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AMR Armour Grp

3.25
0.00 (0.00%)
15 Jul 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Armour Grp LSE:AMR London Ordinary Share GB0000496611 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 3.25 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Preliminary Results (3857T)

06/12/2011 7:01am

UK Regulatory


Armour Group (LSE:AMR)
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TIDMAMR

RNS Number : 3857T

Armour Group PLC

06 December 2011

ARMOUR GROUP PLC

("Armour" or the "Group")

Preliminary Results for the year ended 31 August 2011

FINANCIAL HEADLINES

-- Sales GBP42.3 million (2010: GBP56.6 million).

-- Loss after taxation of continuing operations GBP2.5 million (2010: Profit GBP0.9 million).

-- Basic loss per ordinary share of continuing operations (3.1)p (2010: Earnings 1.4p).

-- Cash utilised in operations GBP1.3 million (2010: Generated by operations GBP1.8 million).

-- Net debt GBP6.9 million (2010: GBP5.7 million).

George Dexter, Chief Executive of Armour Group plc commented:

"The deterioration in consumer confidence caused by the weak economic environment, particularly in the UK, has made the year to 31 August 2011 the most challenging experienced by the Group. The performance of the Group has been severely affected by the collapse in retail demand, which has been felt most particularly in our home division. Whilst the UK is not technically in a recession, the impact on consumer confidence of the steady stream of poor economic data has resulted in a dramatic fall in consumer demand. The consumer electronics sector, which is our core market and by its very nature exposed to discretionary expenditure, has felt the full force of this downturn in consumer demand.

In response to the very difficult trading environment, the Group has implemented a restructuring of the home division and a cost reduction programme throughout all our operations, which has included the closure of our Chinese manufacturing facility. These cost reduction initiatives are expected to realise over GBP2.5 million in annualised savings.

Armour Automotive has enjoyed an encouraging recovery in its performance, with profits before exceptional items in the year increasing from GBP0.2 million to GBP0.8 million. In addition, our operations in Asia have continued to grow, with sales increasing by 99% to GBP1.1 million with every expectation that this will become a profitable operation in 2012.

The economic outlook in our core markets continues to be uncertain and the prospects of a recovery in consumer confidence and demand in the near term remain weak. The actions taken by the Group have significantly reduced its cost base and we anticipate an improved trading performance in 2012."

For further information please contact:

Armour Group plc Tel: 01892 502700

George Dexter, Chief Executive

John Harris, Finance Director

   FinnCap, Nominated Adviser and Broker                                            Tel: 0207 600 1658 

Geoff Nash

Stephen Norcross (Sales)

ARMOUR GROUP PLC

("Armour" or the "Group")

Preliminary Results for the year ended 31 August 2011

CHAIRMAN'S STATEMENT

The deterioration in consumer confidence caused by the weak economic environment, particularly in the UK, has made the year to 31 August 2011 the most challenging experienced by the Group. Group sales fell to GBP42.3 million (2010: GBP56.6 million), which generated a loss from operations before exceptional items and discontinued operations of GBP1.7 million (2010: Profit GBP1.2 million). The basic loss per ordinary share, before exceptional items and discontinued operations, was 1.8p (2010: Earnings per ordinary share 1.4p). The Group's net debt at 31 August 2011 was GBP6.9 million (2010: GBP5.7 million).

The performance of the Group has been severely affected by the collapse in retail demand, which has been felt most particularly in our home division. Whilst the UK is not technically in a recession, the impact on consumer confidence of the steady stream of poor economic data has resulted in a dramatic fall in consumer demand. The consumer electronics sector, which is our core market and by its very nature exposed to discretionary expenditure, has felt the full force of this downturn in consumer demand.

In response to the very difficult trading environment, the Group has implemented a restructuring of the home division and a cost reduction programme throughout all our operations, which has included the closure of our Chinese manufacturing facility. These cost reduction initiatives are expected to realise over GBP2.5 million in annualised savings. The major elements of the restructuring and cost reduction programmes are now complete and we have started the new financial year with a more streamlined structure and cost base, particularly in Armour Home.

