RNS Number:0753D
Clipper Ventures PLC
29 October 2002
CLIPPER VENTURES PLC
PRELIMINARY ANNOUNCEMENT OF RESULTS FOR THE YEAR ENDED 30 APRIL 2002
Chairman's Statement
Introduction
In my half year report to shareholders I said that we were entering an exciting
time for the company. I wrote that just after the atrocities of September 11th.
The following months were in fact one of the most challenging periods we have
faced. The sponsorship market has been particularly hard hit by the economic
downturn. Nevertheless, we have completed a number of important deals for
sponsorship of both the next Clipper Race and for the Around Alone race, which
started from New York in September.
Accounting Policies
Recent events in the accounting profession have persuaded my Board and me that
we must implement the most stringent and prudent accounting policies. In
reality, we are already delivering benefits to the sponsors of both races, and
as such it could be argued that the income we have derived from sponsorship is
highly relevant to our financial performance. If the financial impact of
sponsorship cash received were included in the profit for the year we would
indeed show a profit. However, we have adopted the ultra-prudent policy of not
including any refundable sponsorship income that relates to races that have yet
to start in these accounts, even if those monies had already been paid at year
end. In order to clarify this policy, we have the wording of our stated
accounting policy, which is shown later in this report. It should be noted that
this is not the basis which was used in our half year results.
Cities
The operating loss for the year relates largely to the second half of the Times
Clipper 2000 yacht race and to our activities in corporate sailing. This has
been cut by 37% to #196,000. Financing costs have similarly be reduced by 26%.
As crew have been signing up for the Clipper 2002 race, debtors have naturally
risen. This has led to an operating cash outflow of #686,590. These debtors will
largely be collected by September 2002, immediately prior to the start of the
next Clipper Race. This will lead to a very strong cash performance in the half
year to October 2002. These results show the benefit of our continuing focus on
controlling the costs of the business. When combined with the profit impact of
the Clipper 2002 and Around Alone 2002 races feeding into the results, the
company will start to generate continuous profitability.
Operations
Clipper 2002
This race is now set to start from Liverpool on October 27th 2002. All
preparations are near to completion, and despite the economic influences the
race is a near sell out. Sponsorship income has been difficult to raise, as
companies are generally trimming their marketing spends. Nevertheless, we have
completed some very significant deals:
1) Cities
The key difference between the Clipper race and other round the world yacht
races is that cities adopt individual boats. All other yacht races have boats
sponsored by corporates, which does not generate the same level of passion and
excitement for the public as supporting their "home team". In the 2002 race we
are pleased to welcome international entries from New York, Hong Kong, and Cape
Town. This is a key step in our ambition to develop the Clipper Race into a
truly global event with entries from all round the world - the Nations Cup of
Yachting.
2) Host Ports
Liverpool will host the start and finish of the race in a deal worth #200,000 to
Clipper Ventures. In addition, Clipper will achieve significant cost savings
versus the last race as a result of its partnership with Liverpool. Similarly
Jersey has agreed to host the penultimate stop over of the race in a deal worth
#70,000 plus cost savings. Additional host port agreements have been signed with
the other ports on route.
3) Official suppliers and Clipper Ventures Business Network (CVBN)
Companies can support the race by joining the Clipper Ventures Business Network
either as "official suppliers" providing their goods free of charge or at
heavily discounted rates, or by payment of a #25,000 joining fee. We have had a
very strong take up with companies such as Jaguar Cars, Crosby Homes, Olympus,
Henri Lloyd, Peters and May and UBS joining. Currently there are 27 members of
CVBN.
4) Media partners
To increase the media profile of the race, the local newspapers of the competing
cities have media partners for the race. This includes titles such as The Wall
Street Journal, The Bristol Evening Post, The Glasgow Evening Times and the
Liverpool Echo.
The Clipper 2002 race looks set to be the biggest, and most international event
to date. It is ideally placed to act as a springboard for the continued
globalisation of the event.
Around Alone
This event started from New York almost underneath the Statue of Liberty, in
September 2002. The 13 entries from around the world included some of the worlds
top sailors - Emma Richards (GBR), Bernard Stamm (Swz), Thierry Dubois (Fr),
Brad Van Liew (US) to mention a few. Sponsors associated with the race include
such names as Bayer, HSBC, Pindar, Audi Imperial Hotels, and Bobst Armor Lux.
