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RNS Number:6586U Kensington Group PLC 27 January 2004 27 January 2004 Kensington Group plc Full-year results ended 30 November 2003 KENSINGTON DELIVERS STRONG EARNINGS AND DIVIDEND GROWTH, EXCEEDING EXPECTATIONS, AND REPORTS INCREASING MOMENTUM IN POSITIVE TRADING UPDATE "2003 saw another excellent performance from Kensington. New business completions doubled, credit quality remained strong and we continued to maintain tight control over costs. Recent trading has seen new business volumes remaining high with a valuable contribution from our direct distributor TML, resulting in accelerating growth in the mortgage book and greater momentum for future earnings. We are therefore confident in our ability to sustain strong and disciplined earnings growth in our specialist developing market." John Maltby, CEO Kensington Group plc Financial Highlights * Profit before tax and goodwill amortisation up 23% to #37.1 million (2002: #30.2 million) * Earnings per share before goodwill amortisation up 21% to 48.5p (2002:40.0p) * Annualised post tax return before goodwill amortisation on average equity of 25% (2002: 25% on a fully taxed basis) * Recommended final dividend per share up 100% to 7.0p (2002: 3.5p), a total of 10.0p for the year (2002: 5p) Significant growth through broadening distribution * New business completions up 98% to #2.0 billion, TML contributing #545m. * Increased distribution via 2,500 new brokers, a 50% increase in Mortgage Packager introductions, and a 100% increase in National Accounts business, which is business introduced by other mainstream lenders such as Lloyds TSB, Zurich, Derbyshire Building Society and Norwich Union. Improving Credit Performance * Average new business Loan to Value ratio ("LTV") remains low at 78% with less than 0.1% having an LTV of above 90%. The ratio of mortgages advanced to borrowers' income steady at 2.5 compared with an industry average of 2.7. * The number of accounts 90 days or more in arrears at the year end fell to 5.2% (Nov 2002: 6.4%). Annualised losses remained below 0.1% for the year and provisions for bad and doubtful debts fell to 0.5% of mortgage assets under management (2002: 0.6%), reflecting excellent risk performance. Low cost funding * #1.9 billion of bonds were successfully issued through three securitisations, which attracted a broad and diverse investor base. The credit ratings of subordinated bonds from the first twelve securitisations have been upgraded and the outstanding bonds from the first seven deals have been called and their investors successfully repaid. Positive outlook * Increasing earnings momentum supported by a 63% increase in mortgage assets under management to #3.1 billion. * New business completions in the first month of the new financial year (December 2003) were up 38% compared to December 2002 and, at the end of December 2003, the new business pipeline was up 35% at over #400m. FINANCIAL HIGHLIGHTS 2003 2002 Change #m #m % Net interest income 59.1 43.5 +36 ___ ___ ___ Total operating income 88.0 60.6 +45 Operating expenses (45.5) (25.2) +81 Provisions for bad and doubtful debts (5.4) (5.2) +4 ___ ___ ___ Profit before taxation and goodwill amortisation 37.1 30.2 +23 Goodwill amortisation (2.4) (0.4) +500 ___ ___ ___ Profit before taxation 34.7 29.8 +16 Tax on profit (11.0) (7.5) +5 ___ ___ ___ Profit after taxation 23.7 22.3 +6 ___ ___ ___ Mortgage assets under management 3,117.8 1,907.9 +63 New business originations 2,015.5 1,018.3 +98 Shareholders' funds 99.2 86.8 +14 2003 2002 Change p p % Earnings per share - basic 44.1 39.3 +12 Earnings per share - basic before goodwill amortisation 48.5 40.0 +21 Earnings per share - diluted 43.2 38.9 +11 Dividend per share 10.0 5.0 +100 ENDS. Enquiries John Maltby, Group Chief Executive Geoffrey Pelham-Lane Kensington Group plc - 020 7297 7800 Financial Dynamics - 020 7269 7194 Notes to Editors Kensington Group plc, ("Kensington") which trades as Kensington Mortgages and The Mortgage Lender, is a leader in the UK specialist residential mortgage market. Kensington provides mortgages to borrowers who do not conform to the underwriting criteria of traditional suppliers of mortgages in the UK such as the self-employed, contractors, older borrowers, temporary employees, borrowers who require larger loans and those with an adverse credit history. Kensington is the only independent lender in the non-conforming mortgage market listed on the London Stock Exchange. PRELIMINARY ANNOUNCEMENT OF RESULTS YEAR ENDED 30 NOVEMBER 2003 FINANCIAL HIGHLIGHTS AND FINANCIAL RECORD 2003 2002 2001 2000 1999 Continuing operations #m #m #m #m #m Interest receivable 183.5 138.8 136.2 116.5 64.3 Interest payable (124.4) (95.3) (96.3) (86.2) (48.5) _____ _____ _____ _____ _____ Net interest income 59.1 43.5 39.9 30.3 15.8 Fees and commissions receivable 61.1 37.8 23.0 14.0 6.8 Profit on sale of mortgages 1.2 - - - - Fees and commissions payable (33.4) (20.7) (14.2) (12.6) (7.2) _____ _____ _____ _____ _____ Total operating income 88.0 60.6 48.7 31.7 15.4 Operating expenses (45.5) (25.2) (17.8) (18.0) (13.6) Goodwill amortisation (2.4) (0.4) - - - Provisions for bad and doubtful debts (5.4) (5.2) (5.9) (5.5) (2.4) _____ _____ _____ _____ _____ Profit before taxation 34.7 29.8 25.0 8.2 (0.6) Tax on profit (11.0) (7.5) (7.5) (2.4) 1.5 _____ _____ _____ _____ _____ Profit after taxation being the profit for the financial year 23.7 22.3 17.5 5.8 0.9 _____ _____ _____ _____ _____ Mortgage assets under management 3,117.8 1,907.9 1,500.5 1,261.0 844.7 New business originations 2,015.5 1,018.3 686.1 680.7 526.4 Shareholders' funds 99.2 86.8 70.6 53.8 9.6 2003 2002 2001 2000 1999 p p p p p Earnings per share - basic 44.1 39.3 30.6 14.6 2.4 Earnings per share - basic (before goodwill amortisation) 48.5 40.0 30.6 14.6 2.4 Earnings per share - diluted 43.2 38.9 30.2 14.4 2.3 Dividend per share 10.0 5.0 2.0 - - The figures for the years ending 30 November 2000 and 30 November 1999 were restated in the annual report for the year ending 30 November 2001. Further details of the restatement are given in that report. CHAIRMAN'S STATEMENT "What does Kensington do?" is a question I am frequently asked. In this statement, I will outline what we do and put the group in perspective in the UK mortgage market. The Kensington Group provides mortgages to the growing number of people that find themselves excluded from the lending criteria of the traditional banks and building societies. This applies to the increasing number of the recently self-employed who have not yet developed a financial track record. It also applies to contract workers as well as those who may have experienced difficulties in the past and have an adverse credit history. "Isn't lending in this sector more risky?" Whilst Kensington's customers have different credit profiles from the standard, they have good, above-average incomes (on average around #40k p.a.), they have significant equity to invest in their home (on average over 22%) and are borrowing on good quality properties (the vast majority are valued between #70k and #250k). Sustaining a successful business in this market requires a thorough, considered and informed approach to understanding, pricing and managing the risks of these loans. Kensington is a leading independent specialist in this field and employs an experienced team of underwriters to check, verify and approve every application. Whilst we use sophisticated technology