Maiden Interim Results
Plastics Capital PLC
13 December 2007
For Immediate Release 13 December 2007
Plastics Capital Plc
Maiden Interim Results for six months ended 30 September 2007
Plastics Capital Plc (AIM: PLA; Plastics Capital or the 'Company') the
consolidator of plastics products manufacturers focused on proprietary products
for niche markets, today announces its maiden interim results for the six months
ended 30 September 2007.
Plastics Capital, which floated on AIM on 3 December 2007, was incorporated on 2
October 2007 by Plastics Capital Trading Limited as a vehicle to float on AIM
and to acquire in a share for share exchange on 6 December 2007, Plastics
Capital Trading Limited and its subsidiary undertakings in the UK, Japan and the
United States.
The interim financial information presented represents the consolidated results
and financial position of Plastics Capital Trading Limited and subsidiaries
('Trading group') for the six month period to 30 September 2007. The financial
information has been prepared using International Financial Reporting Standards
as adopted by the EU ('IFRS').
Financial highlights
+-----------------------------+------------------+----------------+---------+
| | Six months| Six months| |
| | | | |
| |ended 30 September| ended 30| |
| | 2007| September 2006| |
| | | | %|
| | £000| £000| Increase|
+-----------------------------+------------------+----------------+---------+
|Revenue | 10,149| 8,222| +23|
+-----------------------------+------------------+----------------+---------+
|Gross Profit | 4,094| 3,520| +16|
+-----------------------------+------------------+----------------+---------+
|EBITDA excluding exceptionals| 1,390| 1,242| +12|
+-----------------------------+------------------+----------------+---------+
|Profit before tax* | 629| 560| +12|
+-----------------------------+------------------+----------------+---------+
|Profit after tax* | 616| 370| +66|
+-----------------------------+------------------+----------------+---------+
|Adjusted EPS.* | £0.59| £0.35| +69|
+-----------------------------+------------------+----------------+---------+
*excluding amortisation and exceptionals
(a reconciliation of the financial highlights table above to the consolidated
income statement is shown in note 3)
Operational highlights
•Strong new business growth, particularly in the bearings business where
new products have been secured across a range of applications including
business machinery, security and domestic appliances;
•Three acquisitions, Cobb Slater Limited ('Cobb Slater'), Sabre Plastics
Limited ('Sabre Plastics') and Channel Matrix Limited ('Channel') have been
completed in the six month period;
•Integration of Cobb Slater and Sabre Plastics have been successfully
completed, with Channel, acquired in August 2007, in the process of being
integrated; and
•Overall performance in line with the Board's expectations.
Commenting on these results, Faisal Rahmatallah, Chairman, said:
'The Trading group has made good progress during the period under review.
Acquisitions completed in this period will provide good future growth as the
benefits of integration are fully realised. Since the end of this interim
reporting period we have become an AIM quoted company, thereby strengthening our
ability to execute further acquisitions. Our acquisition pipeline remains
strong.'
Plastics Capital plc Tel: 020 7326 8423
Faisal Rahmatallah, Chairman
Nick Ball, Finance Director
Charles Stanley Securities Tel: 020 7149 6000
Nominated Adviser & Broker
Philip Davies
Carl Holmes
Buchanan Communications Tel: 020 7466 5000
Richard Darby
Susanna Gale
Christian Goodbody
Notes to Editors
Plastics Capital successfully floated on AIM on 3 December 2007 and undertook a
share for share exchange to acquire Plastics Capital Trading Limited with its
subsidiary undertakings on 6 December 2007.
Plastics Capital is a consolidator of plastics products manufacturers focused on
proprietary products for niche markets. The Group has five factories in the UK,
an assembly operation in Thailand and sales offices in the US and Japan.
Approximately 70 per cent. of sales are exported to countries worldwide.
Production is concentrated in the UK where significant engineering know-how and
automation underpins the Group's competitiveness. The Group has 250 employees.
Further information can be found on www.plasticscapital.com
CHAIRMAN'S STATEMENT
Introduction
We are pleased to present our first interim results for the six months ended 30
September 2007 following our successful flotation on AIM on 3 December 2007.
