2012 Interim Results

RNS Number : 9166Y
Origin Enterprises Plc
08 March 2012
 



Origin Enterprises plc

 

Interim Results Announcement

 

Half Year ended 31 January 2012

 

Results Summary                                         


6 months ended

31 Jan 2012

€'000

6 months ended

31 Jan 2011

€'000

 

Change

 

Revenue

-     Agri Services

-     Food

 

507,421

-

 

569,073

44,240

 

(10.8%)

-

Total revenue

507,421

613,313

(17.3%)

Operating profit*




-     Agri-Services**

5,862

12,590

(53.4%)

-     Food

-

5,051

-

Share of profit of associates and joint venture***

7,065

6,401

10.4%

Group operating profit*

12,927

24,042

(46.2%)

Profit for the financial period

6,417

14,449

(55.6%)

Adjusted fully diluted EPS (cent per share)****

6.53

11.45

(43.0%)

-     Continuing

6.53

8.26

(20.9%)

-     Discontinued

-

3.19

-

 

Net debt       

 

193,966

 

98,725

 

€95,241

 

* Before intangible amortisation and exceptional items

** Comparisons impacted by acquisitions in H2 FY11 which are loss making in the first half

*** Share of profit of associates and joint venture represents profit after interest and tax

**** Before intangible amortisation, net of related deferred tax (2012: €2.6 million, 2011: €1.4 million) and exceptional items (2012: €9.7 million, 2011: €5.5 million).

 

Highlights

·    Group performance in line with expectations with H1 now typically accounting for 15% of full year profits reflecting the repositioned business profile of the Group

·    0.77 cent like for like reduction in earnings per share principally due to the later timing of business-to-business fertiliser sales

·    Strong performance from agronomy services with crop planting profile providing excellent platform for full year result

·    Commercial, technical and business process integration relating to FY2011 acquisitions progressing well

·    Agrii launched as new identity for combined Masstock and UAP

·    Sustained performance from associates and joint venture

·    On track to deliver full year consensus earnings expectations


 

 

Origin Enterprises plc

 

Chief Executive Officer's comment:

 

Commenting on the announcement of the 2012 Interim Results, Origin Chief Executive Officer, Tom O'Mahony said:

 

"Origin has performed in line with expectations during the seasonally quiet first half of the financial year.  The expansion of the Group's Agri-Services division in 2011 and the formation of Valeo Foods in November 2010 have resulted in the second half of the financial year becoming much more seasonally important with 15 per cent of operating profits now typically earned in the first half of the year.

 

On-farm agronomy services across the UK and Poland performed strongly in the period reflecting positive investment momentum at farm level with favourable crop planting activity during the key autumn growing season providing an excellent foundation for the full year result.

 

In January, the Group combined Masstock and UAP under a new identity called Agrii.  Agrii simply and clearly defines the essential relationship that exists between farming and agronomy and captures the essence of two of the UK's leading agri-service businesses coming together as one unified organisation.  Commercial, technical and business process integration is progressing to plan.

 

The repositioning of the Group's business profile over the last three years has established Origin's leadership position in on-farm service support.  We are now firmly focused on placing agri-intelligence at the heart of the enlarged business.  Connecting crop science and research application with agronomy practice, inputs, farming decision support and economics supports the creation of customised and fully integrated solutions that deliver sustained improvement in crop yields and profitability for the benefit of primary food producers.

 

We remain confident regarding our future prospects and are comfortable with full year analyst earnings expectations."

 

 

 

 

 

ENDS


 

 

The 2012 Interim Results Announcement is available on the company website www.originenterprises.com.  There will be a live conference call at 8.30am (GMT) today.  To listen to this conference call, please dial the number below.  Participants are requested to dial in 5 to 10 minutes prior to the scheduled start time.

 

Participant access numbers:                             

 

Ireland:                                     Tel:         +353 (0) 1       659 0423

UK/International:                        Tel:         +44   (0) 20     3364 5381

Switzerland:                              Tel:         +41   (0) 44     800 9658

 

Confirmation Code:                    6832948

 

 

Enquiries:

 

Brendan Fitzgerald                    Tel:         +353 (0) 1       612 1259

Chief Financial Officer               

Origin Enterprises plc

 

Joe Murray                               Tel:         +353 (0) 1       498 0300

Murray Consultants                    Mobile:   +353 (0)          86 253 4950

 

8 March 2012


INTERIM RESULTS STATEMENT

 

Financial review

 

The strategic repositioning of the Group following the Valeo transaction in November 2011 and the Agri-Services acquisitions in the second half of the last financial year has significantly increased the seasonality profile of the Group's earnings.  The first half of the financial year now typically accounts for approximately 15 per cent of annual profits.

 

Adjusted fully diluted earnings per share* for the half year ending 31 January 2012 amounted to 6.53 cent per share (2011: 11.45c).  Adjusted fully diluted earnings per share* from continuing operations decreased from 8.26 cent per share to 6.53 cent per share.  On a like for like basis (excluding the impact of acquisitions, the dilutive impact of the Valeo and R&H Hall transactions and currency movements) underlying earnings per share were 0.77 cent per share lower, principally reflecting the later timing of the business-to-business fertiliser sales.

