29 March 2010
Christie Group plc
Final results for the twelve months ended 31 December 2009
Christie Group plc ('Christie' or the 'Group'), the leading provider of Professional Business Services and Stock & Inventory Systems & Services to the leisure, retail and care markets, is pleased to announce its final results for the twelve months ended 31 December 2009.
Key points:
· Improved trading environment
· Agency business seeing stabilisation of asset prices and re-engagement of purchasers
· Resilient care business reflecting attraction of long-term Government revenue stream
· Stock & Inventory Systems & Services increasingly called on to aid cash flow management through minimising cash tied up in stock
Commenting on the results, David Rugg, Chief Executive of Christie Group said:
"We entered 2010 in good shape with the upturn in activity maintained and with the full benefit of the cost reductions implemented during the first half of 2009. Time will tell whether the momentum of recovery will be sustained, but the outlook today is certainly a good deal more positive than at this time last year. We are well positioned to take full advantage of the recovery."
Enquiries:
David Rugg 020 7227 0707
Chief Executive
Christie Group plc
Russell Cook / Carl Holmes 020 7149 6000
Charles Stanley Securities
Nominated Adviser
Tom Cooper 0797 122 1972
Winningtons
Notes to Editors:
Christie Group plc (CTG.L), quoted on AIM, is a leading professional business services group with 31 offices across the UK, Europe and Canada, catering to its specialist markets in the leisure, retail and care sectors.
Christie Group operates in two complementary business divisions: Professional Business Services (PBS) and Stock & Inventory Systems & Services (SISS). These divisions trade under the brand names:
PBS - Christie + Co, Christie Finance, Christie Insurance and Pinders;
SISS - Orridge, Venners and Vennersys.
Tracing its origins back to 1846, the Group has a long established reputation for offering essential services to client companies in agency, valuation services, investment, consultancy, project management, multi-functional trading systems and online ticketing services, stock audit and inventory management. The diversity of these services provides a natural balance across the Group's business.
For more information, please go to www.christiegroup.com
CHAIRMAN'S STATEMENT
Recovery in sight
I am pleased to present our full year results to 31 December 2009 against the backdrop of an economic outlook that is undoubtedly more buoyant than when I posted our Interim results in August 2009. The first quarter of 2010 has started positively and we expect to see that momentum building throughout the year.
As a result of prompt management action and cost management measures put in place by the Board, the operating loss for our second half to 31 December 2009 has reduced to £0.9m against a first half loss of £2.7m. This makes a post tax loss for the year of £1.9m on turnover of £47.1m (2008: £63.4m for continuing businesses). The losses were funded from our own cash resources, as a result of which, we finished the year with no net borrowings and cash of £1.7m.
Our operating costs for the year amounted to £50.7m, (prior year £68.1m). Of this reduction, £15.1m was saved by our Professional Business Services Division which reduced costs by 35.7% over the prior year. Of the operating costs, £0.9m of the 2009 costs relate to depreciation (net of capital expenditure), amortisation, share schemes and other non-cash charges.
An achievement for which I think we can be justifiably proud is to have traded through the recession while incurring no net debt. There has been no requirement therefore for fund raising or other measures.
There are certain benefits to be gained from a recession, one of which is that other firms go back to their areas of traditional competence. Ours is the only firm with 24 offices specialising in business sales (hospitality, retail, care) and we now find that from a competitive view point we are trading in a less crowded marketplace. Our valuations benefit from an in-depth knowledge of market and price trends achieved through combining our extensive transaction data on completed sales with our visibility of current offers and acceptances in our transaction pipeline.
We believe that, for us, a year of recession bottomed in May 2009, since which point we have seen stable income. It is rare for transactions to be fully cash funded and therefore the availability of credit on commercial terms is a crucial driver for many of the transactions that we are engaged with. Initiatives are in place through a number of the commercial lenders to bolster the supply of credit to smaller businesses through the Enterprise Finance Guarantee scheme and by providing access to European Investment Bank funding.
2010 has started positively. Activity levels have been good, since we emerged from the snow and ice early in the New Year, and margins have held up well. Our market position is strong as are our relationships with the banks and business introducers.
I believe that once the general election is behind us, we will experience a continuing recovery supported by an improved broader economic sentiment. Reflecting our confidence in the future it is our intention to resume dividend payments assuming a sustained recovery.
I extend my thanks particularly to our Finance Director, Robert Zenker, who has been our capable financial steward for the past 16 years. We wish him well for the future. I would like to thank all our staff who have risen magnificently to a challenging market.
Philip Gwyn
Chairman
CHIEF EXECUTIVE'S STATEMENT
We entered 2010 in good shape with the upturn in activity maintained and with the full benefit of the cost reductions implemented during the first half of 2009. Time will tell whether the momentum of recovery will be sustained, but the outlook today is certainly a good deal more positive than at this time last year. We are well positioned to take full advantage of the recovery.
