Final Results

Clarkson PLC 26 March 2003 CLARKSONS PRELIMINARY RESULTS Clarkson PLC ('Clarksons'), the holding company for Clarksons, the world's largest shipbroker and shipping services group, today announces preliminary results for the twelve months ended 31 December 2002. RESULTS FOR 2002 Year ended Year ended 31 December 2002 31 December 2001 (unaudited) (audited) TURNOVER £35.7m £42.6m PROFIT BEFORE TAXATION £4.5m £9.3m EARNINGS PER SHARE 17.95p 42.31p DIVIDENDS PER SHARE 15.00p 15.00p * Resilient performance in difficult shipping market. * Dividend maintained at 15.00 pence per share covered 4.5 times by available cash resources. * New offices in Houston, Genoa and Auckland and expansion in Shanghai, Singapore and Greece. * Formation of Clarkson Logistics Limited and investment in two OBO vessels. * Strong shipping markets in the first quarter of 2003. MICHAEL BECKETT, CHAIRMAN OF CLARKSON PLC, COMMENTED: 'The upswing in shipping markets in the final quarter of 2002 arrived too late to give any significant boost to income in a volatile and unpredictable year. 'In the first quarter of 2003, shipping market earnings continued at high levels with freight rates once again reaching levels not seen since the record breaking year of 2001. 'Clarksons is and intends to remain the world's leading shipping services provider. The company has demonstrated its ability to produce strong results and cash flow and pay a good dividend in both prosperous and challenging times. It is well set both for 2003 and the longer term.' FOR FURTHER INFORMATION PLEASE CONTACT: Robert Ward, Finance Director, Clarkson PLC: 020 7334 0000 Rebecca Sly/Sarah Bagnall, RSB Consultancy: 020 7264 2080 CHAIRMAN'S STATEMENT AND REVIEW INTRODUCTION In a year in which Clarksons celebrated 150 years of serving the world of shipping the company experienced volatile, often unpredictable and difficult shipping freight markets to which we have now become quite accustomed. Although the reduced level of profit for the year reflects the downturn that subsisted for most of the year, shipping markets ended on a strong note which augers well for 2003. Turnover in 2002 was down to £35.7 million (2001: £42.6 million) reflecting the poor trading conditions in the early part of the year. Profit before taxation fell to £4.5 million compared with the record £9.3 million for 2001. Earnings per share were 17.95 pence per share (2001: 42.31 pence per share). However the directors are recommending that the dividend for the year remains unchanged at 15.00 pence per share (2001: 15.00 pence per share). The 2002 dividend is covered 4.5 times (2001: 4.6 times) by available cash balances. The final quarter of 2002 saw considerable increases across the freight markets, most markedly in the tanker and dry bulk sectors. The ClarkSea Index (which tracks average earnings across the shipping market) remained below US$10,000 per day until the end of September 2002 before rising to US$15,600 per day at the end of the year. The average daily rate of the ClarkSea Index for 2002 was US$10,390 (2001: US$15,360 per day). The group further diversified in 2002. We expanded our global network, with the opening of new overseas offices, and we led a shipping logistics project. Our other non-shipbroking business, including futures and research, continues to expand strongly. The results for the year illustrate the group's increasing ability to generate reasonable returns and cash flows even in difficult times. REVIEW OF OPERATIONS DRY CARGO Despite declining world equity markets and concern over the state of the global economy, industrial production in the Far East, in particular in China, underwent a sustained recovery in 2002. In the fourth quarter in particular there was considerable support for the dry bulk market. The Baltic Dry Index, which covers the entire dry bulk sector, averaged 1026 in the first three quarters of 2002 but had risen to 1738 by the end of the year; the overall average for the year was 1137 (2001: 1217). Capesize average earnings increased from US$9,100 per day at the start of the year to US$24,800 per day by the end of the year. However, nearly all the increase occurred in the second half of the year and overall average earnings were down by 14% relative to 2001. Average Panamax earnings increased from US$6,000 per day to close the year at US$11,900 per day. Year on year average earnings, however, fell by 18%. Handy earnings were relatively stable by comparison showing average decreases of approximately 4%. In the final quarter