TIDMAPI 
 
8 December 2011 
 
API Group plc 
("API" or the "Group") 
 
 
Interim results for the six months ended 30 September 2011 
 
  * First half revenues of  GBP58.5m, 24% ahead of last year. 
 
  * Operating  profits from continuing operations 51% higher at  GBP3.8m, operating 
    margin 6.4%. 
 
  * No  exceptional charge for flood damage at New Jersey manufacturing facility 
    compared to initial estimate of a  GBP700k net loss. 
 
  * Profit   before   tax   up   123% to   GBP2.9m  (2010:   GBP1.3m  from  continuing 
    operations). 
 
  * Basic earnings per share 3.6p (2010: 1.5p). 
 
  * IAS  19 pension deficit (net of deferred tax) down to  GBP5.1m from  GBP11.1m last 
    year and  GBP7.2m at March 2011. 
 
  * Net  debt  GBP10.0m  compared to   GBP14.4m at  30 September 2010 and  GBP8.9m at 31 
    March 2011.  Net debt to EBITDA 1.0x (2010: 1.7x). 
 
  * Laminates  investment  on  track,  with  expected start-up in April 2012 and 
    incremental revenues of  GBP15-20m pa. 
 
Commenting, API's Chief Executive, Andrew Turner said: 
"I am pleased to report that the Group has maintained its momentum of sales 
growth and profit improvement in spite of the challenging economic climate and 
volatile raw material prices.  Management remains focused on improving the 
quality and resilience of the businesses and further enhancing our product and 
service offering to customers. 
 
"We are conscious that the ongoing sovereign debt crisis could affect confidence 
in  our customer  base and  consumer end  markets, although the Group's improved 
financial condition leaves it better placed to weather any difficulties that may 
lie ahead." 
 
 
Enquiries: 
+----------------+---------------------------------+----------------------+ 
| Andrew Turner  | Chief Executive, API Group plc  | +44 (0) 1625 650334  | 
+----------------+---------------------------------+----------------------+ 
| Chris Smith    | Finance Director, API Group plc | +44 (0) 1625 650334  | 
+----------------+---------------------------------+----------------------+ 
| Tony Rawlinson | Nominated Adviser               | +44 (0) 20 7148 7900 | 
|                | Cairn Financial Advisers LLP    |                      | 
+----------------+---------------------------------+----------------------+ 
| James Serjeant | Broker                          | +44 (0) 20 7260 1000 | 
|                | Numis Securities                |                      | 
+----------------+---------------------------------+----------------------+ 
 
 
 
 
REPORT ON THE INTERIM RESULTS 
FOR THE 6 MONTH PERIOD ENDED 30 SEPTEMBER 2011 
 
GROUP INCOME STATEMENT 
Revenue from continuing operations of  GBP58.5m was 25% higher at constant exchange 
rates compared to the same period last year and 24% ahead at actual rates.  In 
comparison to the preceding six month period, revenues were up 11%. 
Higher volumes accounted for 15% revenue growth, with the balance coming from 
higher selling prices.  Price increases broadly recovered the impact of the 
significant raw material price rises experienced in 2011. 
Operating profits from continuing operations of  GBP3.8m increased  GBP1.3m compared 
to the first half of last year, representing an operating margin of 6.4%. 
Gross profit margin fell from 24.3% to 23.6% due to the dilution effect of 
higher material costs and selling prices.  Adjusted for raw material cost pass- 
through, gross profit margin would have been 1.5% ahead at 25.8%. 
The Group has continued to keep its operating costs under control, with 
production and overhead expenses increasing by only 4% to accommodate the 15% 
growth in volumes. 
In this Interim Report, segmental reporting has been expanded to report on four 
operating divisions.  During the period, the management of API Holographics, 
based in Salford, UK, was separated from Foils Europe to provide increased focus 
on the different growth strategies appropriate to the security holographic and 
decorative foils markets.   Under the new structure, Foils Europe now comprises 
the manufacturing facility at Livingston, Scotland and the six foil distribution 
businesses in France, Italy, Germany, Australia, New Zealand and Hong Kong. 
 Prior year comparative figures have been adjusted in line with the new basis of 
reporting. 
All the Group's businesses increased revenues, both year on year and compared to 
the preceding six months, with Laminates ahead 44% and 10% respectively. 
Growth in operating profits was particularly encouraging in Foils Americas and 
Holographics, while Laminates delivered another impressive set of results. 
 Foils Europe was the only disappointment, with operating profits down by  GBP0.5m, 
although still  GBP0.3m ahead of the preceding six months. 
In October, the Group announced that its manufacturing facility in New Jersey, 
US, had sustained significant damage and disruption caused by Hurricane Irene. 
 At the time, it was estimated that the net financial impact could be up to 
 GBP0.7m.  After further assessment and dialogue with insurers, that estimate has 
been revised downward and, whilst there may still be some cash cost, the charge 
to the income statement is now expected to be zero. 
The Group's net financing costs of  GBP0.9m were down  GBP0.3m due to lower average 
debt and interest rates.   Pension related charges were in line with last year. 
Profit after tax for continuing operations was  GBP2.6m, compared to  GBP1.1m at the 
interim stage last year. 
The tax charge of  GBP0.2m represents a rate of 9% on profit before tax, in line 
with the effective rate for the year to 31 March 2011.  A deferred tax charge in 
the UK of  GBP0.6m was partly offset by recognition of a further  GBP0.4m of tax 
assets in light of continuing profitability. 
Basic earnings per share from continuing operations were 3.6p (2010: 1.5p). 
 
