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| Share Name | Share Symbol | Market | Type |
|---|---|---|---|
| National Bank of Belgium | EU:BNB | Euronext | Ordinary Share |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 396.00 | 391.00 | 396.00 | 396.00 | 390.00 | 396.00 | 53 | 16:40:00 |
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RNS Number:1449Q
BNB Resources PLC
25 September 2003
BNB RESOURCES PLC - INTERIM ANNOUNCEMENT
BNB, a leading HR solutions and recruitment provider, announces increased
turnover in its trading results for the half year ended 30 June 2003, together
with the acquisition of Garfield Robbins Limited, a leading legal sector
recruitment specialist. BNB's trading results, particularly in respect of
Barkers, show encouraging signs following a prolonged downturn in the
recruitment markets.
* Group turnover at #63.1m (2002: #60.5m) is 4.3% ahead, the first
material half year on corresponding half year increase since the downturn in the
recruitment sector began.
* Operating losses from continuing operations before exceptional charges
were reduced to #0.2m (2002: #0.3m) as a result of the increased turnover and
lower overheads, as the Group continued to monitor its costs very closely. This
was offset in part by gross margins reduced by further competition. This
performance represents a significant improvement over the second half of 2002.
* Barkers, the HR solutions business, whose recruitment advertising
division is the second largest in the UK, continued to focus on excellence in
client service and creativity. Turnover increased by 5.7% to #58.0m (2002:
#54.9m), despite the National Press Recruitment Advertising Index, a key market
indicator, being 11.8% down at the end of June 2003 on the position 12 months
earlier. Operating profit rose to #0.9m (2002: #0.5m). The public sector now
accounts for over half of Barkers' turnover.
* The Norman Broadbent Recruitment Consultancy business invested in the
recruitment of practice leaders and teams in selected niche sectors, whilst
entering into an alliance with Transearch, a search and selection business
represented world-wide with 50 offices, with Norman Broadbent being the main UK
representative. Its turnover at #5.1m (2002: #5.6m) was 9.1% down year on year,
in line with most of its competitors.
* Exceptional charges were #4.2m, #4.0m of which are in respect of the
receivership of the ATC Group, previously announced, of which BNB is a
significant creditor. After exceptionals, the pre-tax loss totalled #4.6m (2002:
#0.7m loss).
* Today, in line with its stated strategy of significantly enhancing
organic growth through a series of selected acquisitions, BNB announces the
acquisition of Garfield Robbins Limited, a leading legal sector recruitment
specialist, for an initial consideration of #0.5m and a further maximum
consideration of #7.5m subject to the achievement by the business of ambitious
financial targets over the next three years.
Julian Treger, Chairman, stated "The results for the first half year,
particularly in respect of the Barkers business, are encouraging. Trading so far
in the second half of the year, allowing for the normal seasonal downturn in
July and August, has continued at similar levels and we are experiencing the
usual seasonal upturn in September."
Enquiries:
BNB Resources PLC
Julian Treger (Chairman) 020-7240 3222
Paul Turner (Group Finance Director) 020-7634 1165
Bankside Consultants Limited
Charles Ponsonby 07789 202312/020-7444 4166
Shore Capital and Corporate Limited
Alex Borrelli 020-7468 7932
CHAIRMAN'S INTERIM STATEMENT
RESULTS
Our trading results, particularly those on the Barkers side of our business,
show encouraging signs following a prolonged downturn in the recruitment
markets.
Group turnover at #63.1m (2002: #60.5m) is 4.3% ahead year on year, the first
material half year on half year increase since the downturn in the recruitment
sector began. This is as a result of the outperformance of the market by
Barkers, where turnover, at #58.0m (2002: #54.9m), was up by 5.7%.
Operating losses from continuing operations before exceptional charges were
reduced to #0.2m (2002: #0.3m) as a result of the increased turnover and lower
overheads, as the Group continued to monitor its costs very closely. This was
offset in part by gross margins reduced by further competition. This performance
represented a significant improvement over the second half of 2002.
Interest charges were reduced by a third to #0.2m (2002: #0.3m), and exceptional
charges, further details of which are set out below, were #4.2m (2002: nil),
giving a pre-tax loss of #4.6m (2002: #0.7m).
MARKET CONDITIONS
In my statement accompanying the Group's preliminary announcement in April of
this year, I reported that, whilst market conditions for recruitment businesses
had been challenging, the rate of market decline was showing signs of slowing.
