RNS Number:9529H
Pochin's PLC
25 February 2003



Chairman's statement


Results and dividends

I am pleased to report profits before tax of #1.251m (2001: #1.248m) on turnover
of #34m (2001: #17m).  The interim dividend remains unaltered at 2p per share.



Trading and property developments

Turnover in the period has been distorted by the sale of a development property
at Bolton for #5.9m but is nonetheless significantly increased from last year.
This reflects higher activity across our businesses and I am heartened by the
steady progress towards acceptable levels of profits in the trading divisions
during this period.



Contracting, having started off in the same negative vein as last year, ended
the period with a return to positive contributions to group profits - the reward
for some hard work put in by the new management team over the last 12 months.



Concrete Pumping has returned a steady result but continues to face the
challenge of increasing its income from customers who operate in an extremely
competitive market.  I am optimistic, however, that the new Pumi pumps will be a
valuable addition to the fleet and a new source of revenues.



Avoidatrench suffered in this period from client led delays in the commencement
of a number of projects, a symptom of general uncertainty prevailing in the
economy.  Substantial increases in the cost of liability insurances will affect
profitability until these additional costs can be passed on to customers through
quotations for future work.



The sale of the Bolton development contributed substantially to the result in
this half year.  As a result of this sale, and of the sales reported in the
second half of last year, rental income is down.  I do not, however, anticipate
any further major disposals in the second half-year and we are set on replacing
this income by undertaking new development projects.  I rest content that
currently our exposure within the group to empty space in speculative
developments is restricted to Keele Park, and even here the second Innovation
Centre, completed towards the end of 2002, already has some 50% of its available
space occupied, confirming the successful experience in the first building,
which has been fully let for some time.



Joint ventures

There have been no significant joint venture property sales in this period and,
indeed, our share of ongoing overheads has resulted in a negative contribution
overall, some #0.5m down on the same period last year.  However, whilst it is
always impossible to predict the exact timing of property transactions, I am
aware of several profitable disposals, likely to be completed by joint venture
companies before the year-end, which may change this picture.



Borrowings

The proceeds of the Bolton sale have helped towards a healthy reduction of group
debt in the period and group interest charges have reduced accordingly.
Unfortunately we are still bearing our share of the shortfall of interest costs
at Manchester Technopark, but we remain hopeful of securing the additional
lettings that will generate the rental income required to cover this shortfall.



Acquisition

In October Avoidatrench completed the acquisition of Pipeline Drillers Limited
for a maximum consideration of #1.277m.  Pipeline Drillers Limited operates a
complementary auger boring operation that will extend the range of solutions we
can offer in the trenchless market.  The new business has historic annual
turnover in excess of #1m and profits averaging over #100,000.



New venture

I have referred in previous reports to our joint venture with Bushwing Plc and
last year we took steps to increase our commitment to this venture, which
specialises in "brownfield" sites identified for retail, commercial and, in
particular, housing development.  The success of this strategy has encouraged us
to form a new company within the Bushwing group, Pochin Homes Limited, which
will take advantage of some of the residential opportunities we create by
building and marketing new homes in our region.  We have recruited an executive
with the appropriate experience and knowledge to lead this exciting initiative,
independently of the group's traditional construction activities.



Prospects

Over the years we have operated in a prudent manner and our solid balance sheet
is testimony to this.  Trading is improving in our traditional operations and
there should be further contributions from our joint ventures in the second half
of the year. Despite the uncertainty in the economy, faced by all our
businesses, we are well placed to take advantage of the opportunities that will
inevitably arise.