Sponsors local to the ports of call are also involved in the event, such as
South West RDA (UK), Cape Town Tourism and West Country Communications. Host
port deals have been signed for Torbay, Cape Town, Tauranga (NZ) and Salvador
(Brazil), all of which include significant cash contributions to Clipper
Ventures as well as value in kind. Clipper has also joined with Raymarine,
Tiscali, HSBC, Stratos and Loop Communications as race partners, in deals that
deliver significant value in kind benefits to the company.
The Around Alone race is proving to capture the public's imagination as the
competitors battle their way round the world single handed.
Events and Training
In a recently announced decision, Clipper Ventures has decided to close its
operations in Corporate Events and Training on its fleet of 38 foot yachts.
Operations will cease in October 2002, and the business will be sold. This
decision will enable Clipper Ventures to focus on its two round the world yacht
races.
Fast Track
Clipper Ventures recently announced a strategic alliance with Fast Track, part
of the Sports Resource Group Plc. This greatly boosts our ability to reach and
attract major sponsors, and we look forward to this improving the sponsorship
revenue generation of our two key events.
Outlook
The difficult economic environment has undoubtedly had a heavy impact on the
business. However we are confident that the excellence of the Clipper 2002 and
Around Alone 2002 events, the strategic alliance with Fast Track and our focus
on our key events and managing costs will continue to improve the profitability
of the company.
Sir Robin Knox-Johnston
Chairman
20th October 2002
Independent auditors' report to the shareholders of Clipper Ventures PLC
Year ended 30th April 2002
We have audited the financial statements of Clipper Ventures PLC for the year
ended 30th April 2002 which comprise the Profit and Loss account, the Balance
Sheet, the Cash Flow statement and the related notes 1 to 25. These financial
statements have been prepared under the historical cost convention and the
accounting policies set out therein.
Respective responsibilities of directors and auditors
As described in the statement of directors' responsibilities, the company's
directors are responsible for the preparation of the financial statements in
accordance with applicable law and United Kingdom Accounting Standards. Our
responsibility is to audit the financial statements in accordance with relevant
legal and regulatory requirements and United Kingdom Auditing Standards.
We report to you our opinion as to whether the financial statements give a true
and fair view and are properly prepared in accordance with the Companies Act
1985. We also report if, in our opinion, the Directors' Report is not consistent
with the financial statements, if the company has not kept proper accounting
records, if we have not received all the information and explanations we require
for our audit, or if information specified by law regarding directors'
remuneration and transactions with the company is not disclosed.
We read other information contained in the annual report and consider whether it
is consistent with the audited financial statements. This information comprises
only the Directors' Report and the Chairman's Statement. We consider the
implications for our report if we become aware of any apparent misstatements or
material inconsistencies with the financial statements. Our responsibilities do
not extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with United Kingdom Auditing Standards
issued by the Auditing Practices Board. An audit includes examination, on a test
basis, of evidence relevant to the amounts and disclosures in the financial
statements. It also includes an assessment of the significant estimates and
judgements made by the directors in the preparation of the financial statements
and of whether the accounting policies are appropriate to the company's
circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and
explanations which we considered necessary in order to provide us with
sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement, whether caused by fraud or other
irregularity or error. In forming our opinion, we also evaluated the overall
adequacy of the presentation of information in the financial statements.
Opinion
In our opinion, the financial statements give a true and fair view of the state
of affairs of the company as at 30th April 2002 and of the loss of the company
for the year then ended and have been properly prepared in accordance with the
Companies Act 1985.
MacIntyre Hudson
Peterbridge House Chartered Accountants
The Lakes & Registered Auditors
Northampton, NN4 7HB Date 28th October 2002
PROFIT AND LOSS ACCOUNT
YEAR ENDED 30TH APRIL 2002
2002 2001
Note # #
TURNOVER 2 2,246,664 2,740,122
Cost of sales 1,551,890 1,796,383
_______ ________
GROSS PROFIT 694,774 943,739
Administrative expenses 942,674 1,257,717
Other operating income (51,665) -
_______ ________
OPERATING LOSS 3 (196,235) (313,978)
Profit on disposal of fixed assets 6 - 66,357
_______ ________
(196,235) (247,621)
Interest receivable 368 278
Interest payable 7 (117,674) (159,622)
_______ ________
LOSS ON ORDINARY ACTIVITIES BEFORE TAXATION (313,541) (406,965)
Tax on loss on ordinary activities - -
LOSS FOR THE FINANCIAL YEAR ________ _________
(313,541) (406,965)
========= =========
Earnings per share (pence) 8 (2.35) (3.23)
______ ________
The company has no recognised gains or losses other than the results for the
year as set out above.
