RNS Number:2800J
Infast Group PLC
03 March 2005


                            PRELIMINARY STATEMENT 2004

Infast Group plc, the inventory management services group, announces its
preliminary statement for the year ended 31 December 2004.

KEY POINTS

* Exit from manufacturing completed:

    - At a cost which was lower than anticipated

    - Earlier than previously expected

* The Group fully focused on value added Inventory Management Services
    businesses

* Merging of two Industrial Divisions providing a single channel to market

FINANCIALS

* Turnover on continuing operations at #157.1m (2003: #171.4m)

* Operating profit before goodwill amortisation and exceptional items of
  #3.5m (2003: #3.2m)

* Final dividend of 0.6p (2003: 1.2p)

* Net debt of #13.9m (2003: #12.3m) expected to fall considerably in 2005

Graham Titcombe, Chairman of Infast, said: "2004 was a year of significant
change for Infast. The Board believes that the Group now has the requisite
structure and management resources in place to develop its business. We are
confident about the prospects for the re-shaped Infast businesses in 2005."

For further information, please contact:

Infast Group plc                                            Tel: 01452 880 500
Robert Sternick, Chief Executive
John Kimber, Finance Director

Rawlings Financial PR Limited                               Tel: 01756 770 376
John Rawlings
Catriona Valentine


                             
                              CHAIRMAN'S STATEMENT

The year ended 31 December 2004 has been one of significant change for the
Group.

In July 2004, the Board announced its decision to exit from its manufacturing
operations in order to focus entirely on Inventory Management Services. This
process has been successfully completed with the sale of GKS Centrepiece and
Philidas and the closure and asset disposals at Arnold Wragg. These actions have
streamlined the Group's activities, relieved us of mounting losses and created
new commercial opportunities for our retained businesses.

This has been achieved at a lower than anticipated cost. We expect the total
exceptional charge before goodwill realisation to be #6.5m rather than the
original estimate of #8m. Of this sum, a cost of #7.2m is reflected in our 2004
results but we expect to gain #0.7m in the current year, following the sale of
the two related properties. In addition, we expect the cash flow generated from
the exit process to have a #2m positive effect on the 2005 balance sheet even
though net cash costs of #1.5m were absorbed in the year under review.

During the year we also sought to improve the efficiency and focus of our
Inventory Management Services operations. In April we initiated a cost reduction
plan in our Premier Automotive division, which is on target to deliver annual
savings of #0.7m. In July we merged the Infast Industrial and Infast Direct
divisions, creating a strong single source service channel to the industrial
market, which should give rise to further cost savings of #0.7m in 2005. The
#0.4m costs arising from these actions have been shown as an operating
exceptional item in the accounts.

Increased raw material prices, particularly steel, provided a major challenge in
2004. The actions taken to pass on these price increases to our customers and to
reduce operating costs should alleviate the continued pressure on margins.

Financial Results

Turnover for the year was #163.8m (2003: #178.4m) of which #157.1m (2003:
#171.4m) was contributed by our continuing Inventory Management Services
operations. This reduction in turnover was attributable to the expiry of an
automotive contract at the end of 2003 and the exit from an unprofitable
industrial contract in mid 2004. The year on year impact of these two events was
a fall in turnover of over #21m, more than offsetting the growth achieved
elsewhere.

Operating Profit before goodwill amortisation and exceptional items was #3.5m
(2003: #3.2m). This figure includes a #0.8m loss (2003: #1.2m loss) from the
discontinued manufacturing operations.

Net debt levels increased to #13.9m in the year (2003: #12.2m) primarily as a
result of the costs incurred during the exit from manufacturing. Stock levels
were also increased during this period to ensure continuity of supplies, whilst
some parts were resourced from overseas manufacturers. We expect net debt to
fall considerably in 2005.

Dividend

The Board recommends the payment of a final dividend of 0.6p (2003: 1.2p)
bringing the total dividend for the year to 1.0p (2.0p). At this level, the
dividend is covered more than two times by the adjusted Earnings per Share
figure of 2.1p (2003: 2.8p).

Strategy and Outlook

The Board believes that, following these significant changes, the Group now has
the requisite structures and management resources in place to develop and expand
its Inventory Management Services business.

The Group has been particularly active in expanding its products and service
capabilities both in the United Kingdom and internationally. Despite static
markets, we are increasing sales to new and existing customers. These higher
sales are expected to offset an anticipated reduction in demand from the rail
carriage building industry in the United Kingdom in 2005.

