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Name | Symbol | Market | Type |
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Cred Ag Co 24 | LSE:64IG | London | Medium Term Loan |
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RNS Number:7544E Simons & Co Limited 28 September 2007 Simons & Co Limited Preliminary Statement Year ended 31 December 2006 DIRECTORS' STATEMENT During the 12 months ended 31 December 2006, the group delivered a strong increase in operating income following the increased dividend contribution from Wellington Market Company plc, and as a result of strong growth in profitability in its associates. This was offset by the increased costs of financing relating to the higher average levels of borrowing as well as rising bank rates. Given the strong asset base of the company we remain comfortable with these levels of borrowings, indeed we note the continued strong share price performance of Wellington Market Company plc. Key performance indicators Key performance indicator 2006 2005 Net debt/equity1 51% 75% Return on assets(2) 0.8% 4% Notes to KPIs 1 As at 31 December 2006, net debt to equity stood at 51% versus 75% at 31 December 2005. This reflects the growth in shareholders' equity relating to the increase in value of the group's investments. Net debt is calculated as borrowings less cash and cash equivalents as reported in the financial statements. (2) Return on assets for the year ended 31 December 2006 was 0.8%, down from 4.0% in the previous year. This reflects a reduced level of profits on disposal of assets, higher finance costs (noted above) as well as the increase in the denominator relating to the increase in the group's shareholding in Wellington Market Company plc. Return on assets is calculated as profit before tax as a percentage of net assets, as reported in the financial statements. Dividends The dividend of 3.75% net per share due to Preference shareholders for the period to 30 June 2006 was paid on 1 July 2006 and the dividend of 3.75% net per share due to Preference shareholders for the period to 31 December 2006 was paid on 1 January 2007. No additional dividend was declared. No dividend was declared in respect of the Company's ordinary shares. J SIMON Director Consolidated income statement for the year ended 31 December 2006 Note 2006 2005 # # Continuing operations Investment income 38,295 20,857 Other operating income 8,124 11,425 Total income 2 46,419 32,282 Share of results of associates 39,893 30,091 Gains and losses on investments -Gains/(losses) on fair value through profit or 124 (316) loss assets -Profit on disposal of available for sale assets 11,252 44,979 11,376 44,663 97,688 107,036 Administration expenses (37,141) (19,305) Finance costs 3 (42,739) (14,400) Profit before taxation 17,808 73,331 Taxation 4 - (5,053) Profit attributable to equity holders of the parent 17,808 68,278 Consolidated statement of changes in equity for the year ended 31 December 2006 Note Share Share Other Available for Retained Total capital premium reserves sale reserve earnings # # # # # # At 1 January 2005 200,000 140 35,000 251,929 145,571 632,640 Changes in equity for 2005 Available for sale assets -gains on revaluation taken to equity 5 - - - 128,076 - 128,076 -transferred to income statement on sale - - - (28,286) - (28,286) Tax on items taken directly to equity 4 - - - (18,960) - (18,960) Net income recognised directly in equity - - - 80,830 - 80,830 Profit for the period - - - - 68,278 68,278 Total recognised income and expense - - - 80,830 68,278 149,108 At 31 December 2005 and 1 January 2006 200,000 140 35,000 332,759 213,849 781,748 Changes in equity for 2006 Available for sale assets -gains on revaluation taken to equity 5 - - - 518,754 - 518,754 -transferred to income statement on sale - - - (10,652) - (10,652) Tax on items taken directly to equity 4 - - - (96,539) - (96,539) Net income recognised directly in equity - - - 411,563 - 411,563 Profit for the period - - - - 17,808 17,808 Total recognised income and expense - - - 411,563 17,808 429,371 At 31 December 2006 200,000 140 35,000 744,322 231,657 1,211,119 Consolidated balance sheet at 31 December 2006 Note 2006 2005 # # Non-current assets Interests in associates 279,951 240,058 Available for sale investments 5 1,819,039 1,280,746 2,098,990 1,520,804 Current assets Fair value through profit or loss investments - 332 Other receivables 2,507 28,038 Cash and cash equivalents 224,418 268,167 226,925 296,537 Total assets 2,325,915 1,817,341 Current liabilities Other payables (16,743) (7,246) Tax liabilities - (5,053) Borrowings 6 (671,000) (190,273) Preference dividends (6,150) (6,150) (693,893) (208,722) Net current (liabilities)/assets (466,968) 87,815 Non-current liabilities Other payables (82,309) (84,816) Borrowings 6 (164,000) (664,000) Deferred tax liabilities 4 (174,594) (78,055) (420,903) (826,871) Total liabilities (1,114,796) (1,035,593) Net assets 1,211,119 781,748 Consolidated balance sheet (continued) at 31 December 2006 2006 2005 # # Equity attributable to equity holders Share capital 200,000 200,000 Share premium 140 140 Other reserves 35,000 35,000 Available for sale reserve 744,322 332,759 Retained earnings 231,657 213,849 Total equity attributable to equity holders 1,211,119 781,748 Consolidated cash flow statement for the year ended 31 December 2006 2006 2005 # # Cash flows from operating activities Profit before tax 17,808 73,331 Adjustments for gains and losses on investments (11,376) (44,663) Finance costs 42,739 14,400 Share of results