Top Ten Holdings PLC - Final Results

RNS Number:1256F
Top Ten Holdings PLC
26 June 2006

TOP TEN HOLDINGS PLC


Preliminary Results for 52 weeks ended 26 March 2006


Top Ten Holdings plc ('Top Ten' or the 'Group') is the third largest UK bingo
operator with 44 bingo clubs. It is pleased to announce record Preliminary
Results for the 52 weeks to 26 March 2006.


                                              2006         2005         % change
Turnover (£m)                                 23.7         14.0            70.5%
Pre-tax profit (£m)                            2.4          1.6            44.5%
Earnings per Share                            7.94         7.13            11.4%


Key Points:

  * Substantial increases in profitability and sales together with successful
integration of the twenty new clubs acquired in the period

  * Continued strong cash generation with EBITDA of £4.8 m (2005 £2.6 m).

  * Refurbishment programme delivering strongly increased returns

  * Stronger management team following acquisitions

  * Ongoing investment in new gaming formats and latest generation gaming
machines


                                                                    26 June 2006


Commenting on the results Sir Aubrey Brocklebank, Chairman, said,

'We have had a very good year and the merits of our strategy for developing the
Group through acquisitions and investing in the clubs is clearly visible in
these results. Recently we attracted two unsolicited approaches which underline
our confidence that the full value of the Group remains to be seen.  We have the
infrastructure and the management capability in place and are looking forward to
delivering continued growth in earnings per share and seeking further
acquisitions in the coming year.'


For Further Information:

Top Ten Holdings plc                                  01727 850793
Sir Aubrey Brocklebank, Chairman
Graham Kerr, Chief Executive

College Hill                                          020 7457 2020
Alex Walters


CHAIRMAN'S STATEMENT

Introduction

On behalf of your Board I am pleased to present the accounts for the 52 week
period ended 26th March 2006 which has been another year of substantial
progress.

This year has seen significant growth with the completion of four acquisitions
and an increase in the number of clubs in our estate from 24 to 44.


Results

The group achieved a pre-tax profit of £2,377,726 (2005 £1,644,730) an increase
of 44.5 per cent. on turnover of £23,687,848 (2005 £13,887,069) which is up 70.5
per cent.

These results reflect the effect of 9 months trading from the 13 Walkers clubs,
7 months from the Moreton club, 10 weeks from the three Apollo clubs and 7 weeks
from the 3 Bravo clubs - all of which were acquired during the year.

The tax charge of £680,198 includes deferred tax of £192,517.

Earnings per share grew 11.4 per cent to 7.94 pence compared to 7.13 pence per
share last year (after taking into account the 1 for 20 share consolidation).


Trading performance

In the period, refurbished clubs gave particularly encouraging performances. The
integration of the newly acquired businesses was successfully completed and has
provided the company with a stronger management team.

Turnover for comparable clubs has shown growth during the year despite the
disruption caused by major improvement work at 5 sites.


Acquisitions

In December we acquired Apollo Bingo for £11.1 million which has three clubs in
Rhyl, Caernarvon and Blackpool. In addition this included an option on a site in
Worksop which is part of a new retail/leisure park for which planning permission
has been applied. If this is successful it is intended to rationalise this with
our existing site in the same town.

To help fund this acquisition we placed 3,864,550 shares to raise £3,284,675.
Several directors of the Group subscribed 735,000 new shares as part of the
placing.

In February the Company acquired three freehold bingo clubs, trading under the
Bravo name, in Worksop, Leicester and Blackwood for a consideration of £1.85
million.


Bank Facilities

The acquisitions largely were funded by bank debt and your company now has Bank
facilities of £42.5 million of which some £30million is currently drawn down
with a further £12.5 million available for further acquisitions.


Club Refurbishments

In line with previous statements the clubs in Birmingham, Durham, Gateshead,
Moreton and Tonypandy have been refurbished during the period and have shown
improved performance.


