29th Jun 2007 11:46
TV Commerce Holdings PLC29 June 2007 TV Commerce Holdings plc TV Commerce Holdings PLC ("TV Commerce" or the "Group"), today reports it's Preliminary Results for the year-ended 31 December 2006. Highlights / recent activity • Turnover of £2,293,272 (2005: £723,992) with a pre-tax profit of £146,200 (2005: loss of £551,389) • Cash balance to the end of June 2007 of £492,000 • Closure of TV Commerce Limited 28 February 2007 • Board considering options to preserve shareholder value. Commenting on the results TV Commerce Chief Executive Vince Stanzione said: The growth in the business in the year to December 2006 and after contributed tothe Group's resulting positive cash balance at June 2007. The closure of the TVCommerce Limited was a difficult decision but one which I believe was in thebest interests of Shareholders." For further information, please contact: TV CommerceVince Stanzione Tel: +44 (0) 1908 330 747 First City Financial LtdAllan Piper Tel: +44 (0) 207 436 7486 +44 (0) 7736 064 982 Seymour PierceJohn Depasquale Tel: +44 (0) 207 107 8029 Chairman's statement For the year ended 31 December 2006 Whilst the performance of the Group for the year to 31 December 2006 wasprofitable and substantially ahead of the previous year, the events since theyear end, in the market in which the Group operates, have contrived against itsfuture success. For the year to 31 December 2006, the Group reported turnover of £2,293,272(2005: £723,992) with a profit before tax of £146,200 (2005 loss of £551,389).As we reported in our interim statement in September 2006, the substantialgrowth in revenue was achieved through the delivery of a range of nicheprogrammes using the Sky Television platform and based on premium rate billingsfrom phone and messaging services. As we reported in 24 November 2006, however, the Group's trading subsidiary, TVCommerce Limited, received a formal reprimand from the Independent Committee ofthe Supervision of Standards of Telephony Information Services ("ICSTIS") inrelation to the day time show. Although swift action was taken to address theissue, this signified a fundamental shift in the regulatory regime in which theGroup operated, which the Board considered was likely to render the businessunprofitable. Following a review of the operations of the Group, the Board announced on 28February this year, that a decision had been taken to close the operations of TVCommerce Limited. The Board considered that was preferable to preserve the cashresources of the Group rather than the reinvestment of further funds in anuncertain future. The curtailment of the Group's activities is disappointing, especially at a timewhen it appeared to have found a successful and profitable business model. TheBoard believes, however, that decisive action was required and this has enabledthe Group to retain cash resources of approximately £492,000 as at the end ofJune 2007. I would like to thank the directors who have served the Group during its periodsince flotation. The Board, together with its advisors, will continue to reviewoptions in relation to the preservation and return of Shareholder value. Andy Mintern Chairman Consolidated Profit and Loss AccountFor the year ended 31 December 2006 2006 2005 Notes £ £ GROUP TURNOVER 2,293,272 723,992 Cost of sales (1,620,262) (908,741) GROSS PROFIT 673,010 (184,749) Administration expenses (529,256) (380,010) GROUP OPERATING PROFIT / (LOSS) 143,754 (564,759) Interest receivable and similar items 2,446 13,514Interest payable and similar charges - (144) PROFIT / (LOSS) ON ORDINARY ACTIVITIESBEFORE TAXATION 146,200 (551,389) TAXATION - - PROFIT / (LOSS) AFTER TAXATION 146,200 (551,389) Dividend - - RETAINED PROFIT / (LOSS) FOR THE YEAR 146,200 (551,389) Profit / (Loss) per ordinary share (in pence):Basic and diluted profit / (loss) per share 2 0.23p (1.0)p Consolidated Balance SheetAs at 31 December 2006 2006 2005 Notes £ £FIXED ASSETSTangible fixed assets - 16,141 CURRENT ASSETSDebtors 437,094 300,495Cash at bank and in hand 4 261,310 179,807 698,404 480,302 CREDITORS:amounts falling due within one year (205,890) (150,129) NET CURRENT ASSETS 492,514 330,173 TOTAL ASSETS LESS CURRENT LIABILITIES 492,514 346,314 NET ASSETS 492,514 346,314 CAPITAL AND RESERVESCalled up share capital 641,796 641,796Share premium account 624,066 624,066Merger Reserve 66,351 66,351Profit and loss account (839,699) (985,899) EQUITY SHAREHOLDERS' FUNDS 6 492,514 346,314 Consolidated