Final Results

LPA Group PLC 24 January 2001 LPA Group Plc NEWS RELEASE PRELIMINARY ANNOUNCEMENT OF RESULTS FOR YEAR ENDED 30TH SEPTEMBER 2000 KEY POINTS * SALES UP 0.7% TO £10.4m * LOSS BEFORE TAX £0.155m * LOSS PER SHARE BASIC (1.60p) * DIVIDENDS FINAL UNCHANGED 1.40p TOTAL UP 3.7% TO 2.80p * PROFITS HELD BACK BY RAIL VEHICLE INVESTMENT DELAYS (LPA INDUSTRIES RAIL BUSINESS DECLINED 16.4%) AND ELIMINATION OF AGEING PRODUCTS. * ACQUISITION OF ELECTRONIC ENCLOSURE MANUFACTURER HASWELL ENGINEERS LIMITED AND INVERTER, POWER SUPPLY AND RAIL VEHICLE LIGHTING MANUFACTURER EXCIL ELECTRONICS LIMITED COMPLETED. * ROBUST LONG TERM ORDER BOOKS, PENT UP DEMAND FOR RAIL PRODUCTS, AEROSPACE, AND DEFENCE PRODUCTS. * EXCELLENT CONTRIBUTION FROM CHANNEL ELECTRIC EQUIPMENT. * STRENGTHENED MANAGEMENT TEAM. * MAJOR CAPITAL INVESTMENT PROGRAMME UNDERWAY. Peter Pollock, Chief Executive, commented 'although the results are very disappointing, the shortfall is mainly due to the delays in orders for new rail vehicles and we have completed the review of our product lines which has resulted in the discontinuation of a number of ageing products. Channel made a positive contribution but LPA Industries had a very difficult time. Haswell has started the new year well although Excil remains dependent on rail vehicle contracts which ought to start contributing in the second half.' ENQUIRIES Peter Pollock LPA Group Plc 07881 626 123 or 01799 512800 Ian Dighe Bridgewell Corporate Finance 020 7523 5804 Russell Cook Teather & Greenwood 020 7655 4000 PRELIMINARY ANNOUNCEMENT YEAR ENDED 30th SEPTEMBER 2000 KEY FINANCIAL INFORMATION 2000 1999 £'000 £'000 TURNOVER 10,366 10,297 OPERATING (LOSS)/PROFIT (75) 1,095 (LOSS)/PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION (155) 1,065 (LOSS)/PROFIT ON ORDINARY ACTIVITIES AFTER TAXATION (163) 786 DIVIDENDS (295) (274) EARNINGS PER SHARE (1.60p) 7.74p DIVIDENDS PER SHARE 2.80p 2.70p GEARING Net debt to shareholders' funds 88.6% Nil PRELIMINARY ANNOUNCEMENT YEAR ENDED 30th SEPTEMBER 2000 CHAIRMAN'S STATEMENT Results The year ended 30 September 2000 proved to be unexpectedly difficult due mainly to continuing and persistent delays to the rail industry replacement programme of 'out of date rolling stock'. Clearly the problems associated with the rail infrastructure encountered during the year have been a major distraction to the Strategic Rail Authority, and the promised orders for the replacement of Mark 1 Slam door stock have not materialised. LPA Industries sales of railway equipment actually fell 16.4% from £3,138,000 to £2,623,000 during a period when the investment in new rolling stock was expected to accelerate. Importantly the loss of sales was not due to business being lost but simply the delay in the investment programme. The Group is strongly positioned to take advantage of the reinvestment in rail vehicles, which must occur soon if the Strategic Rail Authority's plans are to be met. The foregoing problems resulted in a Group pre-tax loss of £155,000. Consequently, earnings per share dropped from 7.74p in 1999 to a loss of 1.60p in the year ended 30 September 2000. This is on Group sales of £10.336m, virtually unchanged from last year, despite a contribution of £1.077m from acquisitions. Whilst LPA Industries incurred a substantial loss, Channel Electric Equipment again made an excellent contribution to profits. The acquisitions of Haswell Engineers and Excil Electronics made a small negative contribution in the short period they have been in the Group. LPA Industries and Excil Electronics, with their substantial exposure to the rail industry, suffered and are continuing to suffer from the delays in the rail investment programme. At LPA Industries it was decided during the year to withdraw certain ageing product lines from the market and rationalise the product range. This contributed to the loss. Management changes have been made at both LPA Industries and Excil. Acquisitions In June the Group acquired Haswell Engineers, the Clacton based manufacturer of high quality electronic enclosures for a maximum consideration of £1.0m. Haswell Engineers has made a sound start, expanding the Group's exposure to the telecoms and electronics markets. Haswell Engineers will supply the Group's future requirements for enclosures and structures for rail equipment. In July the acquisition of Excil Electronics, the