TIDMELCO

RNS Number : 4790O

Eleco PLC

20 September 2013

20 September 2013

Eleco plc

("Eleco" or the "Group")

The Construction Software and Building Systems Group

Interim Results for the six month period ended 30 June 2013

Group Performance

Continuing Operations

   --      Revenue of GBP13.2m (2012: GBP13.5m) 

-- Adjusted operating profit of GBP1.0m before product development costs of GBP1.3m (2012: profit of GBP1.0m before product development costs of GBP1.1m)

   --      Loss before tax of GBP0.6m (2012: Loss of GBP0.3m) 
   --      Loss per share - basic and diluted of 1.1p (2012: loss 0.8p) 
   --      EBITDA of GBP0.5m (2012: GBP0.6m) 

Discontinued Operations

   --      Loss for the financial period GBP2.8m (2012: loss GBP0.4m) 

Group Borrowings

   --      Net bank borrowings at 30 June 2013 of GBP6.3m (31 December 2012: GBP6.5m) 

ElecoSoft(R)

   --      Revenue of GBP8.3m (2012: GBP8.2m) 

-- Adjusted operating profit of GBP2.0m before product development costs of GBP1.3m (2012: profit of GBP2.0m before product developments costs GBP1.1m)

   --      Profit before interest and tax of GBP0.8m (2012: GBP0.9m) 
   --      EBITDA GBP1.1m (2012: GBP1.2m) 

ElecoPrecast(R)

   --      Revenue of GBP4.9m (2012: GBP5.3m) 
   --      Operating loss of GBP0.5m (2012: GBP0.5m) 
   --      EBITDA loss GBP0.2m (2012: loss GBP0.2m) 

Outlook

-- The board remains optimistic about the prospects for the full year with a positive start to the second half at ElecoSoft(R) and a growing order book at ElecoPrecast(R).

Executive Chairman, John Ketteley said:

"It is clear from the Group's performance over the past half year that trading conditions have been challenging.

With that being said however, the increasing signs of both an upturn in our business and the wider economy are strongly encouraging.

The sale in May of our loss-making building systems businesses, alongside many other similarly tough decisions, now leaves the Group in a far stronger position now than it has been in for many a year. With the company's new-found ability to increasingly capitalise on profitable growth across its divisions and markets and with Eleco increasingly seeking to take advantage of growing activity across the building and construction sectors, I look to the Company regaining its poise and moving back onto the path of sustained growth."

 
 For further information 
  please contact: 
 
 Eleco plc                  http://www.eleco.com 
 John Ketteley, Executive   Tel: 0207 422 0044 
  Chairman 
 Matthew Turner, Group      Tel: 0207 422 0044 
  Finance Director 
 
 Peckwater PR 
 Tarquin Edwards            Tel: 07879 458 364 / 
                             0207 808 7340 
 
 Cenkos Securities plc 
 Nicholas Wells / Adrian    Tel: 0207 397 8900 
  Hargrave 
 

Chairman's Statement

Operational Review

ElecoSoft(R)

Turnover of ElecoSoft(R) for the six months to 30 June 2013 from its software businesses in Sweden, Germany and the UK ("ElecoSoft(R) ") increased marginally to GBP8.3m (H1 2012: GBP8.2m), despite lower turnover from our Swedish architectural services business of GBP1.3m (H1 2012: GBP1.1m), due to lower demand for new houses in Sweden. Furthermore, an architectural design contract for a flagship office building in Skeleftea was regrettably cancelled by a customer partway through the project, this also adversely impacted revenue and profit of our Swedish business units in the period.

ElecoSoft(R) 's share of Group turnover increased to 63 per cent (H1 2012: 61 per cent) during the period.

I am pleased to report that in April 2013, the Group acquired for GBP64,000 the business and certain assets of Wagemeyer, a Germany software development company specialising in the development of software for the timber stair design and manufacturing markets. This acquisition enhances ElecoSoft(R) 's StairCon existing range of staircase engineering software and will provide it with a direct channel to the largest market for stair design and manufacturing software in Europe.

As anticipated, the integration of these businesses initially impacted the profitability of Wagemayer with StairCon in the short term, due to the disruption and initial costs of amalgamating them. The merger has been very well received by both stair manufacturers and suppliers of computer aided machinery to the industry and we are confident that the Wagemayer with StairCon combination will establish itself as a leading force in the European market for stair design and manufacturing software.

Software Development costs of ElecoSoft(R) in the period mainly for software projects that have yet to be launched in the market were GBP200,000 higher at GBP1.3m (H1 2012: GBP1.1m). This accounted in some measure for ElecoSoft(R) 's EBITDA in the period being GBP100,000 lower at GBP1.1m (H1 2012: GBP1.2m). The strong profit growth at our UK software operations in the period was offset by a lower profit performance from our Swedish based software businesses due mainly to weaker markets for their products and services.

I am pleased to say that sentiment in the UK and German economies in which we operate continues to improve and our Swedish colleagues also recently reported an improvement in sentiment in the Swedish economy.

