|
5 March 2010 |
(“Eleco” or the “Group”)
The Building Systems and Software Group
Interim Results for the Six Months Ended 31 December 2009
Financial performance
· Turnover amounted to £32.5m (H1 2008: £37.2m)
· Adjusted group operating loss of £0.7m (H1 2008: profit £0.7m)
· Loss before tax of £2.2m (H1 2008: profit £270,000)
· Loss per share of 3.5p (H1 2008: EPS 0.3p)
· Net bank debt at 31 December 2009 of £2.1m (H1 2008: net cash of £1.0m)
Operational performance
· Deterioration in operating performance was principally caused by a substantial decline in our German connector plate business and by lower sales and margins in Building Systems
· Losses partly offset by cost reduction programmes implemented throughout the Group
· Board changes;
o Management strengthened with the appointment of Craig Slater as Chief Operating Officer in December 2009
o David Dannhauser gave notice of his resignation as Finance Director in February and will remain while the Board recruits a replacement
Building Systems
· Turnover amounted to £26.2m (H1 2008: £31.0m)
· Adjusted operating loss of £1.0m (H1 2008: profit £0.6m)
· Trading adversely affected by the depressed economic climate as well as the severe weather conditions experienced at the end of 2009
Software
· Turnover amounted to £6.4m (H1 2008: £6.3m)
· Adjusted operating profit of £0.3 (H1 2008: £0.1m)
· A reduction in losses in visualisation software
· Strong performances from Asta Development in the UK and Germany and from the Consultec Group in Sweden
Commenting on outlook John Ketteley, Executive Chairman of Eleco, said:
“As set out in this statement a number of initiatives are being taken to restore the Group to a profitable and cash generative position from which to grow in its chosen markets.
The Board is confident that the measures it is taking to maintain the Group’s sound financial position together with its continuing investment in people and products to create and maintain a clear competitive edge in the markets in which it operates will, over time, enable Eleco to recover to its full potential.”
For further information please contact:
Eleco plc |
Tel: 01920 443830 |
John Ketteley, Executive Chairman |
|
Craig Slater, Chief Operating Officer |
|
|
|
Collins Stewart Europe Limited |
020 7523 8350 |
Bruce Garrow |
|
|
|
Buchanan Communications |
020 7466 5000 |
Tim Anderson / James Strong / Christian Goodbody |
|
Chairman’s Statement
Group Performance
Group sales for the half year ended 31 December 2009 were £32.5m (2008: £37.2m), 12.5% less than in the same period last year. The trading statement released in January stated that Group sales had been particularly weak in the first half. This was due to lower sales in Building Systems which had been adversely affected by the depressed economic climate and also by the severe weather conditions experienced in November and December. In contrast Software sales held up well and were marginally ahead of the same period last year despite difficult trading conditions.
Adjusted operating loss before amortisation, restructuring charges and costs of an IPR dispute in Germany amounted to £(0.7)m, and compared with an adjusted operating profit of £0.7m for the same period last year.
This deterioration in our Group operating performance was principally caused by a substantial decline in our German connector plate business and by lower sales and margins achieved by the Building Systems businesses. Nevertheless, the deterioration was partly offset by cost reduction programmes. By contrast, actions taken by our Software management to reduce costs and maintain margins in our Software businesses, resulted in reduced losses in some of our Software businesses and a significant improvement in profitability overall.
The pre tax loss of £(2.2)m is arrived at after amortisation of £0.3m (2008: £0.3m) , restructuring charges of £0.4m (2008: 0.2m) and legal and related costs in connection with the legal dispute and referral to the Public Prosecutor in Germany of £0.6m (2008: Nil)
Net bank debt at 31 December 2009 was £(2.1)m (2008: £1.0m net cash). The first half of the financial year was characterised by continued tight control of costs, working capital and debt across the Group and these efforts are continuing.
The Board has decided not to pay an interim dividend.
Divisional Performance Summary
Building Systems
Sales in the first half of £26.2m compared to £31.0m achieved in the same period last year.
