Final Results

NewMedia SPARK PLC 13 June 2001 NewMedia SPARK plc Preliminary Announcement of Annual Results for the year ended 31 March 2001 NewMedia SPARK plc, one of Europe's leading early stage TMT venture capitalists, today announces preliminary results for the year ended 31 March 2001 Business and financial highlights: * Thorough review of each of SPARK's investee companies resulting in a prudently valued portfolio of 56 companies (2000, 32) with strong upside potential * Strengthened key areas of the business to weather the technology and market downturn * European network developed and expanded, positioning SPARK well for future growth and development of third party fund management business * Tentative signs of recovery in technology markets supported by encouraging recent activities and funding events * Net Asset Value of 42p per share (2000, 77p) * Cash balance of £76.6 m (2000, £33.5 m) * Total Net Assets of £207.7 m (2000, £173.4 m) Commenting on the results, Mike Whitaker, CEO of SPARK, said, 'The last year has been a challenging one for SPARK. Nevertheless, we have strengthened our balance sheet through acquisitions and improved our investment capabilities in the UK and Europe. We now have a prudently valued portfolio and are encouraged to see that many of our investments are developing into robust and profitable businesses. We continue to believe that as European capital markets converge and information technology re-emerges as a key driver of economic growth in the region, early stage investment in the TMT sector will generate substantial returns for our shareholders. We look forward to the future with confidence and determination.' -ENDS- For further information: NewMedia SPARK: Mike Whitaker, Chief Executive Officer 020 7851 7777 Bruno Delacave, Chief Financial Officer For press enquiries: Lawrence Dore 020 7072 2300 Mantra CEO's report The last year has been an extremely eventful and challenging one for SPARK. The decline in our net asset value to 42p per share (2000, 77p) is disappointing, although not as severe as the declines in the main quoted technology indices and the broader technology venture capital markets as a whole during the same period: % fall in period Mar 2000 to Mar 2001 SPARK Net Asset Value per share 45.5% Techmark 100 55.9% NASDAQ 59.7% EASDAQ 74.2% Neuer Markt 79.6% (Source: Primark/Company) SPARK's financial year began in April 2000 as technology markets around the world peaked. This was followed at the end of 2000 and particularly in early 2001 by significant declines in TMT valuations. The Group closed the year with cash balances of £76.6 m (2000, £33.5 m) and shareholders' funds of £207.7 m (2000, £173.4 m). The loss before tax for the year amounted to £46.3 m (2000, profit of £2.8 m). The Group's investment portfolio comprised 56 companies (2000, 32) based in the UK, Europe, India and the USA, and valued at £109.7 m (2000, £151.8 m). Administrative expenses, net of goodwill amortisation, reflecting the central costs of administering and managing the Group's investment portfolio amounted to £7.2 m (£1.07 m for the period ended 31 March 2000). As at 31 March 2001 the Group had 498 million ordinary shares (2000, 225 million) in issue. No dividend is proposed for the current year (31 March 2000, nil). Faced with these difficult market conditions, we believe that SPARK performed well, reacting quickly to strengthen its balance sheet to withstand the downturn. In May 2000 we acquired Softtechnet.com plc, a transaction which contributed £23.4 m in additional cash and in November 2000 we acquired Internet Indirect plc which contributed a further £75.5 m in cash. As a result of these acquisitions we ended the year with a stronger balance sheet including cash of approximately £76.6 m and other assets totalling £132.6 m. During the year ended 31 March 2001 the Group incurred realised and unrealised losses on investments of £73.7 m (2000, gains of £21.3 m) of which £45.5 m were reported with the interim results at 30 September 2000. £40.8 m has been taken to profit and loss (2000, gain £3.2 m) and £32.8 m has been posted to reserves (2000, gain £18.1 m). Of the losses, £49.2 m were attributable to the Swedish portfolio, £11.2 m to losses in quoted companies and £13.3 m to all other investee companies. However losses in Sweden pertain to assets acquired through Cell ICD, the purchase consideration for which was SPARK shares valued at 151p. For this reason the cash cost of these assets was considerably less than the apparent book cost. Of the £13.3 m loss on all other investee companies, this included unrealised gains of £6.1 m based on external funding events, (2000, £18.1 m). These revaluations were approved by SPARK's Directors after a thorough review process and prudent estimation of the value of the portfolio. Of SPARK's total investee companies (by number), 36% have attained positive or flat revaluations, 11% are quoted investments which are marked to market and of the remaining 53%, 18% have been written down to nil valuation. We believe that the outcome of this process is a fairly valued portfolio with significant potential for future gains. We also took steps during the year ended 31 March 2001 to strengthen our investment capabilities. In September 2000 we acquired NewMedia Investors Ltd which has contributed significant investment, deal structuring and corporate finance expertise. We also opened offices and recruited key