RNS Number:7711P
SatCom Group Holdings plc
11 March 2008


Press Release                                                      11 March 2008


                           SatCom Group Holdings Plc

                           ("SatCom" or "the Group")

           Interim results for the six months ended 31 December 2007

SatCom Group Holdings Plc (AIM: SGH), a leading reseller of mobile satellite
communications equipment and airtime, announces its interim results for the six
months ended 31 December 2007.

Highlights

*   Turnover increased 14.3% to US$31.9 million (H1 2007: US$27.9 million)
*   EBITDA up 15.8% to US$2.2 million  (H1 2007:  US$1.9 million)
*   Operating profit increased  25% to US$2.0 million (H1 2007:  US$1.6 million)
*   Adjusted basic earnings per share up to 2.20 cents per share (H1 2007:  
    2.09 cents)
*   Recommended interim dividend increased to 0.2 cents per share (H1 2007: 
    0.17 cents per share)
*   Regional distribution centres now operational in North America, Europe, 
    Middle East, Africa and Asia
*   Appointed as a Global Master Distributor for Thrane & Thrane in September 
    2007


Commenting on the results, Richard Vos, Chairman of SatCom Group Holdings Plc,
said: "These results demonstrate SatCom's continued growth.   The Group is in
excellent shape to further progress having completed the investment in systems
and people and rationalising the Group's operations.  SatCom is now a truly
global provider of Mobile Satellite Services with operations in North America,
Europe, Africa, the Middle East and Asia.

"The Group is well positioned to benefit from the continued forecast growth of
Inmarsat's BGAN and voice services.   As in previous years, we expect our
turnover and resulting profits to be weighted towards the second half of the
financial year and look forward to maintaining the growth that the Group has
historically achieved."

                                    - Ends -


For further information:
SatCom Group Holdings plc
Mark White, Chief Executive Officer                                         Tel: +44 (0) 1722 439 206
mark.white@satcomgroup.com                                                        www.SatComgroup.com

Martin Ward, Chief Financial Officer                                        Tel: +44 (0) 1722 439 201
martin.ward@satcomgroup.com                                                       www.SatComgroup.com


Landsbanki Securities (UK) Limited
Gareth Price / Fred Walsh                                                   Tel: +44 (0) 207 426 9000
fred.walsh@landsbanki.com                                                          www.landsbanki.com


Abchurch
Chris Lane / George Parker                                                  Tel: +44 (0) 20 7398 7719
george.parker@abchurch-group.com



Chairman's Statement

The Group has continued to make solid progress and is reaping the rewards of
last year's investment in front and back office systems, new Service Providers
and staff training. This, together with increasing customer acceptance of the
Inmarsat BGAN service, has contributed to a further improvement in year-on-year
organic growth. The six-month period to 31 December 2007 saw the Group
accredited as an Inmarsat Voice Services Distribution Partner, opening up
another opportunity for revenue generation in this market.

The Mobile Satellite Services sector is experiencing ongoing consolidation. The
Group intends to continue to participate in this consolidation and will look at
strategic, accretive acquisition opportunities as they arise. The Group will
seek to remain focussed on delivering sophisticated "Best in Class" support
packages to our customers.

The Group's activities are now spread across the world, with major activity
centres in Dubai, North America, Singapore, Thailand and the UK, allowing us to
provide 24/7 service throughout the year and to supply equipment from
warehousing facilities closer to our major markets and customers. Additionally,
our network of sales offices and our community of wholesalers put the Group in
an excellent position to take advantage of opportunities in the growing Mobile
Satellite Services market.

Our ongoing success would not be possible without the enthusiasm of our people
and I would like to take this opportunity to thank all of the Group's employees
who have contributed to this success.

Richard Vos
Chairman

10 March 2008



Chief Executive's Statement

Highlights

The Group's results for the six months to 31 December 2007 show continued strong
organic growth, with good results from sales of Inmarsat's BGAN Broadband and
from US Government contracts. As in previous years, the first half of the year
represents a lower level of business, particularly in Land Mobile, as August and
December have lower business levels in both hardware and airtime. We therefore
expect further revenue growth in the second half of this year and beyond.