 

Revenue

 

Group revenue for the six months was €507.4 million, a reduction of 17.3 per cent on the prior period.  The Agri-Services business which is now the sole generator of Group revenue declined by 10.8 per cent in the period.  On a like for like basis (excluding the impact of acquisitions, the transition of R&H Hall to associates and currency movements), Agri-Services revenues increased by 6.6 per cent reflecting higher global fertiliser and feed prices offset by reduced volumes principally due to the later timing of business-to-business fertiliser sales.

 

Operating profit**

 

Group operating profit** for the six months was €12.9 million.  Operating profit** from the Agri-Services business amounted to €5.9 million compared to €12.6 million in the prior period - a decrease of €6.7 million.  The acquisitions of United Agri Products, Rigby Taylor and the fertiliser business of Carr's Milling Industries PLC, which are seasonally loss making in the first half of the year, contributed €1.8 million of the reduction, the transitioning of R&H Hall to associates contributed €1.6 million and currency translation contributed €0.3 million.  Excluding these, operating profit** from Agri-Services decreased by €3.0 million on a like for like basis, principally reflecting the impact of lower fertiliser volumes year on year as customers deferred purchasing commitments until closer to the main application period.

 

Associates and joint venture

 

Our share of the profit after interest and taxation from associates and joint venture increased by €0.6 million (10.4 per cent) from €6.4 million to €7.0 million.  The increase in the period is principally attributable to a full six month contribution from Valeo (four months last year), an improved performance from Continental Farmers Group plc offset by a reduced share of profit from our 50 per cent interest in Welcon compared to the very strong results from this business in the previous two years.

 

Financing costs

 

Net finance costs amounted to €3.1 million, a decrease of €3.0 million (49.0 per cent) on the prior period reflecting the benefit from the cash generative nature of the business and lower interest rates.


Cashflow, net debt and working capital

 

Due to the seasonal nature of the business there is an increased investment in working capital in the first half of the financial year.  This investment in the current year is higher due to the increased scale of the Agri-Services businesses following the acquisitions in the second half of the last financial year.

 

Net cash outflow from operating activities was €73.4 million (2011: €43.7 million) reflecting this increased seasonal investment in working capital.

 

Group net debt was €194.0 million at 31 January 2012 (2011: €98.7m), an increase of €95.2 million. The increase is primarily due to the acquisitions in the second half of last year.

 

Investment Properties

 

The Directors have reviewed the carrying value of investment properties in light of the continuing decline in the Irish property market, a lack of transactions, restricted bank financing for property related deals and a generally difficult economic environment. In particular the value of development land in regional areas is converging to that of agricultural land.  This review resulted in a writedown in the carrying value of investment properties of €9.7 million. This non-cash charge has been shown as an exceptional item in the Income Statement for the half year ended 31 January 2012.

 

Dividend

 

On 6 January 2012 a dividend of 11 cent per share was paid in respect of the year ended 31 July 2011 totalling €14.6 million.  As in the prior year, reflecting the seasonality of the business, the Group will declare an annual dividend at the time of the preliminary results announcement in September 2012.

 

* Before intangible amortisation, net of related deferred tax (2012: €2.6 million, 2011: €1.4 million) and exceptional items (2012: €9.7 million, 2011: €5.5 million).

** Operating profit and group operating profit are stated before intangible amortisation and exceptional items.


Review of Operations

 

Agri-Services

 




Change on prior period


2012

€m

2011

€m

Change

€m

Underlying €m

Revenue

507.4

569.1

(61.7)

37.3






Operating profit*

5.9

12.6

(6.7)

(3.0)






Operating profit %

1.2%

2.2%

(100bps)

-






*before intangible amortisation and exceptional items

 

Agri-Services comprises on-farm integrated agronomy services and business-to-business agri-inputs.  These businesses provide customised solutions that address the efficiency, quality and output requirements of primary food producers in Ireland, the UK and Poland.

 

Agri-Services performed in line with expectations, reflecting the increased seasonality of the business.  Revenue decreased by 10.8 per cent to €507.4 million due to higher global fertiliser and feed prices offset by reduced volumes.  Operating profit decreased from €12.6 million to €5.9 million whereas on a like for like basis (excluding the impact of acquisitions, the transition of R&H Hall to associates and currency movements) it declined by €3.0 million, principally reflecting the later timing of the business-to-business fertiliser sales.  

 

Integrated Agronomy Services - UK and Poland

 

Agronomy services in the UK, comprising Masstock and UAP, delivered a strong first half result supported by good demand for full service on-farm applications.  The performance largely reflects the combination of favourable autumn growing conditions and positive output price momentum underpinning attractive grower returns.  Increases in customers planted acreage of winter wheat and oil seed rape, in the order of 1-2 per cent and 5 per cent respectively, provide an excellent foundation for the full year performance.

 

The business is experiencing growing demand for precision agriculture applications as farmers increasingly use sophisticated information based technologies to manage enterprise risk and improve productivity.

 

In Poland, Dalgety performed strongly in the period benefiting from higher sales of agronomy service applications in addition to the extension of crop sourcing and marketing activity within neighbouring geographies.  The business is primarily focused on the larger scale intensive farming sector whilst also providing a differentiated service offering to smaller farm units and local service providers.

