TIDMELCO

RNS Number : 8012S

Eleco PLC

29 September 2014

29 September 2014

ELECO plc

("ELECO" or "the Company")

Results for the six months ended 30 June 2014

"ELECO recovery begins: refinanced, re-banked and back to profit"

Performance from Continuing Operations

-- Group turnover from continuing operations up was 4% higher at GBP8.6m (2013 restated: GBP8.3m) despite an adverse foreign exchange impact of GBP497,000 due to the weakness of the Euro and Swedish Krona against Sterling in the period.

-- Group operating profit of continuing operations was GBP676,000 (2013: restated: GBP399,000), an increase of 69 per cent after development costs expensed of GBP1.1m (2013: GBP1.3m); development costs totalling GBP313,000 were capitalised in the period, pursuant to IAS 38 (2013: Nil).

-- Profit before tax of continuing operations for the six month period was substantially higher at GBP530,000 (2013 restated: GBP230,000).

-- Earnings per share of continuing operations, basic and diluted were 0.7p (2013 restated: 0.3p).

-- EBITDA from continuing operations was GBP1.0m (2013 restated: GBP0.7m), an increase of 43 per cent.

Refinancing and Re-banking

-- 3,028,405 Ordinary Shares of 10p each of ELECO were issued by way of subscription at 20.75p per share in June 2014 and raised GBP628,394 of equity capital. An additional 11,180,483 Ordinary Shares of 10p each of ELECO were subsequently issued by way of subscription also at 20.75p each and raised GBP2,319,948 of equity capital. The total number of Ordinary Shares issued by share subscription was 14,208,888 and the total amount raised was GBP2,948,342, which was used to reduce bank borrowings.

-- The refinancing and re-banking of ELECO's UK operations with Barclays Bank was completed in the period under review on significantly more favourable terms than our previous banking arrangements with Lloyds Banking Group and as a consequence, ELECO is already benefiting from substantially reduced financing costs due to its significantly reduced gearing and cost of funds.

-- Group net bank borrowings at 30 June 2014 were GBP3.3m (31 December 2013: GBP4.3m) and are forecast to reduce to GBP2.2m on 1 October 2014.

-- Proposals for the necessary restructuring of ELECO's balance sheet, which would be an essential pre-requisite to permitting a resumption of dividend payments when appropriate, will shortly be put to shareholders for their approval.

Executive Chairman, John Ketteley commented:

"The pressures of having to deal with the restructuring and refinancing of ELECO are now behind us and ELECO has emerged as a profitable specialist provider of software and technology to the construction industry in the UK, Germany and Sweden, where its development teams and operational centres of excellence are located."

"I am pleased to say that with the support of our shareholders, together with the positive approach of Barclays Bank, we have been able to complete our restructuring and re-banking, which has significantly strengthened our finances. We have also put considerable effort into improving our software offering across the Group. In the UK, we are launching the Asta's new Powerproject BIM programme, which has been very well received in pre-launch demonstrations and trials; in Germany we shall shortly be marketing Arcon(R) Next Generation, a 3D architectural visualisation software programme, which has a 3D printing capability; and in Sweden, Consultec ByggProgram is nearing completion of a comprehensive overhaul and upgrade of its market leading Bidcon(R),estimation software programme. Sentiment in the UK market for our software products continues to improve; and our German and Swedish colleagues have recently reported some improvement in sentiment in their respective markets."

"Despite the difficulties that confronted the Group in the past few years, our software interests have been consistently profitable and following the successful restructuring and refinancing of the Group earlier this year and the positive approach we received from our bankers, Barclays Bank, together with support from our shareholders, customers and employees, I believe that ELECO is now well placed to realise its full potential."

 
 For further information please 
  contact: 
 
 ELECO plc                           http://www.eleco.com 
 John Ketteley, Executive Chairman   Tel: 0207 422 8000 
 Nick Caw, Chief Executive           Tel: 0207 422 8000 
 
 Peckwater PR 
 Tarquin Edwards                     Tel: 07879 458 364 / 0207 808 
                                      7340 
 
 Cenkos Securities plc 
 Nicholas Wells / Callum Davidson    Tel: 0207 397 8900 
 

Chairman's statement

Revenue from our software interests amounted to GBP8.6m in the six months ended 30 June 2014 compared with GBP8.3m for the comparable period last year, a rise of 4 per cent., despite a significant weakening in the exchange rate of the Swedish Krona and the Euro against Sterling in the period under review. Adjusting for the adverse foreign exchange impact of GBP497,000, Group revenue at constant exchange rates would have been GBP9.1m.

