Totally Regulatory News (TLY)

17 May 2005 06:01

17 May 2005 TOTALLY PLC ("Totally", "the Company" or "the Group") Preliminary results for the year ended 31 December 2004 Totally Plc, the publishing and communications Group that targets niche Jewishcommunities around the world, today announces its preliminary results for theyear ended 31 December 2004.Highlights: * Robin Morgan, Editor of Sunday Times Magazine, joins the Board as a non-executive director * Merger of TotallyJewishTravel & SederOlam to create the world's largest Jewish travel site * Global Jewish dating portal set to launch later this month * Global Jewish directory set to launch June 2005 * Turnover of ‚£2.70 million (2003: ‚£1.95 million) * Operating loss of ‚£0.30 million (2003: loss ‚£0.21 million) Commenting on the results, Dr Michael Sinclair, Non-Executive Chairman, said:"2004 was the year in which Totally Plc made the greatest strides yet increating a global publishing and communications Group targeting the Jewishmarket. With the successful acquisition and integration of the Jewish Advocate,which has been profitable and cashflow generative since its acquisition inJanuary 2004, the Group now has the content and distribution capability to growrapidly and profitably on both sides of the Atlantic.The Company has today strengthened the board through the appointment of RobinMorgan, the award winning, long serving Editor of Sunday Times Magazine, as anon executive director. Robin's appointment represents a significantendorsement of the current strategy and focus of the business.The Group has also entered into an agreement to merge its online travelbusiness www.totallyjewishtravel.com with www.sederolam.com, the leadingIsraeli business travel site. By creating the world's largest Jewish travelportal, the Group hopes to exploit the ample opportunities within the Jewishtravel sector, which is currently estimated to be worth in excess of $300million per annum.In the next few months, the Group proposes to launch a number of new serviceswebsites targeting the global Jewish market. These will include a new Jewishdating portal targeting the 1,000,000 (approx) Jewish singles across the world,a market estimated to be worth in excess of $2 million per annum. A new globalJewish directory service is also about to be launched, which your Directorsbelieve will become the standard for directory listings across Europe and theUnited States.Having now completed its reorganisation and restructuring, the Group is nowpositioned to take advantage of the opportunities for increased profits andgrowth, and the Directors believe that 2005 will be an exciting year with apositive outlook for the future.Chairman's Statement2004 was the year in which Totally Plc made the greatest strides yet increating a global publishing and communications group targeting the Jewishmarket. With the successful acquisition and integration of the Jewish Advocate,which has been profitable and cashflow generative since its acquisition inJanuary 2004, the Group now has the content and distribution capability to growrapidly and profitably on both sides of the Atlantic.One of the key targets for the period under review was the successfulintegration of the Jewish Advocate and as a result, the creation of cost-basedeconomies of scale between the London and Boston newspapers and websites. I ampleased to report that the introduction of new systems and working practiceshas created an opportunity to share significant amounts of content andeditorial resources between the sister publications. This has helped the Groupconsolidate its editorial and production resources and will lead to a materialreduction in the Group's operating costs in 2005 and beyond.During 2004 advertising and subscription revenues in both London and Bostonremained static. Whilst disappointing, this reflected the management team'sprimary focus on product and delivery development, the benefits of which willagain be seen in 2005.During the period under review the Group's turnover grew to ‚£2.76 million(2003: ‚£1.95 million). The operating loss for the Group increased to ‚£0.28million (2003: loss ‚£0.21 million).Board ChangesEarlier today, the Company strengthened the board following the appointment ofRobin Morgan, the award winning, long serving Editor of Sunday Times Magazine,as a non-executive director. Robin's appointment represents a significantendorsement of the current strategy and focus of the business.In order to align the make up of the Board with the Group's primary activities,Andy Margolis and Dan Levitt, who head up the technology and marketing servicesarms of Totally Communications Limited respectively, will be stepping down fromthe main Board with effect from the conclusion of the Annual General Meeting.Andy Margolis will not be seeking re-election and Dan Levitt will be resigning.Going forward, Totally Communications Limited will be run more autonomouslyreflecting the Board's desire to see this business flourish. Andy Margolis andDan Levitt will remain directors of Totally Communications Limited and keyfigures in the Group's senior management.Post Year EndSince the year end, the Group has entered into an agreement to merge its onlinetravel business www.totallyjewishtravel.com with www.sederolam.com, the leadingIsraeli business travel site. The agreement covers the creation of a jointlyand equally owned business which will take ownership of the combined assets ofthe two sites. By creating the world's largest Jewish travel portal, the Grouphopes to exploit the ample opportunities within the Jewish travel sector, whichis currently estimated to be worth in excess of $300 million per annum.The Group is also about to launch a number of new websites targeting the globalJewish market. These will include a new Jewish dating portal targeting the1,000,000 (approx) Jewish singles across the world, a market estimated to beworth in excess of $2 million per annum. A new global Jewish directory serviceis also about to be launched, which your Directors believe will become thestandard for directory listings across Europe and the United States.ProspectsHaving now completed its reorganisation and restructuring, the Group is nowpositioned to take advantage of the opportunities for increased profits andgrowth, and the Directors believe that 2005 will be an exciting year with apositive outlook for the future.Michael SinclairChairman16 May 