RNS Number:3112L
VT GROUP PLC
20 May 2003


The following replaces the Final Results announcement released today at 7:00
under RNS number 2864L


The dividend record date should be 27th June and not 25th June as previously
stated


All other details remain unchanged, and the full amended text appears below.


Preliminary Results for the Year Ended 31 March 2003


VT Group plc ('VT'), the government support services and shipbuilding group,
announces preliminary results for the year ended 31 March 2003.


Financial Highlights
                                                            2003          2002

Turnover up 18% to                                          #565m         #479m

Profit before taxation and goodwill* up 11% to             #41.5m        #37.5m

Order Book up 33% to                                       #2.0bn        #1.5bn

Dividend per share up 8% to                                  8.4p          7.8p

Earnings per share* up 10% to                               16.6p         15.1p

Net (Debt) including PFI                                 (#80.9m)      (#37.3m)

Net (Debt)/Cash excluding PFI                             (#6.0m)         #4.2m


* Profits and earnings per share are calculated pre exceptional items of #10.4m
and goodwill amortisation of #19.5m (see Profit and Loss Account)


Operational Highlights


* Investment of #90m on capital expenditure and acquisitions

* Cash generation of #57m in year from operating activities (pre
exceptional items);

* New Portsmouth Shipbuilding Facility commissioned on time and within
budget;

* Reorganisation of marine products business on track and in line with
financial provision;

* 5 of 6 existing PFI contracts now in operational phase;

* Recent major acquisitions VT Griffin and VT Merlin achieving contract
success.


Commenting on the results, Paul Lester, Chief Executive, said:


"The business has performed well over the last year and is in line with our
expectations.  With this background, plus our substantial order book and the
investment we are making in our new shipbuilding facilities and PFI contracts,
the company is well placed to meet the demanding target of double digit profit
growth over the next two years ".


If approved, the final dividend will be paid on 6 August 2003 to shareholders on
the register on 27 June 2003.


Further copies of this announcement are available from the Secretary at the
Registered Office.

For further enquiries:


VT Group plc

Paul Lester (Chief Executive)          020 7475 1226 or 020 7475 6139
Chris Cundy (Finance Director)         Until 12.00 and 
Philip Rood, (Public Relations)        023 8083 9001 thereafter


CHAIRMAN'S STATEMENT


I am delighted to be able to report in this, my first annual statement as
chairman, that the business is in good shape and has performed in line with our
expectations.  This represents a strong performance against a background of
general stock market volatility and some economic uncertainty, and reflects the
long-term nature of the businesses we are concentrating on.


Overall turnover has increased by 18 per cent to #565m (2002: #479m) reflecting
the full year impact of recent acquisitions.  Profit before tax and the
amortisation of goodwill and exceptional items was up by just under 11 per cent
to #41.5m (2002: #37.5m), with earnings per share also increasing by 10 per cent
to 16.6p (2002 : 15.1p).


This performance has enabled the Board to recommend a final dividend of 6.0
pence giving a total dividend for the year of 8.4 pence per share, an increase
of 7.7 per cent over last year.


Paul Lester has undertaken a thorough review of the entire business to position
the company as a leading provider of government services internationally.  We
are concentrating on two divisions, support services and shipbuilding.  Our
marine products business has been reorganised and elements brought within the
shipbuilding division.


A key theme of the year has been the investments the company has been making to
enable us to achieve our growth targets for future years.  These include the new
Portsmouth Shipbuilding Facility and PFI contracts.  They follow the investments
we have already made in 12 acquisitions over the past four years.  We have
therefore been putting our cash reserves to good use, as well as improving our
cash management.


We reached agreement in March with the South East England Development Agency for
the sale of our Woolston Shipyard for a total consideration of #15m, with an
initial payment of #7.5m.  This agreement gives rise to an exceptional profit of
#4m.  We have decided to use the bulk of this cash receipt to make a #5m
contribution to the company's principal pension scheme.


Overall it has been a year of notable developments.


Our Support Services business has continued to grow strongly, with turnover up
by over a third.  The two largest acquisitions to date - VT Merlin and VT
Griffin - have bedded down well and enjoyed further contract success.  VT
Griffin won the largest ever US base maintenance and operations contract.  VT
Merlin was named preferred bidder for the contract to operate, maintain and
enhance the MOD's high frequency communications facilities both in the UK and
overseas.  On the civil side VT has continued to establish itself as a
significant player in the growing UK education and skills sector.


