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Probus Estates PLC (PBE)

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Thursday 22 December, 2005

Probus Estates PLC

Interim Results

Probus Estates PLC
22 December 2005



                              PROBUS ESTATES PLC
                      ('Probus Estates' or the 'Company')

               Interim results for six months ended 30 June 2005


Chairman's Interim Statement

Results

Turnover for the six months to 30 June 2005 was €2.0 million (2004: €5.6
million).

The Group's operating profit for the period was €0.4 million (2004: €1.1
million).  The overall Group loss after tax was €2.5 million (2004: €10.6
million).

The final results for the year ended 31 December 2004 were announced on 19
December 2005. The remainder of this statement is therefore substantially
unchanged from that made at the time of the preliminary announcement.

Review of major events

The sale of Casino de Mallorca in April 2004 was reported in the Chairman's
Statement in the Annual Report for 2003.  Since then there have continued to be
occasional sales of units at Santa Ponsa.  There has been no progress on the
development of Can Vinyes and various discussions have taken place concerning
its sale, but no binding contract has yet been agreed.

Financial position

The Company's financial position continues to be extremely difficult.  The
Company's shares have been suspended from trading since 23 June 2005 due to the
Company's inability to issue its annual accounts within the timescale set out in
the AIM Rules.

As I reported last year, the Group is able to service its bank debt in the
Netherlands using rental income from its Dutch properties, and its bank debt in
Spain using sale proceeds from the retail development at Santa Ponsa.  The Group
is not currently in a position to repay its debt to Uni-Invest, the major
creditor, on which it is in default.

The Directors are aware of possible third-party interest in an acquisition of
Uni-Invest's position of debt and equity in the Company, but they are also aware
that Uni-Invest is entitled to enforce the charges it has on the Group's
properties and that Uni-Invest will not wait indefinitely to recover the debt
due to it.  As previously reported, the Standstill Agreement which was entered
into with Uni-Invest expired on 30 June 2004.  Since then the Company has relied
on Uni-Invest's forbearance, but recently the Board has been under increasing
pressure from Uni-Invest to conclude sales of the Group's assets.

The Directors have no control over any discussions that Uni-Invest may have with
third parties and cannot therefore predict the timing, or the likely outcome, of
such discussions.  If Uni-Invest's position was taken over by a third party, it
would be the expectation of the Directors that the Company would be
recapitalised and its financing structured on a more long term basis.  However,
if these, or any other, discussions do not have a favourable outcome, and if and
when sales of the remaining assets are concluded, any proceeds after
satisfaction of secured bank borrowings will be paid to Uni-Invest, and the
Company and its subsidiaries are likely to be placed in liquidation.  For this
reason, the Directors have written down all assets to the value which they
believe is recoverable in the near future, but they recognise that the valuation
of the development land at Can Vinyes is dependent on future cooperation with
the local authority, and that is difficult to assess.

Under the AIM Rules, the Company's shares are currently suspended from trading,
both due to the fact that the annual accounts for the year ended 31 December
2004 have not been sent to shareholders and due to the interim results for the
six months ended 30 June 2005 not having been announced by 30 September 2005.

With today's announcement of the interim results and the posting of the 2004
annual report to shareholders, which will also take place today, the directors
will request that the suspension of shares from AIM will be lifted with effect
from 23 December 2005.


Hans R Junge Chairman and Chief Executive
22 December 2005


Consolidated Profit and Loss Account
for the six months ended 30 June 2005


                                                                    Unaudited      Unaudited        Audited
                                                                     6 months       6 months      12 months
                                                                  to 30.06.05    to 30.06.04    to 31.12.04
                                                                       € '000         € '000         € '000

                                                         Notes

Turnover

Continuing operations                                   1               2,022          2,243          3,951

Discontinued operations                                                     -          3,368          3,368

                                                                        2,022          5,611          7,319



Cost of sales                                                         (1,098)        (4,054)        (3,103)



Gross profit                                                              924          1,557          4,216



Administrative expenses                                                 (503)          (462)        (6,209)



Operating profit/(loss)                                 1

Continuing operations                                                     421          (149)        (3,237)

Discontinued operations                                                     -          1,244          1,244

                                                                          421          1,095        (1,993)



Loss on disposal of discontinued operations                                 -        (8,323)        (8,323)

Profit/(loss) before interest and taxation                                421        (7,228)       (10,316)



Interest receivable                                                         -              1             10

Interest payable                                                      (2,867)        (3,162)        (6,738)



Loss before taxation                                                  (2,446)       (10,389)       (17,044)



Taxation                                                                 (12)          (246)          (331)



Loss after taxation                                                   (2,458)       (10,635)       (17,375)



Loss per share                                           4          € (0.004)      € (0.018)       €(0.029)



Consolidated Balance Sheet
As at 30 June 2005
                                                               Unaudited         Unaudited           Audited
                                                                6 months          6 months         12 months
                                                             to 30.06.05       to 30.06.04       to 31.12.04
                                                                  € '000            € '000            € '000