Our markets
Our client base is largely the same across each of our sectors - leisure, retail and care - and our ability to take advantage of the synergy benefits of cross-selling more than one Group service to each of our businesses' clients has a marked positive effect on revenues and profitability. There are approximately a quarter of a million businesses in Christie Group's specialist sectors in the UK. Our aim is to create value for shareholders from each stage in the cycle of small and medium-sized enterprise (SME) ownership; represented by acquisition, funding, business development, stock control, insurance and disposal. The services offered by the Group touch each of these vital business disciplines and our success over the years is demonstrated by both the overall size of our client base and the substantial proportion of repeat business from entrepreneurs, funders and advisers.
We own perhaps the best known brands in our chosen sectors for the size of the businesses we target. This means that we are almost always considered for appointment when a suitable business requires one of the services we provide. The resulting active client base is diversified by geography, sector, stage of development and thus by risk.
Our businesses
Against the economic background outlined above, the Group's financial performance in 2009 represented a creditable achievement. Costs were contained or reduced across the board and a renewed emphasis on gaining new and realistic mandates instilled. Two of our three core sectors - leisure and retail - were hit hard by the downturn in consumer spending and it was only in the last quarter of the year that prices of businesses in these areas reduced sufficiently to tempt in opportunistic buyers. Our third sector, care, stood up much better in terms of prices as a result of its longer term revenues from government but even here, transaction levels reduced substantially, largely as a result of the restricted availability of bank financing, a factor which continues to affect SMEs in the UK economy.
Professional Business Services
This division had to cope with a precipitous fall in transaction prices. Depending on the sector, we calculate this to have been between 16% and 34% (average of 27% across our sectors) from peak to trough in early 2009 and an almost complete cessation of voluntary transactions; that is now beginning to recover. The first signs of this recovery became apparent at the end of 2009 when the first distressed sales of assets and businesses by corporates came on to the market. The response was surprisingly quick. Buyers with cash or access to cash took advantage of low prices and began to compete for assets, having apparently waited on the sidelines for purchases to become available at prices they considered reasonable.
The absence of pre-credit crunch levels of debt availability has led to a much stronger equity base - some 60% - behind property-based business acquisitions. We believe funding will remain in short supply as the heavy schedule of loan maturities for banks begins to bite. There are, however, new lenders beginning to take up some of the demand and this, together with an increase in the number of enquiries from potential buyers, is a positive sign.
Stock & Inventory Systems & Services
The trading environment has presented opportunities as well as issues for the businesses in this division. With working capital facilities under pressure, tight control of stock has become vital. Retailers now operate seven days a week on an efficient staff headcount. As a result, more and more functions are outsourced and our businesses in this area have benefited accordingly. Lower consumer spend, leading to pressure on margins, has also focused retailers' attention on 'just-in-time' availability counts to reduce stock levels and on the services we offer to control fraud, theft and shrinkage.
Consequently, we plan to raise capital expenditure in this division in 2010 to take advantage of these trends and to capitalise on the increased operating margins now available to us. We currently have a significant pipeline of new work and, given the current economic environment, a ready supply of potential staff.
With key software developments completed in 2009, including on-line ticketing, Vennersys now offers the leading system for visitor attractions in the UK.
Well positioned for the future
During what proved to be a difficult 2009, the business demonstrated both its resilience and financial strength. Resilience because of our volume of customers and clients across our markets and strength by the fact that we are one of the very few companies in the property services sector that has not had to call on its shareholders to provide additional equity funds.
The breadth, depth and longevity of the Group demonstrates to clients and potential clients that we represent a skilled and experienced practitioner that can be trusted to help them realise value from their businesses at every stage of the business cycle. We have reduced costs, improved efficiency and focused on our cross-selling activity during the last year. Clients enjoy access to senior, experienced practitioners, which provides us with both a competitive advantage and client loyalty.
Distressed businesses are providing much of our current pipeline of activity and are creating almost unprecedented opportunities for entrepreneurs. We believe the normal cycle is restarting - but this time from a more financially sound base after business owners have deleveraged. We are confident that 2010 will mark a return to growth for the Group.