In the HR solutions sector, within which our Barkers business operates, the
National Press Recruitment Advertising Index, a key market indicator, was 11.8%
down at the end of June 2003 on the position 12 months earlier and 49.4% below
its August 2000 peak. Significantly, however, the rate of decline continued to
slow as the market began to show signs of stability. The public sector, which
now accounts for over half of Barkers' turnover, continued to hold up more
strongly, with the private sector showing most of the decline.
Market conditions on the Norman Broadbent recruitment consultancy side of our
business have continued to be difficult as private sector businesses have
maintained stringent controls over permanent hiring and employees have been less
receptive to moving due to uncertainty and high levels of insecurity. Activity
levels in the public sector have remained higher, although competition,
irrespective of sector, has been intense.
BUSINESS REVIEW
HR Solutions
Barkers, the HR solutions business, whose recruitment advertising division is
the second largest in the UK, continued to focus on excellence in client service
and creativity during the first half of this year, winning a number of awards
and nominations from recognised industry bodies, including, for the Scottish
business, the inaugural Recruitment Business Awards 2003 Recruitment Advertising
Agency of the Year. In addition, the high level of new business wins continued.
Trading through the first half of 2003 has been encouraging. Against a more
stable market, albeit one where, as already stated, the National Press
Recruitment Advertising Index was 11.8% down from the corresponding half year
end, volumes increased by 5.7%, with turnover up to #58.0m (2002: #54.9m). The
gross margin, whilst down by 0.5% on the first half of 2002, increased by 0.3%
over the second half of last year as the business continued to focus on
consultancy-led value added recruitment solutions alongside higher volume lower
margin media buying and recruitment advertising.
With a cost base 2.8% below the first half of 2002, Barkers returned an
operating profit of #0.9 m for the period (2002: #0.5m).
In addition, and in furtherance of our strategy to seek partners with whom we
can work to extend the services available to our clients, following on from our
announcement in April of a strategic relationship with ZenithOptimedia Group, a
leading media buying independent, it was announced in June that Barkers has
become the UK representative and a founder member of Talentvillage, an alliance
between Barkers, Shaker (USA), Saatchi & Saatchi (Singapore / Malaysia) and
Publicis / MediaSystem (France). This alliance gives Barkers global reach via
the Publicis network of businesses and sets the Barkers brand alongside the
premier brands in the USA, Far East and mainland Europe.
Conditions in the second half, which includes the seasonal low point for the
year in December, have continued to be stable, although the level of forward
visibility is still low. September has started well and we are experiencing the
normal seasonal pick up.
The Board continues to hold the view that Barkers' market position and its level
of brand recognition give it a high inherent value which is not reflected in the
Group's balance sheet.
Recruitment Consultancy
Results in our Norman Broadbent recruitment consultancy division, which provides
a wide cross-section of clients with top level executive search, mid-market
search and selection, and outsourced managed solutions, reflect the difficult
prevailing market conditions in the UK and the investment made in the
recruitment of practice leaders and teams in selected niche sectors.
Turnover for the first six months of 2003 at #5.1m (2002:#5.6m) was 9.1% down
year on year, in line with most of its competitors, whilst pre-exceptional
operating losses were #0.4m (2002: #0.1m profit)
Our strategy remains one of investing in chosen niche sectors, in addition to
which we shall seek partners with whom we can work to extend the services
available to our clients. To this end, we have entered into a strategic alliance
with Transearch, a search and selection business represented wordwide with 50
offices, with Norman Broadbent being the main UK representative. In return, this
alliance allows Norman Broadbent to extend its international reach.
The market in the second half so far has continued to be tough, and wins, due to
the high levels of competition, are hard fought. As a Board, we shall continue
to pursue our stated strategy although we are not anticipating any material
market recovery this year.
EXCEPTIONAL CHARGES
On 13 August 2003, the Group announced that it had been notified that the ATC
Group, of which BNB is a significant creditor, had gone into receivership and,
as a result, a significant provision would need to be made. The interim accounts
include the following provisions in respect of ATC:
* #0.5m in respect of loan notes, being outstanding deferred consideration
attached to the #11.5m disposal in September 2000 of the ATC Group by BNB; and
* #3.5m in respect of potential property liabilities which have been
provided for in accordance with FRS12.
These provisions are in line with those estimated in the previous announcement
and a further update will be provided at the time of the full year results.
In addition to these amounts, the interim results include a further #0.2m of
operating exceptional charges.
ACQUISITIONS
As a Board, we have previously set out our belief that significantly enhancing
organic growth through a series of selected acquisitions that satisfy our
rigorous criteria will deliver the best opportunity for increasing shareholder
value.