Turnover for the first two months of 2005 in our continuing operations is
marginally higher than for the same period of 2004. Although too early to
predict a clear trend, we are confident about the prospects for the re-shaped
Infast businesses in 2005.

Graham Titcombe
Chairman                                                           3 March 2005



                          CHIEF EXECUTIVE'S STATEMENT

The exit from all three manufacturing facilities announced last July has
successfully been completed, ahead of schedule and below the projected #8.0
million exceptional charge, excluding goodwill realisation. We expect the
current charge of #7.2 million will be reduced further to #6.5m with profits
realised on the sale of property in 2005.

Protecting the supply of products to our customers was of fundamental importance
during this process, which was made more difficult by sizeable steel price
increases and availability. Substantial work was conducted to re-source many of
the components to lower cost countries and to secure new supply agreements. We
established safety stocks to ensure a smooth transition to the new supply,
temporarily impacting our working capital, with no effect to service levels.

In the early part of the year, we restructured our Premier Automotive division,
improving our productivity and ensuring our costs were commensurate with the
level of the business. This gave rise to a one-off cost of #0.2m. Annual cost
savings are expected to be in the region of #0.7m.

In July we announced the merger of two divisions, Infast Direct and Infast
Industrial, into a single division, Infast Industrial, serving the Industrial
markets with the whole range of our products and services through one channel.
This has been accomplished smoothly and is being well received by our customers.
The newly streamlined division has already generated some good opportunities and
new orders from existing customers.

The merger resulted in a re-organisation cost of #0.2m. Annual cost savings are
expected to be in the region of #0.7m.

The restructuring of Premier Automotive and Infast Industrial was made possible
through a series of stepped changes in the business, consolidating structures,
system implementation, closing DSCs while increasing our capabilities. We
believe that the newly streamlined divisions add to our services capabilities
and will enable us to take on new business in the UK, mainland Europe and
America.

Expansion of Services

Additional services were developed during the year, including the Infast
Technical Centre (ITC), providing technical and application engineering support,
and the iQLab, which achieved United Kingdom Accreditation Service ('UKAS')
approval on its first audit. The iQLab, as a business, is already receiving
orders and is capable of performing failure analysis, chemical analysis,
metallography, mechanical testing and product finish testing. The iQLab
replenishes our technical capabilities, following our exit from manufacturing,
and adds to our services.

There was an acceleration in demand for our kitting services in 2004, as we
started to take orders for sub-assembly work. We expect to see continued growth
in this area of our business.

Export growth has been a key objective for the Group and, in the year under
review, our exports grew by 35%. Part of this growth was achieved by servicing
the French and Belgian operations of some of our existing UK customers. We have
also secured new contracts for inventory management services from new and
existing customers in Germany and Spain. We expect to expand our reach into
these and other countries.

2004 Markets

We witnessed a change in the mix of business in 2004. Demand for the Jaguar
models reduced, whilst our volumes increased for the successful new Land Rover
models - Freelander, Range Rover and Discovery 3.

The agricultural market in the UK and US also reduced, as a result of delays to
new model introductions. This affected the results of Premier Automotive and
Infast USA. We are confident, however, that this was a temporary slow down.

In contrast, demand for construction-related equipment was good with the timely
introduction of new, higher specification vehicles fuelling demand.

Orders for rail products also remained strong throughout the year, as we
completed a major rail contract. Although that contract has now ended, due to
lower demand for carriages in the UK, further orders will continue at reduced
levels. Significant new contract wins, replacing the rail business, have been
received from a number of existing and new customers both in the UK and
internationally.

Infast USA, which was impacted by lower agriculture business and industrial
action at a customer site, received a major new order, which included a customer
plant transfer and facility start up. This project was completed in November
2004 and the full benefits of the contract are now flowing in 2005.

IBS2

The implementation of the J D Edwards system rollout achieved its objectives in
2004 in both the UK and USA, completing the roll-out at Premier Automotive
Division and planned sites for the US. The focus is now on completing the
roll-out for Industrial Division and the remaining US sites.

Human Resources development

Training and development programmes, linked to succession planning and the
recruitment of new skills to service the business and International markets,
continued throughout the year.

