Final Results

Vitesse Media Plc

("Vitesse" or the "Company)

Preliminary Statement of Final Results for the year ending 31 January 2010 for Vitesse Media plc

Highlights for the year ending 31 January 2010

·; Significant improvement in profitability delivering a profit for 2009/10 of £36,706 and EBITDA of £192,742 (2008/9 loss of £(493,930) and £(306,570))

·; Online revenues held up well

·; Gross profit margin of 63.3% (2008/9 64.8%)

·; Overheads reduced by nearly 40%

·; Market leading positions and brand values maintained during a difficult trading period

·; Management team worked hard to retain good staff loyalty and morale

·; Since the year-end, the company has carried out a successful fundraising, thus reducing borrowings, improving working capital and providing funds for improvement in our database operations.

·; Improvement in profitability has continued and there is a significant turnaround for the first quarter of the financial year 2010/11

Enquiries:

Vitesse Media Plc Sara Williams

+44 20 7250 7010 Leslie Copeland

+ 44 20 7250 7014

Seymour Pierce Ltd

Nandita Sahgal

+44 207 107 8000

Chairman's report

Performance during the financial year 2009/10

This was undoubtedly the most difficult trading period that the Company has endured. During the year, despite having trimmed costs during the previous financial year 2008/9, the management team unfortunately had to make further cost savings and reduced the headcount again.

Such actions are always extremely difficult for all concerned, especially in a close-knit business such as Vitesse Media. I would like to take the opportunity to extend my appreciation to all members of staff who bore these difficult times with calmness and understanding.

During the year I also took the opportunity to split the role of Chairman and Chief Executive. In July, Leslie Copeland was appointed Chief Executive and Niki Baker appointed Chief Operating Officer and, along with the rest of the management team, the credit for the turnaround in results in the second half of the year is all theirs.

Results have tended to show a skewed performance towards the second half and this was certainly true during the financial year under review when a loss of £(91K) at the interim stage was turned into a profit of £36K for the full year.

Update for the first quarter

The improvement in profitability has continued and there is a significant turnaround for the first quarter of the financial year 2010/11. This is against a backdrop of further reductions in revenue compared to the same period last year. Some of the fall in revenue is attributed to continuing difficulties in some print areas. However, the management team has also undertaken an intense focus on existing operations and an examination of the profitability of individual sources of revenue, which has meant the discontinuation of certain activities, leading to one-off reductions in revenue.

Positive aspects include the improvement experienced towards the end of the quarter in our online activities which had slightly dipped in the second half of last year and a sustained increase in our subscription numbers, a change which had begun last autumn. Further investment in subscription building will be carried out during the rest of the year.

A summary by the management team is that the trading background for the business is healthier than it has been for many, many months.

During the first quarter, we were able to carry out a successful fundraising, raising £475,000 before expenses, amongst existing and new shareholders. This has provided the business with the funds to redeem the borrowings incurred last year and to repurchase SmallBusiness.co.uk, to provide adequate working capital for the group and to fund improvements in our database operations, which should lead to significant efficiency and revenue gains.

The year ahead

The second quarter of the year is traditionally the weakest for the group and this is exacerbated by our decision to move an event from June to September, a decision which has been taken by the management team to improve the group's profit in the long term. However, the team anticipate that the turnaround in profitability for the business will continue, barring the economy lurching into a second leg of a recession. There has been a sustained improvement in the level of forward bookings and we are now looking with more certainty at the figures for the rest of the year.

The Directors regard the business as being in the best shape for many years, both in terms of profitability and funding, and look forward with confidence to the results for the full year.

Chairman

Consolidated statement of comprehensive income

for the year ended 31 January 2010

Consolidated statement of financial position

as at 31 January 2010

Consolidated statement of cash flows

for the year ended 31 January 2010

Abbreviated Notes to the results

1. SEGMENTAL INFORMATION

The operating segments are based on the management reports reviewed by the Board of Directors on a monthly basis.

The reportable segments derive their revenue primarily as follows:

·; Online - Provision of online and digital services for our client and reader base

·; Print Publishing - Provision of regular publications through our leading brands

·; Events - Utilising our publishing rights to run events including awards, conferences and seminars, plus a limited number of events on behalf of third parties

All revenue is derived from provision of services and predominately from customers based in England, the Company's country of domicile and all assets are based in England.

