RNS Number : 5681A
  SiRViS IT PLC
  04 August 2008
   
    SiRViS IT plc

    Preliminary Results for the year ended 31 May 2008


    SiRViS IT plc, which provides a range of IT services and sale of computer equipment across the United Kingdom, announces preliminary
results for the year to 31 May 2008.

    Basis of reporting

    The preliminary results have been prepared in accordance with applicable International Financial Reporting Standards (IFRS) in issue as
adopted by the European Union (EU) for the first time; comparatives have been restated.


    HIGHLIGHTS


    *     Revenue growth increased by 44% to �10.8m (2007: �7.5m);


    *     Recurring revenues represents 76% of revenue (2007: 79%);


    *     Adjusted operating profit* increased by 30% to �1,288,000 (2007: �992,000);


    *     Adjusted basic earnings* per share increased by 18% to 28.36p (2007: 24.02p);


    *     Profit after tax �642,000 (2007: �43,000 loss);


    *     Basic earnings per share 19.45p (2007: 1.50p loss);


    *     A recommended cash offer of 160 pence per share for the entire issued ordinary share capital of the Company from SiRViS IT
Holdings Limited, a private company wholly owned by the NAV Fund, a fund to which North Atlantic Value LLP acts as investment adviser, is to
be announced this morning via a separate announcement.



    * Adjusted operating profit and adjusted basic earnings per share are stated before exceptional items, share-based payments and
amortisation of intangible assets.





    Enquiries to:

    Mark Lewis     01773 825516     SiRViS IT plc    Chief Executive

    Ian Bailey      01773 825516      SiRViS IT plc     Finance Director

    Geoff Nash     0207 600 1658     FinnCap           Nominated Adviser



      Chairman's Statement 

    I am pleased to report the results for the year ended 31 May 2008 which show a strong financial performance compared to last year.  

    The acquisition of Technology Management Group Limited ("TMG") which was acquired in May 2007 brought many synergies to the Group and
has been successfully integrated with our Group operations. A full twelve months of trading by the enlarged Group is included in the figures
for the year ended 31 May 2008.

    International Financial Reporting Standards (IFRS)

    These annual results are the first that the Group has reported based on International Financial Reporting Standards (IFRS) as adopted by
the EU and, consequently, the comparative figures in respect of last year have been restated from UK GAAP to IFRS.

    The principal area of impact arising from IFRS has been the treatment of goodwill and intangible assets. The effect of IFRS on the
reporting of our cash flows remains unaffected.

    Trading results

    Revenue for the year increased by 44% to �10.8m (2007: �7.5m), with recurring revenues representing 76% of revenue (2007: 79%).

    Operating profit, before exceptional items, share-based payments and amortisation of intangible assets, increased by 30% to �1,288,000
(2007: �992,000).

    Adjusted basic earnings per share (before exceptional items, share-based payments and amortisation of intangible assets) increased by
18% to 28.36p per share (2007: 24.02p).

    Profit after tax was �642,000 (IFRS presented 2007: �43,000 loss), resulting in a basic earnings per share of 19.45p (2007: 1.50p
loss).

    Operating cash flow, before movements in working capital, was �1,344,000 compared to �93,000 last year.

    Gross margin as a percentage of revenue has decreased from 36.4% to 32.7%, partly due to the contracts acquired from TMG being lower
margin contracts and general pricing pressure in a very competitive marketplace.

    Business review

    The Group acquired TMG during the latter part of the previous financial year. Quarter one of the financial year under review
concentrated on integrating TMG with the Group's operations. The cost saving benefits associated with this integration became effective in
August 2007, and I am pleased to report that the major customers of TMG have been very satisfied with the IT services provided.

    In the second half of the year the Board has continued to focus on organic growth and cost control.

    The Board has looked at other acquisition opportunities during the year, however, within a weakening economic and financial marketplace
the Board has taken the view that it would not overpay for acquisitions at a time when liquidity was declining.  

    Recommended Cash Offer

    Today, the Board also announces a recommended cash offer of 160 pence per share for the entire issued ordinary share capital of the
Company from SiRViS IT Holdings Limited, a private company wholly owned by the NAV Fund, a fund to which North Atlantic Value LLP acts as
investment advisor.  

    The Board believes that the Offer represents a fair and reasonable value for the business which has struggled to generate enough scale
as a public company.  The present valuation of the Group makes further acquisitions disproportionally dilutive and the current credit
conditions make raising debt both difficult and expensive. Accordingly the Board is not able to make any further acquisitions in the current
climate and the Group continues to bear the significant cost of being a public company.

