Final Results
TG21 Plc
26 March 2008
26 March 2007
TG21 plc ('TG21', 'the company' or 'the group')
Preliminary results for the year ended 31 December 2007
TG21 today announces its preliminary results for the year ended 31 December
2007. Over the last few years the company has moved successfully to reposition
itself from being a distributor of in-car entertainment and security systems to
become a vehicle installation service provider with its 75% subsidiary, 21st
Century, supplying public transport CCTV and other monitoring systems.
Financial Highlights
• Operating profit from continuing operations up 75% to £1.4m (2006: £0.8m)
• Profit after tax from continuing operations up 100% to £1.0m (2006: £0.5m)
• Earnings per share for continuing operations up 88% to 1.05p (2006: 0.56p)
• Turnover for public transport monitoring division up 85% to £5m (2006: £2.7m)
Operational Highlights
• Successful disposal of two of the group's mature distribution divisions
• 100% increase in sales volumes for public transport CCTV systems
• Business now focused on core public transport CCTV and monitoring
systems and vehicle installation
• Trials of 21st Century's EcoManager and passenger counting system
nearing completion
Commenting on the results, Peter Ward, Chairman of TG21, said:
'2007 has been a transformational year for the company and we are now well
placed to take advantage of markets with high growth potential. The group has
continued to reduce net debt with the disposal of our legacy divisions, allowing
us to leverage core strengths in vehicle monitoring systems. We are excited
about new product developments such as EcoManager, aimed at reducing fuel costs,
where our initial field trails have been very encouraging.'
A copy of this preliminary results announcement is available on the company's
website: www.tg21plc.com
For Further Information:
TG21 plc Wilson Jennings, Finance Director 020 8710 4000
Hogarth Partnership
Limited Barnaby Fry 020 7357 9477
Sarah Richardson
Daniel Stewart & Co plc
(Nomad) Graham Webster 020 7776 6550
Notes to editors
Launched in 1993, the company began as Toad plc and was focused on the
distribution of in-car entertainment systems and vehicle security products.
Under the stewardship of Chairman Peter Ward, former Chairman and CEO of Rolls
Royce Motors and Cunard Line, who joined the board at the end of 2001, TG21's
strategy has been to reposition itself away from its legacy businesses into
markets with better growth potential while leveraging its core strengths -
nationwide field force of vehicle electrical engineers, call centre and
distribution facilities.
In line with this strategy, in 2005 the company took a controlling stake in 21st
Century Crime Prevention Services Ltd ('21st Century'), the preferred supplier
of on-board CCTV systems for Arriva UK Bus. 21st Century has pioneered the use
of WiFi with on board CCTV systems and was the first company to successfully
launch automatic video downloads and a bus CCTV monitoring system (HeartbeatTM).
In addition to Arriva UK Bus, clients of 21st Century include Arriva
Scandinavia, Go-Ahead Group, Metroline, Kinch Bus and ACIS. In 2006 the company
bolstered this division, with a strategic investment in another bus CCTV
business, Cyberlyne Communications Limited ('CCL'). This investment was made by
way of a loan of £430,000 to CCL and in parallel with this loan agreement CCL
has granted an option to TG21 to acquire the whole of its share capital.
In 2007 the company completed a number of installations for a pilot black-box
based motor insurance scheme with two major insurance companies. The company was
awarded these opportunities on the back of the long and valued relationships
which it has developed in this market through its insurance replacement
services.
Headquartered in Mitcham, the group also has an office in Blackburn and employs
around 170 staff.
TG21 plc
Chairman's statement
Trading Results
I am pleased to report that the group results for the year are ahead of market
expectations and our borrowings have been reduced significantly.
Towards the end of the year the company took a significant step to reposition
itself away from its legacy distribution businesses. On 30 October 2007 we sold
Sextons, our in-car entertainment distribution business and on 14 December 2007
we sold our Sigma and Toad security businesses along with ITI, our interface
lead distribution business. The total proceeds from these sales was £2.2m in
cash of which £1.5m was received prior to the year end. This, combined with cash
generated from operations, has reduced net debt from £3.3m at the start of the
year to just £0.6m at the year end. These disposals will allow us to focus on
our core higher growth market sectors - public transport on-board monitoring
systems and vehicle installation services.
Financial Review
Our consolidated income statement for the year and the 2006 comparatives show
sales from continuing operations only. The overall net result from the sold
businesses (the 'discontinued operations') is disclosed separately. The overall
net loss from the discontinued operations for the year was £0.4m compared to a
net loss of £0.1m in the prior year. Operating profit from continuing operations
increased by 75% on last year at £1.4m (2006: £0.8m) and profit after tax of
£1.0m from continuing operations was double that achieved in 2006 (£0.5m).