of associates (39,893) (30,091) Proceeds on disposal of fair value through profit or 456 (408) loss investments Proceeds on disposal of available for sale 22,875 160,694 investments Purchase of available for sale investments (41,814) (620,229) Operating cash flows before movements in working capital (9,205) (446,966) Decrease/(increase) in receivables 25,531 (24,991) Increase/(decrease) in payables 6,990 (174,049) Net cash from/(used in) operating activities before income taxes 23,316 (646,006) Income taxes paid (5,053) - Net cash from/(used in) operating activities 18,263 (646,006) Cash flows from financing activities Dividends paid (12,300) (12,300) Interest on bank loans (30,439) (2,100) New bank loans raised - 500,000 Net cash (used in)/from financing activities (42,739) 485,600 Net decrease in cash and cash equivalents (24,476) (160,406) Cash and cash equivalents at beginning of year 248,894 409,300 Cash and cash equivalents at end of year 224,418 248,894 1. SIGNIFICANT ACCOUNTING POLICIES Basis of accounting The financial statements have been prepared in accordance with EU endorsed International Financial Reporting Standards (IFRS), International Financial Reporting Interpretations Committee (IFRIC) interpretations and with those parts of the Companies Act 1985 applicable to companies reporting under IFRS. All accounting standards and interpretations issued by the International Accounting Standards Board and the International Financial Reporting Interpretations Committee effective at the time of preparing these financial statements have been applied. The financial statements have been prepared under the historical cost convention with the exception of certain financial instruments, which are measured at fair value. A summary of the significant accounting policies adopted in the preparation of the financial statements is set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. Basis of consolidation The consolidated financial statements incorporate the financial statements of the company and entities controlled by the company (its subsidiaries) made up to 31 December each year. Control is achieved where the company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements for subsidiaries to bring the accounting policies used into line with those used by the group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. Business combinations The purchase method is used to account for all acquisitions. The cost of an acquisition is measured at the fair values, on the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued, plus any costs directly attributable to the acquisition. On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e discount on acquisition) is credited to profit and loss in the period of acquisition. Investments in subsidiaries In the company's separate financial statements, investments in subsidiaries are carried at cost less any impairment losses. 1. SIGNIFICANT ACCOUNTING POLICIES (continued) Investments in associates An associate is an entity over which the group is in a position to exercise significant influence, but not control or joint control, through participation in the financial and operating decisions of the investee. The results and assets and liabilities of associates are incorporated in these financial statements using the equity method of accounting, except when classified as held for sale. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the group's share of the net assets of the associate, less any impairment in the value of individual investments. Losses of the associates in excess of the group's interest in those associates are not recognised. Any excess of the cost of acquisition over the group's share of the fair values of the identifiable net assets of the associate at the date of acquisition is recognised as goodwill. Any deficiency of the cost of acquisition below the group's share of the fair values of the identifiable net assets of the associate at the date of acquisition (i.e discount on acquisition) is credited to profit or loss in the period of acquisition. Where a group company transacts with an associate of the group, profits and losses are eliminated to the extent of the group's interest in the relevant associate. Losses may provide evidence of an impairment of the asset transferred in which case appropriate provision is made for impairment. Income Dividend income from investments is recognised when the shareholders' rights to receive payment has been established. Interest income is accrued on a time basis, by reference to the principal amount outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount. Taxation The tax expense represents the sum of the tax payable and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expenses that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates except where the group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. 