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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Satcom Grp | LSE:SGH | London | Ordinary Share | GB00B0D66620 | ORD USD0.10 |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 9.00 | 0.00 | 00:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
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RNS Number:3614F
SatCom Group Holdings plc
09 October 2007
Press Release 9 October 2007
SatCom Group Holdings plc
("SatCom" or "the Group")
Preliminary Statement of Results for the Year Ended 30 June 2007
SatCom Group Holdings plc, a reseller of mobile satellite communications,
announces its preliminary results for the year ended 30 June 2007.
Highlights
* Turnover increased 12% to US$58.0 million (FY 2006: US$51.6 million)
* Gross margin increased to 23% (FY 2006: 20%)
* Profit before tax increased 31% to US$3.7 million (FY 2006: US$2.8 million)
* Basic EPS increased 36% to 5.26 cents (FY 2006: 3.87 cents)
* Final dividend proposed of 0.33 cents per share taking the full year
dividend to 0.50 cents (FY 2006: 0.40 cents)
* Acquisition of World Communications Center in July 2006
* Awarded Inmarsat BGAN Distribution Partner status in October 2006
* Awarded Inmarsat handheld Distribution Partner status in June 2007
* SatCom Global formed in November 2006
Commenting on the results, Mark White, Chief Executive, said: "SatCom has made
solid progress in the 2007 financial year. The Group has successfully
integrated the Horizon Mobile Communications Group, made in the previous year.
World Communications Center, which the Group acquired in July 2006, is
performing well and is also now fully integrated into the Group. The formation
of SatCom Global has, as expected, increased SatCom's airtime buying power from
the major satellite operators.
"During the year, we have significantly strengthened our commercial relationship
with Inmarsat and have been awarded Distribution Partner status for both
Inmarsat's BGAN and handheld voice services. These prestigious awards have
enabled the Group to expand the wholesale operations.
"The Group's sophisticated billing platform, geographical diversity and depth of
product offering means SatCom is well positioned to continue to benefit from the
growth in the mobile satellite services market. We are confident of delivering
further growth for shareholders in the future."
- Ends -
For further information:
SatCom Group Holdings plc
Mark White, Chief Executive Officer Tel: +44 (0) 1722 439 206
mark.white@satcomgroup.com www.SatComgroup.com
Martin Ward, Chief Financial Officer Tel: +44 (0) 1722 439 201
martin.ward@satcomgroup.com www.SatComgroup.com
Landsbanki Securities (UK) Limited
Gareth Price / Fred Walsh Tel: +44 (0) 207 426 9000
gareth.price@landsbanki.com www.landsbanki.com
Media enquiries:
Abchurch
Chris Lane / Georgina Bonham Tel: +44 (0) 20 7398 7700
georgina.bonham@abchurch-group.com www.abchurch-group.com
Chairman's statement
The last 12 months have seen the Group complete its integration of the two
acquisitions made during the previous year. We have rationalised our North
American operations; established a new service and logistics centre in Dubai
(UAE), providing 24/7 operational capability; and upgraded our class-leading
billing and customer support facilities.
The Group also gained Distribution Partner status for Inmarsat's high-speed data
service BGAN and SatCom's focus this year has been on developing sales of this
product. The Group has now also been granted Distribution status for Inmarsat's
handheld voice services and we expect these to make a good contribution to
earnings in the year ahead. We have made good progress in appointing wholesale
customers around the world to augment the Group's sales capability for these
products and so benefit the Group with an additional revenue stream to diversify
SatCom's earnings. BGAN sales have taken more time than anticipated to develop,
but are now performing to expectations.
The Group's investment in upgrading its billing and Pre-Paid platforms, together
with a sophisticated service activation, business monitoring and support
package, is aimed at positioning the Group to deliver its customers with a "
Best-in-Class" service. Additionally, the Group has improved its global
logistics and servicing capability, and has been appointed a Global Master
Distributor for Thrane & Thrane, a leading manufacturer of MSS equipment.