    As a result of these factors, the Independent Directors of the Board have concluded that the Group would be better placed to achieve the
opportunities available to it in an off-market environment and hence consider that the Offer represents a good opportunity for SiRViS IT plc
shareholders to realise a fair and reasonable value for their shares.

    Share Consolidation

    Following the approval of all the resolutions at the Annual General Meeting in September 2007, the shares were consolidated on a forty
to one basis.

    Dividends

    The Board does not propose a dividend and will be unable to declare one until such time as the accumulated deficit on the Company's
profit and loss account has been eliminated. When appropriate, proposals will be put to shareholders to approve the utilisation of the share
premium account to enable a dividend to be declared.

    Employees

    The Board recognises the importance of the Group's staff and management to the success of the Group and would like to thank all
employees for their commitment, expertise and considerable contribution during the year.

    Outlook 

    Whilst current trading remains satisfactory, since the end of the financial year the Group has noticed some scaling back by retail
focused clients and increased pressure on margins. The Board currently anticipates that the weakening economy may well have an impact on the
future rate of growth. 


    Peter Addison
    Non-executive Chairman
      
 Consolidated Income Statement                                                                                                        
 for the year ended 31 May 2008                                                                                                       
                                                                                                           Year ended    Year ended   
                                                                                                               31 May        31 May   
                                                                                                                 2008          2007   
                                                                                                    Note        �'000         �'000   
 Revenue                                                                                                       10,812         7,493   
 Cost of sales                                                                                                 (7,272)       (4,764)  
 Gross profit                                                                                                   3,540         2,729   
                                                                                                                                      
 Administrative expenses before exceptional items, share-based payments, and amortisation of                   (2,252)       (1,737)  
 intangible assets                                                                                                                    
 Operating profit before exceptional items, share-based payments, and amortisation of intangible                1,288           992   
 assets                                                                                                                               
 Exceptional items                                                                                                  -          (946)  
 Share-based payment costs                                                                                          -           (58)  
 Amortisation of intangible assets                                                                               (276)            -   
 Total administrative expenses                                                                                 (2,528)       (2,741)  
                                                                                                                                      
 Operating profit/(loss)                                                                                        1,012           (12)  
 Finance income                                                                                                     5             1   
 Finance costs                                                                                                    (81)          (28)  
 Profit/(loss) before taxation                                                                                    936           (39)  
 Income tax expense                                                                                              (294)           (4)  
 Profit/(loss) for the year                                                                                       642           (43)  
                                                                                                                                      
 Earnings/(loss) per ordinary share                                                                  2                                
 Basic                                                                                                         19.45p        (1.50p)  
 Diluted                                                                                                       19.45p        (1.50p)  
                                                                                                                                      
 All results for the group are derived from continuing operations in both the current and prior year.                                       
 
                                                                                                                                            
 
 There is no recognised income or expenses for the current or prior period other than stated above. As a 
 consequence, a statement of recognised income and expenses has not been presented.                                                         
 

      
 Consolidated Balance Sheet
 at 31 May 2008
                                                     2008                 2007 
                                       Note     �'000      �'000     �'000      �'000 
 ASSETS                                                                       
 Non-current assets                                      
 Property, plant & equipment                      114                  128 
 Goodwill                                       8,978                8,626 
 Other intangible assets                          432                  708 
 Total non-current assets                                  9,524                9,462 
                                                                 
 Current assets                                                  
 Trade and other receivables             3      2,216                2,376 
 Inventories                            4         588                  696 
 Cash and cash equivalents                      1,118                  716            
 Total current assets                                      3,922                3,788 
                                                                                      
 Total assets                                             13,446               13,250 
                                                                 
 LIABILITIES                                                     
 Current liabilities                                             
 Trade and other payables               5      (2,252)              (2,803)
 Current borrowings                     6a     (1,208)              (1,002)
 Current tax payable                             (290)                 (16)
 Current provisions                      7       (991)                (862)
 Deferred income                               (1,951)              (1,876)
 Total current liabilities                                (6,692)              (6,559)
                                                                 
 Non-current liabilities                                         
 Non-current borrowings                 6b        (84)                (188)
 Non-current provisions                 8           -                 (475)
 Total non-current liabilities                               (84)                (663)
                                                                 
 Total liabilities                                        (6,776)              (7,222)
                                                                 
 Net assets                                                6,670                6,028 
                                                                 
 EQUITY                                                          
 Share capital                                             1,320                1,320 
 Share premium account                                     6,145                6,145 
 Retained earnings                                          (795)              (1,437)
 Total equity                                              6,670                6,028 

      
 Consolidated Cash Flow Statement
 for the year ended 31 May 2008
                                                            2008      2008    2007    2007 
                                                           �'000     �'000   �'000   �'000 
 Cash flows from operating activities                                      
                                                                           
