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Thirdforce PLC (THF)

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Tuesday 18 August, 2009

Thirdforce PLC

Half Yearly Report

RNS Number : 6316X
Thirdforce PLC
18 August 2009
 



ThirdForce plc ('ThirdForce' or the 'Company')

Interim Statement

6 months ended 30 June 2009


 

DEPUTY CHAIRMAN'S STATEMENT


Introduction

On behalf of the board I am pleased to announce the interim results for ThirdForce Plc for the six months ended 30th June 2009. 


ThirdForce is a leading provider of e-learning courseware, testing and solutions to the Corporate, Small and Medium Enterprise (SME), Government, Public Sector and Education markets. The Company has an extensive portfolio of e-learning content and solutions covering in excess of 2,200 courses. This portfolio covers the varied training needs of the general business market as well as specialist markets such as IT professionals, Hospitality & Leisure, Food Safety and Residential & Domiciliary Care. The Company has offices in the UKUSAIreland and Canada


business overview

The e-learning sector has not escaped the impact of the current market downturn and trading conditions in the first-half of 2009 reflect this. The board believes that e-learning continues to offer superior value-for-money and a cost effective way to up-skill employees and that the ThirdForce strategy of product and market diversification positions it well for growth when companies move from their current cautious and cash conservation mode.


In the UK we remain a leading player in the Hospitality and Care sectors. While new customer acquisition is slower than we expectedcustomers are renewing their contracts and remain committed to the ThirdForce solution for their business.


There has been an unexpected erosion of our ECDL business in Ireland as a consequence of the Irish Computer Society, owners of the ECDL brand in Ireland, having made a unilateral move to take the ECDL business directly, with a corresponding loss of revenue for ThirdForce. We are taking actions in the second half to minimise the impact of this for the full year.  In the USA sales to new customers reflect the general market slowdown. We are encouraged that our high customer satisfaction rating continues unabated and our US$ H1 2009 recognised revenue is at 97% of the same period last year.

  

ThirdForce enters the second half of the year in a strong cash position with €7.13m on hand at 30 June 2009, compared to €4.49m at 30 June 2008. This strong cash generation and collection is an excellent indicator that our customers are happy with our products and that our products deliver to our customers' bottom line, despite the tighter economy.


financial results 

Revenue for the six months ended 30 June 2009 was €12.03m11% lower than the €13.48m for the corresponding period in 2008 reflecting the challenging trading environment of our corporate customers in particular. Gross profit for H1 2009 was 87%, 5 points higher than H1 2008 reflecting an improved mix of revenue streams, a trend we expect to continue in the second half. The net effect of the reduced revenue and the stronger gross profit percentage meant that operating profit before charges for goodwill impairment, amortisation of acquisition intangibles and share options was €0.52m, lower than the €0.80m profit achieved in the six months ended 30 June 2008. 


Non-cash charges for goodwill impairment, amortisation of acquisition intangibles, and share options were €1.40m compared to €1.70m for the same six months in 2008. The reduction primarily relates to a lower charge for goodwill impairment because the charge in H1 08 reflected a sharp weakening of the stg£:Euro exchange rate through those six months, as well as a maturing of the ICT segment.


The loss absorbed, after all interest and taxation charges and credits, for the six months to 30 June 2009 was €579k21% lower than the loss absorbed of €737k in the corresponding prior year period. 


Cash generated from operating activities through the first half of 2009 amounted to €399k (H1 2008: €444k)and net cash inflows after all capital expenditure, interest and taxation were €227k (H1 2008: €319k)This increased the group's cash balances to €7.13m as mentioned above.  


approach for the company

Today the Independent Directors of the Company released the following announcement:


'On 30 March 2009, the Company announced that it had received an approach from LearnVantage Limited ('LearnVantage'), which may or may not lead to an offer being made for the Company. The approach incorporated a proposed share offer of 1 share in LearnVantage for every 1 share in ThirdForce or a cash offer at 8c per share. LearnVantage is a special purpose company formed by Brendan O'Sullivan (the Chief Executive Officer of the Company) and Pat McDonagh (the Chairman of the Company) for the purpose of making the approach. On 29 April 2009, following a period of negotiation, the Independent Directors, comprising Mike Newton, Carol Clark and Edwin Robinson, announced that an offer at 8c per share would not be recommended. 


