TIDMRNO
RNS Number : 0796I
Renold PLC
27 May 2014
Renold plc
("Renold" or the "Group")
Preliminary results for the year ended 31 March 2014
Renold, a leading international supplier of industrial chains
and related power transmission products, today announces its
preliminary results for the year ended 31 March 2014, together with
an update on the progress of the Turnaround Phase of the Group's
strategic plan.
Performance highlights
-- Adjusted earnings per share increased 129% to 3.2 pence
-- Underlying adjusted operating profit increased 56% to GBP11.1m
-- Successful delivery of capacity reduction project, generating
annualised savings of GBP3.2m from June 2014
-- Operating cash flow before exceptional items increased 27% to
GBP12.1m driven by improved profitability and gains in the working
capital ratio
-- Self-financed GBP7.2m current year cash cost of the Bredbury closure project
-- RoS% growth driven by contribution margin gains, focus on
high added value products and overhead reductions
YE 31 March 2014
Financial Summary
2014 2013
GBPm GBPm
Underlying[1] revenue 184.0 187.0
Adjusted[2] operating profit as reported 11.1 7.2
Operating loss post exceptional items (1.3) (6.4)
Loss before tax (5.9) (11.9)
Basic loss per share (4.9)p (5.4)p
Adjusted earnings per share 3.2p 1.4p
Robert Purcell, Chief Executive of Renold plc, said:
"The increase in adjusted operating profit and adjusted earnings
per share, without the benefit of sales growth, emphasises the
value accessible through self-help measures. We remain focused on
creating a continuous improvement culture in all of our locations
and activities to deliver intelligent and sustainable reductions in
our cost base. Towards the end of the new financial year we expect
to turn our attention to the second phase of our strategic plan,
the Organic Growth phase."
27 May 2014
ENQUIRIES:
Renold plc Tel: 0161 498 4500
Robert Purcell, Chief Executive
Brian Tenner, Group Finance Director
Arden Partners (Broker) Tel: 020 7614 5917
Chris Hardie
Instinctif Partners (Public Relations) Tel: 020 7457 2020
Mark Garraway
Helen Tarbet
NOTES FOR EDITORS
Renold is a global leader in the manufacture of industrial
chains and also manufactures a range of torque transmission
products which are sold throughout the world to a broad range of
original equipment manufacturers and distributors. The Company has
a reputation for quality that is recognised worldwide. Its products
are used in a wide variety of industries including manufacturing,
transportation, energy, metals and mining.
Further information about Renold can be found on its website at:
www.renold.com
Chairman's statement
"The Group is making excellent progress in the first phase of
our strategic plan. The successful delivery of the complex capacity
reduction project in the Chain division is a major milestone in
significantly lowering our breakeven point."
Overview
The past year has seen a huge amount of activity within the
business, both above and below the surface. Above the surface, we
successfully delivered a significant improvement in the Group's
underlying adjusted operating profit[3] against a backdrop of a
small decline in revenue. Below the surface we successfully
executed a large scale and complex project to reduce the excess
manufacturing capacity in the Chain division. That project is on
time to complete in the first quarter of the new financial year and
will deliver significant recurring savings. In addition, the senior
operational management team was strengthened during the year with a
number of new key hires made to further support the Executive team
in driving forward the pace of change.
Re-engineering our future
The Bredbury closure project has been a major undertaking for
the Group. It involved the relocation of manufacturing operations
representing just under 12% of the Chain division's external
revenue. The project required the coordination of five of the six
major chain production facilities with particular focus on the
closing site in Bredbury and the principal recipient sites in
Germany, the USA and China. I am pleased to report that the project
is on time and on budget.
Elsewhere other key initiatives were undertaken which included
some changes in the senior management team and recruitment to some
newly created posts that fill capability gaps in the Group such as
Product Management, Business Systems and Global Chain
Manufacturing. We have continued our focus on improving existing or
developing new business processes and, in particular, have rolled
out new processes for hazard identification within our health and
safety programme.
Our Balance Sheet
Close management of our pension liabilities remains a key
priority for the Board as we seek to re-build our balance sheet.
The merger of the three UK defined benefit pension schemes was
completed successfully in June 2013 with overall scheme membership
reduced by 26% as 1,316 eligible members took the option to have
their benefits paid out in full. Elsewhere, one of our three
defined benefit schemes in the USA moved into surplus in January
2014, following strong performance by US equity assets, and we have
now started the termination process which will fully de-risk this
scheme for the Group. In South Africa, the surplus pre-tax funds of
GBP1.4m were returned to the Group during the year.
The Group will continue to focus on measures to reduce our
exposure to defined benefit pension obligations and is well placed
to benefit from the anticipated rise in interest and discount rates
over the coming years.
Net debt and working capital have continued to be closely
managed throughout the year. The Group took on the cash flow burden
of the Bredbury closure project, which had a total expenditure of
GBP7.2m, and still delivered net debt only GBP2.0m higher than at
the start of the year. In parallel, the Group also managed to
improve its average working capital ratio[4] to 17.7% (2013:
19.0%).
The Board and Our People
In a year of significant change initiatives within the Group, I
am grateful for the extra time and commitment that the members of
the Board have made available to support the Executive team. The
Board has been closely involved in the governance of the major
projects and further evolution of the strategic plan.
I would also like to take this opportunity to place on record my
heartfelt thanks to all of Renold's employees. Change is always a
challenge for any organisation and our staff responded positively
and proactively in all locations. I would like to record my
appreciation of the professionalism of our staff in delivering
projects that, in some cases, ultimately led to a loss of
employment. Their continued commitment is critical to our future
success.
Dividend
The Group has significant opportunities for investment in new
capital equipment that will materially enhance our performance and
support the delivery of our strategic objectives. In the current
year the Board has therefore decided not to recommend the payment
of a dividend but this will remain under review as performance
continues to improve.
Outlook
The difficult conditions in some of our markets have moderated
somewhat over the course of the year with some showing signs of
modest growth. Overall, the external picture remains subdued. Hence
our focus remains on internal improvement. Self-help remains our
watch word as we aim to create and embed a continuous improvement
philosophy in all aspects of our business, whether front line sales
and service, manufacturing or support functions. We are challenging
all of our people to make their activities more productive and more
efficient.
While we currently remain firmly focused on the turnaround phase
of our strategic plan, the Executive team is starting to turn its
attention to the next phase which we anticipate will begin to
deliver organic growth towards the end of the new financial year.
The foundations we put in place during the turnaround phase of the
strategic plan will be key enablers for robust and sustainable
growth in the future, whether organic or through acquisition.
Renold enjoys a hard earned global reputation for high quality
products and engineering. Our customers have demanding application
requirements which we serve via a wide range of bespoke and high
quality standard products. We remain well placed to leverage these
key strengths with continuous improvement in business processes and
disciplines that should deliver steady annual increases in earnings
and shareholder value in future years.
Mark Harper
Chairman
Chief Executive's Review
Our performance
"We delivered a successful first year in the turnaround phase of
our strategic plan. The results were characterised by a 129%
increase in adjusted earnings per share that were driven primarily
by the 56% increase in underlying adjusted operating profit. The
GBP7.2m current year cash cost of the capacity reduction project
was self-financed with only a small rise in net debt."
Executive summary
The year was marked by a number of significant achievements in
the first phase of our turnaround plan. Our focus has been on
self-help measures and these have delivered a 56% increase in
underlying adjusted operating profit in the current year whilst
laying strong foundations for further growth in the new financial
year.
The complex project to reduce excess capacity in our Chain
division saw completion of the closure of the Bredbury facility
soon after the end of the financial year. Whilst project activity
at the recipient sites continues during the first quarter of the
new financial year, we expect to deliver three quarters of the
annualised savings of GBP3.2m in the new financial year.
The underlying revenue picture was mixed across the world with
local macro-economic conditions being the principal drivers of the
overall 2% fall. The Americas and India both delivered good growth
while European economies were mixed with the net revenue result
being broadly flat. Underlying Australasian revenues were down
7.6%. The commodity dependent Australian market was particularly
weak, down 15.2%.
Underlying revenue in Torque Transmission fell 6% as a major
mass transit contract wound down and demand in extractive
industries softened.