Adjusted Group operating loss before intangible asset amortisation, restructuring changes and costs of a legal dispute in the first half of the year was £(1.0)m compared to a profit of £0.6m in the same period last year.
The weaker performance reflected the following factors:
– The delayed start to a number of projects caused by the scarcity of available project funding
– Site production delays arising from the severe weather conditions through parts of November and December
– Overall adverse trading conditions in the markets in which we operate
– The loss of most of the German connector plate business during the period.
Software
Sales in the first half at £6.4m were marginally ahead of the same period last year. Adjusted operating profit before intangible asset amortisation and restructuring charges for the first half of 2009 was £0.3m compared to £0.1m in the prior year. The profit improvement was derived from:-
– A reduction in losses in visualisation software
– Strong performances from Asta Development in the UK and Germany and the Consultec Group in Sweden
Financial and operational initiatives
Cost reduction initiatives have been implemented over the past eighteen months, which regrettably have included significant redundancies across the Group. We will however need to continue to bear down on our cost base to mitigate the impact of volume reductions arising from the severe trading conditions.
Accordingly, further changes are in progress and planned with the objective of restoring positive cashflow and profitability and maintaining a strong position in selected markets. In summary, operational initiatives include:-
– A program to substantially reduce the current central Group costs by the end of the financial year
– Continued tight financial control across the Group, with an emphasis on the reduction of discretionary costs and conservation of cash
– Direct Group operational involvement in poor performing subsidiaries
Following the completion of a current Group operational review a well defined trading strategy will be adopted based on:-
– The provision of sustainable, value engineered products and service
– Reduced scope of activities focussing on a smaller core set of operations
– Increased and improved marketing and sales efforts in those core operations
Board changes
Management has been strengthened with the appointment on 8 December 2009 of Craig Slater, as Chief Operating Officer. He is experienced in the management and growth of multi-site operations in the construction industry.
In February 2010, David Dannhauser gave the requisite twelve months notice of his resignation as Finance Director. The Board has commenced the process of recruiting a replacement as soon as practicable. An announcement will be made in due course when a new Finance Director is appointed. Paul Taylor left the Board in October 2009.
Operating Review
Building Systems
|
Half Year 09/10 £000s |
Half Year 08/09 £000s |
Full Year 08/09 £000s |
External revenue |
26,152 |
30,969 |
57,369 |
Adjusted operating (loss)/profit |
(982) |
565 |
862 |
Operating (loss)/profit |
(1,996) |
278 |
(689) |
Building Systems comprises Precast Concrete and Other Building Systems. Overall sales declined by 15% in the period. A major factor in this decline was the loss of most of our German connector plate business.
Precast Concrete
Bell & Webster Concrete targets new build hotel, student accommodation and custodial projects. Some clients in these sectors continue to experience difficulty and delays in funding their projects. Bell and Webster Concrete successfully entered the custodial market with two major projects secured for manufacture in 2010. While revenues were marginally higher compared to the same period last year, the effect of competitive pricing decreased gross margins. Milbury Systems targets the agricultural, waste recycling and construction markets and its strategy of removing low margin products from its range to concentrate on core markets is being implemented. While Milbury Systems revenues were lower than in the same period last year gross margin was higher, resulting in an increased net profit.
Other Building Systems
The two main drivers of Other Building Systems are SpeedDeck Building Systems and the timber engineering businesses. The legal dispute and related disruption to the connector plate business in Germany has resulted in a major decline in overall sales and profit. Despite encouraging signs in the UK housing markets there remains a significant decline in performance compared to the same point last year. SpeedDeck Building Systems revenues have declined by 41% due to a mixture of the 36% decline in the industrial market, 26% decline in commercial markets and fierce competition eroding prices in the available sales opportunities.
While general funding issues have continued to affect the ability of some clients to start projects the biggest factor driving overall performance of Building Systems has been a move to price rather than value based procurement. However we are seeing signs in the market that unsustainable pricing is coming to an end with a mixture of leaner business practices and recognition that difficult market conditions will remain for some time to come. We would welcome a return to value based pricing and recognition of greater site efficiency. These principles of speed of construction, material efficiency and sustainable construction are the hallmarks of Eleco Building Systems offerings.