REVIEW OF OPERATIONS 
Foils Europe 
Despite 5% lower volumes, Foils Europe revenues increased by 6% to  GBP15.2m (4% at 
constant exchange rates) as a consequence of higher selling prices.  The Italian 
distribution operation enjoyed further growth, partially compensating for weaker 
demand levels in other territories, especially the UK and France.  Overall, the 
business continued to make good progress in the label sector but this was offset 
by reduced sales to other packaging and print segments and to third party 
distributors. 
Selling price increases, initiated during late 2010, were effective in 
recovering the impact of the earlier rises in polyester film costs.  However, as 
film prices started to moderate, the business experienced a rapid escalation in 
solvent costs due to capacity outages at producers.  As a consequence, the 
recovery in margins from higher selling prices was less than expected.  With 
lower volumes and slightly higher operating costs, profits were a modest  GBP0.3m; 
 GBP0.25m ahead of the previous six months but  GBP0.5m lower than the first half of 
last year. 
 
Foils Americas 
Reported  sales  revenues  for  Foils  Americas  rose 7% to  GBP12.5m.  At constant 
exchange  rates sales were 13% up on the  first half of last year and 10% higher 
than  the prior  six months,  due primarily  to the  pass-through of  higher raw 
material costs in increased selling prices.  Volumes were flat overall as demand 
for  the business's market  leading metallic flake  intermediary compensated for 
lower  activity  on  foils  for  the  packaging  and graphics sectors.  With the 
reversal  of  margin  erosion  suffered  last  year  from rapidly increasing raw 
material  costs, as  well as  improved sales  mix and  lower operating expenses, 
profits  increased to  GBP0.7m (ROS  of 5.5%) from break even  at the interim stage 
last year and  GBP0.2m in the six months to March 2011. 
 
Holographics 
Holographics sales grew by 48% compared to the same period last year and were 
11% higher than the previous six months.  Third party sales, predominantly foils 
and films for brand protection and security applications, were ahead by 43%, 
benefitting from increased spend on product development and sales & marketing. 
 Sales of decorative holographic products to sister companies within the Group 
increased by 57%, due especially to a significant packaging development project 
satisfied jointly with API Laminates. 
Added value margins improved in the period as pricing caught up with earlier 
increases in raw material costs.  The business benefited strongly from the 
impact of higher volumes on production efficiencies and fixed cost recovery, 
resulting in first half operating profits of  GBP0.9m (ROS of 14%), up from  GBP0.2m 
for the same period last year and  GBP0.4m for the preceding six months. 
 
Laminates 
Laminates revenues increased to  GBP27.7m as a number of key development projects 
moved to full production, a rise of 44% on the same period last year and 10% 
higher than the preceding six months.  Growth over the second half of last year 
was predominantly due to demand from the tobacco sector, whilst orders for 
alcoholic drinks packaging remained buoyant.  Approximately 25% of year-on-year 
growth was the result of increased costs being passed through to customers for 
higher specification and higher priced raw materials.  Further input cost 
increases of  GBP0.5m were absorbed by the business in order to secure a number of 
key supply positions.  As a result, the drop-through to operating profit from 
the headline sales growth was restricted to  GBP0.4m.  The business continued to 
keep a firm control of operating expenses and completed the first half year with 
profits of  GBP2.8m (2010:  GBP2.4m), an ROS of 10.1%. 
Following the Company's announcement in July 2011 outlining a major new supply 
agreement, the business is progressing with its investment in new production 
equipment and remains on track to start supplies in April 2012. 
 
CASH FLOW AND BORROWINGS 
The  Group experienced  a net  cash inflow  from operating  activities of  GBP0.3m, 
compared  to   GBP2.7m  for  the  same  period  last year.  Positive cash flow from 
improved trading results was offset by a working capital outflow of  GBP3.8m ( GBP0.1m 
last  year) to  support increased  activity and  a re-alignment of payment terms 
with  suppliers.  Working capital efficiency,  measured by reference to trailing 
three  month sales, ended  the period at  11.9% compared to 11.4% a year earlier 
and 8.9% at March 2011. 
Capital  expenditure of  GBP1.2m was  GBP0.6m higher than the first six months of last 
year,  with  GBP0.9m relating to the  customer-led investment project in Laminates. 
 A  further  GBP1.2m is due to be spent on this project by the end of the financial 
year. 
Group net debt, at  GBP10.0m, compares to  GBP8.5m at 31 March 2011, and  GBP14.4m at 30 
September 2010. 
The  Group's main lending arrangements are with  Barclays Bank plc in the UK and 
Wells  Fargo in the US.  Both facilities  are in place until July 2013.  Gearing 
at  30 September 2011 was 50% compared to  148% 12 months earlier and 56% at 31 
March  2011.  The ratio of the Group's net debt to trailing 12 month EBITDA fell 
to 1.0x compared to 1.7x at the interim stage last year. 
 
