Final Results

FOR IMMEDIATE RELEASE 4 FEBRUARY 2003 CHEMRING GROUP PLC PRELIMINARY RESULTS FOR THE YEAR ENDED 31 OCTOBER 2002 Results * Turnover £96.3m (2001: £95.2m) * Operating profit £7.7m (2001: £12.0m) * Credit to operating profit £5.6m (2001: £5.5m) relating to insurance claim * Basic earnings per share 14.16p (2001: 26.72p) * Diluted earnings per share 14.11p (2001: 26.62p) * Dividend per ordinary share 6.70p (2001: 6.70p) Trading Highlights * Solid performance across Group, despite impact of Kilgore incident * Defence order book at record high of £78m * Strong cash performance in second half Commenting on the results, Ken Scobie, Chemring Group Chairman, said: 'The Group's excellent growth since 1998 was stalled this year by the impact of Kilgore's plant rebuild following the incident in 2001. The pressed flare facility, which generates 70% of Kilgore's total decoy output, is now complete and is in production. The extruded flare facility, which makes up the balance, is currently in low-rate production and is expected to reach full capacity by May at the latest. The rest of the Group has performed well, with particularly strong performances from Alloy Surfaces and the military pyrotechnics business. With Kilgore's planned return to profitability, the defence order book at a record all-time high, and the strong market positions of our other businesses, I am confident that we will resume our growth path in 2003. The Group's countermeasure decoys are enviably placed to satisfy most of the requirements of the US military machine. The impact of September 11, the subsequent appreciation of the terrorist threat, both domestically and internationally, and other world events give confidence of the growing demand for our protective products. In addition, with the increasing demand for our marine safety products and a solid contribution from our other operations, I believe the Group will return this year to the strong performance of previous years. Resolution of the Kilgore insurance claim with Royal & Sun Alliance (RSA) would enable the Board to expand its horizons beyond existing activities.' Note All comparisons are for the year ended 31 October 2001. For further information: Ken Scobie Chairman 0207 930 0777 David Evans Chief Executive 0207 930 0777 Paul Rayner Finance Director 0207 930 0777 Jonathan Rooper Cardew & Co. 0207 930 0777 Operating Results Group turnover was £96.3 million (2001: £95.2 million), an increase of 1%. The turnover of acquired operations was £0.6 million, arising from four months' ownership of ICS Electronics. Gross and net operating profits have been impacted by the accounting for the Kilgore insurance claim as outlined below. Total overheads increased during the year, due principally to higher insurance costs of approximately £1 million and a full year of overheads for businesses acquired last year. The Kilgore rebuild was completed in May 2002 but subsequent commissioning took longer than anticipated due to the need to ensure a fully safe process. Kilgore's sales in the year were only £13 million, against potential sales of £ 33 million which were covered by orders. As a result of this and the absence of UK naval contracts, the turnover of the countermeasures business was down 11% on last year, causing a consequential reduction in profitability. We expect this to be reversed in the future. Our military pyrotechnics and marine safety businesses increased turnover in the year by 38% and 10% respectively. Kembrey Wiring Systems performed at a similar level to last year. The reduced activity in the civil aviation sector was offset by increased military aircraft business. Dividends Against the background of the Kilgore position, the Board has given careful consideration to the Group's dividend policy and the recommendation of a final dividend for the year. The Board believes that its confidence in the future prosperity of the Group will be clearly demonstrated by the recommendation of a final dividend as normal, maintained at last year's level of 4.25p. This, together with the interim dividend of 2.45p (2001: 2.45p) paid in August 2002, gives a total dividend for the year of 6.70p (2001: 6.70p). Turnover by Business Area £m Countermeasures 45.7 Military pyrotechnics 17.9 Marine safety 21.4 Wiring harnesses 9.3 Chemical coatings 2.0 Total 96.3 Defence Businesses Countermeasures The Group's countermeasures business further strengthened its market position in the year. The order book increased to £66 million, up 24% on 2001. This was achieved despite the difficulties associated with the implementation of state-of-the-art manufacturing techniques, including the fully