Interim Results - 6 Months to 31 March 2000

Diploma PLC 16 May 2000 DIPLOMA PLC INTERIM RESULTS FOR 6 MONTHS ENDED 31 MARCH 2000 Diploma PLC, the specialised distribution group, today announces its interim results for the six months ended 31 March 2000. Highlights Six months ended Year ended 31 March 30 September 2000 1999 1999 Group Sales £46.9m £125.3m £241.9m Profit before tax and £5.3m £5.6m £11.0m exceptionals Profit before tax after £10.7m £7.8m £20.2m exceptionals Earnings per share* 17.9p 11.5p 32.0p Adjusted earnings per 7.1p 7.2p 14.0p share* Net assets per share* 205p 170p 187p - Continued re-shaping of the Group to focus on growth opportunities and release shareholder value - Considerations at above, or the top end of estimates, achieved in divesting mature subsidiaries - two year programme has now generated £75m - Return of £50.3m of capital (£1.00 per share) to shareholders, completed just after the half year in April 2000 - Continued focus on the new core of Specialised Distribution businesses with investments in new products, geographic expansion, e-commerce and management development, to provide the foundation for growth *Per share figures are based on the old Diploma PLC's 50.3m issued shares. In April 2000, a substantial return of capital was made by means of a Scheme of Arrangement. For every 2 old Diploma PLC shares, shareholders received 1 new Diploma PLC share and £2.00 in cash. The number of shares in issue has been reduced to 25.2m new Diploma PLC shares. For further information please contact:- Christopher Thomas, Chairman or Bruce Thompson, Chief Executive Officer Diploma PLC 020 7638 0934 INTERIM REPORT FOR THE SIX MONTHS ENDED 31 MARCH 2000 CHAIRMAN'S STATEMENT We have continued to re-shape the Group to focus on growth opportunities and release shareholder value. Considerations at above, or at the top end of estimates have been achieved in divesting mature subsidiaries, and shareholders have received direct benefit in a tax effective manner through the return of capital. Following the major divestments, for the six months ending 31st March 2000, turnover at £46.9m was less than half that of the comparable period (£125.3m). Operating profit from the continuing activities (before head office charges) was level at £4.3m, while interest and property rental received, broadly balanced profits from divested operations. Profit before tax, exceptional items and minority interests reduced by 5% to £5.3m (£5.6m). Cash flow was good with operating activities producing £5.4m in the half year. During the half year, the divestments of the SEI Macro Group and Robert Lee were completed. These divestments, along with the sale of certain properties, generated cash receipts of £44.5m in the half year and net exceptional gains of £5.8m. The net cash balance at the end of March 2000 was £69.0m before the return of capital. Unadjusted earnings after tax and minority interests were £9.0m or 17.9p per share, against £5.9m or 11.5p per share for the comparable period. After excluding exceptional items, adjusted earnings after tax and minority interests were £3.6m (£3.7m) or expressed in earnings per share terms 7.1p(7.2p). After the end of the half year, in April 2000, the planned return of surplus capital was completed by means of a Scheme of Arrangement. For every 2 Diploma shares, shareholders received 1 new Diploma share and £2.00 in cash. This achieved the result of returning £50.3m of surplus capital to shareholders, while reducing the number of shares in issue to 25.2m shares. The costs involved in implementing the Scheme were £0.4m. Broadly adjusting the results to take out interest received on the subsequent return of capital and profits on businesses divested in the period, earnings per new ordinary share before exceptional items would be 10.1p. We intend to make an interim dividend payment of 5.0p per share on 3rd July 2000, to the holders of the 25.2m new Diploma ordinary shares on the register at 5th June 2000. This