 Profit/(loss) after taxation for the period                           642             (43)
                                                                           
 Adjustments for:                                                          
 Finance income                                               (5)               (1)
 Finance costs                                                81                28 
 Taxation expense recognised in income statement             294                 4 
 Depreciation of property, plant and equipment                56                47 
 Amortisation of intangible assets                           276                 - 
 Share-based payment expense                                   -                58         
                                                                       702             136 
 Operating cash flows before movements in working capital            1,344              93 
                                                                           
 Decrease/(increase) in trade and other receivables          160              (441)
 Decrease in inventories                                     108                39 
 (Decrease)/increase in trade payables                      (273)              321 
 Decrease in accruals                                        (90)             (140)
 Increase/(decrease) in deferred income                       75              (187)
 (Decrease)/increase in provisions                          (610)              862         
                                                                      (630)            454 
 Cash generated from operations                                        714             547 
                                                                           
 Interest paid                                                         (76)            (28)
 Taxation paid                                                         (18)            (55)
 Net cash generated from operating activities                          620             464 
                                                                           
 Cash flows from investing activities                                      
 Cash at bank acquired with subsidiary                         -               521 
 Purchase of subsidiary undertaking, net of cash acquired    (88)             (925)
 Purchase of property, plant and equipment                   (42)              (55)
 Deferred consideration paid                                (195)             (360)
 Interest received                                             5                 1 
 Net cash used in investing activities                                (320)           (818)
                                                                                           
 Cash flows from financing activities                                      
 Net proceeds of ordinary share issue                          -               515 
 Payment of loan notes                                      (360)                - 
 Net cash (used in)/generated from financing activities               (360)            515 
                                                                                           
 Net (decrease)/increase in cash and cash equivalents                  (60)            161 
 Cash and cash equivalents at 1 June                                    74             (87)
 Cash and cash equivalents at 31 May                                    14              74 
 Anaylised in balance sheet as:                                            
 Cash at bank and in hand                                            1,118             716 
 Bank overdraft                                                       (687)           (642)
 Bank borrowings                                                      (417)              - 
 Cash and cash equivalents at 31 May                                    14              74 


 Consolidated Statement of Changes in Equity
 at 31 May 2008

                                                                                Share  
                                                                       Share   premium   Retained 
                                                                     capital   account   earnings     Total 
                                                                       �'000     �'000      �'000     �'000 
 At 1 June 2006                                                        1,141     5,809     (1,452)    5,498 
 Loss for the year and total recognised expenses for the year              -         -        (43)      (43)
 Other movements
 Proceeds from issue of shares                                           179       336          -       515 
 Equity settled share-based payment charge                                 -         -         58        58 
 At 31 May 2007                                                        1,320     6,145     (1,437)    6,028 
 Profit for the year and total recognised expenses for the year            -         -        642       642 
 At 31 May 2008                                                        1,320     6,145       (795)    6,670 


    Notes to the consolidated financial statements


    1.     Principal Accounting policies

            Basis of preparation
    The consolidated financial statements have been prepared in accordance with applicable International Financial Reporting Standards
(IFRS) in issue as adopted by the European Union (EU) and the Alternative Investment Market (AIM) Rules for Companies.  

    The policies have changed from the previous year when the financial statements were prepared under United Kingdom Generally Accepted
Accounting Practice (UK GAAP). The comparative information has been restated in accordance with IFRS, as disclosed in the Interim results
announcement.




 2      Earnings/(loss) per ordinary share
 The calculation of earnings/(loss) per share is based on the profit/(loss) for the financial year and the following number of
 shares:
                                                                                                                                        2008
           2007 
                                                                                                                                   Number of
      Number of 
                                                                                                                                      shares
         shares 
 Weighted average number of shares                                                                                           
 For basic earnings/(loss) per share                                                                                               3,300,000
      2,870,081 
 For diluted earnings/(loss) per share                                                                                             3,300,000
      2,870,081 
 Share options do not have a dilutive effect because the exercise prices were above the average share price during the period.
 In view of the significant impact of the adoption of IFRS 2 Share Based Payments, amortisation of intangibles and 
 exceptional items on earnings per share calculated in accordance with IAS 33 Earnings Per Share, an adjusted 
 earnings/(loss) per share has been provided below as the Directors consider that they may be useful to shareholders and potential
investors.
  

