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Woodspeen Training Plc (WSTP)

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Monday 15 November, 2010

Woodspeen Training Plc

Unaudited Interim Statement – to 30 September...


                                                                   GB00B2PKCW45

                                                               15 NOVEMBER 2010

                     WOODSPEEN TRAINING PLC - TICKER WSTP                      

     WOODSPEEN TRAINING PLC ("Woodspeen" or "the Company" or "the Group"))     

        Unaudited Interim Statement - Six Months to 30 September 2010.         

This unaudited Interim Statement has not been reviewed or audited by BDO LLP,the 
Company's Auditors.

CHIEF EXECUTIVE'S STATEMENT

I am pleased to enclose the interim results for the Woodspeen Group (`The Group') 
for the six months ended 30 September 2010.

The Group made an operating profit before interest and tax of £450,322 for the six 
months to 30 September 2010 compared to £111, 354 for the six months to
September 2009.

                                         Six Months                      Six Months  
                                         September 2010              September 2009
                             Revenue     Profit/(Loss)    Revenue      Profit/(Loss) 
                                                                                     
                                   £            £                £                £
                                                                                     
A&R Group                  2,155,409      541,918        1,323,355          280,765      
                                                                                     
FTC                        994,454        142,025          825,489          (22,079)     
                                                                                     
                           -------------- -------------  -------------- -------------
                                                                                     
                           3,149,863      683,943        2,148,844          258,686      
                                                                                     
Unallocated                        -     (138,395)               -          (75,453)     
                                                                                     
                           -------------- -------------- -------------- -------------
                                                                                     
                           3,149,863      545,548        2,148,844          183,233      
                                                                                     
Amortisation of acquired           -      (95,226)               -          (71,879)     
intangible assets                                                                    
                                                                                     
                           -------------- -------------  -------------  -------------
                                                                                     
Revenue/Operating profit   3,149,863      450,322        2,148,844          111,354      
                                                                                     
                           ========       ========       ========         ========     

Profit for the six months to 30 September 2010  includes results for the full six 
month period in respect of A&R Training Services Limited and S&S Training Services 
Limited (`A&R Group') , acquired  in  May  2009  and  February 2010  respectively. 
Comparatives  for 2009  include only five months results for A&R Training Services 
Limited.

I  am very  pleased  to report much improved results for Futures Training Services
Limited (Futures), which has returned a strong first half  performance compared to 
the same period in 2009. As  explained  in  previous reports, Futures' performance 
last  year  was  badly  affected  by  losses suffered on a Train to Gain contract. 
Actions taken to address this underperformance together with  the Board's decision 
at that time to reduce  reliance  on  this  area  of  Government funding have been 
successful.

The  interim  results  reflect  a  robust performance in  employability programmes,
which  comprise LearnDirect (undertaken by Futures) and Welfare to  Work programmes 
(undertaken  by  both Futures  and  A&R  Training  Services). Notwithstanding  this 
positive performance, it is  important  to note that the  welfare to work agenda is 
set to change, with  the  planned  introduction  of the Government's flagship `Work 
Programme'. The Work Programme will  replace existing  welfare to work initiatives, 
including those in which the Group participates (New  Deal and  Flexible New Deal). 
Details of the new initiative are still to  be confirmed and we await announcements 
later  this  year  or  early  next  year to determine the  full implications of the 
Government's  plans and,  importantly,   to   assess  the  nature  and  extent  of 
opportunities that exist for the Group. As a result of  these changes we anticipate 
that the strong growth recorded  in  the first half  will moderate in the remainder 
of the year as the transition from existing programmes is effected.

The Government funded vocational training sector  has  undergone significant change 
over the past few years. The pace of this change has accelerated over recent months, 
in  particular  following  the  election  of  the  new  Government in May 2010.  My 
appointment as  Chief Executive, which coincided with  the change in administration 
and its focus on bringing the fiscal  deficit under control, has  been an important 
but  timely  opportunity  for  the  Board  to  validate  its strategy. The  funding 
priorities, set out recently in the October Spending Review, provide  the essential 
underpinning  to  the  Group's  future  direction.   Whilst  the  full  detail  and 
implications of the Spending Review will not  emerge for several weeks, a number of 
important  announcements  have  been  made and their  likely impact on the Group is 
highlighted below.