Software development costs in the period under review increased to GBP1.39m, of which GBP313,000 of costs were capitalised in compliance with International Accounting Standard 38. Of the amount capitalised GBP252,000 relates to our latest Asta Powerproject BIM software and the balance of GBP61,000 relates to the Arcon Next Generation architectural 3D visualisation software. The Asta Powerproject BIM software programme has already been extensively demonstrated and reviewed by Asta User Groups across the UK. It has been very well received and will be launched on the market by Asta in the last quarter of 2014. I would like to thank all my colleagues who have been involved in the development of this outstanding programme for their contribution to the project and its development. It is anticipated that Arcon Next Generation architectural 3D visualisation software will be launched later this year and both programmes will be demonstrated at the upcoming Bau Show in Munich.

It was vital that such an important new product would satisfy our customers' requirements and therefore, before starting its development, Asta took extensive soundings from our customers to ascertain exactly what they needed in the new Asta Powerproject BIM programme in the new "BIM Environment". Thus Asta's UK customers and partners played a very important role in the development of Asta Powerproject BIM and I very much hope that Asta will have succeeded in meeting their requirements. I would also like to take this opportunity to thank those customers and partners, who provided Asta with constructive comments, views and support throughout the Asta Powerproject BIM development process, for their invaluable input. Likewise, I would like also to thank our German colleagues and customers for their respective contributions to the development of Arcon Next Generation, the latest version of this market leading 3D architectural visualisation software in Germany, which we shall also be launching in other markets worldwide as well as in its home market.

Profits in our UK software operations in the period under review were higher than those in the comparable period last year, although profits in the period of our Swedish and German-based software businesses were lower partly due to weaker demand in their respective markets, and partly due to the continuing weakness of the Swedish Krona and the Euro against Sterling in the period.

Group operating profit in the period under review amounted to GBP676,000 (2013: GBP399,000) after development cost expensed of GBP1.1m (2013: GBP1.3m). Pursuant to IAS 38, product development costs of GBP313,000 in the period were capitalised (2013: nil). Group Operating profit at constant exchange rates would have been GBP687,000 compared with Group operating profit as reported of GBP676,000.

Refinancing

I am pleased to report that the UK Group's re-banking with Barclays Bank was successfully completed during the period under review. The new facilities provide ELECO with a platform from which its businesses can grow in line with ELECO's strategy. In addition, the share subscription process was completed in August and raised a total of GBP2.95m of additional equity funding from the issue of new shares. To date, these funds have been used to reduce the level of the Group's borrowings and its financing costs.

Balance Sheet Reconstruction Proposal

Shareholders will shortly receive a Notice of a General meeting setting out proposals for a Scheme to restructure the Company's Balance Sheet and reserves, for their consideration, and if thought fit, their approval. Subject to approval by the necessary majority of Shareholders in General Meeting, the Scheme will then be submitted to the Court for its approval, which if granted, would permit the resumption of dividends payments, as and when appropriate,

Dividends

As mentioned above, the Board will not be in a position to declare or recommend the payment of dividends until the Balance Sheet Reconstruction Proposals have been approved by Shareholders and approved by the Court. However, on the basis that the proposals are approved and become effective, it would be the Board's intention to resume the payment of dividends when it considers it to be appropriate and prudent to do so. It would be the Board's intention on the resumption of dividend payments to indicate the policy that it intends to adopt regarding the future recommendation or payment of dividends to shareholders.

ELECO Retirement and Benefits Scheme

In the period since my last statement, the Group has de-recognised the pension scheme liability related to the ELECO Retirement and Benefits Scheme ("ERBS") and related deferred tax asset from the Group balance sheet, which has resulted in an increase in the Group net assets of GBP6.9m compared to 31 December 2013.

