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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Eatonfield | LSE:EFD | London | Ordinary Share | GB00B1FQDQ64 | ORD 0.1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 0.20 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From May 2019 to May 2024
TIDMEFD
RNS Number : 0083E
Eatonfield Group plc
31 March 2011
FOR IMMEDIATE RELEASE 31 March 2011
Eatonfield Group plc
("Eatonfield" or "the Group")
Unaudited Interim Results for the six months ended 31 December 2010
Eatonfield Group plc (AIM: EFD), the commercial property company and house builder announces its unaudited interim results for the six months ended 31 December 2010.
SUMMARY
-- Revenue GBP3.26 million (Dec 2009: GBP2.71 million)
-- Trading loss GBP0.20 million (Dec 2009: GBP2.96 million loss)
-- Loss for the period GBP2.36 million (Dec 2009: GBP5.10 million)
-- Net debt GBP26.9 million (2009: GBP25.3 million: 30 June 2010: GBP26.8 million)
-- Board seeking imminent conclusion of negotiations with the Group's banks for the proposed sale of the Welsh land portfolio
-- Sufficient working capital to fund the Group until mid April 2011
For further information, please contact:
Eatonfield Group plc Brian Corfe (Executive Chairman) Tel: (+44) (0)1829 261 910 Rob Lloyd (Group Chief Executive) Duncan Syers (Group Finance Director) Evolution Securities Joanne Lake/Peter Steel Tel: (+44) (0)113 243 1619 Optiva Securities Limited Jeremy King Tel: (+44) (0)203 137 1904 Threadneedle Communications Graham Herring/John Coles Tel: (+44) (0)207 653 9850
Chairman's Statement
During the period the Group generated turnover of GBP3.3 million, an increase of some 22% on the same period last year. Of this, GBP2.6 million was generated under contract from the construction and sale of new housing to a combination of the affordable housing sector and a private developer. A further GBP0.3 million was realised from the sale of part of the Group's commercial property portfolio in Driffield, Yorkshire and GBP0.4 million from the speculative sale of three apartments at the Groups development in Buckley, North Wales.
Whilst this turnover produced a gross profit of some 14%, a GBP0.7 million inventory write down resulted in a trading loss of GBP0.2 million being incurred (2009: GBP3 million).
Administration costs for the period were GBP1.43 million (2009: GBP1.47 million). Of this, GBP0.5 million related to the (non-recurring) write off of some trade receivables. By way of comparison, during the same period last year administrative costs included some GBP0.2 million of non-recurring legal and professional fees. The Group's underlying recurring staff costs fell from GBP0.56 million to GBP0.51 million (2008: GBP0.71 million).
Our joint venture with Jenard Properties Limited incurred losses of GBP60,000 (2009: GBP0.66 million) as a result of ongoing running costs and loan interest.
Finance costs in the period amounted to GBP0.68 million (2009: GBP1.17 million). The comparable 2009 figure of GBP1.17m included a non-recurring charge of GBP0.79 million reflecting the cost attributable to the issue of share warrants to one of the Group's banks.
Net debt at 31 December 2010 amounted to GBP26.9 million (2009: GBP25.3 million). At 30 June 2010, net debt stood at GBP26.8 million. Whilst the Group achieved a reduction in bank debt from the sale of its apartments in Buckley, the commercial property sale in Driffield and the use of some of the profits arising on one of its affordable housing contracts to partially repay a related loan, this was collectively more than offset by expenditure on overheads and interest costs.
On 15 March 2011, the Board made the latest in a series of announcements regarding Eatonfield's working capital position and in respect of negotiations for the sale of the Group's Welsh land portfolio and agreement of related follow-on house building contracts.
The Board announces that in lieu of the previously notified short-term loan secured over an unencumbered property, the Group has now sold the property in question for GBP52,000. The Group continues to defer payments of amounts due to certain of its senior lenders and trade creditors. The Group is also seeking to exchange contracts imminently on the sale of one of its land assets, which is expected to generate additional cash for the Group. On the basis that (i) the relevant lenders do not demand payment in the short-term and that Eatonfield continues to receive their support; and (ii) exchange of contracts takes place on the aforementioned land sale in accordance with the Board's expectations, the Board believes that the Group now has sufficient working capital through to mid April 2011.
The Board continues to negotiate with the Group's bankers with a view to procuring their consent to the proposed sale of the Welsh land portfolio. The Board is seeking to conclude these negotiations within the next two weeks, following which we plan to begin raising further equity. The Board also confirms that all the Group's existing bank facilities remain available at the date of this announcement.