automated manufacture of expendables, at US-based Kilgore. Total turnover was £45.7 million in the year, down £5.6 million due to the issues at Kilgore and anticipated lower demand for naval decoys at Chemring Countermeasures in the UK. In the US we are the leading provider of IR expendable decoys to the US Department of Defense. The combined sales of our US countermeasures businesses to the US DoD contributed 24% of total Group turnover in the year. With Kilgore now operational this is expected to increase substantially in 2003. Demand has increased for Alloy Surfaces' proprietary special material area decoys, particularly for pre-emptive applications. Alloy Surfaces' products are critical, leading-edge technology decoys at the heart of all US services' decoy programmes, and feature prominently in a number of pre-emptive countermeasures programmes denying a missile lock-on capability. After extensive testing, special material decoys have been selected as the US Air Force's advanced solution to protect fixed-wing transport aircraft, US Army helicopters and US Navy aircraft. Programmes are also in place with both the US DoD and the UK MoD to provide this pre-emptive capability for frontline combat aircraft. Kilgore is expanding into land and ship protection. During the year Kilgore was awarded a contract to develop a range of decoys for armoured vehicle protection, and the business is also supporting the US Navy on advanced concept IR ship decoys. Commissioning of the pressed flares facility at Kilgore was completed during the year, and volume deliveries of pressed flares are now being made to Kilgore's customers. Export deliveries of extruded flares have also commenced, and US deliveries will commence in February following completion of US Navy first article testing. The capacity of the new decoy facility at Kilgore is now estimated at £3 million turnover per month, six times that of our UK facility. Our full decoy product range for the protection of land, sea and air platforms leads the market. The range includes point source magnesium flares for widely exploited traditional threats, spectrally-matched point source flares, and area pyrophoric spectral decoys to defeat legacy and new generation anti-platform missiles and threat systems. Our decoys have been qualified for use on existing and new generation air platforms such as the European Eurofighter and the US F22 aircraft. Against a background of increasing use of military aircraft in supporting anti-terrorist activity, improved protection for transport aircraft and helicopters against the ever-increasing IR Man-Portable Air Defence Systems (MANPADS) threat is vital. IR decoy flares play a vital role in increasing the self-protection provided for these platforms. According to official sources, there are an estimated 500,000 shoulder-fired, heat-seeking missiles in the world. Although most remain in government hands, many have found their way out into the 'black market' arms trade and into the hands of terrorist groups. The unique Modular Expendable Block (MEB) is an excellent example of the Group's countermeasures research and development efforts to provide optimised platform protection. The MEB can incorporate both multi-spectral IR and RF payloads to increase platform survivability. It is specified on many platforms including the UK MoD Apache helicopter, the Swiss Cougar helicopter, the Italian Navy EH101 and SH3D helicopters, and on C130 and F16 aircraft in numerous NATO and non-NATO countries. The Group continues to invest in research and development as well as production facilities to protect our prominent position in expendable countermeasures. Military Pyrotechnics Turnover in the year increased by 38% to £17.9 million, and current demand remains strong for military pyrotechnics. Sales for the current financial year are more than 50% covered by the opening order book, and the worldwide spread of orders provides stability and further opportunities for the future. The collaboration referred to last year with Bück of Germany has resulted in improved joint sales in overseas markets, and the companies are now jointly progressing new enquiries. Collaboration between PW Defence and Kilgore has proved successful, with PW Defence assisting Kilgore in overseas markets and Kilgore assisting PW Defence in the US market. We continue to support the MoD in its stated aim of achieving long term cost reductions in munitions. As a result of this initiative, we are assisting the MoD in an end-to-end study of its logistics chain. This activity, together with associated product and manufacturing improvements, will also benefit PW Defence in its overseas