Whilst Armour Home has found the market conditions very challenging, Armour Automotive has enjoyed an encouraging recovery in its performance, with profits before exceptional items in the year increasing from GBP0.2 million to GBP0.8 million. In addition, our operations in Asia have continued to grow, with sales increasing by 99% to GBP1.1 million with every expectation that this will become a profitable operation in 2012.

The recovery in Armour Automotive has been driven by strong demand for in-vehicle audio solutions supplied into the commercial vehicle market and our range of GPS and GSM antennae. As with the home division, retail sales in the automotive aftermarket have declined, although this decline has not been as marked as in home electronics. We remain confident that Armour Automotive will continue its recovery in 2012.

As with all other parts of the businesses, expenditure on new product development has been carefully reviewed. However, despite the market difficulties, the Group has continued to invest in new product development and has launched a number of new products during the year including two new ranges of award winning Q Acoustics speakers. New product development remains a fundamental part of the Group strategy and we believe it is a key ingredient to drive sales and deliver a sustainable recovery in performance.

This year has been very testing for our employees who have had to manage a considerable amount of change in a very short period of time. Despite this, they have worked with dedication and professionalism for the good of the Group. I would like to acknowledge the Board's appreciation of their commitment and effort over the course of the year.

The economic outlook in our core markets continues to be uncertain and the prospects of a recovery in consumer confidence and demand in the near term remain weak. The actions taken by the Group have significantly reduced its cost base and we anticipate an improved trading performance in 2012.

BOB MORTON

Chairman

5 December 2011

ARMOUR GROUP PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 August 2011

 
                                                    31 August   31 August 
                                                         2011        2010 
                                             Note      GBP000      GBP000 
------------------------------------------  -----  ----------  ---------- 
 Revenue                                      2        42,311      56,591 
 
 Changes in inventory of finished 
  goods and work in progress                            (503)     (1,057) 
 Raw materials and consumables                       (25,386)    (33,559) 
 Employee benefits costs                              (8,411)     (9,756) 
 Depreciation and amortisation expense                (1,660)     (1,573) 
 Other expenses                                       (8,016)     (9,474) 
------------------------------------------  -----  ----------  ---------- 
 Total expenses excluding exceptional 
  items                                              (43,976)    (55,419) 
------------------------------------------  -----  ----------  ---------- 
 Exceptional items                            3       (1,442)           - 
 Total expenses                                      (45,418)    (55,419) 
 (Loss)/profit from operations                2       (3,107)       1,172 
 Finance expense                                        (454)       (233) 
 Finance income                                            14           8 
 (Loss)/profit before taxation                        (3,547)         947 
 Taxation credit/(expense)                    5         1,078        (68) 
------------------------------------------  -----  ----------  ---------- 
 (Loss)/profit from continuing operations             (2,469)         879 
------------------------------------------  -----  ----------  ---------- 
 
 Loss on discontinued operation, 
  net of tax                                  4         (485)           - 
------------------------------------------  -----  ----------  ---------- 
 (Loss)/profit for the year                           (2,954)         879 
------------------------------------------  -----  ----------  ---------- 
 
 Other Comprehensive Income 
 Exchange gains on translation of 
  foreign operations                                       56          19 
------------------------------------------  -----  ----------  ---------- 
 Total Other Comprehensive Income                          56          19 
------------------------------------------  -----  ----------  ---------- 
 Total Comprehensive (Loss)/Income 
  for the year                                        (2,898)         898 
------------------------------------------  -----  ----------  ---------- 
 
 (Loss)/earnings per ordinary share           6 
 Continuing and discontinued operations 
 Basic                                                 (3.7)p        1.4p 
 Diluted                                               (3.7)p        1.4p 
 
 Continuing operations 
 Basic                                                 (3.1)p        1.4p 
 Diluted                                               (3.1)p        1.4p 
------------------------------------------  -----  ----------  ---------- 
 

ARMOUR GROUP PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 31 August 2011

 
                                           31 August   31 August 
                                    Note        2011        2010 
                                              GBP000      GBP000 
--------------------------------  ------  ----------  ---------- 
 
 Non-current assets 
 Goodwill                                     21,084      21,084 
 Other intangible assets                       3,842       4,319 
 Property, plant and equipment                 1,415       1,829 
 Deferred taxation asset                          26           - 
 Total non-current assets                     26,367      27,232 
--------------------------------  ------  ----------  ---------- 
 
