19 April 2001
Enquiries:
Adrian Biles, Chief Executive, Culver Holdings plc Tel: 020 7456 1300
Chris Yates, Credit Lyonnais Securities Tel: 020 7588 4000
John Bick, Holborn Public Relations Tel: 020 7929 5599
Culver Holdings plc
2000 Preliminary Results
Culver Holdings plc, the Cardiff based business development group currently
operating through four divisions - Technology, Media, Insurance and Property
- announces preliminary results for the year ended 31 December 2000.
Summary
* 2000 was a year of significant change for the Group with the demerger of
the travel business and the acquisitions of Wire 2, Aerotech Systems, Inc and
Carnell Systems Limited. Consequently, the results for the year (a pre-tax
loss of #0.39 million on turnover of #8.86 million - 1999 pre-tax loss of
#1.81 million on turnover of #6.13 million) should be read with care as they
comprise the results of businesses acquired part way through the year only
and of businesses which have ceased to be part of the Group together with a
number of exceptional items related to the demerger of worldtraveldirect.com
plc.
Technology:
Aerotech Europe and Carnell Systems have now been merged to service the
travel sector. Aerotech Inc in the US now has established support centres in
Singapore and Chicago to service larger projects principally to the global
airline industry.
Culver Technologies has commenced the initial stages of a project for its
next large international customer for its telecoms based voice and data
integration services.
Media - Wire 2 has launched its Newslink service to journalists providing an
exclusive network for the transmission of data to newspapers and news
services around the UK together with archiving and library services. Wire 2
is now concentrating on expanding its services into photographic distribution
and archiving.
Insurance - following a period of difficult trading we have restructured the
general commercial insurance and independent financial advisory businesses in
order for each to concentrate on their own revenue streams. These two
businesses are already starting to show improvements in performance in the
current year.
Property - a realisation of our interest in the Culverhouse Cross site has
been achieved since the year end and gave rise to a profit in 2000 of #0.2
million
Commenting on the preliminary results, Adrian Biles, Chief Executive, said:
"The Group sees its Technology and Media businesses as the engines for its
future growth and those businesses are developing in line with our
expectations. Refocusing the Insurance business on increasing profitability
rather than scale and market share should ensure that shareholder value is
delivered more clearly from this part of the Group in future. The management
team continues to focus tightly on delivering value and to that end we
continue to explore new avenues for realising that value for shareholders."
Chairman's Statement
The Board is pleased to announce the Group's results for the year to 31
December 2000.
The retained profit for the year was #0.65 million (1999 - loss #1.7 million)
after taxation of #7,000 (1999 - #21,000), minority interest of #0.47 million
(1999 - nil), a gain of #4.3 million on the "partial disposal" in January of
worldtraveldirect and a further #0.56 million (1999 - nil) surplus arising on
its demerger in September. The loss before taxation was #0.39 million. (1999
- loss #1.81 million). These results include the results of the travel
division for its period in the Group (#3.78 million loss on turnover of #4.0
million) and a profit of #0.2 million realised on disposal of the Group's
interest in its former BMW dealership site at Culverhouse Cross. No dividend
is proposed.
The business of the Group following the demerger is operated through four
divisions: Technology, Media, Insurance and Property.
Technology (Turnover #1.03 million, operating profit #0.35 million)
The Technology Division of the Group has expanded substantially during the
year with the acquisitions of Aerotech and Carnell Systems Limited which were
detailed in a circular to shareholders dated 1 September 2000. It now
consists of Aerotech Systems Inc in the US and the Asia Pacific region,
Aerotech Europe Limited (into which Carnell Systems has been merged) in the
Europe, Middle East and Africa regions and Culver Technologies Limited which
operates principally in the UK and the US.
Aerotech Europe has been established as the European, Middle East and African
presence of the global Aerotech business. It is currently undertaking the
multiple phase implementation of a travel e-commerce solution for a very
large European travel agency customer and is attracting a high level of
interest from its potential market. The business also continues to support
the trading subsidiaries of World Travel Holdings plc into which
worldtraveldirect was demerged and in which the Group retains an interest of
a little under 1% of the share capital.
The Technology Division has also established a presence in India to take
advantage of the large pool of skilled resource which is available within the
subcontinent.
Aerotech Systems Inc in the US has established technical development and
support centres in Singapore and Chicago and recruited further senior
technical staff to support the various large projects in which the company is
engaged. These projects relate principally to the global airline industry
rather than the travel agency business.