Plastics Capital was incorporated on 2 October 2007 by Plastics Capital Trading
Limited as a vehicle to float on AIM and to acquire in a share for share
exchange on 6 December 2007, Plastics Capital Trading Limited and its subsidiary
undertakings in the UK, Japan and the United States.
The interim financial information presented represents the consolidated results
and financial position of Plastics Capital Trading Limited and subsidiaries
('Trading group') for the six month period to 30 September 2007. The financial
information has been prepared using International Financial Reporting Standards
as adopted by the EU ('IFRS').
Financial Review
Overall performance is in line with expectations.
Compared to the same period last year, the Trading group has:
•increased revenue by 23% to £10.1 million;
•increased earnings before interest, tax, depreciation and amortisation
(EBITDA) and exceptional items by 12% to £1.39 million;
•increased profit after tax, excluding amortisation, by 66%, to £0.62
million.
Revenue and earnings have increased as a result of organic and acquisitive
growth. Organic growth has been strongest in our bearings business, where the
intake of new projects, which will lead to sales in the future, has been
particularly strong. Acquisitions have contributed significantly to sales with
two small transactions completed at the beginning of the period, both of which
have been integrated into our main businesses incurring restructuring costs in
the process. The full benefit of these acquisitions should commence in the
second half. In addition, the major acquisition of Channel Matrix Limited
('Channel') was completed towards the end of the period.
Prior year comparisons are influenced by certain exceptional items: specifically
last year, an exceptional profit of £1.6 million was made on the sale of a
property in the UK, whilst this year there are restructuring costs of £0.64
million and a negative goodwill credit of £0.21m in the first half of the year.
The restructuring costs have been incurred for the closure of two factories that
have been integrated into other operations. The negative goodwill has arisen on
the acquisition of the business and assets and Sabre Plastics Limited ('Sabre
Plastics').
Acquisitions
The Company completed three acquisitions during the period under review.
Cobb Slater Limited ('Cobb Slater'), a small UK based bearings competitor to BNL
(UK) Limited ('BNL'), our plastics bearings business, was acquired on 4 April
2007. After a full consultation period, closure of the factory was announced and
the business and assets transferred to BNL, our plastics bearings business, at
the end of June. This is expected to produce approximately £1 million of
incremental turnover in bearings annually for BNL.
The business and assets of Sabre Plastics, a producer of general extrusions, was
acquired on 1 May 2007 and similarly to Cobb Slater, the business and assets
were transferred to our business in Narborough, Leicester, which we have renamed
Sabreplas Limited ('Sabreplas'). The integration of Sabre Plastics was largely
complete by the end of the reporting period and fully complete by the end of
October 2007. This acquisition has produced an additional £1.4 million of annual
turnover for Sabreplas.
On 31 August 2007, we completed the major acquisition of Channel, which together
with Trimplex, consolidates our position as the leading global supplier of
creasing matrix and related consumables. We are in the process of integrating
Channel and Trimplex over the next six months, which should lead to improvements
in profitability.
New Business Development
In the six month period under review, there has been strong development of new
business. BNL, our plastics bearings business, has secured new products for OEM
customers with annualised sales in excess of £1 million across a range of
application sectors including business machinery, security and domestic
appliances. Bell Plastics Limited ('Bell'), our mandrel hose business, has
secured new business from a number of new customers, although at this stage at
relatively low levels and in some cases for trials. There has also been good
growth in certain overseas markets.
Finance
To finance the acquisitions completed in the period, net debt increased by £12.2
million with increased facilities secured with Royal Bank of Scotland. The AIM
flotation raised £16.2 million of which £12.6 million has been used to repay
debt in the Trading group. Consequently our gearing has reduced to relatively
conservative levels, with our earnings more than twice covering our debt.
Gross profit margins have been adversely affected by the weakening of the US
dollar over the period although the Trading group is hedged against this through
a certain proportion of borrowings being in US dollars and through derivative
contracts. This hedging has effectively neutralised the impact of the US dollar
at the pre-tax profit line.