tools to support our risk decisions we do not rely on automated credit scoring techniques to make decisions for us. We have specialist risk experts in all parts of our business such as the staff who manage our customer relationships including those who help customers that are having difficulty with their mortgage payments. It is this specialist approach and expertise that has made Kensington successful and will continue to do so in the future. "How do we fund the business?" We lend money from funds provided by a number of leading international banks. These lines of credit (known as "warehouse lines") typically amount to several hundred million pounds and, as at the end of November 2003, we had #1.5bn of warehouse capacity. Two or three times a year we package the mortgage loans from the warehouse lines together and refinance them by selling bonds into the capital markets. This is known as securitisation and Kensington has completed more securitisation transactions over the past five years than any other lender in Europe. In the last year Kensington securitised on three occasions for a total amount of #1.9bn. "Which products do we market and how?" We sell to consumers through intermediaries (typically mortgage brokers and Independent Financial Advisors); we sell through relationships with other high street lenders or national financial institutions and we provide mortgages through our direct distribution business, The Mortgage Lender ("TML"). In 2003 around 45% of these mortgages were provided to fund the purchase of a borrower's home. The other 55% were re-mortgages often for home improvements and for those who wish to consolidate debt. Both these markets are expanding and the Kensington Group has considerable expertise and distribution capability. It is therefore well positioned for future growth. Kensington is prudently and efficiently managed. The average loan to value ("LTV ") on new business in 2003 was 78% and the average mortgage written was #100,000. Arrears remained low and actual losses remained below 0.1% of mortgage assets under management. Kensington monitors its costs as a percentage of income closely and this was little changed during the year at 38% for the Kensington Mortgage Company ("KMC") business. Cash flow was sound and on 30 November 2003 the cash resources of the group totalled #92 million. You will see from John Maltby's report that gross lending for the year was over #2bn and net lending was well over #1bn resulting in a mortgage book at the end of 2003 of over #3bn. Profit before tax and goodwill increased by 23% to #37 million and the Board are recommending a final dividend of 7p payable on 30 April 2004, making the total dividend for the year 10p. Last year in my statement I said that the 'outlook for interest rates is benign'. The situation remains little changed, with a similar outlook for 2004. Bank of England base rates were recently increased by 0.25% to 3.75%. Historically this is low. But then so is inflation. With the pound relatively strong against the dollar and the euro it is likely that inflation will remain around current levels. The housing market is stable - particularly in the sector of the market in which Kensington operates - and is likely to remain so. Even so, Kensington is not complacent and continues to strengthen and implement risk management systems and processes to support the business should interest rates or unemployment increase. The group is growing strongly and to accommodate this growth we moved the head offices in November to Paddington. Kensington now employs 410 people, largely based in London and Southampton. I should like to place on record my thanks to all our employees and management who oversaw another highly successful year for the Kensington Group. Their dedication and expertise are highly valued and appreciated. In addition, John Herring, who has had many years experience in corporate finance, joined the group as a non-executive director in April 2003. We welcome him. Our objective is to continue to enhance shareholder value. We remain committed to this and have confidence that we shall continue to grow through strong organic growth and through selective acquisitions. P G Birch Chairman CHIEF EXECUTIVE'S REVIEW 2003 saw another great performance from Kensington Group plc ("Kensington"). Strong earnings growth and excellent new business volumes were underpinned by disciplined credit controls, strong portfolio performance and a continued focus on cost-efficiency. The 23% improvement in pre-tax profits to over #37m (prior to goodwill amortisation) was supported by a doubling of new business completions to over #2bn. Earnings per share (before goodwill amortisation) rose by 21% to 48.5p (2002 - 40.0p) and return on equity has been maintained above 25%. Kensington's significant growth in 2003 has been delivered through the successful implementation of its distribution strategy and a sustained careful, prudent and specialist approach to managing and mitigating risk. Each of the three main distribution channels; mortgage intermediaries, direct distribution through TML and National Accounts relationships have grown well during the year. TML has proved to be an excellent acquisition, delivering incremental, lower-risk business, and providing first-hand feedback from prospective mortgage consumers about their specific requirements and needs, allowing us to enhance product development. Mortgage assets under-management grew by over 60% from #1.9bn to #3.1bn and, this, together with a healthy new business offer pipeline indicates significant earnings momentum for the future. Kensington continues to grow and, in 2003, outgrew its existing premises and relocated its head office to Paddington, West London. Market Context The economic climate during 2003 remained positive with continuing low interest rates and low unemployment. Consumer confidence remained high, recovering from a dip around the time of the Iraqi conflict. This environment together with a continuing shortage of quality residential properties resulted in another buoyant year for the housing market. Competition across the traditional mortgage market continued to be fierce. This led to increasing interest in the higher margin and higher growth specialist sector where Kensington remains a leader. This competition and the continuing consumer appetite for investing in property helped the UK mortgage market to grow by 24% in 2003 (source: Council of Mortgage Lenders). During this period of strong growth and intensifying competition, Kensington maintained its leadership position and increased its market share through developments in distribution and service delivery. In November 2003, the UK saw its first increase in interest rates for nearly 4 years. We expect interest rates to continue to rise during 2004 but that they will remain at historically low levels. However, Kensington has taken care to ensure that it is not overly exposed to changes in the interest rate environment or to "cooling-off" in property hot spots. This has been achieved through ensuring that income multiples remain below industry averages, average loan-to-value ratios ("LTV") remain low and we continue to lend on quality properties (mainly in the #70,000 to #250,000 value range). We have ensured that we do not have concentrations in geographic areas and market segments that we view as more vulnerable to a changing economic environment, with less than 0.6% of new lending on properties above #500,000. In addition, only around 3% of the portfolio is for buy-to-let and only around 7% is in Inner London. Kensington Mortgage Company ("KMC") We are encouraged by the performance of our lending business ("KMC"). The 98% growth in new business volumes was supported by strong operational performance. Arrears fell again, loan losses continued to reduce from their historic low levels, costs remained under control with the KMC cost/income ratio stable at 38%, and product margins on new business remained healthy at 3.73% above LIBOR. With new mortgage completions of over #2bn and mortgage redemptions remaining stable, over #1.25bn of net lending was added to the portfolio which ended the year above #3bn. Continuing our focus - Market leadership through specialism and broad and valued distribution KMC has continued to offer an attractive and broad range of products designed for the wide diversity of customers in its market. During 2003, lower risk, lower margin products (offered by KMC for the first time in 2002) delivered around 38% of new business. In addition, well over 2,500 brokers used KMC for the first time in 2003 justifying the investments we have made in our sales and distribution. Distribution via mortgage intermediaries grew by over 50% during 2003 and remained KMC's largest distribution channel representing over 60% of new business. National Accounts business, which is introduced by other mainstream lenders such as high street banks, insurance companies and estate agents, once again more than doubled during 2003. For the first time, during the fourth quarter of 2003, we completed over #20m of mortgages in a month from National Accounts. In 2003 Kensington was successful in being selected for the national roll-out for Lloyds TSB and it has added Zurich, Derbyshire Building Society and Norwich Union to its National Account relationships which now total over 25. KMC is recognised by introducers as a leader in the specialist secured lending market. The breadth and attractiveness of our products and the quality of our service resulted in KMC being awarded joint 2nd place in a 2003 national survey of mortgage introducers for "Overall Lender of the Year". Risk Management at the core of the KMC business KMC operates in specialist markets that require a focused and specialist approach to risk management. Lending to the self-employed, to borrowers with adverse credit history and other non-conforming borrowers requires expertise, experience and discipline. The KMC business has been designed to understand, price, mitigate and manage the risks inherent in its market. The approach has been developed over the past eight years and has been enhanced by the depth of experience in its management team. Throughout the life of a relationship with a customer, from enquiry through to redemption, we have built in verification processes, contact strategies and relationship techniques that bring together the best technology solutions with the individual skills and expertise of our experienced risk professionals. New Business Risk Management In 2003, KMC continued to originate first charge mortgage loans in line with its prudent lending criteria. The average LTV ratio for new business was 78% and high LTV lending was avoided with less than 0.1% above 90% LTV. Affordability of mortgage payments was also maintained with the average ratio of the loan advanced to the borrower's income at around 2.5 compared with the industry average of 2.7 (source: Council of Mortgage Lenders). Kensington continued to invest heavily in developing our underwriting resource. Our 42 mortgage underwriters have an average of 14 years mortgage lending experience and now represent more than 33% of the staff working in the KMC business. Collections The success of KMC's proactive, innovative and effective consumer management process has once again been demonstrated during 2003. The number of accounts 30 days or more in arrears in November 2003 fell to 11.5% (down from 12.4% in November 2002) and the number of accounts 90 days or more in arrears in November 2003 fell to 5.2% (down from 6.4% in November 2002). Annualised losses were again below 0.1 % of mortgage assets under management for the year. KMC maintained its prudent approach to bad-debt provisioning with provisions falling to 0.50% of the mortgage assets under management as a result of the excellent risk performance. Low cost funding During 2003, Kensington issued #1.9bn of bonds into the fixed income markets through three successful securitisations: Residential Mortgage Securities ("RMS ") 14; RMS 15 and RMS 16. At #800m, RMS16 was its largest deal to date and was issued in three currencies (#, $ and Euro) to continue to attract a broad and diverse bond investor base. In the early part of the year the bond markets became more volatile, partially as a result of the Iraqi conflict. However, investor appetite remained strong for Kensington's securities which continued to sell well. The credit ratings of subordinated bonds from the first twelve RMS transactions have been upgraded and the outstanding bonds from the first seven deals have been called and their investors successfully repaid. Bond spreads returned to more normal levels by the fourth quarter of 2003 and we continue to believe that securitisation is a reliable and secure funding method for the group. However, we have started to implement new funding strategies. In November 2003, Kensington completed its first portfolio sale totalling #60m of loans, to West Bromwich Building Society. TML TML was acquired by Kensington in September 2002. During 2003 it has performed well and has reinforced its position as a leading direct-to-consumer distributor of specialist mortgages. TML distributed #545m of first-charge mortgages for KMC under its own brand. In addition, TML's broker business, Your Personal Finance ("YPF") generated a further #50m of mortgage loans for other lenders. As a result, income from YPF and insurance protection policies continued to grow strongly and both are expected to be an increasing source of profits for the Group. The quality of business originated by TML remains high with product margins in excess of 3.4% over LIBOR and average LTV's below 72%. During 2003 around 92% of TML's business was re-mortgages. In contrast around 36% of KMC's intermediary and National Account business was re-mortgages. TML's brand has been established as a recognised, quality brand in this increasingly competitive distribution channel. It has been able to maintain its efficient approach to generating enquiries and, in a recent NOP poll, its product icon ("Henry the House") achieved an encouraging level of unprompted awareness of 50% from its target sector. During 2003 the effect of the TML business on the Group's results was broadly earnings neutral as all of its origination costs are written off in the first year. However, from 2004, we expect TML to have a material and positive impact on Kensington's earnings as the interest income from the business originated by TML gains momentum. Looking forward - Continuing to prosper in a changing and developing market Current Trading Trading has remained strong with new business generation for the fourth quarter of 2003 at #615m (up by over 75% on the fourth quarter 2002). This momentum has continued during December 2003 with completions up by over 38% compared with the same period in the previous year. The new business pipeline stood at over #400m at the end of