Final Results

Xaar PLC 14 March 2006 FOR IMMEDIATE RELEASE 14 March 2006 Xaar plc PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2005 Xaar plc ('Xaar'), the inkjet printing technology group headquartered in Cambridge, has announced its audited results for the year ended 31 December 2005. KEY POINTS : • Results reflect a year of excellent progress with growth in revenues, margins and profits. • Reported under IFRS, the financial results for the year were: o Turnover was up 23% to £42.8m (2004: £34.8m); o Profit before tax* jumped 69% to £11.0m (2004: £6.5m); o Operating profit was up 66% to £10.5m (2004: £6.3m); o Operating profit margins improved to 24% (2004: 18%); o Adjusted basic earnings per share* increased 62% to 12.8p (2004: 7.9p); and o Net cash and cash equivalents at 31 December 2004 were £14.4m (2004: £15.3m). * stated before non-trading foreign exchange movements on inter-company loan: loss of £1.0m (2004: loss of £0.2m) • Cash investment in the business during the second half of 2005 included initial spend on the new manufacturing plant, increased working capital to support expanded level of business and funding of purchase of Xaar shares for staff share incentive plans. • Proposed annual dividend per share increased 50% to 1.5p (2004: 1.0p). • New manufacturing plant is to be located in Huntingdon, Cambridge and is scheduled to commence production by the end of 2006. Planned investment of £10m will create initially 30 new jobs. On outlook, Chairman, Arie Rosenfeld stated : 'Our sales of established products continue to grow and our new products launched in 2006 will add growth in the medium term. For the longer term we have further new products due for commercial launch in 2007, together with an expanding range of applications ready to adopt them.' 'The Board looks forward to another year of positive results in 2006.' For further information, please contact: Xaar plc: Ian Dinwoodie, Chief Executive; or today: 020-7367-8888 Nigel Berry, Group Finance Director and Deputy Chief Executive thereafter: 01223-423663 www.xaar.co.uk Bankside Consultants: Steve Liebmann 020-7367-8883 / 07802-888159 CHAIRMAN'S STATEMENT Introduction I am delighted to report another excellent year for Xaar. Our technology and products continued their rapid advance, resulting in strong growth in sales and profitability. Results and Finance Group revenues increased by 23% in the year to £42.8m (2004: £34.8m). Product sales were £39.9m (2004: £33.1m), royalty revenues £1.3m (2004 £1.1m) and development fees £1.6m (2004: £0.6m). Included in development fees are integration and early stage business development revenues. Sales increased across the whole range of printheads demonstrating the strength and depth of the product portfolio which the group continues to develop. Profit for the year also grew strongly and profit before tax and exchange movements on inter-company loans was £11.0m (2004: £6.5m), an increase of 69% over the prior year. Earnings per share, stated before the exchange movement on inter-company loans, increased by 62% to 12.8p (2004: 7.9p). Cash balances at the end of the year were £14.4m, a reduction of £0.9m during the year reflecting investment of the group's cash resources in the next phase of our development through increased capital expenditure, working capital and trade investments. We also funded the purchase of the company's own shares for its Employee Share Ownership Plan (ESOP). The ESOP forms a key part of our remuneration strategy for retaining the highly skilled people we have within the group. Dividend The board is recommending payment of an annual dividend for the year of 1.5p, an increase of 50% on the 1.0p dividend paid in 2004. Trends Turning to the wider print market, inkjet continues its penetration of traditional printing markets. In a recent press release, Agfa reiterated its intention to become a major player in the industrial inkjet market and during the year several other large global imaging companies entered the market or significantly expanded their inkjet activities; Hewlett Packard acquired Scitex Vision (a major Xaar customer) and also announced a new strategic partnership with Seiko Instruments (a Xaar licensee); Fuji Photo Film acquired Sericol Inks and Avecia Inks, both Xaar ink partners, and Dainippon Screen purchased Inca Digital Printers in Cambridge. The interest shown by such global businesses can only enhance the prospects for inkjet printing and accelerate its acceptance as a primary printing process. In addition, we continue to see progress in the development of inkjet as an industrial manufacturing process in non-print related industries such as packaging, electronics, three dimensional modelling and biotechnology. We now have the products that enable us to address the requirements of these markets and we continue to build strategic partnerships with the main players in these sectors. In the immediate future, sales of the OmniDot to Agfa are expected to build more slowly than originally planned due to a slower roll-out by Agfa of its wide format products which use the printhead. This is to allow Agfa to focus on the introduction of its radical digital press, the M Press, which is also built around the OmniDot. Xaar's margin on sales to Agfa is significantly lower than that on other printhead sales, reflecting Agfa's co-funding of the OmniDot's development and its direct investment in Xaar's Swedish manufacturing facility. The lost margin on any shortfall in sales to Agfa in 2006 is, therefore, not material and will be covered by incremental sales to other customers. Investment in Capacity Expansion During the year the board has reviewed the longer term capacity requirements of the company given the increasing momentum building across all inkjet markets, as well as our own future product and market development plans. The review concluded that the group's present manufacturing plant, in Jarfalla, Sweden, is likely to become fully utilised over the next two years and will be unable to meet future demand. After considering a number of options the board has decided to establish a second manufacturing plant in Huntingdon, Cambridgeshire, close to the group's Cambridge headquarters. The second plant should begin operations by the end of 2006 and will initially produce our Platform 3 HSS product. This expansion will require an investment