TIDMASY

RNS Number : 1518N

Andrews Sykes Group PLC

26 September 2012

Andrews Sykes Group plc

Interim Financial Statements

for the six months ended 30 June 2012

 
                                                                                (Unaudited) 
                                                               6 months            6 months 
                                                                  ended               ended 
                                                           30 June 2012        30 June 2011 
                                                                 GBP000              GBP000 
 
     Revenue from continuing operations                          28,570              27,717 
     Normalised EBITDA* from continuing operations                8,287               7,784 
     Normalised operating profit**                                6,448               5,930 
     Profit for the financial period                              4,936               4,116 
     Basic earnings per share (pence)                            11.67p               9.58p 
     Net funds                                                   12,642               7,920 
 
 

* Earnings before interest, taxation, depreciation, profit on the sale of property, plant and equipment, amortisation and non-recurring items.

** Operating profit before non-recurring items as reconciled on the consolidated income statement.

For further information, please contact:

Andrews Sykes Group plc

       Mark Calderbank                          Tel : 01902 328700 

WH Ireland Limited

      Andrew Kitchingman                    Tel : 0113 394 6619 
      Nick Field                                      Tel : 0207 220 1658 

Chairman's statement

Overview

The group's revenue for the six months ended 30 June 2012 was GBP28.6 million, an increase of GBP0.9 million (3.1%) compared with last year's figure of GBP27.7 million. Normalised operating profit* increased by GBP0.5 million (8.7%) from GBP5.9 million in the first half of 2011 to GBP6.4 million in the current period reflecting this increase in revenue.

The group continues to generate strong cash flows. As at 30 June 2012 the group has net funds of GBP12.6 million, an increase of GBP2.2 million compared with 31 December 2011 and an increase of GBP4.7 million compared with the position as at 30 June 2011. This clearly demonstrates the group's strong positive cash flow and is after share buyback payments of GBP0.8 million during the period under review.

Management has been mindful of the need to maintain the operational structure of the business and to ensure that this is not damaged by unnecessary cuts in expenditure. The relocation to our new freehold property in Peninsular Way, London, was successfully completed within our financial budgets and timescales during the first half of 2012. Consequently the group now has a much improved and enlarged operating base from which to serve its customers in London and the South East of England.

Our hire fleet continues to be well maintained and the group has invested GBP2.0 million on new plant and equipment and property improvements in the six months under review. This is necessary to ensure that we remain in a strong position ready to take advantage of any business opportunities whenever they arise.

Operations review

Our main hire and sales business in the UK and Northern Europe faced a number of challenges and opportunities during the first half of 2012. The beginning of the period was mild but was followed by a cold spell of weather in February and early March which stimulated the demand for our heating products. The early part of the year was exceptionally dry with drought conditions being announced for some parts of the UK but this was then followed by one of the wettest summers on record. Although there were some short spells of hot and sunny weather, these were never long or intense enough to significantly stimulate our air conditioning hire business which once again remained flat. However the wet weather did benefit our UK pumping business which saw turnover return to a more normal level.

Despite the challenging weather conditions management was able to take advantage of the opportunities that presented themselves and this is reflected in the improved operating performance in the first half of 2012. Management continues to develop our non-weather dependent niche markets and these provided a solid contribution to the group's results for the period.

Our subsidiary in The Netherlands had a successful first half of the year with revenue increasing by over 30% compared with the same period last year. Our heating business benefited from the cold spell of weather during February and into March, which was even more intense than that experienced in the UK, and the first half of 2012 also had a full period's contribution from our fourth depot in Hoogeveen which was opened during the first half of 2011. Nevertheless, as with the UK, the performance of our air conditioning hire business once again remained flat due to the unfavourable weather conditions.

Our Belgian subsidiary, which was opened as a low cost based operation in 2007, traded well and provided a significantly improved contribution to operating profit in the period. The business continues to develop and become more self-sufficient and further opportunities are seen as the market continues to grow.

In June last year we opened a new low cost based operation in Italy, Nolo Climat, following the business model that we successfully implemented in Belgium. Although, as expected, the company returned a trading loss in the first half of 2012, turnover increased significantly in June with the arrival of the hot summer in Italy. We continue to expect to see steady growth from this new subsidiary.

