Interim Results

API Group PLC 30 May 2007 30 May 2007 API GROUP PLC INTERIM STATEMENT FOR THE SIX MONTHS ENDED 31 MARCH 2007 • Results in line with AGM statement in March 2007 • Sales reduced by 1.4% to £50.4m (2006: £51.1m) reflecting movements in exchange rates. At constant rates, sales slightly up on prior year • Growth occurred across much of the Group, but was offset by a 10% decline in sales of non-holographic foils in Europe • Operating result before exceptional items unchanged on prior year at break-even (2006: £nil) as progress in North America and Asia-Pacific was offset by disappointing performance in Europe • Net borrowings increased by £5.3m to £20.8m as improvements in operational cash flow were offset by capital expenditure in China and seasonal factors • Progress with the new foils manufacturing facility in China in line with expectations, with production due to commence later this year Commenting on the results, Richard Wright, the Group's Non-Executive Chairman, said: 'With the exception of our non-holographic foils business in Europe, each of the Group's businesses performed in-line with our expectations and continue to do so. We remain optimistic of an improvement in our European foils business following the resumption of supply from China and are also beginning to realise the benefits of restructuring activities in Laminates. We expect the results for the forthcoming twelve month period to be in line with current expectations and to represent an improvement over the same period of the previous year.' Enquiries: API Group plc 01625 858700 David Walton, Chief Executive Financial Dynamics 020 7831 3113 Tim Spratt / Nicola Biles CHAIRMAN'S STATEMENT The results for the six months ended 31 March 2007 are in line with the Board's expectations and with the statement made at the Annual General Meeting on 30 March 2007. The operating performance before exceptional items was comparable with that achieved in the same period of the previous year as progress with strategic initiatives in North America and Asia Pacific was offset by a continued disappointing performance in certain European businesses. Sales for the six months to 31 March 2007 eased by 1.4% to £50.4m (2006: £51.1m). However, at constant exchange rates, sales were slightly ahead of the same period in the previous year. Sales growth occurred in the majority of the Group's businesses, but was offset by a 10% decline in sales of non-holographic foils in Europe. The operating result before exceptional items remained virtually unchanged at £nil (2006: £nil). Exceptional items of £0.8m (2006: £0.4m) related principally to restructuring of the manufacturing activities at Laminates. Net financing costs increased to £1.2m (2006: £0.7m) due to the combined effect of interest rate increases and higher average borrowings. Financing included a net charge of £0.3m (2006: £nil) relating to pension plan balances. Cash Flow and Borrowings Cash used in continuing operations reduced to £0.5m (2006: outflow £2.7m) as a result of improved working capital management. Capital expenditure amounted to £3.6m (2006: £2.7m), with the increase in expenditure almost entirely attributable to the investment in the new factory complex near Shanghai, China. Net borrowings at 31 March 2007 were £20.8m, compared with £15.5m at 30 September 2006. The increase of £5.3m is principally attributable to seasonal factors and the high level of capital investment in the new facility in China. Review of Operations Asia-Pacific Sales in Asia Pacific reduced by 6.7% to £6.6m (2006: £7.1m) reflecting the movement in the Chinese Renmimbi exchange rate. On an underlying basis, sales were virtually unchanged. Operating profits reduced to £0.4m (2006: £0.7m) due to lower export sales into European and US markets. Progress with the new foils manufacturing facility near Shanghai continues to be in-line with our expectations, with construction scheduled for completion in mid-2007 and production of foil due to commence later this year. Once in full production, the Chinese facility will be the Group's single largest manufacturing centre and will represent almost 50% of its total available foil production capacity by the end of 2008. In the first six months of this period, the Chinese foils business performed well in its traditional domestic markets and achieved further growth in exports to Russia and India. However, export sales to western markets were lower due to difficulties encountered