Since then, discussions have been ongoing and the Independent Directors have received a revised proposal from LearnVantage which may or may not lead to an offer for the entire issued and to be issued share capital of the Company on the following basis:


(A) For each ThirdForce share

1 LearnVantage share 


OR


(B) For every 4 ThirdForce shares

3 LearnVantage shares and €0.12 in cash  

OR


(C) For each ThirdForce share

€0.105 in cash



The Independent Directors have indicated that they are in principle supportive of the revised possible cash offer in (C) above, which represents a premium of approx. 31% over the initial approach price of 8c. 

 

The revised possible offer is subject to a number of conditions, including the approval of a prospectus of LearnVantage by the Financial Regulator, and there can be no certainty as to whether an offer will ultimately be made on the terms described above or at all. 


This announcement has been made following consultation with LearnVantage. A further announcement in relation to the possible offer will be made if and when appropriate. 


This announcement does not constitute an announcement of a firm intention to make an offer under Rule 2.5 of the Takeover Rules. '


Outlook

ThirdForce continues this year to expand its valuable portfolio and to invest heavily in product and market development. In the latter part of H1 2009, the Company made a strategic investment in a Talent Management software solution. We recognise that many customers wish to streamline not just training but the management and development of their staff. Their goal is to maximise in-house talent to benefit the business and to provide fulfilling career development for individual members of staff. ThirdForce intends to bring a new product range to the market at the end of 2009 that will offer our global customers a new and compelling way to address their needs. 


This new product line will widen the Company's market as well as appeal to our current customer base. This investment is in keeping with our previously disclosed strategy of staying close to our customers to identify how we can enhance our technology-enabled learning solutions to meet their business needs.


The board anticipates that the negative business sentiment will continue to be a feature of the market for at least the rest of 2009 which, as in the first half of the year, creates uncertainty for the group's revenue and profit levels for the six months ended 31 December 2009 and beyond. We intend to continue making decisions that are in the best long-term interest of the business and as such our key points of focus will be to maximise the Company's operating profits in the second half of the year while ensuring that the Company is well positioned for a market recovery. 





Mike Newton

Deputy Chairman


18 August 2009







For more information, please contact: 


Brendan O'Sullivan

ThirdForce plc

Tel. + 353 1 289 1955


Clive Carver

FinnCap

Tel. + 44 207 600 1658

  

Consolidated Unaudited Statement of Comprehensive Income

Six month period ended 30 June 2009



Note

6 month period ended 30 June 2009

6 month period ended 30 June 2008

Year ended

31 December 2008 Audited







€'000

€'000

€'000






Revenue


12,030

13,484

26,941

Cost of sales


(1,575)

(2,422)

(4,669)

Gross profit


10,455

11,062

22,272

Distribution costs


(4,470)

(4,145)

(8,707)

Administrative expenses


(6,871)

(7,814)

(16,233)

Operating loss


(886)

(897)

(2,668)






Finance income


95

35

76

Finance costs


(18)

(42)

(84)

Finance income/(costs) - net


77

(7)

(8)






Loss before income tax


(809)

(904)

(2,676)






Income tax credit


230

167

360

Loss for the period attributable to equity holders of the Company


(579)

(737)

(2,316)






Other comprehensive income/(expense):






Currency translation adjustment





726

(1,086)

(1,064)

Other comprehensive income/(expense)



726

(1,086)

(1,064)






Total comprehensive income/(expense) attributable to equity holders of the Company



147


(1,823)


(3,380)






Loss per share attributable to the equity holders of the Company during the period (expressed in cent per share)






- Basic


  5

(0.23c)

(0.29c)

(0.91c)


- Diluted


  5

  n/a

   

   n/a

     n/a






  Consolidated Unaudited Statement of Financial Position

As at 30 June 2009


Note

At 30 June 2009

At 30 June 2008

At 31 December 2008

Audited

ASSETS


    €'000

€'000

€'000

Non-current assets





Property, plant and equipment


664

621

617

Intangible assets


22,057

24,773

22,721



22,721

25,394

23,338

Current assets





Inventories


22

-

1


Trade and other receivables


4,589

7,109

5,338

Cash and cash equivalents


7,128

4,486

6,901



11,739

11,595

12,240






Total assets


34,460

36,989

35,578






EQUITY





Capital and reserves attributable to equity holders of the Company





Ordinary shares

6

32,422

31,764

31,764

Share premium

6

16,067

15,725

15,725

Currency translation adjustment 


(2,080)

