TIDMSIXH
RNS Number : 2318V
600 Group PLC
02 December 2019
The 600 Group PLC
Continued progress against strategy
Unaudited Interim Results for the six months ended 28 September
2019
The 600 Group PLC ("the Group"), the diversified industrial
engineering company (AIM: SIXH), today announces its unaudited
interim results for the six months ended 28 September 2019.
Summary financials
H1 FY20 H1 FY19 Change
Revenue $35.7m $31.6m +13%
Underlying* operating profit $2.5m $1.8m +39%
Underlying* pre-tax profit $1.7m $1.3m +28%
Interim dividend per share 0.25p 0.25p
*from continuing operations, before adjusting items.
Strategic & operational highlights
Improved financial & operational performance and financial
position
-- Receipt of $5.2m (net of tax) pension scheme cash surplus
improved financial flexibility
-- Operating margin improvement across both divisions
-- Disposal of non-profitable operations and assets of
discontinued Gamet Bearings business further reducing UK bank
debt
Investing for sustainable growth
-- Acquisition of Control Micro Systems Inc., enhances laser
capabilities and performing well
-- Investment in high-caliber new people
-- Continued new product development and improvement in customer
offering across both divisions
-- New European Technology Centre fully operational
Positive outlook
-- Interim dividend of 0.25p per share reflecting the Board's
confidence.
Paul Dupee, Executive Chairman of the Group, commented:
"This period has seen further progress in our strategy to build
a global industrial business. The de-risking of the Group, both
operationally and financially, has created a platform from which we
are now beginning to leverage the strength of the Group's brands
and grow the business into increasingly diversified niche markets
worldwide both organically and by acquisition.
The Group has made headway despite certain macro-economic and
political uncertainties across our end markets and although these
may still create some short term disruption, the Board believes in
the long term fundamentals of our businesses and the strategy they
are now enacting and is optimistic for the long- term future."
"I am pleased to announce an interim divided of 0.25p per share,
reflecting this good performance and the Board's continued
confidence in our businesses".
Enquiries:
The 600 Group PLC Tel: 01924 415000
Paul Dupee, Executive Chairman
Neil Carrick, Finance Director
Instinctif Partners Tel: 0207 457 2020
Mark Garraway
James Gray
Spark Advisory Partners Limited (NOMAD) Tel: 020 3368 3553
Matt Davis
WH Ireland (Broker) Tel: 020 7220 1666
Harry Ansell
About The 600 Group PLC
The 600 Group PLC is a distributor, designer and manufacturer of
industrial products with three principle areas of activities:
Machine Tools
The business has a strong reputation in the market for metal
turning machines. Products range from small conventional machines
for education markets, CNC workshop machines and CNC production
machines. Selected outsourcing partners support the manufacturing
of these machines and they are marketed through the Group's wholly
owned international sales organisation and a global distribution
network.
Precision Engineered Components
Machine spares are distributed to customers globally to help
maintain the installed base of group machines which number in
excess of 100,000. Additionally, work holding products are sold via
specialist distributors to OEMs, including other machine
builders.
Industrial Laser Systems
Industrial laser systems cover laser marking and processing
including cutting, drilling, ablation and a host of other niche
applications in the marking and micro machining sectors. They
require no consumables, can operate on a continuous high speed
basis and can be integrated into customers' production lines. The
businesses have their own technology and proprietary software.
Customer applications are diverse and range from aerospace to
medical and pharmaceuticals. The requirement for increased product
and component traceability is one of the market drivers.
More information on the Group can be viewed at:
www.600group.com
The 600 Group Plc
Executive Chairman's Statement for the six months ended 28
September 2019
Overview
The six-month period ended 28 September 2019 has seen progress
in our strategy .May saw the receipt of the $5.2m post tax pension
scheme surplus refund to the Company and June the acquisition of
Control Micro Systems Inc. (CMS) with the official opening of the
new European Technology Centre in the UK in May. These milestones
in the Group's development have enabled it to become financially
more stable and accelerate its growth strategy.
Testimony to the Group's improved financial strength and
strategic focus the results have shown improvement in both revenue
and operational profitability during what has been a difficult
trading period, dominated by Brexit issues, trade tariff wars and a
global slowdown. Responding to these challenges the Group has
invested in high-caliber new people and new product developments in
both divisions to continue our strategic goal of leveraging the
strength of the Group's brands into increasingly diversified niche
markets worldwide.
Results and dividend
Revenue was up 13% to $35.7m (FY 19 H1: $31.6m) with net
underlying operating profit (excluding adjusting items) up 39% to
$2.5m (FY19 H1: $1.8m).
After taking account of interest on bank borrowings, loan notes
and lease liabilities, the underlying Group pre-tax profit before
adjusting items was up 28% at $1.7m (FY19 H1: $1.3m) and $1.5m (FY
19 H1: $0.8m) after adjusting items.
The total profit attributable to shareholders of the Group for
the financial period on continuing activities was $1.1m (FY19 H1:
$1.0m), providing Basic earnings of 0.92 cents (equivalent to
0.72p) per share (FY19 H1: 0.88 cents (equivalent to 0.63p). The
underlying continuing earnings per share (excluding adjusting
items) were 1.31c
(equivalent to 1.03p) (FY19 H1: 1.08c (equivalent to 0.77p).
The Board is pleased to be able to continue to improve returns
for shareholders and has declared an interim dividend of 0.25p per
share payable on 10 January 2020, to shareholders on the register
at 13 December 2019.
Financial position
Net assets increased in the period to $30.9m with the net profit
generation being largely offset by the reduction of $0.7m due to
the retranslation of non US Dollar denominated assets and
liabilities and most of the increase arising due to the shares
issued with a value of $1m on the acquisition of CMS.
Working capital levels excluding the effects of the CMS
acquisition increased by $1m on the prior half year with a small
increase in both inventories and trade receivables whilst trade
payables fell slightly.
