WTS.L Regulatory News (WTS)

27 Feb 2007 12:23

World Trade Systems PLC27 February 2007 WORLD TRADE SYSTEMS PLC PRELIMINARY STATEMENT OF RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2006 CHAIRMAN'S STATEMENT INTRODUCTION The Group has been seeking new business opportunities during the year ended 30September 2006. RESULTS The loss for the period of £157,000 (2005: £59,000) arises from administrativeexpenses and charges less rent and interest receivable. TRADING PROSPECTS Your directors have been continuously reviewing and considering other businessopportunities for the group. Inter Asia Consulting Group Inc., continues to be in active discussions withthird parties in the Far East and the Board is monitoring the situation closely. We will keep shareholders advised of any significant developments. ADOPTION OF INTERNATIONAL FINANCIAL REPORTING STANDARDS The Group now prepares financial statements under International FinancialReporting Standards ("IFRS") with effect from the 2006 financial year. The 2005financial statements have been restated under IFRS, adopting a 1 October 2004transition date. The 2006 Interim Financial Statements set out the accountingpolicies adopted under IFRS. Following publication of the 2006 Interim FinancialStatement, Own Shares have been reclassified within the balance sheet. Therewere no material differences to UK GAAP previously adopted. Robert Lee Non Executive Chairman 27 February 2007 CONSOLIDATED INCOME STATEMENT For The Year Ended 30 September 2006 Note 2006 2005 £'000 £'000Continuing operations Operating income 3 15Administrative expenses (160) (76) ______ ______ Loss from operations (157) (61)Finance income - 2 ______ ______Loss before tax (157) (59) Taxation 4 - - ______ ______ Loss for the financial period (157) (59)from continuing operations ______ ______Attributable to equity holders of the parent (157) (59) ______ ______ Basic and diluted loss per ordinary share 5 (0.018)p (0.006)p ______ ______ STATEMENT OF CHANGES IN EQUITY Group Share Capital Own Shares Retained earnings Total £'000 £'000 £'000 £'000 At 1 October 2004 4,378 (102) (4,294) (18)Loss in year - - (59) (59) _____ _____ ______ _____At 30 September 2005 4,378 (102) (4,353) (77)Loss in year - - (157) (157) _____ _____ ______ _____ At 30 September 2006 4,378 (102) (4,510) (234) _____ _____ ______ _____ CONSOLIDATED BALANCE SHEETat 30 September 2006 Note 2006 2005 £'000 £'000Assets Non-current assetsInvestment property 40 40Investments - - ______ _______ 40 40 ______ _______Current assetsTrade and other receivables 14 4Cash and cash equivalents 72 81 ______ _______ 86 85 ______ _______Total assets 126 125 ______ _______ Current liabilitiesTrade and other payables (80) (42)Financial liabilities - borrowings (280) - ______ _______ (360) (42) ______ _______ Net Current (liabilities)/assets (274) 43 Non-current liabilitiesFinancial liabilities - borrowings - (160) ______ ______ Total Liabilities (360) (202) _______ ______ Net Liabilities (234) (77) _______ ______Equity Share capital 6 4,378 4,378Own shares (102) (102)Retained earnings (4,510) (4,353) _______ ______ Total deficit of equity attributable toequity holders of the parent (234) (77) _______ ______ CONSOLIDATED CASH FLOW STATEMENTfor the year ended 30 September 2006 2006 2006 Net cash used in operating activities (129) (68) _____ _____Investing activities Interest Received - 2 Net cash received from/ (used in) investingactivities _____ _____ - 2 _____ _____ Financing activitiesCash proceeds from new loan 120 55 _____ _____ Net cash received from financing activities 120 55 _____ _____ Net decrease in cash and cash equivalents (9) (11) Cash and cash equivalents at beginning of period 81 92 ______ _____ Cash and cash equivalents at end of period 72 81 ______ _____ NOTES TO THE CASH FLOW STATEMENT 2006 2005 £'000 £'000Loss from operations (157) (59)Finance income - 2Decrease/(increase) in debtors (10) 4(Decrease) increase in creditors 38 (11) ____ _____Net cash outflow from operating activities (129) (68) ____ _____ Cash and cash equivalents (which are presented as a single class of assets onthe face of the balance sheet) comprise cash at bank with a maturity of threemonths or less. NOTES TO THE PRELIMINARY STATEMENTfor the year ended 30 September 2006 1. BASIS OF PREPARATION - GOING CONCERN Whilst the board is active in considering business opportunities for theCompany, should such an opportunity not materialise, having regard to thecashflow forecasts prepared in February 2007 the directors consider that theCompany has sufficient liquid resources to meet its financial requirements forthe period up to 31 March 2008 when existing loans are due for repayment.Thereafter the company would be reliant upon further financial support from theloan providers and will review the alternative options at that point in time. Kudrow Finance Limited, the ultimate parent company, has provided interest free,unsecured loans totalling £160,000 to support the company's financingrequirements, the repayment periods of which, post year end, have been extendedand are due for repayment on 31 March 2008. On 15 May 2006 the group obtained interest free unsecured loans of £60,000 fromeach of Emporium Investment Holding Limited and World Capital Services Limited.These loans were repayable on demand and, post year end, by agreement therepayment date has been extended to 31 March 2008. On 6 February 2007 the group obtained a further interest free unsecured loan of£100,000 from Kudrow Finance Limited the earliest date for repayment of thisloan is 31 March 2008. The above loans were obtained to enable the Company to meet its on goingfinancial obligations and to seek new business opportunities. Taking account of these factors the Directors believe that the Company and theGroup has adequate resources to continue as a going concern for the foreseeablefuture. 