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Interactive Publish (INTP)

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Thursday 25 February, 2010

Interactive Publish

Correction of Final Results to 30 June 2009



                                      INTERACTIVE PUBLISHING PLC
                                 ('IP', 'the Company' or 'the Group')

                                      CORRECTION OF FINAL RESULTS
                                    FOR THE YEAR ENDED 30 JUNE 2009

    The  statutory  accounts of the Company for the year ended 30 June 2009 have now been  signed  and
    filed  at Companies House.  During the course of the auditors' final review, an adjustment to  the
    amount  of the provision necessary against the Group's intangible fixed assets was identified  and
    certain  costs  were  reallocated from Administrative Overheads to  Direct  Cost  of  Sales.   The
    Directors would draw your attention to the balances that have been amended from those disclosed in
    the  Final  Results announcement issued on 30 November 2008.  Intangible Assets and the Impairment
    Provision were disclosed as £2,523,996 and £359,018 respectively. The amended balances as shown in
    this  announcement  are  £2,463,759 and £419,225 respectively.  Cost of Sales  and  Administrative
    Overheads were disclosed as £5,673,907 and 1,184,605 respectively.  The amended balances as  shown
    in  this  announcement are £5,641,116 and £1,217,396 respectively.  Otherwise all  figures  remain
    unchanged.

    Interactive Publishing plc announces its annual results for the 12 months ended 30 June 2009.

    Highlights in the Period

    *       "Women's Fitness" magazine's status as the Number One performing title on the UK newsstand
            during January to June 2009 (ABC Circulation)

    *       The acquisition of new title "Scarlet" magazine into the Group's portfolio

    *       Turnover increased from £5.79m to £6.4m over the preceding year (an increase of 10.92%)

    Post balance sheet events

    *       Secured the publisher management contract for the Paul Raymond titles

    *       Acquired the entire issued share capital of Marine Media Limited

    *       Awarded an Enterprise Finance Guarantee Scheme Loan to fuel acquisitive growth and working
            capital requirements

    *       Acquired the entire issued share capital of Scissorhands Media Limited, which includes "Hair
            Now", the Number One best selling hair magazine in Europe

    Chairman's Statement

    I am pleased to be able to make this report to you as Chairman of the Company and of the Group.

    The  period  under review has been one of the most challenging years on record for the  publishing
    industry and its related sectors and the Company has proven that, through its survival and  growth
    of some key titles, it has the foundations to survive and adapt to these adverse conditions.

    During  the year, the business operated within the global economic crisis which hit the  heart  of
    the  consumer publishing industry. This had the most immediate effect of a decline in  advertising
    revenues in the sector. As a result, publishers have had to rethink traditional advertising models
    and seek creative alternatives to traditional page advertising.

    Consequently there have been casualties in the magazine market, with well-established brands  like
    "Maxim"  and  "Arena" closing. As with any business during hard times Interactive  Publishing  plc
    ("IP")  has also had to make hard decisions about its own portfolio and close titles that  are  no
    longer  profitable.  During 2009 we made the decision to close "FLUSH" in its  printed  format  to
    concentrate on www.flushonline.com http://www.flushonline.com. In addition, we have suspended  the
    publication of "FRESH" magazine.

    Global magazine launches have remained at a minimum level throughout 2009 and this has led to less
    licensing  opportunities with our brands. However, since the end of the financial year  the  Group
    has  licensed  "Women's Fitness Guides" in Germany and is now starting to see  a  revival  of  the
    licensing  market. Further licensing negotiations are ongoing but due to market  uncertainty  some
    earlier  negotiations are being put on hold, although the Board believes these can be  revived  at
    any time.

    As  a  result of these challenging conditions, during the year the directors undertook a  complete
    review of the business. To ensure the Company's ability to remain competitive and adapt readily to
    the downturn in the publishing sector, steps were taken to streamline staffing levels, renegotiate
    distribution  contracts,  and  make  further enhancements to  arrangements  for  print  and  paper
    supplies.

    Despite  the  challenges described the Company proved its ability to acquire,  incubate  and  grow
    niche  consumer magazine titles and expand their online capabilities. Highlights include  "Women's
    Fitness" magazine being the number one performing title on the UK newsstand during January to June
    2009  (as reported by the Audit Bureau of Circulation in August 2009) with year on year growth  of
    117%.  In  addition  the  editor for "Attitude" magazine Matthew Todd  was  short-listed  for  the
    prestigious BSE Men's Lifestyle Editor of the Year award.

