TIDMASTO
RNS Number : 4236D
AssetCo PLC
28 March 2014
Providers of management and resources to the fire and emergency
services in the Middle East
Date: Friday, 28 March Immediate Release
2014
AssetCo plc
("AssetCo" or the "Group" or the "Company")
Preliminary results for the year to 30 September 2013
Statement by the Chairman, Tudor Davies
Introduction
The results for the year ended 30 September 2013 reflect
continued trading from the Group's outsourced fire and rescue
operations in the Middle East. The major contract with the Abu
Dhabi Government has continued under similar terms since it expired
in April 2013; and now that the specifications and scope for future
periods have been documented we expect to sign the final form of a
new contract in the near future.
Results
The Consolidated Income Statement for the year shows an
Operating profit of GBP1.7 million (2012: GBP3.4m) on Revenue of
GBP17.6 million (2012: GBP15.9m), and a Profit before tax of GBP1.3
million (2012: GBP2.9m). The reduction in Operating profit compared
to the prior year is principally due to: the absence of GBP0.8m of
one-off consultancy income; one-off costs of approximately GBP0.6m
relating to the completion of the construction portion of the Abu
Dhabi contract; GBP0.4m in relation to the independent
investigation of the audit of past financial statements and the
preparation of claims associated with the audit of financial
statements prior to September 2011. We anticipate completing final
particulars of a professional negligence claim, currently estimated
to be in the region of GBP40-GBP50 million, against the former
auditors during the course of the year.
Current Trading
Trading continues to be in line with management expectations,
and as I indicated above we are close to finalisation of a contract
to continue our outsourced fire and rescue operations to the Abu
Dhabi Government for a contracted period until November 2016.
We will keep shareholders updated on our progress during the
year.
Enquiries:
AssetCo plc Arden Partners TooleyStreet Communications
Tudor Davies, Chairman plc Fiona Tooley
Richard Day/
James Felix
Tel: +44 (0) 7785 703523 Tel:+44 (0) 20 Mobile: +44 (0)
or+44 (0) 20 7614 5900 7614 5900 7785 703 523
AssetCo is principally involved in the provision of
management and resources to the fire and emergency services
in the Middle East. For further details, visit the website,
www.assetco.com
Ticker: AIM: ASTO.L
Market cap: GBP34.50m
AssetCo plc
Consolidated Income Statement
for the year to 30 September 2013
Year to 30 September
2013 2012 2012
Note Continuing Continuing Discontinued
GBP'000 GBP'000 GBP'000
Revenue 17,647 15,923 19,802
Cost of sales (13,714) (10,927) (11,794)
----------- ----------- -------------
Gross profit 3,933 4,996 8,008
Administrative expenses (2,195) (1,618) (5,284)
----------- ----------- -------------
Operating profit 1,738 3,378 2,724
Profit from disposal of
businesses 4 - - 81,788
Finance income 47 51 19
Finance costs (526) (492) (2,841)
Loss on fair value of
financial instruments - - (303)
----------- ----------- -------------
Profit before tax 1,259 2,937 81,387
Income tax credit - 1,096 -
----------- ----------- -------------
Profit for the period 1,259 4,033 81,387
Discontinued operations
Profit for the period
from discontinued operations - 81,387
----------- -----------
Profit for the period 1,259 85,420
Earnings per share (EPS): Restated
-Basic - pence
Continuing operations 5 11.44 36.66
Discontinued operations 5 - 739.83
-Diluted - pence
Continuing operations 5 10.13 *35.54
Discontinued operations 5 - *717.16
*The prior year diluted earnings per share has
been restated. Further detail is provided in note
5 to these preliminary results.