Our investment in systems and people, together with the rationalisation of the
Group's operations during 2007, are now bearing fruit. Sales of BGAN equipment
and airtime, after a slower than anticipated start last year, are now living up
to our expectations. We are also taking orders for Inmarsat's new Fleet
Broadband range and we anticipate that the market for this product will increase
once the third Inmarsat 4 satellite provides full global coverage.  The Group is
well-positioned to take advantage of this opportunity. As with BGAN, the
Inmarsat Voice Services products need time to develop, but we are confident that
the Group will take full advantage of this market also once initial problems are
resolved.

Rationalisation of the Group's North American operations has now been completed.
With a view to improving our logistics capability, reducing costs and providing
better and quicker response to customer requirements, we have developed regional
distribution centres for North America, Europe, Middle East/Africa and Asia. Our
Dubai centre also provides 24/7 service support all year round, with assistance
as required from other members of the Group in appropriate time-zones. In August
the Group was appointed a Global Master Distributor for Thrane and Thrane, a
major manufacturer of equipment in the MSS market.

Financial review

Turnover for the six months ended 31 December 2007 was $31.9 million (2006:
$27.9 million) reflecting an increase of 14.2% over the same period last year.
The Group's EBITDA has also grown by a similar percentage to $2.2 million (2006:
$1.9 million).

IFRS adoption

SatCom has adopted International Financial Reporting Standards (IFRS) with
effect from 1 July 2006 and the effect is shown in the "Consolidated statement
of changes in equity", together with information in note 12.

HMC

Following discussion with the vendors, the final deferred payment on the
acquisition of HMC, amounting to $1.0m, was made in November 2007 in cash, in
preference to the contractual position of an equal split of shares and cash,
thus avoiding unnecessary dilution for existing shareholders and potential
market disruption.

Dividends

In line with the Group's progressive dividend policy, SatCom intends to pay an
interim dividend of 0.2 cents per ordinary share (2006 interim 0.17 cents).
This will be paid on 18 April 2008 to all shareholders on the register at 25
March 2008.

The proposed final dividend for the year ended 30 June 2007 of 0.33 cents per
share was paid in December 2007 (2006 final:  0.25 cents).

Outlook

SatCom continues to see significant organic growth opportunities in broadband
equipment and airtime sales from Inmarsat's BGAN services, as the MSS market is
increasingly looking for higher bandwidth communications.  The Group will
continue to focus on the promotion of BGAN and Fleet Broadband sales during 2008
and we are confident that this market will show good growth. MSS handheld
products remain a significant market and we will continue to sell a wide range
of these products and services.

The Group will continue its acquisition strategy, targeting profit-enhancing
companies with strong revenues in global locations that assist the sales profile
of new and existing Group products. Our ability to react quickly to industry
developments places the Group in an ideal position to service existing global
customers with new and proven technology as well as to attract new business.

Mark White
Chief Executive Officer


10 March 2008


Consolidated accounts for the six months ended 31 December 2007
Consolidated income statement

                                            Notes          Unaudited     Unaudited       Audited
                                                           half year     half year    year ended
                                                           31 Dec 07     31 Dec 06     30 Jun 07
                                                             $'000's       $'000's       $'000's
                                                                        (restated)    (restated)

Revenue                                         3
 Continuing operations
 - Ongoing                                                    31,907        21,795        46,517
 - Acquisitions                                                    -         6,133        11,496
                                                              31,907        27,928        58,013
Cost of sales                                               (24,930)      (21,486)      (44,212)
Gross profit                                                   6,977         6,442        13,801

Administrative expenses                                      (4,744)       (4,497)       (8,411)

EBITDA                                                         2,233         1,945         5,390
Depreciation and amortization                                  (223)         (176)         (419)

Operating profit (EBIT)                         4
Continuing operations
 - Ongoing                                                     2,010         1,565         4,565
 - Acquisitions                                                    -           204           406
                                                               2,010         1,769         4,971

Net interest and similar charges                               (376)         (364)         (760)
Amortisation of issue costs on convertible                      (59)          (59)         (122)
loan stock

Profit on ordinary activities before
  taxation                                                     1,575         1,346         4,089

Taxation                                        6              (330)         (286)         (794)

