RNS Number:2367E
Eurocity Properties PLC
26 November 2002
EMBARGOED FOR RELEASE AT 0730 ON 26 NOVEMBER 2002
ANNOUNCEMENT
Eurocity Properties PLC ("Eurocity" or "the Company")
Eurocity is pleased to announce its interim results for the six months ended 30
September 2002.
The interim results have been incorporated into the offer document, which has
today been posted to Eurocity shareholders, containing the offer announced on 8
November 2002 by John East & Partners Limited on behalf of Panther Securities
P.L.C. for the whole of the issued share capital of the Company not already
owned by Panther Securities P.L.C.
Copies of the interim results are available from the Company's office at 38
Mount Pleasant London WC1X 0AP for one month from the date of this announcement.
CHAIRMAN'S STATEMENT
for the period ended 30 September 2002
Results
Turnover for the period was #728,913 (2001: #1,774,279). The reduction in
turnover principally reflects a reduction in the sale of trading properties.
Profit before taxation was #53,745 (2001: #141,003 loss). This apparent
improvement reflects the fact that Panther Securities PLC have made no
management charges to the Company and also certain exceptional credits resulting
from negotiated reductions of professional fees in respect of an aborted
transaction charged in the audited accounts for the year ended 31 March 2002.
Net asset value at the period end was #2,315,589 or 39.8p per share (31 March
2002: #2,261,844 or 38.8p per share).
Shareholders should note that the Company was cash negative during the period
and will require further short term financial support.
The Future
Shareholders will be aware of the offer for the Company by Panther Securities
PLC announced on 8 November 2002 ("the Offer"). For reasons fully explained in
the Offer document, having taken advice from the Company's nominated adviser,
Nabarro Wells & Co. Limited, I recommend shareholders to accept the Offer.
Nicholas Jeffrey LLB
Chairman
25 November 2002
CONSOLIDATED PROFIT AND LOSS ACCOUNT
for the period ended 30 September 2002
Period ended Period ended Year ended
Notes 30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
TURNOVER 3 728,913 1,774,279 2,891,324
Cost of trading properties sold (238,909) (1,214,692) (1,664,864)
Direct property expenses (28,009) (40,782) (83,986)
Administrative expenses:
- Exceptional 4 64,892 - (418,518)
- Other (180,823) (320,111) (818,918)
OPERATING PROFIT/(LOSS) 346,064 198,694 (94,962)
Profit/(loss) on sale of investment properties 1,675 - (160,177)
Interest receivable 1,104 1,873 5,983
Interest payable (295,098) (341,570) (756,336)
PROFIT/(LOSS) ON ORDINARY ACTIVITIES BEFORE TAXATION 53,745 (141,003) (1,005,492)
Taxation 6 - - -
PROFIT/(LOSS) ON ORDINARY ACTIVITIES AFTER TAXATION 53,745 (141,003) (1,005,492)
EARNINGS/(LOSS) PER SHARE
Basic 5 0.9p (2.6p) (18.1p)
Fully diluted 5 0.9p (2.6p) (18.1p)
Turnover and operating profit/(loss) are derived from the group's continuing
operations.
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
Period ended Period ended Year ended
30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
Profit/(loss) for the financial period 53,745 (141,003) (1,005,492)
Unrealised deficit on revaluation of investment properties - - (46,237)
Total recognised gains and losses relating to the period 53,745 (141,003) (1,051,729)
CONSOLIDATED BALANCE SHEET
30 September 2002
Notes 30 September 31 March
2002 2002
(Unaudited) (Audited)
# #
FIXED ASSETS
Investment properties and other tangible assets 10,730,815 10,732,144
CURRENT ASSETS
Stock - 229,988
Debtors 162,316 320,179
Cash at bank and in hand 60,373 309,651
222,689 859,818
CREDITORS: Amounts falling due within one year (1,298,532) (1,853,446)
NET CURRENT LIABILITIES (1,075,843) (993,628)
TOTAL ASSETS LESS CURRENT LIABILITIES 9,654,972 9,738,516
CREDITORS: Amounts falling due after more than one year (7,339,383) (7,476,672)
NET ASSETS 2,315,589 2,261,844
CAPITAL AND RESERVES
Called up share capital 7 2,912,670 2,912,670
Share premium account 663,581 663,581
Other reserve 53,711 53,711
Revaluation reserve 565,306 565,306
Profit and loss account (1,879,679) (1,933,424)
EQUITY SHAREHOLDERS' FUNDS 2,315,589 2,261,844
NET ASSET VALUE PER SHARE 39.8p 38.8p
CONSOLIDATED CASH FLOW STATEMENT
for the period ended 30 September 2002
Period ended Period ended Year ended
30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
Cash flow from operating activities 322,479 1,479,501 2,013,472
Returns on investments and servicing of finance (285,489) (338,062) (725,929)
Taxation - - -
Capital expenditure and financial investment 1,675 (3,605,920) (1,297,840)
Acquisitions (300,000) - (27,110)
CASH OUTFLOW BEFORE FINANCING (261,335) (2,464,481) (37,407)
Financing 180,285 2,451,767 1,476,261
(DECREASE)/INCREASE IN CASH IN THE PERIOD (81,050) (12,714) 1,438,854
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
Period ended Period ended Year ended
30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
(Decrease)/increase in cash in the period (81,050) (12,714) 1,438,854
Cash inflow from increase in debt (180,285) (2,451,767) (1,476,261)
Change in net debt resulting from cash flows (261,335) (2,464,481) (37,407)
Amortisation of finance costs (8,505) (1,635) (24,424)
MOVEMENT IN NET DEBT IN PERIOD (269,840) (2,466,116) (61,831)
NET DEBT BROUGHT FORWARD (7,613,423) (7,551,592) (7,551,592)
NET DEBT CARRIED FORWARD (7,883,263) (10,017,708) (7,613,423)
NOTES TO THE INTERIM ACCOUNTS
for the period ended 30 September 2002
1 BASIS OF PREPARATION
The financial information contained in this interim report does not constitute
statutory accounts within the meaning of section 240 of the Companies Act 1985.