All of the activities of the company are classed as continuing.
BALANCE SHEET
30th APRIL 2002
2002 2001
# # # #
FIXED ASSETS
Intangible assets 9 109,475 109,475
Tangible assets 10 2,703,822 2,957,455
Investments 11 29,401 29,491
________ ________
2,842,698 3,096,421
CURRENT ASSETS
Stocks 12 163,538 202,230
Debtors 13 3,041,914 2,282,384
Cash in hand 347 1,229
________ ________
3,205,799 2,485,843
CREDITORS: Amounts falling due within 14 3,360,145
one year 3,971,834 ________
________
NET CURRENT LIABILITIES (766,035) (874,302)
________ ________
TOTAL ASSETS LESS CURRENT LIABILITIES 2,076,663 2,222,119
CREDITORS: Amounts falling due after 15 1,419,353 1,269,268
more than one year
________ ________
657,310 952,851
======== ========
CAPITAL AND RESERVES
Called-up equity share capital 21 328,652 328,202
Share premium account 22 2,109,163 2,091,613
Profit and Loss Account 23 (1,780,505) (1,466,964)
_________ _________
SHAREHOLDERS' FUNDS 24 657,310 952,851
(including non-equity interest) ============== ==============
CASH FLOW STATEMENT
YEAR ENDED 30TH APRIL 2002
2002 2001
# # # #
NET CASH (OUTFLOW)/INFLOW FROM OPERATING
ACTIVITES (384,638) 372,283
RETURNS ON INVESTMENTS AND
SERVICING OF FINANCE
Interest received 368 278
Interest paid (116,601) (157,736)
Interest element of hire purchase agreements (1,073) (1,886)
__________ _______
NET CASH OUTFLOW FROM RETURNS ON INVESTMENTS AND (117,306) (159,344)
SERVICING OF FINANCE
CAPITAL EXPENDITURE
Payments to acquire intangible fixed assets - (117,475)
Payments to acquire tangible fixed assets (8,986) (83,374)
Receipts from sale of fixed assets 3,498 2,638
_____ _____
NET CASH OUTFLOW FROM CAPITAL EXPENDITURE (5,488) (198,211)
ACQUISITIONS AND DISPOSALS
Acquisition of other trades and businesses - (123,514)
Disposal of other trades and businesses - 160,470
____ _______
NET CASH OUTFLOW FROM ACQUISITIONS AND DISPOSALS -
_______ 36,956
________
CASH (OUTFLOW)/INFLOW BEFORE FINANCING (507,432) 51,684
________ ______
Carried forward (507,432) 51,684
Brought forward (507,432) 51,684
FINANCING
Issue of equity share capital 450 9,434
Share premium on issue of equity share capital 17,550 490,566
Repayment of bank loans (180,342) (280,691)
Capital element of hire purchase agreements (207) (7,634)
_______ _______
NET CASH INFLOW/(OUTFLOW) FROM FINANCING (162,549) 211,675
_________ _______
(DECREASE)/INCREASE IN CASH (669,981) 263,359
________ _______
RECONCILIATION OF OPERATING LOSS TO
NET CASH OUTFLOW FROM OPERATING ACTIVITIES
2002 2001
# #
Operating loss (196,235) (313,978)
Depreciation 260,786 253,821
Amortisation - 8,000
(Profit)/Loss on disposal of fixed assets (1,665) 3,142
Decrease in stocks 38,692 90,353
(Increase)/Decrease in debtors (759,530) 181,835
(Decrease)/Increase in creditors 273,314 149,650
_______ _______
Net cash (outflow)/inflow from operating activities (384,638) 372,283
_______ ______
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
2002 2001
# # # #
(Decrease)/Increase in cash in the period (669,981) 263,359
Net cash outflow from bank loans 180,342 280,691
Net cash outflow in respect of hire purchase 207 7,364
agreements ______ ______
Change in net debt (489,342) 551,414
Net debt at 1st May 2001 (1,522,001) (2,073,415)
________ _________
Net debt at 30th April 2002 (2,011,343) (1,522,001)
________ _________
ANALYSIS OF CHANGES IN NET DEBT
At 1 May 2001 Cash flows At 30 Apr 2002
# # #
Net cash:
Cash in hand and at bank 1,229 (882) 347
Overdrafts (1,032,070) (669,009) (1,701,079)
_________ _________ _________
(1,030,841) (669,891) (1,700,732)
_________ _________ _________
Debt:
Debt due within 1 year (180,580) 31,481 (149,099)
Debt due after 1 year (299,455) 148,861 (150,594)
Hire purchase agreements (11,125) 207 (10,918)
_________ _______ _________
(491,160) 180,549 (310,611)
_________ ________ _________
Net debt (1,522,001) (489,342) (2,011,343)
________ _______ ________
NOTES TO THE FINANCIAL STATEMENTS
30th APRIL 2002
1. ACCOUNTING POLICIES
Basis of accounting
The financial statements have been prepared under the historical cost
convention, and in accordance with applicable accounting standards.