Software
|
Half Year 09/10 £000s |
Half Year 08/09 £000s |
Full Year 08/09 £000s |
External revenue |
6,347 |
6,191 |
13,186 |
Adjusted operating (loss)/profit |
263 |
130 |
343 |
Operating profit/(loss) |
95 |
(53) |
(461) |
Our construction software businesses Consultec and Asta Development delivered profits consistent with the same period in the prior year, both benefitting from stable recurring maintenance revenues. In particular, Consultec Byggprogram delivered an improved performance from the sale of its estimation software and services while Asta Development maintained a steady level of new sales of its project management software in the UK and Germany.
Losses suffered in our visualisation businesses have been significantly reduced, mainly through the reduction of overheads at Eleco Software in the UK, along with modest improvements in sales and gross margin in this business and Eleco Software GmbH and ESIGN, our two visualisation businesses in Germany. Software development activities have been restructured to reduce costs and improve performance and there is closer on-going monitoring of development activity
Software was reorganised last year under a single management team and is well placed to grow through the acquisition or development of complementary products and services.
Outlook
As set out in this statement a number of initiatives are being taken to restore the Group to a profitable and cash generative position from which to grow in its chosen markets.
The Board is confident that the measures it is taking to maintain the Group’s sound financial position together with its continuing investment in people and products to create and maintain a clear competitive edge in the markets in which it operates will, over time, enable Eleco to recover to its full potential.
John Ketteley
Executive Chairman
Condensed Consolidated Income Statement
|
6 months to 31 December |
|
Year to |
|||
|
2009 |
|
2008 |
|
2009 |
|
|
|
(unaudited) |
|
(unaudited) |
|
|
|
Notes |
£’000 |
|
£’000 |
|
£’000 |
Revenue |
2 |
32,499 |
|
37,160 |
|
70,555 |
Cost of sales |
|
(20,316) |
|
(23,279) |
|
(40,601) |
Gross profit |
|
12,183 |
|
13,881 |
|
29,954 |
Distribution costs |
|
(2,416) |
|
(1,963) |
|
(3,503) |
Administrative expenses |
|
(11,668) |
|
(11,693) |
|
(26,332) |
Trading (loss)/profit |
2,3 |
(1,901) |
|
225 |
|
119 |
|
|
|
|
|
|
|
Impairment charges |
3 |
– |
|
– |
|
(1,269) |
(Loss)/profit from operations |
|
(1,901) |
|
225 |
|
(1,150) |
|
|
|
|
|
|
|
Finance income |
4 |
29 |
|
143 |
|
216 |
Finance cost |
4 |
(350) |
|
(98) |
|
(496) |
(Loss)/profit before tax |
|
(2,222) |
|
270 |
|
(1,430) |
Tax |
|
118 |
|
(73) |
|
(39) |
(Loss)/profit for the period |
|
(2,104) |
|
197 |
|
(1,469) |
|
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
|
Equity holders of the parent |
|
(2,104) |
|
197 |
|
(1,469) |
|
|
|
|
|
|
|
Total and continuing earnings per share (EPS) |
|
|
|
|
|
|
– basic |
5 |
(3.5)p |
|
0.3p |
|
(2.5)p |
– diluted |
5 |
(3.5)p |
|
0.3p |
|
(2.5)p |
Condensed Consolidated Statement of Comprehensive Income
|
6 months to 31 December |
|
Year to |
||
|
2009 |
|
2008 |
|
2009 |
|
(unaudited) |
|
(unaudited) |
|
|
|
£’000 |
|
£’000 |
|
£’000 |
(Loss)/profit for the period |
(2,104) |
|
197 |
|
(1,469) |