The ERBS is currently in an assessment period with the Pension Protection Fund ("PPF") after which, in the absence of unforeseen circumstances, the ERBS would transfer to the PPF and members of the ERBS would be entitled to PPF compensation. The ERBS liability is recognised as a contingent liability as at 30 June 2014, pending confirmation that the ERBS has completed its PPF assessment period and the PPF has assumed liability for paying compensation to the members.

New Director

I would like to take this opportunity to welcome Nick Caw, as our newly appointed Chief Executive Officer, who joins us from Microsoft UK. He previously worked with us at ELECO for a number of years and during that period, he was an important contributor to the formation of our successful software interests. We welcome him back and wish him well in his endeavours.

Outlook

The pressures of having to deal with the restructuring and refinancing are now behind us and ELECO has emerged as a profitable specialist provider of software and technology to the construction industry in the UK, in Germany and in Sweden, where its development teams and operational centres of excellence are located. Sentiment in our market in the UK continues to improve and our German and Swedish colleagues have also recently reported some improvement in sentiment in their respective markets.

Despite the difficulties that confronted the Group in the past few years, our software interests have been consistently profitable and following the successful restructuring and refinancing of the Group earlier this year and the positive response we received from our bankers, Barclays Bank, together with support from our shareholders, customers and employees, I believe that ELECO is now well placed to realise its full potential.

John Ketteley

Executive Chairman

29 September 2014

Condensed Consolidated Income Statement

for the financial period ended 30 June 2014

 
 
                                               six months to 30 June            Year Ended 
                                           ----------------------------- 
                                                                    2013       31 December 
                                                              (unaudited 
                                                   2014                -        (restated) 
                                            (unaudited)        restated)              2013 
                                    Notes       GBP'000          GBP'000           GBP'000 
---------------------------------  ------  ------------      -----------      ------------ 
 Continuing operations 
 Revenue                              3           8,617            8,299            16,318 
 Cost of 
  sales                                         (1,356)          (1,215)           (2,189) 
 Gross profit                                     7,261            7,084            14,129 
 
 Administrative 
  expenses                                      (6,585)          (6,685)          (13,148) 
 Profit from operations               4             676              399               981 
 
 Finance income                       5               2                3                10 
 Finance 
  cost                                5           (142)            (167)             (367) 
 Profit before tax                                  536              235               624 
 Tax                                               (97)             (57)             (174) 
 Profit for the financial 
  period from continuing 
  operations                                        439              178               450 
 
 Profit/(loss) for the financial 
  period from discontinued 
  operations                          6           5,960          (3,644)          (10,668) 
 
 Profit/(Loss) for the financial 
  period                                          6,399          (3,466)          (10,218) 
---------------------------------  ------  ------------      -----------      ------------ 
 
 Attributable to: 
 Equity holders 
  of the parent                                   6,399          (3,466)          (10,218) 
---------------------------------  ------  ------------      -----------      ------------ 
 
 Profit per share - basic 
  and diluted 
 Continuing operations                7             0.7   p          0.3   p           0.8   p 
 Discontinued operations 
  before exceptionals                 7           (0.4)   p        (6.1)   p        (17.9)   p 
                                                    0.3   p        (5.8)   p        (17.1)   p 
 Discontinued operations 
  exceptionals                        7            10.4   p            -   p             -   p 
 Total operations                                  10.7   p        (5.8)   p        (17.1)   p 
---------------------------------  ------  ------------      -----------      ------------ 
 
 

Condensed Consolidated Statement of Comprehensive Income

for the financial period ended 30 June 2014

 
 
                                           6 months to 30 June 
                                        ------------------------- 
                                                             2013    Year Ended 
                                                       (unaudited 
                                                2014            -   31 December 
                                         (unaudited)    restated)          2013 
                                             GBP'000      GBP'000       GBP'000 
 -------------------------------------  ------------  -----------  ------------ 
 Profit/(loss) 
  for the period                               6,399      (3,466)      (10,218) 
 
 Other comprehensive income 
 Items that will not be reclassified 
  subsequently to profit or loss: 
 Actuarial loss on retirement 
  benefit obligation                               -        (354)         (787) 
 Deferred tax on retirement 
  benefit obligation                               -           81           159 
 Other gains/(losses) on retirement 
  benefit obligation                               -          303         (350) 
 Disposal of subsidiaries                      (162)            -             - 
                                               (162)           30         (978) 
 Items that will be reclassified 
  subsequently to profit or loss: 
 Translation differences 
  on foreign operations                           39            2           (7) 
 Other comprehensive income 
  net of tax                                   (123)           32         (985) 
 
