Final Results

Spirax-Sarco Engineering PLC 11 March 2002 SPIRAX-SARCO ENGINEERING PLC 2001 PRELIMINARY ANNOUNCEMENT HIGHLIGHTS 11 March 2002 Year to 31st December 2001 2000 Change Turnover £291.9m £278.1m +5% Operating profit* £40.8m £43.4m -6% Operating profit margin 14.0% 15.6% Profit before taxation £38.0m £41.2m -8% (before the disposal of fixed assets) Earnings per share 34.6p 37.4p -7% (before the disposal of fixed assets) Dividends per share 18.6p 18.0p +3% Net gearing 28.3% 33.8% * After charging goodwill amortisation of £0.5m (2000: £0.4m) • Sales growth 5% •Good progress in Americas •Lower profits in UK manufacturing units •Strong cash flow •EPS down 7%, dividend up 3% Tim Fortune, Chairman, commenting on prospects said:- '...We remain cautious on the outlook as it is far from clear whether the global economy will recover during the year; however we have made a solid start to 2002' Enquiries: Tim Fortune - Chairman Marcus Steel - Chief Executive David Meredith - Director Finance Tel: 020 7638 9571 at Citigate Dewe Rogerson until 6.00 p.m. SPIRAX-SARCO ENGINEERING plc PRELIMINARY RESULTS SUMMARY The Chairman, Tim Fortune, says: 'In 2001, the Group achieved a satisfactory growth in sales despite adverse trading conditions. Operating profit fell by 6%, a creditable performance given the increasingly tough operating environment. After the strong start to the year in sales, the second half, and particularly the final quarter, saw a distinct weakening with a consequent effect on the operating profit. The weak state of the world's major economies, notably the USA and Japan, had a depressing effect elsewhere and hence on the resilience of the markets in which we operate. Turnover increased by 5% in the year to £292 million, as compared with £278 million in 2000. The full year effect of the acquisition, in October 2000, of M&M International, our Italian based solenoid valve and piston actuated valve manufacturer, added 2% to sales. Organic growth was 3%, which was well spread with increases in the UK and Continental Europe. We made good overall progress in the Americas, helped by more favourable exchange rates, but in Asia, Australasia and Africa good underlying growth was cancelled out by adverse exchange rate movements. The overall sales increase was the result of the technical support that we give to our customers in our niche markets and the implementation of sales plans and product developments, which also have the potential to deliver more growth in the future.' The Chief Executive, Marcus Steel, reports: TRADING 'After a good first quarter, business levels slowed particularly towards the end of the year. As a result, the sales and profits in the second half of 2001 were only slightly ahead of the first half - this is different from our usual profile where, due to seasonal influences, our second half is normally noticeably better than the first half. The slow-down in the US economy and the further decline in the Japanese economy, which has been in a parlous state for some years, have clearly depressed most of the Asian economies which rely heavily on exports to the USA and Japan. The European economies have also suffered from similar pressures. Industrial production declined sharply in the major economies, which is a good indicator of the state of the markets in which we operate. The Mexican economy remains in recession following its severe downturn in the last quarter of 2000. On the other hand, the Chinese market continued to grow and remains a good opportunity for us. Turnover grew by 5% in 2001 including organic growth of 3% overall, comprising 5% growth in the first half and 1% growth in the second half. In addition, the acquisition, in October 2000, of M&M International, the Italian based solenoid valve and piston actuated valve manufacturer, contributed 2% to the sales growth. Overall exchange rate effects were negligible but included good gains from the strength of the US dollar and some benefit from the slight strengthening of the euro, largely offset by currency weakness in Asia and South America. The increase in sales worldwide came in spite of the difficult trading conditions and was achieved by pushing ahead with a number of specific sales plans and investing in additional sales and marketing resources. We also released a number of new products such as the new intelligent valve positioner and steam traps for the Japanese market and, at the end of the year, Watson- Marlow Bredel released the first phase of the completely redesigned core range of peristaltic pumps which offers improved specification and performance at no extra cost. Operating profit fell by 6% from £43.4 million in 2000 to £40.8 million in 2001. This resulted partly from the slowing sales in the second half of the year and from a reduction of stocks in our overseas selling companies. These two factors disproportionately reduced the short-term demand on the factories, particularly in the UK, and impacted manufacturing profits. In Mexico, our sales were depressed