HDT.L Regulatory News (HDT)

Holders Technology plc Specialised Materials, LED components and Lighting Solutions Audited results for the year ended 30 November 2012

Holders Technology plc ("Holders Technology" or "the Group") announces itsaudited results for the year ended 30 November 2012. Holders Technologysupplies special laminates and materials for printed circuit boards, andoperates as a LED solutions provider to the lighting and industrial markets.

The overall results for 2012 were mixed: the PCB divisions faced challengingmarket conditions throughout 2012, especially during the first half of theyear. PCB operations in China were significantly restructured, resulting in anon-cash impairment cost. The LED divisions overall performed well and made apositive contribution.

Holders Technology recorded the following results:

* Revenue 21% lower at £15.6m * PCB revenue 30% lower; LED revenue 27% higher * Margins 1.6% higher at 24.6% * Overheads reduced by £355,000 * Impairment costs for China PCB operations £287,000 * Group Loss before impairment costs £78,000 * Group Loss after impairment costs £365,000 * Cash balances £700,000. No debt. * Proposed final dividend 1.0 pence per share

Chairman's statement

In the Chairman's Statement accompanying the Report and Accounts for the yearto 30th November 2011 I said, "We see the forthcoming year as one of bothsignificant challenge and great opportunity". Those words proved to be wellchosen in that our PCB operations faced severe challenges particularly in thefirst half of the year, while our LED activities achieved significant salesgrowth and, for the first time, made a positive contribution to the overallGroup result. Our PCB activities continue to maintain their position in the markets theyserve but inevitably they have been adversely affected by the continuingeconomic problems impacting both the UK and Europe generally. In total our PCBsales in the year declined by 30% but margin was maintained. Given the severedifficulties we experienced in the first half of the year it is pleasing to beable to report that some recovery was seen in the second half of the year.Further reductions in overheads combined with continuing successful efforts toredeploy PCB staff to our LED operations ameliorated the full potential impactof this marked fall in sales.

By contrast the general LED market is expanding, as a result of technicalperformance improvements and market acceptance of their economic benefits.These factors taken together give us grounds for expecting that this marketwill see continuing substantial growth. In the year to 30th November 2012 ourLED sales grew by 27% and margins increased by 11%; our LED activities nowcontribute 26% of total Group margin.

Our Chinese and Indian ventures were entered into largely to service certain ofour PCB customers who, at the time, required support in these markets. Theventure in China also facilitated the sourcing of lower cost Far Easternproducts for the Group to distribute in Europe.

While the Group has seen past benefits from both of these areas of activity,changing market conditions have required us to critically appraise our Chineseoperations. The ability to utilise our Chinese and Indian low cost assemblyoperations to enable our European LED activities to offer customised lightingsolutions is of benefit and will be retained. However, our Chinese PCBactivities no longer offer the same prospects and we have thereforerestructured our Chinese operations. The details of the non cash impairmentcost of this restructuring amounting to £287,000 in total, are set out in theFinancial Review which follows this Statement.

As a Group our general strategy remains unchanged; we seek to maintain ourposition in the PCB markets we serve while further expanding our LEDactivities. As part of this policy during the last year we entered the marketfor energy efficient lighting and encouraging progress has been madeparticularly in the retail area.

Implementing change is difficult and disruptive and the cooperation of ourstaff in assisting the process within the Group has been vital in achieving theprogress we have made; on behalf of the Board and shareholders I would like tothank them for their continuing commitment.

As a Board we have carefully considered the outcome for the year to 30thNovember 2012, the prospects for the future and the company's strong cashposition. In light of these factors we consider it both justifiable and prudentto recommend a final dividend of 1.0p per share.

Inevitably having a 30th November year end will always result in a slow startto our Financial Year but I can report that the opening months of the currentyear have seen trading at better levels than resulted from the very difficultconditions we experienced in the opening months of the preceding year. The costreductions already implemented across the Group, which have included salarysacrifices by the plc board, will further benefit the financial results for thefirst half of the current year. We believe our PCB activities can maintain their relative position and be ofcontinuing major benefit to the Group. The growing opportunities we see in ourLED markets coupled with the commitment of our staff and the strength of ourbalance sheet leaves us well placed to make further progress in this area.Overall we expect a stronger performance by the Group in the current year. R W Weinreich Executive Chairman 14 March 2013

Consolidated income statement

for the year ended 30 November 2012

------------- Note 2012 2011 £'000 £'000 Continuing operations Revenue 15,605 19,636 Cost of sales (11,763) (15,127) Gross profit 3,842 4,509 Distribution costs (376) (404) Administrative expenses (3,550) (3,828) Impairment costs 2 (287) - Other operating income 6 98 Operating (loss)/ profit (365) 375 Finance income 1 - Finance expenses (15) (12) (Loss)/ profit before taxation (379) 363 Tax expense 3 (58) (123) (Loss)/ profit for the year (437) 240 (Loss)/ profit for the yearattributable to: Owners of the parent (374) 264 Non-controlling interest (63) (24) (Loss)/ profit for the (437) 240financial year Total and continuing Basic (loss)/ earnings per 5 (9.49p) 6.70pshare Diluted (loss)/ earnings per 5 (9.49p) 6.63pshare

