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(RNS) 2009-09-08 07:03
Prime Focus Lndn PLC - Final Results
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RNS Number : 6658Y Prime Focus London PLC 08 September 2009

Prime Focus London plc

AUDITED RESULTS

FOR THE YEAR ENDED 31 MARCH 2009

Chairman's Statement

The Board of Prime Focus London plc (formerly VTR plc) (the Group) is pleased to announce the results for year ending 31 March 2009 presented according to International Financial Reporting Standards (IFRS).

This past year has been a difficult trading year with the effects of the 'credit crunch' filtering through the global economy. Business conditions have been difficult in all sectors and Media and Entertainment services have been no exception. According to PricewaterhouseCoopers, Global Entertainment and Media (E&M) Outlook 2009-2013 report, growth in the UK E&M market slowed to 1.5% in 2008 and it is expected that the market will experience a cumulative 7.2% decline in revenue from 2008-2010, from USD 92 billion to USD 85 billion.

Advertising spends were reduced impacting TV and print sectors which depend on advertising revenues. Film production spend was also down, by 23% to GBP 578million, in 2008 according to the World Film Market Trends Focus 2009 report. This was compounded by the US writer's strike and actor's dispute in the US.

In line with the above, the year to 31 March 2009 the Group made a profit before tax of £ 216,913 on a turnover of £15,895,832 compared to a profit before tax of £472,538 on a turnover of £17,964,406 for the year ended 31 March 2008. Earnings per share were 1.48 pence per ordinary share based on share capital as at 31 March 2009 compared with earnings per share of 2.11 pence for the year ended 31 March 2008.

We had informed the market that we were predicting a trading loss for the year ended 31 March 2009. The above profit before tax is as a result of exceptional and extra-ordinary income, and recognition of deferred tax asset, additional details of which form part of the accounts and notes thereof.

Net debt was £4,158,205 at 31 March 2009 compared to £4,049,010 as at 31 March 2008 and gearing at the year end was 50.67% compared to 37.32% as at 31 March 2008.

The integration with other acquisitions made by the Prime Focus Limited, a company incorporated in India ("Parent Company"), over the last few years in North America (Frantic Films VFX Inc. and Post Logic Studios Inc.) is now complete giving the Parent Company a strong presence in every major market in India, North America and Europe. This will enable us to build a platform for strong growth in the years to come. Our worldsourcingTM model allows us to leverage the Group, using the Parent company's global network, to provide unique access to the best global talent and the most cost effective solutions to clients across the world, without compromising on quality, timing or accountability.

Corporate Restructuring

As at the end of the last financial year, we were keen to streamline the UK group structure to get clear identifiable trading businesses which are distinct from each other and offer greater visibility to all stakeholders. During the year, as a result of the restructuring, Outpost Post Production Limited (formerly known as Video Tape Recording Limited) and Clear (Post Production) Limited were placed in administration and liquidation respectively.

Our challenge this year was to marry this aim with the Parent Company's global strategy to use the same brand names for all the Group businesses to allow for better integration and clarity.

Consequently, we are in the process of structuring all our Soho based businesses into distinct business lines which will operate within a single company Prime Focus London Plc. The business lines are;

  • COMMERCIALS POST PRODUCTION - A HIGH-END POST PRODUCTION ARM.

  • BROADCAST POST PRODUCTION - CONSISTING OF THE TRADING ACTIVITIES OF BLUE POST PRODUCTION LIMITED AND THE MACHINE ROOM LIMITED.

  • FEATURE FILM VISUAL EFFECTS - CONSISTING OF THE TRADING ACTIVITIES OF MACHINE EFFECTS LIMITED WHICH PROVIDE CUTTING EDGE VISUAL EFFECTS SERVICES FOR FEATURE FILMS.

    In addition to the above, the Group has separate companies for joint ventures partnerships and non post-production related businesses such as K-POST, which is with JWT based out of Knightsbridge.

    The remaining dormant companies whose activities have already ceased or have been merged into one of our five new business units will be liquidated.