These developments have been accompanied by further investment in training of
both Service Providers and staff. I would like to take this opportunity to
thank them for their enthusiastic response to the various challenges that they
have met over the past year, and for their contribution to the Group's
successes.
The Group is now well-positioned to take advantage of the anticipated strong
growth in Mobile Satellite services, generated in particular by the new Inmarsat
services. The Board expects the Group's growth to continue and will look at
strategic acquisition opportunities as they arise.
Richard Vos
Chairman
8 October 2007
Chief Executive's Statement
Highlights
The attached results of SatCom Group Holdings Plc ("SatCom" or the "Group"), for
the year ended 30 June 2007, represent the third set of audited results since
joining AIM in July 2005, which show further growth in profits for the Group.
The Group reports its financial statements in US dollars as the majority of its
sales and cost of sales are denominated in this currency.
As reported in last year's annual report, the Group gained Distribution Partner
status with Inmarsat for the high speed data BGAN service on 1st October 2006.
We are pleased to report that this service has provided significant growth
although the delay in being able to supply this service was not as originally
anticipated. We expect this service to increase further as worldwide demand
continues to grow.
In July 2006, the Group acquired World Communication Center, Inc. ("WCC"), a
satellite equipment and airtime reseller company, based in Phoenix, Arizona,
USA. In the 12 months to December 2005, WCC had sales of $10 million and pre
tax profits of $450,000. I am pleased to say that WCC performance in the first
twelve months within the Group was to increase turnover to $11.4 million and
contribution before management charges to group Operating profits of $586,000.
These results reflect a 30% increase in profits over the year ended December
2005. We have also commenced the rationalisation of our North American business
and made the Phoenix location the main administration and inventory holding
location for the businesses located in North America.
During the year the Group has announced success in winning new US Government
business. Whilst the margin will be small the size of the anticipated business
and the quality of the customer will enhance our global position in the Mobile
Satellite Services ("MSS") sector.
In August the Group announced the signing of a Global Master Distribution with
Thrane & Thrane, a major manufacturer of Satellite Equipment for the MSS market.
Financial Performance
The Group's results show an increase in turnover of 12.6% to $58 million,
including $11.4 million arising from the acquisition of WCC. This takes account
of a reduction in the Middle East land based business, due to the continued
withdrawal of military and security personnel. The Group had expected a reduced
demand for land based services, which fluctuates significantly in line with
conflicts and large scale disasters. The maritime business continued to expand
and our turnover from this division reached $14.5 million (2006 $9.6 million).
Gross margin earned increased to 23% (2006 20%) and profit before tax increased
by 31% to $3.6 million (2006 $2.8 million). As our reporting currency and the
majority of our trading income is in US Dollars our operating costs in the UK
have been increased by the weakness of the dollar as it affects our UK head
office, Convertible Bond Interest and our public company costs which are all
Sterling based by an average of 9%. The effect has been to increase our
overheads by $270,000 compared to the average rate applicable in the previous
year.
The basic earnings per share have risen by 36% to 5.26 cents (2006: 3.87 cents)
and as previously stated in line with our stated progressive dividend policy it
is the Board's intention to propose a final dividend of 0.33 cents per share
(2006 0.25 cents). This dividend when added to the interim dividend paid in
April 2007 will provide a total income to shareholders of 0.50 cents per share
for the year (2006 0.40 cents).
The Group has invested in the new billing system and in Inventory levels to take
account of the new BGAN terminals in the Group warehousing around the world.
Strategy and Prospects
The Group has developed an excellent wholesale customer base for hardware
equipment and airtime services using the airtime portal website and billing
systems which it has heavily invested into in the last year. We will continue
to look at strategic acquisition opportunities as they arise.
Accordingly, the Board remains confident of the outcome for the year.
Finally, I would like to take this opportunity to thank all SatCom Group
employees around the world for their continuing hard work and dedication during
the last year.