The Chief Operating Decision Maker evaluates the performance and resource requirements of these segments in unison to ensure maximum efficiencies within the business and indeed resources are shared.

The Directors consider the most useful information to users of the accounts is to provide details down to the Gross Profit level only. From then on any further detail would necessitate arbitrary cost allocation that they do not use in managing the business and is not considered meaningful in terms of how resources are actually utilised.

The Chief Operating Decision Maker does not receive information on assets and liabilities in a segmental format and due to the arbitrary nature of the allocation this information has not been calculated as it is inappropriate to the running of the business.

Segment information is presented below.

Revenue represents sales to external customers. There were no inter segment sales in the period (2009: Nil).

The Group generates total revenues from its largest customer of £126,745 (2009: £125,052). These revenues are derived from the print and online segments.

2. OPERATING PROFIT

(a) Operating profit for the year has been arrived at after charging/(crediting) the following items within administrative expenses:

At 31 January 2009 a provision was made for an onerous lease in a subsidiary company. In October 2009 the subsidiary company was put into liquidation and as a result the provision has been written back.

(b) AUDITOR'S REMUNERATION

During the year, the following services were obtained from the Group's auditor at cost as detailed below:

The disclosure of auditor's remuneration stated above relates to the Company's auditor, Baker Tilly UK Audit LLP and its associates.

(c) ANALYSIS OF OPERATING EXPENSES BY NATURE

3. NET FINANCE COSTS

4. TAXATION

Corporation tax is calculated at 28% (2009 - 28%) of the estimated assessable profit for the year.

(b) The tax charge for the year can be reconciled to the profit/(loss) before tax per the consolidated statement of comprehensive income as follows:-

At the reporting date, the Group has unused tax losses of £4,318,306 (2009: £4,804,599) available for offset against future profits. No deferred tax asset has been recognised in respect of this amount due to the unpredictability of future profit streams.

At the reporting date, the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries for which deferred tax assets and liabilities have not been recognised was a net asset of £36,133 (2009: £6,900). No deferred tax liability (2009: Nil) has been recognised in respect of these differences because the Group is in a position to control the timing of the reversal of the temporary differences and it is probable that such differences will not reverse in the foreseeable future.

5. EARNINGS PER SHARE

(a) Basic

Basic earnings per share is calculated by dividing the profit attributable to owners of the parent by the weighted average number of ordinary shares in issue during the year (Note 16).

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has one category of dilutive potential ordinary shares: share options. In the prior year the Company made a loss and the potential share options were therefore anti-dilutive.

6. INTANGIBLE ASSETS

6. INTANGIBLE ASSETS (continued)

Goodwill

Publishing Rights

The Group tests goodwill and publishing rights annually for impairment or more frequently if there are indications that goodwill might be impaired.

The recoverable amounts of the CGUs are determined from value in use calculations. The key assumptions for the value in use calculations are those regarding the discount rates, growth rates and direct costs. Management estimates discount rates using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the CGUs. The growth rates are based on a combination of industry growth forecasts and specific business plans for each CGU. Changes in direct costs are based on past practices and expectations of future changes.

The Group prepares cash flow forecasts derived from the most recent financial budgets approved by management for a period of eighteen months and extrapolates cash flows for the relevant period based on the estimated growth for each CGU for a further forty two months.

The rate used to discount the forecast cash flows for each of the CGUs was 11% (2009: 11%) and growth rates are assumed to be an average of industry expected growth rates which range from 0% to 20%.

During the year the trade and associated goodwill was transferred from M&A Deals Ltd and integrated into Vitesse Media plc. This decision was taken due to the downturn in the economy and the mergers and acquisitions market and it is anticipated that an upturn in the economy will result in a revival of the brand. Based on cash flow forecasts, no impairment is deemed necessary.

7. PROPERTY, PLANT AND EQUIPMENT

The net book value of fixtures, fittings and equipment includes £53,696 (2009: £91,027) of assets held under finance lease agreements.

7. PROPERTY, PLANT AND EQUIPMENT (continued)

The net book value of fixtures, fittings and equipment includes £53,696 (2009: £68,471) of assets held under finance lease agreements.

8. TRADE AND OTHER RECEIVABLES

The Groups financial assets are fairly short term in nature. In the opinion of the directors the book values equate to their fair value.