    Management

    I had mentioned in the previous year annual report that Anshul Doshi (member of the Board) took over the role of Group Managing Director, but would still retain his prior role as Finance Director until such time as a suitable replacement was identified for the role of either Group Managing Director or Finance Director.

    I am pleased to announce that Neil Barnett joined in January 2009 as the Group Chief Financial Officer. Neil is a member of the Chartered Institute of Management Accountants and his previous experience includes 10 years as Chief Financial Officer and Company Secretary of Cinesite, where he oversaw its growth into one of the world's largest and leading companies providing film services.

    Effective from February 2009, Michael Constantine has joined as the Director of Global Marketing. Michael has over 25 years experience in marketing and is a former agency leader at the prestigious Leo Barnett agency. Michael is to be instrumental in the development of the company's market and brand positioning, helping to build the group's business and reputation worldwide and oversee partner and supplier relationships

    Strategic appointments were made into the commercials, broadcast and Digital Asset Management areas of the UK business. Daniel Sapiano (Commercial Director) and Beth Vander (Head of Production) were recruited from respected commercial post house, The Mill whilst Tareq Kubaisi returned to Prime Focus. His appointment was a major statement of intent to the industry as he is one of the top colourists and creative talents in the UK today.

    Outlook

    The current year has seen a difficult start as confidence in the economy remains fragile. However, despite operating in trying times, I feel that we have made strategic moves which will put us in prime position to take advantage of the imminent recovery. As per the above mentioned PricewaterhouseCoopers report, the global E&M market is estimated to grow at 2.7% annually to reach a size of USD 1.6 trillion in 2013.

    In particular, we are excited by the roll out of our above mentioned worldsourcingTM model and the positive impact it will have on all aspects of the business. The coming year should see the strength of Prime Focus as a global brand fuel our recovery and put us in a position of strength going forward.

    Namit Malhotra

    Chairman

    7 September 2009
    Managing Director's Review

    Leading on from the chairman's comments, I would like to begin by echoing his sentiments pertaining to this being a difficult trading year as a consequence of the prevalent economic conditions. This has impacted our financial performance this year; however, a strong sales drive and important cost reduction steps, including salary reductions for staff, will mitigate the negative impact going forward. Looking at the individual elements of our business:

  • COMMERCIALS DIVISION OFFERS HIGH-END VISUAL EFFECTS (VFX), COLOUR GRADING, AND FULL POST-PRODUCTION SERVICES TO THE INTERNATIONAL COMMERCIALS, MUSIC VIDEO AND FEATURE FILM INDUSTRIES.

    The year saw a major restructure of the commercials business with a revitalisation of the operational and technical infrastructure of the division and a renewed commercial strategy that saw brand development and market awareness increase immeasurably.

    An aggressive sales initiative on the commercials side of the business led to us winning work on major brands such as Herbal Essences, Citro? Macleans, Kenco, Nike, Givenchy and McDonalds for some of the world's biggest agencies including JWT, M&C Saatchi, DDB and Euro RSCG.

    We have recently won prestigious accounts for 118118 and AVIVA, and concluded successful projects such as the 'Rubberduckzilla' used in the Oasis advertising campaign and a series of indents for the rebranding of UKTV style channel amongst others.

    On the music side, work was completed over the year on promos for Prince, Kanye West, Girls Aloud and U2 as well as the full HD post production and effects on the concert film of Madonna's worldwide 2008/2009 tour.

  • BROADCAST DIVISION OFFERS THE TOP-END BROADCAST POST-PRODUCTION - FROM SHORT-FORM TITLES SEQUENCES, IDENTS AND ON-AIR PROMOS TO LONG-FORM TELEVISION PROGRAMMING SUCH AS DOCUMENTARIES, SITCOMS, DRAMAS AND FACTUAL SERIES.

    The broadcast division continued to reinforce its already strong reputation in the industry by providing full picture and sound post production services on major projects such as Great British Menu, EMMY Award winning - The Beckoning Silence, The Hottest Place on Earth, Criminal Justice, The American Future, Jamie Oliver's Ministry of Food and Piers Morgan series.