Dividends

I am pleased to announce that the Board recommends a dividend of 1.45p per share
for the financial period ended 26th March 2006. This is a 20 per cent. increase
on 2005 (1.2p). and is line with our progressive dividend policy. This, subject
to shareholders' approval, will be paid as a final dividend to shareholders on
the register at Friday 7 July 2006 on Friday 25 August 2006.


Takeover Approaches

As previously announced, Top Ten received two unsolicited takeover approaches
during the period - neither of which reached a satisfactory conclusion.

There have been a number of high profile deals in the sector during the year,
usually involving Private Equity. This together with the two approaches
encourages your Board in its belief that this is a sound business with
significant growth prospects. We have not sought to solicit any further offers,
though any serious approaches will be given proper consideration.


Appointment of Investec

During the course of the period we appointed Investec as stockbrokers and
nominated advisers to the company. Investec have particular expertise in the
leisure sector and we look forward to working with them.


Outlook

Whilst the approaches referred to above have inevitably caused a distraction for
management we have kept our costs to a minimum and do not expect them to have a
material effect on the results.

The Government has announced that it will introduce a smoking ban in all public
places which is likely to come into force in late 2007. Similar bans have been
introduced in Ireland and recently in Scotland. We have been closely monitoring
how trade has been affected there. Whilst we must wait to see the exact wording
of the law we believe that we have a number of strategies which will reduce any
negative impact on our trading.

The proposed changes to the gaming legislation should, in the opinion of the
board, have a beneficial effect on the performance of the Company.

We have trialled new forms of electronic bingo which have been most encouraging
and we expect to start a roll out initially in selected clubs throughout the
forthcoming year. To date we have adopted a cautious approach to internet Bingo
but I am pleased to report that following extensive research it is now intended
to offer a Top Ten Internet Bingo site.

We have recently invested substantial sums in the latest generation of Gaming
Machines and, with the success of the acquisition and integration of twenty new
clubs during the year, your Board looks forward to continued growth in Earnings
per Share and continues to seek further acquisition opportunities.


Sir Aubrey Brocklebank
Chairman


TOP TEN HOLDINGS PLC

CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE 52 WEEKS ENDED 26 MARCH 2006


                                          52 Weeks                    52 Weeks
                                             ended                       ended
                                          26 March                    27 March
                                              2006                        2005
                                                                    (restated)
                                                 £                           £
Turnover
Continuing operations    15,324,275                   13,887,069
Acquisitions              8,363,573                            -
                         ----------                   ----------
Turnover                                23,687,848                  13,887,069

Cost of sales                           (3,581,895)                 (1,797,356)
                                        ----------                  ----------
Gross profit                            20,105,953                  12,089,713

Distribution costs                     (14,792,166)                 (9,135,369)
Administrative expenses                 (1,883,057)                 (1,332,938)
Other operating income                      53,485                      36,235
                                        ----------                  ----------
Operating profit                         3,484,215                   1,657,641
Continuing operations     2,272,912                    1,657,641
Acquisitions              1,211,303                            -
                         ----------                   ----------
                                         3,484,215                   1,657,641

Profit on sale of                          145,022                     281,092
property
                                        ----------                  ----------
Profit on ordinary                       3,629,237                   1,938,733
activities before
interest

Other interest
receivable and similar                       2,222                       9,087
income
Interest payable and                    (1,253,733)                   (303,090)
similar charges
                                        ----------                  ----------
Profit on ordinary                       2,377,726                   1,644,730
activities before
taxation

Tax on profit on                          (680,198)                   (285,557)
ordinary activities
                                        ----------                  ----------
Profit on ordinary                       1,697,528                   1,359,173
activities after
taxation

Dividends                                 (228,781)                   (190,651)
                                        ----------                  ----------
Retained profit for the                  1,468,747                   1,168,522
period
                                        ==========                  ==========

There are no recognised gains and losses other than those passing through the
profit and loss account.


TOP TEN HOLDINGS PLC

CONSOLIDATED PROFIT AND LOSS ACCOUNT (CONTINUED)
FOR THE 52 WEEKS ENDED 26 MARCH 2006


                                                 52 Weeks             52 Weeks
                                                    ended                ended

                                                 26 March             27 March
                                                     2006                 2005

Earnings per share                                  7.94p              * 7.13p

There is no material difference between basic and diluted earnings per share.