The increase in adjusted operating profit and adjusted earnings
per share without the benefit of sales growth emphasises the value
accessible through our self-help measures. We remain focused on
creating a continuous improvement culture in all of our locations
and activities to deliver intelligent and sustainable reductions in
our cost base. As these initiatives take root, towards the end of
the new financial year we expect to turn our attention to the
second phase of our strategic plan, the Organic Growth phase.
Renold Chain performance review
Renold Chain is a global market leading supplier of
differentiated and value added chain products for a wide variety of
end use applications. We create innovative solutions for our
customers, who want to reduce costs and lead times and deal with
increasingly challenging working environments. The Renold name is
known in the industry for quality and performance.
Underlying external revenue of GBP139.6m was virtually flat,
being 0.2% behind the prior year. The regional picture was more
mixed and reflected differences in local macro-economic conditions.
The Americas and India delivered good growth of 5.3% and 4.7%
respectively. Performance was also mixed within Europe itself, with
an overall fall of GBP1.0m (1.7%) being caused by a GBP1.1m (12.4%)
fall in our French business with broadly flat performance in other
territories. Underlying revenue in Australasia fell GBP1.8m (7.6%),
wholly explained by the GBP2.2m (15.2%) fall in Australia itself,
which was impacted by a slowdown in activity within the natural
resources sector. Our Chinese Chain business focuses on supporting
other Group companies and its own direct external sales saw a small
decline.
Underlying order intake grew by 1.4% with the first half ahead
0.5% and the second half 2.2% ahead (the latter being against a
relatively weak second half in the prior year). At a regional
level, European underlying order intake was up 1.8% and in the
Americas it was up 5.3%. Similar to the underlying revenue picture,
the position was much weaker in Australasia where underlying order
intake was down 11.6% with Australia itself down 16.6%. The smaller
regions of China and India, in terms of externally focused
activity, both delivered growth. The profile of our order intake
(and hence our revenue profile also) has become more stable during
the year with less reliance being placed on large one off orders
which can have an adverse impact by disrupting our production
processes.
The Book to Bill ratio in the Chain division finished the year
at 100.4% indicating that the absolute level of underlying order
intake was higher than the absolute level of revenue during the
year. A result around 100% for this key metric suggests relatively
flat sales with a result over 100% suggesting sales growth in the
future. The Chain division delivered a result over 100% for five
out of the six months in the second half.
Contribution margins, being the margin after all variable
production costs, improved during the year. In part this was due to
more predictable manufacturing activity following the reduction in
large stocking orders which allowed for a lowering of overtime and
other inefficient production costs and also reduced under-
utilisation in the period which would have followed a stocking
order. Direct labour costs were adverse to the prior year by 0.8%
of revenue and this was largely due to additional activity
undertaken during the transfer of production from the Bredbury
facility to sister sites where the extra labour and labour
inefficiencies were treated as normal operating costs. Once the
recipient sites have fully absorbed the Bredbury production load, a
key task will be to deliver a second phase of operational
efficiencies that will flow from the operating leverage at those
sites.
Underlying net overheads were reduced by GBP2.5m in the year.
Gross savings of GBP3.0m were offset by an additional GBP0.5m of
depreciation on one of our ERP systems. Overhead reductions in the
year were delivered by all Chain regions with the exception being
India where overheads were flat. The overall gains in the year were
part of the global effort to streamline our processes and
structures and are part of our continuous improvement effort.
As a result of continuing reductions in overheads and measures
to improve our contribution margins, adjusted operating profit rose
44% to GBP9.9m (2013: GBP6.9m), delivering a Return on Sales of
7.1% (2013: 4.9%). With the exception of Australasia, all Chain
regions delivered an increase in absolute levels of adjusted
operating profit and also Return on Sales ratio irrespective of
whether their underlying sales grew, were flat, or declined.
Australasia and Australia itself faced an additional challenge
during the year of a rapidly depreciating foreign exchange rate for
the Australian dollar which fell by 24% against sterling and 21%
against the Euro which are two of the principal trading currencies
for Australia itself and the Renold Chain business in total. This
currency change is inevitably having an inflationary impact on
input costs which we have taken action to recover with a
combination of price rises and overhead reductions.
Capacity reduction project
The single largest initiative undertaken by the Group during the
year was the closure of the Bredbury Chain manufacturing facility
and transfer of production to sister facilities around the world.
Prior to its closure the Bredbury facility produced chain that
accounted for approximately 12% of all Renold external chain sales
globally. The transfer of this production to three main recipient
sites was a major and complex undertaking and hence it was managed
by a dedicated external project manager with full time support from
a number of internal personnel. The project also benefitted from
additional oversight from a steering committee chaired by the Group
Chief Executive and a monitoring committee of the Board.
The project involved the transfer of over 70 pieces of existing
equipment as well as the sourcing of new and re-conditioned
equipment in local markets at the recipient sites. In Germany and
the USA building works were required to modify existing work areas
and to create additional space. In total, the production of
approximately 17,000 part numbers was re-located with the
requirement for those same items to have bills of materials and
routings transferred to the recipient sites.
The expected benefits from phase one of the project, which
represents the difference in overhead and cost bases before and
after the project, are in the region of GBP3.2m on an annualised
basis. The recipient sites have also been set an additional phase
two challenge to address once the production process transfer is
complete and bedded down. That second challenge is to deliver
operating efficiencies by leveraging the additional throughput
brought about by the transfer project and these benefits are
targeted to start flowing in the second half of the new financial
year.
Renold Torque Transmission performance review
Our Torque Transmission Division is an international
manufacturer of high integrity torque transmitting products used
where public safety or assured plant operation is critical.
Renold's products are integral, but generally unseen, in different
facets of daily life from gearboxes driving heavy duty, high rise
escalators in London and New York subway systems to shaft couplings
in power generation plants ensuring uninterrupted supply.
Underlying external revenue of GBP44.4m was 5.9% behind the
prior year. The majority of the GBP2.8m underlying fall in revenue
arose from the wind down of a major mass transit contract that came
to an end in the first quarter with a year on year reduction of
GBP2.7m in the current year. In addition, revenues were negatively
impacted by a downturn in the mineral extraction and processing
sector as both the equipment manufacturers and the end user markets
continued to reduce their demand during the first half of the year.
The rate of revenue decline slowed slightly during the second half
of the year as key geographical markets showed some signs of
bottoming out though this has taken longer than first
estimated.
In contrast to the revenue picture, underlying order intake for
the year experienced a modest fall of 0.3% with the first half
reduction of 2.3% being almost offset by year on year growth of
2.1% in the second half. The upturn in order intake was less
oriented towards the large mass transit contracts which tended to
have lower margins in the past, and four of the seven operating
units posted growth in underlying order intake in the second half.
Investment in power generation in Asian markets returned at the
start of year, whilst the metals industry improved slightly. The
marine market, which has seen very weak demand for several years,
is now showing early signs of recovery. We are aiming to enhance
our prospects with the development of new products that have
contributed to new orders, for example, in escalator products in
both Europe and America.
The stronger finish to the year, with fourth quarter orders
ahead by 4.7%, brought the book to bill ratio for the year to 98%.
A result close to 100% for this key metric suggests sales should
level off in the short term if the rate of order intake is
maintained. In absolute terms the underlying external order intake
was GBP0.8m below the equivalent revenue figure in the year.
Contribution margins, being the margin after all variable
production costs, improved during the year (as was the case in the
Chain division). In part this was the result of the lower margin
mass transit business that came to an end during the year but it
was also supported by focusing more sales effort on the higher
performance products in the portfolio. Other production cost ratios
such as labour were relatively flat compared to the prior year,
leaving further benefits to be pursued as we implement more
efficient manufacturing processes and techniques.
Underlying net overheads in the division were reduced by GBP0.9m
before an additional GBP0.3m charge in respect of the depreciation
of the Group's ERP system. These savings were the result of a
number of initiatives in each location rather than one major
restructuring project. The overall gains in the year were part of
the global effort to streamline our processes and structures and
are part of our continuous improvement effort which applies as much
in the Torque Transmission business as it does in the Chain
division.
