RNS Number:8972R
Pochin's PLC
28 September 2005


Highlights

Profit before tax increased 14% to #5.8m.
Turnover at record high of #96.1m.
Dividend up 10% to 7.6p.
Diluted earnings per share increased by 8% to 16.5p.
Net assets increased to #50.0m.
Pochin Homes returns its first profit to the group.
Concrete pumping wins "Plant Hirer of the Year" for the third time.
Healthy order book for 05/06.


Enquiries:

John H Woodcock
John Edwards
Pochin's PLC                               01606 833 333

Philip Davies
Richard Thompson
Charles Stanley & Co. Limited              020 7739 8200


CHAIRMAN'S STATEMENT

Results and dividends

We are celebrating our 70th year with record results and I am pleased to
announce a growth in turnover to #96.1m (2004: #65.9m) and a 14% increase in
pre-tax profits to #5.8m (2004: #5.1m). A final dividend of 5.1p per share
(2004: 4.65p) is proposed giving a total dividend for the year of 7.6p (2004:
6.9p), a 10% increase on the previous year.


Operations

Property and joint ventures

The property division had an excellent year. In particular our major development
site at Crewe Green is progressing well, where I am pleased to report the sale, 
on 23 September 2005, of a 790 student bedroom project occupied by Manchester
Metropolitan University.  This sale will make a strong contribution to the
results for the current financial year.  I indicated at the interim stage that 
we were in the process of selling a number of properties. I am pleased to report
that these planned disposals have now been achieved contributing an operating 
profit of #3.3m to the overall result.

Speculative office units have been completed on Midpoint 18 in Middlewich, the
majority of which have been sold. We are now proceeding with the second phase
comprising offices and some industrial units.

Pochin Homes Limited is at an early stage in its planned growth strategy and
completed 28 sales in the year, contributing a small profit to the group. This
is an encouraging performance from the division and, not withstanding a general
slowdown in the housing market, we anticipate sales of 78 homes in the current
year.

Keele Park Developments Limited has now completed its third building and
lettings are proceeding. This building has been designed for use by health
technology (med-tech) companies and has received grant funding from Advantage
West Midlands. In light of the continued success at Keele, we are proceeding
with the construction of a fourth building.

Our policy of forming joint venture companies to expand our development
activities is ongoing and recent commitments include an office development in
Heald Green, Manchester, a refurbishment scheme for a block of apartments in
Liverpool, and a town centre redevelopment in Birkenhead, with plans for a
75,000 square feet food retail unit. Although we do not anticipate these
immediately reflecting in group profits, we are confident they will come to
fruition over the next few years.

Manchester Technopark Limited has had a difficult year, but I am pleased to
report that further lettings in one building have been completed in the second
half, thereby reducing the overall amount of vacant space in the development by
29% and increasing the rent roll by #220,000 p.a., equivalent to c.50% of total
rental capacity. Negotiations are underway with other potential occupiers.


Contracting

The strategy to seek larger projects has proved worthwhile with an increase in
turnover, from #48.9m to #59.2m. Profits were up by 10.6% to #864,000, although
there was a reduction in margin due to higher than anticipated costs of
completing certain projects. The order book is looking very healthy with #68m of
work secured into the current year, including a high proportion of repeat
business from existing clients.

Management has been strengthened during the year and is focused on an
improvement in margins. The major student accommodation project for Manchester
Metropolitan University in Crewe was completed to a demanding timetable and I am
delighted to record this great team effort. I am also pleased to congratulate
the division on receiving an industry award for high standards of quality and a
RoSPA Gold Award for site safety.


Construction services

I am pleased to report that construction services has improved its profit
performance by #1.2m in the year. However, this was a challenging year for the
division.  Avoidatrench Limited and Pipeline Drillers Limited were seriously
affected by a lack of infrastructure works across the country and the concrete
pumping division had a disappointing final quarter as workload became scarce. 
This downturn, reflected in a fall in the number of jobs carried out, continued
into the first three months of the current year, although I am able to report
that there have been signs of improvement in the latest weekly sales levels.

