Interim Results

Glen Group PLC 26 June 2007 Glen Group plc Interim Results for the six months ended 31 March 2007 Glen Group plc, the Edinburgh based provider of integrated IT and communication services, today announces interim results for the six months ended 31 March 2007 Key points: â€¢ Turnover for the half year of Â£2,924,819 compares to Â£976,937 in the equivalent period last year - an increase of approximately 200% â€¢ Eclectic contributes Â£2,508,898 (2006 first half Â£588,856) and Glen Communications and Explore IT contribute Â£415,921 (2006 first half: Â£388,081) â€¢ Restructuring and development costs of Â£312,615 include Â£236,878 related to head count reduction, contractual termination costs and benefits paid to senior managers in Glen Communications/Explore IT and Â£75,737 of Microsoft and Oracle development costs in Eclectic â€¢ Before the restructuring and development costs, operating losses reduce to Â£252,735 from Â£323,756 â€¢ Post the restructuring and development costs, the operating loss increases to Â£565,350 â€¢ Eclectic becomes an Oracle Advanced Certified Partner, taking it into the elite group of Oracle partners â€¢ Successful acquisition of Pinnacle Group since the end of the half-year â€¢ Proposed Group name change to 'ICT Acquisitions PLC' to reflect the nature of the Group's business of acquiring and developing companies in the information, communications and technology sectors Eric Hagman CBE, Chairman of Glen Group, commented: 'The half year has been one of significant change and I believe that these changes, our renewed focus on profitable acquisitions and a determination to build a business of size and quality are all positive developments' Enquiries: Glen Group plc Graham J Duncan, Chief Executive Officer Tel: 0845 119 2100 Pelham PR Alex Walters Tel: 0203 17 0 7435 26 June 2007 Chairman's Statement The first half has been one of significant change. Our strategy is based on: â€¢ acquiring suitable IT and communications services businesses â€¢ integrating them fully and swiftly â€¢ developing them organically, supplemented by further acquisitions which are capable of adding long term value. This process itself involves change. During much of 2006 our strategy was frustrated when our share price fell below the nominal value of our shares, preventing us from issuing shares as purchase consideration or to raise expansion capital. This problem was resolved in February 2007 when we reorganised our share capital and since then we have been actively seeking acquisition opportunities. We recently announced the purchase of Pinnacle Group Limited, a provider of telecommunications services to the SME market, and we continue to have an active acquisition deal flow in prospect. In order to better position Glen Group plc in the eyes of customers, shareholders and the public generally, we intend changing its name, subject to shareholder approval which we will seek later this year, to 'ICT Acquisitions PLC'. This will emphasise that our business is firmly rooted in the Information, Communications and Technology space and our strategy is acquisition led. I can also announce today that we have applied to the PLUS market to have our shares traded on this platform, as well as retaining our listing on AIM, which we hope will provide additional liquidity in the shares. A key objective of the business is to trade profitably. Following the acquisition of Explore IT Limited ('Explore') by Glen Communications Ltd ('Glen Communications') last September, we have fundamentally restructured the SME side of our business. Historically, Glen Communications has relied on project, rather than recurring, business particularly using a direct sales force for the sale of mobile solutions to customers. Building the business required us to continue to increase the size of the direct sales team, which involved material costs in management time, training and recruitment. Following a review of this strategy after the Explore acquisition, and a recognition that we needed to develop more recurring income streams, we decided to modify this approach and limit the size of the direct sales team. We also decided that the majority of this team should be IT centric rather than mobile centric. This restructuring also involved a rationalisation of the middle management team, office moves in both Edinburgh and Rotherham, and the introduction of new IT support systems, all of which have been completed in the first half. Following the acquisition of Pinnacle and the appointment of Alan Bonner as Managing Director of the SME focussed group of companies, I can also announce that we are in the process of changing the name of Glen Communications to 'Pinnacle ICT Limited' and we have also acquired the 50% shareholding in Pinnacle Mobile Limited and the 20% minority interests in