with the introduction of a new range of products manufactured in China, but intended for sale principally in Europe and the US. The issues have now been resolved and production was successfully resumed at the end of February. North America Sales in North America reduced by 16% to £10.8m (2006: £12.9m). Approximately half of the reduction was attributable to lower sales of laminates into the US tobacco sector, with the remainder attributable to movements in the US Dollar exchange rate. The US foils business itself performed strongly, achieving underlying sales growth of 6%. Operating profits from the region improved slightly to £0.6m (2006: £0.5m). During the period under review, the US foils business successfully grew its share of the general carton and label sectors and consolidated its position as a leading supplier of raw material for use in the manufacture of metallic inks. Growth in these areas more than offset the slight decline experienced in traditional sectors such as greetings cards and book publishing, where manufacturers are increasingly looking to source from the Far East. Europe Sales in Europe increased by 14.1% to £31.5m (2006: £27.6m). Good growth in sales of laminates and holographic foils was partially offset by a decline in sales of metallic foils and pigment products. Operating profit before exceptional items improved by £0.8m to a profit of £0.5m (2006: loss £0.3m), principally due to an improved performance from Laminates. The laminates business benefited from the refocusing of its sales efforts leading to growth in the traditional markets of drinks and tobacco and an increase in our presence in more rewarding sectors such as personal care and pharmaceutical products. Further restructuring of the manufacturing activities was carried out and this, together with the improved sales performance, contributed to an improvement in the operating result before exceptional items to just below break-even. The demand for our holographic foil products continued to be robust and we were able to capitalise on the market leading performance of certain areas of our product range. In contrast, sales of metallic and pigment foils declined in the face of intense competition and temporarily reduced availability of products sourced from our facility in China. Dividend The Board is not recommending the payment of an interim dividend (2006: no payment). Outlook With the exception of our non-holographic foils business in Europe, each of the Group's businesses performed in-line with expectations during the first six months and they continue to do so. We remain optimistic of an improvement in performance in Europe following the resumption of supply from China and the establishment of a distribution centre in the strategically important Italian market which commenced trading in April of this year. In Laminates, we expect to begin to realise the benefits of the restructuring and process improvement initiatives undertaken during the first six months of this accounting period and are confident of further progress. As indicated in the preliminary statement, the Group's accounting reference date has been changed to 31 March and the Group is currently in an 18 month accounting period. The Board expects the results of the Group for the remaining twelve months of the accounting period to be in line with current expectations and to represent an improvement over the same period of the previous year. Richard Wright Non-Executive Chairman 30 May 2007 Group Income Statement for the six months ended 31 March 2007 Unaudited Unaudited Audited 6 months to 6 months to 12 months to 31 March 31 March 30 September 2007 2006 2006 Note £'000 £'000 £'000 Continuing operations Revenue 1 50,392 51,118 101,979 Cost of sales (40,804) (40,653) (80,656) Gross profit 9,588 10,465 21,323 Other operating costs (9,617) (10,488) (20,329) Operating (loss) / profit (29) (23) 994 before exceptional items 1 Exceptional items: Restructuring 3 (801) (443) (863) Operating (loss) / profit from (830) (466) 131 continuing operations Finance revenue 26 51 85 Finance costs (967) (772) (1,698) Other finance expense - (312) 12 (311) pensions (1,253) (709) (1,924) Loss on continuing activities (2,083) (1,175) (1,793) before taxation Taxation - UK 5 (119) (149) (122) - Overseas 5 (257) (292) (613) Loss from continuing (2,459) (1,616) (2,528) operations Discontinued operations Loss from discontinued 6 - (103) (230) operations Loss for the period (2,459) (1,719) (2,758) Attributable