Normanton based manufacturer of power supplies, inverters and lighting systems for rail vehicles was completed for a maximum consideration of £1.8m. This was subsequently reduced to £1.55m through the operation of a mechanism based on net assets at completion. The level of order entry in the period of our ownership has been encouraging. The prospects for the business are expected to improve as the rail vehicle replacement programme gets under way. Cash A total of £1.9m cash was spent on the acquisitions including the assumption of £1.5m debt. The Group took out a £3.5m term loan repayable over ten years to finance the acquisitions and a major capital expenditure programme. The group closed the year with cash in hand on current account. Dividends and Annual General Meeting Despite the difficult trading conditions during the period under review, and because there are signs of improvement, albeit not yet satisfactory, your Board is recommending that the final dividend be maintained at 1.40p (1999: 1.40p). This, together with the 7.7% increase in the interim dividend to 1.40p, makes a total of 2.80p (1999: 2.70p) for the year, an increase of 3.7%. The dividend is not covered by earnings. Subject to approval by shareholders at the Annual General Meeting of the company to be held at noon on 8 March 2001 at the offices of Bridgewell Corporate Finance, 21 New Street, Bishopsgate, London, EC2M 4HR, the proposed final dividend (net) of 1.4p per share (1999: 1.4p), will be paid on 12 March 2001 to all Ordinary Shareholders on the Register at the close of business on 23 February 2001. Board Changes I relinquished my executive responsibilities with the Group on 30 June 2000, but I am delighted to continue as Non-Executive Chairman. Stephen Brett joined the group as Finance Director and Company Secretary on 4 December 2000. He was formerly Vice President Finance of the Environmental Control Division of Invensys Plc. His broad industrial experience will prove invaluable as the Group meets its challenges of substantial growth both organic and through acquisition. Sheena Trueman has left the Group board, but will continue with the Group as Finance Director of LPA Industries. Employees Patricia Hodges, a past main board director, retired from LPA Industries after thirty-one years continuous service, and I take the opportunity to wish her a long and happy retirement. Our people continue to be the Group's most valuable asset. The Group is committed to extending the implementation of 'Investors In People'. Prospects Channel Electric Equipment and Haswell Engineers have made an excellent start to the new year. Excil Electronics should benefit from the pick-up in rail projects earlier than LPA Industries which is part way through a rationalisation plan. Overall the Group has made a slow start to the new financial year but, with the increasing investment in the rail market, it is in a strong position to grow organically. Michael Rusch Chairman 23 January 2001 PRELIMINARY ANNOUNCEMENT YEAR ENDED 30th SEPTEMBER 2000 CHIEF EXECUTIVE'S REVIEW Trading Results Despite a contribution of £1.077m from the two acquisitions made in June and July, turnover only increased 0.7% from £10.297m to £10.366m which underscores the difficult trading conditions encountered particularly during the second half of the year ended 30 September 2000. As a consequence a pre tax loss of £155,000 was incurred despite another good performance by Channel Electric Equipment. LPA Industries suffered severely from delays in the award of contracts for new rail vehicle equipment and incurred a significant loss. Elsewhere demand was flat with a number of aerospace and defence projects delayed. The rail market has the potential to be very strong with several thousand trains to be built over the next few years, but many of the contracts for the replacement of the obsolete Mark 1 slam door stock have yet to be placed. The main reason for this delay is the re-negotiation of the Rail Franchises. Many of the Train Operating Companies' (TOCs) franchises are too short to justify them committing to capital investment. The threat of losing the franchise through the re-negotiation process has also discouraged the TOCs from investment. The Strategic Rail Authority is committed to ensuring investment in new rail vehicles and expects up to 6,000 new trains to come in to service over the next