of up to £10m, including the additional working capital required to support the incremental sales these new products will generate. Board Changes In October 2005, we were pleased to welcome Robert Eckelmann, 49, to the board as an independent, non-executive director. Mr Eckelmann had spent a large part of his career at Intel Corporation where he ran Intel's European operations and started up its business in the major Asian markets. He replaced Michael Geary who stood down at the 2005 Annual General Meeting following nine years of valued service. Queen's Award for Enterprise The company was honoured during the year to be the recipient of the Queen's Award for Enterprise in the Innovation category. The award is a fitting tribute to the inventiveness and determination of our staff both past and present. Outlook We see the use of inkjet technology growing strongly in both printing and industrial markets and, as a market leader, intend to remain at the forefront of that growth. Our sales of established products continue to grow and our new products launched in 2006 will add growth in the medium term. For the longer term we have further new products due for commercial launch in 2007, together with an expanding range of applications ready to adopt them. The Board looks forward to another year of positive results in 2006. Arie Rosenfeld CHAIRMAN 13 March 2006 CHIEF EXECUTIVE'S REVIEW Introduction 2005 was a very successful year for Xaar. It is particularly pleasing to report another twelve months of strong sales, confirming that our technology is well-placed to benefit from the excellent long term prospects for all aspects of digital printing. It is also encouraging to note the expanding range of applications for our technology, taking us into the new fields of fluid and materials deposition - not just printing in the traditional sense. Our long experience in manufacturing piezo-based inkjet products has continued to ensure that Xaar is highly profitable with strong margins in the year at both the gross and operating level. During the second half of the year we embarked on the next stage of the group's development with plans for a new production facility in the UK to manufacture our first Platform 3 product, the specification of which has now been finalised following extensive and positive feedback from our early alpha test partners. Evaluation kits for the printhead have already been shipped to potential customers and volume supply will be available from the end of 2006. Product sales Printheads remain the dominant proportion of our revenues, representing 85% of total group sales. As we expand our product portfolio we have taken the opportunity to simplify its presentation by grouping it into three discrete product platforms, each with a clear focus on particular market segments. Platform 1, which comprised the majority of product sales in 2005, encompasses our lower resolution products - the XJ126, XJ128 and XJ500 printheads - targeted at external signage and advertising, together with coding and marking applications. All Platform 1 products experienced double digit growth in the year and equipment manufacturers continue to introduce new printing machines based on our best-selling printhead, the XJ128. During the year we introduced a new product to this platform, the OmniDot 380, which has been designed to fill the gap between the XJ128 and the XJ500. Platform 2 was introduced during the year and currently consists of the greyscale OmniDot 760 in 3 and 8 picolitre dropsize variations bringing Xaar into the higher resolution indoor advertising and poster markets (including the version of the product manufactured for Agfa). The products commenced commercial shipments during the year and, whilst they are modest contributors at this early stage, I expect the contribution from this range of products to grow significantly in the future. Platform 3, the HSS, will be launched commercially at the end of 2006 and will open up the higher productivity narrow format sheet and web fed print markets and non-print related industrial applications. Selected partners in these markets have already received the printhead for evaluation. For the future we will continue to enhance and develop products across all three platforms to meet the evolving needs of the markets they serve, as well as enhancing the core technology on which all platforms are based. Xaar's ink business continues to contribute positively to the group's results. The business is a combination of our own direct sales of low volume, Xaar-branded specialist inks together with growing commissions from partners on their sales of approved Xaar-compatible inks. During the year we added seven more commission-based ink partners, including well known brands such as Hexion and Tetenal, to broaden the choice available to end customers by both geography and application. We also saw early ink revenues from India and South America, which is encouraging for the future. Royalties and Development Fees Royalty receipts from licensees increased as the volume of printheads designed and manufactured by licensees using our patents increased. Development fees also include revenue from Vivid, our small integration operation in the US, early-stage business development activities and design work carried out on behalf of third parties. Since the year end we have sold Vivid to one of our integration partners, Xennia Technology Ltd. (see Finance Director's report). Geographic Markets When considering the geographic split of our business it is important to understand that Xaar's immediate customers are printing equipment manufacturers, not the end-users of such equipment. As a result, our geographic analysis of sales is not representative of where our printheads are actually used. Asia remains our largest market, representing 59% of turnover with growth of 29% in the year. Most of our Asian customers produce graphics printing machines and many of them now export a significant proportion of their equipment to the American and European markets. Europe (and the Middle East) is our second largest geographic market accounting for a third of group sales with growth of 24% in 2005. Wide format graphics and coding and marking make up the majority of sales in this market and Europe continues to be a highly active and innovative region for new inkjet applications. Sales