Sports Club Telecom Limited which we did not own in exchange for a total of 4,863,636 shares in Glen Group plc issued at 0.55 pence per share. Application has been made for the admission of these shares to trading on AIM which is expected to occur on 29 June 2007. While in the half year we have incurred restructuring one-off costs of Â£236,878 implementing the changes outlined above, we anticipate that these changes, all now fully implemented, will drive annualised cost savings of over Â£400,000. With the addition of the Pinnacle group of companies, which trade profitably on a base of largely recurring income, we can now look forward to building this part of the business from a much stronger platform while continuing to seek profitable acquisitions in this space. The greater part of our business is business intelligence ('BI') consultancy and training, which we market under the Eclectic brand. Since we acquired the Eclectic business in February 2006 it has performed ahead of even our highest estimates and the half year is no exception. The business intelligence market continues to grow at a significant pace and Eclectic is gaining clients in the enterprise, corporate and public sector markets with its niche focus. Historically, Eclectic has provided consultancy, implementation and training on Business Objects software platforms. In the half year, it was decided to expand the software platforms. Eclectic has self-started Microsoft and Oracle practices as both these vendors are increasingly targeting the BI space. In the half year we have incurred development costs of Â£75,737 (which have been expensed) in establishing these new business units. Since the half year end, we have been delighted to be awarded our first Oracle BI consultancy work and I can announce today that we have achieved the very prestigious status of Oracle Advanced Certified Partner, which takes us into the elite group of Oracle partners. On the acquisition front, we continue to look at opportunities which can enhance and expand our BI offering to clients, particularly those that can give us presence in the London area and we remain active in seeking suitable acquisitions. One of the key performance indicators that your Board monitors is EBITDA. For the group as a whole, EBITDA remains negative and in the half-year, after restructuring and development costs, it was negative Â£503,768 (2006 half-year Â£355,942 negative). Before restructuring and development costs it was negative Â£191,153 (2006 half-year Â£306,075 negative). EBITDA generated by the operating companies, excluding the costs of running the holding company has, historically, been negative since we listed in December 2004. Although a modest figure, I am pleased to note that the EBITDA generated by these companies, excluding the restructuring and development costs both outlined above, was positive at Â£34,050 in the half year (2006 half-year Â£141,662 negative), which represents a significant turnaround. Full details of the financial performance for the half year are contained in the Chief Executive's Review. As I have already indicated, the half year has been one of significant change. I believe that these changes, our renewed focus on profitable acquisitions and a determination to build a business of size and quality are all positive developments and your Board looks forward to implementing its plans. Eric M Hagman CBE CHAIRMAN 26 June 2007 Chief Executive's Review The half year can be characterised by one of change, not just in the re-organisation of people in the business, but also in the changing mix of services sold to customers. 1) Turnover Turnover for the half year was Â£2,924, 819 compared to Â£976,937 in the equivalent period last year, a rise of nearly 200%, due largely to the acquisition of Eclectic Group Limited in February 2006. The half-year turnover also compares favourably with turnover in the second half of last year, a more comparable period, which was Â£2,721,308, representing a growth of 7.5% over the six-month period ended 31st March 2007. In this half year Eclectic contributed Â£2,508,898 (2006 first half: Â£588,856) and Glen Communications, along with its wholly owned subsidiary Explore IT, contributed Â£415,921 (2006 first half: Â£388,081). Eclectic group turnover for the first half also compares well against the second half turnover last year, a more comparable period, when it reached Â£2,144,288, an increase of 17% over the half-year period. Despite the disruption which is inevitably caused by any restructuring, it is pleasing to see that the SME business unit, comprising Glen Communications Limited and Explore IT Limited, has lifted its turnover in what is, historically, a less robust period compared to the second half. The restructuring of the SME business unit has been successfully refocused on IT services. In the year ended 30 September 2006 approximately 30% of turnover from this unit came from the provision of IT services. In the half-year to 31 March 2007, IT services represented about 65% of the unit's turnover. As well as undertaking project work, the SME business unit also delivers recurring revenues from IT support contracts and from the provision of voice over broadband services (more commonly known as VoIP). Although turnover from VoIP is embryonic, it has been interesting to note that the level of interest in our hosted VoIP service has lifted materially this year, compared to last, as awareness of the technology has been increased by the amount of press coverage. 