TIDMRTC

RNS Number : 8726P

RTC Group PLC

10 October 2011

The following amendments have been made to the "Half Yearly Report" announcement released on 9 September 2011 at 07:00 under RNS No 8924N:

There was an error in the allocation of costs between cost of sales and administrative expenses. The resultant adjustment increases the Recruitment division cost of sales by GBP1.4 million with a corresponding decrease in administrative expenses.

All other details remain unchanged.

The full amended text is shown below.

CHAIRMAN'S STATEMENT

RTC Group Plc

CHAIRMAN'S STATEMENT

I am pleased to present the interim report of the Company for the six months to 30 June 2011.

Group

The period has been one of continuing recovery. Throughout the difficult trading conditions experienced in 2008 to 2010 a programme to simplify the Group and to focus on recruitment has been pursued which included the termination of our Railway Training activities. Over the same period significant changes have been made at The Derby Conference Centre which have changed the emphasis of that company towards a more satisfactory balance between long term sublets and short term conferencing and event activities.

These initiatives have served to eliminate the trading losses incurred in training and conferencing permitting the recruitment businesses, consistently profitable at trading level, to expand in both volume and operating profit levels, both in the UK and overseas.

Trading

Recruitment

As presaged in our Report and Accounts in March, trading conditions have continued to improve. We have therefore succeeded in moving forward on all fronts in recruitment but particular mention is appropriate in connection with our rapidly expanding business in India, serving a variety of locations in support of NATO activities and our contract and permanent business in the Railway and other technical Industries. Accordingly, during the first six months of 2011, gross profits in this sector have advanced at a most pleasing rate.

The Derby Conference Centre

We have concluded new arrangements with our Landlord and have secured significant sublet agreements, both commencing in the first half of this year. Normal conferencing and event business continues to be hard to achieve but we have succeeded in utilising space at similar levels to 2010. The result of both these factors has all but eliminated losses in the division which is now making a satisfactory contribution to Group results.

Central costs

In response to the changing shape of the Group's business portfolio, major efficiencies have been achieved in administration and finance. Improving cash flows both actual and in prospect are permitting a review of systems and hardware and we expect to make material updates in both over the months to come.

Non - recurring item

Towards the end of 2010, Ganymede Solutions diversified into a new area of telecommunications providing contract recruitment, to the telecoms industry, with particular emphasis on installation and test. Although the ultimate clients were of undoubted quality, the business was arranged through a third party agent. After an initial modest and successful start, demand from this agent accelerated sharply and payment of our invoices deteriorated. This has resulted in a GBP370,000 write off including bad debt provision and an element for potential fraud pending the outcome of documentation submitted to the authorities. Without this the Group would have posted a profit in the first half of GBP286,000

Capital Raising

During the period fast expansion of our trading volumes caused strains on our working capital resources. In order to deal with those and to provide further room for growth, we decided to avail ourselves of the Authority granted at the Annual General Meeting in 2010 and completed an issue of shares to raise GBP396,000 after costs. A material number of the shares issued were taken up by directors and management of the Group.

Dividends

Your Directors consider that it would be inappropriate to declare an interim dividend.

Outlook & Strategy

Notwithstanding the unfortunate exceptional factor mentioned above, prospects for the Group are encouraging. Although progress is expected to continue in the second half, the Global economic landscape remains challenging. It continues to be my view that there is still a way to go before the present debt problems, both Sovereign and domestic, are finally solved. Although I cannot be optimistic about the Global situation I am convinced that we are servicing the less vulnerable industrial and commercial areas both in the UK and overseas which can be expected to give us strengths which others may be lacking.