and profits were down by £1 million (half of which is eliminated in the minority interests). Elsewhere, profits were flat in Continental Europe and an underlying improvement in profits in Asia, Australasia and Africa was more than offset by an exchange rate hit. There was a good profit increase in the Americas, helped by favourable exchange rate movements. The performance of our company in South Carolina continued to improve with good gains in sales and profits. The operating profit margin fell to an historically low 14.0% (2000: 15.6%), the biggest contributing factor being the fall in profits in the UK manufacturing units. A number of factors have pushed our margins down over the last few years, but the underlying commercial strength remains. Recovery of the margin will come not only from business growth but also from already identified cost reductions which will take full effect over the next twelve to twenty-four months. On 18th January 2002 we completed the acquisition of Marford Engineering, in Australia, for £1 million. Marford is a water treatment chemicals specialist and will help us to develop our boiler water treatment business in Australia. United Kingdom UK domestic sales were up 4% with both the Spirax Sarco and Watson-Marlow Bredel businesses showing growth, but the market became generally more difficult as the year progressed and the selling companies did well to largely maintain their profits. Watson-Marlow Bredel grew their profits in the UK. As already mentioned, the Spirax Sarco factories suffered from the slow-down in third party sales (worldwide) and the effect of de-stocking in many of our overseas sales companies in the second half of the year, all of which had a disproportionate effect on the overall UK profits. Short-term actions were taken to reduce costs in order to minimise the impact. Total UK operating profits fell from £11.9 million to £8.6 million. The large majority of products sold by the Group worldwide are made outside the UK. Over the years, rising volumes of raw materials have also been sourced from outside the UK, much of which comes from Asia. This is a trend which is well established and will accelerate over the next two years. Continental Europe The turnover in Continental Europe increased by 8%, of which 3% was due to the acquisition of M&M. The Watson-Marlow Bredel business grew well across Europe. The Spirax Sarco business also made sales gains overall with strong performances in Germany, Switzerland, most Nordic countries and the Czech Republic. In France, Italy, Portugal and Spain, the trading conditions were tough and sales and profits were down. M&M was integrated into the Group during 2001 and made a good contribution to the result; the sales of piston actuated valves, for which we acquired the company, have been ahead of expectation and offer good future potential. The French factory experienced reasonable demand, in spite of the de- stocking in our selling companies, and maintained profits. The overall profit in Continental Europe was flat at £13.4 million. The currency conversion of the companies in 'euroland' was well prepared and has gone smoothly. International (markets outside Americas and Europe) After starting the year strongly in the International region, business levels slowed steadily and finished with organic growth of 5%, which was matched by negative exchange rate movements, leaving the sterling value of business in the region largely unchanged. In Korea, the economy was weak and market conditions were tough and sales were lower which, with the impact of the weak Won, meant that profits were well down. Australia, Malaysia, South Africa and Thailand also saw little or no growth. Taiwan declined further, however, our company in China made excellent progress, and increased sales and profits. In Japan, we again grew the business in spite of the increasingly depressed market and we increased the investments in our company there. The generally weaker currencies in the region meant that an underlying profit increase of 9% was turned into a 6% reduction in sterling terms, being down to £9.3 million from £9.9 million in 2000. Americas Sales in the Americas increased by 6%, including organic growth of 2%. The strength of the US dollar gave good exchange gains which were partly offset by currency weakness in South America. In the USA, the Spirax Sarco company made further good increases in sales and profits. The Watson-Marlow Bredel company in the USA experienced a small downturn in sales and profits as business hesitated after the excellent performance in 2000. Our company in Brazil had a good year, as did the Canadian company. The economy in Mexico remained in recession throughout 2001, sales and profits were well down on the previous year, and action was taken to reduce the cost base to mitigate the impact. The Argentine company also suffered the effects of another year of economic recession. In December, the Argentine government defaulted on its debts and the economy collapsed; here, too, we