December 2003, up by 35% on the position at the end of 2002. Competing in a regulated environment In October 2004, first-charge mortgage lending will be regulated by the Financial Services Authority ("FSA"). Kensington is highly supportive of the forthcoming regulation and has been actively involved in the development of the rules and guidelines. Mortgage regulation will set rules and guidance covering the level, format and clarity of information presented to consumers and the processes and competence of regulated firms. Mortgage regulation will apply to lenders, intermediaries, mortgage servicers and mortgage arrangers. Kensington is well prepared for regulation and plans to submit its applications early in 2004 for its three regulated businesses. KMC will be regulated as a lender, TML as a direct distributor and YPF, our broker business, as an adviser on mortgage and general insurance products. We expect mortgage regulation to have some important implications for the mortgage lending and intermediary markets such as increasing costs of compliance and it may also result in intermediary consolidation. Kensington is a responsible lender and has invested heavily in its lending and management processes and controls. It has broad distribution sources and works with its introducers closely. As a result, Kensington is well-positioned to benefit from the changes arising from regulation. Competing successfully in a less buoyant market Whilst we expect interest rates and unemployment to remain relatively low, our business model, lending practices and processes have been designed for a full economic cycle and we are therefore well prepared for a change in the economic environment or a change in the mortgage market. The strengths of the Kensington approach - prudent LTV's, low income multiples, specialist underwriting and collections, will prove to be even more critical in a more challenging environment. We believe strongly that the investment in these core skills and experience will further differentiate Kensington from less specialist or developed lenders and will lead to further opportunities for the Group. In a more challenging environment, losses and arrears may rise across the whole mortgage industry, although we do not anticipate a return to the levels seen in the last downturn. In addition, we believe that there are specific factors to consider when appraising the industry. We believe that customers will prioritise payments on their secured lending above unsecured debt, particularly given that with Kensington loans they have on average 20-30% of their own equity at stake. Whilst the number of house purchase transactions may reduce, we expect the impact to be lower in Kensington's market due to the immaturity of this sector. Similarly, although a slow-down in house-price inflation may reduce remortgage volumes in the prime market, Kensington is well-placed to benefit from growth arising from customers consolidating their unsecured debt through remortgaging their primary residence. A slowdown in remortgage activity in the prime market is also likely to lead to a reduction in redemptions for KMC resulting in a larger portfolio generating more net interest income. Finally, we expect some recent entrants into our market to find trading more difficult and as a result they may tighten lending criteria which will provide further opportunities for specialist lenders like Kensington. Strategy - Continued delivery of profitable, sustained and disciplined growth Kensington's success over the past eight years has been delivered through its focus on risk management, specialist skills, distribution breadth and funding expertise. These strengths will continue to underpin Kensington's future success as it delivers against its strategy for each of its core businesses. KMC will continue to lead the market in specialist mortgages through intermediaries. In particular, we expect to see fast growth in our relationships with our Corporate Accounts comprising our National Account partners and leading intermediary firms. We believe that our investment in technology, specialist risk approaches and skills together with the impact of regulation will mean that KMC continues to grow ahead of the market. Further broadening of distribution and product range is expected as KMC seeks to leverage its recognised strengths in the market. TML will build on its initial success. It will focus on capturing a larger share of the direct distribution market, and is re-engineering its processes to increase cost-efficiency and increase the conversion rate of enquiries into mortgage completions. Furthermore, it will invest in growing the broker business, YPF, to maximise the return by offering a full range of mortgage products to consumers that contact us. Kensington will continue to seek development opportunities in other specialist markets that require a combination of superior risk management, funding and distribution skills together with a considered and innovative growth approach. Opportunities will be judged using strict criteria, the most important of which is that they will deliver value to shareholders. In Conclusion The Kensington Group is performing well. The business continues to generate positive cash flow. This enabled the Board to buy-back over 3.2 million shares in 2003 and recommend, once again, a significant increase in dividend. During 2004, we will seek to further enhance shareholder value by continuing our progressive dividend policy and through the use of share buy-backs if appropriate. The current position of the business is sound. We are excited about the further opportunities for growth through acquisition and organic development and we remain confident in Kensington's continuing ability to deliver strong earnings growth. J N Maltby Chief Executive FINANCIAL REVIEW Result for the year Kensington Group plc ("Kensington") has made substantial progress during 2003. Significant increases in new business volumes, encouraging progress in TML and investment in new offices and infrastructure have improved the momentum for new business and earnings growth for the coming years. Profit before tax and the amortisation of goodwill increased by 23% to #37.1m (2002 - #30.2m). The profit after tax was #23.7m, compared to #22.3m for 2002 which had included the benefit of a reduced tax charge. Earnings per share, before goodwill, are up 21% to 48.5p (2002 - 40.0p). The directors are recommending payment of a final dividend of 7p per share, making a total of 10p per share for the year, following which #18.5m of retained earnings will be credited to reserves. Total shareholders' funds have increased by 14% to #99.2m (2002 - #86.8m). The retained earnings were supplemented by #1.1m in respect of new shares issued to satisfy the exercise of share options and reduced by #7.2m following the buy-back and cancellation of existing shares during the year. Trading performance During the year we advanced #2,015m of first charge mortgage loans to our customers which represents a 98% increase over the amount lent during 2002 of #1,018m. As a result, total mortgage assets under management at the end of the year increased by 63% to #3,118m (2002 - #1,908m). Net interest income increased by 36% to #59.1m during the year (2002 - #43.5m). This reflects a 49% increase in the average assets under management, reduced by the lower net interest margin earned on the portfolio. An increasing proportion of new business volumes comprises products