    These were delivered to a variety of broadcasters including Discovery Channel, National Geographic, Sky, BBC, BBC HD, ITV and five.

  • FEATURE FILM VISUAL EFFECTS (VFX) DIVISION OFFERS A FULL RANGE OF SERVICES TO FILM AND BROADCAST INCLUDING PRE-PRODUCTION, PRE-VISUALISATION AND DESIGN, VFX SUPERVISION, 3D ANIMATION, MATTE PAINTINGS, DIGITAL GRADING AND TITLE DESIGN.

    Machine Fx will move into the Group's headquarters on 64 Dean Street. They have continued their work to position themselves in the international and local markets, leveraging on the scale of the Parent Company. Recent films they have worked on include the," the British film "Franklyn" which involved completing 45 shots in just six weeks. They have now completed their work on films, such as 10,000 BC, Fred Clause and the latest James Bond flick "Quantum of Solace."

  • OUTSIDE FACILITIES - K<POST, THE IN-HOUSE FACILITY BASED AT ADVERTISING AGENCY JWT LONDON IN KNIGHTSBRIDGE, SPECIALISES IN TV COMMERCIALS, VOX POPS AND PITCHES FOR NEW BUSINESS. WITH THE SLOWDOWN IN THE ADVERTISEMENT BUSINESS IT IS EXPECTED THAT THIS FACILITY WILL CLOSE IN THE COMING YEAR AND THE WORK WILL BE BROUGHT INTO THE MAIN COMMERCIAL FACILITY IN SOHO.


    Key hires

    As has been mentioned in the Chairman's report, Neil Barnett was appointed as Chief Financial Officer and Michael Constantine is now our Director of Global Marketing.

    Daniel Sapiano (Commercial Director) and Beth Vander (Head of Production) were recruited from respected commercial post house, The Mill whilst Tareq Kubaisi returned to Prime Focus.

    Paul Willey was appointed into a senior sales role in the broadcast business, joining from rival post house Pepper whilst Dafydd Upsdell joined from Beam TV to head up the UK sales arm of the technology business.

    Share Option Scheme

    On 12 August 2009, the Company announced its plan and received Board Approval to setup a share option scheme for all employees of the Group who participated in the salary reduction scheme. The options have not yet been granted and are pending the submission of the final accounts for the year ending 31 March 2009. Please refer to note 33 to the accounts for more detail.

    Financial Highlights

    The group turnover for the year was £15,895,832 and the gross profit for the year was 89.34%. The net profit before tax of £216,913 reflects exceptional and extraordinary income of £1,601,917.

    Key Performance Indicators

  • SALES

    Following a slowdown in the previous year, there has been a concerted effort to boost sales this year; in particular, on the commercials side of the business. Despite the fall in overall market activity due to poor economic conditions, we are now starting to see an increase in the projects won as a direct result of this strong sales drive and hence increasing our market share. A survey of the top London post production houses in a recent Televisual magazine article puts us at fourth position in terms of size and quality (as per producer votes).

  • GROSS MARGIN

    The gross margin increased to 89.34% as compared to 86.05% for the previous period. The main reason being reduced cost of sales.

  • OPERATING PROFIT

    The profit for the year was a direct result of exceptional and extra ordinary income which included profit on the sale of software, the liquidation of Outpost Post Production Limited and Clear (Post Production) Limited.

  • PRINCIPAL RISKS

    Risks are formally reviewed by the Board and appropriate processes put in place to monitor and mitigate them. If more than one event occurs, it is possible that the overall effect of such events would compound the possible adverse effects on the company. The directors consider the following to be the principal risks faced by the Group

  • KEY CREATIVE STAFF

    The Group's performance depends largely on the retention of key creative staff. The group has successfully retained its key staff by ensuring that it gives them the necessary tools and working atmosphere such that they can maximize their creative energies and output.

