Maiden Interim Result

Dignity PLC 06 August 2004 For Immediate Release 6 August 2004 Dignity plc Maiden Interim Results Unaudited interim results for the 26 week period to 25 June 2004 Dignity plc, Britain's largest single provider of funeral-related services, namely funeral services, cremations and pre-arranged funeral plans, announces maiden interim results for the period to 25 June 2004. Financial highlights Underlying profit before tax up 30.9% to £12.3 million Operating profit* up 19.8% to £20.0 million Turnover up 3.6% to £69.1 million Dividend per share interim dividend of 1.875p per share *Before exceptional items and goodwill amortisation Operating highlights • Three successful acquisitions, creating an additional four funeral homes • Opening of two new funeral homes • North Lanarkshire crematorium to open in August 2004 • Client satisfaction is at record levels Peter Hindley, Chief Executive of Dignity plc; 'We have achieved an excellent set of results, despite the death rate for the period being down 3.6% on the same period last year. 'This has been achieved through continuing to provide consistently high levels of client service and concentrating on achieving operating efficiencies. The outlook remains positive for the rest of the year.' For more information Peter Hindley, Chief Executive Mike McCollum, Finance Director Dignity plc +44 (0) 20 7466 5000 Richard Oldworth Mark Edwards Suzanne Brocks Buchanan Communications +44 (0) 20 7466 5000 The interim results are available at www.dignityfuneralsplc.co.uk Chairman's statement Introduction Dignity plc was successfully admitted to the Official List of the London Stock Exchange in April 2004. The Group is the largest single provider of funeral related services, namely funeral services, cremations and funeral plans in Britain. It is also the only UK listed company in this area. The listing raised £123.0 million before expenses, which was used by the Group to repay expensive debt, secure a more diversified ownership and provide more stable financing. Results I am pleased to report a strong trading performance in the first half of our first financial year as a listed company. Operating profit before goodwill amortisation and exceptional items has increased by 19.8 per cent. to £20.0 million. Operating profit has increased by 39.4 per cent. to £19.1 million. The Group performed 35,100 funerals from our network of 511 branches around the country; 19,800 cremations at our 21 crematoria and sold 7,900 pre-arranged funeral plans. This was against a background of lower recorded deaths in the period. Total recorded deaths were 295,800, some 3.6 per cent. lower than last year. Historically, fluctuations in recorded deaths tend to be self-correcting and the Board's view on medium-term death rates remains unchanged. Lower than expected revenues in the period were more than offset by continued strong cost control in all areas of the business. The details of the trading results are included in the financial and operating highlights over the page. Underlying profit and dividend Underlying profit before tax in the first half of the financial year was £12.3 million compared to £9.4 million for the same period last year, an increase of 30.9 per cent. This is stated after adjusting for exceptional items, amortisation of goodwill and non-recurring finance charges. Including these items, the reported loss before taxation is £3.9 million (26 week period ended 27 June 2003: £1.3 million). The Board has declared an interim dividend of 1.875p per share payable on 29 October 2004 to all shareholders on the register at 20 August 2004. This is consistent with the Group's dividend policy set out in the Listing Particulars published at the time of listing. Developments During June and July, the Group acquired three funeral businesses, trading from four locations, to add to the existing branch network, for a total cash consideration of £2.9 million. The Group expects to complete further acquisitions in the second half of the year. In addition the Group opened two new funeral homes that will share the resources of nearby existing Dignity funeral homes. The development of the new crematorium at Holytown in North Lanarkshire is nearing completion and the facility is expected to open during August 2004. The Group operates within a traditional market which requires