ElecoPrecast(R)

Turnover of ElecoPrecast(R) in the period under review was somewhat lower at GBP4.9m (H1 2012: GBP5.3m), mainly due to the extended winter conditions that affected the demand for standard products in the first quarter and as a consequence the EBITDA loss for ElecoPrecast(R) in the period was marginally worse at GBP214,000 (H1 2012: loss GBP152,000).

However, the RoomSolutions(R) order for Phase 3 of Reading University Student Accommodation which went into production at Bell & Webster's Grantham factory in January, 2013 progressed well and final delivery to site was made this month. Manufacturing has also begun recently on the Northern Developments student accommodation project for Newcastle University, the first delivery to site being scheduled for October 2013. I am pleased to say that earlier this month we also begun production for Galliford Try on a student accommodation project for High Wycombe University.

This recent rise in business activity at both our ElecoPrecast(R) sites has resulted in an increase in the workforce since the beginning of the year from 63 to 110 and includes the strengthening of the management teams at both locations.

Eleco Group

Group turnover from continuing operations for the six months ended 30 June 2013 amounted to GBP13.2m (H1 2012: GBP13.5m). The prior year comparatives in this report have been restated, where appropriate, following the disposal of the Yaxley based ElecoBuild(R) businesses in May 2013.

The EBITDA from continuing operations was GBP460,000 (H1 2012: GBP611,000) after higher development expenditure on Software of GBP1.3m (H1 2012: GBP1.1m).

Group operating loss from continuing operations was GBP220,000 (H1 2012: loss GBP115,000), after the deduction of product development costs and the amortisation of intangible assets.

The loss before tax from continuing operations and after net exceptional income of GBP160,000 (H1 2012: expense GBP283,000) was GBP610,000 (H1 2012: loss GBP327,000 restated).

The loss from continuing operations for the period amounted to GBP667,000, equivalent to 1.1p per share (H1 2012: loss GBP454,000, equivalent to 0.8p per share).

However despite the loss for the period, there was a reduction of GBP0.2m in the Group's net bank debt over the period from GBP6.5m at 1 January 2013 to GBP6.3m at 30 June 2013.

In May 2013, Eleco plc ("Eleco") disposed of its loss making ElecoBuild(R) businesses based at Yaxley, Suffolk, comprising SpeedDeck Building Systems, Downer Cladding, Stramit Panel Products and Prompt Profiles. The decision to sell these businesses was prompted by the fact that these businesses would have required significant additional cash injections to enable them to continue trading. The Board therefore reluctantly concluded that Eleco was no longer in a position to support financially these loss making businesses without placing the Company's own survival in jeopardy. In negotiating the terms of the sale, the Board secured a full TUPE agreement for the employees of these businesses, which inevitably had a bearing on the price achieved for the sale which gave rise to a book loss on this asset disposal before goodwill amounting to GBP1.7m, which is included in losses of discontinued businesses.

The loss for the period from discontinued operations, including the transaction loss referred to above was GBP2.8m, equivalent to 4.7p per share, (H1 2012: loss GBP405,000, equivalent to 0.6p per share).

Dividend

The board does not propose to recommend the payment of a dividend in respect of the period under review.

Outlook

Our UK Software interests again produced a solid profit performance in the period under review reflecting the fact that the UK construction industry is continuing to show increasing signs of recovery. The UK profit performance was due principally to the beneficial impact of the UK software business restructuring programme that was completed at the end of last year.

ElecoSoft(R) 's office in Bangalore, India is showing positive signs with orders received for both project management and visualisation software within the second month of opening. Our Indian subsidiary is tracking ahead of budget in the period under review.

Our software development teams have the flair, creativity and technology, to produce well-designed and relevant software programs and in this connection are working on some exciting new projects which include mobile applications, BIM (Building Information Modelling) tools and Arcon Next Generation(R), a totally new architectural software program which has evolved from our original Arcon program, one of the most successful German visual architectural programs in its field.

As mentioned above, the period under review also saw the disposal of more of our loss making building systems businesses and the ongoing recovery of ElecoPrecast(R) as a well-balanced specialist precast concrete business.

ElecoPrecast(R) is continuing to grow its order book which increased to GBP5.4m at 30 June 2013 (31 December 2012: GBP4.0m). We have successfully completed the Reading University Student Accommodation Project; and have begun two more student accommodation projects, one for Newcastle and one for High Wycombe, and prospects are improving with the economy.

It will be apparent from the Group's performance in the period under review that trading conditions were very challenging, particularly in the first quarter. That said however, we are beginning to see increasing signs of an upturn in the markets in which our businesses are engaged as well as in the wider economy. This is encouraging.

The sale in May of our loss-making building systems businesses, alongside many other similarly tough decisions, now leaves the Group in a much stronger position now than it has been in for some time. I believe that Eleco is now in a position to take advantage of growing activity in both the construction software and precast concrete markets in which it operates.