ten years. Rail equipment output at LPA Industries fell 16.4% despite pre-production deliveries of equipment for the Virgin West Coast Mainline and Cross Country projects. These together with Fourth Generation Tangarra in Australia will provide a significant base load in the second half of this year and in next year. Hopefully this will coincide with the resumption of investment in rail vehicles elsewhere in the UK network and provide additional production load. Demand for aircraft products has been sustained despite the strength of sterling. LPA Industries' losses were increased by the elimination of some ageing industrial product lines. The implementation of Manufacturing Resources Planning helped to reduce LPA Industries stock by 40% over the last eighteen months. The management team is being further strengthened and a major rationalisation programme is under way to make more efficient use of the facilities. When the main rail vehicle programmes commence, expected in the second half of this financial year, LPA Industries should benefit. Channel Electric Equipment had an excellent year and has started the current year well. Acquisitions Haswell Engineers, the Clacton Essex based manufacturer of high quality electronic enclosures was acquired on 21 June for £378,000 plus deferred consideration which is contingent upon the pretax profits for the periods ending on 30 September 2000, 2001 and 2002, subject to a maximum total consideration of £1.0m. Haswell Engineers serves a broad customer base focussed mainly on telecoms and electronics. We expect Haswell Engineers to assist the Group by expanding the scope of supply to the rail and telecoms markets. Haswell Engineers has had an excellent start to the current year. Excil Electronics, the Normanton Leeds based manufacturer of power supplies, inverters and lighting solutions for the rail vehicle industry and contract electronics, was acquired on 17 July 2000. The consideration initially agreed was £1.8m, but this was reduced to £1.55m following the application of a net assets formula based on completion accounts. Although Excil Electronics has, like LPA Industries, suffered from delays in rail investment its prospects are encouraging in the second half when volume production of the long term orders for Virgin West Coast, Virgin Cross Country, Fourth Generation Tangarra in Australia and Kinki Sharyo for Hong Kong coincide with the expected resumption of supplies to the rest of the UK rail network and London Underground. Contract manufacturing should also benefit from the significant capital expenditure now underway. Management has been strengthened. Capital Expenditure Capital expenditure during the year amounted to £463,000 compared with depreciation of £375,000, and mainly comprised a new machining centre, upgrades to computer systems and the replacement of vehicles. Significant capital expenditure is planned this year on new machine tools for Haswell Engineers and Excil Electronics, together with upgrades of the manufacturing facilities at LPA Industries. Cash Flow Net cash flow from operating activities amounted to £482,000. The Group had £ 130,000 net cash in hand at the start of the year. Having spent £1.9million on acquisitions and assumed £1.5m of associated debt, financed by a £3.5m term loan repayable over ten years, the Group closed with £246,000 net cash in hand on current account, having repaid £329,000 of long term liabilities. As a consequence of taking out the term loan finance the Group balance sheet has become geared. At 30 September 2000 gearing was 89% (1999 Nil). Interest charges amounted to £89,000 during the year. Design and Development At LPA Industries design and development activity has continued to be concentrated on new rail vehicle projects and updating industrial products. The range of aircraft ground power supply products has been expanded. Channel Electric Equipment has continued to develop its franchises. Excil Electronic's range of inverters, power supplies and train lighting products continues to be developed. Haswell Engineers continues to invest in the latest manufacturing techniques. Management and resources Stephen Brett was appointed Group Finance Director and Company Secretary with effect from 4 December 2000. At the same time, Sheena Trueman became Finance Director of LPA Industries. The future The challenge for management at