payment of £1.3m compares with the £2.3m payment at the prior half year, which represented 4.5p for each of the 50.3m shares then in issue. SPECIALISED DISTRIBUTION Specialised Distribution comprises the businesses operating in the areas of Life Sciences, Seals and Components and Interconnect Products. Although performance varied in the different business segments, combined Divisional sales increased by 7% to £30.8m (£28.8m) with operating profits of £4.8m (£4.7m). Life Sciences This business area, centred on Anachem, supplies the Pharmaceutical & Biotechnology industries with a range of analytical instrumentation, consumables and related services. Sales and operating profits were somewhat lower than the comparable period, primarily due to shortfalls in the sale of capital equipment to the more established sectors. The core Pharmaceutical sector, in particular, continues to be affected by delayed customer expenditure during industry consolidation. Recent actions to upgrade its product portfolio should put Anachem in an improved position as market growth resumes. A positive development has been Anachem's growing presence in the emerging sector of Bio-instrumentation. Anachem has quickly built a portfolio of new instrumentation and software products to service this segment. This has been the lead product line in the start up operation in Germany, A1 Biotech, which is developing well in line with plans. Seals & Components Hercules, the principal company in this business area, is a catalogue based distributor of hydraulic seals and other components, supplied for repair and maintenance applications into a broad range of mobile machinery markets in North America, as well as to selected industrial OEM's. Hercules has achieved a 12.5% growth in sales over the comparable period, and 30% growth in operating profits, within a market which generally has performed strongly. The launch of a range of new catalogues in early 2000, along with associated sales and marketing initiatives, should position Hercules well for continued growth when the market returns to more normal levels of demand. In the period, the remaining 7% minority interest in Hercules was acquired. In the UK, FPE has continued to perform steadily in a tight market. Again, considerable time and resources have been invested in the first set of FPE's UK/European catalogues which were launched in April 2000. Interconnect The IS Group, comprising Rayfast and Sommer, and Abacon are distributors of high performance wiring, thermal shrink fit components and interconnect products, supplied into high technology applications. The IS Group has produced modest growth in sales and operating profits over the comparable period. In Germany, Sommer has performed well in a recovering German manufacturing sector, delivering sales and profit increases and establishing a broader geographic coverage in Germany. Rayfast was held back in the UK by continuing difficult market conditions but made further progress in selling to a range of continental European territories. Abacon made a small operating loss following increases in inventory provisions. More broadly, progress has been made in expanding, with a broader range of products, into the chosen focus sectors of Aerospace, Motorsport and Defence. SPECIAL STEELS & BUILDING PRODUCTS The continuing Special Steels and Building Products companies again showed a loss at the operating level of £0.5m, compared with a loss of £0.4m in the comparable period, on sales reduced to £12.4m from £15.8m. Special Steels The Special Steels businesses of Henry Whitham, AG Alloys and Carbon & Alloy Metals all made operating losses in the half year, but showed some improvement compared with the second half of FY99. Healthy oil prices combined with modest increases in OPEC oil production have created improved confidence among the oil majors, but they are still exercising caution in their exploration and production investment programmes. Growth in global capital expenditure