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Venture Six Plc (VTSO)

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Monday 16 November, 2009

Venture Six Plc

Final Results


Client: Venture Six Plc

Subject: Final Results

Target Media: PLUS Markets - Regulatory Wire

Release date: 16 November 2009

                                VENTURE SIX PLC                                

                       ("Venture Six" OR THE "Company")                        

               FINAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2008               

Venture Six Plc [PLUS: VTSO], the home entertainment and leisure industry
investment vehicle, today reports its full year results for the period ended 31
December 2008:

CHAIRMAN'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2008

Since my last announcement, the search for a suitable target for a reverse has
continued through a difficult financial climate.

However, we are now in negotiations with a potential target and there is a real
opportunity for the Company as the target does not need any additional outside
funding so the reverse will not have to be accompanied by a substantial fund
raising, which in itself, will make the transaction easier.

We have been in negotiations throughout the period with the Loan Note Holder,
who, due to the current economic climate, has been unable to provide the
additional funding that we had originally hoped to obtain from them.

The positive, however, has been the performance of Sparkle Marketing Limited in
which the Company has a 61% shareholding. Despite an equally onerous cash
situation, it has managed to keep trading, again without the hoped for cash
injection from the Loan Note Holder.

The end result has been that due to a lack of funding we have until now been
unable to prepare these accounts and have faced the possibility of creditors
winding up the Company.

However, we are currently negotiating a deal with the Loan Note Holder, under
which they have agreed, in principle, to take the Company's shareholding in
Sparkle in satisfaction of their loans. The adviser to and introducer of the
fund to the Company will take on the balance of the debt and exchange it for
shares in the Company as well as provide funds in the short term that will
enable us to pay off the most pressing of our creditors.

Accordingly, once this deal is concluded, the Company's financial position will
be stabilised to the extent that no current creditor will be putting any
pressure on the Company, nor will they do so during the next reporting period,
and sufficient funds have been promised to keep the Company running for the
next year even if the proposed reverse does not take place.

However it is hoped that the reverse will proceed and this will give the
Company and shareholders something tangible to look forward to in the future.

I am very grateful to my co-Director, Gerry Desler, who, like me, has not been
paid for most of the last reporting period and during 2009, like me, has put
money into the Company to keep it going. I would also like to thank our
Corporate Adviser who has been supportive above and beyond the call of duty.

Hopefully there will be some further news on the reverse to report shortly.

Barry Gold

Chairman

13 November 2009

VENTURE SIX PLC                                                               
                                                                              
GROUP PROFIT AND LOSS ACCOUNT                                                 
                                                                              
FORTHE YEAR ENDED 31 DECEMBER 2008                                            
                                                                              
                                                   2008                2007   
                                                                              
                                                      £                   £   
                                                                              
Turnover                                          7,316                  -    
                                                                              
Cost of Sales                                     (999)                  -    
                                                                              
                                                ───────             ───────   
                                                                              
Gross Profit                                      6,317                  -    
                                                                              
Distribution costs                              (2,999)                  -    
                                                                              
Administrative expenses                       (335,146)           (100,484)   
                                                                              
                                                ───────             ───────   
                                                                              
Operating loss                                (331,828)           (100,484)   
                                                                              
Other interest receivable                          127                 621    
and similar income                                                            
                                                                              
Interest payable and                              (37)                   -    
similar charges                                                               
                                                                              
                                                ───────             ───────   
                                                                              
Loss on ordinary                              (331,738)            (99,863)   
activities before taxation                                                    
                                                                              
Tax on loss on ordinary                              -                   -    
activities                                                                    
                                                                              
                                                ───────             ───────   
                                                                              
Loss on ordinary                              (331,738)            (99,863)   
activities after taxation                                                     
                                                                              
Minority interest                               73,736                   -    
                                                                              
                                                ───────             ───────   
                                                                              
Loss for the year                             (258,002)            (99,863)   
                                                                              
                                                ═══════             ═══════   
                                                                              
Loss per share - basic and                     (22.30)p             (8.63)p   
diluted                                                                       
                                                                              
                                                ═══════             ═══════   
                                                                              

VENTURE SIX PLC                                                               
                                                                              
GROUP BALANCE SHEET                                                           
                                                                              
AS AT 31 DECEMBER 2008                                                        
                                                                              
                                               2008                2007       
                                                                              
                                             £         £         £         £  
                                                                              
Fixed assets                                                                  
                                                                              
Intangible assets                               306,643                   -   
                                                                              
Tangible assets                                  44,362                   -   
                                                                              
                                                 ───────             ───────  
                                                                              
                                                 351,005                  -   
                                                                              
Current assets                                                                
                                                                              
Debtors                                23,868               2,339             
                                                                              
Cash at bank and in hand              143,410              50,824             
                                                                              
                                       ───────             ───────            
                                                                              
                                      167,278              53,163             
                                                                              
Creditors: amounts falling           (240,245)           (135,610)            
due within one year                                                           
                                                                              
