Final Results - Year Ended 30 September 1999

Leeds Group PLC 14 December 1999 Preliminary Results Year Ended 30 September 1999 'Leeds Group restructuring to establish platform for growth' Closure of Scott & Rhodes branch and appreciating Sterling contributed to turnover reduction from £73.6m to £61.1m All divisions contributed to operating profit of £3.5m before exceptional items Exceptional items were £7.6m, principally from fixed asset impairment and closure of Scott & Rhodes branch Despite impact of exceptional costs on shareholders' funds, strong cashflow has reduced gearing to 21% (1998: 28%) Net cash inflow from operating activities was £11.2m (1998: £3.0m) Net debt reduced from £12.0m to £7.5m, a level not significantly higher than finance lease debtors of £6.3m Earnings per share of 4.7p before exceptional items (1998: 10.2p) Total dividend of 3.0p (1998: 7.0p) 'Following the completion of our strategic review, I am confident that the actions we intend to take over the next twelve months will place the Group firmly on its road to recovery' Chris Marsden, Chief Executive FULL STATEMENT ATTACHED Enquiries: Chris Marsden Ian Hunter Chief Executive Citigate Dewe Rogerson Ltd Leeds Group plc Today: 0171-638 9571 Today: 0171-638 9571 (9.00am - 12.00noon) Thereafter: 0121-631 2299 Thereafter: 01943 876222 Mobile: 0468 502172 -2- Preliminary Results for the year ended 30 September 1999 STATEMENT BY THE CHAIRMAN, ROBERT WADE The last twelve months have been a period of considerable transformation for the Group as we re-define the scope of our activities to match the rapidly changing trading environment. 1999 was the second successive year of turmoil in virtually every part of the European textile industry. Many of our customers and competitors have closed or been reduced to loss- making, and against this challenging background, it is some evidence of our Group's strength that, before charging exceptional items, we have made a profit in every division. Clearly, however, we cannot accept the current inadequate return on investment, and the Board has resolved to take whatever steps are necessary to restore profitability to former levels. Chris Marsden, our Chief Executive, was appointed a year ago and has completed a comprehensive strategic review of all the Group's activities. We now have a clear plan of where we shall dispose or consolidate, and where we can see some prospects that justify further tactical investment. The necessary actions are already underway, and the coming months will see the re-shaping of the Group. The size of our traditional textile base is being realigned to our expectations of demand, and we are expanding the scope both of our European import / distribution division and of Leeds Leasing. Both these subsidiaries have continued to grow successfully, and in each case we have taken steps to expand sales and to reinforce the excellent management teams. Tom Ashdown, our Managing Director until last March, will retire as a Non-Executive Director at the end of December. I am sincerely grateful to Tom for the huge contribution that he has made to the Group over many years. A new Finance Director, Malcolm Wilson, was appointed in April, and he has supervised the implementation of a new Group-wide IT system which will ensure better controls and faster reaction. In preparation for the plans that we have authorised, the Balance Sheet has been strengthened by a reduction in gearing from 28% to 21%. It is likely that there will be further exceptional items next year, before the re-shaping of the Group is completed. I wrote in my Interim Statement that the Board believes that our dividend should be covered by net earnings before exceptional items. We recommend that the interim of 1p should be followed by a final dividend of 2p per share. Since 20 May, I have become Non-Executive Chairman. I have found working with Chris Marsden and his team very stimulating, and I am grateful to our workforce who have co- operated fully in the face of many changes. I do not expect rapid relief from the trading difficulties of the textile industry, and we are not relying on market recovery to improve our financial performance. However, I have no doubt that we have the leadership which is required to meet the challenges, that we have taken the immediate actions to address short term issues, and that the Board is evolving the appropriate strategy to widen our longer term opportunities. I confidently expect that the new year will start