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Ocean Res Cap Hldgs (OCE)

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Friday 30 April, 2004

Ocean Res Cap Hldgs

Final Results

Ocean Resources Capital HoldingsPLC
30 April 2004


OCEAN RESOURCES CAPITAL HOLDINGS PLC


Preliminary Announcement of results for period ended 31 December 2003


The Directors of Ocean Resources Capital Holdings PLC announce the preliminary
results for the period ended 31 December 2003.


Financial Highlights


                                     Launch                31 December 2003              % change
                               (28 February 2003)

NAV (net of expenses)                47.1p                      35.8p                      -23.9

Share Price                             50p                        29p                       -42



Chairman's Statement



I am pleased to present the first Annual Report of Ocean Resources Capital
Holdings PLC ('Ocean Resources').  Ocean Resources was admitted to trading on
the London AIM market at the end of February 2003, as a resource based
investment company, having previously acquired a portfolio of investments in
resource related companies that are either already generating a positive cash
flow, or are likely to do so within the next two years.



Those securities had been acquired by issuing Ocean Resources' own shares, which
were then sold by the investee companies to raise cash to reinvest in their own
businesses.  As we pointed out in our Interim Report, the sale proceeds received
by the investee companies were below their earlier expectations and in order to
address the difficulties that this reduction in proceeds caused the companies,
Ocean Resources agreed to modify certain of the investment agreements. Provision
was made in our interim accounts for these changes. Further provisions have been
made in these accounts, reflected in the exceptional item in the profit and loss
account. We have also achieved some increases in value which have been recorded
in the revaluation reserve on the balance sheet.



With these modifications behind us, Ocean Resources is now focusing on adding
value to the 17 companies that make up our portfolio.  The activities of these
companies are discussed in greater detail in the Chief Executive's report.  The
majority of the companies are involved in the gold sector, although the
portfolio includes exposure to diamonds, oil services and industrial minerals
such as andalucite and manganese.



In constructing our portfolio, our executives have focused on the quality of an
investee company's asset base, its management and its ability to become cash
flow positive within the next two years.  The geographic and commodity
distribution of the portfolio is a direct result of this investment process.



The Directors regard Ocean Resources as an emerging mining finance house with a
portfolio of significant interests in resource related companies. These holdings
will generally be held until the investee company is profitable or achieves a
stock market rating which recognises the available resource base and earnings
capacity before Ocean Resources will sell all or part of its holding. The Board
is and will be considering whether to become more involved in the day-to-day
operations of certain of its investments. If it does so then these investments
will be equity accounted as associate companies in the Group's results.



The Company will not be paying a dividend for the period ended 31 December 2003.



To further develop its role as a mining finance company, Ocean Resources will
also consider, where appropriate, helping to fund selected early stage
development opportunities, as well as considering direct investment in
exploration ventures. In addition, where appropriate, the Board will also
consider buying back its own shares and appropriate resolutions have been
included in the Notice of Annual General Meeting.  Where suitable opportunities
arise, Ocean Resources may issue new shares but the Board has decided to limit
this to 10% of the current issued share capital.



Whilst it has not been an easy start to the Company's life, Ocean Resources has
achieved its objective of funding a number of interesting and potentially
exciting resource companies during difficult market conditions in early 2003.
We now believe the outlook for the global natural resource markets is much more
positive and that Ocean Resources is particularly well positioned to benefit
from any further improvement in the sector.


Peter Seabrook

Chairman

30 April 2004


Consolidated Profit and Loss Account
for the period ended 31 December 2003
                                                  Notes                     2003
                                                                          £ '000
Income from investments

Listed securities                                                             49

Unlisted securities                                                        1,705

                                                                           1,754

Surplus/(loss) on disposal of investments

Listed securities                                                              -

Unlisted securities                                                          500

Interest receivable and similar income                                        95

Administrative expenses                                                    (370)

Operating profit - pre exceptional items                                   1,979

Exceptional item - write-down of investments                            (14,000)

Operating loss                                                          (12,021)

Interest payable                                                           (283)

Loss on ordinary activities before taxation                             (12,304)

Tax on profit on ordinary activities                                           -

Loss for the financial period                                           (12,304)

Dividends                                                                      -

Retained loss for the period                                            (12,304)


Basic earnings per share                               2                (14.43p)

Diluted earnings per share                             2                (14.43p)

Earnings per share before exceptional item             2                   1.99p


The Group's current period results shown above are derived entirely from
continuing activities.