The combination of the gains in contribution margins and ongoing
overhead reductions led to a healthy increase in the adjusted net
operating margin of 1.9% to 13.1%. The absolute level of adjusted
operating profit also rose by GBP0.8m to GBP6.1m before the impact
of the additional ERP depreciation of GBP0.3m. This was achieved
despite the reduction in external revenue of GBP2.8m and operating
margin gains were spread over four of the seven units within the
division. The gains in contribution margin extended to five of the
seven operating units and net operating margin gains were delivered
in four of the units. However, our South African business did
encounter difficulties throughout the year with a range of external
issues such as the macro-economic situation, particularly in the
mining sector where investment and maintenance spend has been
negatively impacted by industrial unrest, and also a significant
25.9% reduction in the value of the South African Rand against
sterling and 23.0% against the Euro.
During the year the Divisional management team itself has
changed. At the start of the second half of the year the new
leadership was tasked with halting the revenue decline, improving
business efficiency and laying the foundations to deliver future
growth within the framework of the Group's strategic plan. Key
changes to senior management within the division were made with new
leaders appointed in South Africa and North America. Both
businesses are engaged in change programmes which will impact on
every part of their operation. Likewise the UK businesses are
undergoing organisational changes that will position them well to
deliver the Group's strategic plan. Our ongoing commitment to
invest in R & D and the latest manufacturing technology in all
of Torque Transmission's facilities will continue to provide
solutions with lasting benefits for Renold and its customers.
Robert Purcell
Chief Executive
Finance Director's review
"The Group successfully delivered a complex and significant
plant closure project against a background of improving margins,
working capital reductions and close management of our cash
resources. In parallel, long term benefits were secured for our
cost of capital and medium term pension funding costs."
Overview
We have delivered a number of key steps to support our strategic
objective of strengthening our balance sheet, improving our ability
to generate free cash flow and reducing our exposure to legacy
pension cash costs. We were also able to continue improvements in
our average working capital ratio, achieving a reduction for the
fourth year in succession. During the year, the Group completed the
restructuring of our internal capital structure. This optimises the
benefits of the re-financing in 2012/13 and will further reduce our
cost of debt in 2014/15. The completion of the UK pension scheme
merger in June 2013 achieves an annual cash flow saving of GBP1.0m
with a full year's benefit in 2014/15.
Orders and revenue
Order intake during the year was almost identical to revenue
with the underlying ratio of orders to revenue (book to bill) being
99.8% (2013: 97.2%). As expected, the first half had a slower start
with underlying orders GBP0.3m below underlying revenue (2013:
orders GBP5.1m below revenue). In the second half orders exceeded
revenue by GBP2.0m (2013: orders GBP0.8m below revenue). As set out
in the divisional performance review, Chain and Torque Transmission
experienced mixed performance in the two halves of the year.
Group revenue for the year decreased by 3.3% to GBP184.0m. On an
underlying basis, excluding the impact of foreign exchange, the
decrease was lower at 1.6% (GBP3.0m). The Chain Division was
virtually flat year on year with a 0.1% fall in underlying revenue.
Torque Transmission therefore accounted for the overall drop in
Group revenue with a divisional fall of 5.9%.
Operating result
The business uses underlying measures of orders and sales in its
daily reporting and activities. This metric retranslates the prior
year orders and sales to the current year foreign exchange rates to
give a more meaningful comparison of performance. The same is also
true for operating profit and earnings measures which are stated on
an adjusted basis that strips out the impact of exceptional items,
foreign exchange, the administration costs of legacy pension
schemes and pension financing charges as these adjusted items are
deemed to better reflect the performance of the ongoing business.
These are shown in the table below:
2014 2013 restated
Order intake Revenue Operating Order intake Revenue Operating profit/(loss)
GBPm profit/(loss) GBPm GBPm
GBPm GBPm GBPm
As reported 183.7 184.0 (1.3) 185.2 190.3 (6.4)
Impact of FX
translation - - - (3.3) (3.3) (0.1)
Exceptional items - - 11.8 - - 12.3
Pension administration
costs - - 0.6 - - 1.3
----------------------- ------------ ------- ---------------------- ------------ ------- -----------------------
Underlying/
adjusted 183.7 184.0 11.1 181.9 187.0 7.1
The Group generated GBP5.1m of adjusted operating profit in the
first half (2013: GBP3.6m) and GBP6.0m in the second half (2013:
GBP3.6m) with a full year result of GBP11.1m (2013: GBP7.2m). The
second half result was achieved on 2.6% (GBP2.4m) lower underlying
revenue than the first half. This reflects improving margin
outcomes and ongoing cost reduction activity as we continue to
lower our breakeven point. The year on year reduction in net
overheads of GBP3.4m was achieved against the headwind of GBP0.8m
of additional depreciation on the ERP system which began to
depreciate in the fourth quarter of the prior year. All Chain
regions and the Torque Transmission division contributed to this
reduction in overheads as set out in the divisional performance
reviews.
Changes in foreign exchange rates resulted in operating charges
of GBP0.4m in the year. All else being equal, there would be a
further reduction of GBP0.5m in operating profit if the year end
exchange rates had applied throughout the year.
Exceptional items
The exceptional charges of GBP11.8m (2013: GBP12.3m) were
predominantly driven by the closure of the Bredbury facility and
are detailed in Note 3 with additional narrative in the Chain
performance review.
Financing costs
External net interest costs in the year were GBP1.8m (2013:
GBP2.9m). The decrease on the prior year was the result of the
restructuring of the Group's internal capital structure following
the re-financing in the prior year of the Group's principal
borrowing facilities. The annual charge includes GBP0.3m in respect
of amortisation of the re-financing costs paid in 2012 which are
being expensed over the four year term of the facility.
Net IAS 19 finance charges were GBP2.8m (2013: GBP2.5m), the net
movement being due to lower interest rates on a higher opening
liability figure. All figures in respect of pension financing costs
have been restated in accordance with the changes to the relevant
accounting standard (IAS 19 Employee Benefits) and the impact of
that change is set out in more detail in the Accounting Policies
section to the financial statements. In the current year, the
actual return on assets was GBP1.5m higher than the return used in
the interest calculation as specified in IAS19. The difference
appears as a gain in the Statement of Other Comprehensive
Income.
Result before tax
Profit before tax and exceptional items was GBP5.9m (2013:
GBP0.6m restated). The loss before tax after exceptional items was
GBP5.9m (2013: loss of GBP11.9m restated).
Taxation
The current year tax charge of GBP4.8m (2013: tax credit of
GBP0.1m) is made up of a current tax charge of GBP1.2m (2013:
charge of GBP0.7m) and a deferred tax charge of GBP3.6m (2013:
credit of GBP0.8m). The Group cash tax paid was much lower at
GBP0.9m (2013: GBP0.7m) and the difference is due to the
utilisation of tax losses and other tax assets in various parts of
the Group.
Group results for the financial period
Loss for the financial year ended 31 March 2014 was GBP10.7m
(2013: loss of GBP11.8m restated) and the basic and diluted loss
per share 4.9p (2013: loss 5.4p for both). The basic and diluted
adjusted earnings per share was 3.2p (2013: earnings 1.4p).
Balance sheet
Net assets at 31 March 2014 were GBP18.1m (2013: GBP31.0m). The
net liability for retirement benefit obligations was GBP49.3m
(2013: GBP56.3m) after allowing for a net deferred tax asset of
GBP15.6m (2013: GBP13.2m). Overseas schemes now account for
GBP18.8m (38%) of the post tax pension deficits and GBP16.3m of
this is in respect of the German scheme which is not required to be
prefunded.
Cash flow and borrowings
Net cash generated from operations was GBP6.1m (2013: GBP8.2m).
Capital expenditure was increased to GBP7.1m (2013: GBP4.9m),
largely due to GBP2.1m of capital expenditure incurred on the
Bredbury closure project. Further gains were made in working
capital management with reductions equivalent to GBP2.4m.
These gains were despite a planned increase in safety stock as
part of the Bredbury closure project.
Group net borrowings at 31 March 2014 of GBP24.8m were GBP2.0m
higher than the opening position of GBP22.8m comprising cash and
cash equivalents of GBP6.7m (2013: GBP9.8m) and borrowings (which
include GBP0.5m of preference stock) of GBP31.5m (2013:
GBP32.6m).
Debt facility and capital structure
The Group's primary banking facility is for a four year term,
maturing in October 2016. The facility comprises a committed GBP41m
Multi-Currency Revolving Credit Facility (MRCF), and an additional
GBP8m of ancillary facilities. These facilities have been provided
by Lloyds Bank plc and Svenska Handelsbanken AB.
