Interim Results

BEMROSE CORPORATION PLC 1 September 1999 BEMROSE CORPORATION PLC Interim Results for the Six Months Ended 3 July 1999 Bemrose Corporation, the leading supplier of promotional products and security printing, announces interim results for the six months ended 3 July 1999. The sale of the US Supplier Division for £80 million in April 1999 make direct comparison with the first half of 1998 impossible. Key Points (Disposals restrict comparison with prior year (Turnover £80.0m (1998 £82.2m) (Operating profit from continuing operations £2.24m (1998 £3.31m) (Profit before tax £1.15m (Dividend per share 6.45p, an increase of 4.9% (Specialist Print weaker in some areas, with significant improvement expected in the second half (Good first half for Nelson Marketing with sales and profit well ahead of the prior year (Launch of Nelson e-commerce site which has substantial future potential Rodger Booth, Chairman of Bemrose Corporation commented: '1999 is a year of major change involving some short term cost to the Group. We have successfully disposed of the US Supplier businesses at a premium price, and have repositioned the promotional marketing side of the business to focus on international distribution activities. We have good growth opportunities here through organic development, through operational synergy and through further strategic acquisition. Specialist Print Services is expected to contribute more strongly in the second half when the seasonal calendar and diary businesses come into profit.' For further information: Bemrose Corporation Rodger Booth, Chairman (today: 0171 466 5000 Richard Harrison, Finance Director (thereafter: 01482 867862) Buchanan Communications Mark Edwards 0171 466 5000 Jennie Roberts 1999 INTERIM ANNOUNCEMENT CHAIRMANS SUMMARY Comments on the Financial Summary The major changes which have taken place during the first six months of 1999 make direct comparisons with the previous year impossible. Sales from discontinued operations are principally the US Supplier businesses which were sold to Norwood in early May. The largest component of this business was US calendar printing, which is of course loss making in the first half of the year. Sales from acquisitions represent the first few months of our new supplier businesses Bourne and PPI. These are expected to come into profit in the second half. We are pleased that the provision we established last year against the potential loss on disposal of the US Supplier businesses is greater than the actual cost, and we are now able to release £1.25m of this provision (see note 3). Profits for the first half cannot be directly compared with last years total, and are discussed segment by segment in the sections following. UK Calendars and Diaries still represent over 20% of our business and this accentuates the seasonality of our earnings. We expect total profits to be significantly higher in the second half of the year. The number of shares in issue was reduced pro rata in May in conjunction with the payment of the Special Dividend. The interim ordinary dividend per share has been increased by 4.9% to 6.45p Segmental Review of Operations Specialist Print Services 1998 (six months) sales £28.05m Operating Profit £1.95m 1999 (six months) sales £27.88m Operating Profit £0.73m This segment includes security printing activities at Bemrose Derby and the Henry Booth Group, diary publishing at Letts and calendar production at Bemrose Derby. Although the first half results are disappointing we expect a significant improvement in the latter part of the year. At our Derby plant sales of our Russian Lottery product are recovering only slowly. Margins on commercial print work are weak. We are developing a substantial new business in secure direct mail to replace more mature products. This is expected to produce significant sales in 2000 and beyond. Specialist ticket production at Henry Booth continues to perform well, and our newly opened US sales office is already showing results. Orders for calendars and diaries are similar to prior year. We are prepared for additional late business associated with the Millennium. These products are of course loss making in the first half. We are focussing on improving operational efficiencies, and we expect the full year contribution to be in excess of 1998. Promotional Marketing 1998 (six months) sales £21.39m Operating Profit £1.35m 1999 (six months) sales £32.61m Operating Profit £1.05m This segment includes Direct Marketing at Nelson in the US, Canada and the UK, the continuing businesses of the Broadway group, and the newly acquired businesses of Bourne and PPI. The figures exclude the discontinued businesses referred to separately. We have made an