CTNA.L Regulatory News (CTNA)

30 May 2006 07:01

Westside Acquisitions PLC30 May 2006 Westside Acquisitions plc ("Westside" or the "Company") Final Results Westside Acquisitions plc, the AIM listed investment vehicle, announces itsresults for the year ended 31 December 2005. Overview •Pre-tax profits of £151,141 (2004: loss of £419,555) •Healthy cash position with £3,024,357 cash at bank and in hand (2004: £2,066,635) •Basic EPS 0.175p (2004: loss of 0.446p) •Inaugural dividend payment of 0.1p per share being recommended •Bonus issue to shareholders of a new Warrant Instrument allotted on the basis of one Warrant for every six ordinary shares held •Continuing strong performance of subsidiary, Reverse Take-Over Investments Plc, which now holds ordinary shares and warrants in four AIM traded companies •Market value of holdings in listed investments was £4,245,220 against a book cost of £527,000 (2004: market value £3,187,750 against book cost of £402,000) •Strong and ungeared Balance Sheet giving the liquidity to support further development of investment activities Chairman's Statement The audited consolidated accounts for the year ended 31 December 2005 show aprofit after taxation of £151,141 (2004: loss of £419,555). Westside's cashbalances as at 31 December 2005 were £3,024,357 (2004: £2,066,635) or 3p perWestside share (2004: 2p). We are pleased to recommend the payment of a dividend of 0.1p per ordinary shareto shareholders on the register at 28 July 2006. The dividend will be payable on31 August 2006, subject to the necessary resolutions being approved at theAnnual General Meeting (AGM) in July. In addition, we are also proposing the bonus issue to shareholders of a newWarrant Instrument. The Warrant will be unquoted and carry the right, at anytime during its five year life, for holders to subscribe for new Westsideordinary shares at 8.25p per share. Shareholders on the share register as atclose of business on 21 July 2006 will be entitled to a bonus issue which willbe allotted on the basis of one Warrant for every six ordinary shares held. Onceagain, the implementation of the proposed bonus issue will remain subject to thenecessary resolutions being approved at the AGM. The proposed bonus issue is in place of invitations to Westside shareholders toparticipate in our future corporate admissions to the Alternative InvestmentMarket of the London Stock Exchange (AIM). This is caused by a change in theFinancial Services Prospectus Rules in July 2005 which effectively stop us fromcontinuing with this practice. One of the features of 2005 was the continuing strong performance of its whollyowned subsidiary, Reverse Take-Over Investments Plc (RTI), which continued toenhance the value of its portfolio of investments and was also instrumental inbringing a further company to AIM. In August 2005, the ordinary shares and warrants of Messaging International Plcwere admitted to trading on AIM. RTI now holds ordinary shares and warrants in four companies whose ordinaryshares and warrants trade on AIM. At 31 December 2005 the market value of our holdings in listed investments was£4,245,220 against a book cost of £527,000. In 2004 the market value was£3,187,750 against a book cost of £402,000. RTI incurred a loss before taxation in the year of £308,058 (2004: £158,955) butthis stands to be measured against the unrealised profit on its investmentportfolio of £3,718,220 of which £807,470 was generated in 2005. The second feature of the year was the acquisition of the entire share capitalof The Elms Group Limited by Pantheon Leisure Plc (Pantheon). Westside received70 million Pantheon shares as a result of the acquisition. In September 2005, Pantheon raised additional equity and secured admission forits ordinary shares and warrants to trade on AIM. Prior to the year end,Pantheon made further issues of shares and warrants to raise additional cash.Following these transactions, Westside now holds 62.5% of the issued sharecapital of Pantheon. We are satisfied that the year end market value of our holdings in Pantheon at£2.8 million substantially exceeds the original book cost of our investment inThe Elms Group and fully supports our decision to acquire The Elms Group back inJune 2000. We remain confident that the companies we invest in and help to develop benefitfrom the ability and expertise of the dedicated team at Westside and we cancontinue to help them realise their potential. As we move into 2006 with a strong and ungeared Balance Sheet we have theliquidity with which to support the further development of RTI and our otherinvestment activities. Richard OwenChairman26 May 2006 Consolidated Profit and Loss Account for the year ended 31 December 2005 2005 2004 Notes £ £ TURNOVER 803,848 783,085 Cost of sales (690,695) (581,116) -------- --------- GROSS PROFIT 113,153 201,969 Administration expenses (883,454) (687,882) -------- --------- OPERATING LOSS (770,301) (485,913) Profit on sale of fixedasset investments 156,799 -Profit on deemed partialdisposal of subsidiaries 695,110 - -------- --------- PROFIT (LOSS) ON ORDINARY ACTIVITIESBEFORE INTEREST ANDTAXATION 81,608 (485,913) -Interest receivable 69,686 66,358Interest Payable (153) - -------- --------- PROFIT (LOSS) ON