personnel in Madrid and Berlin to complement our offices in London and Stockholm. In January 2001 we rationalised and reorganised our Swedish office. As a result, we now have a highly experienced team of approximately 50 employees across Europe and are one of the few early stage TMT investors operating on a pan-European basis. We believe that this structure and depth of resource combined with our strong balance sheet gives us a significant competitive advantage which we will be able to exploit over the coming year. SPARK invests in companies at a very early stage where we believe it is possible to generate significant value for shareholders. Our task is to identify innovative technology, media and telecoms companies that will generate attractive returns for investors. We take a very hands-on approach to all our investee companies and, in order to provide our portfolio companies with the necessary support, have built up a strong team of people comprising many years experience in the technology industry, venture capital financial markets and corporate broking. SPARK's pan-European operations are grounded in the SPARK culture and based on a genuine sharing of expertise. Whilst this incurs an upfront investment, our pan-European presence has provided SPARK with local knowledge and expertise, access to talent in the key European markets and a functional and effective infrastructure which enables portfolio companies to roll-out rapidly and cost-effectively. The geographical breakdown of the portfolio (by number) at 31 March 2001 was as follows: 68% UK, 21% Sweden, 5% Other European, 4% India and 2% other countries. We are prudent in our organisational approach and our expansion, whether in Europe or more recently in India, reflects a gradual and progressive approach rather than an attempt to achieve immediate critical mass in new and unfamiliar markets. We will not enter any new market unless we are able to recruit the best local people and believe that we will be able to generate exceptional returns for our shareholders. For example, our wholly owned subsidiary, SPARK India, is run by the former Softtechnet team who have extensive experience of the Indian market. We have already made 2 investments in India and we will be looking to build our presence in this market over the coming year. The building and strengthening of our international infrastructure will mean that we will be well placed to raise local funds when local market conditions allow. The management of these dedicated investment funds will, in due course, comprise a valuable addition to SPARK's business. Within our organisation, we have structured our investment teams into three core areas of expertise: Digital Media, Technology and Communications and Software Applications. The sector breakdown of our portfolio (by value) is now: 54% digital media, 17% technology and communications, 17% enterprise software solutions and 12% other. These are areas where we see particular value and where we also have in-depth knowledge gained through our extensive investments in these fields to date. Our strong financial position has enabled us to continue investing at a time when the market downturn afforded good investment opportunities. Twenty four new investments have been added over the period, building our portfolio around these core sectors. The last year has been challenging for our portfolio companies. As an early stage investor we anticipate the failure of some of our investments. However this has been exacerbated during the year by the collapse in capital markets and the reduction in VC funding and corporate investing. We have had to take a tough line with our less successful investee companies and have written down, closed, sold or merged all those investments where we were no longer confident of their success. Nevertheless, in this process, every attempt has been made to maximise any remaining value. An example of where this approach has enabled us to retain some value includes the sale of i-Crunch to Music Choice post the year-end. We have also applied considerable resource to our successful investments. A number of these are now developing into substantial businesses with considerable growth potential. Some of our investee companies have reached profitability, which is encouraging given the early stage nature of most of our investments. Other investments such as EO, Pricerunner and DX3 have taken advantage of market conditions to acquire market share and strengthen their businesses. This will place them in a strong position as their markets develop further. In addition, despite the weak capital markets, we have been able to arrange syndicated follow-on funding rounds for a number of our investments, in some cases at a premium to our initial investment. Examples include Blue Tiger Networks, Linkguard and, since the year-end, Mergermarket. We have also seen substantial progress over the period from SPARKidea, the company we established with Joakim Borgsved (founder of Cell Networks and Cell Ventures) to set up new businesses in areas where we see particular opportunity. SPARKidea has successfully launched two new businesses in the digital music field. We now retain a healthy, substantial and conservatively valued portfolio of promising businesses across most areas of the TMT industries and across a growing number of countries. Despite a testing twelve months, we now see tentative signs that investment conditions in