Renold plc
("Renold", the "Company"
or, together with its subsidiaries, the "Group")
Interim
results for the
half year ended 30 September 2024
Resilient trading; improved
margin; underlying full year expectations
unchanged
Renold (AIM: RNO), a leading
international supplier of industrial chains and related power
transmission products, announces its interim results for the six
month period ended 30 September 2024.
Financial summary
|
Half year
ended
|
|
Change
(Constant
currency)1
|
£m
|
30 September
2024
|
30
September 2023
|
Change
|
Revenue
|
123.4
|
125.3
|
(1.5)%
|
+0.6%
|
Adjusted operating
profit2
|
15.2
|
15.0
|
+1.3%
|
+4.0%
|
Return on
sales2
|
12.3%
|
12.0%
|
+30bps
|
+40bps
|
Adjusted profit before
tax2
|
11.3
|
11.3
|
-
|
|
Net debt3
|
42.2
|
28.3
|
|
|
Adjusted earnings per
share2
|
4.2p
|
3.8p
|
+10.5%
|
|
|
|
|
|
|
Additional statutory measures
|
|
|
|
|
Operating profit
|
13.4
|
16.2
|
(17.3)%
|
|
Profit before tax
|
9.5
|
12.5
|
(24.0)%
|
|
Basic earnings per
share
|
3.3p
|
4.4p
|
(25.0)%
|
|
|
|
|
|
|
Financial highlights
·
|
Revenue at £123.4m increased 0.6%
at constant exchange rates, although down 1.5% at reported rates
due to currency headwinds.
|
|
·
|
Chain and TT divisions both
reported an increase in revenue, at constant exchange
rates.
|
|
·
|
Adjusted operating profit at
£15.2m (2023: £15.0m) up 4.0% at constant exchange rates, and 1.3%
at reported exchange rates.
|
|
·
|
Further margin expansion; return
on sales increased 30bps, (40bps at constant exchange rates) to
12.3% (2023: 12.0%).
|
|
·
|
Net debt at 30 September 2024
£42.2m (31 March 2024: £24.9m), after acquisition costs to date of
£23.3m. Net debt was 1.0x adjusted EBITDA (2023:
0.7x).
|
|
·
|
Adjusted EPS up 10.5% to 4.2p
(2023: 3.8p).
|
|
·
|
IAS 19 retirement benefit deficit
reduced 8.6% to £52.2m (31 March 2024: £57.1m).
|
|
Business highlights
·
|
Acquisition of Mac Chain based in
British Columbia, Canada and the Pacific Northwest of the USA for a
total consideration, incl. deferred amounts, of £23.8m, increasing
the Group's access to the North American conveyor and forestry
chain markets. The integration process is progressing well and the
business is performing in line with expectations. The Americas now
represent c. 47% of Group revenue on a pro-forma basis.
|
|
·
|
Further progress made to improve
productivity, reduce costs and in capital investment, accelerating
the integration of Group-wide supply chains and increasing
operational capabilities.
|
|
·
|
H1 order intake up 11.5% compared
to prior year, including military contract win of £10.6m for the
Royal Canadian Navy.
|
|
·
|
Order book at 30 September 2024 of
£80.8m, remains strong compared to historic levels (30 September
2023: £83.6m).
|
|
·
|
Post period end, Renold's
manufacturing facility in Valencia was significantly impacted by
the well-publicised flooding in the region and although the
financial impact is still being assessed the net cost to the Group
is expected to be c. £1m.
|
|
·
|
Board remains confident of
delivering underlying full year results in line with market
expectations4
|
|
1 See below for
reconciliation of actual rate, constant exchange rate and adjusted
figures.
2 See Note 12 for
definitions of adjusted measures and the differences to statutory
measures.
3 See Note 8 for a
reconciliation of net debt which excludes lease
liabilities.
4 Company compiled
analyst consensus for FY25 is for revenue of £252.5m with a range
of £252.4m to £252.6m and operating profit of £30.4m with a range
of £29.5m to £31.2m.
Robert Purcell, Chief Executive of Renold,
said:
"Renold continue to deliver improving results in what have
been variable and generally difficult markets. The Renold business
with its diversity of customers, geography, markets and
applications has shown its strength in a period of considerable
economic upheaval. Our STEP2 Strategy is being consistently
executed and is delivering good results.
"In the first half we have made further progress with our
inorganic growth strategy through the acquisition of Mac Chain,
another excellent addition to the Group and one that enhances our
market position in a number of sectors and geographies. Our strong
cash generation means that we can accelerate the cadence of value
enhancing bolt-on acquisitions.
"The floods in Valencia were devasting for the local
communities and our factory was directly impacted. Our colleagues
are all safe, and efforts are underway to restore business as
usual, and they are doing a fantastic job despite operating in a
very difficult environment. Whilst there will be a short term
operational impact, we are, and will, cope with the
challenges.
"Whilst we see no signs of the global economic conditions
significantly improving in the second half, the resilience of the
Group gives the Board confidence in delivering underlying full year
results in line with market
expectations4."
Reconciliation of reported, constant exchange rate and
adjusted results
|
Revenue
|
Operating
profit
|
Earnings per
share
|
|
H1
2024/25
£m
|
H1
2023/24
£m
|
H1
2024/25
£m
|
H1
2023/24
£m
|
H1
2024/25
pence
|
H1
2023/24
pence
|
Statutory at actual exchange rates
|
123.4
|
125.3
|
13.4
|
16.2
|
3.3
|
4.4
|
Adjust for non-recurring
items:
|
|
|
|
|
|
|
Assignment of lease of closed
site
|
-
|
-
|
-
|
(2.2)
|
|
|
Acquisition costs
|
-
|
-
|
1.2
|
0.5
|
|
|
Amortisation of acquired
intangible assets
|
-
|
-
|
0.6
|
0.5
|
|
|
Adjusted at actual exchange rates
|
123.4
|
125.3
|
15.2
|
15.0
|
4.2
|
3.8
|
Exchange impact
|
2.7
|
-
|
0.4
|
-
|
|
|
Adjusted at constant exchange
rates
|
126.1
|
125.3
|
15.6
|
15.0
|
|
|
Investor Presentation
The Company will conduct a live
presentation and Q&A session for investors on the same day as
the release of the interim results, 20 November 2024, at 5:30 pm
GMT. The presentation is open to all existing and potential
shareholders. Those wishing to attend should register via the
following link and they will be provided with log in
details:
https://us02web.zoom.us/webinar/register/WN_zYZhNwhNQ3yc5j-SL4EDYA
There will be the opportunity for
participants to ask questions at the end of the presentation.
Questions can also be emailed to renold@investor-focus.co.uk
ahead of the presentation.
ENQUIRIES:
Renold plc
|
IFC Advisory Limited
|
Robert Purcell, Chief
Executive
|
Tim Metcalfe
|
Jim Haughey, Group Finance
Director
|
Graham Herring
|
|
renold@investor-focus.co.uk
|
|
|
0161 498 4500
|
020 3934 6630
|
Nominated Adviser and Joint Broker
|
Joint Broker
|
Peel Hunt LLP
|
Cavendish Capital Markets Limited
|
Mike Bell
|
Ed Frisby (Corporate
Finance)
|
Ed Allsopp
|
Andrew Burdis / Harriet Ward
(ECM)
|
|
|
020 7418 8900
|
020 7220 0500
|
Cautionary statement regarding forward-looking
statements
Some of the information in this
document may contain projections or other forward-looking
statements regarding future events or the future financial
performance of Renold plc and its subsidiaries. You can identify
forward-looking statements by terms such as "expect", "believe",
"anticipate", "estimate", "intend", "will", "could", "may" or
"might", the negative of such terms or other similar expressions.
Renold plc (the Company) wishes to caution you that these
statements are only predictions and that actual events or results
may differ materially. The Company does not intend to update these
statements to reflect events and circumstances occurring after the
date hereof or to reflect the occurrence of unanticipated events.
Many factors could cause the actual results to differ materially
from those contained in projections or forward-looking statements
of the Group, including among others, general economic conditions,
the competitive environment as well as many other risks
specifically related to the Group and its operations. Past
performance of the Group cannot be relied on as a guide to future
performance.
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, distributors and
end-users. The Group 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
at: www.renold.com
Chief Executive's statement
The Group's performance in the
first six months of the year was strong, when set against continued
market weakness seen in Europe and China, a softening of the US
market ahead of the US Presidential elections, and increased
foreign exchange headwinds. Revenues reduced 1.5% to £123.4m (2023:
£125.3m). At constant exchange rates, revenues increased
0.6%.
Group adjusted operating profit
increased by 1.3% to £15.2m (2023: £15.0m), an improvement of 4.0%
at constant exchange rates. The TT division materially improved its
operating profit (up 10.9%) as the benefits of prior year
productivity improvements, and the continuing impact of the
long-term military contracts in the Couplings business are
reflected in margin expansion of 120bps.
Group return on sales increased by
30bps, to 12.3% (2023: 12.0%), continuing the progress seen in
previous years, and demonstrating the Group's ability to pass
through cost inflation and improve productivity.
