RNS Number:5044D
Airbath Group PLC
30 September 2004

                               Airbath Group plc

                        Preliminary Results Announcement


Airbath Group plc (the "Company"), a specialist designer and manufacturer of
baths and bathwares, announces preliminary results for year ended 31 March 2004.

Summary:

-   Group's first full-time Chief Executive appointed today
-   Loss per share of 0.57p (2003: earnings per share 0.85p)

Commenting, John Parkinson, Executive Chairman, said: "Challenging trading
conditions last year, coupled with an ineffective implementation of Aquabeau's
sales and marketing strategy, led to a very disappointing result.  The sales and
marketing strategy implementation has been changed and demand for the Group's
products in the first quarter of this year was encouraging, but has fallen back
in the second quarter, particularly for the more expensive items.  However, we
continue to believe that there are many opportunities for growth, especially for
our Airbath(R) and Appollo(R) product range, and we remain committed to the
further development of the Group."


For further information please contact:

Airbath Group plc                                  Telephone - 01422 349401
John Parkinson, Executive Chairman

Westhouse Securities LLP                           Telephone - 0161 838 9140
Philip Johnson


CHAIRMAN'S STATEMENT

Financial results for the year

The challenging trading conditions referred to in the interim results announced
on 15 December 2003 continued from the third quarter into the fourth quarter of
the financial year under review in both Aquabeau and Brampton Housewares.  This
was exacerbated in the case of Aquabeau by an ineffective implementation of our
sales and marketing strategy.

Although the Group made a small operating profit pre exceptional costs, the loss
before tax of the Group was #442,000 (2003: profit of #559,000).  The loss per
share was 0.57p (2003: earnings per share of 0.85p).

Exceptional costs before taxation for the period were #186,000 (2003: #114,000),
relating principally to reorganisation and redundancy in both of the trading
companies of #95,000 (2003: #352,000), but also abortive deal fees of #66,000
(2003: nil).  During the year ended 31 March 2003 successful settlement of a
claim contributed an exceptional profit of #238,000.

Balance sheet

Net debt at 31 March 2004 was #3,760,000 (2003: #3,566,000).  The Group balance
sheet at 31 March 2004 shows net liabilities of #1,177,000 (2003: #1,215,000),
which is primarily due to a merger reserve of #4,142,000 arising on the demerger
of the trading companies from Aquarius Group plc in 2001.

Dividend

During the year no interim ordinary dividend was paid (2003: 0.10p).  In light
of the trading outcome for the financial year, the Board has decided that it
will not be appropriate to pay a final ordinary dividend.  In any case, the
deficit on profit and loss reserves prevents any distribution of dividends.
During the year, the Company accrued preference dividends of #182,000 (2003:
#192,000), but paid none (2003: #200,000).  Due to the deficit on profit and
loss reserves, the preference dividend of #182,000 (2003: #90,000) cannot be
paid and will not be paid in the foreseeable future.  The cost of this dividend
has been recognised in the profit and loss account as a finance cost and
credited back through profit and loss reserves.

Review of operations

Aquabeau - turnover #8,910,000 (2003:  #9,501,000)

Aquabeau's sales fell by 6.2% over the year and this resulted in a drop in full
year profits compared with last year.  Average gross margin fell, which was
partly due to an adverse shift in product mix.  However, Aquabeau continues to
make operating profits although this year's result was considerably behind last
year's in part as a result of the ineffective implementation of our sales and
marketing strategy mentioned above.  We remain committed to our strategy of
focusing on our niche and more profitable product ranges and to the marketing of
Airbath(R) products through our increasingly established "Centres of Excellence
".  Considerable effort has been put into improving the marketing of Aquabeau's
excellent products and to improving the quality of its sales force. We believe
that there are numerous opportunities for profitable growth in most of the
markets served by Aquabeau.  The Appollo(R) range of assisted bathing products
is directed at a growing market of both institutional and private clients.  The
moving water segment of the market is growing and this is served by both our
Airbath(R) range of products as well as our range of whirlpools.  Meanwhile, the
Aquarius range has performed well in the period and we expect this success to
continue. Aquabeau's strategy continues to focus upon expanding its range of
high margin products and strengthening its brands whilst exploiting
opportunities in all sections of the market.

Brampton Housewares - turnover #5,093,000  (2003: #5,802,000)

Brampton Housewares has continued to suffer in a tough market and sales fell by
12.2% compared to the previous year.  Profits for this company were considerably
behind those for the same period last year. The acquisition of one major
customer by another and a move to direct import by many customers have presented
considerable challenges.  Brampton's cost base has been cut to a level
appropriate to the expected level of turnover and considerable effort has been
put into developing new product ranges for a wider variety of customers.