9 INVENTORIES

The amount of inventories recognised as an expense and charged to cost of sales was £114,342 (2009: £132,741). In the opinion of the directors the book values equate to their fair value.

10 CASHAND CASH EQUIVALENTS

Cash, cash equivalents and bank overdrafts include the following for the purposes of the cash

flow statement:

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less.

11 CALLED UP SHARE CAPITAL

Shares issued during the previous year were for a cash injection for brand development and additional working capital.

11 CALLED UP SHARE CAPITAL (continued)

The Company has granted options to subscribe for ordinary shares of 10p each, as follows:

12 EQUITY-SETTLED SHARE OPTION SCHEMES

For details of share option schemes in place during the year, see note 16.

Details of the number of share options and the weighted average exercise price (WAEP) during the year are as follows:

The market price of the Company's shares on 31 January 2010 was 11p (2009: 16p).

12. EQUITY-SETTLED SHARE OPTION SCHEMES (continued)

The range of exercise price during the year was between 8p and 17p (2009: 16p and 37p).

The fair values were calculated using the Black-Scholes valuation method. The inputs to the model were as follows:

Expected volatility was determined by calculating the historic volatility of the Group's share price over the period since flotation.

The weighted average remaining contractual life is six years (2009: six years).

The charge for the year for options granted was £12,552 (2009: £35,995) which is included in administrative expenses. Fair value of the options granted during the year was £29,106 (2009: £35,713).

Options granted have a vesting period of three years. The exercise of options will normally be conditional on the holder being in Group's employment at the end of the vesting period.

13 BORROWINGS

All borrowings are due on demand or within one year. Following the fundraising in April 2010 other borrowings of £170,000 were repaid.

Bank overdrafts and loans disclosed within current liabilities are arranged at floating rates, exposing the group to cash flow interest rate risk.

The weighted average interest rates paid were as follows:

Sensitivity analysis on the level of interest rates has not been undertaken as the Directors believe that any increase / decrease in interest rates during the current and previous year would have had no material impact on the level of interest payable. The fair value of current borrowings equals their carrying amount, as the impact of discounting is not significant.

The other principal features of the Group's borrowings are as follows:

(i) Bank overdrafts are repayable on demand. Overdrafts have been secured by a debenture over the group's assets. The average effective interest rate on bank overdrafts approximates to 3.05% (2009: 6.84%) per annum and is determined based on 2.5% plus Lloyds TSB plc bank base rate.

(ii) Net obligations under finance leases contracts are secured on the assets concerned. The net book value of secured assets is disclosed in note 11

(iii) Bank loans are repayable on one to three months notice. This represents invoice discounting advances against trade receivables and are secured by a debenture over trade receivables. The net book value is disclosed in Note 13. The average effective rate approximates to 2.22% per annum and is determined based on 1.4 to 2% above bank base rates.

(iv) Other borrowings of £170,000 relate to a transaction undertaken whereby the Group sold a website to a related party (see note 26). The terms of the agreement are such that the Group continues to use the asset in exchange for a monthly fee. The Group has the ability to repurchase the asset within three years and based on the substance of the transaction, this has been treated as a loan. The term of the borrowing is over three years at an interest rate of 10% per annum.

For details of the bank loans in the prior year, please refer to details (i) and (ii) above

At 31 January 2010, the Group has available £nil (2009: £Nil) of undrawn committed borrowing facilities, in respect of which all conditions precedent have been met.

14. NET OBLIGATIONS UNDER FINANCE LEASES

It is the Group's policy to lease certain items of fixtures, fittings and equipment under finance leases. The average lease term is 3 years. For the year ended 31 January 2010, the average effective borrowing rate was 23.8%. Interest rates are fixed at the contract date. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

15. TRADE AND OTHER PAYABLES

The Group's financial liabilities are fairly short term in nature. In the opinion of the directors the book values equate to their fair value.

16. PROVISIONS

The Company did not have any provisions at 31 January 2010, 31 January 2009 or 31 January 2008

17. NOTES TO THE CASH FLOW STATEMENT

Additions to fixtures and equipment during the year amounting to £nil (2009: £25,623) were financed by new finance leases.

18. RECONCILIATION OF NET CASH FLOW TO MOVEMENTS IN NET FUNDS AND ANALYSIS OF NET FUNDS