The first half year results of our UK air conditioning installation business benefited from a significant contract for the supply of equipment in connection with the Olympic Games. This contract continued until the end of the Paralympic Games earlier this month and therefore this benefit will also continue into the second half year. Excluding this contract, the business continues to perform broadly in line with last year albeit at relatively modest levels compared with the rest of the group.

Market conditions in the Middle East remained very similar to last year with improvements being experienced in the Abu Dhabi region being partially offset by a very slow construction market in Dubai. Overall the turnover of our Middle East subsidiary decreased by 16% compared with the first half of 2012 but operating profit increased by over 50% to GBP0.4 million in the period under review. This reflects both improved gross margins and progress being made on the collection of old debts with the consequent impact on bad debt charge in the period.

Profit for the financial period and earnings per share

Profit before tax increased by GBP1.0 million (18.6%) from GBP5.7 million in the first half of 2011 to GBP6.7 million in the current period. This is due to (i) the above increase of GBP0.5 million in normalised operating profit*, (ii) the receipt of a dividend of GBP0.3 million from Oasis Sykes, our investment in Saudi Arabia, in respect of the 2010 results and (iii) the absence of a GBP0.2 million inter-company foreign exchange loss incurred last half year caused by an adverse movement in the euro-sterling exchange rate.

The tax charge increased by GBP0.3 million to GBP1.8 million but the group's overall effective tax rate decreased from 27.1% last year to 26.3% reflecting further reductions in the main UK corporation tax rate. A detailed tax reconciliation is given in note 4 of this interim report.

As a result of the above factors, profit for the financial period increased by GBP0.8 million (19.9%) from GBP4.1 million in the first half of 2011 to GBP4.9 million in the current period. Basic earnings per share increased by 21.8% from 9.58 pence to 11.67 pence reflecting both the above increase in profit and the group's ongoing share buyback programme.

Dividends

No interim dividends have been declared in the period under review. The Board continues to adopt the policy of returning value to shareholders whenever possible and accordingly the decision regarding an interim dividend will be taken later in the year in the light of profitability and cash resources.

Share buyback programme

The Board continues to believe that shareholder value will be optimised by the purchase by the company, when appropriate, of its own shares.

During the six months ended 30 June 2012 a total of 426,506 ordinary shares were purchased for cancellation for a total consideration of GBP0.8 million. As noted above, these purchases enhanced earnings per share and were for the benefit of all shareholders.

The directors confirm that they intend to continue to actively pursue this policy and any shareholder who is considering taking advantage of the share buyback programme is invited to contact their broker, bank manager, solicitor, accountant or other independent financial advisor authorised under the Financial Services and Markets Act 2000, in order to contact the group's NOMAD; WH Ireland Limited, 24 Martin Lane, London, EC4; who are operating the buyback programme on behalf of the company.

Loan repayments

In accordance with the bank agreements, the group's outstanding bank loan of GBP8 million falls due for repayment in April 2013 and it has accordingly been classified as a current liability in these interim statements. As at 30 June 2012 the group had cash balances of GBP21.2 million and is therefore well able to finance the repayment. Nevertheless management will shortly be negotiating new bank loan facilities to supplement existing cash resources.

Outlook

Trading conditions in the third quarter to date have been challenging for our main UK hire and sales business, the summer has once again not been hot enough to stimulate demand for our all important air conditioning hire business. However the group has benefited from the one-off air conditioning contract for the Olympic and Paralympic Games which ended earlier this month and our pumping business continues to perform well. Trading conditions in the Middle East remain challenging but we are hopeful of improved results as we continue to develop and invest in that region.

Our business remains strong and cash generative. Our specialist hire divisions continue to perform well and we will continue to follow our policies of investing in both these and our traditional core products as well as developing our non-seasonal businesses.

Overall the Board is cautiously anticipating a reasonable performance for the rest of 2012.

 
     JG Murray 
      Chairman 
                     25 September 2012 
 

* Operating profit before non-recurring items as reconciled on the consolidated income statement.