AssetCo plc
Consolidated Statement of Comprehensive Income
for the year to 30 September 2013
Year to 30 September
2013 2012
GBP'000 GBP'000
Recognised profit for the
period 1,259 85,420
Other comprehensive income:
Exchange differences on translating
foreign operations (231) 11
Actuarial losses on defined
benefit pensions plan - (1,288)
----------- ----------
Other comprehensive income,
net of tax (231) (1,277)
----------- ----------
Total comprehensive income
for the period 1,028 84,143
----------- ----------
AssetCo plc
Consolidated Statement of Financial Position
As at 30 September 2013
30 September 30 September
2013 2012
GBP'000 GBP'000
Assets
Non-current assets
Property, plant and equipment 54 74
Cash held in respect of
a bond 2,489 2,042
------------------------------- ------------- -------------
Total non-current assets 2,543 2,116
Current assets
Inventories 29 377
Trade and other receivables 4,515 5,838
Cash and cash equivalents
(excluding bank overdrafts) 4,134 5,266
Cash held in respect of
bond 2,489 2,042
------------------------------- ------------- -------------
Total current assets 11,167 13,523
------------------------------- ------------- -------------
Total assets 13,710 15,639
------------------------------- ------------- -------------
Shareholders' equity
Share capital 25,353 25,353
Share premium 62,645 62,645
Foreign currency translation
reserve (113) 118
Profit and loss account (77,976) (79,235)
------------------------------- ------------- -------------
Total equity 9,909 8,881
------------------------------- ------------- -------------
Liabilities
Current liabilities
Trade and other payables 3,801 6,758
Total current liabilities 3,801 6,758
------------------------------- ------------- -------------
Total liabilities 3,801 6,758
------------------------------- ------------- -------------
Total equity and liabilities 13,710 15,639
------------------------------- ------------- -------------
The financial statements were authorised for issue by the Board
of Directors on 28 March 2014 and were signed on its behalf by TG
Davies.
AssetCo plc
Consolidated Statement of Changes in Equity
for the year to 30 September 2013
Share Reserve Foreign Profit Share Total
capital acquisition currency and premium equity
reserve translation loss
reserve reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------- --------- ------------- ------------- ----------- --------- ----------
Balance at 30 September
2011 25,353 (12,644) 107 (150,723) 62,645 (75,262)
Profit for the year - - - 85,420 - 85,420
Other comprehensive
income:
Exchange differences
on translation - - 11 - - 11
Actuarial losses on
defined benefit pensions - - - (1,288) - (1,288)
Reserve acquisition
reserve transfer - 12,644 - (12,644) - -
---------------------------- --------- ------------- ------------- ----------- --------- ----------
Total comprehensive
income for the year - 12,644 11 71,488 - 84,143
---------------------------- --------- ------------- ------------- ----------- --------- ----------
Balance at 30 September
2012 25,353 - 118 (79,235) 62,645 8,881
Profit for the year - - - 1,259 - 1,259
Other comprehensive
income:
Exchange differences
on translation - - (231) - - (231)
---------------------------- --------- ------------- ------------- ----------- --------- ----------
Total comprehensive
income for the year - - (231) 1,259 - 1,028
---------------------------- --------- ------------- ------------- ----------- --------- ----------
Balance at 30 September
2013 25,353 - (113) (77,976) 62,645 9,909
---------------------------- --------- ------------- ------------- ----------- --------- ----------
The reverse acquisition reserve was transferred to retained
earnings following the restructuring of the Group's operations in
the year to 30 September 2012.
AssetCo plc
Consolidated Statement of Cash Flows
for the year to 30 September 2013
Year to 30 September
2013 2012
Note GBP'000 GBP'000
Cash flows from operating activities
Cash used in operations 6 (849) (2,842)
Cash deposited in respect of a (894) -
performance bond
Interest paid (526) (3,316)
Income taxes received 1,096 -
----------------------------------------- ----- ----------- ----------
Net cash outflows from operating
activities (1,173) (6,158)
----------------------------------------- ----- ----------- ----------
Cash flows from investing activities
Finance income 47 70
Purchase of property, plant and
equipment (6) (167)
Sale of property, plant and equipment - 138
Net cash generated in investing
activities 41 41
----------------------------------------- ----- ----------- ----------
Cash flows from financing activities
Issue of shares (net of costs) - 8,041
Repayments of amounts borrowed - (379)
Finance lease repayments - (612)
----------------------------------------- ----- ----------- ----------
Net cash generated in financing
activities - 7,050
----------------------------------------- ----- ----------- ----------
Net change in cash and cash equivalents (1,132) 933
Cash, cash equivalents and bank
overdrafts at the beginning of
the period 5,266 4,377
Cash disposed of with businesses - (44)
----------------------------------------- ----- ----------- ----------
Cash, cash equivalents and bank
overdrafts at the end of the period 7 4,134 5,266
----------------------------------------- ----- ----------- ----------
AssetCo plc
Notes to the Financial Statements
for the year to 30 September 2013
1. Legal status and activities
AssetCo plc (the "Company") is principally involved
in the provision of management and resources to the
fire and rescue emergency services in international
markets. It currently trades through a branch in
UAE and its strategy is to develop this business.
