REG-EXC Plc: Final Results

30 June 2009

EXC plc

("EXC" or the "Company")

Final results for the year ended 31 December 2008

CHAIRMAN'S STATEMENT

Introduction

I report on the group results for the year ended 31 December 2008 which have
again been disappointing.

Results and dividends

The group generated a loss for the year from continuing operations of £579,000
based on revenues from continuing operations of £1,468,000. The loss per share
for the year from continuing operations was 0.15p.

Following a strategic review it was announced on 3 April 2008 that the board
had decided to close down one of the group's two trading subsidiaries, David
Conrad (International) Limited ("DCI"), with immediate effect. The loss for the
year from these discontinued operations was £518,000 representing a loss per
share of 0.14p.

Overall, the group generated a loss for the financial year of £1,097,000 (2007
- £491,000 loss), representing a loss of 0.29p per share (2007 - 0.13p loss per
share). The directors do not propose the payment of a dividend.

Trading

Following the closure of DCI, the group now only has one trading subsidiary,
Excalibur Ventures Limited ("Excalibur"). During the year, Excalibur's core
procurement services generated lower levels of revenue than in prior years as
customer budgets contracted in the global economic slowdown. Excalibur's rental
division managed to expand into a full scale operation during the year. At the
balance sheet date, Excalibur had a pool of 28 pieces of heavy equipment
available to be leased out to customers. These assets are generally leased out
to major construction companies in the Middle East in a joint venture with an
experienced operator in this sector.

Prospects

The board continues to look at ways to save costs in the current economic
climate given the downward pressures on revenues and gross margins. The board's
optimism surrounding its new specialised oil procurement services division has
diminished as no new orders have been received in that area, although
negotiations still continue. With continuing losses expected for the first half
of the 2009 financial year, the board is in the process of cutting group costs
further.

AIM listing

In line with many other AIM quoted companies, serious consideration is being
given to de-listing the company from AIM. If that decision is made, the board
will provide a circular to shareholders and will seek shareholder approval.

J. M. Edelson

Chairman

30 June 2009

FURTHER ENQUIRIES

EXC plc Tel: 0161 975 0434

Michael Edelson - Chairman

John East & Partners Limited, a subsidiary of Merchant Tel: 020 7628 2200
Securities plc

David Worlidge / Simon Clements

CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2008

Notes 2008 2007

£'000 £'000

Continuing operations

Revenue 1,468 1,832

Cost of sales (1,230) (1,643)

Gross profit 238 189

Administrative expenses (813) (639)

Operating loss 2 (575) (450)

Investment income 14 37

Finance costs (24) (33)

Loss before tax (585) (446)

Income tax credit/(expense) 3 6 (6)

Loss from continuing operations (579) (452)

Loss from discontinued operations (518) (39)

Loss for the year (1,097) (491)

Loss per share - basic and diluted 4

From continuing operations (0.15p) (0.12p)

From discontinued operations (0.14p) (0.01p)

From continuing and discontinued (0.29p) (0.13p)
operations

CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2008

Notes 2008 2007

£'000 £'000

Non-current assets

Intangible assets 5 108 108

Property, plant and equipment 6 886 501

994 609

Current assets

Inventories - 156

Trade and other receivables 941 3,689

Cash and cash equivalents 8 380 620

1,321 4,465

Assets of a disposal group classified as 13 -
held for sale

1,334 4,465

Total assets 2,328 5,074

Current liabilities

Trade and other payables (400) (766)

Current tax liabilities - (2)

Current borrowings 7 (607) (2,321)

(1,007) (3,089)

Liabilities of a disposal group (40) -
classified as held for sale

(1,047) (3,089)

Total liabilities (1,047) (3,089)

Net current assets 287 1,376

Net assets 1,281 1,985

Equity

Called up share capital 373 373

Share premium account 185 185

Translation reserve 214 (128)