Statutory operating profit reduced
to £13.4m (2023: £16.2m), as the exceptional profit in the prior
year of £2.2m related to the assignment of the lease of the closed
Bredbury site was a one-off, while acquisition costs increased to
£1.2m. The statutory operating profit margin for the period was
10.9% (2023: 12.9%).
Net debt increased during the
period to £42.2m (31 March 2024: £24.9m) following the acquisition
of Mac Chain for an initial net cash consideration of £21.2m in
September 2024. The Group made the final payment on the YUK
acquisition of £1.7m, and also re-introduced a dividend of £1.0m,
which was paid in the period. Excluding the impact of the above
payments, underlying cash generation was some £6.6m, and would have
resulted in a half year net debt position of £18.3m.
Order intake for the period was
£122.3m, an increase of 11.5% (2023: £109.7m), or a 14.3% increase
at constant exchange rates. Mac Chain contributed £1.2m to order
intake in the period. The order book as at 30 September 2024 of
£80.8m remains higher than historic levels, and represents a
constant currency increase of 0.6% over the previous financial
year.
Global markets continue to be
uncertain, with activity levels in both mainland Europe and China
recovering more slowly than initially anticipated. However,
material and labour cost inflation is now reducing.
Overall, trading and profitability
for the first half of the financial year was in line with the
Board's expectations. The good trading performance in the period,
coupled with the strong order book, underpins management's
confidence in the outturn for the full financial year.
After the period end, our Chain
manufacturing facility in Valencia was directly hit by the recent
severe flooding in the region. Most importantly, the local team are
all safe, but they, their families and communities have been, and
continue to go through, a very difficult period. Fortunately, the
Valencia logistics centre, which accounts for approximately 70% of
our Spanish business, was completely unaffected. Our business
continuity plans have worked well and we do not expect any medium
term material impact. The Group is insured for asset and business
interruption and we expect a full recovery of our costs, minus a
deductible, although there will be some short term cash
impact.
Acquisitions
On 9 September 2024, the Group
acquired the trade and net assets of Mac Chain Company Ltd (U.S.)
and the entire issued share capital of Mac Chain Company Limited
(Canada) (together, "Mac Chain") for a total cash consideration of
£23.8m.
With operations in the Pacific
Northwest of the USA, British Columbia, and Quebec, Canada, Mac
Chain is a manufacturer and distributor of high quality conveyor
chain ("CVC") and ancillary products, with a significant presence
in the forestry and broader industrial markets. The acquisition
substantially increases the Group's access to the Western US and
Canadian CVC markets, particularly forestry, which we have
identified as a significant opportunity. With Renold's existing US
and Canadian operational footprint, the acquisition presents
significant opportunities for synergies upon
integration.
The Mac Chain acquisition
demonstrates further strategic momentum, supplementing organic
growth through high quality bolt-on acquisitions which can expand
our geographic presence, grow our product offering and strengthen
our market position in key end markets, expanding
Renold's existing Chain business in North America by
c.33%.
The Board is pleased with the
performance of Mac Chain, which was in line with expectations in
the weeks since completion of the acquisition and remains excited
by the opportunities beginning to emerge.
There remains an active pipeline
of acquisition opportunities which the Group continues to review as
part of its growth strategy. The Board adopts a disciplined
approach to its acquisition strategy, with investments focussed on
complementary industrial chain businesses. Acquisitions are
expected to be earnings accretive within the first year, whilst
leverage is maintained at conservative levels.
Business and financial
review
|
Revenue
|
Adjusted operating
profit
|
Return on
sales
|
Six month period
|
2024/25
£m
|
2023/24
£m
|
2024/25
£m
|
2023/24
£m
|
2024/25
%
|
2023/24
%
|
Chain
|
99.4
|
98.9
|
15.9
|
15.8
|
16.0
|
16.0
|
Torque Transmission
|
29.6
|
28.8
|
5.1
|
4.6
|
17.2
|
16.0
|
Head office costs/
Inter segment sales
elimination
|
(2.9)
|
(2.4)
|
(5.4)
|
(5.4)
|
-
|
-
|
Total Adjusted at constant
rates
|
126.1
|
125.3
|
15.6
|
15.0
|
12.4
|
12.0
|
Impact of foreign
exchange
|
(2.7)
|
-
|
(0.4)
|
-
|
(0.1)
|
-
|
Total Adjusted at actual
rates
|
123.4
|
125.3
|
15.2
|
15.0
|
12.3
|
12.0
|
Adjusting items:
|
|
|
|
|
|
|
Assignment of lease of closed
site
|
-
|
-
|
-
|
2.2
|
|
|
Amortisation of acquired
intangible assets
|
-
|
-
|
(0.6)
|
(0.5)
|
|
|
Acquisition costs
|
-
|
-
|
(1.2)
|
(0.5)
|
|
|
Statutory
|
123.4
|
125.3
|
13.4
|
16.2
|
10.9
|
12.9
|
Chain
The Chain division's revenue at
reported exchange rates reduced by 1.8% to £97.1m. Revenue at
constant exchange rates increased by 0.5% to £99.4m. Mac Chain
contributed revenue of £1.2m in the three weeks of ownership in the
half year. Adjusted operating profit for the Chain division of
£15.5m reduced by 1.9% at reported exchange rates, and at constant
exchange rates adjusted operating profit increased by 0.6%. Return
on sales for the Chain division was flat at 16.0% (2023: 16.0%).
Due to the proximity to the half year end and the need to ensure
the necessary valuations are completed, no profit (which is
expected not to be material) has been included for Mac Chain in the
period.
Chain Performance
|
|
|
|
|
Six month period
|
2024/25
£m
|
2023/24
£m
|
2024/25 ROS
%
|
2023/24
ROS %
|
External revenue
|
96.7
|
98.4
|
|
|
Inter-segment revenue
|
0.4
|
0.5
|
|
|
Total revenue
|
97.1
|
98.9
|
|
|
Foreign exchange
|
2.3
|
-
|
|
|
Revenue at constant exchange
rates
|
99.4
|
98.9
|
|
|
Operating profit
|
14.9
|
17.5
|
15.3
|
17.7
|
Assignment of lease of closed
site
|
-
|
(2.2)
|
|
|
Amortisation of acquired
intangible assets
|
0.6
|
0.5
|
|
|
Adjusted operating
profit
|
15.5
|
15.8
|
16.0
|
16.0
|
Foreign exchange
|
0.4
|
-
|
|
|
Adjusted operating profit at
constant exchange rates
|
15.9
|
15.8
|
16.0
|
16.0
|
Revenue movements by region were
as follows:
·
|
In Europe revenue reduced by 4.1%
(1.8% reduction at constant exchange rates). Softness in the German
market continued during the period, while sales in Switzerland were
also subdued. However, sales in the UK increased by 4.6%, while
sales in France increased by 17.7%. The integration of the YUK
business continued as planned, as CVC chain and transmission chain
("TRC") sales in Spain increased by 18.1% while product
manufactured by YUK in Spain, and sold throughout Europe, also
increased.
|
·
|
Americas revenue reduced by 2.5%
at reported exchange rates, but increased by 0.9% at constant
exchange rates. Sales of both engineering chain and leaf chain
(used in fork lift trucks) remained strong. New opportunities with
distributors, especially in the warehouse and distribution markets,
will generate additional future sales.
|
·
|
Australasian revenues increased by
18.8%, or 20.4% at constant exchange rates. The business continued
to benefit from its strategy to target South East Asia, with strong
growth recorded in each of the Malaysian, Indonesian and Thai
markets.
|
·
|
Revenues in India recovered
strongly with constant currency revenues up 17.0%. Increased
competition from Chinese competitors abated, while sales to the
agricultural markets recovered. Intra Group supply, especially to
the USA, was strong, particularly for larger CVC Chain. The capital
investment programme in India aimed at increasing the quality of
production to Western standards continued. To enhance market
coverage we continued to expand our domestic dealer network and the
number of local warehouses.
|
·
|
Revenues in China were down 6.7%
(at constant exchange rates) as the impact of a weak Chinese
economy was reflected in domestic demand. Offsetting this, intra
Group volume to Europe recovered. The transfer of YUK's externally
purchased product to Jintan continued. A similar external to
internal product shift will be undertaken at Mac Chain, with some
benefit expected in H2.
|
Order intake at constant exchange
rates increased by 4.8% to £92.6m.
Torque Transmission
("TT")
TT Performance
|
|
|
|
|
Six month period
|
2024/25
£m
|
2023/24
£m
|
2024/25 ROS
%
|
2023/24
ROS %
|
External revenue
|
26.7
|
26.9
|
|
|
Inter-segment revenue
|
2.5
|
1.9
|
|
|
Total revenue
|
29.2
|
28.8
|
|
|
Foreign exchange
|
0.4
|
-
|
|
|
Revenue at constant exchange
rates
|
29.6
|
28.8
|
|
|
Operating profit (and adjusted
operating profit)
|
5.1
|
4.6
|
17.5
|
16.0
|
Foreign exchange
|
-
|
-
|
|
|
Adjusted operating profit at
constant exchange rates
|
5.1
|
4.6
|
17.2
|
16.0
|
TT divisional revenues, at
constant exchange rates, of £29.6m were £0.8m (2.8%) higher than in
the prior year. Continued growth in the US, Chinese and French
markets, offset a slow down in activity in the Spanish and Gears
business. The long-term military contracts continued in line with
the production schedule, which led to an increase in profitability
during the half year. Additionally, the division benefited from an
increase in capacity due to capital investments in automated
machines, and efficiency improvements driven by greater visibility
as additional sites use M3, the Group standard ERP
system.