As at period end, the Company has no trading subsidiaries
and therefore the principal activities of the Group
are restricted to those of the Company detailed above.
AssetCo plc is a public limited liability company
incorporated and domiciled in England and Wales.
The address of its registered office is Singleton
Court Business Park, Wonastow Road, Monmouth, Monmouthshire
NP25 5JA.
The Group operates from one site in UAE. AssetCo
plc shares are listed on the Alternative Investment
Market ("AIM") of the London Stock Exchange.
The financial statements have been presented in Sterling
to the nearest thousand pounds (GBP'000) except where
otherwise indicated.
These Group consolidated financial statements were
authorised for issue by the Board of Directors on
28 March 2014.
2. Basis of preparation
The Preliminary results for the period to 30 September
2013, which do not form the statutory accounts of
the Group, are an abridged statement of the full
Annual Report and Financial Statements, have been
prepared in accordance with International Financial
Reporting Standards (IFRS) as adopted by the European
Union, and those parts of the Companies Act 2006
applicable to companies reporting under IFRS.
The Preliminary results have been prepared on a going
concern basis.
The principal accounting policies are included in
the Group financial statements and have been applied
consistently in both periods presented.
3. Segmental reporting
The core principle of IFRS 8 'Operating Segments'
is to require an entity to disclose information that
enables users of the financial statements to evaluate
the nature and financial effects of the business
activities in which the entity engages and the economic
environments in which it operates. Segmental information
is therefore presented in respect of the Group's
geographical settlement. No secondary segmental information
has been provided as in the view of the Directors,
the Group operates in only one segment, being the
provision of management and resources to fire and
emergency services. A number of operations were discontinued
in the 2012 financial year and these are disclosed
separately. The Directors consider the chief operating
decision maker is the Board.
Unallocated comprised the head office.
Analysis of revenue and results by geographical settlement
UAE Unallocated Continuing
Year to 30 September 2013 operations
GBP'000 GBP'000 GBP'000
Revenue
Revenue to external customers 17,582 65 17,647
Inter-segment revenue - - -
Total revenue 17,582 65 17,647
------------------------------------ --------- ------------ ------------
Result
Segmental result (EBITDA) 2,504 (740) 1,764
Depreciation (26) - (26)
Operating profit 2,478 (740) 1,738
Finance income 36 11 47
Finance costs (526) - (526)
Profit for the year 1,988 (729) 1,259
------------------------------------ --------- ------------ ------------
Asset and liabilities
Total segment assets 11,765 1,945 13,710
Total segment liabilities (6,020) 2,219 (3,801)
------------------------------------ --------- ------------ ------------
Total net assets 5,745 4,164 9,909
------------------------------------ --------- ------------ ------------
Other segment information
Total capital expenditure 6 - 6
Segment result represents EBITDA.
Revenues of approximately GBP17.025m are derived
from a single customer within the UAE segment. The
amounts provided to the Board with respect to net
assets are measured in a manner consistent with that
of the financial statements. The Group is domiciled
in the UK and also operates a branch in UAE. Revenue
by destination is not materially different from revenue
by origin shown above. All revenue relates to services.
