RNS Number : 8910X
  Tinopolis PLC
  30 June 2008
   

    TINOPOLIS PLC

    ("TINOPOLIS" or the "COMPANY")


    INTERIM RESULTS FOR THE SIX MONTHS TO 31st MARCH 2008



    Financial Highlights:

    *     Turnover �30.3m, down 4% (2007: �31.6m)
    *     Profit from Operating Activities  �1.71m, up 125% (2007: �0.76m)
    *     Profit before tax of �1.88m, up 96% (2007: �0.96m)
    *     Basic Earnings Per Share 1.4p, up 100% (2007: 0.7p)
    *     Net cash outflow from operating activities �0.66m (2007: -�0.8m)
    *     Cash and cash equivalents at end of period is �9.3m (2007: �11.5m)


    Commenting on the results, Ron Jones, Executive Chairman said: 
    "I am pleased to report that Tinopolis is continuing to show the steady and progressive improvement in its performance that has been
evident since our purchase of The Television Corporation two years ago. All parts of our business are doing well and Mentorn, our biggest
management challenge, continues to be on the improvement schedule we set out for it at acquisition.

    Since the end of the period, a recommended offer has been made for the Company at a price of 45 pence per share.  Shareholder and Court
approval for the scheme of arrangement was obtained on 16 June 2008 and the effective date of the scheme is expected to be 10 July 2008,
following which time Tinopolis will cease to trade on AIM. 



    For further information, please contact:

    Tinopolis Plc.                                                                                  01554 880880
    Ron Jones, Executive Chairman      
    Arwel Rees, Managing Director      


    Mantra PR
    Nick Bishop                                                                                   020 7438 4910













    Post Balance Sheet Events

    Shareholders will be aware that on 9 May 2008 the Independent Director of Tinopolis and the board of Red Dragon Acquisitions Limited
("Bidco") announced that they had reached agreement on the terms of a recommended acquisition of the entire issued and to be issued share
capital of Tinopolis by Bidco. Bidco is a newly incorporated company which has been formed, and is controlled, by investment partnerships
advised by Vitruvian Partners for the purposes of making the Acquisition.

    The acquisition is to be implemented by a Scheme of Arrangement under Part 26 of the Companies Act 2006 entitling Scheme Shareholders to
receive 45 pence in cash for each Scheme Share. The Acquisition values the entire issued and to be issued share capital of Tinopolis at
approximately �44.7 million. 

    The Scheme has been approved by shareholders. The Acquisition remains subject to certain conditions which are set out in the Scheme
Document, including the sanction of the Scheme by the Court. It is anticipated that the hearing by the Court to sanction the Scheme will be
held on 7 July 2008 and that the hearing by the Court to confirm the Reduction of Capital comprised in the Scheme is expected to be held on
9 July 2008. The Effective Date of the Scheme and the date of the cancellation of Tinopolis Shares are expected to be 10 July 2008



    Ron Jones                            Arwel Rees    
    Executive Chairman            Managing Director

    30th June 2008
      
                TINOPOLIS PLC
            CONSOLIDATED INCOME STATEMENT
            SIX MONTHS ENDED 31 MARCH 2008
                                           Unaudited six         Unaudited six          Year ended 30
                                            months ended       months ended 31         September 2007
                                    Notes       31 March            March 2007
                                                    2008
                                                    �000                  �000                   �000

 Revenue                                          30,299                31,620                 65,981
 Cost of sales                                  (21,719)              (25,739)               (52,608)
                                                                                                     
 Gross profit                                      8,580                 5,881                 13,373

      Administrative expenses                    (6,867)               (5,123)               (11,196)
                                                                                                     
 Profit from operating                             1,713                   758                  2,177
 activities
 Finance expenses                                    (8)                   (7)                   (14)
 Finance income                                      176                   210                    399
                                                                                                     

 Profit before income tax                          1,881                   961                  2,562
 Income tax expense                 2              (546)                 (279)                  (723)
                                                                                                     
 Profit for the period                             1,335                   682                  1,839
                                                                                                     
 Attributable to:
 Equity holders of the parent                      1,299                   641                  1,728
 company
 Minority interest                                    36                    41                    111

 Earnings per share - basic             3           1.4p                  0.7p                   1.8p
 Earnings per share - diluted       3               1.3p                  0.6p                   1.7p
                                                                                                     

                  TINOPOLIS PLC
            CONSOLIDATED BALANCE SHEET
            AS AT 31 MARCH 2008
                                     Unaudited as at 31   Unaudited as at 31     As at 30 September
                                                  March            March 2007                  2007
                                                   2008
                                                   �000                  �000                  �000
 Assets                          
 Property, plant and equipment                    6,229                 4,287                 6,487
 Intangible assets - goodwill                    23,813                21,922                25,013
 Intangible assets- learning                      1,331                     -                   643
 content                         
                                                                                                   
