RNS Number:2724Z
Personal Screening PLC
29 June 2007
For release at 07.00 Friday 29 June 2007
Personal Screening plc
("Personal Screening" or "the Company")
Preliminary results for the year to 31 December 2006
As reported in the Company's trading update issued on 7 June 2007, sales for the
year to 31 December 2006 were #31,337 compared to #83,878 for the previous year.
The consolidated loss before taxation was # 304,456, compared to a loss of
#202,817 in 2005, and the fully diluted loss per share was 0.19p (2005 - Loss
0.35p)
As mentioned in the interim statement released on 27 September 2006, sales in
the first six months of 2006 were adversely affected by a shortage of working
capital. The Company raised additional working capital on its admission to AIM
in February 2006 and again in April 2006 but was subsequently unable to prevent
a further erosion of business as a result of continuing to lose customers whom
it had been unable to satisfy earlier in the year. The customer base now appears
to be recovering. Unaudited sales in the first five months of 2007 were #29,829
and the directors are hopeful that they will continue to grow at an increased
rate during the remainder of the current year.
Although sales of self-test kits fell below earlier expectations the Company has
made progress in other directions. In January 2007 Mermaid Diagnostics Limited,
Personal Screening's colormetric analysis subsidiary, which was acquired in May
2006, was awarded a grant from Birmingham University technology transfer fund
to develop its patented "SafeTube" technology as a test for arsenic
contamination in drinking water. This is a significant problem in certain
developing countries. SafeTube is also commercially available as a nicotine
measurement kit under the name "Smokescreen" and the first orders for this
product have recently been received.
Since the year end Personal Screening has focused additional effort on
developing direct links with pharmacies and has set up a scheme whereby
Personal Screening nurses will visit pharmacy premises on a scheduled basis to
carry out individual screening tests on their customers. Partly as a result of
this initiative the Company has also reached an agreement with Bio-Stat Limited,
the United Kingdom distributor for the Roche "Reflotron" blood analysing system,
which can finger-prick test blood for up to seventeen different health
parameters, for Personal Screening to lease or sell this equipment to the
pharmacy market.
Finally, the Company has made renewed efforts to sell our self test medical kits
into the retail health foods market and to alternative practitioners through a
two year distribution agreement with Cedar Health Limited which is a
well-established supplier to these sectors.
Whilst it is expected that these various initiatives will begin to bear fruit
during the current year the Directors have also been looking at other possible
means to increase shareholder value. They have concluded that Personal Screening
should now actively seek to acquire a complementary business which would enable
it to improve and accelerate its growth in sales and help it to develop into a
profitable and more substantial group. A number of potential acquisitions have
been identified and early discussions are taking place which, subject to finance
and due diligence, may or may not lead to a transaction being announced within
the second half of 2007.
The Directors of Personal Screening are optimistic that the business is now
moving in the right direction and that our proposed new development policy will
be in the best interests of shareholders. The Directors look forward to being
able to give shareholders more detailed news in due course and, in the meantime,
thank shareholders for their continued support.
Copies of the 2006 Annual Accounts are being mailed to shareholders today and
are available from the Company's web site at www.personalscreening.com.
Enquiries:
Personal Screening plc
Michael Scorey, Chairman 01384 352717
Nominated Adviser, Nabarro Wells & Co. Limited
John Wilkes 020 7710 7400
Adventis Financial PR
Chris Steele 020 7034 4759
Consolidated Profit & Loss account for the year ended 31 December 2006
Note 2006 2005
# # # #
Turnover
Continuing operations 1 31,337 83,878
Cost of sales 2 (22,116) (54,905)
9,221 28,973
Gross profit
Administrative expenses:
Other administrative expenses 2 (257,228) (162,616)
Amortisation of goodwill 2 (49,526) (48,976)
(306,754) (211,592)
Operating loss
Continuing operations (306,754) (148,518)
Discontinued operations - (34,101)
(297,533) (182,619)
Interest payable and similar charges 3 (6,923) (20,198)
Loss on ordinary activities before
taxation 1 (304,456) (202,817)
Tax on loss on ordinary activities 5 - -
Loss on ordinary activities after
taxation and loss for the financial year 18 (304,456) (202,817)
transferred from reserves
Loss per ordinary shares- basic and diluted 6 (0.19)p (0.35)p
There were no recognised gains or losses other than the loss for the financial year.