to reflect the benefits of these. -3- Preliminary Results for the year ended 30 September 1999 OPERATING REVIEW BY THE CHIEF EXECUTIVE, CHRIS MARSDEN My first Operating Review as Chief Executive is written in a difficult trading environment. As our Chairman has reported, the past year has seen continued adverse pressure in most of the markets in which we operate. Against such a demanding backdrop we have succeeded, before charging exceptional items, in producing a positive result in all divisions. This reflects firstly the inherent strengths of a number of components of the Group, and secondly the capability and determination of our people to perform admirably in demanding markets. Both of these factors will stand us in good stead for the future, and I extend my personal thanks to all members of the Group for their impressive contributions over the past year. UK DYEING UK Dyeing produced a relatively strong performance in a market that has declined in its traditional apparel sectors. However, we have progressively moved away from apparel and targeted other sectors, such as transport and furnishings, which remain buoyant with prospects for growth. Our strategy over the past year has comprised three key elements: a structured cost reduction programme which has been successfully delivered; a focus on customer service including rapid response to customer requirements as lead times become ever shorter; and the development of technical capabilities in order to be able to process an ever wider substrate base, particularly in areas additional to wool, which are critical to market growth. These factors have enabled us to enter the next Millennium in a very strong position within the UK's technical dyeing sector. We have also confirmed during the year investment in an extension of the finishing facilities and a new dyehouse for Schofield Cloth Finishers. The new facilities will be completed by Spring 2000, and will not only strengthen Schofields' position as the dyer and finisher for the Scottish market, but will also create the ability to supply the other markets in the UK. UK PRINTING Strines benefited from the capital expenditure of the past few years, and again delivered a solid performance, reinforcing its position as the UK's leading technical textile printer. Sharps produced a good result, and we are planning modest capital investments in support of enhanced customer service, which will provide additional benefits in the year ahead. Walsden has delivered a performance in line with expectations in a difficult trading environment, retaining a strong customer base. However, despite strenuous management efforts having been deployed to improve efficiency, margins have suffered further erosion. -4- The textile printing business Calprina was acquired in October 1999 from Crowson Fabrics, one of the UK market leaders in home furnishings. In making this acquisition, we were able to secure 'preferred supplier' status with Crowson, thereby strengthening the Group's position as a leading edge supplier to this quality sector. CLG (HOLDING) BV Brummen Itex, the distribution arm of Brummen, had another successful year and saw the benefits from the new warehouse and showrooms which came into operation in 1998. The outlook continues to be promising, given the increasing trend for imported goods from developing countries. Itex is in a good position to exploit this opportunity in the future as a result of its strengths and experience in this arena. In contrast, Campo suffered this year due to an unanticipated downturn in demand, particularly in the sportswear sector. Recovery is slow, but we are finalising plans designed to accelerate an improvement in business performance. Panhuizen Panhuizen has been adversely affected by the difficulties experienced in the European printing market, which has resulted in lower sales and profitability. However, it still retains its position as the quality supplier of screens to the printing market, following a number of modest investments and technical developments over the past year. It is expected that Panhuizen's profitability will improve as a result of an agreement recently implemented, whereby Panhuizen will supply an increasing proportion of the Group's screen requirements. NEMESIS It has been a year of change for Nemesis in that, over the past few months, we have appointed a new management team in Italy. The Prandoni family, from whom Leeds Group originally purchased Nemesis, had management contracts