Consolidated income statement

for the six months ended 30 June 2012

 
                                                      (Unaudited)         (Unaudited) 
                                                         6 months            6 months          12 months 
                                                            ended               ended              ended 
                                                          30 June        30 June 2011        31 December 
                                                             2012                                   2011 
                                                           GBP000              GBP000             GBP000 
     Continuing operations 
     Revenue                                               28,570              27,717             53,838 
     Cost of sales                                       (12,930)            (12,533)           (23,873) 
 
     Gross profit                                          15,640              15,184             29,965 
 
     Distribution costs                                   (4,927)             (4,642)            (9,317) 
 
     Administrative expenses: 
      Recurring                                           (4,265)             (4,612)            (8,766) 
      Non-recurring                                             -                   -              3,113 
 
     Total                                                (4,265)             (4,612)            (5,653) 
 
     Operating profit                                       6,448               5,930             14,995 
 
     Normalised EBITDA*                                     8,287               7,784             15,387 
     Depreciation and impairment losses                   (2,019)             (2,092)            (3,911) 
     Profit on the sale of plant and equipment                180                 238                406 
 
     Normalised operating profit                            6,448               5,930             11,882 
 
     Profit on the sale of property                             -                   -              3,113 
 
     Operating profit                                       6,448               5,930             14,995 
 
     Income from other participating interests                265                   -                  - 
     Finance income                                           853                 888              1,850 
     Finance costs                                          (851)               (974)            (1,927) 
     Inter-company foreign exchange gains 
      and losses                                             (16)               (197)               (15) 
 
     Profit before taxation                                 6,699               5,647             14,903 
 
     Taxation                                             (1,763)             (1,531)            (3,337) 
 
     Profit for the financial period                        4,936               4,116             11,566 
 
 

There were no discontinued operations in any of the above periods.

Earnings per share from continuing operations

 
     Basic (pence)                                  11.67p       9.58p       27.05p 
     Diluted (pence)                                11.67p       9.58p       27.05p 
 
     Dividends paid per equity share (pence)         0.00p       0.00p        6.60p 
 
 

*Earnings before interest, taxation depreciation, profit on the sale of property, plant and equipment, amortisation and non-recurring items.

Consolidated balance sheet

as at 30 June 2012

 
                                         (Unaudited)                   (Unaudited) 
                                             30 June                       30 June                         31 December 
                                                2012                          2011                                2011 
                                              GBP000                        GBP000                              GBP000 
     Non-current assets 
     Property, plant and equipment            14,374                        13,154                              14,486 
     Lease prepayments                            55                            57                                  57 
     Trade investments                           164                           164                                 164 
     Deferred tax asset                        1,107                           717                                 760 
     Retirement benefit pension 
      surplus                                    632                         2,411                               1,629 
 
                                              16,332                        16,503                              17,096 
     Current assets                      -----------                   -----------                         ----------- 
     Stocks                                    3,678                         3,919                               3,561 
     Trade and other receivables              14,878                        13,640                              14,775 
     Overseas tax (denominated in 
      Euros)                                       -                             -                                  19 
     Cash and cash equivalents                21,166                        22,632                              24,986 
 
                                              39,722                        40,191                              43,341 
     Current liabilities                 -----------                   -----------                         ----------- 
     Trade and other payables                (8,791)                       (9,206)                             (9,696) 
     Current tax liabilities                 (1,482)                       (1,642)                             (1,689) 
     Overseas tax (denominated in 
      Euros)                                    (88)                          (47)                                   - 
     Bank loans                              (8,000)                       (6,000)                             (6,000) 
     Obligations under finance 
      leases                                   (129)                         (203)                               (203) 
     Provisions                                 (13)                          (13)                                (13) 
     Derivative financial                       (11)                             -                                   - 
     instruments 
 
                                            (18,514)                      (17,111)                            (17,601) 
 
     Net current assets                       21,208                        23,080                              25,740 
 
     Total assets less current 
      liabilities                             37,540                        39,583                              42,836 
 
     Non-current liabilities 
     Bank loans                                    -                       (8,000)                             (8,000) 
     Obligations under finance 
      leases                                   (384)                         (475)                               (395) 
     Provisions                                 (28)                          (41)                                (34) 
     Derivative financial 
      instruments                                  -                          (34)                                (23) 
 
                                               (412)                       (8,550)                             (8,452) 
 
     Net assets                               37,128                        31,033                              34,384 
 
     Equity 
     Called up share capital                     423                           427                                 427 
     Share premium                                13                            13                                  13 
     Retained earnings                        34,060                        27,082                              31,035 
     Translation reserve                       2,377                         3,260                               2,658 
     Other reserves                              245                           241                                 241 
 
     Surplus attributable to 
      equity holders 
      of the parent                           37,118                        31,023                              34,374 
 