Nicholas J. Pochin

Chairman

25 February 2003



Consolidated profit and loss account


                                                                6 months ended      6 months ended    12 months ended 
                                                              30 November 2002    30 November 2001        31 May 2002 
                                                     Notes               #'000               #'000              #'000 
  Turnover                                                                                                            
  Group and share of joint ventures                                    34,234              18,030             48,522  
  Less: share of joint ventures                                             -               1,296              1,704  
                                                         4             34,234              16,734             46,818  
  Cost of sales                                                       (30,015)            (13,353)           (37,849) 
  Gross profit                                                          4,219               3,381              8,969  
  Operating expenses                                                   (3,919)             (3,751)            (7,827) 
  Other operating income                                                1,427               1,720              3,552  
  Operating profit                                                      1,727               1,350              4,694  
  Share of operating (loss)/profit in joint                              (180)                282                 78  
  ventures                                                                                                            
  Share of operating profit in associates                                 154                 176                479  
  Net interest                                                           (450)               (560)            (1,046) 
  Profit on ordinary activities before taxation         4               1,251               1,248              4,205  
  Tax on profit on ordinary activities                  5                (550)               (381)            (1,569) 
  Profit on ordinary activities after taxation                            701                 867              2,636  
  Equity minority interest                                                  3                 (26)               (62) 
  Profit for the financial period                                         704                 841              2,574  
  Dividends                                             6                (416)               (416)            (1,154) 
  Retained profit for the period                                          288                 425              1,420  
  Earnings per share (basic and diluted)                7                3.5p                4.0p              12.5p  
  Statement of total recognised gains and losses                                                                      
  Profit for the period                                                   704                 841              2,574  
  Unrealised (deficit)/surplus on revaluation of                          (21)                  -              1,933  
  investment properties - group                                                                                       
  Unrealised deficit on revaluation of investment                           -                   -                (41) 
  properties - joint ventures                                                                                         
  Total gains recognised since last period                                683                 841              4,466  
  Prior year adjustment relating to deferred tax                            -                   -               (504) 
  Total gains recognised since last period                                683                 841              3,962  
  Note of historical cost profits and losses                                                                          
  Reported profit on ordinary activities before                         1,251               1,248              4,205  
  taxation                                                                                                            
  Realisation of revaluation surpluses of                                 108                 121                583  
  previous years                                                                                                      
  Difference between historical cost depreciation                                                                     
  charge and                                                                                                          
  depreciation charge based on revalued amounts                           105                 146                143  
  Historical cost profit on ordinary activities                         1,464               1,515              4,931  
  before taxation                                                                                                     
  Historical cost profit retained for the period                                                                      
  after taxation,                                                                                                     
  minority interest and dividends                                         501                 692              2,146 


 
                                                                                                             
          Consolidated balance sheet                                                                         
                                                                            As at          As at       As at 
                                                                      30 November    30 November      31 May 
                                                                             2002           2001        2002 
                                                             Notes          #'000          #'000       #'000 
          Fixed assets                                                                                       
          Intangible assets                                                   888            471         365 
          Tangible assets                                                  29,853         27,601      30,009 
          Investments                                                                                        
          Joint ventures                                                                                     
          Share of gross assets                                            17,985         16,069      16,557 
          Share of gross liabilities                                     (12,622)       (10,133)    (11,057) 
          Goodwill                                                            109            154         125 
                                                                            5,472          6,090       5,625 
          Associates                                                        2,416          2,458       2,397 
          Other                                                             1,500          1,500       1,500 
          Own shares                                                          607             -          304 
                                                                            9,995         10,048       9,826 
                                                                           40,736         38,120      40,200 
          Current assets                                                                                     
          Stocks and work in progress                                      13,632         23,974      17,517 
          Debtors                                                          10,827          7,154       7,645 
          Investments and deposits                                         10,625         10,304      10,159 
          Cash in hand                                                         10              8           9 
                                                                           35,094         41,440      35,330 
          Creditors: amounts falling due within one year                                                     
          Borrowings                                                     (15,864)       (24,957)    (18,885) 
          Trade and other creditors                                      (13,133)       (10,723)     (9,726) 
                                                                         (28,997)       (35,680)    (28,611) 
          Net current assets                                                6,097          5,760       6,719 
          Total assets less current liabilities                            46,833         43,880      46,919 
          Creditors: amounts falling due after more                                                          
          than one year                                                                                      
          Borrowings                                                        (377)          (681)       (531) 
          Other                                                             (233)             -           -  
          Provisions for liabilities and charges                          (1,062)          (957)     (1,219) 
          Accruals and deferred income                                    (2,000)        (1,508)     (2,008) 
          Net assets                                                       43,161         40,734      43,161 

          Capital and reserves                                                                               
          Called up share capital                                           5,200          5,200       5,200 
          Revaluation reserve                                              10,030          8,831      10,264 
          Profit and loss account                                          27,735         26,284      27,234 
          Equity shareholders' funds                                       42,965         40,315      42,698 
          Equity minority interest                                            196            419         463 
                                                                           43,161         40,734      43,161 
                                                                                                                      
  Consolidated cash flow statement                                                                                      
                    
                                                     6 months                     6 months                   12 months
                                                       ended                        ended                       ended 
                                                  30 November                  30 November                      31 May
                                                        2002                         2001                        2002 
                                         #'000         #'000          #'000         #'000          #'000        #'000 
                            Notes 
                                                                                    