The accompanying accounting policies and notes form an integral part of these financial statements.
Note 2006 2005
# # # #
Fixed assets
Intangible assets 8 896,620 873,890
Tangible assets 9 15,658 562
912,278 874,452
Current assets
Stock 11 23,041 18,013
Debtors 12 62,085 24,660
Cash at Bank 401,064 -
486,190 42,673
Creditors: amounts falling due within one year 13 (268,716) (601,031)
Net current assets / (liabilities) 217,474 (528,358)
Total assets less current liabilities 1,129,752 316,094
Creditors: amounts falling due after one year 14 (195,057) -
Net Assets 934,695 316,094
Capital and reserves
Called up share capital 17 178,633 64,433
Share premium account 18 1,420,944 612,087
Capital Redemption Reserve Account 18 2,667,179 2,667,179
Profit and loss account 18 (3,332,061) (3,027,605)
Equity shareholders' funds 19 934,695 316,094
The financial statements were approved by the Board of Directors on 29 June 2007.
Aniz Visram
Finance Director
Simon Driscoll
Director
The accompanying accounting policies and notes form an integral part of these
financial statements.
Note 2006 2005
# # # #
Fixed assets
Tangible Fixed Assets 9 8,804 -
Investments 10 814,460 739,460
823,264 739,460
Current assets
Cash at Bank 300,307 -
Debtors 12 533,573 92,870
833,880 92,870
Creditors: amounts falling due within one year 13 (153,283) (25,281)
Net current assets 680,597 67,589
Total assets less current liabilities and net 1,503,861 807,049
assets
Capital and reserves
Called up share capital 17 178,633 64,433
Share premium account 18 1,420,944 612,087
Capital Redemption Reserve Account 18 2,667,179 2,667,179
Profit and loss account 18 (2,762,895) (2,536,650)
Equity shareholders' funds 19 1,503,861 807,049
The financial statements were approved by the Board of Directors on 29 June
2007.
Aniz Visram
Finance Director
Simon Driscoll
Director
Note
2006 2005
# #
Net cash outflow from operating activities 20 (377,093) (24,224)
Returns on investments and servicing of finance
Interest received 4,617 266
Interest paid (11,540) (20,464)
Net cash outflow from returns on investments
and servicing of finance (6,923) (20,198)
Capital expenditure
Payments to acquire tangible fixed assets (20,512) -
Net cash outflow from capital expenditure (20,512) -
Acquisitions
Purchase of subsidiary undertaking (35,000) -
Net cash outflow from acquisitions (35,000) -
Net cash outflow before financing (439,528) (44,422)
Financing
Issue of ordinary share capital 17,23 1,122,000 25,001
Costs of share issue (238,943) -
Net cash inflow from financing 883,057 25,001
Increase / (Decrease) in cash 21, 22 443,529 (19,421)
The accompanying accounting policies and notes form an integral part of these
financial statements.
1 TURNOVER AND LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION
The turnover and loss on ordinary activities before taxation are attributable to
the principal activities wholly undertaken in the United Kingdom.
The loss on ordinary activities before taxation is stated after:
2006 2005
# #
Auditors' remuneration:
Audit services 5,000 5,000
Taxation services 1,500 1,000
Depreciation and amortisation:
Goodwill including impairment 49,526 48,976
Intangible fixed assets 3,971 -
Tangible fixed assets - all owned 5,416 1,217
2 COST OF SALES AND ADMINISTRATIVE EXPENSES
2006 2005
Continuing Discontinued Total Continuing Discontinued Total
# # # # # #
Cost of sales 22,116 - 22,116 54,905 - 54,905
Administrative expenses 257,228 - 257,228 128,515 34,101 162,616
Amortisation of goodwill 49,526 - 49,526 48,976 - 48,976
306,754 - 306,754 177,491 34,101 211,592
3 INTEREST PAYABLE AND SIMILAR CHARGES
2006 2005
# #
Other interest payable - (3,345)
On bank loans and overdrafts (11,540) (17,119)
Other interest receivable and similar income 4,617 266
(6,923) (20,198)
4 DIRECTORS AND EMPLOYEES
Staff costs during the period were as follows:
2006 2005
# #
Wages and salaries 20,853 61,866
Social security costs 10,417 4,929
31,270 66,795
The average number of employees of the group during the period was:
2006 2005
Number Number
Technical 1 1
Sales and administration 4 3
5 4
Remuneration in respect of directors was as follows:
2006 2005
# #
Emoluments 112,222 45,000
During the year the company paid # 1,000 (2005: nil) into a money purchase
pension scheme on behalf of one of the directors.