technology markets are improving and we anticipate gradual increases in our asset value during the remainder of the year as our more successful companies continue to develop. Looking ahead, we will continue to develop SPARK into the leading early stage TMT venture capital organisation in Europe. We believe that if we are successful in this aim then we will be able to deliver exceptional investment returns to shareholders over the longer term. Such goals are not achieved overnight and the last year has been a sobering and instructive experience. However we have survived and become stronger at a time when many of our competitors have failed. We therefore look forward to the challenges of the future with confidence and determination. Michael Whitaker CEO 13 June 2001 Consolidated Statement of Total Recognised Gains and Losses year ended 31 March 2001 Year ended Period from 31 March 26 July 1999 2001 to 31 March 2000 £'000 £'000 Unaudited Audited (Loss)/Profit for the year/period (46,004) 1,971 Unrealised (loss)/gain on investments (32,873) 18,064 Minority interest share of revaluations 6,007 0 Exchange differences (7,444) 0 Total recognised (losses)/gains in the year/ (80,314) 20,035 period Reconciliation of Movements in Consolidated Shareholders' Funds year ended 31 March 2001 Year ended Period from 31 March 26 July 1999 2001 to 31 March 2000 £'000 £'000 Unaudited Audited (Loss)/Profit for the year/period (46,004) 1,971 Other recognised (losses)/gains for the year/ (34,310) 18,064 period Proceeds of issue of shares 106,195 153,377 Deemed proceeds from issue of warrants 8,391 0 Net addition to shareholders' funds 34,272 173,412 Opening shareholders' funds 173,412 0 Closing shareholders' funds 207,684 173,412 Consolidated Profit & Loss Account year ended 31 March 2001 Year ended Period from 31 March 26 July 1999 2001 to 31 March 2000 £'000 £'000 Unaudited Audited Administrative expenses (9,317) (1,072) Other operating income 857 126 Operating loss (8,460) (946) (Loss)/Profit on investments (40,851) 3,173 Interest receivable and similar income 3,059 624 Interest payable and similar charges 0 (3) (Loss)/Profit on ordinary activities before (46,252) 2,848 taxation Tax on profit on ordinary activities (15) (898) (Loss)/Profit on ordinary activities after (46,267) 1,950 taxation Equity minority interests 263 21 Retained (loss)/profit for the financial year/ (46,004) 1,971 period (Loss)/Earnings per ordinary share (13.48p) 1.22p Diluted (loss)/earnings per ordinary share (11.84p) 1.12p In the year ended 31 March 2001, acquired businesses contributed £2.6 million to administrative expenses, reduced other operating income by £0.1 million and contributed £2.7 million to operating loss. Consolidated Balance Sheet as at 31 March 2001 2001 2000 £'000 £'000 Unaudited Audited Fixed Assets Intangible assets 16,281 0 Tangible fixed assets 1,440 469 Investments 109,731 151,787 127,452 152,256 Current Assets Debtors 5,349 2,581 Cash at bank and in hand 76,568 33,531 81,917 36,112 Creditors: amounts falling due within one year (1,541) (5,263) Net current assets 80,376 30,849 Total assets less current liabilities 207,828 183,105 Equity minority interest (144) (9,693) Net Assets 207,684 173,412 Capital and reserves Called up share capital 12,459 5,630 Share premium account 247,113 109,155 Shares to be issued 0 38,592 Revaluation reserve (8,802) 18,064 Capital reserve 8,391 0 Profit and loss account (51,477) 1,971 Equity shareholders' funds 207,684 173,412 Consolidated Cash Flow Statement year ended 31 March 2001 Year ended Period from 31 March 26 July 2001 1999 to 31 March 2000 £'000 £'000 Unaudited Audited Net cash outflow from operating activities (13,379) (562) Returns on investments and servicing of finance Interest received 3,059 624 Interest paid 0 (3) Net cash inflow from returns on investments and 3,059 621 servicing of finance Taxation UK Corporation Tax Paid (982) 0 Overseas Tax Paid (27) 0 Net cash outflow from taxation (1,009) 0 Capital expenditure and financial investment Payments to acquire tangible fixed assets (945) (458) Payments to acquire investments (30,964) (32,235) Receipts from sales of investments 467 3,851 Net cash outflow from investing activities (31,442) (28,842) Acquisitions and disposals Purchase of subsidiary undertakings (10,465) (27,743) Purchase of minority interest (3,446) 0 Net cash acquired with subsidiaries 99,719 459 Net cash inflow/(outflow) from acquisitions and 85,808 (27,284) disposals Net cash inflow/(outflow) before financing 43,037 (56,067) Financing Issue of ordinary share capital 0 91,015 Expenses paid in connection with share issues 0 (1,417) Net cash inflow from financing 0 89,598 Increase in cash in the year / period 43,037 33,531 Note The above financial information does not constitute the group's statutory accounts for the year ended 31 March 2001 or the period ended 31 March 2000, but is abridged from those accounts. Statutory accounts for the period ended 31 March 2000 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 31 March 2001 will be finalised on the basis of the financial information presented by the Directors in this preliminary announcement and will be delivered to the Registrar of Companies following the Company's Annual General Meeting. Further copies of this announcement are available from The Company Secretary, NewMedia SPARK plc, 33 Glasshouse Street, London W1R 5RG.
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