Accordingly, I look forward to Eleco regaining its poise and taking advantage in due course of opportunities to improve the profits of its ElecoSoft software interests and to return its ElecoPrecast(R) interests to profit. We shall certainly be doing all we can to achieve these objectives.

John Ketteley

Executive Chairman

20 September 2013

Condensed Consolidated Income Statement

for the financial period ended 30 June 2013

 
 
                                             6 months to 30 
                                                  June                    Year Ended 
                                     ----------------------------- 
                                                              2012       31 December 
                                                        (unaudited 
                                             2013                -              2012 
                                      (unaudited)        restated)        (restated) 
                              Notes       GBP'000          GBP'000           GBP'000 
---------------------------  ------  ------------      -----------      ------------ 
 Continuing operations 
 Revenue                        3          13,150           13,499            24,830 
 Cost 
  of sales                                (5,017)          (5,171)           (8,877) 
 Gross 
  profit                                    8,133            8,328            15,953 
 Distribution 
  costs                                     (519)            (633)           (1,271) 
 Administrative 
  expenses                                (7,994)          (7,527)          (14,179) 
 Operating (loss)/profit 
  before exceptionals           3           (380)              168               503 
 
 Exceptional items              5             160            (283)           (1,449) 
 Loss from operations           3           (220)            (115)             (946) 
 
 Finance income                 6               3               24                19 
 Finance 
  cost                          6           (393)            (236)             (512) 
 Loss before tax                            (610)            (327)           (1,439) 
 Tax                                         (57)            (127)                79 
 Loss for the financial 
  period from continuing 
  operations                                (667)            (454)           (1,360) 
 
 Loss for the financial 
  period from discontinued 
  operations                    4         (2,799)            (405)           (1,387) 
 
 Loss for the 
  financial period                        (3,466)            (859)           (2,747) 
---------------------------  ------  ------------      -----------      ------------ 
 
 Attributable 
  to: 
 Equity holders 
  of the parent                           (3,466)            (859)           (2,747) 
---------------------------  ------  ------------      -----------      ------------ 
 
 Loss per share - basic 
  and diluted 
 Continuing operations          7           (1.1)   p        (0.8)   p         (2.3)   p 
 Discontinued 
  operations                    7           (4.7)   p        (0.7)   p         (2.3)   p 
 Total operations               7           (5.8)   p        (1.5)   p         (4.6)   p 
---------------------------  ------  ------------      -----------      ------------ 
 
 

Condensed Consolidated Statement of Comprehensive Income

for the financial period ended 30 June 2013

 
 
                                        6 months to                 Year 
                                           30 June                 Ended 
                                 ------------------------- 
                                                      2012   31 December 
                                                (unaudited 
                                         2013            -          2012 
                                  (unaudited)    restated)    (restated) 
                                      GBP'000      GBP'000       GBP'000 
 ------------------------------  ------------  -----------  ------------ 
 Loss for the 
  period                              (3,466)        (859)       (2,747) 
 
 Other comprehensive 
  income 
 Actuarial loss on retirement 
  benefit obligation                    (354)        (367)       (2,475) 
 Deferred tax on 
  retirement benefit 
  obligation                               81         (11)            99 
 Other gains/(losses) 
  on retirement benefit 
  obligation                              303            -          (81) 
 Translation differences 
  on foreign operations                     2         (26)         (101) 
 Other comprehensive 
  income net of tax                        32        (404)       (2,558) 
 
 Total comprehensive income 
  for the period                      (3,434)      (1,263)       (5,305) 
-------------------------------  ------------  -----------  ------------ 
 
 Attributable 
  to: 
 Equity holders 
 of the parent                        (3,434)      (1,263)       (5,305) 
-------------------------------  ------------  -----------  ------------ 
 
 

Condensed Consolidated Statement of Changes in Equity

for the financial period ended 30 June 2013

 
 
                              Share      Share     Merger   Translation      Other    Retained 
                            capital    premium    reserve       reserve    reserve    earnings     Total 
                            GBP'000    GBP'000    GBP'000       GBP'000    GBP'000     GBP'000   GBP'000 
------------------------  ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 At 1 January 2013            6,066      6,396      7,371         (214)      (358)    (10,411)     8,850 
 
 Transactions with 
  owners                          -          -          -             -          -           -         - 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 Loss for the period              -          -          -             -          -     (3,466)   (3,466) 
 Other comprehensive 
  income: 
 Actuarial loss on 
  defined benefit 
  pension scheme net 
  of tax and other 
  scheme gains                    -          -          -             -          -          30        30 
 Exchange differences 
  on translation of 
  net investments 
  in foreign operations           -          -          -             2          -           -         2 
 Total comprehensive 
  income for the period           -          -          -             2          -     (3,436)   (3,434) 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 At 30 June 2013 
  (unaudited)                 6,066      6,396      7,371         (212)      (358)    (13,847)     5,416 
                          =========  =========  =========  ============  =========  ==========  ======== 
 
 
 