Group - continuing operations 2007 2006
£m £m
Turnover 15.5 15.2
Gross profit 8.4 8.5
Gross profit percentage 55% 56%
Net operating expenses (7.0) (7.7)
Total operating profit from continuing operations 1.4 0.8
Finance costs (0.3) (0.3)
Profit before tax from continuing operations 1.1 0.5
Taxation (0.1) -
Loss for the period from discontinued operations (0.4) (0.1)
Profit from continuing and discontinued operations 0.6 0.4
Minority interest (0.1) -
Net profit attributable to members of the parent company 0.5 0.4
========= =========
------------------------------------- --------- ---------
Earnings per share Pence Pence
- Continuing operations 1.05p 0.56p
- Continuing and discontinued operations 0.62p 0.49p
------------------------------------- --------- ---------
£m £m
Net debt 0.6 3.3
========= =========
Analysis of turnover from continuing operations 2007 2006
£m £m
Public transport monitoring systems 5.0 2.7
Vehicle installation services 8.6 10.1
Distribution 1.9 2.4
--------- ---------
Total 15.5 15.2
--------- ---------
Operational Review
Public transport on board monitoring systems
Principal activities in this division are the supply of CCTV, black box and
other monitoring systems for use on public transport vehicles.
During the year our 75% subsidiary, 21st Century CPS Limited ('21st Century')
supplied over 1,000 on bus CCTV systems, double the number of systems supplied
in 2006.
While Arriva UK Bus remains the principal customer, the group also won repeat
business from Go-Ahead and Arriva in Europe. In the current year we already have
visibility on orders for in excess of 1,000 systems. Cumulative on bus CCTV
systems supplied by 21st Century are now 5,500 units representing less than 10%
of the total UK market.
In addition, 21st Century is close to completing trials of its EcoManager and
passenger counting systems aimed at reducing fuel costs and enhancing revenues
for bus operators and we are confident that we will win orders in the current
year for these new products.
To strengthen our presence in the bus CCTV market we acquired an option to
purchase Cyberlyne Communications Limited ('CCL') in July 2006. For the year to
31 December 2006 CCL made a loss of £0.8m after hindsight adjustments. Since our
involvement, CCL has reorganised its business to reduce overheads and for 2007
the company has achieved breakeven after hindsight adjustments and we believe
that CCL is now well placed to make a positive contribution in the current year.
Vehicle installation services
The principal activities within this division are:
(i) the supply and installation of replacements for stolen
in-car entertainment and navigation systems for insurance company
customers;
(ii) the supply and installation of mobile 'phone hands-free kits for
corporate fleets;
(iii) the installation of public transport monitoring systems for 21st Century.
The division now also provides installation services for the embryonic black-box
motor insurance schemes operated by several insurance companies.
The reduced turnover in this division is attributable to the maturing audio
insurance replacement business and, as flagged in my interim statement, at the
year end we exited from our mobile 'phone hands-free installation contract with
Unipart.
We anticipate that in the medium to longer term this division could benefit
significantly from growth in the black-box motor insurance market and we are
encouraged that so far in the current year we have undertaken over 1,000
black-box installations on behalf of insurers.
Distribution
Up until the disposal of the majority of this division, the principal activities
within Distribution consisted of the distribution of in-car entertainment
systems, satnav/communications equipment, speed camera alerts, audio leads and
own brand automotive and motorcycle alarms to the retail trade.
The only continuing business in this division is the distribution of motorcycle
alarms and accessories through our Datatool business. Datatool continues to make
a positive contribution to our results.
Outlook
Thanks to the invaluable contribution of management and staff, we have
successfully repositioned the group away from the mature legacy businesses to
allow us to focus on areas with higher growth potential. At the same time we
have generated cash to reduce our net debt position significantly. We have a
number of exciting new initiatives in growth markets and we are well placed to
build sustainable returns in the coming years.
