TIDMCMG

RNS Number : 4356Y

Croma Group PLC

01 March 2012

Croma Group Plc

1 March 2012

Interim results for the six months to 31 December 2011

Croma Group PLC ("Croma", the "Group" or the "Company") the AIM listed asset protection specialist, announces its interim results for the six months to 31 December 2011.

Highlights

   --     Revenues increased to GBP4.32M (2010 - GBP4.28M) 
   --     Gross profits rises 2.5% to GBP818K (2010: GBP798K) 
   --     Net trading profit GBP29,116 (2010: profit GBP36,839) 
   --     Award of Supply Partner of the Year from GVA West End Management 
   --     ISO9001 accredited in addition to SIA and Investors in People Bronze 

Post Period End Summary

-- Significant contract win delivering over GBP1.15 million further revenue per year and further consolidating the Group's position in London and the South East

   --     Proposed acquisition of CSS Group Companies and conditional placing of GBP5 million gross 

Extracts of the Interim Results appear below with a full version available on the Company's website www.cromagroup.co.uk

Further Information:

Croma Group PLC:

   Sebastian Morley, CEO                      Tel: +44 7768 006 909 

Nplus1 Brewin LLP (NOMAD):

   Sandy Fraser                                      Tel: +44 131 529 0385 
   Robert Beenstock                               Tel: +44 20 3201 3710 

Chairman's Statement

I am pleased to be able to report the financial results for the six months to 31 December 2011 which demonstrate improvement in revenue and gross profit for the first half despite the continuing effect of reduced spending nationally.

During the six months Group turnover was GBP4.32M (2010: GBP4.28M), and we continue to win attractive and prestigious contracts in the face of stiff competition. We decided to end a contract in the period as the terms no longer met our strict margin criteria, but I can report that since the period end we have won business valued in excess of this contract, including a larger contract at an improved margin, commencing in April 2012. During the period gross margin was maintained at 19% (2010: 19%) and the management team is focused on increasing profitability by capitalising on our respected, premium security offering and actively pursuing higher margin business.

The Company has repaid GBP600K of its existing loan notes during the period, with further loans due to be repaid before the end of 2012 as detailed in note 1 below. We continue to enjoy the full support of the loan note holders.

The Group's activities in the security industry cover many aspects from manned guarding to biometric access controls. We continue to win significant contracts in manned guarding in our chosen areas and we were awarded Supply Partner of the Year by GVA West End Management. This, together with the work undertaken in achieving ISO9001 accreditation, has led to a further award of a contract worth over GBP1 million per annum in the West End of London which starts in April 2012.

The company also announces today a GBP5 million placing and the acquisition of CSS Total Security Limited, CSS Locksmiths Limited and Alarm Bell Company Limited. The completion of this transaction, which is conditional on shareholder approval, is the culmination of a significant effort by the Board over the past year as Croma continues to develop a total security services offering, building on the joint venture announced on 6 April 2011. I believe that this transaction will give the enlarged group a unique position within the security market and will enable us to deliver sustained growth to shareholders.

Recent significant contract awards and this transformational acquisition together underpin the prospects for the Group and I anticipate the Group will be able to report further progress in the second half of the year to 30 June 2012.

I will be standing down as Chairman from the date of our General Meeting after four years in the position and I am confident that my successor, Sebastian Morley, will lead the Group effectively through its next stages of development. I would like to thank the Directors and staff of the Group for their continued efforts to deliver results in a tough economic climate.

Nicholas Hewson

Non-executive Chairman

29 February 2012

CROMA GROUP PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

 
                                                                        6 months 
                                                  6 months ended           ended    Year Ended 
                                                     31 December     31 December       30 June 
                                                            2011            2010          2011 
                                                       unaudited       unaudited 
                                                    & unreviewed    & unreviewed 
                                          Notes              GBP             GBP           GBP 
 
 Revenue                                    1          4,321,980       4,286,176     8,457,665 
 
 Cost of sales                                       (3,503,701)     (3,488,600)   (6,840,379) 
 
 Gross profit                                            818,279         797,576     1,617,286 
 