Merger reserve - 1,511

Retained earnings 509 44

Total equity 1,281 1,985

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2008

Notes 2008 2007

£'000 £'000

Cash flows from operating activities

Cash generated from/(used in) operations 1,607 (1,114)

Investment income (14) (37)

Finance costs 24 33

Income tax received - 292

Net cash generated from/(used in) 1,617 (826)
operating activities

Cash flow used in investing activities

Investment income received 14 37

Purchase of property, plant and (339) (384)
equipment

Sale of property, plant and equipment - 6

Net cash used in investing activities (325) (341)

Cash flow used in financing activities

Repayment of borrowings - (94)

Finance costs paid (24) (33)

Net cash used in financing activities (24) (127)

Net increase/(decrease) in cash and cash 1,268 (1,294)
equivalents

Effects of exchange rate changes 205 (45)

Cash and cash equivalents at the start (1,701) (362)
of the year

Cash and cash equivalents at the end of (228) (1,701)
the year

Cash and cash equivalents as per balance 8 (227) (1,701)
sheet

Cash and cash equivalents classified as (1) -
held for sale

Cash and cash equivalents at the end of (228) (1,701)
the year

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2008

Share Share Translation Merger Retained Total
capital premium reserve reserve earnings
account

£'000 £'000 £'000 £'000 £'000 £'000

At 1 January 2007 373 185 (93) 1,511 548 2,524

Changes in equity for
2007

Exchange rate - - (35) - (13) (48)
adjustments

Loss for the year - - - - (491) (491)

As at 31 December 373 185 (128) 1,511 44 1,985
2007

Changes in equity for
2008

Exchange rate - - 342 - 51 393
adjustments

Loss for the year - - - (1,097) (1,097)

Reserve transfer - - - (1,511) 1,511 -

As at 31 December 373 185 214 - 509 1,281
2008

The group has taken advantage of s131 and s132 of the Companies Act 1985 and
has credited the premium arising on the acquisition of David Conrad Investments
Limited to a merger reserve. The transfer between reserves represents the
release from the merger reserve corresponding to the impairment of the goodwill
arising from the acquisition of David Conrad Investments Limited.

NOTES TO THE PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2008

1. BASIS OF PREPARATION

The financial information set out above does not constitute the Company's
statutory accounts for the years ended 31 December 2007 and 2008, but is
derived from those accounts. Those financial statements have been prepared in
accordance with International Financial Reporting Standards ("IFRS") as adopted
by European Union and are in accordance with those parts of the Companies Act
1985 applicable to companies reporting under IFRS. Statutory accounts for 2007
have been delivered to the Registrar of Companies and those for 2008 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 the Companies Act 1985, sections 237(2) or (3). However, the
audit report on the accounts for the year ended 31 December 2008 includes an
emphasis of matter paragraph referring to the going concern status of the
group.

The board has considered the group's financial position and trading prospects
using forecasts covering the period ending 30 June 2010 which reflect the
renewal of facilities for the period ending 31 March 2010. The quantum of those
facilities has been agreed, but they are still subject to satisfactory
negotiation of financial covenants covering those facilities. The board
recognises the material uncertainty relating to the continuation of banking
facilities but having considered all relevant information, the board believes
that the group has adequate resources to continue trading for the foreseeable
future and accordingly, the going concern basis has been adopted in preparing
these financial statements.

2. OPERATING LOSS

The operating loss is stated after charging/(crediting):

Continuing operations

2008 2007

£'000 £'000

Depreciation of property, plant and equipment 144 54

Operating leases - land and buildings 21 -

Current translation differences (7) (19)

Auditor's remuneration (see below) 22 19

Analysis of auditor's remuneration

Continuing operations

2008 2007

£'000 £'000

Fees payable to the group's auditor for the 8 8
audit of the group financial statements

Fees payable to the group's auditor for other
services:

* the audit of the group's subsidiaries 11 9
pursuant to legislation

* other services relating to taxation 3 2

22 19

3. INCOME TAX CREDIT/(EXPENSE)

Continuing operations

2008 2007

£'000 £'000

Adjustment to prior period tax 6 (6)

Corporation tax in calculated at 28.5% (2007 - 30%) of the estimated assessable
loss for the year.

