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| Name | Symbol | Market | Type |
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RNS Number:6371R
Universal Direct Group PLC
04 November 2003
FOR IMMEDIATE RELEASE 4 NOVEMBER 2003
UNIVERSAL DIRECT GROUP plc ("UDG" or the "Company")
ANNOUNCEMENT OF INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2003
Enquiries:
Edward Adams, Chairman Telephone: 07967 008 448
Universal Direct Group plc
Roland Cornish/ Rod Venables Telephone: 020 7628 3396
Beaumont Cornish Limited
Chairman's Statement
Results to 30 September 2003 The AGM resolutions were all passed
and these included resolutions to pay
out shareholders who owned less than
100 ordinary shares in cash at 35p
per share (excluding those that
elected to retain such
shareholdings). The net result of
this is that the register of members
has been reduced from 14,345
shareholders at the time to the AGM
to 4,229 shareholders today with a
consequent reduction in registrars'
costs and the costs of printing and
mailing shareholder documentation.
The results for the 6 months to 30
September 2003 for Universal Direct
Group PLC ("UDG") show sales from
continuing operations of # 2.54m and
a loss before tax of # 149,000.
Including discontinued operations and
exceptional items the loss amounted
to # 110,000 and a loss per share of
2.42p.
The period under review, however, has
seen a number of significant changes
and developments. On 9 April we
completed on the acquisition of
Universal Consumer Products Ltd
("UCP") for a cash consideration of
#2.5m. UCP's principal business is
the purchase and resale of consumer
electronics and other hardware items
from manufacturers and retailers,
which might be customer returns or
clearance of older or obsolete
stocks.
Extraordinary General Meeting
Also included in the AGM were
resolutions designed to remove the
deficit on the profit and loss
account, which needs to be positive
before any dividends can be paid.
Unfortunately due to technical legal
reasons it is necessary to approach
shareholders again on this matter.
Accompanying the interim statements
you will therefore find a notice of
an Extraordinary General Meeting (the
"EGM"), which will be held on the 3
December 2003 at Universal House,
Milton Drive, Market Drayton,
Shropshire TF9 3SP. The costs of this
further meeting are not being borne
by the Company.
Since the date of acquisition until
30 September this business generated
sales of #2.54m and operating profits
before depreciation and amortisation
of goodwill of #281,000. This is a
lower level of sales and profits than
generated in the period leading up to
acquisition but reflected the fact
that the business deliberately had
low levels of stocks and high levels
of cash when we purchased it. In
addition the general trading
environment was slow from May through
to July and UCP on occasion needs to
wait for goods to become available at
the right price.
Current Trading and Outlook
UCP now remains as the only operating
business of UDG. In August 2003 UCP
purchased a large quantity of new
stocks amounting to several thousand
'mixed pallets' for approximately
#1.6m from a leading high street
retailer. As a result UCP has been
and remains very busy sorting and
selling this stock. This has also
coincided with the seasonal period of
peak demand from the customers who
typically buy from the company.
The Annual General Meeting (the With effect from 6 December 2003, Mr
"AGM") and sale of Andromeda Timothy James, who has been the head
buyer for UCP, is leaving the company
to pursue other interests. We have
conducted a lengthy recruitment
process and his replacement will be
joining us at the same time having
previously worked at Cash Converter,
Brennan & Atkinson and Argos. We
believe that this infusion of
experience will be of great benefit
to the Company.
At the AGM on 28 August 2003 we also
sold our entire shareholding in the
wholly owned book packaging
subsidiary Andromeda Holdings Ltd
("Andromeda") to Andrew Flatt for #1;
this was sold with net liabilities of
#257,000 which gives rise to an
exceptional profit on disposal of
#257,000. The sales and operating
losses of Andromeda for the six
months to 30 September 2003 were
#2.04m and #117,000 respectively as
derived from the attached
Consolidated Profit and Loss
account.
Dividend
Given the loss on the profit and loss
account and the loss in the last six
months the Directors are unable to
pay an interim dividend.
Mr Andrew Flatt retired from the UDG
Board as Finance Director at the AGM
and his executive responsibilities
have been assumed by Mr Paul Jacques
who was appointed Company Secretary
of UDG and Finance Director of UCP at
that time.