Fixed assets

Tangible fixed assets
     Investment properties                                        25,504            30,445            25,504
     Other tangible fixed assets                                       2                 2                 2


                                                                  25,506            30,447            25,506

Current assets
Development property                                               3,339             4,412             4,186
Development Land                                                  16,450            16,501            16,450
Debtors                                                            1,024               865             1,290
Cash at bank and in hand                                             130             2,913                74

                                                                  20,943            24,691            22,000


Creditors   Amounts falling due within 1 year                   (76,028)          (53,282)          (53,870)


Total assets less current liabilities                           (29,579)             1,856           (6,364)


Creditors          Amounts falling due after 1 year
                   Convertible loan notes                       (11,850)          (11,850)          (11,850)
                   Other Creditors                               (1,577)          (23,049)          (22,377)

                                                                (13,427)          (34,899)          (34,227)


Net liabilities                                                 (43,006)          (33,043)          (40,591)


Capital and reserves
Share capital                                                     65,502            65,502            65,502
Share premium                                                     34,118            34,118            34,118
Profit and loss account                                        (142,626)         (132,663)         (140,211)


Equity shareholders' deficit                                    (43,006)          (33,043)          (40,591)


Net liabilities per share                                       €(0.072)          €(0.055)          €(0.068)



Group Cash Flow Statement
For the six months ended 30 June 2005


                                                                   Unaudited     Unaudited       Audited
                                                                    6 months      6 months     12 months
                                                                 to 30.06.05   to 30.06.04   to 31.12.04
                                                                      € '000        € '000        € '000

Net cash inflow from operating activities                              1,234         2,858         3,956

Return on investments and servicing of finance
Interest received                                                          -             1            10
Interest paid                                                          (244)         (814)       (1,633)
Net cash outflow from returns on investments and servicing of
finance
                                                                       (244)         (813)       (1,623)

Taxation
Corporation tax paid                                                     (9)         (166)          (93)


Acquisitions and disposals
Sale of Casino (including overdraft disposed of)                           -        13,309        13,309


Cash inflow before financing                                             981        15,188        15,549


Financing
Loans repaid                                                           (925)      (10,962)      (14,162)



Increase in cash                                                          56         4,226         1,387




Notes to the financial statements


1.   Segmental Information
                                                             Unaudited          Unaudited           Audited
                                                              6 months           6 months         12 months
                                                           to 30.06.05        to 30.06.04       to 31.12.04
                                                                € '000             € '000            € '000

Turnover
Property (continuing)                                            2,022              2,243             3,951
Leisure (discontinued)                                               -              3,368             3,368
                                                                 2,022              5,611             7,319

Operating profit /(loss)
Property (continuing)                                              838                114           (3,697)
Leisure (discontinued)                                               -              1,244             1,244
Group (continuing)                                               (417)              (263)               460
                                                                   421              1,095           (1,993)



2.   Reconciliation of net cash flow to movement in net debt


                                                              Unaudited         Unaudited           Audited
                                                               6 months          6 months         12 months
                                                            to 30.06.05       to 30.06.04       to 31.12.04
                                                                 € '000            € '000            € '000

Increase in cash in the period                                       56             4,226             1,387
Cash outflow from decrease in debt                                  925            10,962            14,162
Accrued interest included in net debt                           (2,045)           (3,360)           (5,748)
Sale of subsidiary debt                                               -             2,258             2,258
Movement in net debt in the period                              (1,064)            14,086            12,059
Net debt at start of period                                    (75,599)          (87,658)          (87,658)
Net debt at end of period                                      (76,663)          (73,572)          (75,599)



3.   Analysis of debt

                                                        At                                         At
                                            1 January 2005              Movement         30 June 2005
                                                    € '000                 €'000                €'000

Cash at bank and in hand                                74                    56                  130
Debt due within one year                          (41,446)              (21,920)             (63,366)
Debt due after one year                           (34,227)                20,800             (13,427)
                                                  (75,599)               (1,064)             (76,663)


     
4.   Loss per share has been calculated on the basis of a weighted average
     number of ordinary in issue during the period of 595,523,083 (2004:
     595,523,083).  The share options outstanding have no dilutive effect on 
     loss per share.



5.   The financial information for the year ended 31 December 2004 is abridged.  
     The 2004 statutory accounts will be delivered to the Registrar of Companies 
     following the Company's annual general meeting.  The auditors' report
     on the 2004 accounts was qualified.  The qualification was in respect of a
     limitation of scope in relation to the auditors' access to the books and 
     records of the Spanish subsidiaries sold during the year, but in other 
     respects was unqualified.  The audit report also referred to a fundamental 
     uncertainty over the Company's ability to continue in existence due to the 
     availability of funding and also a fundamental uncertainty over the 
     carrying value of certain of the company's assets.

     The figures for the six months ended 30 June 2005 and the six months ended 
     30 June 2004 have not been audited.



                      This information is provided by RNS
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