PENSION DEFICIT 
The IAS 19 valuation of the UK and US defined benefit pension schemes fell to 
 GBP6.9m, from  GBP15.3m at 30 September 2010 and  GBP9.7m at March 2011.  Net of 
associated deferred tax assets, the deficit is now valued at  GBP5.2m, down from 
 GBP11.2m at September last year. 
In the latest six months period, scheme assets were affected by the general fall 
in equity values.  However, this was more than compensated by a reduction of 
 GBP6.5m in liabilities relating to the UK scheme, where member data has been 
updated in line with the latest triennial funding valuation.  The impact on 
scheme liabilities from movements in discount rates and inflation assumptions 
during the six months since March 2011 was broadly neutral.  Market yields on 
benchmark AA rated corporate bonds fell by 0.3% whilst estimates of long term 
CPI inflation also reduced, by 0.4% to 2.1%. 
The result of the UK scheme's 2010 triennial funding valuation is due to be 
approved by 31 December 2011.  The process is well advanced and the Company 
anticipates no change to its current level of funding contributions. 
 
OUR PEOPLE 
The  Group continues to  focus on providing  customers with higher quality, more 
cost  effective products and  services.  Our success  in meeting our aspirations 
depends  on  the  skill  and  commitment  of  our  entire  workforce.  The Board 
therefore  extends its thanks  to all members  of the API  team for the progress 
which  has been made in the last six months and for their continued contribution 
to the growth and development of the business. 
 
OUTLOOK 
With raw material prices softening, the Foils businesses are expected to make 
further progress on margin recovery.  On the other hand, a broad exposure to 
consumer spending in the US and Europe means that demand could be affected by 
macro-economic uncertainty and the prospect of slowing economic growth, 
especially in the Eurozone. 
The prospects for Laminates and Holographics are less tied to the general 
economy.  Whilst a key project affecting both units is coming to a close, order 
books are holding up well and the pipeline of new business is encouraging. 
API Laminates is busy gearing up for its new major supply contract.  The project 
remains on schedule for the start-up of supplies from April 2012 and, as 
previously announced, is expected to deliver additional revenues of  GBP15-20m per 
annum. 
In spite of the higher capital expenditure to support the Laminates project, it 
is anticipated that the Group's overall level of debt will continue to reduce 
through the second half. 
Notwithstanding more extreme macro-economic scenarios, the Board remains 
confident that full year results will meet expectations and that the Group is 
well placed for further profitable growth over the medium term. 
 
 
 
GROUP INCOME 
STATEMENT 
 
for the six months 
ended 30 September 
2011 
 
                                  Unaudited          Unaudited           Audited 
 
                          6 months to    30    6 months to       Year to 
                          September    2011   30 September          31 March 
                                                          2010              2011 
 
                     Note              GBP'000               GBP'000              GBP'000 
=------------------------------------------------------------------------------- 
 
 
Continuing 
operations 
 
Revenue                 2            58,545             47,032            99,963 
 
Cost of sales                      (44,752)           (35,598)          (76,386) 
=------------------------------------------------------------------------------- 
Gross profit                         13,793             11,434            23,577 
 
 
 
Other operating                    (10,028)            (8,939)          (18,383) 
costs 
=------------------------------------------------------------------------------- 
 
 
Operating profit        2             3,765              2,495             5,194 
from continuing 
operations 
 
 
 
Finance revenue         3                 7                  8                17 
 
Finance costs           3             (884)            (1,159)           (2,354) 
=------------------------------------------------------------------------------- 
                                      (877)            (1,151)           (2,337) 
=------------------------------------------------------------------------------- 
 
 
Profit from                           2,888              1,344             2,857 
continuing 
operations before 
taxation 
 
 
 
Tax expense             4             (246)              (269)             (265) 
=------------------------------------------------------------------------------- 
Profit from                           2,642              1,075             2,592 
continuing 
operations 
 
 
 
Discontinued 
operations 
 
Loss from               5                              (6,656)           (4,124) 
discontinued               - 
operations 
=------------------------------------------------------------------------------- 
Profit / (loss) for                   2,642            (5,581)           (1,532) 
the period 
=------------------------------------------------------------------------------- 
 
 
Profit / (loss) 
attributable to 
equity holders of 
the parent 
 
    - continuing                      2,642              1,075             2,592 
operations 
 
    - discontinued                                     (3,348)             (612) 
operations                 - 
=------------------------------------------------------------------------------- 
                                      2,642            (2,273)             1,980 
 
Loss attributable to 
non-controlling 
interest 
 
    - discontinued                                     (3,308)           (3,512) 
operations                 - 
=------------------------------------------------------------------------------- 
Profit / (loss) for                   2,642            (5,581)           (1,532) 
the period 
=------------------------------------------------------------------------------- 
 
 
 
 
Earnings per share 
(pence) 
 
Basic earnings per      6               3.6                1.5               3.5 
share from 
continuing 
operations 
 
Diluted earnings per    6               3.5                1.4               3.4 
share from 
continuing 
operations 
 
Basic earnings /        6               3.6              (3.2)               2.7 
(loss) per share on 
profit / (loss) for 
the period 
 
Diluted earnings /      6               3.5              (3.0)               2.6 
(loss) per share on 
profit / (loss) for 
the period 
=------------------------------------------------------------------------------- 
 
 
 
GROUP STATEMENT OF COMPREHENSIVE INCOME 
 
for the six months 
ended 30 September 
2011 
 
                                     Unaudited         Unaudited         Audited 
 
                                 6 months to     6 months to       Year to 
                                30 September      30 September          31 March 
                                          2011              2010            2011 
 
                                          GBP'000              GBP'000            GBP'000 
=------------------------------------------------------------------------------- 
Profit / (loss) for 
the period                               2,642           (5,581)         (1,532) 
=------------------------------------------------------------------------------- 
 