to the Americas fell by 12% during the year to 8% of total revenues due to one large customer ceasing its manufacturing operations in the USA. Longer term we see future growth in sales to the Americas coming from both new customers in the graphics market - where high-end sophisticated machines continue to be manufactured in the US, and new industrial applications as these develop over the next few years. In addition, we expect growth from South America where we now have a Brazilian sales office, through which we will be supporting a number of local printer manufacturers in their planned launch of wide format printing machines in the coming year. End User Markets The graphic arts market, and particularly the wide and grand format sectors of this market, continues to be the largest single application for Xaar technology today. Sales to the graphics printing market grew 28% in the year and accounted for 77% of total revenues. The growth of digital printing in what was the traditional analogue screen printing market continues apace. Outer-case coding provides the primary demand for Xaar's technology in the packaging market and represents 15% of group sales. We saw some shrinkage in 2005, following a significant burst of growth in 2004, with sales falling 5%; however, sales have grown nearly 40% over the last two years and we expect volumes to pick up again in 2006. Our business development initiatives for industrial markets continue to make progress and are covered in more detail in the Finance Director's report. Applications ranging from display screens, through printed electronics, biomedical and human tissue engineering are being developed with key strategic partners in each sector. These represent medium to longer term opportunities but are already generating early-stage revenues. Product Development The group continued to invest in research and development during the year in each of our three product platforms and in the next step forward in our core technology. Total R&D spend for the year was £5.5m, or 13% of revenue. The first Platform 2 products - our own OmniDot and its Agfa variant - together with their support peripherals, the XUSB drive electronics and ink supply system, have now been transferred to full scale production and are commercially available to customers. Xaar's Platform 3 product, HSS, is now ready for initial production. The first HSS prototypes were shipped on schedule to alpha test sites during the year and, based on the positive feedback received from those tests, the final production specification has been set. Fully functioning prototypes are now being produced in the Cambridge pilot line to satisfy customer testing programmes in 2006, prior to its commercial launch in 2007. Manufacturing Despite the high standards we have already achieved, operational improvements continue to be made in the key areas of quality, cost and delivery. These improvements increased gross margins to 62%, despite some signs of pricing pressure in the marketplace. Further product cost savings are expected to maintain margins. Commercial production of the OmniDot 380 and 760 was also successfully started during the year and volumes are increasing. Work on our second plant in Huntingdon is now underway; fit-out of the facility is due to be complete by mid 2006, with installation and commissioning of production equipment scheduled for the second half of the year. Although the process is highly automated, the plant will initially create around 30 new jobs. Priorities for the future Our primary long term objective is to maintain the profitable growth of the last two years whilst developing further growth through a broader revenue mix across products, geographies and end user markets based on the aggressive extension of our lead in inkjet technology. Our main markets today, graphic arts and coding and marking, are widely forecast to maintain their recent growth rates over the medium term - maintaining the growth of our Platform 1 products. Incremental sales will be generated by our Platform 2 products as they take us into the high resolution or fine feature print markets - which initially will be weighted towards Europe and the Americas. Our Platform 3 products will add further sales from web and sheet fed applications - also weighted towards non-Asian locations. Progress in development of non-print related industrial applications through our business development activities remains on track. Whilst these opportunities are not short term initiatives, the innovation and potential for longer term growth remains attractive. People Once again I would like to thank all of our staff for their skill and dedication which has resulted in the excellent performance for 2005. We are now entering a very exciting period of development for the group; through the flexibility and determination of our staff we expect be able to maximise and exploit the many opportunities we see ahead. Ian Dinwoodie CHIEF EXECUTIVE 13 March 2006 GROUP FINANCE DIRECTOR AND DEPUTY CHIEF EXECUTIVE'S REVIEW Trading for 2005 Sales increased 23% to £42.8m (2004: £34.8m) and gross margin to 62% (2004: 57%). Overheads (excluding the cost of share options) increased by 19% in support of the increase in revenues - with operating margins at 24% and profit before tax and exchange movements on inter-company loans, of £11.0m (2004: £6.5m). There was a non-cash loss on translation of the inter-company loan between the UK and Sweden for the year of £1.0m (2004: loss £0.2m). The results for 2005 confirmed the strength of our core markets and Platform 1 products. These still provide the majority of our revenue but this will change once sales of our new Platform 2 and Platform 3 products increase, providing more balance to revenues. Taxation for the year was £3.0m (30%) (2004: £1.7m, 26%), resulting in earnings per share for the year of 12.8p, an increase of 62% over the 2004 figure of 7.9p (both figures shown before translation differences on the inter-company loan as set out in note 13 to the accounts). The rate of corporation tax applicable to the group's profits is a blend of the Swedish rate of 28% and the UK rate of 30%. The 2005 results, and 2004 comparatives, have been prepared under International Accounting Standards (IAS), in accordance with EU requirements for listed European companies. The difference in reported profit before