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
Actuarial gain/(loss) on retirement benefit obligation |
1,936 |
|
– |
|
(1,705) |
Deferred tax on retirement benefit obligation |
(542) |
|
– |
|
458 |
Translation differences on foreign currency net investments |
(40) |
|
485 |
|
362 |
Other comprehensive income net of tax |
1,354 |
|
485 |
|
(885) |
|
|
|
|
|
|
Total comprehensive income for the period |
(750) |
|
682 |
|
(2,354) |
|
|
|
|
|
|
Attributable to: |
|
|
|
|
|
Equity holders of the parent |
(750) |
|
682 |
|
(2,354) |
Condensed Consolidated Balance Sheet
|
31 December |
|
30 June |
|||
|
2009 |
|
2008 |
|
2009 |
|
|
(unaudited) |
|
(unaudited) |
|
|
|
|
Notes |
£’000 |
|
£’000 |
|
£’000 |
Non-current assets |
|
|
|
|
|
|
Goodwill |
|
13,470 |
|
14,183 |
|
13,473 |
Other intangible assets |
|
3,319 |
|
3,560 |
|
3,485 |
Property, plant and equipment |
|
12,123 |
|
12,889 |
|
12,552 |
Deferred tax assets |
|
2,135 |
|
2,142 |
|
2,687 |
Total non-current assets |
|
31,047 |
|
32,774 |
|
32,197 |
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Inventories |
|
3,692 |
|
4,724 |
|
3,687 |
Trade and other receivables |
|
15,086 |
|
13,748 |
|
12,985 |
Current tax assets |
|
234 |
|
– |
|
242 |
Cash and cash equivalents |
|
2,398 |
|
5,867 |
|
6,091 |
Total current assets |
|
21,410 |
|
24,339 |
|
23,005 |
Total assets |
|
52,457 |
|
57,113 |
|
55,202 |
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Obligations under finance leases |
|
(356) |
|
(364) |
|
(365) |
Trade and other payables |
|
(11,445) |
|
(10,362) |
|
(11,424) |
Current tax liabilities |
|
(313) |
|
(605) |
|
(347) |
Accruals and deferred income |
|
(6,644) |
|
(6,808) |
|
(6,158) |
Total current liabilities |
|
(18,758) |
|
(18,139) |
|
(18,294) |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
Borrowings |
|
(4,500) |
|
(4,900) |
|
(4,500) |
Obligations under finance leases |
|
(231) |
|
(485) |
|
(318) |
Deferred tax liabilities |
|
(585) |
|
(1,113) |
|
(804) |
Other non-current liabilities |
|
(101) |
|
– |
|
(121) |
Retirement benefit obligation |
|
(7,624) |
|
(7,646) |
|
(9,599) |
Total non-current liabilities |
|
(13,041) |
|
(14,144) |
|
(15,342) |
Total liabilities |
|
(31,799) |
|
(32,283) |
|
(33,636) |
Net assets |
|
20,658 |
|
24,830 |
|
21,566 |
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
Share capital |
|
6,066 |
|
5,995 |
|
6,066 |
Share premium account |
|
6,396 |
|
6,224 |
|
6,396 |
Merger reserve |
|
7,371 |
|
7,371 |
|
7,371 |
Translation reserve |
|
111 |
|
274 |
|
151 |
Other reserve |
|
(383) |
|
(321) |
|
(383) |
Retained earnings |
|
1,097 |
|
5,287 |
|
1,965 |
Equity attributable to shareholders of the parent |
6 |
20,658 |
|
24,830 |
|
21,566 |
Condensed Consolidated Statement of Cash Flows
|
|
6 months to 31 December |
|
Year to |
|||||
|
|
2009 |
|
2008 |
|
2009 |
|||
|
|
(unaudited) |
|
(unaudited) |
|
|
|||
|
Notes |
£’000 |
|
£’000 |
|
£’000 |
|||
Cash flows from operating activities |
|
|
|
|
|
|
|||
(Loss)/profit before interest and tax |
|
(1,901) |
|
225 |
|
(1,150) |
|||
Depreciation charge |
|
947 |
|
979 |
|
1,869 |
|||
Amortisation and impairment charges |
|
269 |
|
287 |
|
1,981 |
|||
Profit on sale of property, plant and equipment |
|
(18) |
|
(6) |
|
(6) |
|||
Share-based payment charge |
|
81 |
|
112 |
|