 
Exchange differences 
on retranslation of 
foreign operations                         186             (309)           (392) 
 
 
 
Exchange differences 
arising on net asset 
hedge                            -                         (121)           (121) 
 
 
 
Change in fair value 
of effective cash 
flow hedges                                462             (209)           (329) 
 
 
 
Actuarial gains on 
defined benefit 
pension plans                            2,410             1,105           6,586 
 
 
 
Movement in deferred tax 
asset relating to defined 
benefit pension plans                    (627)             (496)         (2,104) 
=------------------------------------------------------------------------------- 
 
 
Other comprehensive 
income for the 
period                                   2,431              (30)           3,640 
=------------------------------------------------------------------------------- 
 
 
Total comprehensive income 
and expense for the period, 
net of tax                               5,073           (5,611)           2,108 
=------------------------------------------------------------------------------- 
 
 
Attributable to: 
 
 
 
Equity holders of 
the parent                               5,073           (2,293)           5,633 
 
Non-controlling 
interest                         -                       (3,318)         (3,525) 
=------------------------------------------------------------------------------- 
                                         5,073           (5,611)           2,108 
=------------------------------------------------------------------------------- 
 
 
 
GROUP BALANCE SHEET 
 
at 30 September 2011 
 
                                   Unaudited          Unaudited          Audited 
 
                            30 September         30 September       31 March 
                                        2011               2010             2011 
 
                      Note              GBP'000               GBP'000             GBP'000 
=------------------------------------------------------------------------------- 
Assets 
 
Non-current assets 
 
Property, plant and 
equipment                             17,239             17,567           16,804 
 
Intangible assets - 
goodwill                               5,188              5,188            5,188 
 
Trade and other 
receivables                               59                122               94 
 
Deferred tax assets                    4,684              7,045            5,478 
=------------------------------------------------------------------------------- 
                                      27,170             29,922           27,564 
=------------------------------------------------------------------------------- 
Current assets 
 
Trade and other 
receivables                           17,631             16,602           16,848 
 
Inventories                           11,913              9,521           12,409 
 
Other financial 
assets                                   172                  -                - 
 
Cash and short-term 
deposits                 7             3,185              1,572            4,175 
=------------------------------------------------------------------------------- 
                                      32,901             27,695           33,432 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Assets of disposal 
group held for sale         -                             8,642                - 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Total assets                          60,071             66,259           60,996 
=------------------------------------------------------------------------------- 
 
 
Liabilities 
 
Current liabilities 
 
Trade and other 
payables                              18,547             16,637           21,952 
 
Financial liabilities    8             3,695              2,798            2,830 
 
Income tax payable                       378                402              365 
=------------------------------------------------------------------------------- 
                                      22,620             19,837           25,147 
=------------------------------------------------------------------------------- 
Non-current 
liabilities 
 
Financial liabilities    8             9,767             13,614           10,514 
 
Deferred tax 
liabilities                              238                256              238 
 
Provisions                                81                 93               85 
 
Deficit on defined 
benefit pension plans    9             6,943             15,251            9,719 
=------------------------------------------------------------------------------- 
                                      17,029             29,214           20,556 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Liabilities 
attributable to 
disposal group held 
for sale                    -                             5,449                - 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Total liabilities                     39,649             54,500           45,703 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Net assets                            20,422             11,759           15,293 
=------------------------------------------------------------------------------- 
 
 
Equity 
 
Called up share 
capital                                  766                701              766 
 
Share premium                          7,136              7,136            7,136 
 
Other reserves                         8,816              8,595            8,565 
 
Foreign exchange 
reserve                                  445              2,889              259 
 
Retained earnings                      3,259            (9,619)          (1,433) 
=------------------------------------------------------------------------------- 
API Group 
shareholders' equity                  20,422              9,702           15,293 
 
Non-controlling 
interest                    -                             2,057                - 
=------------------------------------------------------------------------------- 
Total equity                          20,422             11,759           15,293 
=------------------------------------------------------------------------------- 
 
 
 
GROUP STATEMENT OF CHANGES IN 
EQUITY 
 
for the six months 
ended 30 September 
2011 
 
              Equity                         Foreign                      Total 
               share     Share      Other   exchange   Retained   shareholders' 
             capital   premium   reserves    reserve   earnings          equity 
 
                GBP'000      GBP'000       GBP'000       GBP'000       GBP'000            GBP'000 
=------------------------------------------------------------------------------- 
 
 
Balance at 
1 April 2010     701     7,136      8,595      3,309    (7,805)          11,936 
 
Total 
recognised 
income and 
expense for 
the period         -         -          -      (420)    (1,873)         (2,293) 
 
Share based 
payments           -         -          -          -         59              59 
=------------------------------------------------------------------------------- 
Balance at 
30 September 
2010             701     7,136      8,595      2,889    (9,619)           9,702 
 
Total 
recognised 
income and 
expense for 
the period         -         -          -       (80)      8,006           7,926 
 
Transfer to 
income 
statement on 
disposal of 
subsidiaries       -         -          -    (2,550)          -         (2,550) 
 
Issue of 
shares            65         -          -          -          -              65 
 
Shares 
acquired by 
Employee 
Benefit 
Trust              -         -       (30)          -          -            (30) 
 
Share based 
payments           -         -          -          -        180             180 
=------------------------------------------------------------------------------- 
Balance at 
31 March 
2011             766     7,136      8,565        259    (1,433)          15,293 
 