                              Share      Share     Merger   Translation      Other    Retained 
                            capital    premium    reserve       reserve    reserve    earnings     Total 
                            GBP'000    GBP'000    GBP'000       GBP'000    GBP'000     GBP'000   GBP'000 
------------------------  ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 At 1 January 2012            6,066      6,396      7,371         (113)      (358)     (5,207)    14,155 
 
 Transactions with 
  owners                          -          -          -             -          -           -         - 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 Loss for the period              -          -          -             -          -       (859)     (859) 
 Other comprehensive 
  income: 
 Actuarial loss on 
  defined benefit 
  pension scheme net 
  of tax and other 
  scheme losses                   -          -          -             -          -       (378)     (378) 
 Exchange differences 
  on translation of 
  net investments 
  in foreign operations           -          -          -          (26)          -           -      (26) 
 Total comprehensive 
  income for the period           -          -          -          (26)          -     (1,237)   (1,263) 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 At 30 June 2012 
  (unaudited)                 6,066      6,396      7,371         (139)      (358)     (6,444)    12,892 
                          =========  =========  =========  ============  =========  ==========  ======== 
 
 
 
                              Share      Share     Merger   Translation      Other    Retained 
                            capital    premium    reserve       reserve    reserve    earnings     Total 
                            GBP'000    GBP'000    GBP'000       GBP'000    GBP'000     GBP'000   GBP'000 
------------------------  ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 At 1 January 2012            6,066      6,396      7,371         (113)      (358)     (5,207)    14,155 
 
 Transactions with 
  owners                          -          -          -             -          -           -         - 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 Loss for the period              -          -          -             -          -     (2,747)   (2,747) 
 Other comprehensive 
  income: 
 Actuarial loss on 
  defined benefit 
  pension scheme net 
  of tax and other 
  scheme losses                   -          -          -             -          -     (2,457)   (2,457) 
 Exchange differences 
  on translation of 
  net investments 
  in foreign operations           -          -          -         (101)          -           -     (101) 
 Total comprehensive 
  income for the period           -          -          -         (101)          -     (5,204)   (5,305) 
                          ---------  ---------  ---------  ------------  ---------  ----------  -------- 
 
 At 31 December 2012          6,066      6,396      7,371         (214)      (358)    (10,411)     8,850 
                          =========  =========  =========  ============  =========  ==========  ======== 
 
 

Condensed Consolidated Balance Sheet

at 30 June 2013

 
 
                                                   30 June 
                                         -------------------------- 
                                                 2013          2012       31 December 
                                          (unaudited)   (unaudited)              2012 
                                  Notes       GBP'000       GBP'000           GBP'000 
-------------------------------  ------  ------------  ------------      ------------ 
 Non-current 
  assets 
 Goodwill                                      12,676        13,622            13,009 
 Other intangible 
  assets                                        1,743         2,129             1,904 
 Property, plant and 
  equipment                                     6,218         7,570             7,223 
 Deferred tax 
  assets                                        1,538         1,194             1,389 
 Other non-current 
  assets                                            -           865                 - 
 Total non-current 
  assets                                       22,175        25,380            23,525 
-------------------------------  ------  ------------  ------------      ------------ 
 Current assets 
 Inventories                                      903         2,254             2,144 
 Trade and other receivables                    5,324         7,084             6,905 
 Current tax 
  assets                                          157            85                 5 
 Cash and cash equivalents                      1,170         1,673               888 
 Other current 
  assets                                          800           460               800 
 Total current 
  assets                                        8,354        11,556            10,742 
-------------------------------  ------  ------------  ------------      ------------ 
 Total assets                                  30,529        36,936            34,267 
-------------------------------  ------  ------------  ------------      ------------ 
 Current liabilities 
 Bank overdraft                     8         (3,425)       (3,633)           (4,501) 
 Borrowings                         8           (400)         (900)             (900) 
 Obligations under 
  finance leases                                (234)         (161)             (212) 
 Trade and other payables                     (4,466)       (5,285)           (4,962) 
 Provisions                                     (255)          (20)             (256) 
 Current tax 
  liabilities                                   (111)         (191)              (56) 
 Accruals and deferred 
  income                                      (5,449)       (5,432)           (5,819) 
 Total current 
  liabilities                                (14,340)      (15,622)          (16,706) 
-------------------------------  ------  ------------  ------------      ------------ 
 Non-current 
  liabilities 
 Borrowings                         8         (3,600)       (2,475)           (2,025) 
 Obligations under 
  finance leases                                (204)         (379)             (319) 
 Deferred tax 
  liabilities                                   (122)         (396)             (170) 
 Non-current 
  provisions                                     (70)          (86)              (77) 
 Other non-current 
  liabilities                                    (94)         (111)              (85) 
 Retirement benefit 
  obligation                                  (6,683)       (4,975)           (6,035) 
 Total non-current 
  liabilities                                (10,773)       (8,422)           (8,711) 
-------------------------------  ------  ------------  ------------      ------------ 
 Total liabilities                           (25,113)      (24,044)   -      (25,417) 
-------------------------------  ------  ------------  ------------      ------------ 
 Net assets                                     5,416        12,892             8,850 
===============================  ======  ============  ============      ============ 
 Equity 
 Share capital                                  6,066         6,066             6,066 
 Share premium 
  account                                       6,396         6,396             6,396 
 Merger reserve                                 7,371         7,371             7,371 
 Translation 
  reserve                                       (212)         (139)             (214) 
 Other reserve                                  (358)         (358)             (358) 
 Retained earnings                           (13,847)       (6,444)          (10,411) 
 Equity attributable to shareholders 
  of the parent                                 5,416        12,892             8,850 
=======================================  ============  ============      ============ 
 
