Interim Results

RNS Number : 8205U
Renew Holdings PLC
20 May 2008
 




Renew Holdings plc

('Renew' or the 'Group')


Interim results for the half year ended 31 March 2008


Renew, the specialist construction services business, announces strong interim results, with operating profits up 38% and a 66% increase in the interim dividend. 


Financial Highlights

(Nb results reported under International Financial Reporting Standards ('IFRS'))



H1 2008

H1 2007


Revenue

£192.9m

£173.0m

+11%

Operating profit

£3.1m

£2.2m

+38%

Profit before tax

£3.9m

£3.2m

+21%

Earnings per share*

5.61p

5.42p

+4%

Dividend per share

1.0p

0.6p

+66%

(* impacted by return to taxation @ 14.5% during period) 

 

Operational Highlights

 

·         Growth in revenue and operating profit in both main business streams
o        Specialist Building operating profit up 38%
o        Specialist Engineering operating profit up 30%
·         Strategic focus reflected in order book
o        80% of orders from specialist sectors and 67% repeat business
o        Forward order book remains strong at £247.7m, up 8%
·         Nuclear MDSW framework delivered 50% increase over expected revenues
·         New land remediation frameworks with North West Development Agency and Lancashire County Council
·         Northumbrian Water framework extended to 2011
·         Social Housing framework order pipeline in excess of £100m
·         Net cash balance £25.7m


Roy Harrison OBE, Chairman, commented: 


'Renew continues to report improving profits resulting from our strategy to provide specialist construction services to selected robust sectors. The Group is strongly positioned with substantial cash resources to react quickly to market opportunities as they arise.'


20 May 2008


Enquiries:


Renew Holdings plc

Tel: 0113 281 4200

Brian May, Chief Executive


John Samuel, Group Finance Director




College Hill

Tel: 020 7457 2020

Mark Garraway


Adam Aljewicz


  CHAIRMAN'S STATEMENT


The first half of the year produced strong results in line with both internal and market expectations. The results also illustrate the quality and sustainability of earnings with over two-thirds of orders coming in the form of repeat business in our specialist sectors and under negotiated forms of contract.


Group revenue for the six months ended 31 March 2008 was £192.9m (2007£173.0m), an 11% increase over the corresponding period last year. Profit before tax for the period was up 21% to £3.9m (2007: £3.2m).


The Group expects to incur a tax charge for the year ending 30 September 2008 and the applicable rate has been estimated at 14.5%. As a result of the tax charge, the growth in earnings per share was restricted to 4but nevertheless improved to 5.61p (20075.42p).  


The Group's net cash position stood at £25.7m, an increase of £1.3m compared to 30 September 2007. This strong, ungeared position enables the Group to take advantage of opportunities quickly as they arise in an economic environment which may become more challenging.


In accordance with the Group's progressive policyan interim dividend of 1.0p per share (2007: 0.6p) is being declared. This is an increase of 66% and reflects the Board's confidence of delivering further progress in the remainder of the year. The dividend will be paid on 7 July 2008 to shareholders on the register as at 6 June 2008


Our declared strategy of focusing on two distinct business streams, Specialist Engineering and Specialist Buildingis allowing us to secure sustainable and higher margin work with customers who are increasingly looking to develop longer-term relationships.


Our specialist sectors are demonstrating resilience in the current economic environment. Our order book remains strong and we are continuing to secure good quality opportunities to tender and negotiate. The Board believes that this will enable the Group to deliver further progress in the second half of the year.



Roy Harrison OBE


Chairman


20 May 2008



CHIEF EXECUTIVE'S REVIEW


OVERVIEW


Our strategy of seeking growth in Specialist Engineering whilst maintaining target margins combined with increasing margins in Specialist Building continues to provide increasing profits for the Group. 


In Specialist Engineeringrevenue increased by 32%, reflecting the acquisition of Seymour. Operating profit has grown by 30% to £2.2m and margins have been maintained within our target range at 4.6%. 


We saw continued margin improvement in Specialist Building, up from 1.3% to 1.5% alongside a 16% increase in revenue. Operating profit increased by 38% to £2.1m.


Our order book remains strong at £247.7m (2007: £228.7m) with 80% being in our specialist sectors, 70% of orders negotiated and 67% in the form of repeat business. These key performance indicators remain ahead of our targets of 66% in each case.