tax for the year as determined under IAS, and the same figure calculated under previously used accounting standards - UK GAAP, was an increase £0.5m. Foreign currency The group invoices approximately 65% of its sales in US dollars and a small percentage in other currencies such as the Euro. Compared to 2004, sales and profit before tax were not materially impacted by exchange rate movements. The group hedges its dollar receipts on a rolling twelve month basis to provide a level of certainty in the value of sterling receipts by placing a floor under the dollar/sterling rate to give protection against significant downside movements in the dollar, whilst leaving room for some upside benefit should the dollar strengthen. Cash and capital expenditure Cash and short-term investments at the end of the year were £14.4m (2004: £15.3m). Cash is stated after capital expenditure on assets and investments of £5.2m (2004: £3.3m) with no lease financing entered into during the year (2004: £nil). The total value of outstanding lease commitments at the end of the year was £1.2m (2004: £1.9m). Working capital increased by £4.7m during the year, in part to support the increased sales for the year, but in part due to slow payment by certain customers in China. We do not consider the amounts involved (£1.7m) to be at risk, although final collection may be spread over several months. During the year we announced plans to invest some of the group's cash resources in the next stage of the group's expansion, and in particular the funding of the new production plant. During 2006 we expect to invest capital in the order of £6.0m in equipment and fit-out of the new facility. The expansion is initially for production of our new Platform 3 product and we expect the investment to generate a strong return on capital when fully operational. We also increased our trade investments during the year by £1.4m. These investments will help build a strong network of equipment integrators supporting our technology, particularly in the markets we have targeted for expansion: packaging, printed electronics, 3D modelling and biotech. Dividend Policy and Dividend The board is proposing an increased annual dividend for the year of 1.5p (2004: 1.0p). This payment is covered seven times and follows the policy set out in my report last year of maintaining a high level of dividend cover. Subject to the approval of shareholders in Annual General Meeting, the dividend of 1.5p per share will be paid on 16 June 2006 to shareholders on the register at the close of business on 19 May 2006. Business Development I am pleased to report continuing progress in our development of new markets for the group's technology. As ever, it is not possible to refer to individual development partners as these activities are subject to confidentiality agreements. However, in summary: Packaging We are now actively engaged with five of the world's largest packaging companies and in discussions with others. These projects involve printing onto products including beverage cans, aerosol cans, paper and other labels, plastic food cartons, supermarket bags and surgical products. The projects are driven by the ever-increasing demand for short run printing within processes configured to maximise long run efficiencies. Whilst it is always difficult to predict how long such new development programmes will take, I would hope to see a successful conclusion to at least some of the projects outlined above within the next twelve months. We are also seeing significant interest in the use of RFID for packaging applications and expect a fully integrated RFID tagging system using Xaar printheads - for the printing of antennas and other conductive tracks - to be commercially available towards the end of 2006. Printed Electronics Our focus in this sector is on electronic displays, commercial lighting and printed circuit boards. For LCDs our OmniDot 760 printhead is being tested in two different processes within the production of flat panel TV screens. For new OLED-based displays, and lighting applications, we have testing programmes with both commercial and research organisations, in many cases using equipment supplied by our integrator partners. In the production of printed circuit boards we have initially focussed on the printing of etch masks and metallic inks. We were pleased to see the release of three Xaar-based etch mask printers at the Productronica trade show held in Germany, in November 2005. We have also made good progress during the year in jetting a range of metallic inks for the direct printing of conductive tracks; during 2006 we expect the release - in commercial volumes, not research quantities - of at least one silver nano particle metal ink fully compatible with Xaar printheads. Xennia, one of our integration partners, has developed its own conductive metallic ink process using Xaar printheads which it is commercialising via CIT, a joint venture with Carclo plc in the UK. This system was previewed at the Productronica tradeshow referred to above and is now in use with CIT for the printing of RFID antennas and flexible circuitry. Metallic inks are also of interest for decorative purposes to replace expensive hot and cold metal foiling techniques used with traditional printing. Currently the level of metal nano particles required to make an ink conductive also make it too expensive for decorative use, but our primary development partner in this area expects to overcome this issue in the near future. Integrators Last year I referred to our key integrator partners and the important role they have to play in developing inkjet printing equipment for the new markets discussed above. Although small, these companies are pioneers in their fields and are now beginning to see the benefits of this prime-mover advantage. We will be showcasing some of these products with key partners on our stand at the IPEX trade show being held at the NEC, Birmingham, in April. We have reviewed the future of our own integration business, Vivid Print Innovations Inc. ('Vivid'), and decided that our increasingly close relationship with other integrators makes it unnecessary for us to continue to own our own integration business. As a result we have sold Vivid to Xennia Technology Ltd in return for shares in Xennia. Vivid was acquired by Xaar in early 2003 for a nominal sum and at