TIDMESR
5 December 2012
ENSOR HOLDINGS PLC
("Ensor" the "Group" or the "Company")
Interim results for the period ended 30 September 2012
Chairman's Statement
* Operating profit: up 100% to GBP1.2 million
* Earnings per share: doubled to 2.8p
* Interim dividend: increased by 45% to 0.4p per share
In our announcement of results for the financial year to March 2012, I
cautiously anticipated steady progress. I am delighted to report that the Group
generated operating profits for the six months to the end of September 2012 of
GBP1,215,000 - a 100% increase over the same period last year (2011: GBP607,000) -
on sales of GBP16.2 million (2011: GBP11.1 million).
These very pleasing results include the first full contribution by Technocover
which has continued to improve since the acquisition of the company in January
this year. The results for our other established businesses have been in line
with our expectations, holding up well during an economically flat period.
There are some signs of improvements in the economy as we start the second half
of our financial year, but we are not relying on these signs and continue to
work hard to maintain a `tight ship'.
Financial costs have increased to GBP146,000 (2011: GBP58,000), principally in
relation to the Technocover acquisition, resulting in a Group pre-tax profit of
GBP1,069,000 (2011: GBP549,000).
Last time I reported to shareholders, I let you know that we had agreed the
sale of our tools business, CMS Tools, to a management buyout. We informed the
market in October that the sale was not completed and CMS remains a fully
contributing Group company. A robust plan has been agreed which we believe will
see CMS making good profits for the Group, now and in the future.
Group cash flows continue to be excellent with cash of GBP1,219,000 being
generated from operations. During the half year we have financed a pension
scheme enhanced transfer value exercise, paid dividends, repaid loans and
furthered our capital expenditure plans whilst reducing our gearing to 28%
(2011: 34%).
The enhanced transfer value exercise which we have undertaken for our pension
scheme has been very successful. To date, based on March 2012 values, the
exercise has removed 65% of the scheme's deferred pension liabilities, for a
cash cost to the company of about GBP750,000.
Steady but slow movement towards full planning permission at Brackley
continues, as does work to realise value at our other land holdings. These land
assets hold real value for us but there is no urgency or immediate need to
dispose of them. We will sell only when there is an improved market, we are
ready and are able to achieve an acceptable deal.
As I have said before, we intend to grow our dividend payments to our
shareholders, when prudent to do so. I am pleased therefore to let you know
that the Board is proposing to pay a net interim dividend of 0.4p per share.
This is a 45% increase on last year (2011: 0.275p) and will be paid on 25
January 2013 to shareholders registered on 28 December 2012.
As I am constantly reminded when I travel around our Group, we have a team of
very talented people working hard to produce these very good results. It is to
everyone within Ensor that I say thank you very much for your continued
efforts.
K A Harrison TD
Chairman
5 December 2012
Enquiries:
Ensor Holdings PLC
Roger Harrison / Marcus Chadwick
0161 945 5953
Westhouse Securities Limited
Richard Baty / Paul Gillam
020 7601 6100
Condensed Consolidated Income Statement
for the six months ended 30 September 2012
Note Unaudited Unaudited Audited
6 months 6 months 12 months
30/9/12 30/9/11 31/3/12
GBP'000 GBP'000 Restated
GBP'000
Revenue 16,240 11,132 24,677
Cost of sales (12,063) (8,423) (18,200)
----------- ----------- -----------
Gross profit 4,177 2,709 6,477
Administrative expenses (2,962) (2,102) (5,017)
----------- ----------- -----------
Operating profit before impairment 1,215 607 1,460
charge
Goodwill impairment charge 2 - - (1,014)
----------- ----------- -----------
Profit before financial expenses 1,215 607 446
Financial costs (146) (58) (164)
----------- ----------- -----------
Profit before tax 1,069 549 282
Income tax expense 3 (229) (135) (210)
----------- ----------- -----------