Edward Adams
Chairman
4 November 2003
Consolidated Profit and Loss Account
For the six months ended 30 September 2003
Unaudited six months ended Unaudited six months ended Unaudited six months ended
30 September 2003 30 September 2002 31 March 2003
Note Continuing Discontinued Continuing Discontinued Continuing Discontinuing
Total Total Total
Operations Operations Operations Operations Operations Operations
#'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000
Turnover
Continuing - 2,035 2,035 2,339 - 2,339 4,782 - 4,782
Acquisitions 2,543 - 2,543 - - - - - -
Total 2 2,543 2,035 4,578 2,339 - 2,339 4,782 - 4,782
Gross profit 774 375 1,149 519 - 519 712 - 712
Operating profit/
(loss)
Continuing 103 - 103 - - - - - -
operations-
Acquisition
Continuing - - - (269) - (269) (1,039) - (1,039)
operations-
existing
Discontinued - (110) (110) - - - - - -
operations
Central (159) (108) (267) - - - - - -
Services
Exceptional 3 - 257 257 - - - - - -
item
Loss on ordinary (56) 39 (17) (269) - (269) (1,039) - (1,039)
activities before
interest
Net interest (103) (16) (22)
payable
Interest 10 39 76
Received
_____ _____ ________
Loss before (110) (246) (985)
taxation on
ordinary
activities
Taxation - - (5)
_____ _____ ________
Loss after 2 (110) (246) (990)
taxation on
ordinary
activities
_____ _____ ________
Loss per share 4 (2.42) (5.00) (21.78)
(pence) - basic
and diluted
Consolidated Balance Sheet
As at 30 September 2003
Unaudited Unaudited Unaudited
Note As at 30 September 2003 As at 30 September 2002 As at 31 March 2003
#'000 #'000 #'000 #'000 #'000 #'000
Fixed Assets
Intangible assets 1,476 935 875
Tangible assets 132 249 234
Investments - other - 100 -
_________ ________ _________
1,608 1,284 1,109
_________ ________ _________
Current Assets
Stocks 1,047 1,559 1,586
Debtors 1,199 1,611 1,409
Cash at bank and in hand 767 2,230 2,142
______ _________ ______ ________ _____ _________
3,013 5,400 5,137
_________ ________ _________
Creditors: amounts falling (1,123) (4,013) (4,319)
due within one year
_________ ________ _________
Net current assets 1,890 1,387 818
_________ ________ _________
Total assets less current 3,498 2,671 1,927
liabilities _________ ________ _________
Creditors: amounts falling
due in more than one year (1,681) - -
_________ ________ _________
Total Assets less Total 1,817 2,671 1,927
Liabilities
Capital and reserves
Called up share capital 5,749 5,749 5,749
Reserves:
Share premium 21,233 21,233 21,233
Capital redemption reserve 10 10 10
Profit and loss account (25,065) (24,321) (25,065)
(110) (3,078) (3,822)
__________ __________ _________ __________ __________ _________
Shareholders' funds 5 1,817 2,671 1,927
Notes to the Financial Statements
For the six months ended 30 September 2003
1. Basis of preparation of financial statements
The balance sheet as at 31 March 2003 and the profit and loss account for
the year ended on that date are extracts from the statutory accounts which have
been delivered to the Registrar of Companies. The auditors' report on the
statutory accounts was unqualified and did not contain a statement under Section
237 of the Companies Act 1985.
2. Segmental analysis of turnover, profit and net assets
Six months ended Six months ended Year ended
30 September 2003 30 September 2002 31 March 2003
Profit/ Net Profit/ Net Profit/ Net
Turnover (Loss) Assets Turnover (Loss) Assets Turnover (Loss) Assets
#'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000 #'000
________ _______ _______ _______ _______ _______ _______ _______ _______
Book 2,035 117 - 2,339 (141) (427) 4,782 (680) (971)
Publishing
Consumer 2,543 103 1,790 - - - - - -
Products
Trading
Central - (330) 27 - (105) 3,098 - (305) 2,898
services
4,578 (110) 1,817 2,339 (246) 2,671 4,782 (985) 1,927
3. Exceptional item
On 28 August 2003, Andromeda Holdings Limited was sold for #1. The net
liabilities of Andromeda Holdings Limited at the date of disposal were #257,000
and accordingly an exceptional profit of #257,000 arose on the disposal.
4. Loss per share
The calculations of basic loss per share for both 2003 and 2002 have been
retrospectively adjusted. On 9 April 2003, the Company sub-divided each
ordinary share of 1p into 1 ordinary share of 0.1p each and 1 deferred share of
0.9p each. The ordinary shares were then consolidated such that each 100
ordinary shares of 0.1p became 1 ordinary share of 10p each.
The basic loss per share is based on 4,545,022 ordinary shares (2002: 4,545,022
shares), being the weighted average number of ordinary shares in issue during
the period, and on the loss after taxation for the period of #110,000 (2002:
loss #246,000). Since none of the Company's potential ordinary shares (per
warrants and options) were dilutive, no diluted earnings per share has been
presented.
5. Shareholders' funds
Six months Six months Year ended
ended ended
30 September 30 September 31 March
2003 2002 2003
#'000 #'000 #'000
Loss for the period (110) (246) (990)
Net reduction to shareholders' (110) (246) (990)
funds
Opening shareholders' funds 1,927 2,917 2,917
Closing shareholders' funds 1,817 2,671 1,927
6. The Interim Report
Copies of the Interim Report will be sent to shareholders within the next seven
days and copies may also be obtained on written request to the Company
Secretary, Universal Direct Group plc, Universal House, Milton Drive, Market
Drayton, Shropshire TF9 3SP.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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