5 TAX ON LOSS ON ORDINARY ACTIVITIES
No tax charge arises on the loss for the year.
The tax assessed for the period differs from the standard rate of corporation
tax in the UK as explained below:
2006 2005
# #
Loss on ordinary activities before tax (304,456) (202,817)
Loss on ordinary activities multiplied by standard rate of Corporation Tax
in the UK of 19% (2005: 19%) (57,847) (38,535)
Effect of:
Expenses not deductible for tax purposes 9,534 8,667
Capital allowances for year in excess of depreciation 1,467 (1,513)
Unrecognised deferred tax assets 46,846 31,381
Current tax credit for year - -
Unrelieved tax losses of approximately # 2,149,000 (2005: #1,559,000) remain
available to offset against future taxable trading profits.
6 LOSS PER SHARE
The calculation of the basic loss per share is based on the loss for the year
attributable to ordinary shareholders of # 304,456 (2005: # 202,817) divided by
the weighted average number of shares in issue during the year of 159,706,115
(2005 : 58,598,948).
7 LOSS FOR THE FINANCIAL YEAR
The parent company has taken advantage of s230 of the Companies Act 1985 and has
not included its own profit and loss account in these financial statements. The
parent company's loss for the year was #226,245 (period ended 31 December 2005:
#305,264).
8 INTANGIBLE FIXED ASSETS
The group
2006 2005
# #
Goodwill (a) 843,229 873,890
Other intangible assets (b) 53,391 -
896,620 873,890
INTANGIBLE FIXED ASSETS
(a) Goodwill
Goodwill on
consolidation
#
Cost
At 1 January 2006 2,042,298
Additions - Mermaid Diagnostics Limited 18,865
As at 31 December 2006 2,061,163
Amortisation
At 1 January 2006 1,168,408
Provided in the year 49,526
At 31 December 2006 1,217,934
Net book amount at 31 December 2006 843,229
Net book amount at 31 December 2005 873,890
The cost of the goodwill comprises:
Year of Goodwill at
Date of acquisition amortisation original cost
#
Transad Limited November 2002 10 years 1,062,782
Personal Screening International Limited November 2004 20 years 979,516
Mermaid Diagnostics Limited May 2006 20 years 18,865
2,061,163
The Transad Limited goodwill was fully provided against in the year ended 30
June 2003. The directors have carried out an impairment review based on
discounted cashflow forecasts and concluded that no provision is required in
relation to the goodwill in Personal Screening International Limited or Mermaid
Diagnostics Limited
(b) Other intangible assets
Intellectual
property rights
#
Cost
At 1 January 2006 41,150
On acquisition of Mermaid Diagnostics Ltd 83,750
At 31 December 2006 124,900
Amortisation
At 1 January 2006 41,150
On acquisition of Mermaid Diagnostics Ltd 26,388
Amortisation for the year 3,971
At 31 December 2006 71,509
Net book amount at 31 December 2006 53,391
Net book amount at 31 December 2005 -
9 TANGIBLE FIXED ASSETS
The company Fixtures and Computer Motor Total
fittings equipment Vehicle
# # # #
Cost
At 1 January 2006 - - - -
Additions 1,137 1,601 9,000 11,738
At 31 December 2006 1,137 1,601 9,000 11,738
Depreciation
At 1 January 2006 - - - -
Provided during the year 284 400 2,250 2,934
At 31 December 2006 284 400 2,250 2,934
Net book amount at 31 December 2006 853 1,201 6,750 8,804
Net book amount at 31 December 2005 - - - -
The group Plant, Fixtures Computer Motor Vehicle Frames Total
and fittings equipment
# # # # #
Cost
At 1 January 2006 7,256 - - 92,990 100,246
Additions 9,911 1,601 9,000 - 20,512
At 31 December 2006 17,167 1,601 9,000 92,990 120,758
Depreciation
At 1 January 2006 6,694 - - 92,990 99,684
Provided during the year 2,766 400 2,250 - 5,416
At 31 December 2006 9,460 400 2,250 92,990 105,100
Net book amount at 31 December 2006 7,707 1,201 6,750 - 15,658
Net book amount at 31 December 2005 562 - - - 562
10 FIXED ASSET INVESTMENTS
The company Investment in
subsidiary
undertakings
#
Cost
At 1 January 2006 1,729,780
Acquisition of Mermaid Diagnostics Limited 75,000
At 31 December 2006 1,804,780
Provisions
At 1 January 2006 and 31 December 2006 990,320
Net book amount at 31 December 2006 814,460
Net book amount at 31 December 2005 739,460
At 31 December 2006 the company held 100% of Ordinary share capital of the following:-
Subsidiary Country of incorporation Nature of business
Transad Limited England and Wales Dormant
Personal Screening International England and Wales Sale of self test kits
Limited
Mermaid Diagnostics Limited England and Wales Diagnostic Equipment
All subsidiaries have been included in the consolidation.