David Rugg
Chief Executive
Consolidated Statement of Comprehensive Income
|
Note |
Year ended 31 December 2009 £'000 |
Year ended 31 December 2008 £'000 |
Continuing operations |
|
|
|
Revenue |
|
47,067 |
63,422 |
Employee benefit expenses* |
|
(36,676) |
(45,014) |
|
|
10,391 |
18,408 |
Depreciation and amortisation |
|
(707) |
(906) |
Other operating expenses* |
|
(13,338) |
(22,140) |
Operating loss |
|
(3,654) |
(4,638) |
Finance costs |
5 |
(148) |
(162) |
Finance income |
5 |
101 |
227 |
Total finance (costs)/credit |
5 |
(47) |
65 |
Loss before tax |
|
(3,701) |
(4,573) |
Taxation |
6 |
1,752 |
1,173 |
Loss from continuing operations |
|
(1,949) |
(3,400) |
Discontinued operations |
|
|
|
- Loss from discontinued operations |
7 |
- |
(10,163) |
Loss for the year after tax |
|
(1,949) |
(13,563) |
|
|
|
|
Other comprehensive (losses)/income: |
|
|
|
Exchange differences on translating foreign operations |
|
(5) |
1,102 |
Actuarial losses on defined benefit pension plans |
|
(144) |
- |
Income tax relating to components of other |
|
40 |
- |
comprehensive income |
|
|
|
Other comprehensive (losses)/income for the period, net of tax |
|
(109) |
1,102 |
Total comprehensive losses for the year |
|
(2,058) |
(12,461) |
|
|
|
|
Earnings per share - pence |
|
|
|
Loss attributable to the equity holders of the Company |
|||
-Basic |
9 |
(8.30) |
(55.39) |
-Fully diluted |
9 |
(8.30) |
(55.39) |
Loss from continuing operations attributable to the equity holders of the Company |
|||
-Basic |
9 |
(8.30) |
(13.88) |
-Fully diluted |
9 |
(8.30) |
(13.88) |
* These include £nil (2008: £1,964,000) of exceptional reorganisation costs.
The total loss for the year after tax and the total comprehensive loss for the year are entirely attributable to equity holders of the parent company.
Consolidated Statement of Changes in Shareholders' Equity as at 31 December 2009
Attributable to the Equity Holders of the Company |
|
||||
|
Share capital £'000 |
Fair value and other reserves £'000 |
Cumulative translation reserve £'000 |
Retained earnings £'000 |
Total equity £'000 |
Balance at 1 January 2008 |
505 |
3,706 |
137 |
11,616 |
15,964 |
Exchange difference on repayment of foreign exchange loan |
- |
- |
(758) |
758 |
- |
Movement in respect of employee share scheme |
- |
72 |
- |
(28) |
44 |
Employee share option scheme: |
|
|
|
|
|
-value of services provided |
- |
98 |
- |
- |
98 |
Dividends paid |
|
|
|
(794) |
(794) |
Release of merger reserve |
- |
(945) |
- |
945 |
- |
Exchange differences on translating foreign operations |
|
|
1,102 |
- |
1,102 |
Loss for the year after tax |
- |
- |
- |
(13,563) |
(13,563) |
Balance at 1 January 2009 |
505 |
2,931 |
481 |
(1,066) |
2,851 |
Movement in respect of employee share scheme |
- |
83 |
- |
- |
83 |
Employee share option scheme: |
|
|
|
|
|
-value of services provided |
- |
92 |
- |
- |
92 |
Exchange differences on translating foreign operations |
- |
- |
(5) |
- |
(5) |
Actuarial losses on defined benefit pension plans |
- |
- |
- |
(144) |
(144) |
Tax relating to components of other comprehensive income |
|
|
|
40 |
40 |
Loss for the year after tax |
- |
- |
- |
(1,949) |
(1,949) |
Balance at 31 December 2009 |
505 |
3,106 |
476 |
(3,119) |
968 |
Consolidated Statement of Financial Position
|
|
At 31 December 2009 £'000 |
At 31 December 2008 £'000 |
Assets |
|
|
|
Non-current assets |
|
|
|
Intangible assets - Goodwill |
|
1,011 |
1,011 |
Intangible assets - Other |
|
138 |
60 |
Property, plant and equipment |
|
749 |
1,409 |
Deferred tax assets |
|
3,067 |
2,063 |
Available-for-sale financial assets |
|
300 |
300 |
Other receivables |
|
1,192 |
1,108 |
|
|
6,457 |
5,951 |
Current assets |
|
|
|
Inventories |
|
1 |
- |
Trade and other receivables |
|
8,524 |
9,506 |
Current tax assets |
|
- |
596 |
Cash and cash equivalents |
|
3,536 |
2,328 |
|
|
12,061 |
12,430 |
Total assets |
|
18,518 |
18,381 |
Equity |
|
|
|
Capital and reserves attributable to the Company's equity holders |
|
||
Share capital |
|
505 |
505 |
Fair value and other reserves |
|
3,106 |
2,931 |
Cumulative translation reserve |
|
476 |
481 |
Retained earnings |
|
(3,119) |
(1,066) |
Total equity |
|
968 |
2,851 |
Liabilities |
|
|
|
Non-current liabilities |
|
|
|
Retirement benefit obligations |
|
3,594 |
3,225 |
Provisions for other liabilities and charges |
|
1,720 |
1,751 |
|
|
5,314 |
4,976 |
Current liabilities |
|
|
|
Trade and other payables |
|
8,631 |
9,289 |
Borrowings |
|
2,694 |
706 |
Provisions for other liabilities and charges |
|
911 |
559 |
|
|
12,236 |
10,554 |
Total liabilities |
|
17,550 |
15,530 |
Total equity and liabilities |
|
18,518 |
18,381 |
These Consolidated financial statements have been approved for issue by the Board of Directors
on 26 March 2010.
