Sign In
Last checked at 
30 Jun 2008 14:51
TINOPOLIS PLC
("TINOPOLIS" or the "COMPANY")
INTERIM RESULTS FOR THE SIX MONTHS TO 31st MARCH 2008
Financial Highlights:
Turnover £30.3m, down 4% (2007: £31.6m)
Profit from Operating Activities £1.71m, up 125% (2007: £0.76m)
Profit before tax of £1.88m, up 96% (2007: £0.96m)
Basic Earnings Per Share 1.4p, up 100% (2007: 0.7p)
Net cash outflow from operating activities £0.66m (2007: -£0.8m)
Cash and cash equivalents at end of period is £9.3m (2007: £11.5m)
Commenting on the results, Ron Jones, Executive Chairman said:
"I am pleased to report that Tinopolis is continuing to show the steady and progressive improvement in its performance that has been evident since our purchase of The Television Corporation two years ago. All parts of our business are doing well and Mentorn, our biggest management challenge, continues to be on the improvement schedule we set out for it at acquisition.
Since the end of the period, a recommended offer has been made for the Company at a price of 45 pence per share. Shareholder and Court approval for the scheme of arrangement was obtained on 16 June 2008 and the effective date of the scheme is expected to be 10 July 2008, following which time Tinopolis will cease to trade on AIM.
For further information, please contact:
Tinopolis Plc. 01554 880880
Ron Jones, Executive Chairman
Arwel Rees, Managing Director
Mantra PR
Nick Bishop 020 7438 4910
Post Balance Sheet Events
Shareholders will be aware that on 9 May 2008 the Independent Director of Tinopolis and the board of Red Dragon Acquisitions Limited ("Bidco") announced that they had reached agreement on the terms of a recommended acquisition of the entire issued and to be issued share capital of Tinopolis by Bidco. Bidco is a newly incorporated company which has been formed, and is controlled, by investment partnerships advised by Vitruvian Partners for the purposes of making the Acquisition.
The acquisition is to be implemented by a Scheme of Arrangement under Part 26 of the Companies Act 2006 entitling Scheme Shareholders to receive 45 pence in cash for each Scheme Share. The Acquisition values the entire issued and to be issued share capital of Tinopolis at approximately £44.7 million.
The Scheme has been approved by shareholders. The Acquisition remains subject to certain conditions which are set out in the Scheme Document, including the sanction of the Scheme by the Court. It is anticipated that the hearing by the Court to sanction the Scheme will be held on 7 July 2008 and that the hearing by the Court to confirm the Reduction of Capital comprised in the Scheme is expected to be held on 9 July 2008. The Effective Date of the Scheme and the date of the cancellation of Tinopolis Shares are expected to be 10 July 2008
Ron Jones Arwel Rees
Executive Chairman Managing Director
30th June 2008
TINOPOLIS PLC CONSOLIDATED INCOME STATEMENT SIX MONTHS ENDED 31 MARCH 2008
|
Notes |
Unaudited six months ended 31 March 2008 |
Unaudited six months ended 31 March 2007 |
Year ended 30 September 2007 |
|
|
£000 |
£000 |
£000 |
||
|
Revenue |
30,299 |
31,620 |
65,981 |
|
|
Cost of sales |
(21,719) |
(25,739) |
(52,608) |
|
|
|
|
|
||
|
Gross profit |
8,580 |
5,881 |
13,373 |
|
|
Administrative expenses |
(6,867) |
(5,123) |
(11,196) |
|
|
|
|
|
||
|
Profit from operating activities |
1,713 |
758 |
2,177 |
|
|
Finance expenses |
(8) |
(7) |
(14) |
|
|
Finance income |
176 |
210 |
399 |
|
|
|
|
|
||
|
Profit before income tax |
1,881 |
961 |
2,562 |
|
|
Income tax expense |
2 |
(546) |
(279) |
(723) |
|
|
|
|
||
|
Profit for the period |
1,335 |
682 |
1,839 |
|
|
|
|
|
||
|
Attributable to: |
||||
|
Equity holders of the parent company |
1,299 |
641 |
1,728 |
|
|
Minority interest |
36 |
41 |
111 |
|
|
Earnings per share - basic |
3 |
1.4p |
0.7p |
1.8p |
|
Earnings per share - diluted |
3 |
1.3p |
0.6p |
1.7p |
|
|
|
|
TINOPOLIS PLC CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2008
|
|
Unaudited as at 31 March 2008 |
Unaudited as at 31 March 2007 |
As at 30 September 2007 |
|
|
£000 |
£000 |
£000 |
||
|
Assets |
||||
|
Property, plant and equipment |
6,229 |
4,287 |
6,487 |
|
|
Intangible assets - goodwill |
23,813 |
21,922 |
25,013 |
|
|
Intangible assets- learning content |
1,331 |
- |
643 |
|
|
