Interim Results
September 30 2003 - 11:27AM
UK Regulatory
RNS Number:3612Q
World Travel Holdings PLC
30 September 2003
World Travel Holdings plc announces its interim trading results for six months
ended 30 June 2003.
CHAIRMAN'S STATEMENT
Results
As I announced in my statement accompanying the 2002 accounts, the Directors
decided in January, that in the absence of a further fund-raising, the Group
would have to cease trading.
Much of the first six months of the current year was taken up by a new
management team attempting to raise new equity finance to support a new strategy
for the Group in the travel industry. Regrettably this did not succeed. Faced
with the choice of allowing the Company to fail or to change direction and try
to rebuild the Company in other markets, the directors have taken the steps
detailed in my report accompanying the 2002 accounts to come to terms with the
Company's creditors, commence the reorganisation of the capital structure and
acquire a very small and loss making technology company from Culver Holdings plc
("Culver"), our former parent, of which Bruce Fireman and I are also directors.
These have not been concluded and so the Company may still fail but your board
continues to work towards their goal of producing some future for the Company.
It will, however, be necessary to raise further capital to fund the commuted
claims of creditors and provide working capital for the future. This must be
completed by 31 October or the Company is likely to fail.
In the six months to June 2003, turnover, represented by commissions and booking
fees was #209,000 (2002 - #1.5m). The operating loss for the six months is
#656,000 compared with a loss for the same period last year of #93,000. An
accounting profit of #1.08 million was realised during the period from the
disposal of the Group's businesses so that there is a profit before and after
taxation for the six months of #423,000 compared with a loss of #93,000 in the
same period last year.
Corporate Activity
On 17 April 2003, the Company sold its interest in Netfaresonline.com Inc
("NFO") to Logiciels OpenFares Inc., a Canadian software development company,
for a cash consideration of CND$450,000. Of this amount, CND$112,500 was paid to
the chairman of NFO, as previously agreed, in exchange for his waiving any
salary entitlement, leaving proceeds of CND$337,500, of which CND$23,500 may be
due to Softvoyage Inc. by virtue of its preferred shareholder status in 3053787
Nova Scotia Limited.
As announced on 16 June 2003, Deckchair.com and LeisureHunt.com, together with
their associated trade marks and customer databases, have been sold by the
Group's affiliate International Travel Agents Link Limited and the funds
received used for that company's working capital.
The Group sold its remaining interest in the URL www.flights.com and its
minority interest in TISS.com, Inc for #125,000 on 23 June 2003 which was used
to reduce the secured loan due to Culver.
As a base for the future development of the Company, agreement has been reached,
as reported earlier with Culver for the acquisition, conditional on
shareholders' approval of the reorganisation of the capital structure of the
Company, of the entire share capital of its wholly owned subsidiary, Wanbase
Limited for a cash consideration of #1,000.
This transaction has not been concluded and will, together with the proposed
change of name, be considered further at the adjourned AGM of the Company on 16
October 2003.
Prospects
The Company continues to have a difficult time and clearly additional capital
will have to be raised to finance the development of the business and the
payment of the commuted creditor liabilities. The Directors are actively
examining a number of acquisition opportunities and it is envisaged that
additional equity capital will have to be raised at the time of such an
acquisition.
If additional finance is not found by 31 October 2003, which is by no means
certain, then the Group is likely to fail.
Consolidated Profit and Loss Account
6 months 6 months
ended ended Year ended
30 June 30 June 31 December
2003 2002 2002
Notes #'000 #'000 #'000
Gross travel sales
Existing operations - 15 164
Acquisitions - - -
--------- --------- ---------
Continuing operations - 15 164
Discontinued operations 1,817 14,341 21,451
--------- --------- ---------
1 1,817 14,356 21,615
--------- --------- ---------
Turnover
Existing operations - 15 164
Acquisitions - - -
--------- --------- ---------
Continuing operations - 15 164
Discontinued operations 209 1,500 1,806
--------- --------- ---------
1 209 1,515 1,970
--------- --------- ---------
Administration costs
Exceptional item - impairment of
fixed assets - - (1,712)
Other administrative expenses (645) (1,307) (3,189)
--------- --------- ---------
Total administrative expenses (645) (1,307) (4,901)
Distribution costs (220) (301) (343)
--------- --------- ---------
(865) (1,608) 5,244
--------- --------- ---------
Operating loss
Existing operations (147) 71 (307)
Acquisitions - - -
--------- --------- ---------
Continuing operations (147) 71 (307)
Discontinued operations (509) (164) (2,967)
--------- --------- ---------
Operating loss (656) (93) (3,274)
Loss on disposal of fixed
assets- discontinued
- - (122)
--------- --------- ---------
Profit on disposal of
discontinued operations 1,079 - 2,030
--------- --------- ---------
Profit/(loss) on ordinary
activities before interest and
taxation 423 (93) (1,366)
--------- --------- ---------