a personal service to customers and so a continued commitment to service excellence is central to the Group's strategy. This is achieved through the experienced and committed staff at our many locations. The Board continues to monitor customer satisfaction through client surveys and the results continue to be excellent. I would like to thank all our staff for their hard work and continued dedication to client service. Outlook The successful listing of the company has created a strong base for the future development of the business. Margins have continued to be ahead of last year and the Group continues to trade well. Our expectations for the year remain positive. Richard Connell Chairman Financial and operating highlights Introduction The Group's operations are managed across three main areas, namely funeral services, crematoria and pre-arranged funeral plans. Funeral services account for 80 per cent. of the Group's revenues and relate primarily to the provision of funerals and ancillary items such as memorials and floral tributes. Crematoria account for 16.1 per cent. of the Group's revenues which principally arise from cremation services and memorialisation. Income to cover the costs of administering the sale of pre-arranged funeral plans, in advance of the time of need, account for 3.9 per cent. of the Group's revenues. Financial highlights • Underlying profit before tax1 up 30.9 per cent. to £12.3 million. • Operating profit before goodwill amortisation and exceptional items up 19.8 per cent. to £20.0 million. • Turnover increased 3.6 per cent. to £69.1 million. • Interim dividend of 1.875p per share. Further statutory disclosures • Operating profit increased by 39.4 per cent. from £13.7 million to £19.1 million. • Loss before tax of £3.9 million compared to £1.3 million in the previous comparative period. Trading overview Funeral volumes were 35,100 in the period compared to 36,300 in 2003. This can be compared to a 3.6 per cent. fall in recorded deaths in the period against prior year. Revenues rose by 3.9 per cent. to £55.3 million whilst operating costs were reduced by 1.0 per cent. to £37.2 million. Cremation volumes were 19,800 in the period compared to 20,600 in 2003. Revenues rose by 6.7 per cent. to £11.1 million, whilst operating costs fell by 7.0 per cent. to £5.3 million, in part due to a re-organisation in the division during Q2 2003. Pre-arranged funeral plan sales were 7,900 in the period compared to 13,800 in 2003. This is primarily due to the timing of marketing campaigns conducted by the Group's affinity partners. In particular in 2003, AXA conducted two marketing campaigns, one in each half of the year, whereas in 2004, both campaigns are anticipated in the second half of the year. Royal London have recently closed their direct sales force operation to focus on other sales channels. This will have an adverse effect on pre-need sales in the second half of the year whilst we work with them to develop sales through their preferred routes to market. The Group continues to explore other routes to market via affinity partners. During the period the Group received £1.2 million (26 weeks to 27 June 2003: £nil; 52 weeks to 26 December 2003: £1.0 million) from the release of trust surpluses by the fund trustees. The directors do not anticipate any further recoveries of trust surpluses this year. 1 see page 5 Trading overview 26 week period ended 25 June 27 June 2004 2003 £m £m Turnover Funeral services 55.3 53.2 Crematoria 11.1 10.4 Pre-arranged funeral plans 2.7 3.1 69.1 66.7 Operating profit before goodwill amortisation and exceptional items Funeral services 18.1 15.7 Crematoria 5.8 4.7 Pre-arranged funeral plans 1.0 0.5 Central overheads (4.9) (4.2) 20.0 16.7 Exceptional items Funeral services - profit on sale of fixed assets 0.5 0.3 Crematoria - profit/(loss) on sale of fixed assets 0.3 (0.1) Pre-arranged funeral plans - recovery of trust surpluses 1.2 - Central overheads - whole business securitisation costs - (0.5) 2.0 (0.3) Operating profit before goodwill amortisation Funeral services 18.6 16.0 Crematoria 6.1 4.6 Pre-arranged funeral plans 2.2 0.5 Central overheads (4.9) (4.7) 22.0 16.4 Underlying profit before tax The past two years have witnessed significant re-organisations of the Group's capital structure, including the venture capital backed management-buy-out in 