markets. Increased demand for military vehicle screening products assisted growth during the year. We continue to maintain our market share in standard military pyrotechnics. Non-defence Businesses Marine Safety Turnover increased by 10% to £21.4 million in the year. Sales of electronics increased by 20%, again providing the growth in this business area and supporting our strategy of investment in developing new electronic products against known legislation. Our priority going forward is to ensure that profitability matches sales growth. The Group is a global market leader in providing legislated marine products to aid location and safety, including location beacons, portable VHF radios, fixed VHF class D radios incorporating Digital Selective Calling (DSC), Automatic Identification Systems (AIS) transponders, marine location lights and distress signals. The acquisition of ICS Electronics in July 2002 complemented the existing capability of the marine business by adding MF/HF/VHF radio communications, DSC, Navtex, satellite marine terminals, weather facsimile, weather satellite systems and coast radio stations to the product range. The ICS Electronics business enhances our already excellent growth prospects in marine electronics products. These prospects are supported by new legislation being implemented by the IMO. In December 2002 the IMO brought forward the deadline for fitting of AIS on ships engaged in international voyages. Now all such ships over 300 tons, not required to fit AIS at an earlier date, will have to fit AIS at the first safety equipment survey after 1 July 2004, but in any case not later than 31 December 2004. The deadline for ships not engaged in international voyages remains at 1 July 2008, but national authorities can move this date forward in their own waters. The introduction of AIS will assist our growth. On 25 November 2002, President George Bush signed the Maritime Transportation Security Act of 2002. This Act increases the number of vessels to be fitted with AIS when operating in the navigable waters of the US. This represents a significant opportunity for the Group's marine business with an estimated overall market opportunity of £100 million over the next two years. Demand for our 406MHz products remains high, with our award winning EPIRB with integral Global Positioning System (GPS) selling well, particularly in the US. During the year, we received a five year supply contract from the US Coast Guard for our 406MHz Personal Locating Beacon (PLB). This product will become standard equipment for every US Coast Guard boat crewmember, and other government authorities are now adopting the product. We are holding our market share on marine distress pyrotechnics and lights, although demand generally is not increasing in these markets. The combination of new electronic products which are being introduced and significant market opportunities offers our marine business continuing growth prospects over the coming years. Wiring Harnesses Kembrey Wiring Systems (Kembrey) is the largest independent UK manufacturer of high specification cable harnesses for the aerospace industry. It has an excellent reputation for supplying quality wiring systems to manufacturers of airframe and aircraft engines. During the year Kembrey expanded its role by providing engineering and logistics services to its customers. Turnover was £9.3 million in the year, at a similar level to last year, which is a good result against the general downturn in the civil aviation sector. Increased sales of military aircraft wiring harnesses compensated for the downturn in the civil aviation business. Following a competitive tender instigated by Rolls-Royce for the majority of its aero engine wiring harnesses, Kembrey was awarded a five year contract, which is expected to increase current annual sales to Rolls-Royce by £3 million. This increase should offset delays in the Nimrod programme. Chemical Coatings Alloy Surfaces has a niche market in supplying special chemicals to the aerospace sector for use in diffusion coating of engine components, and demand is expected to continue at current levels. Kilgore Insurance Claim £7.3 million (2001: £5.5 million) has been accrued in the results as additional proceeds from the Kilgore insurance claim. The total amount of £12.8 million accounted for over the last two financial years is considered to be conservative against your Board's opinion, supported by our professional advisers, of the sum recoverable under the policy. Our claim is significantly in excess of £15 million. Group operating profits are arrived at after crediting £5.6 million (2001: £5.5 million) in