The figures for the year ended 31 March 2002 are based upon the latest statutory
accounts which have been delivered to the Registrar of Companies; the report of
the auditors on those accounts was unqualified and did not contain a statement
under section 237(2) or (3) of the Companies Act 1985. The six months figures,
which have not been audited, use the same accounting policies as for the year
ended 31 March 2002, except that the investment properties have not been valued
at 30 September 2002 or 30 September 2001. The interim accounts were approved
by the Directors on 25 November 2002.
2 GOING CONCERN
At 30 September 2002, the group had net current liabilities of #1,075,843 and
long-term loans of #7,339,383. Subsequent to that date, the directors have
arranged financial support to enable the group to meet its short-term
liabilities and are confident that they will be able to procure additional
financial support if required. Consequently the directors are confident that
the group will now be able to meet its liabilities as they fall due for the
foreseeable future.
On this basis, the directors consider it appropriate to prepare the financial
information on the going concern basis. The financial information does not
include any adjustments that would result if this basis was not appropriate.
3 TURNOVER Period ended Period ended Year ended
30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
Rental income 488,913 525,779 1,127,934
Sale of trading properties 240,000 1,248,500 1,763,390
728,913 1,774,279 2,891,324
4 EXCEPTIONAL ADMINISTRATIVE CREDIT/(EXPENSE)
The exceptional administrative credit arose from negotiated reductions of
professional fees in relation to one aborted transaction charged in the audited
accounts for the year ended 31 March 2002.
5 EARNINGS/(LOSS) PER SHARE
The calculation of earnings/(loss) per ordinary share is based on the profit
after taxation of #53,745 (year to 31 March 2002: loss #1,005,492; period to 30
September 2001: loss #141,003) and on the weighted average number of ordinary
shares in issue during the period of 5,825,340 shares (year to 31 March 2002:
5,553,011 shares; period to 30 September 2001: 5,383,810 shares).
The 2,250,107 warrants, giving the holders thereof the right to subscribe for
one ordinary share, have an exercise price above the fair value of the company's
shares. Hence they are non dilutive.
6 TAXATION
There is no charge to corporation tax for the group due to the availability of
group taxation losses brought forward.
7 SHARE CAPITAL 30 September 31 March
2002 2002
(Unaudited) (Audited)
# #
Authorised:
60,000,000 ordinary shares of 50p each 30,000,000 30,000,000
Allotted, issued and fully paid:
5,825,340 ordinary shares of 50p each 2,912,670 2,912,670
8 CASH FLOWS Period ended Period ended Year ended
30 September 30 September 31 March
2002 2001 2002
(Unaudited) (Unaudited) (Audited)
# # #
Reconciliation of operating profit/(loss) to net
cash flow from operating activities
Operating profit/(loss) 346,064 198,694 (94,962)
Depreciation 1,329 630 796
Decrease in stock 229,988 1,164,760 1,612,430
Decrease/(increase) in debtors 157,863 (22,406) (283,619)
(Decrease)/increase in creditors (412,765) 137,823 778,827
Net cash flow from operating activities 322,479 1,479,501 2,013,472
INDEPENDENT REVIEW REPORT TO EUROCITY PROPERTIES PLC
Introduction
We have been instructed by the company to review the financial information set
out above, comprising consolidated profit and loss account, statement of total
recognised gains and losses, consolidated balance sheet, consolidated cash flow
statement and the related notes. We have also read the other information
contained in the interim report and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the directors. It is best
practice that the accounting policies and presentation applied to the interim
figures should be consistent with those applied in preparing the preceding
annual accounts except where any changes, and the reasons for them, are
disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
issued by the Auditing Practices Board as if that Bulletin applied. A review
consists principally of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and based thereon, assessing whether the accounting policies and presentation
have been consistently applied unless otherwise disclosed. A review excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with Auditing Standards and therefore provides a lower
level of assurance than an audit. Accordingly we do not express an audit
opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 September 2002.
BAKER TILLY
Registered Auditor
Chartered Accountant
2 Bloomsbury Street
London WC1B 3ST
25 November 2002
Enquiries to:
Nicholas Jeffrey, Chairman Tel: 01433 630938
Robert Lo/Keith Smith Tel: 020 7710 7400
Nabarro Wells & Co. Limited - Nominated Adviser
This information is provided by RNS
The company news service from the London Stock Exchange
END
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