excellent start to the year in Nelson Marketing with sales and profits well ahead of prior year. Margins are back to their historic levels. We have continued aggressive prospecting for new customers, and launched our new e-commerce site which has substantial future potential. Broadway Incentives is performing well and continuing to win new contracts with major organisations including Alliance & Leicester and KPMG. In the short term sales have been reduced by the ending of two long running promotional programs. However, we have established a broad customer base and we are not unduly dependent on any individual contracts. Disposals 1998 (six months) sales £32.78m Operating Profit £2.62m 1999 (four months) sales Operating Loss (£1.04m) £19.45m The above comparisons are not on a like for like basis, as the US Supplier businesses include sales for 1999 only up to the end of April. We have also closed the supplier activities of our Dutch operation, Meridian. The distributor activities of Meridian have been transferred to Kreyer in Germany. Year 2000 Compliance Issues In order to address the Year 2000 (Y2K) issue a programme of work was established for completion by all the Groups operations. This includes establishing a full inventory of relevant commercial and embedded systems and the completion of a review and testing programme to assess risk and compliance. The programme is now largely completed with all outstanding matters scheduled to be resolved by September this year. Whilst the Directors consider that they have addressed the issues and reduced the risks associated with software failure to a minimum, there can be no assurances that the Group will be able to take all the necessary steps to ensure Y2K compliance or that they will not have a material effect on the Groups operations. Nevertheless, the Group believes that the programme of work carried out in all its businesses has minimised these risks and should lead to a satisfactory solution to the Y2K issue. The current estimate of total (internal and external) costs is £2m, split between capital and revenue based upon the Groups accounting policies. Summary and Outlook 1999 is a year of major change involving some short term cost to the Group. We have successfully disposed of the US Supplier businesses at a premium price, and have repositioned the promotional marketing side of the business to focus on international distribution activities. We have good growth opportunities here through organic development, through operational synergy and through further strategic acquisition. Specialist Print Services is expected to contribute more strongly in the second half when the seasonal calendar and diary businesses come into profit. SRG Booth Chairman September 1 1999 BEMROSE CORPORATION plc Financial Summary Unaudited Restated 1999 1998 Turnover Continuing £54.18m £49.44m operations Acquisitions £6.31m - Discontinued £19.45m £32.78m operations £79.94m £82.22m Operating profit/(loss) Continuing £2.24m £3.31m operations Acquisitions £(0.46)m - Discontinued £(1.04)m £2.62m operations £0.74m £5.93m Dividends per share Ordinary 6.45p 6.15p Special 100.00p - Earnings per share Basic 2.04p 8.49p Diluted 2.04p 8.42p Shareholders £59.53m £62.72m funds Net debt £4.77m £24.70m Gearing 8% 39% BEMROSE CORPORATION plc Consolidated Profit & Loss Account Unaudited, for the six months to 3 July 1999 Continuing Discontinued Operations Operations Existing Acquisi -tions £000 £000 £000 Turnover 54,180 6,315 19,448 Operating 2,244 (460) (1,040) profit/(loss) Half Restated Year Half Full 1999 Year Year 1998 1998 £000 £000 £000 Turnover 79,943 82,227 216,666 Operating 744 5,925 23,031 profit/(loss) Exceptional item: release/(establishment) of provision for loss on disposal of subsidiaries 998 (9,486) Interest (594) (729) (1,921) Profit before 1,148 5,196 11,624 taxation Taxation (344) (1,559) (6,945) Profit after 804 3,637 4,679 taxation Dividends: Ordinary & Preference (1,822) (2,635) (7,524) Special (43,003) (paid 24 May 1999) Transfer (from)/to reserves (44,021) 1,002 (2,845) E.P.S Basic 2.04p 8.49p 10.91p Diluted 2.04p 8.42p 10.87p Ordinary dividend per ordinary share: 6.45p 6.15p 17.50p Special dividend per 100.00p ordinary share: These financial statements should be read in conjunction with the notes on page 8. BEMROSE CORPORATION plc Reconciliation of Movement in Shareholders Funds Unaudited Restated At 3 At 27 At 2 July June January 1999 1998 1999 £000 £000 £000 Profit for the financial 804 3,637 4,679 period Dividends: Ordinary (1,822) (2,635) (7,524) Special (43,003) (44,021) 1,002 (2,845) Other recognised gains and losses for the period 1,034 68 (166) Shares issued in the period Shares to be issued 1,388 81 570 (107) Net