The  Coalition's  announcement  of  an  additional  £250m  annually  for  adult
apprenticeship  training  is clearly  welcome news. Your  Board   remains committed 
to the  apprenticeship agenda  and  to increasing   apprenticeship  revenues,  both 
organically  and  through  acquisition.   A  key  driver  to  organic   growth  in 
apprenticeships  is  the Group's  continued  ability  to  attract, retain and train  
learners who are able to secure work based  employment. Whilst present and previous 
governments   have   rightly   continued  to   promote  the   value  and  worth  of  
apprenticeships  to  employers, it  is   ultimately  the  willingness  and  ability
of employers to provide apprenticeship placements that  will help drive the success
of the Group.

The Group also  works  with  local authorities  and colleges  to provide support to
young learners who  are not yet  ready  for employment. Encouraging  young learners
to attend preparatory  programmes that also incorporate placements, with  a view to 
securing  gainful  employment  in  the future, whether  apprenticeship or otherwise, 
is  an industry wide challenge. In this regard the announcement  of  the withdrawal
of the Educational Maintenance Allowance (EMA), for all but the most  disadvantaged, 
may have significant adverse effects on the  sector and Group's ability  to attract 
young  learners onto programmes in the future. These learners  rely  on the EMA, to 
varying  degrees, to  contribute  towards  meeting costs associated  with attending 
programmes. Group  revenues  arising from such programmes accounted for 8% of Group 
turnover during  the current period (2009: 8 %).The withdrawal of EMA may therefore 
have a  detrimental effect on  the ability of the sector to support the authorities 
in  addressing the `NEET' (not in employment, education or training) challenge that 
exists nationally.

The  announcement  that  Train  to  Gain  funding  is  set to be abolished had been
anticipated  by the Group. Revenues  relating  to this  funding represent less than
5% of Group turnover.

Woodspeen has made three acquisitions to date, in  what remains a highly fragmented 
sector. The Board believes that the recent announcement of the planned introduction 
of a Minimum  Contract Level (MCL) for training  providers from next year, expected 
to be  in  the region of £0.5m, will accelerate consolidation in the sector. Whilst 
the threshold  is  yet to be formally  confirmed, the  MCL  will  result in smaller 
providers losing  their direct  or  `prime'  contract  status  and  we believe will 
increase  the  acquisition  opportunities  within the sector. Our ability  to  move 
quickly  to  secure suitable  businesses,  with  financing  in  place, will  be  an 
important factor in the Group's future growth and level of success.

In  concluding  this  report,  we  are  mindful  that  the uncertain  impact of the
Government's austerity programme, together with  the  policy changes outlined above, 
will require  the Group to remain  watchful and  responsive. Notwithstanding  these 
uncertainties,  we  remain  cautious  but  confident that trading over the next six 
months will continue in line with expectations.


Si Hussain
Chief Executive

15 November 2010



WOODSPEEN TRAINING PLC

UNAUDITED CONSOLIDATED INCOME STATEMENT

PERIOD TO 30 SEPTEMBER 2010   


                                                                            Year
                                Note       6 Months       6 Months         Ended 
                                          September      September         March 
                                               2010           2009          2010
                                          Unaudited      Unaudited       Audited  
                                                                                 
                                                 £              £              £
                                                                                  
Revenue                         3        3,149,863      2,148,844      5,108,057
                                                                                 
Cost of sales                           (1,755,089)    (1,468,054)    (2,962,721)
                                                                                 
                                     -------------- -------------- --------------
                                                                                 
Gross profit                             1,394,774        680,790      2,145,336
                                                                                 
Administrative expenses                   (944,452)      (569,436)    (1,504,349)
                                                                                 
                                     -------------- -------------- --------------
                                                                                 
Profit/(Loss) from operations   3          450,322        111,354        640,987
                                                                                 
Finance revenue                                947            56             133
                                                                                 
Finance costs                               (9,148)       (10,255)       (21,560)
                                                                                 
                                     -------------- -------------- --------------
                                                                                 
Profit before taxation          2          442,121        101,155        619,560       
                                                                                 
Tax expense                               (127,702)       (28,431)      (192,172)     
                                                                                 
                                     -------------- -------------- --------------
                                                                                 
Profit for the period                      314,419         72,724        427,388       
                                                                                 
                                          ========       ========       ========      
                                                                                 
  * Basic and diluted           3            1.53p           0.39p          2.19p     

           

CONSOLIDATED Statement of COMPREHENSIVE INCOME
SIX MONTHS ENDED 30 SEPTEMBER 2010

There is no difference between the profit for the period shown and the total
comprehensive income.