(2,828)

(2,806)

Other reserves


2,898

3,673

3,807

Retained losses


(27,670)

(25,512)

(27,091)

Total equity


21,637

22,822

21,399






LIABILITIES





Non-current liabilities





Deferred revenue


557

556

390

Deferred income tax liabilities


2,025

2,324

2,267

Borrowings


234

234

234



2,816

3,114

2,891

Current liabilities





Deferred revenue


6,616

6,261

7,568

Trade and other payables


3,133

4,604

3,513

Current income tax liabilities


258

175

206

Obligations under finance leases


-

13

1



10,007

11,053

11,288






Total liabilities


12,823

14,167

14,179






Total equity and liabilities


34,460

36,989

35,578










Consolidated Unaudited Statement of Changes in Equity

Six month period ended 30 June 2009



Note

Share Capital

Share Premium

Currency translation adjustment

Other Reserves

Retained (Losses)/ Earnings

Total



€'000

€'000

€'000

€'000

€'000

€'000

Balance at 1 January 2008


31,764

15,725

(1,742)

3,482

(24,775)

24,454

Total comprehensive expense for the period


-

-

(1,086)

-

(737)

(1,823)

Increase in reserve for 

shares to be issued


-

-

-

32

-

32

Employee share options:








 - value of employee services


-

-

-

159

-

159

Balance at 30 June 2008


31,764

15,725

(2,828)

3,673

(25,512)

22,822

Total comprehensive expense for the period


-

-

22

-

(1,579)

(1,557)

Increase in reserve for 

shares to be issued


-

-

-

31

-

31

Employee share

options:








 - value of employee services


-

-

-

103

-

103

Balance at 31 December 2008


31,764

15,725

(2,806)

3,807

(27,091)

21,399

Total comprehensive income for the period


-

-

726

-

(579)

147

Issue of ordinary shares

6

658

342

-

-

-

1,000

Decrease in reserve for shares to be issued


-

-

-

(985)

-

(985)

Employee share options:








 - value of employee services


-

-

-

76

-

76

Balance at 30 June 2009


32,422

16,067

(2,080)

2,898

(27,670)

21,637



















Consolidated Unaudited Statement of Cash Flows 

Six month period ended 30 June 2009



Note

6 month period ended 30 June  

2009

6 month period ended 30 June 2008

Year ended 31 December 2008

Audited



€'000

€'000

€'000

Cash flows from operating activities






Cash generated from operations

   7

399

444

2,963

Interest received


51

35

73

Income tax received/(paid)


8

-

(32)

Net cash generated from operating

 activities


458

479

3,004

activities










Cash flows from investing activities





Purchases of property, plant and equipment (PPE)


(199)

(100)

(150)

Proceeds on disposal of property, plant and equipment


-

-

11

Purchases of intangible assets


(31)

(30)

(89)

Net cash used in investing activities


(230)

(130)

(228)






Cash flows from financing activities





Repayments of lease obligations


(1)

   (30)

(42)

Net cash used bfinancing activities


(1)

(30)

(42)






Net increase in cash, cash equivalents and bank overdrafts


   

227


319


   2,734


Cash, cash equivalents and bank overdrafts at beginning of period


6,901

4,167

4,167

Cash, cash equivalents and bank overdrafts at end of period


7,128

4,486


6,901



Notes to the Consolidated Interim Financial Information

 

1.  General information

The Company is a public limited liability company incorporated and domiciled in Ireland, and is listed on IEX in Ireland and AIM in the United KingdomThe group has offices in the US, the UKIreland, and Canada, and it provides e-learning and assessment products and services to hundreds of organisations worldwide. The group offers a wide portfolio of solutions in the areas of ICT literacy skills, IT Professional, Skills for Life, Compliance, Job Skills, Project Management and Implementation Support. Further information relating to the group's business is set out in the Deputy Chairman's Statement.

