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Final Results

6 Nov 2013 07:00

RNS Number : 2842S
Feedback PLC
06 November 2013
 



6 November 2013

 

 

Feedback plc

("Feedback" or "the Company")

 

Final Results for the year ended 31 May 2013

 

Chairman's Statement

 

The 2013 financial year proved to be a defining year for Feedback which resulted in the disposal of the Group's remaining operating business, Feedback Data plc ("Feedback Data"), and the Company being reclassified as an Investing Company under the AIM Rules.

As predicted when the half year results were announced, the restructuring of Feedback within the context of the strict cash constraints imposed over several years proved a very challenging environment. Feedback Data continued to experience reduced activity from key customers whilst the introduction of new products to the channel suffered a number of delays and setbacks.

Whilst there was always the prospect of a recovery in Feedback Data's markets, it remained illusive. Significant steps were taken to reduce overhead and minimise costs but the lack of an immediate and wholesale turnaround in Feedback Data still left the Company without critical mass and generating significant losses. In the board's view this was an unsustainable position.

Following a detailed review of the investment necessary to return the company to profitability the Board examined its strategic options and concluded that the disposal of Feedback Data was the best route to secure value for shareholders. After considering a number of alternative approaches the Company agreed, and sought shareholder approval for, the disposal of Feedback Data to Belgravium Technologies plc. The transaction was concluded on 31 May 2013 for a cash consideration of £600,000 that was used to repay bank debt and for working capital purposes.

Following the year end the Group also completed the disposal of its former head office in Crowborough to Orbit South Housing Association Limited for a cash consideration of £940,000. This sale was approved by shareholders and was completed on 30 July 2013.

Following completion of the disposal of Feedback Data and the property the Company now has one employee (being the executive Director) and approximately £700,000 of cash.

The disposal of the trading businesses and its former head office means, under Rule 15 of the AIM Rules, the company was reclassified as an Investing Company and adopted the Investing Policy which was approved by Shareholders in May 2013. The Company has a technology focussed investing policy and is actively seeking opportunities in this sector.

The Board has reviewed several opportunities and continues to pursue others. It will update the market as appropriate.

 

 

Nick Shepheard

Chairman

 

 

 

 

 

Consolidated Statement of Comprehensive Income

for the year ended 31 May 2013

 

Note

2013

2013

2013

2012

2012

2012

£000

£000

£000

£000

£000

£000

Continuing

Discontinued

Total

Continuing

Discontinued

Total

REVENUE

4

-

1,719

1,719

-

7,046

7,046

Cost of Sales

-

(1,010)

(1,010)

-

(4,598)

(4,598)

GROSS PROFIT

-

709

709

-

2,448

2,448

Other Operating Expenses

5

(492)

(890)

(1,382)

(509)

(2,353)

(2,862)

OPERATING LOSS

6

(492)

(181)

(673)

(509)

95

(414)

Net finance expense

7

(57)

-

(57)

(13)

-

(13)

(Loss)/profit on ordinary activities before taxation

 

(549)

 

(181)

 

(730)

 

(522)

 

95

 

(427)

Tax charge

9

-

-

-

-

(23)

(23)

LOSS/(PROFIT) ON ORDINARY ACTIVITIES AFTER TAX

 

(549)

 

(181)

 

(730)

 

(522)

 

72

 

(450)

Profit/(loss) on disposal of discontinued operations

 

12

 

-

 

382

 

382

 

-

 

(1,369)

 

(1,369)

(Loss)/profit for the year attributable to the equity Shareholders of the Company

 

 

(549)

 

 

201

 

 

(348)

 

 

(522)

 

 

(1,297)

 

 

(1,819)

Other comprehensive income/(expense)

Translation differences on overseas operations

 

(3)

 

10

Total comprehensive expense for the year

 

(351)

 

(1,809)

LOSS PER SHARE (pence)

Basic and diluted

11

(0.42)

0.15

(0.27)

(0.42)

(1.05)

(1.47)

 

 

 

 

 