which expired in the early part of 1999. By mutual agreement these were not renewed, allowing us the opportunity to bring in new blood to lead Nemesis in what remain difficult market conditions. Improvements in manufacturing efficiency in previous years have provided Nemesis with world-class production facilities and one of the lowest cost bases in Europe. These, coupled with improved routes to market, should enable Nemesis to begin to deliver more positive results over the next few years. LEASING Leeds Leasing enjoyed another successful year, and matched last year's record levels of profits and new business written, despite falling interest rates and intensifying competition from larger lenders seeking to enter the niche entertainment, leisure and catering markets we serve. December 1999 will see the retirement of Adrian Wardner who has led the company as Managing Director throughout the seventeen years of its history. We wish Adrian well in retirement, and thank him for his efforts which mean that his successor, John Blanchflower, has inherited a robust base on which to build. John has spent his whole career in a leasing environment and his wide experience, coupled with the Board's intent to pursue a policy of controlled growth, is expected to result in growth in the current year in both the range of products offered and the markets in which we operate. -5- OUTLOOK In summary, whilst we face testing market conditions, we have the benefit of diversity of businesses within the Group, which provides us with an advantage over many companies in our sector. This is underpinned by a solid financial base creating a platform for future growth. Following the strategic review, it is now clear that structural change is unavoidable if we are to deliver future success for our shareholders. I am confident that the actions we intend to take over the next twelve months, combined with the strength and commitment of our management team, will place the Group firmly on its road to recovery. -6- Preliminary Results for the year ended 30 September 1999 FINANCIAL REVIEW BY THE FINANCE DIRECTOR, MALCOLM WILSON PROFIT & LOSS ACCOUNT Turnover for the year, at £61.1m, was £12.5m (17%) below that achieved in the previous year. Of this reduction, £2.5m arose from the closure last December of the Scott & Rhodes branch, while £2.3m reflected the adverse translation impact on the sales of the Dutch and Italian subsidiaries caused by the appreciation in the year of Sterling against the Guilder (6.4%) and the Lira (6.6%). Turnover from continuing businesses at constant exchange rates thus fell by £7.7m (11%) of which £2.3m arose in Holland (principally in the Campo business), £2.0m in Italy, and £3.7m in the UK Dyeing operations, partly as a result of lower wool prices. Turnover in the UK Printing division and in Leeds Leasing increased by £0.1m and £0.2m respectively. The Group responded to this reduction in sales volumes by strict control of variable costs, but the increase in unit fixed costs at lower activity levels meant that gross margins declined from 24% in 1998 to 23% in 1999. Similarly, although distribution and administrative expenses in the continuing businesses were below the level of last year, this was not sufficient to prevent the decline in operating profit, before exceptional items, from £6.4m to £3.5m, and operating margins from 8.7% to 5.8%. Net interest expense fell from £743,000 in 1998 to £631,000 which reflected lower interest rates and a level of net debt which fell throughout the year. Interest cover, before exceptional items, was 5.6 (1998: 8.6). Exceptional items amounting to £7.6m were charged in the year in respect of the closure of Scott & Rhodes, redundancies around the Group, and the reduction in the carrying value of certain assets. These are dealt with in notes 9 and 10 to the accounts. The effective rate of tax on Group profits before exceptional items increased to 39.8% (1998: 34.1%), as a result of a sharp increase in the effective tax rate in Italy. The exceptional costs attracted tax relief of £0.7m. Before exceptional costs, basic earnings per share were 4.7p (1998: 10.2p) with dividend cover of 1.6 (1998: 1.4). CASH FLOW & NET DEBT In the year the Group generated £11.2m cash from operating activities which was more than three times the level of both 1998 operating cash flow and 1999 operating profit before exceptional items. This reflected a reduction in stocks of 31% and the success in recovering cash following the