1. SIGNIFICANT ACCOUNTING POLICIES (continued) Taxation (continued) Deferred tax is calculated at rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Financial instruments The group classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual arrangement. Financial assets and financial liabilities are recognised on the group's balance sheet when the group becomes a party to the contractual provisions of the instrument. The particular recognition and measurement methods adopted for the group's financial instruments are disclosed below: Investments Investments are recognised and derecognised on the trade date, the date on which the group commits to purchase or sell the asset. Investments are initially recognised at fair value. Investments are classified as either fair value through profit or loss or available for sale and are measured at subsequent reporting dates at fair value, which is either the bid price or the last traded price, depending on the convention of the exchange on which the investment is quoted. Where the group invests in financial assets with a view to profiting from their total return in the form of interest, dividends or increases in fair value, listed equities and fixed income securities are designated as fair value through profit or loss on initial recognition. Where securities are designated upon initial recognition as fair value through profit or loss, gains and losses arising from changes in fair value are included in net profit or loss for the period and transaction costs on acquisition or disposal of the security are expensed. For available for sale investments, gains and losses arising from changes in fair value are recognised directly in equity, until the security is disposed of or determined to be impaired, at which time the cumulative gain or loss previously recognised in equity is included in the net profit or loss for the period. For available for sale equity securities, transaction costs on acquisition are capitalised, and the profit or loss on disposal is calculated net of transaction costs on disposal. Other receivables Other receivables do not carry any interest and are short term in nature and are accordingly stated at their nominal value as reduced by appropriate allowances for estimated irrecoverable amounts. Cash and cash equivalents Cash and cash equivalents comprise short-term bank deposits with an original maturity of three months or less. The carrying amount of these assets approximates their fair value. Financial liabilities and equity Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. Financial liabilities and equity instruments are recorded at the proceeds received net of issue costs. 1. SIGNIFICANT ACCOUNTING POLICIES (continued) Bank borrowings Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs. Bank loans are carried at amortised cost. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the income statement using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. Cumulative preference shares The cumulative preference shares have been classified as liabilities, as they represent a contractual obligation on behalf of the group to deliver to their holders a fixed annual income and a fixed and determinable amount at redemption and therefore meet the IAS32 "Financial Instruments: Disclosure and Presentation" definition of liabilities. They are accordingly accounted for at amortised cost, using the effective interest rate method. Other payables Other payables are not interest bearing and are stated at their nominal value. 2. SEGMENT REPORTING The group's business consists of a single segment and operates in a single geographical location. An analysis of the group's income is as follows: 2006 2005 # # Investment income -Listed dividends-UK 38,295 20,857 Other operating income -Bank deposit interest 8,124 11,425 46,419 32,282 3. FINANCE COSTS 2006 2005 # # Interest on bank loans and overdrafts 30,439 2,100 Preference dividends 12,300 12,300 42,739 14,400 4. TAXATION 2006 2005 # # Current tax UK Corporation tax -current year - 5,053 Deferred tax - - Total tax charge - 5,053 The charge for the year can be reconciled to the profit per income statement as follows: 2006 2005 # # Profit before taxation 17,808 73,331 Tax at UK corporation tax rate 19% (2005: 19%) 3,384 13,933 Tax effect of share of results of associates (7,580) (5,717) Expenditure that is not tax deductible 3,235 2,337 Non-taxable income (7,276) (3,980) Tax losses carried forward/(utilised) 8,237 (1,520) Tax expense - 5,053 Deferred tax relating to the revaluation of available for sale investments has been charged directly to equity: Revaluation of available for sale investments # At 1 January 2005 59,095 Charge to equity 18,960 At 31 December 2005 and 1 January 2006 78,055 Charge to equity 96,539 At 31 December 2006 174,594 5. AVAILABLE FOR SALE INVESTMENTS 2006 2005 # # Listed investments 1 January 1,280,746 676,441 Additions 41,814 620,229 Disposals (22,275) (144,000) Revaluation surplus transfer to equity 518,754 128,076 31 December 1,819,039 1,280,746 6. BORROWINGS 2006 2005 # # Current Bank overdraft - 19,273 Loan note 171,000 171,000 Bank loans 500,000 - 671,000 190,273 Non-current Bank loans - 500,000 Preference shares 164,000 164,000 164,000 664,000 The borrowings are repayable as follows: 2006 2005 # # On demand or within one year 671,000 190,273 In the second year - 500,000 In the third to fifth years inclusive - - After 5 years 164,000 164,000 835,000 854,273 Less amounts due for settlement within 12 months (shown under current liabilities) (671,000) (190,273) Amount due for settlement after 12 months 164,000 664,000 7. PRELIMINARY STATEMENT This preliminary statement, which has been agreed with the auditors, was approved by the Board on 26 September 2007. It is not the company's statutory accounts. The statutory accounts for the year ended 31 December 2005 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. The statutory accounts for the year ended 31 December 2006 have not yet been approved, audited or filed. This information is provided by RNS The company news service from the London Stock Exchange END FR XVLFLDKBXBBE
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