cut back on our costs and have taken steps to protect our position, which is helped by our company exporting more than 60% of its sales. The overall profit in the Americas increased by 17% from £8.1 million to £9.5 million. Interest, tax and dividends The net interest charge of £2.8 million increased from £2.2 million in 2000 due to the full year effect of the acquisition of M&M and of the shares bought back in 2000. The net interest expense was covered fifteen times by operating profit. A net gain of £0.6 million on disposal of property has been included as a non- operating item. Profit before tax for the year was £38.6 million, and before the non-operating item was £38.0 million (2000: £41.2 million). Amortisation of goodwill was £0.5 million (2000: £0.4 million). The tax charge was 30.9% compared with 32.0% in 2000. The underlying tax charge, before the non-operating item, was 31.4% (2000: 30.1%). Minority interests were substantially lower at £0.6 million due to greatly reduced profits in Mexico. Earnings per share, before the non-operating item, were 34.6p compared with 37.4p in 2000, a reduction of 7%. The Board is recommending a final dividend of 13.0p per share which, with the interim dividend of 5.6p per share, gives a total for the year of 18.6p, an increase of 3.3%. The cost of the interim and final dividends is £13.8 million, which is covered 1.9 times by earnings before the non-operating item. No scrip dividend alternative is being offered. BALANCE SHEET AND CASH FLOW Capital employed (net assets excluding goodwill and net debt) increased to £177.6 million at 31st December 2001 from £174.6 million a year earlier, at constant exchange an increase of 4%. Fixed asset additions of £17.5 million were similar to the level in 2000 and included new training centres in France and Italy, redevelopment of Watson-Marlow Bredel's facility in the Netherlands and continued investment in our manufacturing plants aimed at increasing efficiency, improving safety and reducing costs. Working capital, comprising stocks plus debtors less creditors, rose by an underlying 3%. Stock levels were reduced in our sales companies, offset by increases in the UK and French manufacturing units. Debtors and creditors were both lower, reflecting the slow-down in business activity, particularly through the second half. The cash flow for the year was strong. The cash inflow from operating activities improved to £50.0 million from £43.4 million in 2000. Net debt was £40.5 million at 31st December 2001 compared with £45.6 million a year earlier and net gearing reduced to 28% (2000: 34%). The interim disclosure requirements of FRS17 (Retirement Benefits), which are included in the notes to the accounts, show a small decline in the funding position of the Group's defined benefit pension schemes under the prescribed FRS17 valuation basis. LOOKING FORWARD The Spirax Sarco commercial and industrial steam business and the Watson-Marlow Bredel peristaltic pumping business both operate in niche markets where they are the world leader. Spirax Sarco has a relatively small share of the steam specialty market in spite of being the largest single supplier, and there is a great deal of potential for growth. The Watson-Marlow Bredel peristaltic pumping business is operating in an expanding market where the peristaltic principle, with its many attractions, is used in more and more applications, a trend which should continue. Both businesses are developing new products to enhance their ranges and are constantly updating their ranges to improve product performance and reduce costs. There are opportunities for geographical growth with the world's biggest economies offering good potential, as do the less developed economies. In addition to these outward looking opportunities, there are also ways for us to improve our internal performance in order to enhance our competitiveness and profitability, such as raising productivity and resourcing of materials. We can also improve the cross-fertilisation of sales experiences and successes across the world, as we are in a unique position with our global coverage and comprehensive product ranges. All of this offers the prospect of continued steady long-term growth in our well established markets.' PROSPECTS The Chairman comments as follows: 'In these difficult market conditions, our knowledge, service and products are needed more than ever by our customers to maintain and develop their businesses. It is clear that there is good potential to continue to grow by capitalising on the fundamental strengths of our market leading position. Tight controls and cost reduction actions, which are under way, will bring progressive benefits. We remain cautious on the outlook as it is far from clear whether the global economy will recover during the year; however we have made a solid start to 2002.' The audited trading results for the Group for the year ended 31st December 2001 (together with the comparative figures for 2000) are set out below: 2001 2000 £'000 £'000 Turnover 291,942 278,148 Operating costs (251,139) (234,778) Operating profit 40,803 43,370 Profit/(loss) on disposal of fixed assets 616 (990) Profit before interest 41,419 42,380 Net interest payable (2,778) (2,213) Profit on ordinary activities before taxation 38,641 40,167 Taxation on profit on ordinary activities (11,926) (12,867) Profit on ordinary activities after taxation 26,715 27,300 Minority interests - equity (585) (933) Profit for the financial year 26,130 26,367 Dividends (13,752) (13,301) Retained profit for the financial year 12,378 13,066 Earnings per share before the disposal of fixed assets 34.6p 37.4p Earnings per share after the disposal of fixed assets 35.4p 35.4p Dividends per share 18.6p 18.0p SPIRAX-SARCO ENGINEERING plc Group Balance Sheet at 31st December 2001 2001 2000 £'000 £'000 Fixed assets Intangible assets 8,958 9,299 Tangible assets 91,906 89,114 100,864 98,413 Current assets Stocks 62,840 64,166 Debtors 86,199 88,768 Cash deposits and short term investments 16,147 18,111 Cash at bank and in hand 4,312 2,961 169,498 174,006 Creditors Amounts falling due within one year (72,013) (81,204) Net current assets 97,485 92,802 Total assets less current liabilities 198,349 191,215 Creditors Amounts falling due after more than one year (40,084) (42,060) Provisions for liabilities and charges (12,191) (10,891) Net assets 146,074 138,264 Capital and reserves Called up share capital 18,484 18,398 Share premium account 33,327 32,097 Revaluation reserve 4,618 4,653 Capital redemption reserve 1,832 1,832 Profit and loss account 84,585 77,944 Shareholders' funds - equity 142,846 134,924 Minority interests - equity 3,228 3,340 146,074 138,264 SPIRAX-SARCO ENGINEERING plc Group Cash Flow Statement for the year ended 31st December 2001 2001 2000 £'000 £'000 RECONCILIATION OF OPERATING PROFIT TO OPERATING CASH FLOW Operating profit 40,803 43,370 Depreciation and amortisation charges 12,303 11,216 Increase in stocks (435) (4,220) Decrease in debtors 873 (10,046) Decrease in creditors and provisions (3,573) 3,073 Cash inflow from operating activities 49,971 43,393 GROUP CASH FLOW STATEMENT Cash inflow from operating activities 49,971 43,393 Returns on investments and servicing of finance (3,254) (2,878) Taxation (12,429) (11,993) Capital expenditure (16,834) (10,248) Acquisitions (404) (7,408) Equity dividends paid (13,412) (13,104) Cash inflow before use of liquid resources & financing 3,638 (2,238) Management of liquid resources 1,735 4,877 5,373 2,639 Financing - Issue of ordinary share capital 1,316 897 - Share buy-back - (5,851) - Decrease in debt (5,477) 1,840 (4,161) (3,114) Increase in cash in the period 1,212 (475) RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT Increase in cash in the period 1,212 (475) Cash outflow from decrease in debt 5,477 (1,840) Cash inflow from decrease in liquid resources (1,735) (4,877) Change in net debt resulting from cash flows 4,954 (7,192) Amortisation of loan expenses (25) (25) Finance leases - (732) Finance leases acquired with subsidiary - (619) Translation difference 206 (2,237) Movement in net debt in the period 5,135 (10,805) Net debt at 1st January 2001 (45,608) (34,803) Net debt at 31st December 2001 (40,473) (45,608) SPIRAX-SARCO ENGINEERING plc Group Statement of Total Recognised Gains and Losses for the year ended 31st December 2001 2001 2000 £'000 £'000 Profit for the financial year 26,130 26,367 Currency translation differences on foreign currency net investments (5,772) 1,049 Total recognised gains and losses relating to the year 20,358 27,416 SPIRAX-SARCO ENGINEERING plc Group Reconciliations of Movement in Shareholders' Funds for the year ended 31st December 2001 2001 2000 £'000 £'000 Shareholders' funds at 1st January 134,924 125,763 Profit for the financial year 26,130 26,367 Dividends (13,752) (13,301) Share buy-back - (5,851) Net proceeds of issue of shares 1,316 897 Currency translation differences (5,772) 1,049 Shareholders' funds at 31st December 142,846 134,924 Notes: 1. Foreign currency assets and liabilities are translated into sterling at rates of exchange ruling at 31st December. Trading results of overseas subsidiary undertakings have been translated into sterling at average rates of exchange ruling during the year. 2. The analysis of turnover by reference to the geographical location of customers is as follows:- 2001 2000 £'000 £'000 United Kingdom 38,869 37,507 Continental Europe 101,406 94,190 The Americas 87,770 83,079 Asia, Australasia and Africa 63,897 63,372 291,942 278,148 and by reference to the geographical location of the Group's operations is as follows: 2001 2000 £'000 £'000 United Kingdom 85,733 86,802 Continental Europe 125,589 114,091 The Americas 92,267 88,050 Asia, Australasia and Africa 57,137 57,255 360,726 346,198 Intra-group sales (68,784) (68,050) Sales to third parties 291,942 278,148 3. Operating profit, analysed by reference to the geographical location of the Group's operations, is as follows:- 2001 2000 £'000 £'000 