 

This consolidated interim financial information was approved for issue by the board of directors on 18 August 2009.



2Basis of preparation


This consolidated interim financial information for the six months ended 30 June 2009 has been prepared using the same accounting policies and methods of computation as for the year ended 31 December 2008. For a more complete discussion of our significant accounting policies and other information, this report should be read in conjunction with our 2008 Annual Report and Note 3 below.


This report is not prepared in accordance with IAS 34 which is currently not mandatory. This interim statement has not been audited but has been reviewed by the company's auditors PricewaterhouseCoopersThis consolidated interim financial information does not comprise statutory accounts within the meaning of Section 19 of the Companies (Amendment) Act 1986. The statutory accounts for the financial year ended 31 December 2008 were approved by the Board of Directors on April 2009 and contained an unqualified audit report and will be filed with the Companies Registration Office before 30 September 2009. 



3. Changes in accounting policies


Except as described below, the accounting policies adopted are consistent with those of the annual financial statements for the year ended 31 December 2008, as described in the annual financial statements for the year ended 31 December 2008.  


The group has adopted the following new standards and amendments to standards for the first time for the financial year beginning 1 January 2009:


  • IAS 1 (revised), 'Presentation of financial statements'. This revised standard prohibits the presentation of items of income and expenses (that is 'non-owner changes in equity') in the statement of changes in equity, requiring 'non-owner changes in equity' to be presented separately from owner changes in equity. All 'non-owner changes in equity' are required to be shown in a performance statement.


Entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income).


The group has elected to present one statement, the statement of comprehensive income. The consolidated interim financial information has been prepared under the revised presentation requirements. In prior years the group presented an income statement with the currency translation adjustment being shown as part of the statement of changes in equity. This currency translation adjustment is now presented within the statement of comprehensive income.


  • IFRS 8, 'Operating segments'. IFRS 8 replaces IAS 14, 'Segment reporting'. It requires a 'management approach' under which segment information is presented on the same basis as that used for internal reporting purposes. The group is currently assessing the impact of this standard and segment information will be presented in accordance with this standard in the consolidated financial statements for the year ended 31 December 2009.


The group has considered all other amendments to current standards and interpretations together with all other new standards and interpretations and do not consider that these will have a material impact on the consolidated financial statements for the year ended 31 December 2009. The annual report for 2009 will provide a brief outline of the likely impact on future financial statements of relevant IFRSs which are not yet effective and have not been early adopted.  



4. Critical accounting estimates and judgements


The preparation of financial information requires the use of certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet dates and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial information, are set out in the following paragraphs.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are outlined below.

(a) Estimated impairment of goodwill

The group had capitalised goodwill of 16.4 million at 30 June 2009. The group tests bi-annually whether goodwill has suffered any impairment, in accordance with the group's accounting policy. The recoverable amounts of cash-generating units are determined based on value-in-use calculations, and these calculations require the use of estimates. 

An impairment charge of 580,000 was recognised in the period, primarily as a result of a reduction in expected cash-flows as a consequence of the impact on demand for the group's products as a result of the global economic downturn. If estimated future revenues had been 10% lower than management's estimates at 30 June 2009, the group would have recognised a further impairment of goodwill of 6,626,000, principally relating to goodwill that arose on the acquisition of MindLeaders, Inc in June 2007, since that accounts for 76% of the total carrying value of goodwill at 30 June 2009.  

If the estimated pre-tax discount rate applied to the discounted cash flows had been 20% higher than management estimates (for example, 12% instead of 10%), the group would have recognised a further impairment of goodwill of 2,293,000.

 (b) Establishing lives for amortisation purposes of intangible assets

The group has separately identified intangible assets of 5.5 million at 30 June 2009. Prior to the acquisition in June 2007 of MindLeaders, Inc, the group had modest levels of software intangible assets that are amortised. With that acquisition the group has significant levels of new categories of intangible assets that are also amortisedThe amortisation charge is dependent on the estimated lives allocated to each type of intangible asset. 

The directors regularly review these asset lives and change them as necessary to reflect current thinking on remaining lives and the expected pattern of consumption of the future economic benefits embodied in the asset. Changes in asset lives can have a significant impact on amortisation charges for the period.