Profit on ordinary activities after
   taxation                                                    1,245         1,060         3,295


Basic earnings per share                        5         2.09 cents    1.92 cents    5.86 cents
Diluted earnings per share                      5         2.13 cents    1.92 cents    5.56 cents
Adjusted basic earnings per share               5         2.19 cents    2.03 cents    6.08 cents



Consolidated accounts as at 31 December 2007
Consolidated balance sheet

                                                    Unaudited      Unaudited        Audited
                                                    half year      half year     year ended
                                                    31 Dec 07      31 Dec 06      30 Jun 07
                                            Notes     $'000's        $'000's        $'000's
                                                                  (restated)     (restated)
Non-current assets
Goodwill                                               12,673         11,598         12,641
Intangible fixed assets                                   995             32            777
Property, plant and equipment                             878            931            975

                                                       14,546         12,561         14,393

Current assets
Inventories                                             4,999          3,966          5,588
Trade and other receivables                            18,241         12,118         17,582
Bank balances and cash                                  1,160          1,550            959

                                                       24,400         17,634         24,129

Current liabilities
Financial liabilities                                     805          1,115            925
Trade and other payables                               19,916         14,534         18,349
Current tax                                               333          1,476          1,121
Obligations under finance leases                          118             77            118

                                                       21,172         17,202         20,513

Net current assets                                      3,228            432          3,616

Total assets less current liabilities                  17,774         12,993         18,009

Non-current liabilities
Financial liabilities                                   7,264          7,566          7,987
Obligations under finance leases                          127              -            187

                                                        7,391          7,566          8,174

Net assets                                             10,383          5,427          9,835

Shareholders' equity
Called-up share capital                                 6,053          5,687          6,053
Share premium account                                   4,845          2,942          4,845
Contingent share capital                10                  -            500            500
Merger reserve                          11           (10,884)       (10,884)       (10,884)
Other reserves                                             55             55             55
Retained profits                                       10,314          7,127          9,266

Total shareholders' funds                              10,383          5,427          9,835



Consolidated accounts as at 31 December 2007
Consolidated statement of changes in equity

                                                           Contingent
                                         Share      Share       share      Merger       Other    Retained
                                       capital    premium     capital     reserve    reserves     profits      Total
                                        $'000s     $'000s      $'000s      $'000s      $'000s      $'000s     $'000s

Balance at 30 June 2006
- as originally stated                   5,250        723         714    (10,884)           -       6,256      2,059
- changes in relation to first time
adoption of IFRS                             -          -           -           -          55        (73)       (18)

Restated balance at 30 June 2006         5,250        723         714    (10,884)          55       6,183      2,041

Profit for the financial period              -          -           -           -           -       1,060      1,060
Adjustment to minority interests
for company now a subsidiary                 -          -           -           -           -          24         24
Dividends paid                               -          -           -           -           -       (140)      (140)
New shares issued (net of costs)           437      2,219       (214)           -           -                  2,442

Balance at 31 December 2006              5,687      2,942         500    (10,884)          55       7,127      5,427

Profit for the financial period              -          -           -           -           -       2,235      2,235
Adjustment to minority interests
for company now a subsidiary                 -          -           -           -           -         (1)        (1)
Dividends paid                               -          -           -           -           -        (95)       (95)
New shares issued (net of costs)           366      1,903           -           -           -           -      2,269

Balance at 30 June 2007                  6,053      4,845         500    (10,884)          55       9,266      9,835



Consolidated accounts as at 31 December 2007
Consolidated statement of changes in equity

                                                           Contingent
                                         Share      Share       share      Merger       Other    Retained
                                       capital    premium     capital     reserve    reserves     profits      Total
                                        $'000s     $'000s      $'000s      $'000s      $'000s      $'000s     $'000s

Balance at 30 June 2007                  6,053      4,845         500    (10,884)          55       9,266      9,835

Profit for the financial period              -          -           -           -           -       1,251      1,251
Dividends paid                               -          -           -           -           -       (197)      (197)
Adjustment to contingent share               -          -       (500)           -           -           -      (500)
capital for consideration actually
paid by cash

Balance at 31 December 2007              6,053      4,845           -    (10,884)          55      10,314     10,383



