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Share Name | Share Symbol | Market | Type |
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Acquazzurra Spa | BIT:ACQ | Italy | Ordinary Share |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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0.00 | 0.00% | 9.90 | 0.00 | 01:00:00 |
RNS Number:2803S Acquisitor PLC 20 November 2003 20 NOVEMBER 2003 ACQUISITOR PLC ("ACQ") ("ACQUISITOR" or "THE COMPANY") (Ticker: Reuters ACQ.L or Bloomberg: ACQ LN) ACQUISITOR ANNOUNCES FIRST SET OF FINAL RESULTS SINCE CAPITAL REORGANISATION The Board of Acquisitor Plc is pleased to announce the Final Results for the year to 30 September 2003. HIGHLIGHTS: * Final results showing net profit #50,081 * Earnings Per Share 1.8p per share * Net Asset Value #1.1 million (or 39p per share) * Holdings in Protagona and IndigoVision disposed of profitably. Commenting on the results Chairman John Radziwill said: "Much time was spent during the year exploring both the possibilities of raising new capital and various acquisition and merger targets with the aim of expanding the company's capital base. We will continue to seek to enhance shareholder value whether through direct acquisition of undervalued assets or through alternative strategies including, but not limited to, a possible reverse acquisition or takeover of another company." "I thank our shareholders for their continued support and management, and your board for their continuing efforts." The above summary should be read in conjunction with the full text of the following announcement. Enquiries Bishopsgate Communications 020 7430 1600 Maxine Barnes/Dominic Barretto maxine@bishopsgatecommunications.com Further information on Acquisitor Plc can be found at: www.acquisitor.com. CHAIRMAN'S STATEMENT Introduction On 7 October last year Acquisitor Plc completed the transfer of substantially all of its assets to Acquisitor Holdings (Bermuda) Ltd. whose shares were simultaneously listed on AIM and distributed to our shareholders. As a result of this transfer, Acquisitor Plc was left with net cash of approximately #1 million. Financial Highlights For the year ended 30 September 2003, the company recorded a net profit of #50,081 (EPS 1.8 pence per share) and net assets of approximately #1.1 million (or 39 pence per share). The company made a provision for corporate taxes of #488,718 in the year to 30 September 2002. Actual tax paid was #368,437 resulting in a write back to the profit and loss account of #120,281 this year. Acquisitions and Disposals During the year, Acquisitor acquired holdings in Protagona (PTG), Indigo Vision (IND) and Nettec (NTC). Both Protagona and Indigo Vision were disposed of profitably, the former as a result of a takeover and the latter primarily through a capital reduction. During the year, gross profits before expenses and tax of #257,327 were realised on total acquisition costs of approximately #792,000 showing a return of 32%. Commentary and Conclusion It has always been your board's intention to grow the capital of Acquisitor Plc following the assets transfer to Acquisitor Holdings (Bermuda) and to this end, following the EGM held on 29 July 2003, the company increased its authorised capital and now has the authority to issue up to 125 million new shares free of statutory pre-emption rights. Much time was spent during the year exploring both the possibilities of raising new capital and various acquisition and merger targets with the aim of expanding the company's capital base. We will continue to seek to enhance shareholder value whether through direct acquisition of undervalued assets or through alternative strategies including but not limited to a possible reverse acquisition or takeover of another company. I thank our shareholders for their continued support and management and your board for their continuing efforts. John Radziwill Chairman Acquisitor Plc Report of Directors The directors present their report and the audited financial statements for the year ended 30 September 2003. Principal activities The principal activity of the company in the period under review was that of the acquisition of significant holdings in companies which the directors consider to be undervalued. The company evaluates potential transactions in a wide spectrum of sectors, which will typically be UK and continental European quoted companies. Results and Dividends The results for the year ended 30 September 2003 are shown in the profit and loss account on page 10. The profit for the year after taxation was #50,081 (2002 - profit #747,581). The directors do not recommend the payment of a dividend. Directors and their interests The directors at the balance sheet date and their interests in the company at that date and at the beginning of the year (or on appointment if later), were as follows: Class of share 2003 2002 J S A Radziwill Ordinary 732,500 732,500 C D Soukup Ordinary 742,500 742,500 L O Johnson Ordinary 180,000 180,000 T J C Lovell Ordinary 0 0 C H B Mills Ordinary 435,000 435,000 J S A Radziwill and C D Soukup have a combined interest in 705,000 shares through their interest in the discretionary fund management arrangements of Lionheart Group Inc and/or its affiliates, and a combined interest in 27,500 shares