on oilfield equipment, is forecast this year to be only 10-15% above the very depressed levels of last year. The recovery will vary geographically depending on the relative cost of extracting the oil as well as on risk levels. Carbon & Alloy Metals, focused on Houston-based customers serving the Gulf of Mexico, has already experienced some improvement and in recent months has moved back into modest profitability. By contrast, Henry Whitham and AG Alloys which are more dependent on the North Sea, are still experiencing reduced levels of demand. The emphasis remains on cost reduction. Building Products Robert Lee contributed £0.2m of operating profit before its divestment in January 2000 and Williamson Cliff operated at break-even levels over the half year. DISCONTINUED BUSINESSES In October 1999, the sale of the SEI Macro Group was completed for a basic consideration of £37.5m. This has generated a surplus over net assets in the half year of £6.0m from which has been deducted £1.4m of goodwill already written off to reserves, yielding a net exceptional gain of £4.6m. £1.6m of the consideration was retained in an interest bearing escrow account, to be released in four tranches over a twelve month period. To date, two of the payments have been made as scheduled. Certain assets, principally properties, with a net book value of £3.3m, were retained in the Group for eventual sale. There will be an adjustment to the consideration based on completion accounts when finalised. In January 2000, the sale of Robert Lee was completed for the sum of £5.2m with an adjustment for actual net assets following completion. This sale has generated an exceptional gain of £1.5m. PROSPECTS Following the return of capital, the Group is now more closely focused on a smaller core of specialised distribution businesses with the potential for long term profitable growth by supplying expanding sectors of the world economy. Growth strategies are being implemented for this new core of businesses with investments in new products, geographic expansion, e-commerce and management development, to provide a strong foundation for long term growth. With approaching £20m of cash (80p per share), we have the resources to fund organic growth, as well as the acquisition of suitable complementary businesses in our core areas. Christopher Thomas Chairman DIPLOMA HOLDINGS PLC - GROUP PROFIT AND LOSS ACCOUNT Six months ended Six months ended Year ended 31 March 2000 31 March 1999 30 Sept 1999 Sales Profit Sales Profit Sales Profit £m £m £m £m £m £m Continuing operations: Specialised Distribution 30.8 4.8 28.8 4.7 57.9 9.4 Special Steels and Building Products 12.4 (0.5) 15.8 (0.4) 26.4 (1.6) Total continuing operations 43.2 4.3 44.6 4.3 84.3 7.8 Discontinued operations: Electronic Components - - 61.9 0.7 122.5 1.7 Special Steels and Building Products 3.7 0.2 18.8 1.4 35.1 2.8 46.9 125.3 241.9 Head office expenses (0.7) (0.7) (1.4) Operating profit 3.8 5.7 10.9 Exceptional items:- Disposals:- Surplus of proceeds Over net asset value 7.6 2.2 9.3 Goodwill previously w/off to reserves (1.4) - (0.2) Profit on disposals 6.2 2.2 9.1 Return of capital costs (0.4) - - Properties - write down less profit on sales (0.4) - 0.1 5.4 2.2 9.2 Profit before interest 9.2 7.9 20.1 Net interest receivable/ ( payable) 1.5 (0.1) 0.1 Profit on ordinary activities before tax 10.7 7.8 20.2 United Kingdom taxation (1.3) (1.6) (3.4) Overseas taxation (0.3) (0.2) (0.4) (1.6) (1.8) (3.8) Profit on ordinary 9.1 6.0 16.4 activities after tax Minority interests (0.1) (0.1) (0.3) Profit for the financial period 9.0 5.9 16.1 Dividends (1.3) (2.3) (4.5) Retained profit 7.7 3.6 11.6 Earnings per share: On profit for the financial period 17.9p 11.5p 32.0p Elimination of exceptional items, net of tax and minorities (10.8) (4.3p) (18.0p) Adjusted 7.1p 7.2p 14.0 Dividends per share 2.5p* 4.5p 9.0p *The equivalent of the 5p actually to be paid on the new shares of Diploma PLC DIPLOMA HOLDINGS PLC - GROUP BALANCE