Total 
recognised 
income and 
expense for 
the period         -         -          -        186      4,887           5,073 
 
Shares 
acquired by 
Employee 
Benefit 
Trust              -         -       (11)          -          -            (11) 
 
Transferred 
on exercise 
of share 
options            -         -        262          -      (262)               - 
 
Share based 
payments           -         -          -          -         67              67 
=------------------------------------------------------------------------------- 
Balance at 
30 September 
2011             766     7,136      8,816        445      3,259          20,422 
=------------------------------------------------------------------------------- 
 
 
 
GROUP CASH FLOW 
STATEMENT 
 
for the six months 
ended 30 September 
2011 
 
                                     Unaudited         Unaudited         Audited 
 
                                 6 months to     6 months to       Year to 
                                30 September      30 September          31 March 
                                          2011              2010            2011 
 
                          Note            GBP'000              GBP'000            GBP'000 
=------------------------------------------------------------------------------- 
 
 
Operating 
activities 
 
Group profit before                      2,888             1,344           2,857 
tax from continuing 
operations 
 
Adjustments to reconcile Group 
profit before tax from 
continuing operations to net 
cash flow from operating 
activities: 
 
Operating loss from                                      (6,801)         (7,215) 
discontinued                      - 
operations 
 
Net finance costs                          877             1,151           2,337 
 
Depreciation of                          1,212             1,688           2,942 
property, plant and 
equipment 
 
Impairment of                                              5,850           5,850 
property, plant and               - 
equipment 
 
(Profit) / loss on                                          (12)              28 
disposal of                       - 
property, plant and 
equipment 
 
Movement in fair                         (112)                 -              78 
value foreign 
exchange contracts 
 
Share-based                                 67                59             239 
payments 
 
Difference between 
pension 
contributions paid 
and amounts 
recognised in the 
income statement                         (776)             (435)         (1,037) 
 
Decrease /                                 533             1,279         (2,047) 
(increase) in 
inventories 
 
Increase in trade                        (719)           (2,650)         (2,588) 
and other 
receivables 
 
(Decrease) /                           (3,669)             1,281           7,201 
increase in trade 
and other payables 
 
Movement in                                (4)               (4)            (12) 
provisions 
=------------------------------------------------------------------------------- 
Cash generated from                        297             2,750           8,633 
operations 
 
Income taxes paid                         (41)              (37)           (140) 
=------------------------------------------------------------------------------- 
Net cash flow from                         256             2,713           8,493 
operating 
activities 
=------------------------------------------------------------------------------- 
 
 
Investing 
activities 
 
Interest received                            7                 8              17 
 
Purchase of                            (1,192)             (567)         (1,153) 
property, plant and 
equipment 
 
Sale of property,                                             49              21 
plant and equipment               - 
 
Sale of subsidiary                           -                 -           1,783 
undertakings 
 
Cash and cash                                -                 -           (296) 
equivalents of 
subsidiary 
undertakings sold 
=------------------------------------------------------------------------------- 
Net cash flow from                     (1,185)             (510)             372 
investing 
activities 
=------------------------------------------------------------------------------- 
 
 
Financing 
activities 
 
Interest paid                            (384)             (852)         (1,480) 
 
Proceeds from share                          -                 -              65 
issues 
 
Purchase of shares                        (11)                 -            (30) 
by Employee Benefit 
Trust 
 
                                                           1,562           1,214 
New borrowings                    - 
 
Repayment of                             (393)           (2,669)         (5,382) 
borrowings 
=------------------------------------------------------------------------------- 
Net cash flow from                       (788)           (1,959)         (5,613) 
financing 
activities 
=------------------------------------------------------------------------------- 
 
 
(Decrease) /                           (1,717)               244           3,252 
increase in cash 
and cash 
equivalents 
 
Effect of exchange                        (50)                86              13 
rates on cash and 
cash equivalents 
 
Cash and cash                            2,719             (546)           (546) 
equivalents at the 
beginning of the 
period 
=------------------------------------------------------------------------------- 
 
 
Cash and cash                7             952             (216)           2,719 
equivalents at the 
end of the period 
=------------------------------------------------------------------------------- 
 
 
 
NOTES TO THE INTERIM FINANCIAL STATEMENTS 
 
 
 
1 (a) Corporate 
information 
 
 
 
The  consolidated  interim  financial  statements  of  API Group plc for the six 
months  ended 30 September 2011 were  authorised for issue  in accordance with a 
resolution of the directors on 7 December 2011. 
 
 
 
API  Group plc is a public limited company incorporated and domiciled in England 
and Wales.  The Company's shares are traded on the Alternative Investment Market 
of the London Stock Exchange. 
 
The principal activities of the Group are the manufacture and distribution of 
specialty foils, films and laminated materials. 
 
 
 
(b) Basis of 
preparation 
 
 
 
The  interim consolidated financial  statements of the  Group for the six months 
ended  30 September 2011 have  been prepared  in accordance  with IAS 34 Interim 
Financial Reporting. 
 
These  interim  consolidated  financial  statements  are unaudited.  They do not 
constitute  statutory accounts  as defined  in section  434 of the Companies Act 
2006 and  therefore do not include all  the information and disclosures required 
in  the annual financial statements  and should be read  in conjunction with the 
Group's  latest  annual  financial  statements  as  at  31 March 2011 which were 
prepared  in  accordance  with  International  Financial  Reporting Standards as 
adopted  by the EU.  The audited annual  financial statements for the year ended 
31 March  2011, which represent the  statutory accounts for  that period, and on 
which  the  auditors  gave  an  unqualified  opinion,  have  been filed with the 
Registrar of Companies. 
 
