Final Results

Clarke(T.) PLC 12 March 2004 Preliminary Results for the year ended 31 December 2003 T. CLARKE ANNOUNCES STRONG PEFORMANCE AS ACQUISITIONS STRENGTHEN GROUP T. Clarke plc, the electrical engineering and contracting company, has announced its preliminary results for the year to 31 December 2003. •Profit before amortisation of goodwill £9.54M (2002: £11.29M) •Profit Before Tax £8.94M (2002: £10.79M) •Turnover £143.3M (2002: £144M) •EPS 46.8p (2002: 56p) •Final Dividend up to 19p (2002: 18p) •Special Dividend of 10p per share paid in September •Total Dividend for the year 27p (2002: 25p) - Excluding Special Dividend •Acquisition announced of Mitchell and Hewitt, based in Derby for £5.9m •Aylward Electrical acquired in July for £3.4M Major completions include: - Imperial College of Science, London - Paternoster Square, St Paul's - BBC White City, London - BBC Mailbox, Birmingham - Times Square, EC2 - More London, SE1 Major projects won include: - Bishop's Square, Bishopsgate, London - Cardinal Place, Victoria - BBC West One, London Russell Race, Chairman commented: ' Given the difficult trading conditions during the year, especially in our core markets of London and the South East, these results are a credit to the entire Group. Turnover has remained robust, but as we anticipated, margins have tightened. We are delighted that we have won an encouraging number of new contracts, which improves our visible earnings stream into 2005 and 2006. ' We have continued to broaden the base of the business in the regions and our acquisitions are performing well. I am delighted to announce today that we have agreed to buy Mitchell & Hewitt, an electrical contractor based in Derby. We are confident that this will complement our existing Midlands operations. ' Looking forward, whilst our markets remain challenging, we are confident that the long-term prospects for our markets looks more promising. There are positive signs of renewed activity in our core markets and this bodes well for the Group.' -ends- Date: 12 March 2004 For further information contact: T. Clarke plc City Profile Group Pat Stanborough, Chief Executive Simon Courtenay John Daly, Finance Director Tel: 020-7448-3244 Tel: 020-7358-5000 web: www.tclarke.co.uk Chairman's Statement Results for 2003 Early in the year we warned of potentially difficult trading conditions, the main impact of which fell on our core London & South East activities during the second half. Despite this, I am pleased to report that Group turnover decreased by less than 1% to £ 143.3m ( 3% excluding the acquisition made during the year), however profit before tax was down by 17% to £ 8.94m ( 20% before acquisition), reflecting the anticipated tightening of margins. Earnings per share fell from 56.0p to 46.8p but, given the Board's confidence in the medium term outlook for the Group, a final dividend of 19p per share ( 2002: 18p ) is being recommended, which together with the interim payment would bring the total for the year to 27p per share ( 2002: 25p ) excluding the special dividend of 10p per share paid at the interim stage. The combined effects of acquisitions ( including the GDI loan notes paid during the year ), property purchases and in particular the fall off in volume of major contracts in the London area, together with the special dividend, resulted in a fall in cash balances at the year end to £ 14m ( December 2002: £22m ). Operational Review We anticipated at the interim stage that, despite the slowdown in new orders being received in the Home Counties, we would achieve market expectations for the year and that proved to be the case. In the London area, major completions during the year included Imperial College, Paternoster Square, BBC White City, BBC Mailbox Birmingham, Times Square and More London. Current major projects in the Capital include The Treasury East Whitehall, Bank of America Canary Wharf and the New London Stock Exchange. In the longer term, recently won London contracts which will be started during this year and carry forward to 2005 and 2006 include Bishop's Square Bishopsgate, Cardinal Place Victoria, Romford & Havering Hospital, Hammersmith Hospital Renal Unit, Imperial College Framework Agreement along with BBC West One. It is worth highlighting the success during the year of many of our regional operations, with several of the businesses achieving outstanding results. While the average size of regional contracts is smaller than those secured in London, there were some notable contract wins in 2003 including Albion Tower Leeds, Horizon West Business Park Newbury for Vodafone, HMP Prison Preston Daycare Centre along with the completion of five stores for Waitrose Supermarkets. There was also a significant increase in the volume of profitable smaller contracts executed in the regions during the year. Strategic Review We welcomed into the Group in July the Aylward companies for a consideration of £ 3.4m. I am pleased to announce the acquisition yesterday of Mitchell & Hewitt Ltd. for £ 5.9m. This company, based in Derby, will complement our Midlands activities and we welcome the directors and staff to the Clarke Group. We will continue to consider further acquisitions