11 STOCK
The group The company
2006 2005 2006 2005
# # # #
Goods for resale 23,041 18,013 - -
12 DEBTORS
The group The company
2006 2005 2006 2005
# # # #
Trade debtors 5,574 10,400 - -
Other debtors 56,511 14,260 55,947 5,314
Amounts due from group undertakings - - 477,626 87,556
62,085 24,660 533,573 92,870
All of the above amounts fall due within one year.
13 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
The group The company
2006 2005 2006 2005
# # # #
Bank loan/overdraft 36,000 179,357 - -
Trade creditors 131,167 201,224 22,575 -
Other taxes and social security costs 58,191 73,225 5,269 -
Other creditors 6,941 123,408 21,000 21,000
Accruals and deferred income 36,417 23,817 9,342 4,281
Amounts due from group undertakings - - 95,097 -
268,716 601,031 153,283 25,281
14 CREDITORS: AMOUNTS FALLING DUE AFTER ONE YEAR
The group The company
2006 2005 2006 2005
# # # #
Bank loan 100,892 - - -
Other creditors 94,165 - - -
195,057 - - -
The bank loan is secured against a fixed and floating charge over all the assets
of the group and carries an interest rate of 3% above HSBC Bank base rate.
Personal Screening Plc has guaranteed the Bank Loan of Transad Limited.
15 FINANCIAL INSTRUMENTS
The group uses financial instruments, other than derivatives, comprising
borrowings, cash and various items such as trade debtors, trade creditors etc,
that arise directly from its operations. The main purpose of these financial
instruments is to raise finance for the group's operations.
The main risk arising from the group's financial instruments is liquidity risk.
The directors review and agree policies for managing this risk. It is the
group's policy to maintain a minimum degree of headroom of cash requirements
over available facilities at all time. It is, and has been in the period under
review, the group's policy that no trading in financial instruments shall be
undertaken.
Short term debtors and creditors
Short term debtors and creditors have been excluded from all the following
disclosures.
Liquidity risk
The group seeks to manage financial risk, to ensure sufficient liquidity is
available to meet foreseeable needs and to invest cash assets safely and
profitably.
The fair value of financial instruments is not considered to be different from
book value.
Currency risk
The group is not exposed to translation and transaction foreign exchange risk as
all transactions are undertaken in Sterling.
16 DEFERRED TAXATION
No deferred taxation has been provided for in the financial statements.
The unprovided deferred tax asset is set out below:-
The group The company
2006 2005 2006 2005
# # # #
Unprovided deferred tax asset 415,000 301,000 149,000 106,000
17 SHARE CAPITAL
2006 2005
# #
Authorised
2,582,821,298 ordinary shares of 0.1p each 2,582,821 2,582,821
Allotted, called up and fully paid
178,633,198 ordinary shares of 0.1p each 178,633 64,433
Alternative Investment Market Listing and Allotments during the year
The Company was admitted to the AIM market of the London Stock Exchange on 15
February 2006 with an initial placing of 79,650,000 ordinary shares of 0.1p each
at 1p.
The shares in issue were added to on 21 April 2006 by way of a private placement
of 32,550,000 shares of 0.1p each at 1p, raising #325,500 to be used for the
working capital of the Group.
