tandem

Summary of recent news

Tandem

This page has abbreviated notes from several recent documents.

Contacts

Tel:

Mervyn Keene, Finance Director, Tandem Group plc

01733 211399

London

Tel:

Adam Hart, KBC Peel Hunt

020 7418 8900

Detailed price quote

Delayed by 20 mins

Company Website (similar to here!)

Last Results

YEAR ENDED 31 JANUARY 2004

TANDEM GROUP PLC

PRELIMINARY RESULTS FOR THE YEAR ENDED 31 JANUARY 2004

TANDEM GROUP PLC

Chairman's statement

Group profit before taxation was £609,000 compared to £234,000 last year.

Competition from imports and a relatively high manufacturing cost in the UK has necessitated the transfer of much of the Group's production to Asia. This has resulted in exceptional costs being incurred in the year.

Operating profit before exceptional costs totalling £738,000 (2003 - nil), goodwill amortisation of £206,000 (2003 - £201,000) and negative goodwill released of £443,000 (2003 - nil), was £1,682,000 compared to £988,000 last year.

I am pleased to report that our balance sheet continues to strengthen with net assets increasing to £7,300,000 as at 31 January 2004 compared with £5,431,000 as at 31 January 2003.

The acquisition of MV Sports Group plc, a company that distributes sports and leisure products and toys, was completed on 8 April 2003. A non-core subsidiary of MV, Water Waiter Limited, was sold on 31 October 2003. MV has an office in Hong Kong dealing with product sourcing and direct sales to major retailers. Since acquisition, this operation has been strengthened, particularly in product sourcing and development areas. The office now works closely with all the Group's businesses to ensure that our imported product is produced to the highest standards with improved delivery and competitive prices to meet our customers' requirements.

Websites

Falcon and Dawes, Pot Black, and Ben Sayers have websites. MV Sports Group is in the process of updating the website. Links appear below. Pot Black is currently off line.

Falcon

Ben Sayers

MV Sports

The company merged with MVsports in 2003 . Both are in wheeled goods, Tandem in full size cycles MVS in various other wheeled items and character merchandise aimed at the children's market. This includes wheeled toys and skate / skateboard items.

Water Waiter

This subsidiary clearly did not fit into the wheeled goods model. It was sold off in 2003.

MVS Acquisition in 2003

3 February 2003

For immediate release

The boards of directors of MV Sports and Tandem today announce a recommended offer ("Offer") for Tandem to acquire the entire issued and to be issued share capital of MV Sports. If approved by MV Sports Shareholders, MV Sports Scheme Shareholders, Tandem Shareholders and the Court, the Offer will be implemented by way of a scheme of arrangement (the "Proposal") under section 425 of the Companies Act ("the Scheme"). If the Scheme becomes effective, under its terms all the MV Sports Scheme Shares will be cancelled and MV Sports Scheme Shareholders will receive Tandem Ordinary Shares in consideration on the following basis:

For every 43 MV Sports Shares held on the Record Date, 2 Tandem Ordinary Shares.

Note the values altered as the date approached, lowering the Tandem share value somewhat. A new Tandem share would be 35p at the quoted prices, effectively 70p for 430 MVS shares.

The consideration values the whole of the current issued share capital of MV Sports at £4,258,942. The middle market price of a Tandem Ordinary Share at the close of business on 31 January 2003 was 3.5p, being the latest practicable date prior to the making of this announcement. The consideration offered therefore represents a premium of 16.3 per cent. to the price of 0.14p, being the middle market price of a MV Sports Share at the close of business on 31 January 2003, being the latest practicable date prior to the making of this announcement. Tandem is planning a share capital reorganisation which, if approved by its shareholders, will result in an effective consolidation of the Tandem Ordinary Shares on a ten for one basis prior to the Scheme becoming effective. Therefore, if the Tandem Share Capital Reorganisation does proceed then MV Sports Scheme Shareholders will instead receive 2 New Tandem Shares for every 430 MV Sports Shares held on the Record Date.