2) Gross Margins The overall gross margin for the half year was Â£1,047,474 (2006 first half: Â£412,720 and 2006 full year: Â£1,332,349). Our gross margins remain very stable. For the half year we returned a gross margin across the three operating businesses of 35.81%. This compares against the full year last year (a more comparable period) of 36.03%. Eclectic's margin for the half year was 34.94% (2006 full year: 33.58%) while the SME business unit returned 41.08% (2006 full year: 42.96%). 3) Restructuring and Development Costs The operating result for the half year has been very materially affected by restructuring and development costs totalling Â£312,615. As outlined in the Chairman's Statement, major changes have been made to the Glen Communications business. This has resulted in one-off costs of Â£236,878, the majority of which relates to the costs of a planned head count reduction, including contractual termination costs and benefits paid to senior managers and others who have left the business. The development costs of Â£75,737 relate to the establishment of Microsoft and Oracle practices in Eclectic, and mainly relate to the salary costs of key individuals hired to develop consultancy services based on software implementation provided by these vendors. 4) Operating Loss In the half year we have incurred an operating loss before restructuring and development costs of Â£252,735 (2006 first half: Â£323,756). Much of the improvement over 2006 is due to the performance of Eclectic which contributed profits, before development costs, of Â£267,309 in the half year. After the restructuring and development costs, the group operating loss increases to Â£565,350 (2006 half year: Â£373,623). As acquisitions are concluded, certain duplicative costs can be removed from the business, albeit usually at an initial cost to the business as these costs tend to be people based. The Board is mindful of the need to keep costs to a minimum, and not allow costs to build significantly ahead of revenue. However, any organic growth requires investment and our acquisition plans seek to limit this investment by concentrating on being able to cross sell our services into new acquired customers. We will therefore continue to seek businesses with robust customer bases as the cost of sale can be materially lower when a captive customer is sold more, or different, services. It is interesting to note that, taken together, the operating companies (that is excluding Glen Group plc itself) have together produced a very modest loss of just Â£9,111 over the half-year period. Before depreciation (the EBITDA figure) this becomes a profit of Â£34,050. Although not yet producing sufficient EBITDA to cover the costs of Glen Group, which amounted to Â£243,624 in the half-year (2006 half-year: Â£159,413), it is nevertheless a step forward. The unaudited result for the half-year can be further analysed as follows: CONSOLIDATED INCOME 6 Months 6 Months 12 Months STATEMENT - UNAUDITED 31 March 31 March 30 September 2007 2006 2006 Turnover: Eclectic 2,508,898 588,856 2,733,144 Glen Communications/ExploreIT 415,921 388,081 965,101 Totals 2,924,819 976,937 3,698,245 Cost of Sales: Eclectic 1,632,268 349,238 1,815,364 Glen Communications/ExploreIT 245,077 214,979 550,532 Totals 1,877,345 564,217 2,365,896 Gross Profit: Eclectic 876,630 239,618 917,780 Glen Communications/ExploreIT 170,844 173,102 414,569 Totals 1,047,474 412,720 1,332,349 Overhead: Eclectic 609,321 164,541 769,839 Glen Communications/ExploreIT 447,264 412,522 730,596 Glen Group 243,624 159,413 371,269 Totals 1,300,209 736,476 1,871,704 Operating Profit before other costs: Eclectic 267,309 75,077 147,941 Glen Communications/ExploreIT (276,420) (239,420) (316,027) Glen Group (243,624) (159,413) (371,269) Totals (252,735) (323,756) (539,355) Restructuring & development costs: Eclectic (75,737) 0 0 Glen Communications/ExploreIT (236,878) (49,867) (49,867) Totals (312,615) (49,867) (49,867) Operating Profit: Eclectic 191,572 75,077 147,941 Glen Communications/ExploreIT (513,298) (289,287) (365,894) Glen Group (243,624) (159,413) (371,269) Totals (565,350) (373,623) (589,222) Notes: Eclectic has been consolidated from 15 February 2006, the date of acquisition. Explore IT has been consolidated from 4 September 2006, the date of acquisition. 