Reconciliation of movements in total equity are given in the Statement of
changes in equity.


WOODSPEEN TRAINING PLC

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2010

                                 Note         As at          As at         As at         
                                          September      September         March         
                                              2010           2009           2010          
                                          Unaudited      Unaudited       Audited       
                                                                                      
                                               £              £              £             
                                                                                      
Assets                                                                                
                                                                                      
Non-current assets                                                                    
                                                                                      
Property, plant and                        196,272        124,328        145,007       
equipment                                                                             
                                                                                      
Intangible assets                        4,351,069      3,915,133      4,447,663     
                                                                                      
                                       -------------- -------------- -----------
                                                                                      
                                         4,547,341      4,039,461      4,592,670     
                                                                                      
                                       -------------- -------------- -----------
                                                                                      
Current assets                                                                        
                                                                                      
Trade and other                            779,363        737,347        941,273       
receivables                                                                           
                                                                                      
Cash and short term                      1,062,256        720,967        693,308       
deposits                                                                              
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
                                         1,841,619      1,458,314      1,634,581     
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
Total assets                             6,388,960      5,497,775      6,227,251     
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
Liabilities                                                                           
                                                                                      
Current liabilities                                                                   
                                                                                      
Trade and other payables                   624,352        279,268        536,187       
                                                                                      
Deferred revenue                                 -              -         13,261        
                                                                                      
Current tax liabilities                    380,201        322,655        270,514       
                                                                                      
Financial liabilities            4               -        100,000        250,000       
                                                                                      
Provisions                                 209,858              -        181,037       
                                                                                      
                                       -------------- -------------- -----------
                                                                                      
                                         1,214,411        701,923      1,250,999     
                                                                                      
                                       -------------- -------------- -----------
                                                                                      
Non-current liabilities                                                               
                                                                                      
Financial liabilities            4               -        300,000        100,000       
                                                                                      
Provisions                                   7,730              -          5,528         
                                                                                      
Deferred tax liabilities                   111,809        113,258        133,466       
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
                                           119,539        413,258        238,994       
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
Total liabilities                        1,333,950      1,115,181      1,489,993     
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
Net Assets                               5,055,010      4,382,594      4,737,258     
                                                                                      
                                          ========       ========       ========      
                                                                                      
Equity                                                                                
                                                                                      
Capital and reserves attributable to equity holders of the Company                    
                                                                                      
Issued share capital             5       2,052,000      2,052,000      2,052,000     
                                                                                      
Share premium reserve                    1,907,822      1,907,822      1,907,822     
                                                                                      
Merger reserves                            336,000        336,000        336,000       
                                                                                      
Retained earnings                          759,188         86,772        441,436       
                                                                                      
                                      -------------- -------------- ------------
                                                                                      
Total Equity                             5,055,010      4,382,594      4,737,258     
                                                                                      
                                          ========       ========       ========      

WOODSPEEN TRAINING PLC

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

PERIOD TO 30 SEPTEMBER 2010

                                           Six Months      Six Months     Year          
                                           Ended           Ended          Ended         
                                           September       September      March         
                                           2010            2009           2010   
                                           Unaudited       Unaudited      Audited

                                                 £              £              £ 
                                                                                        
Cash flows from operating                                                               
activities                                                                              
                                                                                        
Profit before taxation                     442,121        101,155        619,560       
                                                                                        
Adjustments for:                                                                        
                                                                                        
Depreciation of property, plant and         23,054         10,929         33,787        
equipment                                                                               
                                                                                        
Amortisation Depreciation of leasehold      31,023              -         34,703        
improvements                                                                            
                                                                                        
Loss on disposal of property, plant          1,828              -          2,586         
and equipment                                                                           
                                                                                        
Amortisation of                                                                         
intangibles - customer                                                                  
                                                                                        
contracts acquired on                       95,226         71,879        160,570       
acquisition                                                                             
                                                                                        
Amortisation of                              2,044            180          2,570         
intangibles - software                                                                  
                                                                                        
Share options - employee service             3,333              -              -             
charges                                                                                 
                                                                                        
Finance income                                (947)           (56)          (133)         
                                                                                        
Finance costs                                9,148         10,255         21,560        
                                                                                        
Increase in trade and                      161,910         95,452        (13,853)      
other receivables                                                                       
                                                                                        
