Interim Results

YULE CATTO & COMPANY PLC 2 September 1999 FINANCIAL HIGHLIGHTS 1999 1998 Six months to 30 June Notes £000 £000 Total turnover 260,352 262,236 Ebitda 1 41,659 39,428 Total operating profit 2 33,339 32,608 Profit before taxation 2 27,409 26,659 Net (borrowings)/cash (164,358) (188,695) Free cash flow before dividends 167 (958) Adjusted earnings per share 12.6p 13.2p Earnings per share - FRS3 9.1p 10.4p Dividends per share 4.5p 4.4p Notes: 1. Earnings before interest, tax, depreciation and amortisation. 2. Before amortisation of goodwill. CHAIRMAN'S STATEMENT Overview Satisfactory progress in developing the group's business continues to be made. Profits finished just ahead of the previous period, constrained by the strength of sterling and by the timing of several projects. With a greater number of shares in issue, earnings per share are 12.6 pence compared with 13.2 pence in 1998. Your board has declared an interim dividend of 4.5 pence per ordinary share, up from 4.4 pence in 1998. Trading conditions in the chemical industry have shown some improvement in recent months following a particularly slow start to the year. Market shares have been successfully maintained and margin development has compensated for reduced customer offtake in some areas. Turnover for the six months to 30 June was £260.4 million, slightly below last year's comparative result. This primarily stems from the planned contraction of certain marginal business, principally in the area of textile dyes. Review of Operations The group's operations are organised in four distinct categories and reports for each sector follow: Polymer Chemicals Turnover £86.0 million Profits £13.9 million A favourable mix of business helped this division to higher margins and profitability in the period. Sales of synthetic latices advanced, with a greater emphasis on speciality grades producing higher returns. Emulsion resins also performed well in the period and, both in the UK and overseas, sales of these products should maintain satisfactory growth. The broadening range of auxiliary polymers enjoyed buoyant demand, in particular from the North American market. The only areas of pronounced weakness in this division are sales to the carpet and textile sectors which are currently experiencing a marked slowdown throughout Western Europe. Trading conditions remain generally satisfactory for this division and further progress is expected over the coming months. Pharma & fine chemicals Turnover £53.7 million Profits £10.9 million Good work continues in formulating new generic products to expand the company's product portfolio and in developing new business in ethical intermediates for the pharmaceutical majors. Postponements of several planned projects by customers have hampered progress and the scheduled sales may not be fully recovered by year end. The division is strengthening its sales and technical resources in view of the many opportunities which have been identified and long term prospects for our pharmaceutical activities are excellent. The flavours and fragrances business is growing satisfactorily and a new esters plant for fragrance chemicals has been opened at the Seaton Carew factory. Our Dutch subsidiary has recently launched an important new jasmine fragrance and this product is expected to make a significant contribution to profit over the next few years. Performance chemicals Turnover £73.1 million Profits £8.8 million Turnover of ultramarine pigments showed a strong advance in the first half of the year. Asian markets are now recovering well, more than compensating for sluggish markets in Western Europe. For pigments used in industrial applications our business is acknowledged the worldwide market leader. the consumer chemicals activity has benefited from an improved mix of business, resulting in higher profitability on relatively static sales. Following a slow start in the first quarter, sales of inorganic metal salts have improved and some progress over last year's results should be achieved in the second half. Overall, profits in this division are growing and margins have improved, helped by selective rationalisation of unprofitable business in textile dyes. Building products Turnover £47.5 million Profits £2.5 million This business is seasonally weighted to the second half of the year as contracts starting in Spring are completed in the Autumn. Order books and work in hand are running well ahead of last year and profits for the full year should demonstrate encouraging progress. The bias to second half profitability is more pronounced this year as building programmes were disrupted by severe weather conditions in the early months of the year. Companies in this division are currently operating at full capacity to reduce the backlog of delayed projects. As seasonal working capital unwinds, the division will generate its usual strong cash flow towards the year end. Cash The close management of group resources continues to bring down the levels of debt; net borrowings have fallen to £164.4 million at 30 June 1999. There is a degree of seasonality in our June borrowing position and and more progress in reducing debt will be evident by the year end. For the period under review, interest payable was covered more than five times by the available operating profits. The group is presently finalising arrangements to secure long term finance through a private placement of £100 million in the form of Guaranteed Senior Unsecured Loan Notes. These Notes, repayable between 2008 and 2010, will be issued to institutional investors in the USA and UK. This will reduce the group's dependence upon short and medium term facilities provided by banks. Dividend The interim dividend of 4.5 pence per ordinary share will be paid on 24 November 1999 to members on the register at the close of business on 8 October 1999. A dividend reinvestment plan has been established which gives shareholders the opportunity to use their cash dividend to buy shares in Yule Catto & Co plc through a special low cost dealing arrangement. Details of the plan have been sent to shareholders with this report. Year 2000 Compliance The teams appointed to identify and address the Millennium issues have substantially completed their task and extensive testing of computer equipment and electronic systems has been undertaken. Work will continue over the remaining months to ensure that, as far as possible, all