The principal covenants are the Net Debt/Adjusted EBITDA ratio
(calculated on a rolling 12 months basis), which has been set at a
maximum of 2.5 times until maturity, and Adjusted EBITDA/ Interest
cover which is required to be greater than 4.0 times until
maturity. The Net Debt/Adjusted EBITDA ratio as at 31 March 2014 is
1.5 times (2013: 1.9 times), based on the period end net debt of
GBP24.8m (2013: net debt GBP22.8m). The Adjusted EBITDA/interest as
at 31 March 2014 is 8.7 times (2013: 4.2 times). The Group also
benefits from numerous other smaller overseas facilities totaling
GBP3.4m.
At 31 March 2014 the Group had unused credit facilities totaling
GBP9.0m and cash balances of GBP6.7m. Total Group credit facilities
amounted to GBP44.4m with GBP41.0m being committed.
Treasury and financial instruments
The Group's treasury policy, approved by the Directors, is to
manage its funding requirements and treasury risks without
undertaking any speculative risks.
To manage foreign currency exchange risk on the translation of
net investments, certain Dollar denominated borrowings taken out in
the UK to finance US acquisitions had been designated as a hedge of
the net investment in US subsidiaries. At 31 March 2014 this hedge
was fully effective. The carrying value of these borrowings at 31
March 2014 was GBP5.2m (2013: GBP6.4m).
The impact of transactional foreign exchange gains and losses
during the year was a loss of GBP0.4m which is included in the
operating profit result. This was primarily driven by the
appreciation in the value of sterling purchases in overseas
locations such as Australia and India as well as the impact of the
Euro appreciating against the US dollar.
At 31 March 2014, the Group had 2% (2013: 2%) of its gross debt
at fixed interest rates. Cash deposits are placed short term with
banks where security and liquidity are the primary objectives. The
Group has no significant concentrations of credit risk, with sales
made to a wide spread of customers, industries and geographies.
Policies are in place to ensure that credit risk on individual
customers is kept to a minimum.
Pension's assets and liabilities
The Group is responsible for a number of defined benefit pension
schemes which it accounts for in accordance with IAS 19 Employee
benefits. Changes to IAS 19 have taken effect for 2014 reporting,
with the prior year comparative figures being restated. Details of
the impact of these changes are outlined in the Accounting Policies
section.
The Group's retirement benefit obligations decreased from
GBP69.5m (restated - GBP56.3m net of deferred tax) at 31 March 2013
to GBP64.9m (GBP49.3m net of deferred tax) at 31 March 2014. One of
the Group's U.S. pension schemes has moved into surplus during the
year and since the year end the formal termination process has
begun to wind up the scheme, secure member benefits and hence fully
de-risk it from the Group's perspective at minimal additional
cost.
The aggregate expense of administering the pension schemes was
GBP0.6m (2013: GBP1.3m) which is now included in operating costs
but is excluded in arriving at adjusted operating profit.
Exceptional pension merger and asset backed funding costs of GBPnil
(2013: GBP0.7m) were incurred to complete a project initiated in
the second half of the prior year. This has led to a GBP1.0m
reduction in annualised cash costs in the UK with effect from the
end of the first quarter of the current financial year.
UK pension schemes merger and asset backed funding structure
Agreement was reached at the end of the last financial year to
merge the three UK schemes into the Renold Supplementary Pensions
Scheme (subsequently renamed as the Renold Pension Scheme 'RPS').
The merger was completed on 26 June 2013, with 1,316 members taking
wind-up lump sums to the value of GBP10.4m and, as a result, a
small settlement gain of GBP0.5m was recognised. The remaining
assets of the Renold Group Pensions Scheme and J&S Retirement
Benefit Plan were transferred into the RPS and full wind-up of
those schemes was triggered on 27 June 2013. The merged scheme had
3,635 members as at 31 March 2014 compared to 5,118 at the start of
the year.
The merged UK pension funds are underpinned by a 25 year asset
backed partnership structure which provides annual cash
contributions of GBP2.5m to the pension fund, with annual increases
linked to RPI and capped at 5%. The contribution includes the first
GBP0.5m of annual scheme operating expenses each year with the
Company meeting any excess expense costs. The detailed structure
and mechanics of the merger and underpinning asset backed funding
structure are set out in Note 18 to the accounts. The triennial
actuarial valuation of the RPS as at 5 April 2013 was completed
following the year end and no additional contributions in excess of
those generated by the asset backed funding structure are currently
required.
The new arrangements do not have a substantive net impact on the
Group's tax position.
The Group has a mix of UK (82% of gross liabilities) and
overseas (18%) defined benefit pension obligations as shown
below.
2014 2013 restated
Assets Liabilities Deficit Assets Liabilities Deficit
GBPm GBPm GBPm GBPm GBPm GBPm
Defined benefit schemes
UK funded 144.9 (183.0) (38.1) 156.0 (199.1) (43.1)
Overseas funded 14.1 (17.3) (3.2) 15.9 (18.6) (2.7)
Overseas unfunded - (23.6) (23.6) - (23.7) (23.7)
------------------------ ------ ----------- ------- ------ ----------- -------
159.0 (223.9) (64.9) 171.9 (241.4) (69.5)
Deferred tax asset 15.6 13.2
Net deficit (49.3) (56.3)
Summary
The focus for the management team remains on steady and
continuous improvement in our day to day business processes and
performance. We are working to support this activity with
initiatives to improve our working capital management, including
adding stock or resources to support business development activity.
Separately, we aim to ensure that the legacy issues the Group faces
are ring fenced as much as possible from the day to day operation
of the business to ensure they are neither a distraction nor a
hindrance. The improvements in our cost of debt and pension
liability management represent a series of successful outcomes in
delivering our strategic goal of strengthening our balance
sheet.
Brian Tenner
Finance Director
Principal risks and uncertainties
Risk is inherent in our business activities. We take steps at
both a Group and subsidiary level to understand and evaluate
potential risks and uncertainties which could have a material
impact on our performance in order to mitigate them. Accordingly, a
risk aware environment is promoted and encouraged throughout the
Group. Details of the principal risks and uncertainties are
summarised below and set out in more detail in the Annual
Report.
Risks relating to external factors
Economic and political risks
We operate in 18 countries and sell to customers in over 100.
While benefitting from the opportunities and growth in these
diverse territories, we are necessarily exposed to the economic,
political and business risks associated with international
operations such as a global recession, sudden changes in
regulation, imposition of trade barriers and wage controls,
security risk, limits on the export of currency and volatility of
prices, taxes and currencies. Our diversified geographic footprint
mitigates against exposure within any one country in which we
operate, although we are still exposed to global events.
Raw material price risks
The Group's profit and cash flows are impacted by the price of
its principal raw material, steel, which in recent years has seen
considerable price volatility driven by global market conditions
outside the control of the Group. Where contractually possible, we
pass price increases on to our customers but this ability is, to
some extent, dependent upon market conditions. There may be periods
of time in which the Group is not fully able to recover increases
in the cost of raw materials due to the weakness in demand for its
products or the action of its competitors. During periods in which
prices of raw materials fall, the Group may face demands from its
customers to reduce its prices or experience a fall in demand for
its products whilst customers delay orders in anticipation of price
reductions. All of these factors could have a material adverse
affect on the Group's business, financial condition, prospects,
customer retention and results of operations. In recent years, the
majority of unmitigated cost increases have been passed on to
customers.
Risks relating to internal factors
Business strategy
A strategy which does not match the Group's circumstances,
capabilities or potential will fail to create shareholder value.
The Group is developing a new strategy to deliver a turnaround in
performance and to make that performance more stable and less
exposed to revenue volatility. Unless successfully implemented, the
Group will continue to experience volatile results and weak levels
of cash generation. These are basic requirements to allow the
delivery of sustainable and consistent growth in shareholder
value.
Operational risks
The Group's profits and cash flows are dependent on the
continued use of its various facilities. Operational risks include
equipment failure, failure to comply with applicable regulations
and standards, raw materials supply disruptions, labour force
shortages, events impeding or increasing the cost of transporting
the Group's products and natural disasters. Any disruption of the
manufacturing processes can result in delivery delays, interrupt
production or even lead to a full cessation of production. If
production is interrupted, customers may decide to purchase
products from other suppliers. The Group has insurance cover to
mitigate the impact of a number of these risks.