 Current assets 
 Inventories                                   9,967      10,653 
 Trade and other receivables                   7,192       9,523 
 Cash and cash equivalents                       756         397 
--------------------------------  ------  ----------  ---------- 
 Total current assets                         17,915      20,573 
--------------------------------  ------  ----------  ---------- 
 Total assets                        2        44,282      47,805 
--------------------------------  ------  ----------  ---------- 
 
 Current liabilities 
 Bank overdrafts and borrowings              (7,661)     (5,613) 
 Trade and other payables                    (7,225)    (10,392) 
 Corporation taxation liability                 (31)       (182) 
 Provisions                                    (328)       (132) 
 Total current liabilities                  (15,245)    (16,319) 
--------------------------------  ------  ----------  ---------- 
 
 Non-current liabilities 
 Borrowings                                        -       (480) 
 Deferred taxation liability                       -       (946) 
 Total non-current liabilities                     -     (1,426) 
--------------------------------  ------  ----------  ---------- 
 Total liabilities                   2      (15,245)    (17,745) 
--------------------------------  ------  ----------  ---------- 
 Total net assets                    2        29,037      30,060 
--------------------------------  ------  ----------  ---------- 
 
 
 
 
 Equity 
 Share capital                       8         7,134       6,848 
 Share premium                                10,084       8,513 
 Other reserves                                  871         871 
 Retained earnings                            11,382      14,318 
 Translation reserve                             138          82 
 Share trust reserve                           (572)       (572) 
--------------------------------  ------  ----------  ---------- 
 Total equity                                 29,037      30,060 
--------------------------------  ------  ----------  ---------- 
 

ARMOUR GROUP PLC

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

For the year ended 31 August 2011

 
                            Share      Share       Other    Retained   Translation      Share     Total 
                          capital    premium    reserves    earnings       reserve      trust    equity 
                                                                                      reserve 
                           GBP000     GBP000      GBP000      GBP000        GBP000     GBP000    GBP000 
----------------------  ---------  ---------  ----------  ----------  ------------  ---------  -------- 
 
 At 1 September 
  2009                      6,848      8,513         871      13,602            63      (572)    29,325 
 
 Total Comprehensive 
  Income                        -          -           -         879            19          -       898 
 Share-based payments           -          -           -          32             -          -        32 
 Dividend paid                  -          -           -       (195)             -          -     (195) 
 
 At 31 August 
  2010                      6,848      8,513         871      14,318            82      (572)    30,060 
----------------------  ---------  ---------  ----------  ----------  ------------  ---------  -------- 
 
 Total Comprehensive 
  Loss                          -          -           -     (2,954)            56          -   (2,898) 
 Issue of equity              286      1,571           -           -             -          -     1,857 
 Share-based payments           -          -           -          18             -          -        18 
 
 At 31 August 
  2011                      7,134     10,084         871      11,382           138      (572)    29,037 
----------------------  ---------  ---------  ----------  ----------  ------------  ---------  -------- 
 

ARMOUR GROUP PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 August 2011

 
                                                       31 August   31 August 
                                                Note        2011        2010 
                                                          GBP000      GBP000 
--------------------------------------------  ------  ----------  ---------- 
 
 Cash flow from operating activities 
 Cash (utilised in)/generated from 
  operations                                     9       (1,308)       1,818 
 Income taxes recovered/(paid)                                82       (178) 
--------------------------------------------  ------  ----------  ---------- 
 Net cash (outflow)/inflow from operating 
  activities                                             (1,226)       1,640 
--------------------------------------------  ------  ----------  ---------- 
 
 Investing activities 
 Purchase of property, plant and equipment                 (395)       (401) 
 Sale of property, plant and equipment                        47          36 
 Expenditure on intangible assets                        (1,071)     (1,684) 
 Interest received                                            14           8 
--------------------------------------------  ------  ----------  ---------- 
 Net cash used in investing activities                   (1,405)     (2,041) 
--------------------------------------------  ------  ----------  ---------- 
 
