RNS Number:5664K
Ross Group PLC
30 April 2003


ROSS GROUP PLC

Preliminary announcement by Ross Group PLC of the Audited Results for the year
ended 31 December 2002



CHAIRMAN'S STATEMENT


RESULTS

The result of the Group, before tax, for the year ended 31 December 2002 was a
loss of #808,000 (six months ended 31 December 2001: loss #372,000, year 
ended 30 June 2001: loss #1,095,000). The loss for the
year was largely due to a decline in the Group's turnover (2002: #2.45m
compared to 6 months to December 2001: #1.94m and year ended 30 June
2001: #5.53m) which resulted in the contribution from the trading
companies being insufficient to cover the head office overhead and interest
charge. One other significant factor was a breakdown in one of the larger Test
Rigs manufactured by GEL Engineering Limited which caused a substantial delay in
completion of the project and additional costs.  It resulted in a net
exceptional loss of about #260,000 in 2002; the project is expected to be
completed by June 2003.



The board is unable to recommend the payment of a dividend because of the
current financial position. However the board will endeavor to return the
company to a dividend paying position as soon as is practicable.





DIVISIONS OF THE GROUP



The restructuring of the business of the Group has been completed, with its
activities being concentrated on:

-  The distribution of battery chargers and electrical adaptors through Tadmod
   Ltd.

-  The design and manufacturing of engineering projects through GEL Engineering
   Ltd.





STRATEGY


To cope with the difficult economical environment with which the group
confronted in 2002 and to remedy the slowdown of its activities, the board has
approved an annual business plan which should boost the sales of the two
operating entities to a level where gross contribution should exceed the total
operating costs.



A reorganisation of Tadmod Limited is being implemented to cope with the present
trend of the market which has put significant downward pressure on turnover.



The main features of this reorganisation are:

- substantial reduction of its overheads;
- priority given to sales to major customers and high volume orders;
- development of new products; and
- reduced product cost by sourcing supplies from an important Chinese
  manufacturer.



All these measures should increase Tadmod's competitiveness in a tough market
and thus should increase its sales and market share.



As for GEL Engineering Limited, an aggressive commercial policy implemented in
mid 2002 led the company to be represented in new markets in the U.K and abroad
resulting in the signing of significant contracts with major international
aerospace manufacturers.  GEL is now recognised as a preferred supplier to these
new and prestigious customers.



In addition, GEL's recognized technical "know how" and professional credibility
has led to the company being awarded new contracts with both former and current

customers.



GEL has already proved to be successful during the last 6 months to date with
the total amount of orders received in that time having exceeded 50% of the
amount of contracts signed during the previous 18 months. The nature of these
contracts mean the contribution to the Group's turnover won't be shown here but
the financial effects of these orders will be reflected in the 2003 and 2004
results.



The directors believe that the trading of the two operating companies will
continue to improve through the implementation of the approved business plans.





OPEN OFFER



At the end of February 2003, the Company raised  #1,340,941, net of
expenses, by way of an Open Offer, the proceeds of which have been used to repay
a #1.3 million term loan extended by the company's bankers, HSBC. At the
same time, the Grande Group has extended a long term facility of #1.295 million
to repay the inter-company loan and to provide working capital.



The directors believe that the strengthening of the Company's balance sheet,
together with the continued support of the Grande Group, will significantly
enhance the company's future prospects.





APPRECIATION



I would like to take this opportunity to thank our Employees, Shareholders,
Bankers, Advisers, Suppliers and Customers for their continuing support.



A C C Ma
Chairman
29 April 2003





Consolidated Profit and loss Account for the Year Ended 31 December 2002

                                                                     Dec 2002      Dec 2001       June 2001
                                                                    12 Months      6 Months       12 Months
                                                                       #000's        #000's          #000's
Turnover
Continuing Operations                                                   2,449         1,936           4,827
Discontinued Operations                                                     0             0             704
Total Turnover                                                          2,449         1,936           5,531

Operating (loss)
Continuing Operations                                                   (502)         (187)            (87)
Discontinued Operations                                                     0             0           (225)
Total Operating (loss)                                                  (502)         (187)           (312)

(Losses) on sale of discontinued operations                              (26)          (40)           (465)

Net Interest (payable)                                                  (280)         (145)           (318)

(Loss) on ordinary activities before taxation                           (808)         (372)         (1,095)

Taxation                                                                    0             0               0

Retained (loss) in the period                                           (808)         (372)         (1,095)

(Loss)/earnings per share - basic and diluted                         (1.21)p       (0.55)p         (1.63)p

Adjusted (Loss)/earnings per share - basic and diluted                (1.17)p       (0.50)p         (0.94)p