to: Profit attributable to 198 318 695 minority equity interests Loss attributable to equity (2,657) (2,037) (3,453) holders of the parent Total loss for the period (2,459) (1,719) (2,758) Earnings per share (pence) Basic loss per share from 4 (7.7) (5.6) (9.4) continuing operations Diluted loss per share from (7.6) (5.5) (9.1) continuing operations 4 Basic loss per share on loss 4 (7.7) (5.9) (10.1) for the period Diluted loss per share from 4 (7.6) (5.8) (9.8) loss for the period Group Balance Sheet at 31 March 2007 Unaudited31 Unaudited Audited March 2007 31 March 30 September 2006 2006 Note £'000 £'000 £'000 Assets Non-current assets Property plant and equipment 31,856 29,812 30,500 Intangible assets 6,480 6,480 6,480 Deferred tax asset on defined 3,311 2,760 3,263 benefit pension plan Financial assets 42 - - 41,689 39,052 40,243 Current assets Trade and other receivables 19,386 19,676 20,112 Inventories 11,907 13,515 13,195 Cash 3,236 7,326 4,909 34,529 40,517 38,216 Total assets 76,218 79,569 78,459 Liabilities Current liabilities Trade and other payables 20,310 20,887 22,306 Financial liabilities 5,431 1,264 1,758 Income tax payable 370 390 379 Provisions 144 336 306 26,255 22,877 24,749 Non-current liabilities Financial liabilities 18,629 18,742 18,674 Deferred tax liabilities 659 818 659 Provisions 88 103 93 Defined benefit pension plan 11,036 9,199 10,879 deficit 30,412 28,862 30,305 Total liabilities 56,667 51,739 55,054 Net assets 19,551 27,830 23,405 Equity Called up share capital 8,612 8,612 8,612 Share premium 244 244 244 Capital redemption reserve 549 549 549 ESOP reserve (251) (251) (251) Foreign exchange reserve (1,229) 659 (366) Retained earnings 6,127 12,086 9,179 Total shareholders' equity 7 14,052 21,899 17,967 Minority interest in equity 7 5,499 5,931 5,438 Total equity 19,551 27,830 23,405 Group Cash Flow Statement for the six months ended 31 March 2007 Unaudited Unaudited Audited 6 months 6 months 12 months to 31 to 31 to 30 March March September 2007 2006 2006 £'000 £'000 £'000 Operating activities Group operating (loss) / profit (830) (466) 131 Adjustments to reconcile group operating (loss) / profit to net cash flows from operating activities Operating loss from discontinued - (103) (230) operations Depreciation and impairment of 1,703 1,780 3,457 property, plant and equipment Profit on disposal of property, plant - (11) (22) and equipment Share-based payments 86 74 131 Difference between pension (508) (432) (835) contributions paid and amounts recognised in the income statement Decrease / (increase) in inventories 1,072 (727) (870) Decrease / (increase) in trade and 483 244 (523) other receivables Decrease in trade and other payables (2,190) (2,501) (1,120) Movement in provisions (5) (261) (293) Cash used in operations (189) (2,403) (174) Income taxes paid (266) (294) (656) Net cash flow from operating (455) (2,697) (830) activities Investing activities Interest received 20 51 85 Purchase of property, plant and (3,647) (2,681) (6,140) equipment Sale of property, plant and equipment - - 244 Payments to acquire investments (42) - - Net cash flow from investing (3,669) (2,630) (5,811) activities Financing activities Interest paid (961) (822) (2,047) Dividends paid to minority interests - - (487) Proceeds from share issues - 53 53 New borrowings 5,191 2,906 1,956 Net cash flow from financing 4,230 2,137 (525) activities Increase / (decrease) in cash and 106 (3,190) (7,166) cash equivalents Effect of exchange rates on cash and (216) 120 116 cash equivalents Cash and cash equivalents at the 3,346 10,396 10,396 beginning of the period Cash and cash equivalents at the end 3,236 7,326 3,346 of the period Group Statement of Recognised Income and Expenditure for the six months ended 31 March 2007 Unaudited Unaudited Audited 6 months to 6 months to 12 months to 31 March 31 March 30 September 2007 2006 2006 £'000 £'000 £'000 Exchange differences on retranslation (1,000) 373 (972) of foreign operations Actuarial (losses) / gains on defined (647) 872 (1,311) benefit pension plans Tax on actuarial gains on defined 166 (242) 393 benefit pension plans Net (expense) / income recognised (1,481) 1,003 (1,890) directly in equity Loss for the period (2,459) (1,719) (2,758) Total recognised income and expense (3,940) (716) (4,648) relating to the period Attributable to: Equity holders of the parent (4,001) (1,187) (5,176) Minority equity interests 61 471 528 (3,940) (716) (4,648) Notes 1 Segmental Analysis Primary reporting format - geographic segments: At 31 March 2007, the Group is organised into three distinct independently managed geographic segments, Asia Pacific, North America and Europe. The following table presents revenue and profit information for these segments. 