Profit for the period attributable 840 414 72
to equity shareholders
====== ====== ======
Earnings per share 4
Basic and fully diluted 2.8p 1.4p 0.3p
====== ====== ======
Dividends per share 5
Dividends paid 0.525p 0.350p 0.625p
Dividends proposed 0.400p 0.275p 0.525p
====== ====== ======
Condensed Consolidated Statement of Comprehensive Income
for the six months ended 30 September 2012
Profit for the period 840 414 72
Other comprehensive income:
Actuarial loss and related deferred tax (114) - (258)
Revaluation of land and buildings - - 140
----------- ----------- -----------
Total comprehensive income attributable 726 414 (46)
to equity shareholders
====== ====== ======
Condensed Consolidated Statement of Financial Position
at 30 September 2012
Unaudited Unaudited Audited
30/9/12 30/9/11 31/3/12
GBP'000 GBP'000 GBP'000
ASSETS
Non-current assets
Property, plant & equipment 6,837 4,056 6,753
Intangible assets 3,105 2,438 2,771
Deferred tax asset 654 778 806
----------- ----------- -----------
Total non-current assets 10,596 7,272 10,330
----------- ----------- -----------
Current assets
Assets held for sale - 542 138
Assets of disposal group classified - - 1,031
as held for sale
Inventories 2,907 2,610 3,005
Trade and other receivables 7,426 5,029 6,508
Cash and cash equivalents - 463 -
----------- ----------- -----------
Total current assets 10,333 8,644 10,682
----------- ----------- -----------
Total assets 20,929 15,916 21,012
====== ====== ======
LIABILITIES
Non-current liabilities
Retirement benefit obligations (2,723) (3,036) (3,223)
Borrowings (905) - (1,007)
Other creditors (886) (14) (897)
Deferred tax (92) - (65)
----------- ----------- -----------
Total non-current liabilities (4,606) (3,050) (5,192)
----------- ----------- -----------
Current liabilities
Borrowings (1,519) - (1,706)
Liabilities of disposal group - - (223)
classified as held for sale
Trade and other payables (6,279) (4,456) (5,933)
----------- ----------- -----------
Total current liabilities (7,798) (4,456) (7,862)
----------- ----------- -----------
Total liabilities (12,404) (7,506) (13,054)
====== ====== ======
NET ASSETS 8,525 8,410 7,958
====== ====== ======
Equity
Share capital 3,062 3,062 3,062
Share premium 557 505 557
Treasury shares (79) (152) (79)
Revaluation reserve 140 - 140
Retained earnings 4,845 4,995 4,278
----------- ----------- -----------
Total equity attributable to equity 8,525 8,410 7,958
shareholders
====== ====== ======
Condensed Consolidated Statement of Changes in Equity
for the six months ended 30 September 2012
Attributable to equity shareholders of the parent
Issued Share Treasury Revaluation Retained Total
Capital Premium Shares Reserve Earnings Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 April 3,062 557 (79) 140 4,278 7,958
2012
Total - - - - 726 726
comprehensive
income
Dividend paid - - - - (159) (159)
----------- ----------- ----------- ------------- ----------- -----------
Balance at 30 3,062 557 (79) 140 4,845 8,525
September 2012
====== ====== ====== ======= ====== ======
Balance at 1 April 2,945 470 - - 4,686 8,101
2011
Issue of equity 117 35 - - - 152
shares
Purchase of - - (152) - - (152)
treasury shares
Total - - - - 414 414
comprehensive
income
Dividend paid - - - - (105) (105)
----------- ----------- ----------- ------------- ----------- -----------
Balance at 30 3,062 505 (152) - 4,995 8,410
September 2011
====== ====== ====== ======= ====== ======
Balance at 1 April 2,945 470 - - 4,686 8,101
2011
Issue of equity 117 35 - - - 152
shares
Purchase of - - (152) - - (152)
treasury shares
Sale of treasury - 52 73 - (35) 90
shares
Total - - - 140 (186) (46)
comprehensive
income
Dividend paid - - - - (187) (187)
----------- ----------- ----------- ------------- ----------- -----------
Balance at 31 3,062 557 (79) 140 4,278 7,958
March 2012
====== ====== ====== ======= ====== ======
Condensed Consolidated Cash Flow Statement
for the six months ended 30 September 2012
Unaudited Unaudited Audited
6 months 6 months 12 months
30/9/12 30/9/11 31/3/12
GBP'000 GBP'000 GBP'000
Cash flows from operating
activities
Profit for the period 840 414 72
attributable to equity
shareholders
Depreciation charge 256 131 309
Financial costs 146 58 164
Income tax expense 229 135 210