Consolidated Statement of Changes in Equity

for the year ended 31 May 2013

 

GROUP

Share

Share

Capital

Retained

Translation

Capital

Premium

Reserve

Earnings

Reserve

Total

£000

£000

£000

£000

£000

£000

At 1 June 2011

273

633

300

1,657

(214)

2,649

New shares issued

54

218

-

-

-

272

Total comprehensive expense for the year

 

-

 

-

 

-

 

(1,819)

 

10

 

(1,809)

At 31 May 2012

327

851

300

(162)

(204)

1,112

Total comprehensive expense for the year

 

-

 

-

 

-

 

(348)

 

(3)

 

(351)

At 31 May 2013

327

851

300

(510)

(207)

761

COMPANY

Share

Share

Retained

Capital

Premium

Earnings

Total

£000

£000

£000

£000

At 1 June 2011

273

633

824

1,730

New shares issued

54

218

-

272

Total comprehensive expense for the year

 

-

 

-

 

(1,148)

 

(1,148)

At 31 May 2012

327

851

(324)

854

Total comprehensive expense for the year

 

-

 

-

 

(73)

 

(73)

At 31 May 2013

327

851

(397)

781

 

 

 

Consolidated Balance Sheet

at 31 May 2013

 

2013

2012

Notes

£000

£000

£000

£000

ASSETS

Non-current assets

Property, plant and equipment

14

-

73

Intangible assets

15

-

330

-

403

Current assets

Inventories

16

-

316

Trade receivables

-

343

Other receivables

17

15

160

Cash and cash equivalents

342

-

357

819

Non current assets held for sale

13

940

1,050

Total assets

1,297

2,272

LIABILITIES

Non-current liabilities

Deferred tax liabilities

9

-

86

Current liabilities

Trade payables

102

228

Other payables

18

434

688

Bank borrowings

-

158

536

1,074

Total liabilities

536

1,160

TOTAL NET ASSETS

761

1,112

EQUITY

Capital and reserves attributable to the Company's equity shareholders

Called up share capital

20

327

327

Share premium account

851

851

Capital reserve

300

300

Translation reserve

(207)

(204)

Retained earnings

(510)

(162)

TOTAL EQUITY

761

1,112

 

 

 

Consolidated Cash Flow Statement

for the year ended 31 May 2013

 

2013

2012

£000

£000

£000

£000

Cash flows from operating activities

Loss before tax

(730)

(427)

Adjustments for:

Impairment provision against property

110

-

Net finance expenditure

57

13

Depreciation and amortisation

241

508

Loss on disposal of property, plant and equipment

17

-

Foreign exchange difference

3

(10)

Decrease /(increase) in inventories

193

(310)

Decrease in trade receivables

31

(81)

Decrease in other receivables

136

42

Decrease/(increase) in trade payables

36

(286)

Decrease in other payables

39

434

863

310

Net cash generated by/(used in) operating activities

133

(117)

Cash flows from investing activities

Purchase of tangible fixed assets

(9)

(51)

Purchase of intangible assets

(126)

(258)

Net cash disposed of with subsidiary

(11)

-

Net proceeds from sale of subsidiary

570

-

Net cash used in investing activities

424

(309)

Cash flows from financing activities

Interest paid

(57)

(13)

Proceeds of share issue

-

272

Net cash used from financing activities

(57)

259

Net decrease in cash and cash equivalents

500

(167)

Cash and cash equivalents at beginning of year

(158)

9

Cash and cash equivalents at end of year

342

(158)

 

 

 

 

1. ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with those IFRS standards and IFRIC interpretations issued and effective or issued and early adopted as at the time of preparing these statements (November 2013). The accounting policies have been consistently applied to all the years presented.

 

These consolidated financial statements have been prepared under the historical cost convention.

 

During the period the group disposed of its subsidiary Feedback Data plc, in the previous period the group disposed of its subsidiaries Feedback Instruments Limited and Feedback Inc. Subsequent to the year end disposed of its property (held by Brickshield Limited). For these reasons the results of these subsidiaries have been disclosed as discontinued and the property classified 'as held for sale'.