 Financing activities 
 Dividend paid                                                 -       (195) 
 Issue of equity                                           1,857           - 
 New loans                                                11,870           - 
 Refinancing arrangement costs                             (305)           - 
 Repayment of loans                                      (5,473)     (1,000) 
 Interest paid                                             (365)       (196) 
--------------------------------------------  ------  ----------  ---------- 
 Net cash generated/(used) in financing 
  activities                                               7,584     (1,391) 
--------------------------------------------  ------  ----------  ---------- 
 Net increase/(decrease) in cash, 
  cash equivalents and bank overdrafts          10         4,953     (1,792) 
 Currency variations on cash, cash 
  equivalents and bank overdrafts                             63          23 
 Cash, cash equivalents and bank overdrafts 
  at the start of the year                               (4,260)     (2,491) 
--------------------------------------------  ------  ----------  ---------- 
 Cash, cash equivalents and bank overdrafts 
  at the end of the year                                     756     (4,260) 
--------------------------------------------  ------  ----------  ---------- 
 

ARMOUR GROUP PLC

Preliminary Announcement of the audited financial statements for the year ended 31 August 2011

   1.    Accounting Policies 

Basis of preparation

The Group's Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively "IFRS") issued by the International Accounting Standards Board as adopted by the European Union ("Adopted IFRS") and with those parts of the Companies Act 2006 applicable to companies preparing their financial statements under IFRS.

While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of IFRS, this announcement does not itself contain sufficient information to comply with IFRS. The Group expects to publish full financial statements that comply with IFRS in December 2011.

Various new standards, interpretations and amendments have become effective since 1 September 2010, but have had no material effect on the financial statements.

   2.    Segment Information 

The Group operates in the following main business segments:

Armour Automotive: The design, manufacture and supply of products for the in-vehicle communications and entertainment market;

Armour Home: The design, manufacture and supply of products into the Hi-Fi, home theatre, home entertainment and office furniture markets;

Armour Asia: The sale of Armour Automotive and Armour Home products into Asian markets and provision of supplier support services, including quality control, to the UK businesses; and

Central operations: The provision of group-wide support services including finance and future product concepts to the other business segments within the Group.

These segments are considered on the basis of different products and services. The accounting policies of the operating segments are the same as those described in the accounting policies in note 1.

 
 Year ended 31 August 2011             Armour    Armour    Armour       Central 
                                   Automotive      Home      Asia    operations      Total 
                                       GBP000    GBP000    GBP000        GBP000     GBP000 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Revenue                               14,354    26,870     1,087             -     42,311 
 Underlying profit/(loss) 
  for the year                            768   (1,059)     (275)       (1,099)    (1,665) 
 Exceptional items                      (106)   (1,336)         -             -    (1,442) 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Profit/(loss) from operations            662   (2,395)     (275)       (1,099)    (3,107) 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Balance Sheet 
 Assets                                10,415    14,287       422        19,158     44,282 
 Liabilities                          (5,314)   (7,952)     (384)       (1,595)   (15,245) 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Net Assets                             5,101     6,335        38        17,563     29,037 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Other 
 Additions to non-current 
  assets                                  339     1,086        41             -      1,466 
 Finance Expense                        (118)     (194)         -         (142)      (454) 
 Finance Income                             6         6         -             2         14 
 Taxation credit/(expense)                 14     1,122      (66)             8      1,078 
 Depreciation                             161       597         8             8        774 
 Amortisation of intangible 
  assets                                  250     1,297         -             1      1,548 
 Share-based payments                       4        12         -             2         18 
-------------------------------  ------------  --------  --------  ------------  --------- 
 
   2.    Segment Information (continued) 
 
 Year ended 31 August 2010             Armour    Armour    Armour       Central 
                                   Automotive      Home      Asia    operations      Total 
                                       GBP000    GBP000    GBP000        GBP000     GBP000 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Revenue                               13,252    42,794       545             -     56,591 
 Profit/(loss) from operations            163     2,633     (499)       (1,125)      1,172 
 Balance Sheet 
 Assets                                11,235    21,696       376        14,498     47,805 
 Liabilities                          (3,680)   (9,274)     (344)       (4,447)   (17,745) 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Net Assets                             7,555    12,422        32        10,051     30,060 
-------------------------------  ------------  --------  --------  ------------  --------- 
 Other 
 Additions to non-current 
  assets                                  350     1,724         9             2      2,085 
 Finance Expense                         (19)      (11)         -         (203)      (233) 
 Finance Income                             5         3         -             -          8 
 Taxation expense                        (16)     (252)       (4)           204       (68) 
 Depreciation                             178       403         7             8        596 
 Amortisation of intangible 
  assets                                  213       762         -             2        977 
 Share-based payments                       4        25         -             3         32 
-------------------------------  ------------  --------  --------  ------------  --------- 
 