As a result of increased sales
activity, selling price rises and improved output, as well as a
normalisation in product mix, divisional operating profit at
constant exchange rates increased by £0.5m to £5.1m. Return on
sales increased in the period by 150bps to 17.5% (2023:
16.0%).
The division benefitted from the
receipt of a significant order (£10.6m) for the Royal Canadian Navy
in the half year. Excluding this order, order intake at constant
exchange rates increased by 3.6%. The closing order book for the
division of £43.0m should ensure that momentum will continue into
the second half.
Cash flow and net
debt
Half year to 30 September
|
2024/25
£m
|
2023/24
£m
|
Adjusted operating
profit
|
15.2
|
15.0
|
Add back: Depreciation and
amortisation
|
5.0
|
4.9
|
Share-based
payments
|
0.8
|
0.7
|
Adjusted EBITDA
|
21.0
|
20.6
|
Movement in working
capital
|
0.2
|
(1.4)
|
Net capital expenditure
|
(5.1)
|
(2.1)
|
Operating cash flow
|
16.1
|
17.1
|
Income taxes
|
(2.9)
|
(1.3)
|
Retirement benefit cash
costs
|
(3.1)
|
(6.0)
|
Repayment of lease
principal
|
(1.3)
|
(1.4)
|
Financing costs paid
|
(2.7)
|
(2.2)
|
Acquisition
consideration1
|
(23.3)
|
(4.9)
|
Dividends paid
|
(1.0)
|
-
|
Other
|
0.9
|
0.2
|
Change in net debt
|
(17.3)
|
1.5
|
Closing net debt
|
(42.2)
|
(28.3)
|
1 Includes
£21.2m net consideration for the Mac Chain acquisition,
together with £1.7m deferred consideration in relation to the
acquisition of Industrias YUK S.A in FY23 and £0.4m of acquisition
costs for Mac Chain.
Net Debt at £42.2m increased by
£17.3m in the period (31 March 2024: £24.9m).
Working capital remained broadly
flat during the half year, while net
capital expenditure of £5.1m increased over the prior year, as
investments in production capabilities, especially in our Indian,
US and TT divisions continue apace, including expansion of press
capabilities, improved heat treatment and continuing roll-out of
the Group's standard ERP system.
Corporation tax payments on
account of £2.9m were £1.6m higher than in the prior year.
Following full utilisation of US tax loses, tax payments on account
commenced during the half year.
Financing cash costs increased
relative to the first half of last year reflecting the increase in
market interest rates. The Group re-introduced a dividend, paying
£1.0m in the period.
Retirement benefit cash costs were
in line with expectations.
Post period end, on 29 October
2024, the Valencia region was hit by severe flooding. The Group's
Valencia CVC manufacturing facility (approximately 30% of the
Group's Spanish business) saw extensive flooding, but the nearby
Valencia TRC distribution centre (approximately 70% of the Group's
Spanish business) was unaffected. The Group is fully insured,
including business interruption, and the insurance claim will cover
all financial impacts on the Group, with the final amount still to
be quantified. After paying the insurance deductible and certain
other costs, the estimated net cost to the Group is expected to
ultimately be approximately £1.0m. There will, however, be a short
term financial impact on the Group. Against the still to be
quantified, but currently estimated at £10.5m, insurance recovery
expected in FY26 will be an exceptional write off of inventory and
factory equipment, estimated at £4.2m, and an exceptional trading
impact of £1.5m, split over the current financial year and
FY26.
Retirement
benefits
The Group has a number of closed
defined retirement benefit arrangements. Cash payments to the UK
pension scheme in the current financial year are expected to be
£5.7m of which £3.0m was paid in the first half year. The cash cost
of pensions in payment in Germany are expected to be £1.2m in FY25.
This cash cost will remain at this level in the medium
term.
The Group's IAS 19 deficit
decreased from £52.7m at 30 September 2023 to £52.2m at 30
September 2024.
|
30
September 2024
|
31
March 2024
|
Retirement benefit
|
UK
|
Germany
|
Other
|
Total
|
UK
|
Germany
|
Other
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
IAS 19 liability
|
(35.1)
|
(17.2)
|
0.1
|
(52.2)
|
(39.7)
|
(17.5)
|
0.1
|
(57.1)
|
Net deferred tax asset
|
0.6
|
2.7
|
-
|
3.3
|
-
|
3.0
|
-
|
3.0
|
Net of tax liability
|
(34.5)
|
(14.5)
|
0.1
|
(48.9)
|
(39.7)
|
(14.5)
|
0.1
|
(54.1)
|
The yield on corporate bonds
increased during the period. Consequently, the discount rates used
for the UK scheme rose from 5.0% to 5.25%, and resulted in a net
reduction in UK pension liabilities of £4.6m. The long term
expectation for CPI inflation remained broadly stable at 3.15%
(3.25% at March 2024).
Pre-tax liabilities in Germany
reduced by £0.3m to £17.2m, also due in the main to an increase in
discount rates.
The net IAS 19 financing expense
(a non-cash item) was £1.2m (2023: £1.4m).
Borrowing
Facilities
The Group refinanced its borrowing
facilities in May 2023. The facilities consist of a £85.0m
multi-currency revolving credit facility and a £20.0m accordion
option, which will provide the Group access to additional funding
in support of its acquisition programme. The principal facility
covenant, being Net Debt / Adjusted EBITDA remains at
3.0x.
Dividend
The Board fully recognises the
importance of dividends as part of the overall value creation
proposition for shareholders. The Board has carefully reviewed its
capital allocation priorities, and believes that significant
organic and inorganic investment opportunities remain available to
the Group. The Group has delivered continued and sustainable
progress in terms of profitability and free cash flow generation in
recent years. Consequently, for the year ended 31 March 2024, the
Board re-introduced the payment of a final Dividend of 0.5p per
share, which was payable to shareholders on the register as at 9
August 2024. At that time, the Group indicated its intention to
continue with an annual final dividend, but that it would not
declare an interim dividend.
Summary
We continue to deliver improving
results in what have been variable but generally difficult markets.
The Renold business with its diversity of customers, geography,
markets and applications has shown its strength in a period of
considerable economic upheaval. Our STEP2 Strategy is being
consistently executed and is delivering good results.
The first half of FY25 saw the
further delivery of our inorganic growth plans with the acquisition
of Mac Chain, another excellent addition to the Group and one that
enhances our market position in a number of sectors and
geographies. Our growing operational cash generation means that we
can continue the cadence of acquisitions which in turn enhance our
sales, profit and margin growth.
Whilst global economic conditions
remain uncertain, we remain confident of delivering full year
results in line with market expectations.
Going concern
The interim condensed consolidated
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 ongoing macro-economic
uncertainty, and inflationary environment, together with the impact
of the wars in Ukraine and the Middle East alongside the continued
improvement in the half year trading performance of the Group and
the impact of the recent flooding of our facility in Valencia, have
been considered as part of the adoption of the going concern basis.
The Group continues to closely monitor operating costs, and capital
expenditure and other cash demands are being managed
carefully.
As part of its assessment, the
Board has considered downside scenarios that reflect the current
uncertainty in the global economy, including significant material
and energy supply issues and continuing inflationary
pressures.
The Directors believe that the
Group is well placed to manage its business risks and, after making
enquiries including a review of forecasts and predictions, taking
account of reasonably possible changes in trading performances and
considering the existing banking facilities, including the
available liquidity and covenant structure, have a reasonable
expectation that the Group has adequate resources to continue in
operational existence for the 12 months following the date of
approval of the interim financial statements. Accordingly, they
continue to adopt the going concern basis in preparing the
consolidated financial statements.
Risks and uncertainties
The Directors have reviewed the
principal risks and uncertainties of the Group. The Directors
consider that the principal risks and uncertainties of the Group
published in the Annual Report for the year ended 31 March 2024
remain appropriate. The risks and associated mitigation processes
can be found on pages 48-55 of the 2024 Annual Report, which is
available at www.renold.com.
The risks referred to and which
could have a material impact on the Group's performance for the
remainder of the current financial year relate to:
·
|
Macroeconomic and geopolitical
volatility;
|
·
|
Strategy execution;
|
·
|
Product liability;
|
·
|
Health and safety in the
workplace;
|
·
|
Security and effective deployment
and utilisation of IT systems;
|
·
|
Prolonged loss of a major
manufacturing site, including disruption caused by extreme weather
events e.g. flooding;
|
·
|
People and change;
|
·
|
Liquidity, foreign exchange and
banking arrangements;
|
·
|
Pensions deficit; and
|
·
|
Legal, financial and regulatory
compliance.
|
Responsibility statement
The Directors confirm that to the
best of their knowledge:
·
|
the condensed set of financial
statements has been prepared in accordance with IAS 34 Interim Financial
Reporting;
|
·
|
the interim management report
includes a fair review of the information required by DTR 4.2.7R
(indication of important events and their impact during the first
six months of the financial year and description of principal risks
and uncertainties for the remaining six months of the financial
year); and
|
·
|
the interim management report
includes a fair review of the information required by DTR 4.2.8R
(disclosure of related parties' transactions and changes
therein).
|
The Directors of Renold plc are
listed in the Annual Report for the year ended 31 March 2024. A
list of current Directors is maintained on the Group website at
www.renold.com.