2005Consolidated profit and loss accountfor the year to 31 December 2004 Note 2004 2003 ‚£000 ‚£000 Turnover Continuing operations 1 2,014 1,952 Acquisitions 684 - 2,698 1,952 Other external charges Continuing operations (697) (680) Acquisitions (36) - (733) (680) Staff costs: Wages and salaries Continuing operations (1,173) (1,031) Acquisitions (217) - Social security costs Continuing operations (129) (112) Acquisitions (21) - (1,540) (1,143) Depreciation and other amounts written off tangible and intangible fixed assets Continuing operations (29) (24) Acquisitions (4) - (33) (24) Other operating charges Continuing operations (364) (313) Acquisitions (332) - (696) (313) Total expenses Continuing operations (2,392) (2,160) Acquisitions (610) - (3,002) (2,160) Operating (loss)/profit Continuing operations (378) (208) Acquisitions 74 - (304) (208) Interest payable and similar (28) (15)charges Loss on ordinary activities (332) (223)before taxation Taxation 68 44 Loss after tax for the year (264) (179) Loss per share - basic 5 (0.34)p (0.33)p Loss per share - diluted 5 (0.34)p (0.33)p Consolidated balance sheetat 31 December 2004 2004 2003 Note ‚£000 ‚£000 ‚£000 ‚£000 Fixed assets Intangible assets 941 - Tangible assets 2 184 46 1,125 46 Current assets Inventory 3 - Debtors 3 391 391 Cash at bank and in hand 48 - 442 391 Creditors: amounts falling due within 4 (1,142) (647) one year Net current liabilities (700) (256) Total assets less current liabilities 425 (210) Net Assets/(liabilities) 425 (210) Capital and reserves Called up share capital 788 582 Share premium account 2,947 2,255 Revaluation reserve 1 - Profit and loss account (3,311) (3,047) Shareholders' funds/(deficit) - equity 425 210interests Consolidated cash flow statementfor the year ended 31 December 2004 2004 2003 Note ‚£000 ‚£000 Net cash outflow from operating activities (215) (175) Returns on investments and servicing of finance Bank interest paid (28) (15) (243) (190) Taxation R&D tax credit 68 44 Capital expenditure Payments to acquire tangible fixed assets (164) (17) Acquisitions Purchase of investments in subsidiary undertakings (31) - Cash acquired with subsidiary 27 - Cash outflow before financing (343) (163) Financing Capital repayments under finance leases - (2) Issue of ordinary share capital for cash - 155 Expenses paid in connection with share issues - (4) Decrease in cash in the period (343) (14) Notes to the financial statements1. Basis of preparationThe financial statements are prepared on a going concern basis, which theDirectors believe to be appropriate for the following reasons. The Groupcurrently meets its day-to-day working capital requirements through twooverdraft facilities, which are repayable on demand.The Group has confirmed the availability of a facility of ‚£500,000 with BankHapoalim, which was renewed on 29 April 2005 until 28 April 2006. As securityfor the facility, the bank has obtained the unlimited Joint and SeveralGuarantees of Dr. Michael J. Sinclair (non-executive Director), Mr Leo Noe andGrand Rabbi Y.A. Korff of Boston (non-executive Director).In addition, a working capital facility of ‚£150,000 has been agreed withNatwest which is secured on the Group's debtor book. This facility is due forrenewal on 31 October 2005.The Directors have prepared projected cash flow information for the periodending twelve months from the date of their approval of these financialstatements.On the basis of cash flow forecasts and discussions with the group's bankers,the Directors consider that the Group will be able to operate within thefacilities currently agreed.Inherently, there can be no certainty in relation to these matters, but theDirectors believe that the going concern basis of preparation continues to beappropriate. 2. Tangible fixed assets Short Computer Fixtures Total leasehold equipment and property fittings ‚£000 ‚£000 ‚£000 ‚£000 Cost At beginning of year 54 105 29 188 Acquired with subsidiary - - 64 64 Additions - 155 9 164 Disposals - - (29) (29) At end of year 54 260 73 387 Depreciation At beginning of year 29 90 23 142 Acquired with subsidiary - - 57 57 Charge for year 10 13 10 33 Disposals - - (29) (29) At end of year 39 103 61 203 Net book value At 31 December 2004 15 157 12 184 At 31 December 2003 25 15 6 46 3. Debtors 31 31 December December 2004 2003 ‚£000 ‚£000 Trade debtors 247 254 Other debtors 26 34 Other taxation and social security 5 52 Prepayments and accrued income 113 51 391 391 4. Creditors: amounts falling due within one year 31 31 December December 2004 2003 ‚£000 ‚£000 Bank loans and overdrafts 596 205 Trade creditors 295 211 Other creditors including taxation and social 77 78security Accruals and deferred income 174 153 1,142 6475. Loss per shareThe calculation of the basic loss per share is based on the loss of ‚£264,000(2003 ‚£179,000) and on 77,133,270 (2003: 53,943,682) ordinary shares being theweighted average number of shares in issue during the period. The diluted lossper share is the same as the basic loss per share, in accordance with FRS 14which prescribes that potential ordinary shares should only be used as dilutivewhen, and only when, their conversion to ordinary shares would decrease netprofit or increase net loss per share from continuing operations.6. DividendsThe Directors are not proposing the payment of a dividend in respect of theyear ended 31 December 2004.7. Publication of non-statutory accountsThe financial information set out in this preliminary announcement does notconstitute statutory accounts as defined in Section 240 of the Companies Act1985.The consolidated balance sheet as at 31 December 2004 and the consolidatedprofit and loss account, consolidated cash flow statement and associated notesfor the year then ended have been extracted from the Group's financialstatements. Those financial statements have received an unqualified report fromthe auditors but have not yet been delivered to the Registrar of Companies. The2003 accounts have been delivered to the Registrar of Companies and theauditors gave an unqualied report on them.8. Copies of accounts will be sent to shareholders shortly and will also beavailable at the Company's registered office, Unit 611, Highgate Studios, 53-79Highgate Road, Kentish Town, London NW5 1TL.EnquiriesTotally PLCSteve Burns Tel: 020 7692 6929John East & Partners LimitedJohn East/David Worlidge / Simon Clements Tel: 020 7628 2200ENDTOTALLY PLC