which have a lower risk profile and hence attract a lower rate of interest from borrowers. Consequently, the weighted average product margin over LIBOR achieved on the portfolio during 2003 has reduced by 0.25%. However, the cost of originating these products is lower and there is a lower provision required for potential losses. Income from fees and commissions receivable, which includes application fees, insurance commissions and early redemption charges, increased by 62% to #61.1m (2002 - #37.8m). Arrangement fees earned by TML during 2003, included in this category, amounted to #21.9m for the first full year, compared to #5.8m included in this category of income for 2002. Mortgage Early Redemption fees increased by 21% to #32.5m (2002 - #26.9m) reflecting the growth in the portfolio. During the year we completed our first sale of mortgage loans to a subsidiary of West Bromwich Building Society which generated a profit on sale of #1.2m. Further details of the transaction are given below. Of the #2,015m new business originated during the year, #1,470m was generated from our traditional distribution and #545m from TML. The direct cost of originating new mortgage loans, being fees and commissions payable, increased by 61% to #33.4m (2002 - #20.7m). Within this category, origination costs for new business from sources other than TML were #21.7m (2002 - #17.6m) representing a 23% increase and reflecting the increase in new business volumes from these sources. Origination costs for new business generated by TML were #11.7m (2002 - #3.1m) reflecting the increase in new business as the activities of TML are included for the first full year in 2003. Operating expenses were increased by 81% to #45.5m (2002 - #25.2m), again as the effect of TML is included for the first full year. Operating expenses within KMC have increased by 32% to #28.8m (2002 - #21.8m) as the infrastructure of the business is enhanced to accommodate the significant increases in new business during the year. Importantly, the cost to income ratio within KMC has remained constant at 38% when compared to 2002. Operating expenses within TML are included for the first full year in 2003 amounting to #16.7m (2002 - #3.4m). We have made considerable investment in the infrastructure in TML during the year to provide the platform for future growth and the disciplines of mortgage regulation. The cost base is in line with our expectations for the year. The charge for provisions for losses against mortgage assets under management includes the amount required to increase our balance sheet provisions to #15.5m (2002 - #11.7m) representing 0.50% (2002 - 0.61%) of those assets. The actual losses incurred continue to be low and the total charge for provisions for bad and doubtful debts has increased by 4% to #5.4m (2002 - #5.2m). During the year, the actual write off of losses reduced to #1.6m (2002 - #2.1m) reflecting the improving performance of the portfolio. The provision for bad and doubtful debts has been calculated prudently using an approach consistent with the previous year. TML Kensington acquired TML in 2002 at an initial cost of #16.8m resulting in initial goodwill of #16.0m. Further contingent consideration becomes payable if TML exceeds certain thresholds for profit after tax and new business volumes introduced to KMC in each of the three years to 30 November 2005. A provision for further consideration of #8.0m has been made at 30 November 2003 based on the results for the year to 30 November 2003 and projections of the performance of TML for the two years to 30 November 2005. This generates additional goodwill of #8.0m which will be amortised over the remainder of the period of amortisation for the initial goodwill. The adequacy of the provision for additional consideration will be assessed at 30 November 2004 and 30 November 2005. TML generates value to the Group through trading in its own right and through the introduction of new mortgage business to KMC. However, the origination costs of new business introduced by TML are written off as they are incurred and before the new mortgages create income. The impact of the trading results of TML, which are included in the consolidated profit and loss account for the first full year in 2003, is broadly neutral. KMC generated an operating profit on the mortgages originated by TML during the year of #6.4m, compared to a negligible contribution in 2002. TML generated fee income of #21.9m (2002 - #5.8m) and incurred overheads of #16.7m (2002 -#3.4m). Direct origination costs were #11.7m (2002 - #3.1m) resulting in a negative contribution of #6.5m (2002 -#0.7m). Sales of mortgage loans During the year we completed our first sale of mortgage loans as a complementary diversification of our funding programme. #60m of mortgage loans were sold to West Bromwich Mortgage Company Limited, a subsidiary of West Bromwich Building Society, generating a profit on sale of #1.2m, after deducting the direct costs of acquisition. The market for the purchase and sale of portfolios of mortgage loans has developed over the last few years. It represents an alternative long-term strategy for the financing of new mortgage loans and we expect to complete further sales in future years. Cash flow In 2003, cash balances and other liquid resources have increased by #28.3m. Kensington generated positive cash flows of #18.0m (2002 - #29.5m) from operating activities during the year. Financing the substantially increased new business volumes restricted the free cash flow when compared to the previous year. Payments of corporation tax and dividends amounted to #9.2m (2002 - #8.7m) and a further #7.1m (2002 - #4.2m) was utilised to finance the share buy-backs. A further #1,353.0m was generated from net new financing and the proceeds of new share issues of which #1,326.4m was utilised for capital expenditure and net investment in mortgage loans. Surplus funds generated from operations and net new financing amounted to #28.3m (2002 - #26.4m). In 2002, #15.9m of this surplus was utilised to finance the acquisition of TML. Mortgage loans During the year mortgage assets under management increased by 63% to #3,118m (2002 - #1,908m) of which #2,856m (2002 - #1,773) have been securitised. Securitised loans are disclosed on the balance sheet with the appropriate net non-recourse finance deducted from them. The profile of new loans originated during the year, taken from the Kensington data warehouse, is shown below: Number of loans made 20,246 Total value of loans #2,015m Average size of each loan #100,000 Weighted average loan-to-value (1) 77.6% Loans for home purchase 45% Loans for remortgage 55% Weighted average product margin over LIBOR 3.73% (1) The original loan as a percentage of the value of the property at the date of the advance. Mortgage redemptions during the year were #743m (2002 - #594m), representing a 25% increase. Net lending during the year was #1,272m, three times the level of 2002 of #424m and therefore creating a significant momentum for future earnings growth. Funding Shareholders' funds increased by 14% to #99.2m (2002 - #86.8m). At the year end, #281.4m (2002 - #141.1m) was drawn on short-term loans to finance new mortgages. During the year we have successfully increased the commitment to warehouse capacity from three of our existing banking relationships and have added a new warehouse line provider. Barclays, Bear Stearns and Morgan Stanley each increased their commitment to Kensington and