 Total comprehensive income for 
  the period                                   6,276      (3,434)      (11,203) 
--------------------------------------  ------------  -----------  ------------ 
 
 Attributable 
  to: 
 Equity holders 
  of the parent                                6,276      (3,434)      (11,203) 
--------------------------------------  ------------  -----------  ------------ 
 
 

Condensed Consolidated Statement of Changes in Equity

for the financial period ended 30 June 2014

 
 
                                       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 2014                     6,066      6,396      4,086         (221)      (358)    (18,322)    (2,353) 
 
 Issue of share capital                  303        325          -             -          -           -        628 
 Transactions with owners                303        325          -             -          -           -        628 
                                   ---------  ---------  ---------  ------------  ---------  ----------  --------- 
 
 Profit for the period                     -          -          -             -          -       6,399      6,399 
 Other comprehensive income: 
 Disposal of subsidiaries                  -          -          -             -          -       (162)      (162) 
 Exchange differences on 
  translation of net investments 
  in foreign operations                    -          -          -            39          -           -         39 
 Total comprehensive income 
  for the period                           -          -          -            39          -       6,237      6,276 
                                   ---------  ---------  ---------  ------------  ---------  ----------  --------- 
 
 At 30 June 2014 (unaudited)           6,369      6,721      4,086         (182)      (358)    (12,085)      4,551 
                                   =========  =========  =========  ============  =========  ==========  ========= 
 
 
 
                                       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 
  losses                                   -          -          -             -          -          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 2013                     6,066      6,396      7,371         (214)      (358)    (10,411)      8,850 
 Reclassification of merger 
  reserve on business disposals            -          -    (3,285)             -          -       3,285          - 
 Transactions with owners                  -          -    (3,285)             -          -       3,285          - 
                                   ---------  ---------  ---------  ------------  ---------  ----------  --------- 
 
 Loss for the period                       -          -          -             -          -    (10,218)   (10,218) 
 Other comprehensive income: 
 Actuarial loss on defined 
  benefit pension scheme 
  net of tax and other scheme 
  losses                                   -          -          -             -          -       (978)      (978) 
 Exchange differences on 
  translation of net investments 
  in foreign operations                    -          -          -           (7)          -           -        (7) 
 Total comprehensive income 
  for the period                           -          -          -           (7)          -    (11,196)   (11,203) 
                                   ---------  ---------  ---------  ------------  ---------  ----------  --------- 
 
 At 31 December 2013                   6,066      6,396      4,086         (221)      (358)    (18,322)    (2,353) 
                                   =========  =========  =========  ============  =========  ==========  ========= 
 
 

Condensed Consolidated Balance Sheet

at 30 June 2014

 
 