Consolidated accounts for the six months ended 31 December 2007
Consolidated cash flow statement

                                                        Unaudited     Unaudited       Audited
                                                        half year     half year    year ended
                                                        31 Dec 07     31 Dec 06     30 Jun 07
                                           Notes          $'000's       $'000's       $'000's
                                                                     (restated)    (restated)
Cash flows from operating activities
Net cash generated (used) from operating 
activities                                  7               1,937         1,097         (377)

Cash flows from investing activities
Interest received                                              17           175           346
Purchase of intangible fixed assets                         (218)         (235)       (1,144)
Purchase of tangible fixed assets                           (126)          (45)          (58)
Cash paid to acquire subsidiary 
undertakings                                10            (1,032)       (5,589)       (2,223)

Net cash acquired with subsidiary undertakings                  -         (244)         (244)
Net cash used in investing activities                     (1,359)       (5,938)       (3,323)

Cash flows from financing activities
Issue of ordinary share capital (net of costs)                  -         2,442         2,529
Issue of Convertible Unsecured Loan Stock ("CULS")              -         2,366           874
Decrease in short term borrowing                            (120)         (166)         (356)
Payment of finance lease liabilities                         (60)          (12)          (54)
Dividends paid                                              (197)         (140)         (235)
Net cash (used) generated in financing activities           (377)         4,490         2,758

Net increase (decrease) in cash and cash                      201         (351)         (942)
equivalents

Cash and cash equivalents at the                              959         1,901         1,901
beginning of the period

Cash and cash equivalents at the end of                     1,160         1,550           959
the period



Consolidated accounts for the six months ended 31 December 2007
Group notes

1. Basis of preparation

The Group's interim consolidated financial statements for the six months ended
31 December 2007 are the Group's first interim consolidated financial statements
prepared in accordance with International Financial Reporting and Accounting
Standards ("IFRS").

The financial statements are presented in US dollars since this is the currency
in which the majority of the Company's transactions are denominated.

The interim statement does not constitute statutory accounts as defined by
Section 240 of the Companies Act 1985. The information for the year to 30 June
2007 has been extracted from the full financial statements for that year (as
restated for the adoption of IFRS), which received an unqualified audit report,
and which, have been filed with the Registrar of Companies.  The information for
the half year to 31 December 2006 and year to 30 June 2007 has been restated for
the first time adoption of International Financial Reporting and Accounting
Standards and includes the disclosures required by IFRS 1 "First time adoption
of International Financial Reporting Standards", concerning the transition from
UK GAAP to IFRS.  This is given in note 12.

2. Accounting policies

Basis of consolidation

The consolidated financial statements incorporate the financial statements of
the company and enterprises controlled by the company ("its subsidiaries") made
up to 30 June each year. Control is achieved where the company has the power to
govern the financial and operating policies of a subsidiary.

Minority interests in the net assets of consolidated subsidiaries are identified
separately from the group's equity therein. Minority interests consist of the
amount of those interests at the date of the original business combination and
the minority's share of changes in equity since the date of the combination.
Losses applicable to the minority in excess of the minority's interest in the
subsidiary's equity are allocated against the interests of the group except to
the extent that the minority has a binding obligation and is able to make
additional investment to cover the losses.

The results of subsidiaries acquired or disposed of during the period are
included in the consolidated income statement from the effective date of
acquisition or up to the effective date of disposal, as appropriate.

All transactions and balances between group enterprises are eliminated on
consolidation.

Revenue recognition

Revenue represents amounts receivable for goods and services provided in the
normal course of business, net of discounts, VAT and other sales related taxes.

Business combinations

The acquisition of subsidiaries is accounted for using the purchase method. The
cost of the acquisition is measured at the aggregate of the fair values, at the
acquisition date, of assets given, liabilities incurred or assumed, and equity
instruments issued by the group, plus any costs directly attributable to the
acquisition. The acquiree's identifiable assets, liabilities and contingent
liabilities are recognised at their fair value at the acquisition date, except
for non-current assets that are held for resale, which are recognised and
measured at fair value less costs to sell.

