2005 the
Board stated its intention to complete the Company's first acquisition within
six months of Admission and in August 2005 it agreed the acquisition of the
Flights Group of companies.
The Flights Group comprises three companies: Flights Hallmark, Flights Corporate
Transfers and FH Transport. Flights Hallmark is a mature coach and bus business
formed through the acquisition and amalgamation of a number of businesses. Its
main activities include the provision of dedicated transport solutions for a
range of corporate customers, the operation of various shuttle bus services and
a substantial coach hire business. Flights Corporate Transfers operates
chauffeur driven cars, particularly relating to transport to and from UK
airports, for a range of airlines and airline-related customers. The third
company, FH Transport, does not trade.
Consolidated profit and loss account
Notes Six months ended Period ended Period ended
31 May 2006 31 May 2005 30 November 2005
(unaudited) (unaudited) (audited)
£ £ £
Turnover 8,026,749 - 3,960,795
Cost of sales (7,280,630) - (4,220,226)
__________ __________
Gross profit/(loss) 746,119 - (259,431)
Administrative expenses (1,821,308) (43,499) (931,258)
(Including goodwill amortisation of £259,285,
£nil and £115,086 respectively)
__________ _________ __________
Operating Loss (1,075,189) (43,499) (1,190,689)
Interest receivable 1,284 27,538 67,429
Interest payable (45,208) - (25,223)
__________ _________ __________
Loss on ordinary activities before taxation (1,119,113) (15,961) (1,148,483)
Tax on loss from ordinary activities - - -
__________ _________ __________
Loss on ordinary activities after taxation (1,119,113) (15,961) (1,148,483)
Retained loss brought forward (1,148,483) - -
__________ _________ __________
Accumulated loss carried forward (2,267,596) (15,961) (1,148,483)
__________ _________ __________
Loss per share - basic and diluted 3 (0.54p) (0.03p) (1.33p)
Consolidated Balance Sheet
Notes At 31 May 2006 At 31 May 2005 At 30 November
(unaudited) (unaudited) 2005 (audited)
£ £ £
Fixed assets
Intangible assets 8,313,431 - 8,322,717
Tangible assets 3,727,190 - 1,496,333
__________ _________ __________
12,040,621 - 9,819,050
Current assets
Stocks 118,274 - 141,690
Debtors 2,464,942 314,241 3,752,080
Cash at bank and in hand 42,634 3,004,891 1,000,000
__________ _________ __________
2,625,850 3,319,132 4,893,770
Creditors: amounts falling due within one year (3,308,995) (25,388) (5,160,631)
__________ _________ __________
Net current (liabilities)/assets (683,145) 3,293,744 (266,861)
__________ _________ __________
Total assets less current liabilities 11,357,476 3,293,744 9,552,189
Creditors: amounts falling due after more than (3,505,946) - (1,769,868)
one year
Provisions (1,224,124) - (1,547,000)
__________ _________ __________
6,627,406 3,293,744 6,235,321
__________ _________ __________
Capital and reserves
Called up share capital 2,803,077 1,070,000 1,719,744
Share Premium Account 3,525,258 2,239,705 3,097,393
Merger reserve 2,566,667 - 2,566,667
Profit and loss account (deficit) (2,267,596) (15,961) (1,148,483)
__________ _________ __________
Shareholders' funds 6,627,406 3,293,744 6,235,321
__________ _________ __________
Consolidated cash flow statement
Notes Six months ended Period ended Period ended 30
31st May 2006 31st May 2005 November 2005
(unaudited) (unaudited) (audited)
£ £ £
Net cash outflow from operating activities 4 (1,113,100) (329,662) (3,095,171)
Returns on investments and servicing of finance
Interest received 1,284 24,848 67,429
Interest paid (35,715) - (25,223)
__________ _________ __________
Net cash (outflow)/inflow from returns on (34,431) 24,848 42,206
investments and servicing of finance
__________ _________ __________
Capital expenditure and financial investment
Payment to acquire intangible fixed assets (250,000) - -
Payments to acquire tangible fixed assets (2,072,271) - (57,607)
Sale of tangible fixed assets 11,190 - 3,894
__________ _________ __________
Net cash outflow from capital expenditure (2,311,081) - (53,713)
and financial investment
__________ _________ __________
Acquisitions
Expenses incurred in making the acquisitions - - (603,835)
Bank overdraft acquired with acquisitions - - (149,912)
__________ _________ __________
Cash outflow from acquisitions - - (753,747)
__________ _________ __________
Cash outflow before use of liquid resources and (3,458,612) (304,814) (3,860,425)
financing
Management of liquid resources
Decrease/(increase) in deposits with banks 1,000,000 (2,851,812) (1,000,000)
Financing
Issue of ordinary share capital 1,625,000 3,470,000 4,660,001
Issue costs (113,801) (160,295) (309,530)
Mortgage raised 1,500,000 - -
__________ _________ __________
Cash inflow from financing 3,011,199 3,309,705 4,350,471
__________ _________ __________
Increase/(Decrease) in cash for the period 552,587 153,079 (509,954)
__________ _________ __________
Notes to the unaudited interim statement for the period ended 31st May 2006
1 Basis of Preparation: The financial information for the period has
not been audited or reviewed. Rotala plc acquired the Flights Group of
companies on 30 August 2005. The results for the period to 31 May 2005 therefore
represent those of the Company only for that period. The results for the period
ended 30 November 2005 include those of the Flights Group only for the three
months ended on that date.
2 Accounting policies: the accounting policies used in this statement
are the same as those which were used for the preparation of the audited
accounts for the period ended 30 November 2005.
3 Loss per share: loss per share has been calculated in a manner based
upon the weighted average number of shares in issue in the period of 208,283,884
(May 2005: 56,603,124; November 2005: 86,060,538). The share options outstanding
at the period ends were not dilutive.
4 Reconciliation of Operating Loss to Net Cash Outflow:
Reconciliation of Operating Loss to Net Six months Period ended Period ended
Cash Outflow from Operating Activities ended 31st 31st May 2005 30th November
May 2006 2005
£ £ £
Operating Loss (1,075,189) (43,499) (1,190,689)
Amortisation of goodwill 259,286 - 115,086
Depreciation of tangible fixed assets 74,854 - 132,618
Decrease/(increase) in debtors 1,287,138 (311,551) (413,342)
(Decrease)/increase in creditors (1,362,515) 25,388 (1,603,491)
Decrease in stock 23,416 - 26,396
Loss/(profit) on disposal of fixed assets 2,786 - (516)
Movement on provisions (322,876) - (161,233)
_________ _________ _________
Net Cash Outflow from Operating Activities (1,113,100) (329,662) (3,095,171)
_________ _________ _________
5 Additional Information: this Interim Report does not constitute
statutory accounts within the meaning of s.240 of the Companies Act 1985.
Accounts for the period ended 30 November 2005 have been audited and the
auditors' report thereon was unqualified. These accounts have been filed with
the Registrar of Companies.
6 Other: copies of this Interim Report can be obtained by request from
the company's registered office at 46, Cannon Street, London, EC4N 6JJ.
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