On 31 May 2006, the Company acquired the entire share capital of Mermaid
Diagnostics Limited in exchange for 2,000,000 ordinary shares of 0.1p each at an
agreed price of 2p each.
Share Warrants
On 31 December 2004, the company created a warrant instrument pursuant to which
the European Deposit Trust is entitled to subscribe for up to 4,000,000 ordinary
shares at a price of 5p each. None of these warrants have been exercised to
date. The warrants are exercisable at any time up to 30 November 2009.
Directors Share Options
Michael Scorey was granted an option to subscribe for up to 2,000,000 ordinary
shares at a price of 5p each.
He waived these options on the 15 March 2006.
18 SHARE PREMIUM ACCOUNT AND RESERVES
The group Capital Share premium Profit
Redemption account and loss
Reserve account
account
# # #
At 1 January 2006 2,667,179 612,087 (3,027,605)
Shares issued - 1,047,800 -
Professional Costs - (238,943) -
Retained loss for the year - - (304,456)
At 31 December 2006 2,667,179 1,420,944 (3,332,061)
The company Capital Share premium Profit
Redemption account and loss
Reserve account
account
# # #
At 1 January 2006 2,667,179 612,087 (2,536,650)
Shares issued (net of costs) - 1,047,800 -
Professional Costs - (238,943) -
Retained loss for the year - - (226,245)
At 31 December 2006 2,667,179 1,420,944 (2,762,895)
19 RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
2006 2005
# #
Loss for the financial year (304,456) (202,817)
Issue of shares (net of costs) 923,057 (2,774)
Net (decrease)/increase in shareholders' funds 618,601 (205,591)
Opening shareholders' funds 316,094 521,685
Closing shareholders' funds 934,695 316,094
20 NET CASH OUTFLOW FROM OPERATING ACTIVITIES
2006 2005
# #
Operating loss (297,533) (182,619)
Depreciation of tangible fixed assets 5,416 1,217
Amortisation and impairment of goodwill 49,526 48,976
Amortisation of other intangible fixed assets 3,971 -
Increase in stocks (5,028) (681)
(Increase)/Decrease in debtors (37,425) 40,929
(Decrease)/Increase in creditors (96,020) 67,954
Net cash outflow from operating activities (377,093) (24,224)
21 RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
2006 2005
# #
Increase / (Decrease) in cash in the year and movement in net debt 443,529 (19,421)
Opening net debt (179,357) (159,936)
Closing net debt 264,172 (179,357)
22 ANALYSIS OF CHANGES IN NET DEBT
At 1 January 2006 Cash flow At 31 December 2006
# # #
Net Bank Balances (179,357) 443,529 264,172
23 SHARE ISSUES
Called Up Share Share Premium Non Cash Cash Proceeds
Capital Account Proceeds
# # # #
15 February 2006 - AIM initial placing 79,650 716,850 - 796,500
21 April 2006 - Private Placing 32,550 292,950 - 325,500
31 May 2006 - Acquisition of Mermaid Diagnostics 2,000 38,000 40,000 -
Limited
114,200 1,047,800 40,000 1,122,000
24 ACQUISITION OF MERMAID DIAGNOSTICS LIMITED
On 31 May 2006 the company acquired the entire share capital of Mermaid
Diagnostics Limited. The purchase price was # 75,000 of which # 35,000 was
settled by cash and the balance of # 40,000 was discharged by the issue of
shares, in Personal Screening Plc, to the vendors. 2,000,000 ordinary shares of
0.001p were issued at 2p each.
The net assets of Mermaid Diagnostics Limited at date of acquisition comprised
of Intellectual Property Rights valued at book value of # 56,135. The directors
considered the net asset value at date of acquisition to be fair.
25 CONTINGENT LIABILITY
There is currently a dispute outstanding between the company and Beattie
Communications Limited in respect of invoices delivered by Beattie to the
company for services rendered by Michael Wort, a previous director of the
company. The maximum liability was # 40,000. Provision has been made in these
accounts for the amount which the directors consider will be the settled
liability. The company has made an offer to settle the matter.
26 TRANSACTIONS WITH DIRECTORS AND RELATED PARTIES
Name of director and connected person Amount owing to director at
31 December 2006 and 31 December 2005
# #
The group The company
J Driscoll 41,000 21,000
The amount due at 31 December 2006 was also the maximum balance outstanding
during the year.
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
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