 

In January 2012 the Group announced that Masstock and UAP are to operate under a new identity called Agrii.  Agrii communicates clearly and simply the essential focus of the business which is to deliver superior agri-intelligence and innovation to farming to maximise sustainable crop yield and profitability.  This approach combines the most up-to-date agronomy capability, crop technologies and complementary expertise in specialist areas to deliver an 'Agronomy Plus' proposition to growers.

 

Agrii defines the strong relationship that exists between farming and agronomy. Internally Agrii establishes a renewed sense of relevance and acts as a strong unifying force for the enlarged organisation.

 

Agrii is now operating under a single management structure supported by a simplified and decentralised organisation focused on building regional leadership capabilities to drive an integrated approach to customer management.  There has been significant progress relating to commercial, technical and business process integration in the period.  

 

Agrii's priority is to establish an intelligence led, sustainable agri-services model through placing crop science and research at the heart of the business.  Connecting high visibility science with Agrii's leading evidence based applied research and knowledge dissemination capability, secures early access to new crop varieties to drive innovative product strategies as well as the development of best practice establishment techniques.  Delivering the latest innovation through electronic on-farm decision support systems enables Agrii to efficiently empower agronomists and farmers with the most comprehensive information, production technology and complementary expertise underpinning crop yield.

 

Business-to-business Agri Inputs - Ireland and the UK

 

In Ireland optimism within agriculture is reflected in a stable planning environment for primary producers with most enterprises generating satisfactory returns with a renewed interest in the beef and sheep sectors where profitability has improved significantly.  The balance of animal numbers has continued to move in favour of dairy as farmers prepare for the expected expansion in milk output post the cessation of quota in 2015.

 

The fertiliser market in both Ireland and the UK experienced lower volume off-take compared with the same period last year, mirroring demand levels in the first half of the 2010 financial year.  Customers have delayed their purchasing commitments until closer to the main application period largely due to limited pricing incentive to buy forward.  The business remains well placed to fulfil customer off-take requirements in a concentrated drawdown period during the second half.

 

The integration of Carrs Fertilisers, acquired in July 2011, with Origin Fertilisers in the UK is progressing very satisfactorily and is expected to be completed by August 2012.  Origin continues to focus on delivering speciality applications to strengthen and broaden the Group's nutrition offer.  The acquisition of Carrs Fertilisers provides new technologies such as systems for the effective delivery of key trace elements through nutrition and applications enhancing the nutrient value of fertilisers.  This provides opportunity for margin and volume development. 

 

Origin's amenity business delivers advice and input solutions to the professional sports turf, landscaping and amenity sectors.  Amenity provides important channel extension complementing the Group's co-ordinated growing systems research capability, product portfolio and distribution network whilst also strengthening Origin's route-to-market profile with key manufacturing partners.  Amenity performed well in the period benefiting from range extension within Rigby Taylor together with the improved alignment of product offering with related market sectors.  Rigby Taylor and the Group's specialist fertiliser business, PB Kent, were fully integrated in the period.

Feed ingredients delivered a satisfactory performance in the period against the background of reduced overall levels of feed usage due to excellent quality fodder stocks, continued good grass growth and milk quota restrictions. 

 

Associates and joint venture

 

Welcon Invest AS ('Welcon')

 

Welcon, in which Origin has a 50 per cent shareholding, is Europe's largest manufacturer of marine proteins and oils servicing the aquaculture, pig and poultry feed sectors.

 

Welcon delivered a good performance for the period despite lower profits in comparison to the very strong performance in the preceding two years.  Production activity was lower in the first half of the year due largely to the impact of quota adjustments for raw material.  Fishmeal and fish oil demand remained robust underpinned by increased aquaculture feed consumption and also higher inclusions in pig and poultry feed diets evidencing improved returns in these sectors.  Global fishmeal prices, although lower year-on-year, are stable reflecting good demand levels with buyers short term requirements mostly covered at this stage.  Fish oil prices remain firm supported by strong demand and limited unsold stocks.

 

In February 2012, Welcon completed the acquisition of a 50 per cent interest in Hordafor AS.  Hordafor is a leading producer of fish oil and protein concentrate from salmon and pelagic trimmings.  The acquisition provides Welcon with strategic access to alternative raw material processing technologies in addition to new market outlets for marine by-products.

 

Valeo Foods Group Limited ('Valeo')

 

Valeo, in which Origin has a 32 per cent shareholding, is a leading consumer foods company with a portfolio of some of Ireland's most iconic food brands.

 

The trading environment continues to remain extremely challenging with declining consumer spending underpinning a relentless drive for value.  This dynamic is being reflected in a requirement for increasing promotional investment to sustain retail brand competitiveness and maintain market share against private label offerings.  Delayed cost recovery is also being experienced in certain categories.

 

Valeo delivered a solid performance in the period maintaining volumes across core categories supported by the introduction of complementary product lines and the development of strong consumer offerings.  Following the completion of the acquisition of the Jacob Fruitfield Food Group in September 2011, its operations were successfully migrated to Valeo in the period.

 

Continental Farmers Group Plc ('Continental')

 

Continental, in which Origin holds a 24 per cent interest, is a large scale producer of value added agriculture crops with operations in Northern Poland and Ukraine.  Continental's proven farming know-how together with the benefit of operational scale facilitates the application of diversified cropping plans that optimise productivity and output price realisations.