The pressure to maintain short lead times, requires the Group to
significantly enhance our own working capital management processes
and detailed plans are in place to achieve this.
ERP system implementation risks
The Group is presently implementing a global ERP system to
replace numerous legacy systems. This change is expected to improve
customer service and to facilitate further cost and inventory
reduction. While four locations are now actively using the new
system, the risk continues that an unsuccessful implementation at
an individual site could seriously impact the Group's business,
financial condition, prospects, customer retention and results of
operations. In any event, a temporary increase in operating costs
is inevitable in any major change process. To mitigate this risk,
the Group is making extensive use of external consultants, the
implementation is taking place in phases and a thorough project
plan is in place with agreed milestones reviewed by the Board.
The environment
Revision of environmental legislation in various countries takes
time and we monitor this at a local level in order to anticipate
the effect on our businesses and customers. Unforeseen legislative
changes may increase manufacturing costs but we believe that they
can also drive change to make operations more efficient.
Risk relating to treasury and financial matters
Liquidity
In the present economic climate, all companies face risk in
relation to the availability of debt to fund their ongoing
operations. In order to manage this risk, the Group maintains a mix
of short and medium term facilities to ensure that it has
sufficient funds available. Cash deposits are placed short term
with banks where security and liquidity are the primary
objectives.
Foreign exchange risk
The Group has operations in numerous countries and sells into
many more with the result that two forms of currency risk,
transactional and translational exposure, arise.
Transactional exposure: a major exposure of the Group earnings
and cash flows relates to currency risk on its sales and purchases
made in foreign (non-functional) currencies. To reduce such risks,
these transactions are covered primarily by forward foreign
exchange contracts or cash flow hedges. Such commitments generally
do not extend more than 12 months beyond the balance sheet date,
although exceptions can occur where longer term projects are
entered into.
Translational exposure: arises due to exchange rate fluctuations
in the translation of the results of overseas subsidiaries into
Sterling. To manage foreign exchange currency risk on the
translation of net investments, certain Dollar denominated
borrowings taken out in the UK to finance US acquisitions have been
designated as a hedge of the net investment in US subsidiaries.
Interest rates
Borrowings at variable rates expose the Group to cash flow
interest rate risk and borrowings at fixed rates expose the Group
to fair value interest rate risk. The Group has the option to use
interest rate swaps to manage part of this exposure but in the
current environment has not elected to do so.
Pensions
Estimates of the amount and timing of future funding obligations
for the Group's pension plans are based upon a number of
assumptions including future long term corporate bond yields, the
actual and projected performance of the pension plan assets,
legislative requirements and increased longevity of members. The
Group continually reviews risks in relation to the Group's pension
schemes and takes action to mitigate them where possible. While the
Group is consulted by the trustees on the investment strategies of
its pension plans, it does not have direct control over these
matters, as trustees are responsible for the strategy.
Consolidated income statement for the year ended 31 March
2014
Note 2014 2013 restated
GBPm GBPm
Revenue 2 184.0 190.3
Operating costs before pension administration costs and exceptional items (172.9) (183.1)
-------- --------------
Operating profit before pension administration costs and exceptional items 11.1 7.2
Pension administration costs (excluding exceptional items) (0.6) (1.3)
Exceptional items 3 (11.8) (12.3)
-------- --------------
Operating loss (1.3) (6.4)
-------- --------------
Share of post tax loss of jointly controlled entity - (0.1)
Financial costs (1.8) (2.7)
Net IAS 19 financing costs (2.8) (2.5)
Exceptional financing costs 3 - (0.2)
Net financing costs 4 (4.6) (5.4)
-------- --------------
Loss before tax (5.9) (11.9)
Taxation 5 (4.8) 0.1
-------- --------------
Loss for the financial year (10.7) (11.8)
-------- --------------
Attributable to:
Owners of the parent (10.9) (11.9)
Non-controlling interests 0.2 0.1
-------- --------------
(10.7) (11.8)
======== ==============
(Loss) /earnings per share 6
Basic loss per share (4.9)p (5.4)p
Diluted loss per share (4.9)p (5.4)p
Adjusted[5] earnings per share 3.2p 1.4p
Diluted adjusted earnings per share 3.2p 1.4p
Consolidated statement of comprehensive income for the year
ended 31 March 2014
2014 2013
GBPm restated
GBPm
Loss for the year (10.7) (11.8)
------- ----------
Other comprehensive income/(expense):
Items that may be reclassified to profit or loss
in subsequent periods:
Net gains/(losses) on cash flow hedges 0.2 (0.2)
Foreign exchange translation differences (8.5) 2.2
Foreign exchange differences on loans hedging the
net investment in foreign operations 0.6 (0.4)
------- ----------
(7.7) 1.6
Items not reclassified to profit or loss in subsequent
periods:
Remeasurement gains/(losses) on retirement benefit
obligations 2.9 (14.4)
Tax on components of other comprehensive income 2.1 2.4
5.0 (12.0)
------- ----------
Other comprehensive expense for the year, net of
tax (2.7) (10.4)
------- ----------
Total comprehensive expense for the year, net of
tax (13.4) (22.2)
======= ==========
Attributable to:
Owners of the parent (13.5) (22.3)
Non-controlling interest 0.1 0.1
------- ----------
(13.4) (22.2)
======= ==========
Consolidated balance sheet as at 31 Note 2014 2013 restated
March 2014 GBPm
GBPm
ASSETS Non-current assets
Goodwill 19.8 21.8
Other intangible assets 6.1 6.2
Property, plant and equipment 39.3 43.1
Investment property 1.3 1.4
Other non-current assets 0.2 0.4
Deferred tax assets 18.9 21.4
Retirement benefit surplus 0.4 -
-------- --------------
86.0 94.3
-------- --------------
Current assets
Inventories 35.9 40.9
Trade and other receivables 29.7 32.8
Retirement benefit surplus - 1.4
Derivative financial instruments 0.1 -
Cash and cash equivalents 6.7 9.8
72.4 84.9
Non-current asset classified as held
for sale 1.6 -
-------- --------------
74.0 84.9
-------- --------------
TOTAL ASSETS 160.0 179.2
-------- --------------
LIABILITIES
Current liabilities
Borrowings (0.1) (6.3)
Trade and other payables (34.9) (39.8)
Current tax (1.7) (1.4)
Derivative financial instruments - (0.2)
Provisions (2.4) (1.6)
(39.1) (49.3)
NET CURRENT ASSETS 34.9 35.6
-------- --------------
Non-current liabilities
Borrowings (30.9) (25.8)
Preference stock (0.5) (0.5)
Trade and other payables (0.6) (0.8)
Deferred tax liabilities (0.2) (0.6)
Retirement benefit obligations (65.3) (70.9)
Provisions (5.3) (0.3)
-------- --------------
(102.8) (98.9)
-------- --------------
TOTAL LIABILITIES (141.9) (148.2)
-------- --------------
NET ASSETS 18.1 31.0
EQUITY
Issued share capital 7 26.6 26.5
Share premium account 29.9 29.6
Currency translation reserve (1.7) 6.1
Other reserves 1.2 1.2
Retained earnings (40.4) (34.8)
-------- --------------
Equity attributable to equity holders
of the parent 15.6 28.6
Non-controlling interests 2.5 2.4
-------- --------------
TOTAL SHAREHOLDERS' EQUITY 18.1 31.0
======== ==============
Approved by the Board on 27 May 2014 and signed on its behalf
by:
Mark Harper Robert Purcell
Chairman Chief Executive
Consolidated statement of changes in equity for the year ended
31 March 2014
Share Currency Attributable Non- Total
Share premium Retained translation Other to owners controlling equity
capital account earnings reserve reserves of parent interests restated
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
At 1 April 2012 26.4 29.4 (10.7) 4.3 1.5 50.9 2.3 53.2
(Loss)/profit for
the year - - (11.9) - - (11.9) 0.1 (11.8)
Other
comprehensive
income/(expense) - - (12.0) 1.8 (0.2) (10.4) - (10.4)
--------- --------- --------- ------------ ---------- ------------- ------------ ----------
Total
comprehensive
income
/(expense)
for the year - - (23.9) 1.8 (0.2) (22.3) 0.1 (22.2)
Employee share
options:
- value of
employee
services - - (0.3) - - (0.3) - (0.3)
Exercise of share
warrants:
- release of
share
warrant reserve - - 0.1 - (0.1) - - -
- proceeds from
share
issue 0.1 0.2 - - - 0.3 - 0.3
At 31 March 2013