  Net cash                     8                       6,546                      (2,798)                       7,189 
  inflow/(outflow) from                                                                                               
  operating activities                                                                                                
  Income received from                                    31                           28                          81 
  joint ventures                                                                                                      
  Returns on investments                                                                                              
  and servicing of                                                                                                    
  finance                                                                                                             
  Interest received                        113                          101                          313              
  Interest paid                          (192)                        (327)                        (688)              
  Interest paid on                        (11)                         (17)                         (31)              
  finance leases                                                                                                      
  Net cash outflow from                                                                                               
  returns on investments                                                                                              
  and servicing of                                      (90)                        (243)                       (406) 
  finance                                                                                                             
  Taxation                                             (605)                        (550)                     (1,556) 
  Capital expenditure                                                                                                 
  and financial                                                                                                       
  investment                                                                                                          
                                                                                                                      
  Purchase of tangible                   (572)                      (2,091)                      (4,755)              
  fixed assets                                                                                                        
  Sale of tangible fixed                   214                          632                        2,025              
  assets                                                                                                              
  Net cash outflow from                                                                                               
  capital expenditure                                                                                                 
  and financial                                        (358)                      (1,459)                     (2,730) 
  investment                                                                                                          
  Acquisitions and                                                                                                    
  disposals                                                                                                           
  Purchase of subsidiary       9         (824)                           -                            -               
  undertaking                                                                                                         
                                                                                                                      
  Net cash on purchase                     451                           -                            -               
  of subsidiary                                                                                                       
  undertaking                                                                                                         
  Increase in interest                   (247)                      (1,261)                      (1,237)              
  in joint ventures and                                                                                               
  associates                                                                                                          
  Purchase of other                         -                       (1,500)                      (1,500)              
  fixed asset investment                                                                                              
  Purchase of own shares                 (303)                           -                         (304)              
                                                       (923)                      (2,761)                     (3,041) 

  Equity dividends paid                                (738)                           -                      (1,154) 
  Net cash                                                                                                            
  inflow/(outflow)                                                                                                    
  before financing and                                                                                                
  management of liquid                                 3,863                      (7,783)                     (1,617) 
  resources                                                                                                           
  Management of liquid                                                                                                
  resources                                                                                                           
  Sale of corporate                         -                         3,481                        3,480              
  bonds                                                                                                               
  Cash deposited at call                  (16)                      (2,948)                      (2,803)              
  and short notice                                                                                                    
  Net cash                                                                                                            
  (outflow)/inflow from                                                                                               
  management of                                                                                                       
  liquid resources                                      (16)                          533                         677 
  Financing                                                                                                           
  Repayment of loan                      (740)                        (200)                        (400)              
  capital                                                                                                             
  Repayment of principal                                                                                              
  under finance leases                                                                                                
  and                                                                                                                 
  hire purchase                           (65)                        (130)                        (218)              
  contracts                                                                                                           
  Net cash outflow from                                (805)                        (330)                       (618) 
  financing                                                                                                           
  Increase/(decrease) in                               3,042                      (7,580)                     (1,558) 
  cash in the period                                                                                                  
  


  Reconciliation of net cash flow to movement in net debt                                                             
  
  Increase/(decrease) in                               3,042                      (7,580)                     (1,558) 
  cash in the period                                                                                                  
  Cash outflow from                                      805                          330                         618 
  decrease in debt and                                                                                                
  lease financing                                                                                                     
  Cash outflow/(inflow)                                   16                        (533)                       (677) 
  from                                                                                                                
  decrease/(increase) in                                                                                              
  liquid resources                                                                                                    
  Change in net debt                                   3,863                      (7,783)                     (1,617) 
  resulting from cash                                                                                                 
  flows                                                                                                               
                                                                                                                      
  Hire purchase                                          (1)                           -                           -  
  commitments on                                                                                                      
  acquisition of                                                                                                      
  subsidiary                                                                                                          
  Inception of finance                                    -                         (107)                       (195) 
  leases                                                                                                              
  Deferred consideration                               (220)                        (540)                       (540) 
  Movement in net debt                                 3,642                      (8,430)                     (2,352) 
  in the period                                                                                                       
  Opening net debt                                   (9,248)                      (6,896)                     (6,896) 
  Closing net debt                                   (5,606)                     (15,326)                     (9,248) 
                                                                                                                      
  Notes                                                                                                               
  1     The interim report was approved by the board on 25 February 2003.  
                                        
  2     The figures for the six months ended 30 November 2002 and 30 November 2001 are unaudited. These figures    
        have been prepared using accounting policies consistent with those adopted in the 2002 annual report and        
        accounts. 
                                                                                                 
  3     The results for the year ended 31 May 2002 are an abridged version of the statutory accounts for that      
        period on which the auditors gave an unqualified report and which have been filed with the Registrar of         
        Companies. 
  