Part of the strategy of developing our Specialist Engineering activities is to consider complementary acquisitions. The Group continues to look at a number of potential opportunities but is mindful of only making acquisitions that meet our demanding criteria. We have a proven acquisition and integration track record following the PPS Electrical and Seymour transactions in the last two financial years. Both these businesses have reported improved performance in revenue and margin since acquisition


For the first time, the Group is reporting its results under International Financial Reporting Standards ('IFRS'). 


Review of operations


Specialist Engineering


Nuclear:


Shepley Engineers continues to be the largest mechanical and electrical contractor at Sellafield operating in the fields of asset support and decommissioning, with the majority of work carried out under three framework agreementsWe have just completed the first year of a two year Multi Disciplined Site Wide framework, from which revenues were 50% above forecast levels. Discussions have commenced regarding a two year extension to this framework.


Land Remediation:


VHE Construction was awarded five projects during the period including the Diesel Depot remediation project in Bristol for the South West of England Regional Development AgencyVHE has also been appointed to frameworks with the North West Development Agency and Lancashire County Council in addition to our longstanding framework with National GridIn December 2007, VHE opened an office in Northern Ireland to access the growing number of opportunities there. 


Water:


The Seymour acquisition has been fully integrated into the Group and is performing in line with our expectations. The Northumbrian Water framework has recently been extended until 2011. This framework will provide a reliable earnings stream over the next three years and is a good example of our strategic goal of winning repeat business with blue chip clientsThe Shiremoor Flood Alleviation project, which was awarded under this framework, secured three awards at the Constructing Excellence Awards for innovation, integration and collaborative working. In addition to a number of flood alleviation schemes secured during the periodSeymour was also awarded a coastal protection contract at Whitby Marina.


Specialist Building


Social Housing


We currently have six framework agreements in place, all with leading Housing Associations in the South East of England for the delivery of their new build programmes. We successfully completed six projects during the period and also commenced work on five new enabling projects which we expect to lead to confirmed orders over the next three months. The pipeline of future projects with our existing framework partners remains in excess of £100m. 


Retail:


Britannia Construction's first project with Marks & Spencer is nearing completionTesco continues to provide opportunities with a new store at Aston, Birmingham recently completed and another at Cullompton, Devon under construction. Allenbuild is constructing a £25m negotiated hotel and mixed retail development at Southport which includes the refurbishment of the adjacent Floral Hall Theatre.


Science and Education:


Allenbuild was awarded its first project under a new framework with Wigan Council and also secured three further school projects including the contract for the Kingfisher SchoolSolihull. This is the eighth year of our DEFRA framework at Weybridge where Walter Lilly has received a further award of a new building which has a major emphasis on environmental specifications. Allenbuild has also secured the contract to construct the Yorkshire Environmental Energy Technology Centre near Sheffield, which is aiming to have the lowest carbon footprint of any building in the UK.


Restoration and Refurbishment:


The high-end residential sector in London has been extremely busy during the period with Walter Lilly securing six awardsThe largest of these was prestigious £37m scheme in Grosvenor Crescent. This project is to refurbish and convert several listed buildings into high quality residential apartments and includes substantial temporary engineering works to form an underground stacking car park. We also continue to be awarded further projects from our Grosvenor Estates framework.


Summary 


We are continuing to make progress on the implementation of our strategy. Our operating businesses are recognised for their excellent skills and experience across our chosen specialist sectors and are seen as long-term partners by our customers. Our specialist markets remain robust within the broader context of the current economic environment. Through our high level of negotiated work, we are managing risk effectively and securing a higher quality of earnings. This strategy has enabled us to improve Group operating margins to 1.6% from 1.3% a year ago, indicating further progress towards our objective of an operating profit margin of at least 2.5% by 2010. 



Brian May


Chief Executive

 

20 May 2008



Group Income Statement

Notes

Six months ended

Year ended

for the six months ended 31 March 2008


31 March

30 September



2008

2007

2007



Unaudited

Unaudited

Audited



£000

£000

 £000






Group revenue from continuing activities

2

192,850 

172,971 

348,149

Cost of sales 


(170,142)

(153,654)

(311,486)

Gross profit


22,708 

19,317 

36,663

Administrative expenses 


(19,622)

(17,075)

(31,445)

Operating profit

2

3,086 

2,242 

5,218

Finance income


800 

895 

2,199

Finance costs


(207)

(239)

(768)

Other finance income - IAS 19 pension


250 

350 

745

Profit before income tax

2

3,929 

3,248 

7,394

Income tax expense

3

(569)

(74)