Increase in trade and                       78,299        (89,519)       174,741       
other payables                                                                          
                                                                                        
                                       --------------  -------------- -----------
                                                                                        
Cash generated by                          847,039        200,275      1,036,091     
operations                                                                              
                                                                                        
Income taxes paid                          (39,672)             -       (260,771)     
                                                                                        
                                       --------------  -------------- -----------
                                                                                        
Cash flows from operating                  807,367        200,275        775,320       
activities                                                                              
                                                                                        
                                       --------------  -------------- -----------
                                                                                        
Cash flows from investing                                                               
activities                                                                              
                                                                                        
Acquisitions -                                   -      (2,850,202)   (3,565,638)   
Consideration                                                                           
                                                                                        
Acquisitions - Cash                              -         352,717       673,713       
acquired                                                                                
                                                                                        
Acquisitions - Expenses                          -         (33,787)      (48,963)      
                                                                                        
Purchase of plant and                      (76,147)         (6,931)      (40,034)      
equipment                                                                               
                                                                                        
Purchase of intangibles -                     (676)         (1,495)      (18,915)      
software                                                                            
                                                                                        
Interest received                              947              56           133           
                                                                                        
                                       --------------  -------------- --------------
                                                                                        
Net cash used in investing                 (75,876)     (2,539,642)   (2,999,704)   
activities                                                                              
                                                                                        
                                       --------------  -------------- --------------
                                                                                        
Cash flows from financing                                                               
activities                                                                              
                                                                                              
Proceeds from issue of                           -       1,196,000     1,196,000     
shares                                                                                  
                                                                                        
Expenses in connection with share                -         (67,106)      (67,106)      
issues                                                                                  
                                                                                        
Repayment of loan notes                   (350,000)              -      (125,000)     
                                                                                        
Interest paid                              (12,543)           (523)      (18,165)      
                                                                                        
                                       --------------  -------------- --------------
                                                                                        
Net cash used in financing                (362,543)      1,128,371       985,729       
activities                                                                              
                                                                                        
                                       --------------- -------------- --------------
                                                                                        
Increase/(Decrease) in cash and cash       368,948      (1,210,996)   (1,238,655)   
equivalents                                                                             
                                                                                        
Cash and cash equivalents at start of      693,308       1,931,963     1,931,963     
period                                                                                  
                                                                                       
                                       --------------  -------------- --------------
                                                                                        
Cash and cash equivalents at end of      1,062,256         720,967       693,308         
period                                                                                        
                                           ========        ========      ========      

WOODSPEEN TRAINING PLC

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

AS AT 30 SEPTEMBER 2010

                           Issued         Share          Merger         Retained       Total          
                           Share          Premium        reserve        earnings       Share-        
                           capital        account                                      holders       
                                                                                       equity        
                                                                                                     
                                £              £              £              £              £     
                                                                                                     
At 1 April 2009              976,000       1,854,928      336,000        14,048         3,180,976     
                                                                                                     
Transactions with owners:                                                                            
                                                                                                     
Placing of shares in       1,076,000         120,000            -             -         1,196,000     
period                                                                                               
                                                                                                     
Expenses of share issues           -         (67,106)           -             -           (67,106)      
                                                                                                     
Total comprehensive income         -               -            -        72,724            72,724        
                                                                                                     
                           ------------   ------------   ---------      --------        ----------
                                                                                                     
At 30 September 2009       2,052,000       1,907,822      336,000        86,772         4,382,594     
                                                                                                     
                            ========       ========      ========       ========         ========      
                                                                                                     
At 1 April 2010              976,000       1,854,928      336,000       441,436         4,737,258     
                                                                                                     
Transactions with owners:                                                                            
                                                                                                     
Employee share option                                                                                
schemes:                                                                                             
                                                                                                     
Value of options granted           -               -            -         3,333             3,333         
                                                                                                     
Total comprehensive income         -               -            -       314,419           314,419       
                                                                                                     
                           ----------     ----------     ---------      --------        ---------
                                                                                                     
At 30 September 2010       2,052,000       1,907,822      336,000        759,188        5,055,010     
                                                                                                     
                           ==========     ==========     ==========    =========        =========      

WOODSPEEN TRAINING PLC

NOTES TO THE UNAUDITED PRELIMINARY ANNOUNCEMENT

FOR THE PERIOD ENDED 30 SEPTEMBER 2010

1 Accounting policies

a. General information
   
The interim report was approved by the Board on 15 November 2010.