The Directors consider that, after making appropriate enquiries, there is a 
reasonable expectation that the Group has adequate resources to continue in 
operational existence for the foreseeable future and therefore continue to adopt 
the going concern basis in preparing these financial statements. 
 
The  accounting policies adopted in the  preparation of the interim consolidated 
financial  statements are consistent  with those followed  in the preparation of 
the Group's annual financial statements for the year ended 31 March 2011. 
 
 
 
2. SEGMENTAL 
INFORMATION 
 
The Group produces monthly management information to enable the Board, 
including the Chief Executive Officer, to monitor the financial 
performance of its constituent parts.  This information is analysed by 
business unit.  Following the disposal of the China business, the 
residual businesses within the Asia Pacific unit are now managed and 
reported within the Foils Europe business unit.  The Holographics 
business unit is now managed and reported separately from Foils Europe 
and comparative figures have been adjusted accordingly. 
 
 
 
                             Unaudited         Unaudited         Audited 
 
                         6 months to     6 months to       Year to 
                        30 September      30 September          31 March 
                                  2011              2010            2011 
 
Continuing 
operations                        GBP'000              GBP'000            GBP'000 
=------------------------------------------------------------------------ 
Total revenue by 
origin 
 
Foils Europe                    15,170            14,284          28,429 
 
Foils Americas                  12,512            11,691          23,151 
 
Holographics                     6,848             4,616          10,775 
 
Laminates                       27,672            19,233          44,321 
=------------------------------------------------------------------------ 
                                62,202            49,824         106,676 
=------------------------------------------------------------------------ 
 
Inter-segmental 
revenue 
 
Foils Europe                       495               562           1,095 
 
Foils Americas                     296               419             733 
 
Holographics                     2,827             1,797           4,855 
 
Laminates                           39                14              30 
=------------------------------------------------------------------------ 
                                 3,657             2,792           6,713 
=------------------------------------------------------------------------ 
External revenue by 
origin 
 
Foils Europe                    14,675            13,722          27,334 
 
Foils Americas                  12,216            11,272          22,418 
 
Holographics                     4,021             2,819           5,920 
 
Laminates                       27,633            19,219          44,291 
=------------------------------------------------------------------------ 
                                58,545            47,032          99,963 
=------------------------------------------------------------------------ 
 
 
Segment result 
 
Operating 
profit/(loss) 
 
Foils Europe                       274               797             857 
 
Foils Americas                     688                 4             244 
 
Holographics                       948               155             567 
 
Laminates                        2,792             2,392           5,245 
=------------------------------------------------------------------------ 
Segment result                   4,702             3,348           6,913 
 
Central costs                    (937)             (853)         (1,719) 
=------------------------------------------------------------------------ 
Total operating 
profit                           3,765             2,495           5,194 
=------------------------------------------------------------------------ 
 
 
3. FINANCE REVENUE 
AND FINANCE COSTS 
 
                                   Unaudited          Unaudited          Audited 
 
                               6 months to      6 months to        Year to 
                              30 September     30 September             31 March 
                                        2011               2010             2011 
 
                                        GBP'000               GBP'000             GBP'000 
=------------------------------------------------------------------------------- 
Finance revenue 
 
Interest 
receivable on bank 
and other short 
term deposits                              1                  -                2 
 
Other interest 
receivable                                 6                  8               15 
=------------------------------------------------------------------------------- 
                                           7                  8               17 
=------------------------------------------------------------------------------- 
 
 
Finance costs 
 
Interest payable 
on bank loans and 
overdrafts                             (486)              (744)          (1,356) 
 
Other interest 
payable                                  (7)                (4)             (24) 
 
Finance cost in 
respect of defined 
benefit pension 
plans                                  (391)              (411)            (974) 
=------------------------------------------------------------------------------- 
                                       (884)            (1,159)          (2,354) 
=------------------------------------------------------------------------------- 
 
 
 
4. TAXATION 
 
                                   Unaudited          Unaudited          Audited 
 
                               6 months to      6 months to        Year to 
                              30 September     30 September             31 March 
                                        2011               2010             2011 
 
                                        GBP'000               GBP'000             GBP'000 
=------------------------------------------------------------------------------- 
Current income tax 
 
Overseas tax - 
current year 
charge                                  (57)               (67)            (135) 
 
                    - 
adjustments in respect of 
prior-year tax charge          -                           (34)             (37) 
=------------------------------------------------------------------------------- 
Total current 
income tax charge                       (57)              (101)            (172) 
=------------------------------------------------------------------------------- 
 
 
Deferred tax 
 
Origination and 
reversal of 
temporary 
differences                            (189)              (168)             (93) 
=------------------------------------------------------------------------------- 
 
=------------------------------------------------------------------------------- 
Total charge in 
the Income 
Statement                              (246)              (269)            (265) 
=------------------------------------------------------------------------------- 
 
 
5. DISCONTINUED 
OPERATIONS 
 
 
 
Discontinued operations in respect of the comparative periods relate primarily 
to the Group's investment in a 51% owned subsidiary in China, which was sold by 
the Group in January 2011. 
 