  • COMPETITION

    The Group operates in highly competitive markets with several companies, small and large, competing for the same market share. Investment in the latest technology and a reputation of consistently delivering high quality services are a prime asset in the market. The Group continues to operate a programme for investment in the latest technology to bring the Group up to speed and ahead of competition in terms of technology

  • BUSINESS ENVIRONMENT BUSINESS ENVIRONMENT RISKS CONSIDERED BY THE GROUP INCLUDE A DOWNTURN IN FILM PRODUCTION ACTIVITY IN THE UK, POTENTIAL DELAY IN REVENUE GENERATION FROM THE GROUP'S MEDIA ASSET MANAGEMENT BUSINESS, THE TIMING OF TELEVISION PRODUCTION AND THE CUT IN ADVERTISING SPEND BY BLUE CHIP CLIENTS.

    The Company's policy in relation to the use of financial instruments and its exposure to price risk, liquidity risk and cash flow risk is given in the annual accounts.

    Anshul Doshi

    Director

    7 September 2009

    For further information please contact:

    Anshul Doshi / Neil Barnett


    Prime Focus London plc 020 7565 1000

    Philip Davies

    Charles Stanley Securities


    Nominated Adviser & Broker 020 7149 6000
    Consolidated Income Statement for the year ended 31 March 2009

    2009 2008


    £ £
    Revenue 15,895,832 17,964,406
    Cost of sales (1,694,689) (2,506,228)
    Gross profit 14,201,143 15,458,178
    Net operating charges (15,625,182) (14,124,734)
    Operating (loss)/profit (1,424,039) 1,333,444
    Other Income 399,057 120,349
    Finance income - 3,480
    Finance costs (360,022) (380,274)
    Exceptional income 960,111 (604,461)
    Extraordinary income 641,806 -
    Profit before tax 216,913 472,538
    Corporation tax on profit 264,757 163,792
    Profit for the year 481,670 636,330
    1.48 2.11

    Basic and diluted profit per share

    The above results are derived from continuing activities.

    The Company has elected to take exemption under Section 230 of the Companies Act 1985 not to present the Company's profit and loss account. The loss for the Company for the year was 2,175,282 (2008 loss: 294,152)

    Consolidated Balance Sheet at 31 March 2009


    Notes 2009 2008
    £ £

    ASSETS

    Non-current assets
    Intangible Assets 15 1,975,919 3,182,546
    Property, plant and equipment 16 7,916,315 10,325,350
    Other receivables 17 1,922,000 120,000
    Available for sale investments 18 28,875 858,750
    11,843,109 14,486,646

    Current assets
    Inventories 19 32,164 30,341
    Trade and other receivables 20 9,355,625 5,415,994
    Deferred tax assets 21 401,564 20,149
    Cash and cash equivalents 1,501,861 2,392,840
    11,291,214 7,859,324
    Total assets 23,134,323 22,345,970

    EQUITY

    Capital and reserves attributable to equity shareholders
    Share capital 22 1,631,577 1,505,314
    Share premium account 23 6,498,787 9,383,624
    Capital redemption reserve 23 270,000 270,000
    Fair Value Reserve 23 - 365,395
    Retained earnings 23 (193,952) (675,622)
    Total equity 8,206,412 10,848,711

    LIABILITIES

    Current liabilities
    Borrowings 24 4,225,582 5,775,186
    Trade and other payables 25 6,993,317 5,028,909
    Current income tax liabilities 26 1,475 26,500
    11,220,374 10,830,595

    Non-current liabilities
    Borrowings 27 3,707,537 666,664
    3,707,537 666,664
    Total liabilities 14,927,911 11,497,259
    Total equity and liabilities 23,134,323 22,345,970
    Consolidated Cash Flow Statement for the year ended 31 March 2009
    Notes 12 months 12 months
    31-Mar 31-Mar

    2009 2008


    £ £

    Cash Flows from operating activities
    Cash generated from operations 28 (863,716) 1,801,276
    Net Interest Paid (360,022) (376,794)
    Tax Recovered/(paid) - 25,559
    Net cash generated from operating activities (1,223,738) 1,450,040

    Cash flows from investing activities
    Purchases of equipments & subsidiaries (415,663) (3,110,456)
    Proceeds from Sale of Assets 520,102 224,907
    Net cash absorbed from investing activities 104,439 (2,885,549)