In April 2003 our Shipbuilding business  successfully commissioned the new
Portsmouth Shipbuilding Facility on time and within budget, ready for the start
of production for the Type 45 destroyer programme.  The transfer of staff from
Woolston is well underway and due for completion in September.  This
state-of-the art facility will provide the platform to make major improvements
in productivity and to compete effectively for contracts at home and abroad.  VT
is well-placed to secure a significant share of the contract to design, build
and support the two new aircraft carriers for the Royal Navy.


I should also note that during the recent action in the Gulf, equipment supplied
by VT performed well.  Indeed the VT-built minehunter HMS Sandown was the first
coalition vessel into the Iraqi port of Um-Qasr, playing a major role in the
mine clearance operation in the Shatt al Arab waterway that made possible the
flow of humanitarian aid.


A year ago we announced our intention to appoint further non-executive directors
to the Board to ensure that we continue to benefit from the right mix of skills
and experience in light of the increasing importance of support services to our
overall business.  In September Andrew Given joined the board having been
successively Group Finance Director and then Deputy Chief Executive of the
International IT services group Logica.  In January David Thorpe was appointed
to the Board, having been most recently President of Europe for Electronic Data
Systems.  They are very welcome additions to the Board.


We also announced a year ago that it was Lord Wakeham's intention to retire from
the Board following the Annual General Meeting.  I wish to place on record my
thanks for the immense contribution he has made to the company over 7 years as
Chairman and in the last year as Deputy Chairman, and for the support and wise
counsel he has given over that time.  We wish him well in retirement.


On 19 May 2003, David Barclay joined the Board as a Non-Executive Director.
David is a Vice Chairman of the investment bank Dresdner Kleinwort Wasserstein
and has been involved as a financial advisor to  the Group since flotation.  He
has a wealth of knowledge and experience of the VT Group and will bring to our
deliberations an important City perspective.


Under the new Board arrangements Andrew Given will chair the Audit Committee and
fulfil the role of senior independent director, while David Thorpe will chair
the Remuneration Committee.


The company is in good shape and well-placed to continue the strong growth we
have seen in support services, to capitalise on the strategic shipbuilding asset
we now have at Portsmouth, to maximise the returns from all the investments we
have made and to exploit the numerous opportunities to expand our business in
overseas markets.  In this way I am confident that VT Group plc will continue to
deliver excellent value to its shareholders.



OPERATIONAL REVIEW 2003


SUPPORT SERVICES


The pattern of strong growth of our support services business has been
maintained over the past year.  Turnover has increased by 36 per cent to over
#400m.  This growth has been balanced across all the main areas of our support
services activity.  Organic growth was 9 per cent, with the balance achieved
through acquisition.


VT Support Services is now focussed on four main areas of activity servicing
public sector clients.  These are UK defence, US defense, communications and
education and skills.


UK Defence


The UK defence market has remained - at over 40 per cent of turnover - the
largest part of our support services business.


Flagship Training, one of our two joint ventures with BAE Systems and now in its
seventh year of operation, continues to perform strongly.  It has completed the
new Navigation Training School project for the Royal Navy, a major turnkey
project including the design and construction of the building, and the provision
of training simulators and other equipment.  During the year it has continued to
grow its business.  It secured three significant export contracts for Brunei,
Kuwait and Romania and has built on its existing long term relationship with the
Royal Navy by securing the right to be prime contractor for all construction
projects across the RN's training estate through to 2011.


In September VT and BAE Systems bought out Johnson Controls'  26 per cent
shareholding in Flagship and now have a 50:50 holding in the joint venture.
This will facilitate the use of Flagship as a vehicle for the two companies to
expand their naval training activities.


Fleet Support Limited (FSL), our second joint venture with BAE Systems was
awarded a 10 year, #700m partnering contract by the Secretary of State for
Defence.  This extends FSL's existing contract to manage the Fleet Maintenance
and Repair Organisation at Portsmouth and significantly increases FSL's
capabilities for ship maintenance, facilities management and logistics.  It
confirms FSL as a long-term strategic partner to the MOD.


