Berkeley Mineral Resources Regulatory News (BMR)

22 Dec 2005 12:00

Tecteon PLC22 December 2005 TECTEON PLC Tecteon Plc ("Tecteon" or "the Company"), Preliminary Results for the Year ended 30 June 2005 Tecteon, the software developer for the voice quality and telecommunicationsmarkets, announces its Results for the Year ended 30 June 2005. Key highlights: • Contract with C3 for the second hearing protection design platform, with a minimum value of £900,000 commenced June 2005 • Loss for the period: £1,353,026; 2004:£700,815 Post-period Events: • Additional funds raised: £900,000 • Joint Venture company Qstik launched with C3 Masoud Alikhani, Chairman, Tecteon PLC, commented: "Our focused development programme is beginning to pay off; we have broadenedour product range and our market. With the recent delivery of the two unique andchallenging products into the call centre market and the joint venture deal withC3 we are in a very strong position to take advantage of the military and massconsumer voice quality electronic market." 21 December 2005 For further information please contact: Tecteon PLC Tel: 020 7408 1181 Masoud Ahmadi, Managing Director Bankside Consultants Tel: 020 7367 8888 Michael Padley/Susan Scott EXECUTIVE DIRECTOR'S REVIEW Voice quality market Tecteon has made significant progress in the last 12 months by providing voicequality (VQ) technology to a specific, targeted segment of the potential market.We have successfully commercialised our VQ technologies, agreed terms for thesupply of the technology to a major company within the marketplace, formed ajoint venture to further commercialise the technology and are continuing topenetrate other VQ markets by providing unique solutions. Tecteon together with its partners have successfully delivered two uniqueand technically challenging solutions to protect call centre operatorsagainst acoustic shock and average daily noise exposure levels. The minimumguaranteed contract value is over £900k. Tecteon has so far received one thirdof its minimum royalties in accordance with the contract. These products havebeen well received in the marketplace and in call centres across the UK andEurope ahead of the European Directive 2003/10/EC, which comes into force nextApril. Following the success of launching these products Tecteon and Clement ClarkeCommunications Limited (C3) have formed a new joint venture company called QstikPLC with Tecteon holding a 20% stake in the new company. Qstik PLC is atechnology development and manufacturing company set up to exploit specific opportunities that have been identified. It is focused on: 1. developing DSP-based 'military-grade' voice enhancement technologies and solutions and 2. developing and manufacturing a range of digitally-enhanced voice communication products for the business to business and mass consumer electronics markets. Under the terms of the agreement, in addition to porting and customisationfees, Qstik will pay licencing fees on standard commercial terms for the useof Tecteon technologies and solutions. The commercial arrangements betweenQstik and Tecteon for licensing Tecteon's technologies have been agreed inprinciple and will be announced in due course. Given C3's wellestablished market position within the military sector, it is agreed thatQstik will have an exclusive license to Tecteon technologies for the developmentof DSP-based military products, only. Qstik expects to launch its first product in the spring of 2006. This productwill incorporate Tecteon's adaptive noise reduction, audioshock protection and speech enhancement algorithms, driven by the latest DSP(Digital Signal Processing) technology and will be aimed at improvingcommunications in the mobile sector. Further products will follow, aimed atimproving voice communication within the telephony, mobile and military markets.Tecteon expects to announce its first commercial licensing agreement with Qstikfor the above product in the mobile sector, shortly. Tecteon has already initiated its third Reference Design Platform (RDP-3)project for its telecommunication market. Further information about the RDP-3will be released in due course. Following the setting up of the joint venture vehicle, Qstik, and the departureof Tecteon's Chief Executive to become part of the Executive team at Qstik wewill be looking to expand the marketing team at Tecteon. We have made furtherprogress towards