D B Rugg
Chief Executive
D R Prickett
Chief Financial Officer
Consolidated Statement of Cash Flows for the year ended 31 December 2009
|
Note |
2009 £'000 |
2008 £'000 |
Cash flow from operating activities |
|
|
|
Cash used in operations |
10 |
(2,176) |
(5,254) |
Interest paid |
|
(148) |
(163) |
Tax paid |
|
1,384 |
(21) |
Net cash used in operating activities |
|
(940) |
(5,438) |
Cash flow from investing activities |
|
|
|
Purchase of property, plant and equipment (PPE) |
|
(80) |
(1,103) |
Proceeds from sale of PPE |
|
5 |
204 |
Intangible asset expenditure |
|
(59) |
(1,590) |
Proceeds from sale of Software businesses (net of costs) |
|
- |
1,797 |
Cash included in disposal of Software businesses |
|
- |
(749) |
Investment in an available-for-sale asset |
|
- |
(19) |
Proceeds from sale of available-for-sale financial asset |
|
141 |
- |
Interest received |
|
101 |
227 |
Net cash generated from/(used in) investing activities |
|
108 |
(1,233) |
Cash flow from financing activities |
|
|
|
Net payments to ESOP |
|
201 |
(172) |
Repayment of borrowings |
|
- |
(1,735) |
Proceeds from invoice discounting |
|
181 |
700 |
Payments of finance lease liabilities |
|
(6) |
(2) |
Dividends paid |
|
- |
(794) |
Net cash generated from/(used in) financing activities |
|
376 |
(2,003) |
Net decrease in net cash |
|
(456) |
(8,674) |
Cash and cash equivalents at beginning of year |
|
2,328 |
10,593 |
Exchange (losses)/gains on euro bank accounts |
|
(149) |
409 |
Cash and cash equivalents at end of year |
|
1,723 |
2,328 |
Notes to the Consolidated Financial Statements
1. BASIS OF PREPARATION
The consolidated and Company financial statements of Christie Group plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (IFRSs as adopted by the EU), IFRIC Interpretations and the Companies Act 2006 applicable to Companies reporting under IFRS. The consolidated and Company financial statements have been prepared under the historical cost convention with the exception of available for sale financial assets and defined benefit pension scheme, and on a going concern basis.
The financial statements have been prepared in accordance with IFRS and IFRIC interpretations issued and effective or issued and early adopted as at the time of preparing these statements (March 2010).
The preparation of financial statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated and parent company financial statements are disclosed in Note 2.
New and amended standards adopted by the group
The Group and Company has adopted the following new and amended IFRSs as of 1 January 2009.
- IAS 1 (revised). 'Presentation of financial statements' - effective 1 January 2009. The revised standard requires 'non-owner changes in equity' to be presented separately from owner changes in equity in a statement of comprehensive income. As a result the group presents in the consolidated statement of changes in equity all owner changes in equity, whereas all non-owner changes in equity are presented in the consolidated statement of comprehensive income. Comparative information has been re-presented so that it also is in conformity with the revised standard. As the change in accounting policy is only presentational there is no impact on earnings per share.
- IFRS 2 (amendment), 'Share-based payment' (effective 1 January 2009) deals with vesting conditions and cancellations. It clarifies that vesting conditions are service conditions and performance conditions only. Other features of a share-based payment are not vesting conditions. These features would need to be included in the grant date fair value for transactions with employees and others providing similar services; they would not impact the number of awards expected to vest or valuation thereof subsequent to grant date. All cancellations, whether by the entity or by other parties, should receive the same accounting treatment. The amendment does not have a material impact on the group or company's financial statements.
Mandatory new standards or interpretations, effective for accounting periods beginning on or after 1 January 2009, not covered specifically above have no impact on the Group's financial statements.
Standards, interpretations and amendments to published standards that are not yet effective
Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for the Group or Company's accounting periods beginning on or after 1 January 2010 or later periods and have not been early adopted. It is anticipated that these new standards, amendments and interpretations, currently in issue at the time of preparing these financial statements (March 2010) will have no material impact on the Group or Company's financial statements.
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
2.1 Critical accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
(a) Estimated impairment of goodwill
Goodwill is subject to an impairment review both annually and when there are indications that the carrying value may not be recoverable. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require the use of estimates.
(b) Retirement benefit obligations
The assumptions used to measure the expense and liabilities related to the Group's two defined benefit pension plans are reviewed annually by professionally qualified, independent actuaries, trustees and management as appropriate. The measurement of the expense for a period requires judgement with respect to the following matters, among others:
- the probable long-term rate of increase in pensionable pay;
- the discount rate;
- the expected return on plan assets; and
- the estimated life expectancy of participating members.
The assumptions used by the Group, may differ materially from actual results, and these differences may result in a significant impact on the amount of pension expense recorded in future periods. In accordance with IAS 19, the Group amortises actuarial gains and losses outside the 10% corridor, over the average future service lives of employees. Under this method, major changes in assumptions, and variances between assumptions and actual results, may affect retained earnings over several future periods rather than one period, while more minor variances and assumption changes may be offset by other changes and have no direct effect on retained earnings.