  4     The group's turnover and profit before tax arise from one class of business, construction. 
                   
  5     The taxation charge is calculated by applying the estimated effective annual tax rate to the profit for the   
        period.                                                                                                       
        The tax assessed for the period is higher than the standard rate of corporation tax in the United Kingdom as  
        a result of expenses not deductible for tax purposes and interest charges and losses in joint venture companies 
        not utilised. 
                                                                                                
  6     The interim dividend of 2.0p per share (2001 : 2.0p per share) will be paid on 10 April 2003 to shareholders  
        on the register at 14 March 2003.  
                                                                           
  7     For the six months ended 30 November 2002, earnings per share (basic and diluted) have been calculated on     
        #704,000 (2001 : #841,000) profit after taxation and 20,358,000 (2001 : 20,800,000) shares in issue. The      
        number of shares used in the calculation has been reduced at 30 November 2002 for the 442,000 shares          
        held in the Employee Share Trust. Basic and diluted earnings per share are the same as the company has        
        no dilutive options or other dilutive potential ordinary shares.                                              
 

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

                                                                                                                      
                                                         6 months                           6 months         12 months
                                                           ended                              ended             ended 
                                                      30 November                        30 November      31 May 2002 
                                                            2002                               2001                   
                                                           #'000                              #'000             #'000 
      Operating profit                                     1,727                              1,350             4,694 
                                                                                                                      
      Depreciation charge                                    712                                840             1,648 
      Amortisation of                                        117                                123               213 
      goodwill                                                                                                        
                                                                                                                      
      Profit on sale of fixed                               (51)                              (174)              (98) 
      assets                                                                                                          
      Amounts written off fixed                                -                                  -                75 
      assets investments                                                                                              
                                                                                                                      
      Decrease/(increase) in stocks and                    3,898                            (1,490)             4,967 
      work in progress                                                                                                
      (Increase)/decrease in                             (2,871)                                215             (276) 
      debtors                                                                                                         
      Increase/(decrease) in                               3,014                            (3,662)           (4,034) 
      creditors                                                                                                       
      Net cash inflow/(outflow) from                       6,546                            (2,798)             7,189 
      operating activities                                                                                            
 

                                                                                                                      
  9     On 25 October 2002, the group acquired the entire share capital of Pipeline Drillers Limited, a               
        company specialising in contract drilling and boring services, activities complementing those of the group's    
        existing subsidiary company, Avoidatrench Limited. The consideration of #1,277,000 (including professional fees)
        was satisfied by the issue of loan notes of #220,000 and #824,000 in cash, with a further cash payment of       
        #233,000 deferred until 25 October 2005.                                                                        
        The profit after taxation of Pipeline Drillers Limited for the 15 month period to the date of                 
        acquisition was #406,000. The profit after taxation for the year ended 31 July 2001 was #118,000.               
        The acquired operation made no significant contribution to group profit or cash flow in the                   
        period to 30 November 2002.   
                                                                                
        The assets and liabilities of Pipeline Drillers Limited acquired were as follows:                             
                                                                                                           Fair value 
                                                                                                                #'000 
        Tangible fixed assets                                                                                    168  
        Current assets                                                                                                
        Stocks                                                                                                    13  
        Debtors                                                                                                  316  
        Deposits                                                                                                 451  
        Total assets                                                                                             948 
        Creditors                                                                                                     
        Borrowings                                                                                                 1  
        Other                                                                                                    310  
        Total liabilities                                                                                        311 
        Net assets                                                                                               637  
        Purchased goodwill                                                                                       640  
                                                                                                               1,277 
        Satisfied by:                                                                                                 
        Cash                                                                                                     800  
        Deferred consideration - loan notes                                                                      220  
        Deferred consideration - contingent                                                                      233  
        Professional fees                                                                                         24  
                                                                                                               1,277 
 

                                                                                                                      
         The directors consider that the book value of assets and liabilities acquired are not materially different   
         from their fair value. The contingent deferred consideration is payable on 25 October 2005 subject to          
         conditions precedent.  

                                                                                                 
  10     Copies of this interim report are being sent to shareholders on 26 February 2003. Further copies of the      
         interim report are available from the Company Secretary, Pochin's PLC, Brooks Lane, Middlewich, Cheshire, CW10 
         0JQ.
         This interim report will also be available on the group's website (www.pochins.plc.uk).  

                    



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