185 |
|||
Retirement benefit obligation |
|
(331) |
|
(204) |
|
(403) |
|||
Cash generated from operations before working capital movements |
(953) |
|
1,393 |
|
2,476 |
||||
(Increase)/decrease in trade and other receivables |
|
(1,760) |
|
3,098 |
|
4,023 |
|||
Decrease/(increase) in inventories and work in progress |
50 |
|
(81) |
|
993 |
||||
Decrease in trade and other payables |
|
(16) |
|
(6,641) |
|
(5,963) |
|||
Cash (used in)/generated from operations |
|
(2,679) |
|
(2,231) |
|
1,529 |
|||
Interest paid |
|
(59) |
|
(105) |
|
(177) |
|||
Interest received |
|
39 |
|
145 |
|
186 |
|||
Income tax paid |
|
(146) |
|
(1,147) |
|
(1,949) |
|||
Net cash outflow from operating activities |
|
(2,845) |
|
(3,338) |
|
(411) |
|||
|
|
|
|
|
|
|
|||
Net cash used in investing activities |
|
|
|
|
|
|
|||
Purchase of intangible assets |
|
(51) |
|
(31) |
|
(626) |
|||
Purchase of property, plant and equipment |
|
(508) |
|
(1,559) |
|
(2,315) |
|||
Acquisition of subsidiary undertakings net of cash acquired |
|
(46) |
|
– |
|
(205) |
|||
Proceeds from sale of property, plant, equipment and intangible assets |
|
79 |
|
34 |
|
71 |
|||
Net cash outflow from investing activities |
|
(526) |
|
(1,556) |
|
(3,075) |
|||
|
|
|
|
|
|
|
|||
Net cash used in financing activities |
|
|
|
|
|
|
|||
Proceeds from new bank loan |
|
1,000 |
|
6,600 |
|
11,100 |
|||
Repayment of bank loans |
|
(1,000) |
|
(1,700) |
|
(6,600) |
|||
Repayments of obligations under finance leases |
|
(191) |
|
(213) |
|
(397) |
|||
Equity dividends paid |
|
(239) |
|
(1,184) |
|
(1,423) |
|||
Own shares purchased by ESOT |
|
– |
|
– |
|
(62) |
|||
Net cash (outflow)/inflow from financing activities |
|
(430) |
|
3,503 |
|
2,618 |
|||
|
|
|
|
|
|
|
|||
Net Decrease in cash and cash equivalents |
|
(3,801) |
|
(1,391) |
|
(868) |
|||
|
|
|
|
|
|
|
|||
Cash and cash equivalents at beginning of period |
|
6,091 |
|
6,808 |
|
6,808 |
|||
Effects of changes in foreign exchange rates |
|
108 |
|
450 |
|
151 |
|||
Cash and cash equivalents at end of period |
2,398 |
|
5,867 |
|
6,091 |
||||
|
|
|
|
|
|
|
|
|
|
Notes to the Condensed Consolidated Interim Financial Statements
1. Basis of preparation
The condensed consolidated interim financial statements for the six months to 31 December 2009 have been prepared in accordance with the accounting policies which will be applied in the year end financial statements to 30 June 2010. These accounting policies are drawn up in accordance with International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and as adopted for use in the European Union that are effective at 31 December 2009.
The condensed consolidated interim financial statements are unaudited and have not been subject to review. They do not include all the information and disclosures required in the annual financial statements, and therefore should be read in conjunction with the Group’s annual financial statements as at 30 June 2009.
The financial information for the year ended 30 June 2009 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The Group’s consolidated financial statements for the year ended 30 June 2009 have been filed and the audit report was not qualified and did not contain a statement under section 498(2) or section 498(3) of the Companies Act 2006.