Goodwill arising on acquisition is recognised as an asset and initially measured
at cost, being the excess of cost over the group's interest in the net fair
value of the identifiable assets, liabilities and contingent liabilities
recognised of a subsidiary, associate or jointly controlled entity at the date
of acquisition. Goodwill is recognised as an asset and is tested for impairment
annually, or on such occasions that events or changes in circumstances indicate
that its value might be impaired.

On disposal of a subsidiary, the attributable amount of unamortised goodwill,
which has not been subject to impairment, is included in the determination of
the profit or loss on disposal.

Positive goodwill arising on acquisitions before the date of the transition to
International Financial Reporting Standards has been retained at the previous UK
GAAP amount subject to being tested for impairment at that date. Negative
goodwill arising on acquisitions before the date of the transition has been
credited to retained earnings at the date of transition.

The interest of minority shareholders in the acquiree is initially measured at
the minority's proportion of the net fair value of the assets, liabilities and
contingent liabilities recognised.

Taxation

The tax charge represents the sum of current and deferred tax.

Current tax currently payable is based on taxable profits for the year. Taxable
profits differ from net profits as reported in the income statement because it
excludes items that are taxable or deductible in other years and items that are
not taxable or deductible. The group's liability for current tax is calculated
using tax rates that have been enacted or substantively enacted at the balance
sheets date.

Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the liability method. Deferred tax
liabilities are recognised for all temporary differences and deferred tax assets
are recognised to the extent that it is probable that taxable profits will be
available against which temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at each balance sheet
date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered. Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability or the asset is realised.

Other intangible assets

Other intangible assets acquired are capitalised at cost. Other intangible
assets are amortised on a straight line basis over their estimated useful lives
up to a maximum of 20 years. The carrying value of intangible assets is reviewed
for impairment when any events or changes in circumstances indicate the carrying
value may not be recoverable.

Amortisation is calculated so as to write off the cost of an asset, less its
estimated residual value, over the useful economic life of that asset as
follows:

Other intangible assets:                 5% per annum


Fixed assets

All fixed assets are initially recorded at cost.

Depreciation

Depreciation is calculated so as to write off the cost of an asset, less its
estimated residual value, over the useful economic life of that asset as
follows:


Leasehold improvements                      over remaining lease term straight line
Equipment                                   20-33% per annum straight line



Stocks

Stocks are valued at the lower of cost and net realisable value, after making
due allowance for obsolete and slow moving items.

Hire purchase agreements

Assets held under hire purchase agreements are capitalised and disclosed under
tangible fixed assets at their fair value. The capital element of future
payments is treated as a liability and the interest is charged to the group
profit and loss account on a straight line basis.

Operating lease agreements

Rentals applicable to operating leases where substantially all of the benefits
and risks of ownership remain with the lessor are charged against profits on a
straight line basis over the period of the lease.

Foreign currencies

Assets and liabilities in other currencies are translated into U.S. Dollars at
the rates of exchange ruling at the balance sheet date. Transactions in other
currencies are translated into U.S. Dollars at the rate of exchange ruling at
the date of the transaction. Exchange differences are taken into account in
arriving at the operating profit.

Financial instruments

Financial instruments are classified and accounted for, according to the
substance of the contractual arrangement, as either financial assets, financial
liabilities or equity instruments. An equity instrument is any contract that
evidences a residual interest in the assets of the Company after deducting all
of its liabilities.

3. Revenue by geographical location of customer

                                                    Unaudited          Unaudited            Audited
                                                    half year          half year         year ended
                                                    31 Dec 07          31 Dec 06          30 Jun 07
                                                      $'000's            $'000's            $'000's
                                                                      (restated)         (restated)

      European Union                                    5,944              3,238              6,605
      United States                                    13,711             14,703             31,495
      Asia and Australasia                             10,508              8,317             14,387
      Rest of the World                                 1,744              1,670              5,526

                                                       31,907             27,928             58,013

4. Operating profit

Operating profit is stated after charging (crediting):
                                                       Unaudited          Unaudited           Audited
                                                       half year          half year        year ended
                                                       31 Dec 07          31 Dec 06         30 Jun 07
                                                         $'000's            $'000's           $'000's
                                                                         (restated)        (restated)

Depreciation                                                 223                176               418
Amortisation                                                   -                  -                 1
Auditor's remuneration - as auditors                          70                 50               131
Auditor's remuneration - other work                            -                 40                54
Operating lease costs: land and buildings                    173                205               228
Net loss (profit) on foreign currency                         88                 87              (24)
translation


5. Earnings per share

Basic earnings per share are based on the Group profit attributable to members
of the parent company of $1,245,000 (2006: $1,060,000) and on 59,628,644 (2006:
55,115,154) being the weighted average number of shares in issue during the
period.