I would like to congratulate our high achievers in 2004 and give a special
mention to our Divisional winners Donna Wheatley, Richard Jursons, Bill Vajda
and Karen Eve, as well as this year's Group winner Erica Kirk of our Industrial
Division. I also wish to thank all the Infast Employees for their contributions,
high degree of motivation and success in improving the business.

Management Priorities for 2005

* Increase profitability through sourcing, continuous productivity
  improvements and new products and services.
  
* Continue growth in cash generation thereby reducing debt.

* Expansion of our products and services internationally and through
  single channels.
 
* Continuous development of our people and I.T. systems through
  empowerment and knowledge.
 
* Growth in shareholder value.

Moving Forward with Inventory Management Services

Market demand for our products and services is very encouraging in the UK, US
and now Europe. The European expansion of our services started in 2004 into four
countries and will continue to accelerate as we increase our customer base in
these and other territories while remaining vigilant on overheads.

We believe Infast to be well positioned for providing more products and services
to current and new customers in the UK and abroad in addition we will continue
to develop the level of our services and are confident in achieving good growth.

Robert Sternick
Chief Executive Officer                                             3 March 2005



                           FINANCE DIRECTOR'S REVIEW

Operating Results

Group turnover decreased by 8% in the year to #163.8m (2003: #178.4m). This
decrease was in line with expectations in our main continuing operations and was
further added to by our phased exit from manufacturing.

The exit from manufacturing started in May 2004 and was completed in February
2005. Consequently, the results of these operations have been included in these
accounts as discontinued.

Group operating profit (pre goodwill amortisation and exceptional items) was
#3.5m (2003: #3.2m), after deducting operating losses of #0.8m (2003: #1.2m)
from the discontinued operations. Operating profit from continuing operations as
a percentage of sales (pre goodwill amortisation and exceptional items) rose
marginally to 2.7% (2003: 2.6%). Overall operating profit increased to #1.9m
(2003: #1.5m) largely due to the action taken to exit from manufacturing.

Loss on sale and closure on businesses

A total charge of #14.7m has been made in these accounts to reflect our exit
from manufacturing. Of this charge #7.5m relates to goodwill previously written
off to reserves. This item, therefore, is a presentational issue which has no
impact on the reserves. The remainder of the charge, #7.2m, relates to the costs
of exit and asset write-downs arising from the sale and closure of the
businesses. Provisions have been included in this figure for the expected costs
and asset write-downs on the sale of Philidas completed in 2005.

Following the exit from manufacturing, the Group has two surplus freehold
properties both of which are under negotiation for sale. It is expected that
these properties will realise approximately #2.3m in cash and a surplus of #0.7m
to book value which will then be reflected in the profit and loss account.

Financing

The Group's net debt position at the end of the year was #13.9m (2003: #12.3m),
giving rise to gearing of 32% (2003: 25%).

Capital expenditure in the year was #3.2m (2003: #4.0m), whilst asset disposals
(excluding those associated with the manufacturing exit) raised #0.4m (2003:
#0.1m). The depreciation charge was #3.0m (2003: #3.1m). Capital expenditure was
lower in the year, principally due to a lower spend in manufacturing operations.
Main areas of spend continue to be in IT projects and materials handling
equipment. The major item of expenditure in the year was a robotic warehouse
management system for the Industrial division

Free cash flow (operating cash flow adjusted for interest, taxation and fixed
asset acquisitions and disposals) was #2.2m (2003: #4.4m) after deducting a net
spend of #1.5m (2003: Nil) resulting from the sale and closure of businesses.

Net interest costs in the year were #0.6m (2003: #0.5m). Interest payable fell
to #0.7m (2003: #0.8m) benefiting from lower average interest rates paid and the
weaker US Dollar, which affected the translation of the interest paid in US
Dollars. Interest receivable consisted primarily of an interest payment received
on the Haden International Group loan.

A significant proportion of the Group's core debt needs continue to be
denominated in US dollars. This US Dollar debt is in part provided by a Private
Placement loan. The balance outstanding on this loan at the end of the year was
$7.1m and is being repaid by equal instalments in February 2005 and February
2006.

The balance of the Group's debt was made up of #1.6m of finance leases and
short-term bank debt of #8.6m both of which attract a variable rate of interest.

The Group's short-term bank facilities totalled #13.5m at the year-end and have
subsequently been renewed at this level for a further 12 months.