respect of business interruption proceeds arising out of the insurance claim. Under FRS15 Accounting for Fixed Assets an estimated profit on disposal of £1.1 million arises due to the allocation of material damage proceeds in excess of historic net book value of assets, less legal and professional fees incurred. At the end of October 2002, the unrecovered amount in respect of insurance proceeds was £9.6 million (2001: £3.0 million), and this has been included in other debtors. Since the year end a further £2.5 million has been recovered from RSA, reducing the debtor to £7.1 million. The BBC Landmine Allegations The results of the official investigations by HM Customs & Excise and the Derbyshire Constabulary into inaccurate and unsubstantiated allegations made by the BBC Today Programme were made public last November. These separate inquiries both concluded that there was no evidence to support the allegations brought by the BBC, and this view was endorsed by the Crown Prosecution Service. The Group's lawyers have subsequently written to the BBC to demand a full retraction. Your Board will pursue this matter with the utmost determination. Research and Development Research and development expenditure totalled £4.6 million (2001: £5.0 million), of which £1.4 million (2001: £1.4 million) was funded by customers and £1.0 million (2001: £2.2 million) was capitalised. Amortisation of previously capitalised development costs was £0.7 million (2001: £0.6 million). The Group's policy is to write-off capitalised development costs over a three year period. Internally funded research and development expenditure written-off to the profit and loss account in the year was £2.2 million (2001: £1.4 million). Profit on Disposal A profit on disposal of £1.1 million arose from the insurance claim accounting as outlined above. In 2001 a gain of £0.4 million was made on the disposal of one of the Group's freehold properties. Interest The interest charge for the year was £3.5 million (2001: £3.0 million). Interest cover on operating profit was 2.2 times (2001: 4.0 times). Interest was high due to delays in the receipt of insurance proceeds following the incident at Kilgore and higher net debt resulting from losses at Kilgore. Taxation The tax charge of £1.6 million (2001: £2.7 million) is based on an effective rate of 30% (2001: 28%). Tax losses at Kilgore were used to offset profits at Alloy Surfaces and gain tax refunds in the US. The Group adopted FRS19 Deferred Taxation during the year. A prior period adjustment of £0.4 million has been made to adjust the deferred tax charge for the year ended 31 October 2001 and the opening balance sheet. The impact on the deferred tax charge for the year is negligible. It is anticipated that tax rates will rise to around 32% in this financial year due to the incidence of higher profits in the US. Pensions Under FRS17 Accounting for Pension Costs, the calculated deficit on the Group's two defined benefit pension schemes was £9.4 million (2001: £6.4 million). Shareholder Returns Earnings per ordinary share were 14.16p (2001: 26.72p). The dividend per ordinary share of 6.70p (2001: 6.70p) is covered 2.07 times (2001: 3.68 times). Shareholders' funds at the year end were £48.7 million (2001: £46.0 million). Goodwill Goodwill arose in the year as follows: £m Acquisition of ICS Electronics 3.2 Adjustment to prior years 0.4 Total additions 3.6 The goodwill relating to ICS Electronics is made up of: £m Goodwill on acquisition 1.3 Deferred consideration 0.3 Deferred contingent consideration 1.6 Total 3.2 The deferred contingent consideration is payable over a three year period from acquisition, and is contingent upon the achievement of certain profit targets. The deferred contingent consideration has been calculated on a prudent basis with reference to ICS Electronics' budget; the maximum payable is £3.3 million. In future years goodwill will be adjusted if ICS Electronics exceeds its current budget and the deferred contingent consideration increases. The Board has carried out an annual impairment test on the Group's total goodwill of £28.3 million. This has demonstrated that no amortisation is necessary on the constituent parts of the goodwill balance. Cash Flow and Gearing Operating cash flow was £10.1 million (2001: £4.1 million), representing a conversion rate from operating profit of 131% (2001: 35%), and was particularly strong in the second half of the year. Working capital balances have fallen and contract receivables outstanding at the last year end of £5.6 million have been collected. Total fixed asset expenditure in the year was £13.1 million (2001: £7.6 million). Of the