 

Continental achieved excellent crop yields in the 2011 harvest and delivered a very successful autumn planting programme.  In January, Continental announced that it had entered into a joint venture agreement with ED&F Man, a major global integrated commodity and logistics service provider, for the long-term production and supply of sugar beet in the Mykolaiv region of southern Ukraine.  The agreement which is subject to customary regulatory approvals provides important strategic regional and crop diversity for Continental and underlines the strength of its farm management and land assembly capability.

 

Outlook

 

The repositioning of the Group's business profile over the last three years has established Origin's leadership position in on-farm service support.  We are now firmly focused on placing agri-intelligence at the heart of the enlarged business.  Connecting crop science and research application with agronomy practice, inputs, farming decision support and economics supports the creation of customised and fully integrated solutions that deliver sustained improvement in crop yields and profitability for the benefit of primary food producers.

 

We remain confident regarding our future prospects and are comfortable with full year analyst earnings expectations.

 

ENDS


About Origin Enterprises plc

Origin Enterprises plc is a focused Agri-Services Group with investments in marine proteins and consumer foods.  The Group is listed on the ESM and AIM markets of the Irish and London Stock Exchanges.  The Agri-Services business through its manufacturing and distribution operations in Ireland, the United Kingdom and Poland has leading market positions in the supply of specialist agronomy services, crop nutrition and feed ingredients.

 

ESM ticker symbol:       OIZ

AIM ticker symbol:        OGN

 

Website: www.originenterprises.com


 

Origin Enterprises plc

 

Consolidated income statement

for the six months ended 31 January 2012

 




Six












months


Six


Six


Six






ended


months


months


months


Year




January


ended


ended


ended


ended




2012


January


January


January


31 July




Pre-


2012


2012


2011


2011




Exceptional


Exceptional


Total


Total


Total




€'000


€'000


€'000


€'000


€'000


Notes




(Note 4)










(Unaudited)


(Unaudited)


(Unaudited)


(Unaudited)


(Audited)













Continuing operations












Revenue

3


507,421


-


507,421


569,073


1,257,498

Cost of sales



(446,584)


-


(446,584)


(515,500)


(1,092,830)

























Gross profit



60,837


-


60,837


53,573


164,668













Operating costs



(58,394)


(9,665)


(68,059)


(39,488)


(100,974)













Share of profit of associates and joint venture



 

7,065


 

(2,305)


 

4,760


 

6,074


 

14,096













Gain/(loss) on dilution of interest in associate



 

-


 

2,305


 

2,305


 

-


 

(4,738)

























Operating profit/(loss)



9,508


(9,665)


(157)


20,159


73,052













Finance income



3,546


-


3,546


2,302


6,106

Finance expenses



(6,670)


-


(6,670)


(8,425)


(16,616)

























Profit/(loss) before tax



6,384


(9,665)


(3,281)


14,036


62,542













Income tax credit/(expense)



33


-


33


(1,190)


(13,638)

























Profit/(loss) from continuing operations



 

6,417


 

(9,665)


 

(3,248)


 

12,846


 

48,904













Loss from discontinued operations

 

5

 


 

-


 

-


 

-


 

(3,930)


 

(3,106)





































Profit/(loss) attributable to equity shareholders



 

6,417


 

(9,665)


 

(3,248)


 

8,916


 

45,798


























Origin Enterprises plc

 

 

Consolidated income statement (continued)

for the six months ended 31 January 2012

 







Six


Six









months


months


Year







ended


ended


ended





Notes


January


January


31 July







2012


2011


2011







€'000


€'000


€'000







(Unaudited)


(Unaudited)


(Audited)























 

Basic (loss)/earnings per share











 

Continuing operations






(2.44c)


9.65c


36.77c

 

Discontinued operations






-


(2.95c)


(2.34c)

 





6


(2.44c)


6.70c


34.43c

 












 

Diluted (loss)/earnings per share*











 

Continuing operations






(2.44c)


9.31c


35.33c

 

Discontinued operations






-


(2.85c)


(2.24c)

 





6


(2.44c)


6.46c


33.09c

 

Basic earnings per share- adjusted









 

Continuing operations






6.80c


8.58c


41.79c

 

Discontinued operations






-


3.31c


3.31c

 





6


6.80c


11.89c


45.10c

 

Diluted earnings per share- adjusted









 

Continuing operations






6.53c


8.26c


40.16c

 

Discontinued operations






-


3.19c


3.18c

 





6


6.53c


11.45c


43.34c

 

 

 

*There were no shares with a dilutive effect in the current period as all convertible shares were anti-dilutive.