    In  the  period under review, the Company acquired "Scarlet" - a niche women's magazine  providing
    informative features that talks to a female audience in a way that women talk to each  other  when
    men  are  not  around.  This  was  a  result of being able  to  capitalise  on  the  consolidation
    opportunities that have been presented by the downturn.

    Financial Overview

    Turnover, which comprises all of the external turnover in the Group, has increased from £5.79m  to
    £6.43m over the preceding year (an increase of 11.05%).

    The  gross profit reduced from £1.15m to £0.79m largely as a result of reductions in the level  of
    advertising revenues (a reduction of 31.30%).

    This  large  reduction in gross profit resulted in a loss on operations of £0.43m which  has  been
    increased  to a loss on operations of £0.85m by £0.42m of impairment provisions against intangible
    fixed assets.

    The Group loss before tax and basic loss per share for the year in review amounted to £0.87m (2008
    -  £0.057  profit)  and 0.50p (2008 - 0.03p earnings per share) respectively.  At  30  June  2009,
    shareholders' funds were £0.65m.  The Directors do not propose to declare a dividend.

    Whilst  the  loss  for  the  year  is  disappointing, the  Board  is  confident  that  the  recent
    acquisitions,  the new trading terms secured and the additional bank finance secured  will  enable
    the Group to achieve a substantial trading profit in the current trading period.

    Review of Activities

    IP is a London-based magazine publishing company that acquired Trojan Publishing, a company formed
    in  June  2006 with the strategy of building a publishing group engaged in the production of  both
    magazine  and  digital  content. IP now has a portfolio of 51 magazines, of  which  1  is  printed
    monthly, 18 are printed every 24 weeks, 16 are printed bi-monthly and 16 have thirteen issues  per
    annum.

    The  major titles are "Women's Fitness", "What Diesel", "Scarlet" and "Attitude" (the UK's  number
    one gay lifestyle magazine).

    The  Group  has  applied  economies  of scale to its diverse portfolio  and  has  streamlined  its
    activities to exploit the critical mass now being achieved.  The Directors' strategy is  to  focus
    heavily  on  the  consumer based brands whilst nurturing the adult portfolio to ensure  that  high
    revenues and profitability complement and nurture the growth of the Group.

    In  addition  to  straightforward publication of printed titles,  IP  develops  social  networking
    platforms  for its key brands which involve fully interactive websites that enhance  the  magazine
    users'  experience of the brand while building the brand awareness.  In creating this  interactive
    experience,  a  separation has been maintained between the user and the magazine. This  enables  a
    title  or brand to maintain traditional revenue streams while adding new revenue streams  to  flow
    from the platform.

    The  Group's strategy remains for each magazine title in the IP portfolio to develop a  niche  and
    sought after brand that will generate new revenue streams, thereby increasing the longevity of the
    life of the title.  As titles can be published over several decades, there is a real benefit to be
    gained by creating on-target brands.

    The  key components in creating a brand are: the ability of the consumer to visualise the magazine
    experience  without  being  reliant  on the editorial content;  an  understanding  of  the  target
    audience; and the ability to interact with that audience.

    The  Directors  intend  to keep the development of new revenue streams under  constant  review  to
    ensure  that the Company is not overly dependent upon one revenue source and the portfolio remains
    complementary  and varied. This is to ensure that the effects of a downturn in one revenue  source
    have less impact on the overall Company.

    Key Performance Indicators

    The  principal  performance  indicator  used to measure  the  progress  of  the  Group's  business
    activities  is  the contribution generated by each magazine title or brand.  This is  assessed  by
    reference to direct costs associated with the production and maintenance of that title or brand.

    The directors keep the performance of each title under constant review and take a commercial view,
    based  on  research and their own industry experience, of the future contribution to the  business
    that, in their opinion, each title or brand is likely to make.

    During  the  year  these  reviews  resulted  in  the  closure  of  "Flush"  magazine,  which  lost
    substantially  all  of  its  advertising revenues and the suspension of  "Fresh"  magazine,  which
    operated  in a highly competitive sector of the magazine market and could not secure the level  of
    advertising necessary.

    Principal risks and uncertainties

    The principal risks and uncertainties experienced by the Group are as follows:

    *        The  continued attraction, retention and motivation of qualified employees to  provide  a
             high  quality  of  content  in  the publication and to drive circulation,  advertising  and  other
             revenues;

    *        changing  customer and market demands, and changes in the competitive         environment
             in which the business operates;

    *        the  effect  of  current  global economic conditions on  the  level  of  consumer  spend,
             particularly on advertising revenues; and

    *        the  ability  of  senior management to continue to identify suitable targets  for  future
             acquisitions and to develop complimentary revenue streams.