Geographical information

 
                       Revenue by         Total non-current 
                         location         assets by location 
                       of customers 
                       2011      2010        2011        2010 
                     GBP000    GBP000      GBP000      GBP000 
-----------------  --------  --------  ----------  ---------- 
 United Kingdom      31,771    45,077      26,316      27,214 
 Sweden               2,103     1,927           8          10 
 France               1,328     1,461           -           - 
 Hong Kong              940     1,785          23           8 
 Other Countries      6,169     6,341          20           - 
-----------------  --------  --------  ----------  ---------- 
                     42,311    56,591      26,367      27,232 
-----------------  --------  --------  ----------  ---------- 
 
   3.    Exceptional items 

Over the course of the year and in response to the economic environment, the Group has implemented a restructuring programme, particularly within the Armour Home division. The restructuring involved redundancies and the closure of various UK operational activities, which in turn has necessitated the write-down of various assets held by the subsidiary undertakings. The exceptional costs incurred are shown below:

 
                                                          GBP000 
-------------------------------------------------------  ------- 
 
 Redundancy and agency termination costs                     638 
 Amounts written-off tangible fixed assets                   224 
 Amounts written-off intangible fixed assets                 438 
 Property exit, re-location and other associated costs       142 
-------------------------------------------------------  ------- 
 Total exceptional items                                   1,442 
-------------------------------------------------------  ------- 
 
   4.    Discontinued operations 

At the start of the year, in response to customer indicated demand, the Group set-up a Chinese manufacturing facility. Due to the subsequent curtailment of demand, continued operation of this facility which required a steady and reliable production volume, was no longer viable. Consequently, the facility was closed in May 2011. The costs of setting up and then terminating this now discontinued operation, and the associated tax credit, are shown below:

 
                                         31 August   31 August 
                                              2011        2010 
  Result of discontinued operation          GBP000      GBP000 
--------------------------------------  ----------  ---------- 
 Intra-group revenue                           342           - 
 Operating expenses                          (959)           - 
 Depreciation of tangible fixed assets         (2)           - 
 Tax credit                                    134           - 
--------------------------------------  ----------  ---------- 
 Loss for the year                           (485)           - 
--------------------------------------  ----------  ---------- 
 
 
                                               31 August   31 August 
                                                    2011        2010 
  Loss per share from discontinued operation       pence       pence 
--------------------------------------------  ----------  ---------- 
 Basic loss per share                              (0.6)           - 
 Diluted loss per share                            (0.6)           - 
--------------------------------------------  ----------  ---------- 
 

The statement of cash flows includes the following amounts relating to discontinued operations:

 
                                                31 August   31 August 
                                                     2011        2010 
                                                   GBP000      GBP000 
---------------------------------------------  ----------  ---------- 
 Operating activities                               (390)           - 
 Investing activities                                (19)           - 
---------------------------------------------  ----------  ---------- 
 Net cash utilised by discontinued operations       (409)           - 
---------------------------------------------  ----------  ---------- 
 
   5.    Taxation 
 
                                                         31 August   31 August 
                                                              2011        2010 
                                                            GBP000      GBP000 
------------------------------------------------------  ----------  ---------- 
 Current taxation credit/(expense) 
 UK Corporation Tax on result for the year                       -           - 
 Adjustment in respect of prior years                          258         261 
 Income taxation of overseas operations                       (24)        (42) 
------------------------------------------------------  ----------  ---------- 
 Total current taxation credit                                 234         219 
------------------------------------------------------  ----------  ---------- 
 Deferred taxation credit/(expense) 
 UK operations                                               1,227        (70) 
 Adjustment in respect of prior years                        (240)       (228) 
 Overseas operations                                           (9)          11 
------------------------------------------------------  ----------  ---------- 
 Total deferred taxation credit/(expense)                      978       (287) 
------------------------------------------------------  ----------  ---------- 
 Total taxation credit/(expense)                             1,212        (68) 
------------------------------------------------------  ----------  ---------- 
 