FSL's reputation for timely delivery and competitiveness has been recognised
with two significant contract wins.  In December FSL won the contract to repair
HMS Nottingham, the Type 42 destroyer damaged off Australia.  In March, it was
awarded a contract to refit two former Royal Navy Type 22 frigates - HMS
Coventry and HMS London - that have been sold to the Romanian Navy.  Taken
together these contracts are worth around #50m and will provide FSL with a core
workload for at least the next year.


The increased activities in Portsmouth Naval Base will require additional
manpower over the next 18 months reversing decades of decline.  There are
substantial opportunities to achieve operational efficiencies between FSL and
VT's shipbuilding activities as the new shipyard facility becomes fully
operational at Portsmouth later in 2003.


VT has completed the construction phase of the Somerset Avon and Gloucester Fire
Training School PFI on time and to budget.  The school is now fully operational
with the first training courses commencing in April.  The project is worth #50m
over the 25-year concession period.


Our growing involvement in fire training with both the MOD and Fire Authorities
was boosted by selection as preferred bidder for a Fire Training School PFI to
be built in South Wales.


VT Aerospace is a member of a consortium tendering for the Airfield Support
Services PPP.  During the year this consortium which includes LEX and Air BP was
short listed along with two other bidders.  This opportunity is worth over #1bn
and covers the provision of fire fighting, vehicle driving and maintenance, and
specialist vehicles for all of the RAF airfields worldwide.  The selection of
Preferred Bidder for this contract is expected during the next financial year.


US Defense


VT Griffin has continued to grow strongly under VT.  It secured a notable
contract win during the year for the management of Fort McCoy, a reservist base
in Wisconsin.  The five-year contract worth $120m became effective in January.
This represents the largest contract ever let to the private sector by the US
Department of Defense for base maintenance and operation.  VT Griffin is now
well-placed to exploit the increasing opportunities that will arise as the DOD
seeks to extend its outsourcing programme.


Communications


VT's recent acquisition VT Merlin had a good year, delivering on current
contracts and winning important new business.


VT Merlin has successfully completed the design and build of a new short and
medium wave transmission station in Oman for the BBC World Service.  Work on
this contract started in March 2000 and the station is now providing a 24 hours
broadcast service.


VT Merlin is also a 20% shareholder in the Alert JV that won the 30 year PFI
contract with the Defence Communications Services Agency (DCSA) for a new
Submarine Communications Facility.  VT Merlin is responsible for the design and
build of the facility, and for its operation and maintenance.  The project is
running to programme and budget, with the transmitter station built and fully
operational.  This is successfully providing an interim service whilst the
receivers, which have been fully tested, are installed on the submarines.


In March VT Merlin was selected as preferred bidder for the Defence High
Frequency Communications Service contract further strengthening its relationship
with the DCSA.  The fifteen-year Public Private Partnership contract is expected
to be finalised by June 2003 and will be worth #220m.  Under the contract VT
Merlin will operate, maintain and enhance the MOD's High Frequency
Communications Facilities in the UK and overseas that are used by all three
armed services.






Education and Skills


During the year VT has consolidated its position as a significant player in the
UK education and skills market, an area that is an important priority for
government, and which overall has seen substantial increases in funding.


VT Plus Training is the UK's second largest private sector provider of
vocational, work-based training with over ten years' experience.  Through over
40 regional offices it has a national presence and is responsible for delivering
Modern Apprenticeships for over 10,000 young people.  It is growing strongly and
has expanded its service offering during the course of the year from training in
the hospitality and engineering sectors into new vocational areas including
sport and recreation and residential care.


VT Education has developed a significant business, supplying specialist services
in support of education - including schools inspection, training and
consultancy, and facilities, financial and personnel management - to both
central and local government.  During the year it won a new schools inspection
contract from OFSTED.  The contract will commence in September 2003 and covers
the inspection of 185 schools.  OFSTED has a policy of reducing the number of
suppliers with the intention that each of those selected undertakes a larger
number of inspections.  Winning this contract is therefore a critical step
towards VT Education increasing its market share in this area.


VT Education was also selected in April as preferred bidder to partner Surrey
County Council for the Surrey School Support Service.  A final contract is
expected to be agreed in June and to become effective in September.  The initial
contract for Surrey schools is for a seven-year period and is valued at around
#100m.  Under the contract the joint venture company will provide a range of
school improvement services.  Success in Surrey provides VT Education with the
opportunity to develop a stand-alone business providing quality services to
other schools and local education authorities around the country.