(c) Deferred taxation
Deferred tax assets are recognised to the extent that the Group believes it is probable that future taxable profit will be available against which temporary timing differences and losses from previous periods can be utilised. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the statement of financial position date and are expected to apply when the related deferred tax asset is realised.
3. SEGMENT INFORMATION
The Group is organised into two main business segments: Professional Business Services and Stock & Inventory Systems & Services.
The segment results for the year ended 31 December 2009 are as follows:
|
Professional Business Services £'000 |
Stock & Inventory Systems & Services £'000 |
Other £'000 |
Total continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Total gross segment sales |
23,370 |
23,801 |
2,226 |
49,397 |
- |
49,397 |
Inter-segment sales |
(104) |
- |
(2,226) |
(2,330) |
- |
(2,330) |
Revenue |
23,266 |
23,801 |
- |
47,067 |
- |
47,067 |
Operating (loss)/profit after exceptional items |
(3,906) |
470 |
(218) |
(3,654) |
- |
(3,654) |
Net finance (costs)/credit |
(154) |
(24) |
131 |
(47) |
- |
(47) |
Loss before tax |
(4,060) |
446 |
(87) |
(3,701) |
- |
(3,701) |
Taxation |
|
|
|
1,752 |
- |
1,752 |
Loss for the year after tax |
|
|
|
(1,949) |
- |
(1,949) |
The segment results for the year ended 31 December 2008 are as follows:
|
Professional Business Services £'000 |
Stock & Inventory Systems & Services £'000 |
Other £'000 |
Total continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Total gross segment sales |
37,011 |
26,515 |
2,941 |
66,467 |
9,691 |
76,158 |
Inter-segment sales |
(104) |
- |
(2,941) |
(3,045) |
- |
(3,045) |
Revenue |
36,907 |
26,515 |
- |
63,422 |
9,691 |
73,113 |
Operating (loss)/profit before exceptional items |
(3,396) |
564 |
158 |
(2,674) |
(3,162) |
(5,836) |
Exceptional items |
(1,964) |
- |
- |
(1,964) |
- |
(1,964) |
Net loss on disposal of Retail Software business |
- |
- |
- |
- |
(6,193) |
(6,193) |
Operating (loss)/profit after exceptional items |
(5,360) |
564 |
158 |
(4,638) |
(9,355) |
(13,993) |
Net finance credit/(costs) |
127 |
(42) |
(20) |
65 |
(1) |
64 |
Loss before tax |
(5,233) |
522 |
138 |
(4,573) |
(9,356) |
(13,929) |
Taxation |
|
|
|
1,173 |
(807) |
366 |
Loss for the year after tax |
|
|
|
(3,400) |
(10,163) |
(13,563) |
Other segment items included in the statements of comprehensive income for the years ended 31 December 2009 and 2008 are as follows:
|
Professional Business Services £'000 |
Stock & Inventory Systems & Services £'000 |
Other £'000 |
Total continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
31 December 2009 |
|
|
|
|
|
|
Depreciation and amortisation |
313 |
365 |
29 |
707 |
- |
707 |
Impairment of trade receivables |
(501) |
69 |
- |
(432) |
- |
(432) |
31 December 2008 |
|
|
|
|
|
|
Depreciation and amortisation |
383 |
492 |
31 |
906 |
244 |
1,150 |
Impairment of trade receivables |
856 |
36 |
- |
892 |
43 |
935 |
The segment assets and liabilities at 31 December 2009 and capital expenditure for the year then ended are as follows:
|
Professional Business Services £'000 |
Stock & Inventory Systems & Services £'000 |
Other £'000 |
Total continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Assets |
6,886 |
4,906 |
3,659 |
15,451 |
- |
15,451 |
Deferred tax assets |
|
|
|
3,067 |
- |
3,067 |
|
|
|
|
18,518 |
- |
18,518 |
Liabilities |
9,540 |
4,479 |
837 |
14,856 |
- |
14,856 |
Borrowings (excluding finance leases) |
|
|
|
2,694 |
- |
2,694 |
|
|
|
|
17,550 |
- |
17,550 |
|
|
|
|
|
|
|
Capital expenditure |
4 |
135 |
- |
139 |
- |
139 |
The segment assets and liabilities at 31 December 2008 and capital expenditure for the year are as follows;
|
Professional Business Services £'000 |
Stock & Inventory Systems & Services £'000 |
Other £'000 |
Total continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Assets |
6,413 |
6,135 |
3,174 |
15,722 |
- |
15,722 |
Deferred tax assets |
|
|
|
|
|
2,063 |
Current tax assets |
|
|
|
|
|
596 |
|
|
|
|
|
|
18,381 |
Liabilities |
8,721 |
5,144 |
965 |
14,830 |
- |
14,830 |
Borrowings (excluding finance leases) |
|
|
|
|
|
700 |
|
|
|
|
|
|
15,530 |
|
|
|
|
|
|
|
Capital expenditure |
532 |
363 |
8 |
903 |
1,790 |
2,693 |
Segment assets consist primarily of property, plant and equipment, intangible assets, inventories, receivables and operating cash. They exclude taxation.