|
|
|
||
|
Total non-current assets |
31,373 |
26,209 |
32,143 |
|
|
Current assets |
||||
|
Inventories |
146 |
- |
174 |
|
|
Trade and other receivables |
16,072 |
9,688 |
13,505 |
|
|
Cash and cash equivalents |
11,059 |
13,485 |
12,418 |
|
|
|
|
|
||
|
Total current assets |
27,277 |
23,173 |
26,097 |
|
|
|
|
|
||
|
Total assets |
58,650 |
49,382 |
58,240 |
|
|
|
|
|
||
|
Equity |
||||
|
Issued capital |
1,989 |
1,989 |
1,989 |
|
|
Share premium |
24,157 |
24,157 |
24,157 |
|
|
Reserves |
607 |
607 |
607 |
|
|
Reserve for own shares |
(1,612) |
(1,862) |
(1,612) |
|
|
Retained earnings |
6,241 |
3,842 |
4,936 |
|
|
|
|
|
||
|
Total equity attributable to equity holders of the parent company |
31,382 |
28,733 |
30,077 |
|
|
Minority interests |
172 |
81 |
151 |
|
|
|
|
|
||
|
Total equity |
31,554 |
28,814 |
30,228 |
|
|
|
|
|
||
|
Non-current liabilities |
||||
|
Loans and borrowings |
94 |
17 |
129 |
|
|
Other payables |
- |
617 |
505 |
|
|
Deferred tax liabilities |
285 |
261 |
285 |
|
|
|
|
|
||
|
Total non-current liabilities |
379 |
895 |
919 |
|
|
|
|
|
||
|
Current liabilities |
||||
|
Bank overdrafts |
1,726 |
2,013 |
1,329 |
|
|
Loans and borrowings |
80 |
29 |
75 |
|
|
Current income tax payable |
1,276 |
1,066 |
2,390 |
|
|
Trade and other payables |
23,635 |
16,565 |
23,299 |
|
|
|
|
|
||
|
Total current liabilities |
26,717 |
19,673 |
27,093 |
|
|
|
|
|
||
|
Total liabilities |
27,096 |
20,568 |
28,012 |
|
|
|
|
|
||
|
Total equity and liabilities |
58,650 |
49,382 |
58,240 |
|
|
|
|
|
TINOPOLIS PLC CONSOLIDATED CASH FLOW STATEMENT SIX MONTHS ENDED 31 MARCH 2008
|
|
Unaudited six months ended 31 March 2008 |
Unaudited six months ended 31 March 2007 |
Year ended 30 September 2007 |
|
|
£000 |
£000 |
£000 |
||
|
Profit for the period |
1,335 |
682 |
1,839 |
|
|
Adjustments for: |
||||
|
Depreciation and amortisation |
814 |
484 |
1,150 |
|
|
Net finance income |
(168) |
(203) |
(385) |
|
|
Loss / (Gain) on sale of property, plant and equipment |
- |
101 |
(2) |
|
|
Equity settled share-based payments |
6 |
6 |
63 |
|
|
Taxation |
546 |
279 |
723 |
|
|
|
|
|
||
|
Operating cash flow before changes in working capital and provisions |
2,533 |
1,349 |
3,388 |
|
|
Change in inventories |
28 |
- |
42 |
|
|
Change in accounts receivable |
(2,567) |
(742) |
(2,575) |
|
|
Change in accounts payable |
(327) |
507 |
4,277 |
|
|
|
|
|
||
|
(333) |
1,114 |
5,132 |
||
|
Interest paid |
(8) |
(7) |
(14) |
|
|
Income taxes paid |
(317) |
(310) |
(331) |
|
|
Income taxes received |
- |
- |
884 |
|
|
|
|
|
||
|
Net cash from operating activities |
(658) |
797 |
5,671 |
|
|
|
|
|
||
|
Net (cash paid) cash acquired with subsidiaries |
- |
(53) |
(2,897) |
|
|
Payments to acquire property, plant and equipment |
(1,244) |
(577) |
(3,390) |
|
|
Receipts from sales of property, plant and equipment |
- |
24 |
51 |
|
|
Interest received |
176 |
210 |
399 |
|
|
|
|
|
||
|
Net cash from investing activities |
(1,068) |
(396) |
(5,837) |
|
|
|
|
|
||
|
Repayment of borrowings |
- |
(568) |
(568) |
|
|
Payment of finance lease liabilities |
(44) |
(44) |
(67) |
|
|
Finance Lease additions |
14 |
- |
207 |
|
|
Own shares acquired |
- |
(1,862) |
(1,862) |
|
|
|
|
|
||
|
Net cash used in financing activities |
(30) |
(2,474) |
(2,290) |
|
|
|
|
|
||
|
Net decrease in cash and cash equivalents |
(1,756) |
(2,073) |
(2,456) |
|
|
Cash and cash equivalents at start of period |
11,089 |
13,545 |
13,545 |
|
|
|
|
|
||
|
Cash and cash equivalents at end of period |
9,333 |
11,472 |
11,089 |
|
|
|
|
|
TINOPOLIS PLC CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the six months ended 31 March 2008
|
Attributable to equity holders of the parent company |
||||||||
|
March 2008 |
Share capital |
Share premium |
Merger reserve |
Reserve for own shares |
Retained earnings |
Total |
Minority interest |
Total equity |
|
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
Balance at 1 October 2007 |
1,989 |
24,157 |
607 |
(1,612) |
4,936 |
30,077 |
151 |
30,228 |
|
Profit for the period |
- |
- |
- |
- |
1,299 |
1,299 |
36 |
1,335 |
|
Dividends paid |
- |
- |
- |
- |
- |
- |
(15) |
(15) |
|
Equity-settled share-based payments |
- |
- |
- |
- |
6 |
6 |
- |
6 |
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 March 2008 |
1,989 |
