1
EXHIBIT 99.1
ANSA LOGISTICS LIMITED
REPORT AND ACCOUNTS
FOR THE YEAR ENDED 31 DECEMBER 2000
REGISTERED NO: 3715126
2
ANSA LOGISTICS LIMITED
Pages
Report of Independent Accountants 1
Profit and loss account 2
Balance sheet 3
Cash flow statement 4 - 5
Notes to the financial statements 6 - 20
3
ANSA LOGISTICS LIMITED 1
REPORT OF INDEPENDENT ACCOUNTANTS TO THE MEMBERS OF ANSA LOGISTICS LIMITED
We have audited the accompanying balance sheet of Ansa Logistics Limited as of
31 December 2000 and 1999 and the related profit and loss account and statement
of cash flows for the year ended 31 December 2000 and the 10 months ended 31
December 1999, all expressed in pounds sterling and prepared on the basis set
forth in Note 1 to the financial statements. As described in Note 28, these
financial statements are the responsibility of the company's directors. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits both in accordance with Auditing Standards issued by the
Auditing Practices Board and generally accepted auditing standards in the United
States of America. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the company at 31 December 2000
and 1999 and the results of its operations and its cash flows for the year ended
31 December 2000 and the 10 months ended 31 December 1999, all expressed in
pounds sterling in conformity with accounting principles generally accepted in
the United Kingdom.
Accounting principles generally accepted in the United Kingdom differ in certain
significant respects from those generally accepted in the United States of
America. The effects of the differences in the determination of net income and
shareholders' equity are shown in Note 27 to the financial statements.
/s/ PriceWaterhouseCoopers
- ---------------------------------------
PRICEWATERHOUSECOOPERS
Chartered Accountants
Bristol
13 April 2001
4
ANSA LOGISTICS LIMITED 2
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2000
Notes YEAR ENDED 10 months
31 DECEMBER ended
2000 31 December
1999
(POUND)'000 (pound)'000
TURNOVER - CONTINUING OPERATIONS 2 69,722 53,669
Cost of sales (49,604) (38,163)
-------- --------
GROSS PROFIT - CONTINUING OPERATIONS 20,118 15,506
Administrative expenses (14,827) (11,945)
-------- --------
OPERATING PROFIT - CONTINUING OPERATIONS 5,291 3,561
Interest payable and similar charges 5 (96) (107)
Interest receivable and similar income 6 102 73
-------- --------
PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION 7 5,297 3,527
Tax on profit on ordinary activities 8 (2,010) (1,442)
-------- --------
RETAINED PROFIT FOR THE FINANCIAL PERIOD 18 3,287 2,085
======== ========
The company has no recognised gains and losses other than the profit above and
therefore no separate statement of total recognised gains and losses has been
presented.
There is no difference between the profit on ordinary activities before taxation
and the profit for the financial period, and their historical cost equivalents.