Consolidated statement of comprehensive income

for the year ended 30 November 2012

2012 2011 £'000 £'000 (Loss)/ profit for the year (437) 240 Reclassification adjustment related to -

412

terminated foreign operations Change in actuarial assumption re (45) -pension liability Exchange differences on translating (163) 60foreign operations Total comprehensive income and expense (645) 712for the year Total comprehensive income and expensefor the year attributable to: Owners of the parent (577) 788 Non-controlling interests (68) (76) (645) 712

Statements of changes in equity

Group Share Share Capital Translation Retained

Total Non-controlling Total

capital premium redemption reserve earnings attributable interest equity reserve to owners of parent £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Balance at 1 416 1,531 1 629 3,264 5,841 91 5,932December 2010 Dividends - - - - (211) (211) - (211) Employee - - - - (4) (4) - (4)share-basedpayment options Transactions - - - - (215) (215) - (215)with owners Profit/(loss) - - - - 264 264 (24) 240for the year Reclassification - - - (412) 412 - - -adjustmentrelated toterminatedforeignoperations Exchange - - - 51 - 51 9 60differences ontranslatingforeignoperations Total - - - (361) 676 315 (15) 300comprehensiveincome for theyear Balance at 30 416 1,531 1 268 3,725 5,941 76 6,017November 2011 Dividends - - - - (168) (168) - (168) Employee - - - - 1 1 - 1share-basedpayment options Transactions - - - - (167) (167) - (167)with owners Profit/(loss) - - - - (374) (374) (63) (437)for the year Effect of change - - - - (45) (45) - (45)in actuarialassumption repensionliability Exchange - - - (163) - (163) (5) (168)differences ontranslatingforeignoperations Total - - - (163) (586) (749) (68) (817)comprehensiveincome for theyear Balance at 30 416 1,531 1 268 3,139 5,192 8 5,200November 2012 Company Share Share Capital Retained Total equity capital premium redemption earnings reserve £'000 £'000 £'000 £'000 £'000 Balance at 1 416 1,531 1 539 2,487December 2010 Profit and total - - - 404 404comprehensiveincome for the year Dividends - - - (211) (211) Share-based payment - - - (4) (4)charge Balance at 30 416 1,531 1 728 2,676November 2011 Profit and total - - - (166) (166)comprehensiveincome for the year Dividends - - - (168) (168) Share-based payment - - - 1 1charge Balance at 30 416 1,531 1 395 2,343November 2012 Balance sheets at 30 November 2012 Company number: 1730535 Group Company 2012 2011 2012 2011 £'000 £'000 £'000 £'000 Assets Non-current assets Goodwill 318 318 - - Property, plant and equipment 398 556 21

29

Investments in subsidiaries - - 2,780

2,780

Investment in joint venture - - 15 15 Investments in associates - - - - Deferred tax assets 41 72 - - 757 946 2,816 2,824 Current assets Inventories 3,140 3,834 - - Trade and other receivables 2,397 2,951 387 676 Current tax assets 57 95 - - Cash and cash equivalents 700 67 6 15 6,294 6,947 393 691 Liabilities Current liabilities Trade and other payables (1,556) (1,591) (800) (766) Borrowings - (26) - (6) Current tax liabilities (35) (35) (32) (33) (1,591) (1,652) (832) (805) Net current assets 4,703 5,295 (439) (114) Non-current liabilities Borrowings - - - - Retirement benefit liability (199) (167) - - Contingent consideration (29) (29) (29) (29) Deferred tax liabilities (32) (28) (5) (5) (260) (224) (34) (34) 5,200 6,017 2,343 2,676 Shareholders' equity Share capital 416 416 416 416 Share premium account 1,531 1,531 1,531 1,531 Capital redemption reserve 1 1 1 1 Retained earnings 3,139 3,725 395 728 Cumulative translation 105 268 - -adjustment reserve Equity attributable to the 5,192 5,941 2,343 5,941shareholders of the parent Non-controlling interest 8 76 - - 5,200 6,017 2,343 2,676

The financial statements were approved by the Board on 14 March 2013 and signedon its behalf by:

R W Weinreich Director Cash flow statements

for the year ended 30 November 2012

Group Company 2012 2011 2012 2011 £'000 £'000 £'000 £'000 Cash flows from operatingactivities Operating (loss)/ profit (365) 375 (175) (158)Share-based payment credit 1 (4) 1 (4)Depreciation 151 144 9 3Impairment costs 287 20 - -Currency translation 10 40 - -(Gain)/ Loss on sale of (3) (16) - - property, plant and equipment (Increase)/decrease in 488 (8) - -inventories (Increase)/decrease in trade 415 (257) 289

(253)

and other receivablesIncrease/(decrease) in trade (92) (582) 34

(796)

and other payablesInvestment in subsidiary fair - - -

16

value adjustmentCash (used in)/generated from 892 (288) 158 (1,192)operationsCorporation tax (paid)/ 15 (155) (1) (156)receivedNet cash (used in)/generated 907 (443) 157 (1,348)from operations Cash flows from investingactivities Proceeds from disposal of - - - 1,157subsidiary Purchase of property, plant (74) (137) (1)

(29)

and equipmentProceeds from sale of property, 18 24 - -plant and equipmentIncome from investments - - - 77Interest received 1 - 14 6Net cash (used in)/generated from (55) (113) 13 1,211investing activities Cash flows from financingactivities Interest paid (15) (12) (5) (2)Loan repayments (26) (27) - -Movement in contingent - (16) - (16)considerationFinance lease principal - (3) - -repaymentsEquity dividends paid (168) (211) (168) (211)Net cash used in financing (209) (253) (173) (213)activities Net change in cash and cash 643 (825) (3) (54)equivalents Cash and cash equivalents at 67 888 9 63start of periodEffect of foreign exchange (10) 4 - -rates Cash and cash equivalents at 700 67 6 9end of period Notes 1. Basis of preparation The Group and parent company financial statements have been prepared inaccordance with EU endorsed International Financial Reporting Standards (IFRS),International Financial Reporting Interpretations Committee (IFRIC)interpretations and with those parts of the Companies Act applicable tocompanies reporting under IFRS. All accounting standards and interpretationsissued by the International Accounting Standards Board and the InternationalFinancial Reporting Interpretations Committee effective at the time ofpreparing these financial statements have been applied.

2. Impairment costs

Impairment costs consist of the following:

2012 2011 £'000 £'000 Impairment of China PCB assets (168)

-

Impairment of China PCB inventories (119) - (287) -

The impairment charges relate to the directors' assessment of the fair value ofPCB assets and PCB inventories held by Holders Technology China operations.

3. Taxation 2012 2011 £'000 £'000 Analysis of the charge in the period Current tax - Current period 30 91 - Adjustments in respect of prior periods (7) 5 23 96 Deferred tax 35 27 Total tax 58 123 Tax reconciliation

The tax for the period is higher (2011: higher) than the standard rate ofcorporation tax in the UK, effectively 24.67% (2011: 26.67%) for the company'sfinancial year. The differences are explained below:

2012 2011 £'000 £'000 Profit/(loss) before taxation (379) 363 Profit/(loss) before taxation multiplied by rate (98)

92

of corporation tax in the UK of 24.67 % (2011: 26.67%) Effects of: Differences between capital allowances and (2)

6

depreciationAmounts not deductible for taxation purposes 44

46

Non taxable income -

(42)

Adjustments in respect of prior years - 5Taxation losses 43 11Other temporary differences 71 5 Taxation 58 123

4. The directors have proposed a final dividend of 1.0p per share payable on

21 May 2013 to shareholders on the register at close of business on 1 May

2013. The total dividend for the year, including the interim dividend of

1.0p (2011: 2.1p) per share paid on 2 October 2012, amounts to £79,000

(2011: £211,000), which is equivalent to 2.0p (2011: 5.35p) per share.

5. The basic earnings per share are based on the loss for the financial year

attributable to the equity shareholders of £374,000 (2011: profit of £

264,000) and on ordinary shares 3,939,551 (2011: 3,939,551), the weighted

average number of shares in issue during the year, excluding treasury

shares. Diluted earnings per share are based on 3,939,551 ordinary shares

(2011: 3,979,008), being the weighted average number of ordinary shares

after an adjustment of nil shares (2011: 39,457) in relation to share

options.

6. This preliminary statement, which has been approved by the Board on 14

March 2013, is not the Company's statutory accounts. The statutory accounts

for each of the two years to 30 November 2011 and 30 November 2012 received

audit reports, which were unqualified and did not contain statements under

section 498(2) and section 498(3) of the Companies Act 2006. The 2011

accounts have been filed with the Registrar of Companies but the 2012

accounts are not yet filed.

For further information, contact:

Rudi Weinreich, Executive Chairman, Holders Technology plc,

Tel. 020 8236 1490

Paul Geraghty, Group Finance Director, Holders Technology plc,

Tel. 020 8236 1490

William Vandyk, Director, Northland Capital Partners Ltd,

Tel. 020 7796 8822

Website www.holderstechnology.com

ENDS