 

The financial information set out above does not comprise the Company's statutory accounts for the periods ended 31 May 2013 or 31 May 2012. Statutory accounts for 31 May 2012 have been delivered to the Registrar of Companies and those for 31 May 2013 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their report was unqualified and did not contain statements under section 498(2) or (3) of the Companies Act 2006 in respect of the accounts for 2012 or for 2011.

 

2. GOING CONCERN

The Group disposed of Feedback Data plc during the year and subsequent to the year end disposed of its investment property for £940,000. The company become an investment company following the disposal of Feedback Data plc.

 

The Directors have produced forecasts which show that the company has adequate cash resources for at least the next twelve months from the date of this report. However, to achieve significant investments in the future it may be necessary to raise further capital. The Directors believe that the company is a going concern and has therefore prepared the financial statements on a going concern basis

 

3. SEGMENTAL REPORTING

The Directors have determined the operating segments based on the management reports that are used to make strategic decisions. The Group's business was analysed below between the Instruments segment and the Data segment. The Instruments segment primarily related to the former subsidiary companies Feedback Instruments plc and Feedback Incorporated which were disposed of last year.

 

The Data segment relates to the subsidiary company Feedback Data plc which was disposed of on 31 May 2013. Details of these companies are included in the Directors' Report.

 

On the 30 May 2013 the group disposed of its Data business (see Note 12). The results therefore include the results of the Data business for the full year to 31 May 2013.

 

On the 23 May 2012 the group disposed of its Instruments business. For this reason the results shown below disclose the results of the Instruments business for the period to 23 May 2012.

 

Year ended 31 May 2013

Instruments

Data

Other

Total

£000

£000

£000

£000

Revenue

External

-

1,551

168

1,719

Finance expense

-

-

(57)

(57)

Loss before tax

-

(38)

(692)

(730)

Balance sheet

Assets

-

-

1,297

1,297

Liabilities

-

-

(536)

(536)

-

-

761

761

Capital expenditure

-

135

-

135

Year ended 31 May 2012

Instruments

Data

Other

Total

£000

£000

£000

£000

Revenue

External

4,935

1,925

186

7,046

Finance expense

-

-

(13)

(13)

Loss before tax

311

(286)

(452)

(427)

Balance sheet

Assets

-

781

2,524

3,305

Liabilities

-

(602)

(2,138)

(2,740)

179

386

565

Capital expenditure

91

185

33

309

 

Reported segments' assets are reconciled to total assets as follows:

 

2013

2012

£000

£000

Segment assets for reportable segments

1,297

3,305

Unallocated:

Inter-company receivables adjustment

-

(1,223)

Intangible assets

-

330

Investments

-

(140)

Total assets per the balance sheet

1,297

2,272

 

Reported segments' assets are reconciled to total assets as follows:

 

2013

2012

 

£000

£000

 

 

Segment liabilities for reportable segments

536

2,740

 

 

Inter-company payables adjustment

-

(1,666)

 

Deferred tax

-

86

 

 

Total liabilities per the balance sheet

536

1,160

 

 

External revenue by

Total assets by

Capital expenditure by

location of customer

location of assets

location of assets

2013

2012

2013

2012

2013

2012

£000

£000

£000

£000

£000

£000

United Kingdom

1,431

3,070

1,297

2,258

135

309

Rest of Europe

288

644

-

14

-

-

United States of America

-

445

-

-

-

-

Other Americas

-

498

-

-

-

-

Asia

-

1,040

-

-

-

-

Africa

-

384

-

-

-

-

Middle East

-

965

-

-

-

-

Total

1,719

7,046

1,297

2,272

135

309

 

4. OTHER OPERATING EXPENSES

 

2013

2012

£000

£000

Distribution costs

-

1,821

Administrative costs:

Research and development

243

619

Other

1,139

422

1,382

2,862

 

 

5. LOSS PER SHARE

Basic earnings per share is calculated by reference to the loss on ordinary activities after taxation of £348,000 (2012: £1,819,000) and on the weighted average of 130,949,746 (2012: 123,679,889) shares in issue.