 Administrative expenses                               (735,850)       (680,551)   (1,295,426) 
 
 
 Operating profit                                         82,429         117,025       321,860 
 Finance expense costs                                  (53,313)        (80,186)     (179,358) 
 
 
 Profit/(loss) before tax                                 29,116          36,839       142,502 
 
 Tax                                                           -               -      (26,031) 
                                                 ---------------  --------------  ------------ 
 Profit/(loss) for the year 
  from continuing operations                              29,116          36,839       116,471 
 (Loss)/profit from discontinued 
  operations                                                   -           9,101     (742,672) 
 
 (Loss)/profit and total comprehensive 
  (loss)/profit for the year 
  attributable to owners of 
  the parent                                              29,116          45,940     (626,201) 
                                                 ===============  ==============  ============ 
 
 Earnings per share                         3 
 
 Basic earnings per share 
  (pence) 
 - Earnings from continuing 
  operations                                                0.00            0.02          0.06 
 - (Loss)/earnings from discontinued 
  operations                                                0.00            0.00        (0.39) 
 - Total                                                    0.00            0.02        (0.33) 
                                                 ---------------  --------------  ------------ 
 
 Diluted earnings per share 
  (pence) 
 - Earnings from continuing 
  operations                                                0.00            0.02          0.08 
 - (Loss)/earnings from discontinued 
  operations                                                0.00            0.00        (0.39) 
 - Total                                                    0.00            0.02        (0.31) 
                                                 ---------------  --------------  ------------ 
 

CROMA GROUP PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 31 DECEMBER 2011

 
 
                                                Six months ended                Six months             Year ended 30th 
                                                   31st December                ended 31st                   June 2011 
                                                            2011             December 2010 
                                                     unaudited &               unaudited & 
                                                      unreviewed                unreviewed 
 Assets                       Notes            GBP           GBP         GBP           GBP           GBP           GBP 
 Non-current assets 
 Property, plant 
  and equipment                                          191,268                   203,315                     182,945 
 Investments                                           1,396,390                 2,148,650                   1,396,390 
                                                    ------------              ------------                ------------ 
 
                                                       1,587,658                 2,351,965                   1,579,335 
 Current assets 
 Inventories                                54,264 
 Trade and other 
  receivables                            2,801,456                 1,565,276                   2,231,912 
 Cash and cash 
  equivalents                               42,607     2,898,327     100,509     1,665,785       597,119     2,829,031 
                                      ------------                ----------                ------------ 
 
 Discontinued Operation                                        -                   970,319                           - 
 Total assets                                          4,485,985                 4,988,069                   4,408,366 
                                                    ------------              ------------                ------------ 
 Liabilities 
 Non-current liabilities 
 Convertible loan 
  notes                                  (287,718)                 (400,128)                   (398,371) 
 Deferred tax                              (7,223)                         -                     (7,223) 
 Trade and other 
  payables                                (19,919)                  (32,162)                    (26,826) 
 Provisions                               (23,120)     (337,980)    (28,900)     (461,190)      (23,120)     (455,540) 
                                      ------------                ----------                ------------ 
 
 Current liabilities 
 Convertible loan 
  notes                                  (504,760)                 (965,068)                 (1,000,000) 
 Trade and other 
  payables                               (479,155)                 (710,438)                   (333,288) 
 Current income 
  tax liabilities                        (733,164)                                             (385,273) 
 Accruals and deferred 
  income                                 (203,917)                 (170,288)                   (164,001) 
 Bank overdrafts 
  and loans                            (1,011,402)   (2,932,398)   (622,348)   (2,468,142)     (883,773)   (2,766,335) 
                                      ------------                ----------                ------------ 
 
 Discontinued Operation                                        -                 (200,105)                           - 
 
