Worldsec Regulatory News (WSL)

27 Sep 2005 13:01

Worldsec Ld27 September 2005 Worldsec Limited Interim Report for the six months ended 30 June 2005 The Directors submit the interim report on Worldsec Limited (the "Company") andits subsidiaries (collectively known as the "Group") for the six months ended 30June 2005 (the "Period"). During the Period, the Group maintained a minimum operation to continue therealisation of its remaining assets into cash. The Group results for the Periodare shown in the Consolidated Profit and Loss Account on page 2 of this report.Over US$1.5 million had been collected from debtors in the Period and we expectto collect the remaining balance in the coming months. Subsequent to the end ofthe Period until review, the Group managed to dispose of its Philippinessubsidiary for a consideration of US$363,000 net of expenses, payable in cashwhich was received at the end of August 2005. The collection of the debtors and the sale of the Group's Philippines assetsrepresent the practical completion of the exercise of realising all the Group'sassets into cash. In connection with the disposal of the Philippinessubsidiary, the Group has granted the purchaser a limited warranty for a periodof six months with such warranty expiring in early 2006. In the next fewmonths, it is expected that actions taken to wind up subsidiaries which are nolonger required and pay off all outstanding liabilities would be completed.Once all the outstanding formalities are dealt with and the warranty time limitmentioned above has passed, your board will be in a position to come to adecision regarding the disposition of the cash assets. By order of the Board Paul Kwok Kin Cheng Chief Operating Officer and Finance Director 27 September 2005 CONSOLIDATED PROFIT AND LOSS ACCOUNT Unaudited Audited Six months ended Year ended Notes 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Turnover 3 - 11 11Fees and commission payable - - - - 11 11Gain on disposal of investments 20 602 602Recovery of doubtful receivables 98 203 670Other operating income 23 94 94 141 910 1,377Staff costs (145) (211) (381)Impairment losses (87) - -Other operating costs (128) (355) (526) Operating profit (loss) (219) 344 470Interest receivable and similar 2 15 21incomeInterest payable and similar charges (1) (5) (5)Profit on disposal of subsidiaries - 36 36 (Loss) Profit before taxation (218) 390 522Tax charge 4 - - - (Loss) Profit for the financialperiod / year (218) 390 522 (Loss) Earnings per share - basic and diluted 5 (2) cents 3 cents 4 cents Distributions 9 - 9,357 9,357 The results above relate entirely to discontinued operations. STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 (Loss) Profit for the financial period/year (218) 390 522Currency translation differences (16) (67) (47) Total recognised (losses) / gains in the period/year (234) 323 475 RECONCILIATION OF MOVEMENTS IN CONSOLIDATED SHAREHOLDERS' FUNDS Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 (Loss) Profit for the financial period/year (218) 390 522Other recognised losses relating to the period/year (16) (67) (47) Net change in shareholders' funds during theperiod/year (234) 323 475Distribution out of contributed surplus - (9,357) (9,357)Shareholders' funds brought forward 2,624 11,506 11,506 Shareholders' funds carried forward 2,390 2,472 2,624 CONSOLIDATED BALANCE SHEET Unaudited Audited Notes 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000Current assetsInvestments 6 363 448 448Debtors 257 1,337 1,805Bank deposits and cash 2,166 1,429 777 Total assets 2,786 3,214 3,030 Current liabilities 7 (396) (742) (406) Total liabilities (396) (742) (406) Net assets 2,390 2,472 2,624 EquityShare capital 8 13 13 13Reserves 2,377 2,459 2,611 Total Equity 2,390 2,472 2,624 CONSOLIDATED CASH FLOW STATEMENT Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000Cash generated from operations (Note 10) 1,368 (318) (976)Interest received 2 15 21Interest paid (1) (5) (5) Net cash from operating activities 1,369 (308) (960) Cash flow from investing activitiesProceed from sale of subsidiaries - 410 410Proceeds from sale of investments 20 3,683 3,683 Net cash flow from investing activities 20 4,093 4,093 Cash flow used in financing activitiesDistribution paid - (9,357) (9,357) Net increase in cash and cash equivalents 1,389 (5,572) (6,224) Cash and cash equivalents at beginning of period 777 7,001 7,001 Cash and cash equivalents at end of period 2,166 1,429 777 NOTES TO THE INTERIM REPORT 1 BASIS OF CONSOLIDATION The Group's financial statements consolidate the financial statements ofthe Company and the subsidiary undertakings included in the Group. The results of subsidiaries disposed of during the periods/year are included inthe consolidated income statement up to the effective date of disposal. 