                                       ───────             ───────            
                                                                              
Net current liabilities                         (72,967)            (82,447)  
                                                                              
                                                 ───────             ───────  
                                                                              
Total assets less current liabilities            278,038            (82,447)  
                                                                              
Creditors: amounts falling                     (544,191)           (124,547)  
due after more than one year                                                  
(including convertible debt)                                                  
                                                                              
                                                 ───────             ───────  
                                                                              
                                               (266,153)           (206,994)  
                                                                              
                                                 ═══════             ═══════  
                                                                              
Capital and reserves                                                          
                                                                              
Called up share capital                         289,244             289,244   
                                                                              
Share premium account                            84,285              89,442   
                                                                              
Convertible loan notes                          219,065              38,709   
reserve                                                                       
                                                                              
Share based payment reserve                      21,677              11,225   
                                                                              
Profit and loss account                        (893,616)           (635,614)  
                                                                              
                                                 ───────             ───────  
                                                                              
Shareholders' funds                            (279,345)           (206,994)  
                                                                              
Minority interest                                 13,192                   -  
                                                                              
                                                 ───────             ───────  
                                                                              
                                               (266,153)           (206,994)  
                                                                              
                                                 ═══════             ═══════  
                                                                              

VENTURE SIX PLC                                                                
                                                                               
GROUP CASH FLOW STATEMENT                                                      
                                                                               
FORTHE YEAR ENDED 31 DECEMBER 2008                                             
                                                                               
                                                    2008                 2007  
                                                                               
                                            £          £         £          £  
                                                                               
Net cash outflow from operating                (323,821)             (92,649)  
activities                                                                     
                                                                               
Returns on investments and                                                     
servicing of finance                                                           
                                                                               
Interest received                         127                 621              
                                                                               
Interest paid                            (37)                   -              
                                                                               
                                      ───────              ───────             
                                                                               
Net cash inflow for returns on                       90                  621   
investments and servicing of                                                   
finance                                                                        
                                                                               
Capital expenditure                                                            
                                                                               
Payments to acquire tangible          (1,835)                   -              
assets                                                                         
                                                                               
                                      ───────              ───────             
                                                                               
Net cash outflow for capital                     (1,835)                   -   
expenditure                                                                    
                                                                               
Acquisitions and disposals                                                     
                                                                               
Purchase of subsidiary undertaking  (176,691)                   -              
(net of cash acquired)                                                         
                                                                               
                                      ───────              ───────             
                                                                               
Net cash outflow for acquisitions              (176,691)                   -   
and disposals                                                                  
                                                                               
                                                 ───────              ───────  
                                                                               
Net cash outflow before management             (502,257)             (92,028)  
of liquid resources and financing                                              
                                                                               
Financing                                                                      
                                                                               
Cost of share issue                  (5,157)                    -              
                                                                               
Other new long term loans            600,000               50,000              
                                                                               
                                      ───────              ───────             
                                                                               
Net cash inflow from financing                  594,843               50,000   
                                                                               
                                                 ───────              ───────  
                                                                               
(Increase)/decrease in cash in the              (92,586)             (42,028)  
year                                                                           
                                                                               
                                                 ═══════              ═══════  
                                                                               

VENTURE SIX PLC                                                                
                                                                               
NOTES TO THE CASH FLOW STATEMENT                                               
                                                                               
FORTHE YEAR ENDED 31 DECEMBER 2008                                             
                                                                               
1   Reconciliation of operating loss to net cash              2008       2007  
    outflow from operating activities                                          
                                                                               
                                                                 £          £  
                                                                               
    Operating loss                                       (331,828)  (100,484)  
                                                                               
    Depreciation of tangible assets                         18,864          -  
                                                                               
    Amortisation of intangible assets                       21,903          -  
                                                                               
    Decrease in debtors                                     9,886      6,044   
                                                                               
    Decrease in creditors due within one year             (53,098)    (8,661)  
                                                                               
    Equity-settled share-based payments                    10,452     10,452   
                                                                               
                                                           ───────    ───────  
                                                                               
    Net cash outflow from operating activities           (323,821)   (92,649)  
                                                                               
                                                           ═══════    ═══════  
                                                                               
2   Analysis of net debt           1 January  Cash flow      Other         31  
                                        2008              non-cash   December  
                                                           changes       2008  
                                                                               
                                           £          £          £          £  
                                                                               
    Net cash:                                                                  
                                                                               