 

 

 

 

 


Origin Enterprises plc

 

 

Consolidated statement of comprehensive income

for the six months ended 31 January 2012

 


Six


Six




months


months


Year


ended


ended


ended


January


January


July


2012


2011


2011


€'000


€'000


€'000


(Unaudited)


(Unaudited)


(Audited)







(Loss)/profit for the period

(3,248)


8,916


45,798







Other comprehensive income












Group/associate foreign exchange translation effects






-foreign currency borrowings

(6,296)


1,901


2,489

-foreign currency net investments

8,797


(3,009)


(4,996)

-recycling on disposal of subsidiary undertaking

-


379


379

-share of associate and joint venture foreign exchange translation effects

 -


 -


 1,170







Group/associate defined benefit pension obligations






-actuarial (loss)/gain on Group's defined benefit pension schemes

(432)


894


221

-deferred tax effect of actuarial (losses)/gains in Group's






defined benefit pension schemes

2


(295)


(307)

-actuarial gain/(loss) on associate's defined benefit pension scheme, net of deferred tax

 

291


 

-


 

(490)







Group/associate cash flow hedges






-effective portion of changes in fair value to cash flow hedges

(2,396)


3,303


828

-fair value of cash flow hedges transferred to income statement

582


701


3,007

-deferred tax effect of cash flow hedges

231


(628)


(442)

-share of associates and joint venture cash flow hedges, net of deferred tax

 

(344)


 

-


 

(607)













Other comprehensive income for the period, net of tax

435


3,246


1,252













Total comprehensive (expense)/income for the period attributable to equity shareholders

 

(2,813)


 

12,162


 

47,050













 

 


Origin Enterprises plc

 

 

Consolidated statement of financial position

as at 31 January 2012

 

 



January


January


July



2012


2011


2011


Notes

€'000


€'000


€'000



(Unaudited)


(Unaudited)


(Audited)








ASSETS














Non current assets







Property, plant and equipment

7

96,093


80,945


94,256

Investment properties

8

6,337


16,002


16,002

Goodwill and intangible assets

9

135,036


68,681


130,506

Investments in associates and joint venture

10

125,015


120,180


119,081

Other financial assets

11

36,118


33,908


35,013

Deferred tax assets


5,387


3,975


4,812















Total non current assets


403,986


323,691


399,670















Current assets







Inventory


173,339


116,808


103,341

Trade and other receivables


102,053


90,442


220,368

Derivative financial instruments


421


753


311

Cash and cash equivalents


54,242


72,958


55,496















Total current assets


330,055


280,961


379,516















TOTAL ASSETS


734,041


604,652


779,186















 


Origin Enterprises plc

 

Consolidated statement of financial position (continued)

as at 31 January 2012




January


January


July




2012


2011


2011




€'000


€'000


€'000




(Unaudited)


(Unaudited)


(Audited)

EQUITY
















Called up share capital



1,385


1,385


1,385

Share premium



160,399


160,399


160,399

Retained earnings and other reserves



39,011


20,687


56,034









TOTAL EQUITY



200,795


182,471


217,818









LIABILITIES








Non current liabilities








Interest bearing borrowings



242,801


169,231


141,748

Deferred tax liabilities



21,229


12,693


21,252

Contingent acquisition consideration



-


6,389


7,792

Other payables



547


-


1,075

Employee benefits



6,071


7,350


5,683

Derivative financial instruments



2,039


244


115

















Total non current liabilities



272,687


195,907


177,665









Current liabilities








Interest bearing borrowings



5,407


2,452


5,868

Trade and other payables



236,494


198,367


358,666

Employee benefits



2,589


12,703


2,856

Contingent acquisition consideration



8,404


6,551


5,262

Corporation tax payable



6,492


5,027


9,949

Derivative financial instruments



1,173


1,174


1,102

















Total current liabilities



260,559


226,274


383,703

















TOTAL LIABILITIES



533,246


422,181


561,368

















TOTAL EQUITY AND LIABILITIES



734,041


604,652


779,186









 


 

Origin Enterprises plc

 

Consolidated statement of changes in equity

for the six months ended 31 January 2012

 


































Share-




Foreign











Capital


Cashflow




based




currency







Share


Share


redemption


hedge


Revaluation


payment


Reorganisation


translation


Retained





capital


premium


reserve


reserve


reserve


reserve


reserves


reserve


earnings


Total



€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000























At 1 August 2011

1,385


160,399


1


(1,216)


16,741


3,665


(196,884)


(17,991)


251,718


217,818























Share-based payments

         -  


            -  


            -  


            -  


                 -  


422


                       -  


-


            -


422


Total comprehensive expense for the period

         -  


            -  


-  


  (1,927)         


                 -  


-


                       -  


2,501


(3,387)


(2,813)


Dividend paid to shareholders (Note 13)

         -  


            -  


            -  


            -  


                 -  


-


                       -  


-


(14,632)


(14,632)












































At 31 January 2012

1,385


160,399


1


(3,143)


16,741


4,087


(196,884)


(15,490)


233,699


200,795












































Origin Enterprises plc

 

Consolidated statement of cash flows 

for the six months ended 31 January 2012

 

 


Six


Six




months


months


Year


ended


ended


ended


January 2012


January 2011


July 2011


€'000


€'000


€'000


(Unaudited)


(Unaudited)


(Audited)







Cash flows from operating activities






(Loss)/profit before tax - continuing operations

(3,281)


14,036


62,542

Profit before tax - discontinued operations

-


4,815


4,815

Exceptional items

9,665


(2,592)


3,709

Finance income

(3,546)


(2,302)


(6,106)

Finance expenses

6,670


8,425


16,616

Share of profit of associates and joint venture

(7,065)


(6,401)


(14,857)