total spend on fixed assets, £9 million (2001: £3 million) was incurred by Kilgore as part of the investment in its facilities. The capital expenditure was funded as follows: £m Cash 9.6 Finance leases 3.5 Total 13.1 Net debt stood at £47.3 million at the year end (2001: £40.9 million). Gearing was 97% (2001: 89%). At the end of April 2002 net debt stood at £52.0 million. Facilities The Group has agreed total facilities of £49 million with Bank of Scotland to provide funding and working capital for the UK businesses and Kilgore. In addition, facilities of £6.5 million are in place with Wilmington Trust and Pennsylvania Industrial Development Authority to provide funding for Alloy Surfaces, and facilities of £0.6 million in Australia provide funding for Pains Wessex Australia. In June 2002 Kilgore entered into a finance lease of £2.5 million to acquire certain assets. The finance lease is repayable over 5 years. Total leasing lines of credit of £4 million exist to fund plant purchases in the UK and at Kilgore. The Board has reviewed the latest guidance on going concern and considers that the above facilities provide the Group with adequate resources. SUMMARY FINANCIAL INFORMATION 2002 2001 2000 £000 As As restated restated £000 £000 Turnover Defence Countermeasures 45,725 51,352 28,538 Military pyrotechnics 17,942 12,991 11,169 63,667 64,343 39,707 Non-defence Marine safety 21,345 19,356 17,700 Wiring harnesses 9,305 9,594 7,608 Chemical coatings 2,010 1,952 2,154 32,660 30,902 27,462 96,327 95,245 67,169 Operating profit 7,690 11,971 8,806 Profit before taxation 5,416 9,399 7,127 Dividend per ordinary share 6.70p 6.70p 6.30p Basic earnings per ordinary 14.16p 26.72p 22.04p share Shareholders' funds 48,671 46,014 33,225 CONSOLIDATED PROFIT AND LOSS ACCOUNT For the year ended 31 October 2002 2002 2001 Continuing As restated operations Continuing £000 operations £000 Turnover 96,327 95,245 Operating profit 7,690 11,971 Associated undertaking 89 43 Profit on disposal 1,123 369 Profit on ordinary activities 8,902 12,383 before interest Analysis of profit on ordinary activities before interest: Kilgore - normal operations (4,851) (2,141) - insurance claim 6,682 5,533 1,831 3,392 Rest of Group 7,071 8,991 Profit on ordinary activities 8,902 12,383 before interest Interest payable (3,486) (2,984) Profit on ordinary activities 5,416 9,399 before taxation Tax on profit on ordinary (1,605) (2,652) activities Profit on ordinary activities 3,811 6,747 after taxation Equity minority interest 29 (25) Profit for the financial year 3,840 6,722 Dividends (1,843) (1,831) Retained profit 1,997 4,891 Basic earnings per ordinary 14.16p 26.72p share Diluted earnings per ordinary 14.11p 26.62p share ADDITIONAL FINANCIAL PERFORMANCE STATEMENTS For the year ended 31 October 2002 2002 2001 £000 As restated £000 Statement of total recognised gains and losses Profit on ordinary activities 3,811 6,747 after taxation Currency translation differences (756) (469) on foreign currency net investments Total recognised gains and losses 3,055 6,278 relating to the year Prior year adjustment (389) - Total recognised gains and losses 2,666 6,278 since last financial statements Reconciliation of movements in shareholders' funds Profit on ordinary activities 3,811 6,747 after taxation Equity minority interest 29 (25) Dividends (1,843) (1,831) Retained profit 1,997 4,891 Other recognised losses (756) (469) Ordinary shares issued 25 151 Share premium arising 1,391 8,216 Net addition to shareholders' 2,657 12,789 funds Opening shareholders' funds as 46,014 33,225 restated Closing shareholders' funds 48,671 46,014 CONSOLIDATED BALANCE SHEET As at 31 October 2002 £000 2002 £000 2001 £000 As restated £000 Fixed assets Intangible assets Development costs 3,002 2,690 Goodwill 28,343 24,789 31,345 27,479 Tangible assets 42,746 33,901 Investments 972 924 75,063 62,304 Current assets Stock 17,807 18,231 Debtors 32,636 30,494 Cash at bank and in hand 3,774 2,418 54,217 51,143 Creditors due within one (49,288) (33,910) year Net current assets 4,929 17,233 Total assets less current 79,992 79,537 liabilities Creditors due after more (29,375) (32,097) than one year Provisions for liabilities (1,644) (1,095) and charges Equity minority interest (302) (331) 48,671 46,014 Capital and reserves Called-up share capital 1,434 1,409 Reserves Share premium account 20,726 19,335 Special capital reserve 12,939 12,939 Revaluation reserve 2,482 2,518 Revenue reserves 11,090 9,813 47,237 44,605 Shareholders' funds 48,671 46,014 Attributable to equity 48,609 45,952 shareholders Attributable to non-equity 62 62 shareholders 48,671 46,014 CONSOLIDATED CASH FLOW