Mark White
Chief Executive
8 October 2007
SATCOM GROUP HOLDINGS PLC
GROUP PROFIT AND LOSS ACCOUNT YEAR ENDED 30 JUNE 2007
30 June 2007 30 June
2006
Note $ 000's $ 000's $ 000's
TURNOVER
Continuing operations 46,517 51,018
Acquisitions 11,496 -
------- ------
58,013 51,018
Discontinued operations - 540
------- ------
Group turnover 58,013 51,558
Cost of sales (44,212) (41,412)
-------- -------
GROSS PROFIT 13,801 10,146
Net operating expenses (9,240) (6,775)
-------- -------
OPERATING PROFIT
Continuing operations 4,155 3,491
Acquisitions 406 -
------- ------
4,561 3,491
Discontinued operations (-) (120)
------- -------
GROUP OPERATING PROFIT 4,561 3,371
Loss on disposal of fixed asset investments (-) (10)
-------- -------
PROFIT ON ORDINARY ACTIVITIES BEFORE INTEREST 4,561 3,361
Interest receivable 346 303
Finance costs
Interest payable and similar charges (1,106) (748)
Amortisation of issue costs on convertible (122) (114)
loan stock ------- -------
(1,228) (862)
------- -------
PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 3,679 2,802
Tax on profit on ordinary activities (794) (890)
------- --------
PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION 2,885 1,912
Minority interests (74) (69)
------- --------
PROFIT ATTRIBUTABLE TO MEMBERS OF THE PARENT 2,959 1,981
COMPANY (carried forward) ======= ========
30 June 2007 30 June
2006
Note $ 000's $ 000's $ 000's
PROFIT ATTRIBUTABLE TO MEMBERS OF THE PARENT 2,959 1,981
COMPANY (brought forward)
Dividends 4 (235) (78)
------- ------
RETAINED PROFIT 2,724 1,903
======= ======
Earnings per share
Basic earnings per ordinary share 3 $0.0526 $0.0387
Diluted earnings per ordinary share 3 $0.0512 $0.0385
SATCOM GROUP HOLDINGS PLC
GROUP BALANCE SHEET YEAR ENDED 30 JUNE 2007
30 June 2007 30 June
2006
Note $ 000's $ 000's $ 000's
FIXED ASSETS
Intangible assets 13,008 5,869
Tangible assets 975 746
------- -------
13,983 6,615
------- -------
CURRENT ASSETS
Stocks 5,588 3,216
Debtors 17,582 11,357
Cash at bank and in hand 959 1,901
------- -------
24,129 16,474
CREDITORS: Amounts falling due within one year 20,513 15,907
------- -------
NET CURRENT ASSETS 3,616 567
------- -------
TOTAL ASSETS LESS CURRENT LIABILITIES 17,599 7,182
CREDITORS: Amounts falling due after 6 8,174 5,141
more than one year ------- ------
9,425 2,041
PROVISIONS FOR LIABILITIES AND CHARGES
Deferred taxation - -
------- -------
9,425 2,041
MINORITY INTERESTS 69 18
------- --------
9,494 2,059
======= ========
CAPITAL AND RESERVES
Called up share capital 7 6,053 5,250
Share premium account 8 4,845 723
Merger reserve 8 (10,884) (10,884)
Contingent share capital 9 500 714
Profit and loss account 8 8,980 6,256
-------- --------
EQUITY SHAREHOLDERS' FUNDS 10 9,494 2,059
======== ========
SATCOM GROUP HOLDINGS PLC
GROUP CASH FLOW STATEMENT YEAR ENDED 30 JUNE 2007
30 June 2007 30 June
2006
Note $ 000's $ 000's $ 000's
NET CASH INFLOW/(OUTFLOW) FROM OPERATING ACTIVITIES 1,660 (1,048)
RETURNS ON INVESTMENTS AND
SERVICING OF FINANCE
Interest received 346 303
Interest paid (1,096) (740)
Interest element of hire purchase (10) (8)
------- -------
NET CASH OUTFLOW FROM RETURNS ON INVESTMENTS AND (760) (445)
SERVICING OF FINANCE
TAXATION (931) (751)
CAPITAL EXPENDITURE
Payments to acquire intangible fixed assets (58) (657)
Payments to acquire tangible fixed assets (1,144) (154)
------- -------
NET CASH OUTFLOW FROM CAPITAL EXPENDITURE (1,202) (811)
ACQUISITIONS AND DISPOSALS
Cash paid to acquire subsidiary undertakings (2,223) (4,947)
Net cash acquired with subsidiary undertakings (244) 867
Sale of subsidiary undertakings - 120