 Total liabilities                                   (3,270,378)               (3,129,437)                 (3,221,875) 
 Net assets                                            1,215,607                 1,858,632                   1,186,491 
                                                    ============              ============                ============ 
 Issued capital 
  and reserves attributable 
  to owners of the 
  parent 
 Share capital                                           189,338                   189,338                     189,338 
 Share premium                                           247,123                   247,123                     247,123 
 Retained earnings                                       168,743                   811,768                     139,627 
 Undistributable 
  Reserves                                               422,322                   422,322                     422,322 
 Other reserves                                          188,081                   188,081                     188,081 
                                                    ------------              ------------                ------------ 
 Total equity                                          1,215,607                 1,858,632                   1,186,491 
                                                    ============              ============                ============ 
 

This interim financial information was approved by the Board of Directors on

29 February 2012

J L Dunion

Finance Director

CROMA GROUP PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

 
 
 Cashflows from operating              Six Months      Six Months   Year ended 
  activities                            to 31 Dec           to 31      30 June 
                                             2011        Dec 2010         2011 
                                        unaudited       unaudited 
                                     & unreviewed    & unreviewed 
 Profit before taxation                    29,116          45,940      142,502 
 Adjustments                              108,904         138,287      294,835 
 Net changes in working 
  capital                               (295,336)        (38,456)    (620,731) 
 Taxes paid                                     -               -     (23,209) 
                                   --------------  --------------  ----------- 
 Net cash (used)/from 
  continuing operations                 (157,316)         145,771    (206,603) 
 Net cash (used) in discontinued 
  operations                                    -               -     (83,001) 
 Net cash (used)/generated 
  in operating activities               (157,316)         145,771    (289,604) 
                                   --------------  --------------  ----------- 
 Cash generated from 
  operations 
 Investing activities 
 Purchase of property, 
  plant and equipment                    (63,914)        (46,994)    (115,284) 
 Proceeds on disposal 
  of property, plant and 
  equipment                                     -               -       15,953 
 Cash proceeds from disposal 
  of subsidiary net of 
  cash disposed                           207,903               -      677,409 
 Net cash generated/(used) 
  in investing activities                 143,989        (46,994)      578,078 
                                   --------------  --------------  ----------- 
 Cash flows from financing 
  activities 
 Hire purchase payments                   (4,857)         (9,669)      (4,123) 
 Net advances on invoice 
  discounting facility                    158,878          91,086      227,587 
 Repayment of borrowings                (600,000)               -            - 
 Issue of share capital                         -               -            - 
  - cash issue 
 Interest paid                           (63,957)        (59,914)    (125,911) 
 Net cash (used) in financing 
  activities                            (509,936)          21,503       97,553 
                                   --------------  --------------  ----------- 
 
 Net increase/(decrease) 
  in cash and cash equivalents          (523,263)         120,280      386,027 
 Cash and cash equivalents 
  at beginning of period                  511,344          95,802      125,317 
 Cash and cash equivalents 
  at end of year                         (11,919)         216,082      511,344 
                                   ==============  ==============  =========== 
 
 
                                       Six Months      Six Months   Year ended 
                                        to 31 Dec           to 31      30 June 
                                             2011        Dec 2010         2011 
                                        unaudited       unaudited 
                                     & unreviewed    & unreviewed 
                                              GBP             GBP          GBP 
 Cash at bank and in 
  hand                                     42,607         216,117      597,119 
 Bank overdraft                          (54,526)            (35)     (85,775) 
 Total                                   (11,919)         216,082      511,344 
                                   ==============  ==============  =========== 
 

NOTES TO THE INTERIM FINANCIAL INFORMATION

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

1. Accounting policies

Basis of preparation

The financial information in the half yearly report has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively Adopted IFRSs). The principal accounting policies used in preparing the half yearly report are those the group expects to apply in its financial statements for the year ended 30 June 2012. The principal accounting policies in this half yearly report are unchanged from those applied in the 2011 financial statements. The financial information for the six months ended 31 December 2011 and the six months ended 31 December 2010 is unaudited and unreviewed. The comparative financial information for the full year ended 30 June 2011 was derived from audited statutory financial statements and was originally published in compliance with IAS 1. It has been restated here to be in compliance with IAS 1 (Revised). This effects presentation only. A copy of these statutory financial statements has been delivered to the Registrar of Companies. The auditors' report on these accounts was unqualified, but did include a reference to matters to which the auditors drew attention by way of emphasis without qualifying their report. The auditors' report did not contain a statement under sections 498(2) and 498(3) of the Companies Act 2006.