     Minority interest                            10                            10                                  10 
 
     Total equity                             37,128                        31,033                              34,384 
 
 

Consolidated cash flow statement

for the six months ended 30 June 2012

 
                                                         (Unaudited)         (Unaudited) 
                                                            6 months            6 months          12 months 
                                                               ended               ended              ended 
                                                        30 June 2012        30 June 2011        31 December 
                                                                                                       2011 
                                                              GBP000              GBP000             GBP000 
     Cash flows from operating activities 
     Cash generated from operations                            6,604               8,783             15,766 
     Interest paid                                             (170)               (218)              (385) 
     Net UK corporation tax paid                             (1,378)             (1,886)            (3,191) 
     Net withholding tax paid                                   (76)                   -                  - 
     Overseas tax paid                                         (380)               (313)              (584) 
 
     Net cash inflow from operating activities                 4,600               6,366             11,606 
 
     Investing activities 
     Dividends received from participating                       265                   -                  - 
      interests (trade investments) 
     Sale of plant and equipment                                 252                 330              4,221 
     Purchase of property, plant and equipment               (1,902)             (2,977)            (6,582) 
     Interest received                                            90                 201                311 
 
     Net cash outflow from investing activities              (1,295)             (2,446)            (2,050) 
 
     Financing activities 
     Loan repayments                                         (6,000)             (6,000)            (6,000) 
     Finance lease capital repayments                           (84)                (78)              (158) 
     Equity dividends paid                                         -                   -            (2,818) 
     Purchase of own shares                                    (826)             (1,113)            (1,121) 
     Issue of new shares                                           -                  13                 13 
 
     Net cash outflow from financing activities              (6,910)             (7,178)           (10,084) 
 
     Net decrease in cash and cash equivalents               (3,605)             (3,258)              (528) 
 
     Cash and cash equivalents at beginning 
      of period                                               24,986              25,709             25,709 
     Effect of foreign exchange rate changes                   (215)                 181              (195) 
 
     Cash and cash equivalents at end of 
      period                                                  21,166              22,632             24,986 
 
     Reconciliation of net cash flow to 
      movement in net funds in the 
      period 
 
     Net decrease in cash and cash equivalents               (3,605)             (3,258)              (528) 
     Cash outflow from the decrease in 
      debt                                                     6,084               6,078              6,158 
     Non-cash movements in the fair value 
      of derivative instruments                                   13                  14                 25 
 
     Movements in net funds during the 
      period                                                   2,492               2,834              5,655 
 
     Opening net funds at the beginning 
      of period                                               10,365               4,905              4,905 
     Effect of foreign exchange rate changes                   (215)                 181              (195) 
 
     Closing net funds at end of period                       12,642               7,920             10,365 
 
 

Consolidated statement of comprehensive total income (CSOCTI)

for the six months ended 30 June 2012

 
                                                   (Unaudited)         (Unaudited) 
                                                      6 months            6 months          12 months 
                                                         ended               ended              ended 
                                                  30 June 2012        30 June 2011        31 December 
                                                                                                 2011 
                                                        GBP000              GBP000             GBP000 
 
     Profit for the financial period                     4,936               4,116             11,566 
 
     Other comprehensive income 
     Currency translation differences on 
      foreign currency net investments                   (281)                 417              (184) 
     Defined benefit plan actuarial gains 
      and losses                                       (1,464)                 359              (559) 
     Deferred tax on other comprehensive 
      income                                               368                (73)                184 
 
     Other comprehensive (charges)/income 
      for the period net of tax                        (1,377)                 703              (559) 
 
     Total comprehensive income for the 
      period                                             3,559               4,819             11,007 
 
 

Notes to the consolidated interim financial statements

for the six months ended 30 June 2012

   1              General information 

Basis of preparation

These interim financial statements have been prepared in accordance with International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as adopted by the European Union and with the Companies Act 2006.

The information for the 12 months ended 31 December 2011 does not constitute the group's statutory accounts for 2011 as defined in Section 434 of the Companies Act 2006. Statutory accounts for 2011 have been delivered to the Registrar of Companies. The Auditor's report on those accounts was unqualified and did not contain statements under Section 498(2) or (3) of the Companies Act 2006. These interim financial statements, which were approved by the Board of Directors on 25 September 2012, have not been audited or reviewed by the auditors.