Compared to last year there has been an increase in overhead during the period
as resources were added ahead of the significant growth in the business and to
prepare for being an AIM quoted business.
Capital expenditure has been higher than in the comparative period due to the
consolidation of the Cobb Slater and Sabre Plastics operations and also due to
the growth achieved by BNL. We have added new injection moulding machines and
new tooling to facilitate growth and the introduction of new products.
Current trading and future prospects
Following satisfactory trading in the first half that was in line with the
Board's expectations; and with attractive new product developments in the
pipeline; the potential for profit improvement by integrating the Channel
acquisition as well as strong cash flows and a strong pipeline of attractive
acquisition opportunities, the directors believe the Group is well positioned
for further growth in the future.
Finally, the Board wishes to extend its sincere thanks to all the Group's
employees. The listing process in particular and the acquisitions completed have
put extra demands on many members of staff. The response has been uniformly
positive and is fully appreciated.
Faisal Rahmatallah
Chairman
Plastics Capital Trading Limited
Consolidated Income Statement (unaudited)
Note Six Six Year
months months ended 31
ended 30 ended 30 March
September September
2007 2006 2007
£000 £000 £000
Revenue 10,149 8,222 16,660
Cost of sales (6,055) (4,702) (9,695)
Gross profit 4,094 3,520 6,965
Other operating income before
profit on sale
land and buildings and negative - - -
goodwill credit:
Profit on sale of land and - 1,604 1,604
buildings
Negative goodwill credit 2 206 - -
Total other operating income 206 1,604 1,604
Distribution expenses (1,154) (993) (1,986)
Administrative expenses before (2,200) (1,808) (3,527)
restructuring costs:
Restructuring costs 2 (638) - -
Total administrative expenses (2,838) (1,808) (3,527)
Operating profit 308 2,323 3,056
Financial income 90 120 214
Financial expenses (558) (569) (2,141)
Net financing costs (468) (449) (1,927)
(Loss)/Profit before tax (160) 1,874 1,129
Taxation 5 (13) (190) 92
(Loss)/Profit for the year (173) 1,683 1,221
Attributable to:
Equity holders of the parent (163) 1,590 1,147
Minority interest (10) 93 74
(Loss)/Profit for the year (173) 1,683 1,221
Earnings per share
Basic 7 (17)p 161p 117p
Diluted 7 (17)p 157p 114p
Plastics Capital Trading Limited
Statements of Recognised Income and Expense (unaudited)
Six months Six months Year
ended 30 ended 30 ended 31
September September March
2007 2006 2007
£000 £000 £000
Foreign exchange translation 13 (102) (181)
differences
Net income recognised 13 (102) (181)
directly in equity
(Loss)/Profit for the year (173) 1,683 1,221
Total recognised income and (160) 1,581 1,040
expense
Total recognised income and
expense for the period is
attributable to:
Equity holders of the parent (150) 1,488 966
Minority interest (10) 93 74
(160) 1,581 1,040
Plastics Capital Trading Limited
Consolidated Balance Sheet (unaudited)
As at As at As at
30 30 31
September September March
2007 2006 2007
£000 £000 £000
Non-current assets
Property, plant and equipment 2,826 1,632 1,722
Intangible assets 20,320 10,511 10,344
23,146 12,143 12,066
Current assets
Inventories 2,801 1,777 1,545
Trade and other receivables 5,888 3,611 4,204
Other financial assets - 35 -
Cash and cash equivalents 510 2,109 995
9,199 7,532 6,744
Total assets 32,345 19,675 18,810
Current liabilities
Interest-bearing loans and 1,480 1,364 791
borrowings
Trade and other payables 3,261 2,167 2,040
Corporation tax liability 150 261 401
4,891 3,792 3,232
Non-current liabilities
Interest-bearing loans and 19,483 7,919 8,420
borrowings
Other financial liabilities - - 12
Deferred tax liabilities 2,181 1,393 1,205
21,664 9,312 9,637
Total liabilities 26,555 13,104 12,869
Net assets 5,790 6,571 5,941
Equity attributable to equity
holders of the parent
Share capital 10 10 10
Share premium 1,408 1,408 1,408
Capital Redemption reserve 1 1 1
Translation reserve (168) (102) (181)
Retained earnings 3,496 4,186 3,650
4,747 5,503 4,888