United Kingdom 8,603 11,878 Continental Europe 13,414 13,468 The Americas 9,498 8,139 Asia, Australasia and Africa 9,288 9,885 40,803 43,370 4. Net interest payable: 2001 2000 £'000 £'000 Interest payable: Bank loans and overdrafts 2,478 2,483 Other loans 1,310 930 3,788 3,413 Interest receivable (1,010) (1,200) 2,778 2,213 5. Taxation: 2001 2000 £'000 £'000 United Kingdom corporation tax 6,069 9,024 Deduct double taxation relief (4,174) (5,766) 1,895 3,258 Overseas taxation 9,639 8,734 Deferred taxation 497 1,108 12,031 13,100 Adjustment in respect of previous years (105) (233) 11,926 12,867 No tax is payable on the non-operating item (2000: £488,000 payable) 6. The calculation of earnings per share before the disposal of fixed assets is based on earnings of £25,514,000 (2000: £27,845,000) and the calculation of earnings per share after the disposal of fixed assets is based on earnings of £26,130,000 (2000: £26,367,000), as shown in the Group profit and loss account, divided by the weighted average number of shares in issue during the year of 73,808,317 (2000: 74,531,906). 7. If approved at the annual general meeting on 9th May 2002, the final dividend will be paid on 17th May 2002 to shareholders on the register at 19th April 2002. 8. The analysis of net assets by reference to the geographical location of the Group's operations is as follows:- 2001 2000 £'000 £'000 United Kingdom 48,706 43,847 Continental Europe 58,940 53,974 The Americas 47,582 52,322 Asia, Australasia and Africa 35,631 36,690 190,859 186,833 Cash at bank and in hand (4,312) (2,961) Capital employed 186,547 183,872 Net debt (40,473) (45,608) Net assets 146,074 138,264 Return on capital employed is based on operating profit of £40,803,000 (2000: £43,370,000) before deducting goodwill amortisation of £507,000 (2000: £363,000), and average net assets as shown above excluding net goodwill of £8,958,000 (2000: £9,299,000) and net debt as shown above. 9. Analysis of changes in net debt. 1st Jan Cash Other Exchange 31st Dec 2001 Flow non-cash movement 2001 changes £'000 £'000 £'000 £'000 £'000 Cash in hand and at bank 2,961 1,446 - (95) 4,312 Overdrafts (3,990) (234) - 125 (4,099) 1,212 Debt due within a year (21,691) 3,679 - 189 (17,823) Debt due beyond a year (39,570) 2,139 (25) 181 (37,275) Finance leases (1,429) (341) - 35 (1,735) 5,477 Current asset investments 18,111 (1,735) - (229) 16,147 Total (45,608) 4,954 (25) 206 (40,473) 10. The financial information set out above does not constitute the company's statutory accounts for the years ended 31st December 2001 or 2000 but is derived from those accounts. Statutory accounts for 2000 have been delivered to the registrar of companies, and those for 2001 will be delivered following the company's annual general meeting. The auditors have reported on those accounts, their reports were unqualified and did not contain statements under section 237 (2) or (3) of the Companies Act 1985. 11. FRS17 disclosures The most recent actuarial valuations of the Groups defined benefit schemes were carried out at various dates between 31st December 2000 and 31st December 2001. The results produced at earlier valuation dates were updated to the 31st December 2001 by independent qualified actuaries. The financial assumptions used at 31st December 2001 were:- Assumptions weighted by value of liabilities % per annum UK Overseas Post-retirement pensions pensions medical Rate of increase in salaries 3.5 4.2 Rate of increase in pensions 2.5 2.0 Discount rate 5.8 6.5 7.3 Rate of price inflation 2.5 N/A Medical trend rate 6.0 Assumptions weighted by market value of assets % per annum UK Overseas pensions pensions Expected rate of return on assets (aggregate) 7.0 7.6 Bonds 5.1 6.4 Equities 7.8 7.9 Other 5.3 5.8 The assets in the schemes at 31st December 2001 were: Market value UK Overseas Post-retirement pensions pensions medical £'000 £'000 £'000 Total in aggregate 109,600 16,700 Bonds 22,900 500 Equities 77,800 14,400 Other 8,900 1,800 The following amounts at 31st December 2001 were measured in accordance with the requirements of FRS17: UK Overseas Post-retirement pensions pensions medical £'000 £'000 £'000 Total market value of schemes' assets 109,600 16,700 - Present value of the schemes' liabilities 116,600 27,400 800 Deficit in the schemes (7,000) (10,700) (800) Related deferred tax asset 2,100 1,980 240 Net pension liability (4,900) (8,720) (560) If the above amounts had been recognised in the accounts the Group's net assets and profit and loss account reserve at 31st December 2001 would be as follows: £'000 Net assets excluding pension liability 146,074 Pension liability (5,096) Net assets including pension liability 140,978 Profit and loss account reserve excluding pension liability 84,585 Pension liability (5,096) Profit and loss account reserve 79,489 The net pension liability of £14,180,000 calculated in accordance with FRS17 compares with the pension provision currently recorded of £9,084,000. 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