The interim financial statement has been prepared using the historical cost basis of accounting except for:

   (i)      properties held at the date of transition to IFRS which are stated at deemed cost; 

(ii) assets held for sale which are stated at the lower of fair value less anticipated disposal costs and carrying value; and

(iii) derivative financial instruments (including embedded derivatives) which are valued at fair value.

Functional and presentational currency

The financial statements are presented in pounds Sterling because that is the functional currency of the primary economic environment in which the group operates.

   2              Accounting policies 

These interim financial statements have been prepared on a consistent basis and in accordance with the accounting policies set out in the group's Annual Report and Financial Statements 2011.

   3              Revenue 

An analysis of the group's revenue is as follows:

 
                                                       (Unaudited)         (Unaudited) 
                                                          6 months            6 months          12 months 
                                                             ended               ended              ended 
                                                      30 June 2012        30 June 2011        31 December 
                                                                                                     2011 
                                                            GBP000              GBP000             GBP000 
     Continuing operations 
     Hire                                                   21,469              21,699             42,213 
     Sales                                                   4,789               3,909              7,457 
     Installations                                           2,312               2,109              4,168 
 
     Group consolidated revenue from the 
      sale of goods and provision of services               28,570              27,717             53,838 
 
 
   4              Taxation 
 
                                                      (Unaudited)         (Unaudited) 
                                                         6 months            6 months          12 months 
                                                            ended               ended              ended 
                                                     30 June 2012        30 June 2011        31 December 
                                                                                                    2011 
                                                           GBP000              GBP000             GBP000 
     Current tax 
     UK corporation tax                                     1,172               1,348              2,694 
     Adjustments in respect of prior periods                    -                   -               (32) 
 
                                                            1,172               1,348              2,662 
     Overseas tax                                             444                 290                536 
     Adjustments to overseas tax in respect 
      of prior periods                                         49                   -                (6) 
     Withholding tax                                           76                   -                  - 
 
     Total current tax charge                               1,741               1,638              3,192 
 
     Deferred tax 
     Deferred tax on the origination and 
      reversal of temporary differences                        22               (107)                161 
     Adjustments in respect of prior periods                    -                   -               (16) 
 
     Total deferred tax credit                                 22               (107)                145 
 
     Total tax charge for the financial 
      period attributable to 
      continuing operations                                 1,763               1,531              3,337 
 
 

The tax charge for the financial period can be reconciled to the profit before tax per the income statement multiplied by the standard effective annualised corporation tax rate in the UK of 24.5% (June 2011 and December 2011: 26.5%) as follows:

 
                                                          (Unaudited)         (Unaudited) 
                                                             6 months            6 months          12 months 
                                                                ended               ended              ended 
                                                         30 June 2012        30 June 2011        31 December 
                                                                                                        2011 
                                                               GBP000              GBP000             GBP000 
 
     Profit before taxation from continuing 
      and total operations                                      6,699               5,647             14,903 
 
     Tax at the UK effective annualised 
      corporation tax rate of 24.5% 
      (June 2011 and December 2011: 26.5%)                      1,641               1,496              3,949 
 
     Effects of: 
     Expenses not deductible for tax purposes                      58                  65                123 
     Capital gain sheltered by capital 
      losses and indexation allowance                               -                   -              (636) 
     Movement in overseas trading losses                           35                (15)                 46 
     Effect of different tax rates of 
      subsidiaries operating abroad                              (78)                (65)              (186) 
     Withholding tax                                               76                   -                  - 
     Non-taxable income from other participating                 (65)                   -                  - 
      interests 
     Effect of change in rate of corporation 
      tax                                                          47                  50                 95 
     Adjustments to tax charge in respect 
      of previous periods                                          49                   -               (54) 
 
     Total tax charge for the financial 
      period                                                    1,763               1,531              3,337 
 
 
   4    Taxation (continued) 

The total effective tax charge for the financial period represents the best estimate of the weighted average annual effective tax rate expected for the full financial year applying tax rates that have been substantively enacted by the balance sheet date. Accordingly UK corporation tax has been provided at 24.5%; the reduction to 24% for the tax year ending 31 March 2013 having been substantially enacted on 26 March 2012; and UK deferred tax has been provided at 24% being the rate substantially enacted at the balance sheet date at which the timing differences are expected to reverse.