    Cash flows from financing activities
    Issue of shares 1,010,102 944,500
    Net cash used in financing activities 1,010,102 944,500
    Increase in cash & cash equivalents (109,197) (491,009)
    Cash and cash equivalents at the beginning of (4,049,008) (3,557,999)

    the year
    Cash and cash equivalents at the end of the (4,158,205) (4,049,008)

    year


    Analysis of net debt At At
    31 March 31 March
    2008 Cash flow 2009
    £ £ £
    Cash in hand, at bank 2,392,840 (890,978) 1,501,862
    Net Parent & Associate Company Loans (4,012,000) 3,023,490 (988,510)
    Bank and other loans (1,275,671) 1,014,406 (261,266)
    Long Term Bank Loans - (3,069,074) (3,069,074)
    Hire Purchase obligations (more than 1 year) (666,664) 28,201 (638,463)
    Hire purchase obligations (less than 1 year) (487,513) (215,241) (702,754)
    (4,049,008) (109,197) (4,158,205)
    Shareholders' funds and statement of changes in shareholders' equity
    Group Share capital Share premium Capital Redemption Fair Value Reserve Special Reserve Retained earnings Total Equity
    Reserve
    £ £ £ £ £ £ £
    At 1 April 2008 1,505,314 9,383,624 270,000 365,395 (675,622) 10,848,711
    Shares Issued (Note 22) 126,2643 883,838 1,010,101
    Creation of special reserve 3,768,675 3,768,675

    following court application for reduction in share capital
    Revaluation of financial (365,395) (365,395)

    assets
    Retained profit for the year 481,670 481,670
    Adjustment for capital (3,768,675) (3,768,675) (7,537,350)

    reduction
    1,631,578 6,498,787 270,000 - - (193,952) 8,206,412

    At 31 March 2009

    The retained earnings reserve represents the cumulative profit of the Group.


    Company Share capital Share premium Capital Redemption Merger Special Retained earnings Total Equity
    Reserve Reserve Reserve
    £ £ £ £ £ £ £
    At 1 April 2008 1,505,314 9,383,624 270,000 729,160 888,658
    12,776,756
    Share Issued 126,263 883,838 1,010,101
    3,768,675 3,768,675

    Creation of special reserve following court application for reduction in share capital Revaluation of financial assets
    Retained profit for the year (2,175,282) (2,175,282)
    Adjustment for capital (3,768,675) (3,768,675) (7,537,350)

    reduction
    1,631,578 6,498,787 270,000 729,160 - (1,286,624)
    At 31 March 2009 7,842,900

    Capital Reduction

    On 25 March 2009, the Company obtained court approval for reducing its share premium account by a sum of £3,768,675. This reflects a reduction of £1,410,590.53 in the carrying value of the Company's investment in Clear (Post Production) Limited, Outpost Post Production Limited (previously known as Prime Focus London Limited and before that Video Tape Recording Limited), The Hive Animation Limited, a reduction of £2,148,768 in the carrying value of the debt owed to the Company by its subsidiary Outpost Post Production Limited and a sum of £209,316.49 being the amount owed by the Company to Soho Estates Limited in connection with the surrender of certain leases relating to 54-58 Wardour Street, London and 74-76 Old Compton Street, London.


    Notes to the Accounts

    1.

    The statutory accounts for the year ended 31 March 2008 have been delivered to the Registrar of Companies. Statutory accounts for the year ended 31 March 2009 are expected to be posted to shareholders today will be delivered to the Registrar of Companies after they have been laid before the Company at the annual general meeting on 30 September 2009.

    Copies of the audited Report & Accounts will be posted to all shareholders today and will be available from the Company's office at 64 Dean Street, London. An electronic copy of the Report & Accounts will be available this afternoon from the Company's website - www.pflplc.com.

    2. Segmental Reporting

    Turnover

    The revenue of the Group is all attributable to the one principal activity, that of the post production and related services.