the date of disposal had gross assets of £0.1m. This sale increases our total holding in Xennia from 10.0% to 12.5%. Nigel Berry FINANCE DIRECTOR AND DEPUTY CHIEF EXECUTIVE 13 March 2006 Consolidated income statement for the year ended 31 December 2005 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Continuing operations Revenue 42,772 34,812 Cost of sales (16,123) (15,078) ----------------------------------------------- ------- -------- Gross profit 26,649 19,734 Distribution costs (4,038) (2,850) Administrative expenses (12,132) (10,590) ----------------------------------------------- ------- -------- Operating profit 10,479 6,294 Investment income 576 306 Finance costs (63) (100) Foreign exchange loss on inter-company loan (977) (231) ----------------------------------------------- ------- -------- Profit before tax 10,015 6,269 Tax (2,966) (1,658) ----------------------------------------------- ------- -------- Profit for the year attributable to shareholders 7,049 4,611 ----------------------------------------------- ------- -------- Earnings per share from continuing operations Basic 11.6p 7.7p Diluted 11.1p 7.5p ----------------------------------------------- ------- -------- Dividends of 1 pence per share paid in the year amounted to £604,000 (2004: £nil). Dividends of 1.5 pence per share proposed for the year ended 31 December 2005 amount to £909,000. Consolidated statement of recognised income and expense for the year ended 31 December 2005 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Exchange differences on translation of foreign operations 842 (136) (Losses)/gains on cash flow hedges (2,545) 1,348 Tax on items taken directly to equity 1,690 - ----------------------------------------------- ------- -------- Net income recognised directly in equity (13) 1,212 Profit for the year 7,049 4,611 ----------------------------------------------- ------- -------- Total recognised income and expense for the year 7,036 5,823 ----------------------------------------------- ------- -------- Consolidated balance sheet as at 31 December 2005 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Non-current assets Goodwill 720 771 Other intangible assets 3,773 2,958 Property, plant and equipment 6,436 5,624 Investments 1,377 - Deferred tax asset 1,970 - ----------------------------------------------- ------- -------- 14,276 9,353 ----------------------------------------------- ------- -------- Current assets Inventories 2,835 2,485 Trade and other receivables 9,142 5,422 Cash and cash equivalents 14,395 15,316 Derivative financial instruments - 1,348 ----------------------------------------------- ------- -------- 26,372 24,571 ----------------------------------------------- ------- -------- Assets held for sale 265 - ----------------------------------------------- ------- -------- Total assets 40,913 33,924 ----------------------------------------------- ------- -------- Current liabilities Trade and other payables (7,875) (8,015) Current tax liabilities (2,916) (557) Obligations under finance leases (556) (632) Provisions (120) (72) Derivative financial instruments (1,197) - Liabilities directly associated with assets classified as held for sale (15) - ----------------------------------------------- ------- -------- (12,679) (9,276) ----------------------------------------------- ------- -------- Net current assets 13,693 15,295 Non-current liabilities Deferred tax liabilities - (116) Obligations under finance leases (681) (1,278) ----------------------------------------------- ------- -------- (681) (1,394) ----------------------------------------------- ------- -------- Total liabilities (13,360) (10,670) ----------------------------------------------- ------- -------- Net assets 27,553 23,254 ----------------------------------------------- ------- -------- Equity Share capital 6,115 6,013 Share premium 9,376 8,713 Own shares (3,420) (20) Other reserves 2,386 1,884 Hedging and translation reserves (131) 1,212 Retained earnings 13,227 5,452 ----------------------------------------------- ------- -------- Equity attributable to shareholders 27,553 23,254 ----------------------------------------------- ------- -------- Total equity 27,553 23,254 ----------------------------------------------- ------- -------- Consolidated cash flow statement for the year ended 31 December 2005 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Net cash from operating activities 7,862 10,224 Investing activities Interest received 577 308 Purchases of property, plant and equipment (2,579) (1,748) Proceeds on disposal of property, plant and equipment 1 9 Purchases of trading investments (1,377) - Expenditure on product development (1,220) (1,583) ----------------------------------------------- ------- -------- Net cash used in investing activities (4,598) (3,014) Financing activities Dividends paid (604) - Proceeds from issue of ordinary share capital 754 179 Repayments of obligations under finance leases (553) (623) Purchase of own shares (3,400) - ----------------------------------------------- ------- -------- Net cash used in financing activities (3,803) (444) ----------------------------------------------- ------- -------- Net (decrease)/increase in cash and cash equivalents (539) 6,766 Cash and cash equivalents at beginning of year 15,316 8,458 Effect of foreign exchange rate changes (382) 92 ----------------------------------------------- ------- -------- Cash and cash equivalents at end of year 14,395 15,316 ----------------------------------------------- ------- -------- Notes to the consolidated financial statements for the year ended 31 December 2005 1. Basis of preparation Information in this preliminary announcement does not constitute statutory accounts of the group within the meaning of Section 240 of the Companies Act 1985. The financial information for the year ended 31 December 2005 and the year ended 31 December 2004, presented in this preliminary announcement is extracted from, and is consistent with, that in the Group's audited financial statements for the year ended 31 December 2005. The financial statements were approved by the Board of Directors on 13 March 2006; the auditors' report on these accounts was unqualified. In their unqualified opinion the auditors have drawn attention to the matter set out in note 6 below. The financial statements will be delivered to the Registrar of Companies following the Company's Annual General Meeting. Statutory accounts for the year ended 31 December 2004, which were prepared under accounting practices generally accepted in the UK, have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified and did not contain any statement under Section 237 of the Companies Act 1985. 