$0.4m was expended on capital expenditure including the final
phase of the Industrial Laser software upgrade and the completion
of the new European Technology Centre fit out and machine shop.
The $10m consideration for CMS was funded by $4m of the $5.2m of
pension scheme refund along with the utilisation of existing credit
lines and a new $3.25m 5-year term loan from Bank of America plus
the issue of $1m of shares to the CMS founder, Tim Miller, who
remains with the business.
As a consequence of these cashflows net debt at the end of
September 2019 was $16.9m (March 2019 $14.5m) excluding the IFRS 16
lease liabilities.
UK annual working capital facilities were renewed in September
2019 with HSBC to support the UK machine tool business and Bank of
America continue to be very supportive, providing part of the
funding for CMS and renewing the annual working capital facilities
for the USA businesses.
Adjusting items
Adjusting Items have been noted separately to provide a clearer
picture of the Group's underlying trading performance. In the
current period a profit of $0.8m has been recorded as the final
cash received on the pension scheme wind up was greater than
anticipated. The evaluation of the intangible assets on the
acquisition of CMS is still in progress but the amortisation of the
initial assessed amounts has resulted in a charge of $0.3m in the
period since acquisition and costs associated with the acquisition
of $0.4m have also been included in adjusting items. The
amortisation of the loan note discounting and costs of $0.3m are
shown as adjusting items within finance costs. Taxation at 35%
($0.3m), in line with the punitive regulations on pension refunds,
was deducted at source on the pension scheme refund and the Group
was unable to mitigate this against its substantial brought forward
tax losses in the UK.
In the prior half-year, a charge of $1.3m was included as a
result of the actuarial effects of transfers by members out of the
pension scheme and a profit of $0.3m was recorded on asset sales.
Credit interest on the scheme surplus of $0.6m and amortization of
$0.1m on the loan notes were recorded in finance costs.
Operating activities
Machine tools and precision engineered components
The UK business has continued to build on the restructured
operation and re-launch as Colchester Machine Tool Solutions in the
new European Technology Centre. The business saw increases in both
revenue and operating profit for the first six months with
continued momentum providing an order book currently up over 100%
on the same time in the prior year. Given this is against a
backdrop of uncertainty created by Brexit and declining industry
statistics we believe that he business is gaining market share.
The USA business revenue was down 2% on the previous half year
in a market which the USMTO is reporting a 17% decline in metal
cutting since the start of 2019, with trade war concerns and
tariffs weighing heavily on customer sentiment. As a result of
efficiency savings, however, the business has been able to increase
operating profits by 15% on the same period last year and again the
statistics would indicate this business is more than holding its
own against the competition.
The Australian business has seen a small decline in revenue
against the previous year and is in the process of a period of
restructuring in a market which remains affected by sluggish
customer sentiment.
The business and asset sale of the discontinued Gamet Bearings
operation was concluded on 9 October 2019 with the receipt of the
$0.45m proceeds reducing UK bank debt. The sale of the Colchester
property is expected to be concluded in the near future. The
results of this operation are disclosed as a discontinued operation
in the Consolidated Income Statement and the assets held for sale
separately disclosed in the Statement of Financial Position.
The results of the division were as follows:
FY20 H1 FY19 H1
(Restated)
$m $m
Revenues 22.62 21.96
Operating profit* 1.66 1.37
Operating margin* 7.3% 6.2%
*from continuing operations, before adjusting items.
Industrial Laser systems
The TYKMA Electrox business has continued to see a change in the
mix of its sales with a continuing increase in the commodity end of
the market where it has a competitive product in the Lasergear
range and a move into the higher end specialist solutions sector
where its proprietary software and technical capabilities are
proving successful and which has led to an overall improvement in
margins.
The acquisition of CMS in June has enhanced the Group's
capabilities and added a number of new competencies, in vision and
robotics in particular, which provide bespoke solutions to high end
customers in the medical, pharmaceutical and aerospace sectors. The
CMS business has performed well since acquisition (see note 11) and
has a good pipeline of contracts.
The two businesses are benefitting from each other's strengths
with a strong sales and marketing team in TYKMA Electrox and an
enhanced engineering expertise in CMS combining to give improved
laser processing solutions to the market.
FY20 H1 FY19 H1
$m $m
Revenues 13.04 9.68
Operating profit* 1.82 1.12
Operating margin* 14.0% 11.6%
*from continuing operations, before adjusting items.
Summary and outlook
This period has seen further progress in our strategy to build a
global industrial business. The de-risking of the Group, both
operationally and financially, has created a platform from which we
are now beginning to leverage the strength of the Group's brands
and grow the business into increasingly diversified niche markets
worldwide both organically and by acquisition.
The Group has made headway despite certain macro-economic and
political uncertainties across our end markets and although these
may still create some short term disruption the Board believes in
the long term fundamental of our businesses and the strategy they
are now enacting and is optimistic for the long-term future.