Peter Ward
Chairman
26 March 2008
Consolidated income statement for the year ended 31 December 2007
Notes 2007 2006
£'000 £'000
Continuing operations
Revenue 2 15,455 15,246
Cost of sales (7,020) (6,735)
-------- --------
Gross profit 8,435 8,511
Other operating income 108 104
Administrative expenses (7,183) (7,718)
Share of results of associate - (60)
-------- --------
Operating profit 2 1,360 837
Finance costs (271) (356)
-------- --------
Profit before taxation 1,089 481
Taxation (100) 1
-------- --------
Profit for the period from continuing operations 989 482
Discontinued operations
Loss for the period from discontinued operations 3 (353) (55)
-------- --------
Profit for the period 636 427
======== ========
Attributable to:
Equity holders of the parent 503 400
Minority interest 133 27
-------- --------
636 427
======== ========
Earnings per share
From continuing operations
Basic and diluted 1.05p 0.56p
======== ========
From continuing and discontinued operations
Basic and diluted 0.62p 0.49p
======== ========
Consolidated statement of total recognised income and expense
for the year ended 31 December 2007
2007 2006
£'000 £'000
Profit for the year and total recognised income
and expense for the year 636 427
Prior period adjustment - share based payment reserve - (150)
--------- ---------
636 277
========= =========
--- ---
Group 503 250
Minority interest 133 27
--------- ---------
636 277
========= =========
Consolidated balance sheet as at 31 December 2007
Notes 2007 2006
£'000 £'000
Assets
Non-current assets
Goodwill 4,850 4,850
Other intangible assets 511 524
Property, plant and equipment 3,837 4,076
Deferred tax asset 226 256
--------- ---------
9,424 9,706
--------- ---------
Current assets
Inventories 1,291 3,114
Trade and other receivables 4,566 4,562
Cash and cash equivalents 2,965 745
--------- ---------
8,822 8,421
--------- ---------
Total assets 18,246 18,127
Liabilities
Current liabilities
Trade and other payables (3,682) (4,302)
Current tax liabilities (70) -
Bank loans and overdrafts (2,444) (2,032)
Provisions 4 (72) -
Derivative financial instruments - (29)
--------- ---------
(6,268) (6,363)
--------- ---------
Net current assets 2,554 2,058
Non-current liabilities
Bank loans (1,150) (1,989)
Provisions 4 (337) -
Deferred tax liabilities (626) (626)
--------- ---------
(2,113) (2,615)
--------- ---------
Total liabilities (8,381) (8,978)
--------- ---------
Net assets 9,865 9,149
========= =========
Shareholders' equity
Share capital 8,169 8,169
Share premium account 3,387 3,387
Special reserve 1,206 1,206
Other reserve 43 43
Retained earnings (3,091) (3,700)
--------- ---------
Equity attributable to equity holders of the parent 9,714 9,105
Minority interests 151 44
--------- ---------
Total equity 9,865 9,149
========= =========
Consolidated statement of cash flows for the year ended 31 December 2007
Notes 2007 2006
£'000 £'000
Net cash generated from operating activities 5 1,373 1,213
--------- ---------
Cash flow from investing activities
Disposal of discontinued operations 1,547 -
Costs of acquisition of associate - (25)
Purchases of property, plant and equipment (78) (256)
Purchases of intangible fixed assets (158) (189)
--------- ---------
Net cash generated from/(used in) investing
activities 1,311 (470)
--------- ---------
Cash flow from financing activities
Repayment of borrowings (1,350) (1,500)
Increase in bank overdrafts 912 182
Dividend paid to minority interest (26) (205)
--------- ---------
Net cash used in financing activities (464) (1,523)
--------- ---------
Net increase/(decrease) in cash and
cash equivalents 2,220 (780)
--------- ---------
Cash and cash equivalents at beginning of year 745 1,525
--------- ---------
Cash and cash equivalents at end of year 2,965 745
========= =========
Other than the disposal proceeds disclosed above there was no cash flow from
investing activities relating to the discontinued operations. Cash flows from
operating and financing activities attributable to the discontinued operations
cannot be meaningfully distinguished from those relating to continuing
operations.
Notes to the preliminary results announcement for the year ended 31 December
2007
1. Basis of preparation
As required by the AIM Rules for Companies and European Union Law, the company
was required to adopt International Financial Reporting Standards ('IFRS') with
effect from 1 January 2007 for its consolidated financial statements.
Consequently, the group's first IFRS Report and Accounts are for the year ended
31 December 2007. Previously the group reported using UK generally accepted
accounting principles ('UK GAAP'). Detailed UK GAAP to IFRS reconciliations of
equity for the date of transition (1 January 2006) and 31 December 2006, and
reconciliations of profit and recognised income and expense for the six months
ended 30 June 2006 and the year ended 31 December 2006 along with a commentary
and the group's accounting policies under IFRS were issued on 21 September 2007
and are available on the group's website www.tg21plc.com.
2. Segmental reporting
The analysis by business area is based upon the group's reporting structure.