By order of the Board
Robert Purcell
Chief Executive
20 November 2024
|
Jim Haughey
Group Finance Director
20 November 2024
|
Condensed consolidated income statement
for the six months ended 30
September 2024
|
Note
|
First half 2024/25
(unaudited)
£m
|
First
half 2023/24
(unaudited)
£m
|
Full
year 2023/24
(audited)
£m
|
Revenue
|
3
|
123.4
|
125.3
|
241.4
|
Operating costs
|
|
(110.0)
|
(109.1)
|
(210.9)
|
Operating profit
|
3
|
13.4
|
16.2
|
30.5
|
|
|
|
|
|
Finance costs
|
4
|
(3.9)
|
(3.7)
|
(7.6)
|
Profit before tax
|
|
9.5
|
12.5
|
22.9
|
Taxation
|
5
|
(3.0)
|
(3.4)
|
(5.8)
|
Profit for the period
|
|
6.5
|
9.1
|
17.1
|
|
|
|
|
|
Earnings per share
|
6
|
|
|
|
Basic earnings per
share
|
|
3.3p
|
4.4p
|
8.3p
|
Diluted earnings per
share
|
|
2.9p
|
3.8p
|
7.3p
|
|
|
|
|
|
Basic adjusted earnings per
share1
|
|
4.2p
|
3.8p
|
7.8p
|
Diluted adjusted earnings per
share1
|
|
3.6p
|
3.3p
|
6.9p
|
1 Adjusted: In addition to statutory reporting, the Group
reports certain financial metrics on an adjusted basis. Definitions
of adjusted measures and reconciliations to statutory metrics are
provided in Note 12.
All results are from continuing
operations.
Condensed consolidated statement of comprehensive
income
for the six months ended 30
September 2024
|
|
First half 2024/25
(unaudited)
£m
|
First
half 2023/24
(unaudited)
£m
|
Full
year 2023/24
(audited)
£m
|
Profit for the period
|
|
6.5
|
9.1
|
17.1
|
Items that may be reclassified to the income statement in
subsequent periods:
|
|
|
|
|
Exchange differences on
translation of foreign operations
|
|
(4.7)
|
(0.3)
|
(4.0)
|
Gain on hedges of the net
investment in foreign operations
|
|
0.6
|
0.2
|
0.5
|
Cash flow hedges:
|
|
|
|
|
Gain/(loss) arising on cash flow
hedges during the period
|
|
0.1
|
(0.3)
|
(0.3)
|
Cumulative gain/(loss) arising on
cash flow hedges reclassified
to profit and loss
|
|
0.3
|
(0.4)
|
(0.2)
|
Income tax relating to items that
may be reclassified subsequently to profit or loss
|
|
-
|
0.1
|
0.1
|
|
|
(3.7)
|
(0.7)
|
(3.9)
|
Items not to be reclassified to the income statement in
subsequent periods:
|
|
|
|
|
Remeasurement gains on retirement
benefit obligations
|
|
2.5
|
4.7
|
1.4
|
Tax on remeasurement gains on
retirement benefit obligations
|
|
(0.7)
|
(1.1)
|
(0.4)
|
|
|
1.8
|
3.6
|
1.0
|
Other comprehensive (loss)/income for the period, net of
tax
|
|
(1.9)
|
2.9
|
(2.9)
|
Total comprehensive income for the period, net of
tax
|
|
4.6
|
12.0
|
14.2
|
Condensed consolidated statement of cash
flows
for the six months ended 30
September 2024
|
First half
2024/25
(unaudited)
£m
|
First
half
2023/24
(unaudited)
£m
|
Full
year 2023/24
(audited)
£m
|
Cash flows from operating activities
|
|
|
|
Cash generated by operations (Note
8)
|
17.7
|
13.0
|
36.0
|
Income taxes paid
|
(2.9)
|
(1.3)
|
(3.8)
|
Net cash flow from operating activities
|
14.8
|
11.7
|
32.2
|
Cash flows from investing activities
|
|
|
|
Proceeds from property
disposals
|
-
|
-
|
0.1
|
Cash outflow on disposal of
right-of-use assets
|
(0.1)
|
(0.3)
|
(0.6)
|
Purchase of property, plant and
equipment
|
(4.2)
|
(1.2)
|
(8.3)
|
Purchase of intangible
assets
|
(0.8)
|
(0.6)
|
(1.3)
|
Consideration paid for
acquisitions net of cash acquired
|
(22.9)
|
(4.7)
|
(4.7)
|
Net cash flow used in investing activities
|
(28.0)
|
(6.8)
|
(14.8)
|
Cash flows from financing activities
|
|
|
|
Repayment of principal under lease
liabilities
|
(1.3)
|
(1.4)
|
(2.5)
|
Finance costs paid
|
(3.6)
|
(3.1)
|
(4.5)
|
Dividends paid
|
(1.0)
|
-
|
-
|
Own shares purchased
|
-
|
-
|
(4.5)
|
Proceeds from
borrowings
|
35.2
|
47.9
|
58.8
|
Repayment of borrowings
|
(12.7)
|
(48.4)
|
(67.4)
|
Net cash flow from/(used in) financing
activities
|
16.6
|
(5.0)
|
(20.1)
|
Net increase/(decrease) in cash and cash
equivalents
|
3.4
|
(0.1)
|
(2.7)
|
Net cash and cash equivalents at beginning of
period
|
14.1
|
17.5
|
17.5
|
Effects of exchange rate
changes
|
0.2
|
-
|
(0.7)
|
Net cash and cash equivalents at end of
period
|
17.7
|
17.4
|
14.1
|
Notes to the interim condensed consolidated financial
statements
1. Corporate
information
The interim condensed consolidated
financial statements for the six months ended 30 September 2024
were approved by the Board on 20 November 2024. These statements
have not been audited or reviewed by the Group's auditor pursuant
to the Auditing Practices Board guidance on the Review of Interim
Financial Information.
Renold plc is a limited liability
company, incorporated and registered under the laws of England and
Wales, whose shares are publicly traded. The principal activities
of the Company and its subsidiaries are described in Note
3.
These interim condensed
consolidated financial statements do not constitute statutory
accounts of the Group within the meaning of Section 434 of the
Companies Act 2006. The statutory accounts for the year ended 31
March 2024 have been filed with the Registrar of Companies. The
auditor's report on those accounts was unqualified, did not contain
an emphasis of matter paragraph and did not contain any statement
under Section 498(2) or Section 498(3) of the Companies Act
2006.
2. Accounting
policies
Basis of preparation
The interim condensed consolidated
financial statements for the six months ended 30 September 2024
have been prepared in accordance with the UK adopted International
Accounting Standard 34, 'Interim financial reporting' and the
Disclosure Guidance and Transparency Rules sourcebook of the UK's
Financial Conduct Authority (FCA).
These condensed consolidated
financial statements should be read in conjunction with the
consolidated financial statements for the year ended 31 March 2024,
which were prepared in accordance with UK-adopted international
accounting standards and with the requirements of the Companies Act
2006 as applicable to companies reporting under these
standards.
The accounting policies,
presentation and methods of computation applied by the Group in
these interim condensed consolidated financial statements are the
same as those applied in the Group's latest audited annual
consolidated financial statements for the year ended 31 March 2024,
except as noted
below.
The excess of the consideration
transferred, the amount of any non-controlling interest and the
acquisition date fair value of any previously held equity interest
in the acquired entity as compared with the Group's share of the
identifiable net assets are recognised as goodwill. Where the
Group's share of identifiable net assets acquired exceeds the total
consideration transferred, a gain from a bargain purchase is
recognised immediately in the income statement after the fair
values initially determined have been
reassessed.
New and revised accounting standards adopted by the
Group
During the period, the
International Accounting Standards Board and International
Financial Reporting Interpretations Committee have issued the
following standards, amendments and interpretations, which are
considered relevant to the Group. Their adoption has not had any
significant impact on the amounts or disclosures reported in these
financial
statements.
· IAS 7
Statement of cash flows and IFRS 7 Financial instrument
Disclosures
· Amendments to IFRS 16 Lease liability in a sale and
leaseback
· Amendments to IAS 1 Classification of liabilities as current
or non-current
· Amendments to IAS 1 Non-current liabilities with
covenants
New and revised accounting standards and interpretations
which were in issue but were not yet effective and have not been
adopted early by the
Group
The IASB published a number of
amendments to IFRSs, new standards and interpretations which are
not yet effective, and of which some have been endorsed for use in
the EU. An impact assessment has been performed for each of these,
with no significant financial impact being identified for the
consolidated financial statements of the Group and the separate
financial statements of Renold plc. The amendments, new standards
and interpretations will be adopted in accordance with their
effective dates.