    An analysis of turnover, profits before taxation and net assets of the Group by geographical market is shown below:

    Turnover by geographical markets

    2009 2008


    £ £
    United Kingdom 17,028,991
    14,341,016
    Europe 46,349 140,973
    Rest of the world 1,508,467 794,442
    15,895,832 17,964,406

    Profit before taxation by geographical markets

    2009 2008


    £ £
    United Kingdom 171,661 447,933
    Europe - 3,708
    Rest of the world 45,252 20,897
    216,913 472,538

    Net asset by geographical market

    2009

    2008


    £ £
    United Kingdom 8,171,891 10,755,369
    Europe - -
    Rest of the world 39,226 93,342
    8,211,117 10,849,423

    3. (a) Exceptional income

    2009 2008


    £ £
    Legal Fees relating to Employment dispute - 164,406
    Legal Fees relating to abortive property 53,441 -

    purchase
    Professional Fees in respect of 82,390 -

    administration and liquidation of subsidiaries
    Net Balance on liquidation of subsidiaries (1,386,610)
    Damages for loss of employment 102,073 440,055
    Dilapidations on surrender of leasehold 188,595 -

    properties
    (960,111) 604,461

    Net balance on liquidation of subsidiaries relate to excess liabilities not payable by the Group upon liquidation of the subsidiaries

    (b) Extraordinary Income

    2009 2008


    £ £
    Profit on sale of eTITLE (641,806) -


    (641,806) -

    During the year the Company entered into a software acquisition agreement with My Info-Tech Pvt. Limited, a company incorporated in India for the sale of the Company's software 'e-TITLE' to be used as an integral component of My Info-Tech's workflow, archival management and live Video on Delivery tool. The Company had developed 'e-TITLE' as a consortium of 5 pan-European companies funded initially by an European Union grants.

    4. Tax expense

    There is no charge to corporation tax due to the availability of capital allowances and tax losses brought forward. The Group has tax losses available to carry forward against future taxable income and profits of approximately £4,177,313 (2008 : £1,610,000).

    Where it is anticipated that future taxable profits will be available against which these losses will be utilised a deferred tax asset is recognised.

    2009 2008


    £ £

    Current tax UK Corporation tax

    - -

    Adjustments in respect of prior years
    (22,659) (37,048)


    (22,659) (37,048)

    Deferred tax Origination and reversal of timing differences
    (242,098) (126,744)

    Total tax on profit on ordinary activities
    (264,757) (163,792)
    The difference between the current tax charge and the amount calculated by applying the standard rate of UK corporation tax to the profit before tax is shown below.

    2009

    2008


    £ £
    Group profit on ordinary activities before tax 216,995 472,538

    Tax on Group profit on ordinary activities at the standard UK corporation tax
    Rate of 28% (2008: 28%) 90,430 141,762

    Effects of: Expenses Not Deductible for tax purposes

  • Ordinary Activities 28,824 40,225
    Capital allowances in excess of Depreciation (39,775) (210,646)
    Losses utilised (212,819) 45,481
    Exceptional item adjustment 133,340 -
    Adjustment to tax charge in respect of prior periods (22,659) (53,870)
    Tax charge for the year (22,659) (37,048)

    5. Profit per share

    The profit per share is based on a profit for the year attributable to equity holders of the parent of £481,670 (2008: £636,330) and the weighted average of the ordinary shares in issue for the year of 32,631,528 (2008: 30,106,276)

    At 31 March 2009, there were no outstanding share options.

    6. Dividends

    No dividend has been declared for the current year (2008: £nil).

    7. Acquisitions

    During the year, the Group acquired the business interest and goodwill of Outpost Post Production Limited (in Liquidation). The book and fair values at date of acquisition were as follows:


    Book value Adjustments Fair value
    £ £ £
    775,000
    Tangible fixed assets 775,000 -
    175,000
    Goodwill 175,000
    950,000
    Consideration 950,000 -

    Considering satisfied by:
    Cash consideration 950,000

    The income and expenditure of the trading activities of Outpost Post Production Limited post-acquisition forms part of the Group accounts.

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

    END

    FR SSSFWWSUSEEU

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