Final Results

Reece PLC 30 April 2001 REECE PLC 30 APRIL 2001 Reece plc Preliminary Statement for the year ended 31 December 2000 CHAIRMAN'S STATEMENT Results During the year ended 31 December 2000, the loss on ordinary activities before taxation, discontinued operations, exceptional items and the loss arising on the sale of discontinued operations was £585,000, compared with a loss of £ 857,000 in 1999. The total loss for the year is £2,031,000 (1999: £1,701,000) and this incorporates operating exceptional costs of £193,000 (1999: £504,000) and the losses arising on the disposal of the Cycles business and APP business of £ 540,000 and £362,000 respectively. Disposal On 30 January 2001, Service (Engineers) plc, our trading subsidiary completed the sale of the business and principal assets of the APP Division to Cavalier Technical Services Limited. Subject to minor adjustments, the sale price was £230,000 which was some £210,000 below the value of the net assets. APP's French agent resigned in August 2000 with subsequent monthly turnover being considerably reduced from the first half of the year and compared to the comparative period last year to the extent that APP was making ongoing losses which the Group could not sustain. The trading losses of APP during the second half of the year amounted to £189,000. The net sale proceeds were applied in reducing the Group's short term bank indebtedness. This disposal has achieved the objective of eliminating the requirement for the Group to finance ongoing trading losses within the APP Division. Dividend The directors do not recommend the payment of a dividend. Change of directors Steve Smith resigned from the Board on 23 June 2000 and on the same date Peter Gyllenhammar, deputy Chairman of Montpellier Group plc (formerly YJL plc), was appointed a non executive director. Mike Norris resigned on 5 May 2000. Peter Knapton resigned on 20 October 2000 and on the same date Alexander McArthur, who also is employed by Montpellier Group plc, was appointed executive director of the Group. Exceptional items Further costs have been borne during the year with respect to the sale of the Cycles business reported in the last years annual statement. The purchaser of the Cycles division (a company owned by your former managing director, Mike Norris, and his wife) has defaulted on the £100,000 instalment due on 5 November 2000 forming part of the total deferred consideration of £350,000. Your company remains in talks with Mr Norris and others, but included in these reported figures is a provision of £237,500 against the total deferred consideration receivable. As reported in the half year statement, HM Customs and Excise was successful in its appeal in respect of its claim for duty underpaid on the importation of bicycles which, with associated professional costs, totals £172,000. Operating losses of £276,000 were generated by the Cycles business up to the date of sale on 5 May 2000. The exceptional items for the year also include a £362,000 provision relating to the expected loss on the disposal of the APP division. Current trading and prospects The Group's remaining business is Service (Engineers) plc which manufactures ceramic equipment. As previously reported, the problems in the Far East economies and the strength of the pound have contributed to difficult trading conditions over the last two years or so. However, the company is now enjoying a higher level of enquiries for major projects than for some years. Service (Engineers) has made a profitable start to its trading in the year to date. The Group has had a torrid time over the last three years and with the support of its bank and certain of its major creditors has now stabilised its position. Your Board is confident of its future trading position and is considering a number of options available to it. ALEXANDER McARTHUR Chairman and Chief Executive 30 April 2001 CONSOLIDATED PROFIT AND LOSS ACCOUNT for the year ended 31 December 2000 2000 1999 Notes £'000 £'000 Turnover - continuing operations 2,273 1,881 - discontinued operations 3,579 8,062 ---------- ---------- 5,852 9,943 ---------- ---------- Non exceptional cost of sales (4,591) (7,802) Exceptional cost of sales - (230) ---------- ---------- Cost of sales (4,591) (8,032) ---------- ---------- Gross profit 1,261 1,911 Selling and distribution expenses (718) (1,389) Non exceptional administrative expenses (1,441) (1,884) Exceptional administrative expenses (193) (274) Administrative expenses (1,634) (2,158) ---------- ---------- Total expenses (2,352) (3,547) ---------- ---------- Operating loss - continuing operations (740) (1,012) - discontinued operations (351) (624) ---------- ---------- Total operating loss (1,091) (1,636) Loss on sale of discontinued operations 1 (902) - ---------- ---------- Loss on ordinary activities before interest and (1,993) (1,636) tax Net interest payable (38) (65) ---------- ---------- Loss on ordinary activities before taxation (2,031) (1,701) Taxation 2 - - ---------- ---------- Deficit for the financial year (2,031) (1,701) ========== ========== Basic and diluted loss per ordinary 1p share 3 (1.15p) (0.96p) Adjusted loss per ordinary 1p share 3 (0.33p) (0.49p) ========== ========== The group has no recognised gains and losses other than the losses above and therefore no separate statement of total recognised gains and losses has been presented. CONSOLIDATED BALANCE SHEET as at 31 December 2000 2000 1999 £'000 £'000 Fixed Assets Tangible assets 701 996 ---------- ---------- Current Assets Stocks 1,187 2,494 Debtors 563 1,910 Cash at bank and in hand 147 101 ---------- ---------- 1,897 4,505 Creditors: Amounts falling due within one year (2,085) (2,844) ---------- ---------- Net current (liabilities)/assets (188) 1,661 ---------- ---------- Total assets less current liabilities 513 2,657 Creditors: Amounts falling due after more than one year (6) (119) ---------- ---------- Net assets 507 2,538 ========== ========== Capital and reserves - Called up share capital 6,921 6,921 - Share premium account 2,547 2,547 - Profit and loss account (8,961) (6,930) Equity shareholders' funds (4,644) (2,613) Non-equity shareholders' funds 5,151 5,151 ---------- ---------- Total shareholders' funds 507 2,538 ========== ========== CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December 2000 2000 1999 £'000 £'000 Net cash (outflow)/inflow from operating activities (150) 101 Returns on investments and servicing of finance Interest paid on bank loan and overdraft (23) (34) Interest element of hire purchase and finance lease (15) (31) payments ---------- ---------- (38) (65) Taxation UK Corporation tax paid - - Capital expenditure and financial investment Payments to acquire tangible fixed assets (77) (82) Proceeds from sales of tangible fixed assets 10 14 ---------- ---------- (67) (68) Acquisitions and disposals Proceeds from disposal of the Cycles division 377 - ---------- ---------- Cash inflow/(outflow) before financing 122 (32) Financing Capital element of hire purchase and finance lease rental payments (86) (152) Bank loan repayments (333) (167) ---------- ---------- (419) (319) ---------- ---------- Decrease in cash (297) (351) ========= ========= 1. LOSS ON SALE OF DISCONTINUED OPERATIONS The loss on the sale of discontinued operations relates to: 2000 1999 £'000 £'000 Loss on disposal of the Cycles division 540 - Provision for the loss on the disposal of the APP division 362 - --------- --------- 902 - --------- --------- The loss arising on the disposal of the Cycles division includes a provision of £237,500 against the deferred consideration receivable and a provision of £172,000 in relation to duty payable on the importation of bicycles. The provision for the loss on the disposal of the APP division mainly reflects the impairment of certain assets disposed post year end. 2. TAXATION No tax charge arises in the year due to trading losses (1999: £nil). There are tax losses amounting to approximately £1.9 million (1999: £0.8 million) which are available for offset against future taxable profits arising in certain businesses. 3. LOSS PER ORDINARY SHARE (a) The basic loss per Ordinary 1p share is calculated on the deficit for the year of £2,031,000 (1999: £1,701,000) and on 177,054,416 (1999 : 177,054,416) ordinary 1p shares being the weighted average number of ordinary shares in issue during the year. (b) The diluted loss per share is the same as the basic loss per share for both years as the share options outstanding at the end of both years are not dilutive. (c) The adjusted loss per ordinary 1p share figure has also been presented to eliminate the effects of the exceptional items and the loss arising on the disposal of discontinued operations. The presentation, calculated on the basis of the weighted average number of ordinary 1p shares in issue, shows the loss per ordinary 1p share that is attributable to the normal trading activities of the Group. The reconciliation between the two figures is as follows: 2000 1999 2000 1999 £'000 £'000 (p) (p) Deficit for the basic loss per ordinary 1p share calculation (2,031) (1,701) (1.15) (0.96) Operating loss from discontinued operations 351 624 0.20 0.35 Exceptional costs - continuing operations 193 220 0.11 0.12 Loss on disposal of discontinued operations 902 - 0.51 - ------- ------- ------- ------- Adjusted loss per ordinary 1p share (585) (857) (0.33) (0.49) ======= ======= ======= ======= 4. PRELIMINARY STATEMENT This preliminary statement, which has been agreed with the auditors, was approved by the Board on 30 April 2001. It is not the company's statutory accounts. The statutory accounts for the year ended 31 December 1999 have been delivered to the Registrar of Companies and received an audit report which was unqualified and did not contain statements under s237 (2) or (3) of the Companies Act 1985. The statutory accounts for the year ended 31 December 2000 have not yet been approved, audited or filed. END

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