Interim Results

Montpellier Group PLC 6 June 2002 CHAIRMAN'S STATEMENT I am pleased to report that both turnover and profits before tax are up 80% compared with the corresponding period last year, and that the Group continued to make further excellent progress in the last six months. The recent acquisition of Union Investment Management Limited reflects the Group's strategy of extending its involvement in the investment sector. The YJL Construction Division is, at £398m, registering its highest ever order book. Financial Review Profit before tax for the six months to 31 March 2002 was £2.7m (2001: £1.5m) on turnover of £217.5m (2001: £116.7m). Earnings per share were 3.9p (2001: 2.3p) with the net asset value per share increasing to 42.0p (2001: 35.0p). Cash Review The Group has invested significant funds in the build up of its investment activities. Although these assets are to a large extent of a liquid nature, these investments have reduced the cash balance of the Group. Further, a significant investment has been made in the Cornhill property in which the Group now has its central functions. Net debt in the Group's balance sheet is £10.1m (2001: net cash £3.7m). The movement in cash is partly due to the anticipated outflow from Allenbuild in line with forecasts at the time of acquisition. Acquisitions and Investments During the first half of the year the Group made the following acquisitions and investments for cash £m Acquisitions Completion of VHE plc 3.7 Union Investment Management Limited 0.6 Freehold of 39 Cornhill, London 4.5 Investments Cape PLC 0.9 Bullough PLC 2.7 Jarvis Porter Group PLC 2.7 The 600 Group PLC 1.3 Other shareholdings 1.1 17.5 The balance of the cost of 39 Cornhill was financed in April by the draw down of an £8.3m loan repayable over a period of up to ten years. The loan is secured against the property with recourse to the Group only in respect of interest. Dividend I am delighted that for the first time since 1991, the Group is returning to the payment of an interim dividend. The interim dividend of 0.5p per Ordinary Share will be paid to shareholders on the register on 14 June 2002, payable on 15 July 2002. It is our intention to maintain a steady growth in dividends to shareholders financed from increased profits. We believe that this strategy, together with a solid asset base, will enhance shareholder value. Construction Division - YJL plc The acquisitions made in the Summer of 2001, Allenbuild and VHE, are trading profitably and have been successfully integrated. The current construction market place remains buoyant for our Construction Division which now has added confidence due to the number of long term relationships with our clients. This has resulted in a strong forward order book now standing at £398m (2001:£231m) Property Division - Cheltenham Land Company Limited It is encouraging to note that, in addition to managing the Group's property portfolio, the Property Division has become increasingly involved in the provision of advice to external third parties. They are involved in five such projects at the current time, ranging from basic fee earning projects to profit sharing joint ventures. A number of sales were successfully achieved in the six months including the disposal of the retail shopping centre at Grantham. Various important planning applications are progressing well and the Division will contribute both to profits and cash generation over the next eighteen months. The Group acquired the freehold of 39 Cornhill, a building in the City of London. Montpellier will continue to occupy part of the property and will sub-let the balance. Investment Division - Union Investment Management Limited On 27th March, the Group acquired, at net book value, Union Investment Management which has the benefit of regulatory approval to carry on corporate finance and investment business. The Union name has been established in the City since 1885 and Union's network of contacts in corporate finance and investments will assist Montpellier to achieve the intended growth of its Investment Division. During the last six months, the Investment Division has acquired substantial holdings in Cape (29.9%), Bullough (29.86%), Jarvis Porter (26.6%) and 600 Group (4.9%). It has also recently announced the purchase of a 17.37% holding in Walker Greenbank. Union is also in discussions with a number of parties with regard to the provision of corporate advice services which is expected to produce substantial fee income in the short to medium term. Share Capital At the Extraordinary General Meeting held on 27 March 2002 the shareholders approved the issue of 17,461,834 new ordinary shares of 10p at a value of 37p. This increased the equity of the Company by £6.5m. Prospects The trading for the first half of the year was in line with management's expectations and your Board is confident that this will continue for the second half of the year. The three