 

Condensed Consolidated Statement of Cash Flows

for the financial period ended 30 June 2013

 
 
                                                    6 months to                 Year 
                                                      30 June                  Ended 
                                            -------------------------- 
                                                    2013          2012   31 December 
                                             (unaudited)   (unaudited)          2012 
                                     Notes       GBP'000       GBP'000       GBP'000 
----------------------------------  ------  ------------  ------------  ------------ 
 Cash flows from operating 
  activities 
 Loss before tax (including 
  discontinued operations)                       (3,409)         (626)       (2,641) 
 Net finance costs                                   390           197           480 
 Depreciation and impairment 
  charge                                             493           556         1,004 
 Amortisation and impairment 
  charge                                             243           260         1,210 
 Loss/(profit) on sale of property, 
  plant and equipment                                169           (4)         (114) 
 Loss on sale 
  of businesses                                    2,153             -             - 
 Retirement benefit 
  obligation                                           -         (402)         (803) 
 (Decrease)/increase in 
  provisions                                         (8)          (27)           200 
 Cash generated/(used) in operations 
  before working capital movements                    31          (46)         (664) 
 Decrease in trade and other 
  receivables                                        276         1,517         3,438 
 (Increase)/decrease in inventories 
  and work in progress                             (578)            24           134 
 Increase/(decrease) in trade 
  and other payables                                 501       (2,163)       (4,854) 
 Cash generated/(used) in 
  operations                                         230         (668)       (1,946) 
 Interest paid                                      (90)          (66)         (239) 
 Interest received                                     3            26            34 
 Income tax paid                                   (208)         (238)         (396) 
 Net cash outflow from operating 
  activities                                        (65)         (946)       (2,547) 
----------------------------------  ------  ------------  ------------  ------------ 
 
 Net cash used in investing 
  activities 
 Purchase of intangible 
  assets                                            (48)          (64)         (149) 
 Purchase of property, plant 
  and equipment                                     (59)         (129)         (157) 
 Acquisition of subsidiary 
  undertakings net of cash 
  acquired                             9            (82)          (46)         (192) 
 Proceeds from sale of property, 
  plant, equipment and intangible 
  assets                                             504            45           393 
 Sale of businesses net 
  of expenses                                        159             -           400 
 Net cash inflow/(outflow) from 
  investing activities                               474         (194)           295 
------------------------------------------  ------------  ------------  ------------ 
 
 Net cash used in financing 
  activities 
 Proceeds from new 
  bank loan                                        4,000             -             - 
 Repayment of bank 
  loans                                          (2,925)       (5,450)       (5,900) 
 Repayments of obligations under 
  finance leases                                   (155)          (86)         (170) 
 Net cash inflow/(outflow) from 
  financing activities                               920       (5,536)       (6,070) 
------------------------------------------  ------------  ------------  ------------ 
 
 Net increase/(decrease) 
  in cash and cash equivalents                     1,329       (6,676)       (8,322) 
----------------------------------  ------  ------------  ------------  ------------ 
 
 Cash and cash equivalents at 
  beginning of period                            (3,613)         4,748         4,748 
 Effects of changes in foreign 
  exchange rates                                      29          (32)          (39) 
 Cash and cash equivalents 
  at end of period                               (2,255)       (1,960)       (3,613) 
----------------------------------  ------  ------------  ------------  ------------ 
 
 Cash and cash equivalents 
  comprise: 
 Cash and short term 
  deposits                                         1,170         1,673           888 
 Bank overdrafts                                 (3,425)       (3,633)       (4,501) 
                                                 (2,255)       (1,960)       (3,613) 
----------------------------------  ------  ------------  ------------  ------------ 
 
 

Notes to the Condensed Consolidated Interim Financial Statements

1. General information

The company is a public limited company incorporated and domiciled in the UK. The address of its registered office is 66 Clifton Street, London, EC2A 4HB.

The company is listed on the Alternative Investment Market ("AIM")

The condensed consolidated interim financial information does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The Group's consolidated financial statements for the year ended 31 December 2012 have been filed and the audit report was not qualified and did not contain a statement under section 498(2) or section 498(3) of the Companies Act 2006.

2. Basis of preparation

The condensed consolidated interim financial statements for the six months to 30 June 2013 have been prepared in accordance with the accounting policies which will be applied in the twelve months financial statements to 31 December 2013. These accounting policies are drawn up in accordance with International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and as adopted for use in the European Union that are effective at 30 June 2013.