Minority interest 1,043 1,068 1,053
Total equity 5,790 6,571 5,941
Plastics Capital Trading Limited
Consolidated Cash Flow Statement (unaudited)
Six Six
months months Year
ended ended ended
30 30 31
September September March
2007 2006 2007
£000 £000 £000
Cash flows from operating
activities before tax
(Loss)/profit for the period (160) 1,874 1,129
Adjustments for:
Depreciation, amortisation and 444 523 1,043
impairment
Financial income (90) (120) (214)
Financial expense 558 569 2,141
Gain on disposal of PPE - (1,604) (1,592)
Equity settled share based payment - - 8
expenses
752 1,242 2,515
Operating profit before changes in
working capital and provisions
Increase/(decrease) in trade and (75) 16 (539)
other receivables
Increase/(decrease) in inventories (8) (77) 155
Increase/(decrease ) in trade and (320) 399 (20)
other payables
Cash generated from operations 349 1,580 2,111
Interest paid (274) (281) (507)
Income tax paid - (33) (217)
Net cash from operating activities 75 1,266 1,387
Cash flows from investing
activities
Acquisition of subsidiary, net of (10,946) - -
cash acquired
Refund of consideration in respect - - 49
of acquisitions
Acquisition of property, plant and (629) (54) (379)
equipment
Interest received 4 6 17
Acquisition of intangible assets - - (53)
Proceeds from disposal of PPE - 2,669 2,669
Net cash from investing activities (11,571) 2,621 2,303
Cash flows from financing
activities
Proceeds from the issue of share - - 70
capital
Proceeds from new loan 17,171 - 4,438
Drawdown on invoice discounting (6,160) (2,211) (6,736)
facility
Repayment of borrowings - - (900)
Net cash from financing activities 11,011 (2,211) (3,128)
Increase/(decrease) in cash and (485) 1,676 562
cash equivalents
Cash and cash equivalents at 1 995 433 433
April
Cash and cash equivalents at 30
September 510 2,109 995
and 31 March
1 Basis of preparation and accounting policies
Basis of Preparation
Plastics Capital Plc ('The Company') was incorporated on 2 October 2007 by
Plastics Capital Trading Limited as a vehicle to float on AIM and to acquire in
a share for share exchange Plastics Capital Trading Limited. Plastics Capital
Trading Limited is a private limited company incorporated in England and Wales,
with subsidiary undertakings in the UK, Japan and the United States.
The Company has chosen to present interim financial information in respect of
Plastics Capital Trading Limited. The interim financial information presented in
this statement represents the consolidated results and financial position of
Plastics Capital Trading Limited and subsidiaries ('Trading group') for the six
month period to 30 September 2007. The financial information has been prepared
using International Financial Reporting Standards as adopted by the EU ('IFRS').
The Company's first financial statements will be for the period ending 31 March
2008 and will be prepared under IFRS. The first financial statements will
consolidate the results and financial position of Plastics Capital Trading
Limited and subsidiaries for the 12 month period ending 31 March 2008, by
reverse acquisition accounting as required by IFRS 3 'Business Combinations'.
The consolidated interim financial information represents Plastics Capital
Trading Limited and its subsidiaries and is for the six months ended 30
September 2007 and the comparative period in 2006. Comparatives included for the
year ended 31 March 2007 are audited. Plastics Capital Trading Limited prepares
its statutory financial statements in accordance with UK GAAP and is expected to
continue to do so.
First time adoption of Adopted IFRS
The interim financial information has been prepared on the basis of the
recognition and measurement requirements of adopted IFRSs as at 30 September
2007 that are effective (or available for early adoption) as at 31 March 2008,
Plastics Capital Plc's first annual reporting date at which it is required to
use adopted IFRSs. Based on these adopted IFRSs, the directors have applied the
accounting policies, as set out below, which they expect to apply when the first
annual IFRS financial statements are prepared for the period ending 31 March
2008.