Culver Technologies has begun to market its voice and data integration
consulting and implementation services to corporate clients and is receiving
considerable interest from, in particular, businesses which have multiple
international sites and a need for a solution to home and remote working for
personnel outside the office. Culver Technologies has provided the Group and
World Travel Holdings plc with multiple solutions to their own similar
internal requirements and has commenced the initial design phase for its next
large international customer.
Media (Turnover #0.22 million, operating loss #0.62 million)
As also described in the circular of 1 September, Wire 2 Limited and Hothouse
Media Services Limited were acquired during the second half of the year.
These companies have been merged and the combined business provides
journalists who subscribe to its Newslink service with the ability to file
stories with newspapers from any location with a phone line.
The Newslink service launched on a live basis on 1 February 2001 to a
customer base established by a previous service provider who has now
discontinued operation of its own platform.
The service is operating well and the customer base has been successfully
migrated to the new platform. The early trading performance of this business
(which generated no meaningful turnover last year) is encouragingly ahead of
management's plans this year.
Wire 2 will now focus on expanding the market for Newslink services by
targeting new segments within the news industry. These segments will generate
growth in revenues whilst additional services are developed. These additional
services will include greater Internet integration and the ability to collect
and distribute photographic material. Photographic distribution is currently
scheduled to be available in the fourth quarter.
Insurance (Turnover #2.20 million, operating loss #0.51 million)
The performance of the insurance business for the year did not improve prior
to the year end, principally the result of continued difficulty in achieving
adequate levels of new business and managing the revenues from the Mount
Stuart Group, together with difficulties operating the Willis Commercial
Network IT solution in two different locations. However steps were taken at
the end of the period to refocus management by separating the general
commercial insurance business from the independent financial advisory
business to enable each line of business to concentrate on its own revenue
and profit and loss accounts. These steps have already borne fruit in 2001.
The general commercial business is also working closely with the Willis
Commercial Network to ensure that all benefits of membership including the
Willis IT solution are properly exploited.
Property (Turnover #1.24 million, operating profit #0.20 million)
The residual interest of the Group in its former BMW dealership site at
Culverhouse Cross in Cardiff has now been fully realised. I said in my
interim statement that it was not expected that any significant profit for
the Group would be realised, but in fact a profit of #0.2 million was
achieved as stated above.
Prospects
The Technology and Media businesses are developing broadly in line with
management's targets and as I said in my interim statement are expected to
provide the engine for the Group's growth.
The insurance business has been restructured as stated above to ensure that
management remains clearly focused on the need to deliver profit from a
revenue stream which is anticipated to continue to grow.
The Board intends to continue its policy of delivering value into the hands
of shareholders and continues to examine opportunities which will assist in
the fulfilment of this policy.
The Board view the future with considerable optimism and hope to be able to
report further progress in their strategy of increasing shareholder value
during the coming year.
Richard Read
Chairman
19 April 2001
Culver Holdings plc
Preliminary unaudited results
For the year ended 31 December 2000
Profit and Loss Account
Notes 2000 1999
#'000 #'000
Turnover 1
Continuing operations 2,257 2,170
Acquisitions 1,249 -
Ongoing 3,506 2,170
Ceased 5,356 3,956
8,862 6,126
Cost of sales (8,432) (4,800)
Gross Profit 430 1,326
Administrative expenses (5,887) (2,721)
Operating loss 2 (5,457) (1,395)
Goodwill amortisation (170) (402)
Goodwill adjustment - 10
Profit on sale of fixed assets 6 -
Gain on sale of shares in subsidiary 3 924 -
Gain arising on outside subscription
into subsidiary 4 4,300 -
Interest receivable and similar income 50 13
Interest payable and similar charges (42) (39)
Loss before taxation (389) (1,813)
Taxation 5 7 21
Loss after taxation (382) (1,792)
Minority Interest 472 -
