Interim Results

Worthington Nicholls Group plc 29 June 2007 Worthington Nicholls Group plc Interim results for the period ended 31 March 2007 Worthington Nicholls Group plc ('Worthington Nicholls', the 'Company' or 'Group '), one of the UK's leading installers of air conditioning, heating, ventilation and chilled water systems, announces interim results for the period ended 31 March 2007. Interim financial and business highlights: • Turnover of £8.8 million • Gross profit of £2.8 million • Loss before interest and tax of £174,000 • Raised £6 million before expenses towards identified acquisitions • Expansion into Europe implemented • Acquired Lumenglow Limited (December 06) Post-interim financial and business highlights: • Approximately £34 million of revenue in total currently invoiced or contracted to year end • Current new business pipeline of £61.3 million • Raised a further £20 million before expenses for working capital requirements and additional acquisitions in May 2007 • Current cash bank balance of approximately £13 million • Acquired Woods Holdings Wilmslow Limited, Euro Property Services (London) Limited and Classic Interiors Contractors Limited in May 2007 • Secured first ever 'F' gas compliance contract with IHG Managed Services, part of the global Intercontinental Hotels Group Peter Worthington, Chairman of Worthington Nicholls, said: 'Having secured our first 'F' gas contract recently, we believe this regulation driven market will be a strong driver for future growth, and we are devoting considerable marketing and sales resource to this opportunity. Looking forward, further acquisitions are an important part of our growth strategy and we are currently reviewing a number of potential targets. I am very pleased with the development of the Group to date and have full confidence of its continued performance in the future.' Enquiries, please contact: Worthington Nicholls 0870 609 1829 Mark Worthington, Chief Executive David Levis, Corporate Director Gresham PR 020 7404 9000 Neil Boom Blue Oar Securities 020 7448 4400 Rhod Cruwys / Romil Patel Chairman's statement Worthington Nicholls Group plc has had a productive period in the half-year to 31 March 2007. Moreover, since the six-month period under review the Group has also completed a further three acquisitions, taking the total number of companies acquired since Worthington Nicholls joined AIM last June to five. Integration of the recent acquisitions is progressing well, and we are of the opinion that they will all prove to be positive additions to the Group. We are also encouraged by the fact that the two companies we acquired in 2006 are performing well, and that our operational management and staff have the ambition, skills and experience that will enable us to become Europe's leading independent installers of air conditioning systems in hotels, shops and offices. Also in the period reviewed there was a successful share placing in December 2006 which raised a total of £6 million before expenses for identified acquisitions. This was followed by a more recent placing in May 2007 which raised an additional £20 million before expenses, giving the Group the significant cash resources for further acquisitions and continued organic expansion. Results for the interim period ended March 2007 The financial results for the six months ended 31 March 2007 show that the Group delivered revenues of £8.8 million, gross profit of £2.8 million and a loss before interest and tax of £174,000. As the Company was only incorporated on 3 February 2006 and the Group was only formed on 6 June 2006, there is no comparative information available for the six months to 31 March 2006. Our investors may be aware that we generally see a split in turnover which is weighted towards the second half of the year. This year, the split has been more pronounced than normal, which is largely due to a number of the large contracts finishing at roughly the same time, causing a lag before we were able to start on new contracts. Work on these new contracts has now begun. The Board does not believe it is likely that the second half weighting trend will become more pronounced going forward and that this anomaly is likely to be a one-off caused by the way the contracts have fallen this financial year. The Group has seen a rapidly increasing revenue run rate to date with Q1 revenue of £2.6 million and Q2 revenue of £6.2 million. Post the interim period, the Group has achieved revenue of approximately £10 million to date in Q3 and so far, has approximately a further £15 million in revenue already contracted and scheduled to take place within the financial period ending 30 September 2007. Today, we can report that currently we have submitted tenders for approximately £61.3 million worth of