 
 
                                 Unaudited           Unaudited           Audited 
 
                         6 months to    30     6 months to       Year to 
                         September    2011    30 September          31 March 
                                                          2010              2011 
 
                                      GBP'000                GBP'000              GBP'000 
=------------------------------------------------------------------------------- 
                                                         4,128             7,425 
Revenue - External                       - 
 
             - Inter-                                      585               619 
Group                                    - 
=------------------------------------------------------------------------------- 
                                                         4,713             8,044 
                                         - 
 
                                                       (4,842)           (8,098) 
Cost of sales                            - 
=------------------------------------------------------------------------------- 
                                                         (129)              (54) 
Gross loss                               - 
 
                                                         (822)           (1,311) 
Other operating costs                    - 
=------------------------------------------------------------------------------- 
Operating loss before                                    (951)           (1,365) 
exceptional items                        - 
 
Exceptional items - 
impairment of                                          (5,850)           (5,850) 
property, plant and                      - 
equipment 
=------------------------------------------------------------------------------- 
Operating loss from                                    (6,801)           (7,215) 
discontinued                             - 
operations 
 
                                                          (90)             (138) 
Finance costs                            - 
=------------------------------------------------------------------------------- 
Loss from                                              (6,891)           (7,353) 
discontinued                             - 
activities before 
taxation 
 
Taxation                                 -                   -                 - 
=------------------------------------------------------------------------------- 
Loss from 
discontinued 
activities after 
taxation of China 
business                                 -             (6,891)           (7,353) 
 
Profit on disposal of 
discontinued 
operations (see 
below)                                   -                 235             3,229 
=------------------------------------------------------------------------------- 
Loss from 
discontinued 
operations per the 
income statement                         -             (6,656)           (4,124) 
=------------------------------------------------------------------------------- 
 
The profit on disposal of discontinued operations is made up as follows: 
 
                                    Unaudited          Unaudited         Audited 
 
                                6 months to      6 months to       Year to 
                               30 September     30 September            31 March 
                                         2011               2010            2011 
 
                                         GBP'000               GBP'000            GBP'000 
=------------------------------------------------------------------------------- 
Profit on disposal 
of China business                           -                  -             444 
 
Exchange gains on 
translation relating to the 
China business transferred 
from the foreign exchange 
reserve                                     -                  -           2,550 
=------------------------------------------------------------------------------- 
Profit on disposal of China 
business after transfer from 
the foreign exchange reserve                -                  -           2,994 
 
Adjustment to prior 
year losses on 
disposal of 
discontinued 
businesses                                  -                235             235 
=------------------------------------------------------------------------------- 
                                            -                235           3,229 
=------------------------------------------------------------------------------- 
 
 
The adjustment to prior year losses on disposal of discontinued businesses 
relates to the reversal of accrued legal fees connected with a prior business 
disposal. 
 
 
 
 
 
 
The net cash flows attributable to discontinued business were as follows: 
 
 
 
                                    Unaudited          Unaudited         Audited 
 
                                6 months to      6 months to       Year to 
                               30 September     30 September            31 March 
                                         2011               2010            2011 
 
                                         GBP'000               GBP'000            GBP'000 
                            ---------------------------------------------------- 
Operating                                                    542             783 
activities                                  - 
 
Investing                                                   (36)           1,477 
activities                                  - 
 
Financing 
activities                                  -              (480)           (813) 
                            ---------------------------------------------------- 
 
                                            -                 26           1,447 
                            ---------------------------------------------------- 
 
 
6. EARNINGS 
PER SHARE 
 
                                 Unaudited          Unaudited            Audited 
 
                             6 months to      6 months to        Year to 
                            30 September     30 September           31 March 
                                      2011               2010               2011 
 
                                      GBP'000               GBP'000               GBP'000 
=------------------------------------------------------------------------------- 
 
 
Net profit attributable 
to equity holders of the             2,642              1,075              2,592 
parent company - 
continuing operations 
 
Loss attributable to 
equity holders of the                                 (3,348)              (612) 
parent company -                         - 
discontinued operations 
=------------------------------------------------------------------------------- 
Net profit / (loss) 
attributable to equity               2,642            (2,273)              1,980 
holders of the parent 
company 
=------------------------------------------------------------------------------- 
 
 
                                 Unaudited          Unaudited            Audited 
 
                             6 months to      6 months to        Year to 
                            30 September     30 September           31 March 
                                      2011               2010               2011 
 
                                      GBP'000               GBP'000               GBP'000 
=------------------------------------------------------------------------------- 
 
 
Basic weighted average          73,609,201         70,068,505         73,447,050 
number of ordinary shares 
 
Dilutive 
effect of                        1,283,688          3,025,425          2,443,955 
employee share 
options 
 
Dilutive 
effect of                                -          3,506,336                  - 
warrants 
=------------------------------------------------------------------------------- 
Diluted weighted average        74,892,889         76,600,266         75,891,005 
number of ordinary shares 
=------------------------------------------------------------------------------- 
 
The weighted average number of shares excludes the 3,000,000 shares owned by the 
API Group plc No.2 Employee Benefit Trust (30 September 2010: 58,221 and 31 
March 2011: 3,058,221). 
                               Unaudited        Unaudited        Audited 
 
                           6 months to      6 months to      Year to 
                            30 September     30 September             31 
                                    2011             2010      March 
                                                                    2011 
 
Earnings per 
share                              pence            pence          pence 
=------------------------------------------------------------------------ 
Continuing 
operations 
 