5) Financing During the half-year, the earn-out provisions associated with the acquisition of Eclectic in February 2006 crystallised. Eclectic delivered the maximum level of profits under the terms of the earn-out conditions and, accordingly, the Company issued 73,825,818 shares at 1.0667p per share to satisfy the deferred consideration payable to the vendors, all in accordance with the earn-out formula contained in the sale and purchase agreement. On 26 February 2007, following shareholder approval, the company's share capital was reorganised. Holders of ordinary shares of nominal 1 penny each received one ordinary share of nominal one-tenth of a penny and one deferred share of nominal nine-tenths of a penny. The conditions attaching to the deferred shares rendered them worthless and the practical effect was to lower the nominal value of the ordinary shares to one-tenth of a penny without changing the number of ordinary shares in issue. This allows the company to issue shares in the future. This had not been possible throughout most of 2006 as the market price of the shares had fallen below the original nominal value of 1 penny per share, and the issue of shares at a discount to the nominal value is prohibited under the Companies Act 1985. At the same time as the reorganisation became effective, the company raised a further Â£500,000 (before expenses) in new equity, applied to expanding working capital, by the issue of 100,000,000 new ordinary shares at 0.50 pence per share. Since the half-year end, the company has raised a further Â£350,000 (before expenses) by the issue of a further 100,000,000 new ordinary shares at 0.35 pence per share in order to assist acquisitions and provide further working capital in an expanding business. On 6 June 2007 the company announced the acquisition of Pinnacle Group Limited for a consideration of Â£700,000 satisfied by the issue of 122,727,273 shares at 0.55 pence per share and Â£25,000 in cash. Since then, we have also completed the acquisition of the 50% shareholding in Pinnacle Mobile Limited which we did not own in exchange for 1,000,000 shares in Glen Group plc, and the 20% minority interests in Sports Club Telecom Limited (part of the Pinnacle Group) which we did not own in exchange for a total of 3,863,636 shares in Glen Group plc, all of which have been issued at 0.55 pence per share. We have made significant changes to the business in the first-half and we will now build on the momentum that we have created. We fully expect to be able to complete further acquisitions in the second half in accordance with our buy and build strategy. Graham J Duncan MA CA CHIEF EXECUTIVE 26 June 2007 CONSOLIDATED INTERIM INCOME STATEMENT - UNAUDITED for the six months ended 31st March 2007 6 months to 6 months to 12 months to 31st March 31st March 30th September 2007 2006 2006 Note Â£ Â£ Â£ --------------------- ----- --------- -------- --------- Revenue Continuing operations 2,924,819 388,081 942,582 Discontinued operations - - 22,519 Acquisitions - 588,856 2,733,144 --------------------- ----- --------- -------- --------- 2 2,924,819 976,937 3,698,245 Cost of sales (1,877,345) (564,217) (2,365,896) --------------------- ----- --------- -------- --------- Gross profit 1,047,474 412,720 1,332,349 Other operating charges (1,612,824) (786,343) (1,921,571) --------------------- ----- --------- -------- --------- Operating loss 3 (565,350) (373,623) (589,222) Interest payable (32,893) (9,319) (23,620) Interest receivable 500 2,551 3,054 --------------------- ----- --------- -------- --------- Finance costs (32,393) (6,768) (20,566) Loss before taxation (597,743) (380,391) (609,788) Taxation - - (3,803) --------------------- ----- --------- -------- --------- Loss for the period (597,743) (380,391) (613,591) --------------------- ----- --------- -------- --------- Loss per share 4 - basic and fully diluted (1.64) (0.34) (0.28) CONSOLIDATED INTERIM BALANCE SHEET - UNAUDITED as at 31st March 2007 31st March 31st March 30th September 2007 2006 2006 Note Â£ Â£ Â£ --------------------- ----- --------- --------- --------- Assets Non-current assets Goodwill 3,564,504 3,925,682 3,562,740 Intangible assets 90,000 - 100,000 Property, plant and equipment 139,072 103,408 112,667 --------------------- ----- --------- --------- --------- Total non-current assets 3,793,576 4,029,090 3,775,407 --------------------- ----- --------- --------- --------- Current assets Inventories 46,475 16,603 26,752 Trade and other receivables 1,703,122 1,407,107 1,571,471 Cash and cash equivalents 111,022 311,966 1,075 --------------------- ----- --------- --------- --------- Total