Consolidated Balance Sheet as at 31 December 2002
                                                                     As At 31      As At 31         As At 30
                                                                     Dec 2002      Dec 2001        June 2001
                                                                       #000's        #000's           #000's

Tangible Fixed Assets                                                      63            80               46

Stock                                                                     833           630              385
Debtors                                                                   274         1,069            1,575
Creditors                                                             (2,307)       (2,112)          (1,892)

Net bank borrowings                                                   (2,609)       (2,605)          (2,708)

Deferred Taxation                                                           0             0                0

Net (liabilities)/assets                                              (3,746)       (2,938)          (2,594)

Shareholders funds                                                    (3,746)       (2,938)          (2,594)





Reconciliation in Movements in Shareholders Funds


                                                                     As At 31      As At 31         As At 30
                                                                     Dec 2002      Dec 2001        June 2001
                                                                       #000's        #000's           #000's

(Loss) for the financial period                                         (808)         (372)          (1,095)
Other recognised gains                                                      0            28                0
Net movement                                                            (808)         (344)          (1,095)

Opening shareholders funds                                            (2,938)       (2,594)          (1,499)

Closing shareholders funds                                            (3,746)       (2,938)          (2,594)







Consolidated Cash Flow Statement for the Six Months ended 31 December 2002


                                                                           Dec 2002     Dec 2001    June 2001
                                                                          12 Months     6 Months    12 Months
                                                                             #000's       #000's       #000's

Operating (Loss) from Continuing Activities                                   (502)        (187)         (87)
Depreciation and loss on revaluation                                             33           10           49
(Increase)/Decrease in Stocks                                                 (203)        (245)          408
Decrease in Debtors                                                             795          506          576
Increase/(Decrease) in Creditors                                                131          220      (2,580)

Net Cash Inflow/(Outflow) from Continuing Operating Activities                  254          304      (1,634)

Net Cash (Outflow) from Discontinued Activities                                (26)         (40)        (690)

Net Cash Inflow/(Outflow) from Operating Activities                             228          264      (2,324)



Net Cash (Outflow) from Returns on Investments an Servicing of
Finance                                                                       (216)        (145)        (318)
Taxation                                                                          0            0            0
Purchases of Tangible Fixed Assets                                              (7)         (21)         (16)
Sales of Tangible Fixed Assts                                                     0            5        1,143
Net Cash (Outflow)/Inflow from Capital Expenditure and Financial
Investment
                                                                                (7)         (16)        1,127

Capital Element of Finance Lease Rentals                                          0            0          (4)

Net Cash Inflow/(Outflow) from Financing                                        (1)            0          (4)

(Decrease)/Increase in Cash

Cash Outflow from Finance Leases                                                  4          103      (1,519)

Movement in Net Debt                                                            (8)            0            4

                                                                                (4)          103      (1,515)

Net Debt at beginning of period                                             (2,605)      (2,708)      (1,193)

Net Debt at end of period                                                   (2,609)      (2,605)      (2,708)



Notes



 1. The financial information set out above does not constitute the company's
    statutory accounts for the year ended 31 December 2002 nor for either of the
    comparative periods, but is derived from those accounts.  Statutory accounts
    for the 6 months ended 31 December 2001 and the year ended 30 June 2001 have
    been delivered to the Registrar of Companies and those for the year ended 31
    December 2002 will be delivered following the company's annual general
    meeting.  The auditors have reported on those accounts: their reports were
    unqualified and did not contain statements under s273(2) or (3) Companies
    Act 1985.



 2. The total number of shares in issue at the end of the period was 67,052,306
    after taking account of the rights issue, capital re-organisation and
    purchase of preference shares as agreed at the Extraordinary General Meeting
    held on 27 March 2000.



 3. An adjusted loss per share calculation is shown to highlight the effect of
    excluding exceptional items (the effects of the group re-structuring and
    business closures) from the earnings per share calculation.



 4. No ordinary interim or final dividend is proposed.



 5. The company changed it's accounting reference date in 2001 to 31 December
    from 30 June and in consequence is reporting comparative results for the six
    months to 31 December 2001 and the year to June 2001.



 6. The comparative figures for the six months to 31 December 2001 and the year
    to 30 June 2001 have been extracted from the company's Audited accounts.





This announcement has been agreed by the company's auditors, Messrs Everett and
Son,



Copies of the full statutory accounts will be despatched to shareholders in due
course.  Copies of this announcement and the full statutory accounts will be
available, free of charge, from the registered office of the company at 35 Paul
Street, London, EC2A 4UQ.




Ross Group PLC

Registered office :    35 Paul Street,
                       London
                       EC2A 4UQ

Telephone :            02380 675500

Fax :                  02380 675555

Contact :              Alain Eman (Deputy Managing Director)


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