    Post Balance Sheet Events

    Since the year end Interactive Publishing has been able to take advantage of opportunities in  the
    sector  caused  by the downturn by making further acquisitions. This has given IP  further  market
    gravitas to enable it to secure even better prices and terms throughout its business.

    On 19 August 2009, Interactive Publishing acquired the entire issued share capital of Marine Media
    Limited.  This  company  publishes "Sailing Today" - a magazine committed to  providing  the  most
    authoritative, relevant and up to date information on all aspects of sailing. Packed with in depth
    reports  and  independent analysis, Sailing Today's sharp focus is harnessed to an  unpretentious,
    entertaining and practical approach, enhanced by superb images and cutting-edge graphics;  written
    for cruising enthusiasts by cruising enthusiasts.

    A  further  acquisition  was made on 12 November 2009, when IP acquired the  entire  issued  share
    capital  of  Scissorhands  Media Limited. This company publishes magazines  focused  on  providing
    relevant  and  up  to date information on all aspects of the hair and beauty industries,  targeted
    specifically  to  inform  the  consumer. The titles are published on  six  weekly  and  bi-monthly
    frequencies. "Hair Now" is the number one best selling hair magazine in Europe.

    On  24  August 2009, the Group's wholly owned subsidiary, Trojan Publishing Limited, entered  into
    agreement to manage the administration, production, printing, circulation and distribution of  the
    magazines published by Paul Raymond Publications Limited. This contract is for a minimum  term  of
    12  months  at  a rate of £300,000 per annum. These services are being provided via  the  existing
    management and facilities within the Group.

    On 12 October 2009, IP was able to draw down the £200,000 Enterprise Finance Guarantee Scheme loan
    which  had  been  secured  through the support of Barclays bank plc and  has  provided  additional
    funding for the Group's working capital needs. This loan is repayable at £4,000 per month.

    I would like to take this opportunity to thank shareholders for their support and fellow directors
    and staff for their invaluable commitment in building IP to where it is today.

    Peter Jay
    Chairman

    CONSOLIDATED INCOME STATEMENT
    For The Year Ended 30 June 2009

                                                                       Year ended        Year ended
                                                                        30.06.09          30.06.08
                                                                         Audited          Restated
                                                                              £                 £

     REVENUE                                                            6,426,474         5,793,665

     Cost of sales                                                     (5,641,116)       (4,643,122)
                                                                       _________          _________

     GROSS PROFIT                                                        785,358          1,150,543

     Administrative expenses                                          (1,217,396)        (1,065,369)
     Impairment provisions                                              (419,255)                -
                                                                       _________          _________

     (LOSS)/PROFIT FROM OPERATIONS                                      (851,293)            85,174

     Finance revenue                                                          34                275
     Finance costs                                                       (22,874)           (28,530)
                                                                       _________          _________

     (LOSS)/PROFIT BEFORE TAX                                           (874,133)            56,919

     Taxation                                                             85,657            (21,457)
                                                                       _________          _________

     (LOSS)/PROFIT FOR THE YEAR                                        (788,476)             35,462
                                                                       _________          _________

     Basic (loss)/earnings per share                                     (0.50)p              0.03p

     Diluted (loss)/earnings per share                                   (0.50)p              0.03p

    CONSOLIDATED BALANCE SHEET
    As at 30 June 2009

                                                                        30.06.09          30.06.08
                                                                         Audited         Restated
                                                                              £                 £
     Non-current assets                                                                  
     Intangible assets                                                 2,463,759        2,535,126
     Property, plant and equipment                                        61,975           76,794
     Deferred tax                                                        186,200          100,543
                                                                        _______          _______
                                                                       2,711,934        2,712,463

     Current assets                                                                      
     Inventories                                                          98,563           61,553
     Trade and other receivables                                       1,048,703        1,048,614
     Cash and cash equivalents                                             1,852            3,426
                                                                        _______          _______
                                                                       1,149,118        1,113,593

     Current liabilities                                                                 
     Trade and other payables                                         (2,899,307)      (2,065,413)
     Bank overdraft                                                     (198,201)        (130,448)
     Convertible loan notes                                             (111,500)        (161,500)
     Commitments under finance leases and hire purchase obligations                      
                                                                          (1,502)          -
                                                                        ________         ________
                                                                      (3,210,510)      (2,357,361)
                                                                        ________         ________
     Net current liabilities                                          (2,061,392)      (1,243,768)
                                                                        ________         ________
     Total assets less current liabilities                               650,542        1,468,695