5
ANSA LOGISTICS LIMITED 3
BALANCE SHEET
AT 31 DECEMBER 2000
Notes 31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
TANGIBLE FIXED ASSETS 9 2,831 4,480
------- -------
CURRENT ASSETS
Stocks 11 229 397
Debtors 12 21,779 13,213
Cash at bank and in hand 602 55
------- -------
22,610 13,665
CREDITORS: AMOUNTS FALLING DUE
WITHIN ONE YEAR 13 (19,348) (15,632)
------- -------
NET CURRENT ASSETS/(LIABILITIES) 3,262 (1,967)
------- -------
TOTAL ASSETS LESS CURRENT LIABILITIES 6,093 2,513
CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
14 (600) --
PROVISIONS FOR LIABILITIES AND CHARGES
15 (121) (428)
------- -------
NET ASSETS 5,372 2,085
======= =======
CAPITAL AND RESERVES
Called up share capital ((pound)1) 17 -- --
Profit and loss account 18 5,372 2,085
------- -------
EQUITY SHAREHOLDERS' FUNDS 19 5,372 2,085
======= =======
The financial statements on pages 2 to 20 were approved by the board of
directors on 12 April 2001 and were signed on its behalf by:
P NUTTALL
Director
6
ANSA LOGISTICS LIMITED 4
CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2000
YEAR ENDED 10 months
Notes 31 DECEMBER ended
2000 31 December
1999
(POUND)'000 (pound)'000
NET CASH INFLOW FROM CONTINUING OPERATING ACTIVITIES
(reconciliation to operating profit on page 5) 6,881 1,984
RETURNS ON INVESTMENTS AND SERVICING OF FINANCE
Interest received 102 73
Interest paid (96) (107)
------- -------
6 (34)
TAXATION
Taxation paid (1,873) (364)
CAPITAL EXPENDITURE
Purchase of tangible fixed assets (146) (5,901)
Sale of tangible fixed assets 49 --
------- -------
(97) (5,901)
------- -------
CASHFLOW BEFORE FINANCING 4,917 (4,315)
FINANCING
Issue of ordinary shares (1999:(pound)1) -- --
------- -------
INCREASE/(DECREASE) IN CASH IN THE PERIOD 21 4,917 (4,315)
======= =======
7
ANSA LOGISTICS LIMITED 5
RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW
FROM OPERATING ACTIVITIES
YEAR ENDED 0 months
31 DECEMBER ended
2000 31 December
1999
(POUND)'000 (pound)'000
CONTINUING OPERATING ACTIVITIES
Operating profit 5,291 3,561
Depreciation on tangible fixed assets 1,746 1,421
Decrease/(increase) in stocks 168 (397)
(Increase) in debtors (8,566) (13,213)
Increase in creditors 8,549 10,184
(Decrease)/increase in provisions for liabilities and charges (307) 428
------ -------
NET CASH INFLOW FROM CONTINUING OPERATING ACTIVITIES 6,881 1,984
====== =======
8
ANSA LOGISTICS LIMITED 6
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2000
1 ACCOUNTING POLICIES
These financial statements have been prepared under the historical cost
convention and in accordance with applicable accounting standards. A
summary of the more important accounting policies, which have been
consistently applied are set out below.
TURNOVER
Turnover, which excludes value added tax and trade discounts,
represents the value of services supplied.
TANGIBLE FIXED ASSETS
Land and buildings are stated at cost. Other tangible fixed assets are
stated at their purchase price, together with any incidental expenses
of acquisition.
Depreciation is calculated so as to write off the cost of tangible
fixed assets, less their estimated residual values, on a straight line
basis over the expected useful economic lives of the assets concerned.
The principal lives used for this purpose are:
Motor vehicles 4 - 8 years
Plant and machinery 5 years
Leasehold land and buildings Lease term
Computer equipment 3 years
Freehold property 50 years
INVESTMENTS
Investments are stated at the lower of cost or net realisable value.
STOCKS AND WORK IN PROGRESS
Stocks and work in progress are stated at the lower of cost and net
realisable value. In general, cost is determined on a first in first
out basis. Net realisable value is the price at which stocks can be
sold in the normal course of business. Provision is made where
necessary for obsolete, slow moving and defective stocks.
FOREIGN CURRENCIES
Trading transactions denominated in foreign currencies are translated
into sterling at the exchange rate ruling when the transaction was
entered into. Monetary assets and liabilities denominated in foreign
currencies are translated into sterling at the exchange rates ruling at
the balance sheet date. Exchange gains or losses are included in
operating profit.
9
ANSA LOGISTICS LIMITED 7
DEFERRED TAXATION
Provision is made for deferred taxation, using the liability method, on
all material timing differences to the extent that it is probable that
a liability or asset will crystallise.
PENSION ARRANGEMENTS
From 29 October 1999 the company has been the principal employer of the
Ansa Logistics Pension Plan, a defined benefit scheme. Pension costs
charged to the profit and loss account represent contributions paid by
the company into that fund. In the period 1 May 1999 to 28 October
1999, the company contributed to a previous employers' pension scheme.