Brian Corfe
Executive Chairman
31 March 2011
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Eatonfield Group
plc 6 Months 6 Months Year
Consolidated
Statement of
Comprehensive ended ended ended
Income 31-Dec-10 31-Dec-09 30-Jun-10
Unaudited Unaudited Audited
GBP GBP GBP
Revenue 3,261,898 2,710,062 5,710,359
Direct costs (2,782,797) (2,479,099) (6,857,461)
Foreseeable
losses on
inventory and
assets held for
resale (679,513) (3,195,623) (8,538,421)
---------------- ---------------- ----------------
Trading loss (200,412) (2,964,660) (9,685,523)
Investment
property
revaluation
losses - (226,625) -
Administration
expenses (1,434,709) (1,471,897) (2,872,461)
---------------- ---------------- ----------------
Loss from
operations (1,635,121) (4,663,182) (12,557,984)
Loss on disposal
of plant and
equipment (5,766) - -
Share of result
from joint
venture (56,149) (655,127) (828,308)
Finance income 825 530 754
Other operating
income - 8,603 18,532
Finance costs (682,991) (1,173,964) (2,067,993)
---------------- ---------------- ----------------
Loss before taxation (2,379,202) (6,483,140) (15,434,999)
Income tax
credit 18,143 1,383,990 1,622,994
---------------- ---------------- ----------------
Total comprehensive
loss for the
period (2,361,059) (5,099,150) (13,812,005)
---------------- ---------------- ----------------
Loss
attributable
to:
Owners of the
parent company (2,361,059) (5,099,150) (12,723,005)
Non-controlling
interests - - (1,089,000)
Loss
attributable to
equity holders
of the parent
company:
Loss per share -
basic (p) 3 (0.67) (7.19) (7.63)
Loss per share -
diluted (p) 3 (0.67) (7.19) (7.63)
The results for the period are derived from continuing activities.
Eatonfield Group
plc
Consolidated
Statement of
Financial
Position 31-Dec-10 31-Dec-09 30-Jun-10
As at 31
December 2010 Unaudited Unaudited Audited
GBP GBP GBP
Assets
Non Current
Assets
Property, plant
and equipment 69,289 47,737 41,485
Investment
properties - 5,114,954 -
Investment in
joint ventures
Share in joint
venture (1,099,807) (870,476) (1,043,658)
---------------- ---------------- ----------------
(1,030,518) 4,292,215 (1,002,173)
Current Assets
Inventories 33,908,406 16,653,699 15,271,890
Assets held for
resale - 19,206,999 19,931,493
Trade and other
receivables 5,763,459 5,885,430 6,779,511
Cash and cash
equivalents 394,738 3,521,356 1,393,481
---------------- ---------------- ----------------
40,066,603 45,267,484 43,376,375
---------------- ---------------- ----------------
Total Assets 39,036,085 49,559,699 42,374,202
---------------- ---------------- ----------------
Equity and
liabilities
Equity
Issued capital 2 5,635,700 4,429,678 5,635,700
Share premium 15,627,669 15,625,070 15,627,669
Merger reserve (1,499,000) (1,499,000) (1,499,000)
Share based
payment
reserve 1,103,590 1,170,269 1,103,590
Retained
earnings (11,746,912) (1,761,998) (9,385,853)
---------------- ---------------- ----------------
Total equity
attributable to
equity holders
of the parent 9,121,047 17,964,019 11,482,106
Non controlling
interests (1,089,000) - (1,089,000)
---------------- ---------------- ----------------
Total equity 8,032,047 17,964,019 10,393,106
Non current
liabilities
Provision for
deferred tax - 350,000 -
Obligations
under finance
leases 41,890 - -
Other
liabilities - 400,000 -
---------------- ---------------- ----------------
41,890 750,000 -
Current
liabilities
Financial
liabilities 27,277,917 28,801,528 28,139,933
Trade and other
payables 3,663,958 2,010,262 3,815,373
Obligations
under finance
leases 20,273 33,890 25,790
---------------- ---------------- ----------------
30,962,148 30,845,680 31,981,096
---------------- ---------------- ----------------
Total
liabilities 31,004,038 31,595,680 31,981,096
Total equity and
liabilities 39,036,085 49,559,699 42,374,202
---------------- ---------------- ----------------
Eatonfield Group plc 6 Months 6 Months Year
Consolidated Statement of Cash Flows ended ended ended
For the period to 31 December 2010 31-Dec-10 31-Dec-09 30-Jun-10
Unaudited Unaudited Audited
GBP GBP GBP