increase in goodwill in the period (56) Goodwill written back on disposals 42,168 569 1,151 (2,604) Opening shareholders funds as previously reported 58,960 62.318 61,564 Restatement to prior period (754) 58,960 61,564 61,564 Closing shareholders funds 59,529 62,715 58,960 BEMROSE CORPORATION plc Consolidated Balance Sheet Unaudited Restated At 3 At 27 June At 2 July 1998 January 1999 1999 £000 £000 £000 Fixed assets 34,154 46,791 54,905 Current assets 60,820 72,349 83,625 Current liabilities (33,633) (36,680) (48,163) Net current assets 27,187 35,669 35,462 Pension cost prepayment 11,618 11,306 11,604 Total assets less 72,959 93,766 101,971 current liabilities Other liabilities and provisions (13,430) (31,051) (43,011) Net assets 59,529 62,715 58,960 Capital and reserves Called up share capital 11,028 10,901 10,935 Other reserves 48,501 51,814 48,025 Shareholders funds 59,529 62,715 58,960 Analysis of shareholders funds Equity 59,321 62,507 58,752 Non-equity 208 208 208 59,529 62,715 58,960 Net debt 4,770 24,704 24,939 Gearing 8% 39% 42% These financial statements should be read in conjunction with the notes on page 8. Consolidated Cashflow Unaudited, for the six months to 3 July 1999 Restated Half Half Full Year Year Year 1999 1998 1998 £000 £000 £000 Cash inflow/(outflow) from operating activities Operating profit and 4,293 9,481 29,622 depreciation (Increase)/decrease in stocks (10,881) (10,474) 283 Decrease in debtors 22,677 23,515 4,079 Decrease in creditors (7,941) (12,281) (5,166) Expenditure against provisions (5) (110) (1,598) 8,143 10,131 27,220 Returns on investment and servicing of finance (1,057) (455) (1,591) Taxation (977) (2,061) (5,547) Capital expenditure (4,840) (4,857)(11,529) Acquisitions (5,638) (3,429) Disposals 73,208 Equity dividends paid (47,881) (4,491) (7,128) Issue of shares 408 81 396 21,366 (1,652) (1,608) Debt acquired with subsidiaries (951) (65) New finance leases (69) (298) Translation difference (246) (65) (50) Cash inflow/(outflow) in the period 20,169 (1,786) (2,021) Opening net debt (24,939) (22,918)(22,918) Closing net debt (4,770) (24,704)(24,939) Notes to the Financial Statements 1. Basis of preparation This Interim Report for the half year ended 3 July 1999 has not been audited and does not constitute statutory accounts within the meaning of S240 of the Companies Act 1985. The financial information has been prepared on the basis of the accounting policies set out in the groups Annual Report & Accounts for the year ended 2 January 1999. These accounts carry an unqualified auditors report and have been delivered to the Registrar of Companies. The comparative results for the year ended 2 January 1999 are abridged, and as such do not represent statutory accounts. The restatement of the 1998 half year comparatives arises as a result of the implementation of FRS12, full details of which are given in the 1998 Annual Report & Accounts. 2. Segmental Analysis 1999 1998 (Restated) Sales Op. Sales Op. profit profit £000 £000 £000 £000 ORIGIN United Kingdom 45,810 673 37,372 2,406 United States 14,685 1,111 12,071 900 Businesses disposed of 19,448 (1,040) 32,784 2,619 TOTAL 79,943 744 82,227 5,925 PRODUCT Specialist Print Services 27,884 732 28,050 1,953 Promotional 32,611 1,052 21,393 1,353 Marketing Businesses disposed of 19,448 (1,040) 32,784 2,619 TOTAL 79,943 744 82,227 5,925 3. Exceptional item £000 -Release of provision for loss on sale of US 1,249 Supplier businesses (251) -Closure costs relating to Meridian Promotional Products BV, Holland 998 The release relating to the disposal of the US Supplier businesses represents the Directors best current estimate of the final outcome of this transaction; certain issues remain to be finalised. The variance to the original provision arises principally from exchange rate movements. 4. Taxation The taxation charge is calculated by applying the Directors best estimate of the Groups annual tax rate to the profit before taxation for the period. 5. Dividend The interim dividend for 1999 of 6.45p per ordinary share (1998: 6.15p) will be paid on 15 November 1999 to ordinary shareholders on the register at the close of business on 22 October 1999. 6. Earnings Per Share (EPS) EPS for the half year is based on profits after tax and preference dividends of £793,000 (1998: £3,632,000) and weighted average shares in issue of 38,979,000 (1998: 42,766,000). Diluted Earnings Per Share (DEPS) for the half year is based on the same profits figures as for EPS, but takes into account the dilutive effect of share options outstanding, which increases the weighted average number of shares in issue for DEPS purposes to 39,079,000 (1998: 43,143,000).
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