In line with this strategy, we are delighted to announce today the acquisition
of Garfield Robbins Limited, a leading legal sector recruitment specialist, for
an initial consideration of #0.5m, to be satisfied by the issue of loan notes.
Turnover of the company for the 14 month period to 31 December 2002 was #4.3m on
which it generated profit before taxation of #0.1m. The group had net assets of
approximately #184k as at 31 December 2002. In line with the difficult market
conditions facing recruitment businesses, however, volumes and costs have
reduced significantly. Unaudited management information shows annualised
turnover of approximately #2.0m and ongoing profitability unchanged at #0.1m.
Additional consideration of up to #7.5m in loan notes is payable subject to the
achievement by the business of ambitious financial targets over the next three
years.
Nick Robbins, the founder of the business and Managing Director, will continue
to run the business.
We are continuing to work with our mandated advisors to identify potential
acquisition opportunities, being robust, profitable businesses with good
management teams that will add to our existing capabilities, enhance our organic
growth and are capable of being at the centre of our growth strategy.
INDEBTEDNESS
Net indebtedness at 30th June 2003 was #3.4m (June 2002: #4.7m). During the
first half-year, the net cash inflow from trading was #0.5m, against which there
was a net outflow, including trading working capital movements, of #1.1m.
Interest payments, debt repayments/lease servicing payments and capital
expenditure resulted in a further outflow of #1.2m, giving an overall cash
outflow for the period of #1.8m.
DIVIDEND
The Board proposes no interim dividend (2002: nil).
PROSPECTS
The results for the first half year, particularly in respect of the Barkers
business, are encouraging.
Trading so far in the second half of the year, allowing for the normal seasonal
downturn in July and August, has continued at similar levels and we are
experiencing the usual seasonal upturn in September. As a Board, it is our
intention to continue to pursue our strategy of investing in and strengthening
our businesses so they can take advantage of any improvement in market
conditions and of identifying further suitable acquisitions which meet our
rigorous selection criteria.
We are committed to restoring the Barkers and Norman Broadbent brands to
pre-eminent market positions and in so doing to restore the shareholder value
that we believe is contained within the Group.
Julian Treger
Chairman 25 September 2003
CONSOLIDATED PROFIT AND LOSS ACCOUNT
Six months Six months Year
to to to
30.6.03 30.6.02 31.12.02
Unaudited Unaudited Audited
Notes #000 #000 #000
TURNOVER
Continuing operations 1 63,089 60,493 116,868
Discontinued operations 1 - - -
-------- ------ --------
63,089 60,493 116,868
COST OF SALES (49,292) (46,359) (90,256)
-------- ------ --------
GROSS PROFIT 13,797 14,134 26,612
ADMINISTRATIVE EXPENSES (17,697) (14,545) (31,022)
OPERATING LOSS -------- ------ --------
Continuing operations - (164) (278) (2,696)
excluding exceptional
items
Operating exceptional 2 (3,736) - (1,609)
items
-------- --------- --------
Continuing operations 1 (3,900) (278) (4,305)
Discontinued operations 1 - (133) (105)
-------- -------- --------
TOTAL OPERATING LOSS (3,900) (411) (4,410)
(Loss) / profit on disposal 2 (512) - 452
/ closure of subsidiaries
-------- ------- --------
(4,412) (411) (3,958)
Net interest payable (169) (257) (558)
-------- -------- --------
LOSS ON ORDINARY ACTIVITIES 1 (4,581) (668) (4,516)
BEFORE TAXATION
Tax on loss on ordinary 3 (2) (14) (9)
activities
-------- ----- --------
LOSS ON ORDINARY ACTIVITES (4,583) (682) (4,525)
AFTER TAXATION
Minority interests - (2) (2)
-------- ------- --------
LOSS FOR THE PERIOD (4,583) (684) (4,527)
===== ===== =====
BASIC AND DILUTED LOSS PER 4 (5.9)p (2.0)p (12.7)p
SHARE
CONTINUING BASIC AND DILUTED 4 (0.4)p (1.6)p (9.1)p
LOSS PER SHARE EXCLUDING
EXCEPTIONAL ITEMS
RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' FUNDS
Six months Six months Year
to to to
30.6.03 30.6.02 31.12.02
Unaudited Unaudited Audited
#000 #000 #000
Opening shareholders' deficit (7,706) (10,229) (10,229)
Movement on exchange (31) (31) (38)