Recognition of race income and expenditure
Where the duration of a race involves more than one accounting period,
the income and expenditure relating to that race is allocated to the accounting
period on the basis of the number of legs completed.
Sponsorship
Sponsorship income and expenditure is recognised to match the timing of the race
to which it relates.
Going Concern
The directors consider that the funds available to the company are
sufficient for its operations for the foreseeable future and have prepared the
accounts on the going concern basis. In coming to this conclusion the directors
have considered the matters in note 14.
Goodwill
Purchased goodwill is capitalised and amortised on a straight line basis
over its useful economic life.
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:
Yachts Straight line over 6 to 10 years
Motor vehicles Straight line over 5 years
Equipment Straight line over 5 years
The carrying values of tangible fixed assets are reviewed for impairment
in periods if events or changes in circumstances indicate that the carrying
value may not be recoverable.
Investments
Investments are disclosed at cost unless the directors consider a
permanent diminution in value has occurred.
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 the
future payments is treated as a liability and the interest is charged to the
Profit and Loss Account.
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.
Deferred taxation
Deferred tax is recognised in respect of all timing differences that
have originated but not reversed at the balance sheet date where transactions or
events have occurred at that date that will result in an obligation to pay more,
or a right to pay less or to receive more, tax, with the following exception:
Deferred tax assets are recognised only to the extent that the directors
consider that it is more likely than not that there will be suitable taxable
profits from which the future reversal of the underlying timing differences can
be deducted.
Deferred tax is measured on an undiscounted basis at the tax rates that
are expected to apply in the periods in which timing differences reverse, based
on tax rates and laws enacted or substantively enacted at the balance sheet
date.
Foreign currencies
Assets and liabilities in foreign currencies are translated into
sterling at the rates of exchange ruling at the balance sheet date. Transactions
in foreign currencies are translated into sterling at the rate of exchange
ruling at the date of the transaction. Exchange differences are taken into
account in arriving at the operating profit.
2. TURNOVER
The turnover and loss before tax are attributable to the principal
activities of the company.
An analysis of turnover is given below:
2002 2001
# #
Round the world yacht race 1,787,857 1,927,652
RIBS charter and sales 6,832 111,882
Corporate hospitality and management training 398,293 539,544
Clothing sales 46,236 155,315
Other 7,446 5,729
________ _______
2,246,664 2,740,122
United Kingdom
=============== ===============
3. OPERATING LOSS
Operating loss is stated after charging/(crediting):
2002 2001
# #
Depreciation 260,786 253,821
Loss on disposal of fixed assets - 3,142
Profit on disposal of fixed assets (1,665) -
Auditors' remuneration
- as auditors 13,500 13,000
- for other services - 10,394
===== =======
4. PARTICULARS OF EMPLOYEES
The average number of staff employed by the company during the financial
year amounted to:
2002 2001
No. No.