Cash FlowFor the year ended 31 December 2006 2006 2005 Notes £ £ RECONCILIATION OF PROFIT/ (LOSS) BEFORE INTERESTAND TAXATION TO OPERATING CASH OUTFLOW Operating profit / (loss) before interest and taxation 143,754 (564,759)Depreciation 16,375 949Increase in debtors (126,099) (168,110)Increase in creditors 55,761 112,927 Net cash inflow / (outflow) from operating activities 89,791 (618,993) Returns on investments and servicing of financeInterest received 2,446 13,514Interest paid - (144) 2,446 13,370Capital expenditure and financial investmentPayments to acquire tangible fixed assets (10,734) (17,090) NET CASH INFLOW / (OUTFLOW) BEFORE FINANCING 81,503 (622,713) FinancingShares issued - 1,248,761Flotation expenses - (416,550)Repayment of loans - (105,000) - 727,211 INCREASE IN NET CASH IN THE YEAR 5 81,503 104,498 Notes to Financial Statements For the year ended 31 December 2006 1. Preliminary Statement This preliminary statement, which has been agreed with the Auditors, wasapproved by the Board on the 28 June 2007. The financial information in thisannouncement does not constitute full statutory accounts within the meaning ofthe Companies Act 1985. Full accounts for the year ended 31 December 2006 willbe filed with the Registrar of Companies in due course. The Group's financial statements consolidate the financial statements of TVCommerce Holdings Plc and its subsidiaries, TV Commerce Limited and The AdvertChannel Limited, each of which have been made up to 31 December 2006, accountedfor under merger accounting. The Financial Statements have been prepared on the basis that the Company andGroup is no longer a going concern. A decision was made after the year end towind down the activities of ultimately dissolving the Company and Group and theGroup's trading activities ceased on 28 February 2007. 2. Profit per share Basic profit per share is calculated by dividing the Group's profit aftertaxation of £146,200 (2005: loss of £551,389) by the weighted average number ofshares in issue during the year of 64,179,632 (2005: 53,681,432). No diluted earnings per share are presented as the effect of the exercise ofshare options would be to decrease the loss per share. 3. Dividend The directors do not recommend a dividend for the year. Notes to Financial Statements For the year ended 31 December 2006 4. Reconciliation of net cash flow to movements in net funds 2006 2005 £ £ Increase in cash in the period 81,503 104,498 Loans repaid / (received) - 105,000 Conversion of loans to equity - 500,000 Movement in net funds in the period 81,503 709,498 Net debt beginning of period 179,807 (529,691) Net funds at end of period 261,310 179,807 5. Analysis of changes in net debt At beginning Cash Non-cash At end of period flow movements of period £ £ £ £ Cash at bank and in hand 179,807 81,503 - 261,310 Loans - - - - Total 179,807 81,503 - 261,310 6. Shareholders' funds 2006 2005 £ £ Beginning of the period 346,314 (434,508) Retained profit / (loss) for the period 146,200 (551,389) Nominal value of shares issued in the period - 641,796 Share premium on new shares issued net of expenses - 624,066 Movement on Merger Reserve - 66,349 End of the period 492,514 346,314 On 22 November 2004, the Company was incorporated with an authorised sharecapital of 1,000 £1 ordinary shares, of which 1 £1 ordinary share was allottedat par for cash. On 18 January 2005 the share capital was subdivided into 100,000 ordinary sharesof £0.01 each and, on the same date, the share capital was increased by thecreation of 124,900,000 shares, increasing the value of the authorised sharecapital to £1,250,000. On 18 January 2005, 43,367,200 ordinary shares of £0.01 each were issued inexchange for the whole of the issue share capital of TV Commerce Limited. On 10 February 2005, a further 20,662,332 ordinary shares of £0.01 each wereissued for a cash consideration of £1,248,740. On 17 March 2005, 150,000 ordinary shares of £0.01 each were issued for a cashconsideration of £9,000. 7. Copies of the Annual Report and Financial Statements Copies of the Annual report and Financial Statement will be sent to shareholderson 30 June 2007 and will be available from the Company's registered office fromthat date. 8. Annual General Meeting The Annual General Meeting will be held on 10 August 2007 at 10.00 am at theoffices of Seymour Pierce, 20 Old Bailey, London EC4M 7EN. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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