The fund will be valued every three years by a professionally qualified
actuary, who will determine whether additional contributions are
required from the company to meet the liabilities of the scheme. Where
additional contributions are required the costs will be spread over the
expected average remaining service lives of members of the scheme.
The company provides no other post retirement benefits to its
employees.
OPERATING LEASES
Costs in respect of operating leases are charged on a straight-line
basis over the lease term.
2 TURNOVER
The whole of the turnover arises in the United Kingdom and relates to
the transport of motor vehicles. Turnover consists of the amount of
goods and services supplied during the year, net of value added tax.
3 DIRECTORS' EMOLUMENTS
YEAR ENDED 10 months
31 DECEMBER ended
2000 31 December
1999
(POUND)'000 (pound)'000
Aggregate emoluments 30 80
============ =============
10
ANSA LOGISTICS LIMITED 8
J C Merry and P J are employed by AutoLogic Holdings plc, one of the
shareholders and they are remunerated by that company in respect of their
services for the group. Their emoluments are dealt with in the accounts of
AutoLogic Holdings plc. The directors receive no emoluments from the company,
nor is any charge levied on the company by the shareholding company in respect
of directors' emoluments.
During the year D C Pound became an employee of Autologic Holdings plc and as
such is remunerated by them. Whilst in the employment of Ansa Logistics Limited
his emoluments are included in the above.
4 EMPLOYEE INFORMATION
The average monthly number of persons (including executive directors) employed
during the period was:
YEAR ENDED 10 months ended
31 DECEMBER 31 December
2000 1999
NUMBER Number
Drivers 250 265
Hourly paid 266 298
Staff 94 100
610 663
=========== ===========
YEAR ENDED 10 months ended
31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
STAFF COSTS (FOR THE ABOVE PERSONS):
Wages and salaries 25,986 19,296
Social security costs 2,441 1,823
Other pension costs (see note 16) 2,108 1,403
----------- -----------
30,535 22,522
=========== ===========
11
ANSA LOGISTICS LIMITED 9
5 INTEREST PAYABLE AND SIMILAR CHARGES
10 months
YEAR ENDED ended
31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
Interest payable on bank loans and overdrafts 65 83
Interest payable on loan from related undertakings -- 3
Other interest 31 21
------------- ------------
96 107
============= ============
6 INTEREST RECEIVABLE AND SIMILAR INCOME
10 months
YEAR ENDED ended
31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
Interest on loans to related undertakings 102 62
Interest on bank deposits -- 11
---------------- ---------------
102 73
================ ===============
7 PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION
10 months
YEAR ENDED ended
31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION IS STATED AFTER CHARGING:
Depreciation of tangible fixed assets
Auditors' remuneration - for audit services 1,746 1,421
- for non-audit services 16 30
Hire of plant and machinery under operating leases 11 31
Hire of other assets under operating leases 2,043 111
1,284 884
=========== ============
12
ANSA LOGISTICS LIMITED 10
8 TAX ON PROFIT ON ORDINARY ACTIVITIES
10 months
YEAR ENDED ended
31 DECEMBER 31 December
2000 (POUND)'000 1999 (pound)'000
UNITED KINGDOM CORPORATION TAX CHARGE AT 30% (1999: 30%):
Current period 2,010 1,442
===== =====
9 TANGIBLE FIXED ASSETS
Short
leasehold
Freehold land and Plant & Computer Motor
Property buildings Machinery Equipment vehicles Total
(pound)'000 (pound)'000 (pound)'000 (pound)'000 (pound)'000 (pound)'000
COST
At 1 January 2000 425 2,344 375 19 2,735 5,898
Additions -- 5 53 32 56 146
Disposals -- -- (3) -- (78) (81)
AT 31 DECEMBER 2000 425 2,349 425 51 2,713 5,963