Diluted earnings per share are based on the profit attributable to members of
the parent company plus the interest payable to the convertible bondholders,
less the relevant tax relief thereon, being $,1,480,000 (2006: $1,262,000) and
on 69,564,941 (2006: 65,749,123) being the diluted weighted average number of
shares in issue during the period.

Adjusted basic earnings per share are based on the profit attributable to
members of the parent company plus the amortisation of issue costs on
convertible loan stock and amortisation of goodwill being $1,304,000 (2006:
$1,119,000).

6. Taxation

The tax charge of $330,000 (2006: $286,000) is calculated by applying the
effective tax rate for each of the Group's material tax jurisdictions to the
profit before tax in each jurisdiction.

7. Cash flow statement
                                                                Unaudited     Unaudited          Audited
                                                                half year     half year       year ended
                                                                31 Dec 07     31 Dec 06        30 Jun 07
                                                                  $'000's       $'000's          $'000's
                                                                             (restated)       (restated)
Reconciliation of operating activities to operating cash flows

Operating profit                                                    2,010         1,769            4,971
Adjustments for:
Depreciation                                                          223           176              418
Amortisation                                                            -             -                1

Operating cash flow before movement in                              2,233         1,945            5,390
working capital

(Increase) decrease in inventories                                    589         (451)          (2,073)
(Increase) decrease in receivables                                (1,018)           412          (4,693)
Increase (decrease) in payables                                     1,255           133            3,036

Cash generated by operations                                        3,059         2,039            1,660

Interest paid                                                       (393)         (539)          (1,106)
Income taxes paid                                                   (729)         (403)            (931)

Net cash generated (used) from operating                            1,937         1,097            (377)
activities


8. Investments

Details of the trading investments at 31 December 2007, in which the Group holds
20% or more of the issued share capital of any class of share capital, are as
set out below. All companies are in the business of distribution of satellite
communication equipment and airtime and unless stated, all holdings are in
ordinary shares:


Name of subsidiary                                              % of shares held       Country

SatCom Distribution Limited                                           100%               UK
SatCom Distribution, Inc.                                             100%               USA
O'Gara Satellite Systems, Inc.                                        100%               USA
SatCom Distribution (Asia) Limited                                    100%            Hong Kong
SatCom Distribution Middle East FZ LLC                                55%                UAE
Horizon Mobile Communications Company Limited                         100%            Thailand
Horizon Mobile Communications Pte Limited                             100%            Singapore
Horizon Mobile Communications (HK) Company Limited                    100%               BVI
Horizon Mobile Communications (Australia) Pty.                        100%            Australia
Horizon Mobile Communications (HK) Company Limited *                  100%              Japan
Horizon Mobile Communications (UK) Limited                            100%               UK
HMC America LTD **                                                    100%               USA
SatCom Global FZE                                                     100%               UAE
World Communication Center, Inc.                                      100%               USA



* Registered branch                ** Limited Partnership



9. Share options

As at 31 December 2007, 53,980 options were outstanding under the Enterprise
Management Incentive Scheme (UK Staff) and 255,218 options were outstanding
under the Unapproved Scheme (Overseas Staff).  Options that lapsed during the
period amounted to 1,460 under the Enterprise Management Incentive Scheme (UK
Staff) and 10,256 under the Unapproved Scheme (Overseas Staff).

10. Contingent share capital

In November 2007, SatCom paid the final balance of deferred consideration in
respect of the acquisition of HMC totalling $1.0 million. The acquisition
agreement allowed for the payment to be paid as to 50% in new ordinary shares of
SatCom. However, to avoid unfavourable dilution, the Board decided to negotiate
a 100% cash payment which was accepted by the vendors.