The Royal Bank of Scotland has provided a new #200m facility through a conduit over a three year term. The total capacity of the short-term facilities used to finance the new mortgage loans has therefore increased to #1,500m (2002 - #900m) to provide for the increasing levels of new business. Term loans increased to #158.1m (2002 - #87.4m), again reflecting the increased levels of new business during the year. These loans which are obtained when the mortgage portfolios are securitised, are secured on future cash flows from the securitised mortgages. The non-recourse finance obtained from the securitisation transactions increased by 61% to #3,020m (2002 - #1,879m) during the year. #1,900m was raised in three successful securitisation transactions, RMS 14, RMS 15 and RMS 16. The total non-recourse finance was reduced by #759m from the redemption of mortgage loans. The early part of 2003 saw difficult bond markets, exacerbated by the Iraqi conflict. None-the-less, our securitisation transactions attracted strong demand from global investors. In the latter part of the year, our largest securitisation to date, RMS 16, was oversubscribed in all tranches of the transaction and raised #800m of new finance. Four earlier securitisation transactions, RMS 3, RMS 5, RMS 6 and RMS 7, originally issued in 1998 and 1999, were successfully brought to a close during the year and the outstanding note finance was repaid. To support Kensington's progress, we have developed a strategic funding plan to diversify the sources of finance available. The first step in the plan was to develop the mortgage portfolio sales capability and this has been achieved. We are expecting to make further sales in 2004 and beyond. In order to broaden the range of financing options for the future and underpin the strength of the balance sheet, we are developing additional sources of both short and long term funding, as a diversification from, but not a replacement for, our securitisation programme. International Accounting Standards International Accounting Standards ("IAS") are being developed to harmonise accounting principles internationally to provide comparability between the financial statements of all companies. IAS will be compulsory for the consolidated financial statements of all UK listed companies from 2005. The harmonisation process is complex and the resultant changes to accounting standards will require, in some areas, a complete change in the way we report on the performance of the company. Those IAS which will have the most effect on Kensington's financial reporting have only recently been published. We are developing plans for the assessment of the impact of the proposed changes on our systems and the financial statements so that we can comment on the areas where we will see material effects following the adoption of IAS in the Annual Report next year. S C Kingdon Finance Director CONSOLIDATED PROFIT AND LOSS ACCOUNT Year ended 30 November 2003 Year ended Year ended 30 November 30 November 2003 2002 Note #m #m Interest receivable 183.5 138.8 Interest payable 2 (124.4) (95.3) _____ _____ Net interest income 59.1 43.5 Fees and commissions receivable 61.1 37.8 Profit on sale of mortgages 1.2 - Fees and commissions payable (33.4) (20.7) _____ _____ Total operating income 88.0 60.6 _____ _____ Operating expenses (45.5) (25.2) Goodwill amortisation 9 (2.4) (0.4) _____ _____ Total operating expenses (47.9) (25.6) _____ _____ Provisions for bad and doubtful debts 3 (5.4) (5.2) _____ _____ OPERATING PROFIT BEING PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 5 34.7 29.8 Tax on profit on ordinary activities 6 (11.0) (7.5) _____ _____ PROFIT AFTER TAX BEING THE PROFIT FOR THE FINANCIAL YEAR 23.7 22.3 Dividend 7 (5.2) (2.9) _____ _____ RETAINED PROFIT FOR THE FINANCIAL YEAR 10 18.5 19.4 _____ _____ Earnings per ordinary share - basic 8 44.1 39.3 _____ _____ Earnings per ordinary share - basic (before goodwill amortisation) 8 48.5 40.0 _____ _____ Earnings per ordinary share - diluted 8 43.2 38.9 _____ _____ The results for the years ended 30 November 2002 and 30 November 2003 all arise from continuing operations. There are no recognised gains and losses other than the profit for the years shown above. CONSOLIDATED BALANCE SHEET 30 November 2003 30 November 30 November Note 2003 2002 #m #m #m #m ASSETS EMPLOYED FIXED ASSETS Intangible assets 9 21.2 15.6 Tangible assets 3.1 1.3 Mortgage loans - unsecuritised balances 262.0 135.4 Mortgage loans - securitised balances 3,140.0 1,948.2 - less non recourse (3,019.8) (1,878.9) finance _____ _____ 120.2 69.3 _____ _____ 406.5 221.6 CURRENT ASSETS Debtors 78.1 50.7 Cash at bank and in hand 92.7 64.4 _____ _____ 170.8 115.1 _____ _____ 577.3 336.7 _____ _____ FINANCED BY EQUITY SHAREHOLDERS' FUNDS Called up share capital 5.3 5.6 Share premium account 10 49.8 48.8 Capital redemption reserve 10 0.6 0.2 Other reserves 10 0.5 0.5 Profit and loss account 10 43.0 31.7 _____ _____ 11 99.2 86.8 CREDITORS Amounts falling due within one year 323.2 162.8 Amounts falling due after more than one 154.9 87.1 year _____ _____ 478.1 249.9 _____ _____ 577.3 336.7 _____ _____ The preliminary financial information was approved by the Board of Directors on 26 January 2004. CONSOLIDATED CASH FLOW STATEMENT Year ended 30 November 2003 Year ended Year ended 30 30 November November Note 2003 2002 #m #m Cash inflow from operating activities 12 18.0 29.5 Taxation (5.7) (6.7) Capital expenditure and financial investment 13 (1,326.4) (420.5) Acquisitions 13 - (15.9) Equity dividends paid (3.5) (2.0) _____ _____ Cash outflow before use of liquid resources and financing (1,317.6) (415.6) Management of liquid resources 13 39.1 (8.1) Financing 13 1,345.9 426.1 _____ _____ Increase in cash in the year 67.4 2.4 _____ _____ Reconciliation of net cash flow to movement in net debt Year ended Year ended 30 30 November November 2003 2002 #m #m Increase in cash in the year 67.4 2.4 Cash (outflow)/inflow from (decrease)/ increase in liquid resources 14 (39.1) 8.1 Cash inflow from increase in debt financing 14 (1,351.9) (429.5) _____ _____ (1,323.6) (419.0) Hire purchase loans acquired with subsidiary 14 - (0.2) New loan notes issued 14 - (0.3) _____ _____ Movement in net debt in the year (1,323.6) (419.5) Net debt brought forward 14 (2,043.5) (1,624.0) _____ _____ Net debt carried forward 14 (3,367.1) (2,043.5) _____ _____ NOTES to the financial information Year Ended 30 November 2003 1. ACCOUNTING POLICIES The financial statements are prepared in accordance with applicable accounting standards. All relevant accounting standards effective during the year have been complied with. The particular accounting policies adopted are described below. Accounting convention The financial statements are prepared under the historical cost convention. Basis of consolidation The consolidated financial statements include the results of the Company and all its subsidiaries (together "Kensington") drawn up to 30 November 2003. The consolidated financial statements also include the quasi-subsidiaries, subject to the linked presentation of certain assets and liabilities. Tangible fixed assets Tangible fixed assets are stated at cost less accumulated depreciation and net of any provision for impairment. Depreciation Depreciation is provided on cost in annual instalments over the lives of the assets. The rates of depreciation are as follows: Short term leasehold property Over the period of the lease Computer equipment 25 per