The Group's liquidity and interest rate risk are managed centrally following
guidelines laid down by the Board. The Group's objective is to maintain a
balance of continuity of funding and flexibility through the use of borrowings
with a range of maturities attracting both fixed and variable interest rates.

Currency Hedging

The Group aims to minimise the risk associated with foreign currency
fluctuations by using a combination of foreign currency borrowings to hedge
foreign currency denominated assets and forward contracts to hedge known trading
exposures. Forward contracts are used only to manage risk and speculation is not
permitted.

The US Dollar debt largely hedges our US dollar net assets and the interest on
these loans also provide an effective hedge against US earnings.

Taxation

The overall tax credit for the year was #1.3m (2003: charge of #0.2m), which
represents an effective rate of 28% on losses pre goodwill amortisation and
realisation. This net credit reflected a charge of #1.1m on profit before
exceptional items and a credit of #2.4m on the exceptional items.

Net corporation tax receivable at the end of the year was #0.1m (2003: #Nil) the
balance sheet also reflects a deferred tax asset of #0.3m (2003: Nil).

Pensions

The Group continues to adopt the transitional arrangements for reporting under
FRS17.

The Group's defined benefit scheme, which was closed to new members in 1992, had
a deficit after tax at the end of the year calculated in accordance with FRS17
of #2.1m (2003: #1.9m deficit).

Dividend

A final dividend of 0.6p is proposed, bringing the year's total to 1.0p (2003:
2.0p). This will have a total cash cost of #1.1m. Although the payment of this
is not covered by the profit on ordinary activities after taxation, it is
covered by adjusted earnings and is also covered by free cash flow.

Implementation of International Financial Reporting Standards

The European Union is seeking to harmonise standards of financial reporting
across its member states and is therefore requiring the adoption of
International Financial Reporting Standards (IFRS). The adoption timetable
requires that the Company's 2005 Interim Statement and Report and Accounts be
prepared in accordance with the new rules.

It is currently too early to quantify the impact of adopting IFRS on the Group's
results and financial position. We have undertaken an exercise to identify the
key areas that will be affected by preparing the Group results under IFRS, which
are in the areas of accounting for pensions, goodwill, deferred taxation and
share-based payments. In addition the presentation and disclosure in the
financial statements will be noticeably different.

John Kimber
Finance Director                                                    3 March 2005



CONSOLIDATED PROFIT AND LOSS ACCOUNT
For the year ended 31st December 2004

                                                Before                                Before
                                           exceptional   Exceptional             exceptional   Exceptional
                                                 items         items   Audited         items         items   Audited
                                                  2004          2004      2004          2003          2003      2003
                                   Notes            #m            #m        #m            #m            #m        #m
Turnover
Continuing operations                            157.1             -     157.1         171.4             -     171.4
Discontinued operations                            6.7             -       6.7           7.0             -       7.0
                                              --------      --------  --------      --------      --------  --------
                                     2           163.8             -     163.8         178.4             -     178.4
                                              --------      --------  --------      --------      --------  --------

Operating costs
Goodwill amortisation                             (1.2)            -      (1.2)         (1.3)            -      (1.3)
Other operating costs                           (161.3)         (0.4)   (161.7)       (175.2)         (0.4)   (175.6)
Release of provision for closure 
costs                                              1.0             -       1.0             -             -         -
                                              --------      --------  --------      --------      --------  --------
                                     3          (161.5)         (0.4)   (161.9)       (176.5)         (0.4)   (176.9)
Operating profit/(loss)
Continuing operations                              3.1          (0.4)      2.7           3.1          (0.2)      2.9
Discontinued operations                           (1.8)            -      (1.8)         (1.2)         (0.2)     (1.4)
Release of provision for closure
costs                                              1.0             -       1.0             -             -         -
                                              --------      --------  --------      --------      --------  --------
                                                   2.3          (0.4)      1.9           1.9          (0.4)      1.5
Loss on sale and closure of businesses
   - discontinued operations                         -         (14.7)    (14.7)            -             -         -
                                              --------      --------  --------      --------      --------  --------

Profit/(loss) on ordinary activities
before interest                                    2.3         (15.1)    (12.8)          1.9          (0.4)      1.5
Net interest                                      (0.6)            -      (0.6)         (0.5)            -      (0.5)
                                              --------      --------  --------      --------      --------  --------