Profit for the period attributable to equity holders of the parent company


3,360 

3,248 

7,320

Basic earnings per share

4

5.61p

5.42p

12.22p

Diluted earnings per share

4

5.47p

5.35p

11.99p






Proposed dividend

5

1.00p

0.60p

1.20p










Group Statement of Recognised Income and Expense



Year ended

for the six months ended 31 March 2008


Six months ended

30 September



2008

2007

2007








Unaudited

Unaudited

Audited



£000

£000

 £000






Profit for the period attributable to equity holders of the parent company


3,360 

3,248 

7,320

Exchange movements in reserves 


20 

(96)

(150)

Movements in actuarial deficit


(857)

(890)

(1,804)

Movement on deferred tax relating to the defined pension scheme


427

Total recognised income and expense

 

2,523

2,262

5,793



Group Balance Sheet





at 31 March 2008






Notes

31 March

30 September



2008

2007

2007



Unaudited

Unaudited

Audited



£000

£000

 £000

Non-current assets

 


 

 

Intangible assets: goodwill

 

8,516

4,527 

8,516 

Intangible assets: other


744 

868 

Property, plant and equipment

 

5,035 

3,513 

5,188 

Deferred tax assets


4,987 

4,32

4,98


 

19,282 

12,36

19,559

Current assets

 




Inventories


8,499 

5,222 

6,391 

Trade and other receivables


94,149 

72,989 

85,319 

Cash and cash equivalents

 

25,817 

27,022 

24,565 

 

 

128,465 

105,233 

116,275 






Total assets

 

147,747 

117,60

135,834






Non-current liabilities





Obligations under finance leases


(59)

(202)

(118)

Retirement benefit obligations


(3,559)

(3,955)

(3,559)

Deferred tax liabilities


(418)

(90)

(418)

Provisions


(1,172)

(1,277)

(1,172)


 

(5,208)

(5,524)

(5,267)

Current liabilities





Trade and other payables


(126,751)

(102,309)

(116,954)

Obligations under finance leases


(243)

(151)

(429)

Current tax liabilities


(1,049)

(480)

Borrowings


(85)

(298)

(165)

Provisions


(2,530)

(2,530)

(2,530)


 

(130,658)

(105,288)

(120,558)






Total liabilities


(135,866)

(110,812)

(125,825)






Net assets

 

11,881 

6,790 

10,009 






Share capital 


5,990 

5,990 

5,990 

Share premium account 


5,893 

5,893 

5,893 

Capital redemption reserve 


3,896 

3,896 

3,896 

Cumulative translation adjustment


(130)

(96)

(150)

Share based payments reserve

6

165 

49 

97 

Profit and loss account 


(3,933)

(8,942)

(5,717)

Total equity

7

11,881 

6,790 

10,009 



Group Cash Flow Statement




for the six months ended 31 March 2008









Six months ended

Year ended


31 March

30

September


2008

2007

2007


Unaudited

Unaudited

Audited


£000

£000

 £000





Profit for the period

3,360

3,248

7,320

Amortisation of intangible assets

124

41

Depreciation

834

563

1,326

Profit on sale of property, plant and equipment

(94)

(37)

(85)

(Increase)/decrease in inventories

(2,015)

12,966

11,909

(Increase)/decrease in receivables

(8,806)

7,205

(1,766)

Increase/(decrease) in payables

9,891

(4,827)

6,360

Current service costs

36

48

79

Cash contribution to defined benefit scheme

(893)

(588)

(1,534)

Expense in respect of share options

68

49

97

Finance income

(1,050)

(1,245)

(2,944)

Finance costs

207

239

768

Interest paid

(207)

(239)

(768)

Income taxes paid

(107)

Income tax expense

569

74





Net cash inflow from operating activities

2,024

17,382

20,770





Investing activities




Interest received

800 

895 

2,199

Proceeds on disposal of property, plant and equipment

194 

145 

309

Purchases of property, plant and equipment

(781)

(365)

(1,060)

Acquisition of subsidiary net of cash acquired

(5,932)

Net cash inflow/(outflow) from investing activities

213

675

(4,484)





Financing activities




Dividends paid

(719)

(479)

(839)

Repayment of obligations under finance leases

(245)

(319)

(542)

Repayment of development loans

(9,795)

(9,795)

Net cash outflow from financing activities

(964)

(10,593)

(11,176)





Net increase in cash and cash equivalents

1,273

7,464

5,110





Cash and cash equivalents at the beginning of the period

24,400

19,570

19,570 





Effect of foreign exchange rate changes

59

(310)

(280)





Cash and cash equivalents at the end of the period

25,732

26,724

24,400





Bank balances and cash

25,817

27,022

24,565

Bank overdrafts

(85)

(298)

(165)


25,732

26,724

24,400




NOTES TO THE ACCOUNTS


Note 1 Accounting policies


Explanatory note on adoption of IFRS for the 6 months ended 31 March 2008


A1 Presentation of consolidated financial statements


The consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted for use in the EU. The Group has applied all accounting standards and interpretations issued by the IASB and International Financial Reporting Interpretations Committee relevant to its operations and expected to be effective for the date of the Group's first IFRS financial statements. In accordance with IFRS 1, estimates consistent with those made in the UK GAAP financial statements for the year ended 30 September 2007 have been used.


