RNS Number : 2068Y
  XSN PLC
  03 July 2008
   



    XSN PLC

    RESULTS FOR THE YEAR ENDED 31 DECEMBER

    CHAIRMAN'S STATEMENT

    Following the sale of Sports Network Limited last May, and the change of the company's name to XSN plc and of its business to that of an
investing company, the XSN directors have concentrated all their attention on finding a suitable reverse transaction into which to inject
the remaining funds within the Company.   

    We set out the criteria for this search in previous communications to shareholders and spent many months in detailed discussion with
seven potential candidates.  All were within reach of, or in the early stages of, profitability, and had promising growth prospects. 
However, an exact fit, suiting both parties equally, is not easy to find, especially as the targets typically had other options, such as an
initial public offering without a reverse, or further investment by the original or new shareholders whilst staying private. 

    Our ability to negotiate with third parties was also affected by the decision taken by the trustees in bankruptcy for Mike Tyson to
attempt to attach XSN plc to the litigation they had commenced against Sports Network Ltd and other defendants in pursuit of some fees
allegedly outstanding from the Tyson v Williams contest in 2004.  The legal advice we have received is that the case against XSN plc has no
merit, and that XSN plc is anyway indemnified by some of the other defendants in the event of liability. However, despite the legal advice
received, one potential acquisition target with which we were in negotiations terminated discussions because of this uncertainty. 

Nevertheless, the board is delighted to announce that it has agreed terms to acquire MarineTrack Limited, a company providing telematic
products and services principally to the commercial and recreational maritime markets. Enclosed with this set of report and accounts is a
circular to XSN shareholders giving details of the transaction and convening a general meeting of the Company at which shareholders are
being invited to consider and vote on the proposed acquisition. The XSN board unanimously recommends that you vote in favour of the
acquisition, as I intend to do in respect of my personal holding of shares in the Company. 

    If, however, the transaction is not approved, the board will ask Shareholders to set in train the process of de-listing the company and
eventually distributing whatever cash remains, which will be considerably less than it is at present. 
  
In the course of the year, as was inevitable, our cash balances diminished, as a range of professional fees and AIM-related costs had to be
met if we were to maintain our admission to AIM and search for a suitable reverse acquisition.  At the end of June, our available cash
amounted to some �700,000. 
     
I would like to put on record my gratitude to Adam Singer for fulfilling the unexpectedly arduous duties he has had to undertake during the
search for a suitable reverse, and also to Simon Metcalf, who resigned from the board last month, but had also played a full part in helping
find a suitable outcome for shareholders.

    David Elstein
    Non-Executive Chairman
    2 July 2008

    XSN PLC

    INCOME STATEMENT 
    FOR THE YEAR ENDED 31 DECEMBER 2007
                                                                2007      2006
                                                               �'000     �'000

 Revenue                                                           -         -

 Operating costs                                               (424)     (248)

 Exceptional inter-company balance impairment written back        59  (10,351)
     
                                                                ****      ****
 Operating loss                                                (365)  (10,599)

 Finance income                                                   14         -
                                                                ****      ****
 Loss before tax                                               (351)  (10,599)

 Taxation                                                          -         -
                                                                ****      ****
 Loss for the year attributable to shareholders                (351)  (10,599)
                                                                ****       ***

 Loss per share            
 Basic and diluted pence per share                             0.55p    16.65p
                                                                ****      ****



BALANCE SHEET
AS AT 31 DECEMBER 2007

 
    
                                                                2007      2006
                                                               �*000     �*000
                                                                              
                                                                              
                                                                              
 Current assets                                                               
            Trade and other receivables                          393     1,165
             Cash and cash equivalents                           413         6
                                                                ****      ****
                         
                                                                 806     1,171
                         
                                                                              
 Current liabilities                                                          
             Trade and other payables                           (62)      (76)
                                                                ****      ****
                         
 Net assets                                                      744     1,095
                 
                                                                ****      ****
            
                                                                              
                                                                              
 Equity                                                                       
             Share capital                                     3,182    10,109
             Share premium                                     2,982     2,982
             Retained deficit                                (5,420)  (11,996)
                                                                ****      ****
     
 Total shareholders* equity                                      744     1,095
                                                                ****      ****
 

STATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 31 DECEMBER 2007
    
                                          Share    Share   Retained      Total
                                        Capital  Premium    Deficit     Equity
                                          �'000    �'000      �'000      �'000
                                                                              
 At 1 January 2006                       10,109    2,982    (1,397)     11,694
                                                                              
 Loss for the year                            -        -   (10,599)   (10,599)
                                             **       **         **         **
 At 1 January 2007                       10,109    2,982   (11,996)      1,095
                                             **       **         **         **
 Loss for the year                            -        -      (351)      (351)
                                             **       **         **         **
 Total recognised income and                  -        -      (351)        351
 expenses
                                                                              
 Cancellation of share capital          (6,927)        -      6,927          -
                                             **       **         **         **
 Total income and expenses                                                    
 recognised
 directly in equity                     (6,927)        -      6,576      (351)
                                             **       **         **         **
 At 31 December 2007                      3,182    2,982    (5,420)        744
                                            ***     ****       ****       ****
 

    
    
 
    


    

CASH FLOW STATEMENT 
    FOR THE YEAR ENDED 31 DECEMBER 2007

                                                    2007        2006
                                                    �'000      �'000
 Cash flows from operating activities            
 Operating loss                                     (365)   (10,599)
 Decrease in receivables                             772     10,560 
 (Decrease)/increase in payables                     (14)        48 
                                                     ****       ****
 Net cash utilised in operating activities           393          9 
                                                     ****       ****
                                                 
 Cash flows for investing activities             
 Interest received                                    14           -
                                                     ****       ****
 Net cash for investing activities                    14           -
                                                     ****       ****
                                                 
 Net increase in cash and cash equivalents           407          9 
                                                 
 Cash and cash equivalents at beginning of year        6         (3)
                                                     ****       ****
                                                 
 Cash and cash equivalents at end of year            413          6 
                                                      ***       ****


    NOTES
 1  The financial information set out above does not constitute the Company's
    statutory financial statements for the year ended 31 December 2007, but is
    derived from those statements. The auditors have reported on the financial
    statements to 31 December 2007 and their report was unqualified.
 2  No dividend is proposed
 3    Copies of the report and accounts are being posted to shareholders today
             and will be available on the Company's website, www.xsn-plc.co.uk

 4  The Company's Annual General Meeting will be held at 1 Threadneedle
    Street, London, EC2R 8YA on 28 July 2008 at 10.30am


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