Consolidated Statement of Total Recognised Gains and Losses
for the period ended 31 December 2003

                                                                            2003
                                                                          £ '000

Loss for the financial period                                           (12,304)

Revaluation                                                               2,674

Net recognised losses                                                    (9,630)



Balance Sheets of the Group and Company
as at 31 December 2003



                                                                  Notes               Group              Company
                                                                                       2003                 2003
                                                                                     £ '000               £ '000

Fixed asset investments

Group undertakings                                                                        -                    -
Other investments                                                                    34,091               34,091

                                                                                     34,091               34,091

Current assets

Debtors                                                                               2,528                2,528
Cash at bank and in hand                                                                209                  209

                                                                                      2,737                2,737

Creditors: amounts falling due within one year                                      (5,303)              (5,303)

Net current liabilities                                                             (2,566)              (2,566)

Total assets less current liabilities                                                31,525               31,525

Creditors: amounts falling due after more than one year
8% Convertible Unsecured Loan Stock 2006                                              (992)                (992)

Net assets                                                                           30,533               30,533



Capital and reserves

Called up share capital                                                                 852                  852
Share premium account                                                                38,202               38,202
Warrant reserve                                                                       1,109                1,109
Revaluation reserve                                                                   2,674                2,674
Profit and loss account                                                            (12,304)             (12,304)

Equity shareholders' funds                                                           30,533               30,533


Net asset value per share                                           3                35.82p



Consolidated Cash Flow Statement
for the period ended 31 December 2003


                                                                            2003
                                                                          £ '000

Income from fixed assets                                                      49
Other income                                                                   4
Management fees paid                                                       (312)
Other cash payments                                                        (176)

Net cash outflow from operating activities                                 (435)

Interest paid on loan                                                      (153)
Interest paid on 8% Convertible Unsecured Loan Stock 2006                   (38)

Net cash outflow from servicing of finance                                 (191)

Taxation paid                                                                  -

Investing activities
Purchase of fixed asset investments                                      (1,755)
Proceeds of disposal of fixed asset investments                              334

Net cash outflow from capital expenditure and financial investment       (1,421)

Equity dividends paid                                                          -

Net cash outflow before financing                                        (2,047)

Proceeds from share issues                                                     -

Share issue expenses paid                                                (2,457)

Loan drawn down                                                            5,000

Loans granted to investee companies                                      (1,272)

Proceeds from issue of 8% Convertible Unsecured Loan Stock 2006              985

Net cash inflow from financing                                             2,256

Increase in cash                                                             209

Reconciliation of net cash inflow to movement in net debt

Increase in cash                                                             209

Net drawdown of loan facility                                            (5,000)

Debt due on 8% Convertible Unsecured Loan Stock 2006                       (992)

Movement in net debt in period                                           (5,783)

Net debt at beginning of period                                                -

Net debt at period end                                                   (5,783)

Major non-cash transactions

Equity and non-equity assets received in return for Company shares at 
  launch                                                                  42,621

Interest received in the form of shares                                      551

                                                                          43,172

Notes:


1.             Financial Information



The financial information contained within the preliminary results announcement
does not constitute the Company's statutory financial statements as defined in
section 240 of the Companies Act 1985 for the period ended 31 December 2003 but
it is derived from those financial statements.  The financial statements for the
period ended 31 December 2003 have not been delivered to the Registrar of
Companies.



2.             Earnings per share



The loss per share figures are based on the net loss attributable to the
ordinary shares of £12,304,000 and 85,241,078 being the weighted number of
ordinary shares in issue during the period.  Included in the loss on ordinary
activities figures is an exceptional item of £14,000,000 being the charge from
the write down of investments.



3.             Net Asset Value per share



The net asset value per share figure is based on the net assets attributable to
the ordinary shares of £30,533,000 and 85,241,078 being the number of ordinary
shares in issue as at the balance sheet date.



4.             Share Capital



The Company on admission applied for 100 ordinary shares less than the total
actually in issue to be admitted to AIM.  Therefore to correct this error the
Company is today applying for the admission of 100 ordinary shares to be
admitted to AIM.



The Report and Accounts will be posted to shareholders.  Copies may be obtained
during normal business hours from the Company's registered office, The Registry,
34 Beckenham Road, Beckenham, Kent, BR3 4TU.


By order of the Board


Capita IRG Trustees Limited, Secretary

30 April 2004

Enquiries:



David Hutchins / Merfyn Roberts           Ocean Resources Capital Holdings plc                
                                          Tel. 020 7332 2070


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