LPA Industries and Excil Electronics this year is to manage through the hiatus in activity caused by the delay in the award of rail vehicle contracts while preparing for the work when it arrives. Channel Electric Equipment and Haswell Engineers must continue to build organically on their success. Given a timely resumption of rail vehicle orders combined with the Group's strong order books and a strengthened management team, the Group has the potential to recover strongly in the second half with excellent longer term prospects. We look forward to the challenges ahead. Peter Pollock Chief Executive 23 January 2001 CONSOLIDATED PROFIT AND LOSS ACCOUNT for the year ended 30 September 2000 Continuing operations Existing Acquisitions Total Total operations 2000 2000 2000 1999 £ '000 £ '000 £ '000 £ '000 Turnover - continuing 9,289 1,077 10,366 10,297 operations Cost of sales (7,166) (883) (8,049) (7,328) Gross profit 2,123 194 2,317 2,969 Net operating expenses (2,169) (223) (2,392) (1,874) Operating (loss)/profit - (46) (29) (75) 1,095 continuing operations Interest receivable and 9 - similar income Interest payable and similar (89) (30) charges (Loss)/profit on ordinary (155) 1,065 activities before taxation Tax on profit on ordinary (8) (279) activities (Loss)/profit on ordinary (163) 786 activities after taxation Dividends (295) (274) (Loss)/retained profit for (458) 512 the year Earnings per share Basic (1.60p) 7.74p Diluted (1.60p) 7.23p CONSOLIDATED BALANCE SHEET at 30 September 2000 2000 1999 £'000 £'000 Fixed assets Intangible assets 2,129 - Tangible assets 3,255 1,571 Investments 2 - 5,386 1,571 Current assets Stocks 2,305 2,177 Debtors 3,622 2,465 Cash at bank and in hand 246 130 6,173 4,772 Creditors: Amounts falling due within one (3,309) (1,775) year Net current assets 2,864 2,997 Total assets less current liabilities 8,250 4,568 Creditors: Amounts falling due after more (3,784) (103) than one year Provisions for liabilities and charges (224) (83) Net assets 4,242 4,382 Capital and reserves Called up share capital 1,055 1,016 Share premium account 149 100 Revaluation reserve 346 347 Merger reserve 230 - Profit and loss account 2,462 2,919 Equity shareholders' funds 4,242 4,382 CONSOLIDATED CASH FLOW STATEMENT for the year ended 30 September 2000 2000 1999 £'000 £'000 Net cash inflow from operating activities 482 1,018 Returns on investments and servicing of finance Interest received 9 - Interest paid (65) (30) Interest element of finance lease (22) - payments Loan issue costs (108) - (186) (30) Taxation Corporation tax paid (294) (458) Capital expenditure Payments to acquire tangible fixed assets (463) (236) Receipts from disposal of properties - 123 Receipts from sale of other fixed assets 29 65 (434) (48) Acquisitions Purchase of subsidiary undertakings (1,861) - Net cash acquired with subsidiary (462) - undertakings (2,323) - Equity dividends paid (289) (264) Net cash (outflow)/inflow before (3,044) 218 financing Financing New bank loan 3,500 - Increase in share capital 65 Repayment of loans (329) - Capital element of hire purchase and (76) (25) finance lease payments 3,160 (25) Increase in cash 116 193 NOTES EARNINGS PER SHARE Earnings per share represents the profit after tax attributable to shareholders divided by the weighted average number of shares in issue during the year, being 10,275,194 (1999: 10,159,641) Ordinary Shares of 10p each. FINAL PROPOSED DIVIDEND The final proposed dividend (net) of 1.4p per share (1999: 1.4p) is payable on 12th March 2001 to all Ordinary Shareholders on the Register at the close of business on 23rd February 2001. The preceding information does not constitute the Company's statutory accounts for the years ended 30th September 2000 or 30th September 1999 but is derived from those accounts. The 2000 accounts will be posted to shareholders on the 7th February 2001 and will be available from the Company Secretary, LPA Group Plc, Debden Road, Saffron Walden, Essex, CB11 4AN, shortly thereafter. Statutory accounts for 1999 have been delivered to the Registrar of Companies, and those for 2000 will be delivered, following approval by the Annual General Meeting. The auditors have reported on these accounts and their reports were unqualified and did not contain statements under section 237(2) or (3) of the Companies Act 1985.

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