Loss before taxation (2,379,202) (6,483,140) (15,434,999)
Net finance costs 682,166 1,173,434 2,067,240
Loss on disposal of property, plant
and equipment 5,766 - -
Share of joint venture operating
result 56,149 655,127 828,308
Share based compensation - - 35,000
Depreciation 8,035 10,267 16,519
Investment property revaluation losses - 226,625 -
Decrease in inventories and assets
for resale 1,294,976 1,422,850 7,492,773
Decrease / (increase) in trade and other
receivables 1,034,194 (619,371) (1,660,701)
(Decrease) / increase in trade and other
payables (214,644) 587,236 2,030,382
---------------- ---------------- ----------------
Cash generated from / (used in)
operations 487,440 (3,026,972) (4,625,478)
Taxation - 21,991 -
---------------- ---------------- ----------------
Cash generated from / (used in)
operating activities 487,440 (3,004,981) (4,625,478)
Investing activities
Increase in investment properties - (34,953) (105,982)
Acquisition of property, plant and
equipment - (818) (818)
Proceeds from the disposal of property,
plant and equipment 25,000 - -
Finance income received 825 530 754
---------------- ---------------- ----------------
Cash generated from / (used) in
investing activities 25,825 (35,241) (106,046)
Financing
Net proceeds from the issue of ordinary
shares - 6,825,831 7,935,501
Net movement in short term borrowings (862,016) (559,521) (1,221,116)
Net movement in long term borrowings - (1,123,570) (1,123,570)
Finance costs paid (619,134) (388,438) (1,264,986)
Repayment of finance leases (30,858) (8,100) (16,200)
---------------- ---------------- ----------------
Cash (used in) / from financing (1,512,008) 4,746,202 4,309,629
---------------- ---------------- ----------------
(Decrease) / increase in cash and cash
equivalents (998,743) 1,705,980 (421,895)
Opening cash and cash equivalents 1,393,481 1,815,376 1,815,376
---------------- ---------------- ----------------
Closing cash and cash equivalents 394,738 3,521,356 1,393,481
---------------- ---------------- ----------------
Eatonfield Group plc
Consolidated Statement of Changes in Equity
As at 31 December 2010
Merger Share based Non controlling
Issued capital Share premium reserve payment reserve Retained earnings interests Total equity
GBP GBP GBP GBP GBP GBP GBP
Balance at 1
July 2009 2,306,478 8,218,939 (1,499,000) - 3,337,152 - 12,363,569
Loss for the
period - - - - (5,099,150) - (5,099,150)
Share based
compensation - (326,500) - 1,170,269 - - 843,769
Issue of
shares 2,123,200 7,732,631 - - - - 9,855,831
-------------- ---------------- ---------------- -------------- ---------------- --------------- ----------------
Balance as at
31 December
2009 4,429,678 15,625,070 (1,499,000) 1,170,269 (1,761,998) - 17,964,019
Loss for the
period - - - - (7,623,855) (1,089,000) (8,712,855)
Share based
compensation - (50) - (66,679) - - (66,729)
Issue of
shares 1,206,022 2,649 - - - - 1,208,671
-------------- ---------------- ---------------- -------------- ---------------- -------------- ----------------
As at 1 July
2010 5,635,700 15,627,669 (1,499,000) 1,103,590 (9,385,853) (1,089,000) 10,393,106
Loss for the
period - - - - (2,361,059) - (2,361,059)
-------------- ---------------- ---------------- -------------- ---------------- -------------- ----------------
Balance at 31
December
2010 5,635,700 15,627,669 (1,499,000) 1,103,590 (11,746,912) (1,089,000) 8,032,047
-------------- ---------------- ---------------- -------------- ---------------- -------------- ----------------
Issued capital
The issued capital account includes the par value for all shares issued.
Share premium account
This comprises the premium over nominal value on issued shares. The use of this reserve is restricted by the Companies Act 2006.
Merger reserve
The Group reconstruction before flotation in 2006 was accounted for in accordance with the principles of merger accounting.
Share based compensation
This reflects the expected value to the company of share options and warrants issued to date upon vesting for the period to 31 December 2010.