If the estimated lives, allocated to each type of amortised intangible asset, were increased/decreased by 1 year, the amortisation charges for the period would have decreased/increased by 114,000/€171,000.


 (c) Determination of functional currency

The group is headquartered in Ireland and has significant operations in both the US and the UK and accordingly principally operates in three different currencies. Reflecting its economic operating environment the group has determined that the Euro is the Company's functional currency for the preparation of the consolidated financial statements. 



5Loss per share


(a)  Basic


Basic loss per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period




6 month period ended 30 June 2009

6 month period ended 30 June 2008

Year ended 31 December 2008

Audited

Loss attributable to equity holders of the Company

(579,000)

(€737,000)

(2,316,000)

Weighted average number of ordinary shares in issue 

257,136,322

254,110,922

254,110,922

Basic loss per share (cent per share)

(0.23c)

(0.29c)

(0.91c)



(b)  Diluted


Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.


At 30 June 2008 and 31 December 2008 the Company had two categories of dilutive potential ordinary shares and they were share options and deferred share consideration  relating to the June 2007 acquisition of MindLeaders, Inc. The deferred consideration shares were issued on 20 March 2009 (see Note 6), so that at 30 June 2009 the  Company  had one category of dilutive potential ordinary shares and that was share options.


A calculation of diluted earnings per share for the periods ended 30 June 2009, 30 June 2008 and 31 December 2008 is not presented above because the inclusion of any relevant share options or deferred share consideration is anti-dilutive for the period.



6. Share Capital & Share Premium




Issued and paid up

Number of shares 

Ordinary shares

€'000

Share Premium

€'000

Total


€'000






At 1 January, 30 June & 31 December 200

254,110,922

31,764

15,725

47,489

Issued during the period

5,265,369

658

342

1,000


At 30 June 2009


259,376,291


32,422


16,067


48,489



Under the terms of the acquisition of MindLeaders, Inc. in June 2007, deferred consideration in the form of cash and shares, each of €1,000,418, was payable 21 months after completion of the deal, if no claims had been filed under the agreement. No such claims were filed, and the cash amount, that was paid to escrow on closing, was paid out to the vendors on 18 March 2009, and the shares were issued to the vendors and admitted to trading on AIM and IEX on 20 March 2009.



7. Cash generated from operations



6 month period ended 30 June 2009

6 month period ended 30 June 2008

Year ended 31 December 2008


€'000

€'000

€'000

Audited

Loss before income tax 

(809)

(904)

(2,676)

Adjustments for:




-    Depreciation 

149

227

277

    Amortisation 

768

684

1,425

    Finance (income)/costs - net

(77)

7

8

    Goodwill impairment 

580

893

3,087

    Loss on disposal of property, plant and   equipment

-

-

(7)

    Share-based payments charge

76

159

262

    Other non-cash movements

103

80

(523)

Changes in working capital (excluding the effects of exchange differences on consolidation):




-    Inventories

(21)

41

40

    Trade and other receivables

749

(171)

1,600

    Trade and other payables

(1,119)

(572)

(530)

Cash generated from operations

399

444

2,963




8. Analysis of net funds



30 June 2008

Cash Flows

31 December 2008

Cash Flows

30 June 2009


€'000

€'000

€'000

€'000

€'000







Cash, cash equivalents and bank overdrafts

4,486

2,415

6,901

227

7,128


4,486

2,415

6,901

227

7,128







Preference shares

(234)

-

(234)

-

(234)

Obligations under finance leases

(13)

12

(1)

1

-


(247)

12

(235)

1

(234)

Net funds

4,239

2,427

6,666

228

6,894







PricewaterhouseCoopers report on the Profit Estimate

 

Set out below is the full text of a report on the Profit Estimate from PricewaterhouseCoopers:

 

'The Directors 

Board of Directors

ThirdForce plc

No. 1 Deansgrange Business Park

Blackrock 

Co Dublin


Goodbody Corporate Finance
Ballsbridge Park

Ballsbridge 

Dublin 4


 

18 August 2009 



Dear Sirs 


In accordance with the provisions of Rule 28.6 of the Irish Takeover Panel Act 1997 and the Irish Takeover Rules 2007 (the 'Takeover Rules'), the interim financial information for the six months ended 30 June 2009 issued by Thirdforce plc (the 'Company') and its subsidiaries (together the 'Group') on 18 August 2009 is deemed to be a profit estimate ('the Profit Estimate'). We report on the Profit Estimate. This report is required by Rule 28.3(a) of the Takeover Rules, and is given for the purpose of complying with that rule and for no other purpose.