Depreciation of property, plant and equipment

2,462


2,879


5,276

Amortisation of intangible assets

3,419


1,660


4,295

Amortisation of government grants

-


(56)


(56)

Employee share-based payment charge

422


459


917

Pension contributions in excess of service costs

(20)


145


(11,874)



















Operating profit before changes in working capital

8,726


21,068


65,277

Increase in inventory

(65,610)


(79,623)


(33,383)

Decrease/(increase) in trade and other receivables

122,048


52,968


(47,036)

(Decrease)/increase in trade and other payables

(130,762)


(28,320)


78,116













Cash (absorbed)/generated from operating activities

(65,598)


(33,907)


62,974

Interest paid

(3,347)


(5,485)


(13,030)

Income tax paid

(4,439)


(4,271)


(12,242)













Net cash (outflow)/inflow from operating activities

(73,384)


(43,663)


37,702













 

 


Origin Enterprises plc

 

Consolidated statement of cash flows (continued)

for the six months ended 31 January 2012

 


Six


Six




months


months


Year


ended


ended


ended


January


January


July


2012


2011


2011


€'000


€'000


€'000


(Unaudited)


(Unaudited)


(Audited)







Cash flows from investing activities






Proceeds from sale of property, plant and equipment

278


837


Purchase of property, plant and equipment

(2,977)


(3,524)


Additions to intangible assets

(2,547)


(838)


Acquisition of subsidiary undertakings

-


-


Disposal of subsidiary undertakings

-


69,284


Payment of contingent acquisition consideration

(5,947)


-


Investment in/loans to associates and joint venture

(7,817)


527


Dividends received from associates and joint venture

9,952


2,048














Net cash flow from investing activities

(9,058)


68,334








Cash flows from financing activities





Redemption of share capital

-


-


Repayment of bank loans

94,571


(13,365)


Dividend paid to equity shareholders (see note 13)

(14,632)


(11,992)


Payment of finance lease obligations

(270)


(330)














Net cash flow from financing activities

79,669


(25,687)














Net decrease in cash and cash equivalents

(2,773)


(1,016)








Translation adjustment

1,993


(820)







Cash and cash equivalents at start of period

50,127


72,625














Cash and cash equivalents at end of period (note 12)

49,347


70,789














 

 

 

 


Origin Enterprises plc

 

Notes to the group condensed interim financial information

for the six months ended 31 January 2012

 

 

 

1      Basis of preparation

 

The group condensed interim financial information has been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34). The condensed interim financial information does not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual financial statements in respect of the year ended 31 July 2011, which have been prepared in accordance with IFRSs. The financial statements for the year ended 31 July 2011 were filed with the Registrar of Companies and are available on the company's website www.originenterprises.com. Those financial statements contained an unqualified audit report.

 

The group condensed interim financial information for the six months ended 31 January 2012 and the comparative figures for the six months ended 31 January 2011 are unaudited and have not been reviewed by the Auditors. The financial information for the year ended 31 July 2011 represent an abbreviated version of the Group's full accounts for that year.

 

The group condensed financial information is presented in euro, rounded to the nearest thousand, which is the functional currency of the Group.

 

A comprehensive review of the group's performance for the six months ended 31 January 2012 is included in the financial highlights section included on pages 1 to 10. The group's business is seasonal and is heavily weighted towards the second half of the financial year.

 

 

2      Accounting policies

 

Except as described below, the group condensed interim financial information has been prepared on the basis of the accounting policies, significant judgements, key assumptions and estimates as set out on pages 38 to 43 of the Group's Annual Report for the year ended 31 July 2011.

 

The IFRS applied by the Group in preparation of these financial statements are those that were effective for accounting periods beginning on or after 1 August 2011. The following standards and interpretations, issued by the International Accounting Standards Board ('IASB') and the IFRS Interpretations Committee, are effective for the first time in the current financial year and have been adopted by the Group:

 

·      Amendment to IFRS 7 - Financial Instruments: Disclosures;

·      Amendment to IFRIC 14 " Prepayments of a Minimum Funding Requirement"

·      Amendment to IAS 24 "Related Party Disclosures";

·      Improvements to IFRS's 2010

 

While the above standards and interpretations adopted by the Group modify certain disclosure requirements, these requirements are not significantly different than information presented as part of the 31 July 2011 year-end financial statements and have no impact on the consolidated results or financial position of the Group.

 

The Group has not applied early adoption of any standards for which the effective date is not yet required.

 

 

 

 


Origin Enterprises plc

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

3

Segment information

















(a)    Segment revenue and result

Agri-Services-

Continuing operations


Associates & Joint Venture-

Continuing operations


Food-

Discontinued operations


TOTAL




















6 months


6 months


6 months


6 months


6 months


6 months


6 months


6 months



ended


ended


ended


ended


ended


ended


ended


ended



31/01/12


31/01/11


31/01/12


31/01/11


31/01/12


31/01/11


31/01/12


31/01/11



€'000


€'000


€'000


€'000


€'000


€'000


€'000


€'000

















(Note 5)



















Total revenue

507,421


569,073


-


-


-


44,240


507,421


613,313


Less revenue from discontinued operations

-


-


-


-


-


(44,240)


-


(44,240)


