Final Results
Safeland PLC
17 June 2004
SAFELAND PLC
CHAIRMAN STATEMENT
YEAR ENDED MARCH 31 2004
In my interim statement of December 1 2003 and in previous statements over the
last few years I have advised shareholders of the difficult trading conditions
that Safeland has encountered and which have continued to prevail during the
last six months. As a result Safeland Plc is reporting a loss before taxation
for the year of £1,037,000 (2003: £3.522m profit) and a resultant loss per
share for the year of 5.37p (2003: earnings 10.33p).
The loss for the year predominantly relates to two main items. In last year's
statement mention was made of an investment that Safeland made in an AIM listed
company called Tecc-IS whose main assets were made up of cash and investments in
technological stocks in Israel. Safeland has a significant interest in Tecc-IS
of 25% and it is therefore appropriate for the company to treat Tecc-IS as an
associate and take into its own accounts its relevant proportion of that group's
profit and loss account and balance sheet.
In the recently announced Tecc-IS preliminary figures to December 31 2003 it was
stated that an independent body had carried out a review of these investments
resulting in a write down by a figure of just in excess of £1m and Safeland's
share of this is taken into consideration in the current year's accounts,
together with its share of the reported losses of the group for that year.
In addition, Safeland's continued involvement in self storage with its three
centres in Italy, one in Rome and two in Milan have produced the expected losses
which occur at the outset. For the current year under review this loss amounted
to £639,000. I am pleased to report that satisfactory progress is being made in
all three centres.
During the year under review Safeland undertook 85 transactions compared with 92
in the previous year with an average lot size of £230,000 (2003: £530,000).
Turnover for the current year is £19,448,000 compared to £26,101,000 in the year
ended March 31 2003.
The company has purchased 1,240,668 of its own shares during this year which has
resulted in a net asset value per share as at the year end of 94p compared to
91p in March 2003.
Due to the loss that the company has incurred during the year it is not going to
be paying a dividend at the year end. Gearing stands at 76% (2003: 34%).
At the year end the value of our stock of properties is £13.4m (2003: £6.0m)
which the board believes offers potential for future profitable sales and I am
pleased to report that the first few months of the new financial year have seen
some vibrant trading. It is, however, impossible to accurately predict whether
this will continue for the coming months.
I mentioned in my interim statement that Steven Lipman had left the organisation
and I reiterate my thanks to him for his contribution over the years and wish
him luck for the future.
I can advise that in the event that favourable conditions do present themselves
we are in a very good position to take advantage of them.
CONSOLIDATED PROFIT AND LOSS ACCOUNT
Year ended 31 March 2004
Note 2004 2003
£'000 £'000
Unaudited Audited
Turnover
Group and share of joint venture 20,764 30,521
Less: share of joint venture (1,316) (4,420)
Group turnover (including acquisition of £6,689,000) 2 19,448 26,101
Cost of sales (16,893) (22,650)
Gross profit 2,555 3,451
Sales and distribution expenses (546) (341)
Administrative expenses (3,821) (3,411)
Other operating income 209 501
Group operating (loss)/profit (including acquisition operating profit of (1,603) 200
£332,000)
Share of operating profit of joint ventures 3 771 2,564
Share of operating loss of associate (98) -
Total operating (loss)/profit (930) 2,764
Profit on disposal of fixed assets - investment properties 171 302
Profit on disposal of investments 109 72
Profit on disposal of subsidiaries and investment in joint venture 4 255 550
(Loss)/profit on ordinary activities before interest and taxation (395) 3,688
Interest receivable and similar income 5 304 717
Share of amounts written off investments of associate (261) -
Interest payable and similar charges 6 (685) (883)
(Loss)/profit on ordinary activities before taxation (1,037) 3,522
Tax charge on (loss)/profit on ordinary activities (77) (1,106)
(Loss)/profit on ordinary activities after taxation (1,114) 2,416
Equity dividends 7 - -
Retained (loss)/profit for the financial year (1,114) 2,416
Basic and diluted (loss)/earnings per share 8 (5.37p) 10.33p
CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
Year ended 31 March 2004
2004 2003
£'000 £'000
Unaudited Audited
(Loss)/profit for the financial year (1,114) 2,416
Unrealised surplus on revaluation of investment 1,323 70
properties
Taxation on valuation surplus realised on sale of (110) -
investment properties
Currency translation differences on foreign currency 31 -
net investments
Total recognised gains and losses for the 130 2,486
year
Note of historical cost profits and losses
2004 2003
£'000 £'000
Unaudited Audited
(Loss)/profit on ordinary activities before taxation (1,037) 3,522
