Final Results

Hill & Smith Hldgs PLC 26 March 2002 HILL & SMITH HOLDINGS PLC PRELIMINARY RESULTS HIGHER OPERATING PROFITS AND DIVIDENDS Hill & Smith Holdings PLC ('Hill & Smith' or 'the Company') has announced substantially increased operating profits and an increased dividend. The Company has reported that operating profits before exceptional items and goodwill amortisation have more than trebled to £15.7 million for the 15 months ended 31 December 2001, compared with £4.8 million for the year ended 30 September 2000. This represents an increase, on an annualised basis, of 162% The Board is recommending a final dividend of 1.25p a share, which, when added to the two interim dividends already declared, makes a total dividend of 5.45p. This represents an annualised equivalent increase of 3.8 percent over last year. Earnings per share before exceptional items and goodwill amortisation rose to 12.01p from 7.63p, an increase of 26 per cent on an annualised basis. Highlights of the results for the 15 month period (comparatives for the year ended 30 September 2000) were: 2001 2000 • Turnover £241.8m £58.9m • Operating profit before exceptional items and goodwill £15.7m £4.8m amortisation • Profit before taxation before exceptional items and £10.1m £4.1m goodwill amortisation • Earnings per share before exceptional items and 12.01p 7.63p goodwill amortisation • Proposed final dividend of 1.25p, making a total of: 5.45p 4.20p • Net debt reduced to £52.1 million by 31 December 2001 from the level of £78.0 million immediately following the acquisition of Ash & Lacy Plc • Acquisition of Ash & Lacy Plc successfully completed and integrated with costs of rationalisation absorbed. The trading results include those of Ash & Lacy Plc and its subsidiaries from 2 November 2000, the effective date of acquisition. Since the completion of the acquisition of Ash & Lacy Plc, a number of actions have been taken to realise the benefits of the takeover. These included the closure of Ash & Lacy's head office, the sale of surplus properties and the integration and rationalisation of business operations including some site closures. A vigorous programme of capital expenditure was maintained which will help provide a basis for future profit growth. Hill & Smith's Chairman, David Winterbottom, said: 'I am pleased to report further progress made by the Group in the fifteen month period ending 31 December 2001. 'A number of actions were taken during the period to realise the benefits of the Ash & Lacy plc takeover. 'We continue to seek out opportunities which will further enhance the value of the Group. 'Whereas volumes and margins have generally fallen in our commodity-based businesses, demand is increasing in many of our larger businesses, which are benefiting from increased infrastructure and construction spending in the UK. 'The current trading period has started in line with our expectations and, if market conditions remain stable, I look forward to another satisfactory performance this year.' Ends For further information contact: David Grove Tel: 0121 704 7430 (Chief Executive) Catriona Valentine Rawlings Financial PR Tel: 01756 770376 Chairman's Statement General Following the takeover of Ash & Lacy Plc and the change of year end to December, I am pleased to report further progress made by the Group in the fifteen month period ending 31 December 2001. Turnover during the period increased to £241.8 million (2000: £58.9 million) resulting in a substantial increase in operating profit before exceptional items and goodwill amortisation to £15.7 million (2000: £4.8 million). Profit before exceptional items, goodwill amortisation and tax increased to £10.1 million for the fifteen month period (2000: £4.1 million). The Ash & Lacy Plc contribution to these figures is included for fourteen months from 2 November 2000. A number of actions were taken during the period to realise the benefits of the Ash & Lacy Plc takeover. These actions included the closure of the Ash & Lacy head office, closure of operating sites, property disposals and other rationalisation measures. Adjusted earnings per share increased to 12.01p per share for the fifteen month period to 31 December 2001. The annualised equivalent is 9.61p per share (2000: 7.63p) which represents an increase of 26% on the previous year. As a consequence of the financing of the takeover of Ash & Lacy Plc the Group's net debt peaked at approximately £78.0 million and I am pleased to report that by 31 December 2001 this had been reduced to £52.1 million which represents gearing of 152%. During the financial period we continued to invest in modern equipment and new products, particularly in our companies supplying the robust infrastructure market in the UK. We continue to seek out opportunities which will further enhance the value of the Group. Dividends The Board is pleased to recommend a final dividend of 1.25p per share which, when added to the two