====== ====== ====== ====== ====== ======
ACCUMULATED DEPRECIATION
At 1 January 2000 -- (334) (63) (4) (1,017) (1,418)
Charge for year -- (456) (79) (15) (1,196) (1,746)
Disposals -- -- 4 -- 28 32
------ ------ ------ ------ ------ ------
AT 31 DECEMBER 2000 -- (790) (138) (19) (2,185) (3,132)
====== ====== ====== ====== ====== ======
NET BOOK VALUE
AT 31 DECEMBER 2000 425 1,559 287 32 528 2,831
====== ====== ====== ====== ====== ======
Net book value
At 31 December 1999 425 2,010 312 15 1,718 4,480
====== ====== ====== ====== ====== ======
13
ANSA LOGISTICS LIMITED 11
10 INVESTMENTS IN SUBSIDIARIES
Name of company Description of shares held % shareholding Nature of business
- -----------------------------------------------------------------------------------------
Corkdean Limited Ordinary (pound)1 100% Non-trading company
The investment in Corkdean Limited is disclosed as a 100% subsidiary due to the
substance of the agreement in place to acquire all of the shares of that
company, through a series of share purchase options.
The results of Corkdean Limited have not been consolidated within the financial
statements as in the directors' opinion, the results for the year and the net
assets of the company are not material to Ansa Logistics Limited.
11 STOCKS
2000 1999
(POUND)'000 (pound)'000
Parts, protective clothing and consumables 88 298
Fuel and oil 141 99
-------------- --------------
229 397
============== ==============
12 DEBTORS
2000 1999
(POUND)'000 (pound)'000
AMOUNTS FALLING DUE WITHIN ONE YEAR
Trade debtors 224 1,081
Amounts owed by related companies 15,676 9,088
Other debtors 3,727 2,327
Prepayments and accrued income 2,152 717
-------------- --------------
21,779 13,213
============== ==============
Included within prepayments is an amount of which (pound)600,000 is due after
more than one year.
14
ANSA LOGISTICS LIMITED 12
13 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2000 1999
(POUND)'000 (pound)'000
Bank overdraft (see below) -- 4,370
Trade creditors 2,108 2,013
Amounts owed to related companies 4,917 1,148
Other creditors 672 451
Corporation tax 1,216 1,078
Other taxation and social security payable 1,375 1,078
Accruals and deferred income 9,060 5,494
-------------- ------------
19,348 15,632
============== ============
The bank overdraft is secured by floating charges over the assets of the
company.
14 CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2000 1999
(POUND)'000 (pound)'000
Other creditors 600 --
------------- ------------
600 --
============== ============
15 PROVISIONS FOR LIABILITIES AND CHARGES
DILAPIDATION
PROVISION
(POUND)'000
AT 31 DECEMBER 1999 428
--------------
Unused amounts reversed during the period (202)
Amounts charged against the provision during the year (105)
--------------
AT 31 DECEMBER 2000 121
==============
The dilapidation provision relates to the estimated costs of restoring assets
held under operating leases to a condition stipulated within the terms of the
lease. These relate to leases which expire within one year.
15
ANSA LOGISTICS LIMITED 13
DEFERRED TAXATION
The potential deferred tax asset, none of which has been recognised in the
financial statements, is as follows :
2000 1999
(POUND)'000 (pound)'000
AMOUNTS Amounts
UNPROVIDED unprovided
TAX EFFECTS OF TIMING DIFFERENCES BECAUSE OF:
Excess of tax allowances over depreciation 397 258
Other short term timing differences 29 20
============= -------------
426 278
============= =============
16 PENSION SCHEME ARRANGEMENTS
Since 29 October 1999, the company has participated in a final salary pension
scheme. The assets of the scheme are held separately from those of the companies
in the scheme in an independently administered fund. Contributions of
(pound)53,000 (1999: (pound)46,000) were due to the scheme at 31 December 2000.