 Total non-current assets                        31,373                26,209                32,143
                                 
 Current assets                  
 Inventories                                        146                     -                   174
 Trade and other receivables                     16,072                 9,688                13,505
 Cash and cash equivalents                       11,059                13,485                12,418
                                                                                                   
 Total current assets                            27,277                23,173                26,097
                                                                                                   
 Total assets                                    58,650                49,382                58,240
                                                                                                   
 Equity                          
 Issued capital                                   1,989                 1,989                 1,989
 Share premium                                   24,157                24,157                24,157
 Reserves                                           607                   607                   607
 Reserve for own shares                         (1,612)               (1,862)               (1,612)
 Retained earnings                                6,241                 3,842                 4,936
                                                                                                   
 Total equity attributable to                    31,382                28,733                30,077
 equity holders of the parent    
 company                         
 Minority interests                                 172                    81                   151
                                                                                                   
 Total equity                                    31,554                28,814                30,228
                                                                                                   
 Non-current liabilities         
 Loans and borrowings                                94                    17                   129
 Other payables                                       -                   617                   505
 Deferred tax liabilities                           285                   261                   285
                                                                                                   
 Total non-current liabilities                      379                   895                   919
                                                                                                   
 Current liabilities             
 Bank overdrafts                                  1,726                 2,013                 1,329
 Loans and borrowings                                80                    29                    75
 Current income tax payable                       1,276                 1,066                 2,390
 Trade and other payables                        23,635                16,565                23,299
                                                                                                   
 Total current liabilities                       26,717                19,673                27,093
                                                                                                   
 Total liabilities                               27,096                20,568                28,012
                                                                                                   
 Total equity and liabilities                    58,650                49,382                58,240
                                                                                                   
                  TINOPOLIS PLC
            CONSOLIDATED CASH FLOW STATEMENT
            SIX MONTHS ENDED 31 MARCH 2008
                                   Unaudited six  Unaudited six months         Year ended 30
                                    months ended   ended 31 March 2007        September 2007
                                        31 March
                                            2008
                                            �000                  �000                  �000
                                 
 Profit for the period                     1,335                   682                 1,839
 Adjustments for:                
 Depreciation and amortisation               814                   484                 1,150
 Net finance income                        (168)                 (203)                 (385)
 Loss / (Gain) on sale of                      -                   101                   (2)
 property, plant and equipment   
 Equity settled share-based                    6                     6                    63
 payments                        
 Taxation                                    546                   279                   723
                                                                                            
 Operating cash flow before                2,533                 1,349                 3,388
 changes in working capital and  
 provisions                      
                                 
 Change in inventories                        28                     -                    42
 Change in accounts receivable           (2,567)                 (742)               (2,575)
 Change in accounts payable                (327)                   507                 4,277
                                                                                            
                                           (333)                 1,114                 5,132
                                 
 Interest paid                               (8)                   (7)                  (14)
 Income taxes paid                         (317)                 (310)                 (331)
 Income taxes received                         -                     -                   884
                                                                                            
 Net cash from operating                   (658)                   797                5,671 
 activities                      
                                                                                            
 Net (cash paid) cash acquired                 -                  (53)               (2,897)
 with subsidiaries               
 Payments to acquire property,           (1,244)                 (577)               (3,390)
 plant and equipment             
 Receipts from sales of                        -                    24                    51
 property, plant and equipment   
 Interest received                           176                   210                   399
                                                                                            
 Net cash from investing                 (1,068)                 (396)               (5,837)
 activities                      
                                                                                            
                                 
 Repayment of borrowings                       -                 (568)                 (568)
 Payment of finance lease                   (44)                  (44)                  (67)
 liabilities                     
 Finance Lease additions                      14                     -                   207
 Own shares acquired                           -               (1,862)               (1,862)
                                                                                            
 Net cash used in financing                 (30)               (2,474)               (2,290)
 activities                      
                                                                                            
       Net decrease in cash and          (1,756)               (2,073)               (2,456)
 cash equivalents                
                                 
 Cash and cash equivalents at             11,089                13,545                13,545
 start of period                 
                                                                                            
                                 
 Cash and cash equivalents at              9,333                11,472                11,089
 end of period                   
                                                                                            

    TINOPOLIS PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six months ended 31 March 2008
                                                                  Attributable to equity holders of the parent company
 March 2008                      Share capital  Share premium  Merger reserve       Reserve for own  Retained earnings         Total 
Minority interest  Total equity
                                                                                             shares
                                          �000           �000            �000                  �000               �000          �000        
      �000          �000