additional new business. This represents a decrease of £23.7 million in the new business pipeline figure from that reported in April 2007's trading statement, which is a function of the Company's ability to convert its business pipeline into contracted revenue. Of the £23.7 million decrease in the pipeline, £8.42 million of this has been converted into contracted revenue, representing a conversion rate of 36%. We expect profit margins across the Group to remain stable for the full year as a whole recognising the benefit derived from the increased run rate of revenue in the second half of the financial year. In the interim period to 31 March 2007, the Group recorded administrative expenses of approximately £3 million. The increased overheads, relative to revenue, are due to costs associated with investing in a new sales team and contracts commencing in the second half of the financial year. Given the projected revenue run rate increase from contracted revenue and the new business pipeline, we are looking forward to a busy end to the year. Our cash position at the end of March 2007 showed we had £0.5 million in the bank. Following a placing in May 2007, raising £19 million (net of expenses), the Group currently has approximately £13 million of cash in the bank. From the proceeds of the placing, £3.5 million has been utilised in completing the 3 most recent acquisitions and £2.5 million has been used to repay short-term bank borrowings. It is the intention of the Company to utilise its strong balance sheet and its financial resources to continue to expand the Group through both organic growth and acquisitions. New Contracts Earlier this month we announced the signing of a significant maintenance contract with IHG Managed Services, part of the global Intercontinental Hotels Group. This was a key milestone in our development of the Group, not only because of the nine-year length of the contract, but also because it is the first major contract that will enable us to help our client comply with the new European Union 'F' gas legislation, which comes into force on 4 July 2007 and demands the phasing out and replacement of R22 refrigerant gases with more environmentally-friendly alternatives. Worthington Nicholls sees the R22 replacement market as a very significant potential driver of new growth, the market for which independent analysts value at over £7 billion in the UK alone. As a group, we have been actively highlighting our services to existing and potential clients to enable them to comply with this legislation. Naturally, we were delighted to have secured this first 'F' gas compliance contract with IHG Managed Services. Another strategically significant contract win was the installation of new and replacement air conditioning systems into the Park Hotel in Amsterdam. Park Hotel is owned by Grand City Hotels & Resorts, which has a hotel estate of approximately 3,000 additional bedrooms in Germany. Having won the mandate for the Park Hotel in Amsterdam, we hope to secure further hotel contracts from Grand City Hotels & Resorts in Western Europe. During the period under review, the Group has also secured additional contracts from Q2 Solutions Pty Limited, De Vere, Hotel du Vin, the Paramount Group, Q Hotels Group and the Malmaison chain. Dividend Our policy is to pay a full-year dividend only. Accordingly, at this stage in the Group's development, we do not propose an interim dividend Future Prospects Having secured our first 'F' gas contract recently, we believe this market will be a strong driver for future growth, and we are devoting considerable marketing and sales resource to this regulation driven market. Looking forward, further acquisitions are an important part of our growth strategy and we are currently reviewing a number of potential targets. I am very pleased with the development of the Group to date and have full confidence of its continued performance in the future. Peter Worthington Group Chairman 29 June 2007 FINANCIAL RESULTS: CONSOLIDATED PROFIT AND LOSS ACCOUNT Unaudited 6 months ended 31 March 2007 Note £'000s Turnover 8,841 Cost of sales (6,039) _______ Gross profit 2,802 Administrative expenses (3,024) Other operating income 48 _______ Operating (loss)/profit (174) Other interest receivable and similar income 2 Interest payable and similar charges (125) _______ (Loss)/profit on ordinary activities before (297) taxation Taxation on (loss)/profit on ordinary activities 2 89 _______ Retained (loss)/profit (208) _______ Earnings per ordinary share: - Basic 3 (0.29p) - Diluted 3 (0.28p) The Group has no recognised gains or losses other than the results reported above. The results above also represent the historic cost profit. CONSOLIDATED BALANCE SHEET Unaudited 31 March 2007 £'000s Fixed assets