                                                   30 June 
                                         -------------------------- 
                                                 2014          2013       31 December 
                                          (unaudited)   (unaudited)              2013 
                                  Notes       GBP'000       GBP'000           GBP'000 
-------------------------------  ------  ------------  ------------      ------------ 
 Non-current assets 
 Goodwill                                      10,620        12,676            10,690 
 Other intangible 
  assets                                        1,601         1,743             1,462 
 Property, plant and equipment                    617         6,218               589 
 Deferred tax assets                9               -         1,538             1,548 
 Total non-current assets                      12,838        22,175            14,289 
-------------------------------  ------  ------------  ------------      ------------ 
 Current assets 
 Inventories                                       23           903                17 
 Trade and other receivables                    2,592         5,324             4,447 
 Current tax assets                               116           157               281 
 Cash and cash equivalents                      1,127         1,170               770 
 Other current assets                               -           800               474 
 Assets of disposal 
  group                                           764             -             3,459 
 Total current assets                           4,622         8,354             9,448 
-------------------------------  ------  ------------  ------------      ------------ 
 Total assets                                  17,460        30,529            23,737 
-------------------------------  ------  ------------  ------------      ------------ 
 Current liabilities 
 Bank overdraft                     8         (3,329)       (3,425)           (3,783) 
 Borrowings                         8         (1,125)         (400)           (1,325) 
 Obligations under finance 
  leases                                        (222)         (234)             (247) 
 Trade and other payables                     (2,034)       (4,466)           (3,214) 
 Provisions                                     (302)         (255)             (786) 
 Current tax liabilities                          (5)         (111)              (49) 
 Accruals and deferred 
  income                                      (5,157)       (5,449)           (5,643) 
 Liabilities of disposal 
  group                                             -             -           (2,694) 
 Total current liabilities                   (12,174)      (14,340)          (17,741) 
-------------------------------  ------  ------------  ------------      ------------ 
 Non-current liabilities 
 Borrowings                         8               -       (3,600)                 - 
 Obligations under finance 
  leases                                        (265)         (204)             (195) 
 Deferred tax liabilities                       (192)         (122)             (149) 
 Non-current provisions                         (177)          (70)             (195) 
 Other non-current liabilities                  (101)          (94)              (72) 
 Retirement benefit obligation      9               -       (6,683)           (7,738) 
 Total non-current liabilities                  (735)      (10,773)           (8,349) 
-------------------------------  ------  ------------  ------------      ------------ 
 Total liabilities                           (12,909)      (25,113)   -      (26,090) 
-------------------------------  ------  ------------  ------------      ------------ 
 Net assets                                     4,551         5,416           (2,353) 
===============================  ======  ============  ============      ============ 
 Equity 
 Share capital                                  6,369         6,066             6,066 
 Share premium account                          6,721         6,396             6,396 
 Merger reserve                                 4,086         7,371             4,086 
 Translation reserve                            (182)         (212)             (221) 
 Other reserve                                  (358)         (358)             (358) 
 Retained earnings                           (12,085)      (13,847)          (18,322) 
 Equity attributable to shareholders 
  of the parent                                 4,551         5,416           (2,353) 
=======================================  ============  ============      ============ 
 
 

Condensed Consolidated Statement of Cash Flows

for the financial period ended 30 June 2014

 
 
                                                    6 months to 30 
                                                          June              Year Ended 
                                              -------------------------- 
                                                      2014          2013   31 December 
                                               (unaudited)   (unaudited)          2013 
                                       Notes       GBP'000       GBP'000       GBP'000 
------------------------------------  ------  ------------  ------------  ------------ 
 Cash flows from operating 
  activities 
 Profit/(loss) before tax (including 
  discontinued operations)                             306       (1,256)       (4,751) 
 Net finance costs                                     146           390           622 
 Depreciation and impairment 
  charge                                               101           493           869 
 Amortisation and impairment 
  charge                                               245           243           514 
 Loss on sale of property, 
  plant and equipment                                    3           169           210 
 (Decrease)/increase in provisions                   (501)           (8)           648 
 Cash generated/(used) in operations 
  before working capital movements                     300            31       (1,888) 
 Decrease in trade and other 
  receivables                                        1,019           276           769 
 Increase in inventories and 
  work in progress                                     (8)         (578)           (4) 
 (Decrease)/increase in trade and 
  other payables                                     (172)           501         (234) 
 Net (Increase)/decrease in discontinued 
  operations working capital                         (101)             -         1,730 
 Cash generated/(used) in 
  operations                                         1,038           230           373 
 Interest 
  paid                                               (174)          (90)         (297) 
 Interest received                                       3             3             2 
 Net income tax received/(paid)                         57         (208)         (464) 
 Net cash inflow/(outflow) from operating 
  activities                                           924          (65)         (386) 
--------------------------------------------  ------------  ------------  ------------ 
 
 Net cash used in investing 
  activities 
 Purchase of intangible 
  assets                                             (391)          (48)          (78) 
 Purchase of property, plant 
  and equipment                                       (17)          (59)         (287) 
 Acquisition of subsidiary 
  undertakings net of cash 
  acquired                                               -          (82)         (110) 
 Proceeds from sale of property, 
  plant, equipment and intangible 
  assets                                                15           503         3,047 
 Sale of businesses net of 
  expenses                                               -           160           274 
 Net cash (outflow)/inflow from investing 
  activities                                         (393)           474         2,846 
--------------------------------------------  ------------  ------------  ------------ 
 