Changes in accounting policy
In the current financial year, the Group has adopted International Financial Reporting Standard 8 “Operating Segments” and International Accounting Standard 1 “Presentation of Financial Statements” (revised)
IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker to allocate resources to the segments and to assess their performance. This standard replaces IAS 14 “segment reporting” that required the Group to identify two sets of segments (business and geographical), using a risks and rewards approach, with the Group’s internal management reporting to key management personnel serving only as a guide to the identification of such segments. Following the adoption of IFRS 8, there is no change in the disclosure of the reportable segments as these meet the criteria set out in IFRS 8 above.
IAS 1 (revised) requires the presentation of a statement of changes in equity as a primary statement, separate from the income statement and statement of comprehensive income. As a result, a consolidated statement of changes in equity has been included in the notes, showing changes in each component of equity for each period presented.
The valuation of the Group’s pension scheme assets has been updated in line with the requirements of IAS 19 to reflect current market values of investments and actual investment returns. The actuarial assumptions used to calculate the liabilities have not been amended. The scheme is closed to new members and to further accruals from existing members.
Other amendments and interpretations are also effective for the first time in the current period but have had no impact on the results or financial position of the Group.
Estimates
Application of the Group’s accounting policies in preparing condensed consolidated interim financial statements requires management to make judgements and estimates that affect the reported amount of assets and liabilities, revenues and expenses. Actual results may ultimately differ from these estimates.
In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 30 June 2009.
Risks and uncertainties
A summary of the Group’s principal risks and uncertainties was provided on page 11 of the 2009 annual report and accounts. The Board considers these risks and uncertainties are still relevant to the current financial year and the impact of changes in the UK economy is reviewed in the Chairman’s statement contained in this report.
2. Segmental information
6 months to 31 December 2009 (unaudited) |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Building Systems |
|
|
|
|
|
|
Precast |
Other |
Software |
Elimination |
Group |
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
|
|
|
|
Revenue |
|
17,399 |
8,753 |
6,347 |
|
32,499 |
Inter-segment revenue |
|
– |
3 |
101 |
(104) |
– |
Total segment revenue |
|
17,399 |
8,756 |
6,448 |
(104) |
32,499 |
|
|
|
|
|
|
|
Adjusted operating profit/(loss) |
|
(185) |
(797) |
263 |
|
(719) |
Amortisation of intangible assets |
|
(93) |
(8) |
(168) |
|
(269) |
Restructuring costs |
|
(66) |
(293) |
– |
|
(359) |
Intellectual property dispute |
|
– |
(554) |
– |
|
(554) |
Segment result |
|
(344) |
(1,652) |
95 |
|
(1,901) |
Unallocated results |
|
|
|
|
|
(203) |
Loss after tax |
|
|
|
|
|
(2,104) |
6 months to 31 December 2008 (unaudited) |
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Building Systems |
|
|
|
|
|
|
Precast |
Other |
Software |
Elimination |
Group |
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
|
|
|
|
Revenue |
|
17,210 |
13,759 |
6,191 |
|
37,160 |
Inter-segment revenue |
|
– |
– |
92 |
(92) |
– |
Total segment revenue |
|
17,210 |
13,759 |
6,283 |
(92) |
37,160 |
|
|
|
|
|
|
|
Adjusted operating profit |
|
271 |
294 |
130 |
|
695 |
Amortisation of intangible assets |
|
(93) |
(16) |
(178) |
|
(287) |
Restructuring costs |
|
(159) |
(19) |
(5) |
|
(183) |
Segment result |
|
19 |
259 |
(53) |
|
225 |
Unallocated results |
|
|
|
|
|
(28) |
Profit after tax |
|
|
|
|
|
197 |
12 months to 30 June 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Building Systems |
|
|
|
|
|
|
Precast |
Other |
Software |
Elimination |
Group |
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
|
|
|
|
Revenue |
|
31,769 |
25,600 |
13,186 |
|
70,555 |
Inter-segment revenue |
|
– |
– |
209 |
(209) |
– |
Total segment revenue |
|
31,769 |
25,600 |
13,395 |
(209) |
70,555 |
|
|
|
|
|
|
|
Adjusted operating profit |
|
843 |
19 |
343 |
|
1,205 |
Amortisation of intangible assets |
|
(185) |
(36) |
(491) |
|
(712) |
Impairment charges |
|
(1,000) |
– |
(269) |
|
(1,269) |
Restructuring costs |
|
(257) |
(73) |
(44) |
|
(374) |
Segment result |
|
(599) |
(90) |
(461) |
|
(1,150) |
Unallocated results |
|
|
|
|
|
(319) |
Loss after tax |
|
|
|
|
|
(1,469) |
3. Exceptional items
Exceptional items represent costs considered necessary to be separately disclosed by virtue of their size or nature.