Net cash disposed of with subsidiary undertakings - (55)
------- -------
NET CASH OUTFLOW FROM ACQUISITIONS AND DISPOSALS (2,467) 4,015)
EQUITY DIVIDENDS PAID (235) (78)
------- -------
CASH OUTFLOW BEFORE FINANCING (3,935) (7,148)
FINANCING
Decrease in short term borrowing (356) (2,243)
Issue of ordinary share capital (net of costs) 2,529 1,038
Issue of Convertible Unsecured Loan Stock (net of 874 5,141
costs)
Capital element of hire purchase (54) (48)
------ -------
NET CASH INFLOW FROM FINANCING 2,993 3,888
------ -------
DECREASE IN CASH (942) (3,260)
====== =======
SATCOM GROUP HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS
YEAR ENDED 30 JUNE 2007
1. ACCOUNTING POLICIES
Basis of preparation
This preliminary statement does not represent the Group's statutory accounts
within the meaning of section 240 of the Companies Act 1985. The accounts for
the year ended 30 June 2007, have not yet been delivered to the Register of
Companies but were approved by the Board, on 8 October 2007, and have been
reported on by the auditors. The audit report was unqualified and did not
contain a statement under section 237(2) or (3) of the Companies Act 1985.
Basis of accounting
The financial statements have been prepared, in US Dollars ($), under the
historical cost convention and in accordance with applicable accounting
standards under United Kingdom Generally Accepted Accounting Practice.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and all subsidiary undertakings. These are adjusted, where
appropriate, to conform to Group accounting policies. Acquisitions are
accounted for under the acquisition method and goodwill on consolidation is
capitalised and written off over twenty years from the year of acquisition. The
results of companies acquired or disposed of are included in the Group profit
and loss account after or up to the date that control passes respectively.
Group reconstructions are accounted for under the merger method, with any merger
difference arising being shown as a movement on other reserves.
As a consolidated Group profit and loss account is published, a separate profit
and loss account for the parent company is omitted from the Group financial
statements by virtue of section 230 of the Companies Act 1985.
Entities in which the Group holds an interest on a long term basis and are
jointly controlled by the Group and one or more other ventures under a
contractual agreement are treated as joint ventures. In the Group financial
statements, joint ventures are accounted for using the gross equity method.
Turnover
The turnover shown in the Group profit and loss account represents amounts
invoiced during the period, exclusive of Value Added Tax.
Goodwill
Goodwill arising on acquisitions is classified as an asset on the balance sheet
and amortised on a straight line basis over its estimated useful economic life
of 20 years. It is reviewed for impairment when any events or changes in
circumstances indicate that the carrying value may not be recoverable.
Other intangible assets
Other intangible assets acquired are capitalised at cost. Other intangible
assets are amortised on a straight line basis over their estimated useful lives
up to a maximum of 20 years. The carrying value of intangible assets is
reviewed for impairment when any events or changes in circumstances indicate the
carrying value may not be recoverable.
Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its
estimated residual value, over the useful economic life of that asset as
follows:
Goodwill: 5% per annum
Other intangible assets: 5% per annum
Fixed assets
All fixed assets are initially recorded at cost.