average daily Handymax earnings reached US$10,200 per day having remained within a US$6,500 to US$8,000 range to mid September 2002. Low rates of both scrapping and deliveries of new tonnage resulted in fleet growth during 2002 of only 2.9%. TANKERS - DEEP SEA The deep sea tanker market in 2002 was difficult, but the severity of the fall in freight rates was unexpected. Uncertainty in the Middle East and oil production problems in Venezuela resulted in considerable volatility in the final quarter of the year. High levels of scrapping helped offset the 25m dwt of new vessels delivered into the market and ensured that the tanker fleet grew by only 1.6% during 2002. VLCC daily earnings fell to US$5,200 per day in April 2002 before rebounding to nearly US$90,000 per day in December 2002. Average VLCC earnings for 2002 were US$22,000 per day (2001: US$35,600 per day). The suezmax and aframax sectors outperformed the VLCC market despite the delivery of more efficient vessel newbuildings. Both markets experienced low earnings during the first nine months of 2002, before rising sharply towards the end of the year. Average suezmax earnings were down 42% and those for aframax tankers down 38% relative to 2001. The products section concluded a significant increase in clean and fuel oil business following the successful recruitment of a team of brokers from Grosvenor Shipbrokers in November 2002. TANKERS - GAS AND SPECIALISED Conditions in the gas and specialised sectors were difficult. Economic factors held back demand at a time when there were strong deliveries of new vessels. In the gas sector, record scrapping of LPG tonnage exceeded the level of newbuilding deliveries, but this failed to offset weak demand and increasing restrictions on the employment of older vessels. Typical average earnings in 2002 were US$16,679 per day (2001: US$28,480 per day). The poor state of the petrochemicals business and slower expansion of industry capacity in the Middle East affected our specialised tanker team. These conditions, when combined with minimal scrapping, resulted in weakened spot and period rates. Despite difficult trading conditions, this was a positive year for our chemicals business. Average spot freight rates in 2002 were 6% lower than in 2001. In September we acquired NetCo Europe Limited, a successful London based broker. This acquisition strengthened our specialised tanker team with minimal overlap of our existing activities and is fitting in well. SALE AND PURCHASE After the events of 11 September 2001, sale and purchase volume was significantly lower and this continued into the first half of 2002. Activity increased in the second half, both in secondhand and newbuilding. The newbuilding sector saw yard asking prices under pressure as competition between the yards and weak market sentiment caused lower demand. 2002 experienced a marked shift away from ordering tankers (down by 31%) and container vessels (down by 47%). However this was compensated by increased dry bulk carrier contracting, until the situation dramatically reversed at the year end. After the 'Prestige' disaster in November 2002, there was renewed interest in tanker ordering. Lower prices and renewed competition sparked a recovery in demand for container ships. Weaker freight markets in the early part of the year significantly reduced secondhand buyer confidence in the tanker and container markets. The majority of secondhand business was concentrated on the scrapping of old tankers and the buying of dry bulk vessels. We participated in the scrapping of a large amount of older tanker tonnage. We benefited from the growing buying interest in the dry bulk sector. Confidence in the dry bulk sector generally improved with the market's increased ability to absorb new tonnage. Lower asking prices generated activity in both the cape and panamax sectors as buyers invested to take advantage of expanding Chinese industrial production. Some significant secondhand deals were concluded. LNG activity was affected by a lack of new projects and concerns that a number of new ships scheduled for delivery in the next few years remain to be fixed. New supplies of gas are expected to come to the market to meet the anticipated increase in demand for LNG. The LNG Shipping Solutions team is well placed to take advantage of any such increase in activity. The container team is now operating regularly on behalf of a number of major shipping lines and spot income is steadily increasing and we have plans for expansion in the liner business outside of