Despite these uncertain times, the quality of the division has been recognised
and I congratulate everyone involved in winning the Contract Journal "Plant Hirer
of the Year" Award for the third time, in addition to achieving RoSPA safety 
awards for Cheshire Concrete Products (gold), Avoidatrench Limited (gold)
and Pochin Concrete Pumping (silver).


Board and senior management changes

In accordance with the group's planned strategic development and board evolution
previously reported I am pleased to announce the appointments of three new
directors to the board.

I am pleased to welcome John Edwards, following his appointment on 22 September
as group finance director. John is a Fellow of The Chartered Institute of
Management Accountants and joined the group as company secretary on 1 August
2005.

I would also like to welcome two new non-executive directors, Nicholas Fry and
Michael Chadwick, who were both appointed with effect from 22 September 2005.

It is the intention that Nicholas Fry, as an independent non-executive director,
will succeed William Underwood as chairman of the audit committee next year.
Michael Chadwick is a substantial shareholder in the company and we therefore do
not regard him as an independent non-executive director, however he brings with
him a wealth of experience from within our industry that I am sure will prove to
be invaluable to the group.

Andrew Waugh, our former company secretary, has moved on to pastures new. I
would like to thank him for his contribution to the company over the last four
years and to wish him well in his future career.


Employees

I would like to recognise the invaluable contribution made by everyone across
the group and to express my sincere thanks to my fellow directors and to all
employees for their enormous efforts. Without their outstanding energy, effort
and enthusiasm across every department these excellent results would not have
been achieved.


Prospects

Looking to the future we are entering a new financial year having completed the
disposal of the major development at Crewe and with further strong development
opportunities, a healthy contracting order book and, despite some softening in
the housing market, there is the expectation of further growth in Pochin Homes
Limited.  The construction services division is operating in a difficult market
but is well placed to take full advantage of any upturn. We are continually 
reviewing its operations to ensure that it will make satisfactory returns over 
the longer term.

I am confident that we are well positioned for the challenges ahead and look
forward to reporting further progress in this coming year.


Consolidated Profit and Loss Account
For the year ended 31 May 2005
                                                               2005       2004
                                                   Notes      #'000      #'000
------------------------------------              -------   --------   --------

Turnover
Group and share of joint ventures                            96,750     78,307
Less: share of joint ventures                                  (624)   (12,397)
                                                            --------   --------
                                                       2     96,126     65,910
                                                            --------   --------

Continuing operations                                        89,566     65,910
Acquired operations                                    3      6,560          -
                                                            --------   --------
                                                             96,126     65,910

Cost of sales                                               (82,121)   (58,178)
                                                            --------   --------
Gross profit                                                 14,005      7,732

Operating expenses                                          (11,133)    (8,931)
Other operating income                                 5      3,633      3,359
                                                            --------   --------
                                                              
Operating profit
Continuing operations                                         5,177      2,160
Acquired operations                                    3      1,328          -
                                                            --------   --------
                                                              6,505      2,160

Share of operating (loss) / profit in joint                    (177)     3,270
ventures
Share of operating profit in associates                         496        365

Net interest                                                 (1,020)      (715)
                                                            --------   --------
Profit on ordinary activities before taxation          2      5,804      5,080

Tax on profit on ordinary activities                   6     (2,422)    (1,938)
                                                            --------   --------
Profit on ordinary activities after taxation                  3,382      3,142

Equity minority interests                                       (27)       (28)
                                                            --------   --------
Profit for the financial year                                 3,355      3,114

Dividends                                              7     (1,581)    (1,435)
                                                            --------   --------
Retained profit for the year                                  1,774      1,679
                                                            --------   --------

Earnings per share (basic)                             8       16.6p      15.3p
Earnings per share (diluted)                           8       16.5p      15.3p

The above figures are for continuing operations.