     Non-current liabilities                                                             
     Other payables                                                            -          (99,175)
     Commitments under finance leases and hire purchase obligations                      
                                                                            (861)               -
                                                                        ________         ________

     NET ASSETS                                                          649,681        1,369,520
                                                                        ________         ________

     Equity                                                                              
     Issued share capital                                                420,667          367,916
     Share premium account                                               960,888          435,002
     Shares to be issued reserve                                         267,500          777,500
     Merger reserve                                                    2,291,667        2,291,667
     Reverse acquisition reverse                                      (2,230,848)      (2,230,848)
     Retained losses                                                  (1,060,193)        (271,717)
                                                                        ________         ________

     SHAREHOLDERS' FUNDS                                                649,681         1,369,520
                                                                        ________         ________

    CONSOLIDATED CASH FLOW STATEMENT
    For The Year Ended 30 June 2009

                                                                        Year ended       Year ended
                                                                         30.06.09        30.06.008
                                                                         Audited          Restated
                                                                              £                £
     Cash flow from operating activities                                                 
     (Loss)/profit before taxation                                      (874,133)          56,919

     Adjusted for:                                                                       
     Finance revenue                                                         (34)            (275)
     Finance costs                                                        22,874           28,530
     Depreciation                                                         23,279           17,416
     Impairment provisions                                               419,255             -
     Increase in inventories                                             (37,010)         (61,553)
     Increase in trade and other receivables                             (21,923)        (531,509)
     Increase in trade and other payables                                594,762           21,437
                                                                        ________         ________
     Net cash inflow/(outflow) from operating activities                 127,070         (469,035)

     Cash flows from investing activities                                                
     Purchase of intangible fixed assets                                (163,262)        (358,323)
     Purchase of financial assets                                         (4,123)               -
     Purchase of property, plant & equipment                             (10,414)         (34,426)
     Finance revenue                                                          34              275
     Finance costs                                                      (35,482)          (28,530)
                                                                        ________         ________
     Net cash outflow from investing activities                         (213,247)        (421,004)
                                                                        ________         ________
     Cash flows from financing activities                                                
     Issue of shares                                                      82,000           950,000
     Expenses of share issues                                            (13,363)         (322,915)
     Issue of convertible loan notes                                      62,500           155,000
     Repayment of convertible loan notes                                (112,500)               -
     Capital element of finance lease payments                            (1,787)          (4,547)
                                                                        ________         ________
     Net cash from financing activities                                   16,850          777,538
                                                                        ________         ________

     Net decrease in cash and cash equivalents                           (69,327)        (112,501)

     Cash and cash equivalents at 01.07.08                              (127,022)         (14,521)
                                                                        ________         ________

     Cash and cash equivalents at 30.06.09                              (196,349)        (127,022)
                                                                        ________         ________

    Notes to the financial information

    The  basic  (loss)earnings per share is calculated by dividing the (loss)/profit for the financial
    period  attributable  to  shareholders by the weighted average number of  shares  in  issue.   All
    outstanding warrants and options were anti-dilutive in the year for the purposes of calculation of
    the diluted (loss)/earnings per share.

                                                                     Year ended            Year ended
                                                                      30.06.09              30.06.08
        The weighted average number of shares were:                    Number                 Number

        Weighted average number of ordinary shares                   157,800,457           105,896,347
        Effect of outstanding warrants and options                             -            16,666,667
                                                                        ________              ________
        Adjusted weighted average number of                                                           
        ordinary shares                                              157,800,457           122,563,014
                                                                        ________              ________

        Basic (loss)/earnings                                           (0.50)p               0.03p

        Diluted (loss)/earnings                                         (0.50)p               0.03p

    1.      The financial information included in this announcement has been prepared in accordance with
    International Financial Reporting Standards (IFRS), International Accounting Standards  and  their
    interpretations issued or adopted by the International Accounting Standards Board as adopted for use
    in the European Union.

    2.      The information contained in this announcement has been agreed with the Company's auditor.
    This financial statement does not constitute statutory accounts within the meaning of Section 240 of
    the Companies Act 1985 (the "Act").