|
|
6 months to 31 December |
|
Year to |
||
|
|
2009 |
|
2008 |
|
2009 |
|
|
(unaudited) |
|
(unaudited) |
|
|
|
|
£’000 |
|
£’000 |
|
£’000 |
|
|
|
|
|
|
|
Impairment of intangible assets |
|
– |
|
– |
|
1,269 |
Restructuring costs |
|
359 |
|
183 |
|
374 |
Intellectual property dispute |
|
554 |
|
– |
|
– |
|
|
913 |
|
183 |
|
1,643 |
In the trading statement that we released on 26 January 2010, we referred to significant legal costs incurred in relation to an ongoing dispute involving our German connector plate business. These costs relate primarily to a legal dispute concerning the ownership and rights of software used in our German business as well as to the matters referred to below.
Certain matters came to light in the period under review, regarding certain actions allegedly taken by the management of a competitor in collaboration with some of own German employees. These alleged actions, which came to our attention as a result of an extensive internal forensic investigation into our systems, have been seriously detrimental to our business in the period under review. Those employees and members of the management of our own business who are alleged to be involved have since left our company and have now joined this competitor.
Having regard to the material adverse effect on our business of the alleged actions of those allegedly concerned, we were strongly advised to refer this matter to the Public Prosecutor in Germany for preliminary investigation under German Criminal Competition Law and we duly did so. We understand that the Public Prosecutor has since instigated premises searches at the offices of our competitor as well as a house search at the home of at least one of our former employees and that the investigation continues. However, we are not in a position to make any further comment on the current status of that investigation at this stage.
In addition to referring these alleged matters to the Criminal Prosecutor in Germany, we have also instructed our German attorneys to claim damages from the competitor as well as the individuals allegedly responsible for the alleged infringements and we will continue these actions.
4. Net finance (cost)/income
|
6 months to 31 December |
|
Year to 30 June |
||
|
2009 |
|
2008 |
|
2009 |
|
(unaudited) |
|
(unaudited) |
|
|
|
£’000 |
|
£’000 |
|
£’000 |
Finance income |
|
|
|
|
|
Bank and other interest receivable |
29 |
|
101 |
|
216 |
Net return on pension scheme assets and liabilities |
– |
|
42 |
|
– |
Finance costs |
|
|
|
|
|
Bank overdraft and loan interest |
(37) |
|
(68) |
|
(117) |
Finance leases and hire purchase contracts |
(20) |
|
(30) |
|
(53) |
Net return on pension scheme assets and liabilities |
(293) |
|
– |
|
(326) |
Total net finance (cost)/income |
(321) |
|
45 |
|
(280) |
5. Loss per share
The calculations of the loss per share are based on the total loss after tax attributable to ordinary equity shareholders of the Company and the weighted average number of shares in issue for the reporting period.