Statement of Total Recognised Gains and Losses
For the year ended 31 May 2005                                 2005       2004
                                                              #'000      #'000
-----------------------------------------------             --------   --------

Profit for the financial year                                 3,355      3,114

Unrealised surplus / (deficit) on revaluation of              2,409       (104)
investment properties - group
Unrealised surplus on revaluation of investment properties       50          -
- joint ventures 
                                                            --------   --------
Total recognised gains and losses for the year                5,814      3,010
Prior year adjustment                                  1       (607)         -
                                                            --------   --------
Total gains recognised for the year                           5,207      3,010
                                                            --------   --------


Note of Historical Cost Profits and Losses
For the year ended 31 May 2005                                 2005       2004
                                                              #'000      #'000
------------------------------------------                  --------   --------

Reported profit on ordinary activities before taxation        5,804      5,080

Realisation of revaluation surpluses of previous years -        378        242
group
Realisation of revaluation surpluses of previous years -          -        641
joint ventures
Difference between historical cost depreciation charge and       40        155
depreciation charge based on revalued amounts
                                                            --------   --------
Historical cost profit on ordinary activities before          6,222      6,118
taxation
                                                            --------   --------

Historical cost profit retained for the year after            2,192      2,717
taxation, minority interests and dividends
                                                            --------   --------



Consolidated Balance Sheet
As at 31 May 2005
                                                            2005          2004
                                                                    (restated)

                                                Notes      #'000         #'000
--------------------------                     -------   --------      --------

Fixed assets
Intangible assets                                          1,164           443
Tangible assets                                           38,253        32,466
Investments
                                                        
Joint ventures
Share of gross assets                                     10,286        20,228
Share of gross liabilities                                (6,006)      (11,182)
Goodwill                                                     925           988
                                                         --------      --------
                                                           5,205        10,034
Associates                                                 2,585         2,547
Other                                                      2,157         2,157
                                                         --------      --------
                                                           9,947        14,738
                                                         --------      --------
                                                          49,364        47,647
                                                         --------      --------

Current assets
Stocks and work in progress                               38,251        20,077
Debtors                                                   22,583        11,342
Investments and deposits                                  12,901        10,776
Cash at bank and in hand                                       5             4
                                                         --------      --------
                                                          73,740        42,199
                                                         --------      --------

Creditors: amounts falling due within one year
Borrowings                                               (37,604)      (23,313)
Trade and other creditors                                (19,262)      (15,485)
                                                         --------      --------
                                                         (56,866)      (38,798)
                                                         --------      --------

Net current assets                                        16,874         3,401
                                                         --------      --------
Total assets less current liabilities                     66,238        51,048

Creditors: amounts falling due after more than
one year                                                 
Borrowings                                               (10,570)         (695)
Other creditors                                                -          (233)
                                                         --------      --------
                                                         (10,570)         (928)

Provisions for liabilities and charges                    (2,020)       (1,714)

Accruals and deferred income                              (3,675)       (2,441)

                                                         --------      --------
Net assets                                          2     49,973        45,965
                                                         --------      --------

Capital and reserves
Called up share capital                                    5,200         5,200
Own shares                                                  (847)         (607)
Revaluation reserve                                       10,848         8,807
Profit and loss account                                   34,549        32,357
                                                         --------      --------
Equity shareholders' funds                                49,750        45,757

Equity minority interests                                    223           208
                                                         --------      --------
                                                          49,973        45,965
                                                         --------      --------



Consolidated Cash Flow Statement
For the year ended 31 May 2005

                                                  2005        2005      2004      2004

                                       Notes     #'000       #'000     #'000     #'000

--------------------------------      -------   -------     -------   -------   -------
Net cash (outflow) / inflow from           9                (8,726)              2,804
operating activities

Income received from joint ventures                            284                 528

Returns on investments and servicing
of finance
Interest received                                  396                   289
Interest paid                                     (807)                 (427)
Interest paid on finance leases                    (79)                  (34)
                                                 ------                ------

Net cash outflow from returns on                              (490)               (172)
investments and servicing of finance

Taxation
UK corporation tax paid                                     (2,052)             (1,191)

Capital expenditure and financial
investment
Purchase of tangible fixed assets               (3,677)               (4,627)
Receipt of government grants                       585                   605
Sale of tangible fixed assets                      827                   835
                                                -------               -------

Net cash outflow from capital                               (2,265)             (3,187)
expenditure and financial investment

Acquisitions and disposals
Purchase of subsidiary undertaking         3    (2,741)                  (13)
Net cash on purchase of subsidiary         3     2,972                     -
undertaking
Increase in interest in joint ventures          (1,602)               (1,531)
and associates
Purchase of goodwill and tangible          4    (2,445)                    -
fixed assets
Purchase of other fixed asset                        -                  (657)
investment
Purchase of own shares                            (240)                    -
                                                -------               -------