Paul Dupee
Executive Chairman
2 December 2019
The 600 Group Plc
Condensed consolidated income statement (unaudited)
For the 26 week period ended 28 September 2019
Restated Restated Restated
Before After Before After
Adjusting Adjusting Adjusting Adjusting Adjusting Adjusting
Items Items Items Items Items Items
26 weeks 26 weeks 26 weeks 26 weeks 26 weeks 26 weeks 52 weeks
ended 28 ended ended 28 ended ended ended ended
28 29 29 29 30
September September September September September September March
2019 2019 2019 2018 2018 2018 2019
$000 $000 $000 $000 $000 $000 $000
------------------------------------ --------- --------- --------- --------- --------- --------- --------
Continuing
Revenue 35,657 - 35,657 31,641 - 31,641 65,167
Cost of sales (22,922) - (22,922) (20,095) - (20,095) (41,641)
Gross profit 12,735 - 12,735 11,546 - 11,546 23,526
Net operating expenses (10,209) - (10,209) (9,724) - (9,724) (18,269)
Adjusting Items in operating
expenses - (713) (713) - (964) (964) (1,786)
Operating profit/(loss) 2,526 (713) 1,813 1,822 (964) 858 3,471
Profit on disposal of pension
scheme - 809 809 - - - -
Bank interest - - - - - - 35
Interest on pension surplus - - - - 649 649 1255
Loan note adjustment - - - - - - 822
--------- --------- --------- --------- --------- --------- --------
Financial income - - - - 649 649 2,112
--------- --------- --------- --------- --------- --------- --------
Bank and other interest (662) - (662) (523) - (523) (1,236)
Interest on lease liabilities (201) - (201) - - - -
Loan note amortisation (259) (259) - (138) (138) -
--------- --------- --------- --------- --------- --------- --------
Financial expense (863) (259) (1,122) (523) (138) (661) (1,236)
Profit before tax 1,663 (163) 1,500 1,299 (453) 846 4,347
Income tax charge (155) (283) (438) (74) 231 157 (114)
------------------------------------ --------- --------- --------- --------- --------- --------- --------
Profit for the period on
continuing activities attributable
to equity holders of the
parent 1,508 (446) 1,062 1,225 (222) 1,003 4,233
(Loss)/profit on discontinued
activity (73) (93) (166) (13) - (13) (1,107)
Profit for the period attributable
to equity holders of the
parent 1,435 (539) 896 1,212 (222) 990 3,126
Basic EPS 1.31c (0.39c) 0.92c 1.08c (0.20c) 0.88c 3.75c
Diluted EPS 1.27c (0.38c) 0.89c 1.07c (0.19c) 0.88c 3.71c
Basic EPS after discontinued 1.24c (0.47c) 0.77c 1.07c (0.20c) 0.87c 2.77c
Diluted EPS after discontinued 1.21c (0.46c) 0.75c 1.06c (0.19c) 0.87c 2.74c
.
The comparative figures have been adjusted for the result of
Gamet Bearings which is shown as a discontinued operation and the
effects of the adoption of IFRS 15 and IFRS 9.
Condensed consolidated statement of
comprehensive income (unaudited)
For the 26 week period ended 28 September Restated
2019
26 weeks 26 weeks 52 weeks
Ended Ended Ended
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
--------------------------------------------- ------------- ------------- ---------
Profit for the period 896 990 3,126
Other comprehensive (expense)/income:
Items that will not be reclassified
to the Income Statement:
Re-measurement of the net defined benefit
asset - (43,476) (43,083)
Deferred taxation - 15,217 15,071
--------------------------------------------- ------------- ------------- ---------
Total items that will not be reclassified
to the Income Statement: - (28,259) (28,012)
Items that are or may in the future
be reclassified to the Income Statement:
Foreign exchange translation differences (673) (1,202) (3,005)
--------------------------------------------- ------------- ------------- ---------
Total items that are or may be reclassified
subsequently to the Income Statement: (673) (1,202) (3,005)
--------------------------------------------- ------------- ------------- ---------
Other comprehensive income/(expense)
for the period, net of income tax 223 (29,461) (31,017)
Total comprehensive income/(expense)
for the period 223 (28,471) (27,891)
--------------------------------------------- ------------- ------------- ---------
Condensed consolidated statement of financial position (unaudited)
As at 28 September 2019
Restated
As at As at As at
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
------------------------------------ ------------- ---------------- ---------
Non-current assets
Property, plant and equipment 4,109 3,914 3,435
Goodwill 15,112 10,329 10,329
Other Intangible assets 1,260 864 1,110
Employee benefits - 6,889 -
Deferred tax assets 4,603 4,836 4,578
Right of use assets 10,260 - -
------------------------------------ ------------- ---------------- ---------
35,344 26,832 19,452
------------------------------------ ------------- ---------------- ---------
Current assets
Inventories 22,698 19,727 19,030
Trade and other receivables 10,379 8,954 9,163
Employee benefits - - 7,459
Taxation 189 62 294
Assets classified as held for sale 949 - 1,108
Cash and cash equivalents 2,534 754 948
------------------------------------ ------------- ---------------- ---------
36,749 29,497 38,002
------------------------------------ ------------- ---------------- ---------
Total assets 72,093 56,329 57,454
------------------------------------ ------------- ---------------- ---------
Non-current liabilities
------------- ---------------- ---------
Employee benefits (1,274) (1,309) (1,239)
Loans and other borrowings (12,160) (11,381) (10,173)
Lease Liabilities (8,861) - -
Deferred tax liability (249) (2,489) -
------------------------------------ ------------- ---------------- ---------
(22,544) (15,179) (11,412)
------------------------------------ ------------- ---------------- ---------
Current liabilities
Trade and other payables (9,059) (6,371) (8,095)
Deferred tax liability - - (2,541)
Lease Liabilities (1,482) - -
Provisions (827) (302) (447)
Loans and other borrowings (7,271) (6,474) (5,316)
------------- ---------------- ---------
(18,639) (13,147) (16,399)
------------------------------------ ------------- ---------------- ---------
Total liabilities (41,183) (28,326) (27,811)
------------------------------------ ------------- ---------------- ---------
Net assets 30,910 28,003 29,643
------------------------------------ ------------- ---------------- ---------
Shareholders' equity
Called-up share capital 1,803 1,746 1,746
Share premium account 3,828 2,885 2,885
Revaluation reserve 1,149 1,149 1,149
Equity reserve 201 201 201
Translation reserve (7,197) (6,130) (6,524)
Retained earnings 31,126 28,152 30,186
------------------------------------ ------------- ---------------- ---------
Total equity 30,910 28,003 29,643
------------------------------------ ------------- ---------------- ---------
The comparative figures have been adjusted for the effects of
the adoption of IFRS 15 and IFRS 9.