The condensed consolidated interim financial statements are unaudited and have not been subject to review. They do not include all the information and disclosures required in the annual financial statements, and therefore should be read in conjunction with the Group's published financial statements as at 31 December 2012.

In accordance with IFRS 5, the prior year comparative figures for the six months to 30 June 2012 and the year ended 31 December 2012 have been restated to reflect discontinued operations reported in the Group's consolidated financial statements for the six months to 30 June 2013. The comparative figures for the year ended 31 December 2012 are not the Company's statutory accounts for that period but have been extracted from these accounts.

The Directors, having considered the Group's current financial resources, have concluded that they are adequate for the Group's present requirements. Thus the condensed consolidated interim financial information has been prepared on the going concern basis.

New accounting standards and interpretations are effective for the first time in the current period but have had no impact on the results or financial position of the Group. Furthermore, new standards, new interpretations and amendments to standards and interpretations that have been issued but are not effective for the current period have not been adopted early.

Estimates

Application of the Group's accounting policies in preparing condensed consolidated interim financial statements requires management to make judgements and estimates that affect the reported amount of assets and liabilities, revenues and expenses. Actual results may ultimately differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2012.

Risks and uncertainties

A summary of the Group's principal risks and uncertainties was provided on page 13 of the 2012 report and accounts. The Board considers these risks and uncertainties are still relevant to the current financial year and the impact of changes in the UK economy is reviewed in the Chairman's statement contained in this report.

3. Segmental information

Operating segments

For management purposes, the Group is organised into two operating divisions based on the type of products and services supplied by each business unit.

The principal activities of each segment are as follows:

ElecoSoft: Developer and supplier of resource management software, building project software, design and engineering software and 3D design software.

ElecoPrecast: Manufacturer and supplier of precast concrete rooms, retaining walls, terracing units and pre-stressed and precast retaining structures.

Central costs that cannot reasonably be allocated to the operating divisions are reported under Corporate.

 
 six months to 30 
  June 2013 (unaudited) 
 
 
                                                                                  Continuing 
                            ElecoSoft   ElecoPrecast   Corporate   Elimination    operations 
                           ----------  -------------  ----------  ------------  ------------ 
                              GBP'000        GBP'000     GBP'000       GBP'000       GBP'000 
 
 Revenue                        8,299          4,851           -             -        13,150 
 Inter-segment revenue              -              -           -             -             - 
 Total segment revenue          8,299          4,851           -             -        13,150 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 Adjusted operating 
  profit/(loss)                 2,223          (483)       (612)                       1,128 
 Product development          (1,264)            (1)           -                     (1,265) 
 Amortisation of 
  intangible assets             (197)           (46)           -                       (243) 
 Operating profit/(loss) 
  before exceptionals             762          (530)       (612)                       (380) 
 Restructuring costs                -            (2)         162                         160 
 Segment result                   762          (532)       (450)                       (220) 
 Net finance cost                                                                      (390) 
 Loss before tax                                                                       (610) 
 Tax                                                                                    (57) 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 Loss after tax                                                                        (667) 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 
 six months to 30 
  June 2012 (unaudited) 
 
 
                                                                                  Continuing 
                            ElecoSoft   ElecoPrecast   Corporate   Elimination    operations 
                           ----------  -------------  ----------  ------------  ------------ 
                              GBP'000        GBP'000     GBP'000       GBP'000       GBP'000 
 
 Revenue                        8,207          5,292           -             -        13,499 
 Inter-segment revenue             37              -           -          (37)             - 
 Total segment revenue          8,244          5,292           -          (37)        13,499 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 Adjusted operating 
  profit/(loss)                 2,227          (236)       (444)                       1,547 
 Product development          (1,118)            (1)           -                     (1,119) 
 Amortisation of 
  intangible assets             (206)           (54)           -                       (260) 
 Operating profit/(loss) 
  before exceptionals             903          (291)       (444)                         168 
 Restructuring costs              (1)          (220)        (62)                       (283) 
 Segment result                   902          (511)       (506)                       (115) 
 Net finance cost                                                                      (212) 
 Loss before tax                                                                       (327) 
 Tax                                                                                   (127) 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 Loss after tax                                                                        (454) 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 
 twelve months to 31 December 
  2012 (restated) 
 
 
                                                                                  Continuing 
                            ElecoSoft   ElecoPrecast   Corporate   Elimination    operations 
                           ----------  -------------  ----------  ------------  ------------ 
                              GBP'000        GBP'000     GBP'000       GBP'000       GBP'000 
 
 Revenue                       15,779          9,051           -             -        24,830 
 Inter-segment revenue             42              7           -          (49)             - 
 Total segment revenue         15,821          9,058           -          (49)        24,830 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 Adjusted operating 
  profit/(loss)                 4,176          (245)       (872)                       3,059 
 Product development          (2,024)            (4)           -                     (2,028) 
 Amortisation of 
  intangible assets             (359)          (110)        (59)                       (528) 
 Operating profit/(loss) 
  before exceptionals           1,793          (359)       (931)                         503 
 Impairment charges                 -           (46)           -                        (46) 
 Restructuring costs            (152)          (874)       (377)                     (1,403) 
 Segment result                 1,641        (1,279)     (1,308)                       (946) 
 Net finance cost                                                                      (493) 
 Loss before tax                                                                     (1,439) 
 Tax                                                                                      79 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 Loss after tax                                                                      (1,360) 
-------------------------  ----------  -------------  ----------  ------------  ------------ 
 
 
 

Geographical segments

Segment revenue by geographical segment represents revenue from external customers based on the geographical location of the customer.