eventualities involved with the year 2000 date change have been covered. Contingency plans will be updated and expanded continuously through to the year end. Whilst the assurances provided are invariably qualified we have obtained confirmation from principal customers and suppliers of their confidence that their systems will cope with this well signposted event. Outlook Significant merger and acquisition activity continues to take place within the chemical industry globally and we are well placed to benefit from trading opportunities created by these structural changes. Our operations are recognised as efficient and cost effective producers, concentrating on market niches which depend upon proactive technical support and strong customer relationships. The current year is proving to be a year of consolidation for the group and we remain confident of our continuing ability to deliver real value to our shareholders over the long term. Catto 2 September 1999 CONSOLIDATED PROFIT & LOSS ACCOUNT for the six months ended 30 June 1999 Continuing operations 6 months 6 months 12 months ended ended ended 30 June 30 June 31 December 1999 1998 1998 Unaudited Unaudited Audited £000 £000 £000 Total turnover Continuing operations 260,352 172,067 346,294 Acquired operations - 90,169 185,982 ------- ------- ------- 260,352 262,236 532,276 ------- ------- ------- Operating profit Continuing operations 33,339 18,917 41,004 Acquired operations - 14,404 27,522 Exceptional items - (713) (4,610) ------- ------- ------- Total operating profit 33,339 32,608 63,916 Amortisation of goodwill (5,294) (4,111) (9,699) Net interest paid (5,930) (5,949) (12,947) ------- ------- ------- Profit on ordinary activities before taxation 22,115 22,548 41,270 Taxation on profit on ordinary activities (7,538) (7,731) (14,807) Minority interests (482) (384) (1,046) ------- ------- ------- Attributable profit 14,095 14,433 25,417 Ordinary dividends (6,941) (9,581) (19,726) ------- ------- ------- Retained profit 7,154 4,852 5,691 ======= ======= ======= Adjusted earnings per ordinary share 12.6p 13.2p 26.8p Earnings per ordinary share - FRS3 9.1p 10.4p 17.5p Dividends per ordinary share 4.5p 4.4p 11.0p CONSOLIDATED BALANCE SHEET as at 30 June 1999 30 June 30 June 31 December 1999 1998 1998 Unaudited Unaudited Audited £000 £000 £000 Fixed assets Tangible assets 143,730 142,400 147,346 Intangible assets 191,985 191,281 197,299 Investments 25,158 22,711 21,488 ------- ------- ------- 360,873 356,392 366,133 ------- ------- ------- Current assets Stocks 58,373 66,401 59,600 Debtors 108,495 109,011 102,923 Bank and cash balances 6,960 10,100 9,690 ------- ------- ------- 173,828 185,512 172,213 Creditors - due within one year Borrowings (40,816) (47,964) (35,574) Dividends (17,110) (10,303) (10,169) Other creditors (105,969) (105,874) (114,929) ------- ------- ------- Net current assets 9,933 21,371 11,541 ------- ------- ------- Total assets less current liabilities 370,806 377,763 377,674 Creditors - due after one year Borrowings (130,502) (150,831) (140,645) Other creditors (1,571) (1,585) (1,684) Provisions for liabilities and charges (5,521) (5,458) (7,446) ------- ------- ------- Net assets 233,212 219,889 227,899 ======= ======= ======= Capital and reserves Called up share capital 15,424 15,044 15,408 Reserves 213,256 200,000 207,722 ------- ------- ------- Shareholders' funds 228,680 215,044 223,130 Minority interests 4,532 4,845 4,769 ------- ------- ------- Capital employed 233,212 219,889 227,899 ======= ======= ======= CONSOLIDATED CASH FLOW STATEMENT for the six months ended 30 June 1999 6 months 6 months 12 months ended ended ended 30 June 30 June 31 December 1999 1998 1998 Unaudited Unaudited Audited £000 £000 £000 Operating profit 33,339 32,608 63,916 Share of joint ventures' profit (10,190) (8,255) (17,250) Movement in working capital and provisions (11,091) (10,789) (244) Depreciation 8,320 6,820 15,049 ------- ------- ------- Cash inflow from operating activities 20,378 20,384 61,471 Interest paid (7,967) (5,949) (8,785) Preference dividend paid - (196) - Dividends received from joint ventures 1,327 1,605 10,445 Dividends paid to minority shareholders (886) (664) (1,733) Taxation paid (4,683) (2,998) (9,959) Capital expenditure (8,002) (13,140) (23,663) ------- ------- ------- Free cash flow before dividends 167 (958) 27,776 Acquisition of investments and businesses - (331,056) (158,702) Equity dividends paid - - (6,538) ------- ------- ------- Cash (outflow)/inflow before financing 167 (332,014) (137,464) Financing movements 2,004 134,987 (37,397) ------- ------- ------- Movement in net borrowings 2,171 (197,027) (174,861) ======= ======= ======= NOTES TO THE FINANCIAL STATEMENTS 30 June 1999 1. Analysis of total turnover and profit Total Total turnover Profit turnover Profit 6 months 6 months 6 months 6 months ended ended ended ended 30 June 30 June 30 June 30 June 1999 1999 1998 1998 £000 £000 £000 £000 Analysis by activity Polymer chemicals 85,989 13,853 88,007 13,002 Pharma & fine chemicals 53,688 10,876 48,654 10,979 Performance chemicals 73,143 8,816 81,685 9,083 Building products 47,532 2,480 43,890 2,658 Holding companies - (2,475) - (2,192) Exceptional items - - - (713) Interest payable by joint ventures - (211) - (209) ------- ------- ------- ------- 260,352 33,339 262,236 32,608 ======= ======= ======= ======= 2. These accounts have been prepared on the basis of the accounting policies set out in the group's audited accounts for the year ended 31 December 1998. 3. The financial information for the year ended 31 December 1998 has been extracted from the statutory accounts, which have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified and did not contain any statement under section 237 of the Companies Act 1985. 4. This statement will be sent to all shareholders by 3 September 1999 and can be obtained by the public from the company's registered office at Temple Fields, Harlow, Essex CM20 2BH. 5. An interim dividend of 4.5p (4.4p) per share, totalling £6.9 million (£6.7 million) has been declared by the directors. 6. Earnings per ordinary share are based on the attributable profit for the period and the weighted average number of shares in issue during the period - 154.2 million (139.0 million). 7. Adjusted earnings per share exclude exceptional items and the amortisation of goodwill.

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