While the financial information included in this half yearly report is consistent with the recognition and measurement principles of adopted IFRS, it does not comply with the requirements of IAS34 Interim Financial Reporting.

Going concern

The Group's activities are funded by a combination of long term equity capital, convertible loan notes, and short term invoice discounting and bank overdraft facilities. The day to day operations are funded by cash generated from trading and primarily invoice discounting facilities.

In considering the ability of the Group to meet its obligations as they fall due, the directors have considered the following matters: the expected trading and cash requirements of the group, the level of overheads likely to accrue, repayment of creditors and the potential cash outflows associated with the convertible loan notes which are payable between December 2012 and February 2013.

The Directors have considered a range of scenarios in respect of each of these variables. Most of these scenarios indicate that the Directors will have to raise some additional finance during the year, although the level of funding required is highly dependent on the assumptions within each scenario. At the date of signing these financial statements the additional finance has not been secured. The Directors have had discussions with potential funders and believe they will be able to secure the necessary finance.

From a trading perspective, whilst there are inevitable pressures from the current general economic climate, the Board remains positive about the retention and outlook of its main trading operations. The full year effect of recent contract wins have been factored into the Board's profit and cash flow projections. The invoice discounting and overdraft facilities fall due for review on 30(th) September 2012.

In consideration of the potential cash outflows associated with the convertible loan notes, the holders of the loan notes have the option to either convert their debt into equity in the Group or repayment in cash on the due dates. Given the current share price the Directors consider it is unlikely that the debt will be converted into shares. The redemption profile is as follows:

   --     GBP520,000 on 20 December 2012 
   --     GBP100,000 on 8(th) February 2013 
   --     GBP200,000 on 22(nd) February 2013 

The Board maintain a close working relationship with the holders of these loans and expect to discuss maturity options with the loan note holders in the near future and have obtained indications of a willingness to enter into such negotiations from the note holders.

The Directors are confident that adequate funds will be raised to fund the creditors repayments, redemption or redemption dates deferred; however, there can be no guarantee that these funds will be raised or redemption dates deferred.

The interim financial statements do not reflect the adjustments that would be necessary were the trading performance of the Group to deteriorate and/or the funding available from invoice discounting and the overdraft was not available. Furthermore, the reliance by the Group to raise additional funding to finance the loan note redemption or to successfully negotiate the redemption date of its loan notes indicates the existence of a material uncertainty which may cast significant doubt about the Group's ability to continue as a going concern. The interim financial statements do not include the adjustments that would result if the Group was unable to continue as a going concern.

2. Taxation

Taxation has been provided for at 25% (2010: 28%) although no taxation has been charged due to the availability of tax losses brought forward.

3. Earnings per share

The earnings per share is based on the profit/ (loss) for the period and the weighted average number of ordinary shares in issue and ranking for dividend.

 
                                               6 months        6 months 
                                                  ended           ended    Year Ended 
                                            31 December     31 December       30 June 
                                                   2011            2010          2011 
                                              unaudited       unaudited 
                                           & unreviewed    & unreviewed 
 Numerator 
 Profit/(loss) for the year on 
  continuing operations and used 
  in basic EPS                                   29,116          36,839       (5,604) 
 (Loss)/Profit for the year on 
  discontinuing operations and 
  used in basic and diluted EPS                       -           9,101        95,831 
                                         ==============  ==============  ============ 
 
 Denominator 
 Weighted average number of shares 
  used in basic EPS                         189,337,815     189,337,815   189,337,815 
 Effects of: 
 - convertible debt                          12,400,000      25,233,333    25,233,333 
 
 Weighted average number of shares 
  used in diluted EPS                       201,737,815     214,571,148   214,571,148 
                                         ==============  ==============  ============ 
 
 
 