 
 
                                              Year 
                                             ended 
                    6 months to 30 
                          June         31 December 
                  ------------------ 
                      2013      2012          2012 
                   GBP'000   GBP'000       GBP'000 
----------------  --------  --------  ------------ 
 
 UK                  6,651     7,079        12,482 
 Scandinavia         4,364     4,389         8,209 
 Germany             1,215     1,189         2,181 
 Rest of Europe        768       745         1,707 
 Rest of World         152        97           251 
                    13,150    13,499        24,830 
                  --------  --------  ------------ 
 
 

4. Discontinued operations

During the six months to 30 June 2013, the Group sold the following business units within its ElecoBuild division and they are no longer part of the Group:

 
 SpeedDeck Building            May 
  Systems             sold    2013 
                               May 
 Downer Cladding      sold    2013 
                               May 
 Prompt Profiles      sold    2013 
 Stramit Panel                 May 
  Products            sold    2013 
-------------------  -----  ------ 
 

All of these businesses have been presented as discontinued operations in the income statement and the management are of the view that this presentation of information enables the users of the financial statements to understand the financial effects of these operations no longer being part of the Group.

The results from discontinued operations which have been included in the income statement are set out below:

 
 
                                                  Year ended 
                              6 months to 30 
                                    June         31 December 
                            ------------------ 
                                2013      2012          2012 
                             GBP'000   GBP'000       GBP'000 
--------------------------  --------  --------  ------------ 
 Revenue                       3,234     4,860         9,375 
 Cost of sales               (2,918)   (3,708)       (7,193) 
 Gross profit                    316     1,152         2,182 
 Distribution 
  costs                        (222)     (315)         (623) 
 Administrative expenses       (635)   (1,118)       (2,745) 
 Other operating 
  costs                        (105)      (33)          (28) 
 Operating 
  loss                         (646)     (314)       (1,214) 
 Finance income                    -        15            13 
 Loss before 
  tax                          (646)     (299)       (1,201) 
 Taxation on discontinued 
  operations                       -     (106)         (186) 
 Loss for the period 
  from discontinued 
  operations                   (646)     (405)       (1,387) 
--------------------------  --------  --------  ------------ 
 
 

The net loss from the disposal of the business units listed above and included in the income statement are set out below:

 
 
                                                     Year ended 
                                 6 months to 30 
                                       June         31 December 
                               ------------------ 
                                   2013      2012          2012 
                                GBP'000   GBP'000       GBP'000 
  ---------------------------  --------  --------  ------------ 
 
 Consideration on disposals         200         -             - 
 Net assets 
  on disposals                  (1,909)         -             - 
 Goodwill impairment 
  on disposal                     (404)         -             - 
 Other disposal 
 costs                             (40)         -             - 
 Loss on business disposals 
  before tax                    (2,153)         -             - 
 
 Tax on disposal of 
  discontinued operations             -         -             - 
 Loss on business disposals 
  after tax                     (2,153)         -             - 
-----------------------------  --------  --------  ------------ 
 
 

The cash flows from discontinued operations and included in the consolidated statement of cash flows are set out below:

 
 
                                      Year ended 
                  6 months to 30 
                        June         31 December 
                ------------------ 
                    2013      2012          2012 
                 GBP'000   GBP'000       GBP'000 
 -------------  --------  --------  ------------ 
 Operating 
 activities        (651)     (979)       (1,773) 
 Investing 
 activities         (11)      (38)          (52) 
 Financing 
 activities         (46)       (8)          (17) 
 Total cash 
  flows            (708)   (1,025)       (1,842) 
--------------  --------  --------  ------------ 
 
 
 

5. Exceptional items

Exceptional items represent costs considered necessary to be separately disclosed by virtue of their size or nature.

 
 
                                                      Year ended 
                                  6 months to 30 
                                        June         31 December 
                                ------------------ 
                                    2013      2012          2012 
                                 GBP'000   GBP'000       GBP'000 
------------------------------  --------  --------  ------------ 
 
 Impairment of intangible 
  assets                               -         -           550 
 Impairment of property, 
  plant and equipment                  -         -             7 
 Restructuring 
  costs                                2       283           517 
 Profit on disposal of 
  land                             (384)         -             - 
 Pension scheme restructuring 
  costs                              222         -           375 
                                   (160)       283         1,449 
                                --------  --------  ------------ 
 
 

Restructuring costs, mainly in the UK, relate to employee redundancy costs. Legal and professional fees associated with setting up the pension scheme contribution holiday are reported under pension scheme restructuring costs.