ORDINARYACTIVITIES BEFORE TAXATION 151,141 (419,555) Tax on loss onordinary activities - - -------- --------- PROFIT (LOSS) ON ORDINARYACTIVITIES AFTER TAXATION 151,141 (419,555)Minority Interest 25,087 - -------- --------- PROFIT (LOSS) FOR THEFINANCIAL YEAR 176,228 (419,555) ======== ========= BASIC EARNINGS (LOSS) PERSHARE 0.175p (0.446p) ======== =========DILUTED EARNINGS (LOSS) PERSHARE 0.152p (0.446p) ======== ========= Consolidated Balance Sheet as at 31 December 2005 2005 2004 £ £ £ £FIXED ASSETS Intangible assets 342,817 386,879Tangible assets 40,836 70,748Investments - 160,000 -------- -------- 383,653 617,627 CURRENT ASSETSDebtors 132,842 74,366Investments 552,000 427,000Cash at bank and in hand 3,024,357 2,066,635 -------- -------- 3,709,199 2,568,001 CREDITORS:Amounts falling duewithin one year (200,722) (164,784) -------- -------- NET CURRENT ASSETS 3,508,477 2,403,217 -------- -------- 3,892,130 3,020,844 ======== ========CAPITALAND RESERVESCalled up share capital 1,112,368 1,001,819Share Premium Account 292,106 98,644Capital redemptionreserve 182,512 182,512Merger reserve 325,584 325,584Profit and loss account 1,588,513 1,412,285 -------- -------- SHAREHOLDERS' FUNDS -Equity 3,501,083 3,020,844 Minority Interest -equity 391,047 - -------- --------TOTAL CAPITAL EMPLOYED 3,892,130 3,020,844 ======== ======== Consolidated cash flow for the year ended 31 December 2005 2005 2004 £ £ £ £ Cash (outflow) fromoperating activities (734,865) (449,161) Return on investments andservicing of financeNet interest received 69,533 66,358 -------- ------- Net cash inflow forreturns on investments and 69,533 66,358servicing of finance Capital expenditure andfinancial investmentPayments to acquiretangible fixed assets - (81,662)Proceeds from sale offixed asset investments 316,799 -Receipt from sale oftangible fixed assets - 20,000 -------- ------- Net cash inflow/ (outflow)for capital expenditureand 316,799 (61,662)financial investment -------- --------- Cash (outflow) before useof liquid resources andfinancing (348,533) (444,465) Management of liquidresources Payments to acquirecurrent asset investments (125,000) (277,000) FinancingIssue of ordinary sharecapital 304,011 164,388Cash acquired on deemedpartial disposal ofsubsidiaries 1,127,244 -Purchase of own shares - (14,500) -------- -------- 1,431,255 149,888 -------- --------- Increase (decrease) incash in period 957,722 (571,577) ======== ========= Reconciliation of net cashflow tomovement in net funds Increase (decrease) incash in the period 957,722 (571,577)Decrease in liquidresources in the period 125,000 277,000Net funds brought forward 2,493,635 2,788,212 -------- --------- Net funds at 31 December2005 3,576,357 2,493,635 ======== ========= Notes to financial accounts 1. Statutory AccountsThe audited financial statements will be posted to shareholders shortly.The financial information set out herein, which was approved by the Board on 26May 2006 does not comprise the group's statutory accounts. Statutory accountsfor the previous financial period ended 31 December 2004, have been delivered tothe Registrar of Companies. The auditors' report on those accounts wasunqualified and did not contain any statement under section 237 (2) or (3) ofthe Companies Act 1985. The accounts for the year ended 31 December 2005 have not been delivered to theRegistrar of Companies. Consistent accounting policies have been applied in preparing the 31 December2005 figures as were used in preparing the audited results for the Group for theyear ended 31 December 2004. 2. Dividends The Directors are proposing a dividend of 0.1p per ordinary share to theshareholders on the register at 28 July 2006 with a corresponding Ex-Dividenddate of 26 July 2006. 3. Earnings Per Share Basic Earnings Per Share have been calculated on the Group's profit attributableto shareholders of £176,228 (2004: loss £419,555) and on the weighted averagenumber of shares in issue during the financial period, which was 100,522,588(2004: 94,037,978). Diluted Earnings Per Share has been calculated on the basis that the outstandingoptions have been converted on 1 January 2005. This assumption amends theweighted average number of shares to 115,762,588. No diluted computation hasbeen undertaken for 2004 as in the event of loss attributable to shareholdersthe basic and diluted loss per share are considered to be equal. 4. Annual General Meeting The Annual General Meeting of Westside Acquisitions Plc will be held at theoffices of Finers Stephens Innocent LLP, 179 Great Portland Street, London W1W5LS on 26 July 2006 at 10.00 a.m. 5. Correction of Issued Share Capital Following the normal year end audit of the share register, it has come to theattention of the Company that the correct number of issued ordinary shares fullypaid up in the Company is 111,236,777 rather than previously stated 110,904,271. Therefore, the Company has made application for the admission to trading of332,506 ordinary shares on AIM, which are expected to commence trading on the 1June 2006. ContactsRichard Owen Westside Acquisitions plc Tel: 020 7935 0811Isabel Crossley St Brides Media & Finance Ltd Tel: 020 7242 4477 This information is provided by RNS The company news service from the London Stock Exchange