Depreciation
Depreciation is calculated so as to write off the cost of an asset, less its
estimated residual value, over the useful economic life of that asset as
follows:
Leasehold improvements over remaining lease term straight line
Equipment 20-33% per annum straight line
Stocks
Stocks are valued at the lower of cost and net realisable value, after making
due allowance for obsolete and slow moving items.
Hire purchase agreements
Assets held under hire purchase agreements are capitalised and disclosed under
tangible fixed assets at their fair value. The capital element of future
payments is treated as a liability and the interest is charged to the group
profit and loss account on a straight line basis.
Operating lease agreements
Rentals applicable to operating leases where substantially all of the benefits
and risks of ownership remain with the lessor are charged against profits on a
straight line basis over the period of the lease.
Foreign currencies
Assets and liabilities in other currencies are translated into U.S. Dollars at
the rates of exchange ruling at the balance sheet date. Transactions in other
currencies are translated into U.S. Dollars at the rate of exchange ruling at
the date of the transaction. Exchange differences are taken into account in
arriving at the operating profit.
Deferred taxation
Deferred tax is recognised in respect of all timing differences that have
originated but not reversed at the balance sheet date where transactions or
events have occurred at that date that will result in an obligation to pay more,
or a right to pay less or to receive more tax, with the following exceptions:
* Provision is made for tax on gains arising from the revaluation (and similar
fair value adjustments) of fixed assets, and gains on disposal of fixed assets
that have been rolled over into replacement assets only to the extent that at
the balance sheet date, there is a binding agreement to dispose of the assets
concerned. However, no provision is made where, on the basis of all available
evidence at the balance sheet date, it is more likely than not that the taxable
gain will be rolled over into replacement assets and charged to tax only where
the replacement assets are sold;
* Deferred tax assets are recognised only to the extent that the directors
consider that it is more likely than not that there will be suitable taxable
profits from which the future reversal of the underlying timing differences can
be deducted.
Deferred tax is measured on an undiscounted basis at the tax rates that are
expected to apply in the periods in which timing differences reverse, based on
tax rates and laws enacted or substantively enacted at the balance sheet date.
Financial instruments
Financial instruments are classified and accounted for, according to the
substance of the contractual arrangement, as either financial assets, financial
liabilities or equity instruments. An equity instrument is any contract that
evidences a residual interest in the assets of the Company after deducting all
of its liabilities.
2. Share options
The following share options were granted by the Company, during the year, to
employees of the Group, none of whom were Directors:
20 December 2006 162,538 Ordinary shares of 10 cents each
As at 30 June 2007 the following options were outstanding under the Enterprise
Management Incentive Scheme ("EMI") and the Overseas Unapproved Scheme:
Number Exercise price Exercise dates
EMI approved (UK) 28,440 9.6 pence April 2008 - 2015
Unapproved (Overseas) 10,760 9.6 pence April 2008 - 2015
EMI approved (UK) 5,110 34.0 pence October 2008 - 2015
Unapproved (Overseas) 125,278 34.0 pence October 2008 - 2015
EMI approved (UK) 21,890 36.5 pence December 2009 - 2016
Unapproved (Overseas) 129,436 36.5 pence December 2009 - 2016
3. EARNINGS PER SHARE
Basic earnings per share are based on the Group profit attributable to members
of the parent company of $2,959,000 (2006: $1,981,000) and on 56,220,132 (2006:
51,132,380) being the weighted average number of shares in issue during the
year.
Diluted earnings per share are based on the profit attributable to members of
the parent company including options held adjusted for the interest payable to
the convertible bondholders less the relevant tax relief thereon being
$3,424,982 (2006: $2,269,000) and on 66,854,101 (2006: 58,909,761) being the
diluted weighted average number of shares in issue during the year.