Management 4 4
Administrative 16 14
Yacht personnel 19 23
____ _____
39 41
==== =====
The aggregate payroll costs of the above were:
2002 2001
# #
Wages and salaries 791,341 772,845
Social security costs 65,130 80,836
Other pension costs 16,560 -
873,031 853,681
====== ======
5. DIRECTORS' EMOLUMENTS
The directors' aggregate emoluments in respect of qualifying services were:
2002 2001
# #
Emoluments receivable 239,561 279,919
====== =======
Emoluments of highest paid director:
2002 2001
# #
Total emoluments (excluding pension contributions): 69,765 96,750
====== ======
6. PROFIT ON DISPOSAL OF FIXED ASSETS
2002 2001
# #
Profit on disposal of fixed assets - 66,357
==== =====
7. INTEREST PAYABLE
2002 2001
# #
Interest payable on bank borrowing 26,557 59,067
Finance charges 1,073 1,886
Other similar charges payable 90,044 98,669
______ _______
117,674 159,622
======= ========
8. EARNINGS PER SHARE
2002 2001
Earnings per ordinary share (pence) (2.35) (3.23)
_____ ______
Earnings per share have been calculated on the net basis on the loss on
ordinary activities after taxation of #(313,541) (2001 - #(406,965)) using the
average number of ordinary shares in issue of 13,321,185 (2001 - 12,595,714).
There is no dilutive effect of the options and warrants on the results
for the period ended 30th April 2002.
9. INTANGIBLE FIXED ASSETS
Goodwill
#
COST
At 1st May 2001 and 30th April 2002 109,475
======
Amortisation -
======
NET BOOK VALUE
At 30th April 2002 109,475
=======
At 30th April 2001 109,475
=======
Representing goodwill on acquisition of the Around Alone race. This asset will
be amortised to match the timing of the race.
10. TANGIBLE FIXED ASSETS
Yachts Motor Equipment Total
Vehicles
# # # #
COST
At 1st May 2001 3,597,395 33,550 115,561 3,746,506
Additions - 7,750 1,236 8,986
Disposals - (11,000) - (11,000)
_______ ________ _______ ________
At 30th April 2002 3,597,395 30,300 116,797 3,744,492
======== ======== ======== ========
DEPRECIATION
At 1st May 2001 751,290 13,713 24,048 789,051
Charge for the year 231,860 6,623 22,303 260,786
On disposals - (9,167) - (9,167)
______ ________ _______ ________
At 30th April 2002 983,150 11,169 46,351 1,040,670
======= ======== ======== ========
NET BOOK VALUE
At 30th April 2002 2,614,245 19,131 70,446 2,703,822
======= ====== ======= ========
At 30th April 2001 2,846,105 19,837 91,513 2,957,455
======= ======= ======= ========
Hire purchase agreements
Included within the net book value of #2,703,822 is #17,664 (2001 -
#14,520) relating to assets held under hire purchase agreements. The
depreciation charged to the accounts in the year in respect of such assets
amounted to #4,604 (2001 - #3,960).
11. INVESTMENTS
#
COST:
At 1st May 2001 and 30th April 2002 29,491
======
Amounts written-off (90)
NET BOOK VALUE:
At 30th April 2002 29,401
=======
At 30th April 2001 29,491
=======
The company owns 2,139,933, 0.25p ordinary shares representing 3% of the
issued share capital of an AIM listed company. The market value of the
investment was #10,700.
The company also holds 90% of the issued share capital in Clipper
Ventures Online Limited. The company is dormant with net liabilities. The
company has not been consolidated as it is immaterial to the financial
statements. The investment was written-off during the year.
12. STOCKS
2002 2001
# #
Stock 163,538 202,230
====== =======
13. DEBTORS
2002 2001
# #
Trade debtors 1,632,267 1,131,287
VAT recoverable - 3,577
Other debtors 46,953 25,000
Prepayments and accrued income 1,362,694 1,122,520
________ _________
3,041,914 2,282,384
========= =========
The debtors above include the following amounts falling due after more
than one year:
2002 2001
# #
Prepayments and accrued income 630,096 101,856
======= =======
14. CREDITORS: Amounts falling due within one year
2002 2001
# #
Bank loans and overdrafts 1,850,178 1,212,650
Trade creditors 359,916 127,664
Amounts owed to undertakings in which
the company has a participating interest - 11,987
Other creditors:
PAYE and social security 24,911 14,607
VAT 11,233
Hire purchase agreements 8,906 6,107
Other creditors 36,217 88,346
Accruals 13,500 141,712
Deferred income 1,666,973 1,757,072
________ ________
1,761,740 2,007,844
________ ________
3,971,834 3,360,145
======== ========
The company meets its day-to-day working capital requirements through an
overdraft facility which is repayable on demand. The current facility expires on
31st October 2002 and the directors are currently under discussion with the bank
to review the facility. Cash flow projections have been produced by the
directors to December 2003 based upon expectations. The bank have confirmed in
principle that they will support the company for the level of funding as shown
in these projections.