VT Careers Management, our group of companies that provides careers advice and
guidance for young people and adults, is now fully operational as part of the
government's new Connexions service.  This service is for 13 to 19 year-olds,
and brings together all the various support services for young people, including
careers guidance.  Within local Connexions Partnerships VT Careers Management
has secured contract renewal for careers services in all eight areas in which it
has been operating to date.



 SHIPBUILDING


The year has been one of change and transition for our shipbuilding business,
with our move from Woolston to Portsmouth, existing contracts nearing
completion, preparation for the start of production on the Type 45 and the
restructuring of our marine products business.


VT has to date spent #41m of its committed #50m of investment to develop its new
Portsmouth Shipbuilding Facility.  It is the first purpose-built shipyard
constructed in Britain for many years and is Europe's most advanced naval
shipbuilding facility.  The new facility provides two large covered construction
halls for unit and ship assembly.  It will also have the latest manufacturing
plant and facilities for advanced outfitting.  Its opening this year will mark
the start of a new era for VT's shipbuilding business.


The construction programme has proceeded on time and to budget.  The new
facility passed at the end of April its formal Production Readiness Review
carried out by BAE Systems, the Type 45 prime contractor, with the involvement
of the MOD's Defence Procurement Agency.  This was followed by a commissioning
phase prior to the first cutting of steel in mid-May.


In parallel with the commissioning of Portsmouth, the Woolston Shipyard has been
sold to the South East of England Development Agency.  Nearly half of the
Woolston workforce of 1000 have now completed the transfer to Portsmouth, with
the remaining staff scheduled to complete the transfer by September.  VT will
vacate the Woolston site by the end of December.


The investment in Portsmouth was made possible by VT's contract to construct and
outfit major blocks for each of the first six Type 45 destroyers.  Work on
trials masts to test the radar systems for the Type 45  is underway.  Production
of the Type 45 blocks will start a few months later than originally anticipated
in the early Autumn.


VT has a strong reputation for delivering ships to its customers on time and to
a high standard.  Satisfactory progress has been made through the year with
existing contracts.  Under VT's prime contract to supply to Survey Vessels to
the MOD, the first vessel HMS Echo was successfully handed over and
commissioned, and the second, HMS Enterprise, is about to commence sea trials.


The ground-breaking PFI contract to supply three River Class Offshore Patrol
Vessels for the Royal Navy has also passed a number of important milestones.
The First of Class vessel, HMS Tyne has now been accepted into service, the
second, HMS Severn was launched in December and is about to start sea trials,
with the third vessel due to be launched in June 2003.


As these contracts near completion VT Shipbuilding has been faced with a
short-term gap in production until the work on the Type 45 programme commences.
As a consequence the company had to issue a precautionary redundancy notice for
up to 160 employees.  In the event the company was able to take steps to
mitigate the impact of this notice and to avoid the need for any compulsory
redundancies. Some of its shipbuilding workforce will be temporarily transferred
to its ship refit and repair joint venture Fleet Support Limited to assist with
an increased workload resulting from recent contract wins, illustrating one of
the benefits of co-location at Portsmouth.  Others will commence work on the
construction of the barge required for transporting to Scotland for assembly
Type 45 modules.  The balance of 70 staff have volunteered to take redundancy.



VT Shipbuilding stands to benefit from the announcement by the Secretary of
State for Defence in January to place a contract with BAE Systems in partnership
with Thales to design and deliver two new aircraft carriers for the Royal Navy.
In this announcement the Secretary of State for Defence indicated his belief
that the carriers would be built by a combination of four yards including VT at
Portsmouth.  VT is closely involved in discussions with the BAE Systems/Thales
team about both the level and nature of work it is best placed to carry out on
the programme.  We remain confident of securing around 20 per cent of the
production hours on the carrier programme, as well as participating in the
design and support activities.


VT has launched its Skills for Life initiative to recruit and train the 1000
additional employees it is likely to need for the carrier programme.  This has
been designed to equip staff with skills that go beyond shipbuilding to ensure
that when the peak requirements of the carrier have been met, they can apply
those skills elsewhere in the VT Group.