Realisation of property revaluation gains of earlier 412 1,463
years
Historical cost (loss)/profit on ordinary activities (625) 4,985
before taxation
Historical cost (loss)/profit retained for the year after
taxation and dividends (812) 3,879
CONSOLIDATED BALANCE SHEET
31 March 2004
Note 2004 2003
£'000 £'000
Unaudited Audited
Fixed assets
Intangible assets - goodwill - -
Tangible assets 5,748 4,993
Investment properties 3,981 2,808
Investment in joint ventures
Share of gross assets 4,649 4,564
Share of gross liabilities (627) (1,144)
4,022 3,420
Investment in associate 661 1,000
Investments 3,926 4,281
18,338 16,502
Current assets
Stocks 13,409 5,965
Debtors 2,649 3,826
Cash at bank and in hand 2,212 4,783
18,270 14,574
Creditors: amounts falling due
within one year (4,321) (5,122)
Net current assets 13,949 9,452
Total assets less current liabilities 32,287 25,954
Creditors: amounts falling due after more
than one year (13,688) (6,905)
18,599 19,049
Capital and reserves
Called up equity share capital 985 1,047
Share premium account 5,304 5,304
Capital redemption reserve 702 640
Investment property revaluation reserve 1,497 586
Profit and loss account 10,111 11,472
Equity shareholders' funds 14 18,599 19,049
CONSOLIDATED CASH FLOW STATEMENT
Year ended 31 March 2004
Note 2004 2003
£'000 £'000
Unaudited Audited
Net cash (outflow)/inflow from operating 10 (8,452) 2,125
activities
Returns on investment and servicing of finance 11 (318) (111)
Taxation (843) (720)
Capital expenditure and financial investment 11 (393) 826
Acquisitions and disposals 11 631 4,608
Cash (outflow)/inflow before financing (9,375) 6,728
Financing 11 6,240 (5,347)
(Decrease)/increase in cash (3,135) 1,381
NOTES TO THE PRELIMINARY ANNOUNCEMENT
Year ended 31 March 2004
1. BASIS OF PREPARATION
The financial information set out in the announcement does not constitute
the company's statutory financial statements within the meaning of section
240 of the Companies Act 1985, for the years ended 31 March 2004 or 2003.
The statutory financial statements for the year ended 31 March 2004 will be
finalised and signed on the basis of the financial information presented by
the directors in this preliminary announcement and will be delivered to the
Registrar of Companies following the company's Annual General Meeting. The
results for the year ended 31 March 2003 have been extracted from the full
statutory financial statements for that year which have been delivered to
the Registrar of Companies, on which the auditors have given an unqualified
report, and which do not contain a statement under sections 237(2) or (3)
of the Companies Act 1985.
This announcement is prepared on the basis of the accounting policies as
stated in the previous year's financial statements.
This preliminary announcement was approved by the Board of directors on 16
June 2004.
Copies of this announcement are available from the company's registered
office at 94-96 Great North Road, London, N2 0NL. The Annual Report and
Accounts will be sent to shareholders shortly.
2. SEGMENTAL INFORMATION
2004 2003
£'000 £'000
Unaudited Audited
Group turnover
Property trading and refurbishment 19,116 25,898
Investment properties 111 202
Self storage 221 1
19,448 26,101
(Loss)/profit on ordinary activities before taxation
Property trading and refurbishment (289) 3,169
Investment properties 211 488
Self storage (639) (135)
Tecc-IS (associate) (320) -
(1,037) 3,522
Net assets
Property trading and refurbishment 11,753 12,835
Investment properties 3,939 2,818
Self storage 2,246 2,396
Tecc-IS (associate) 661 1,000
18,599 19,049
All turnover (by origin and destination), results before taxation and net
assets in the current and preceding financial year are derived from
activities carried out in the United Kingdom, except for the self storage
operation, which operates in Italy, Tecc-IS plc, the associated
undertaking, which operates mainly in Israel, and the results and net
assets of the Brackdale joint venture, which operates in South Africa and
contributed £60,000 (2003: £13,000) to profit before taxation in the year
and £nil (2003: £8,000) to net assets. The Brackdale joint venture is
reported within property trading and refurbishment.
3. SHARE OF OPERATING PROFIT OF JOINT VENTURE
Share of operating profit of joint venture principally relates to our
residential property joint venture.
4. SALE OF SUBSIDIARIES AND INVESTMENT IN JOINT VENTURE
Three wholly-owned subsidiaries of Safeland plc were disposed of during the
year: Silverlake Properties Limited, Honeyglen Properties Limited and
Regalbond Limited. None of the subsidiary undertakings disposed of
contributed any pre-tax results to the group in the year (2003: £nil). The
profits recognised on disposal were £155,000, £139,000 and £nil
respectively. Cash received in respect of these sales was £1,700,000.
The group's share in Brackdale Investments (Proprietary) Limited, a 50%
joint venture, was disposed of during the year. It contributed £60,000 to
the pre-tax results of the group in the year (2003: £13,000). The profit
recognised on disposal was £56,000. Consideration in respect of this sale
was £106,000.