    3.       The  auditor's report in the Group's Report and Accounts for the year ended 30 June  2009
    includes the text below:

    "Emphasis of matter - going concern
    In forming our opinion on the financial statements, which is not qualified, we have considered the
    adequacy of the disclosures in note 1.1 to the financial statements concerning the Group's ability
    to  continue  as  a  going  concern.   The Group made a net loss  of  £369,221  before  impairment
    provisions  (amounting to £419,255) during the year ended 30 June 2009, and at that date  had  net
    assets  of  £649,681  and  net current liabilities of £2,061,392. These  conditions  indicate  the
    existence of a material uncertainty which may cast doubt about the Group's ability to continue  as
    a  going  concern.  The Directors have prepared cash flow forecasts for the years' ended  30  June
    2010  and  30  June  2011  which indicate that, with new business and title  acquisitions  already
    secured  since 30 June 2009 and as a result of creditor support and new financing arrangements  as
    detailed in note 1.1, the Group has sufficient resources to continue in operational existence  for
    the  forseeable future.  The financial statements do not include the adjustments that would result
    if the Group was unable to continue as a going concern."

    4.      The Directors have not declared a dividend for the year.

    5.      This statement was approved by the Board of Directors on 22 February 2010.  Copies of this
    statement will be available free of charge from the Company's Registered Office at Ground Floor, 207
    Old Street, London EC1V 9NR.

    Going Concern

    The  Group  made a net loss of £369,221 before impairment provisions of £419,255 during  the  year
    ended  30  June 2009, and at that date had net current liabilities of £2,061,392. These conditions
    indicate the existence of a material uncertainty which may cast doubt about the Group's ability to
    continue  as  a going concern.  However, the directors have prepared cash flow forecasts  for  the
    years  ended  30  June  2010 and 30 June 2011 which indicate that, with  new  business  and  title
    acquisitions secured post 30 June 2009 and as a result of creditor support as detailed below,  the
    Group has sufficient resources to continue in operational existence.

    At  the year end the Group's net assets have reduced to £649,681 with a cash balance of £1,852 and
    an  overdraft balance of £198,201.  The Group has maintained good relations with its creditors who
    continue  to  support  the  business.   Since the period end,  the  Group  has  acquired  two  new
    subsidiaries  which  are  expected to be cash positive from acquisition and  has  also  secured  a
    significant contract to provide magazine publishing services to a third party.  These are expected
    to  generate substantial profits and cash generation to the Group over the next twelve months.  In
    addition,  a  new  bank loan of £200,000 has been provided by Barclays Bank in  October  2009,  to
    replace  the old overdraft facility of £90,000 from the Group's previous bankers and a new invoice
    discounting  facility  has been agreed which the directors believe should  increase  the  drawdown
    facilities available to the Group.  The directors continue to minimise and reduce expenses  whilst
    ensuring  that a professional service continues to be provided.  The major liabilities which  need
    to  be  met  are the monthly salaries, print and paper costs and the scheduled repayments  on  the
    liabilities  incurred  in  respect  of  the acquisition of magazine  titles.   Monthly  management
    accounts  produced  since the year end show that the group has been able to  continue  to  operate
    within its available funds.

    The  directors are confident that the results of the business since the year end provide a  strong
    indication  that  its forecasts will be achieved and on this basis consider  that  the  group  has
    sufficient resources to continue in operational existence for the foreseeable future and  that  it
    is  appropriate  to  prepare these financial statements on a going concern  basis.  The  financial
    statements do not include the adjustments that would result if the Group was unable to continue as
    a going concern.

    Prior year adjustment

    The  directors  have  identified prior year adjustments amounting to £135,100  relating  to  over-
    estimations  of  revenue of £193,000 and the effect of the resultant impact  to  the  tax  charge.
    These were the result of the accounting practices and systems in place at the time and which  have
    since been revised during the period under review.  Consequently, the directors are confident that
    the estimates included in the financial statements for the current year are materially correct.

    The prior year restatement has led to a restatement of the revenue, other debtors and relevant tax
    amounts only.

    The directors of Interactive Publishing Plc accept responsibility for this announcement.

                                               - ends -

    INTERACTIVE PUBLISHING PLC
    Registered No. 06388765

    CONTACT DETAILS:

    Interactive Publishing plc
    Peter Jay / Justin Sanders              Tel: 020 7608 6300

    Fisher Corporate Plc - PLUS Corporate Adviser
    Carolyn Hazard                          Tel: 020  7388 7000

    Interactive Publishing Plc

    Notes to editors:

    Interactive  Publishing  plc floated on the PLUS market on 20 February 2008  for  the  purpose  of
    making  investments  in the publishing and marketing services sectors and with  the  objective  of
    producing long-term capital growth. Since its Introduction the directors of the Company have  been
    aggressively  expanding  the  Company's  portfolio through  the  acquisition  of  magazine  titles
    primarily in the consumer lifestyle sector.

    Interactive Publishing Plc

Interactive Publishing Plc								

						                                                                                                                                                                                                                               

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