Profit/(loss) on ordinary activities
before taxation                                    1.7         (15.1)    (13.4)          1.4          (0.4)      1.0
Taxation on (loss)/profit on 
ordinary activities                  4            (1.1)          2.4       1.3          (0.3)          0.1      (0.2)
                                              --------      --------  --------      --------      --------  --------

Profit/(loss) on ordinary activities
after taxation                                     0.6         (12.7)    (12.1)          1.1          (0.3)      0.8
Dividends                            6                                    (1.1)                                 (2.3)
                                                                       --------                             --------
Retained loss for the financial year                                     (13.2)                                 (1.5)
                                                                       ========                             ========

Basic and diluted (loss)/earnings 
per share (p)                        7                                   (10.6)                                  0.7

Adjusted basic earnings per 
share (p)                            7                                     2.1                                   2.8



CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
For the year ended 31 December 2004
                                                            2004          2003
                                                         Audited       Audited
                                                              #m            #m

(Loss)/profit for the financial year                       (12.1)          0.8
Exchange adjustments                                        (0.2)         (0.3)
                                                        --------      --------
Total recognised gains and losses in the year              (12.3)          0.5
                                                        ========      ========


CONSOLIDATED BALANCE SHEET
As at 31 December 2004
                                                            2004          2003
                                                         Audited       Audited
                                                              #m            #m
Fixed assets
Intangible assets                                           16.6          18.1
Tangible assets                                             13.3          16.2
Investments                                                  0.7           0.8
                                                        --------      --------
                                                            30.6          35.1
Current assets
Stocks                                                      25.7          28.4
Debtors                                                     32.8          34.0
                                                        --------      --------
                                                            58.5          62.4
Creditors:
Amounts falling due within one year                        (41.5)        (42.7)
                                                        --------      --------
Net current assets                                          17.0          19.7
                                                        --------      --------

Total assets less current liabilities                       47.6          54.8

Creditors:
Amounts falling due after more than one year                (2.9)         (4.2)

Provisions for liabilities and charges                      (0.7)         (0.7)
                                                        --------      --------
                                                            44.0          49.9
                                                        ========      ========
Capital and reserves
Called up share capital                                     22.9          22.9
Share premium account                                        9.8           9.8
Other reserves                                               4.0           4.0
Profit and loss account                                      7.0          12.9
                                                        --------      --------
Equity shareholders' funds                                  43.7          49.6
Equity minority interest                                     0.3           0.3
                                                        --------      --------
                                                            44.0          49.9
                                                        ========      ========


CONSOLIDATED CASH FLOW STATEMENT
For the year ended 31 December 2004
                                                   Notes       2004       2003
                                                            Audited    Audited
                                                                 #m         #m

Net cash inflow from operating activities*           9          2.6        8.6

Returns on investments and servicing of finance
Interest received                                               0.1        0.3
Interest paid                                                  (0.7)      (0.7)
Interest element of finance lease rentals                      (0.1)      (0.1)
                                                           --------   --------

Net cash outflow from returns on investments
and servicing of finance                                       (0.7)      (0.5)

Tax refunded/(paid)                                             0.3       (0.2)

Capital expenditure and financial investment
Payments to acquire tangible fixed assets                      (1.5)      (3.6)
Receipts from the disposal of tangible fixed                    0.8        0.1
assets                                                     --------   --------

Net cash outflow from capital expenditure and
financial investment                                           (0.7)      (3.5)

Acquisitions and disposals
Deferred consideration from sale of subsidiary                    -        1.8

Equity dividends paid                                          (1.9)      (2.3)
                                                           --------   --------
Net cash (outflow)/inflow before financing                     (0.4)       3.9
                                                           --------   --------
Financing
Repayment of finance lease obligations                         (0.8)      (0.7)
Repayment of medium term loans                                 (2.0)      (2.2)
                                                           --------   --------
Net cash outflow from financing                                (2.8)      (2.9)
                                                           --------   --------
(Decrease)/increase in cash**                                  (3.2)       1.0
                                                           ========   ========

* Included within net cash outflow from operating activities are costs amounting
to #1.9m (2003: Nil) that have resulted from the sale and closure of businesses.
Also within receipts from disposal or tangible fixed assets are proceeds #0.4m
(2003: Nil) resulting from the sale and closure of businesses.