Directors and staff

In January 2004, Clive Gilham resigned as Executive Chairman and I was asked to
step up from Non-executive Director to Executive Chairman, pending the
appointment of a new Group Chief Executive.  Since that time, the Board has been
working with Gartland Whalley and Barker plc ("GWB"), Airbath's majority
shareholder, to find the right team to take the Group forward.  I am delighted
to announce the appointment of Lawrence Warriner as full-time Group Chief
Executive and the return of Phillip Bennett, GWB's group managing director, as
Chairman.  I am therefore, today, returning to the role of Non-executive
Director. Lawrence Warriner is a professional manager with a sales and marketing
background and has eleven years experience in the kitchen and bathroom sectors.
He is also a qualified chartered accountant.  We welcome him to the Group, where
he will also act as managing director of Aquabeau Limited.  I would like to
thank my fellow directors and all of our employees for their continued and
enthusiastic support and commitment throughout the changes the staff and Group
have experienced.

Strategy

The Group's strategy is to focus the existing niche businesses on their
profitable brands and product ranges.  An emphasis on design and quality will
continue to be supported by a culture of customer service.

In April 2004, the Group announced that it had received an approach that might
lead to an offer being made. These talks have now stalled and so we consider it
unlikely that this approach will lead to an offer. Costs and fees incurred of
#66,000 relating to these discussions have been written off in the financial
year. However, the possibility of an offer cannot be ruled out and a further
announcement will be made as and when required and the Directors continue to
look at various corporate options. That said, the main focus over the coming
year will be supporting the new Group Chief Executive in driving the Group
forward.

Prospects and current trading

Demand for the Group's products in the first quarter of the current financial
year was encouraging but has fallen back in the second quarter, particularly for
the more expensive items.  Therefore the trend towards a product mix with lower
average margins has continued. We continue to believe that there are many
opportunities for growth, especially for our Airbath(R) and Appollo(R) product
range, and we remain committed to the further development of the Group.

Going concern

As explained in the Annual Report for the year ended 31 March 2003, the Group
breached its banking covenants during the year ended 31 March 2004.  All the
bank facilities are now repayable on demand and the revolving debt facility has
been reduced.  The overdraft and invoice discounting facilities have not been
affected.  Throughout 2004, the Directors have been in discussion with the
Group's bankers, who have indicated, based on knowledge of current trading
performance, that they are prepared to continue to provide adequate bank
facilities, subject to a number of conditions, including satisfactory future
trading performance.  The Bank has not demanded repayment of its loans.  The
Directors therefore believe it is appropriate that the financial statements be
prepared on a going concern basis.  Further details are given in note 2.

John Parkinson

Executive Chairman


30 September 2004


CONSOLIDATED PROFIT AND LOSS ACCOUNT
for year ended 31 March 2004

                                               Year ended 31 March 2004               Year ended 31 March 2003
                                      Pre-exceptional Exceptional            Pre-exceptional Exceptional  
                                                items       items     Total            items       items     Total      
                                                #'000       #'000     #'000            #'000       #'000     #'000

Turnover                                       14,003           -    14,003           15,303           -    15,303
Cost of sales                                 (9,771)           -   (9,771)         (10,156)           -  (10,156)
Gross profit                                    4,232           -     4,232            5,147           -     5,147
Distribution costs                              (784)           -     (784)            (805)           -     (805)
Administrative expenses                       (3,433)       (186)   (3,619)          (3,364)       (114)   (3,478)
Operating profit/(loss)                            15       (186)     (171)              978       (114)       864
Interest payable and similar                    (271)           -     (271)            (305)           -     (305)
charges
(Loss)/profit on ordinary                       (256)       (186)     (442)              673       (114)       559
activities before taxation
Tax on (loss)/profit on                           424          56       480            (184)          34     (150)
ordinary activities
Profit/(loss) on ordinary                         168       (130)        38              489        (80)       409
activities after taxation
Dividends paid and proposed:
- preference shares                             (182)           -     (182)            (192)           -     (192)
- ordinary shares                                   -           -         -             (25)           -      (25)
Retained (loss)/profit for                       (14)       (130)     (144)              272        (80)       192
the year

Basic and diluted (loss)/                                           (0.57)p                                  0.85p
earnings per share


There are no recognised gains or losses in the year other than the loss for the
year reported in this profit and loss account.

All the results derive from the continuing operations of the Group.

Details of the exceptional items are shown in note 3.