Net cash outflow from acquisitions and                      (4,056)             (2,201)
disposals

Equity dividends paid                                       (1,487)             (1,352)
                                                           --------             -------

Net cash outflow before financing and                      (18,792)             (4,771)
management of liquid resources

Management of liquid resources
Cash withdrawn at call and short                (1,275)                 (161)
notice                                          -------                ------

Net cash outflow from management of                         (1,275)               (161)
liquid resources

Financing
New loan capital                                11,000                   800
Repayment of loan capital                       (4,832)                 (510)
Repayment of principal under finance              (192)                 (224)
leases and hire purchase contracts              -------                ------

Net cash inflow from financing                               5,976                  66
                                                           --------             -------
Decrease in cash in the year                               (14,091)             (4,866)
                                                           --------             -------

Reconciliation of net cash flow to
movement in net debt
----------------------------------

Decrease in cash in the year                    (14,091)   (4,866)

Cash inflow from increase in debt and            (5,976)      (66)
lease financing
Cash outflow from increase in liquid              1,275       161
resources
                                               ---------   -------
Change in net debt resulting from cash          (18,792)   (4,771)
flows

Inception of finance leases                           -      (275)
Bank loans acquired with subsidiary              (4,098)        -
Deposits acquired with subsidiary                   850        13
                                               ---------   -------
Movement in net debt in the year                (22,040)   (5,033)

Opening net debt                                (13,228)   (8,195)
                                               ---------  --------
Closing net debt                                (35,268)  (13,228)
                                               ---------  --------




Notes
     
  1  Basis of preparation

     The financial information has been prepared in accordance with applicable 
     accounting standards and under the historical cost convention except that 
     certain tangible fixed assets are shown at their revalued amounts. The 
     accounting policies have remained unchanged from the previous year apart 
     from the adoption of UITF38 which results in a prior year adjustment
     and the restatement of certain figures.

  2  Turnover, profit before taxation and net assets

     Segmental analysis of the results is set out below:

                                   Turnover             Profit / (loss) before tax             Net assets
                                                         
                              2005             2004         2005          2004              2005           2004
                                                                                                     (restated)
                             #'000            #'000        #'000         #'000             #'000          #'000
      By activity:
      Group:
      Contracting           59,185           48,927          864           781            (1,898)        (3,177)
      Construction          18,691           15,625          111        (1,085)            9,424          8,249
      services*
      Property              18,250            1,358        5,756         2,333            22,346         16,043
      Group management cost      -                -         (975)         (723)                -              -
      Group interest**           -                -          262           682            12,311         12,269
     
                           --------         -------      -------        ------           -------        -------
                            96,126           65,910        6,018         1,988            42,183         33,384
                           --------         -------      -------        ------           -------        -------

      Joint ventures and associates***

      Property - joint         624           12,397         (458)        2,962             5,205         10,034
      ventures
      Property - associates      -                -          244           130             2,585          2,547
    
                            -------         --------      -------       -------           ------        -------
                               624           12,397         (214)        3,092             7,790         12,581
                            -------         --------      -------       -------           ------        -------
                            -------         --------      -------       -------           ------        -------
      Totals                96,750           78,307        5,804         5,080            49,973         45,965
                            -------         --------      -------       -------           ------        -------

     Turnover, profits before tax and net assets are derived from operations 
     within the United Kingdom.

     *   Construction services operations include plant hire, concrete block 
         manufacture and trenchless technology services.
     **  Borrowings and related interest charges are included under each 
         activity only where they are identifiable with that activity, 
         principally property. Group interest includes group investments, cash
         resources and those borrowings that are not readily identifiable with 
         individual activities.
     *** Borrowings and related interest charges in joint ventures and 
         associates are included under property activities.
     