6 months 6 months 6 months to 6 months to 31 March to 31 March 31 March to 31 March 2007 2006 2006 2006 £'000 £'000 £'000 £'000 Continuing Continuing Discontinued Total and Total By Geographical segment Total revenue by origin Asia Pacific 5,761 6,774 - 6,774 North America 12,053 12,703 122 12,825 Europe 37,479 36,643 - 36,643 55,293 56,120 122 56,242 Inter-segmental sales Asia Pacific 343 985 - 985 North America 207 334 - 334 Europe 4,351 3,683 - 3,683 4,901 5,002 - 5,002 External sales by origin Asia Pacific 5,418 5,789 - 5,789 North America 11,846 12,369 122 12,491 Europe 33,128 32,960 - 32,960 50,392 51,118 122 51,240 External sales by destination UK 17,560 17,053 14 17,067 Continental Europe 13,899 11,987 - 11,987 Americas 10,808 12,933 99 13,032 Asia Pacific 6,597 7,071 9 7,080 Rest of World 1,528 2,074 - 2,074 50,392 51,118 122 51,240 Profit / (loss) from operations Asia Pacific before exceptional items 380 736 - 736 exceptional items - - - - 380 736 - 736 North America before exceptional items 608 537 (98) 439 exceptional items - - (5) (5) 608 537 (103) 434 Europe before exceptional items 480 (285) - (285) exceptional items (801) (399) - (399) (321) (684) - (684) Central costs before exceptional items (1,497) (1,011) - (1,011) exceptional items - (44) - (44) (1,497) (1,055) - (1,055) Total loss from operations (29) (23) (98) (121) before exceptional items Total loss from operations (830) (466) (103) (569) Notes 2 Presentation of interim financial statements Authorisation of financial statements The consolidated financial statements of API Group plc for the six months ended 31 March 2007 were authorised for issue in accordance with a resolution of the directors on 21 May 2007. API Group plc is a public limited company incorporated in the United Kingdom whose shares are publicly traded. Basis of preparation These consolidated interim financial statements are presented in sterling and all values are rounded to the nearest thousand (£'000) except when otherwise indicated. The financial information contained in this interim statement is unaudited and does not constitute statutory accounts as defined in section 240 of the Companies Act 1985. The audited annual financial statements for the year ended 30 September 2006, which represent the statutory accounts for that year, and on which the auditors gave an unqualified opinion, have been filed with the Registrar of Companies. Interim Statement The interim statement is being mailed to shareholders on 14 June 2007 and will be available at the company's registered office, Second Avenue, Poynton Industrial Estate, Poynton, Stockport, Cheshire, SK12 1ND. 3 Exceptional items 6 months 6 months 12 months to 31 to 31 to 30 March 2007 March 2006 September 2006 £'000 £'000 £'000 Exceptional items charged against operating (loss) / profit comprise Restructuring of operating businesses 801 412 651 Charlotte facility closure costs - - 242 London office closure costs - 31 7 Release of provision for vacant - - (37) property 801 443 863 Exceptional items are material items which derive from events or transactions that fall within the ordinary activities of the Group and which need to be disclosed by virtue of their size or incidence. Restructuring of operating businesses During the period the group incurred costs of £801,000 in respect of restructuring costs, mainly as a result of employee redundancy and other one-off costs associated with business improvement measures within the laminates business. Notes 4 Earnings per share 6 months 6 months 12 months to 31 March to 31 to 30 2007 March 2006 September 2006 £'000 £'000 £'000 Net loss attributable to equity (2,657) (1,934) (3,223) holders of the parent - continuing operations Loss attributable to equity holders - (103) (230) of the parent - discontinued operations Net loss attributable to equity (2,657) (2,037) (3,453) holders of the parent 6 months 6 months 12 months to 31 March to 31 to 30 September 2007 March 2006 2006 No No No Basic weighted average number of 34,391,292 34,327,701 34,359,671 ordinary shares Dilutive effect of employee share 621,320 559,801 903,820 options Diluted weighted average ordinary 35,012,612 34,887,502 35,263,491 shares Earnings per share 6 months 6 months 12 months to 31 March to 31 to 30 2007 March 2006 September 2006 pence pence pence Continuing operations Basic loss per share (7.7) (5.6) (9.4) Diluted loss per share (7.6) (5.5) (9.1) Discontinued operations Basic loss per share - (0.3) (0.7) Diluted loss per share - (0.3) (0.7) Total Basic loss per share (7.7) (5.9) (10.1) Diluted loss per share (7.6) (5.8) (9.8) The weighted average number of shares excludes the shares owned by the API Group plc No.2 Employee Benefit Trust. 