(restated) 26.5 29.6 (34.8) 6.1 1.2 28.6 2.4 31.0
(Loss)/profit for
the year - - (10.9) - - (10.9) 0.2 (10.7)
Other
comprehensive
income/(expense) - - 5.0 (7.8) 0.2 (2.6) (0.1) (2.7)
--------- --------- --------- ------------ ---------- ------------- ------------ ----------
Total
comprehensive
income/(expense)
for the year - - (5.9) (7.8) 0.2 (13.5) 0.1 (13.4)
Employee share
options:
- value of
employee
services - - 0.1 - - 0.1 - 0.1
Exercise of share
warrants:
- release of
share
warrant reserve - - 0.2 - (0.2) - - -
- proceeds from
share
issue 0.1 0.3 - - - 0.4 - 0.4
At 31 March 2014 26.6 29.9 (40.4) (1.7) 1.2 15.6 2.5 18.1
========= ========= ========= ============ ========== ============= ============ ==========
Consolidated statement of cash flows for the year ended 31 March
2014
2014 2013
GBPm GBPm
Cash flows from operating activities (Note
8)
Cash generated from operations 7.0 8.9
Income taxes paid (0.9) (0.7)
------ -------
Net cash from operating activities 6.1 8.2
------ -------
Cash flows from investing activities
Purchase of property, plant and equipment (6.0) (3.1)
Purchase of intangible assets (1.1) (1.8)
Net cash from investing activities (7.1) (4.9)
------ -------
Cash flows from financing activities
Proceeds from issue of ordinary shares 0.4 0.3
Financing costs paid (1.5) (2.8)
Proceeds from borrowings 8.0 43.1
Repayment of borrowings (8.0) (36.1)
Payment of finance lease liabilities - (0.1)
Net cash from financing activities (1.1) 4.4
------ -------
Net (decrease)/increase in cash and cash equivalents (2.1) 7.7
Net cash and cash equivalents at beginning
of year 9.2 1.2
Effects of exchange rate changes (0.5) 0.3
------ -------
Net cash and cash equivalents at end of year 6.6 9.2
====== =======
Notes to the Financial Information
1(a) Basis of preparation
The preliminary statement was approved by the Board on 27 May
2014. The preliminary statement does not represent the full
consolidated financial statements of Renold plc and its
subsidiaries which will be delivered to the Registrar of Companies
following the Annual General Meeting. The audited consolidated
financial statements of Renold plc for the year ended 31 March 2014
have been prepared in accordance with International Financial
Reporting Standards (IFRSs) as adopted by the European Union.
The preliminary statement has been prepared on a consistent
basis using the accounting policies set out in the Renold plc
annual report for the year ended 31 March 2013 with the exception
of the change in accounting policy below as a result of the
implementation of IAS 19R "Employee benefits". The financial
information for the year ended 31 March 2013 has been extracted
from the Renold plc annual report for that year as filed with the
Registrar of Companies and restated for the impact of the change in
accounting policy. The impact of this change is explained in detail
below.
The 2013 and 2014 financial statements both carry unqualified
audit reports which do not contain an emphasis of matter reference
and do not contain a statement under section 237(2) or 237(3) of
the Companies Act 1985 or section 498(2) or 498(3) of the Companies
Act 2006.
Changes in accounting policies and disclosures:
The Group has changed its accounting policies in accordance with the
modified accounting standard, IAS 19R, with respect to the basis for
accounting for financing income/expense on the value of the defined
benefit pension schemes' assets/liabilities and with respect to the
costs of administering the defined benefit pension schemes. The Group
now determines financing income/expense for the period by applying
the discount rate used for valuing the schemes' liabilities to the
value of the net pension asset/liability at the beginning of the year
(taking into account any changes during the period as a result of
contributions and benefit payments). Previously, the Group calculated
financing income by applying the expected return on assets to the
value of the schemes' assets at the beginning of the year and financing
expense by applying the discount rate to the value of the schemes'
liabilities at the beginning of the year (taking into account any
changes during the period as a result of contributions and benefit
payments).
Administration costs of defined benefit pension schemes are now included
as operating costs except those relating to plan asset management
which are recognised in other comprehensive income (as part of the
difference between actual return and net interest income). Previously
it was accounted for as a reduction in the expected return on schemes'
assets.
In the course of the process of determining the impact of implementing
IAS 19R, the directors have also reconsidered the treatment required
by IFRIC 14 which deals with refunds of pension surpluses. Under the
scheme rules, any notional surplus arising on payment of the agreed
contributions is fully recoverable and therefore the additional liability
of GBP6.9m and increase in deferred tax asset of GBP4.5m that was
recognised at 31 March 2013 has been reversed, with the net result
of increasing other comprehensive income by GBP2.4m. If we applied
IFRIC 14 consistently with the prior year an additional liability
of GBP8.2m and an increase in deferred tax asset of GBP5.4m would
be recognised.
For the year to 31 March 2013, the restatement on implementation of
IAS 19R has reduced operating profit before exceptional items as previously
reported by GBP1.3m, increased operating exceptional costs by GBP0.7m,
increased net financing costs by GBP2.2m, reduced tax by GBP1.0m,
and increased other comprehensive income by GBP3.2m.
There was no impact on the balance sheet at 31 March 2012 of these
changes and consequently no opening balance sheet at 1 April 2012
has been presented.
The Group has also adopted IFRS 7 "Disclosures Offsetting Financial
Assets and Financial Liabilities", IFRS 13 "Fair value Measurement"
both effective from 1 January 2013 and IAS 1R "Presentation of Financial
Statements" in the period. The Group has also adopted early amendments
to IAS 36 "Impairment of Assets" (effective date 1 January 2014).
Adoption of these standards did not have any material impact on financial
performance or position of the Group.
Impact on the consolidated income statement and the statement of other
comprehensive income
2014 2013
GBPm GBPm
Pension administration costs (0.6) (1.3)
Exceptional items - (0.7)
------- -------
Operating loss (0.6) (2.0)
------- -------
Net IAS 19 financing costs (3.4) (2.2)
------- -------
Net financing costs (3.4) (2.2)
------- -------
Loss before tax (4.0) (4.2)
------- -------
Taxation 0.8 1.0
Loss for the financial year (3.2) (3.2)
------- -------
Attributable to:
Owners of the parent (3.2) (3.2)
(3.2) (3.2)
======= =======
Basic and diluted loss per share (1.4)p (1.5)p
======= =======
The change in accounting policies did not have an impact on the
statement of cash flows or on the adjusted earnings per share.
Statement of other comprehensive income
Remeasurement gain on retirement benefit obligations 12.2 11.1
Tax on remeasurement gains (6.2) (5.5)
Other comprehensive income for the year, net of
tax 6.0 5.6
------- --------
Total comprehensive income for the year, net of
tax 2.8 2.4
======= ========
1(b) Basis of preparation - Going Concern
The financial statements have been prepared on a going concern
basis. In determining the appropriate basis of preparation of the
financial statements, the Directors are required to consider
whether the Group can continue in operational existence for the
foreseeable future.
The Directors have assessed the future funding requirements of
the Group and the Company and compared them to the level of
available borrowing facilities. The assessment included a detailed
review of financial forecasts, financial instruments and hedging
arrangements for at least the twelve month period from the date of
signing the accounts and a review of cash flow projections. The
Directors considered a range of potential scenarios within the key
markets the Group serves and how these might impact on the Group's
cash flow, facility headroom and banking covenants. The Directors
also considered what mitigating actions the Group could take to
limit any adverse consequences. The Group's forecasts and
projections, taking account of reasonably possible scenarios show
that the Group should be able to operate within the level of its
borrowing facilities and covenants.
Having undertaken this work, the Directors are of the opinion
that the Company and the Group have adequate resources to continue
in operational existence for the foreseeable future. Accordingly
they continue to adopt the going concern basis in preparing the
Annual Report and accounts.