Total contributions being (pound)2,108,000 (1999: (pound)379,000) as shown in
note 4. From 1 May 1999 to 28 October 1999, the company contributed
(pound)1,024,000 to a previous employers' pension scheme.
17 CALLED-UP SHARE CAPITAL
2000 1999
(POUND) (pound)
AUTHORISED
100 Ordinary shares of(pound)1 each 100 100
----------- -----------
100 100
=========== ===========
ISSUED, ALLOTTED & FULLY PAID UP
1 Ordinary share of(pound)1 1 1
----------- -----------
1 1
=========== ===========
16
ANSA LOGISTICS LIMITED 14
18 RESERVES
PROFIT AND
LOSS
ACCOUNT
(POUND)'000
AT 31 DECEMBER 1999 2,085
Profit for the year 3,287
----------------
AT 31 DECEMBER 2000 5,372
================
19 RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
2000 1999
(POUND)'000 (pound)'000
Opening shareholders' funds 2,085 --
Issue of share capital (1999:(pound)1) -- --
Profit for the financial period 3,287 2,085
----------- -----------
Closing shareholders' funds 5,372 2,085
=========== ===========
20 RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS / (DEBT)
(POUND)'000
Net debt at 1 January 2000 (4,315)
Increase in cash in the period 4,917
-------------
Net funds at 31 December 2000 602
=============
17
ANSA LOGISTICS LIMITED 15
21 ANALYSIS OF NET FUNDS/(DEBT)
At CASH AT
31 December FLOW 31 DECEMBER
1999 2000 2000
(pound)'000 (POUND)'000 (POUND)'000
Cash at bank and in hand 55 547 602
Overdrafts (4,370) 4,370 --
------ ----- -----
TOTAL (4,315) 4,917 602
====== ===== =====
22 CONTINGENT LIABILITIES
The company has given an unlimited multilateral cross company guarantee
to its bankers in respect of Autocar Logistics Limited. Autocar
Logistics Limited is owned by the same shareholders as Ansa Logistics
Limited.
The company is a participant in a banking arrangement under which all
surplus cash balances are held as collateral for bank facilities
advanced to Autocar Logistics Limited. In addition the company has
issued an unlimited guarantee to the bank to support these facilities.
23 FINANCIAL COMMITMENTS
At 31 December 2000 the company has annual commitments under
non-cancellable operating leases expiring as follows:
MOTOR Motor
LAND AND VEHICLES Land and Vehicles and
BUILDINGS AND TRAILERS Buildings Trailers
2000 2000 1999 1999
(POUND)'000 (POUND)'000 (pound)'000 (pound)'000
Expiring within one year -- 79 38 --
Expiring between two to five years 899 1,400 899 861
Expiring after five years
84 737 84 334
--------------- --------------- -------------- ------------
983 2,216 1,021 1,195
=============== =============== ============== ============
24 CAPITAL AND OTHER COMMITMENTS
Capital expenditure that has been contracted for but has not been
provided for in the financial statements is nil.
18
ANSA LOGISTICS LIMITED 16
25 RELATED PARTY TRANSACTIONS
(a) The company contracts with Walon Limited, a subsidiary of AutoLogic
Holdings plc. The company made purchases of (pound)2,533,000 (ex vat)
from Walon Limited. All of these transactions were at arms length and in
the ordinary course of business. A net amount of (pound)781,000 was owing
to Walon Limited at the balance sheet date.
(b) The company contracts with Translogistix Limited, a subsidiary
undertaking of AutoLogic Holdings plc. The company made purchases of
(pound)1,000 from Translogistix Limited during the period. All of these
transactions were at arms length and in the ordinary course of business.
A net amount of (pound)30,000 was owing from Translogistix Limited at the
balance sheet date.