Finance charges (net) - - 3
--------- --------- ---------
Profit/(loss) on ordinary
activities
before taxation 423 (93) (1,363)
Taxation - - -
--------- --------- ---------
Profit/(loss) on ordinary
activities
after taxation 423 (93) (1,363)
--------- --------- ---------
Basic earnings/ (loss) per
share 4 0.24p (0.11)p (2.08)p
Consolidated Balance Sheet
30 June 30 June 31 December
2003 2002 2002
#'000 #'000 #'000
Intangible assets - - 200
Tangible assets - 433 69
--------- --------- ---------
- 433 269
--------- --------- ---------
Current assets
Debtors 2 1,527 332
Restricted cash - 854 -
Cash at bank and in hand - 191 80
--------- --------- ---------
2 2,572 412
--------- --------- ---------
Creditors: amounts falling due within one
year (1,637) (3,657) (2,641)
--------- --------- ---------
Net current assets/(liabilities) (1,635) (1,085) (2.229)
--------- --------- ---------
--------- --------- ---------
Total assets less current
liabilities (1,635) (652) (1,960)
--------- --------- ---------
Creditors: amounts falling due after
more than one year (787) (1,992) (787)
Provisions for liabilities and charges (193) (934) (231)
--------- --------- ---------
Net (liabilities)/assets (2,615) (3,578) (2,978)
--------- --------- ---------
Capital and reserves
Called up share capital 3,270 1,770 1,770
Share premium account 11,197 10,140 10,140
Shares to be issued - 681 2,556
Capital reserve 4,763 4,758 4,763
Profit and loss account (21,845) (20,987) (22.267)
--------- --------- ---------
Shareholders' funds (2,615) (3,638) (3,038)
Minority interest - 60 60
--------- --------- ---------
(2,615) (3,578) (2,978)
--------- --------- ---------
Consolidated Cashflow Statement
6 months 6 months
ended ended Year ended
30 June 30 June 31 December
2003 2002 2002
#'000 #'000 #'000
Net cash outflow from operating
Activities (103) (38) (433)
--------- --------- ---------
Returns on investment and servicing of
finance
Interest received - 5 3
Interest paid - (4) -
--------- --------- ---------
- 1 3
--------- --------- ---------
Taxation - - -
--------- --------- ---------
Capital expenditure and financial
investment
Purchase of tangible fixed assets (15) (24) (12)
Sale of tangible fixed assets 275 5 -
--------- --------- ---------
260 (19) (12)
--------- --------- ---------
Acquisitions and disposals
Disposal of subsidiary undertakings 146 - 133
Net cash balances
(Disposed)/acquired with
subsidiary undertaking (98) - 167
--------- --------- ---------
48 - 300
--------- --------- ---------
--------- --------- ---------
Net cash inflow/(outflow) before
Financing 205 (56) (142)
--------- --------- ---------
Financing
(Repayment)/receipt of
short term loan (300) - 300
New long term loans - 307 -
New finance leases - 15 -
Capital element of
long term loan payments - - -
Capital element of
finance lease payments - (5) (9)
--------- --------- ---------
Financing (300) 317 291
--------- --------- ---------
--------- --------- ---------
(Decrease)/increase in cash in the
Period (95) 261 149
--------- --------- ---------
Notes to the financial statements
1. The interim financial statements have been prepared on the
basis of accounting policies set out in the Company's statutory financial
statements. Income from the sale of travel products and services is recognised
at the time of the booking.
2. As at 30 June 2003, the Group had net current liabilities of
#1.6m (2001: #1.1m) and net liabilities of #2.6m (2002: #3.6m). Without further
equity funding and settlement arrangements with outstanding creditors, the Group
will not be able to meet its current or long-term liabilities and will be
required to go into liquidation. For the Group to continue, new funding will
need to be raised, and new businesses will need to be acquired by the Group. To
that end the Directors have initiated a process for the purchase of at least one
telecommunications business in the short term. The Directors are satisfied that
they will be able to acquire suitable businesses, successfully raise sufficient
further equity funding and reach settlements with the outstanding creditors who
have claims on World Travel Holdings plc. On this basis the Directors consider
it appropriate to prepare the financial statements on a going concern basis, and
therefore no adjustments that might have otherwise been required have been made.
3. All the Group's trading subsidiaries have been disposed of or
placed in liquidation. The company had no operating subsidiaries at 30 June 2003
4. The calculation of basic earnings per share is based on the
profit on ordinary activities before taxation of #423,000 (2002: loss #93,000)
in the financial period and the weighted number of ordinary shares of World
Travel Holdings plc in issue of 177,496,387 (2002: 65,658,000).
5. The financial information for the 6 month periods ended 30
June 2003 and 2002 have neither been audited nor reviewed by the Group's
auditors and do not constitute accounts within the meaning of section 240 of the
Companies Act 1985. The financial information for the year ended 31 December
2002 is abridged from the Company's 2002 statutory Report and Accounts. The
auditors' report on those accounts was unqualified and did not contain any
statement under section 237 (2) or (3) of the Companies Act 1985. These reports
have been delivered to the Registrar of Companies and are available from the
company's registered office, 53 The London Fruit & Wool Exchange, Brushfield
Street, London E1 6EX.
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