Total tax for the year can be reconciled to the income statement as follows:

2008 2007

£'000 £'000

Loss for the year from continuing operations (585) (446)

Loss for the year from discontinued operations (518) (39)

Loss for the year before tax (1,103) (485)

Loss on ordinary activities multiplied by the (314) (146)
relevant standard rate of corporation tax in the
UK

Effect of:

Non-recognition of tax asset due to uncertainty 314 146
of recovery

Adjustment to prior period tax (6) 6

Total tax (credit)/expense for the year (6) 6

4. LOSS PER SHARE

The calculation of basic loss per share is based on the following:

2008 2007

Basic

Loss for the year from continuing operations (£ (579) (452)
000)

Loss for the year from discontinued operations (518) (39)
(£000)

Loss for the year from continuing and (1,097) (491)
discontinued operations (£000)

Weighted average number of shares 372,669,990 372,669,990

Loss per share from continuing operations (0.15) (0.12)
(pence)

Loss per share from discontinued operations (0.14) (0.01)
(pence)

Loss per share from continuing and discontinued (0.29) (0.13)
operations (pence)

Diluted loss per share is calculated by adjusting the weighted average number
of ordinary shares in issue assuming conversion of all dilutive potential
ordinary shares. The company's potential ordinary shares consist of share
options. Due to losses in the current and preceding year there are no dilutive
ordinary shares.

5. INTANGIBLE FIXED ASSETS

£'000

Goodwill

Cost

At 1 January 2007, 31 December 2007 and 31 December 2008 3,531

Accumulated impairment

At 1 January 2007, 31 December 2007 and 31 December 2008 3,423

Carrying value

At 1 January 2007, 31 December 2007 and 31 December 2008 108

Goodwill is tested annually for impairment, or more frequently if there are
indications that goodwill might be impaired. The recoverability of the goodwill
carrying value has been assessed based on value in use calculations. These
calculations have involved the use of discounted cash flow forecasts for a
period of five years and the key assumptions used are those regarding growth
rates, discount rates and expected changes in selling prices and costs during
that period.

Management estimates discount rates using pre-tax rates that reflect current
market assessments of the time value of money. Growth rates are based on
industry growth forecasts. Changes in selling prices and costs are based on
past practices and expectations of future changes in the market.

The estimated growth rate used in the value in use calculations is 10%. The
rate used to discount the forecast cash flows is 7%.

6. PROPERTY, PLANT AND EQUIPMENT

Plant & Motor Fixtures & Office Total
machinery vehicles fittings equipment

£000 £000 £000 £000 £000

£000

Cost

At 1 January 2007 184 48 119 24 375

Exchange rate adjustment (3) - - - (3)

(3)

Additions 359 - 19 6 384

Disposals (8) - (1) - (9)

At 1 January 2008 532 48 137 30 747

Exchange rate adjustment 202 - 7 7 216

216

Additions 339 - - - 339

Disposals - (48) (119) (10) (177)

At 31 December 2008 1,073 - 25 27 1,125

Accumulated depreciation
/impairment

At 1 January 2007 7 45 52 17 121

Depreciation charge for 46 3 40 6 95
the year
95

Impairment charge for - - 30 2 32
the year
32

Released on disposals (2) - - - (2)

At 1 January 2008 51 48 122 25 246

Exchange rate adjustment 19 - 1 6 26

26

Depreciation charge for 132 - 9 3 144
the year
144

Released on disposals - (48) (119) (10) (177)

At 31 December 2008 202 - 13 24 239

Carrying value

At 1 January 2007 177 3 67 7 254

At 1 January 2008 481 - 15 5 501

At 31 December 2008 871 - 12 3 886

The group's property, plant and equipment has been pledged as security for bank
borrowings.