The following liabilities disclosed under creditors falling due within
one year are secured by the company:
2002 2001
# #
Bank loans and overdrafts 1,850,178 1,212,650
Hire purchase 8,906 6,107
________ ________
1,859,084 1,218,757
========= ========
Capital Bank loans are secured on eight of the ten Clipper 38 reflex
yachts.
The Lloyds TSB bank loan and overdraft are secured by an unlimited
debenture in the bank's standard form. In addition there is a first legal
charge over all of the Clipper 60 yachts (total of eight) along with all
insurances and earnings related thereto, together with a charge over the
remaining two of the ten Clipper 38 reflex yachts.
The hire purchase creditors are secured on the assets themselves.
15. CREDITORS: Amounts falling due after more than one year
2002 2001
# #
Bank loans and overdrafts 150,594 299,455
Other creditors:
Hire purchase agreements 2,012 5,018
Other creditors - 34,945
Deferred income 1,266,747 929,850
________ ______
1,268,759 969,813
________ _______
1,419,353 1,269,268
======== ========
The following liabilities disclosed under creditors falling due after
more than one year are secured by the company:
2002 2001
# #
Bank loans and overdrafts 150,594 299,455
Hire purchase 2,012 5,018
______ ______
152,606 304,473
======= ======
The bank loan and hire purchase are secured as detailed in note 14.
16. CREDITORS - BANK LOAN
Creditors include bank loans which is due for repayment as follows:
2002 2001
# #
In one year or less, or on demand 149,099 180,020
Between one and two years 150,594 145,427
Between two and five years - 154,028
______ _______
299,693 479,475
======= =======
17. COMMITMENTS UNDER HIRE PURCHASE AGREEMENTS
Future commitments under hire purchase agreements are as follows:
2002 2001
# #
Amounts payable within 1 year 8,906 6,107
Amounts payable between 2 to 5 years 2,012 5,018
_____ ______
10,918 11,125
====== =======
Hire purchase agreements are analysed as follows:
Current obligations 8,906 6,107
Non-current obligations 2,012 5,018
_____ ______
10,918 11,125
===== ======
18. DEFERRED TAXATION
No provision has been made in the accounts and the amounts unprovided at
the end of the year are as follows:
2002 2001
# #
Excess of taxation allowances over depreciation on fixed 573,657 569,437
assets
Tax losses available (969,188) (874,555)
________ ________
(395,531) (305,118)
======== ========
19. COMMITMENTS UNDER OPERATING LEASES
At 30th April 2002 the company had annual commitments under
non-cancellable operating leases as set out below.
2002 2001
Land & Other Land & Other
Buildings Items Buildings Items
# # # #
Operating leases which expire:
Within 1 year 8,050 672 9,060 912
Within 2 to 5 years 10,032 4,308 - 572
After more than 5 years 11,576 - - -
______ _____ ______ ______
29,658 4,980 9,060 1,484
====== ====== ======= =======
20. TRANSACTIONS WITH THE DIRECTORS
Mr W Ward is a director and majority shareholder in RIBS UK Limited. At
the year end Clipper Ventures Plc owed RIBS UK Limited #14,578 in respect of
boat hire. RIBS UK Limited owed Clipper Ventures Plc #44,418 that includes
#25,000 of stock purchases. The remaining balance due to Clipper Ventures Plc is
mainly due for rent, rates and sundry office costs.
At the year end Clipper Ventures Plc also owed Mr R Cooper #485 and Mr W
Ward #207.