W.J.C.Douie, Chairman. 8th September 2011

CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME

 
                                      6 Months      6 Months   12 Months 
                                     to 30 Jun     to 30 Jun   to 31 Dec 
                                          2011          2010        2010 
                                   (unaudited)   (unaudited) 
 
                          Notes        GBP'000       GBP'000     GBP'000 
 
 Revenue                    2           14,235         8,541      19,959 
 Cost of sales                        (12,117)       (7,416)    (17,001) 
                                 -------------  ------------  ---------- 
 Gross Profit               2            2,118         1,125       2,958 
 Administrative 
  expenses - normal                    (1,832)       (1,500)     (3,448) 
                                 -------------  ------------  ---------- 
 Operating 
  profit/(loss) before 
  exceptional items         2              286         (375)       (490) 
 Administrative 
  expenses - 
  exceptional               3            (370)             -          58 
                                 -------------  ------------  ---------- 
 Operating loss after 
  exceptional items                       (84)         (375)       (432) 
 Financing expense                        (45)           (6)        (18) 
                                 -------------  ------------  ---------- 
 Loss on ordinary 
  activities before 
  taxation                               (129)         (381)       (450) 
 Income tax expense         4                -             -          18 
                                 -------------  ------------  ---------- 
 Net loss from 
  continuing 
  operations                             (129)         (381)       (432) 
 Loss from discontinued 
  operations - loss 
  from the period           5                -         (526)       (526) 
 Loss for the period                     (129)         (907)       (958) 
 Other elements of 
 comprehensive income / 
 expense for the 
 period                                      -             -           - 
                                 -------------  ------------  ---------- 
 Total comprehensive 
  expense for the 
  period                                 (129)         (907)       (958) 
                                 -------------  ------------  ---------- 
 
 Loss per share - 
  continuing operations 
  (pence)                   7           (1.24)        (4.22)      (4.79) 
 Loss per share - 
  discontinued 
  operations (pence)        7                -        (5.83)      (5.83) 
 Loss per share - 
  continuing and 
  discontinued 
  operations (pence)        7           (1.24)       (10.05)     (10.62) 
 
 

There is no dilutive impact of share options.

CONSOLIDATED CONDENSED STATEMENT OF FINANCIAL POSITION

 
                                       As at          As at 
                                      30 Jun         30 Jun 
                                        2011           2010          As at 
                                 (unaudited)    (unaudited)    31 Dec 2010 
                                     GBP'000        GBP'000        GBP'000 
 Assets 
 Non current 
 Property, plant & equipment             217            361            279 
 Deferred tax asset                       70             70             70 
                               -------------  -------------  ------------- 
                                         287            431            349 
                               -------------  -------------  ------------- 
 
 Current 
 Inventories                               8             10             10 
 Trade and other receivables           6,895          3,312          4,787 
 Cash and cash equivalents               469            194              - 
                               -------------  -------------  ------------- 
                                       7,372          3,516          4,797 
                               -------------  -------------  ------------- 
 Total assets                          7,659          3,947          5,146 
                               -------------  -------------  ------------- 
 
 Liabilities 
 Current 
 Trade and other payables            (1,788)        (1,755)        (2,066) 
 Current borrowings                  (4,755)        (1,271)        (2,231) 
 Tax liabilities                           -           (13)              - 
                               -------------  -------------  ------------- 
 Total Liabilities                   (6,543)        (3,039)        (4,297) 
                               -------------  -------------  ------------- 
 Net Assets                            1,116            908            849 
                               -------------  -------------  ------------- 
 
 Equity 
 Called up share capital                 135             90             90 
 Share premium account                 2,468          2,117          2,117 
 Capital redemption reserve               50             50             50 
 Share based payment reserve              30             38             30 
 Retained earnings                   (1,567)        (1,387)        (1,438) 
                               -------------  -------------  ------------- 
 Total equity                          1,116            908            849 
                               -------------  -------------  ------------- 
 

CONSOLIDATED CONDENSED STATEMENT OF CASHFLOWS

 
                                           6 Months       6 Months 
                                                 to             to   12 Months 
                                             30 Jun         30 Jun          to 
                                               2011           2010      31 Dec 
                               Notes    (unaudited)    (unaudited)        2010 
                                            GBP'000        GBP'000     GBP'000 
 Operating activities 
 Operating loss                                (84)          (375)       (432) 
 Employee equity settled 
  share options                                   -              -         (8) 
 Depreciation of property, 
  plant & equipment                              82            100         153 
 Change in inventories                            2              1           1 
 Change in trade and other 
  receivables                               (2,108)          (300)     (2,400) 
 Change in trade and other 
  payables                                    (278)          (299)         652 
 Taxes received                                   -            107          97 
 Interest paid                                 (45)            (6)        (18) 
                                      -------------  -------------  ---------- 
 Net cash (outflow) from 
  operating activities                      (2,431)          (772)     (1,955) 
                                      -------------  -------------  ---------- 
 