(c) The company contracts with Autocar Logistics Limited, a joint venture
undertaking of AutoLogic Holdings plc and Axis International Inc. The
company made sales of (pound)67,939,000 (ex vat) to Autocar Logistics
Limited and made purchases of (pound)5,150,000 (ex vat) during the
period. All of these transactions were at arms length and in the ordinary
course of business. A net amount of (pound)11,507,000 was owing from
Autocar Logistics Limited at the balance sheet date.
26 ULTIMATE AND IMMEDIATE PARENT COMPANIES
The directors regard AutoLogic Holdings plc and Axis International Inc. as the
joint parent and controlling parties of Ansa Logistics Limited. Each company
holds 50% of the share capital of Ansa Logistics Limited. As a result, Ansa
Logistics Limited has no single ultimate holding company.
19
ANSA LOGISTICS LIMITED 17
27 SUMMARY OF DIFFERENCES BETWEEN UK GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES AND US GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
The company's financial statements have been prepared in accordance with
accounting principles generally accepted in the United Kingdom (UK GAAP), which
differs in certain significant respects from those generally accepted in the
United States (US GAAP). The effect of the application of US GAAP to net income
and shareholders' equity is set out in the tables below.
RECONCILIATION OF NET INCOME
YEAR ENDED 10 months
31 DECEMBER ended
2000 31 December
1999
(POUND)'000 (pound)'000
- -----------------------------------------------------------------------------------------------------------------
Net income under UK GAAP 3,287 2,085
US GAAP adjustments:
Up-front revenue recognition a 647 --
Deferred start-up costs a (647) --
Pensions - application of SFAS 87 b (766) (71)
Deferred taxes - application of SFAS 109 c 148 278
Deferred tax on US GAAP adjustments c 230 21
- -----------------------------------------------------------------------------------------------------------------
Income before cumulative effect of changes
in accounting principles: 2,899 2,313
Cumulative effect of change in accounting
principle for up-front revenue a (2,426) --
Cumulative effect of change in accounting
principle for deferred start-up costs a 2,426 --
- -----------------------------------------------------------------------------------------------------------------
Net income under US GAAP 2,899 2,313
- -----------------------------------------------------------------------------------------------------------------
RECONCILIATION OF SHAREHOLDERS' EQUITY
31 DECEMBER 31 December
2000 1999
(POUND)'000 (pound)'000
- -----------------------------------------------------------------------------------------------------------------
Shareholders' equity under UK GAAP 5,372 2,085
US GAAP adjustments:
Deferred revenue a (1,779) --
Deferred start up costs a 1,779 --
Pensions - application of SFAS 87 b (837) (71)
Deferred taxes - application of SFAS 109 c 426 278
Deferred tax on US GAAP adjustments c 251 21
- -----------------------------------------------------------------------------------------------------------------
5,212 2,313
- -----------------------------------------------------------------------------------------------------------------
20
ANSA LOGISTICS LIMITED 18
(A) REVENUE RECOGNITION AND DEFERRAL OF START-UP COSTS
Staff Accounting Bulletin No. 101 (SAB 101) Revenue Recognition in
Financial Statements provides the views of the staff of the Securities
and Exchange Commission on recognition of revenue. SAB 101 requires
certain up-front fees to be recognised as revenue over the expected
period of the customer relationship to which they relate. Under SAB 101
deferred costs are also charged to expense proportionally and over the
same period that the associated deferred revenue is recognised as
revenue. The cumulative effect of the change in accounting principle in
adopting SAB 101 has been recorded in 2000. Under UK GAAP, these up-front
fees were recognised as revenue upon receipt in 1999; the associated
costs were recognised as expense in 1999. Pro forma US GAAP net income
for 1999 would not have changed had SAB 101 been applied then.
(B) PENSIONS
Under UK GAAP, the expected cost of providing retirement benefits are
charged to the profit and loss account over the periods benefiting from
the employees' services. Variations from expected cost are similarly
spread. Under US GAAP, pension costs and liabilities are calculated in
accordance with Statement of Financial Accounting Standards No. 87,
"Employer's Accounting for Pensions" (SFAS 87) which requires the use of
a prescribed actuarial method and a set of measurement principles.