21. SHARE CAPITAL
Authorised share capital:
2002 2001
# #
20,473,373 Ordinary shares of #0.01 each 204,734 204,734
19,526,627 Deferred shares of #0.01 each 195,266 195,266
________ _______
400,000 400,000
======== ========
Allotted, called up and fully paid:
2002 2001
No. # No. #
Ordinary shares 13,338,569 133,386 13,293,569 132,936
Deferred shares 19,526,627 195,266 19,526,627 195,266
________ ______ ________ _______
32,865,196 328,652 32,820,196 328,202
======== ======= ======== =======
The following ordinary shares were allotted during the year:
Date of issue Nominal Value Number of Consideration
of shares shares issued received
18.09.01 1p 45,000 #18,000
The 19,526,627 1p deferred shares do not entitle the holder to a
certificate in respect thereof or to payment or any dividend or other
distribution or to receive notice or attend or vote at any general meeting of
the company or on return of the capital to the repayment of the amount paid up
until after repayment of the capital paid up on the Ordinary Shares together
with a payment of #1,000,000 on each Ordinary Share and the Deferred Shares
shall not be capable of transfer at any time other than with the consent of the
directors. These deferred shares are therefore classified as non-equity shares.
SHARE WARRANTS
Number at Number at Price Exercisable
01.05.01 30.04.02
750,000 750,000 40p 31.03.98 - 30.03.03
No new share warrants were granted in the year.
SHARE OPTIONS
As at 30 April 2002 options over ordinary share capital had been granted
as follows:-
Number of Options Options Number of
options at in the year lapsed in the options at Option price Exercisable
01.05.01 granted year 30.04.02
150,000 - - 150,000 40.0p 24.08.02 - 22.08.09 +
175,000 - - 175,000 40.0p 31.03.00 - 31.03.05 +
164,120 - - 164,120 45.5p 14.12.03 - 14.12.13 +
13,627 - - 13,627 45.5p 14.12.03 - 14.12.07 +
329,670 - - 329,670 45.5p 14.12.01 - 14.12.06 +
400,000 - (400,000) - - -
125,000 - - 125,000 50.0p 05.01.00 - 05.01.03
175,000 - - 175,000 55.0p 05.01.00 - 05.01.04
95,000 - - 95,000 60.0p 05.01.00 - 05.01.05
48,928 - - 48,928 70.0p 05.01.00 - 05.01.06
- 300,000 - 300,000 32.5p 30.09.04 - 30.09.11 +
- 390,000 - 390,000 32.5p 30.09.04 - 30.09.08 +
+ The Company's earning per share must be equal or exceed by 6% the
growth of RPI over the period determined by the remuneration committee
commencing no earlier than the financial year in which the option was granted.
22. SHARE PREMIUM ACCOUNT
2002 2001
# #
Balance brought forward 2,091,613 1,601,047
Premium on shares issued in the year 17,550 490,566
______ _______
Balance carried forward 2,109,163 2,091,613
======= =======
23. PROFIT AND LOSS ACCOUNT
2002 2001
# #
Balance brought forward (1,466,964) (1,059,999)
Accumulated loss for the financial year (313,541) (406,965)
________ ________
Balance carried forward (1,780,505) (1,466,964)
======== =========
NOTES TO THE DETAILED PROFIT AND LOSS ACCOUNT
YEAR ENDED 30TH APRIL 2002
2002 2001
# # # #
24. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
2002 2001
# # # #
Loss for the financial year (313,541) (406,965)
New equity share capital subscribed 450 9,434
Premium on new share capital subscribed 17,550 490,566
______ _______
18,000 500,000
Net (reduction)/addition to funds ________ _______
(295,541) 93,035
Opening shareholders' equity funds 952,851 859,816
_______ _______
Closing shareholders' equity funds 657,310 952,851
25. FINANCIAL INSTRUMENTS
The company's financial instruments comprise cash and various items such as
trade debtors, trade creditors and accruals, which arise directly from its
financial operations. As permitted by FRS 13, "Derivatives and other financial
instruments", short term debtors and creditors have been excluded from all FRS
13 disclosures.
The main risks arising from the company's financial instruments are interest
rate risk and liquidity risk. The company's policies in respect of the
management of these risks, which remained unchanged during the year, were as
follows:
Interest rate risk
Borrowings are denominated in sterling at floating rates of interest. The
floating rate financial liabilities for both years comprise bank borrowings
bearing current market interest rates.
Liquidity risk
Company policy is that no speculative trading in financial instruments be
undertaken.
Day-to-day operations are financed by a bank overdraft, at a variable rate of
interest, which is repayable on demand. The maturity profile of financial
liabilities is shown in notes 16 and 17.
There are no material differences between the fair value and book value of the
financial instruments.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR EAAENALXAFFE
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