strategic business streams of construction, property and investment are well placed to take advantage of opportunities that will arise in the future. MONTPELLIER GROUP PLC Group Profit and Loss Account for the six months ended 31 March 2002 Notes Six months ended Year ended 31 March 30 September Restated Restated 2002 2001 2001 £000 £000 £000 Turnover: Group and share of joint ventures' turnover 218,497 118,726 311,917 Less share of joint ventures' turnover - continuing operations (1,038) (2,035) (2,156) Continuing operations 217,459 116,691 297,951 Discontinued operations - - 11,810 Group turnover 1 217,459 116,691 309,761 Cost of sales (198,392) (107,341) (282,219) Gross profit 19,067 9,350 27,542 Other operating income 199 1,510 557 Administrative expenses (16,760) (9,574) (25,331) Group operating profit 2,506 1,286 2,768 Income from joint ventures - continuing operations - 137 - Share of associates' operating profit / 110 (386) - (loss) Continuing operations 2,616 1,037 3,944 Discontinued operations - - (1,176) Total operating profit including share of joint ventures and associates 2,616 1,037 2,768 Profit on sale of fixed assets 59 379 637 Loss on disposal of discontinued operations - - (101) Profit on ordinary activities before interest and taxation 2,675 1,416 3,304 Net interest receivable 201 97 230 Share of associates' net interest payable (139) - - Profit on ordinary activities before taxation 2,737 1,513 3,534 Taxation (payable) / receivable on ordinary activities (146) 52 142 Share of associates' taxation (30) - - Profit before minority interests 2,561 1,565 3,676 Minority interests (147) - (41) Profit for the period before dividend 2,414 1,565 3,635 Dividend (392) - (609) Profit for the period 2,022 1,565 3,026 Basic and diluted earnings per Ordinary Share 2 3.9p 2.3p 5.4p Group Statement of Total Recognised Gains and Losses Notes Six months ended Year ended 31 March 30 September Restated Restated 2002 2001 2001 £000 £000 £000 Profit for the period 2,414 1,565 3,635 Exchange movements in reserves (91) (64) 384 Total recognised gains and losses relating to the period 2,323 1,501 4,019 Prior year adjustment 4 104 - - Total recognised gains since last annual report 2,427 1,501 4,019 MONTPELLIER GROUP PLC Group Balance Sheet at 31 March 2002 Notes 31 March 30 September Restated Restated 2002 2001 2001 £000 £000 £000 Fixed assets Intangible assets: Goodwill 1,735 693 2,018 Negative goodwill - - (946) Tangible assets 23,075 6,429 12,329 Investments 30 611 30 Investments in joint ventures: Loans to joint ventures 1,710 7,705 1,448 Share of gross assets 20,957 22,130 20,877 Share of gross liabilities (15,795) (16,480) (15,881) 6,872 13,355 6,444 Interests in associated undertakings 11,843 - - Negative goodwill (6,990) - - 4,853 - - 36,565 21,088 19,875 Current assets Stocks and work in progress 19,968 11,458 25,730 Debtors: due after more than one year 1,781 2,141 2,594 due within one year 90,987 47,379 89,065 Current asset investments 6,576 3,431 3,285 Cash at bank and in hand - 10,381 18,268 119,312 74,790 138,942 Creditors: amounts falling due within one year (122,433) (70,221) (129,450) Net current (liabilities) / assets (3,121) 4,569 9,492 Total assets less current liabilities 33,444 25,657 29,367 Creditors: amounts falling due after more than one year Long term debt (524) (917) (390) Other creditors - (80) (860) (524) (997) (1,250) Net assets 32,920 24,660 28,117 Share capital 3 7,836 6,809 6,089 Share premium account 5,781 1,066 1,066 Revaluation reserve 73 393 73 Capital reserve 1,847 1,166 1,846 Profit and loss account 4 17,383 15,226 15,451 Equity shareholders' funds 32,920 24,660 24,525 Minority interests - - 3,592 32,920 24,660 28,117 MONTPELLIER GROUP PLC Group Statement of Cash Flow for the six months ended 31 March 2002 Six months ended Year ended 31 March 30 September Notes 2002 2001 2001 £000 £000 £000 Net cash (outflow) / inflow from operating 5 activities (4,050) (8,405) 1,388 Returns on investments and servicing of finance Net interest received 254 97 188 Net cash inflow from returns on investments and servicing of finance 254 97 188 Taxation Corporation tax paid - (630) (1,003) Capital expenditure and financial investment Net (purchases) / sales of tangible fixed assets (4,707) 1,296 (1,701) Net (purchases) / sales of current asset investments (4,540) 1,231 3,202 Acquisition of own shares - (727) (2,730) Investments in and movements on loans to joint ventures (262) 1,762 1,769 Net cash (outflow) / inflow for capital expenditure and financial investment (9,509) 3,562 540 Acquisitions and disposals Payments to acquire subsidiary undertakings (4,287) - (5,652) Payments to acquire associated undertakings (3,571) - - Cash acquired on acquisition of - - 12,838 subsidiaries Receipt from sale of business - - 11 Net cash (outflow) / inflow from acquisitions and disposals (7,858) - 7,197 Equity dividends paid to shareholders (609) - - Cash (outflow) / inflow before use of liquid resources and financing (21,772) (5,376) 8,310 Management of liquid resources Decrease / (increase) in short-term deposits with banks 3,742 (5,000) 2,258 Financing Movement in short-term borrowings (4,533) (430) (5,568) Movement in long-term borrowings 134 386 225 Finance lease payments (270) - (143) (4,669) (44) (5,486) (Decrease) / Increase in cash during the (22,699) (10,420) 5,082 period MONTPELLIER GROUP PLC Notes to the Accounts for the six months ended 31 March 2002 Note 1 Segmental analysis Six months ended Year ended 31 March 30 September 2002 2001 2001 £000 £000 £000 Construction 211,290 115,321 307,016 UK Developments 4,343 796 1,677 USA Developments 2,864 2,609 3,224 Turnover: Group and share of joint ventures 218,497 118,726 311,917 Less: Share of USA joint ventures' turnover 1,038 2,035 2,156 217,459 116,691 309,761 Note 2 Earnings per Ordinary share The earnings per Ordinary share is based upon the profit for the Group of £2,414,000 (2001: March profit of £1,565,000; September profit of £3,635,000) divided by the weighted average of Ordinary shares of 61,371,522 (2001: March 69,625,066; September 67,602,684) in issue over the respective periods. The cost of a number of the share option schemes outstanding during the period were below the average market value of the Company's shares hence the options have a dilutive effect on the Earnings per Ordinary share calculation. Note 3 Share capital Six months ended Year ended 31 March 30 September 2002 2001 2001 £000 £000 £000 Authorised: 100,000,000 (2001: March and September 88,784,949) Ordinary shares of 10p each 10,000 8,878 8,878 10,000 8,878 8,878 Allotted, called up and fully paid: 60,893,878 (2001: March 68,090,780 and September 6,090 6,809 6,089 60,888,538) Ordinary shares of 10p each To be issued: 17,461,834 (2001: March and September nil) Ordinary shares of 10p each 1,746 - - 7,836 6,809 6,089 Changes in share capital A total of 17,467,174 10p Ordinary shares have been issued since 1 October 2001. Of these, 17,461,834 were issued on 15 April 2002 at a price of 37p as a part of the consideration in respect of the purchase of the Union plc building at 39 Cornhill, London EC3V. The transaction was recommended by the Board and approved by the shareholders at an EGM on 27 March 2002 and has been accounted for accordingly. 39 Cornhill was purchased from the Union Discount Company Limited which is 100% owned by Forvaltnings AB Browallia, which is the holding company of a major shareholder in Montpellier Group plc. The remaining shares that were issued relate to share option schemes and were allotted during the six month period ended 31 March 2002. Note 4 Prior year adjustment The prior year adjustment relates to the implementation of FRS19 Deferred Tax. The adoption of FRS19 has resulted in a deferred tax asset of £919,000 (2001: March £828,000; September £880,000) and an increase in the profit and loss account of £919,000 (2001: March £828,000; September £880,000). The increase in the tax credit for the period is £39,000 (2001: March £52,000; September £104,000). Note 5 Net cash (outflow) / inflow from operating activities Six months ended Year ended 31 March 30 September 2002 2001 2001 £000 £000 £000 Operating profit 2,506 1,423 2,768 Depreciation 648 493 1,036 Net amortisation of goodwill (1,286) 77 920 Exchange gains - - (7) Income from joint ventures - (137) - Decrease / (Increase) in stocks and work in progress 5,387 (758) (12,172) Increase in joint venture investments - - 7,252 Profit on sale of fixed assets (70) - (171) Profit on sale of current asset investments (93) (1,510) (836) (Increase) / Decrease in operating debtors and (344) (9,082) 670 prepayments (Decrease) / Increase in creditors and accruals (10,625) 1,089 984 Exchange movement on joint ventures (173) - (92) Other non-cash movements - - 1,036 Net cash (outflow) / inflow from operating activities (4,050) (8,405) 1,388 Note 6 Basis of preparation a) The accounts for the six months ended 31 March 2002 and the equivalent period in 2001 have not been audited by the company's auditors. They have been prepared in accordance with applicable accounting standards consistent with the accounting policies set out in the 2001 Annual Report, with the addition of FRS19 Deferred tax. b) The abridged information in this statement relating to the year ended 30 September 2001 is derived from full accounts upon which the auditors issued an unqualified opinion and which have been delivered to the Registrar of Companies. These accounts have been restated for the effect of FRS19 Deferred tax (note 4). This interim statement is being sent to all shareholders and is also available upon request from the Company Secretary, Montpellier Group plc, 39 Cornhill, London EC3V 3NU. This information is provided by RNS The company news service from the London Stock Exchange
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