BALANCE SHEETS
as at 31 March 2004
                                                                          31 March 2004           31 March 2003
                                                                        Group     Company       Group     Company
                                                                        #'000       #'000       #'000       #'000
Fixed assets
Intangible assets                                                           3           -           3           -
Tangible assets                                                         1,519           -       1,681           -
Investments                                                                 -           -           -           -
                                                                        1,522           -       1,684           -
Current assets
Stock                                                                   1,570           -       1,788           -
Debtors                                                                 3,339         101       3,392         162
Cash                                                                        3           -           -           -
                                                                        4,912         101       5,180         162
Creditors: amounts falling due within one year                        (7,504)       (881)     (5,220)       (716)
Net current liabilities                                               (2,592)       (780)        (40)       (554)
Total assets less current liabilities                                 (1,070)       (780)       1,644       (554)
Creditors: amounts falling due after more than one year                     -           -     (2,758)           -
Provisions for liabilities and charges                                  (107)           -       (101)           -
Net liabilities                                                       (1,177)       (780)     (1,215)       (554)

Capital and reserves
Called up share capital                                                 2,856       2,856       2,856       2,856
Share premium account                                                      92          92          92          92
Other reserves                                                        (3,894)         248     (3,894)         248
Profit and loss account                                                 (231)     (3,976)       (269)     (3,750)
Shareholders' deficit                                                 (1,177)       (780)     (1,215)       (554)

Shareholders' deficit may be analysed as:
Equity interests                                                      (4,050)     (3,653)     (3,906)     (3,245)
Non-equity interests                                                    2,873       2,873       2,691       2,691
                                                                      (1,177)       (780)     (1,215)       (554)


CONSOLIDATED CASH FLOW STATEMENT
for the year ended 31 March 2004
                                                                           Year ended              Year ended
                                                                          31 March 2004           31 March 2003
                                                                        #'000       #'000       #'000       #'000

Net cash inflow from operating activities                                             192                   1,567

Returns on investments and servicing of finance
Interest paid                                                           (240)                   (276)
Preference dividends paid                                                   -                   (200)
Interest element of finance lease rentals                                 (4)                    (11)
Net cash outflow from returns on investments and                                    (244)                   (487)
servicing of finance
Taxation                                                                               86                     152

Capital expenditure

Purchase of tangible fixed assets                                       (212)                   (329)
Sale of tangible fixed assets                                               2                       8
Net cash outflow from capital expenditure                                           (210)                   (321)
Equity dividends paid                                                                   -                   (109)

Net cash (outflow)/inflow before financing                                          (176)                     802

Financing

Repayment of secured loan                                               (173)                   (316)
Capital element of finance lease payments                                 (3)                    (64)
Net cash outflow from financing                                                     (176)                   (380)

(Decrease)/increase in cash in the year                                             (352)                     422

Reconciliation of net cashflow to movement in net debt
                                                                                   #'000                   #'000

(Decrease)/increase in cash in the year                                            (352)                     422
Cash outflow from decrease in debt and lease                                         176                     379
financing
Non cash movements                                                                  (18)                    (18)
Movement in net debt                                                               (194)                     783

Reconciliation of operating profit to net cash inflow from operating activities
                                                                                    #'000                   #'000

Operating (loss)/profit                                                             (171)                     864
Non-cash exceptional item                                                               -                   (250)
Depreciation                                                                          372                     350
Decrease/(increase) in stock                                                          218                    (64)
Decrease in debtors                                                                    53                     369
(Decrease)/increase in creditors                                                    (280)                     298
Net cash inflow from operating activities                                             192                   1,567

The operating cashflow in relation to exceptional items amounted to #159,000
(2003: #364,000).


NOTES

1.    ACCOUNTS

The foregoing statements do not constitute the Group's statutory accounts.  The
Group's statutory accounts, on which the Company's auditors, KPMG Audit Plc,
have given an unqualified opinion in accordance with Section 235 of the
Companies Act 1985, are to be delivered to the Registrar of Companies.
Additional copies of the statutory accounts and this announcement are available
from the Companies registered office:  Crossley House, Belle Vue Park, Hopwood
Lane, Halifax HX1 5EB and from the office of its Nominated Adviser, Westhouse
Securities LLP, Church House, 90 Deansgate, Manchester M3 2GP.

2.    BASIS OF PREPARATION - GOING CONCERN

During the year, the Group breached its banking covenants.  All the bank
facilities are now repayable on demand, and the revolving debt facility is now
#2.0m.  The overdraft and invoice discounting facilities have not been affected.
Throughout 2004, the Directors have been in discussion with the Group's
bankers, who have indicated, based on knowledge of current trading performance,
that they are prepared to continue to provide bank facilities, subject to a
number of conditions, including satisfactory future trading performance.  The
Bank has not demanded repayment of its loans.

The Directors have considered various business scenarios which include forecasts
of the future sales revenue and cashflow that the Group is expected to generate.
These considerations have taken account of the 2004 trading performance, the
changes that the Directors have implemented in the business during 2004 and the
appointment of a full time Group Chief Executive with effect from today.  These
scenarios and forecasts indicate that the available level of facility will be
adequate for the Group's needs and will enable the Group to continue in
operational existence for the foreseeable future by meeting its liabilities as
they fall due for payment.  The forecasts have been prepared on the basis of
assumptions which are subject to an inherent degree of uncertainty principally
relating to the ability of the Group to achieve its forecast sales revenues.