* The comparative figure has been restated to take account of the share
consolidation during
the period.


TOP TEN HOLDINGS PLC

BALANCE SHEETS
AS AT 26 MARCH 2006


                                   Group                        Company
                             2006          2005           2006          2005
            Notes               £             £              £             £
                                     (restated)                   (restated)
Fixed assets
Intangible
assets          11     16,171,890    10,335,025              -             -
Tangible        12     35,802,997     8,069,846              -             -
assets
Investments     13              -             -     26,496,408     9,411,497
                       ----------    ----------     ----------    ----------
                       51,974,887    18,404,871     26,496,408     9,411,497
                       ----------    ----------     ----------    ----------
Current assets
Stocks          14        419,708       194,164              -             -
Debtors         15        923,744       314,512     32,079,263     6,199,287
Cash at bank
and in hand             1,718,871     1,039,861        249,914         5,962
                       ----------    ----------     ----------    ----------
                        3,062,323     1,548,537     32,329,177     6,205,249
Creditors:
amounts
falling due
within one
year            16     (4,789,685)   (1,850,948)   (14,124,621)     (453,870)
                       ----------    ----------     ----------    ----------
Net current
assets/(liabilities)   (1,727,362)     (302,411)    18,204,556     5,751,379
                       ----------    ----------     ----------    ----------
Total assets
less current
liabilities            50,247,525    18,102,460     44,700,964    15,162,876

Creditors:
amounts
falling due
after more
than one year   17    (28,724,739)   (3,827,227)   (28,047,922)   (3,714,143)

Provisions for
liabilities
and charges     18       (367,895)      (40,779)             -             -
                       ----------    ----------     ----------    ----------
                       21,154,891    14,234,454     16,653,042    11,448,733
                       ==========    ==========     ==========    ==========
Capital and reserves
Called up
share capital   20      5,064,923     3,813,013      5,064,923     3,813,013
Share premium
account         21      8,711,247     4,511,467      8,711,247     4,511,467
Profit and
loss account    21      7,378,721     5,909,974      2,876,872     3,124,253
                       ----------    ----------     ----------    ----------
Shareholders'
funds - equity
interests       22     21,154,891    14,234,454     16,653,042    11,448,733
                       ==========    ==========     ==========    ==========


The financial statements were approved by the board on 23 June 2006.


Sir A T Brocklebank                    J G Kerr
Director                               Director


TOP TEN HOLDINGS PLC

CONSOLIDATED CASH FLOW STATEMENT
FOR THE 52 WEEKS ENDED 26 MARCH 2006

                                          52 Weeks                    52 Weeks
                                             ended                       ended
                                          26 March                    27 March
                                              2006                        2005
                                  £              £             £             £

Net cash inflow from operating           4,129,823                   2,792,461
activities

Returns on investments
and servicing of
finance
Interest received             2,222                        9,087
Interest paid            (1,253,733)                    (303,090)
                         ----------                   ----------
Net cash outflow for
returns on investments                  (1,251,511)                   (294,003)
and
servicing of finance

Taxation paid                             (416,914)                   (295,495)

Capital expenditure and
financial investment

Payments to acquire         (38,000)                    (274,481)
intangible assets
Payments to acquire      (2,355,997)                  (2,382,415)
tangible assets
Receipts from sales of      310,764                      321,084
tangible assets
                         ----------                   ----------
Net cash outflow for                    (2,083,233)                 (2,335,812)
capital expenditure

Acquisitions and
disposals
Purchase of subsidiary  (18,258,229)                           -
undertaking
Net cash acquired with      144,688                            -
subsidiary undertaking
                         ----------                   ----------
Net cash outflow for                   (18,113,541)                          -
acquisitions and
disposals

Equity dividends paid                     (228,781)                   (190,651)
                                        ----------                  ----------
Net cash outflow
before management of                   (17,964,157)                   (323,500)
liquid
resources and
financing