 Taxation credit/(expense) from continuing operations        1,078        (68) 
 Taxation credit from discontinued operations                  134           - 
------------------------------------------------------  ----------  ---------- 
 Total taxation credit/(expense)                             1,212        (68) 
------------------------------------------------------  ----------  ---------- 
 
   5.    Taxation (continued) 

The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the United Kingdom applied to the result for the year are as follows:

 
                                                   31 August   31 August 
                                                        2011        2010 
                                                      GBP000      GBP000 
------------------------------------------------  ----------  ---------- 
 (Loss)/profit for the year                          (2,954)         879 
 Total taxation (credit)/expense                     (1,212)          68 
------------------------------------------------  ----------  ---------- 
 (Loss)/profit before taxation                       (4,166)         947 
 
 (Loss)/profit multiplied by the rate of UK 
  corporation tax of 27.16% (2010: 28%)                1,131       (265) 
 Effects of: 
 Expenses not deductible for taxation purposes          (52)        (31) 
 Taxation credits                                        134         189 
 Lower taxation rates on overseas profit and 
  marginal relief                                          6           6 
 Differences arising from variation of taxation         (25)           - 
  rates 
 Adjustments in respect of prior years                    18          33 
------------------------------------------------  ----------  ---------- 
 Total taxation credit/(expense)                       1,212        (68) 
------------------------------------------------  ----------  ---------- 
 
   6.    (Loss)/earnings per ordinary share 

Basic (loss)/earnings per ordinary share are calculated using the weighted average number of ordinary shares in issue during the financial year of 79,850,588 (31 August 2010: 65,056,067). Diluted (loss)/earnings per ordinary share are calculated with reference to 79,850,588 (31 August 2010: 65,056,067) ordinary shares. The effect of the exercise of options on the weighted average number of ordinary shares in issue is Nil (31 August 2010: Nil).

At the Company's general meeting held on 23 February 2011, the share capital was reorganised which gave rise to the creation of deferred shares (Note 8). These deferred shares have restricted and minimal rights whereby holders are not entitled to receive any dividend or other distribution. The deferred shares are therefore excluded from the weighted average, and diluted weighted average, ordinary shares in issue during the financial year.

At 31 August 2011, the Armour Employees' Share Trust held 3,424,000 (31 August 2010: 3,424,000) ordinary shares. The weighted average number of ordinary shares held by the Armour Employees' Share Trust during the year of 3,424,000 (31 August 2010: 3,424,000) is not included in either the weighted average, or diluted weighted average, ordinary shares in issue during the financial year.

Underlying (loss)/earnings per ordinary share are also shown calculated by reference to earnings before exceptional items, discontinued operations and share-based payments. The Directors consider that this gives a useful additional indication of underlying performance. The term "underlying" is not defined under IFRS and may not therefore be comparable with similarly titled profit measures reported by other entities.

 
                                     31 August 2011               31 August 2010 
                                          Basic   Diluted              Basic   Diluted 
                                GBP000    pence     pence    GBP000    pence     pence 
----------------------------  --------  -------  --------  --------  -------  -------- 
 (Loss)/profit for the 
  year                         (2,954)    (3.7)     (3.7)       879      1.4       1.4 
 Discontinued operations, 
  net of tax                       485      0.6       0.6         -        -         - 
----------------------------  --------  -------  --------  --------  -------  -------- 
 Continuing operations         (2,469)    (3.1)     (3.1)       879      1.4       1.4 
----------------------------  --------  -------  --------  --------  -------  -------- 
 Exceptional items, net 
  of tax                         1,045      1.3       1.3         -        -         - 
 Share-based payments               18        -         -        32        -         - 
----------------------------  --------  -------  --------  --------  -------  -------- 
 Underlying (loss)/earnings    (1,406)    (1.8)     (1.8)       911      1.4       1.4 
----------------------------  --------  -------  --------  --------  -------  -------- 
 
   7.    Dividend 

The Board did not recommend a dividend for the year ended 31 August 2010 and has not recommended a final dividend for the year ended 31 August 2011.