On the export front, VT has completed a significant proportion of its share of
the work as part of the technology transfer deal with the Greek shipyard Elefsis
to supply 3 Super Vita Fast Attack Craft for the Hellenic Navy.  We are
currently in discussion with Elefsis about 2 follow-on Fast Attack Craft with a
potential contract value to VT of #100m.  In addition, Elefsis and VT have been
solely nominated to submit proposals for a new corvette for the Hellenic Navy.





We have a number of other opportunities in the export market.  VT has been
short-listed to supply, under a technology transfer deal, up to 7 patrol vessels
of varying sizes to the New Zealand Navy and is also bidding to supply 3 Ocean
Patrol vessels to Oman.  A preferred bidder is expected to be selected by the
end of the year on each of these programmes.


The Mirabella V Project to build the world's largest composite sloop rigged
super yacht is moving towards completion.  This has proved to be a challenging
programme but despite this the yacht is due to be launched this summer and
delivered by the end of the year.


VT Halmatic continues to grow through contract wins and some acquisition.
During the year VT Halmatic acquired the commercial products of CARA (a builder
of small composite boats), from which the first product has been delivered to
Clydeport.  It also won a significant contract from ABP Southampton for the
lease and support of pilot and port vessels.  The first new vessels under this
scheme are due for delivery in the summer.


VT announced in March its decision not to make any further significant new
investments in marine products.  This has involved withdrawing from oil and gas
activities, closing a number of sites and integrating the residual motion and
electrical controls businesses into an enlarged shipbuilding division.  The
reorganisation will be  completed by mid-summer with the closure of two sites,
including its Houston operation and the consequent sale to the Wood Group plc of
the associated intellectual property in April 2003.  The reorganisation is on
target for completion in line with the financial provision made at the half
year.


CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the year ended 31 March 2003

                         2003
                    Before
                    exceptional
                    items and
                    amortisation
                    of goodwill
                            #000         2003        2003
                                   Amortisation Exceptional     2003       2002
                                   of           items
                                   goodwill
                                         #000        #000      Total      Total
                                                                #000       #000

Turnover: Group and      564,639            -           -    564,639    478,953
share of joint
ventures

Less: share of           (83,615)           -           -    (83,615)   (67,440)
joint ventures'           --------      -------     -------     ------     ------
turnover

Group turnover           481,024            -           -    481,024    411,513
Cost of sales           (398,468)     (19,475)    (11,381)  (429,324)  (352,684)
                         --------      -------     -------     ------     ------

Gross profit              82,556      (19,475)    (11,381)    51,700     58,829
Administrative           (47,616)           -      (3,043)   (50,659)   (36,196)
expenses                  --------      -------     -------     ------     ------

Group operating           34,940      (19,475)    (14,424)     1,041     22,633
profit                    --------      -------     -------     ------     ------

Share of operating         8,125            -           -      8,125      6,062
profit in joint           --------      -------     -------     ------     ------
ventures

Total operating
profit : Group
and share of joint        43,065      (19,475)    (14,424)     9,166     28,695
ventures
Profit on disposal             -            -       4,000      4,000          -
of tangible fixed         --------      -------     -------     ------     ------
assets

Profit on ordinary        43,065      (19,475)    (10,424)    13,166     28,695
activities before         --------      -------     -------     ------     ------
interest

Net interest              (1,975)           -           -     (1,975)     2,297
(payable)/
receivable -
group

- joint ventures             457            -           -        457        446
                          --------      -------     -------     ------     ------
                          (1,518)           -           -     (1,518)     2,743
 ------------------       --------      -------     -------     ------     ------

Profit on ordinary        41,547      (19,475)    (10,424)    11,648     31,438
activities before                                               ------     ------
taxation
Tax on profit on                                              (5,363)    (8,714)
ordinary activities

- group

- joint ventures                                              (2,746)    (1,999)
                                                                ------     ------
                                                              (8,109)   (10,713)
 ------------------       --------      -------     -------     ------     ------

Profit on ordinary                                             3,539     20,725
activities after
tax

Equity minority                                                 (797)    (1,402)
interest                  --------      -------     -------     ------     ------

Profit for the                                                 2,742     19,323
financial year
Dividends                                                    (14,367)   (13,199)
                          --------      -------     -------     ------     ------
                          --------      -------     -------     ------     ------

Retained (loss)/
profit for the
group and its share
of joint ventures                                            (11,625)     6,124
 ------------------       --------      -------     -------     ------     ------

Earnings per
share

Basic - before
amortisation of
goodwill and
exceptional items                                              16.60p     15.08p
                                                               
Basic - before                                                 13.03p     14.77p
amortisation of
goodwill

Basic - after                                                   1.61p     11.55p
amortisation of
goodwill

Diluted - after                                                 1.60p     11.41p
amortisation of
goodwill


All results arise from continuing operations.