11. Merger reserve

The acquisition by the Company of SatCom Distribution Limited and its
subsidiaries in May 2004 was accounted for as a group reconstruction.
Accordingly, a debit merger reserve was recognised in the consolidated balance
sheet representing the difference between the consideration paid to acquire the
Group and its net assets at the date of the transaction.

12. First time adoption of IFRS

This is the first year that the group and company have presented their financial
statements in accordance with IFRS and with those parts of the Companies Act
1985 applicable to companies reporting under IFRS. Reference to IFRS throughout
these financial statements refers to the application of International Accounting
Standards, International Financial Reporting Standards and IFRIC
interpretations.

The group and company have applied IFRS 1 for its initial implementation of
IFRS. The last financial statements under UK GAAP were for the year ended 30
June 2007, therefore the group's and company's date of transition to IFRS is 1
July 2006 and comparative information in the financial statements has been
restated to reflect the group's and company's adoption of IFRS except where
otherwise required or permitted by IFRS 1.

IFRS 1 requires an entity to comply with each IFRS effective at the reporting
date for its first financial statements prepared under IFRS. As a general rule,
IFRS 1 requires such standards to be applied retrospectively. However, the
standard permits several optional exemptions from full retrospective
application. The company has elected to take advantage of the following
exemption:

*         The company has adopted IFRS 3 "Business Combinations" to the extent
that it applies to acquisitions after 1 July 20006. Acquisitions before that
date will be recorded under previous accounting rules as the company has taken
advantage of the exemption permitted in IFRS 1.

The following details the disclosure that is required in the first year of
adoption of IFRS:

*         Group reconciliation of equity at 1 July 2006, 31 December 2006 and 30
June 2007.

*         Group reconciliation of the income statement for the interim period
ended 31 December 2006 and year ended 30 June 2007.

On the grounds of materiality, no adjustment has been made in respect of the
fair value of foreign currency hedging instruments or in respect of the equity
element of the convertible bonds under IFRS.

12. First time adoption of IFRS

Group

Reconciliation of equity at 1 July 2006 (date of transition to IFRS)
                                                      UK GAAP     Transition           IFRS
                                       Notes          $'000's        $'000's        $'000's
                 

Non-current assets
Goodwill                                                5,844              -          5,844
Intangible fixed assets                                    25              -             25

Property, plant and equipment                             746              -            746

                                                        6,615              -          6,615

Current assets
Inventories                                             3,216              -          3,216
Trade and other receivables                            11,357              -         11,357
Bank balances and cash                                  1,901              -          1,901

                                                       16,474              -         16,474

Current liabilities
Financial liabilities                                   1,281              -          1,281
Trade and other payable                                13,702              -         13,702
Current tax                                               906              -            906
Obligations under finance leases                           18              -             18

                                                       15,907              -         15,907

Net current assets                                        567              -            567

Total assets less current liabilities                   7,182              -          7,182

Non-current liabilities
Financial liabilities                                   5,141              -          5,141

                                                        5,141              -          5,141

Net assets                                              2,041              -          2,041

Shareholders' equity
Called-up share capital                                 5,250              -          5,250
Share premium account                                     723              -            723
Contingent share capital                                  714              -            714
Merger reserve                                       (10,884)              -       (10,884)
Other reserves                                              -             55             55
Retained profits                                        6,256           (73)          6,183

Total shareholders' funds                               2,059           (18)          2,041

Minority interests                                       (18)             18              -

                                                        2,041              -          2,041




12. First time adoption of IFRS

Group

Reconciliation of equity at 31 December 2006
                                                      UK GAAP     Transition           IFRS
                                          Notes       $'000's        $'000's        $'000's
                 

Non-current assets
Goodwill                                               11,418            180         11,598
Intangible fixed assets                                    32              -             32

Property, plant and equipment                             931              -            931

                                                       12,381            180         12,561

Current assets
Inventories                                             3,966              -          3,966
Trade and other receivables                            12,118              -         12,118
Bank balances and cash                                  1,550              -          1,550

                                                       17,634              -         17,634

Current liabilities
Financial liabilities                                   1,115              -          1,115
Trade and other payable                                14,534              -         14,534
Current tax                                             1,476              -          1,476
Obligations under finance leases                           77              -             77