                                                                                                    2008                                 
2007 
                                                                                                                Per share                   
      Per share 
                                                                                                             amount Basic            (Loss)/
   amount Basic 
                                                                                           Earnings           and diluted           Earnings
    and diluted 
                                                                                              �'000                     p              �'000
              p 
 Profit/(loss) for the period                                                                   642                 19.45               
(43)          (1.50)
 Effect of share based payments                                                                   -                     -                 58
           2.02 
 Previous years tax charge adjustment                                                            18                  0.55                  4
           0.14 
 Amortisation of intangibles                                                                    276                  8.36                  -
              - 
 Adjusted earnings pre-exceptional items per share                                              936                 28.36                 19
           0.66 
 Exceptional items (net of tax where applicable):                                                                         
 Aborted acquisition costs                                                                        -                     -                 29
           1.01 
 Unsolicited approach costs                                                                       -                     -                 41
           1.41 
 Restructuring provision                                                                          -                     -                346
          12.04 
 Onerous lease provision                                                                          -                     -                256
           8.90 
 Adjusted earnings per share                                                                    936                 28.36                691
          24.02 

 3      Trade and other receivables
                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Trade receivables                                                                                                                 1,656    
1,751 
 Prepayments and accrued income                                                                                                      560    
  625 
                                                                                                                                   2,216    
2,376 

 The carrying value of trade receivables is considered a reasonable approximation of their fair value.
 All of the receivables have been reviewed for indicators of impairment and no provision has been made (2007: Nil).

 The trade receivables past due but not impaired are as follows:

                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Not more than 3 months                                                                                                              490    
  229 
 More than 3 months but not more than 6 months                                                                                        75    
   28 
                                                                                                                                     565    
  257 

 4       Inventories
                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Finished goods and goods for resale                                                                                                  59    
   45 
 Maintenance stocks                                                                                                                  529    
  651 
                                                                                                                                     588    
  696 

 Inventories are stated at fair value less cost to sell. During the year, a total of �1,452,000 of inventories was included in the 
 income statement as an expense (2007: �740,000). The amount of write down of inventories recognised as an expense 
 amounts to �410,000 (2007: �303,000).

 5      Trade and other payables
                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Trade payables                                                                                                                      655    
  942 
 Accrued expenses                                                                                                                  1,029    
1,112 
 Deferred consideration                                                                                                                -    
  195 
 Other taxation and social security                                                                                                  568    
  554 
                                                                                                                                   2,252    
2,803 

 The carrying value of trade payables is considered a reasonable approximation of their fair value.

 6      Borrowings

 6a      Current borrowings
                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Loan notes                                                                                                                          188    
  360 
 Bank overdraft                                                                                                                      687    
  642 
 Bank borrowings                                                                                                                     333    
    - 
                                                                                                                                   1,208    
1,002 

 The current borrowings carry interest based on Barclays Bank PLC base lending rate and hence are considered to be carried at fair value.

 6b      Non-current borrowings
                                                                                                                                    2008    
 2007 
                                                                                                                                   �'000    
�'000 
 Loan notes                                                                                                                            -    
  188 
 Bank borrowings                                                                                                                      84    
    - 
                                                                                                                                      84    
  188 
 The non-current borrowings carry interest based on Barclays Bank PLC base lending rate and hence are considered to be 
 carried at fair value.



 7      Current provisions
                                                                                            Onerous           Contingent 
                                                                        Restructuring         lease        consideration   Total 
                                                                               �'000          �'000                �'000   �'000 
 At 1 June 2007                                                                  477            385                    -     862 
 Additional provisions                                                             -              -                  264     264 
 Transfer from non-current provisions                                              -              -                  475     475 
 Used during the year                                                           (449)          (161)                   -    (610)
                                                                                  28            224                  739     991 
 At 31 May 2008
 a. Restructuring provision represents redundancy costs and other expenses in relation to integrating the acquisition of 
   Technology Management Group Limited into Group operations.
 b. Onerous lease provision represents the integration of two locations and relates to the closure of the Technology 
   Management Group Limited premises.
 c. Contingent consideration represents the estimated additional consideration to be paid relating to the acquisition of 
   Technology Management Group Limited.

 8      Non-current provisions
                                                                                                              Contingent 
                                                                                                           consideration   Total 
                                                                                                                   �'000   �'000 
 At 1 June 2007                                                                                                      475     475 
 Transfer to current provisions                                                                                     (475)   (475)
                                                                                                                       -       - 
 At 31 May 2008
 Contingent consideration represents the estimated additional consideration to be paid relating to the acquisition of 
 Technology Management Group Limited.


    9    The financial information set out in this Preliminary announcement does not constitute statutory accounts as defined in section 240
of the Companies Act 1985. Results for the year ended 31 May 2008 are abridged from the 2008 Annual Report and Accounts, which received an
unqualified auditor's report and will be filed with the Registrar of Companies. 


    10    The Annual Report will be posted to shareholders in due course.


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

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