Notwithstanding these uncertainties, having considered the assumptions,
appropriate sensitivities and the actions available to them, the Directors
believe it is appropriate that the financial statements be prepared on a going
concern basis.  The financial statements do not include any adjustments that
would result if the Company ceased to be a going concern.

3.    EXCEPTIONAL ITEMS

Exceptional (costs)/income recognised in arriving at the operating profit
comprise:
                                                                                  Year ended 31   Year ended 31
                                                                                     March 2004      March 2003
                                                                                          #'000           #'000

In respect of management changes and restructuring                                         (95)           (352)
In respect of insurance excess                                                             (25)               -
In respect of abortive deal fees                                                           (66)               -
In respect of demerger                                                                        -             238
Exceptional costs before tax                                                              (186)           (114)
Tax effect of exceptional items                                                              56              34
Exceptional costs after tax                                                               (130)            (80)


During the year, the Group entered discussions with a third party to explore
potential corporate opportunities.  These talks are not now expected to lead to
a deal, so #66,000 of costs incurred have been written off in the year.

During the year ended 31 March 2003, Airbath successfully negotiated a claim of
#250,000 with Aquarius Group plc in respect of certain costs borne by the
Airbath Group at or about the time of the demerger.  This claim was settled by
way of the waiver of preference shares and accrued preference dividends.
#12,000 of costs relating to the demerger were set against this income.
     
4.   DIVIDENDS

Dividends paid and proposed on ordinary and preference shares:

                                                                                  Year ended 31   Year ended 31
                                                                                     March 2004      March 2003
                                                                                          #'000           #'000
Ordinary shares:
Interim paid of nil (2003: 0.1p) per ordinary share                                           -              25
                                                                                              -              25
Preference shares:
7% preference dividend paid                                                                   -             101
7% preference dividend waived                                                                 -               1
7% preference dividend proposed                                                             182              90
                                                                                            182             192
There are insufficient distributable reserves to pay the proposed dividend on
the 7% cumulative preference shares.  The finance cost has been recognised in
the profit and loss account and credited back through the profit and loss
reserve.
     
5.   (LOSS)/EARNINGS PER SHARE

The calculation of the basic and diluted loss per share of 0.57p (2003: earnings
per share of 0.85p) is based on a loss of #144,000 (2003: profit of #217,000)
divided by the weighted average number of ordinary shares in issue during the
year of 25,408,461 (2003: 25,408,461).  There are no dilutive potential ordinary
shares in issue.

6.   AGM

The Annual General Meeting will be held at 11.30am on Thursday 16 December 2004
at Crossley House, Belle Vue Park, Hopwood Lane, Halifax HX1 5EB.

Editor's Notes:

Airbath Group has four well-established brands:
     
-    Airbath(R), which is the UK market leading brand of spa baths, which is 
     also applied to quality standard baths.

-    Aquarius Bathrooms, which is applied to standard baths and shower trays for 
     the mid-priced sector of the market.

-    Appollo(R), which is the assisted bathing brand applicable to a range of 
     products designed specifically for elderly, infirm and physically less able 
     users. These include baths with powered seats, walk-in baths and wheelchair 
     accessible shower trays.

-    Brampton Housewares, which manufactures, assembles and distributes ranges 
     of bathroom products that are sold by DIY chains, supermarkets, catalogue  
     stores and other retail outlets throughout the UK and Europe.

Website: www.airbathgroup.co.uk

About the Airbath(R) system:

The Airbath(R) system is a patented system invented by the founder of Airbath
International which involves warm air being pumped through hundreds of tiny
holes in the base of the bath. The Airbath(R) offers a very different bathing
experience from those offered by other moving water systems, in particular
whirlpool baths. There are a number of features that set the Airbath(R) apart
from competing products:
     
-    Unlike whirlpool baths, which typically have a small number of nozzles 
     through which water is pumped vigorously into the bath, each Airbath(R) has 
     between 185 and 385 air jets to provide a gentle "all over" massage effect.

-    The Airbath(R) pumps warm humid air through the water (using its patented 
     warm air injection system), unlike some rival products which pump cold air 
     causing bath water to cool faster.

-    The Airbath(R) is inherently more hygienic than whirlpool baths as there is 
     no danger of water from the last bath standing in the pipes between baths. 
     Airbath(R) are therefore particularly suited for hotels or other locations 
     where usage may be infrequent; and unlike whirlpool baths, which will only 
     work if the water is deep enough to cover the nozzles (which are often 
     fitted to the sides of the bath), an Airbath(R) will work with only a very 
     small amount of water covering the bottom of the bath. This makes Airbaths
     (R) well suited for bathing young children.


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