** Under FRS 1 (revised), cash is defined as cash in hand plus deposits less
overdrafts, each of which are repayable on demand. Bank deposits, which are not
repayable on demand are treated as liquid resources, and not cash, in the cash
flow statement but are netted off against bank overdrafts in the balance sheet
where there is right of set-off.



NOTES TO THE ACCOUNTS


1. Basis of Preparation

The accounts have been prepared in accordance with applicable accounting
standards under the historical cost convention and using the accounting policies
as set out on pages 31 and 32 of the Annual Report and Accounts 2003.

The above results and these notes do not constitute statutory accounts (within
the meaning of section 240 of the Companies Act 1985). The statutory accounts
for 2003, on which the auditors gave an unqualified opinion, have been filed
with the Registrar of Companies. The statutory accounts for 2004, on which an
auditors' unqualified report has been made, will be delivered to the Registrar
following the Company's forthcoming Annual General Meeting.


2. Segmental Analysis

Turnover, operating profit and capital employed all relate to the Group's sole
activity of the provision of inventory management services.


3. Exceptional Items
                                                         2004             2003
                                                           #m               #m
Operating exceptional items
Restructuring costs
Continuing operations                                    (0.4)            (0.2)
Discontinued operations                                     -             (0.2)
                                                      -------          -------
                                                         (0.4)            (0.4)
                                                      =======          =======

There was a cash outflow in respect of the 2004 charge of #0.3m. The 2003 charge
gave rise to a cash outflow of #0.2m in 2003 and #0.2m in 2004.

                                                                2004      2003
                                                                  #m        #m
Non-operating exceptional items (discontinued operations):
Loss on termination and sale of businesses
Costs incurred and asset write offs                             (7.2)        -
Goodwill previously written off now realised                    (7.5)        -
                                                             -------   -------
                                                               (14.7)        -
                                                             =======   =======

The above charge relates to the Group's decision to exit from its manufacturing 
operations which is now completed, consequently these operations are shown as 
discontinued in these accounts. There was a net cash outflow of #1.5m relating t
o this charge in the year.


4. Taxation

                                              2004                         2003
(Credit)/charge:
                                      UK  Overseas     Total        UK  Overseas     Total
                                      #m        #m        #m        #m        #m        #m

Current tax on profits for
the period                          (0.1)        -      (0.1)      0.6         -       0.6
Adjustments in respect of
previous years                      (0.2)        -      (0.2)     (0.5)        -      (0.5)
                                 -------   -------   -------   -------   -------   -------
                                    (0.3)        -      (0.3)      0.1         -       0.1
Deferred tax
Originating and reversal of
timing differences                  (0.6)        -      (0.6)      0.1         -       0.1
Adjustments in respect of
previous years                      (0.4)        -      (0.4)        -         -         -
                                 -------   -------   -------   -------   -------   -------
                                    (1.0)        -      (1.0)      0.1         -       0.1
                                 -------   -------   -------   -------   -------   -------

                                    (1.3)        -      (1.3)      0.2         -       0.2
                                 =======   =======   =======   =======   =======   =======

Included within the tax charge
are the following amounts of 
tax arising on sale and 
closure of businesses:
Current tax                         (2.0)        -      (2.0)        -         -         -
Deferred tax                        (0.3)        -      (0.3)        -         -         -
                                 -------   -------   -------   -------   -------   -------
                                    (2.3)        -      (2.3)        -         -         -
                                 =======   =======   =======   =======   =======   =======

The tax credit of #1.3m (2003: charge #0.2m) includes a tax credit of #0.1m
(2003: #0.1m) relating to operating exceptional costs incurred during the year
of #0.4m (2003: #0.4m).

The effective tax rate, excluding goodwill amortisation and realisation, was 28%
(2003: 9%).


5. Analysis of net debt

                      As at                 Other non               As at 31
                  1 January                      cash    Exchange   December
                       2004    Cash flows   movements   movements       2004
                         #m            #m          #m          #m         #m

Bank overdraft          5.7           3.2           -        (0.3)       8.6
Medium term loan        6.0          (2.0)          -        (0.3)       3.7
Finance leases          0.6          (0.8)        1.8           -        1.6
                     ------        ------      ------      ------     ------
Net debt               12.3           0.4         1.8        (0.6)      13.9
                     ======        ======      ======      ======     ======

The non cash movement represents the inception of finance leases.