2. Business and geographical segments Business segments For management reporting purposes, the group's operations are currently analysed according to product type. These product groups are the basis on which the group reports its primary segment information. Principal product groups are as follows: Printheads and related products Development fees Licence fees and royalties Segment information about these product types is presented below. 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Revenue Printheads and related products 39,872 33,064 Development fees 1,587 612 Licence fees and royalties 1,313 1,136 ----------------------------------------------- ------- -------- Total revenue 42,772 34,812 ----------------------------------------------- ------- -------- 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Result Printheads and related products 24,100 18,296 Development fees 464 230 Licence fees and royalties 1,049 932 ----------------------------------------------- ------- -------- Total segment results 25,613 19,458 Unallocated corporate expenses (15,134) (13,164 ----------------------------------------------- ------- --------) Profit from operations 10,479 6,294 Investment income 576 306 Finance costs (63) (100) Foreign exchange loss on inter-company loan (977) (231) ----------------------------------------------- ------- -------- Profit before tax 10,015 6,269 Tax (2,966) (1,658) ----------------------------------------------- ------- -------- Profit after tax 7,049 4,611 ----------------------------------------------- ------- -------- Other information Printheads Licence & related Development fees & 2005 products fees royalties Consolidated 2005 2005 2005 2005 £'000 £'000 £'000 £'000 --------------------- -------- -------- ------- ------- Capital additions 2,694 1,265 - 3,959 Depreciation and amortisation 1,454 273 57 1,784 --------------------- -------- -------- ------- ------- Balance sheet Assets Segment assets 15,816 3,667 525 20,008 Unallocated corporate assets 20,905 --------------------- -------- -------- ------- ------- Consolidated total assets 40,913 --------------------- -------- -------- ------- ------- Liabilities Segment liabilities (4,934) (1,549) (69) (6,552) Unallocated corporate liabilities (6,808) --------------------- -------- -------- ------- ------- Consolidated total liabilities (13,360) --------------------- -------- -------- ------- ------- Printheads Licence & related Development fees & 2004 products fees royalties Consolidated 2004 2004 2004 2004 £'000 £'000 £'000 £'000 --------------------- -------- -------- ------- ------- Capital additions 1,006 1,147 - 2,153 Depreciation and amortisation 1,412 155 57 1,624 --------------------- -------- -------- ------- ------- Balance sheet Assets Segment assets 10,850 2,498 585 13,933 Unallocated corporate assets 19,991 --------------------- -------- -------- ------- ------- Consolidated total assets 33,924 --------------------- -------- -------- ------- ------- Liabilities Segment liabilities (4,896) (667) (60) (5,623) Unallocated corporate liabilities (5,047) --------------------- -------- -------- ------- ------- Consolidated total liabilities (10,670) --------------------- -------- -------- ------- ------- Geographical segments The group's operations are located in Europe, Asia and North and South America. The following table provides an analysis of the group's sales by geographical market, irrespective of the origin of the goods: 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Europe and Middle East 14,025 11,308 Asia 25,440 19,748 Americas 3,307 3,756 ----------------------------------------------- ------- -------- 42,772 34,812 ----------------------------------------------- ------- -------- Substantially, all assets and additions to property, plant and equipment and intangible assets are located in Europe and the Middle East. 3. Earnings per ordinary share - basic and diluted The calculation of the basic and diluted earnings per share is based on the following data: 2005 2004 £'000 £'000 --------------------------------------------- --------- ---------- Earnings Earnings for the purposes of basic earnings per share being net profit attributable to equity holders of the parent 7,049 4,611 --------------------------------------------- --------- ---------- Number of shares Weighted average number of ordinary shares for the purposes of basic earnings per share 60,578,422 60,043,056 Effect of dilutive potential ordinary shares: Share options 2,921,181 1,703,904 --------------------------------------------- --------- ---------- Weighted average number of ordinary shares for the purposes of diluted earnings per share 63,499,603 61,746,960 --------------------------------------------- ---------- --------- The calculation of earnings per share excluding foreign exchange loss on the inter-company loan is based on earnings of: 2005 2004 £'000 £'000 --------------------------------------------- --------- ---------- Earnings for the purposes of basic earnings per share being net profit attributable to equity holders of the parent 7,049 4,611 Foreign exchange loss on the inter-company loan 977 231 Tax effect of loss on inter-company loan (293) (69) --------------------------------------------- --------- ---------- Profit on ordinary activities after tax excluding foreign exchange loss on the inter-company loan 7,733 4,773 --------------------------------------------- --------- ---------- The denominators used are the same as those detailed above for both basic and diluted earnings per share. Earnings per share excluding foreign exchange loss on the inter-company loan 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Basic 12.8p 7.9p Diluted 12.2p 7.7p ----------------------------------------------- ------- -------- This additional earnings per share information is considered to provide a fairer representation of the company's trading performance year on year. 4. Notes to the cash flow statement 2005 2004 £'000 £'000 ----------------------------------------------- ------- -------- Operating profit 10,479 6,294 Adjustments for: Increase in cost of share options 502 244 Depreciation of property, plant and equipment 1,936 1,865 Amortisation of intangible assets 404 210 Loss on disposal of property, plant and equipment 103 104 Increase/(decrease) in provisions 66 (12) ----------------------------------------------- ------- -------- Operating cash flows before movements in working capital 13,490 8,705 (Increase)/decrease in inventories (556) 128 Increase in receivables (4,867) (260) Increase in payables 681 2,643 ----------------------------------------------- ------- -------- Cash generated by operations 8,748 11,216 Income taxes paid (823) (892) Interest paid (63) (100) ----------------------------------------------- ------- -------- Net cash from operating activities 7,862 10,224 ----------------------------------------------- ------- -------- Cash and cash equivalents (which are presented as a single class of asset on the face of the balance sheet) comprise cash at bank and other short term highly liquid investments with a maturity of three months or less. 5. Explanation of transition to IFRSs This is the first year that the company has presented its financial statements under IFRS. The following disclosures are required in the year of transition. The last financial statements under UK GAAP were for the year ended 31 December 2004 and the date of transition to IFRSs was therefore 1 January 2004. Whilst the financial information included in this preliminary announcement has been computed in accordance with IFRSs, this announcement does not itself contain sufficient information to comply with IFRSs. The Company plans to publish full financial statements that comply with IFRSs in April 2006. Reconciliation of equity at 1 January 2004 (date of transition to IFRSs) Effect of UK GAAP transition IFRS Notes £'000 £'000 £'000 ---------------------------------- ----- ------- -------- ------ Non-current assets Goodwill 771 - 771 Other intangible assets 1, 2 805 1,082 1,887 Tangible assets 2 6,090 (98) 5,992 ---------------------------------- ----- ------- -------- ------ 7,666 984 8,650 Current assets Inventories 2,592 - 2,592 Trade and other receivables 6,424 - 6,424 Short term investments 2,325 - 2,325 Cash and cash equivalents 6,133 - 6,133 ---------------------------------- ----- ------- -------- ------ 17,474 - 17,474 ---------------------------------- ----- ------- -------- ------ Total assets 25,140 984 26,124 ---------------------------------- ----- ------- -------- ------ Current liabilities Amounts falling due in one year 3 (5,968) (970) (6,938) Short term provisions (345) - (345) ---------------------------------- ----- ------- -------- ------ (6,313) (970) (7,283) ---------------------------------- ----- ------- -------- ------ Net current assets 11,161 (970) 10,191 Non-current liabilities Obligations under finance leases (1,833) - (1,833) ---------------------------------- ----- ------- -------- ------ Total liabilities (8,146) (970) (9,116) ---------------------------------- ----- ------- -------- ------ Net assets 16,994 14 17,008 ---------------------------------- ----- ------- -------- ------ Equity Share capital 5,983 - 5,983 Share premium 11,129 - 11,129 Own shares (20) - (20) Other reserves 4 1,105 50 1,155 Retained earnings (1,203) (36) (1,239) ---------------------------------- ----- ------- -------- ------ Equity attributable to shareholders 16,994 14 17,008 ---------------------------------- ----- ------- -------- ------ Total equity 16,994 14 17,008 ---------------------------------- ----- ------- -------- ------ Notes to the reconciliation of equity at 1 January 2004 1. Where the group's research and development programmes meet the criteria set out in IAS 38 the costs have been capitalised as an intangible asset. The cost of research and development programmes capitalised at 1 January 2004 is £984,000. 2. Software purchased by the company and capitalised as a tangible asset under UK GAAP has been reclassified as an intangible asset under IFRS. The net cost of software held as an intangible asset at 1 January 2004 is £98,000. 3. Income received in relation to the company's research and development programmes that directly relates to the intangible asset booked under IAS 38 is held as deferred income and amortised in accordance with the amortisation profile for the associated intangible asset. Deferred income at 1 January 2004 is £970,000. 4. Share options granted after 7 November 2002 that have not vested are measured in accordance with IFRS 2 at their fair value as determined by the Black-Scholes option pricing model. The amortisation charged through the profit and loss account up to 1 January 2004 is £50,000. This amount is shown as an other reserve. Reconciliation of equity at 31 December 2004 (date of last UK GAAP financial statements) Effect of UK GAAP transition IFRS Notes £'000 £'000 £'000 ---------------------------------- ----- ------- -------- ------ Non-current assets Goodwill 1 627 144 771 Other intangible assets 2, 3 595 2,363 2,958 Tangible assets 3 5,880 (256) 5,624 ---------------------------------- ----- ------- -------- ------ 7,102 2,251 9,353 ---------------------------------- ----- ------- -------- ------ Current assets Inventories 2,485 - 2,485 Trade and other receivables 4 5,741 1,029 6,770 Cash and cash equivalents 15,316 - 15,316 ---------------------------------- ----- ------- -------- ------ 23,542 1,029 24,571 ---------------------------------- ----- ------- -------- ------ Total assets 30,644 3,280 33,924 ---------------------------------- ----- ------- -------- ------ Current liabilities Amounts falling due in one year 5 (8,179) (1,025) (9,204) Provisions (72) - (72) ---------------------------------- ----- ------- -------- ------ (8,251) (1,025) (9,276) ---------------------------------- ----- ------- -------- ------ Net current assets 15,291 4 15,295 Non-current liabilities Deferred tax liabilities (116) - (116) Obligations under finance leases (1,278) - (1,278) ---------------------------------- ----- ------- -------- ------ (1,394) - (1,394) ---------------------------------- ----- ------- -------- ------ Total liabilities (9,645) (1,025) (10,670) ---------------------------------- ----- ------- -------- ------ Net assets 20,999 2,255 23,254 ---------------------------------- ----- ------- -------- ------ Equity Share capital 6,013 - 6,013 Share premium 8,713 - 8,713 Own shares (20) - (20) Other reserves 6 1,590 294 1,884 Hedging and translation reserves 4, 7 - 1,212 1,212 Retained earnings 4,703 749 5,452 ---------------------------------- ----- ------- -------- ------ Equity attributable to shareholders 20,999 2,255 23,254 ---------------------------------- ----- ------- -------- ------ Total equity 20,999 2,255 23,254 ---------------------------------- ----- ------- -------- ------ Notes to the reconciliation of equity at 31 December 2004 1. In accordance with IFRS 3 the group has ceased to amortise goodwill with effect from 1 January 2004. Under UK GAAP the total amount of goodwill amortised in 2004 is £144,000. 