The consolidated interim financial information is unaudited and does not
constitute statutory accounts within the meaning of section 434(1) of the
Companies Act 2006.

The interim financial information has not been reviewed or audited by BDO LLP,
the Company's Auditors.

b. Basis of preparation
   
The interim financial  information  has  been prepared in accordance with the
reporting requirements of Plus Markets.

The  interim  report  should be read in conjunction with the annual financial
statements  for  the  period ended 31 March 2010, which have been prepared in
accordance with International Financial Reporting Standards (IFRSs) and IFRIC
interpretations  endorsed  by the European Union (EU) and with those parts of 
the Companies  Act  2006  applicable to groups preparing their accounts under 
IFRS.

Except as described below, the accounting policies applied in the preparation
of the interim financial information are consistent with those adopted in the
statutory  accounts  for  the  year ended 31 March 2010 as described in those
financial statements.

Taxes  on  income  in  interim  periods are accrued using the expected annual
effective tax rate that would be applicable to expected total annual earnings.

The following  amendment  to  a  standard, which  will  impact  the group, is
mandatory for the first time for the financial year beginning 1 April 2010.

Amendment  to  IFRS3  `Business Combinations': requires  acquisition costs be
written  off  through  the profit and loss account rather than capitalised as 
part  of  the cost of the asset and applies to all business combinations from 
1 April 2010.

Other than the above, the Directors do not believe that any other new standards, 
amendments to standards or interpretations are mandatory for the first time for
the financial year beginning 1 April 2010 will impact the Group.

The figures  for the year ended 31 March 2010 were derived from the statutory
accounts for that period. The statutory accounts  for the year ended 31 March
2010 were  approved  by  the Board of Directors on 28 June 2010 and have been
delivered to  the Registrar of Companies. The report of the auditors on those
accounts was unqualified  and did not contain statements under Section 498(2) 
or (3) of the Companies Act 2006.

c. Share based payments
   
The  Group  has  in  place  an EMI  Scheme under which options over 2,000,000 
shares were granted in the period.

The Group has applied the requirements of IFRS 2 Share-based Payment.

The fair  value of  the options  is determined at the date of grant, which is
expensed on a straight-line  basis  over the vesting period, being the period 
in  which  the  services are  received,  based on the Group's estimate of the
instruments  that  will  vest. Non-market  vesting conditions  are taken into
account in estimating the number of awards likely to vest.

At  each  balance sheet date  before vesting, the cumulative expense based on 
the number  of  options likely  to vest is calculated and the movement in the
cumulative expense since the previous balance sheet date is recognised in the
income  statement  as  an  employee expense, with a corresponding increase in
equity reserves.

Where an option is unable to  be exercised because vesting conditions are not
met (for example if the  employee leaves the employment) the employee expense
recognised in respect of the option is reversed.

The fair value of options is calculated using the Black-Scholes pricing model
or  other  appropriate  option  pricing model dependent upon the terms of the 
share option.

Deferred tax is recognised on unexercised share options in issue in line with
the taxation policies described in the statutory  accounts for the year ended 
31  March 2010. The  movement in  the  associated  deferred  tax  balance  is 
recognised through the income statement  to the extent that it relates to the 
corresponding cumulative share based payment charge  recognised in the income
statement. Additional movements are taken directly to equity.

d. Significant accounting estimates and judgements
   
The preparation of interim financial information requires management to make
judgments, estimates  and  assumptions  that affect the amounts reported for
revenues,  expenses,  assets,  liabilities  and  disclosures  of  contingent
liabilities at  the  date of the interim financial information. However, the
nature  of  estimation  means  that  actual outcomes could differ from those
estimates.

The key sources of estimation uncertainty in the preparation of the interim
financial information are as follows:

  * The measurement and impairment of goodwill, an intangible asset with an
    indefinite life.  The  Group determines whether goodwill is impaired on 
    an annual basis requiring an estimation of the value in use of the cash
    generating unit to which goodwill is allocated. This involves estimation 
    of future cash flows and choosing a suitable discount rate;
   
  * The determination of the fair value of intangible assets on acquisition 
    and their useful lives; and
   
  * The estimation of dilapidation provisions.
   
2 Segment information

The Board  considers  the  Group's  business through two reporting segments 
based on principal activity: the A&R group and FTC.

The A&R  group's  principal  activity  is  government  sponsored vocational 
training (Apprenticeships, Entry to Employment) in the West Yorkshire area.