 Balance at 1 October 2007               1,989         24,157             607               (1,612)              4,936        30,077        
       151        30,228
 Profit for the period                       -              -               -                     -              1,299         1,299        
        36         1,335
 Dividends paid                              -              -               -                     -                  -             -        
      (15)          (15)
 Equity-settled share-based                  -              -               -                     -                  6             6        
         -             6
 payments
                                                                                                                                            
                        
 Balance at 31 March 2008                1,989         24,157             607               (1,612)              6,241        31,382        
       172        31,554
                                                                                                                                            
                        

                                                                  Attributable to equity holders of the parent company
 March 2007                      Share capital  Share premium  Merger reserve       Reserve for own  Retained earnings         Total 
Minority interest  Total equity
                                                                                             shares
                                          �000           �000            �000                  �000               �000          �000        
      �000          �000

 Balance at 1 October 2006               1,989         24,147             607                     -              3,195        29,938        
        60        29,998
 Profit for the period                       -              -               -                     -                641           641        
        41           682
 Dividends paid                              -              -               -                     -                  -             -        
      (20)          (20)
 Equity-settled share-based                  -              -               -                     -                  6             6        
         -             6
 payments
 Shares issued                               -             10               -                     -                  -            10        
         -            10
 Own shares acquired                         -              -               -               (1,862)                  -       (1,862)        
         -       (1,862)
                                                                                                                                            
                        
 Balance at 31 March 2007                1,989         24,157             607               (1,862)              3,842        28,733        
        81        28,814
                                                                                                                                            
                        




                                                                  Attributable to equity holders of the parent company
 September 2007                  Share capital  Share premium  Merger reserve       Reserve for own  Retained earnings         Total 
Minority interest  Total equity
                                                                                             shares
                                          �000           �000            �000                  �000               �000          �000        
      �000          �000

 Balance at 1 October 2006               1,989         24,147             607                     -              3,195        29,938        
        60        29,998
 Profit for the period                       -              -               -                     -              1,728         1,728        
       111         1,839
 Dividends paid                              -              -               -                     -                  -             -        
      (20)          (20)
 Equity-settled share-based                  -              -               -                     -                 13            13        
         -            13
 payments
 Shares issued                               -             10               -                     -                  -            10        
         -            10
 Own shares acquired                         -              -               -               (1,862)                  -       (1,862)        
         -       (1,862)
 Own shares issued on                        -              -               -                   250                  -           250        
         -           250
 acquisition
                                                                                                                                            
                        
 Balance at 30 September 2007            1,989         24,157             607               (1,612)              4,936        30,077        
       151        30,228
                                                                                                                                            
                        


    Notes to the interim accounts
    1    Accounting policies
    Basis of preparation
    The condensed consolidated interim financial statements for the six months ended 31 March 2008 have been prepared under applicable
International Financial Reporting Standards adopted by the European Union ("IFRS"), which include International Accounting Standards ("IAS")
and interpretations issued by the International Accounting Standards Board ("IASB") and its committees, which are expected to be endorsed by
the European Union.  
    The financial information included in this document is unaudited and does not comprise statutory accounts within the meaning of section
240 of the Companies Act 1985. The comparative figures for the financial year ended 30 September 2007 are extracted from the statutory
financial statements for that year which have been filed with the Registrar of Companies and on which the auditor gave an unqualified
report, without any statement under section 237(2) or (3) of the Companies Act 1985.
    The principal accounting policies shown in the financial statements for the year ended September 2007 have been applied consistently in
dealing with items which are considered material in relation to the group's financial statements. The financial statements have been
prepared on the historical cost basis. These accounting policies have been applied consistently across the group for the purposes of these
consolidated financial statements. 





    2    Taxation charge
    Taxation for the six months to 31 March 2008 is based on the effective rate of taxation which is estimated to apply for the year ending
30 September 2008.
                                 Unaudited six  Unaudited six months         Year ended 30
                                  months ended   ended 31 March 2007        September 2007
                                      31 March
                                          2008
                                          �000                  �000                  �000
                               
 UK taxation at standard rate              546                   279                   553
 Deferred taxation                           -                     -                   170
                                                                                          
                                           546                   279                   723
                                                                                          





    3    Earnings per share
                                   Unaudited six  Unaudited six months         Year ended 30
                                    months ended   ended 31 March 2007        September 2007
                                        31 March
                                            2008
                                            �000                  �000                  �000
                                 
 Profit for the period                     1,299                   641                 1,728
 attributable to equity holders  
                                 
                                 
 Weighted average number of           95,465,888            97,699,336            96,467,884
 shares - basic                  
 Earnings per share - basic                 1.4p                  0.7p                  1.8p
                                 
                                 
 Weighted average number of           99,627,960           101,757,426           100,669,734
 shares - diluted                
 Earnings per share - diluted               1.3p                  0.6p                  1.7p



This information is provided by RNS
The company news service from the London Stock Exchange
 
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