Public
2007 - Continuing operations transport Vehicle
monitoring installation
systems services Distribution Total
£'000 £'000 £'000 £'000
Total revenue 4,961 11,409 1,873 18,243
Inter-segment
sales (4) (2,784) - (2,788)
----------- --------- -------- ---------
External
revenue 4,957 8,625 1,873 15,455
=========== ========= ======== =========
Operating profit before
--- --- --- ---
reorganisation and
--- --- --- ---
Redundancy
costs 545 782 79 1,406
Reorganisation and
redundancy
costs - (46) - (46)
----------- --------- -------- ---------
Operating
profit 545 736 79 1,360
=========== ========= ======== =========
2007 - Discontinued operations Distribution
£'000
Revenue 11,096
==========
Operating loss before disposal costs and proceeds (364)
==========
Reorganisation and redundancy costs (262)
Write down of inventories following disposals of businesses (200)
Onerous lease provision (409)
----------
Operating loss before proceeds from disposals of businesses (1,235)
Profit on sale of business 957
----------
Operating loss after proceeds from disposals of businesses (278)
==========
2006 - Continuing operations Public
transport Vehicle
monitoring installation
systems services Distribution Total
£'000 £'000 £'000 £'000
Total revenue 2,895 10,819 2,444 16,158
Inter-segment
sales (212) (700) - (912)
---------- ---------- ---------- ----------
External
revenue 2,683 10,119 2,444 15,246
========== ========== ========== ==========
Operating profit/(loss)
before share
of associate 370 615 (88) 897
Share of result
of associate (60) - - (60)
---------- ---------- ---------- ----------
Operating
profit/(loss) 310 615 (88) 837
========== ========== ========== ==========
2006 - Discontinued operations Distribution
£'000
Revenue 15,727
=========
Operating profit 20
=========
3. Discontinued operations
On 30 October 2007, the group entered into a sale agreement to dispose of its
in-car entertainment distribution division ('Sextons') and on 14 December 2007,
the group entered into a sale agreement to dispose of its vehicle security
division. The disposals were completed on these dates and from these dates the
control of these divisions passed to the acquirers.
The results of the discontinued operations which have been included in the
consolidated income statement were as follows:
2007 2006
£'000 £'000
Revenue 11,096 15,727
Expenses (12,406) (15,782)
-------- --------
Loss before and after tax* (1,310) (55)
Profit on disposal of discontinued operations 957 -
-------- --------
Net loss attributable to discontinued operations (353) (55)
======== ========
*There was no tax payable on discontinued operations.
Book value of net assets sold
Current assets - inventories 1,250 -
Non-current assets - property, plant and equipment 30 -
-------- --------
Net assets disposed of 1,280
Gain on disposal 957 -
-------- --------
2,237 -
======== ========
Consideration paid in cash 1,547 -
Deferred sales proceeds 690 -
-------- --------
2,237 -
======== ========
4. Provisions
2007
£'000
Balance at 1 January -
Provision made in the year 409
--------
Balance at 31 December 409
========
Included in current liabilities 72
Included in non-current liabilities 337
--------
409
========
The provision represents the management's best estimate of the group's liability
under onerous leases in respect of property that is no longer utilised following
the disposal of its discontinued operations.
5. Reconciliation of operating profit to net cash inflow from operating
activities
2007 2006
£'000 £'000
Profit for the year 636 427
Adjustments for:
Share of result from associate - 60
Finance costs 346 432
Income tax expense 100 (1)
Gain on disposal of discontinued operations (957) -
Depreciation of property, plant and equipment 289 377
Amortisation of intangible fixed assets 148 113
Share based payment expense 106 165
Increase in provisions 409 -
-------- --------
Operating cash flows before movement in working capital 1,077 1,573
Decrease in inventories 573 685
Decrease in receivables 686 2,142
Decrease in payables (620) (2,589)
-------- --------
Cash inflow from operations 1,716 1,811
Income taxes paid - (192)
Interest paid (343) (406)
-------- --------
Net cash inflow from operating activities 1,373 1,213
======== ========
6. Publication of non-statutory accounts
The preliminary results announcement for the year ended 31 December 2007 is
unaudited. The financial information contained in this preliminary announcement
does not constitute statutory accounts for the year ended 31 December 2007. The
financial information for the year ended 31 December 2006 is derived from the
statutory accounts for that period (after the restatement described at note 1
above) which have been delivered to the Registrar and included an audit report
which was unqualified and did not contain a statement under either Section 237
(2) or Section 237(3) of the Companies Act 1985. The financial information for
the year ended 31 December 2007 is derived from the statutory accounts for the
period which include an audit report which is unqualified and did not contain a
statement under either Section 237(2) or Section 237(3) of the Companies Act
1985 and will be delivered to the Registrar of Companies following the company's
Annual General Meeting.
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