However, the adopted IFRSs that will be effective (or available for early
adoption) in the annual financial statements for the period ending 31 March 2008
are still subject to change and to additional interpretations and therefore
cannot be determined with certainty. Accordingly, the accounting policies for
that annual period will be determined finally only when the annual financial
statements are prepared for the period ending 31 March 2008.
The comparative figures for the financial year ended 31 March 2007 prepared
under IFRS, are not Plastics Capital Trading Limited statutory accounts for that
financial year but rather those presented in the Company's Admission Document.
The statutory accounts, which were prepared under UK GAAP, have been reported on
by the company's auditors and will be delivered to the registrar of companies.
The report of the auditors was (i) unqualified, (ii) did not include a reference
to any matters to which the auditors drew attention by way of emphasis without
qualifying their report, and (iii) did not contain a statement under section 237
(2) or (3) of the Companies Act 1985.
Accounting policies
The interim accounts has been prepared using the same accounting policies as
those disclosed in the Plastics Capital Trading Limited's IFRS Consolidated
Financial Information presented in the Company's Admission Document.
2 Restructuring Costs
Restructuring costs relate to closure and redundancy costs for Cobb Slater and
Sabre Plastics incurred during the six months to 30 September 2007.
Negative goodwill has arisen on the acquisition of Sabre Plastics' business and
assets and is disclosed in Note 4.
3 Reconciliation of financial highlights table to the consolidated income
statement
Six months Six months
to to
30 September 30 September
2007 2006
£000 £000
Operating profit 308 2,323
Add back: depreciation 311 235
Add back: amortisation 339 288
Exceptionals
Add back: Profit on sale of - (1,604)
land & buildings
Add back: Restructuring costs 638 -
Add back: Negative goodwill (206) -
credit
EBITDA before exceptionals 1,390 1,242
Depreciation (311) (235)
Interest (468) (449)
Interest hedge derivative 18 2
costs
PBT before exceptionals & 629 560
amortisation
Taxation (13) (190)
PAT before exceptionals & 616 370
amortisation
4 Acquisitions
Cobb Slater Limited
On 4 April 2007, BNL acquired 100% of the ordinary share capital of Cobb Slater
for a total consideration of £0.48m. Cobb Slater is engaged in the design,
moulding and manufacture of plastic bearings. In the six months to 30 September
2007, the subsidiary produced a net loss of £(0.3)m which has been reflected in
the consolidated net profit for the period.
Effect of acquisition
The acquisition had the following effect on the Company's assets and
liabilities:
Acquiree's Fair value Provisional
book value adjustments Fair value
£000 £000 £000
Acquiree's net assets at the
acquisition date:
Property, plant and equipment 337 (165) 172
Intangible assets 29 193 222
Inventory 563 (302) 261
Trade and other receivables 600 - 600
Cash and cash equivalents 1 - 1
Trade and other payables (1,465) 19 (1,446)
Deferred tax liability - (67) (67)
Net identifiable assets and 65 (322) (257)
liabilities
Consideration paid:
Cash 474
Costs of acquisition 2
Goodwill 733
Cash consideration paid 476
including costs of acquisition
Cash (acquired) 1
Net cash outflow 475
At 30 September 2007 the fair values of the assets and liabilities acquired
noted above are provisional.
Sabre Plastics Limited
On 1 May 2007, Sabreplas acquired the net assets and trade of Sabre Plastics for
a total consideration of £0.3m. Sabre Plastics was engaged in the manufacture of
general extrusion. In the six months to 30 September 2007, the subsidiary
produced a net loss of £0.06m which has been reflected in the consolidated net
profit for the period.
Effect of acquisition
The acquisition had the following effect on the Company's assets and
liabilities:
Acquiree's Fair value Provisional
book value adjustments Fair value
£000 £000 £000
Acquiree's net assets at the
acquisition date:
Property, plant and equipment 346 - 346
Intangible assets - - -
Inventory 169 - 169
Trade and other payables (7) - (7)
Net identifiable assets and 508 - 508
liabilities
Consideration paid:
Cash 302
Costs of acquisition -
Negative Goodwill (206)
Cash consideration paid 302
including costs of acquisition
Cash (acquired) -
Net cash outflow 302
At 30 September 2007 the fair values of the assets and liabilities acquired
noted above are provisional.