3. Segmental reporting....continued
Analysis of revenue and results
by geographical settlement
UAE Unallocated Continuing Discontinued
Year to 30 September 2012 operations Operations
GBP'000 GBP'000 GBP'000 GBP'000
Revenue
Revenue to external customers 15,078 - 15,078 19,802
Inter-segment revenue - 845 845 -
--------------------------------------- --------- ------------ ------------ -------------
Total revenue 15,078 845 15,923 19,802
--------------------------------------- --------- ------------ ------------ -------------
Result
Segmental result (EBITDA) 3,266 138 3,404 5,708
Depreciation (26) - (26) (2,917)
Amortisation and impairment
of intangible assets - - - (67)
Operating profit 3,240 138 3,378 2,724
Profit on disposal of businesses - - - 81,788
Finance income 36 15 51 19
Finance costs (492) - (492) (2,841)
Loss on fair value of financial
instrument - - - (303)
--------------------------------------- --------- ------------ ------------ -------------
Profit before tax 2,784 153 2,937 81,387
Income tax - 1,096 1,096 -
--------------------------------------- --------- ------------ ------------ -------------
Profit for the year 2,784 1,249 4,033 81,387
--------------------------------------- --------- ------------ ------------ -------------
Asset and liabilities
Total segment assets 9,950 5,689 15,639 -
Total segment liabilities (6,126) (632) (6,758) -
--------------------------------------- --------- ------------ ------------ -------------
Total net assets 3,824 5,057 8,881 -
--------------------------------------- --------- ------------ ------------ -------------
Other segment information
Total capital expenditure - - - 167
Segmental result represents
EBITDA.
Revenues of approximately GBP18.900m are derived
from a single external customer within the discontinued
segment and revenues of approximately GBP14.618m
are derived from a single customer within the UAE
segment. The amounts provided to the Board with respect
to net assets are measured in a manner consistent
with that of the financial statements. The Group
is domiciled in the UK and also operates a branch
in UAE. Revenue by destination is not materially
different from revenue by origin shown above. All
revenue relates to services.
4. Discontinued operations
During the year to 30 September 2012 the Group discontinued
all of its UK based businesses and realised a profit
on disposal of GBP81.8m, being the aggregate net
liabilities of those businesses discontinued. Further
information in this regard is contained within the
2012 Annual Report and Accounts.
5. Earnings per share
a) Basic earnings per share is calculated by dividing
the profit attributable to ordinary equity holders
of the Company by the weighted average number of
ordinary shares outstanding during the period.
Year to 30 September
2013 2012
GBP'000 GBP'000
Profit for the period 1,259 85,420
----------- -----------
Weighted average number of shares in
issue 11,000,713 11,000,713
Basic profit per share (EPS) - pence
- continuing 11.44 36.66
Basic profit per share (EPS) - pence
- discontinued - 739.83
Basic profit per share (EPS) - pence 11.44 776.49
b) Diluted earnings per share is calculated by adjusting
the weighted average number of ordinary shares outstanding
to assume conversion of all dilutive potential ordinary
shares. Dilutive potential ordinary shares comprise
warrants. A calculation is made to determine the
number of shares that could have been acquired at
fair value based on monetary value of the subscription
rights attached to outstanding warrants, the warrants
were exercisable up until 31 December 2013 at a price
of GBP2.00 each warrant. The number of shares calculated
as above is compared with the number of shares that
would have been issued assuming the exercise of the
warrants. As at 30 September 2013 there were 3,500,000
warrants which could have been convertible at GBP2.00
each (2012: 3,500,000).
Year to 30 September
2013 2012
GBP'000 GBP'000
----------- -----------
Profit for the period 1,259 85,420
----------- -----------
Weighted average number of shares in
issue 12,431,238 11,348,554
*Restated
Diluted profit per share (EPS) - pence-
continuing 10.13 35.54
Diluted profit per share (EPS) - pence-discontinued - 717.16
Diluted profit per share (EPS) - pence 10.13 752.70
*Diluted profit per share in the prior year has been
restated to reflect the impact of share warrants
within the weighted average number of shares in issue.
Refer below to Post Balance sheet events for disclosure
as to the number of warrants referred to above that
were exercised and an illustration as to the impact
on Earnings per share.