Notes to the Interim Financial Statements
1. Accounting policies and basis of preparation
These interim financial statements do not constitute statutory accounts as defined by section 434 of the Companies Act 2006 and are unreviewed and unaudited. They do not therefore include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual financial statements as at 30 June 2010, which have been prepared in accordance with IFRSs as adopted by the European Union.
The Group's statutory accounts for the year ended 30 June 2010 have been delivered to the Registrar of Companies. The report of the auditors thereon contained a disclaimer of view which is reproduced below:
"Opinion: disclaimer on view given by the financial statements
In forming our opinion on the financial statements, we have considered the adequacy of the disclosures made in the accounting policies to the financial statements concerning the following matters:
-- The successful outcome of the group negotiating an extension of its current facilities with certain of its banks;
-- The renewal of the group's facility with The Royal Bank of Scotland plc is dependent on the group securing the sale of certain of the group's land bank and agreement from the other banks that they are willing to consent for The Royal Bank of Scotland plc to obtain a floating charge over all the group's assets;
-- The renewal of the group's facility with Allied Irish Bank plc on similar lines to the one to be agreed with The Royal Bank of Scotland plc;
-- The uncertainty as to the ability of the company being able to obtain further equity investment to ensure adequacy of working capital.
The disclosures indicate the existence of material uncertainties which may cast significant doubt on the Group's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern. Because of the potential significance, to the financial statements, of the combined effect of the four matters referred to in the paragraph above, we are unable to form an opinion as to whether:
-- the financial statements give a true and fair view of the state of the group's and of the parent company's affairs as at 30 June 2010 and of the group's loss for the year then ended;
-- the group financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union;
-- the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-- the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements."
The Group has not applied IAS 34, Interim Financial Reporting, which is not mandatory for UK Groups, in the preparation of these interim financial statements.
The preparation of the interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors, such as expectations of future events and are believed to be reasonable under the circumstances. Actual results may differ from these estimates. In preparing these interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements for the year ended 30 June 2010.
The interim financial information has been prepared using the same accounting policies and estimation techniques as will be adopted in the Group financial statements for the year ending 30 June 2011. The Group financial statements for the year ended 30 June 2010 were prepared under International Financial Reporting Standards.
These interim financial statements have been prepared on a consistent basis.
Going Concern
These accounts have been prepared on a going concern basis.
The Board continue to negotiate with the Group's bankers with a view to procuring their consent to the proposed sale of the Welsh land portfolio. The Board is seeking to conclude these negotiations within the next two weeks, following which we plan to begin raising further equity.
2. Analysis of the changes in Share Capital
6 Months 6 Months Year
ended ended ended
31-Dec-10 31-Dec-09 30-Jun-10
Unaudited Unaudited Audited
No of shares GBP No of shares GBP No of shares GBP
Authorised:
0.1p Ordinary
shares 389,267,025 389,267 - - - -
0.9p Def A
shares 389,267,025 3,503,403 - - - -
1.0p Ordinary
shares - - 389,267,025 3,892,670 389,267,025 3,892,670
9.0p Def B
shares 23,414,775 2,107,330 23,414,775 2,107,330 23,414,775 2,107,330
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
6,000,000 6,000,000 6,000,000
---------------- ---------------- ----------------
Allotted,
called up and
fully paid:
Ordinary shares
of 10p
At the
beginning of
the
period/year - - 23,064,775 2,306,478 23,064,775 2,306,478
Issued in the
period - - 350,000 35,000 350,000 35,000
Capital
reorganisation - - (23,414,775) (2,341,478) (23,414,775) (2,341,478)
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
As at end of
the
period/year - - - - - -
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
Ordinary shares
of 1p
At the
beginning of
the
period/year 352,836,925 3,528,370 - - - -
Capital
reorganisation (352,836,925) (3,528,370) 23,414,775 234,148 23,414,775 234,148
Issued in the
period - - 208,820,000 2,088,200 329,422,150 3,294,222
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
As at end of
the
period/year - - 232,234,775 2,322,348 352,836,925 3,528,370
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
Ordinary shares
of 0.1p
At the
beginning of
the
period/year - - - - - -
Capital
reorganisation 352,836,925 352,837 - - - -
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
As at end of
the
period/year 352,836,925 352,837 - - - -
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
Def A shares of
0.9p
At the
beginning of
the
period/year - - - - - -
Capital
reorganisation 352,836,925 3,175,533 - - - -
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
As at end of
the
period/year 352,836,925 3,175,533 - - - -
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
Def B shares of
9p
At the
beginning of
the
period/year 23,414,775 2,107,330 - - - -
Capital
reorganisation - - 23,414,775 2,107,330 23,414,775 2,107,330
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
As at end of
the
period/year 23,414,775 2,107,330 23,414,775 2,107,330 23,414,775 2,107,330
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
5,635,700 4,429,678 5,635,700
---------------- ---------------- ----------------
During the latter part of 2010 the Company's Existing Ordinary Share price fell below its then nominal value of one penny per share. Then, as now, the Board wished to leave open the possibility of raising additional equity. However, as Company law prohibits the issue of shares at a price below their nominal value a Share Capital Reorganisation was necessary in order to facilitate an issue of New Ordinary Shares in the future.