2002, whole business securitisation in 2003 followed by flotation and redemption of expensive debt in 2004, rendering comparison with prior periods or assessment of the underlying earnings difficult. The Directors are of the opinion that the following provides additional indicative information regarding the underlying profits of the Group: 26 week period ended 25 June 27 June 2004 2003 £m £m Loss before tax for the period as reported (3.9) (1.3) Add/(deduct) the effects of: Goodwill amortisation 2.9 2.7 Exceptional operating items (2.0) 0.3 Exceptional interest expense (see below) 10.1 - Interest expense of mezzanine loan and loan notes 2013 (see below) 4.7 7.4 Amortisation of debt issue costs of mezzanine loan and loan notes 2013 (see below) 0.5 0.3 Underlying profit before tax 12.3 9.4 The estimated effective tax rate on earnings before goodwill and exceptional items is considered to be approximately 33 per cent. in 2004 and is not expected to vary significantly in future years. As noted above, significant changes to the capital structure have rendered comparison of the taxation charges difficult. Financing Following flotation, the Group redeemed the £40 million mezzanine loan and £57 million of the £63 million principal of the loan notes 2013, incurring an early redemption penalty of £4.0 million and writing-off £6.1 million of deferred issue costs. The remaining £6.0 million principal of the loan notes 2013 was redeemed on 30 July 2004. Therefore, prospectively the Group's finance expense will substantially consist of the Class A & B secured notes and related ancillary instruments that were issued in April 2003. The finance charge in the period relating to these instruments was £8.5 million (including amortisation of debt issue costs of £0.5 million). Outlook Although volumes in the first half of the year have been lower than expected, the Group continues to benefit from cost savings. Consequently, our expectations for the year remain positive. Consolidated profit and loss account (unaudited) 52 week period 26 week period ended ended 25 June 27 June 26 December 2004 2003 2003 Note £m £m £m Turnover 2 69.1 66.7 129.0 Gross profit 35.7 33.3 62.9 Other operating expenses (17.8) (19.6) (36.7) Other operating income 1.2 - 1.0 Operating profit before goodwill amortisation and exceptional items 20.0 16.7 32.0 Goodwill amortisation (2.9) (2.7) (5.6) Exceptional operating items 2.0 (0.3) 0.8 Operating profit and profit on ordinary activities before interest and tax 2 19.1 13.7 27.2 Net interest payable and similar charges before exceptional charges 3 (12.9) (15.0) (30.7) Exceptional interest payable and similar charges on redemption of debt 3 (10.1) - - Net interest payable and similar charges 3 (23.0) (15.0) (30.7) Loss on ordinary activities before tax 2 (3.9) (1.3) (3.5) Taxation 4 0.2 0.1 0.3 Loss on ordinary activities after tax (3.7) (1.2) (3.2) Equity minority interest - - (0.3) Loss for the financial period (3.7) (1.2) (3.5) Dividends declared 5 (1.5) - - Retained loss for the financial period (5.2) (1.2) (3.5) Basic loss per share 6 (7.2p) (4.5p) (13.2p) Interim dividend per share 1.875p - - The results have been derived wholly from continuing activities throughout the period. Statement of total recognised gains and losses (unaudited) There were no other gains or losses other than those included with the losses for the period, as shown above. Consolidated balance sheet (unaudited) 25 June 27 June 26 December 2004 2003 2003 Note £m £m £m Fixed assets Intangible assets 105.2 104.8 106.5 Tangible assets 84.3 83.7 86.2 Investments 1.0 1.0 1.0 190.5 189.5 193.7 Current assets Stocks 3.1 3.2 3.1 Debtors - amounts falling due within one year 20.0 18.5 20.8 - amounts falling due after more than one year 11.4 12.5 11.1 Cash at bank and in hand (See (a) 42.5 39.7 41.9 below) Total current assets 77.0 73.9 76.9 Creditors: amounts falling due within one year (37.5) (43.7) (47.1) Net current assets 39.5 30.2 29.8 Total assets less current liabilities 230.0 219.7 223.5 Creditors: amounts falling due after more than one year (189.0) (287.7) (293.1) Provisions for liabilities and charges (10.5) (9.6) (10.0) Net assets/(liabilities) 30.5 (77.6) (79.6) Capital and reserves Called up share capital 5.6 2.0 2.0 Share premium account 111.6 - - Other reserves (12.2) (12.3) (12.3) Profit and loss account (73.3) (65.8) (68.1) Equity shareholders' funds 8 31.7 (76.1) (78.4) Equity minority interest (1.2) (1.5) (1.2) Capital employed 30.5 (77.6) (79.6) (a) Certain cash balances are subject to restrictions. See note 7. Consolidated cash flow statement (unaudited) 52 week period 26 week period ended ended 25 June 27 June 26 December 2004 2003 2003 Note £m £m £m Net cash inflow from operating activities 9 26.1 23.3 41.9 Returns on investments and servicing of finance (22.7) (11.7) (16.3) Taxation (0.1) - - Capital expenditure and financial investments 7, 10 15.1 (3.8) (15.1) Acquisitions and disposals (1.5) (1.3) (7.7) Cash inflow before use of liquid resources and financing 16.9 6.5 2.8 Management of liquid resources 7 (9.2) - - Financing - issue of shares 115.2 - - - (repayment of)/increase in debt (115.6) 0.2 (0.9) Increase in cash in the period 7.3 6.7 1.9 Reconciliation of cash flow statement to movements in net debt 52 week period 26 week period ended ended 25 June 27 June 26 December 2004 2003 2003 £m £m £m Increase in cash in the period 7.3 6.7 1.9 Cash outflows from decrease in debt 115.6 4.3 7.2 Management of liquid resources 9.2 - - Change in net debt resulting from cash flows 132.1 11.0 9.1 Other non-cash changes (6.3) 2.6 (5.8) Movement in net debt in the period 125.8 13.6 3.3 Net debt at beginning of period (284.4) (287.7) (287.7) Net debt at end of period (158.6) (274.1) (284.4) Notes to the interim report 2004 1. Basis of preparation The interim financial statements have been prepared on the basis of the accounting policies set out in the Group's 2003 financial statements. The statements were approved by the Board of Directors on 5 August 2004 and are unaudited. The Group's auditors have carried out a review of the statements. The figures for the 52 week period ended 26 December 2003 have been extracted from the statutory financial statements which have been filed with the Registrar of Companies. The auditors' report on those financial statements was unqualified. The figures for the 26 week period ended 27 June 2003 have been extracted from the underlying accounting records and are unaudited. 2. Turnover and segmental analysis The turnover and operating profit before goodwill amortisation and exceptional items, by division, were as follows: 26 week period ended 25 June 2004 Operating profit/(loss) before goodwill Goodwill amortisation amortisation and and Operating Turnover exceptionals exceptionals profit/(loss) £m £m £m £m Funeral services 55.3 18.1 (1.5) 16.6 Crematoria 11.1 5.8 (0.5) 5.3 Pre-arranged funeral plans 2.7 1.0 1.1 2.1 Central overheads - (4.9) - (4.9) 69.1 20.0 (0.9) 19.1 Interest expense (23.0) Loss before tax (3.9) 26 week period ended 27 June 2003 Operating profit/(loss) before goodwill Goodwill amortisation amortisation and and Operating Turnover exceptionals exceptionals profit/(loss) £m £m £m £m Funeral services 53.2 15.7 (1.5) 14.2 Crematoria 10.4 4.7 (0.9) 3.8 Pre-arranged funeral plans 3.1 0.5 (0.1) 0.4 Central overheads - (4.2) (0.5) (4.7) 66.7 16.7 (3.0) 13.7 Interest expense (15.0) Loss before tax (1.3) 52 week period ended 26 December 2003 Operating profit/(loss) before goodwill Goodwill amortisation amortisation and and Operating Turnover exceptionals exceptionals profit/(loss) £m £m £m £m Funeral services 103.1 30.0 (3.3) 26.7 Crematoria 20.1 9.1 (1.9) 7.2 Pre-arranged funeral plans 5.8 1.1 0.8 1.9 Central overheads - (8.2) (0.4) (8.6) 129.0 32.0 (4.8) 27.2 Interest expense (30.7) Loss before tax (3.5) Operating profit is stated after goodwill amortisation and exceptional items, which comprise the following: • Goodwill amortisation of £2.9 million (2003: £2.7 million; 52 weeks to 26 December 2003: £5.6 million); • Recoveries2 of £1.2 million (2003: £nil; 52 weeks to 26 December 2003: £1.0 million); • Profit from sale of fixed assets of £0.8 million (2003: £0.2 million; 52 weeks to 26 December 2003: £0.3 million), principally arising from the sale of properties; and • Costs in connection with the whole business securitisation of £nil (2003: £0.5 million; 52 weeks to 26 December 2003: £0.5 million). 2 From time to time, the Group receives monies from certain of the pre-arranged funeral plan trusts ('the Trusts'), in line with the relevant Trust's deed, which have been assessed by the trustees as not required to ensure the Trust has sufficient assets to meet its future liabilities in respect of current members ('Recoveries'). All Recoveries are recognised as other operating income in the period in which the trustees approve their payment. 