Consolidated statement of changes in equity (unaudited)
As at 28 September 2019
Ordinary Share
share premium Revaluation Translation Equity Retained
capital account reserve reserve reserve Earnings Total
$000 $000 $000 $000 $000 $000 $000
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
At 31 March 2018 1,746 2,885 1,149 (3,519) 201 56,131 58,593
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Profit for the period - - - - - 990 990
Other comprehensive income:
Foreign currency translation - - - (2,611) - - (2,611)
Net defined benefit asset mvmt - - - - - (43,476) (43,476)
Deferred tax - - - - - 15,217 15,217
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total comprehensive income - - - (2,611) - (27,269) (29,880)
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Transactions with owners:
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Dividends - - - - - (738) (738)
Credit for share-based payments - - - - - 28 28
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total transactions with owners - - - - - (710) (710)
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
At 29 September 2018 1,746 2,885 1,149 (6,130) 201 28,152 28,003
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Profit for the period - - - - - 2,136 2,136
Other comprehensive income:
Foreign currency translation - - - (394) - - (394)
Net defined benefit asset mvmt - - - - - 393 393
Deferred tax - - - - - (146) (146)
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total comprehensive income - - - (394) - 2,383 1,989
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Transactions with owners:
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Dividends - - - - - (366) (366)
Credit for share-based payments - - - - - 17 17
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total transactions with owners - - - - - (349) (349)
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
At 30 March 2019 1,746 2,885 1,149 (6,524) 201 30,186 29,643
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Profit for the period - - - - - 896 896
Other comprehensive income:
Foreign currency translation - - - (673) - - (673)
Net defined benefit asset mvmt - - - - - - -
Deferred tax - - - - - - -
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total comprehensive income - - - (673) - 896 223
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Transactions with owners:
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Share capital subscribed for 57 943 - - - - 1,000
Credit for share-based payments - - - - - 44 44
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Total transactions with owners 57 943 - - - 44 1,044
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
At 28 September 2019 1,803 3,828 1,149 (7,197) 201 31,126 30,910
-------------------------------- -------- ------- ----------- ----------- ------- -------- --------
Condensed consolidated cash flow statement (unaudited)
For the 26 week period ended 28 September 2019 Restated
26 weeks 26 weeks 52 weeks
ended ended Ended
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
----------------------------------------------- ------------- ------------- ---------
Cash flows from operating activities
Profit for the period 896 990 3,126
Adjustments for:
Amortisation of development expenditure 13 5 73
Depreciation 375 295 540
Amortisation of IFRS16 Right of use
assets 610
Amortisation of acquisition intangibles 322 - -
Net financial expense/(income) 1,122 12 (876)
Non-cash adjusting items - 294 2,238
Net pension charge - 1,308 -
Profit on disposal of pension (809) - -
(Profit)/loss on disposal of fixed
assets 8 (343) (461)
Equity share option expense 44 28 45
Income tax expense/(credit) 438 (157) 114
----------------------------------------------- ------------- ------------- ---------
Operating cash flow before changes
in working capital and provisions 3,019 2,432 4,799
(Increase) /decrease in trade and other
receivables (577) 308 (451)
(increase)/decrease in inventories (3,176) (194) (730)
Increase/(Decrease) in trade and other
payables 400 (2,531) (352)
Employee benefit contributions - (13) (13)
Cash generated from/(used in) operations (334) 2 3,253
Interest paid (451) (523) (1,236)
Income tax paid (14) (382) (125)
----------------------------------------------- ------------- ------------- ---------
Net cash flows from operating activities (799) (903) 1,892
----------------------------------------------- ------------- ------------- ---------
Cash flows from investing activities
Interest received - - 1
Payment for acquisition of subsidiary, (6,062) - -
net of cash acquired
Proceeds from pension scheme disposal 5,213 - -
Proceeds from sale of property, plant
and equipment - 344 514
Purchase of property, plant and equipment (253) (404) (1,245)
Development expenditure capitalised (107) (497) (1,399)
Proceeds from sale of development expenditure - - 639
Net cash from investing activities (1,209) (557) (1,490)
----------------------------------------------- ------------- ------------- ---------
Cash flows from financing activities
Dividends paid - (736) (1,104)
Proceeds from external borrowing 4,388 1,328 2
IFRS 16 Lease payments (716) - -
Net finance lease expenditure (30) (21) 59
Net cash flows from financing activities 3,642 571 (1,043)
----------------------------------------------- ------------- ------------- ---------
Net increase/(decrease) in cash and
cash equivalents 1,634 (889) (641)
Cash and cash equivalents at the beginning
of the period 948 1,676 1,676
Effect of exchange rate fluctuations
on cash held (48) (33) (87)
----------------------------------------------- ------------- ------------- ---------
Cash and cash equivalents at the end
of the period 2,534 754 948
----------------------------------------------- ------------- ------------- ---------
Notes relating to the condensed consolidated financial
statements
For the 26-week period ended 28 September 2019
1. Basis of preparation and accounting policies
These interim consolidated financial statements have been
prepared using accounting policies based on International Financial
Reporting Standards (IFRS and IFRIC Interpretations) issued by the
International Accounting Standards Board ("IASB") as adopted for
use in the EU. They do not include all disclosures that would
otherwise be required in a complete set of financial statements and
should be read in conjunction with the 30 March 2019 Annual Report.
The financial information for the half years ended 28 September
2019 and 29 September 2018 does not constitute statutory accounts
within the meaning of Section 434 (3) of the Companies Act 2006 and
both periods are unaudited.
The annual financial statements of The 600 Group plc ('the
Group') are prepared in accordance with IFRS as adopted by the
European Union. The comparative financial information for the year
ended 30 March 2019 included within this report does not constitute
the full statutory Annual Report for that period. The statutory
Annual Report and Financial Statements for 2019 have been filed
with the Registrar of Companies. The Independent Auditors' Report
on the Annual Report and Financial Statements for the year ended 30
March 2019 was unqualified, did not draw attention to any matters
by way of emphasis and did not contain a statement under 498(2) -
(3) of the Companies Act 2006.