 Investing activities 
 Purchases of property, 
  plant & equipment                            (20)           (13)        (24) 
 Proceeds from sale of 
  property, plant & 
  equipment                                       -              -          40 
                                      -------------  -------------  ---------- 
 Net cash used in investing 
  activities                                   (20)           (13)          16 
                                      -------------  -------------  ---------- 
 Cash (outflow) before 
  financing                                 (2,451)          (785)     (1,939) 
                                      -------------  -------------  ---------- 
 Financing activities 
 Issue of ordinary share 
  capital net of associated 
  expenses                                      396              -           - 
 Net cash from/(used) from 
  financing activities                          396              -           - 
                                      -------------  -------------  ---------- 
 Net (decrease)/increase in 
  cash and cash equivalents 
  from continuing 
  operations                                (2,055)          (785)     (1,939) 
                                      -------------  -------------  ---------- 
 Cash movement from 
  discontinued operations 
  operating activities                            -          (130)       (130) 
 Cash movement from 
  discontinued operations 
  investing activities                            -           (14)        (14) 
                                      -------------  -------------  ---------- 
 Net (decrease)/increase in 
  cash and cash equivalents 
  from discontinued 
  operations                                      -          (144)       (144) 
                                      -------------  -------------  ---------- 
 Total net 
  (decrease)/increase in 
  cash and cash equivalents                 (2,055)          (929)     (2,083) 
                                      -------------  -------------  ---------- 
 Cash and cash equivalents 
  at the beginning of the 
  period                         8          (2,231)          (148)       (148) 
                                      -------------  -------------  ---------- 
 Cash and cash equivalents 
  at the end of the period       8          (4,286)        (1,077)     (2,231) 
                                      -------------  -------------  ---------- 
 

NOTES TO THE INTERIM STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2011

1. ACCOUNTING POLICIES

a) General information

RTC Group Plc is a public limited company incorporated and domiciled in England whose shares are publicly traded on AIM. The registered office address is The Derby Conference Centre, London Road, Derby, DE24 8UX. The company's registered number is 02558971. The principal activities of the Group are described in note 2.

The Board consider the principal risks and uncertainties relating to the Group for the next six months to be the same as detailed in or last Annual Report and Accounts to 31 December 2010. The Group's financial risk management objectives and policies are consistent with those disclosed in the consolidated financial statements as at and for the year ended 31 December 2010.

b) Basis of preparation

The unaudited interim group financial statements of RTC Group Plc are for the six months ended 30 June 2011 and do not comprise statutory accounts within the meaning of S.435 of the Companies Act 2006. The unaudited interim group financial statements have been prepared in accordance with the AIM rules. This report should be read in conjunction with the Group's Annual Report and Accounts for the year ended 31 December 2010, which have been prepared in accordance with IFRS's as adopted by the European Union.

These unaudited interim group financial statements were approved for issue on 8 September 2011. No significant events, other than those disclosed in this document, have occurred between 30 June 2011 and this date.

c) Comparatives

The comparative figures for the year ended 31 December 2010 do not constitute statutory accounts within the meaning of S.435 of the Companies Act 2006, but they have been derived from the audited financial statements for that year, which have been filed with the Registrar of Companies. The report of the auditors was unqualified and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006 nor a reference to any matters which the auditor drew attention by way of emphasis of matter without qualifying their report.

d) Accounting policies

The accounting policies adopted are consistent with those described in the annual financial statements for the year ended 31 December 2010. There have been no significant changes in the basis upon which estimates have been determined, compared to those applied at 31 December 2010 and no change in estimate has had a material effect on the current period.

This interim announcement has been prepared based on IFRS's which are in issue that are effective or available for early adoption at the Group's annual reporting date as at 31 December 2011.

2. SEGMENTAL ANALYSIS

The Group's continuing activities relate to Recruitment and Conferencing business activities. Segmental analysis of business activity is shown below.