Revenue - continuing operations

507,421


569,073


-


-


-


-


507,421


569,073



















Total operating profit before amortisation of intangibles and exceptional items

 

5,862


 

12,590


 

-


 

-


 

-


 

5,051


 

5,862


 

17,641



















Amortisation of intangible assets

(3,419)


(1,424)


-


-


-


(236)


(3,419)


(1,660)


Less operating profit from discontinued operations

-


-


-


-


-


(4,815)


-


(4,815)



















Total operating profit before exceptional items

2,443


11,166


-


-


-


-


2,443


11,166


Share of profit of associates and joint venture

-


-


7,065


6,401


-


-


7,065


6,401


Exceptional items

(7,360)


2,919


(2,305)


(327)


-


-


(9,665)


2,592




































Operating (loss)/profit from continuing operations

(4,917)


14,085


4,760


6,074


-


-


(157)


20,159




































Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

3

Segment information













(b)    Segment assets

Agri-Services-

Continuing operations


Associates & Joint Venture-

Continuing operations


TOTAL
















31/01/12


31/07/11


31/01/12


31/07/11


31/01/12


31/07/11



€'000


€'000


€'000


€'000


€'000


€'000


Segment assets excluding investments in associates and joint venture

506,521


548,471


-


-


506,521


548,471















Investment in associates and joint venture (including other financial assets)

-


-


161,133


154,094


161,133


154,094
















 

506,521


 

548,471


 

161,133


 

154,094


 

667,654


 

702,565















Reconciliation to total assets as reported in Statement of Financial Position


























Cash and cash equivalents









54,242


55,496


Investment properties









6,337


16,002


Derivative financial instruments









421


311


Deferred tax assets









5,387


4,812



























Total assets as reported in

Statement of Financial Position









 

734,041


 

779,186















Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

 

3

Segment information













(a)    Segment liabilities

Agri-Services-

Continuing operations


Associates & Joint Venture-

Continuing operations


TOTAL
















31/01/12


31/07/11


31/01/12


31/07/11


31/01/12


31/07/11



€'000


€'000


€'000


€'000


€'000


€'000















Segment liabilities

254,105


381,334


-


-


254,105


381,334















Reconciliation to total liabilities as reported in Statement of Financial Position


























Interest bearing loans and liabilities









248,208


147,616


Derivative financial instruments









3,212


1,217


Current and deferred tax liabilities









27,721


31,201



























Total liabilities as reported in

Statement of Financial Position









 

533,246


 

561,368














 


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

4        Exceptional items          

 

Exceptional items are those that, in management's judgement, should be disclosed by virtue of their nature or amount. Such items are included within the Income Statement caption to which they relate. The following exceptional items arose in the period;

 

 


6 months


6 months


ended


ended


January


January


2012


2011


€'000


€'000





Fair value adjustment on investment properties (i)

9,665


-

Gain on dilution of interest in associate (ii)

(2,305)


-

Arising in associates and joint venture (iii)

2,305


327

Net loss on disposal of operations (iv)

-


5,206





Total exceptional items

9,665


5,533





 

 

(i)   During the period ended 31 January 2012, the Directors reviewed the carrying value of investment properties in light of the continuing decline in the Irish property market, a lack of transactions, restricted bank financing for property related deals and a generally difficult economic environment. In particular the value of development land in regional areas is converging to that of agricultural land.  This review resulted in a write down in the carrying value of investment properties of €9.7 million.

 

(ii)  During the period ended 31 January 2012, the Group recorded a gain of €2.3 million arising on the dilution of its investment in Valeo Foods Group Limited ("Valeo") from 44.1 per cent to 32 per cent.

 

(iii)  During the period ended 31 January 2012, the exceptional loss arising in associates and joint venture resulted from a charge of €2.3 million relating to the Group's share of acquisition and rationalisation costs arising in Valeo.

 

During the prior period ended 31 January 2011, the exceptional loss arising in associates and joint venture results primarily from the expensing of acquisition costs and gains recorded on property, plant and equipment.

 

(iv) During the prior period ended 31 January 2011, the net loss on disposal of operations arose on the transition of the Group's consumer foods and feed ingredient interests from wholly owned businesses to associates and joint venture. Further information relating to this net loss is disclosed in the Group's 2011 Interim Results and in the Group's Annual Report for the year ended 31 July 2011.

 

 

5        Discontinued operations

 

 

During the prior period the Group disposed of its interest in Origin Food. These operations are considered, in management's judgement, to be discontinued in accordance with IFRS 5 'Non- Current Assets Held for Sale and Discontinued Operations'. The respective loss on the disposal of this operating segment was recognised in the Group Income Statement within discontinued operations. Further details of the revenue, results and cashflows of the Group's discontinued operations in the prior period are set out in Note 11 of the Group's Annual Report.