Basic earnings                       3.6              1.5            3.5 
per share 
 
Diluted earnings                     3.5              1.4            3.4 
per share 
 
Discontinued 
operations 
 
Basic loss per                                      (4.7)          (0.8) 
share                                  - 
 
Diluted loss per                                    (4.4)          (0.8) 
share                                  - 
 
Total 
 
Basic earnings /                     3.6            (3.2)            2.7 
(loss) per share 
 
Diluted earnings 
/ (loss) per                         3.5            (3.0)            2.6 
share 
=------------------------------------------------------------------------ 
 
 
7. CASH AND CASH 
EQUIVALENTS 
 
                                Unaudited           Unaudited            Audited 
 
                           30 September        30 September         31 March 
                                     2011                2010               2011 
 
                                     GBP'000                GBP'000               GBP'000 
=------------------------------------------------------------------------------- 
Included in balance 
sheet 
 
Cash and short-term 
deposits                            3,185               1,572              4,175 
 
Bank overdrafts                   (2,233)             (1,969)            (1,456) 
=------------------------------------------------------------------------------- 
                                      952               (397)              2,719 
 
Included in assets of 
disposal group                          -                 181                  - 
=------------------------------------------------------------------------------- 
                                      952               (216)              2,719 
=------------------------------------------------------------------------------- 
 
 
 
 
8. FINANCIAL LIABILITIES 
 
                                Unaudited           Unaudited            Audited 
 
                           30 September        30 September         31 March 
                                     2011                2010               2011 
 
                                     GBP'000                GBP'000               GBP'000 
=------------------------------------------------------------------------------- 
Current 
 
Included in balance 
sheet 
 
Bank overdrafts                     2,233               1,969              1,456 
 
Current instalments on 
bank loans                          1,239                 520                779 
 
Interest rate swaps                   145                 126                 97 
 
Forward currency 
exchange contracts                     78                 183                498 
=------------------------------------------------------------------------------- 
                                    3,695               2,798              2,830 
 
Included in liabilities 
of disposal group                       -               2,940                  - 
=------------------------------------------------------------------------------- 
                                    3,695               5,738              2,830 
=------------------------------------------------------------------------------- 
 
 
Non-current 
 
Included in balance 
sheet 
 
Non-current instalments 
due on bank loans                   9,732              13,462             10,451 
 
Interest rate swaps                    34                 152                 63 
=------------------------------------------------------------------------------- 
                                    9,766              13,614             10,514 
=------------------------------------------------------------------------------- 
 
 
9. DEFINED BENEFIT PENSION 
PLAN DEFICIT 
 
 
 
The Group operates two defined benefit schemes, the API Group Pension and Life 
Assurance Scheme in the UK and the API Foils Inc North American Pension Plan 
in the US.  Both of these schemes are closed to future accrual.  The assets 
and liabilities of these defined benefit schemes are: 
 
 
 
                                Unaudited        Unaudited             Audited 
 
                           30 September     30 September     31 March     2011 
                                     2011             2010 
 
                                     GBP'000             GBP'000                GBP'000 
=------------------------------------------------------------------------------ 
United Kingdom 
 
Fair value of scheme 
assets                             67,341           68,153              70,813 
 
Present value of scheme 
liabilities                      (73,595)         (82,745)            (79,843) 
                          ---------------- ---------------- ------------------- 
                                  (6,254)         (14,592)             (9,030) 
                          ---------------- ---------------- ------------------- 
United States 
 
Fair value of scheme 
assets                              1,867            1,713               1,795 
 
Present value of scheme 
liabilities                       (2,556)          (2,372)             (2,484) 
                          ---------------- ---------------- ------------------- 
                                    (689)            (659)               (689) 
                          ---------------- ---------------- ------------------- 
 
                          ---------------- ---------------- ------------------- 
Net pension liability             (6,943)         (15,251)             (9,719) 
                          ---------------- ---------------- ------------------- 
 
 
The movements in the net 
pension liability are as 
follows: 
 
 
 
Opening liability                   9,719           16,406              16,406 
 
Net cost recognised in 
arriving at operating 
profit                                  -                -                   - 
 
Net cost recognised in 
finance costs                         391              411                 974 
 
Taken to Statement of 
Comprehensive Income              (2,410)          (1,106)             (6,586) 
 
Contributions from and 
scheme expenses borne by 
employers                           (776)            (434)             (1,035) 
 
Exchange differences                   19             (26)                (40) 
                          ---------------- ---------------- ------------------- 
Closing liability                   6,943           15,251               9,719 
                          ---------------- ---------------- ------------------- 
 
 
The main assumptions used in valuing the present value of the scheme 
liabilities in the UK are as follows: 
 
 
 
Rate of increases in 
pensions in payment and 
deferred pensions                   2.10%            2.30%               2.50% 
 
Inflation (CPI)                     2.10%            2.40%               2.50% 
 
Discount rate                       5.25%            5.15%               5.55% 
 
 
 
 
 
 
 
 
This announcement is distributed by Thomson Reuters on behalf of 
Thomson Reuters clients. The owner of this announcement warrants that: 
(i) the releases contained herein are protected by copyright and 
    other applicable laws; and 
(ii) they are solely responsible for the content, accuracy and 
     originality of the information contained therein. 
 
Source: API Group PLC via Thomson Reuters ONE 
 
[HUG#1569886] 
 

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