Shares allotted during the period/year 5 2,964 2,761
Premium on shares allotted during the 9 - 4,766
period/year
Costs of share issue - - (439)
Loss for the period/year (4,583) (684) (4,527)
-------- -------- --------
Closing shareholders' deficit (12,306) (7,980) (7,706)
===== ===== =====
ABRIDGED CONSOLIDATED BALANCE SHEET
30.6.03 30.6.02 31.12.02
Unaudited Unaudited Audited
#000 #000 #000
FIXED ASSETS 3,397 5,315 3,836
CURRENT ASSETS
Stocks and work in progress 339 302 350
Debtors 19,304 20,089 15,651
Bank balances 2,215 752 1,447
-------- -------- --------
21,858 21,143 17,448
-------- -------- --------
CURRENT LIABILITIES
Overdraft, finance debt and bank loan 4,809 3,024 2,365
Other current liabilities 28,522 28,258 24,551
-------- -------- --------
33,331 31,282 26,916
-------- -------- --------
NET CURRENT LIABILITIES (11,473) (10,139) (9,468)
-------- -------- --------
LONG TERM LIABILITIES
Finance debt and bank loan 844 2,413 1,563
Other creditors and
provisions for liabilities and charges 3,337 699 462
-------- -------- --------
4,181 3,112 2,025
-------- -------- --------
NET LIABILITIES (12,257) (7,936) (7,657)
Equity minority interest (49) (44) (49)
-------- -------- --------
(12,306) (7,980) (7,706)
===== ===== =====
ABRIDGED CONSOLIDATED CASH FLOW STATEMENT
Six months Six months
to to Year to
30.6.03 30.6.02 31.12.02
Unaudited Unaudited Audited
#000 #000 #000
NET CASH OUTFLOW FROM OPERATING
ACTIVITIES
Operating loss (3,900) (411) (4,410)
Depreciation and amortisation 691 907 1,755
Impairment of tangible fixed assets - - 673
( Profit ) / loss on sale of tangible (27) 3 155
fixed assets
Movement in working capital 2,708 (1,348) (431)
-------- ------ --------
(528) (849) (2,258)
RETURN ON INVESTMENTS & SERVICING OF (169) (255) (592)
FINANCE
TAXATION (4) (10) (21)
CAPITAL EXPENDITURE & FINANCIAL (146) 20 (106)
INVESTMENT
ACQUISITIONS / DISPOSALS - - 190
-------- ------ --------
NET CASH OUTFLOW BEFORE FINANCING (847) (1,094) (2,787)
FINANCING
Net proceeds from issue of shares - 2,964 6,964
Repayment of debt and servicing of (904) (1,054) (2,112)
lease finance
-------- -------- --------
( DECREASE ) / INCREASE IN CASH (1,751) 816 2,065
===== ==== =====
NOTES TO THE INTERIM REPORT
1. SEGMENTAL ANALYSIS
The analysis of turnover and operating profit/loss by class of business is as
follows:
Turnover Profit / (loss)
Six months to Year to Six months to Year to
30.6.03 30.6.02 31.12.02 30.6.03 30.6.02 31.12.02
#000 #000 #000 #000 #000 #000
Continuing businesses
-----------------------
Recruitment 58,005 54,897 106,643 928 465 (358)
communications
Recruitment consultancy 5,084 5,596 10,225 (399) 130 (606)
Central and unallocated - - - (693) (873) (1,732)
costs
Operating exceptional - - - (3,736) - (1,609)
costs
-------- -------- -------- -------- -------- --------
63,089 60,493 116,868 (3,900) (278) (4,305)
Discontinued businesses - - - - (133) (105)
-------------------------
-------- -------- -------- -------- -------- --------
63,089 60,493 116,868 (3,900) (411) (4,410)
===== ===== =====
( Loss ) / profit on disposal of subsidiaries (512) - 452
Net interest payable (169) (257) (558)
-------- -------- --------
Loss on ordinary activities before taxation (4,581) (668) (4,516)
===== ===== =====
The operating exceptional costs incurred during the period mainly relate to
central and unallocated costs, and are detailed in Note 2 below.
2. EXCEPTIONAL ITEMS
Six Six Year
months to months to to
30.6.03 30.6.02 31.12.02
#000 #000 #000
Impairment and asset write-offs - - 673
Termination payments 91 - 536
Onerous property leases 3,421 - -
Restructuring costs 94 - 121
Other operating exceptional 130 - 279
costs
------- ------- -------
Total operating exceptional 3,736 - 1,609
items
==== ==== ====
Non-operating exceptional items 512 - -
==== ==== ====
On 13 August 2003, the Group announced that it had recently been notified that
the ATC Group, of which BNB is a significant creditor, had gone into
receivership. This has given rise to potential property liabilities. In the
opinion of the directors, there is a likelihood that the sublet income
receivable from these properties will be less than the unavoidable rental costs
payable, and accordingly a provision for these onerous leases has been made.