1(c) Responsibility Statement of the Directors in respect of the
Annual Report and Accounts
We confirm that to the best of our knowledge:
-- the accounts, prepared in accordance with the applicable set
of accounting standards, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the company
and the undertakings included in the consolidation taken as a
whole; and
-- the directors' report includes a fair review of the
development and performance of the business and the position of the
issuer and undertakings included in the consolidation taken as a
whole, together with a description of the principal risks and
uncertainties that they face.
2. Segmental information
For management purposes, the Group is organised into two
reportable operating segments according to the nature of their
products and services. Having considered the management reporting
and organisational structure of the Group, the Directors have
concluded that Renold plc has two reportable operating segments as
follows:
-- The Chain segment manufactures and sells power transmission
and conveyor chain and also includes sales of Torque Transmission
product through Chain National Sales Companies (NSC's);
-- The Torque Transmission segment manufactures and sells torque
transmission products such as gearboxes and couplings used in power
transmission.
No operating segments have been aggregated to form the above
reportable segments.
Management monitors the operating results of its business units
separately for the purpose of making decisionsabout resource
allocation and performance assessment. The Chief Operating Decision
Maker (CODM) for the purposes of IFRS 8: 'Operating Segments' is
considered to be the Board of Directors of Renold plc. Segment
performance is evaluated based on operating profit and loss and is
measured consistently with operating profit and loss in the
consolidated financial statements. However, Group financing
(including finance costs and finance income), retirement benefit
obligations and income taxes are managed on a Group basis and are
not allocated to operating segments.
Transfer prices between operating segments are on an arm's
length basis in a manner similar to transactions with third
parties.
Chain Torque Head Office Consolidated
Transmission costs and
eliminations
GBPm GBPm GBPm
GBPm
Year ended 31 March 2014
Revenue
External customer 139.6 44.4 - 184.0
Inter-segment 0.3 5.0 (5.3) -
------- -------------- -------------- -------------
Total revenue 139.9 49.4 (5.3) 184.0
------- -------------- -------------- -------------
Operating profit/(loss) before
pension administration costs
and exceptional items 9.9 5.8 (4.6) 11.1
Pension administration costs - - (0.6) (0.6)
Exceptional items (11.5) (0.3) - (11.8)
------- -------------- -------------- -------------
Operating profit/(loss) (1.6) 5.5 (5.2) (1.3)
Net financing costs (4.6)
-------------
Loss before tax (5.9)
-------------
Other disclosures
Working capital 22.6 8.6 (1.1) 30.1
Capital expenditure 4.8 1.3 1.0 7.1
Depreciation and amortisation 3.1 1.1 1.2 5.4
Chain Torque Head Office Consolidated
Transmission costs and
eliminations
GBPm GBPm GBPm
Year ended 31 March 2013 (restated) GBPm
Revenue
External customer 141.9 48.4 - 190.3
Inter-segment 0.8 4.6 (5.4) -
------ -------------- -------------- -------------
Total revenue 142.7 53.0 (5.4) 190.3
------ -------------- -------------- -------------
Operating profit/(loss) before
pension administration costs
and exceptional items 6.9 5.3 (5.0) 7.2
Pension administration costs - - (1.3) (1.3)
Exceptional items (9.5) 0.7 (3.5) (12.3)
------ -------------- -------------- -------------
Operating profit/(loss) (2.6) 6.0 (9.8) (6.4)
Share of post-tax loss of jointly
controlled entity (0.1)
Net financing costs (5.4)
-------------
Loss before tax (11.9)
-------------
Other disclosures
Working capital 18.5 8.6 6.0 33.1
Capital expenditure 2.3 0.8 1.8 4.9
Depreciation and amortisation 3.2 1.0 0.4 4.6
The Board reviews the performance of the business using
information presented at consistent exchange rates ('underlying').
The prior year results have been restated using this year's
exchange rates as follows:
Chain Torque Head Office Consolidated
Transmission costs and
eliminations
GBPm GBPm GBPm
Year ended 31 March 2013 (restated) GBPm
Revenue
External customer 141.9 48.4 - 190.3
Foreign exchange (2.1) (1.2) - (3.3)
------ -------------- -------------- -------------
Underlying external sales 139.8 47.2 - 187.0
------ -------------- -------------- -------------
Operating profit/(loss) before
pension administration costs
and exceptional items 6.9 5.3 (5.0) 7.2
Foreign exchange (0.1) - - (0.1)
Underlying operating profit/(loss)
before pension administration
costs and exceptional items 6.8 5.3 (5.0) 7.1
i. Inter-segment revenues are eliminated on consolidation.
ii. Included in Chain external sales is GBP7.6m (2013: GBP8.8m)
of Torque Transmission product sold through the Chain NSCs. The
Torque Transmission businesses may use the Chain NSC framework in
countries where it does not have its own presence.
iii. The measures of segment assets reviewed by the CODM is
total working capital, defined as inventories and trade and other
receivables less trade and other payables. Working capital is also
measured as a ratio of rolling annual sales.
iv. Capital expenditure consists of additions to property, plant
and equipment, and intangible assets (including through
acquisitions).
The UK is the home country of the parent company, Renold plc.
The principal operating territories and sales analysis is shown
below (based on the location of the customer). The analysis of
non-current assets is based on the location of the assets are as
follows:
Revenue ratio External revenues Non-current Employee numbers
assets
2014 2013 2014 2013 2014 2013 2014 2013
% % GBPm GBPm GBPm GBPm
United Kingdom 8.7 9.2 16.0 17.6 13.8 14.0 558 635
Rest of Europe 27.7 26.3 51.0 50.1 12.8 13.2 405 418
North America 37.8 36.4 69.5 69.3 24.8 26.0 355 352
Australasia 12.0 13.6 22.0 25.8 7.0 8.4 157 167
China 4.1 2.5 7.5 4.8 3.5 4.2 348 397
India 3.4 3.8 6.2 7.2 3.8 4.8 479 495
Other countries 6.3 8.2 11.8 15.5 0.8 1.9 77 81
------- ------- --------- --------- ------ ------ --------- --------
100 100 184.0 190.3 66.5 72.5 2,379 2,545
------- ------- --------- --------- ------ ------ --------- --------
All revenue relates to the sale of goods and services. No
individual customer, or group of customers, represents more than
10% of Group revenue (2013: none).
Non-current assets consist of goodwill, other intangible assets,
property, plant and equipment, investment property and investment
in jointly controlled entities. Other non-current assets and
deferred tax assets are not included above.
3. Exceptional items
2014 2013
Included in operating costs GBPm GBPm
Bredbury factory closure costs 4.7 -
Bredbury site onerous lease provision 5.7 -
Chain business model review:
- impairment of goodwill - 1.5
- impairment of intangible assets - 1.1
- impairment of tangible fixed assets 0.1 3.7
- impairment of inventory and production tooling 0.5 2.8
- provision for onerous licence costs - 0.3
Impairment of investment in jointly controlled entity - 0.1
Impairment of investment property - 0.5
Other reorganisation and redundancy costs 0.8 2.6
Pension merger and asset backed funding costs - 0.7
Insurance proceeds - (1.0)
------ ------
11.8 12.3
====== ======
Included in financing costs:
Costs associated with refinancing - 0.2
====== ======
Bredbury factory closure costs include redundancy costs of
GBP2.6m and GBP2.7m of other project costs incurred during the
closure of the manufacturing facility and transfer of production to
other Renold plants. The costs above include GBP1.1m expected to be
incurred during the next financial year. The Bredbury onerous lease
provision is based on a discounted cash flow (using the risk free
rate of 3.35%) of the remaining committed payments under the
unexpired lease term of 16 years less an allowance for assumed
rental income from potential sub-leasing of the facility. A working
group is currently reviewing options to mitigate this liability
(including the options for a sub-lease).
In the prior year, the Group carried out a review of the
business model for the Chain division which resulted in the
identification and impairment of a number of assets, largely driven
by excess production capacity. Asset impairments of GBP5.7m were
recognised in respect of the Bredbury site which subsequently
closed as described above. In addition, due to a reduction in the
number of management units and expected users resulting from
restructuring activities, a proportion of the costs in respect of
the ERP system were also impaired (intangible assets impairment
charge of GBP1.1m). A provision of GBP0.3m was also made for future
payments for licences that are now unlikely to be used.