4. DIVIDENDS
The dividends paid in the year were $140,000 (0.25 cents per ordinary share) and
$95,000 (0.17 cents per ordinary share) for the 2006 final dividend and the 2007
interim dividend respectively. A final dividend in respect of the year ended 30
June 2007, of 0.33 cents per ordinary share is to be proposed at the Annual
General Meeting in December 2007. Under IAS 37 these financial statements do not
reflect this final dividend payable.
30 June 2007 30 June 2006
Interim dividend paid per ordinary share 0.17 cents 0.15 cents
Final dividend proposed per ordinary share 0.33 cents 0.25 cents
---------- ----------
Total dividend per ordinary share 0.50 cents 0.40 cents
========== ==========
5. INVESTMENTS
Details of the material trading investments in which the Group holds 20%
or more of the issued share capital of any class are as set out below. All
companies shown are in the business of distribution of satellite communication
equipment and airtime.
Holding Proportion
of shares Country of
held incorporation
Name of subsidiary
SatCom Distribution Limited Ordinary shares 100% UK
SatCom Distribution Inc. Ordinary shares 100% * USA
O'Gara Satellite Systems Inc. Ordinary shares 100% * USA
SatCom Distribution (Asia) Limited Ordinary shares 100% * Hong Kong
SatCom Distribution Middle East FZ LLC Ordinary shares 55% * UAE
Horizon Mobile Communications Co. Limited Ordinary shares 100% * Thailand
Horizon Mobile Communications Pte Limited Ordinary shares 100% * Singapore
Horizon Mobile Communications (HK) Co. Limited Ordinary shares 100% * BVI
Horizon Mobile Communications (HK) Co. Limited Registered branch 100% * Japan
Horizon Mobile Communications (Australia) Pty Ordinary shares 100% * Australia
Horizon Mobile Communication (UK) Limited Ordinary shares 100% * UK
HMC America Limited Limited 100% * USA
partnership
SatCom Global FZE Ordinary shares 100% UAE
World Communication Center Inc Ordinary shares 100% * USA
* Held by a subsidiary undertaking
The Group acquired World Communication Center Inc ("WCC") for an initial
consideration of $5,321,000 (including costs), satisfied by a combination of
cash and SatCom shares.
In addition, there is deferred consideration of $750,000, which has been
included in these accounts as the conditions on which the deferral are likely to
be met. The acquisition has been accounted for using acquisition accounting and
goodwill arising on the acquisition of WCC has been capitalised and will be
amortised over 20 years. The investment in WCC is included in the balance sheet
of the acquiring subsidiary at its book value at the date of acquisition.
6. CREDITORS: Amounts falling due after more than one year
Group
30 June 2007 30 June 2006
$ 000's $ 000's
Hire purchase agreements 187 -
Deferred liability 750 -
Convertible unsecured loan stock 7,237 5,141
---------- -----------
8,174 5,141
========== ===========
Hire purchase and finance leases obligations are secured over the asset
acquired.
The amounts falling due after more than one year include the following
convertible unsecured loan stock ("CULS"):-
A. Redeemable/ Convertible June 2009 with interest rate of 8% - #3,000,000
issued on 15 July 2005 and
B. Redeemable/ Convertible June 2010 - #450,000 issued on 7 July 2006
C. Redeemable/ Convertible June 2009 - $600,000 issued on 7 July 2006
The CULS can be converted, at the option of the holder, into ordinary
shares at 39p per share at any time during the conversion period, which is the
period from admission to three business days prior to the final maturity date of
(A&C) 30 June 2009 and (B) 30 June 2010.
The Company incurred costs of $505,000 in relation to the issue of the
CULS and is amortising these costs over the conversion period of the CULS. The
unamortised balance of $268,000 has been deducted from the CULS balance of
$7,505,000 resulting in a net balance at 30 June 2007 of $7,237,000.