Application was made for the 25,382,208 new ordinary shares in existence after the capital reorganisation to be admitted to trading on AIM and admission took place on Wednesday, 19 March 2003.

Graham Waldron, Chairman of Tandem, said Feb 3 2003:

"We believe that the two businesses are an excellent fit for each other with complementary product ranges and a significant number of products which are or which could be sold into the same customer base. Effecting the Proposal will give the enlarged group a larger base to grow from and save the costs of running two publicly traded companies."

Stephen Grant, Managing Director of MV Sports, said Feb 3 2003:

"We have seen that consolidation in our sector is inevitable given market conditions and believe that MV Sports Shareholders will welcome the opportunity to exchange their MV Sports Shares at a premium to today's market price for shares in a larger public company with a higher market capitalisation. We see Tandem as an excellent fit with our business and that there is an opportunity to increase market share and margin contribution by joining Tandem whilst, at the same time, achieving diversification into new business areas."

This Page created 2001 Edited. August 3rd. 2004

MV Sports	The company merged with MVsports in 2003 . Both are in wheeled goods, Tandem in full size cycles MVS in various other wheeled items and character merchandise aimed at the children's market. This includes wheeled toys and skate / skateboard items.

Water Waiter	This subsidiary clearly did not fit into the wheeled goods model. It was sold off in 2003.

MVS Acquisition in 2003
3 February 2003 For immediate release	The boards of directors of MV Sports and Tandem today announce a recommended offer ("Offer") for Tandem to acquire the entire issued and to be issued share capital of MV Sports. If approved by MV Sports Shareholders, MV Sports Scheme Shareholders, Tandem Shareholders and the Court, the Offer will be implemented by way of a scheme of arrangement (the "Proposal") under section 425 of the Companies Act ("the Scheme"). If the Scheme becomes effective, under its terms all the MV Sports Scheme Shares will be cancelled and MV Sports Scheme Shareholders will receive Tandem Ordinary Shares in consideration on the following basis: For every 43 MV Sports Shares held on the Record Date, 2 Tandem Ordinary Shares.
Note the values altered as the date approached, lowering the Tandem share value somewhat. A new Tandem share would be 35p at the quoted prices, effectively 70p for 430 MVS shares.	The consideration values the whole of the current issued share capital of MV Sports at £4,258,942. The middle market price of a Tandem Ordinary Share at the close of business on 31 January 2003 was 3.5p, being the latest practicable date prior to the making of this announcement. The consideration offered therefore represents a premium of 16.3 per cent. to the price of 0.14p, being the middle market price of a MV Sports Share at the close of business on 31 January 2003, being the latest practicable date prior to the making of this announcement. Tandem is planning a share capital reorganisation which, if approved by its shareholders, will result in an effective consolidation of the Tandem Ordinary Shares on a ten for one basis prior to the Scheme becoming effective. Therefore, if the Tandem Share Capital Reorganisation does proceed then MV Sports Scheme Shareholders will instead receive 2 New Tandem Shares for every 430 MV Sports Shares held on the Record Date.
Application was made for the 25,382,208 new ordinary shares in existence after the capital reorganisation to be admitted to trading on AIM and admission took place on Wednesday, 19 March 2003.
Graham Waldron, Chairman of Tandem, said Feb 3 2003:	"We believe that the two businesses are an excellent fit for each other with complementary product ranges and a significant number of products which are or which could be sold into the same customer base. Effecting the Proposal will give the enlarged group a larger base to grow from and save the costs of running two publicly traded companies."
Stephen Grant, Managing Director of MV Sports, said Feb 3 2003:	"We have seen that consolidation in our sector is inevitable given market conditions and believe that MV Sports Shareholders will welcome the opportunity to exchange their MV Sports Shares at a premium to today's market price for shares in a larger public company with a higher market capitalisation. We see Tandem as an excellent fit with our business and that there is an opportunity to increase market share and margin contribution by joining Tandem whilst, at the same time, achieving diversification into new business areas."