held in joint names. C D Soukup also holds 10,000 shares in his own name. C H B Mills has an interest in 430,000 shares through his interest in North Atlantic Smaller Companies Investment Trust Plc, and 5,000 shares in his own name. The directors do not have any share options. The directors who served throughout the period were: J S A Radziwill Served all year C D Soukup Served all year L O Johnson Served all year T J C Lovell Served all year C H B Mills Served all year Market purchases of own shares On 20 December 2002 a resolution was passed giving the company authority to make market purchases of ordinary shares in the company. The authority expires at the conclusion of the next Annual General Meeting after the passing of the resolution or, if earlier, not more than 15 months after the passing of the resolution. It is the intention of the directors to seek a reapproval of the authority at the next Annual General Meeting. Significant shareholdings The following significant shareholdings at 30 September 2003 have been notified to the company: Lionheart Group Inc 24.7% Scottish Value Trust plc 21.2% North Atlantic Smaller Companies Investment Trust Plc 15.0% Framlington Investments Limited 8.7% Swiss Life (UK) plc 7.7% Polaris Partners 6.3% L O Johnson 6.3% Increase in authorised share capital Following an EGM held on 29 July 2003 the authorised share capital was increased to #2,614,285 by the creation of 125,000,000 shares of 2 pence ranking pari passu in all respects with the existing ordinary shares of 2 pence each of the company. At the same meeting the directors were authorised to allot new shares up to a maximum nominal amount of #2,557,143, and furthermore to do so free of statutory pre-emption rights. This authority expires at the conclusion of the 2004 annual general meeting unless renewed at that meeting. Directors' responsibilities Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing those financial statements, the directors are required to: * select suitable accounting policies and then apply them consistently; * make judgements and estimates that are reasonable and prudent; * state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; * prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities. Creditor payment policy The company does not follow any code or standard on the payment of suppliers. Trade creditor days of the company for the period were 12 days (2002 - 146.0 days), based on the ratio of trade creditors at the end of the year to the amounts invoiced during the period by trade creditors. This figure was significantly higher in 2002 as a large number of invoices relating to the Exceptional items were received at the year end. Auditors KPMG Audit Plc are willing to be reappointed as auditors in accordance with the provisions of section 385 of the Companies Act 1985. Acquisitor Plc Profit and loss account for the year ended 30 September 2003 2003 2002 # # INCOME FROM OPERATIONS - - GROSS PROFIT - - Administrative expenses: Exceptional items 11,328 (416,492) Other (372,036) (917,764) (360,708) (1,334,256) OPERATING LOSS (360,708) (1,334,256) Profit on sale of fixed assets 257,327 2,315,523 Other interest receivable and similar 34,663 300,706 income Interest payable and similar charges (1,482) (69,405) (LOSS)/PROFIT ON ORDINARY ACTIVITIES BEFORE (70,200) 1,212,568 TAXATION Tax on profit on ordinary activities 120,281 (464,987) RETAINED PROFIT FOR THE PERIOD 50,081 747,581 Earnings per share (pence) 1.8 26.2 Diluted earnings per share 1.8 25.0 (pence) Earnings per share before 1.4 40.7 exceptional items (pence) Acquisitor Plc Balance sheet as at 30 September 2003 2003 2002 # # # # FIXED ASSETS Investments 817,047 8,644,357 CURRENTS ASSETS Cash at bank and in hand 420,572 7,569,634 Prepayments & accrued income 3,211 15,199 423,783 7,584,833 CURRENT LIABILITIES Creditors falling due within one 142,024 4,273,834 year Net current assets 281,759 3,310,999 TOTAL ASSETS LESS CURRENT 1,098,806 11,955,356 LIABILITIES CAPITAL AND RESERVES Called-up share capital 57,143 57,143 Profit and loss account 1,041,663 11,898,213 1,098,806 11,955,356 Acquisitor Plc Cash flow statement for the year ended 30 September 2003 2003 2002 # # # # Cash flow from operating activities (1,232,060) (816,605) Returns on investments and servicing of finance Interest received 34,663 217,482 Interest paid (1,276) (69,405) 33,387 148,077 Taxation Payment of corporation tax (368,437) (182,013) (368,437) (182,013) Capital expenditure and financial investment Purchase of investments (1,609,746) (7,388,357) Proceeds on disposals of investments 1,050,025 10,617,626 (559,721) 3,229,269 Cash (outflow) / inflow before use (2,126,831) 2,378,728 of liquid resources and financing Financing Capital distribution (2,262,273) - (2,262,273) - (Decrease)/Increase in cash during (4,389,104) 2,378,728 the period The Board has convened the Company's 2003 AGM, which will be held will be held at the offices of Pinsents at Dashwood House, 69 Old Broad Street, London EC2M 1NR on 29th December 2003 at 11.00 a.m. Copies of the Report and Accounts will be posted by 28th November 2003. This information is provided by RNS The company news service from the London Stock Exchange END FR FGMMMRLRGFZM
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