The dividend proposed in the financial statements as at 31 August 2009, and approved by shareholders at the Annual General Meeting held on 28 January 2010, is shown as paid in the 2010 comparative figures.

   8.    Share capital 

On 23 February 2011, each 10p ordinary share in issue was sub-divided into one new ordinary share of 1p each and one deferred share of 9p each. Each authorised but unissued ordinary share was sub-divided into 10 new ordinary shares of 1p each. On the same date, the Company issued 28,571,429 new ordinary shares of 1p each by way of a placing at 7p per share.

 
                                     Nominal value                        Number 
                            -------------------------------  -------------------------------- 
                             Ordinary 
                               shares   Ordinary   Deferred    Ordinary   Ordinary   Deferred 
                                   of     shares     shares      shares     shares     shares 
  Authorised                      10p         of         of          of         of         of 
                                 each    1p each    9p each    10p each    1p each    9p each 
                               GBP000     GBP000     GBP000        '000       '000       '000 
--------------------------  ---------  ---------  ---------  ----------  ---------  --------- 
 At 1 September 2010           15,000          -          -     150,000          -          - 
 Sub-division of shares 
  in issue                    (6,848)        685      6,163    (68,480)     68,480     68,480 
 Sub-division of unissued 
  shares                      (8,152)      8,152          -    (81,520)    815,199          - 
--------------------------  ---------  ---------  ---------  ----------  ---------  --------- 
 At 31 August 2011                  -      8,837      6,163           -    883,679     68,480 
--------------------------  ---------  ---------  ---------  ----------  ---------  --------- 
 
 
                                          Ordinary   Ordinary   Deferred 
                                            shares     shares     shares 
                                                of         of         of 
                                          10p each    1p each    9p each 
  Allotted, called up and fully paid:       Number     Number     Number 
  number                                      '000       '000       '000 
--------------------------------------  ----------  ---------  --------- 
 In issue at 1 September 2010               68,480          -          - 
 Sub-division of shares                   (68,480)     68,480     68,480 
 Issued during the period                        -     28,571          - 
--------------------------------------  ----------  ---------  --------- 
 In issue at 31 August 2011                      -     97,051     68,480 
--------------------------------------  ----------  ---------  --------- 
 
 
                                    Ordinary   Ordinary   Deferred 
                                      shares     shares     shares 
                                          of         of         of 
  Allotted, called up and fully     10p each    1p each    9p each     Total 
  paid: GBP'000                       GBP000     GBP000     GBP000    GBP000 
--------------------------------  ----------  ---------  ---------  -------- 
 In issue at 1 September 2010          6,848          -          -         - 
 Sub-division of shares              (6,848)        685      6,163     6,848 
 Issued during the period                  -        286          -       286 
--------------------------------  ----------  ---------  ---------  -------- 
 In issue at 31 August 2011                -        971      6,163     7,134 
--------------------------------  ----------  ---------  ---------  -------- 
 

The new ordinary shares of 1p each have the same rights as the previous ordinary shares of 10p each. No new share certificates were issued in respect to the new ordinary shares of 1p each, the existing certificates continuing to be valid and accepted as evidence of title for the new ordinary shares.

The deferred shares of 9p each have restricted and minimal rights, whereby:

-- Holders are not entitled to receive any dividend, or other distribution or to receive notice or speak or vote at general meetings of the Company,

-- On a return of assets on a winding up, holders are only entitled to amounts paid up on such shares after the repayment of GBP10 million per ordinary share,

   --     The deferred shares are not freely transferable, 

-- The creation and issue of further shares which rank equally or in priority to the deferred shares or the passing of a resolution of the Company to cancel the deferred shares or to effect a reduction of the capital shall not constitute a modification or abrogation of their rights,

-- The Company has the right at any time to purchase all of the deferred shares for an aggregate consideration of GBP1.00,

-- No application has or will be made for the deferred shares to be admitted to trading on AIM or any other stock exchange,

   --     No share certificates have or will be issued for any of the deferred shares. 
   9.    Net cash flow from operations 
 
                                                  31 August   31 August 
                                                       2011        2010 
                                                     GBP000      GBP000 
-----------------------------------------------  ----------  ---------- 
 