FTC (Futures Training Centres) principal  activity  is government sponsored
employability  training  (Skills for Life and NVQs) in  the  south-east and
south-west of England.

The  Board  assesses  segment  performance based on operating profit before
exceptional  items  and  amortisation  of  acquired  intangible assets. The
performance of operating segments reviewed by the Board does not include any
allocation of  corporate  and  central costs.  Corporate  and  central costs,
although not an operating segment as defined by IFRS8 are reviewed by the Board
and shown as Unallocated in the table below.


                              Six Months                      Six Months                         Year              
                           September 2010                  September 2009                    March 2010           

                        Revenue         Profit/         Revenue         Profit/         Revenue         Profit/
                                       (Loss)                          (Loss)                          (Loss)  
                                                                                                               
                      £               £               £               £               £               £        
                                                                                                               
A&R Group             2,155,409       541,918         1,323,355       280,765         3,366,485       929,126  
                                                                                                               
FTC                     994,454       142,025           825,489       (22,079)        1,741,572        44,172  
                                                                                                               
                    --------------- --------------- --------------- --------------- --------------- -----------
                                                                                                              
                      3,149,863       683,943         2,148,844       258,686         5,108,057       973,298 
                                                                                                              
Unallocated                   -      (138,395)                -       (75,453)                -      (171,741)
                                                                                                               
                    --------------- --------------- --------------- --------------- --------------- -----------
                                                                                                              
Segmental revenue/    3,149,863       545,548         2,148,844       183,233         5,108,057       801,557 
profit                                                                                                        
                                                                                                              
                      ========        ========        ========        ========        ========        ========

The reconciliation of segmental profit to profit before taxation is as follows:

                    Six Months              Six Months                 Year          
                  September 2010          September 2009            March 2010          
                          Profit/                 Profit/              Profit/    
                          (Loss)                  (Loss)                (Loss)     
                                                                                     
                             £                       £                       £              
                                                                                     
Segmental              545,548                 183,233                 801,557        
profit                                                                               
                                                                                     
Exceptional                  -                       -                       -              
item                                                                                 
                                                                                     
Amortisation           (95,226)                (71,879)               (160,570)      
of acquired                                                                          
intangible                                                                           
assets                                                                               
                                                                                     
                      -----------              ----------            -----------
                                                                                     
                       450,322                 111,354                 640,987        
                                                                                     
Finance                    947                      56                     133            
income                                                                               
                                                                                     
Finance costs           (9,148)                (10,255)                (21,560)       
                                                                                     
                      -----------             -----------            -----------
                                                                                     
Group profit           442,121                 101,155                 619,560        
                                                                                     
                       ========                ========                ========       

Given the nature of the group's business, the Board  does not receive or review
balance  sheet  information  for  operating segments. In  accordance with IFRS8
total assets by  segment  are  disclosed. Segmental assets are considered to be
tangible fixed assets,  intangible  assets  (goodwill  and  customer  contracts
acquired on  business  combinations)  and  current  assets excluding tax assets,
group and cash balances.

Total segment assets are:

                   September 2010          September 2009           March 2010         
                        Segmental               Segmental            Segmental       
                           Assets                  Assets               Assets    
                                                                                    
                               £                       £                      £ 
                                                                                    
A&R Group              3,021,455               3,395,089              4,168,821     
                                                                                    
FTC                    2,292,880               1,373,491              1,348,775     
                                                                                    
                     -----------             -----------            -----------

Segmental              5,314,335               4,768,580              5,517,596     
assets                                                                              
                                                                                    
                       ========                ========               ========      

The reconciliation of segmental assets to total assets per balance sheet is as
follows:

                         Year to            16 Months to                Year to
                   31 March 2010           31 March 2009          31 March 2010
                           Total                   Total                  Total
                          Assets                  Assets                 Assets
                                                                                     
                              £                       £                       £     
                                                                                     
Segmental              5,314,335               4,768,580              5,517,596      
assets                                                                               
                                                                                     
Unallocated               12,369                   8,228                 16,347         
assets                                                                               
                                                                                     
Cash and               1,062,256                 720,967                693,308        
short-term                                                                           
deposits                                                                             
                                                                                     
                      -----------            -----------            -----------

Group assets           6,388,960               5,497,775              6,227,251      
                                                                                     
                      ========                ========                ========       

3 Earnings per share

The calculation of basic earnings per share is based on the earnings attributable 
to ordinary shareholders divided by the weighted number of shares in issue during
the period.