3. Net interest payable 52 week period 26 week period ended ended 25 June 27 June 26 December 2004 2003 2003 £m £m £m Interest payable and similar charges: £210 million class A and B secured notes 7.5 3.2 10.6 £210 million senior bridge finance - 4.2 4.2 Mezzanine bank loan redeemed 08 April 2004 2.1 3.7 7.2 Loan notes 2013 (see below) 2.6 3.7 7.7 Amortisation of deferred debt issue costs 1.0 0.6 1.4 Other loans 0.1 - 0.1 Unwinding of discounts 0.4 0.1 0.5 Interest payable and similar charges before exceptional items 13.7 15.5 31.7 Premium on early redemption of Mezzanine loan - exceptional 4.0 - - Amortisation of deferred debt issue costs - exceptional 6.1 - - Interest payable and similar charges 23.8 15.5 31.7 Interest receivable and similar income: Bank deposits (0.7) (0.4) (0.9) Debenture loan (0.1) (0.1) (0.1) Interest receivable and similar income (0.8) (0.5) (1.0) Net interest payable and similar charges 23.0 15.0 30.7 Following flotation, the Group redeemed the £40 million mezzanine loan and £57 million of the £63 million principal of the loan notes 2013, incurring an early redemption penalty of £4.0 million and writing-off £6.1 million of deferred issue costs. The remaining £6.0 million principal of the loan notes 2013 was redeemed on 30 July 2004. Further details are set out in the financial and operating highlights on page 3. 4. Taxation The taxation charge in the period is based on an estimated effective tax rate on profit before non tax deductible goodwill amortisation and exceptional items for the 53 week period ended 31 December 2004, less the associated net tax credit accruing to exceptional items. 5. Dividends On 5 August 2004, the directors approved an interim dividend of £1.5 million (2003: £nil), which equates to 1.875 pence per share, and will be paid on 29 October 2004 to those shareholders on the register at the close of business on 20 August 2004. 6. Earnings per share The calculation of basic loss per ordinary share has been based on the loss for the relevant period. There were no potentially dilutive shares in the period and hence fully diluted earnings per share are equivalent to basic earnings per share. On 31 March 2004, prior to admission to the Official List of the London Stock Exchange, the Company undertook a restructuring of its existing share capital: The 1,300,000 'A' ordinary £1 shares, the 400,000 'B' ordinary £1 shares and the 300,000 'C' ordinary £1 shares were converted to a single class of ordinary £1 shares and then subdivided into 26,521,740 ordinary shares of 7 pence each. The weighted average number of shares used for the current period is based on 26,521,740 shares prior to admission and 80,000,000 shares in issue after admission. The weighted average number of shares used for the comparative periods is 26,521,740. Loss attributable to shareholders - Basic EPS Weighted average no. of Per share Earnings shares amount £m millions pence 26 week period ended 25 June 2004 (3.7) 51.5 (7.2) 26 week period ended 27 June 2003 (1.2) 26.5 (4.5) 52 week period ended 26 December 2003 (3.5) 26.5 (13.2) The directors consider the information on page 5 to be a useful indication of underlying performance. 7. Cash at bank and in hand The cash at bank and in hand held by the Group includes the following balances: • an amount of £1.4 million (2003: £12.5 million; 52 weeks to 26 December 2003: £12.7 million) that is subject to a charge in favour of the holders of the loan notes 2012. This amount does not meet the definition of cash in FRS 1 'Cash Flow Statements'. • an amount of £9.0 million (2003: £4.6 million; 52 weeks to 26 December 2003: £8.7 million) which was required under the terms of the Group's secured borrowings to be used to pay interest and principal on the secured borrowings and related facilities. • an amount of £nil (2003: £nil; 52 weeks to 26 December 2003: £5.8 million) which (save for circumstance where the directors believed there may have been a risk of defaulting on the secured notes) could only be used in paying the interest and principal due on the Mezzanine loan. This amount did not meet the definition of cash in FRS 1. • an amount of £11.3 million (2003: £14.9 million; 52 weeks to 26 December 2003: £10.4 million) which is required to be retained in a separate account. This account may, in normal circumstances, only be used for acquiring tangible fixed assets and businesses (either trade and assets or share purchases). Included in this amount is £2.2 million (2003: £nil; 52 weeks to 26 December 2003: £1.0 million) relating to Recoveries, which may not be used for 12 months following receipt and hence does not meet the definition of cash in FRS 1. The amounts above that do not meet the definition of cash in FRS 1 have been treated as 'transfers from/(to) restricted bank accounts' in the cash flow statement and are reported within 'Capital expenditure and financial investment'. See note 10 for further information. Cash at bank and in hand also includes an amount of £9.2 million (2003: £nil; 52 weeks to 26 December 2003: £nil) which (save for circumstance where the directors believe there may be a risk of defaulting on the secured notes) may only be used in paying the interest and principal due on a loan between Dignity (2002) Limited and Dignity Mezzco Limited, both of whom are wholly owned subsidiaries of Dignity plc. This amount does not meet the definition of cash in FRS 1 and has been reported within 'management of liquid resources'. 8. Reconciliation of movement in shareholders' funds Profit Share and Share premium Other loss capital account reserves account Total £m £m £m £m £m Shareholders' funds as at 27 December 2002 2.0 - (12.3) (64.6) (74.9) Loss for the 26 weeks ended 27 June 2003 - - - (1.2) (1.2) Shareholders' funds as at 27 June 2003 2.0 - (12.3) (65.8) (76.1) Loss for the 26 weeks ended 26 December 2003 - - - (2.3) (2.3) Shareholders' funds as at 26 December 2003 2.0 - (12.3) (68.1) (78.4) Share issue 3.6 111.6 - - 115.2 Loss for the 26 weeks ended 25 June 2004 - - - (3.7) (3.7) Dividends (1.5) (1.5) Effects of Long Term Incentive Plan - - 0.1 - 0.1 Shareholders' funds as at 25 June 2004 5.6 111.6 (12.2) (73.3) 31.7 Total expenses of £7.8 million were charged to the share premium account in connection with the flotation. 9. Reconciliation of operating profit to net cash inflow from operating activities 52 week period 26 week period ended ended 25 27 June 26 December June 2004 2003 2003 £m £m £m Operating profit 19.1 13.7 27.2 Goodwill amortisation charges 2.9 2.7 5.6 Depreciation charges 3.7 4.1 7.8 Profit on disposal of fixed assets (0.8) (0.2) (0.3) Changes in working capital 1.5 3.3 1.8 Movement in provisions (0.3) (0.3) (0.2) Net cash inflow from operating activities 26.1 23.3 41.9 Included within the operating cash flows shown above are exceptional items charged and/or credited to operating profit. The cash effect of these items is as follows: • Cash outflows as a result of costs arising from the whole business securitisation of £nil (2003: £0.5 million; 52 weeks to 26 December 2003: £0.5 million); and • Cash inflows arising from Recoveries of £1.2 million (2003: £nil; 52 weeks to 26 December 2003: £1.0 million). 10. Capital expenditure and financial investment 52 week period 26 week period ended ended 25 June 27 June 26 December 2004 2003 2003 £m £m £m Purchase of tangible fixed assets (1.9) (2.4) (7.3) Transfers from/(to) restricted bank accounts (see note 7) 15.9 (0.2) (7.3) Construction bond - (2.0) (2.0) Sale of tangible fixed assets 1.1 0.8 1.5 Net cash inflow/(outflow) from capital expenditure and financial investment 15.1 (3.8) (15.1) 11. Interim statement Copies of the interim statement are available from the registered office, Plantsbrook House, 94 The Parade, Sutton Coldfield, West Midlands, B72 1PH, and at the Group's website www.dignityfuneralsplc.co.uk. 12. Securitisation In accordance with the terms of the securitisation carried out in April 2003, Dignity (2002) Limited (the holding company of those companies subject to the securitisation) has today issued reports to the Rating Agencies (Fitch and Standard & Poor's), the Security Trustee and the holders of the notes issued in connection with the securitisation confirming compliance with the covenants established under the securitisation. Copies of these reports are available at www.dignityfuneralsplc.co.uk. This information is provided by RNS The company news service from the London Stock Exchange

Companies

Dignity (DTY)
UK 100

Latest directors dealings