 (Loss)/profit for the year                         (2,954)         879 
 Depreciation of property, plant and equipment          776         596 
 Amortisation of intangible assets                    1,058         977 
 Impairment of intangible assets                        490           - 
 Share-based payments                                    18          32 
 Finance income                                        (14)         (8) 
 Finance expense                                        454         233 
 Income tax (credit)/expense                        (1,212)          68 
-----------------------------------------------  ----------  ---------- 
 EBITDA*                                            (1,384)       2,777 
-----------------------------------------------  ----------  ---------- 
 Gain on sale of property, plant and equipment 
  and fair value adjustments                           (14)       (165) 
 Decrease in inventories                                686       1,028 
 Decrease in trade and other receivables              2,331         353 
 Decrease in trade, other payables and 
  provisions                                        (2,927)     (2,175) 
-----------------------------------------------  ----------  ---------- 
                                                         76       (959) 
-----------------------------------------------  ----------  ---------- 
 Net cash (utilised in)/generated from 
  operations                                        (1,308)       1,818 
-----------------------------------------------  ----------  ---------- 
 

* EBITDA is defined as the (loss)/profit before interest, taxation, depreciation, amortisation and share-based payments.

10. Reconciliation of net cash flow to movement in net debt

Net debt incorporates the Group's borrowings and bank overdrafts, less cash and cash equivalents. A reconciliation of the movement in the net debt from the beginning to the end of the year is shown below:

 
                                          31 August   31 August 
                                               2011        2010 
                                             GBP000      GBP000 
---------------------------------------  ----------  ---------- 
 
 Net increase/(decrease) in cash, cash 
  equivalents and bank overdrafts             4,953     (1,792) 
 New loans                                 (11,870)           - 
 Repayment of loans                           5,473       1,000 
 Other non-cash movements                       235        (17) 
---------------------------------------  ----------  ---------- 
 Increase in net debt                       (1,209)       (809) 
 Opening net debt                           (5,696)     (4,887) 
---------------------------------------  ----------  ---------- 
 Closing net debt                           (6,905)     (5,696) 
---------------------------------------  ----------  ---------- 
 

11. Publication of non-statutory accounts

The financial information set out in this preliminary announcement does not constitute the Group's financial statements for the year ended 31 August 2011 and the year ended 31 August 2010.

The financial statements for the year ended 31 August 2010 were prepared in accordance with Adopted IFRS and have been delivered to the Registrar of Companies. The financial statements for the year ended 31 August 2011 will be delivered to the Registrar of Companies following the Company's Annual General Meeting. The auditors' report on both accounts was unqualified, did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain statements under sections 498(2) or (3) of the Companies Act 2006.

The full audited financial statements of Armour Group plc for the period ended 31 August 2011 are expected to be posted to shareholders no later than 31 December 2011 and will be available to the public at the Company's registered office, Lonsdale House, 7-9 Lonsdale Gardens, Tunbridge Wells Kent, TN1 1NU and available to view on the Company's website at www.armourgroup.uk.com from that date.

12. Annual General Meeting

The Annual General Meeting will be held at the offices of Armour Automotive Limited, Woolmer Industrial Estate, Bordon, Hants GU35 9QE on Tuesday 31 January 2012.

ABOUT ARMOUR

Armour Group is the United Kingdom's leading consumer electronics group within the home and in-vehicle communications and entertainment markets, committed to designing, manufacturing and distributing leading-edge audio and visual products and solutions.

Armour Group has two principal UK based operating divisions, Armour Home and Armour Automotive, and Armour Asia based in Hong Kong. The Group employs over 200 people across operating sites in the UK, Scandinavia and Hong Kong.

The Group possesses a strong brand portfolio, including more than 6,000 products and accessories, which is underpinned by innovative product development and investment in proprietary technology.

An unrivalled distribution capability ensures that products are supplied direct to more than 6,000 retail outlets within the UK and to customers in 66 countries worldwide. Armour Group is also a leading supplier of audio and visual technology to a host of non-retail customers including vehicle manufacturers, hotel chains, house builders and custom installers.

The Group's strength is based on 5 fundamentals:

   --      Strong, recognised and award-winning brands 
   --      Quality product portfolio 
   --      Structured programme of product innovation 
   --      Unrivalled distribution into the UK's retail electronics market 
   --      First class customer service 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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