The Group has applied the same accounting policies and methods
of computation in its interim consolidated financial statements as
in its 2019 annual financial statements, except for the adoption of
IFRS 16 Leases from 31 March 2019
IFRS 16 - Leases
The Group has initially adopted IFRS 16 Leases from 31 March
2019. The effect of initially applying this standard is to increase
both the assets and liabilities of the Group through the
recognition on the balance sheet of the operating leases in respect
of rented properties, plant and vehicles.
The group has adopted IFRS 16 using the modified retrospective
approach from 31 March 2019 and therefore has not restated
comparatives for the previous reporting periods, as permitted under
the specific transitional provisions in the standard. The
reclassifications and the adjustments arising from the new leasing
rules are therefore recognised in the opening balance sheet on 31
March 2019.
Adjustments recognised on adoption of IFRS 16
On adoption of IFRS 16, the group recognised lease liabilities
in relation to leases which had previously been classified as
'operating leases' under the principles of IAS 17 Leases. These
liabilities were measured at the present value of the remaining
lease payments, discounted using the lessee's incremental borrowing
rate as of 31 March 2019. The weighted average lessee's incremental
borrowing rate applied to the lease liabilities on 31 March 2019
was 4.05%.
$000
Operating lease commitments disclosed as at 30 March 2019 11,248
Discounted using the lessee's incremental borrowing rate of
at the date of initial application (1,865)
Lease liability recognised as at 31 March 2019 9,383
------------------
Of which are: 408
Current lease liabilities 8,975
Non-current lease liabilities
------------------
Lease liability recognised as at 31 March 2019 9,383
------------------
At the date of acquisition CMS held $1.476m of right of use
assets, all of which related to building leases.
The associated right-of-use assets were measured at the amount
equal to the lease liability, adjusted by the amount of any prepaid
or accrued lease payments relating to that lease recognised in the
balance sheet as at 30 March 2019.
The right of use assets relate to the following asset types:
28 September 31 March 2019
2019
$000 $000
Properties 10,106 9,221
Plant & Machinery 54 64
Vehicles 100 98
------------ -------------
Total right of use assets 10,260 9,383
============ =============
The undiscounted payments under the leases fall due as
follows:
28 September 2019
$000
Up to one year 1,482
One to five years 5,635
Over five years 5,275
----------------------
Total undiscounted payments due under leases 12,392
======================
The change in accounting policy affected the following items in
the balance sheet on 31 March 2019:
31 March 2019
$000
Right of use assets 9,383
Lease liabilities (9,383)
-------------
Net impact upon retained earnings -
=============
The introduction of IFRS16 did not have an impact upon the
Group's recognised deferred tax balances.
Impact on segment disclosures and earnings per share
Adjusted EBITDA, segment assets and segment liabilities for
September 2019 all increased as a result of the change in
accounting policy. Lease liabilities are now included in segment
liabilities. The impact on the segments affected by the change in
policy are:
Adjusted EBITDA Segment assets Segment liabilities
$000 $000 $000
Machine Tools & Precision Engineered
Components 437 7,485 (7,544)
Industrial Laser Systems 187 2,100 (2,119)
Head Office & unallocated 92 675 (680)
--------------- -------------- -------------------
Total 716 10,260 (10,343)
--------------- -------------- -------------------
Profit for the period was reduced by $0.08m and Basic Earnings
per share was reduced by 0.08c for the six months to 28 September
2019 as a result of the adoption of IFRS 16.
Practical expedients applied
In applying IFRS 16 for the first time, the Group has used the
following practical expedients permitted by the standard:
-- the use of a single discount rate to a portfolio of leases
with reasonably similar characteristics;
-- reliance on previous assessments on whether leases are onerous;
-- the accounting for operating leases with a remaining lease
term of less than 12 months as at 31 March 2019 as short-term
leases;
-- the exclusion of initial direct costs for the measurement of
the right-of-use asset at the date of initial application: and
-- the use of hindsight in determining the lease term where the
contract contains options to extend or terminate the lease.
The group has also elected not to reassess whether a contract
is, or contains, a lease at the date of initial application.
Instead, for contracts entered into before the transition date the
group relied on its assessment made applying IAS 17 and IFRIC 4
Determining whether an Arrangement contains a Lease.
The Group's leasing activities and how these are accounted
for.
The Group leases various properties, equipment and cars. Rental
contracts are typically made for fixed periods of 3 to 5 years for
cars and equipment and 5-15 years for properties. These may have
extension options. Lease terms are negotiated on an individual
basis and contain a wide range of different terms and conditions.
The lease agreements do not impose any covenants, but leased assets
may not be used as security for borrowing purposes.
Until the 2019 financial year, leases of property, plant and
equipment were classified as either finance or operating leases.
Payments made under operating leases (net of any incentives
received from the lessor) were charged to profit or loss on a
straight-line basis over the period of the lease. From 31 March
2019, leases are recognised as a right-of-use asset and a
corresponding liability at the date at which the leased asset is
available for use by the group. Each lease payment is allocated
between the liability and finance cost. The finance cost is charged
to profit or loss over the lease period so as to produce a constant
periodic rate of interest on the remaining balance of the liability
for each period. The right-of-use asset is depreciated over the
shorter of the asset's useful life and the lease term on a
straight-line basis.
Assets and liabilities arising from a lease are initially
measured on a present value basis. Lease liabilities include the
net present value of the following lease payments (where they exist
within a lease):
-- fixed payments (including in-substance fixed payments), less
any lease incentives receivable;
-- variable lease payments that are based on an index or a rate;
-- amounts expected to be payable by the lessee under residual value guarantees;
-- the exercise price of a purchase option if the lessee is
reasonably certain to exercise that option; and
-- payments of penalties for terminating the lease, if the lease
term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate
implicit in the lease. If that rate cannot be determined, the
lessee's incremental borrowing rate is used, being the rate that
the lessee would have to pay to borrow the funds necessary to
obtain an asset of similar value in a similar economic environment
with similar terms and conditions.