London. FUTURES The futures division arranged more than double the number of forward freight agreements when compared with 2001. The division acquired new clients in a rapidly expanding market and took advantage when rates rose steeply in the last quarter. Much of the financial benefit of this success will, however, arise in 2003. RESEARCH, CONSULTANCY AND PUBLICATIONS Income rose by 7% in 2002. New business lines continue to lead the way with revenue from digital products, including Shipping Intelligence Network, and consultancy up by over 35%. Such increases were partially offset by declines in the more traditional hard copy sales of registers and periodicals. During the last quarter we published a number of reports, including 'Tankers in Transition', 'LNG Trade and Transport' and a sector report on the capesize market. More is expected of these types of reports in 2003. In February 2003, we announced the acquisition of LevelSeas Limited including the right to use the LSX software. The company sees the purchase as a natural and logical extension of its existing e-business operations and is currently investigating the best way to use the LevelSeas software to deliver Clarkson information and research products. WORLDWIDE OFFICES The Clarkson name is probably one of the best known in shipping worldwide and in recent years the company's shipping research and statistical data have significantly enhanced its reputation. It is the company's declared intention to use its strength in this area to expand its network of international offices, each providing a focus for the local shipping community they serve. With this policy in mind new offices were established during the year in Houston and Genoa. The office in Houston will service the strong local tanker market. The office in Genoa will facilitate a better service to our Italian clients. Clarkson Hellas, our Piraeus-based operation, added a dry bulk broking team at the end of 2002 to its existing sale and purchase team. Elsewhere the subsidiary companies in Asia, based in Hong Kong, Singapore and Shanghai, continue to make a useful contribution to profit, notably our tanker business in Singapore. Austral Chartering, based in Sydney and Melbourne, was also profitable. In August 2002 it expanded its business by the purchase of Beacon Chartering & Shipping Limited, a New Zealand based broker specialising in the shipping of reefer and dry bulk cargoes. Our South African subsidiary Afromar together with our associates AGA Cofimar in France and Overseas Wiborg in the United States, continue to contribute to the group's results. LOGISTICS At the beginning of August 2002 we announced the formation of Clarkson Logistics Limited. Its first project has been the acquisition of a 58% shareholding in Pasir Bulk Carriers Pte Limited ('Pasir'), a company registered in Singapore. Pasir has acquired two OBO carriers, which are both on bareboat charter to a subsidiary of Sembcorp Industries of Singapore. The US$10 million combined cost of the OBOs, together with associated loans of US$8.5 million, depreciation and minority interests, are included in the group balance sheet as at 31 December 2002. The net equity investment in Pasir is US$1.2 million. FINANCIAL The overall effective tax rate was 37.1% (2001: 35.0%). This tax rate is higher than the standard rate of UK tax because of the impact of disallowable trading expenses. In 2001 the group benefited from the utilisation of brought forward capital losses which partially offset similar disallowable expenditure. The US dollar is the major trading currency of the group. During 2002 the exchange rate varied from a low of £1/US$1.40 in February 2002 to £1/US$1.61 at the year end. The average exchange rate for the period was £1/US$1.51 (2001: £1/ US$1.44). The group has used forward contracts to reduce its exposure to variations in exchange rates thereby limiting the impact on our sterling results. The amount of goodwill on the balance sheet at 31 December 2002 has increased by £1.2 million to £2.2 million reflecting the acquisition of NetCo Europe Limited and the business and assets of Beacon Chartering & Shipping. These goodwill assets are being amortised over a period of 20 years. At the year end the aggregate cash balance was £16.3 million (2001: £19.4 million). During the first three months of 2003 £5.2 million (2001: £8.8 million) has been paid in respect of employee bonus entitlements and UK taxation relating to 2002. The fall in global stock markets, together with the associated fall in bond yields, has