Profit/(Loss) for the financial year 90 (1,792)
Arising on demerger of subsidiary 6 564 -
Retained Profit/(Loss) 654 (1,792)
Earnings/(Loss) per share before goodwill 7 2.76 (21.81)
amortisation (pence)
Earnings/(Loss) per share after goodwill 0.95 (28.12)
amortisation (pence)
Diluted earnings/(loss) per share after 0.93 (26.68)
goodwill amortisation (pence)
Shares in issue (millions) 10.61 8.46
Shares used in eps (millions) 9.42 6.37
Shares used in fully diluted eps (millions) 9.62 6.72
Culver Holdings plc
Preliminary unaudited results
For the year ended 31 December 2000
Balance Sheet
2000 1999
#'000 #'000
Fixed Assets
Goodwill 4,101 2,256
Investments 446 -
Tangible assets 737 530
5,284 2,786
Current Assets
Stocks 43 644
Debtors 2,824 2,639
Cash at bank and in hand 1,067 213
3,934 3,496
Creditors: amounts falling due within one year (3,791) (4,905)
Net current assets/(liabilities) 143 (1,409)
Total assets less current liabilities 5,427 1,377
Creditors: amounts falling due after more than one year (2,281) (632)
Net assets 3,146 745
Capital and reserves
Called up share capital 2,653 2,116
Share premium 3,951 2,741
Profit and loss account (3,458) (4,112)
3,146 745
Culver Holdings plc
Preliminary unaudited results
For the year ended 31 December 2000
Consolidated Cash Flow Statement
2000 1999
#'000 #'000
Net cash inflow/(outflow) from continuing operations (2,881) (1,630)
Returns on investments and servicing of finance
Interest received 50 13
Interest paid (42) (39)
Net cash flow from returns on investments and servicing 8 (26)
of finance
Taxation 18 (5)
Capital expenditure and financial investments
Purchase of tangible fixed assets (2,799) (169)
Sale of goodwill 25 -
Sale of tangible fixed assets 201 41
Sale of shares in subsidiary 937 -
Investments (114) -
Net cash outflow from capital expenditure and financial (1,750) (128)
investments
Acquisitions and diposals (578) (659)
Net cash outflow before financing (5,183) (2,448)
Financing
Issue of shares (net of costs) 1,401 1,623
Issue of shares to Minorities in subsidiary 4,707 -
Loan received 900 200
Repayment of loans (67) (258)
Capital element of hire purchase (171) (135)
Net cash inflow from financing 6,770 1,430
Increase(decrease) in cash in period 1,587 (1,018)
Represented by:-
Increase(decrease) in insurance broking balances 200 (112)
Increase (decrease) in other balances 1,387 (906)
1,587 (1,018)
Culver Holdings plc
Preliminary unaudited results
For the year ended 31 December 2000
Notes to the Financial Statement
2000 1999
#'000 #'000
1. Analysis of turnover
Turnover
Insurance-continuing 2,196 2,168
Insurance-ceased - 281
Finance-continuing 13 -
Finance-ceased 111 865
Travel-ceased 4,005 2,691
Property-ceased 1,240 120
Media-acquisitions 222 -
Technology-acquisitions 1,027 -
Other 48 1
8,862 6,126
2. Analysis of operating loss
Insurance-continuing (505) 84
Insurance-ceased - (125)
Finance-continuing (27) -
Finance-ceased (42) (207)
Travel-ceased (3,781) (1,740)
Property-ceased 203 -
Media-acquisitions (618) -
Technology-acquisitions 350 -
Other - -
Central income/(costs) (1,037) 593
(5,457) (1,395)
The results of Aerotech Europe Limited and Carnell Systems Limited have
been included since the date of acquisition. The results of Aerotech
Systems Inc have not been included as total management control has not been
fully effected.
3. This gain arose from the sale of shares in World Travel Holdings
plc, the holding company for the group's travel interests, which was
demerged on 18 September 2000 and which achieved a listing on the
Alternative Investment Market on 20 September 2000.
4. This gain was the result of the investment in the group's travel
division, now demerged, by minority shareholders. The group raised #4.7
million which was invested in its travel internet project.
5. Provision for taxation has been made assuming current rates of
Corporation Tax based upon the estimated rate of taxation for the year.
6. This gain arose on the demerger of World Travel Holdings plc.
7. The earnings/( loss) per share has been calculated on a weighted
average of 9,423,872 (1999: 6,370,777) ordinary shares in issue during the
year based on a profit of #90,000 (1999: loss #1,792,000). The fully
diluted loss per share is calculated on a weighted average number of shares
of 9,621,599 (1999: 6,715,467).
8. The comparative figures for the financial year ended 31 December
1999 are extracted from the Company's statutory accounts. Those accounts
have been reported on by the Company's auditors and delivered to the
Registrar of Companies. The report of the auditors was unqualified and did
not contain a statement under Section 237(2) or (3) of the Companies Act
1985.
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