interim dividends already declared, amounts to a total dividend for the fifteen month period of 5.45p per share (2000: 4.2p). The annualised equivalent is 4.36p per share, which represents an increase of 3.8%. Based on the adjusted earnings per share this dividend is covered 2.2 times. Board structure and employees In September 2001 Mr Simon Knott retired from the Board having reached 70 years of age. Simon served as a director for twenty years and I would like to thank him personally for his valuable contribution to the Group over two decades. We all wish Simon a long and happy retirement. I would also like to thank all our employees for their support and efforts during the period under review. They are indeed our most valuable asset. Outlook Trading conditions continue to be mixed in the various markets we supply. Whereas volumes and margins have generally fallen in our commodity-based businesses, demand is increasing in many of our larger businesses, which are benefiting from increased infrastructure and construction spending in the UK. The current trading period has started in line with our expectations and if market conditions remain stable I look forward to another satisfactory performance this year. David Winterbottom Chairman 26 March 2002 Consolidated Profit and Loss Account For the fifteen months ended 31 December 2001 15 months ended 31 December 2001 Year ended 30 September 2000 (As restated) Notes Before Exceptional Goodwill Total Before Exceptional Goodwill Total exceptional items amortisation exceptional items amortisation items and items and goodwill goodwill amortisation amortisation £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Turnover 1 Continuing operations: Existing operations 76,333 - - 76,333 58,858 - - 58,858 Acquisitions 165,516 - - 165,516 - - - - ------- ------- ------- ------- ------- ------- ------- ------- Total Turnover 241,849 - - 241,849 58,858 - - 58,858 ======= ======= ======= ======= ======= ======= ======= ======= Operating Profit 1 Continuing operations: Existing operations 5,790 (2,245) (224) 3,321 4,770 - (150) 4,620 Acquisitions 9,906 (4,142) (1,562) 4,202 - - - - ------- ------- ------- ------- ------- ------- ------- ------- Total operating profit 15,696 (6,387) (1,786) 7,523 4,770 - (150) 4,620 ======= ======= ======= ======= ======= ======= ======= ======= Loss on sale of - (1,106) - (1,106) - (64) - (64) businesses Profit on sale of - 1,179 - 1,179 - 464 - 464 fixed assets ------- ------- ------- ------- ------- ------- ------- ------- Profit on ordinary 1 15,696 (6,314) (1,786) 7,596 4,770 400 (150) 5,020 activities before interest Net interest payable (5,611) - - (5,611) (668) - - (668) ------- ------- ------- ------- ------- ------- ------- ------- Profit on ordinary 10,085 (6,314) (1,786) 1,985 4,102 400 (150) 4,352 activities before taxation Tax on profit 2 (2,933) 1,997 - (936) (1,142) 30 - (1,112) ------- ------- ------- ------- ------- ------- ------- ------- Profit on ordinary 7,152 (4,317) (1,786) 1,049 2,960 430 (150) 3,240 activities after taxation Minority interests (11) - - (11) - - - - ------- ------- ------- ------- ------- ------- ------- ------- Profit for the period 7,141 (4,317) (1,786) 1,038 2,960 430 (150) 3,240 ======= ======= ======= ======= ======= ======= Dividends (3,792) (1,621) ------- ------- Retained (loss) / (2,754) 1,619 profit for the period ======= ======= Earnings per share 3 12.01p (7.26p) (3.00p) 1.75p* 7.63p 1.11p (0.39p) 8.35p* Diluted earnings per3 11.98p (7.24p) (3.00p) 1.74p* 7.61p 1.11p (0.39p) 8.33p* share * FRS 3 Consolidated Balance Sheet As at 31 December 2001 31 December 2001 30 September 2000 As restated £'000 £'000 Fixed assets Intangible assets 28,248 3,213 Tangible assets 44,399 17,470 Investments 225 1,365 ------- ------- 72,872 22,048 Current assets Stocks 16,785 7,632 Debtors: due after one year 5,526 65 Debtors: due within one year 48,997 17,624 ------ 54,523 ------- 17,689 Cash and deposits 4,664 288 ------- ------- 75,972 25,609 Creditors: amounts falling due within one year Borrowings and finance leases (15,744) (4,590) Other creditors (49,990) (17,712) ------- ------- (65,734) (22,302) Net current assets 10,238 3,307 Total assets less current liabilities 83,110 25,355 Creditors: amounts falling due after one year Borrowings and finance leases (41,056) (287) Other creditors - (18) ------- ------- (41,056) (305) Provisions for liabilities and charges (7,660) (1,035) ------- ------- Net assets 34,394 24,015 ======= ======= Share capital and reserves Called up share capital 15,245 9,654 Share premium 3,338 135 Capital redemption reserve 238 238 Revaluation reserve 733 1,781 Other reserves 4,088 - Profit and loss account 10,706 12,171 ------- ------- Equity shareholders' funds 34,348 23,979 Equity minority interests 46 36 ------- ------- 34,394 24,015 ======= ======= Consolidated Cash Flow Statement For the fifteen months ended 31 December 2001 15 months ended 31 