 

Accordingly, we assume no responsibility in respect of this report to LearnVantage Limited (the 'Offeror') or any person connected to, or acting in concert with, the Offeror or to any other person who is seeking or may in future seek to acquire control of the Company (an 'Alternative Offeror') or to any other person connected to, or acting in concert with, an Alternative Offeror. 


Responsibilities 

It is the responsibility of the directors of the Company to prepare the Profit Estimate in accordance with the requirements of the Takeover Rules. In preparing the Profit Estimate the directors of the Company are responsible for correcting errors that they have identified which may have arisen in the unaudited financial results and unaudited management accounts used as a basis of preparation for the Profit Estimate. 


It is our responsibility to form an opinion as required by the Takeover Rules as to the proper compilation of the Profit Estimate and to report that opinion to you. 


Save for any responsibility which we may have to those persons to whom this report is expressly addressed, to the fullest extent permitted by law we do not assume any responsibility and will not accept any liability to any other person for any loss suffered by any such other person as a result of, arising out of, or in connection with this report or our statement, required by and given solely for the purposes of complying with Rule 28.4 of the Takeover Rules, consenting to our report's inclusion in the offer related document  expected to be issued by the Offeror.


Basis of preparation of the Profit Estimate 

The Profit Estimate has been prepared on the basis set out in Note 2 to the interim financial information and comprises the unaudited interim financial information for the six months ended 30 June 2009. The Profit Estimate is required to be presented on a basis consistent with the accounting policies of the Group. 


Basis of opinion 

We conducted our work in accordance with the Standards for Investment Reporting issued by the Auditing Practices Board in the United Kingdom and Ireland and published by the Institute of Chartered Accountants in Ireland. Our work included evaluating the basis on which the historical financial information for the six months ended 30 June 2009 included in the Profit Estimate has been prepared and considering whether the Profit Estimate has been accurately computed using that information and whether the basis of accounting used is consistent with the accounting policies of the Group. 


We planned and performed our work so as to obtain the information and explanations we considered necessary in order to provide us with reasonable assurance that the Profit Estimate has been properly compiled on the basis stated. However, the Profit Estimate has not been audited. 


Opinion 

In our opinion the Profit Estimate has been properly compiled on the basis stated and the basis of accounting used is consistent with the accounting policies of the Group. 



Yours faithfully 




PricewaterhouseCoopers

Chartered Accountants

Dublin'













Goodbody Corporate Finance report on the Profit Estimate


Set out below is the full text of a report on the Profit Estimate from Goodbody Corporate Finance, the company's financial advisers:


'The Directors

ThirdForce plc

No. 1 Deansgrange Business Park

Blackrock

Co. Dublin


18 August 2009


Dear Sirs


We have discussed the interim financial information of ThirdForce plc (the 'Company') and its subsidiaries for the six-month period ended 30 June 2009 (the 'Profit Estimate') and the basis on which it has been prepared with you as directors of the Company.


We have also discussed the accounting policies and basis of calculation for the Profit Estimate with PricewaterhouseCoopers, ThirdForce plc's auditor, and have considered their letter of today's date addressed to yourselves and ourselves on this matter. 


You have confirmed to us that all information material to the Profit Estimate has been disclosed to us. We have relied on the accuracy and completeness of all such information and have assumed such accuracy and completeness for the purpose of rendering this letter.


On the basis of the foregoing, we consider that the Profit Estimate, for which you as directors of the Company are solely responsible, has been compiled with due care and consideration.


This letter is provided to you solely in connection with Rule 28.3 (a) of the Irish Takeover Panel Act, 1997, Takeover Rules, 2007 and for no other purpose. To the fullest extent permitted by law, we accept no responsibility in respect of this letter to any persons other than to you solely in your capacity as directors of the Company.


Yours faithfully,







Goodbody Corporate Finance'
















 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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