STATEMENT For the year ended 31 October 2002 £000 2002 £000 2001 £000 £000 Net cash inflow from 10,056 4,134 operating activities Returns on investments and (2,899) (3,077) servicing of finance Taxation 671 (1,522) Capital expenditure (10,622) (8,058) Acquisitions (145) (15,401) Equity dividends paid (1,818) (1,640) Cash outflow before use of (4,757) (25,564) liquid resources and financing Financing - issue of shares 54 4,833 - (decrease)/increase in debt (2,111) 16,896 (2,057) 21,729 Decrease in cash (6,814) (3,835) Reconciliation of net cash flow to movement in net debt Decrease in cash (6,814) (3,835) Cash outflow/(inflow) from 2,111 (16,896) the (decrease)/increase in debt and lease financing Change in net debt resulting (4,703) (20,731) from cash flows New finance leases (3,479) (115) Translation difference 1,212 22 Amortisation of debt finance (102) - costs New finance costs applied to 737 - loans Movement in net debt (6,335) (20,824) Opening net debt (40,942) (20,118) Closing net debt (47,277) (40,942) Notes 1. The financial information set out above does not constitute the Company's statutory accounts for the year ended 31 October 2002 or 31 October 2001 but is derived from those accounts. Statutory accounts for 2001 have been delivered to the Registrar of Companies, and those for 2002 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts. Their report on the 2001 accounts was unqualified and did not contain statements under section 237(2) or (3) of the Companies Act 1985. Their report on the 2002 accounts includes an emphasis of matter which draws attention to the uncertainty in respect of the amount recoverable under an insurance claim following the incident at Kilgore, see note 2 below. Their opinion is not qualified in this respect. The financial information has been prepared in accordance with the accounting policies adopted for the 2001 accounts with the exception of deferred taxation, see note 4 below. 2. Following the incident at Kilgore Flares Company LLC on 18 April 2001, the Group lodged a claim with its insurers for property damage and business interruption. Legal proceedings in respect of this claim were filed in a Tennessee Court in March 2002 for an additional £11,000,000 over and above the £3,200,000 which had been received from insurers at that time. Alongside the legal process, negotiations with the Group's insurers have continued throughout the year ended 31 October 2002. At 31 October 2002, the Board has made a further estimate of the additional proceeds which it believes that Kilgore is entitled to receive under the insurance policy, after taking advice from its professional advisers, of which £7,300,000 has been recognised in these financial statements. Of this, £ 5,559,000 (2001:£5,533,000) has been credited to cost of sales with the balance, net of costs, being allocated as material damage proceeds. As the material damage related to fixed assets, the related surplus of £1,123,000 has been accounted for as a profit on disposal, in accordance with FRS15, and included separately in the profit and loss account (2001: profit on disposal relates to sale of freehold property). At 31 October 2002, payments totalling £3,200,000 had been received from the Group's insurers. Subsequent to the year end a further payment of £2,500,000 was received, bringing the total received to date to £5,700,000. This level of recovery approximates to the amount recognised in the financial statements for the year ended 31 October 2001. The balance of the claim that had not been recovered from the insurers at the year end was £9,633,000 (2001:£3,007,000) which has been included within other debtors. This outstanding balance has been reduced to £7,133,000 since the year end following receipt of the further payment of £2,500,000 detailed above. 3. Subject to shareholder approval, the final dividend of 4.25p per ordinary share will be paid on 11 June 2003 to all shareholders registered at the close of business on 16 May 2003. The ex-dividend date will be 14 May 2003. 4. FRS19 has been adopted in the year. As a result, a prior year adjustment of £79,000 to shareholders' funds at 31 October 2000 was required to make full provision for deferrd tax liabilities. The adoption of FRS19 has also resulted in a reduction to the previously reported profits for the financial year ended 31 October 2001 by £310,000. 5. The financial statements for the year ended 31 October 2002 will be posted to shareholders on 19 February 2003 and will also be available from that date at the registered office, 1650 Parkway, Whiteley, Fareham, Hampshire PO15 7AH. 1 16
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