Intangible assets 29,051 Tangible assets 1,914 _______ 30,965 _______ Current assets Stock and work in progress 944 Debtors and prepayments 12,792 Cash at bank and in hand 485 _______ 14,221 Creditors: amounts falling due within one year (4,964) _______ Net current assets 9,257 _______ 40,222 Total assets less current liabilities Creditors: amounts falling due after more than one year (1,458) _______ Net assets 38,764 _______ Capital and reserves Called up share capital 735 Share premium account 36,772 Merger reserve 663 Profit and loss account 594 _______ Equity shareholders' funds 38,764 _______ RECONCILIATION OF MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS Unaudited 31 March 2007 £'000s Retained (loss)/profit for the period (208) Equity dividend paid (294) FRS20 - Share based payments 109 New share capital subscribed (net of expenses) 6,042 Transfer to merger reserve 75 _______ Net movement in equity shareholders' funds 5,724 Opening equity shareholders' funds 33,040 _______ Closing equity shareholders' funds 38,764 _______ CONSOLIDATED CASH FLOW STATEMENT Unaudited 31 March 2007 £'000s Net cash outflow from operating activities (4,052) Returns on investments and servicing of finance Interest received 2 Interest paid (91) Interest element of hire purchase contracts (34) _______ (123) _______ Taxation (328) _______ Capital expenditure and financial investment Purchase of tangible fixed assets (252) _______ (252) _______ Acquisitions Cash consideration (net of cash balances acquired) (182) _______ Dividends Equity dividend paid (294) _______ Net cash outflow before management of liquid (5,231) resources and financing _______ Financing Repayment of loans and borrowings (18) Proceeds from issue of equity shares (net of 6,042 expenses) Capital element of hire purchase repayments 46 _______ 6,070 _______ Increase in cash in the period 839 _______ ANALYSIS OF NET DEBT Unaudited 30 September Cash flow Acquisitions/ 31 March 2006 Transfers 2007 £'000s £'000s £'000s £'000s Cash at bank and in 519 (44) 10 485 hand Overdraft (967) 935 (62) (94) (448) 891 (52) 391 Debt due within one year (19) 18 (130) (131) Debt due after one year (1,077) - 30 (1,047) Loan notes (325) - - (325) Obligations under hire purchase contracts (104) (46) (19) (169) Net debt (1,973) 863 (171) (1,281) NOTES TO THE INTERIM FINANCIAL RESULTS 1 Basis of preparation The Group's Interim Results consolidate the results of the Company and its subsidiary companies made up to 31 March 2007. The information set out does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The interim financial information has been prepared on the basis of accounting policies set out in the statutory accounts for the period ended 30 September 2006, with the exception of accounting for share based payments. This follows the adoption of Financial Reporting Standard 20 (FRS 20 - Share-based Payments) for the year ending 30 September 2007. In accordance with the standard, the cost of share options awarded to employees measured by reference to their fair value at the date of grant is recognised over the vesting period of the options based on the number of options which, in the opinion of the Directors, will ultimately vest. The cost of the share options is charged to the profit and loss account and transferred within reserves. No adjustment is required to comparative figures for the period ended 30 September 2006. 2 Taxation The charge for taxation on the loss for the 6 months ended 31 March 2007 is based on an effective rate of 30% which has been calculated by reference to the projected charge for the full year. 3 Earnings per ordinary share Basic earnings per ordinary share represents the loss for the period of £208,000 divided by the weighted average number of ordinary shares in issue of 70,744,110. The diluted earnings per ordinary share is based on 73,646,717 ordinary shares, the difference to the basic calculation representing the additional shares that would be issued on the conversion of all the dilutive potential ordinary shares. There is no material difference to earnings if all the dilutive potential ordinary shares are converted. 4 Comparative period The Company's comparative interim period to 31 March 2006 showed a profit and loss of nil, as, at the date of such reporting the Group had not yet been formed. As such, no comparative information has been disclosed. 5 Accounts and interim announcement Copies of the Interim Report will be sent to all shareholders in due course. Additional copies will be available from Worthington Nicholls Group Plc, Ground Floor, Barons Court, Manchester Road, Wilmslow, Cheshire SK9 1BQ. This information is provided by RNS The company news service from the London Stock Exchange
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