Profit on disposal of property, (16) (12) (38)
plant & equipment
Amortisation of intangible asset 16 - -
Cost of enhanced transfer 26 - -
exercise
Impairment of goodwill of - - 1,014
discontinued operation
_______ _______ _______
Operating cash flow before 1,497 726 1,731
changes in working capital
Decrease/(increase) in 314 (218) (462)
inventories
(Increase)/decrease in (536) (431) 268
receivables
(Decrease)/increase in payables (56) 477 (2,064)
_______ _______ _______
Cash generated from/(absorbed by) 1,219 554 (527)
operations
Interest paid (90) (58) (164)
Income taxes received/( paid) 10 - (104)
_______ _______ _______
Net cash generated from/(absorbed 1,139 496 (795)
by) operating activities
----------- ----------- -----------
Cash flows from investing
activities
Proceeds from disposal of 10 29 88
property, plant & equipment
Proceeds from disposal of assets 150 - -
held for sale
Acquisition of property, plant & (263) (92) (293)
equipment
----------- ----------- -----------
Net cash absorbed by investing (103) (63) (205)
activities
----------- ----------- -----------
Cash flows from financing
activities
Equity dividends paid (159) (105) (187)
Issue of shares - - 152
Purchase of treasury shares - - (152)
Proceeds from sale of own shares - - 90
Amounts repaid in respect of (27) (2) (3)
finance leases
Pension fund enhanced transfer (561) - -
values paid
Loan repayments (419) - (92)
----------- ----------- -----------
Net cash absorbed by financing (1,166) (107) (192)
activities
----------- ----------- -----------
Net (decrease)/(increase) in cash (130) 326 (1,192)
and equivalents
Cash and cash equivalents at (1,055) 137 137
beginning of period
----------- ----------- -----------
Cash and cash equivalents at end (1,185) 463 (1,055)
of period
====== ====== ======
Notes to the Interim Report
1. Basis of preparation
The unaudited results for the six months have been prepared in accordance with
International Financial Reporting Standards ("IFRS") and do not constitute
statutory accounts within the meaning of Section 435 of the Companies Act 2006.
The interim report has not been prepared in accordance with IAS 34, "Interim
Financial Reporting" in that it does not contain full disclosure of accounting
policies and does not detail compliance with other standards. These disclosures
are dealt with in the Group's annual report.
The statutory accounts for the year ended 31 March 2012, prepared under IFRS,
have been delivered to the Registrar of Companies and received an unqualified
audit report.
2. Goodwill impairment charge
At 31 March 2012 there was an agreement in place for the sale of a subsidiary
business, CMS Tools, to the management of the company. The sale was considered
to be highly probable and so, in accordance with IFRS, the operation was
treated as held for sale in the Statement of Financial Position at that date.
The result of the operation, including an impairment of goodwill charged in
anticipation of the disposal, was treated as a discontinued operation in the
Income Statement for the year ended 31 March 2012.
Subsequently, the sale was aborted and in accordance with IFRS, the operation
is no longer treated as held for sale. The Income Statement for the year ended
31 March 2012 has been restated, with the result of the company now included in
continuing operations. However, IFRS dictates that the impairment of goodwill
which was recognised in this period must not be reversed or restated. Therefore
the comparative figures for the year ended 31 March 2012 include this
impairment charge as a separate item.
3. Income tax expense
The income tax expense is calculated using the estimated tax rate for the year
ended 31 March 2013.
4. Earnings per share
The calculation of earnings per share for the period is based on the profit for
the period divided by the weighted average number of ordinary shares in issue,
being 30,295,976 (6 months to 30 September 2011 - 29,781,819 and year ended 31
March 2012 - 29,888,168). The fully diluted loss per share is based upon the
weighted average of 30,370,576 shares (6 months to 30 September 2011 -
30,618,074 and year ended 31 March 2012 - 30,002,190). The dilution is due to
subsisting share options.
END
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