Financing
Issue of ordinary         5,652,368                            -
share capital
Cost of share issue        (200,678)                           -
New long term bank       30,100,000                    1,083,846
loan
Repayment of long term   (4,237,474)                    (733,041)
bank loan
Arrangement fees           (552,075)                           -
Vendor loans repaid on
acquisition of           (7,880,661)                           -
subsidiary
Bank loans repaid on     (3,910,591)                           -
acquisition of
subsidiary
Capital element of         (327,722)                     (28,776)
hire purchase
contracts
                         ----------                   ----------
Net cash inflow from                    18,643,167                     322,029
financing
                                        ----------                  ----------
Increase/(decrease) in                     679,010                      (1,471)
cash in the period
                                        ==========                  ==========


TOP TEN HOLDINGS PLC

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE 52 WEEKS ENDED 26 MARCH 2006

Reconciliation of operating profit to net cash inflow from
operating activities                                       2006           2005
                                                              £              £

Operating profit
including exceptional items                           3,629,237      1,938,733
Depreciation, amortisation
and impairment charges of
intangible assets                                     1,119,001        636,954
Profit on disposal of
tangible assets                                        (145,022)      (281,092)
Decrease/(increase) in
stocks                                                   28,357        (10,010)
(Increase)/decrease in
debtors                                                (164,669)       147,791
(Decrease)/increase in
creditors within one
year                                                   (337,081)       360,085

Net cash inflow from                                 ----------     ----------
operating activities                                  4,129,823      2,792,461
                                                     ==========     ==========

Analysis of net  28 March 2005     Cash flow     Other non-cash  26 March 2006
debt                                                    changes
                            £              £                  £              £
Net cash:
Cash at bank
and in hand         1,039,861        679,010                  -      1,718,871
                   ----------     ----------         ----------     ----------
Finance leases       (168,426)      (327,722)          (525,554)    (1,021,702)
Debts falling
due within one
year                 (436,664)    (1,063,336)                 -     (1,500,000)
Debts falling
due after one
year               (3,714,143)   (24,885,857)                 -    (28,600,000)
                   ----------     ----------         ----------     ----------
                   (4,319,233)   (26,276,915)          (525,554)   (31,121,702)
                   ----------     ----------         ----------     ----------
Net debt           (3,279,372)   (25,597,905)          (525,554)   (29,402,831)
                   ==========     ==========         ==========     ==========

Reconciliation of net cash flow to movement in
net debt                                                   2006           2005
                                                              £              £

Increase/(decrease) in cash
in the period                                           679,010         (1,471)
Cash inflow from increase
in debt and lease financing                         (26,802,469)      (490,775)
                                                     ----------     ----------
Movement in net debt in
the period                                          (26,123,459)      (492,246)
Opening net debt                                     (3,279,372)    (2,787,126)
                                                     ----------     ----------
Closing net debt                                    (29,402,831)    (3,279,372)
                                                     ==========     ==========


1. Turnover

Revenue results from the operation of bingo clubs, snooker clubs and amusement
arcades.  Bingo revenue is recorded as the customer stake, less applicable
gaming duties, cash prizes and VAT. Revenues from the sale of food and beverages
are recorded net of VAT.


2. Basic and diluted earnings per share

Basic and diluted earnings per ordinary share have been calculated using the
weighted average number of shares in issue during the financial period. The
weighted average number of equity shares in issue was 21,369,612 (2005 -
19,065,414) and the profit after tax was £1,697,528 (2005 - £1,359,173). Nil
(2005 - 68,368) potential ordinary shares have been treated as dilutive.

The comparative figures have been restated to take account of the share
consolidation during the period.


3. Financial Statements

The announcement set out above does not constitute a full financial statement of
the company's affairs for the 52 weeks ended 26 March 2006.  The company's
auditors have reported on the full accounts for the said year and have
accompanied them with an unqualified report.  The accounts have yet to be
delivered to the Registrar of Companies.  The annual report and accounts will be
available from the Company Secretary, Top Ten Holdings Plc, Unit 8, Verulam
Industrial Estate, 224 London Road, St Albans, Herts AL1 1JF.


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