                                                       17,202              -         17,202

Net current assets                                        432              -            432

Total assets less current liabilities                  12,813            180         12,993

Non-current liabilities
Financial liabilities                                   7,566              -          7,566

                                                        7,566              -          7,566

Net assets                                              5,247            180          5,427

Shareholders' equity
Called-up share capital                                 5,687              -          5,687
Share premium account                                   2,942              -          2,942
Contingent share capital                                  500              -            500
Merger reserve                                       (10,884)              -       (10,884)
Other reserves                                              -             55             55
Retained profits                                        7,028             99          7,127

Total shareholders' funds                               5,273            154          5,427

Minority interests                                       (26)             26              -

                                                        5,247            180          5,427




12. First time adoption of IFRS

Group

Reconciliation of equity at 30 June 2007
                                                      UK GAAP     Transition           IFRS
                                           Notes      $'000's        $'000's        $'000's
                 

Non-current assets
Goodwill                                               12,231            410         12,641
Intangible fixed assets                                   777              -            777

Property, plant and equipment                             975              -            975

                                                       13,983            410         14,393

Current assets
Inventories                                             5,588              -          5,588
Trade and other receivables                            17,582              -         17,582
Bank balances and cash                                    959              -            959

                                                       24,129              -         24,129

Current liabilities
Financial liabilities                                     925              -            925
Trade and other payable                                18,349              -         18,349
Current tax                                             1,121              -          1,121
Obligations under finance leases                          118              -            118

                                                       20,513              -         20,513

Net current assets                                      3,616              -          3,616

Total assets less current liabilities                  17,599            410         18,009

Non-current liabilities
Financial liabilities                                   7,987              -          7,987
Obligations under finance leases                          187              -            187
Deferred tax liabilities                                    -              -              -

                                                        8,174              -          8,174

Net assets                                              9,425            410          9,835

Shareholders' equity
Called-up share capital                                 6,053              -          6,053
Share premium account                                   4,845              -          4,845
Contingent share capital                                  500              -            500
Merger reserve                                       (10,884)              -       (10,884)
Other reserves                                              -             55             55
Retained profits                                        8,980            286          9,266

Total shareholders' funds                               9,494            341          9,835

Minority interests                                       (69)             69              -

                                                        9,425            410          9,835

12. First time adoption of IFRS

Group

Reconciliation of profit for the 6 months ended 31 December 2006

                                                          UK GAAP    Transition          IFRS
                                                Notes    $'000's       $'000's       $'000's
              


Turnover                                                   27,928             -        27,928

Cost of sales                                            (21,486)             -      (21,486)

Gross profit                                                6,442             -         6,442

Administrative expenses                                   (4,853)           180       (4,673)

Operating profit                                            1,589           180         1,769

Interest receivable                                           175             -           175
Finance costs                                               (598)             -         (598)

Profit on ordinary activities before taxation               1,166           180         1,346

Taxation                                                    (286)             -         (286)


Profit for the year                                           880           180         1,060


The impact of the transition to IFRS is an increase in the profit for the period
of $180,000.

IFRS 3 'Business Combinations' prohibits the amortisation of goodwill.  Removal
of the amortisation for the period has increased the profit by $180,000.

12. First time adoption of IFRS

Group

Reconciliation of profit for the year ended 30 June 2007

                                                          UK GAAP    Transition          IFRS
                                              Notes       $'000's       $'000\'s       $'000's
              


Turnover                                                   58,013             -        58,013

Cost of sales                                            (44,212)             -      (44,212)

Gross profit                                               13,801             -        13,801

Administrative expenses                                   (9,240)           410       (8,830)

Operating profit                                            4,561           410         4,971

Interest receivable                                           346             -           346
Finance costs                                             (1,228)             -       (1,228)

Profit on ordinary activities before taxation               3,679           410         4,089

Taxation                                                    (794)             -         (794)


Profit for the year                                         2,885           410         3,295


The impact of the transition to IFRS is an increase in the profit for the year
of $410,000.

IFRS 3 'Business Combinations' prohibits the amortisation of goodwill.  Removal
of the amortisation for the year has increased the profit by $410,000.



                                     -Ends-





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            The company news service from the London Stock Exchange
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