Right-of-use assets are measured at cost comprising the
following:
-- the amount of the initial measurement of lease liability;
-- any lease payments made at or before the commencement date
less any lease incentives received;
-- any initial direct costs; and
-- restoration costs.
Payments associated with short-term leases and leases of
low-value assets are recognised on a straight-line basis as an
expense in profit or loss. Short-term leases are leases with a
lease term of 12 months or less. Low-value assets comprise small
items of workshop equipment, office furniture and machines.
2. SEGMENT ANALYSIS
IFRS 8 - "Operating Segments" requires operating segments to be
identified on the basis of internal reporting about components of
the Group that are regularly reviewed by the chief operating
decision maker to allocate resources to the segments and to assess
their performance. The chief operating decision maker has been
identified as the Executive Directors. The Executive Directors
review the Group's internal reporting in order to assess
performance and allocate resources.
The Executive Directors consider there to be two continuing
operating segments being machine tools and precision engineered
components and industrial laser systems.
The Executive Directors assess the performance of the operating
segments based on a measure of operating profit/(loss). This
measurement basis excludes the effects of Special Items from the
operating segments. Head Office and unallocated represent central
functions and costs.
The following is an analysis of the Group's revenue and results
by reportable segment:
Continuing
--------------------------------------------------
26 Weeks ended 28 September Machine
2019 Tools
& Precision Industrial
Engineered Laser Head Office
Components Systems & unallocated Total Discontinued Group Total
Segmental analysis of
revenue $000 $000 $000 $000 $000 $000
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Total revenue 22,621 13,036 - 35,657 867 36,524
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Operating profit/(loss)
pre adjusting items 1,661 1,825 (960) 2,526 (73) 2,453
Adjusting items - - (713) (713) (93) (806)
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Operating profit/(loss) 1,661 1,825 (1,673) 1,813 (166) 1,647
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Other segmental information:
Reportable segment assets 51,381 18,359 1,404 71,144 949 72,093
Reportable segment liabilities (23,969) (6,222) (10,992) (41,183) - (41,183)
Intangible & Property,
plant and equipment additions 204 155 1 360 - 360
Depreciation and amortisation 494 416 410 1,320 - 1,320
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
2. SEGMENT ANALYSIS (continued)
Restated Continuing
--------------------------------------------------
26 Weeks ended 29 September Machine
2018 Tools
& Precision Industrial
Engineered Laser Head Office
Components Systems & unallocated Total Discontinued Group Total
Segmental analysis of
revenue $000 $000 $000 $000 $000 $000
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Total revenue 21,956 9,685 - 31,641 739 32,380
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Operating profit/(loss)
pre adjusting items 1,367 1,121 (666) 1,822 (13) 1,809
Adjusting items 344 - (1308) (964) - (964)
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Operating profit/(loss) 1,711 1,121 (1,974) 858 (13) 845
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Other segmental information:
Reportable segment assets 38,105 9,274 8,950 56,329 - 56,329
Reportable segment liabilities (10,529) (5,017) (12,780) (28,326) - (28,326)
Intangible & Property,
plant and equipment additions 264 637 - 901 - 901
Depreciation and amortisation 153 146 1 300 - 300
------------------------------- ------------ ---------- -------------- -------- -------------- -------------
Continuing
--------------------------------------------------
Machine
52 Weeks ended 30 March 2019 tools
& precision Industrial
engineered laser Head Office Group
components systems & unallocated Total Discontinued Total
Segmental analysis of revenue $000 $000 $000 $000 $000 $000
-------------------------------- ------------ ---------- -------------- -------- ------------ --------
Total revenue 44,575 20,592 65,167 1,572 66,739
-------------------------------- ------------ ---------- -------------- -------- ------------ --------
Segmental analysis of operating
profit/(loss) before Adjusting
Items 3,610 2,563 (916) 5,257 (146) 5,111
-------------------------------- ------------ ---------- -------------- -------- ------------ --------
Adjusting Items (1,355) (431) (1,786) (961) (2,747)
-------------------------------- ------------ ---------- -------------- -------- ------------ --------
Group operating profit/(loss) 2,255 2,563 (1,347) 3,471 (1,107) 2,364
-------------------------------- ------------ ---------- -------------- -------- ------------ --------
Other segmental information:
Reportable segment assets 38,666 9,492 8,188 56,346 1,108 57,454
Reportable segment liabilities (11,560) (4,496) (11,755) (27,811) - (27,811)
Fixed asset additions 686 559 - 1,245 - 1,245
Depreciation and amortisation 275 292 46 613 - 613
3. Adjusting ITEMS
The directors have highlighted transactions which are material
and unrelated to the normal trading activity of the Group.
In the opinion of the directors the disclosure of these
transactions should be reported separately for a better
understanding of the underlying trading performance of the Group.
These underlying figures are used by the Board to monitor business
performance, form the basis of bonus incentives and are used for
the purposes of the bank covenants.