5 Taxation 6 months 6 months 12 months to 31 to 31 to 30 March 2007 March 2006 September 2006 £'000 £'000 £'000 Current income tax Foreign tax (257) (292) (613) Total current income tax (257) (292) (613) Deferred tax Origination and reversal of temporary (119) (149) (402) differences Adjustment to previous year - - 280 Total deferred tax (119) (149) (122) Tax charge in the income statement (376) (441) (735) Notes 6 Discontinued operations 6 months 6 months 12 months to 31 to 31 to 30 March 2007 March 2006 September 2006 £'000 £'000 £'000 Revenue - 122 129 Expenses - (225) (359) Operating loss and loss after tax for - (103) (230) the period for discontinued operations Loss for the period from discontinued - (103) (230) operations Discontinued operations in prior periods represent the results of Chromagem, a subsidiary which ceased trading. 7 Changes in equity Shareholders' Minority Total equity interest equity £'000 £'000 £'000 Balance at 1 October 2005 22,959 5,460 28,419 Total recognised income and expense (1,187) 471 (716) for the period Exercise of employee share options 53 - 53 Share based payment 74 - 74 Balance at 31 March 2006 21,899 5,931 27,830 Total recognised income and expense (3,989) 57 (3,932) for the period Dividends - (550) (550) Share based payment 57 - 57 Balance at 30 September 2006 17,967 5,438 23,405 Total recognised income and expense (4,001) 61 (3,940) for the period Share based payment 86 - 86 Balance at 31 March 2007 14,052 5,499 19,551 8 Contingent liabilities The consideration for the sale of the Converted Products Division, which was sold in January 2005, included a deferred element totalling £2.0 million, which was due for payment in January 2007. At this time, an amount of £1.25 million was paid by the purchaser, with the remaining £750,000 withheld. This amount is guaranteed by an independent insurance company but it has, to date, declined to make payment. The Directors consider that this amount may not be lawfully withheld and are vigorously pursuing legal action in respect of the outstanding £750,000. Legal advice obtained indicates that a successful recovery is probable and consequently, no provision against the recoverability of the outstanding deferred consideration has been made in the accounts. Independent Review Report To API Group plc Introduction We have been instructed by the company to review the financial information for the six months ended 31 March 2007 which comprises Group Income Statement, Group Balance Sheet, Group Cash Flow Statement, Group Statement of Recognised Income and Expenditure, and the related notes 1 to 8. We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. This report is made solely to the company in accordance with guidance contained in Bulletin 1999/4 'Review of interim financial information' issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed. Directors' responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the Listing Rules of the Financial Services Authority which require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reasons for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 'Review of interim financial information' issued by the Auditing Practices Board for use in the United Kingdom. A review consists principally of making enquiries of group management and applying analytical procedures to the financial information and underlying financial data, and based thereon, assessing whether the accounting policies and presentation have been consistently applied, unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with International Standards on Auditing (UK and Ireland) and therefore provides a lower level of assurance than an audit. Accordingly we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 31 March 2007. Ernst & Young LLP Manchester 30 May 2007 This information is provided by RNS The company news service from the London Stock Exchange
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