current assets 1,860,619 1,735,676 1,599,298 --------------------- ----- --------- --------- --------- Total assets 5,654,195 5,764,676 5,374,705 --------------------- ----- --------- --------- --------- Liabilities Current liabilities Short term borrowings 658,925 103,680 578,731 Trade and other payables 543,912 939,632 939,817 Accruals and deferred income 948,064 465,258 238,247 Other creditors 187,606 143,097 164,139 --------------------- ----- --------- --------- --------- Total current liabilities 2,338,507 1,651,667 1,920,934 --------------------- ----- --------- --------- --------- Non-current liabilities Long-term borrowings 85,235 93,828 87,557 --------------------- ----- --------- --------- --------- Total non-current liabilities 85,235 93,828 87,557 --------------------- ----- --------- --------- --------- Total liabilities 2,423,742 1,745,495 2,008,491 --------------------- ----- --------- --------- --------- Net assets 3,230,453 4,019,181 3,366,214 --------------------- ----- --------- --------- --------- Equity Share capital 4,115,089 3,276,831 3,276,831 Share premium account 1,262,434 879,473 860,817 Shares to be issued - 787,500 787,500 Other reserve 29,635 8,500 20,028 Fair Value Adjustment (417,221) - (417,221) Profit and loss reserve 5 (1,759,484) (933,123) (1,161,741) --------------------- ----- --------- --------- --------- Total equity 3,230,453 4,019,181 3,366,214 --------------------- ----- --------- --------- --------- CONSOLIDATED INTERIM CASH FLOW STATEMENT - UNAUDITED for the six months ended 31st March 2007 6 months 6 months 12 months to to to 30th 31st March 31st March September 2007 2006 2006 Â£ Â£ Â£ ------------------------ ---------- -------- --------- Operating loss before restructuring and development costs (252,735) (323,756) (539,355) Restructuring costs (236,878) (49,867) (49,867) Development costs (75,737) - - ------------------------ ---------- -------- --------- Cash flows from operating activities (565,350) (373,623) (589,222) Adjustments for Depreciation and amortisation 54,744 14,274 49,596 Other non-cash items 9,607 5,000 19,213 (Increase)/decrease in inventories (19,723) (6,490) (16,639) Increase in trade and other receivables (131,651) (1,198,391) (1,362,845) Increase in trade payables, accruals and other creditors 324,942 1,309,347 1,099,760 ------------------------ ---------- -------- --------- Net cash outflow from operating activities (327,431) (249,883) (800,137) ------------------------ ---------- -------- --------- Cash flows from investing activities Purchase of property, plant and equipment (71,149) (67,365) (56,573) Sale of property, plant and equipment - - 414 Acquisition of subsidiary, net of cash acquired (1,763) (2,204,764) (2,412,933) ------------------------ ---------- -------- --------- Net cash used in investing activities (72,911) (2,272,129) (2,469,092) ------------------------ ---------- -------- --------- Cash flows from financing activities Interest paid (net) (32,393) (6,768) (20,566) Issue of shares 500,000 3,012,500 3,012,500 Receipt of bank finance 15,000 50,000 84,215 Repayment of borrowing (22,019) (9,688) (32,612) Receipt from/(repayment of) shareholders loans - (40,000) (40,000) Receipt from/(repayment of) former director's loan (25,000) 25,000 50,000 Receipt from finance leases less repayment 13,223 - 9,547 Expenses paid in connection with share issue (47,625) (413,737) (432,393) ------------------------ ---------- -------- --------- Net cash used in financing activities 401,186 2,617,307 2,630,691 ------------------------ ---------- -------- --------- Net increase in cash 844 95,295 (638,538) Cash and bank overdrafts at beginning of period (475,547) 162,991 162,991 ------------------------ ---------- -------- --------- Cash and bank overdrafts at end of period (474,703) 258,286 (475,547) ------------------------ ---------- -------- --------- Cash and bank overdrafts comprise Cash and cash equivalents 111,022 311,966 1,075 Bank overdrafts (585,725) (53,680) (476,622) ------------------------ ---------- -------- --------- (474,703) 258,286 (475,547) ------------------------ ---------- -------- --------- Analysis of changes in net debt At 30th September At 31st March 2006 Cash Flows 2007 Â£ Â£ Â£ ------------------------ -------- -------- --------- Cash 1,075 109,947 111,022 Bank overdraft (476,622) (109,103) (585,725) ------------------------ -------- -------- --------- (475,547) 844 (474,703) ------------------------ -------- -------- --------- Debt (189,666) 18,797 (170,869) ------------------------ -------- -------- --------- Net debt (665,213) 19,641 (645,572) ------------------------ -------- -------- --------- CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY for the six months to 31st March 2007 Share Share Shares Other Fair Retained Total Capital premium to be reserve