 Net cash used in financing 
  activities 
 Proceeds from new 
  bank loan                                              -         4,000         4,000 
 Repayment of bank 
  loans                                              (200)       (2,925)       (5,600) 
 Repayments of obligations under 
  finance leases                                      (91)         (155)         (259) 
 Issue of share capital                  7             628             -             - 
 Net cash inflow/(outflow) from financing 
  activities                                           337           920       (1,859) 
--------------------------------------------  ------------  ------------  ------------ 
 
 Net increase in cash and 
  cash equivalents                                     868         1,329           601 
------------------------------------  ------  ------------  ------------  ------------ 
 
 Cash and cash equivalents at beginning 
  of period                                        (3,013)       (3,613)       (3,613) 
 Effects of changes in foreign 
  exchange rates                                      (57)            29           (1) 
 Cash and cash equivalents 
  at end of period                                 (2,202)       (2,255)       (3,013) 
------------------------------------  ------  ------------  ------------  ------------ 
 
 Cash and cash equivalents 
  comprise: 
 Cash and short term 
  deposits                                           1,127         1,170           770 
 Bank overdrafts                                   (3,329)       (3,425)       (3,783) 
                                                   (2,202)       (2,255)       (3,013) 
------------------------------------  ------  ------------  ------------  ------------ 
 
 

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 2013 have been filed and the auditors' 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 2014 have been prepared in accordance with the accounting policies which will be applied in the twelve months financial statements to 31 December 2014. 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 2014.

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 2013.

In accordance with IFRS 5, the prior year comparative figures for the six months to 30 June 2013 and the year ended 31 December 2013 have been restated to reflect discontinued operations reported in the Group's consolidated financial statements for the six months to 30 June 2014. The comparative figures for the year ended 31 December 2013 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 the 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 have changed to those that applied to the consolidated financial statements for the year ended 31 December 2013. This change relates to de-recognition of the retirement benefit obligation and the associated deferred tax asset during the six months to 30 June 2014.

Risks and uncertainties

A summary of the Group's principal risks and uncertainties was provided on page 19 of the 2013 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. Revenue

Revenue from continuing operations disclosed in the income statement is analysed as follows:

 
 
                                                                 Year ended 
                                       six months to 30 June    31 December 
                                     ------------------------ 
                                            2014         2013          2013 
                                         GBP'000      GBP'000       GBP'000 
-----------------------------------  -----------  -----------  ------------ 
 
 Licence sales                             2,246        2,033         4,003 
 Recurring maintenance and support 
  revenue                                  3,657        3,683         7,319 
 Services income                           2,714        2,583         4,996 
                                           8,617        8,299        16,318 
                                     -----------  -----------  ------------ 
 
 

4. Segmental information

Operating segments

The Group comprises of software business activity only and as such the information is presented in line with management information.

 
 
                                                             Year ended 
                                   six months to 30 June    31 December 
                                 ------------------------ 
                                        2014         2013          2013 
                                    Software     Software      Software 
                                     GBP'000      GBP'000       GBP'000 
 Revenue                               8,617        8,299        16,318 
-------------------------------  -----------  -----------  ------------ 
 
 Adjusted operating profit             2,001        1,861         3,955 
 Product development                 (1,080)      (1,265)       (2,598) 
 Amortisation of intangible 
  assets                               (245)        (197)         (376) 
 Operating profit                        676          399           981 
 Net finance cost                      (140)        (164)         (357) 
 Segment profit before 
  tax                                    536          235           624 
 Tax                                    (97)         (57)         (174) 
------------------------------- 
 Segment profit after 
  tax                                    439          178           450 
-------------------------------  -----------  -----------  ------------ 
 
 Development costs capitalised         (313)            -             - 
-------------------------------               -----------  ------------ 
 Total development costs             (1,393)      (1,265)       (2,598) 
-------------------------------  -----------  -----------  ------------ 
 
 

Development project costs are expensed as incurred unless they meet the accounting policy requirements for capitalisation. The projects capitalised in the six months to 30 June 2014 are explained in the Chairman's Statement and the accounting policy requirements are set out on page 34 of the 2013 report and accounts.