(C) DEFERRED TAXES
Under UK GAAP the company provides for deferred tax in respect of the tax
attributable to timing differences only to the extent that such timing
differences are expected to reverse in the foreseeable future. US GAAP
requires recognition of all deferred tax assets and liabilities for
temporary differences using enacted tax rates in effect at year end in
accordance with Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes" (SFAS 109). A valuation allowance is posted
to the extent that it is more likely than not that all or part of the
deferred tax assets will not be realised. Deferred tax has also been
calculated in respect of the US GAAP adjustments.
(D) CURRENT ASSETS AND LIABILITIES
Current assets under UK GAAP include amounts that fall due after more
than one year. Under US GAAP, such assets would be reclassified as
non-current assets. Provisions for liabilities and charges under UK GAAP
include amounts due within one year that would be reclassified to current
liabilities under US GAAP.
21
ANSA LOGISTICS LIMITED 19
CASH FLOW INFORMATION
Under UK GAAP, the company complies with Financial Reporting Standard 1
(revised) "Cash Flow Statements" (FRS 1), the objective and principles of which
are similar to those set out in Statement of Financial Accounting Standards No.
95, "Statement of Cash Flows" (SFAS 95). The principal difference between the
two standards is in respect of classification. Under UK GAAP, cash flows are
presented separately for operating activities, returns on investments and
servicing of finance, taxation, capital expenditure, financial investment,
acquisition and disposals, equity dividends paid, management of liquid resources
and financing. Under US GAAP, only three categories of cash flow activity are
reported operating activities, investing activities and financing activities.
Under UK GAAP cash paid or received for interest and income taxes is presented
separately from operating activities and dividends paid are presented separately
from financing activities. Under US GAAP cash flows from operating activities
are based on net income which includes interest and income taxes. Under UK GAAP,
cash is defined as cash in hand and deposits repayable on demand. The US GAAP
cash flow statement reports changes in cash and cash equivalents which includes
short term highly liquid investments with an original maturity of three months
or less but excludes bank overdrafts.
UK investors regard free cash flow as the cash available annually to be
allocated between a number of options including capital expenditure, payment of
dividends and the financing of acquisitions.
Under US GAAP presentation the following amounts would have been reported:
YEAR ENDED 31 10 months ended 31
DECEMBER 2000 December 1999
(POUND)'000 (pound)'000
- -------------------------------------------------------------------------------------------------------------
Net cash provided by operating activities 5,014 1,586
Net cash used in investment activities (97) (5,901)
Net cash provided by (used in) financing activities (4,370) 4,370
- -------------------------------------------------------------------------------------------------------------
Net increase in cash and cash equivalents 547 55
Cash and cash equivalents at beginning of period 55 -
- -------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period 602 55
- -------------------------------------------------------------------------------------------------------------
As disclosed in Note 25 to the financial statements, the majority of the
turnover in the period was with Autocar Logistics Limited, which acts as
intermediary in billings under contracts that Autocar Logistics Limited enters
into with it customers.
Autocar Logistics Limited is also a joint venture company, with the same two
shareholders as Ansa Logistics Limited.
22
ANSA LOGISTICS LIMITED 20
28 UNITED KINGDOM COMPANY LAW REQUIREMENTS (UNAUDITED)
The directors are required by United Kingdom company law to prepare financial
statements for each financial year that give a true and fair view of the state
of affairs of the company as at the end of the financial year and of the profit
or loss of the company for that period.
The directors confirm that suitable accounting policies have been use and
applied consistently, and reasonable and prudent judgements and estimates have
been made in the preparation of the financial statements for the year ended 31
December 2000. The directors also confirm the applicable accounting standards
have been followed.
The directors are responsible for keeping proper accounting records, for
safeguarding the assets of the company and of the group and hence for taking
responsible steps for the prevention and detection of fraud and other
irregularities.