6. Net finance (cost)/income

Finance income and costs from continuing operations is set out below:

 
 
                                                         Year ended 
                                       6 months to 
                                         30 June        31 December 
                                   ------------------ 
                                       2013      2012          2012 
                                    GBP'000   GBP'000       GBP'000 
---------------------------------  --------  --------  ------------ 
 Finance income 
  Bank and other interest 
   receivable                             3        24            19 
 Finance costs 
  Bank overdraft and 
   loan interest                      (156)      (89)         (221) 
  Finance leases and 
   hire purchase contracts             (11)      (12)          (22) 
  Net return on pension 
   scheme assets and liabilities      (226)     (135)         (269) 
 Total net 
  finance cost                        (390)     (212)         (493) 
---------------------------------  --------  --------  ------------ 
 
 

7. Loss per share

The calculations of the loss per share are based on the total loss after tax attributable to ordinary equity shareholders of the Company and the weighted average number of shares in issue for the reporting period.

 
 
                                                                        Year ended 
                                     6 months to 30 
                                           June                        31 December 
                           ---------------------------------- 
                                      2013               2012                 2012 
-------------------------  ---------------      -------------      --------------- 
 
 Loss after taxation        GBP(3,466,000)       GBP(859,000)       GBP(2,747,000) 
 
 Weighted average number 
  of shares in issue in 
  the period                    59,761,646         59,761,646           59,761,646 
 Dilutive effect 
  of share options                       -                  -                    - 
 Number of shares for 
  diluted earnings per 
  share                         59,761,646         59,761,646           59,761,646 
-------------------------  ---------------      -------------      --------------- 
 
 Loss per share 
  - basic and 
  diluted 
 Continuing operations               (1.1)   p          (0.8)   p            (2.3)   p 
 Discontinued 
  operations                         (4.7)   p          (0.7)   p            (2.3)   p 
 Total operations                    (5.8)   p          (1.5)   p            (4.6)   p 
-------------------------  ---------------      -------------      --------------- 
 
 

There is no dilution in the loss per share calculation at 30 June 2013 due to the loss for the period. The diluted loss per share is the same as the basic loss per share for the current period.

8. Borrowings

The bank loans and overdrafts are repayable as follows:

 
 
                     at 30 June   at 30 June   at 31 December 
                           2013         2012             2012 
                        GBP'000      GBP'000          GBP'000 
 In one year 
 or less                  3,825        4,533            5,401 
 Between one and 
  two years                 400          900              900 
 Between two and 
  five years              3,200        1,575            1,125 
 More than five 
  years                       -            -                - 
                          7,425        7,008            7,426 
 -----------------  -----------  -----------  --------------- 
 
 

9. Acquisitions

On 17 April 2013 the Group acquired the business and certain assets of Wagemeyer, of Germany, enhancing its range of staircase engineering software for a total consideration of GBP64,000. The consideration comprised the payment of GBP42,000 in cash from the Group's existing resources and deferred consideration of GBP22,000 payable over a three year period.

An analysis of the provisional fair value of the Wagemeyer net assets acquired and the fair value of the consideration paid is set out below:

 
 
                                          Fair   Provisional 
                           Book          value          fair 
                          value    adjustments         value 
                        GBP'000        GBP'000       GBP'000 
---------------------  --------  -------------  ------------ 
 
 Intangible 
  assets                     30              -            30 
 Property, plant and 
  equipment                   4              -             4 
                             34              -            34 
 
 Net assets                  34              -            34 
 
 Goodwill                                                 30 
 
 Total consideration                                      64 
---------------------  --------  -------------  ------------ 
 
 Satisfied 
  by: 
 Cash                                                     42 
 Deferred purchase 
  consideration                                           22 
                                                          64 
---------------------  --------  -------------  ------------ 
 
 

Intangible assets relates to the value attributed to the customer list acquired as part of the acquisition of the business.

Goodwill contains certain intangible assets that cannot be individually, separately and reliably measured from the acquiree due to their nature. These items include the value of the management and workforce together with synergies that are expected to be gained from being part of the Group.

In addition to the cash consideration paid for Wagemeyer in the period, GBP40,000 of deferred consideration was paid for Novator Projekstyrning AB, of Sweden, acquired in 2012.

10. Related Party Disclosures

Transactions between Group undertakings, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

With the exception of M L Turner, the Directors of the Company had no material transactions with the Company during the six months to 30 June 2013, other than a result of service agreements. An amount of GBP62,000 (2012: GBP73,000) was paid to Shoremountain Ltd of which M L Turner is a director. This was paid under the terms of a consultancy arrangement by the Group.

An amount of GBP18,000 (2012: GBP12,500) was paid to JHB Ketteley &Co Limited under a lease for occupation by the Group of 66 Clifton Street, London, EC2A 4HB.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR FMGMLNLRGFZM

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