These consist of the entries in relation to the UK final salary
scheme in all periods and the profit on the disposal of the Pension
scheme. In addition, the adjustment to the carrying value of the
amortised loan notes in the prior full year, as a result of the
extension of these instruments by a further two years, and the
current and prior half-year's amortisation have been included as
adjusting items. The items below correspond to the table below;
a) The wind up of the Group pension scheme was completed in May
2019 but during the year ended March 2019 the trustees undertook a
number of exercises to reduce the liabilities of the scheme which
had an actuarial cost. Given these had a beneficial effect on the
ultimate buy out cost of the scheme they were supported by the
Group. A charge of $1.3m was included as a result of work by the
Trustees of the UK pension scheme and the Group in reducing pension
liabilities. In the current period a profit on the final scheme
wind up of $0.8m was reported.
b) In the prior year as a result of the outsourcing of
manufacturing in the UK, the existing premises were vacated, and a
sublet is in the process of completion. An onerous lease provision
of $0.4m was provided as a result of this and shown in adjusting
items.
c) In the prior periods, credits of $1.26m and $0.65m were
recorded in financial income in respect of credit interest on the
surplus in the final salary pension scheme. No cash was paid to or
received from the scheme in respect of these transactions which
arise as a pension accounting entry under the required
standard.
d) In the prior year an adjustment to the carrying value of the
amortised loan notes was shown as a credit of $0.8m in financial
income with the corresponding charge for amotisation shown in the
FY2019 and FY2020 half-years as a financial expense.
e) In the prior year an amount of $0.96m was recorded against
the value of the Gamet Bearings assets available for sale to bring
their carrying value into line with the expected proceeds of sale,
less costs to sell which was further adjusted in the current
period.
f) Cost associated with the acquisition of CMS amounted to
$0.38m and amortisation of the acquired intangibles was $0.32m.
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
---------------------------------------------- ------------ ------------ --------
Items included in operating profit:
Pensions charge (a) - (1,308) (1,277)
Profit on sale of assets - 344 -
Acquisition costs (f) (384)
Amortisation of acquisition intangibles (f) (322)
Pensions legal costs (a) (7) - (78)
Onerous lease charges (b) - - (431)
---------------------------------------------- ------------ ------------ --------
(713) (964) (1,786)
---------------------------------------------- ------------ ------------ --------
Items included in financial income/(expense):
Pensions interest on surplus (c) - 649 1,255
Adjustment to loan notes (d) - - 822
---------------------------------------------- ------------ ------------ --------
Financial income - 649 2,077
---------------------------------------------- ------------ ------------ --------
Amortisation of loan note expenses (d) (259) (138) -
Profit on disposal of pension scheme (a) 809 - -
Total adjusting items before tax (163) (453) 291
---------------------------------------------- ------------ ------------ --------
Income tax on adjusting items (283) 231 (48)
---------------------------------------------- ------------ ------------ --------
Total adjusting items after tax (446) (222) 243
Loss on discontinued activity (e) (93) - (961)
---------------------------------------------- ------------ ------------ --------
(539) (222) (718)
---------------------------------------------- ------------ ------------ --------
4. Financial income and expensE
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
Bank and other interest - - 35
Loan note adjustment - - 822
Interest on Pension surplus - 649 1,255
---------------------------------- ------------ ------------ --------
Financial income - 649 2,112
---------------------------------- ------------ ------------ --------
Bank overdraft and loan interest (206) (26) (236)
Loan note interest (451) (496) (948)
Other finance charges - - (1)
Finance charges on finance leases (5) (1) (6)
Pensions interest on deficit - - (45)
IFRS 16 - Lease interest (201)
Amortisation of loan note costs (259) (138) -
Financial expense (1,122) (661) (1,236)
---------------------------------- ------------ ------------ --------
5. Taxation
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
----------------------------------------- ------------ ------------ --------
Current tax:
Corporation tax at 19% (2018: 19%): - - -
Overseas taxation:
- current period (155) (50) 77
----------------------------------------- ------------ ------------ --------
Total current tax charge (155) (50) 77
----------------------------------------- ------------ ------------ --------
Deferred taxation:
- current period (283) 231 92
- prior period - - (283)
----------------------------------------- ------------ ------------ --------
Total deferred taxation charge (283) 231 (191)
----------------------------------------- ------------ ------------ --------
Taxation charged to the income statement (438) 181 (114)
----------------------------------------- ------------ ------------ --------
6. Earnings per share
The calculation of the basic earnings per share of 0.92c (2018:
0.88c) is based on the earnings for the financial period
attributable to the Parent Company's shareholders of a profit of
$1,062,000 (2018 $1,003,000) and on the weighted average number of
shares in issue during the period of 115,421,143 (2018
112,973,341). At 28 September 2019, there were 8,400,000 (2018:
6,650,000) potentially dilutive shares on option and 43,950,000
(2018: 43,950,000) share warrants exercisable at 20p. The weighted
average effect of these as at 28 September 2019 was 2,969,376
shares (2018: 1,187,462) giving a diluted earnings per share of
0.89c (2018: 0.88c).