Geographical segments

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

 
 
                                              Year ended 
                    six months to 30 June    31 December 
                  ------------------------ 
                         2014         2013          2013 
                      GBP'000      GBP'000       GBP'000 
----------------  -----------  -----------  ------------ 
 
 UK                     2,124        1,800         3,598 
 Scandinavia            4,350        4,364         8,333 
 Germany                1,111        1,215         2,428 
 Rest of Europe           829          768         1,666 
 Rest of World            203          152           293 
                        8,617        8,299        16,318 
                  -----------  -----------  ------------ 
 
 

5. Net finance (cost)/income

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

 
 
                                                              Year ended 
                                         six months to 30 
                                               June          31 December 
                                       ------------------- 
                                            2014      2013          2013 
                                         GBP'000   GBP'000       GBP'000 
-------------------------------------  ---------  --------  ------------ 
 Finance income 
  Bank and other interest receivable           2         3            10 
 Finance costs 
  Bank overdraft and loan interest         (134)     (156)         (350) 
  Finance leases and hire purchase 
   contracts                                 (8)      (11)          (17) 
 Total net finance 
  cost                                     (140)     (164)         (357) 
-------------------------------------  ---------  --------  ------------ 
 
 

6. Discontinued operations

Non-recurring corporate overhead costs which are attributable to the restructuring of the Group in the six months to 30 June 2014 are reported under discontinued operations.

The de-recognition of the pension scheme liability related to the he ELECO Retirement and Benefits Scheme (ERBS) and the associated deferred tax is reported under discontinued operations as an exceptional item. Further information on the ERBS is set out in note 9 and on page 51 of the 2013 report and accounts.

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 
                                         ---------------------- 
                                               2014        2013          2013 
                                            GBP'000     GBP'000       GBP'000 
---------------------------------------  ----------  ----------  ------------ 
 Revenue                                          -       8,391        16,144 
 Cost of sales                                    -     (7,219)      (13,154) 
 Gross profit                                     -       1,172         2,990 
 Distribution costs                               -       (694)       (1,211) 
 Administrative expenses                      (224)     (1,858)       (4,524) 
 Other operating costs                            -       (268)       (1,279) 
 Loss on re-measurement                           -           -       (1,471) 
 Operating loss                               (224)     (1,648)       (5,495) 
 Finance cost                                   (6)       (228)         (264) 
 loss before tax                              (230)     (1,876)       (5,759) 
 Taxation on discontinued operations              -           -            26 
 Loss for the period from discontinued 
  operations                                  (230)     (1,876)       (5,733) 
---------------------------------------  ----------  ----------  ------------ 
 Loss on business disposals 
  after tax                                       -     (1,768)       (4,935) 
---------------------------------------  ----------  ----------  ------------ 
 Loss for the period from discontinued 
  operations before exceptionals              (230)     (3,644)      (10,668) 
---------------------------------------  ----------  ----------  ------------ 
 Exceptional items net of tax                 6,190           -             - 
 Net profit/(loss) for the period 
  from discontinued operations                5,960     (3,644)      (10,668) 
=======================================  ==========  ==========  ============ 
 
 

The net profit from de-recognition of the pension scheme liability related to the ERBS and associated deferred tax included in the income statement is set out below:

 
 
                                                            Year ended 
                                  six months to 30 June    31 December 
                                ------------------------ 
                                       2014         2013          2013 
                                    GBP'000      GBP'000       GBP'000 
------------------------------  -----------  -----------  ------------ 
 
 Retirement benefit obligation        7,738            -             - 
 Profit before tax                    7,738            -             - 
 Deferred 
  tax                               (1,548)            -             - 
 Profit after tax                     6,190            -             - 
------------------------------  -----------  -----------  ------------ 
 
 

7. Earnings per share

The calculations of the earnings 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.

The impact of de-recognition of the pension scheme liability and associated deferred tax in the period on the calculation of the earnings per share is reported as an exceptional item in the table below.