7. CURRENT BORROWINGS

2008 2007

£000 £000

Bank overdrafts 607 2,321

Bank overdrafts are secured by way of a fixed and floating charge over all of
the group's present and future assets.

8. NOTES TO THE CASH FLOW STATEMENT

Reconciliation of cash and cash equivalents.

Cash and cash equivalents consist of bank balances and bank overdrafts. Cash
and cash equivalents included in the cash flow statement comprise the following
balance sheet amounts:

2008 2007

£000 £000

Bank balances 380 620

Bank overdrafts (607) (2,321)

Cash and cash equivalents (227) (1,701)

All bank balances were held in current accounts at the balance sheet date.

9. RELATED PARTY TRANSACTIONS

Key management are those persons having authority and responsibility for
planning, controlling and directing the activities of the group. In the opinion
of the board, the group's key management are the directors of EXC plc.

The group has entered into service agreements with entities controlled by each
of the directors and fees are paid in accordance with those agreements.

The services of J. M. Edelson were provided to the Group by London & City
Credit Corporation Limited. Amounts charged to the group during the year for
his services amounted to £92,400 (2007 - £115,200). At 31 December 2008 £2,300
(2007 - £9,600) of this amount remained outstanding. The amounts charged to the
group for the services of J. M. Edelson were reduced with effect from 1 October
2008 to the rate of £24,000 per annum.

The services of S. P. Larah were provided to the group by Consector Limited.
Amounts charged to the group during the year for his services amounted to £
89,547 (2007 - £86,404). At 31 December 2008 £nil (2007 - £nil) of this amount
remained outstanding.

The services of E. R. Fidler were provided to the group by Park Lane Partners
Limited. Total amounts charged to the group during the year amounted to £24,000
(2007 - £24,000) of which £nil is included in professional fees for the year
(2007 - £6,000) and £24,000 is included above in directors remuneration (2007 -
£11,000). At 31 December 2008 £2,000 (2007 - £nil) remained outstanding.

Details of other related party transactions are as follows:

1) Fascin8 Limited is a related party as it is controlled by close family
members of J. H. Lyons, a director of David Conrad (International) Limited and
J. M. Edelson, a director of EXC plc and David Conrad (International) Limited.

During the year David Conrad (International) Limited was charged a sales
commission of £nil (2007 - £92,350) by Fascin8 Limited for the introduction of
sales orders for the value of £nil (2007 - £1,927,090). At 31 December 2008 £
nil remained outstanding (2007 - £92,350).

During the year recharges of overheads totalling £253,508 (2007 - £156,060)
were charged to Fascin8 Limited. At 31 December 2008 £11 (2007 - £11,946) of
this amount remained outstanding from Fascin8 Limited.

2) During the year David Conrad (International) Limited paid rent and service
charges totalling £46,750 (2007 - £67,582) to close family members of J. H.
Lyons and J. M. Edelson. A termination fee of £87,500 was also paid during the
year on the cancellation of the lease on the premises occupied by David Conrad
(International) Limited.

Amounts owed to and by related parties are unsecured, interest-free, and have
no fixed terms of repayment. The balances will be settled in cash. No
guarantees have been given or received. No provisions for doubtful debts have
been raised against amounts outstanding, and no expense has been recognised
during the current or preceding years in respect of bad or doubtful debts due
from related parties.

10. DIVIDEND

The directors do not propose the payment of a dividend.

11. COPIES OF THE REPORT & ACCOUNTS

Copies of the Report and Accounts will be posted to shareholders on 1 July
2009. Copies of the Report and Accounts are also available from the Company's
registered office Number 14, The Embankment, Vale Road, Heaton Mersey,
Stockport, Cheshire SK4 3GN or can be obtained from the Company's website
www.excplc.com.

END