Channel Matrix Limited
On 31 August 2007, the Company acquired the ordinary share capital of Channel
for a total consideration of £10.1m. Channel Matrix is engaged in the
manufacture of creasing matrix. In the six months to 30 September 2007, the
subsidiary produced a net profit of £0.05m which has been reflected in the
consolidated net profit for the period.
Effect of acquisition
The acquisition had the following effect on the Company's assets and
liabilities:
Acquiree's Fair value Provisional
book value adjustments Fair value
£000 £000 £000
Acquiree's net assets at the
acquisition date:
Property, plant and equipment 292 (13) 279
Intangible assets 600 2,770 3,370
Investments 690 - 690
Inventory 817 - 817
Trade and other receivables 1,057 (23) 1,034
Cash and cash equivalents 230 - 230
Trade and other payables (940) (10) (950)
Deferred tax liability (20) (831) (851)
Net identifiable assets and 2,726 1,893 4,619
liabilities
Consideration paid:
Cash 10,085
Costs of acquisition 82
Goodwill 5,548
Cash consideration paid 10,167
including costs of acquisition
Cash (acquired) 230
Net cash outflow 9,937
At 30 September 2007 the fair values of the assets and liabilities acquired
noted above are provisional.
In addition, to the consideration paid to date, the Company is required to pay a
bonus consideration up to a maximum of £2.5m if the average EBITDA for year 2
and year 3 for the business of Channel and its subsidiaries together with the
creasing matrix business of Trimplex is equal to or greater than £3m. In this
case the Company must pay to the vendors the amount by which the average EBITDA
for year 2 and year 3 following completion exceeds £2.5m. As at 30 September
2007, no provision had been made for this possible amount.
The cash consideration was funded by further borrowings from Royal Bank of
Scotland and the issue of a shareholder loan of £3m.
5 Taxation
The taxation charge is calculated by applying the directors' best estimate of
the annual tax rate for the (loss)/profit for the period.
6 Dividends
The directors do not recommend the payment of an interim dividend (2006: nil).
7 Earnings per share
Six months Six months Year to
to to
31 March
30 September 30 September
2007
2007 2006
£000 £000 £000
Profit for the period (173) 1,683 1,221
Add back: Interest hedge 18 2 2
derivative costs
Add back: Profit on sales of land - (1,604) (1,604)
& buildings
Add back: Restructuring costs 638 - -
Add back: Negative goodwill (206) - -
credit
Add back: Goodwill amortisation 339 288 576
Profit for the period before
profit on sale of land and
buildings, restructuring costs
and goodwill amortisation
616 370 195
Weighted average number of shares 1,046,314 1,046,314 1,046,314
used in basic EPS
Effect of employee share options 14,132 24,992 24,992
Weighted average number of shares 1,060,446 1,071,306 1,071,306
used in diluted EPS
Basic earnings per share (17)p 161p 117p
Diluted earnings per share (17)p 157p 114p
Adjusted basic earnings per share 59p 35p 119p
before profit on sale of land and
buildings, restructuring costs
and goodwill amortisation
Adjusted diluted earnings per 58p 34p 118p
share before profit on sale of
land and buildings, restructuring
costs and goodwill amortisation
8 Consolidated statement of changes in capital and reserves
Share Share Translation Capital Retained Minority Total
capital premium reserve Redemption earnings Total interest equity
reserve
£000 £000 £000 £000 £000 £000 £000 £000
Balance at 1 April 10 1,408 (181) 1 3,650 4,888 1,053 5,941
2007
Total recognised
income and
expense for the - - 13 - (154) (141) (10) (151)
year
Balance at 30 10 1,408 (168) 1 3,496 4,747 1,043 5,790
September 2007
9 Accounts
These interim accounts are being sent to all shareholders. Copies may also be
obtained from the Company Secretary at the Registered Office of the Company:
St Mary's House, 42 Vicarage Crescent, London, SW11 3LD.
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