The Group has an earn out liability of $750,000 payable in the event
that WCC achieves a profit before tax of $1 million in the year ended 30 June
2008. A provision for this amount has been provided.
7. SHARE CAPITAL
Authorised share capital:
30 June 2007 30 June 2006
$ 000's $ 000's
500,000,000 Ordinary shares of $0.10 each 50,000 50,000
50,000 Deferred shares of #1 each 90 90
--------- ----------
50,090 50,090
========= ==========
Allotted and called up:
30 June 2007 30 June 2006
Number 000's $ 000's Number 000's $ 000's
Ordinary shares of $0.10 each 59,629 5,963 51,599 5,160
Deferred shares of #1 each 50 90 50 90
-------- --------
6,053 5,250
======== ========
Ordinary shares of 10 cents each issued during the year were issued for the
following allotment prices in sterling (pence) and converted into US dollars at
the rate applicable on the receipt of funds by the Company:
Date Number of Aggregate Allotment Allotted fully paid up for:
shares nominal price
value
Jul 2006 203,960 $20,396 9.6 pence Cash under share option scheme.
Jul 2006 322,580 $32,258 31.0 pence Cash
Aug 2006 3,333,436 $333,344 35.6 pence Partial consideration for acquisition of WCC
Sep 2006 510,740 $51,074 1.825 pence Partial consideration for acquisition of HMC
Apr 2007 3,653,276 $365,328 32.0 pence Cash
May 2007 5,830 $583 9.6 pence Cash under share option scheme.
Costs relating to the issue of shares during the year totalling $101,480 were
debited to the Share Premium account.
8. RESERVES
Group Profit and
Share premium Merger reserve loss account
$ 000's $ 000's $ 000's
Balance brought forward 723 (10,884) 6,256
Profit for the year - - 2,959
Equity dividends paid - - (235)
Arising on share issue 4,223 - -
Issue costs (101) - -
--------- --------- ---------
Balance carried forward 4,845 (10,884) 8,980
========= ========= =========
The acquisition by the company of SatCom Distribution Limited and its
subsidiaries in May 2004 was accounted for as a merger. Accordingly a debit
merger reserve has been recognised in the consolidated balance sheet
representing the difference between the consideration paid to acquire the group
and its net assets at the date of the transaction.
Company
Share premium Profit and loss account
$ 000's $ 000's
Balance brought forward 723 3,375
Profit for the year - (427)
Equity dividends paid - (235)
Arising on share issue 4,223 -
Issue costs (101) -
--------- --------
Balance carried forward 4,845 2,713
========= ========
9. CONTINGENT SHARE CAPITAL
Under the terms of the acquisition of Horizon Mobile Communications Group
("HMC"), SatCom have deferred consideration to pay, based on the gross profit
achieved by HMC in the two years ended 31 December 2006. The deferred
consideration is payable 50% in cash and subject to SatCom's share price at the
time of issue, 50% by the issue of new ordinary shares in SatCom at a 5%
discount to the average closing mid-price over the previous month. Based on the
forecast results, SatCom expects to have an obligation in deferred consideration
of $1,000,000 of which 50% will be settled in new shares with a value of
$500,000.
On 26 September 2006, the Company paid $608,000 of this deferred consideration
of which $304,000 was settled in shares and a provision for contingent shares
brought forward of $214,000 was released. The remaining balance is expected to
be paid by 31 October 2007, based on HMC's 2006 results.
10. RECONCILIATION OF MOVEMENTS IN EQUITY
SHAREHOLDERS' FUNDS
30 June 2007 30 June 2006
$ 000's $ 000's
Profit for the financial year 2,959 1,981
Dividends paid to equity shareholders (235) (78)
------ --------
2,724 1,903
New equity share capital subscribed 4,925 1,038
------ --------
7,649 2,941
Contingent share capital (note 9) (214) 714
------ --------
Net movement in equity shareholders' equity funds 7,435 3,655
Opening equity shareholders' equity funds - (deficit) 2,059 (1,596)
------ --------
Closing equity shareholders' equity funds 9,494 2,059
====== ========
-ends-
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR ZGMGGNRFGNZM
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