These leases expire over a period ranging from 2009 to 2054. The provision has
been stated at discounted present value.
The non-operating exceptional item relates to the provision against the deferred
consideration receivable by the Group in respect of the sale of the ATC Group in
September 2000, which in the opinion of the directors is now unlikely to be
received. The deferred consideration had been previously stated at discounted
net present value.
NOTES TO THE INTERIM REPORT
3. TAXATION
Taxation in the period represents current taxation payable on overseas
operations. No charge for UK corporation tax has been made for the period owing
to the losses incurred.
4. LOSS PER SHARE
The calculations of loss per share are based on the following results and
numbers of shares as at 30 June and 31 December.
Six months Six months Year
to to to
30.6.03 30.6.02 31.12.02
#000 #000 #000
Loss for the period (4,583) (684) (4,527)
Discontinued operations - 133 105
Loss/ (profit) on disposal / 512 - (452)
closure of subsidiaries
Exceptional operating items 3,736 - 1,609
-------- ------- --------
Continuing loss excluding (335) (551) (3,265)
exceptional items
===== ===== =====
Loss per share is calculated on 77,238,000 (30 June 2002: 33,747,000, 31
December 2002: 35,697,000) ordinary shares of 5p each, being the weighted
average number of ordinary shares in issue during the period.
5. RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
Six months Six months Year
to to to
30.6.03 30.6.02 31.12.02
#000 #000 #000
(Decrease) / increase in cash (1,751) 816 2,065
during the period
Cash flow from lease financing and 904 1,054 2,112
repayment of debt
-------- -------- --------
Change in net debt resulting from (847) 1,870 4,177
cash flows
New hire purchase and finance (72) - (93)
leases
Translation difference (38) (31) (41)
-------- -------- --------
Movement in net debt during the (957) 1,839 4,043
period
Opening net debt (2,481) (6,524) (6,524)
-------- ------- --------
Closing net debt (3,438) (4,685) (2,481)
===== ==== =====
NOTES TO THE INTERIM REPORT
6. ANALYSIS OF NET DEBT
At Cash Non-cash Exchange At
01.1.03 flow movement movement 30.6.03
#000 #000 #000 #000 #000
Bank balances and 1,447 806 - (38) 2,215
deposits
Overdrafts (628) (2,557) - - (3,185)
-------- -------- -------- -------- --------
819 (1,751) - (38) (970)
-------- -------- -------- -------- --------
Debt due within one (750) - - - (750)
year
Debt due after one (938) 375 - - (563)
year
Hire purchase and (1,612) 529 (72) - (1,155)
finance lease
creditors
-------- -------- -------- -------- --------
(3,300) 904 (72) - (2,468)
-------- -------- -------- -------- --------
(2,481) (847) (72) (38) (3,438)
===== ===== ===== ===== =====
7. INTERIM REPORT
This interim report was approved by the Board on 24 September 2003. It has been
prepared using accounting policies that are consistent with those adopted in the
statutory accounts for the year ended 31 December 2002.
The figures for the year to 31 December 2002 were derived from the statutory
accounts for that year. The statutory accounts for the year ended 31 December
2002 have been delivered to the Registrar of Companies and received an audit
report which was unqualified and did not contain statements under s237(2) or (3)
of the Companies Act 1985.
8. DISTRIBUTION TO SHAREHOLDERS
This statement is being posted to shareholders shortly and is available to the
public at the Company's registered office: 30 Farringdon Street, London, EC4A
4EA.
INDEPENDENT REVIEW REPORT TO BNB RESOURCES PLC
Introduction
We have been instructed by the company to review the financial information set
out on pages 7 to 13. We have read the other information contained in the
interim report and considered whether it contains any apparent misstatements or
material inconsistencies with the financial information. This report is made
solely to the Company in accordance with guidance contained in Bulletin 1999/4
"Review of interim financial information" issued by the Auditing Practices
Board. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company, for our work, for this report,
or for the conclusions we have formed.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the AIM
rules.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
issued by the Auditing Practices Board for use in the United Kingdom. A review
consists principally of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and, based thereon, assessing whether the accounting policies and presentation
have been consistently applied, unless otherwise disclosed. A review excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with United Kingdom Auditing Standards and therefore
provides a lower level of assurance than an audit. Accordingly we do not express
an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 June 2003.
RSM Robson Rhodes LLP
Chartered Accountants
Birmingham, England
25 September 2003
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR NKQKNABKDNCB
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