· Amendment to IAS 21 The Effects of Changes in Foreign
Exchange Rates
· Amendments to IFRS 9 Financial Instruments
· IFRS
18 Presentation and Disclosure in Financial Statements
· IFRS
19 Subsidiaries without Public Accountability:
Disclosures
Significant accounting judgements, estimates and
assumptions
In the course of preparing these
interim condensed consolidated financial statements, no judgements
have been made in the process of applying the Group's accounting
policies that have had a significant effect on the amounts
recognised in the financial statements, other than those involving
estimation uncertainty. The key sources of estimation uncertainty
are mostly those which applied in the annual consolidated financial
statements for the year ended 31 March 2024, namely:
· Taxation
· Retirement benefit obligations
· Customer claims
· Inventory valuation
Financial risk management
The Group's financial risk
management objectives and policies are consistent with those
disclosed in the consolidated financial statements for the year
ended 31 March 2024.
3. Segmental
information
For management purposes, the Group
is organised into two operating segments according to the nature of
their products and services and these are considered by the
Directors to be the reportable operating segments of Renold plc as
shown below:
·
|
The Chain segment manufactures and
sells power transmission and conveyor chain and also includes sales
of torque transmission products through Chain National Sales
Companies (NSCs); and
|
·
|
The Torque Transmission segment
manufactures and sells torque transmission products, such as
gearboxes and couplings.
|
No operating segments have been
aggregated to form the above reportable segments.
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. Management
monitor the results of the separate reportable operating segments
based on operating profit and loss which is measured consistently
with operating profit and loss in the consolidated financial
statements. The same segmental basis applies to decisions about
resource allocation. Disclosure has been included in respect of
working capital as opposed to operating assets of each segment as
this is the measure reported to the CODM on a regular basis.
However, Group finance costs, retirement benefit obligations and
income taxes are managed on a Group basis and therefore 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.
The segment results for the period
ended 30 September 2024 were as follows:
Period ended 30 September 2024
|
Chain1
£m
|
|
Torque
Transmission
£m
|
|
Head office costs and
eliminations1
£m
|
|
Consolidated
£m
|
Revenue
|
|
|
|
|
|
|
|
External customer - transferred at
a point in time
|
96.7
|
|
23.1
|
|
-
|
|
119.8
|
External customer - transferred
over time
|
-
|
|
3.6
|
|
-
|
|
3.6
|
Inter-segment
|
0.4
|
|
2.5
|
|
(2.9)
|
|
-
|
Total revenue
|
97.1
|
|
29.2
|
|
(2.9)
|
|
123.4
|
Operating profit/(loss)
|
14.9
|
|
5.1
|
|
(6.6)
|
|
13.4
|
Finance costs
|
|
|
|
|
|
|
(3.9)
|
Profit before tax
|
|
|
|
|
|
|
9.5
|
Taxation
|
|
|
|
|
|
|
(3.0)
|
Profit after tax
|
|
|
|
|
|
|
6.5
|
|
|
|
|
|
|
|
|
Other disclosures
|
|
|
|
|
|
|
|
Working capital
|
49.5
|
|
10.4
|
|
(7.1)
|
|
52.8
|
Capital expenditure
|
3.6
|
|
0.5
|
|
0.5
|
|
4.6
|
Total depreciation and
amortisation
|
3.8
|
|
0.8
|
|
1.0
|
|
5.6
|
1 Chain operating profit includes non-recurring costs of £0.6m
relating to amortisation of acquired intangible assets. Head office
operating loss includes non-recurring costs of £1.2m relating to
the acquisition costs of the Mac Chain business.
The segment results for the period
ended 30 September 2023 were as follows:
Period ended 30 September
2023
|
Chain1
£m
|
|
Torque
Transmission
£m
|
|
Head
office costs and eliminations1
£m
|
|
Consolidated
£m
|
Revenue
|
|
|
|
|
|
|
|
External customer- transferred at
a point in time
|
98.4
|
|
24.1
|
|
-
|
|
122.5
|
External customer - transferred
over time
|
-
|
|
2.8
|
|
-
|
|
2.8
|
Inter-segment
|
0.5
|
|
1.9
|
|
(2.4)
|
|
-
|
Total revenue
|
98.9
|
|
28.8
|
|
(2.4)
|
|
125.3
|
Operating profit/(loss)
|
17.5
|
|
4.6
|
|
(5.9)
|
|
16.2
|
Finance costs
|
|
|
|
|
|
|
(3.7)
|
Profit before tax
|
|
|
|
|
|
|
12.5
|
Taxation
|
|
|
|
|
|
|
(3.4)
|
Profit after tax
|
|
|
|
|
|
|
9.1
|
|
|
|
|
|
|
|
|
Other disclosures
|
|
|
|
|
|
|
|
Working capital
|
47.5
|
|
11.2
|
|
(8.4)
|
|
50.3
|
Capital expenditure
|
1.2
|
|
0.2
|
|
0.6
|
|
2.0
|
Total depreciation and
amortisation
|
3.6
|
|
0.8
|
|
1.0
|
|
5.4
|
1 Chain operating profit includes non-recurring costs of £0.5m
relating to amortisation of acquired intangible assets and £2.2m of
profit on assignment of lease of close site. Head office operating
loss includes non-recurring costs of £0.5m relating to the
acquisition costs of the Davidson business.
In addition to statutory
reporting, the Group reports certain financial metrics on an
adjusted basis (alternative performance measures, APMs).
Definitions of adjusted measures, and information about the
differences to statutory metrics are provided in Note 12 to the
interim condensed consolidated financial statements. Constant
exchange rate results are current period results retranslated using
prior year exchange rates. A reconciliation is provided below and
in Note
12.
Period ended 30 September
2024
|
Chain
£m
|
|
Torque
Transmission
£m
|
|
Head
office costs and eliminations
£m
|
|
Consolidated
£m
|
Total revenue
|
97.1
|
|
29.2
|
|
(2.9)
|
|
123.4
|
Foreign exchange
retranslation
|
2.3
|
|
0.4
|
|
-
|
|
2.7
|
Total revenue at constant exchange rates
|
99.4
|
|
29.6
|
|
(2.9)
|
|
126.1
|
Operating profit/(loss)
|
14.9
|
|
5.1
|
|
(6.6)
|
|
13.4
|
Foreign exchange
retranslation
|
0.4
|
|
-
|
|
-
|
|
0.4
|
Operating profit/(loss) at constant exchange
rates
|
15.3
|
|
5.1
|
|
(6.6)
|
|
13.8
|
The segment results for the year
ended 31 March 2024 were as follows:
Year ended 31 March
2024
|
Chain
£m
|
|
Torque
Transmission
£m
|
|
Head
office costs and eliminations
£m
|
|
Consolidated
£m
|
Revenue
|
|
|
|
|
|
|
|
External customer - transferred at
a point in time
|
191.9
|
|
45.3
|
|
-
|
|
237.2
|
External customer - transferred
over time
|
-
|
|
4.2
|
|
-
|
|
4.2
|
Inter-segment
|
0.9
|
|
4.0
|
|
(4.9)
|
|
-
|
Total revenue
|
192.8
|
|
53.5
|
|
(4.9)
|
|
241.4
|
Operating profit/(loss)
|
32.8
|
|
8.4
|
|
(10.7)
|
|
30.5
|
Finance costs
|
|
|
|
|
|
|
(7.6)
|
Profit before tax
|
|
|
|
|
|
|
22.9
|
Taxation
|
|
|
|
|
|
|
(5.8)
|
Profit after tax
|
|
|
|
|
|
|
17.1
|
|
|
|
|
|
|
|
|
Other disclosures
|
|
|
|
|
|
|
|
Working capital
|
43.4
|
|
11.0
|
|
(7.7)
|
|
46.7
|
Capital expenditure
|
5.3
|
|
2.4
|
|
1.3
|
|
9.0
|
Total depreciation and
amortisation
|
7.1
|
|
1.7
|
|
2.0
|
|
10.8
|
4. Finance
costs
|
First half
|
|
Full
year
|
|
2024/25
£m
|
|
2023/24
£m
|
|
2023/24
£m
|
Finance costs:
|
|
|
|
|
|
Interest payable on bank loans and
overdrafts
|
2.1
|
|
1.8
|
|
3.7
|
Interest expense on lease
liabilities
|
0.4
|
|
0.4
|
|
0.8
|
Amortised financing
costs
|
0.2
|
|
0.1
|
|
0.3
|
Loan finance costs
|
2.7
|
|
2.3
|
|
4.8
|
|
|
|
|
|
|
Net IAS 19 finance
costs
|
1.2
|
|
1.4
|
|
2.7
|
Discount unwind on non-current
trade and other payables
|
-
|
|
-
|
|
0.1
|
Finance costs
|
3.9
|
|
3.7
|
|
7.6
|
5. Taxation
Analysis of tax charge in the year
|
First half
|
|
Full
year
|
|
2024/25
£m
|
|
2023/24
£m
|
|
2023/24
£m
|
Current tax:
|
|
|
|
|
|
- UK
|
0.2
|
|
-
|
|
0.8
|
- Overseas
|
4.5
|
|
1.3
|
|
4.7
|
- Adjustments in respect of prior
periods
|
-
|
|
1.8
|
|
1.0
|
Current income tax charge
|
4.7
|
|
3.1
|
|
6.5
|
Deferred tax:
|
|
|
|
|
|
- UK
|
(0.7)
|
|
0.9
|
|
1.3
|
- Overseas
|
(1.0)
|
|
(0.6)
|
|
1.1
|
- Adjustments in respect of prior
periods
|
-
|
|
-
|
|
(0.7)
|
- Movement in unprovided deferred
tax balances
|
-
|
|
-
|
|
(2.4)
|
Total deferred tax (credit)/charge
|
(1.7)
|
|
0.3
|
|
(0.7)
|
Tax charge on profit on ordinary activities
|
3.0
|
|
3.4
|
|
5.8
|
Factors affecting current and future tax
charges
The increase in the current tax
charge compared to the prior half year is attributable to increased
taxable profits in jurisdictions where the headline statutory tax
rate is higher than the prevailing UK tax rate. The deferred tax
credit relates to one-off credits due to increased deferred tax
asset recognition in the period.
