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SBS Group (SBG)

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Friday 28 May, 2004

SBS Group

Final Results

SBS Group PLC
28 May 2004

                                 SBS GROUP PLC

                            PRELIMINARY ANNOUNCEMENT



CHAIRMAN'S STATEMENT



Following the announcement of the annual results for the period to 31st August
2003 your Board has decided to change the Company's accounting reference date to
10th March.  This date coincides with the resignation of the Joint
Administrative Receivers and approval by shareholders of the Company Voluntary
Arrangement on 10th March 2004.  Accordingly this change allows the Company to
draw a line under the period in which the company operated under Receivership
and to establish an opening position from when the new Board was appointed and
the business recapitalised.

As stated in my last report we are actively seeking a suitable acquisition to
allow us to re-establish shareholder value going forward.  Further announcements
will be made on our progress in this regard in due course.






Leo Knifton
28 May 2004


Comment on results from Directors' Report and Accounts

The Company recorded a profit before taxation for the period of £10.1m (2003 -
Loss £9.6m).  The results shown in the financial statements represent the
rationalization of the Company through realizing its remaining assets and
compromising with its creditors.  The period was dominated by the receivership
and the subsequent Creditors' Voluntary Arrangement; the transactions for the
period have been largely treated as exceptional items and are more fully
described in  the accounts.

The exceptional income is the net amount that has been waived by the company's
creditors following the Creditors Voluntary Arrangement, after deducting the
charges of the joint administrative receivers.



SBS GROUP PLC
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD FROM 1 SEPTEMBER 2003 TO 10 MARCH 2004
                                                                                                      Year to
                                                                                                    31 August
                                                                                       2004              2003
                                                                                      £'000             £'000

Turnover                                                                                  2                 -
Cost of Sales                                                                             -                 -

Gross Profit                                                                              2                 -

Administrative expenses:
Normal                                                                                 (12)             (508)
Exceptional                                                                            (56)           (7,094)
Goodwill impairment                                                                       -           (1,758)
Exceptional Income                                                                   10,211                 -

                                                                                     10,143           (9,360)

Operating Profit                                                                     10,145           (9,360)
Interest receivable and similar income                                                    1                74
Interest payable and similar charges                                                      -             (339)

Profit/(Loss) on ordinary activities before taxation                                 10,146           (9,625)
Tax on loss on ordinary activities                                                        -                 -

Profit/(Loss) for the financial period                                               10,146           (9,625)
Dividends                                                                                 -                 -

Retained Profit/(Loss) for the financial period                                      10,146           (9,625)

Earnings per share before goodwill amortisation and exceptional items                 (0.1)           (17.6p)
Earnings per share                                                                     63.1           (66.8p)
Fully diluted earnings per share                                                       63.1           (66.8p)



The directors have made the decision to cease trading in its current form.
Consequently all the company's assets have been realised and operations
discontinued.


SBS GROUP PLC
BALANCE SHEET
AS AT 10 MARCH 2004

                                                                                          As at
                                                                                       31 August
                                                         2004                             2003
                                                 £'000           £'000           £'000            £'000

Fixed Assets
Investments                                                             -                                 5

Current Assets
Debtors:
Due within one year                                     -                            2,235

Creditors

Amounts falling due within one year
(including convertible loans)                        (51)                         (12,437)
Net Current Liabilities                                              (51)                          (10,202)

Net Liabilities                                                      (51)                          (10,197)

Capital and Reserves
Called up share capital                                               322                               322
Share premium account                                               6,347                             6,347
Profit and loss account                                           (6,720)                          (16,866)

Equity Shareholders' Deficit                                         (51)                          (10,197)


NOTES

1.             The financial information set out above does not constitute
statutory accounts within the meaning of Section 240 of the Companies Act 1985.
Statutory accounts for the previous year ended 31 August 2003 have been
delivered to the Registrar of Companies.  Statutory accounts for the period
ended 31 March 2004 will be delivered to the Registrar of Companies and sent to
shareholders.

2.             Audit Qualification

The accounts to 31 March 2004 were qualified.

'In our opinion, as the financial statements do not include all the material
transactions undertaken by the  company, they show a true and fair view of the
state of the company's affairs as at 10 March 2004 but not of its results for
the period then ended.  We are also unable to determine whether they have been
properly prepared in accordance with the Companies Act 1985'.

3.             Principal Activity

The Company's Principal activity was that of a holding company. The company went
into administrative receivership on 19 September 2003.

The Joint Administration Receivers resigned on 10 March 2004.  The company
entered into a CVA which was approved by creditors and shareholders on the same
day.

The capital of the Company was restructured on 10 March 2004.  Accordingly for
every 25 ordinary shares of 2p held previously shareholders now hold 1 ordinary
shares of 1p and 1 deferred share of 49p.  The deferred shares carry no rights
and are effectively valueless.

4.          Exceptional Income

The exceptional income is the net amount that has been waived by the company's
creditors following the Creditors Voluntary Arrangement, after deducting the
charges of the joint administrative receivers.

5.             The Directors have not recommended the payment of a dividend.

6.             The Annual Report and Accounts will be mailed to registered
shareholders at their registered address shortly and will be available to the
public free of charge for one month at the Company's registered office,
Finsgate, 5-7 Cranwood Street, London EC1V 9EE.







                      This information is provided by RNS
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