where these would strengthen our regional coverage. Staff Development Despite the slowdown the group has continued to keep up its numbers of apprentices and other trainees as we acknowledge that our continued growth is well served by a steady flow of trained and qualified new operatives. We are also aware of the need to continue to encourage where possible the employment of more women and members of the ethnic minorities in our workforce. During 2003 we completed our training programme for the Construction Skills Certification Scheme card as required by the Major Contractors Group across our entire operations, which means that we have achieved this target about a year ahead of the requirement. This highlights our drive for continuous improvement. Corporate Governance In response to the new requirements we have incorporated in our report those disclosures that we already comply with. Special Resolution No. 1 is an amendment to the Articles so that Executive Directors need to be re-elected every three years to bring the articles in line with Corporate Governance requirements and Messrs Stanborough, Fairman & DeFalco are being put up for re-election in anticipation of the above amendment being approved. Special Resolution No.2 will give the company the ability to entertain proxy voting by electronic means. This will allow our Crest registered shareholders to use proxy voting via Crest and we could consider other electronic methods of voting for non Crest shareholders. The resolution also allows for the communication with shareholders electronically but the company does not intend to use this ability in the short term. In anticipation of the requirement of the new Corporate Governance regulations the company has commenced work on a Social Responsibility Policy and will publish the same in due course along with its Heath & Safety and Risk Management Policies. Prospects We continue to experience very different trading conditions across various parts of the Group. Whilst the regional operations are in general enjoying satisfactory levels of demand, London and Home Counties are still patchy, with many large contracts taken to planning only to be still awaiting final approval. Additionally, margin pressure continues unabated throughout the country and particularly so on the larger, long-term contracts. Overall, we anticipate that turnover for the year may approach last year's level, but the achievement of profits in line with 2003 depends very much on the timing of the upswing of demand in the London commercial market. The outlook for 2005 and beyond looks particularly bright, given the positive signs of renewed demand for commercial properties in the City and West End. I would like to take this opportunity to thank all the staff including my executive colleagues for the hard work that they have put in during a difficult year and commend them on the results that they have achieved in demanding circumstances. In particular I would like to pay tribute to John Nixon who retired on grounds of ill health last year and was a loyal servant to the T Clarke Group for over forty years and also to wish Barry Buchanan a happy retirement following his decision to take early retirement after just less than forty years service with T Clarke. 11 March 2004 R.J.Race Chairman Group profit and loss account For the year ended 31st December 2003 2003 2002 Continuing £ £ Acquisitions Operations Total Total Turnover 3,867,421 139,397,875 143,265,296 143,990,323 Cost of 2,942,722 119,746,613 122,689,335 122,505,302 sales ________________________________________________________________________________ Gross Profit 924,699 19,651,262 20,575,961 21,485,021 Administrative 748,430 11,542,575 12,291,005 11,303,387 expenses ________________________________________________________________________________ Operating 176,269 8,108,687 8,284,956 10,181,634 profit ________________________________________________________________________________ Interest 655,569 614,806 receivable (net) ________________________________________________________________________________ Profit on ordinary 8,940,525 10,796,440 activities before taxation Taxation on profit on 2,941,000 3,612,818 ordinary activities ________________________________________________________________________________ Profit on ordinary 5,999,525 7,183,622 activities after taxation Dividends 4,743,007 3,204,745 ________________________________________________________________________________ Profit for the financial 1,256,518 3,978,877 year ________________________________________________________________________________ Earnings per 46.8 pence 56.04 pence share ________________________________________________________________________________ In 2002 and 2003 the group had no recognised gains or losses other than the result for the financial year. Group balance sheet At 31st December 2003 2003 2002 £ £ Fixed assets Goodwill 5,653,644 4,158,645 Tangible assets 4,685,182 3,297,857 ________________________________________________________________________________ 10,338,826 7,456,502 ________________________________________________________________________________ Deferred taxation 39,984 25,461 ________________________________________________________________________________ Current assets Work in progress 4,617,142 4,594,849 Debtors 14,737,627 15,598,865 Cash at bank and in hand 17,064,594 24,930,060 ________________________________________________________________________________ 36,419,363 45,123,774 Creditors, amounts falling due within one (28,452,194) (35,601,036) year ________________________________________________________________________________ Net current assets 7,967,169 9,522,738 ________________________________________________________________________________ Total assets less current liabilities 18,345,979 17,004,701 Creditors, amounts falling due after more (97,808) (13,048) than one year ________________________________________________________________________________ 18,248,171 16,991,653 ________________________________________________________________________________ Capital and reserves Called up equity share capital 1,281,898 1,281,898 Share premium 1,046,602 1,046,602 Revaluation reserve 35,971 37,303 Profit and loss account 15,883,700 14,625,850 ________________________________________________________________________________ Equity Shareholders' funds 18,248,171 16,991,653 ________________________________________________________________________________ These financial statements were approved by the board on 11th March 2004 P.E. STANBOROUGH Director R.J. RACE Director Group cash flow statement For the year ended 31st December 2003 2003 2002 £ £ £ £ Net cash 4,740,693 18,760,375 inflow from operating activities Returns on investments and servicing of finance Interest 714,152 611,279 received Interest (58,583) (96,473) paid ________________________________________________________________________________ Net cash inflow from 655,569 614,806 returns on investments and servicing of finance Taxation UK corporation (3,386,319) (3,464,994) tax paid Capital expenditure and financial investment Purchase of (1,508,006) (892,594) tangible fixed assets Sale of 41,567 89,555 tangible fixed assets ________________________________________________________________________________ Net cash outflow from (1,466,439) (803,039) capital expenditure and financial investment Acquisitions and disposals Purchase of (3,287,931) (2,668,592) subsidiaries Net cash 234,688 1,178,615 acquired with subsidiaries ________________________________________________________________________________ (3,053,243) (1,489,977) Equity (4,614,832) (2,820,176) dividends paid ________________________________________________________________________________ Cash inflow 7,124,569 10,796,995 before use of liquid resources Management of liquid resources Cash placed on (13,500,000) (22,802,492) short term deposits Cash received 22,802,492 15,000,000 from short term deposits ________________________________________________________________________________ Net cash inflow / 9,302,492 (7,802,492) outflow from management of liquid resources ________________________________________________________________________________ Increase/ (decrease) in 2,177,923 (2,994,503) cash in the year before financing Financing Finance lease (15,848) - (8,739) payments Repayment of (1,109,897) (1,478,500) loan notes ________________________________________________________________________________ (1,125,745) (1,478,239) ________________________________________________________________________________ Increase in 1,052,178 1,507,264 cash in the year ________________________________________________________________________________ Notes :- 1. The earnings per share represents the profit for the year on ordinary activities after taxation divided by the number of ordinary shares in issue. The numbers of ordinary shares, being a weighted average, for the purpose of this calculation, is 12,818,980 (2002: 12,818,980). 2. The figures for the year ended 31 December 2003 have been extracted from the full audited accounts for the year, which have not yet been delivered to the Registrar of Companies. The figures have been prepared and compiled in accordance with applicable accounting standards under the historical cost convention. The comparative figures for the year ended 31 December 2002 have been taken from, but do not constitute, the group's statutory accounts for the year. Those statutory accounts have been reported on by the group's auditors and will be delivered to the Registrar of Companies. The report of the auditors was unqualified and did not contain a statement under section 237 (2) or (3) of the Companies Act 1985. 3. Copies of the annual report and accounts will be posted to shareholders shortly. Further copies can be obtained from the Company's registered office; Stanhope House, 116-118 Walworth Road, London, SE17 1JY. 4. The Company's Annual General Meeting will be held in the Bishops Room, Simpsons, The Strand, London WC2 on Friday 7 May 2004 at 12:00 noon. 5. Subject to the approval of shareholders the final dividend of 19 pence per share will be paid on 10 May 2004. The shares will go ex-dividend on 14 April 2004. The records will close on 16 April 2004. This information is provided by RNS The company news service from the London Stock Exchange EN FR MGGMFGMFGDZZ

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