Segment liabilities comprise operating liabilities. They exclude items such as taxation and corporate borrowings.
Capital expenditure comprises additions to property, plant and equipment and intangible assets.
The Group manages its business segments on a global basis. The UK is the home country of the parent. The Group's revenue is mainly in Europe. Revenue is allocated based on the country in which the customer is located.
|
31 December 2009 |
31 December 2008 |
||||
|
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Revenue |
|
|
|
|
|
|
Europe |
46,577 |
- |
46,577 |
62,508 |
9,691 |
72,199 |
Rest of the World |
490 |
- |
490 |
914 |
- |
914 |
|
47,067 |
- |
47,067 |
63,422 |
9,691 |
73,113 |
|
|
|
|
|
|
|
Total segment assets are allocated based on where the assets are located.
|
||||||
|
31 December 2009 |
31 December 2008 |
||||
|
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Total segment assets |
|
|
|
|
|
|
Europe |
15,335 |
- |
15,335 |
14,837 |
- |
14,837 |
Rest of the World |
116 |
- |
116 |
885 |
- |
885 |
|
15,451 |
- |
15,451 |
15,722 |
- |
15,722 |
Capital expenditure is allocated based on where the assets are located.
|
31 December 2009 |
31 December 2008 |
||||
|
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Capital expenditure |
|
|
|
|
|
|
Europe |
139 |
- |
139 |
903 |
1,790 |
2,693 |
Rest of World |
- |
- |
|
- |
- |
- |
|
139 |
- |
139 |
903 |
1,790 |
2,693 |
|
31 December 2009 |
31 December 2008 |
||||
|
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Continuing operations £'000 |
Discontinued operations £'000 |
Group £'000 |
Analysis of revenue by category |
|
|
|
|
|
|
Sale of goods |
307 |
- |
307 |
405 |
2,836 |
3,241 |
Revenue from services |
46,760 |
- |
46,760 |
63,017 |
6,855 |
69,872 |
|
47,067 |
- |
47,067 |
63,422 |
9,691 |
73,113 |
4. EXCEPTIONAL ITEMS
During the year the Group incurred £nil (2008: £1,964,000) of exceptional reorganisation costs.
5. FINANCE COSTS/(CREDIT)
|
2009 £'000 |
2008 £'000 |
Interest payable on bank loans and overdrafts |
80 |
127 |
Other interest payable |
68 |
34 |
Interest payable on finance leases |
- |
1 |
Total finance costs |
148 |
162 |
Bank interest receivable |
(9) |
(178) |
Other interest receivable |
(92) |
(49) |
Total finance credit |
(101) |
(227) |
Net finance costs/(credit) - continuing operations |
47 |
(65) |
Discontinued operations interest payable |
- |
1 |
Net finance costs/(credit) |
47 |
(64) |
6. TAXATION
|
2009 £'000 |
2008 £'000 |
Current tax |
|
|
UK Corporation tax at 28% (2008: 28%) |
29 |
(981) |
Foreign tax |
15 |
- |
Adjustment in respect of prior periods |
(832) |
- |
Total current tax credit |
(788) |
(981) |
Deferred tax |
|
|
Origination and reversal of timing differences |
(1,004) |
(192) |
Unutilised losses surrendered on disposal |
- |
807 |
Total deferred tax (credit)/charge |
(1,004) |
615 |
Tax credit on loss on ordinary activities |
(1,792) |
(366) |
The tax (credit)/charge is split between continuing and discontinued activities as follows:
|
2009 £'000 |
2008 £'000 |
Continuing operations |
(1,792) |
(1,173) |
Discontinued operations |
- |
807 |
|
(1,792) |
(366) |
The tax on the Group's loss before tax differs from the theoretical amount that would arise using the standard rate of corporation tax in the UK of 28% as follows:
Tax on loss on ordinary activities
|
2009 £'000 |
2008 £'000 |
Loss on ordinary activities before tax |
(3,845) |
(13,929) |
Loss on ordinary activities at standard rate of UK corporation tax of 28% (2008: 28%) |
(1,077) |
|
Effects of: |
|
|
- tax losses not yet utilised |
747 |
648 |
- expenses not deductible for tax purposes |
685 |
2,605 |
- taxable deductions |
(362) |
(393) |
- utilisation of tax losses and other deductions |
(384) |
- |
- adjustment to tax charge in respect of previous periods |
(833) |
- |
- fixed asset timing differences |
(328) |
6 |
- other timing differences |
(242) |
119 |
- rate differential on certain tax losses |