The financial statements are presented in sterling since this is the currency in which the majority of the Group's transactions are denominated.


A2 First time adoption of international financial reporting and accounting standards


The Group has applied IFRS 1 'First time adoption of International Financial Reporting Standards' to provide a starting point for reporting under IFRS. The date of transition to IFRS was 1 October 2006 and all comparative information in these financial statements has been restated to reflect the Group's adoption of IFRS.


The adoption of IFRS has resulted in the following transition adjustments to the Group's accounting policies:


Goodwill


Under UK GAAP goodwill was amortised over its useful economic life. Under IFRS 3 'Business Combinations' goodwill is not amortised but is carried at cost with impairment reviews being undertaken annually or when there is an indication that the carrying value has been reduced. Under IFRS 1 the Group has applied the change from the date of transition as opposed to full application to all business combinations prior to that date. The goodwill in the balance sheet at the date of transition to IFRS was £4,527,000. The impact on the 2007 profit for the financial year is a reversal of the amortisation previously charged under UK GAAP of £356,000. 


Intangible assets 


IFRS 3 'Business Combinations' requires the measurement of intangible assets and their annual amortisation. The Group acquired £909,000 in relation to contractual rights on the acquisition of Seymour, which are being amortised over 44 months giving rise to a charge of £41,000 in 2007. Deferred tax has been provided on these intangible assets.


Employee benefits


IAS 19 'Employee Benefits' requires that liabilities for employee benefits should be recognised in the period in which services are provided by the employee. This includes specific guidance on dealing with short-term employee benefits such as holiday pay for which there is no equivalent under UK GAAP. Consequently the 2007 profit for the year is reduced by £114,000 being the increase in accrual to £626,000 from the opening position at 1 October 2006 of £512,000. Deferred tax has been provided on these employee benefits.



IFRS 1 Transition exemptions


IFRS 1 provides certain exemptions which the Group has decided to utilise. Under IFRS 3 'Business Combinations', the Group has elected not to apply the standard retrospectively to business combinations prior to the date of transition. Accordingly, the classification of such business combinations remains unchanged from that under UK GAAP. Assets and liabilities are recognised at the date of transition if they would be recognised under IFRS and are measured using their UK GAAP carrying amount immediately following acquisition as deemed cost under IFRS, unless IFRS requires fair value measurement. 


IFRS 1 permits revaluations of property, plant and equipment which had been carried out under UK GAAP to be treated as the deemed cost at the date of transition and the Group has applied this exemption.


Cumulative translation differences 


The Group has taken advantage of the exemption whereby the cumulative translation differences are deemed to be zero at the date of transition to IFRS.


Share based payments


The Group has applied IFRS 2 'Share based payment' from the date of transition to IFRS as at 1 October 2006


In preparing its opening IFRS balance sheet, the Group has adjusted amounts previously reported in financial statements prepared in accordance with its old basis of accounting (UK GAAP). An explanation of how the transition from UK GAAP to adopted IFRS has affected the Group's financial position, performance and cash flow is set out below.


Reconciliation on transition to IFRS



October

30 September


2006

2007


£000

£000




Total equity as presented under UK GAAP

5,316

10,145

Employee benefits

(512)

(626)

Amortisation of goodwill

 -

356

Amortisation of intangible asset

 -

(41)

Deferred tax

154

175




Equity as presented under IFRS

4,958

10,009






30 September



2007



£000




Profit as presented under UK GAAP


7,098

Amortisation of goodwill


356

Amortisation of intangible asset


(41)

Employee benefits


(114)

Income taxes


21




Profit as presented under IFRS


7,320



A3 Explanation of material adjustments to the cash flow statement for 2007


Interest paid of £768,000 during 2007 is classified as operating cash flow under IFRS, but was included in a separate category of returns on investments and servicing of finance under previous GAAP.


Note 2 Segmental analysis


For management purposes the Group is organised into three business streams: Building, Engineering, and Property and central activities. These operating segments are the basis on which the Group reports its primary segmental information.