Debt falls due as shown in the table below:

                                Within     Within one      Within two
                              one year   to two years   to five years    Total
                                    #m             #m              #m       #m

Bank overdraft                     8.6              -               -      8.6
Medium term loan                   1.9            1.8               -      3.7
Finance leases                     0.5            0.5             0.6      1.6
                                ------         ------          ------   ------
Net debt at 31 December 2004      11.0            2.3             0.6     13.9
                                ======         ======          ======   ======
Net debt at 31 December 2003       8.1            2.1             2.1     12.3
                                ======         ======          ======   ======

All of the Group's borrowings, excluding hire purchase debt, are on an unsecured
basis.


6. Dividend

The proposed final dividend of 0.6p per Ordinary share is payable on 3 June 2005
to shareholders on the register on 6 May 2005.


7. Loss / earnings per share

The calculation of basic loss per share of 10.6p (2003: basic earnings 0.7p) is
based on the Group loss after tax of #12.1m (2003: profit #0.8m) and on the
weighted average number of 20p ordinary shares in issue during the year of
114.3m (2003: 114.3m).

The calculation of diluted loss per share of 10.6p (2003: earnings of 0.7p) is
based on the Group loss after tax of #12.1m (2003: profit #0.8m) and 114.4m
(2003: 114.6m) ordinary shares as shown below:

                                                        2004             2003
                                                   Number of        Number of
                                                      shares           shares

Weighted average number of shares                      114.3            114.3
Share Options                                            0.1              0.3
                                                    --------         --------
                                                       114.4            114.6
                                                    ========         ========

Adjusted basic earnings per share is calculated as follows:

                                                   Earnings         Earnings per share
                                                 2004    2003         2004       2003
                                                   #m      #m        pence      pence
Basic (loss)/earnings and (loss)/earnings 
per share                                       (12.1)    0.8        (10.6)       0.7

Basic (loss)/earnings and (loss)/earnings 
per share attributable to:
Loss on sale and closure of businesses           14.7       -         12.9          -
Tax on loss on sale and closure of   
businesses                                       (2.3)      -         (2.0)         -
Operating exceptional items - continuing
operations                                        0.4     0.2          0.4        0.2
Tax credit on operating exceptional items        (0.1)   (0.1)        (0.1)      (0.1)
Goodwill amortisation                             1.2     1.3          1.0        1.1
Discontinued operations (after tax)               0.6     1.0          0.5        0.9
                                               ------  ------       ------     ------
Adjusted basic earnings and earnings per          2.4     3.2          2.1        2.8
share                                          ======  ======       ======     ======

The adjusted basic earnings per share is presented so as to show more clearly
the underlying performance of the Group for continuing operations.


8. Reconciliation of net cash flow to movement in net debt
                                                               2004      2003
                                                                 #m        #m

(Decrease)/increase in cash as shown in cash flow statement    (3.2)      1.0
Adjust for:
Repayment of medium term loan                                   2.0       2.2
Finance lease repayments                                        0.8       0.7
                                                            -------   -------
Change in net debt resulting from cash flow                    (0.4)      3.9

New finance leases                                             (1.8)     (0.4)
Exchange movements                                              0.6       0.7
                                                            -------   -------
Movement in net debt in the year                               (1.6)      4.2
Net debt at as at 1 January 2004                              (12.3)    (16.5)
                                                            -------   -------
Net debt as at 31 December 2004                               (13.9)    (12.3)
                                                            =======   =======


9. Reconciliation of operating profit to net cash inflow from operating 
   activities
                                                              2004        2003
                                                                #m          #m

Operating profit before exceptional costs                      2.3         1.5
Operating exceptional costs                                   (0.4)          -
                                                           -------     -------
                                                               1.9         1.5
Depreciation                                                   3.0         3.1
Amortisation of goodwill                                       1.2         1.3
Loss/(profit) on sale of tangible fixed assets                 0.1        (0.1)
Decrease/(increase) in stocks                                  0.5        (2.7)
Decrease in debtors                                            0.9         4.5
(Decrease)/increase in creditors                              (3.1)        1.7
Movement on provision                                            -        (0.6)
Exchange adjustments                                             -        (0.1)
                                                           -------     -------
                                                               4.5         8.6
Costs of sale and closure of businesses                       (1.9)          -
                                                           -------     -------
                                                               2.6         8.6
                                                           =======     =======




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

END
FR EAEDAEENSEAE

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