 Basic earnings per share (pence) 
 - (loss)/Earnings from continuing 
  operations                                       0.02            0.02          0.00 
 - (Loss)/earnings from discontinued 
  operations                                       0.00            0.00          0.05 
 - Total                                           0.02            0.02          0.05 
                                         --------------  --------------  ------------ 
 
 Diluted earnings per share (pence) 
 - Earnings from continuing operations             0.00            0.02          0.03 
 - (Loss)/earnings from discontinued 
  operations                                       0.00            0.00          0.04 
 - Total                                           0.00            0.02          0.07 
                                         --------------  --------------  ------------ 
 

4. Cash and cash equivalents

 
 
 
                  Six Months      Six Months   Year ended 
                   to 31 Dec       to 31 Dec      30 June 
                        2011            2010         2011 
                   unaudited       unaudited 
                & unreviewed    & unreviewed 
                         GBP             GBP          GBP 
 Cash 
  at bank 
  and 
  in hand             42,607         216,117      597,119 
 Bank 
  overdraft         (54,526)            (35)     (85,775) 
 Total              (11,919)         216,082      511,344 
              ==============  ==============  =========== 
 

5. Cash flow statement

 
 
 Cashflows from operating            Six Months      Six Months   Year ended 
  activities                              to 31       to 31 Dec      30 June 
                                       Dec 2011            2010         2011 
                                      unaudited       unaudited 
                                   & unreviewed    & unreviewed 
 
 Profit before taxation                  29,116          45,940      142,502 
 Adjustments                            108,904         138,287      294,835 
 Net changes in working 
  capital                             (295,336)        (38,456)    (620,731) 
 Taxes paid                                   -               -     (23,209) 
                                 --------------  --------------  ----------- 
 Net cash (used)/from 
  continuing operations               (157,316)         145,771    (206,603) 
 Net cash (used) in 
  discontinued operations                     -               -     (83,001) 
 Net cash (used)/generated 
  in operating activities             (157,316)         145,771    (289,604) 
                                 --------------  --------------  ----------- 
 Cash generated from 
  operations 
 Investing activities 
 Purchase of property, 
  plant and equipment                  (63,914)        (46,994)    (115,284) 
 Proceeds on disposal 
  of property, plant 
  and equipment                               -               -       15,953 
 Cash proceeds from 
  disposal of subsidiary 
  net of cash disposed                  207,903               -      677,409 
 Net cash generated/(used) 
  in investing activities               143,989        (46,994)      578,078 
                                 --------------  --------------  ----------- 
 Cash flows from financing 
  activities 
 Hire purchase payments                 (4,857)         (9,669)      (4,123) 
 Net advances on invoice 
  discounting facility                  158,878          91,086      227,587 
 Repayment of borrowings              (600,000)               -            - 
 Issue of share capital                       -               -            - 
  - cash issue 
 Interest paid                         (63,957)        (59,914)    (125,911) 
 Net cash (used) in 
  financing activities                (509,936)          21,503       97,553 
                                 --------------  --------------  ----------- 
 
 Net increase/(decrease) 
  in cash and cash equivalents        (523,263)         120,280      386,027 
 Cash and cash equivalents 
  at beginning of period                511,344          95,802      125,317 
 Cash and cash equivalents 
  at end of year                       (11,919)         216,082      511,344 
                                 ==============  ==============  =========== 
 
 
                                   Six Months      Six Months     Year ended 
                                      to 31         to 31 Dec       30 June 
                                     Dec 2011          2010          2011 
                                      unaudited       unaudited 
                                   & unreviewed    & unreviewed 
                                            GBP             GBP          GBP 
 Cash at bank and in 
  hand                                   42,607         216,117      597,119 
 Bank overdraft                        (54,526)            (35)     (85,775) 
 Total                                 (11,919)         216,082      511,344 
                                 ==============  ==============  =========== 
 

6. Financial information

The Board of Directors approved the interim report on 29 February 2012. The financial information in respect of the six months to 31 December 2011 has neither been audited nor reviewed pursuant to guidance issued by the Auditing Practices Board. A copy of this report can be obtained from Security House, 23 Loganbarns, Dumfries, DG1 4BZ or is available on our website at www.cromagroup.co.uk.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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