achieving our goals, especially post the period end, and weintend to build upon this by expanding our own sales effort. Oil & Gas The results reflect the higher oil prices counteracted by the shut-in of threegas wells during the period and additional depreciation as a result. Work-over and repairs continue on the naturally declining wells to maintainproduction.Environmental statementOur US subsidiary operates four oil and six gas fields in Kansas. These fieldsare controlled by the Kansas State environmental agency and are directly managedby the operating group in Wichita, Kansas. Our subsidiary keeps daily inspectionon the well sites, pumps and tank batteries and complies with the localregulations as well as maintaining good relations with the agricultural bodiesin the area. Over the years the subsidiary has performed well in matters ofpreventative and spill free operations. Our subsidiary is dedicated to operatein a clean and safe environment. Results for the yearFor the year ended 30 June 2005, the group turnover was £227,218 compared with£267,091 for the same period in prior year. The loss for the year amounted to£1,353,026 compared with £700,815 for the prior year. The turnover includes the first receivable of £20,000 from the contract value of£900,000 in total for the second hearing protection design platform signed withC3 in June 2005. The contract is progressing satisfactorily and the revenue dueshould be received as work progresses. Costs include the development expenditure for the C3 contract and the costs offull time directors. Administrative expenses for the year include £533,552 (2004: £420,714) for theamortisation of the cost of the development of some of the voice qualitytechnologies, and increased amortisation of £99,639 of the oil and gas assets. Interest and similar charges represent amounts payable on tax due for whichpayment terms have been agreed with the Revenue. In order to provide working capital and repay debts, we issued shares for thenominal value of £674,436 (2004: £1,848,196). As product sales increase goingforward, our need to raise further cash from sale of shares should be limited. We continue to review opportunities to expand and divest Dominion Energy PLC'soperations. Board Appointment In September 2005 we appointed Yoram Ben-Israel to the Board as a Non-ExecutiveDirector. He is very experienced businessman with excellent managementcredentials. Yoram, aged 38, was born in Haifa, Israel where he lived untilafter his military service in 1988, when he moved to London where he did an LLBdegree (business law degree) at Guildhall University. In 1993 he moved to Moscow, and founded Mega Management, which was the exclusivedistributor of Fila Sports, Wilson Sporting Goods, and Calvin Klein in all theCIS countries. Since 1994 Yoram has been heavily involved in all the strategicaspects of Bank Rossiya in Russia. In 2000 he moved back to London, where he founded and still manages a privateinvestment company, which invests in property, bonds, shares, and start upcompanies. He also owns a trading company, YBI Distributions Ltd, whichdistribute high-end loudspeakers in Europe. Outlook In terms of orders won the year was slightly disappointing but we have madefurther progress. The contract with, and subsequent joint venture with C3, inparticular, offer excellent opportunities for significant sales. We havedeveloped and expanded the product range. We look forward to making furtherprogress in the current financial year. M A Alikhani 21 December 2005Executive Director TECTEON PLC GROUP PROFIT AND LOSS ACCOUNT for the year ended 30 June 2005 2005 2004 £ £ TURNOVER 227,218 267,091 Depreciation and amortisation - ordinary (99,021) (28,914) Other cost of sales (154,968) (153,276) ----------- ----------- GROSS (LOSS)/PROFIT (26,771) 84,901 Administrative expenses (1,267,866) (784,780) ----------- ----------- OPERATING LOSS (1,294,637) (699,879) Interest receivable and similarincome 243 294 Interest payable and similar charges (81,611) (14,102) ----------- -----------LOSS ON ORDINARY ACTIVITIES BEFORETAXATION (1,376,005) (713,687) Tax on loss on ordinary activities - -LOSS ON ORDINARY ACTIVITIES AFTER TAXATION ----------- ----------- (1,376,005) (713,687)Equity minority interest 22,979 12,872 ----------- -----------LOSS FOR THE FINANCIAL YEAR (1,353,026) (700,815) ----------- ----------- Loss per ordinary share - Basic (0.75)p (0.45)p ----------- ----------- - Diluted (0.62)p (0.45)p ----------- ----------- ----------- ----------- The activities for the year 2005 arecontinuing. STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 2005 2004for the period to 30 June 2005 £ £ Loss for the financial year before minorityinterest (1,376,005) (713,687)Exchange differences on translation into sterlingofnet assets of subsidiary undertaking 895 (53,368) ----------- -----------Total gains and losses recognised in thefinancial year (1,375,110) (767,055) ----------- ----------- TECTEON PLCGROUP BALANCE SHEETas at 30 June 2005 2005 2004 £ £FIXED ASSETSIntangible assets 2,602,746 2,384,049Tangible fixed assets 500,612 616,721Investment - Trade 50,000 - ----------- ----------- 3,153,358 3,000,770 ----------- -----------CURRENT ASSETS Debtors 255,962 307,353 Cash at bank and in hand 113,361 29,943 ----------- ----------- 369,323 337,296 CREDITORS: amounts falling within one year (1,725,627) (1,077,338) ----------- ----------- NET CURRENT LIABILITIES (1,356,304) (740,042) ----------- ----------- TOTAL ASSETS LESS CURRENT LIABILITIES 1,797,054 2,260,728 =========== =========== CAPITAL AND RESERVES Called up share capital 9,385,737 8,711,301 Share premium account 2,057,872 1,820,872 Merger reserve 1,824,000 1,824,000 Exchange reserve (135,685) (136,580) Profit and loss account (11,334,870) (9,958,865) ----------- -----------SHAREHOLDERS' FUNDS 1,797,054 2,260,728 =========== =========== Equity minority interest 22,605 45,469 Non-equity shareholders' funds 195,799 195,799 Equity shareholders' funds 1,578,650 2,019,460 ----------- ----------- 1,797,054 2,260,728 =========== =========== TECTEON PLC GROUP CASH FLOW STATEMENTfor the year ended 30 June 2005 2005 2004 £ £ NET CASH INFLOW FROM OPERATING ACTIVITIES 82,606 (1,347,058) ----------- ----------- RETURNS ON INVESTMENTS AND SERVICING OF FINANCEInterest received 243 294Interest paid (81,611) (14,102) ----------- ----------- NET CASH (OUTFLOW) FROM RETURNS (81,368) (13,808)ON INVESTMENTS AND SERVICING OF FINANCE ----------- ----------- CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT Purchase of intangible fixed assets (752,249) (592,624)Purchase of tangible fixed assets (27,007) (13,213)Purchase of trade investment (50,000) - ----------- ----------- NET CASH OUTFLOW FOR EXPENDITURE (829,256) (605,837)AND FINANCIAL INVESTMENTS ----------- ----------- CASH OUTFLOW BEFORE FINANCING (828,018) (1,966,703) ----------- ----------- FINANCINGIssue of ordinary shares and Share Premium 911,436 1,848,196Sale of investment - 87,500 ----------- ----------- NET CASH INFLOW FROM FINANCING 911,436 1,935,696 ----------- -----------INCREASE/(DECREASE) IN CASH 83,418 (31,007) =========== =========== RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT £ £ INCREASE IN CASH 83,418 (31,007) ----------- ----------- Movement in net debt during the year 83418 (31,007) Funds at 1 July 2004 29,943 60,950 ----------- -----------NET FUNDS AT 30 JUNE 2005 113,361 29,943 =========== ===========Notes to the Preliminary Statement: 1. The financial information set out above does not constitute the Group's statutory accounts for the years ended 30 June 2005 or 30 June 2004 but is derived from these accounts. Statutory accounts for 2004 have been delivered to the Registrar of Companies in England and Wales, and those for 2005 will be delivered following the Company's annual general meeting. The auditors have reported on the 2005 accounts; their report was unqualified and did not contain statements under section 237 (2) or (3) of the Companies Act 1985. 2. The figures included in this preliminary announcement have been prepared on the basis of the accounting policies set out in the 30 June 2005 financial statements. 3. LOSS PER ORDINARY SHARE The loss per share of 0.75 pence (2004: loss 0.45 pence) has been calculated on the basis of the loss of £1,353,026 (2004: loss £700,815) and on 180,209,207 (2004: 156,797,487) ordinary shares, being the weighted average number of ordinary shares in issue during the year ended 30 June 2005. 4. Copies of the published accounts of the Company will be sent to all shareholders and are available during normal business hours from the offices of Seymour Pierce Limited at Bucklersbury House, 3 Queen Victoria Street, London EC4N 8EL. This information is provided by RNS The company news service from the London Stock Exchange