In accordance with IAS 12 no account has been taken in these interim financial statements of the 2012 Finance Act that was substantively enacted on 3 July 2012 as this was after the balance sheet date. This Act provided for the further reduction in the rate of UK corporation tax from 24% to 23% for the tax year commencing 1 April 2013. It is estimated that if the rate change from 24% to 23% had been substantively enacted on or before the balance sheet date it would have had the effect of reducing the deferred tax asset recognised at that date by approximately GBP46,000 and it will reduce the group's future corporation tax charge accordingly.

   5              Earnings per share 

Basic earnings per share

The basic figures have been calculated by reference to the weighted average number of ordinary shares in issue and the earnings as set out below. There are no discontinued operations in any period.

 
                                                                       6 months ended 30 
                                                                               June 2012 
                                                             Continuing        Number of 
                                                               earnings           shares 
                                                                 GBP000 
 
     Basic earnings/weighted average number of shares             4,936       42,297,624 
 
     Basic earnings per ordinary share (pence)                   11.67p 
 
 
 
                                                                       6 months ended 30 
                                                                               June 2011 
                                                             Continuing        Number of 
                                                               earnings           shares 
                                                                 GBP000 
 
     Basic earnings/weighted average number of shares             4,116       42,962,764 
 
     Basic earnings per ordinary share (pence)                    9.58p 
 
 
 
                                                                         12 months ended 
                                                                        31 December 2011 
                                                             Continuing        Number of 
                                                               earnings           shares 
                                                                 GBP000 
 
     Basic earnings/weighted average number of shares            11,566       42,754,198 
 
     Basic earnings per ordinary share (pence)                   27.05p 
 
 
   5    Earnings per share (continued) 

Diluted earnings per share

The calculation of the diluted earnings per ordinary share for the 12 months ended 31 December 2011 is based on the profits and shares as set out in the table below. There were no dilutive instruments outstanding as at 30 June 2012 or 30 June 2011 and there were no discontinued operations in any period.

 
                                                                         12 months ended 
                                                                        31 December 2011 
                                                             Continuing        Number of 
                                                               earnings           shares 
                                                                 GBP000 
 
     Basic earnings/weighted average number of shares            11,566       42,754,198 
     Weighted average number of shares under option                                3,802 
     Number of shares that would have been issued 
      at fair value to satisfy the above options                                 (1,771) 
 
     Earnings/diluted weighted average number of 
      shares                                                     11,566       42,756,229 
 
     Diluted earnings per ordinary share (pence)                 27.05p 
 
 
   6              Dividend payments 

The directors have not declared any interim dividends in respect of either the period under review or the 6 month period ended 30 June 2011. On 8 November 2011 the directors declared an interim dividend of 6.6 pence per ordinary share and the total amount of GBP2,818,000 was paid to shareholders on the register as at 18 November 2011 on 1 December 2011.

   7              Retirement benefit obligations - defined benefit pension scheme 

The group closed the UK group defined benefit pension scheme to future accrual as at 29 December 2002. The assets of the defined benefit pension scheme continue to be held in a separate trustee administered fund.

As at 30 June 2012 the group had a net defined benefit pension scheme surplus, calculated in accordance with IAS 19 using the assumptions as set out below, of GBP632,000 ( June 2011: GBP2,411,000; 31 December 2011: GBP1,629,000). The asset has been recognised in the financial statements as the directors are satisfied that it is recoverable in accordance with IFRIC 14.

Following the triennial recalculation of the funding deficit as at 31 December 2010, and taking into account the significant market movements since that date, a revised schedule of contributions and recovery plan has been agreed with the pension scheme trustees. Based on this schedule of contributions, which is effective from 1 January 2011, the best estimate of the employer contributions to be paid during the year commencing 1 January 2012 is GBP840,000.

Assumptions used to calculate the scheme surplus

The last full actuarial valuation was carried out as at 31 December 2010. A qualified independent actuary has updated the results of this valuation to calculate the position as disclosed below.