 

6. ASSETS HELD FOR SALE

 

Land & Buildings

Total

£000

£000

At 31 May 2011

-

-

Reclassification from property, Plant and Equipment (note 14)

1,323

1,323

Impairment

(273)

(273)

At 31 May 2012

1,050

1,050

Impairment in the year

(110)

(110)

At 31 May 2013

940

940

 

Reclassification: As at 31 May 2012 the group was actively seeking to dispose of its property. The asset has therefore been reclassified as held for sale. Subsequent to the 31 May 2013 the property was sold for £940,000 and therefore a further impairment charge of £110,000 has been made in the year.

 

7. PROPERTY, PLANT AND EQUIPMENT

 

Land and

Plant and

Motor

Buildings

Equipment

Vehicles

Total

GROUP

£000

£000

£000

£000

Cost of valuation

At 31 May 2011

1,441

855

19

2,315

Additions

-

51

-

51

Disposal

-

(504)

(5)

(509)

Reclassification

(1,441)

-

-

(1,441)

At 31 May 2012

-

402

14

416

Additions

-

9

-

9

Disposal

-

(71)

(14)

(85)

Disposed with subsidiary

-

(65)

-

(65)

Retired in the year

-

(275)

-

(275)

At 31 May 2013

-

-

-

-

Depreciation

At 31 May 2011

94

700

16

810

Charge for the year

24

121

1

146

Disposal

-

(492)

(3)

(495)

Reclassification

(118)

-

-

(118)

At 31 May 2012

-

329

14

343

Charge for the year

-

49

-

49

Disposal

-

(51)

(14)

(65)

Disposed with subsidiary

-

(52)

-

(52)

Retired in the period

-

(275)

-

(275)

At 31 May 2013

-

-

-

-

Net Book Value

At 31 May 2013

-

-

-

-

At 31 May 2012

-

73

-

73

 

 

8. INTANGIBLE ASSETS

 

Development Expenditure

GROUP

£000

Cost

At 31 May 2011

4,095

Additions

258

Disposed on sale of subsidiary

(2,236)

At 31 May 2012

2,117

Additions

126

Disposed on sale of subsidiary

(2,243)

At 31 May 2013

-

Amortisation

At 31 May 2011

3,363

Charge for the year

362

Disposed on sale of subsidiary

(1,938)

At 31 May 2012

1,787

Charge for the year

192

Disposed on sale of subsidiary

(1,979)

At 31 May 2013

-

Net Book Value

At 31 May 2013

-

At 31 May 2012

330

 

 

9. OTHER PAYABLES

 

Group

Company

2013

2012

2013

2012

£000

£000

£000

£000

Amounts falling due within one year

Other payables

349

124

346

122

Other taxes and social security

22

44

22

22

Accruals and deferred income

63

520

62

53

434

688

430

197

Included within other payables is a loan and interest thereon from a company connected to a shareholder of £345,000 (2012 £101,000). The loan attracted interest at 12% per annum and was secured on the group's property. The loan was repayable within 6 months and was fully repaid on 31 July 2013 following the sale on the property.

 

 

10. POST BALANCE SHEET EVENTS

On 31 July 3013 the company's subsidiary Brickshield Limited sold its property for £940,000.

 

11. PUBLICATION OF ANNOUNCEMENT AND REPORT AND ACCOUNTS

A copy of this announcement will be available at the Company's registered office (Maple Barn, Beeches Farm Road, Uckfield, East Sussex TN22 5QD) and on its website - www.fbk.com.

 

This announcement is not being sent to shareholders. The Annual Report will be posted to shareholders shortly and will be made available on the website.

 

 

For further information contact:

 

Feedback plc

Nick Shepheard

Tel: 020 3289 7747

 

Sanlam Securities UK Limited

Simon Clements/Lindsay Mair

Tel: 020 7628 2200

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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