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

 

6

Earnings per share










6 months


6 months


6 months


6 months



ended


ended


ended


ended



January


January


January


January



2012


2011


2012


2011



€'000


€'000


EPS (cent)


EPS (cent)











Basic









(Loss)/profit attributable to equity shareholders

(3,248)


8,916


(2.44)


6.70


Amortisation of intangible assets

3,388


1,660


2.55


1.25


Amortisation of related deferred tax liability

(765)


(294)


(0.58)


(0.22)


Exceptional items

9,665


5,533


7.27


4.16




















Adjusted earnings per share

9,040


15,815


6.80


11.89





























Diluted









(Loss)/profit attributable to equity shareholders

(3,248)


8,916


(2.35)


6.46


Amortisation of intangible assets

3,388


1,660


2.45


1.20


Amortisation of related deferred tax liability

(765)


(294)


(0.55)


(0.21)


Exceptional items

9,665


5,533


6.98


4.00




















Adjusted earnings per share

9,040


15,815


6.53


11.45



















 

        The calculation of basic adjusted earnings per share is based on the weighted average number of shares in issue during the period of 133,015,572

         (31 January 2011:  133,015,572, 31 July 2011: 133,015,572).  The weighted average number of shares used in the calculation of adjusted diluted earnings per share is 138,499,154  (31 January 2011:138,098,000, 31 July 2011: 138,416,000).

 

       


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

7      Property, plant and equipment

 


January


July


2012


2011


€'000


€'000





At beginning of period

94,256


129,182

Additions

3,183


6,425

Acquisition of subsidiary undertakings

-


12,733

Disposal of subsidiary undertakings

-


(46,664)

Disposals

(278)


(937)

Depreciation charge

(2,462)


(5,276)

Translation adjustments

1,394


(1,207)













At end of period

96,093


94,256









 

 

 

8      Investment properties

 


January


July


2012


2011


€'000


€'000





At beginning of period

16,002


16,002

Fair value adjustment (note 4)

(9,665)


-









At beginning and end of the period

6,337


16,002





 

        Investment property principally comprises land located in Ireland in areas originally destined for future development and regeneration. During the period ended 31 January 2012, the Directors reviewed the carrying value of investment properties in light of the continuing decline in the Irish property market, a lack of transactions, restricted bank financing for property related deals and a generally difficult economic environment.  In particular, the value of development land in regional areas is converging to that of agricultural land.  This review resulted in a writedown in the carrying value of investment properties of €9.7 million. This non cash charge has been shown as an exceptional item in the consolidated income statement for the half year ended 31 January 2012.

 


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

9      Goodwill and intangibles

 


January


July


2012


2011


€'000


€'000





At  beginning of period

130,506


114,595

Additions

2,547


3,001

Acquisition of subsidiary undertakings

-


64,392

Disposal of subsidiary undertakings

-


(42,732)

Disposals

-


(447)

Amortisation

(3,419)


(4,295)

Translation adjustments

5,402


(4,008)









At end of period

135,036


130,506









 

Included in goodwill and intangibles at 31 January 2012 is an amount of €78,592,969 (31 July 2011: €75,008,895) relating solely to goodwill.

 

 

10     Investments in associates and joint venture

 


              January


                                    July


              2012


                                  2011


             €'000


                                 €'000





At beginning of period

119,081


89,741

Share of profits after tax and exceptional items

7,065


14,096

Dividends received

(9,952)


(7,002)

Investment in Valeo Foods

7,875


17,108

Investment in R& H Hall

-


11,055

Investment in Continental Farmers Group plc

-


1,100

Loss on dilution of investment in Continental Farmers Group plc

-


(4,738)

Loans/interest to associates

(58)


(889)

Arising on acquisition

-


232

Actuarial gain/(loss) on associate's defined benefit pension




scheme, net of deferred tax

291


(490)

Share of other comprehensive income

(344)


563

Translation adjustments

1,057


(1,695)









At end of period

125,015


119,081





 

 


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

 

11      Other financial assets

 


January


July


2012


2011


€'000


€'000





At  beginning of period

35,013


-

Fair value of vendor loan  note

-


33,540

Interest receivable

1,105


1,473









At end of period

36,118


35,013









 

 

 

 

 

12

Analysis of net debt























31 July




Non cash


Translation


   31 January



2011


Cashflow


movements


Adjustment


2012



€'000


€'000


€'000


€'000


€'000













Cash

55,496


(3,055)


-


1,801


54,242


Overdrafts

(5,369)


282


-


192


(4,895)
























Cash and cash equivalents

50,127


(2,773)


-


1,993


49,347













Finance lease obligations

(1,218)


270


-


(47)


(995)


Loans

(141,029)


(94,571)


(422)


(6,296)


(242,318)
























Net Debt

(92,120)


(97,074)


(422)


(4,350)


(193,966)























 

 

          The loans included above are unsecured and the facility extends to July 2016.


Origin Enterprises plc

 

Notes to the group condensed interim financial information (continued)

for the six months ended 31 January 2012

 

 

13       Dividends

 

On 6 January 2012 a dividend of 11 cent per ordinary share was paid in respect of the year ended 31 July 2011 totalling €14,631,713. The dividend was approved by shareholders at the Annual General Meeting on 21 November 2011.

 

 

 

14      Contingent liabilities

 

The group is not aware of any major changes with regard to contingent liabilities in comparison with the situation as of 31 July 2011.

 

 

 

15      Related party transactions

 

Related party transactions occurring in the period were similar in nature to those described in the 2011 Annual Report.

 

 

 

16     Release of half yearly condensed financial statements

 

The group condensed financial information was approved for release by the Board on 8 March 2012.

 


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