6. Reconciliation of profit before tax to net cash used
from operations
Year to 30 September
2013 2012
GBP'000 GBP'000
Profit for the year before tax 1,259 84,324
Depreciation and impairment 26 2,943
Amortisation and impairment - 67
Profit on sale of property, plant and
equipment - (138)
Profit on disposal of businesses - (81,788)
Interest rate swaps - 303
Other finance expense - 17
Interest expense 526 3,316
Interest received (47) (70)
Other non-cash movements - 181
Decrease / (increase) in inventories 348 (290)
Decrease / (increase) in debtors 227 (2,731)
Decrease in creditors (3,188) (7,913)
Decrease in provisions - (724)
Contributions to the DB pension scheme
in excess of service cost - (339)
---------------- -----------------
Cash used from operations (849) (2,842)
---------------- -----------------
30 September
-----------------------
7. Analysis of net cash: 2013 2012
----------- ----------
Cash at bank and in hand (4,134) (5,266)
(4,134) (5,266)
----------- ----------
There was cash of GBP4.134m as at 30 September 2013
(2012: GBP5.266m) and cash held in respect of a bond
of GBP4.978m
(2012: GBP4.084m).
8. Contingent liabilities
During the period to 30 September 2011 the Group
entered into a Performance Bond relating to a UAE
based contract that would determine a potential liability
of 10% of the total contract value upon failure to
fulfil all terms of the contract. This liability
initially equated to a maximum of approximately GBP4m
but has subsequently been increased to a maximum
of approximately GBP5m as a result of a contract
extension. The Bond will remain in place in full
until 90 days after the customer has confirmed that
all contractual terms have been met and it is expected
that the confirmation will occur in the second half
of the financial year ending 30 September 2014. At
completion of the 90 day period the potential liability
under this Bond will reduce to 5% of the contract
value and then reduce to 0% upon expiration of associated
warranty periods and this is expected to be in approximately
April 2017.
The Group also provides an "Advanced Payment Guarantee"
in connection to a UAE based contract. The guarantee
provides for the repayment in part or full of payments
received from the customer in advance of contractual
service delivery. The guarantee was originally for
approximately GBP8m but has been released down to
a maximum liability of approximately GBP1m and this
is expected to be released in full in the second
half of the financial year ending 30 September 2014.
9. Post Balance sheet events
On 3 January 2014, AssetCo announced that various
shareholders had exercised warrants to subscribe
for 1,210,450 new ordinary shares of 10p each at
a price of 200 pence per share. The warrants were
pursuant to a warrant instrument dated 9 September
2011, granted at the time of the refinancing as notified
by a circular issued to shareholders of the same
date.
Following the issue of the new ordinary shares of
the Company's enlarged issued share capital comprises
12,211,163 shares.
As a result of the above, and expiration of the deadline
for exercising warrants outstanding, being 31 December
2013, there are no further warrant instruments outstanding
that may be exercised.
Earnings per share for the 2013 financial year calculated
using the enlarged share capital would have been
as follows:
Year to
30 September
2013
GBP'000
Profit for the period 1,259
--------------
Weighted average number of ordinary shares
in issue 12,211,163
Basic profit per share (EPS) - pence 10.31
Diluted profit per share (EPS) - pence 10.31
On the 17 December 2013, AssetCo announced the sudden
and untimely passing on Friday 13 December 2013 of
Executive Director, Gareth White, a member of the
PLC Board since April 2012.
10. Annual General Meeting
The AGM is to be held at 11.30am on Friday 20 June
2014 at Harwood Capital, 6 Stratton Street, London,
W1J 8LD. A Notice convening the Annual General Meeting
will be posted to shareholders in due course.
11. Electronic communications
This Preliminary Announcement is available on the
Company's website www.assetco.com. News updates, Regulatory
news, & Financial statements, can be viewed and downloaded
from the Group's website, www.assetco.com. Copies
can also be requested, in writing to, The Company
Secretary, AssetCo plc, Singleton Court Business Park,
Wonastow Road, Monmouth, Monmouthshire NP25 5JA. The
Company is not proposing to bulk print and distribute
hard copies of the Annual Financial Report for the
year to 30 September 2013 unless specifically requested
by individual shareholders; it can be downloaded from
the Company's website.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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