The major assumptions used in this valuation to determine the present value of the scheme's defined benefit obligation were as follows:

 
                                                        (Unaudited)       (Unaudited) 
                                                            30 June           30 June       31 December 
                                                               2012              2011              2011 
                                                                  %                 %                 % 
     Rate of increase in: 
      Pensionable salaries                                      n/a               n/a               n/a 
      Pensions in payment                                      2.80              3.40              2.90 
     Discount rate applied to scheme liabilities               4.40              5.50              4.80 
     Inflation assumption: 
      RPI                                                      2.80              3.60              3.00 
      CPI for the first six years                              1.80              2.40              2.00 
      CPI after the first six years                            1.80              2.40              2.00 
 
 

From 1 January 2011, the government amended the basis for statutory increases to deferred pensions and pensions in payment. Such increases are now based on inflation measured by the Consumer Price Index (CPI) rather than the Retail Price Index (RPI). Having reviewed the scheme rules and considered the impact of the change on this pension scheme, the directors consider that future increases to (i) all deferred pensions and (ii) Guaranteed Minimum Pensions accrued between 6 April 1988 and 5 April 1997 and currently in payment will be based on CPI rather than RPI. Accordingly, this assumption has been adopted as at 31 December 2010 and subsequent periods. It continues to be assumed that all other pension increases will be linked to RPI.

Assumptions regarding future mortality experience are set based on advice in accordance with published statistics. The mortality table used at 30 June 2012 is 110% S1NA CMI2011 (30 June 2011: PA92YOBMC+2; 31 December 2011: 110% S1NA CMI2010).

The assumed average life expectancy in years of a pensioner retiring at the age of 65 given by the above tables is as follows:

 
                                  (Unaudited)       (Unaudited) 
                                      30 June           30 June       31 December 
                                         2012              2011              2011 
 
     Male, current age 45          22.6 years        21.4 years        22.8 years 
     Female, current age 45        23.9 years        24.1 years        23.9 years 
 
 

Valuations

The fair value of the scheme's assets, which are not intended to be realised in the short term and may be subject to significant change before they are realised, and the present value of the scheme's liabilities, which are derived from cash flow projections over long periods and are inherently uncertain, were as follows:

 
                                                   (Unaudited)       (Unaudited) 
                                                       30 June           30 June       31 December 
                                                          2012              2011              2011 
                                                        GBP000            GBP000            GBP000 
 
     Total fair value of plan assets                    32,200            31,149            31,447 
     Present value of defined benefit 
      funded obligation calculated in 
      accordance with stated assumptions              (31,568)          (28,738)          (29,818) 
 
     Surplus in the scheme calculated 
      in accordance with stated 
      assumptions recognised in the balance 
      sheet                                                632             2,411             1,629 
 
 

The movement in the fair value of the scheme's assets during the period were as follows:

 
                                              (Unaudited)       (Unaudited) 
                                                  30 June           30 June       31 December 
                                                     2012              2011              2011 
                                                   GBP000            GBP000            GBP000 
 
     Fair value of plan assets at the 
      start of the period                          31,447            30,733            30,733 
     Expected return on plan assets                   746               774             1,628 
     Actuarial gains recognised in the 
      CSOCTI                                          265               157               104 
     Employer contributions - normal                  420                60               120 
     Benefits paid                                  (678)             (575)           (1,138) 
 
     Fair value of plan assets at the 
      end of the period                            32,200            31,149            31,447 
 
 

The movement in the present value of the defined benefit obligation during the period was as follows:

 
                                                   (Unaudited)       (Unaudited) 
                                                       30 June           30 June       31 December 
                                                          2012              2011              2011 
                                                        GBP000            GBP000            GBP000 
 
     Opening present value of defined 
      benefit funded obligation calculated 
      in accordance with stated assumptions           (29,818)          (28,743)          (28,743) 
     Interest on defined benefit obligation              (699)             (772)           (1,550) 
     Actuarial (loss)/gain recognised 
      in the CSOCTI calculated in 
      accordance with stated assumptions               (1,729)               202             (663) 
     Benefits paid                                         678               575             1,138 
 
     Closing present value of defined 
      benefit funded obligation calculated 
      in accordance with stated assumptions           (31,568)          (28,738)          (29,818) 
 
 

Amounts recognised in the income statement

The amounts credited/(charged) in the income statement were:

 
                                                   (Unaudited)       (Unaudited) 
                                                       30 June           30 June       31 December 
                                                          2012              2011              2011 
                                                        GBP000            GBP000            GBP000 
 
     Expected return on pension scheme 
      assets credited within finance 
      income                                               746               774             1,628 
     Interest on pension scheme liabilities 
      charged within finance costs                       (699)             (772)           (1,550) 
 