No note of historical cost profits required by FRS3 has been presented since
reported profits do not materially differ from historical cost profits.


The prior year earnings per share figures have been restated to recognise the
share split in July 2002.


CONSOLIDATED BALANCE SHEET
At 31 March 2003


                                                    2003             2002
                                                    #000             #000

Fixed assets
Intangible assets
Goodwill                                         159,381          174,414

Tangible assets                                  157,699          105,654
                                                   -------          -------
Investments in joint ventures
Share of gross assets                             51,663           28,262
Share of gross liabilities                       (42,840)         (22,522)
                                                   -------          -------

                                                   8,823            5,740
Investment in own shares                             665            1,266
-----------------------------------                -------  ----    -------  

                                                 326,568          287,074
                                                   -------  ----    -------  

Current assets
Stocks                                            21,000           23,064
                                                   -------          -------
Debtors - due within one year                    109,912          106,002
Debtors - due after one year                      12,500                -
                                                   -------          -------
                                                 122,412          106,002
Cash at bank and in hand                          29,455           70,991
-----------------------------------                -------  ----    -------  

                                                 172,867          200,057
Creditors -
amounts falling due within one year             (228,325)        (242,386)
-----------------------------------                -------  ----    -------  

Net current (liabilities)/assets                 (55,458)         (42,329)
-----------------------------------                -------  ----    -------  

Total assets less current liabilities            271,110          244,745
Creditors -
amounts falling due after more than one year     (88,625)         (64,538)
Provisions for liabilities and charges           (35,338)         (23,156)
-----------------------------------                -------  ----    -------  

Net assets                                       147,147          157,051
-----------------------------------                -------  ----    -------  

Capital and reserves
Called up share capital                            8,544            8,502
Share premium account                             23,378           21,388
Profit and loss account                          111,503          123,100
-----------------------------------                -------  ----    -------  

Equity shareholders' funds                       143,425          152,990
Equity minority interest                           3,722            4,061
-----------------------------------                -------  ----    -------  

                                                 147,147          157,051
            -----------------------------------    -------  ----    -------  


CONSOLIDATED CASH FLOW STATEMENT
For the year ended 31 March 2003

                                                             2003       2002
                                                             #000       #000

Cash flow from operating activities                        42,980     52,533
Dividends received from joint ventures                      2,746        3,812
Returns on investments and servicing of finance            (6,073)     2,193
Taxation                                                   (7,603)    (3,661)
Capital expenditure and financial investment              (60,066)   (39,112)
Acquisitions and disposals                                (30,193)   (90,025)
Equity dividends paid                                     (13,547)   (12,273)
---------------------------                                 -------    -------

Cash outflow before use of liquid resources and           (71,756)   (86,533)
financing
Management of liquid resources                             17,764     26,391
Financing                                                  30,220     42,006
---------------------------                                 -------    -------

Decrease in cash in year                                  (23,772)   (18,136)
---------------------------                                 -------    -------



RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
For the year ended 31 March 2003


                                                           2003           2002
                                                           #000           #000

Decrease in cash in year                                (23,772)       (18,136)
Cash inflow from decrease in liquid resources           (17,764)       (26,391)
---------------------------                               -------        -------

Movement in cash balances                               (41,536)       (44,527)
Cash inflow from increase in debt                        (3,787)       (39,483)
---------------------------                               -------        -------

Change in net debt resulting from cash flows            (45,323)       (84,010)
Loan notes issued and deferred consideration                238        (39,249)
Translation differences                                   1,425              -
---------------------------                               -------        -------

Movement in net debt in the year                        (43,660)      (123,259)
Net (debt)/funds at 1 April                             (37,260)        85,999
---------------------------                               -------        -------

Net debt at  31 March                                   (80,920)       (37,260)
---------------------------                               -------        -------



RECONCILIATION OF OPERATING PROFIT TO OPERATING CASH FLOWS

                                                  2003 #000               2002
                                                                          #000