Goodwill of £95,000 that was previously written off to reserves has been
written off in the profit and loss account in the year and a corresponding
adjustment has been made to reserves.
5. INTEREST RECEIVABLE AND SIMILAR INCOME
2004 2003
£'000 £'000
Unaudited Audited
Income from fixed asset investments 94 141
Bank deposit interest 64 170
Interest on late completion of contracts 29 61
Interest from joint venture 41 324
Other interest receivable 26 4
Group interest receivable 254 700
Share of joint ventures' interest receivable 11 17
Share of associate's interest receivable 39 -
304 717
6. INTEREST PAYABLE AND SIMILAR CHARGES
2004 2003
£'000 £'000
Unaudited Audited
Interest on bank overdrafts and loans 569 808
Other interest payable 3 1
Group interest payable 572 809
Share of joint ventures' interest payable 113 74
685 883
7. EQUITY DIVIDENDS
No interim dividend has been paid or final dividend declared in either
year.
8. (LOSS)/EARNINGS PER SHARE
Basic and diluted loss per share of 5.37p (2003: earnings of 10.33p) are
based on the loss for the financial year of £1,114,000 (2003: profit of
£2,416,000) and on 20,754,333 ordinary shares (2003: 23,393,843 ordinary
shares) being the weighted average number of shares in issue throughout the
year.
The calculation of diluted (loss)/earnings per share uses the same (loss)/
earnings figure and weighted average number of shares as the basic
calculation, as the exercise value of all share options in issue is higher
than the share price at year end.
9. ACQUISITION OF SUBSIDIARY UNDERTAKING AND INTEREST IN ASSOCIATED
UNDERTAKING
On 9 April 2003, Safeland plc exercised an option to acquire 25% of the
share capital of Tecc-IS plc, an AIM listed company, for cash consideration
of £981,000. Tecc-IS plc has been accounted for as an associated
undertaking.
On 30 June 2003, Safeland plc purchased 100% of the ordinary share capital
of Protea Properties Limited for £100,000 cash consideration.
10. RECONCILIATION OF OPERATING (LOSS)/PROFIT TO NET CASH (OUTFLOW)/INFLOW FROM
OPERATING ACTIVITIES
2004 2003
£'000 £'000
Unaudited Audited
Operating (loss)/profit (1,603) 200
Amortisation of goodwill 100 -
Depreciation 322 217
Amounts written off investment properties 59 -
Loss/(profit) on sale of tangible fixed assets 42 (13)
Increase in stocks (8,850) (648)
Decrease in debtors 1,451 2,949
Increase/(decrease) in creditors 27 (580)
Net cash (outflow)/inflow from operating activities (8,452) 2,125
11. ANALYSIS OF CASH FLOWS
2004 2003
£'000 £'000
Unaudited Audited
Returns on investment and servicing of finance
Interest received 160 558
Interest paid (572) (810)
Dividends received 94 141
(318) (111)
Capital expenditure and financial investment
Purchase of tangible fixed assets (1,463) (2,540)
Purchase of investment properties (742) (1,091)
Disposal of tangible fixed assets 344 439
Disposal of investment properties 1,004 3,495
Disposal of investments 464 523
(393) 826
Acquisitions and disposals
Purchase of subsidiary undertaking (net of £12,000 cash acquired with (88) -
subsidiary)
Purchase of investment in associate (981) -
Sale of subsidiary undertakings 1,700 4,608
631 4,608
Financing
Purchase of own shares (675) (2,156)
Loan repayments (1,184) (4,691)
New loans 8,099 1,500
6,240 (5,347)
12 RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
2004 2003
£'000 £'000
Unaudited Audited
(Decrease)/increase in cash in the year (3,135) 1,381
Cash (inflow)/outflow from (increase)/decrease in debt (6,915) 3,191
Change in net debt resulting from cash flows (10,050) 4,572
Net debt brought forward (1,784) (6,356)
Net debt carried forward (11,834) (1,784)
13 ANALYSIS OF NET DEBT
At At
31 March 31 March
2003 Cash flows 2004
£'000 £'000 £'000
Audited Unaudited Unaudited
Cash at bank and in hand 4,783 (2,571) 2,212
Bank overdrafts - (564) (564)
4,783 (3,135) 1,648
Debt due within one year (657) (3) (660)
Debt due after one year (5,910) (6,912) (12,822)
(1,784) (10,050) (11,834)
14 RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS
2004 2003
£'000 £'000
Unaudited Audited
(Loss)/profit for the financial year (1,114) 2,416
Other recognised gains and losses in the year 1,244 70
Eliminate goodwill written off in prior years 95 -
Repurchase of shares (675) (2,156)
Net (reduction)/increase in equity shareholders' funds (450) 330
Opening equity shareholders' funds 19,049 18,719
Closing equity shareholders' funds 18,599 19,049
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