     Net pension interest credit                            47                 2                78 
 
 

Actuarial gains and losses recognised in the consolidated statement of comprehensive total income (CSOCTI)

The amounts credited/(charged) in the CSOCTI were:

 
                                                   (Unaudited)       (Unaudited) 
                                                       30 June           30 June       31 December 
                                                          2012              2011              2011 
                                                        GBP000            GBP000            GBP000 
 
     Actual return less expected return 
      on scheme assets                                     265               157               104 
     Experience gains and losses arising 
      on plan obligation                                 (437)              (65)             (260) 
     Changes in demographic and financial 
      assumptions underlying the 
      present value of plan obligations                (1,292)               267             (403) 
 
     Actuarial (loss)/gain calculated 
      in accordance with stated assumptions 
      recognised in the CSOCTI                         (1,464)               359             (559) 
 
 
   8              Called up share capital 
 
                                                                  (Unaudited) 
                                                    30 June           30 June       31 December 
                                                       2012              2011              2011 
                                                     GBP000            GBP000            GBP000 
     Issued and fully paid: 
     42,262,082 ordinary shares of one 
      pence each (June 2011: 
      42,699,588; December 2001: 42,688,588 
      ordinary shares of one 
      pence each)                                       423               427               427 
 
 

During the period the company bought back 426,506 shares for cancellation for a total consideration of GBP814,934 (June 2011 431,216 shares for a total consideration of GBP925,748; December 2011 442,216 shares for a total consideration of GBP944,791). The company did not issue any shares in the period (June 2011 and December 2011: 15,000 to satisfy the exercise of share options as set out below).

During the six months ended June 2011 and 12 months ended 31 December 2011 15,000 share options were exercised at a price of 89.5 pence per share. Accordingly 15,000 one pence ordinary shares were issued to satisfy these options at a premium of 88.5 pence per share. No share options were granted, forfeited or expired during either the current or comparative financial periods. There were no share options outstanding at any period end.

The company has one class of ordinary shares which carry no right to fixed income.

   9              Cash generated from operations 
 
                                                    (Unaudited)       (Unaudited) 
                                                        30 June           30 June       31 December 
                                                           2012              2011              2011 
                                                         GBP000            GBP000            GBP000 
 
     Profit for the period attributable 
      to equity shareholders                              4,936             4,116            11,566 
     Adjustments for: 
      Taxation charge                                     1,763             1,531             3,337 
      Finance costs                                         851               974             1,927 
      Finance income                                      (853)             (888)           (1,850) 
      Inter-company foreign exchange gains 
       and losses                                            16               197                15 
      Income from other participating                     (265)                 -                 - 
       interests 
      Profit on the sale of property, 
       plant and equipment                                (180)             (238)           (3,519) 
      Depreciation                                        2,019             2,092             3,911 
      Excess of normal pension contributions 
       compared with service cost                         (420)              (60)             (120) 
 
     Cash generated from operations before 
      movements in working capital                        7,867             7,724            15,267 
 
     Increase in stocks                                   (301)             (377)             (229) 
     (Increase)/decrease in trade and 
      other receivables                                    (96)             2,148               999 
     Decrease in trade and other payables                 (860)             (705)             (258) 
     Decrease in provisions                                 (6)               (7)              (13) 
 
     Cash generated from operations                       6,604             8,783            15,766 
 
 
   10           Analysis of net funds 
 
                                                              (Unaudited) 
                                                30 June           30 June       31 December 
                                                   2012              2011              2011 
                                                 GBP000            GBP000            GBP000 
 
     Cash and cash equivalents per cash 
      flow statement                             21,166            22,632            24,986 
 
 
     Bank loans                                 (8,000)          (14,000)          (14,000) 
     Obligations under finance leases             (513)             (678)             (598) 
     Derivative financial instruments              (11)              (34)              (23) 
 
     Gross debt                                 (8,524)          (14,712)          (14,621) 
 
     Net funds                                   12,642             7,920            10,365 
 
 
   11           Distribution of interim financial statements 

Following a change in regulations in 2008, the company is no longer required to circulate this half year report to shareholders. This enables us to reduce costs associated with printing and mailing and to minimise the impact of these activities on the environment. A copy of the interim financial statements is available on the company's website, www.andrews-sykes.com.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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