cent per annum and 33 per cent per annum Furniture, fixtures and office equipment 20 per cent per annum and 15 per cent reducing balance Motor vehicles 25 per cent per annum Mortgage loans Securitised and unsecuritised mortgage loans are stated at cost less provision for bad and doubtful debts. Linked presentation of quasi-subsidiaries Kensington has sold by securitisation, certain mortgage loans to special purpose vehicles ("SPV Companies") on a non-recourse basis. The amount of these loans is disclosed on the face of the balance sheet, with the non-recourse finance raised deducted from them. Fixed asset investments The Company's investments in subsidiary companies are stated at cost less any provision for impairment in value. Goodwill Goodwill arising on acquisitions representing the excess of the fair value of the purchase consideration over the fair value of the net assets acquired, is capitalised and written off to the profit and loss account on a straight line basis over a period assessed by the Directors to represent a reasonable period over which future earnings from the acquisition will arise. Specific periods of amortisation are set out in note 9. Profit on sale of mortgages The profit on sale of mortgages outside the Group is recognised immediately in the profit and loss account and represents the excess of the consideration received over the book value of the mortgages, less the direct costs of origination and direct transaction costs. Origination costs deferral The external variable costs incurred in originating mortgages are written off over the period in which early redemption charges apply. Fixed and discount mortgages The cost of short-term interest rate discounts in respect of fixed and discount rate mortgages are written off on a straight line basis over the period in which early redemption charges apply. Taxation Current UK corporation tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is provided in full on timing differences which result in an obligation at the balance sheet date to pay more tax, or a right to pay less tax at a future date, at the rates expected to apply when they crystallise based on current tax rates and law. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered. Deferred tax assets and liabilities are not discounted. Operating leases Rental costs under operating leases are charged to the profit and loss account so as to spread the charge evenly over the life of the leases. Finance leases Assets held under hire purchase contracts or finance leases are capitalised in the balance sheet and depreciated over their estimated useful lives or the lease term, whichever is the shorter. The interest element of these obligations is charged to the profit and loss account over the relevant period and the capital element of the future payments is treated as a liability in the balance sheet. Funding costs Initial costs incurred in arranging funding facilities are amortised over the period of the facility. Unamortised initial costs are deducted from the associated liability. Costs amortised in the period are included in interest payable. Foreign currencies Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction or, if hedged, at the forward contract rate. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date or, if appropriate, at the forward contract rate. Derivatives Interest rate swap, interest rate cap and foreign currency swap contracts are used by Kensington when deemed necessary. All such derivatives are used for hedging purposes to alter the risk profile of any existing underlying exposure of Kensington in line with Kensington's risk management policies. Amounts payable or receivable in respect of the interest rate swaps, foreign currency swap contracts or interest rate caps are recognised as adjustments to interest payable over the period of the contracts. Kensington does not enter into speculative derivative contracts. Pension costs Kensington operates a defined contribution pension scheme and contributions to the scheme are charged in the accounts as they accrue. Share options Prior to flotation, the Company had issued share options at a discount to the perceived market value at the date of grant to its employees, directors and packagers. This discount is charged in the profit and loss account and credited to other reserves over the period from the grant date to the first exercise date. 2. INTEREST PAYABLE 2003 2002 #m #m Interest payable on short-term loan facilities repayable within five years 19.8 11.8 Interest payable on secured bank loans repayable within five years 5.3 3.4 Interest payable on non-recourse finance repayable after five years 99.3 80.1 _____ _____ 124.4 95.3 _____ _____ 3. Provisions for bad and doubtful debts 2003 2002 #m #m Provision at 1 December 11.7 8.6 Losses in the year (1.6) (2.1) Charge for the year 5.4 5.2 _____ _____ Provision at 30 November 15.5 11.7 _____ _____ 2003 2002 Provision held as a percentage of the mortgage assets under management 0.50% 0.61% _____ _____ 4. INFORMATION REGARDING EMPLOYEES 2003 2002 Number Number Average number of persons employed 364 139 _____ _____ Employees by category at the year end Sales and underwriting 280 203 Administration 130 108 _____ _____ 410 311 _____ _____ 2003 2002 #m #m Staff costs during the year (including directors) Wages and salaries 17.0 8.1 Social security costs 1.9 0.9 Pension costs 0.4 0.3 _____ _____ 19.3 9.3 ____ _____ 5. PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION Profit on ordinary activities before taxation is after 2003 2002 charging: #m #m Goodwill amortisation 2.4 0.4 Depreciation 0.8 0.3 Property rents 2.0 1.1 Other leases 0.7 0.1 Auditors' remuneration Group audit fees 0.2 0.2 Non audit services - 0.1 0.1 recurring Non audit services - 0.2 0.2 non-recurring ___ _____ The company audit fee was #21,000 (2002 - #20,000). The recurring non audit services relate to taxation compliance and advice. The non-recurring non audit services relate to securitisation transaction services and other items such as regulatory consultancy. 6. TAX on Profit on ordinary activities Analysis of the tax charge in the year 2003 2002 #m #m Current tax Corporation tax at 30% based on the profit for the year 10.1 3.7 Adjustment in respect of prior (0.6) (1.3) periods _____ _____ 9.5 2.4 Deferred tax Deferred tax - origination and reversal of timing differences 1.5 5.1 _____ _____ 11.0 7.5 _____ _____ Factors affecting the tax charge for the year The current tax charge arising in respect of the year is lower (2002 - lower) than the standard rate of UK corporation tax of 30%. The differences are explained below. 2003 2002 #m #m Profit on ordinary activities before tax 34.7 29.8 _____ _____ Expected charge at 30% 10.4 8.9 Recognition of profits in the consolidated profit and loss account previously taxed in subsidiary companies (1.1) (5.1) Prior period adjustment (0.6) (1.3) Non-deductible expenses (including goodwill) 0.9 0.3 Capital allowances and other timing differences (0.1) (0.4) _____ _____ Current tax charge for the year 9.5 2.4 _____ _____ Kensington has made further refinements to its securitisation structure this year such that it is anticipated that the deferred tax asset will reverse over future periods. This reversal will reduce the current corporation tax charge below the statutory rate for those periods. 