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 in accordance with IAS
12.39.
6. Earnings per
share
Earnings per share (EPS) is
calculated by reference to the earnings for the period and the
weighted average number of shares in issue during the period as
follows:
|
First half
|
|
Full
year
|
|
2024/25
|
|
2023/24
|
|
2023/24
|
|
Earnings
|
Per share
amount
|
|
Earnings
|
Per
share amount
|
|
Earnings
|
Per
share amount
|
|
£m
|
(pence)
|
|
£m
|
(pence)
|
|
£m
|
(pence)
|
Basic EPS - Profit
attributed to ordinary shareholders
|
6.5
|
3.3
|
|
9.1
|
4.4
|
|
17.1
|
8.3
|
Effect of adjusting items, after
tax:
|
|
|
|
|
|
|
|
|
Amortisation of acquired
intangible assets
|
0.6
|
0.3
|
|
0.5
|
0.2
|
|
1.0
|
0.5
|
Acquisition costs
|
1.2
|
0.6
|
|
0.5
|
0.2
|
|
0.5
|
0.2
|
- Deferred tax triggered on
acquisition
|
-
|
-
|
|
-
|
-
|
|
(1.0)
|
(0.5)
|
Assignment of lease and cost of
closed sites
|
-
|
-
|
|
(2.2)
|
(1.0)
|
|
(2.3)
|
(1.1)
|
- Tax on assignment of lease and
cost of closed site
|
-
|
-
|
|
-
|
-
|
|
0.8
|
0.4
|
Adjusted EPS
|
8.3
|
4.2
|
|
7.9
|
3.8
|
|
16.1
|
7.8
|
|
First half
|
|
Full
year
|
|
2024/25
Thousands
|
|
2023/24
Thousands
|
|
2023/24
Thousands
|
Weighted average number of ordinary shares:
|
|
|
|
|
|
For the purpose of calculating
basic earnings per share
|
198,445
|
|
208,980
|
|
206,908
|
Effect of dilutive potential
ordinary shares:
Shares subject to performance
conditions
|
29,194
|
|
28,546
|
|
27,489
|
For the purpose of calculating diluted earnings per
share
|
227,639
|
|
237,526
|
|
234,397
|
|
First half
|
|
Full
year
|
|
2024/25
(pence)
|
|
2023/24
(pence)
|
|
2023/24
(pence)
|
Diluted EPS
|
2.9
|
|
3.8
|
|
7.3
|
Diluted adjusted EPS
|
3.6
|
|
3.3
|
|
6.9
|
The adjusted EPS numbers have been
provided to give a useful indication of underlying performance by
the exclusion of adjusting items. Due to the existence of
unrecognised deferred tax assets there were no associated tax
credits on some of the adjusting items and in these instances
adjusting items are added back in full.
The weighted average number of
shares used for the purpose of calculating basic earnings per share
is significantly below the Company's issued share capital of
225,417,740 due to the shares held by the Renold Employee Benefit
Trust, which are excluded from this calculation under IFRS. The
Trust has increased its holding of Renold shares over the last
year.
7. Retirement benefit
obligations
The Group's retirement benefit
obligations are summarised as follows:
|
At 30
September
2024
£m
|
|
At
30
September 2023
£m
|
|
At
31
March
2024
£m
|
|
|
|
|
|
|
Funded plan obligations
|
(136.5)
|
|
(145.3)
|
|
(143.0)
|
Funded plan assets
|
101.6
|
|
109.6
|
|
103.4
|
Net funded plan
obligations
|
(34.9)
|
|
(35.7)
|
|
(39.6)
|
Unfunded obligations
|
(17.3)
|
|
(17.0)
|
|
(17.5)
|
Total retirement benefit obligations
|
(52.2)
|
|
(52.7)
|
|
(57.1)
|
Analysed as:
|
At 30
September
2024
£m
|
|
At
30
September 2023
£m
|
|
At
31
March
2024
£m
|
Net funded plan
obligations:
|
|
|
|
|
|
UK
|
(35.1)
|
|
(36.6)
|
|
(39.7)
|
Other
|
0.2
|
|
0.9
|
|
0.1
|
|
(34.9)
|
|
(35.7)
|
|
(39.6)
|
|
|
|
|
|
|
Unfunded obligations:
|
|
|
|
|
|
Germany
|
(17.2)
|
|
(16.8)
|
|
(17.5)
|
Other
|
(0.1)
|
|
(0.2)
|
|
-
|
|
(17.3)
|
|
(17.0)
|
|
(17.5)
|
The decrease in the Group's
retirement benefit obligations from £57.1m at 31 March 2024 to
£52.2m at 30 September 2024 primarily reflects changes in the
underlying assumptions, such as the discount rate, plus employer
contributions made in the period.
8. Additional cash flow
information
Reconciliation of operating profit
to net cash flows from operations:
|
First half
|
|
Full
year
|
|
|
2024/25
£m
|
|
2023/24
£m
|
|
2023/24
£m
|
|
Cash generated from operations:
|
|
|
|
|
|
Operating profit
|
13.4
|
|
16.2
|
|
30.5
|
Depreciation of property, plant
and equipment - owned assets
|
3.0
|
|
3.1
|
|
6.1
|
Depreciation of property, plant
and equipment - right-of-use-assets
|
1.4
|
|
1.3
|
|
2.6
|
Amortisation of intangible
assets
|
1.2
|
|
1.0
|
|
2.1
|
Profit on disposal of
right-of-use-asset
|
-
|
|
(2.2)
|
|
(2.4)
|
Equity share plans
|
0.8
|
|
0.7
|
|
1.4
|
Increase in inventories
|
(1.4)
|
|
(3.3)
|
|
-
|
(Increase)/decrease in
receivables
|
(1.9)
|
|
2.3
|
|
2.9
|
Increase/(decrease) in
payables
|
4.6
|
|
(0.3)
|
|
(2.7)
|
(Decrease)/increase in
provisions
|
(0.3)
|
|
0.2
|
|
1.5
|
Cash contribution to pension
schemes
|
(3.1)
|
|
(6.0)
|
|
(6.0)
|
Cash generated from operations
|
17.7
|
|
13.0
|
|
36.0
|
Reconciliation of net change in
cash and cash equivalents to movement in net debt:
|
First half
|
|
Full
year
|
|
2024/25
£m
|
|
2023/24
£m
|
|
2023/24
£m
|
|
|
|
|
|
|
Increase/(decrease) in cash and
cash equivalents
|
3.4
|
|
(0.1)
|
|
(2.7)
|
Change in net debt resulting from
cash flows
|
|
|
|
|
|
- Proceeds from
borrowings
|
(35.2)
|
|
(47.9)
|
|
(58.8)
|
- Repayment of
borrowings
|
12.7
|
|
48.4
|
|
67.4
|
Foreign currency translation
differences
|
0.9
|
|
0.2
|
|
(0.7)
|
Non-cash movement on capitalised
finance costs
|
0.9
|
|
0.9
|
|
(0.3)
|
Change in net debt during the
period
|
(17.3)
|
|
1.5
|
|
4.9
|
Net debt at start of
period
|
(24.9)
|
|
(29.8)
|
|
(29.8)
|
Net debt at end of period
|
(42.2)
|
|
(28.3)
|
|
(24.9)
|
Net debt comprises:
|
At 30
September
2024
£m
|
|
At 30
September
2023
£m
|
|
At 31
March
2024
£m
|
Cash and cash
equivalents
|
20.7
|
|
19.5
|
|
17.8
|
Total debt
|
(62.9)
|
|
(47.8)
|
|
(42.7)
|
Net debt
|
(42.2)
|
|
(28.3)
|
|
(24.9)
|
|
At 30
September
2024
|
|
At 30
September
2023
|
|
At 31
March
2024
|
Net cash and cash equivalents
|
£m
|
|
£m
|
|
£m
|
Cash and cash
equivalents
|
20.7
|
|
19.5
|
|
17.8
|
Less: Overdrafts
|
(3.0)
|
|
(2.1)
|
|
(3.7)
|
Net cash and cash equivalents
|
17.7
|
|
17.4
|
|
14.1
|
|
At 30 September
2024
|
|
At 30
September
2023
|
|
At 31
March
2024
|
Total debt
|
£m
|
|
£m
|
|
£m
|
Borrowings:
|
|
|
|
|
|
Overdrafts
|
(3.0)
|
|
(2.1)
|
|
3.7
|
Bank Loans
|
(0.4)
|
|
(1.7)
|
|
0.4
|
Capitalised costs
|
0.4
|
|
0.3
|
|
(0.3)
|
Current borrowings
|
(3.0)
|
|
(3.5)
|
|
(3.8)
|
Bank Loans
|
(59.6)
|
|
(44.4)
|
|
(38.8)
|
Capitalised costs
|
0.2
|
|
0.6
|
|
0.4
|
Non-current borrowings
|
(59.4)
|
|
(43.8)
|
|
(38.4)
|
Total borrowings
|
(62.4)
|
|
(47.3)
|
|
(42.2)
|
Preference stock
|
(0.5)
|
|
(0.5)
|
|
(0.5)
|
Total debt
|
(62.9)
|
|
(47.8)
|
|
(42.7)
|
9. Called up share
capital
|
At 30
September
2024
£m
|
|
At
30
September 2023
£m
|
|
At
31
March
2024
£m
|
|
|
|
|
|
|
Ordinary shares of 5p each -
issued and fully paid
|
11.3
|
|
11.3
|
|
11.3
|
At 30 September 2024, the issued
ordinary share capital comprised 225,417,740 ordinary shares of 5p
each (30 September 2023: 225,417,740 shares).