Operating profit                                           1,041        22,633
Goodwill amortisation and impairment                      19,475         5,397
Depreciation charge                                        8,159         7,028
(Profit)/Loss on sale of fixed assets                       (660)          148
Increase in provisions                                     3,675         3,338
Decrease/(Increase) in stocks                              1,920        (2,581)
Increase in debtors                                       (6,020)      (21,099)
Increase in creditors                                     15,390        37,669
---------------------------                                -------       -------

Net cash flow from operating activities                   42,980        52,533
---------------------------                                -------       -------

CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
For the year ended 31 March 2003

                                                                2003      2002
                                                                #000      #000

Profit for the financial year                                  2,742    19,323
Currency translation difference on foreign currency net         (670)       63
investments
Movement on employee share ownership trust                     1,547    (2,253)
------------------------------                                 -------   -------

Total recognised gains and losses relating to the financial    3,619    17,133
year                                                           -------   -------



RECONCILIATIONS OF MOVEMENTS IN SHAREHOLDERS' FUNDS
For the year ended 31 March 2003

                                                                2003      2002
                                                                #000      #000

Profit for the financial year                                  2,742    19,323
Dividends                                                    (14,367)  (13,199)
---------------------------                                    -------   -------

Retained (loss)/profit for the year                          (11,625)    6,124
Other recognised gains and losses relating to the year          (670)       63
(net)
Movement on employee share ownership trust                     1,547    (2,253)
New share capital subscribed                                   1,183    11,512
---------------------------                                    -------   -------

Net (reduction)/addition to shareholders' funds               (9,565)   15,446
Opening shareholders' funds                                  152,990   137,544
---------------------------                                    -------   -------

Closing shareholders' funds                                  143,425   152,990
---------------------------                                    -------   -------


     Analysis of Business Segments

                       Support Services                Shipbuilding                    Group
                           2003            2002            2003            2002            2003            2002
                           #000            #000            #000            #000            #000            #000


Turnover
Sales to third
parties
Group                   340,074         242,969         140,950         168,544         481,024         411,513
Share of joint           83,615          67,440               -               -          83,615          67,440
ventures               ---------      ---------       ---------       ---------       ---------          ------

                        423,689         310,409         140,950         168,544         564,639         478,953
                       ---------      ---------       ---------       ---------       ---------          ------

Operating profit
Group                    24,261          17,956          10,679          10,824          34,940          28,780
Reorganisation costs          -               -         (14,424)           (750)        (14,424)           (750)
Share of joint            8,125           6,062               -               -           8,125           6,062
ventures                   ------  ---     ------  ---     ------  ---     ------  ---     ------  ---     ------

                         32,386          24,018          (3,745)         10,074          28,641          34,092
Goodwill                (11,542)         (4,540)         (7,933)           (857)        (19,475)         (5,397)
amortisation               ------  ---     ------  ---     ------  ---     ------  ---     ------  ---     ------

                         20,844          19,478         (11,678)          9,217           9,166          28,695
 ---------------------     ------  ---     ------  ---     ------  ---     ------  ---

Profit on disposal of                                                                     4,000               -
tangible fixed
assets
                                                                                           ------  ---     ------

                                                                                         13,166          28,695

Net interest (payable)                                                                   (1,518)          2,743
/receivable                                                                                ------  ---     ------

Profit before                                                                            11,648          31,438
taxation                                                                                   ------  ---     ------

Net assets
Segment net assets       11,127          13,879         127,197         137,432         138,324         151,311
---------------------      ------  ---     ------  ---     ------  ---     ------  ---     ------  ---     ------

Group share of the net    8,823           5,740               -               -           8,823           5,740
assets of joint            ------  ---     ------  ---     ------  ---     ------  ---     ------  ---     ------
ventures

Total net assets         19,950          19,619         127,197         137,432         147,147         157,051
---------------------      ------  ---     ------  ---     ------  ---     ------  ---     ------  ---     ------


The above analysis has been changed to reflect the new focus of the group on 2
divisions.


Support Services includes all activities connected with facilities management,
training and education and the equipping and/or supporting of company designed
Warships.  Shipbuilding includes all activities in respect of designing and/or
building ships, the design and supply of electronic control systems, steering
gear, stabilisers, bow thrusters, water jets, ride control equipment and the
manufacture of engineering products.


Support Services' activities are not dependent on the group winning major ship
orders.


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

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