  3  Acquisition of subsidiary undertaking

     On 31 May 2004, the group owned 75% of the ordinary share capital of 
     Bushwing Plc which, due to the nature of the shareholders agreement 
     governing the operations of Bushwing Plc, was included on the balance sheet
     at 31 May 2004 as a joint venture. On 4 June 2004 the group acquired the 
     remaining 25% ordinary share capital of Bushwing Plc for a cash 
     consideration of #2,398,000 (including professional fees) and settlement
     of loan accounts of #343,000.

     The assets and liabilities of Bushwing Plc acquired were as follows:

                                                                    Book value        Adjustments    Fair value
                                                                         #'000              #'000         #'000

      Tangible fixed assets                                              2,226                410         2,636       

      Current assets
      Stocks                                                             4,663              2,060         6,723
      Debtors                                                            4,503                  -         4,503
      Cash at bank and in hand                                           2,972                  -         2,972
      Deposits                                                             850                  -           850
                                                                        -------            -------       -------
      Total assets                                                      15,214              2,470        17,684
                                                                        -------            -------       -------

      Creditors
      Other                                                              4,153                  -         4,153
      Borrowings                                                         4,098                  -         4,098
      Corporation tax                                                      872                  -           872
      Deferred tax                                                          16                420           436
                                                                        -------            -------       ------
      Total liabilities                                                  9,139                420         9,559
                                                                        -------            -------       ------
                                                                        -------            -------       ------
      Net assets                                                         6,075              2,050         8,125
                                                                        -------            -------       ------

      Goodwill                                                                                              483
      Net assets included in investment in joint ventures as at 31 May 2004                              (5,867)
      
                                                                                                          ------
                                                                                                          2,741
                                                                                                          ------

      Satisfied by:
      Cash                                                                                                2,375
      Settlement of loan accounts                                                                           343
      Professional fees                                                                                      23
                                                                                                          ------
                                                                                                          2,741
                                                                                                          ------

      Bushwing Plc made the following contribution to, and utilisation of, group cashflow:

      Net cash outflow from operating activities                                                         (8,455)
      Returns on investment and servicing of finance                                                         32
      Taxation                                                                                             (992)
      Capital expenditure and financial investment                                                        3,244
                                                                                                         -------
      Decrease in cash in the period                                                                     (6,171)
                                                                                                         -------      
      Net cash inflow in respect of the purchase of Bushwing Plc:

      Cash consideration                                                                                  2,375
      Settlement of loan accounts                                                                           343
      Professional fees                                                                                      23
      Cash at bank and in hand                                                                           (2,972)
                                                                                                         -------
                                                                                                           (231)
                                                                                                         -------

      Turnover and operating profit

      The amounts shown include the following in respect of the acquisition of
      Bushwing Plc:

      Turnover                                                                                            6,560
      Cost of sales                                                                                      (4,051)
      Operating expenses                                                                                 (1,181)
                                                                                                         -------
      Operating profit                                                                                    1,328
                                                                                                         -------

  4  Other acquisition

     On 18 June 2004, the group acquired the concrete pumping business of 
     Balfour Beatty Group Limited, Raynesway Concrete Pumping, for a cash 
     consideration of #2,445,000 (including professional fees) representing 
     #1,800,000 in respect of tangible fixed assets and #645,000 in respect of 
     goodwill. The Raynesway acquisition was successfully integrated into the 
     business of Pochin Plant Limited and the directors are of the opinion that 
     its financial impact cannot be assessed on its own.

  5  Other operating income
                                                                          2005                             2004
                                                                         #'000                            #'000

      Income from property                                               3,612                            3,086
      Profit on disposal of land and buildings                              21                              273
                                                                        ------                           ------
                                                                         3,633                            3,359
                                                                        ------                           ------

  6  Tax on profit on ordinary activities
                                                                          2005                             2004
                                                                         #'000                            #'000

      The tax charge is based on the profit for the
      year and comprises:
      United Kingdom corporation tax at 30% (2004 : 30%)                 2,322                              706
      Adjustments in respect of prior years                                  9                               32
      Share of tax charge of joint ventures                                  1                            1,164
      Share of tax charge of associates                                     80                               11
                                                                       -------                          -------
                                                                         2,412                            1,913

      Deferred tax                                                          10                               25
                                                                       -------                          -------
                                                                         2,422                            1,938
                                                                       -------                          -------