10. Acquisition of
businesses
During the period the Group acquired
the trade and net assets of Mac Chain Company Ltd (U.S.) and the
entire issued share capital of Mac Chain Company Limited (Canada),
for a total cash consideration of US$30.9m (£23.8m). Of which
US$28.8m (£22.2m) was paid on the date of the acquisition with the
remaining US$3.1m (£2.4m) being deferred, US$1.57m (£1.2m) to be
paid on 9 September 2025 and US$1.57m (£1.2m) on 9 September 2026.
With a US$1.1m (£0.8m) refund due relating to working capital. Mac
Chain has operations in the Pacific Northwest of the USA, British
Columbia, and Quebec, and is a manufacturer and distributor of high
quality conveyor chain and ancillary products, with a significant
presence in the forestry and broader industrial markets.
The transaction has been accounted
for as a business combination under IFRS 3 and is summarised
below:
|
Provisional as at 30
September 2024
|
|
£m
|
Fair value of net assets acquired:
|
|
Intangible assets
|
7.4
|
Property, plant and
equipment
|
1.6
|
Right-of-use assets
|
5.5
|
Inventories
|
7.3
|
Trade and other
receivables
|
3.3
|
Cash and cash
equivalents
|
1.0
|
Trade and other
payables
|
(2.0)
|
Lease liabilities
|
(5.5)
|
Deferred tax
liabilities
|
(1.8)
|
Net identifiable assets and liabilities
|
16.8
|
Goodwill
|
7.0
|
Total consideration
|
23.8
|
|
|
Consideration
|
|
Cash consideration
|
22.2
|
Deferred consideration
|
1.6
|
Total consideration transferred/to be
transferred
|
23.8
|
|
|
Net cash outflow arising on acquisition:
|
|
Cash consideration paid
|
(22.2)
|
Add: Cash and cash equivalents
acquired
|
1.0
|
|
(21.2)
|
|
|
Increase in net debt arising on
acquisition:
|
|
Net cash outflow arising on
acquisition
|
(21.2)
|
Less: Acquisition costs
|
(0.4)
|
|
(21.6)
|
Acquisition related costs amounted
to £1.2m and have been included in the condensed consolidated
income statement. Only £0.4m of this was paid by the period
end.
The gross contractual value of the
trade and other receivables was £3.3m. The best estimate at the
acquisition date of the contractual cash flows not expected to be
collected was £nil.
Deferred consideration of £2.4m is
payable within two years.
The goodwill arising on
acquisition has been allocated to the Americas CGU and is expected
to be deductible for tax purposes. The goodwill is attributable
to:
• the anticipated profitability of
the distribution of the Group's services in new markets;
and
• the synergies that can be
achieved in the business combination including management,
processes and maximising site capacities.
The business was acquired on 9
September 2024 and contributed £1.2m revenue and £0.0m adjusted
operating profit for the period between the date of acquisition and
the balance sheet date.
If the acquisition had been
completed on the first day of the financial period, the acquisition
would have contributed £9.0m to Group
revenue, £1.0m to Group operating profit and £2.3m adjusted
operating profit (after adding back £1.2m for acquisition costs and
£0.1m for amortisation of acquired intangibles).
During the year deferred
consideration of €2.0m (£1.7m) was also paid in relation to the
acquisition of the conveyor chain business of Industrias YUK S.A.
in the year ended 31 March 2023.
Total net cash outflow arising on
acquisitions:
|
|
Mac Chain
|
(21.2)
|
Industrias YUK S.A.
|
(1.7)
|
|
(22.9)
|
|
|
Total increase in net debt arising on
acquisitions:
|
|
Mac Chain
|
(21.6)
|
Industrias YUK S.A.
|
(1.7)
|
|
(23.3)
|
11. Post balance sheet
event
Post period end, Renold's
manufacturing facility in Valencia was significantly impacted by
the well-publicised flooding in the region. The anticipated
financial impact is being assessed but is expected to be around
£10.5m and is fully insured, aside from a typical deductible. The
cost will be charged to the income statement and then offset by
subsequent recognition of insurance recoveries, which will occur in
later years. The net cost to the Group, primarily from insurance
deductibles, is expected to be c. £1m.
12. Alternative performance
measures
In order to provide users of the
accounts with a clear and consistent presentation of the
performance of the Group's ongoing trading activity, the Group uses
various alternative performance measures (APMs). Amortisation of
acquired intangible assets, restructuring costs, discontinued
operations and material one-off items or remeasurements are added
back / (deducted) as adjusting items as management seek to present
a measure of performance which is not impacted by material
non-recurring items or items considered non-operational.
Performance measures for the Group's ongoing trading activity are
described as 'Adjusted' and are used to measure and monitor
performance as management believe these measures enable users of
the financial statements to better assess the trading performance
of the business. In addition, the Group reports sales and profit
measures at constant exchange rates. Constant exchange rate metrics
exclude the impact of foreign exchange translation, by
retranslating the current year results using prior year exchange
rates.
The APMs used by the Group
include:
APM
|
Reference
|
Explanation of APM
|
• adjusted operating
profit
|
A
|
Adjusted measures are used by the
Group as a measure of underlying business performance, adding back
items that do not relate to underlying performance
|
• adjusted profit before
taxation
|
B
|
• adjusted EPS
|
C
|
• return on sales
|
D
|
• operating profit
gearing
|
D
|
• revenue at constant exchange
rates
|
E
|
Constant exchange rate metrics
adjust for constant foreign exchange translation and are used by
the Group to better understand year-on-year changes in
performance
|
• adjusted operating profit at
constant exchange rates
|
F
|
• return on sales at constant
exchange rates
|
G
|
• EBITDA
|
H
|
EBITDA is a widely utilised
measure of profitability, adjusting to remove non-cash
depreciation, amortisation charges and share-based payment
charge
|
• adjusted EBITDA
|
H
|
• operating cash flow
|
H
|
• net debt
|
I
|
Net debt, leverage and gearing are
used to assess the level of borrowings within the Group and are
widely used in capital markets analysis
|
• leverage ratio
|
J
|
• gearing ratio
|
K
|
• legacy pension cash
costs
|
L
|
The cost of legacy pensions is
used by the Group as a measure of the cash cost of servicing legacy
pension schemes
|
APMs are defined and reconciled to
the IFRS statutory measures as follows:
(A) Adjusted operating
profit
|
Period ended 30 September
2024
|
|
Chain
|
Torque
Transmission
|
Head office costs and
eliminations
|
Consolidated
|
|
£m
|
£m
|
£m
|
£m
|
Operating profit
|
14.9
|
5.1
|
(6.6)
|
13.4
|
Add back/(deduct):
|
|
|
|
|
Amortisation of acquired
intangible assets
|
0.6
|
-
|
-
|
0.6
|
Acquisition costs
|
-
|
-
|
1.2
|
1.2
|
Assignment of lease of closed
site
|
-
|
-
|
-
|
-
|
Adjusted operating profit
|
15.5
|
5.1
|
(5.4)
|
15.2
|
|
Period
ended 30 September 2023
|
|
Chain
|
Torque
Transmission
|
Head
office costs and eliminations
|
Consolidated
|
|
£m
|
£m
|
£m
|
£m
|
Operating profit
|
17.5
|
4.6
|
(5.9)
|
16.2
|
Add back/(deduct):
|
|
|
|
|
Amortisation of acquired
intangible assets
|
0.5
|
-
|
-
|
0.5
|
Acquisition costs
|
-
|
-
|
0.5
|
0.5
|
Assignment of lease of closed
site
|
(2.2)
|
-
|
-
|
(2.2)
|
Adjusted operating
profit
|
15.8
|
4.6
|
(5.4)
|
15.0
|
|
Year
ended 31 March 2024
|
|
Chain
|
Torque
Transmission
|
Head
office costs and eliminations
|
Consolidated
|
|
£m
|
£m
|
£m
|
£m
|
Operating profit
|
32.8
|
8.4
|
(10.7)
|
30.5
|
Add back/(deduct):
|
|
|
|
|
Amortisation of acquired
intangible assets
|
1.0
|
-
|
-
|
1.0
|
Acquisition costs
|
-
|
-
|
0.5
|
0.5
|
Assignment of lease and cost of
closed sites
|
(2.3)
|
-
|
-
|
(2.3)
|
Adjusted operating
profit
|
31.5
|
8.4
|
(10.2)
|
29.7
|
(B) Adjusted profit before
taxation
|
First half
|
|
Full
year
|
|
2024/25
|
|
2023/24
|
|
2023/24
|
|
£m
|
|
£m
|
|
£m
|
Profit before taxation
|
9.5
|
|
12.5
|
|
22.9
|
Add back/(deduct):
|
|
|
|
|
|
Amortisation of acquired
intangible assets
|
0.6
|
|
0.5
|
|
1.0
|
Acquisition costs
|
1.2
|
|
0.5
|
|
0.5
|
Assignment of lease of closed
site
|
-
|
|
(2.2)
|
|
(2.3)
|
Adjusted profit before taxation
|
11.3
|
|
11.3
|
|
22.1
|
(C) Adjusted earnings per
share
Adjusted EPS is reconciled to
statutory EPS in Note 6.