resulted in a pension scheme deficit after deferred tax relief of £8.7 million as at 31 December 2002, as calculated under FRS 17 representing approximately 10% of pension scheme liabilities. Hewitt Bacon & Woodrow estimate that, when spread over the average scheme member working life of 15 years and taking into account the additional pension provision of £375,000 the company made in the year, the deficit will result initially in a further increase in pension costs of £450,000 per annum, increasing annually in line with future earnings. The company will continue to evaluate the appropriate level of future company and individual contributions. On 31 March 2003 the company will close its existing final salary scheme to new entrants; new entrants will participate in a new defined contribution scheme. As the cost under this new scheme is limited to the contributions paid, this measure should reduce the volatility of pension costs over the long term. DIRECTORS In January 2002 we welcomed Martin Clark as a non-executive director of the company. Martin is a non-executive director of Senior plc, BPB plc and Blick plc, and a former group finance director of Caradon plc. Martin chairs the audit and risk management committee. In March 2002 we welcomed Tim Harris as a non-executive director of the company. Tim is chairman of James Fisher and Sons plc, and formerly chief executive of P& O Nedlloyd. As previously indicated, Stephen James stood down in May 2002 as a non-executive director at the annual general meeting. In July 2002 Richard Fulford-Smith asked to step down as a Clarkson PLC director in order to concentrate on his shipbroking role but continues as managing director of our principal UK broking subsidiary H Clarkson & Company Limited. Richard was a director for some 18 months and the board is grateful to him for his services during that time. STAFF The board wishes to place on record its thanks to all members of staff at home and abroad, who have contributed to the group's continuing success. DIVIDEND The board recommends maintaining the level of dividend at 15.00 pence per share (2001: 15.00 pence per share). This distribution still allows the company to retain sufficient resources within the group for future investment. OUTLOOK The growth in world industrial production continues, particularly in the Far East. This has had a beneficial affect on seaborne trade and shipping markets as supply and demand appear at present to be in balance. In the first quarter of 2003, shipping market earnings continued at high levels with the ClarkSea Index averaging US$17,600 per day against an average of US$10,390 per day for 2002 and US$15,360 per day in the record breaking year of 2001. We have taken advantage of these favourable trading conditions. There are, however, considerable uncertainties overhanging the global economy and these could reverse the recent significant increases in freight rates. Whilst relatively low deliveries of new dry bulk carriers will not result in any significant growth in that fleet, the tanker market will need to absorb new tonnage equal to 11% of the existing fleet in 2003. Although the company's core shipbroking activities are strongly cash generative and have demonstrated their ability to produce reasonable returns even in difficult times, the results will inevitably vary with the shipping cycle. To help offset this the management is committed to diversification opportunities such as the Pasir venture which are consistent with and build upon the company's core expertise of shipping intelligence and anticipates it will provide a more regular income stream. Clarksons is and intends to remain the world's leading shipping services provider. We shall seek to ensure that we have the right blend and depth of skills to continue to grow our core businesses as the structure of the shipping industry changes and given the variable fortunes of the freight market. As the undisputed leader in the provision of publications and research to the industry we have a sound base for developing new products and concepts to serve the shipping industry. Building on these skills and strengths the company is establishing a network of international offices each providing a focus for the local market they serve. The company has demonstrated its ability to produce strong results and cash flow and pay a good dividend in both prosperous and challenging times. It is well set both for 2003 and the longer term. CHAIRMAN Finally, I have been a non-executive director of your company since 1988 