To  understand  the  underlying  trading  performance,  the  directors  feel  it 
appropriate  to  disclose  earnings per share before and after adjusting for the
amortisation  of  intangible assets acquired on acquisition of subsidiaries. The
calculation of adjusted earnings per share is set out below:

                                          Six Months      Six Months         Year
                                               Ended           Ended        Ended
                                           September       September        March       
                                                2010            2009         2010    
                                                                                    
                                                   £               £            £
                                                                                 
Earnings attributable to ordinary            314,419          72,724      427,388
shareholders                                                                        
                                                                                    
Amortisation of acquired intangible           95,226          71,789      160,570
assets                                                                              
                                                                                    
Taxation impact amortisation of              (26,544)        (19,856)     (44,601)
acquired intangible assets                                                          
                                                                                    
                                           ---------        ---------    ---------
                                                                                    
Adjusted profit on ordinary                  383,101         124,657      543,357        
activities after tax                                                                
                                                                                    
                                            ========        ========      ========       
                                                                                    
Weighted average number of shares -       20,520,000      18,576,522   19,542,951     
basic                                                                               
                                                                                    
                                               Pence          Pence         Pence
                                                                                    
Basic earnings per share                        1.53           0.39          2.19
                                                                                    
Amortisation of acquired intangible             0.46           0.39          0.82
assets                                                                              
                                                                                    
Taxation impact amortisation of                (0.13)         (0.11)        (0.23)
acquired intangible assets                                                          
                                                                                    
                                            ---------        ---------    ---------
                                                                                    
Adjusted basic earnings per share               1.86           0.67          2.78
(pence)                                                                             
                                                                                    
                                             ========       ========       ========

Diluted earnings per share is calculated by adjusting the weighted average
number of ordinary shares outstanding assuming conversion of all dilutive
potential Ordinary Shares of which there are none.

4 Financial liabilities

                                           September       September        March
                                                2010            2009         2010
                                                                                 
                                                   £              £              £
                                                                                 
Current                                                                          
                                                                                 
Convertible Loan Note                              -        100,000        200,000
                                                                                 
Loan Note                                          -              -         50,000        
                                                                                  
                                           ---------        ---------    ---------
                                                                                 
                                                   -        100,000        250,000       
                                                                                    
Non-Current                                                                      
                                                                                 
Convertible Loan Note                              -        300,000        100,000       
                                                                                 
                                           ---------        ---------    ---------
                                                                                 
                                                   -        400,000        350,000       
                                                                                  
                                            ========       ========       ========      

Convertible Loan Note

The  balance  of the  £400,000 (nominal value) of Convertible Loan Notes issued as
part  of  the  consideration  for  A&R  Training Services Limited was repaid early
during the period as permitted by the Convertible Loan Note Instrument.

Loan Note

The final  two  tranches  of  the  £75,000 (nominal value) of Loan Notes issued as
part of the consideration for  S&S Training Services Limited were redeemed  during 
the period.

5 Share capital

The Company has one class of Ordinary  shares  which carry equal voting rights and 
no right to fixed income.

                                                          Number               £
                                                                           
Authorised                                                                 
                                                                           
Ordinary shares of 10p each                          100,000,000      10,000,000
                                                                           
                                                     ===========      ==========  
                                                                           
Allotted, issued and fully paid                                            
                                                                           
As at 30 September 2009, £1 March 2010 and 30 September 2010               
                                                                           
Ordinary shares of 10p                                20,520,000       2,052,000 
                                                     ===========      ==========
                                                       

6 Dividends

The directors do not recommend payment of a dividend.

The consolidated interim financial statements  for the six months to 30 September 
2010 will be posted to shareholders.

Copies of the consolidated interim financial statements may be obtained  from the 
Company Secretary, Woodspeen Training plc, 32  Wingate  Road, Hammersmith, London 
W6 0UR, the Company's website or from the PLUS Markets Group website.

The directors of Woodspeen Training plc take responsibility for this announcement.

Contacts:

Woodspeen Training plc               Si Hussain                    0786 283 7437
                                     Lynn Chandler                 07932 753 799

Corporate Advisor
St Helens Capital Partners LLP       Oliver Cooke                  020 7368 6959

Broker
Fairfax I.S. PLC                     Ewan Leggat/Laura Littley     020 7598 5368


                                                                                                                                                

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