This Capital Reorganisation was undertaken on 18 October 2010. As a result, each Existing Ordinary Share wassub-divided and converted into one New Ordinary Share of 0.1 pence and one Deferred A Share of 0.9 pence. Further, the Existing Deferred Shares were reclassified into Deferred B Shares.
Each New Ordinary Share has the same rights (including voting and dividend rights and rights on a return of capital) as each Existing Ordinary Share had prior to the Capital Reorganisation. Certificates for Existing Ordinary Shares remain valid for the same number of New Ordinary Shares arising on the Capital Reorganisation and no new certificates were issued nor were CREST accounts credited in respect of the New Ordinary Shares arising as a result of the Capital Reorganisation.
The Deferred A Shares, created on the Capital Reorganisation have the same rights as the Existing Deferred Shares. That is, they have no voting or dividend rights and on a return of capital, have the right to receive the amount paid up thereon only after the holders of the New Ordinary Shares have received, in aggregate the amount paid thereon, together with the sum of GBP10,000,000 per New Ordinary Share.
No share certificates were issued in respect of the Deferred A Shares, nor were CREST accounts
of Shareholders credited in respect of any entitlement to Deferred A Shares, nor were they admitted to trading on AIM or any other investment exchange. The rights of the Existing Deferred
Shares, which were reclassified as Deferred B Shares following the Capital Reorganisation, remain unchanged. At the time of the Reorganisation there were no immediate plans for the Company to purchase or to cancel the Deferred A Shares or Deferred B Shares, although the Directors proposed to keep the situation under review.
The effect of the Capital Reorganisation means that each New Ordinary Share has a nominal value of 0.1 pence and the number of shares admitted to trading on AIM remains the same. Consequently, the market price of a New Ordinary Share immediately after completion of the Capital Reorganisation was, theoretically, the same as the market price of an Existing Ordinary Share immediately prior to the Capital Reorganisation.
On completion of the Capital Reorganisation, each Shareholder held one New Ordinary Share of 0.1 pence and one Deferred A Share of 0.9 pence for each Ordinary Share held prior to the Reorganisation.
Immediately following the Capital Reorganisation, the Company's equity capital structure prior to any further equity issuance, was as follows:
Nominal value per share Number of shares
Ordinary Shares 0.1 pence 352,836,925
Deferred A Shares 0.9 pence 352,836,925
Deferred B Shares 9.0 pence 23,414,775
3. Loss per ordinary share
6 Months 6 Months Year
ended ended ended
31-Dec-10 31-Dec-09 30-Jun-10
Unaudited Unaudited Audited
GBP GBP GBP
Loss for the period
attributable to
owners of the
parent company (2,361,059) (5,099,150) (12,723,005)
---------------- ---------------- ----------------
Weighted average
number of shares
for basic earnings
per share 352,836,925 70,935,645 166,763,137
Dilutive potential
ordinary shares:
Employee share
options - - -
Warrants - - -
---------------- ---------------- ----------------
For fully diluted
earnings per share 352,836,925 70,935,645 166,763,137
---------------- ---------------- ----------------
Basic profit per
ordinary share (p) (0.67) (7.19) (7.63)
Fully diluted profit
per ordinary share
(p) (0.67) (7.19) (7.63)
The weighted average number of ordinary shares for calculating the diluted loss per share for the period ended 31 December 2010 is identical to those for the basic loss per share. This is because the outstanding share options would have the effect of reducing the loss per ordinary share and would therefore not be dilutive under the terms of International Accounting Standard ("lAS") 33.
The board of Directors approved the interim report on 31 March 2011.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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