    Cash at bank and in hand         50,824      92,586         -    143,410   
                                                                               
                                     ───────    ───────    ───────    ───────  
                                                                               
    Bank deposits                         -          -          -          -   
                                                                               
    Debt:                                                                      
                                                                               
    Debts falling due after one    (124,547)  (600,000)   180,356   (544,191)  
    year                                                                       
                                                                               
                                     ───────    ───────    ───────    ───────  
                                                                               
    Net debt                        (73,723)  (507,414)   180,356   (400,781)  
                                                                               
                                     ═══════    ═══════    ═══════    ═══════  
                                                                               
3   Reconciliation of net cash flow to movement in net        2008       2007  
    debt                                                                       
                                                                               
                                                                 £          £  
                                                                               
    (Decrease)/increase in cash in                          92,586   (42,028)  
    the year                                                                   
                                                                               
    Cash inflow from increase in debt                    (600,000)   (50,000)  
                                                                               
    Convertible loan notes - equity component             180,356     38,709   
                                                                               
                                                           ───────    ───────  
                                                                               
    Movement in net debt in the year                     (327,058)   (53,321)  
                                                                               
    Opening net (debt)/funds                              (73,723)  (20,402)   
                                                                               
                                                           ───────    ───────  
                                                                               
    Closing net debt                                     (400,781)   (73,723)  
                                                                               
                                                           ═══════    ═══════  
                                                                               
4    Loss per ordinary share                                                   
                                                                               
     The earnings and number of shares used in the calculation of earnings     
     per ordinary share are set out below:                                     
                                                                               
                                                            2008        2007   
                                                                               
                                                               £           £   
                                                                               
     Basic:                                                                    
                                                                               
     Loss for the financial period                      258,002      99,863    
                                                                               
     Weighted average number of shares                1,156,977   1,156,977    
                                                                               
     Loss per share                                       22.30p       8.63p   
                                                                               
                                                       ═════════   ═════════   

Notes to the preliminary announcement

1 The full financial statements of the Company for the year, which received an
unqualified auditors' report will be posted to shareholders as soon as is
practicable. The auditors have modified the audit report in relation to going
concern and this report has been re-produced below:

2 The directors of the Company do not propose the payment of a dividend.

3 Copies of this announcement are available from the Company Secretary at 140B
High Street, Ongar, Essex CM5 9JH and copies of the Annual Report and Accounts
will also be available.

4 The financial information in this announcement has been extracted from the
Company's audited accounts.

The following Emphasis of matter paragraph has been extracted from the
Independent Auditors' report to the shareholders of Venture Six Plc:

Emphasis of Matter - going concern

"In forming our opinion on the financial statements, which is not qualified, we
have considered the adequacy of the disclosure made in note 1 to the financial
statements concerning the company's ability to continue as a going concern. The
group incurred a net loss of £258,002 during the year ended 31 December 2008
and, at that date, the group's liabilities exceeded its assets by £266,153.
These conditions, along with the other matters explained in note 1 to the
financial statements, indicate the existence of a material uncertainty which
may cast significant doubt about the company's ability to continue as a going
concern. The financial statements do not include the adjustments that would
result if the company was unable to continue as a going concern."

Note 1 to which the above paragraph refers is detailed below and has been
extracted from the financial statements:

"The group made a loss of £258,002 for the year ended 31 December 2008 and had
net liabilities of £266,153 and it continued to make losses since the year end.
The nature of the group's business is such that there can be considerable
unpredictable variation in the timing of cash inflows. The directors have
prepared projected cash flow information for the period ending 12 months from
the date of their approval of these financial statements.

The company has arranged for additional working capital to be made available,
when necessary, through the issue of loan notes in accordance with the terms
and conditions of the Convertible Loan Notes 2013, further details of which are
disclosed in note 14 to the financial statements. At the balance sheet date £
763,256 of loan notes had been subscribed for.

On this basis, the directors consider it appropriate to prepare the financial
statements on the going concern basis. The financial statements do not include
any adjustments that would result from the group's inability to raise further
funds under the Convertible Loan Notes 2013."

                                  --- ENDS---                                  

Venture Six Plc

Venture Six Plc is an investment vehicle that has been formed to make
acquisitions in the home entertainment and leisure markets in the United
Kingdom, the United States and Canada. The Directors consider that the home
entertainment and leisure markets embrace all media related businesses
including films, television, radio, computer games, hotels and travel services

The Directors of Venture Six Plc accept responsibility for this announcement.

CONTACT DETAILS:

Venture Six Plc: Gerry Desler Tel: 01277 366558

Barry Gold Tel: 07768 948928

Fisher Corporate Plc: Gary Miller Tel: 020 7388 7000

Gth media relations: Toby Hall Tel: 020 7153 8039

Christian Pickel Tel: 020 7153 8035


                                                                                                                                                                     

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