2 |
(66) |
- origination and reversal of timing differences |
- |
(192) |
- unutilised losses surrendered on disposal |
- |
807 |
Total tax credit |
(1,792) |
(366) |
7. DISCONTINUED OPERATIONS
The results of the discontinued operations are summarised below:
|
|
2008 £'000 |
Profit on disposal of Retail Software business |
|
2,135 |
Fair value adjustment of Retail Software business assets |
|
(8,328) |
Net loss on disposal of Retail Software business |
|
(6,193) |
Loss for the period after tax of the Retail Software business |
|
(3,794) |
Total loss of the Retail Software business |
|
(9,987) |
Loss for the period after tax of Christie Corporate Finance |
|
(176) |
|
|
(10,163) |
7A. RETAIL SOFTWARE BUSINESS
On 30 September 2008 the Group completed the disposal of its Retail Software business for consideration of €4,000,000 cash, translating to £3,164,000 on exchange. Associated costs of disposal were £1,367,000, with net liabilities on disposal amounting to £338,000, resulting in a profit on disposal of £2,135,000 as set out below:
|
|
2008 £'000 |
Consideration received |
|
3,164 |
Costs |
|
(1,367) |
Net liabilities at 30 September 2008 |
|
338 |
Profit on disposal |
|
2,135 |
|
|
2008 £'000 |
Intangible assets - Goodwill |
|
3,085 |
Intangible assets - Other |
|
4,566 |
Current tax assets |
|
677 |
|
|
8,328 |
The results for the Retail Software business are presented below:
|
|
2008 £'000 |
Revenue |
|
9,671 |
Employee benefit expenses |
|
(7,692) |
|
|
1,979 |
Depreciation, amortisation and impairment |
|
(244) |
Other operating expenses |
|
(4,722) |
Operating loss |
|
(2,987) |
Taxation |
|
(807) |
Loss for the period after tax |
|
(3,794) |
|
|
2008 £'000 |
Operating activities |
|
(332) |
Investing activities |
|
(742) |
Net cash outflow |
|
(1,074) |
7B. CHRISTIE CORPORATE FINANCE
On 1 August 2008 Christie Corporate Finance was closed. This was previously included in the Professional Business Services segment. From this date it has been classified as a discontinued operation.
The results for Christie Corporate Finance are presented below:
|
|
2008 £'000 |
Revenue |
|
20 |
Employee benefit expenses |
|
(168) |
|
|
(148) |
Other operating expenses |
|
(27) |
Operating loss |
|
(175) |
Total finance costs |
|
(1) |
Loss for the period |
|
(176) |
8. DIVIDENDS
Group and Company |
2009 £'000 |
2008 £'000 |
Interim |
|
|
2008 interim, paid October 2008 (0.50p) |
- |
123 |
Final |
|
|
2007 final, paid June 2008 (2.75p) |
- |
671 |
|
- |
794 |
9. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year, which excludes the shares held in the Employee Share Ownership Plan (ESOP) trust.
|
31 £'000 |
31 December 2008 £'000 |
Loss from continuing operations attributable to equity holders of the Company |
(2,053) - |
(3,400)
(10,163) |
Loss from discontinued operations attributable to equity holders of the Company |
||
Loss from total operations attributable to equity holders of the Company |
(2,053) |
(13,563) |
|
31 Thousands |
31 December 2008 Thousands |
Weighted average number of ordinary shares in issue |
24,722 1 |
24,486 74 |
Adjustment for share options |
||
Weighted average number of ordinary shares for diluted earnings per share |
24,723 |
24,560 |
|
31 December 2009 Pence |
31 December 2008 Pence |
Basic earnings per share |
|
|
Continuing operations |
(8.30) - |
(13.88) (41.51) |
Discontinued operations |
||
Total operations |
(8.30) |
(55.39) |
Fully diluted earnings per share |
|
|
Continuing operations |
(8.30) |
(13.88) |
Discontinued operations |
- |
(41.51) |
Total operations |
(8.30) |
(55.39) |
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has only one category of dilutive potential ordinary shares: share options. The basic and diluted loss per share is the same, as the exercise of share options would reduce the loss per share and is, therefore, anti-dilutive.
The calculation is performed for the share options to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.