Value earnings issued At 1 October 2005 600,000 957,541 - 3,500 - (552,732) 1,008,309 Recognised directly in equity Share Issue 2,676,831 - - - - - 2,676,831 Shares to be issued as part - - 787,500 - - - 787,500 of acquisition Premium on share issue - 335,669 - - - - 335,669 Expenses incurred on share issue - (413,737) - - - - (413,737) Share based payments - - - 5,000 - - 5,000 -------- ------- ------- ------- ------- ------- -------- Net change directly in equity 2,676,831 (78,068) 787,500 5,000 - - 3,391,263 Loss for the year - - - - - (380,391) (380,391) -------- ------- ------- ------- ------- ------- -------- Total movements 2,676,831 (78,068) 787,500 5,000 - (380,391) 3,010,872 -------- ------- ------- ------- ------- ------- -------- Equity at 31 March 2006 3,276,831 879,473 787,500 8,500 - (933,123) 4,019,181 -------- ------- ------- ------- ------- ------- -------- At 1 October 2006 3,276,831 860,817 787,500 20,028 (417,221) (1,161,741) 3,366,214 Recognised directly in equity Share Issue 838,258 - (738,258) - - - 100,000 Shares to be - - - - - - issued as part of acquisition Premium on share issue - 449,242 (49,242) - - - 400,000 Expenses incurred on share issue - (47,625) - - - - (47,625) Share based payments - - - 9,607 - - 9,607 ------- ------- ------- ------ ------- -------- ------- Net change directly in equity 838,258 401,617 - 9,607 - - 461,982 Loss for the year - - - - - (597,743) (597,743) ------- ------- ------- ------ ------- -------- ------- Total movements 4,115,089 401,617 (787,500) 9,607 (597,743) (135,761) ------- ------- ------- ------ ------- -------- ------- Equity at 31 March 2007 4,115,089 1,262,434 - 29,635 (417,221) (1,759,484) 3,230,453 ------- ------- ------- ------ ------- -------- ------- Notes to the financial statements 1. Basis of preparation This interim financial information has been prepared in accordance with the Company's accounting policies as disclosed in the financial statements for the year ended 30 September 2006. The Interim statements were approved by the Board of Directors on 26 June 2007. 2. Analysis of revenue 6 months to 6 months to 12 months to 31st March 31st March 30th September 2007 2006 2006 Â£ Â£ Â£ ------------------------- -------- -------- -------- By business sector Mobile services 149,011 244,372 631,003 Information technology 2,775,808 709,146 3,041,633 Phone cards 0 22,519 22,519 Other communication services 0 900 3,090 ------------------------- -------- -------- -------- Total revenue 2,924,819 976,937 3,698,245 ------------------------- -------- -------- -------- By destination United Kingdom 2,924,819 976,937 3,698,245 ------------------------- -------- -------- -------- Total revenue 2,924,819 976,937 3,698,245 ------------------------- -------- -------- -------- By origin Glen Communications - continuing operations 149,011 365,562 942,582 Glen Communications - discontinued operations 0 22,519 22,519 Explore IT 266,910 0 0 Eclectic 2,508,898 588,856 2733144 ------------------------- -------- -------- -------- Total revenue 2,924,819 976,937 3,698,245 ------------------------- -------- -------- -------- The interim results for 2006 include the initial contribution from Eclectic acquired on 15th February 2006. 3. Analysis of operating loss 6 months to 6 months to 12 months to 31st March 31st March 30th September 2007 2006 2006 Â£ Â£ Â£ ------------------------- -------- -------- -------- By business sector Mobile services (505,104) (284,095) (368,510) Information technology (60,246) (62,780) (199,272) Phone cards 0 (25,719) (10,920) Other communication services 0 (1,029) (10,520) ------------------------- -------- -------- -------- Operating loss (565,350) (373,623) (589,222) ------------------------- -------- -------- -------- By destination United Kingdom (565,350) (373,623) (589,222) ------------------------- -------- -------- -------- Operating loss (565,350) (373,623) (589,222) ------------------------- -------- -------- -------- By origin Glen Group (243,625) (159,413) (371,269) Glen Communications (492,692) (289,287) (365,894) Explore IT (20,606) - - Eclectic 191,573 75,077 147,941 ------------------------- -------- -------- -------- Operating loss (565,350) (373,623) (589,222) ------------------------- -------- -------- -------- 4. Loss per share 6 months to 6 months to 12 months to 30th 31st March 31st March September 2007 2006 2006 Â£ Â£ Â£ ------------------------- -------- -------- -------- Loss per share Basic (0.16) (0.34) (0.28) Fully diluted (0.15) (0.33) (0.28) ------------------------- -------- -------- -------- Loss for the period attributable to shareholders: Losses basic and fully diluted (597,743) (380,391) (613,591) -------------------------- -------- -------- -------- Weighted average number of shares in issue Basic 364,595,986 111,280,513 219,481,795 