2. Where the group's research and development programmes meet the criteria set out in IAS 38 the costs have been capitalised as an intangible asset. The cost of research and development programmes capitalised at 31 December 2004 is £2,107,000. 3. Software purchased by the company and capitalised as a tangible asset under UK GAAP has been reclassified as an intangible asset under IFRS. The net cost of software held as an intangible asset at 31 December 2004 is £256,000. 4. Under IAS 39 where hedge accounting is adopted, any movement in the valuation of financial instruments is shown on the face of the balance sheet with the effect of this movement being recognised in the hedging and translation reserve. The effect of these movements at 31 December 2004 is an asset of £1,348,000. Other immaterial differences amount to a credit to trade and other receivables of £319,000. 5. Income received in relation to the company's research and development programmes that directly relates to the intangible asset booked under IAS 38 is held as deferred income and amortised in accordance with the amortisation profile for the associated intangible asset. Deferred income at 31 December 2004 is £1,637,000. Under UK GAAP proposed dividends are recognised as an expense in the year to which they relate and a current liability at the balance sheet date. Under IFRS dividends are recognised as an expense in the year in which they are declared. The proposed dividend held as a current liability under UK GAAP at 31 December 2004 is £601,000. Other immaterial differences amount to a debit of £11,000. 6. Share options granted after 7 November 2002 that have not vested are measured in accordance with IFRS 2 at their fair value as determined by the Black-Scholes option pricing model. The amortisation charged through the profit and loss account up to 31 December 2004 is £294,000. This amount is shown as an other reserve. 7. Under IAS 39 the amount recognised as a credit to the hedging and translation reserve is £1,348,000. Other immaterial differences amount to a debit to the hedging and translation reserve of £136,000. Reconciliation of profit for 2004 Effect of UK GAAP transition IFRS Notes £'000 £'000 £'000 ---------------------------------- ----- ------- -------- ------ Continuing operations Revenue 1 35,479 (667) 34,812 Cost of sales (15,078) - (15,078) ---------------------------------- ----- ------- -------- ------ Gross profit 20,401 (667) 19,734 Distribution costs (2,850) - (2,850) Administrative expenses 2, 3, 4 (11,612) 1,022 (10,590) ---------------------------------- ----- ------- -------- ------ Operating profit 5,939 355 6,294 Investment revenues 306 - 306 Finance costs (100) - (100) Foreign exchange loss on inter-company loan (231) - (231) ---------------------------------- ----- ------- -------- ------ Profit before tax 5,914 355 6,269 Tax (1,658) - (1,658) Profit for the year from continuing operations 4,256 355 4,611 ---------------------------------- ----- ------- -------- ------ Notes to the reconciliation of profit for 2004 1. Under UK GAAP income received in the year in relation to the company's research and development programmes is booked as revenue. Under IFRS this income is deferred to the extent that it relates to an intangible asset created in accordance with IAS 38. Income received in 2004 and deferred amounts to £667,000. 2. In accordance with the group's accounting policies under UK GAAP, expenditure on research and development programmes is written off as an expense in the year in which it is incurred. Under IFRS, where the group's research and development programmes meet the criteria set out in IAS 38, the costs have been capitalised as an intangible asset. Research and development expenditure capitalised in the year in accordance with IAS 38 amounts to £1,123,000. 3. Share options granted after 7 November 2002 that have not vested are measured in accordance with IFRS 2 at their fair value as determined by the Black Scholes option pricing model. The amortisation charged through the profit and loss account for the year ended 31 December 2004 amounts to £243,000. 4. In accordance with IFRS 3 the group has ceased to amortise goodwill with effect from 1 January 2004. The goodwill amortised in the year ended 31 December 2004 under UK GAAP amounts to £144,000. Explanation of material adjustments to the cash flow statement for 2004 Material adjustments to the cash flow statement for 2004 as a result of the transition to IFRS are detailed below: 1. Corporation tax paid of £892,000 is shown as a reduction in net cash from operating activities under IFRS. Under UK GAAP corporation tax payments are shown separately on the face of the cash flow statement. 2. The net cash outflow on research and development expenditure of £1,123,000 is included in the net cash outflow from operating activities under UK GAAP. Under IFRS this outflow is shown separately on the face of the cash flow statement as expenditure on product development. 6. Trade receivables Included within trade and other receivables is an overdue amount of £1.7m in relation to certain customers in China. The directors have assessed the need for a further provision against this risk, are actively pursuing these amounts, have concluded that no further provision is required at present and are of the opinion that substantially all amounts from these debtors are recoverable. The auditors will emphasise this matter in their unqualified audit opinion. This information is provided by RNS The company news service from the London Stock Exchange

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