10. NOTES TO THE CASH FLOW STATEMENT
Cash used in operations
|
|
Group |
|
Company |
|
2009 |
2008 |
2009 |
2008 |
||
£'000 |
£'000 |
£'000 |
£'000 |
||
Continuing operations |
|
|
|
|
|
(Loss)/profit for the year |
(1,949) |
(3,400) |
392 |
(8,163) |
|
Adjustments for: |
|
|
|
|
|
- |
Taxation |
(1,752) |
(1,173) |
(779) |
(189) |
- |
Finance costs/(credit) |
47 |
(65) |
(176) |
(7,626) |
- |
Impairment of investments in subsidiaries |
- |
- |
13 |
3,313 |
- |
Depreciation |
641 |
890 |
- |
- |
- |
Amortisation of intangible assets |
66 |
16 |
- |
- |
- |
Loss/(profit) on sale of property, plant and equipment |
5 |
(28) |
- |
- |
- |
Loss on sale of intangible assets |
- |
13 |
- |
- |
- |
Foreign currency translation |
30 |
279 |
- |
(352) |
- |
Increase in provision for other liabilities and charges |
321 |
1,861 |
- |
- |
- |
Movement in available-for-sale financial asset |
(141) |
19 |
(141) |
19 |
- |
Movement in share option charge |
92 |
98 |
1 |
1 |
- |
Movement in retirement benefit obligation |
225 |
(1,069) |
9 |
(77) |
- |
Increase in non-current other receivables |
(84) |
- |
- |
- |
Changes in working capital (excluding the effects exchange differences on consolidation): |
|
|
|
|
|
- |
Increase in inventories |
(1) |
- |
- |
- |
- |
Decrease/(increase) in trade and other receivables |
982 |
1,260 |
(2,933) |
1,021 |
- |
(Decrease)/increase in trade and other payables |
(658) |
(3,473) |
(667) |
1,769 |
Cash used in continuing operations |
(2,176) |
(4,772) |
(4,281) |
(10,284) |
|
Discontinued operations |
|
|
|
|
|
Loss for the year |
- |
(10,163) |
- |
- |
|
Adjustments for: |
|
|
|
|
|
- |
Taxation |
- |
807 |
- |
- |
- |
Finance costs |
- |
1 |
- |
- |
- |
Depreciation |
- |
211 |
- |
- |
- |
Amortisation and impairment of intangible assets |
- |
33 |
- |
- |
- |
Fair value adjustment of Retail Software business assets |
- |
8,328 |
- |
- |
- |
Profit on sale of Retail Software business |
- |
(2,135) |
- |
- |
- |
Foreign currency translation |
- |
(529) |
- |
- |
Changes in working capital (excluding the effects exchange differences on consolidation): |
|
|
|
|
|
- |
Increase in inventories |
- |
(145) |
- |
- |
- |
Increase in trade and other receivables |
- |
(837) |
- |
- |
- |
Increase in trade and other payables |
- |
3,947 |
- |
- |
Cash used in discontinued operations |
- |
(482) |
- |
- |
|
Cash used in operations |
(2,176) |
(5,254) |
(4,281) |
(10,284) |
11. RECONCILIATION OF MOVEMENT IN NET FUNDS
|
|
As at 1 January 2009 £'000 |
Cash flow £'000 |
As at 31 2009 £'000 |
Cash and cash equivalents |
|
2,328 |
1,208 |
3,536 |
Bank overdrafts |
|
- |
(1,813) |
(1,813) |
Invoice discounting |
|
(700) |
(181) |
(881) |
Finance leases due within one year |
|
(6) |
6 |
- |
|
|
1,622 |
(780) |
842 |
Financial information
The financial information set out above does not constitute the Company's statutory accounts for the years ended 31 December 2009 or 2008, but is derived from those accounts. Statutory accounts for 2008 have been delivered to the Registrar of Companies and those for 2009 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their reports were unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under either Section 498(2) or (3) of the Companies Act 2006.
Key dates
The Annual Report and Financial Statements are scheduled to be posted to shareholders in early May. The Annual General Meeting of the Company is scheduled to take place at 10am on Wednesday 16 June 2010 at 39 Victoria Street, London, SW1H 0EU.
Professional Business Services
Christie + Co is the leading specialist firm providing business intelligence in the hospitality, leisure, retail and care sectors. With offices across the UK, it focuses on agency, valuation services, investment and consultancy activity in its key sectors. Internationally, it operates from offices in the UK, Finland, France, Germany and Spain.
Christie Finance has over 30 years' experience in financing businesses in the hospitality, leisure, care and retail sectors. Its excellent relationships with the clearing banks, centralised lenders, finance houses and building societies make it the market leader in providing finance solutions for purchase or re-financing in its specialist sectors.
With over 30 years' experience arranging business insurance in the hospitality, leisure, care and retail sectors, Christie Insurance is a leading company in its markets. Its excellent contacts with the UK's leading insurers enable it to provide a premier service including tailored insurance schemes.
Pinders is the UK's leading specialist business appraisal, valuation and consultancy company, providing professional services to the licensed leisure, retail and care sectors, and also the commercial and corporate business sectors. Its Building Consultancy Division offers a full range of project management, building monitoring and building surveying services.
Europe's longest established stocktaking business specialising in all fields of retail stocktaking including high street, warehousing and factory. It also has a specialised pharmacy division providing valuation and stocktaking services. A full range of stocktaking and inventory management solutions is provided for a wide range of clients in the UK and Europe.
The leading supplier of stocktaking, inventory, control audit and related stock management services to the hospitality sector. Bespoke software and systems enable real time management reporting to its customer base using the most up-to-date technology.
Vennersys provides software and systems to the leisure and hospitality sectors. It operates in the UK and North America and includes cinemas and visitor attractions among its clients.