 
 
                                                                                      Year ended 
                                               six months to 30 June                 31 December 
                                        ---------------------------------- 
                                                 2014                 2013                  2013 
--------------------------------------  -------------      ---------------      ---------------- 
 
 Continuing operations                     GBP439,000           GBP178,000            GBP450,000 
 Discontinued operations before 
  exceptionals                           GBP(230,000)       GBP(3,644,000)       GBP(10,668,000) 
                                           GBP209,000       GBP(3,466,000)       GBP(10,218,000) 
 Discontinued operations exceptionals    GBP6,190,000                    -                     - 
                                        ------------- 
 Total operations profit/(loss) 
  after taxation                         GBP6,399,000       GBP(3,466,000)       GBP(10,218,000) 
--------------------------------------  -------------      ---------------      ---------------- 
 
 Weighted average number of 
  shares in issue in the period            59,812,119           59,761,646            59,761,646 
 Dilutive effect 
  of share options                                  -                    -                     - 
 Number of shares for diluted 
  earnings per share                       59,812,119           59,761,646            59,761,646 
--------------------------------------  -------------      ---------------      ---------------- 
 
 Earnings/(loss) per share - 
  basic and diluted 
 Continuing operations                            0.7   p              0.3   p               0.8   p 
 Discontinued operations before 
  exceptionals                                  (0.4)   p            (6.1)   p            (17.9)   p 
                                                  0.3   p            (5.8)   p            (17.1)   p 
--------------------------------------  -------------      ---------------      ---------------- 
 Discontinued operations exceptionals            10.4   p                -   p                 -   p 
--------------------------------------  -------------      ---------------      ---------------- 
 Total operations                                10.7   p            (5.8)   p            (17.1)   p 
--------------------------------------  -------------      ---------------      ---------------- 
 
 

On 28 June 2014, 3,028,405 new ordinary shares were issued at a price of 20.75p per share. This was the first stage of two share subscriptions and raised GBP628,000. There were no outstanding share options at 30 June 2014 and therefore no dilution effect on the basic earnings per share.

8. Borrowings

The bank loans and overdrafts are repayable as follows:

 
 
                          at 30 June   at 30 June   at 31 December 
                                2014         2013             2013 
                             GBP'000      GBP'000          GBP'000 
 In one year 
 or less                       4,454        3,825            5,108 
 Between one and two 
  years                            -          400                - 
 Between two and five 
  years                            -        3,200                - 
 More than five years              -            -                - 
                               4,454        7,425            5,108 
 ----------------------  -----------  -----------  --------------- 
 
 

9. Retirement benefit obligation

ELECO plc recently operated one defined benefit scheme in the UK, the ELECO Retirement and Benefits Scheme (ERBS).

On 6 January 2014, an Administrator was appointed to Bell & Webster Concrete Limited, the last remaining trading Statutory Employer of the Pension Scheme. On 9 June 2014 the Official Receiver was appointed to the other dormant companies which were Statutory Employers of the Pension Scheme and these companies together with Bell & Webster Concrete Limited are no longer consolidated in the results of the ELECO Group at 30 June 2014. Consequently, the pension scheme liability attributable to all these companies together with the associated deferred tax has been de-recognised from the Group balance sheet at 30 June 2014 and reported in discontinued operations on the income statement. Further information on the ERBS is set out on page 51 of the 2013 report and accounts.

10. Contingent liabilities

It is the Group's policy to make specific provisions at the balance sheet date for all liabilities which, in the opinion of the Directors, represent a present obligation and outflow of resources to be probable at the balance sheet date.

The ERBS is currently in an assessment period with the Pension Protection Fund (PPF) after which, in the absence of unforeseen circumstances, the ERBS would transfer to the PPF and members of the ERBS would be entitled to PPF compensation. The ERBS liability is recognised as a contingent liability at 30 June 2014, pending confirmation that the ERBS has completed its PPF assessment period and the PPF has assumed liability for paying compensation to the members.

The Directors have considered all the facts surrounding the de-recognition of the pension scheme together with open claims and any pending litigation against the Group at 30 June 2014 and concluded that no material loss is likely to accrue from any such un-provided claims.

11. Related Party Disclosures

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

The Directors of the Company had no material transactions with the Company during the six months to 30 June 2014, other than a result of service agreements. An amount of GBP18,000 (2013: GBP18,000) was paid to JHB Ketteley &Co Limited under a lease for occupation by the Group of 66 Clifton Street, London, EC2A 4HB and GBP3,000 (2013: GBP3,000) for a contribution to the office costs at Burnham-on-Crouch.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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