fraud which was described last year in the Chairman's Statement. -7- Additions to fixed assets in the year were £2.6m (1998: £2.6m) and, taking into account the change in capital creditors, the cash expended on fixed assets amounted to £3.2m (1998: £4.1m). Capital additions in both 1998 and 1999 were substantially less than the Group's depreciation charge, and the directors consider that this is likely to continue in the foreseeable future. Net debt was reduced in the year by £4.5m, from £12.0m to £7.5m. The directors are determined to maintain the focus on managing debt with the twin objectives of minimising the interest burden on current activities and making possible bolt- on acquisitions to core businesses with minimum recourse to unutilised facilities. BALANCE SHEET The level of working capital was considerably reduced during the year. The stock reduction referred to above was offset in part by an associated reduction in trade creditors, but improved debtor control resulted in trade debtors falling by appreciably more than the reduction in turnover. Leeds Leasing produced a strong performance in the year and grew the debtor book by 19% to £6.3m, a level which represents more than 80% of net Group debt. Just as the Group's profits have proved more resilient than those of most companies in the textile sector, so the balance sheet remains relatively strong. Although shareholders' funds were reduced by £6.9m of post-tax exceptional items in the year, capital gearing at the year end was a modest 21% (1998: 28%). TREASURY The Treasury policy of the Group continues to be aimed at minimising the financial risk of exchange rate movements, and at matching the funding requirement in a cost effective fashion with a judicious combination of short and medium term debt. It is not Group policy to hedge the translation of profits earned in overseas subsidiaries, nor to hedge their balance sheets except to the extent that it is possible to match their net assets with foreign currency debt. Transactional exposures on sales and purchases arise chiefly in the European subsidiaries and are minimised by the Group policy requiring forward exchange contracts to be entered into as sales are made, or orders for materials are placed. The major part of the Group's debt consists of borrowing in Holland and Italy, where interest rates in 1999 were considerably less than those of the UK. The mix of fixed and floating rate debt is regularly reviewed, as is the debt maturity profile. At the year end, debt of £5.3m was at fixed rates averaging 4.4%, debt repayable between 12 and 24 months was £3.9m, and debt payable between 2 and 5 years was £1.5m. -8- YEAR 2000 COMPLIANCE The Group has taken the necessary steps to ensure that computer systems have Year 2000 compliance. In the UK, the accounting systems at Head Office and all branches have been replaced at a capital cost of £225,000, while those in Europe have been modified where necessary at modest cost charged against profit in 1999. A comprehensive review of date sensitive manufacturing equipment led to a programme of work of varying intensity at each of our branches, which for some time now have been accepting into their systems transactions to be completed in the year 2000, and the directors have no reason to believe that any potential problems remain unresolved. ECONOMIC & MONETARY UNION Our European subsidiaries were well prepared for the launch of the Euro in January 1999. In the UK, all of our branches have implemented new financial computer systems as the first phase of a national programme to install fully integrated software. These systems are capable of meeting the demands of any future British entry to the single currency mechanism, and any further costs necessary in this context will be charged against profit as incurred. -9- Consolidated Profit And Loss Account for the year ended 30 September 1999 1999 1998 Before Exceptional Exceptional Items Items Total £000 £000 £000 £000 Turnover 61,057 - 61,057 73,553 Cost of sales (46,997) - (46,997) (55,909) ------- ------ ------- ------- Gross profit 14,060 - 14,060 17,644 Distribution costs (1,158) - (1,158) (1,436) Administrative expenses (9,392) (6,197) (15,589) (9,826) ------- ------ ------- ------ Trading (loss) / profit 3,510 (6,197) (2,687) 6,382 Other operating income 4 - 4 13 ------- ------ ------ ------ Operating (loss) / profit 3,514 (6,197) (2,683) 6,395 Termination of a business operation - (1,384) (1,384) - ------- ------ ------ ------ (Loss) / profit before interest 3,514 (7,581) (4,067) 6,395 Interest receivable and similar income 58 - 58 260 Interest payable and similar charges (689) - (689) (1,003) ------- ------ ------ ------- (Loss) / profit on ordinary activities before taxation 2,883 (7,581) (4,698) 5,652 Tax on (loss) / profit on ordinary activities (1,148) 708 (440) (1,928) ------- ------ ------ ------- (Loss) / profit on ordinary activities after taxation for the financial year 1,735 (6,873) (5,138) 3,724 Equity dividends paid and proposed (1,098) - (1,098) (2,562) ------- ------ ------ ------ (Unrecovered loss)/ retained profit for the financial year 637 (6,873) (6,236) 1,162 ======= ====== ====== ====== Basic (loss) / earnings per ordinay share 4.7p (18.7)p (14.0)p 10.2p ======= ====== ====== ===== Fully diluted (loss) / earnings per ordinary share 4.7p (18.7)p (14.0)p 10.2p ======= ====== ====== ====== All the Group's results are derived from continuing operations during the current and preceding year. Consolidated Statement Of Total Recognised Gains And Losses 1999 1998 £000 £000 (Loss) / profit for the financial year (5,138) 3,724 Foreign currency translation differences (844) (15) ------ ------ Total recognised gains and losses relating to the year (5,982) 3,709 ====== ====== -10- Consolidated Balance Sheet at 30 September 1999 1999 1998 £000 £000 Fixed assets Tangible assets 27,243 34,926 ------ ------ Current assets Stocks 6,965 10,156 Debtors 15,575 23,465 Finance lease debtors 6,329 5,325 Total debtors 21,904 28,790 Cash at bank and in hand 2,809 1,918 ------ ------ 31,678 40,864 Creditors: amounts falling due within one year (16,524) (28,378) ------ ------ Net current assets 15,154 12,486 Of which: due within one year 12,163 9,475 debtors due after more than one year 2,991 3,011 ------ ------ Total assets less current liabilities 42,397 47,412 Creditors: amounts falling due aftger more than one year (5,489) (2,887) Provisions for liabilities and charges (1,740) (1,777) Accruals and deferred income (20) (520) ------ ------ Net assets 35,148 42,228 ====== ====== Capital and reserves Called up equity share capital 9,150 9,150 Share premium account 15,832 15,832 Profit and loss account 10,166 17,246 ------- ------ Equity shareholders' funds 35,148 42,228 ======= ====== -11- Consolidated Cash Flow Statement for the year ended 30 September 1999 1999 1998 £000 £000 Cash inflow from operating activities 11,193 2,967 Return on investments and servicing of finance (642) (743) Taxation (1,660) (2,293) Capital expenditure (2,963) (3,107) Equity dividends paid (2,050) (2,562) Cash inflow / (outflow) before financing 3,878 (5,738) Financing 2,920 (554) ------ ------ Increase / (decrease) in cash in the year 6,798 (6,292) ====== ====== Reconciliation Of Net Cash Flow To Movement In Net Debt 1999 1998 £000 £000 Increase / (decrease) in cash in the period 6,798 (6,292) Cash (inflow) / outflow from increase in debt and lease financing (2,920) 554 ------ ------ Change in net debt resulting from cash flows 3,878 (5,738) Translation difference 654 12 ------ ------ Movement in net debt 4,532 (5,726) Net debt at beginning of the year (12,035) (6,309) ------- ------ Net debt at end of the year (7,503) (12,035) ======= ======= -12- Notes 1. A final dividend of 2.0p per share is proposed, making a total of 3.0p for the year (1998: 7.0p). If approved, this will be paid on 25 January 2000 to shareholders on the Register on 24 December 1999. 2. Exceptional items of £7.6m were charged in the year in respect of: £m Impairment of tangible fixed assets 5.0 Termination of a business operation 1.4 Amounts written off pre-paid screens 0.5 Redundancy and other costs 0.7 ________ 7.6 ======= These exceptional items resulted in cash outflows of £1.3m before taking into account the associated tax credit of £0.7m. 3. The financial information set out on Pages 9 to 11 does not constitute the Company's statutory accounts for the year ended 30 September 1999 or the year ended 30 September 1998 but is derived from those accounts. 4. Statutory accounts for the year ended 30 September 1998 have been delivered to the Registrar of Companies, and those for the year ended 30 September 1999 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. 5. Full accounts will be sent to shareholders on 23 December 1999. Further copies will then be available from the Company's Registered Office: Carter House, Guiseley, Leeds LS20 8NH.

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