24,157 |
607 |
(1,612) |
6,241 |
31,382 |
172 |
31,554 |
|
|
|
|
|
|
|
|
|
|
|
Attributable to equity holders of the parent company |
||||||||
|
March 2007 |
Share capital |
Share premium |
Merger reserve |
Reserve for own shares |
Retained earnings |
Total |
Minority interest |
Total equity |
|
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
Balance at 1 October 2006 |
1,989 |
24,147 |
607 |
- |
3,195 |
29,938 |
60 |
29,998 |
|
Profit for the period |
- |
- |
- |
- |
641 |
641 |
41 |
682 |
|
Dividends paid |
- |
- |
- |
- |
- |
- |
(20) |
(20) |
|
Equity-settled share-based payments |
- |
- |
- |
- |
6 |
6 |
- |
6 |
|
Shares issued |
- |
10 |
- |
- |
- |
10 |
- |
10 |
|
Own shares acquired |
- |
- |
- |
(1,862) |
- |
(1,862) |
- |
(1,862) |
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 March 2007 |
1,989 |
24,157 |
607 |
(1,862) |
3,842 |
28,733 |
81 |
28,814 |
|
|
|
|
|
|
|
|
|
|
|
Attributable to equity holders of the parent company |
||||||||
|
September 2007 |
Share capital |
Share premium |
Merger reserve |
Reserve for own shares |
Retained earnings |
Total |
Minority interest |
Total equity |
|
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
|
|
Balance at 1 October 2006 |
1,989 |
24,147 |
607 |
- |
3,195 |
29,938 |
60 |
29,998 |
|
Profit for the period |
- |
- |
- |
- |
1,728 |
1,728 |
111 |
1,839 |
|
Dividends paid |
- |
- |
- |
- |
- |
- |
(20) |
(20) |
|
Equity-settled share-based payments |
- |
- |
- |
- |
13 |
13 |
- |
13 |
|
Shares issued |
- |
10 |
- |
- |
- |
10 |
- |
10 |
|
Own shares acquired |
- |
- |
- |
(1,862) |
- |
(1,862) |
- |
(1,862) |
|
Own shares issued on acquisition |
- |
- |
- |
250 |
- |
250 |
- |
250 |
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 September 2007 |
1,989 |
24,157 |
607 |
(1,612) |
4,936 |
30,077 |
151 |
30,228 |
|
|
|
|
|
|
|
|
|
|
Notes to the interim accounts
1 Accounting policies
Basis of preparation
The condensed consolidated interim financial statements for the six months ended 31 March 2008 have been prepared under applicable International Financial Reporting Standards adopted by the European Union ("IFRS"), which include International Accounting Standards ("IAS") and interpretations issued by the International Accounting Standards Board ("IASB") and its committees, which are expected to be endorsed by the European Union.
The financial information included in this document is unaudited and does not comprise statutory accounts within the meaning of section 240 of the Companies Act 1985. The comparative figures for the financial year ended 30 September 2007 are extracted from the statutory financial statements for that year which have been filed with the Registrar of Companies and on which the auditor gave an unqualified report, without any statement under section 237(2) or (3) of the Companies Act 1985.
The principal accounting policies shown in the financial statements for the year ended September 2007 have been applied consistently in dealing with items which are considered material in relation to the group's financial statements. The financial statements have been prepared on the historical cost basis. These accounting policies have been applied consistently across the group for the purposes of these consolidated financial statements.
2 Taxation charge
Taxation for the six months to 31 March 2008 is based on the effective rate of taxation which is estimated to apply for the year ending 30 September 2008.
|
|
Unaudited six months ended 31 March 2008 |
Unaudited six months ended 31 March 2007 |
Year ended 30 September 2007 |
|
|
£000 |
£000 |
£000 |
||
|
UK taxation at standard rate |
546 |
279 |
553 |
|
|
Deferred taxation |
- |
- |
170 |
|
|
|
|
|
||
|
546 |
279 |
723 |
||
|
|
|
|
3 Earnings per share
|
|
Unaudited six months ended 31 March 2008 |
Unaudited six months ended 31 March 2007 |
Year ended 30 September 2007 |
|
|
£000 |
£000 |
£000 |
||
|
Profit for the period attributable to equity holders |
1,299 |
641 |
1,728 |
|
|
Weighted average number of shares - basic |
95,465,888 |
97,699,336 |
96,467,884 |
|
|
Earnings per share - basic |
1.4p |
0.7p |
1.8p |
|
|
Weighted average number of shares - diluted |
99,627,960 |
101,757,426 |
100,669,734 |
|
|
Earnings per share - diluted |
1.3p |
0.6p |
1.7p |
Follow the stocks