 
                                      6 Months     6 Months  12 Months 
                                            to           to         to 
                                        30 Jun       30 Jun     31 Dec 
                                          2011         2010       2010 
                                   (unaudited)  (unaudited) 
 
                                       GBP'000      GBP'000    GBP'000 
REVENUE 
Recruitment                             13,421        8,108     18,664 
Conferencing                               814          433      1,295 
                                   -----------  -----------  --------- 
                                        14,235        8,541     19,959 
                                   -----------  -----------  --------- 
 
GROSS MARGIN 
Recruitment                              1,636        1,015      2,395 
Conferencing                               482          110        563 
                                   -----------  -----------  --------- 
                                         2,118        1,125      2,958 
                                   -----------  -----------  --------- 
 
OPERATING PROFIT / (LOSS) BEFORE 
 EXCEPTIONAL ITEMS 
Recruitment                                449         (30)        212 
Conferencing                              (19)        (207)      (277) 
Group costs                              (144)        (138)      (425) 
                                   -----------  -----------  --------- 
                                           286        (375)      (490) 
                                   -----------  -----------  --------- 
 
 

GBP3.7m of the revenue of the recruitment segment arose to a single customer.

The exceptional administrative item in the current period relates to the recruitment segment. In the year to 31 December 2010 the exceptional administrative items relate to the conferencing division.

In the view of the directors, there is not a seasonal aspect to the performance of the business.

3. EXCEPTIONAL ADMINSTRATIVE EXPENSE / (INCOME)

 
                                 6 Months     6 Months  12 Months 
                                       to           to         to 
                                   30 Jun       30 Jun     31 Dec 
                                     2011         2010       2010 
                              (unaudited)  (unaudited) 
 
                                  GBP'000      GBP'000    GBP'000 
Provision for doubtful debt           370            -          - 
Profit on disposal of fixed 
 assets                                 -            -      (121) 
Restructuring costs                     -            -         63 
                              -----------  -----------  --------- 
                                      370            -       (58) 
                              -----------  -----------  --------- 
 

As further explained in the chairman's statement during the period the Group has experienced a probable bad debt of GBP370,000 from an isolated customer. This has been provided in full in the interim results and is subject to tax relief.

4. INCOME TAX EXPENSE

No provision has been made for tax in the period, as a result of the losses incurred. Tax charges in the previous periods were estimated at the anticipated effective rate.

5. DISCONTINUED OPERATIONS

On 25 June 2010, the Board decided to discontinue funding the Group's Training Division and hence the board of Catalis Limited put this company into Administration. The loss for the discontinued operation is stated after charging:

 
                                           6 Months     6 Months  12 Months 
                                                 to           to         to 
                                             30 Jun       30 Jun     31 Dec 
                                               2011         2010       2010 
                                        (unaudited)  (unaudited) 
 
                                            GBP'000      GBP'000    GBP'000 
Revenue                                           -        1,138      1,138 
Cost of sales                                     -        (763)      (763) 
                                        -----------  -----------  --------- 
Gross Profit                                      -          375        375 
Administrative expenses - normal                  -        (657)      (657) 
                                        -----------  -----------  --------- 
Operating loss                                    -        (282)      (282) 
Financing income/(expense)                        -            -          - 
                                        -----------  -----------  --------- 
Loss on ordinary activities 
 before taxation                                  -        (282)      (282) 
Attributable income tax expense                   -            -          - 
Loss on disposal of discontinued 
 operations                                       -        (244)      (244) 
                                        -----------  -----------  --------- 
Net loss attributable to discontinued 
 operations                                       -        (526)      (526) 
                                        -----------  -----------  --------- 
 

Details of net assets disposed as a result of the administration of Catalis Limited and the associated loss for the period resulting from this are as follows:

 
                                  6 Months     6 Months  12 Months 
                                        to           to         to 
                                    30 Jun       30 Jun     31 Dec 
                                      2011         2010       2010 
                               (unaudited)  (unaudited) 
 
                                   GBP'000      GBP'000    GBP'000 
Non current assets 
Property plant and equipment             -          202        202 
Current assets                           -          321        321 
Current liabilities                      -        (279)      (279) 
                               -----------  -----------  --------- 
Net assets disposed of                   -          244        244 
Consideration                            -            -          - 
                               -----------  -----------  --------- 
Loss on disposal                         -        (244)      (244) 
                               -----------  -----------  --------- 
 

6. DIVIDENDS

The Board does not propose the payment of an interim dividend.