(D) Return on sales and
operating profit gearing
|
Chain
|
|
Torque
Transmission
|
|
Head office costs and
eliminations
|
|
Consolidated
|
Period ended 30 September 2024
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Adjusted operating
profit
|
15.5
|
|
5.1
|
|
(5.4)
|
|
15.2
|
Total revenue (including
inter-segment sales)
|
97.1
|
|
29.2
|
|
(2.9)
|
|
123.4
|
Return on sales %
|
16.0%
|
|
17.5%
|
|
n/a
|
|
12.3%
|
|
Chain
|
|
Torque
Transmission
|
|
Head
office costs and eliminations
|
|
Consolidated
|
Period ended 30 September
2023
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Adjusted operating
profit
|
15.8
|
|
4.6
|
|
(5.4)
|
|
15.0
|
Total revenue (including
inter-segment sales)
|
98.9
|
|
28.8
|
|
(2.4)
|
|
125.3
|
Return on sales %
|
16.0%
|
|
16.0%
|
|
n/a
|
|
12.0%
|
|
Chain
|
|
Torque
Transmission
|
|
Head
office costs and eliminations
|
|
Consolidated
|
Year ended 31 March
2024
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Adjusted operating
profit
|
31.5
|
|
8.4
|
|
(10.2)
|
|
29.7
|
Total revenue (including
inter-segment sales)
|
192.8
|
|
53.5
|
|
(4.9)
|
|
241.4
|
Return on sales %
|
16.3%
|
|
15.7%
|
|
n/a
|
|
12.3%
|
|
Chain
|
|
Torque
Transmission
|
|
Head office costs and
eliminations
|
|
Consolidated
|
Period ended 30 September 2024
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Year-on-year change in adjusted
operating profit
|
(0.3)
|
|
0.5
|
|
-
|
|
0.2
|
Year-on-year change in total
revenue (including inter-segment sales)
|
(1.8)
|
|
0.4
|
|
(0.5)
|
|
(1.9)
|
Adjusted operating profit gearing %
|
17%
|
|
125%
|
|
n/a
|
|
-11%
|
(E),(F) & (G) Revenue,
adjusted operating profit and adjusted return on sales at constant
exchange rates
|
Chain
|
|
Torque
Transmission
|
|
Head office costs and
eliminations
|
|
Consolidated
|
Six months ended 30 September 2024
|
£m
|
|
£m
|
|
£m
|
|
£m
|
Total revenue
|
97.1
|
|
29.2
|
|
(2.9)
|
|
123.4
|
Foreign exchange
retranslation
|
2.3
|
|
0.4
|
|
-
|
|
2.7
|
Revenue at constant exchange rates
|
99.4
|
|
29.6
|
|
(2.9)
|
|
126.1
|
Adjusted operating
profit
|
15.5
|
|
5.1
|
|
(5.4)
|
|
15.2
|
Foreign exchange
retranslation
|
0.4
|
|
-
|
|
-
|
|
0.4
|
Adjusted operating profit at constant exchange
rates
|
15.9
|
|
5.1
|
|
(5.4)
|
|
15.6
|
Return on sales at constant exchange rates
%
|
16.0%
|
|
17.2%
|
|
n/a
|
|
12.4%
|
(H) EBITDA, adjusted EBITDA
(earnings before interest, taxation, depreciation and amortisation)
and operating cashflow
|
First half
|
|
Full
year
|
|
2024/25
|
|
2023/24
|
|
2023/24
|
|
£m
|
|
£m
|
|
£m
|
Operating profit
|
13.4
|
|
16.2
|
|
30.5
|
Depreciation and
amortisation
|
5.6
|
|
5.4
|
|
10.8
|
Share-based payments
|
0.8
|
|
0.7
|
|
1.4
|
EBITDA1
|
19.8
|
|
22.3
|
|
42.7
|
Add back/(deduct):
|
|
|
|
|
|
Acquisition costs
|
1.2
|
|
0.5
|
|
0.5
|
Assignment of lease of closed
site
|
-
|
|
(2.2)
|
|
(2.3)
|
Adjusted EBITDA1
|
21.0
|
|
20.6
|
|
40.9
|
Inventories
|
(1.4)
|
|
(3.3)
|
|
-
|
Trade and other
receivables
|
(1.9)
|
|
2.3
|
|
2.9
|
Trade and other
payables
|
3.8
|
|
(0.3)
|
|
(2.7)
|
Provisions
|
(0.3)
|
|
0.2
|
|
1.5
|
Movement in working capital
|
0.2
|
|
(1.1)
|
|
1.7
|
Purchase of property, plant and
equipment
|
(4.2)
|
|
(1.2)
|
|
(8.3)
|
Purchase of intangible
assets
|
(0.8)
|
|
(0.6)
|
|
(1.3)
|
Proceeds from property
disposals
|
-
|
|
-
|
|
0.1
|
Cash outflow on disposal of
right-of-use assets
|
(0.1)
|
|
(0.3)
|
|
(0.6)
|
Net capital expenditure
|
(5.1)
|
|
(2.1)
|
|
(10.1)
|
Operating cash flow
|
16.1
|
|
17.4
|
|
32.5
|
1 The calculation of
EBITDA, adjusted EBITDA and operating cash flow includes the add
back for the non-cash share-based payment charge of £0.8m for the
period ended 30 September 2024 (2023: £0.7m).
(I) Net
debt
Net debt is reconciled to the
statutory balance sheet in Note 8.
(J) Leverage
ratio
|
At 30
September
2024
£m
|
|
At
30
September 2023
£m
|
|
At
31
March
2024
£m
|
Net debt (see Note 8)
|
42.2
|
|
28.3
|
|
24.9
|
|
|
|
|
|
|
H2 2022/23 Adjusted
EBITDA
|
-
|
|
21.2
|
|
-
|
H1 2023/24 Adjusted
EBITDA
|
-
|
|
20.6
|
|
20.6
|
H2 2023/24 Adjusted
EBITDA
|
20.3
|
|
-
|
|
20.3
|
H1 2024/25 Adjusted
EBITDA
|
21.0
|
|
-
|
|
-
|
12 months rolling adjusted
EBITDA
|
41.3
|
|
41.8
|
|
40.9
|
Leverage ratio
|
1.0 times
|
|
0.7
times
|
|
0.6
times
|
(K) Gearing
ratio
|
At 30
September
2024
£m
|
|
At
30
September 2023
£m
|
|
At
31
March
2024
£m
|
Net debt (see Note 8)
|
42.2
|
|
28.3
|
|
24.9
|
|
|
|
|
|
|
Equity attributable to equity
holders of the parent
|
54.6
|
|
51.8
|
|
50.2
|
Net debt (see Note 8)
|
42.2
|
|
28.3
|
|
24.9
|
Total capital plus net
debt
|
96.8
|
|
80.1
|
|
75.1
|
Gearing ratio %
|
44%
|
|
35%
|
|
33%
|
(L) Legacy pension cash
costs
|
First half
|
|
Full
year
|
|
2024/25
|
|
2023/24
|
|
2023/4
|
|
£m
|
|
£m
|
|
£m
|
Cash contributions to pension
schemes
|
2.6
|
|
5.4
|
|
5.5
|
Pension payments in respect of
unfunded schemes
|
0.5
|
|
0.6
|
|
1.1
|
Scheme administration
costs
|
0.3
|
|
0.2
|
|
0.5
|
|
3.4
|
|
6.2
|
|
7.1
|