and its chairman for the past 10 years. Irrespective of the proposed changes to the corporate governance guidelines, I now consider that after such a period of service it is appropriate for me to stand down from both roles and I therefore intend to retire from the board following the conclusion of the 2004 annual general meeting. The board has proposed that Tim Harris succeed me as chairman. I am delighted to confirm that Tim Harris has agreed to this proposal. To enable a smooth transfer of responsibilities, I am pleased to announce the appointment of Tim Harris as deputy chairman of your company. Michael Beckett Chairman 25 March 2003 CONSOLIDATED PROFIT AND LOSS ACCOUNT Year to Year to 31 December 2002 31 December 2001 (unaudited) £m (audited) £m TURNOVER 35.7 42.6 OPERATING PROFIT 3.9 7.3 Share of profits of associated undertakings 0.1 0.2 (Loss)/profit on sale of fixed assets (0.1) 1.0 Amortisation of goodwill (0.1) - Interest receivable and similar income 0.7 0.8 PROFIT BEFORE TAXATION 4.5 9.3 Taxation (1.7) (3.3) PROFIT AFTER TAXATION 2.8 6.0 Dividends Interim 6.00p (2001: 6.00p) (1.0) (0.9) Final proposed 9.00p (2001: 9.00p) (1.5) (1.4) (2.5) (2.3) RETAINED PROFIT FOR THE YEAR 0.3 3.7 EARNINGS PER SHARE 17.95p 42.31p CONSOLIDATED BALANCE SHEET Year to Year to 31 December 2002 31 December 2001 (unaudited) £m (audited) £m FIXED ASSETS 13.3 7.3 CURRENT ASSETS Debtors 7.0 6.8 Cash and deposits 16.3 19.4 23.3 26.2 CREDITORS Amounts falling due within one year (15.1) (18.2) NET CURRENT ASSETS 8.2 8.0 TOTAL ASSETS LESS CURRENT LIABILITIES 21.5 15.3 CREDITORS Amounts falling due after more than one year (3.9) - PROVISIONS FOR LIABILITIES AND CHARGES (0.1) - (4.0) - 17.5 15.3 CAPITAL AND RESERVES Equity shareholders' funds 17.0 15.3 Equity minority interests 0.5 - 17.5 15.3 CONSOLIDATED CASH FLOW STATEMENT Year to Year to 31 December 2002 31 December 2001 (unaudited) £m (audited) £m NET CASH INFLOW FROM OPERATING ACTIVITIES 2.1 13.9 DIVIDENDS FROM ASSOCIATES 0.1 0.1 RETURNS ON INVESTMENTS AND SERVICING OF FINANCE 0.6 0.8 TAXATION (2.9) (2.6) CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT (8.4) (2.0) EQUITY DIVIDENDS PAID (2.4) (2.0) MANAGEMENT OF LIQUID RESOURCES Increase in short term deposits (3.8) (6.0) FINANCING 7.9 0.5 (DECREASE)/INCREASE IN FUNDS (6.8) 2.7 CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Year to Year to 31 December 2002 31 December 2001 (unaudited) £m (audited) £m PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION 2.8 6.0 Foreign exchange differences (0.5) (0.1) Total recognised gains relating to the year 2.3 5.9 MOVEMENT IN EQUITY SHAREHOLDERS' FUNDS Year to Year to 31 December 2002 31 December 2001 (unaudited) £m (audited) £m PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION 2.8 6.0 Issue of new shares 1.9 0.5 Foreign exchange differences (0.5) (0.1) Dividends (2.5) (2.3) Total movements during the year 1.7 4.1 Equity shareholders' funds at 1 January 15.3 11.2 Equity shareholders' funds at 31 December 17.0 15.3 NOTES TO THE ACCOUNTS (LOSS)/PROFIT ON SALE OF FIXED ASSETS The loss on sale of fixed assets represents the net gain arising from various asset disposals of £652,000 less provisions for permanent diminution in the value of long term investments of £711,000. DIVIDENDS The directors will be recommending a final dividend of 9.00 pence per share, payable on 20 June 2003 to shareholders on the register at the close of business on 6 June 2003, making a total dividend for the year of 15.00 pence per share (2001: 15.00 pence per share). EARNINGS PER SHARE The earnings per ordinary share is based on profit after tax for the financial period of £2.62 million (2001: £5.97 million) and 14,580,607 (2001: 14,103,787) shares in issue throughout the period. This is after excluding 887,018 weighted average number of shares and £0.15 million income of the Executive Share Purchase Trust. ACCOUNTS It is anticipated that full accounts will be posted to shareholders on 9 April 2003. The figures for the year ended 31 December 2002 included in this announcement are unaudited and do not constitute full accounts within the meaning of Section 240(5) of the Companies Act 1985. The figures for the year ended 31 December 2001 have been extracted from the full accounts for that year which have been delivered to the Registrar of Companies and on which the auditors have issued an unqualified audit report. This information is provided by RNS The company news service from the London Stock Exchange

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