2 BASIS OF Accounting The Group has ceased business operations and has been realising its assets andreturning the cash proceeds to shareholders. The financial statements have beenprepared on a basis other than that of a going concern which includes, whereappropriate, writing down the company's assets to net realisable value.Provision has also been made for any onerous contractual commitments at thebalance sheet date. Accordingly, all assets are classified as current assets. The financial statements for the six months ended 30 June 2005 have beenprepared in accordance with International Financial Reporting Standards ("IFRS")for the first time. The financial statements for the corresponding six monthperiod to 30 June 2004 and for the year ended 31 December 2004 were prepared inaccordance with accounting principles general accepted in the United Kingdom ("UKGAAP"). The transition from UKGAAP to IFRS has not affected the Group'sfinancial position, performance and cash flows presented in this report. The accounting policies adopted in preparing this report are consistent withthose adopted in preparing the consolidated financial statements of the Groupfor the year ended 31 December 2004. NOTES TO THE INTERIM REPORT (CONTINUED) 3 ANALYSIS OF TURNOVER, OPERATING (LOSS) PROFIT AND NET ASSETS Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Turnover analysed by class of business Broking and related services - 11 11 - 11 11 Geographical analysis of turnover Hong Kong - 11 11 - 11 11 The operating (loss) / profit attributed tothe different classes of the Group's businessis as follows: Broking and related services - 344 470 Others (219) - - (219) 344 470 In the past, the operating profit of the Group was derived from the Group'soperations based in Hong Kong and the net assets of the Group were related tobroking activities and were substantially situated in Hong Kong. NOTES TO THE INTERIM REPORT (CONTINUED) 4 TAX Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 The (charge)/credit comprises:UK Corporation Tax and other overseas taxation - - - - - -Deferred taxation - - - - - - 5 (LOSS) EARNINGS PER SHARE Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 (Loss) Profit for the financial period/year US$(218,000) US$390,000 US$522,000 Weighted average number of shares in issue 13,367,290 13,367,290 13,367,290 (Loss) Earnings per share - basic and diluted (2) cents 3 cents 4 cents NOTES TO THE INTERIM REPORT (CONTINUED) 6 INVESTMENTS Unaudited Audited 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Investments held as current assets at netrealisable value 363 448 448 The Group's investments comprising of listed investments, right to trade onor through the Philippine Stock Exchange and land and building were all held bya subsidiary and represented all the assets of that subsidiary. The subsidiarywas disposed of in August 2005 for a consideration of US$363,000 net ofassociated expenses. NOTES TO THE INTERIM REPORT (CONTINUED) 7 CURRENT LIABILITIES Unaudited Audited 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Other creditors and accruals 396 742 406 396 742 406 8 SHARE CAPITAL Unaudited Audited 30.6.2005 30.6.2004 31.12.2004 US$ US$ US$ Ordinary shares of Ordinary shares of Ordinary shares of US$0.001 each US$0.001 each US$0.001 each Authorised: 50,000,000 50,000,000 50,000,000 Called up, issued and fully paid: 13,367 13,367 13,367 NOTES TO THE INTERIM REPORT (CONTINUED) 9 DISTRIBUTIONS Distribution out of the contributed surplus account of US$0.70 per sharetotalling US$9,357,103 was paid on 28 April 2004. 10 RECONCILIATION OF OPERATING (LOSS) / PROFIT TO NET CASH (OUTFLOW) / INFLOWFROM OPERATING ACTIVITIES Unaudited Audited Six months ended Year ended 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Operating (loss) / profit (218) 344 470Gain on disposal of investments (20) (602) (602)Gain on disposal of subsidiaries - (36)Exchange difference (19) (53) 4Impairment losses 87 - -Decrease in debtors 1,578 1,547 1,080(Increase) / Decrease in other debtors andprepayments (30) 101 99Decrease in trade creditors - (1,255) (1,293)Decrease in other creditors and accruals (10) (400) (698) Net cash inflow / (outflow) from operatingactivities 1,368 (318) (976) NOTES TO THE INTERIM REPORT (CONTINUED) 11 ANALYSIS OF CASH AND CASH EQUIVALENTS Unaudited Audited 30.6.2005 30.6.2004 31.12.2004 US$'000 US$'000 US$'000 Cash in hand and deposits repayable on demand 464 902 568Time deposits of maturity exceeding 1 day 1,702 527 209 Cash and cash equivalents at end of period 2,166 1,429 777 12 INTERIM REPORT The interim report will be sent to shareholders on or about 21 October 2005. CORPORATE INFORMATION Board of directors Non-Executive ChairmanDavid Archibald Evelyn LYLE Executive directorPaul Kwok Kin CHENG Non-executive directorsHenry Ying Chew CHEONG (Deputy Chairman)Mark Chung FONGAlastair GUNN-FORBESHO Soo ChingSakae HASHIZUME (appointed on 2nd September 2005)Masao HASEGAWA (resigned on 2nd September 2005) Company secretaryPaul Kwok Kin CHENG Registered office addressCanon's Court, 22 Victoria Street, Hamilton HM12, Bermuda Registration numberEC21466 Bermuda Principal bankers The Hongkong and Shanghai Banking Corporation Limited1 Queen's Road, Central, Hong Kong Auditors Deloitte Touche Tohmatsu, Certified Public Accountants26th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong SolicitorsLinklatersOne, Silk Street, London EC2Y 8HQ, England CORPORATE INFORMATION (CONTINUED) Principal share registrar and transfer officeThe Bank of Bermuda LimitedBank of Bermuda Building, 6 Front Street, Hamilton HM11, Bermuda International branch registrarCapita IRG (Offshore) LimitedVictoria Chambers, Liberation Square, 1/3 the Esplanade, St Helier, Jersey,Channel Islands United Kingdom transfer agentCapita RegistrarsThe Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU, England Investor relationsFor further information about Worldsec Limited, please contact:The Chief Operating OfficerWorldsec GroupRoom 1601, Bank of America Tower, 12 Harcourt Road, Central, Hong Kong PRINCIPAL OPERATING SUBSIDIARY Worldsec Nominees Limited Address: Room 1601, Bank of America Tower, 12 Harcourt Road, Central, Hong KongTelephone: +(852) 2867 7288 Fax: +(852) 2810 0281 This information is provided by RNS The company news service from the London Stock Exchange