Also in the prior year, an impairment charge of GBP0.1m was made
against the carrying value of the investment in the jointly
controlled entity Renold Transmission Technology (Jiangsu) Inc. The
carrying value of this investment at 1 April 2013 was GBPnil.
Other reorganisation and redundancy costs incurred in the
current and prior year relate primarily to redundancy costs
associated with the global initiative to reduce overheads in all of
our operations.
In the prior year costs associated with the pension merger and
asset backed funding projects have been treated as exceptional
following the restatement required for IAS 19R.
Exceptional refinancing costs of GBP0.2m were recognised in the
prior year representing costs associated with the previous
borrowing arrangements that would have been amortised over the
duration of those facilities.
4. Net financing costs
2014 2013
restated
GBPm GBPm
Financial costs:
Interest payable on bank loans and overdrafts (1.5) (2.6)
Amortised financing costs (0.3) (0.1)
Exceptional refinancing costs - (0.2)
------ ----------
Total financing costs (1.8) (2.9)
====== ==========
Net IAS 19 financing costs (2.8) (2.5)
====== ==========
Net financing costs (4.6) (5.4)
====== ======
5. Taxation
Analysis of tax charge/(credit) in the year
2014 2013
restated
GBPm GBPm
United Kingdom
UK corporation tax at 23% (2013: 24%) - -
Less: double taxation relief - -
- -
Overseas taxes
Corporation taxes 1.0 0.6
Withholding taxes 0.2 0.1
Current income tax charge 1.2 0.7
Deferred tax
UK - origination and reversal of temporary
differences 3.0 (0.6)
Overseas - origination and reversal of temporary
differences 0.6 (0.2)
Total deferred tax charge 3.6 (0.8)
------- -----------
Tax charge/(credit) on loss on ordinary activities 4.8 (0.1)
======= ===========
2014 2013
restated
GBPm GBPm
Tax on items taken to other comprehensive
income
Deferred tax on changes in net pension deficits (2.1) (2.4)
Tax credit in the statement of other comprehensive
income (2.1) (2.4)
======= ===========
Factors affecting the Group tax charge for the year
The UK Finance Act 2013 proposed reductions in the main rate of
UK corporation tax from 23% to 20%, reducing the rate to 21% from 1
April 2014 and then 20% from 1 April 2015. As at 31 March 2014,
these reductions have been enacted and their effect has been
incorporated into the closing deferred tax balances in the
company's financial statements.
This has resulted in a GBP0.4m deferred tax charge to the income
statement and a GBP1.3m deferred tax charge to other comprehensive
income, due to the reduction in the value of the deferred tax
assets recognised in the UK.
The Group's tax charge in future years will be affected by the
profit mix, effective tax rates in the different countries where
the Group operates and utilisation of tax losses. No deferred tax
is recognised on the unremitted earnings of overseas
subsidiaries
The actual tax on the Group's loss before tax differs from the
theoretical amount using the UK corporation tax rate as
follows:
2014 2013
restated
GBPm GBPm
Loss on ordinary activities before tax (5.9) (11.9)
======= ===========
Theoretical tax credit at 23% (2013: 24%) (1.4) (2.9)
Effects of:
Permanent differences 0.2 0.3
Overseas tax rate differences 0.4 0.4
Deferred tax not recognised 5.2 1.9
Change in tax rate 0.4 0.2
-------
Total tax charge / (credit) 4.8 (0.1)
------- -----------
6. (Loss) / earnings per share
(Loss) / earnings per share (EPS) is calculated by reference to
the (loss) / earnings for the year and the weighted average number
of shares in issue during the year as follows:
2014 2013
Per Per
share share
Loss Shares amount Loss Shares amount
GBPm (Thousands) (pence) GBPm (Thousands) (pence)
Basic EPS
(Loss) / earnings
attributed to ordinary
shareholders (10.9) 222,398 (4.9) (11.9) 220,939 (5.4)
Basic EPS (10.9) 222,398 (4.9) (11.9) 220,939 (5.4)
========== =============== ========== ========== =============== ============
2014 2013
Per Per
(Loss) share (Loss) share
/ earnings Shares amount / Shares amount
GBPm (Thousands) (pence) Earnings (Thousands) (pence)
GBPm
Adjusted EPS
Basic EPS (10.9) 222,398 (4.9) (11.9) 220,939 (5.4)
Effect of exceptional items,
after tax:
Exceptional
items
in operating
costs 11.4 5.1 11.9 5.4
Exceptional
items
in financing
costs - - 0.2 0.1
Exceptional tax
charge 3.5 1.6 - -
Pension
administration
costs included
in
operating costs 0.6 0.3 1.1 0.5
Net pension
financing
costs 2.4 1.1 1.8 0.8
Adjusted EPS 7.0 222,398 3.2 3.1 220,939 1.4
============== ============== ========= ================== ================= ============
Inclusion of the dilutive securities, comprising 4,105,000
(2013: 30,000) additional shares due to share options and nil
(2013: 434,000) additional shares due to warrants over shares, in
the calculation of adjusted EPS does not change the amount shown
above (2013: no change).
The adjusted earnings per share numbers have been provided in
order to give a useful indication of underlying performance by the
exclusion of exceptional items. Due to the existence of
unrecognised deferred tax assets, there was no associated tax
credit on some of the exceptional charges and in these instances
exceptional costs are added back in full.
7. Called up share capital Issued
2014 2013
GBPm GBPm
Ordinary shares of 5p each 11.2 11.1
Deferred shares of 20p each 15.4 15.4
------- -------
26.6 26.5
======= =======
At 31 March 2014, the issued ordinary share capital comprised
223,064,703 ordinary shares of 5p each (2013: 221,064,453) and
77,064,703 deferred shares of 20p each (2013: 77,064,703).
In August 2013, the Company issued 2,000,250 fully paid ordinary
shares of 5p each (2013:1,499,750) pursuant to the exercise of
warrants by Royal Bank of Scotland at a price of 21.06p. The
warrants had a seven year term commencing from 13 August 2009
during which they could be exercised at any time and were granted
as part of the re-financing agreed with the Group's banks at that
time. There are no outstanding warrants as at 31 March 2014.
8. Additional cash flow information
Reconciliation of operating profit to net cash
flows from operations: 2014 2013
restated
Cash generated from operations: GBPm GBPm
Operating loss (1.3) (6.4)
Depreciation and amortisation 5.4 4.6
Impairment of goodwill - 1.5
Impairment of intangible assets - 1.1
Impairment of tangible assets - 3.7
Impairment of inventories - 2.8
Impairment of investment in jointly controlled
entity - 0.1
Impairment of investment property - 0.5
Proceeds from plant and equipment disposals 0.2 0.4
Equity share plans 0.1 (0.3)
Decrease in inventories 1.8 2.8
Decrease in receivables 0.8 1.3
(Decrease) / increase in payables (1.8) 0.1
Increase in provisions 5.8 0.4
Movement on pension plans (3.8) (3.8)
Movement in derivative financial instruments (0.2) 0.1
------- -----------
Cash generated from operations 7.0 8.9
======= ===========
Reconciliation of net decrease in cash and cash 2014 2013
equivalents to movement in net debt: GBPm GBPm
Decrease in cash and cash equivalents (2.1) 7.7
Change in net debt resulting from cash flows - (7.0)
Foreign currency translation differences 0.4 (0.6)
Non-cash movement (amortisation of re-financing (0.3) -
costs)
--------- ---------
Change in net debt during the period (2.0) 0.1
Net debt at start of year (22.8) (22.9)
--------- ---------
Net debt at end of year (24.8) (22.8)
========= =========
Net debt comprises:
Cash and cash equivalents 6.7 9.8
Total borrowings (31.5) (32.6)
--------- ---------
(24.8) (22.8)
========= =========
[1] Underlying adjusts prior year results to the current year
exchange rates to give a like for like comparison
[2] "Adjusted" means excluding the impact of exceptional items
and pension administration costs
[3] Operating profit before pension administration costs and
exceptional items at like for like foreign exchange rates.
[4] The annual average of each month's ratio of working capital
to rolling annual sales.
[5] Adjusted for the after tax effects of pension administration
costs, exceptional items and the IAS 19 charge.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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