2. EXPLANATION OF TRANSITION TO IFRS In the current year, the Group has adopted International Financial ReportingStandards "IFRS" for the first time. The Group has adopted IFRS 1 First Time Adoption of IFRS to provide a startingpoint for reporting under IFRS. The date of transition to IFRS was selected at 1October 2004 and all comparative information in these financial statements hasbeen restated to reflect the Group's adoption of IFRS. The transition to IFRS has not affected the reported financial position and noadjustments were required to be made between equity or income at 1 October 2004or 30 September 2005 as reported under UK GAAP and presented now under IFRSexcept for changes to the presentation of the financial statements. The presentation of the shares held by the Tamaris Employees Share Option SchemeTrust have been shown in an 'Own Shares' reserve separately from retainedearnings. 3. DIVIDENDS The directors take a prudent approach to dividend payments and will makepayments only when commercially viable to do so, subject to the availability ofdistributable reserves. No final dividend is proposed (2005: £Nil) and no interim dividend was paid(2005: £Nil). NOTES TO THE PRELIMINARY STATEMENT for the year ended 30 September 2006 - (Continued) 4. TAXATION Group and Company Group and Company 2006 2005 £'000 £'000Analysis of charge in yearCurrent year - -Adjustment in respect of prior years - - ____ ____ Current tax charge for year - - ____ ____ Loss on ordinary activities before tax (157) (59)Losses brought forward (813) (754) _____ _____ Losses carried forward (970) (813) _____ _____ A deferred tax asset has not been recognised in respect of these losses, as theconditions for recognising such an asset are not evident. The estimated value ofthe deferred tax asset not recognised, at a standard rate of 30%, is £291,000(2004: £244,000). 5. LOSS PER ORDINARY SHARE The basic and diluted loss per share has been calculated on 8,747,377 ordinaryshares (2005: 8,747,377) being the weighted average number of shares in issueduring the period and losses attributable to ordinary shareholders for the yearof £157,000 (2005: £59,000) The options are non-dilutive and lapsed. NOTES TO THE PRELIMINARY STATEMENTfor the year ended 30 September 2006 6. CALLED UP SHARE CAPITAL 2006 2005 Number £'000 Number £'000AuthorisedOrdinary shares of 50p each - - 11,041,237 5,521Ordinary shares of 1p each 11,041,237 110 - -Deferred shares of 49p each 11,041,237 5,411 - - _______ ______ 5,521 5,521 _______ ______Allotted, called up and fully paidOrdinary shares of 50p each - - 8,753,867 4,378Ordinary shares of 1p each 8,753,867 88 - -Deferred shares of 49p each 8,753,867 4,290 - - ______ _____ 4,378 4.378 ______ _____ On 12 April 2006 by ordinary resolution passed at a general meeting the ordinaryshares of 50p each in the capital of the Company were sub-divided andreclassified as 1 Ordinary Share of 1p and 1 Deferred Share of 49p. A specialresolution passed on the same date approved the reduction of share capital bycancelling and extinguishing all of the issued deferred shares of 49p each inthe company, subject to approval of the Court. No application has yet been madeto the Court for the reduction of capital. The deferred shares do not entitle the holder to payment of any dividend orother distribution or to receive Notice of or attend or vote at any GeneralMeeting of the company or on a return of capital to the repayment of the amountpaid on such deferred shares until after repayment of the capital paid up on theOrdinary Shares together with payment of £1,000,000 on each Ordinary Share andthe Deferred Shares shall not be capable of transfer at any time other than withthe consent of the Directors. 7. PRELIMINARY STATEMENT This preliminary statement, which has been agreed with the auditors, wasapproved by the Board on 27 February 2007 and does not constitute the company'sstatutory accounts, which will be sent to shareholders shortly. The statutory accounts for the year ended 30 September 2005 have been deliveredto the Registrar of Companies and received an audit report which was unqualifiedand did not contain statements under s237 (2) or (3) of the Companies Act 1985.The statutory accounts for the year ended 30 September 2006 have not yet beenapproved, audited or filed. This information is provided by RNS The company news service from the London Stock Exchange