|
6 months to 31 December |
|
Year to 30 June |
||
|
2009 |
|
2008 |
|
2009 |
|
(unaudited) |
|
(unaudited) |
|
|
|
|
|
|
|
|
(Loss)/profit after taxation |
£(2,104,000) |
|
£197,000 |
|
£(1,469,000) |
|
|
|
|
|
|
Weighted average number of shares in issue in the period |
59,701,646 |
|
59,209,119 |
|
59,351,220 |
Dilutive effect of share options |
– |
|
705,000 |
|
– |
Number of shares for diluted earnings per share |
59,701,646 |
|
59,914,119 |
|
59,351,220 |
|
|
|
|
|
|
Basic (loss)/earnings per share |
(3.5) |
p |
0.3 |
p |
(2.5) |
Diluted (loss)/earnings per share |
(3.5) |
p |
0.3 |
p |
(2.5) |
6. Statement of changes in equity
|
Share capital |
Share premium |
Merger reserve |
Translation reserve |
Other reserve |
Retained earnings |
Total |
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
At 1 July 2009 |
6,066 |
6,396 |
7,371 |
151 |
(383) |
1,965 |
21,566 |
|
|
|
|
|
|
|
|
Dividends |
– |
– |
– |
– |
– |
(239) |
(239) |
Transactions with owners |
– |
– |
– |
– |
– |
(239) |
(239) |
|
|
|
|
|
|
|
|
(Loss) for the period |
– |
– |
– |
– |
– |
(2,104) |
(2,104) |
Other comprehensive income: |
|
|
|
|
|
|
|
Actuarial gain on defined benefit pension scheme net of tax |
– |
– |
– |
– |
– |
1,394 |
1,394 |
Exchange differences on translation of net investments in foreign operations |
– |
– |
– |
(40) |
– |
– |
(40) |
Share based payments |
– |
– |
– |
– |
– |
81 |
81 |
Total comprehensive income for the period |
– |
– |
– |
(40) |
– |
(629) |
(669) |
|
|
|
|
|
|
|
|
At 31 December 2009 (unaudited) |
6,066 |
6,396 |
7,371 |
111 |
(383) |
1,097 |
20,658 |
|
|
|
|
|
|
|
|
At 1 July 2008 |
5,995 |
6,224 |
7,371 |
(211) |
(321) |
6,162 |
25,220 |
|
|
|
|
|
|
|
|
Dividends |
– |
– |
– |
– |
– |
(1,184) |
(1,184) |
Transactions with owners |
– |
– |
– |
– |
– |
(1,184) |
(1,184) |
|
|
|
|
|
|
|
|
Profit for the period |
– |
– |
– |
– |
– |
197 |
197 |
Other comprehensive income: |
|
|
|
|
|
|
|
Exchange differences on translation of net investments in foreign operations |
– |
– |
– |
485 |
– |
– |
485 |
Share based payments |
– |
– |
– |
– |
– |
112 |
112 |
Total comprehensive income for the period |
– |
– |
– |
485 |
– |
309 |
794 |
|
|
|
|
|
|
|
|
At 31 December 2008 (unaudited) |
5,995 |
6,224 |
7,371 |
274 |
(321) |
5,287 |
24,830 |
|
|
|
|
|
|
|
|
At 1 July 2008 |
5,995 |
6,224 |
7,371 |
(211) |
(321) |
6,162 |
25,220 |
|
|
|
|
|
|
|
|
Dividends |
– |
– |
– |
– |
– |
(1,423) |
(1,423) |
Issue of shares |
71 |
172 |
– |
– |
– |
(243) |
– |
Transactions with owners |
71 |
172 |
– |
– |
– |
(1,666) |
(1,423) |
|
|
|
|
|
|
|
|
(Loss) for the period |
– |
– |
– |
– |
– |
(1,469) |
(1,469) |
Other comprehensive income: |
|
|
|
|
|
|
|
Actuarial loss on defined benefit pension scheme net of tax |
– |
– |
– |
– |
– |
(1,247) |
(1,247) |
Exchange differences on translation of net investments in foreign operations |
– |
– |
– |
362 |
– |
– |
362 |
Share based payments |
– |
– |
– |
– |
– |
185 |
185 |
Other |
– |
– |
– |
– |
(62) |
– |
(62) |
Total comprehensive income for the period |
– |
– |
– |
362 |
(62) |
(2,531) |
(2,231) |
|
|
|
|
|
|
|
|
At 30 June 2009 |
6,066 |
6,396 |
7,371 |
151 |
(383) |
1,965 |
21,566 |
7. Related Party Disclosures
There has been no material change in the nature of the related party transactions described in the 2009 annual report and accounts. Related party information is disclosed therein in note 29 and in the Directors’ Report on page 12.
END
IR LFFILVIISIII