SHEET 31 March 2000 31 March 1999 30 Sept 1999 £m £m £m £m £m £m Tangible fixed assets 16.7 28.9 21.1 Intangible fixed assets 1.4 - 0.8 18.1 28.9 21.9 Current assets Stocks 18.6 45.7 339.8 Debtors 20.6 43.9 43.2 Tax recoverable after more than one year - 0.5 - Cash at bank and in hand 69.2 10.6 24.5 108.4 100.7 107.5 Creditors - amounts falling due within one yr Bank overdrafts 0.2 3.6 1.7 Bank loan 3.0 - 2.9 Taxation 4.2 2.8 1.7 Dividend payable 1.3 2.3 2.2 Other creditors 12.7 28.3 23.8 21.4 37.0 32.3 Net current assets 87.0 63.7 75.2 Total assets less current 105.1 92.6 97.1 liabilities Creditors - amounts falling due after more than one year Bank loans - 3.0 - Taxation - 1.1 - Provisions 0.4 0.4 - 0.4 4.5 - Net assets employed 104.7 88.1 97.1 Capital and reserves Called-up share capital 2.5 2.5 2.5 Capital redemption reserve 0.4 0.4 0.4 Share premium account 12.7 12.5 12.7 Profit and loss account 87.5 70.0 78.3 Shareholders' funds 103.1 85.4 93.9 Minority interests 1.6 2.7 3.2 104.7 88.1 97.1 DIPLOMA HOLDINGS PLC - GROUP CASH FLOW Six months ended Six months ended Year ended 31 March 2000 31 March 1999 30 Sep 1999 £m £m £m £m £m £m Operating profit 3.8 5.7 10.9 Depreciation 1.0 2.0 4.0 Profit on sale of fixed assets 0.2 0.1 - Decrease in stocks 0.9 1.0 4.9 (Increase) / decrease in debtors (1.6) 3.2 1.8 Increase / (decrease) in creditors 1.1 (0.1) (0.7) Cash flows from operating activities 5.4 11.9 20.9 Investment returns and servicing of finance Net interest received/(paid) 1.5 (0.1) 0.1 Dividends paid to minority interests - (0.1) - 1.5 (0.2) 0.1 Exceptional item Reduction in closure costs - 0.1 - Taxation (0.5) (1.6) (5.6) Capital expenditure Purchase of tangible fixed assets (1.4) (3.9) (5.5) Sale of tangible fixed assets 1.1 0.6 0.9 (0.3) (3.3) (4.6) Acquisitions Acquisition of subsidiaries (1.3) and shares (1.2) - Disposals Disposals proceeds 42.0 2.1 20.1 Net (cash)/overdrafts in disposals 1.6 - (2.2) 43.6 2.1 17.9 Equity dividends paid (2.3) (5.0) (7.3) Cash flows before financing 46.2 4.0 20.1 Financing Purchase of own share capital - (0.1) (0.1) Movement in cash in period 46.2 3.9 20.0 Cash at beginning of period 24.5 6.6 6.6 Overdrafts at beginning of period (1.7) (3.8) (3.8) Bank loans at beginning of period (2.9) (2.8) (2.8) Net funds at beginning of period 19.9 - - Currency translation variance (0.1) 0.1 (0.1) Cash at end of period 69.2 10.6 24.5 Overdrafts at end of period (0.2) (3.6) (1.7) Bank loans at end of period (3.0) (3.0) (2.9) Net funds at end of period 66.0 4.0 19.9 Notes to the Interim Accounts 1. These accounts are for Diploma Holdings PLC (previously named Diploma PLC). Under the Scheme of Arrangement which came into effect after 31st March 2000, the new Diploma PLC acquired Diploma Holdings PLC. 2. Reconciliation of movement in shareholders' funds Six months ended Six months ended Year ended 31 March 2000 31 March 1999 30 Sept 1999 £m £m £m Retained profit 7.7 3.6 11.6 Purchase of own share - (0.2) capital (0.1) Goodwill written back on 1.4 - 0.2 disposals Currency translation 0.1 0.1 0.2 variances Proceeds of share issue - - 0.1 9.2 3.5 12.0 Shareholders' funds at 93.9 81.9 81.9 beginning of period Shareholders' funds at end 103.1 85.4 93.9 of period 3. This interim report is unaudited, has not been reviewed by the auditors and has been prepared using the accounting policies set out in the Annual Report and Accounts for the year ended 30 September 1999. The financial information for the full year 1999 has been extracted from the statutory accounts of the Group on which the auditors gave an unqualified report. A copy of those accounts has been filed with the Registrar of Companies. 4. Post balance sheet event On 25th April 2000, Diploma Holdings PLC paid £50.3m to its shareholders by a return of capital. Diploma PLC's Registered Office is at 20 Bunhill Row, London, EC1Y 8UD. Tel: 020 7638 0934 Fax: 020 7638 7651. Registered Number 3899848

Companies

Diploma (DPLM)
UK 100

Latest directors dealings