7. DIVIDEND 2003 2002 2003 2002 Per share Per share #m #m Dividend on ordinary shares Interim paid 3.0p 1.5p 1.6 0.9 Final proposed 7.0p 3.5p 3.6 2.0 _____ _____ _____ _____ Total dividend 10.0p 5.0p 5.2 2.9 _____ _____ _____ _____ 8. EARNINGS PER SHARE Earnings per share is calculated using the following: 2003 2002 #m #m Profit for the financial year 23.7 22.3 Goodwill amortisation 2.4 0.4 _____ _____ Profit for the financial year before goodwill amortisation 26.1 22.7 _____ _____ Number Number Basic weighted average number of shares during the year 53,769,973 56,736,130 Dilutive effect of the weighted average number of share options 1,033,620 646,833 in issue during the year _____ _____ Diluted weighted average number of shares during the year 54,803,593 57,382,963 _____ _____ Earnings per share before goodwill amortisation have been disclosed as they represent a meaningful comparative of earnings growth. 9. INtangible fixed assets Goodwill Group #m Cost At 1 December 2002 16.0 Deferred consideration adjustment 8.0 _____ At 30 November 2003 24.0 _____ Accumulated amortisation At 1 December 2002 0.4 Charge for the year 2.4 _____ At 30 November 2003 2.8 _____ Net book value At 30 November 2003 21.2 _____ At 30 November 2002 15.6 _____ On 5 September 2002 Kensington Group plc purchased the entire issued share capital of The Mortgage Lender Limited ("TML") for an initial cost of #16.8m. The acquisition was accounted for by the acquisition method of accounting and the initial goodwill of #16.0m was capitalised and is being amortised on a straight line basis over 10 years. This is the period assessed by the Directors to represent a reasonable period over which future earnings from the acquisition will arise. Under the terms of the acquisition, an initial consideration of #15.4m, in cash and loan notes, was paid to the vendors and a further #1.4m incurred in costs. The vendors are entitled to further contingent consideration over the three financial periods following the acquisition depending on the future profits after tax of TML and new mortgage loans referred by TML and completed by Kensington Mortgage Company ("KMC"). The relevant thresholds for TML in each contingent consideration period are as follows: Profits New mortgage after tax loans #m #m Periods Year ended 30 November 2003 2.41 400 Year ended 30 November 2004 4.34 600 Year ended 30 November 2005 9.96 900 The contingent consideration payable by Kensington Group plc for each of these periods will be the aggregate of the following: * 200 per cent of the profits after tax generated by TML in excess of the threshold for that period; * 2 per cent of the new mortgage loans referred by TML and completed by KMC in excess of the threshold for that period. Where either of the thresholds is not achieved, then the corresponding shortfall as derived from the above formula will be deducted from any contingent consideration otherwise payable under the formula in that period. An assessment has been made by the Directors of this further contingent consideration of #8m. An adjustment to the initial goodwill has been made for this amount. 10. RESERVES Share Capital premium redemption Other Profit and loss account reserve reserves account #m #m #m #m Group Balance at 1 December 2002 48.8 0.2 0.5 31.7 Buy back of shares - 0.4 - (7.2) Exercise of options 1.0 - (0.1) - Provision for share option discount - - 0.1 - Retained profit for the year - - - 18.5 _____ _____ _____ _____ Balance at 30 November 2003 49.8 0.6 0.5 43.0 _____ _____ _____ _____ 11. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS 2003 2002 Group #m #m Profit for the financial year 23.7 22.3 Dividend (5.2) (2.9) Buy back of shares (7.2) (4.2) Exercise of options 1.0 0.8 Provision for share option discount 0.1 0.2 _____ _____ Net addition to shareholders' funds 12.4 16.2 Opening shareholders' funds 86.8 70.6 _____ _____ Closing shareholders' funds 99.2 86.8 _____ _____ 12. Reconciliation of operating Profit to operating cash flows 2003 2002 #m #m Operating profit 34.7 29.8 Depreciation charges and assets written off 0.8 0.3 Provision for share option discount - 0.2 Provision for bad debts 5.4 5.2 Amortisation of deferred origination costs and mortgage incentives 31.3 21.0 Goodwill amortisation 2.4 0.4 Increase in debtors (60.1) (32.1) Increase in creditors 3.5 4.7 _____ _____ Net cash inflow from operating activities 18.0 29.5 _____ _____ 13. Analysis of cash flows for headings netted in the cash flow statement 2003 2002 #m #m #m #m Capital expenditure and financial investment Purchase of tangible fixed assets (2.6) (0.5) Net increase in securitised mortgage loans (1,192.7) (379.7) Net increase in unsecuritised mortgage loans (131.1) (40.3) _____ _____ Net cash outflow for capital expenditure and financial investment (1,326.4) (420.5) _____ _____ Acquisitions Acquisition of subsidiary - (16.5) Net cash acquired with subsidiary - 0.6 _____ _____ Net cash outflow for acquisition - (15.9) _____ _____ Management of liquid resources Changes in cash deposits with maturities over 24 hours 39.1 (8.1) _____ _____ Net cash inflow/(outflow) from management of liquid resources 39.1 (8.1) _____ _____ Financing New share capital issued 1.1 0.8 Share buy backs (7.1) (4.2) _____ _____ (6.0) (3.4) New bank loans 133.6 66.0 Repayment of bank loans (62.9) (37.2) Net movement in non-recourse finance 1,140.9 366.3 Net movement in short-term loan facilities 140.3 34.4 _____ _____ 1,351.9 429.5 _____ _____ Net cash inflow from financing 1,345.9 426.1 _____ _____ 14. Analysis of net debt At At 1 December Cash 30 November 2002 Flows 2003 #m #m #m Cash in hand and at bank 25.3 67.4 92.7 _____ 67.4 _____ Short term loan facilities (141.1) (140.3) (281.4) Bank loans (87.4) (70.7) (158.1) Non-recourse finance (1,878.9) (1,140.9) (3,019.8) Loan notes (0.3) - (0.3) Hire purchase loans (0.2) - (0.2) _____ _____ (1,351.9) _____ Other liquid resources 39.1 (39.1) - _____ (39.1) _____ _____ _____ _____ (2,043.5) (1,323.6) (3,367.1) _____ _____ _____ 15. Other notes 1. The financial information has been prepared using the same accounting policies as were used in preparing the statutory accounts of the Company for the year to 30 November 2002. 2. The financial information set out in this announcement does not constitute the Company's statutory accounts for the years ended 30 November 2003 or 2002 within the meaning of Section 240 of the Companies Act 1985. The financial information for the year ended 30 November 2003 and 30 November 2002 is derived from the statutory accounts for those years. The 30 November 2002 accounts were delivered to the Registrar of Companies, contained an unqualified audit report and did not contain an adverse statement under Sections 237 (2) or 237 (3) of the Companies Act 1985. The 30 November 2003 accounts contained an unqualified audit report and did not contain an adverse statement under Sections 237 (2) or 237 (3) of the Companies Act 1985. 3. A copy of the Annual Report and Financial Statements for the year ended 30 November 2003 will be posted to the shareholders in due course. Copies of this announcement can be obtained from Kensington Group plc, 1 Sheldon Square, London, W2 6PU. 4. The Annual General Meeting will be held on 30 March 2004. 5. If approved at the Annual General Meeting, the final proposed dividend of 7p per ordinary share will be paid to shareholders on 30 April 2004 based on those listed on the register on 2 April 2004. This information is provided by RNS The company news service from the London Stock Exchange END FR QKAKKKBKBBDB
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