Segmental information about the Group's continuing operations is presented below:



Six months ended

Six months ended

Year ended


31 March

31 March

30 September


2008

2007

2007


Unaudited

Unaudited

Audited

Revenue is analysed as follows:

£000

£000

 £000





Building

142,886

122,910

265,668

Engineering

47,231

35,795

68,777

Inter divisional revenue

(2,941)

(2,943)

(3,265)

Property and central activities

5,674

17,209

16,969

Group revenue from continuing operations

192,850

172,971

348,149





Analysis of operating profit 




Building

2,137

1,554

3,652

Engineering

2,176

1,678

3,294

Property and central activities

(1,227)

(990)

(1,728)

Operating profit

3,086

2,242

5,218

Net finance income

843

1,006

2,176

Profit before income tax

3,929

3,248

7,394


Note 3 Income tax expense



Six months ended

Year ended


31 March

31 March

30 September


2008

2007

2007


Unaudited

Unaudited

Audited


£000

£000

 £000

Current tax:


 


UK corporation tax on profits for the period

(569)

(291)

Foreign tax

(107)

Total current tax

(569)

(398)

Deferred tax

324 

Income tax expense

(569)

(74)


The Group has unused tax losses available to carry forward against future taxable profits, although a significant element of these losses relates to activities which are not forecast to generate the level of profits needed to utilise these losses. A related deferred tax asset of £3,990,000 has been recognised to the extent considered reasonable by the directors.  



Note 4 Earnings per share



Six months ended

31 March 2008

Six months ended

31 March 2007

Year ended

30 September 2007




Weighted



Weighted



Weighted




average



average



average


 


number



number



number


 

Earnings

of shares

EPS

Earnings

of shares

EPS

Earnings

of shares

EPS

 

£000

'000

Pence

£000

'000

Pence

£000

'000

Pence











Basic earnings 
per share

3,360 

59,899

5.61

3,248 

59,899

5.42

7,320

59,899

12.22











Dilutive effect 
of share options

 -

1,493

(0.14)

 -

765

(0.07)

 -

1,154

(0.23)











Diluted earnings 
per share

3,360

61,392

5.47

3,248

60,664

5.35

7,320

61,053

11.99



Note 5 Dividends


The proposed interim dividend is 1.0p per share (2007 0.6p). This will be paid out of the Company's available distributable reserves to shareholders on the register on 6 June 2008, payable on 7 July 2008. In accordance with IAS 1, dividends are recorded only when paid and are shown as a movement in equity rather than as a charge in the income statement.



Note 6 Share based payments reserve


IFRS 2 'Share based payment' requires a fair value to be established for any equity settled share based payments. Fair value has been independently measured using a Black-Scholes valuation model. The fair value determined at the grant date of the equity settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest. In total 1,702,156 share options are in issue with a vesting period of 3 years. 417,960 of these options were issued during the period and £68,000 has been charged to administrative expenses. There is no impact on total equity since an equivalent amount is credited to the share based payments reserve.


Note 7 Reconciliation of movements in total equity


    

Six months ended

Year ended


31 March

2008

31 March

2007

30 September

2007


Unaudited

Unaudited

Audited


£000

£000

 £000

Profit for the period

3,360 

3,248 

7,320 

Dividends

(719)

(479)

(839)


2,641 

2,769 

6,481 

Movement in share based payments reserve

68 

49 

97 

Other recognised gains and losses for the period [net] 

(837)

(986)

(1,527)

Net movement on total equity 


1,872 

1,832 

5,051 

Opening total equity

10,009 

4,958 

4,958 

Closing total equity

11,881 

6,790 

10,009 



Note 8 Basis of preparation


(a) The accounts for the six months ended 31 March 2008 and the equivalent period in 2007 have not been audited or reviewed by the Company's auditors. They have been prepared on a going concern basis in accordance with IFRS as set out in Note 1. The interim report was approved by the Directors on 20 May 2008.


(b) The accounts for the year ended 30 September 2007 were prepared under UK GAAP and the auditors issued an unqualified opinion on them. They did not contain a statement under S237(2) of the Companies Act 1985 and were delivered to the Registrar of Companies. The comparative figures for the year ended 30 September 2007 have been audited as part of the conversion to IFRS. The comparative figures for the period ended 31 March 2007 are unaudited.


(c) The Directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future.  


This interim statement is being sent to all shareholders and is also available upon request from the Company Secretary, Renew Holdings plc, Yew Trees, Main Street North, Aberford, West Yorkshire LS25 3AA, or via the website www.renewholdings.com.



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