     The tax assessed for the period is higher than the standard rate of 
     corporation tax in the United Kingdom.
     The differences are explained below:
                                                                          2005                             2004
                                                                         #'000                            #'000

      Profit on ordinary activities before taxation                      5,804                            5,080
                                                                        ------                          -------

      Profit on ordinary activities multiplied by standard rate of
      corporation tax in the United Kingdom of 30% (2004 : 30%)          1,741                            1,524
      
      Effects of:

      Expenses not deductible for tax purposes                             262                              282
      Impact of fair value adjustment                                      300                                -
      Non taxable income in period                                         (31)                             (86)
      Capital allowances for period in excess of                          (106)                              (8)
      depreciation
      Other short term timing differences                                   96                              (17)
      Adjustments to tax charge in respect of previous years                 9                               32
      Losses not utilised                                                  141                              186
     
                                                                        -------                          -------
      Current tax charge for the year                                    2,412                            1,913
                                                                        -------                          -------
     

  7   Dividends
                                                                          2005                             2004
                                                                         #'000                            #'000

      Interim paid - 2.5p (2004 : 2.25p)                                   520                              468
      Final proposed - 5.1p (2004 : 4.65p)                               1,061                              967
                                                                       -------                          -------
                                                                         1,581                            1,435
                                                                       -------                          -------

     Dividend record date : 7 October 2005.

     If the dividend is approved, warrants will be posted on Monday, 7 November 
     2005, and paid on Tuesday, 8 November 2005.

  8  Earnings per share

     The calculation of earnings per share (basic and diluted) is based on group 
     profit after taxation and minority interests of #3,355,000 (2004 : 
     #3,114,000) and the 20,800,000 ordinary shares of 25p in issue at 31 May 
     2005 and 31 May 2004. The number of shares used in the calculation has been 
     reduced at 31 May 2005 for the 589,000 (2004 : 442,000) shares held in the 
     Employee Share Trust. Basic earnings per share is 16.6p (2004: 15.3p). The 
     assumed conversion of dilutive options increases the number of shares by 
     94,000 (2004: 47,000) shares and so diluted earnings per share decreases to 
     16.5p (2004: 15.3p).

                                          2005                                          2004
                                        Weighted                                      Weighted
                                        average                                       average
                          Earnings    no. of shares    Per share      Earnings     no. of shares      Per share
                             #'000              000            p         #'000               000              p

      Basic EPS              3,355           20,262         16.6         3,114            20,358           15.3

      Effect of share            -               94          0.1             -                47              -
      options
                           -------          -------      -------       -------           -------       --------
      Diluted EPS            3,355           20,356         16.5         3,114            20,405           15.3
                           -------          -------      -------       -------           -------       --------

  9  Reconciliation of operating profit to net cash (outflow) / inflow from 
     operating activities:

                                                                          2005                             2004
                                                                         #'000                            #'000

      Operating profit                                                   6,505                            2,160
      Depreciation charge                                                1,576                            1,482
      Amortisation of goodwill                                             407                              280
      Profit on sale of fixed assets                                       (94)                            (393)
      Increase in stocks and work in progress                           (9,025)                          (4,207)
     (Increase) / decrease in debtors                                   (6,738)                           1,120
     (Decrease) / increase in creditors                                 (1,357)                           2,362
                                                                        -------                         --------
      Net cash (outflow) / inflow from operating activities             (8,726)                           2,804
                                                                        -------                         --------

 10  Additional information

     (i)  The financial information set out in this announcement does not 
          constitute the company's statutory accounts for the years ended 31 May 
          2005 and 2004. The figures for year ended 31 May 2005 and 31 May 2004
          are extracted from the statutory accounts which contain an unqualified 
          audit report and which did not contain a statement under section 237 
          (2) or (3) of the Companies Act 1985. The 31 May 2004 accounts have
          been filed with the Registrar of Companies, however, the 31 May 2005 
          accounts are yet to be filed.

      (ii)The Annual General Meeting will be held at the company's offices at 
          Brooks Lane, Middlewich, Cheshire at 12.00 noon on Friday, 4 November 
          2005. The full report will be posted to shareholders on 6 October
          2005.






                      This information is provided by RNS
            The company news service from the London Stock Exchange

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