Year ended December 2001 30 September 2000 Notes £'000 £'000 Net cash flow from operating activities 4a 25,189 4,213 Returns on investments and servicing of 4b (5,005) (669) finance Taxation (1,469) (386) Capital expenditure 4c 6,517 (475) Acquisitions and disposals 4d (72,355) (729) Equity dividends paid (3,370) (1,632) --------- --------- Cash flow before financing (50,493) 322 Financing Issue of new shares 5,874 4 Loan advances 67,500 - Loan repayments (15,349) (3,500) Redemption of loan notes (28) - Repayments of capital element of finance (381) (378) leases Purchase of own shares - (198) --------- --------- 57,616 (4,072) --------- --------- Increase / (decrease) in cash in the period 7,123 (3,750) ========= ========= Reconciliation of net cash flow to movement in net debt Increase / (decrease) in cash 7,123 (3,750) Cash (inflow) / outflow from borrowings (51,742) 3,878 --------- --------- Change in net debt resulting from cash flows (44,619) 128 New finance leases (1,169) (284) Loan notes issued as part of acquisition (1,759) - --------- --------- Movement in net debt in the period (47,547) (156) Net debt at the start of the period 4e (4,589) (4,433) --------- --------- Net debt at the end of the period 4e (52,136) (4,589) ========= ========= Consolidated Statement of Total Recognised Gains and Losses For the fifteen months ended 31 December 2001 15 months ended Year ended 31 December 2001 30 September 2000 As restated £'000 £'000 Profit for the period 1,038 3,240 (Unrealised deficit) / realised surplus on revaluation of (146) 126 properties Currency translation differences on overseas net investments - (54) ------- ------- Total recognised gains and losses relating to the period 892 3,312 ======= Prior period adjustment (see note 2) (705) ------- Total recognised gains and losses since last annual report 187 ======= Note of Consolidated Historical Cost Profits and Losses For the fifteen months ended 31 December 2001 There is no material difference between the results as shown in the profit and loss account and their historical cost equivalent. Reconciliation of movement in Group Shareholders' Funds For the fifteen months ended 31 December 2001 Group 15 months ended 31 Year ended December 2001 30 September 2000 As restated £'000 £'000 Profit for the period 1,038 3,240 Dividends (3,792) (1,621) ------- ------- (2,754) 1,619 Goodwill previously written off to reserves 387 - Other recognised net gains and losses relating to the period (146) (54) New ordinary share capital issued 12,882 4 Purchase of own shares - (198) ------- ------- Net increase in shareholders' funds 10,369 1,371 Opening shareholders' funds (originally £24,684,000 restated 23,979 22,608 for prior period adjustment of £705,000) ------- ------- Shareholders' funds at the end of the period 34,348 23,979 ======= ======= Notes to the Financial Statement 1. Segmental Information 15 months ended 31 December 2001 Year ended 30 September 2000 As restated Turnover Operating Profit Net Turnover Operating Profit Net Profit* before assets profit* before assets interest and interest and tax tax £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 Building and Construction Products Continuing operations: 71,115 5,922 1,336 28,184 52,704 4,643 4,893 27,780 Existing operations 114,757 6,414 3,622 16,080 - - - - Acquisitions -------- -------- -------- -------- -------- -------- -------- -------- Total 185,872 12,336 4,958 44,264 52,704 4,643 4,893 27,780 ======== ======== ======== ======== ======== ======== ======== ======== Industrial Products Continuing operations: Existing operations 5,218 (132) (183) 1,127 6,154 127 127 874 Acquisitions 50,759 3,492 2,821 17,803 - - - - -------- -------- -------- -------- -------- -------- -------- -------- Total 55,977 3,360 2,638 18,930 6,154 127 127 874 ======== ======== ======== ======== ======== ======== ======== ======== Total operations Continuing operations Existing operations 76,333 5,790 1,153 29,311 58,858 4,770 5,020 28,654 Acquisitions 165,516 9,906 6,443 33,883 - - - - -------- -------- -------- -------- -------- -------- -------- -------- Total 241,849 15,696 7,596 63,194 58,858 4,770 5,020 28,654 ======== ======== ======== ======== ======== ======== ======== ======== Tax and dividends (6,003) (3,179) Long term debtors and other 1,091 (84) provisions Net borrowings (52,136) (4,589) Goodwill 28,248 3,213 -------- -------- Total Group 34,394 24,015 ======== ======== By geographical origin UK 237,643 15,696 7,602 33,537 56,255 4,698 4,948 23,857 Rest of World 4,206 - (6) 857 2,603 72 72 158 -------- -------- -------- -------- -------- -------- -------- -------- Total 241,849 15,696 7,596 34,394 58,858 4,770 5,020 24,015 ======== ======== ======== ======== ======== ======== ======== ======== Turnover by geographical destination UK 217,577 49,299 Rest of Europe 9,907 1,760 Asia 3,155 3,158 USA 8,434 4,457 Rest of World 2,776 184 -------- -------- Total 241,849 58,858 ======== ======== * Operating profit is stated before exceptional items and goodwill amortisation 2. Taxation on profit on ordinary activities 15 months ended Year ended 31 December 2001 30 September 2000 As restated £'000 £'000 UK corporation tax on profits of the period 424 1,155 Adjustments in respect of prior periods (195) (250) ------- ------- 229 905 Deferred taxation: origination and reversal 707 207 of timing differences ------- ------- 936 1,112 ======= ======= The Group has adopted FRS19: Deferred Tax. This has resulted in the restatement of the comparative figures increasing the deferred tax charge for the year ended 30 September 2000 by £233,000, turning the previously reported credit of £26,000 into a charge of £207,000. There is no material effect on the current year tax charge. 3. Earnings per share The weighted average number of shares in issue during the period was 59,481,873 (2000: 38,777,907), diluted for the effects of outstanding share options 59,592,569 (2000: 38,897,976). Earnings per share have been calculated on earnings of £1,038,000 (2000: £3,240,000) and earnings per share before exceptional items and goodwill amortisation on earning of £7,141,000 (2000: £2,960,000). Earnings per share before exceptional items and goodwill amortisation have been shown because the Directors consider that this gives a more meaningful indication of the underlying performance of the Group. 4. Notes to the Cash Flow Statement 15 months ended 31 December 2001 Year ended 30 September 2000 Before Exceptional items Total Total exceptional items and goodwill and goodwill amortisation amortisation £'000 £'000 £'000 £'000 (a) Reconciliation of operating profit to net cash inflow from operating activities Operating profit 15,696 (8,173) 7,523 4,620 Income on investment properties (805) - (805) - Depreciation 7,225 - 7,225 1,822 Amortisation of goodwill - 1,786 1,786 150 (Profit) / Loss on sale of fixed assets (147) 66 (81) - Change in working capital: 3,948 50 3,998 (725) Stocks 6,101 1,307 7,408 (3,145) Debtors (1,774) (91) (1,865) 1,491 Creditors and provisions ------- 8,275 ------ 1,266 ----- 9,541 ----- (2,379) ------- -------- ------- ------- Net cash inflow from operating activities 30,244 (5,055) 25,189 4,213 ======= ======= ======= ======= (b) Returns on investments and servicing of finance Rents received 779 - Interest received 194 2 Interest paid (5,916) (589) Interest element of finance lease rentals (62) (82) ------- ------- (5,005) (669) ======= ======= (c) Capital expenditure Purchase of fixed assets (9,063) (1,989) Sale of fixed assets 15,580 1,514 ------- ------- 6,517 (475) ======= ======= (d) Acquisitions and disposals Purchase of subsidiary undertakings and (63,489) (665) businesses Sale of businesses (net of disposal costs) 661 (64) Net bank balances acquired (9,527) - ------- ------- (72,355) (729) ======= ======= (e) Analysis of net debt 30 September 2000 Cash Flow Other non-cash 31 December 2001 changes £'000 £'000 £'000 £'000 Cash at bank and in hand 288 4,376 - 4,664 Overdrafts (2,747) 2,747 - - ------- -------- ------- ------- (2,459) 7,123 - 4,664 Debt due within one year (1,375) (12,283) (1,759) (15,417) Debt due after one year - (39,840) - (39,840) Finance leases (755) 381 (1,169) (1,543) ------- -------- ------- ------- Net debt (4,589) (44,619) (2,928) (52,136) ======= ======= ======= ======= Notes 1. The proposed final dividend will be paid on 8 July 2002 to shareholders on the register on 10 May 2002 (ex-dividend date 8 May 2002). 2. The financial information set out in this preliminary announcement does not constitute the company's statutory accounts for the period ended 31 December 2001 or the year ended 30 September 2000. Statutory accounts for 2000 have been delivered to the Registrar of Companies and those for 2001 will be delivered following the company's annual general meeting. The auditors have reported on those accounts; their reports were unqualified and did not contain statements under Section 237(2) or (3) of the Companies Act 1985. 3. The Annual Report will be posted to shareholders on 19 April 2002, and will be available from the registered office at Springvale Industrial and Business Park, Bilston, West Midlands, WV14 0QL. 4. The Annual General Meeting will be held at The Copthorne Hotel, The Waterfront, Level Street, Brierley Hill, at 12.30 hours on Monday 27 May 2002. 5. Financial Calendar: Annual General Meeting 27 May 2002 Payment of proposed final dividend 8 July 2002 Interim results announcement for the period to 30 June 2002 September 2002 Payment of interim dividend January 2003 Preliminary announcement of results to 31 December 2002 March 2003 6. This preliminary announcement of results for the period ended 31 December 2001 was approved by the Directors on 26 March 2002. This information is provided by RNS The company news service from the London Stock Exchange
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