Adjustment for share options 42,891,160 4,833,334 19,065,128 ------------------------ --------- --------- --------- Fully diluted 407,187,146 116,113,847 234,731,795 ------------------------ --------- --------- --------- 5. Profit and loss reserve 6 months to 6 months to 12 months to 31st March 31st March 30th September 2007 2006 2006 Â£ Â£ Â£ ------------------------- -------- -------- -------- Opening reserve / (deficit) (1,161,741) (552,732) (548,150) Loss for the period (597,743) (380,391) (613,591) ------------------------- -------- -------- -------- Closing reserve / (deficit) (1,759,484) (933,123) (1,161,741) ------------------------- -------- -------- -------- 6. Availability of Interim Report Copies of these results are being sent to shareholders and will also be available from the Company's registered office at 8-10 New Fetter Lane, London EC4A 1RS. 7. Statutory Accounts These financial statements do not constitute statutory accounts. Although the information has been reviewed by the auditors, it is unaudited. The statutory accounts for the year ended 30 September 2006, contained an unqualified audit report and are filed with the Registrar of Companies. INDEPENDENT REVIEW REPORT to GLEN GROUP plc Introduction We have been instructed by the Company to review the financial information for the six months ended 31 March 2007 which comprises the consolidated interim income statement, consolidated interim balance sheet, consolidated interim cashflow statement, accounting policies and the related notes. We have read the other information contained in the interim report which comprises only the highlights, Chairman's statement and Chief Executive's review, and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. This report is made solely to the company in accordance with guidance contained in APB Bulletin 1999/4 'Review of Interim Financial Information'. Our review work has been undertaken so that we might state to the Company those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusion we have formed. Directors' responsibilities The interim report including the financial information contained therein is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with The Listing Rules of the Financial Services Authority. They are responsible preparing the interim report and ensuring that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reasons for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 'Review of Interim Financial Information' issued by the Auditing Practices Board for use in the United Kingdom. A review consists principally of making enquiries of management and applying analytical procedures to the financial information and underlying financial data and, based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with International Standards on Auditing (UK and Ireland) and therefore provides a lower level of assurance than an audit. Accordingly, we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 31 March 2007. GRANT THORNTON UK LLP CHARTERED ACCOUNTANTS EDINBURGH 26 June 2007 The maintenance and integrity of the Glen Group plc website is the responsibility of the Directors: the interim review does not involve consideration of these matters and, accordingly, the Company's reporting accountants accept no responsibility for any changes that may have occurred to the interim report since it was initially presented on the website. Legislation in the United Kingdom governing the preparation and dissemination of the interim report differ from legislation in other jurisdictions DIRECTORS, SECRETARY AND ADVISERS Directors Eric M Hagman CBE, Non-Executive Chairman Graham J Duncan, Chief Executive Officer Peter J Ford, Non-Executive Director Company Secretary Peterkins Solicitors 100 Union Street Aberdeen AB10 1QR Registered Office 8-10 New Fetter Lane London EC4A 1RS Nominated Advisor Seymour Pierce Limited 20 Old Bailey London EC4M 7EN Broker Ellis Stockbrokers Limited Talisman House Jubilee Walk Three Bridges Crawley West Sussex RH10 1LQ Solicitors Neil C Hunter 100 Union Street Aberdeen AB10 1QR Charles Russell LLP 8-10 New Fetter Lane London EC4A 1RS Auditors and Reporting Accountants Grant Thornton UK LLP 1-4 Atholl Crescent Edinburgh EH3 8LQ Bankers The Royal Bank of Scotland Commercial Centre 100 West George Street Glasgow G2 1PP Bank of Scotland 47 High Street Dalkeith Midlothian EH22 1JA Financial PR Halogen Communications 4 Queen Street Edinburgh EH2 1JE Investor Relations Pelham PR No 1 Cornhill London EC3V 3ND Registrars Computershare Investor Services PLC PO Box 82 The Pavilions Bridgwater Road Bristol BS99 7NH Company Number 5259846 This information is provided by RNS The company news service from the London Stock Exchange

Companies

CloudCoco Group (CLCO)

Full Archive

UK 100

Latest directors dealings

All directors dealings today