28 September 29 September 30 March
2019 2018 2019
--------------------------------------------- ------------ ------------ -----------
Weighted average number of shares Shares Shares Shares
Issued shares at start of period 112,973,341 112,973,341 112,973,341
Effect of shares issued in the period
(4,500,000 on 21 June 2019) 2,447,802 - -
--------------------------------------------- ------------ ------------ -----------
Weighted average number of shares
at end of period 115,421,143 112,973,341 112,973,341
--------------------------------------------- ------------ ------------ -----------
Weighted average number of potentially
dilutive shares 8,400,000 (2018: 6,650,000) 2,969,376 1,187,462 1,191,415
--------------------------------------------- ------------ ------------ -----------
Total Weighted average diluted shares 118,390,519 114,160,803 114,164,756
--------------------------------------------- ------------ ------------ -----------
28 September 29 September 30 March
2019 2018 2018
$000 $000 $000
------------------------------------------- ------------ ------------ --------
Underlying earnings
Total post tax earnings 1,062 1,003 4,233
Profit on sale of assets - (344) -
Pensions Interest on surplus/deficit - (649) (1,255)
Profit on sale of pension scheme (809)
Onerous lease charges - - 431
Amortisation of Shareholder loan expenses 259 138 -
Adjustments to amortisation of loan notes - - (822)
Pensions charge - 1,308 1,277
Pensions legal costs 7 - 78
Acquisition costs 384 - -
Amortisation of intangible assets acquired 322 - -
Associated taxation on adjusting items 283 (231) 48
------------------------------------------- ------------ ------------ --------
Underlying earnings after tax 1,508 1,225 3,990
------------------------------------------- ------------ ------------ --------
Underlying Earnings Per Share 1.31c 1.08c 3.53c
Underlying diluted EPS 1.27c 1.07c 3.50c
7. RECONCILIATION OF NET CASH FLOW TO NET DEBT
28 September 29 September 30 March
2019 2018 2019
$000 $000 $000
------------------------------------------------- ------------ ------------ --------
Increase/(decrease) in cash and cash equivalents 1,634 (889) (641)
(decrease)/Increase in debt and finance leases (4,358) (1,307) (61)
------------------------------------------------- ------------ ------------ --------
(decrease)/Increase in net debt from cash flows (2,724) (2,196) (702)
Net debt at beginning of period (14,541) (15,600) (15,600)
Loan costs amortisation and adjustments (177) (138) 982
Exchange effects on net funds 545 833 779
------------------------------------------------- ------------ ------------ --------
Net debt at end of period (16,897) (17,101) (14,541)
------------------------------------------------- ------------ ------------ --------
8. Analysis of net DEBT
At Exchange/ At
30 March Reserve 28 September
2019 movement Other Cash flows 2019
$000 $000 $000 $000 $000
---------------------------------- -------- --------- ----- ---------- ------------
Cash at bank and in hand 818 (41) - 1,595 2,372
Short term deposits (included
within cash and cash equivalents
on the balance sheet) 130 (7) - 39 162
948 (48) - 1,634 2,534
Debt due within one year (5,189) 43 - (2,014) (7,160)
Debt due after one year (572) 18 - (2,374) (2,928)
Loan Notes due after one year (9,517) 526 (177) - (9,168)
Finance leases (211) 6 - 30 (175)
Total (14,541) 545 (177) (2,724) (16,897)
---------------------------------- -------- --------- ----- ---------- ------------
9. FAIR VALUE
The group considers that the carrying amount of the following
financial assets and financial liabilities are
a reasonable approximation of their fair value:
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Loans and other borrowings
10. Principal Risks and Uncertainties
The principal risks and uncertainties affecting the Group remain
those set out in the 2019 Annual Report. Those which are most
likely to impact the performance of the Group in the remaining
period of the current financial year are the exposure to increased
input costs, the dependence on a relatively small number of key
vendors in the supply chain and a downturn in its customers' end
markets particularly in North America and Europe.
11. Acquisition of control micro systems inc (cms)
On 21 June 2019 600 Group PLC acquired the entire issued share
capital of Control Micro Systems Inc ("CMS"), a provider of
turnkey, custom-designed and fully-automated laser process machines
and systems to a diverse base of US and international blue-chip
customers across a range of industries, including industry-leading
positions in the high-growth precision medical equipment,
pharmaceutical and aerospace sectors, for a consideration of $10m,
comprising of $9m in cash and $1m of 600 Group plc shares. It is
expected that the acquisition will enhance the Groups laser
business and marks a further step forward in the strategy of
building a global business across increasingly diversified niche
markets worldwide.
Details of the purchase consideration, the net assets acquired,
and goodwill are as follows:
$000
Purchase consideration
Cash paid 9,000
600 Group plc shares 1,000
-------
Total purchase consideration 10,000
=======
The assets and liabilities recognised as a result of the
acquisition are as follows:
Provisional
Fair value
$000
Cash and cash equivalents 2,938
Plant and equipment 690
Customer lists and relationships 766
Inventories 1,486
Receivables 779
Payables (1,442)
------------------------------------ -----------
Total 5,217
Add: goodwill 4,783
------------------------------------ -----------
Fair value of consideration paid 10,000
The fair values of all of the acquired assets, including the
value of the acquired customer relationships and know-how of $0.8m,
are provisional pending final valuations for those assets.
The goodwill is attributable to CMS's assembled workforce and
its strong position and profitability in the pharmaceutical,
healthcare and aerospace sectors. None of the goodwill is expected
to be deductible for tax purposes.
Acquisition-related costs
Acquisition-related costs of $0.4m are included in adjusting
items in net operating expenses in the income statement.
Revenue and profit contribution
The acquired business contributed revenues of $4.14m and net
profit of $0.71m to the group for the period from 21 June 2019 to
28 September 2019. If the acquisition had occurred on 31 March
2019, it is estimated that consolidated revenue and consolidated
profit after tax, on continuing activity, for the half-year ended
28 September 2019 would have been $37.4m and $1.2m
respectively.
12. ASSETS CLASSIFIED AS HELD FOR SALe and discontinued
activities
The Gamet Bearings business is a separate operation within the
UK, manufacturing precision bearings. As part of the strategy to
reduce the Group's exposure to manufacturing and the requirement
for ongoing capital expenditure the business was in the process of
being sold to another bearing manufacturer in the UK at the March
2019 year end.
The operations of this business are shown as discontinued in
both the current and comparative period and all revenue and costs
have been removed from the Consolidated Income Statement and
replaced by the after-tax profit or loss from the discontinued
operation shown after the results of continuing operations.
The Gamet Bearings business and assets sale was completed on 9
October 2019 and the $0.45m proceeds used to reduce the UK bank
debt. The sale of the Colchester property is expected to be
concluded in the near future.
The assets for sale have been classified as held for sale in the
consolidated statement of financial position at 28 September 2019
and 30 March 2019 and consist of inventory, freehold property and
plant equipment.
An impairment loss of $961,000 on the measurement of the
disposal group to fair value less cost to sell was recognised and
is included in adjusting items in loss attributable to discontinued
activity in the consolidated income statement for the year to March
2019. The fair value of net assets are categorised as level 3
non-recurring fair value measurement. The valuation techniques and
unobservable inputs used in determining the fair value of assets
held for sale are market pricing data for similar assets
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR EAPFNAENNFFF
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