7. LOSS PER SHARE

The losses per share have been calculated on both continuing and discontinued operations after taxation, based on the weighted average number of shares in issue during the period. The outstanding share options are not considered to be dilutive in either the current or comparative periods.

 
                                     6 Months       6 Months 
                                           to             to      12 Months 
                                  30 Jun 2011    30 Jun 2010             to 
                                  (unaudited)    (unaudited)    31 Dec 2010 
 Weighted average 
  number of shares                 10,411,444      9,022,564      9,022,564 
 Loss from continuing 
  operations (GBP'000)                  (129)          (381)          (432) 
 Loss per share from 
  continuing operations 
  (pence)                              (1.24)         (4.22)         (4.79) 
 Loss from discontinued 
  operations (GBP'000)                      -          (526)          (526) 
 Loss per share from 
  discontinued operations 
  (pence)                                   -         (5.83)         (5.83) 
 Loss from continuing 
  and discontinued 
  operations (GBP'000)                  (129)          (907)          (958) 
 Loss per share from 
  continuing and discontinued 
  operations (pence)                   (1.24)        (10.05)        (10.62) 
                                -------------  -------------  ------------- 
 

8. ANALYSIS OF CHANGES IN NET DEBT

 
 
                             At                               At 
                          1 Jan      Cash        Other    30 Jun 
                           2011     Flows    Movements      2011 
                        GBP'000   GBP'000      GBP'000   GBP'000 
 Cash at bank and in 
  hand                        -       469            -       469 
 Bank overdraft         (2,231)   (2,524)            -   (4,755) 
 Finance leases               -         -            -         - 
                       --------  --------  -----------  -------- 
 Net debt               (2,231)   (2,055)            -   (4,286) 
                       --------  --------  -----------  -------- 
 

The Group has a working capital facility with Lloyds TSB plc that allows it to borrow up to 90% of the invoiced trade debtors of ATA Recruitment Limited and Ganymede Solutions Limited up to GBP5.2m and an overdraft facility of GBP50,000.

9. RECONCILIATION OF CONSOLIDATED EQUITY

 
                                    As at        As at    As at 
                                   30 Jun       30 Jun   31 Dec 
                                     2011         2010     2010 
                              (unaudited)  (unaudited) 
                                  GBP'000      GBP'000  GBP'000 
Opening total equity                  849        1,815    1,815 
Total comprehensive expense 
 for the period                     (129)        (907)    (958) 
Dividends                               -            -        - 
Issue of shares                       396            -        - 
Share based payment                     -            -      (8) 
                              -----------  -----------  ------- 
Closing total equity                1,116          908      849 
                              -----------  -----------  ------- 
 

On 6 May 2011 the Group issued 4,489,062 shares at 9p per share under the authorisation granted in Resolution 7 of the AGM dated 22 June 2010. The issue raised GBP396,215 net of costs.

10. CONTINGENT LIABILITIES

Included in current borrowings are bank overdrafts and an invoice discounting facility. During the year the Group has used its bank overdraft and invoice discounting facility, which is secured by a cross guarantee and debenture over the Group companies. There have been no defaults or breaches of interest payable during the current or prior period.

11. RELATED PARTY TRANSACTIONS

RTC Group Plc is the parent company of the Group that includes the following entities that have been consolidated which are related parties:

-- ATA Management Services Limited

-- ATA Recruitment Limited

-- The Derby Conference Centre Limited

-- Ganymede Solutions Limited

-- Global Choice Recruitment Limited

The Group's related parties also include key management personnel who are the executive directors and non-executive director.

RTC Group Plc

Registered Office

The Derby Conference Centre

London Road

Derby DE24 8UX

This information is provided by RNS

The company news service from the London Stock Exchange

END

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