TIDMSDI

RNS Number : 9813H

SDI Group PLC

09 December 2020

SDI Group plc

("SDI", "SDI Group", the "Company", or the "Group")

Interim results for the six months ended 31 October 2020

SDI Group plc, the AIM quoted Group focused on the design and manufacture of scientific and technology products for use in digital imaging and sensing and control applications, is pleased to announce another strong set of results and solid operational progress for the six months to end October 2020.

Financial Highlights

   --         Revenue increased 23% to GBP14.13m (2019: GBP11.45m) including 7.7% organic growth 

o Strong contribution from products designed into equipment used in testing for and treating COVID-19, offset by impact of the pandemic on the broader economy

   --         Adjusted operating profit* for the period increased 52% to GBP3.20m (2019: GBP2.10m) 

o Reported operating profit increased 56% to GBP2.53m (2019: GBP1.62m)

   --         Adjusted profit before tax* increased 52% to GBP3.03m (2019: GBP2.00m) 

o Reported profit before tax increased 56% to GBP2.37m (2019: GBP1.52m)

   --         Adjusted diluted EPS* increased 45% to 2.47p (2019: 1.70p) 

o Reported diluted EPS increased 48% to 1.95p (2019: 1.32p)

   --         Cash generated from operations increased 130% to GBP4.72m (2019: GBP2.05m) 
   --         Net debt** at 31 October 2020 is GBP0.34m (30 April 2020: net debt of GBP4.04m) 

* before reorganisation costs, acquisition costs, amortisation of acquired intangibles and share based payment costs

** bank finance less cash and cash equivalents

Operational Highlights

-- While maintaining safe working conditions, the Group has adapted to changing patterns of demand and has dramatically increased capacity and output in areas where its products could contribute to the global response to the COVID-19 pandemic

   --         Post period end, acquisition of Monmouth Scientific Limited 

Ken Ford, Chairman of SDI Group, said:

"We are pleased to report another strong set of financial results. I would like to thank all our staff for their hard work and ability to rapidly adapt to changing working environments. Our business model has shown resilience in the period and despite the ongoing uncertainties, the Board remains confident that SDI will deliver a full year financial performance in line with market expectations."

Enquiries

SDI Group plc 01223 320480

Ken Ford, Chairman

Mike Creedon, CEO

Jon Abell, CFO

www.thesdigroup.net

finnCap Ltd 020 7220 0500

Ed Frisby/Kate Bannatyne - Corporate Finance

Andrew Burdis/Sunila de Silva - ECM

JW Communications 07818 430877

Julia Wilson - Investor & Public Relations

About SDI Group plc:

SDI designs and manufactures scientific and technology products for use in digital imaging and sensing and control applications including life sciences, healthcare, astronomy, manufacturing, precision optics and art conservation. SDI operates through its company divisions: Atik Cameras, Synoptics, Graticules Optics, Sentek, Astles Control Systems, Applied Thermal Control, MPB Industries, Chell Instruments and Monmouth Scientific.

SDI continues to grow by developing its own technology advancements and by improving its global sales channels, as well as through pursuing strategic, complementary acquisitions. www.thesdigroup.net

Chairman's statement

Despite the coronavirus pandemic, for the six month period ended October 2020, the SDI Group plc is pleased to report revenues, adjusted profit before tax and profits before tax, all significantly higher than the equivalent six month period ended 31 October 2019. Although trading conditions remain challenging, the need for digital imaging and sensing and control products in the life science and medical industries has been robust and during this pandemic, some of our companies have been awarded large one-off contracts to supply equipment to help test for, or treat, COVID-19. These contracts have ensured that the Group is trading broadly in line with forecasts set prior to the pandemic.

During the period the Group put in place measures for a safe working environment for our staff to continue to manufacture products which are essential in the fight against the COVID-19 pandemic. Changes to our working practices and reorganising our work force to keep our staff safe allowed us to keep all operation open throughout the period.

Trading

Across the Group, orders were negatively impacted at the beginning of the half year, in May 2020, but began to steadily increase as the global lockdown eased and demand returned. By September 2020 order intake had returned to near pre-pandemic expectations with many of our businesses fulfilling order to supply OEM products for contracts which had previously been put on hold by our major industrial and life science equipment customers.

Revenues

Group revenues for the period ended October 2020 increased by 23% to GBP14.13m (2019: GBP11.45m) including 7.7% organic growth.

Sales in our digital imaging reporting segment grew by 23% to GBP6.94m (2019: GBP5.64m). The increase in turnover has come from a one-off contract related to the supply of equipment to test for COVID-19 awarded to Atik and from sales of systems being manufactured at the Synoptics site. Synoptics has posted good revenues with its Synbiosis division having a record month for turnover in October 2020.

The sensing and control reporting segment showed overall positive turnover growth of 24%, due to the contribution from MPB of a one-off contract completed during the period to supply 40,000 flowmeters for production of Rapidly Manufactured Ventilator Systems to treat COVID-19 patients, and to the revenues generated by Chell Instruments acquired after the October 2019 period end.

Profits

Group profit before tax increased by 56% to GBP2.37m (2019: GBP1.52m). The increase in profitability was driven by organic revenue growth, Chell Instruments (acquired after the period ended October 2019) and reduced overheads. During the reporting period, the Group has been actively reducing its overall costs, with the largest decrease in overheads coming from reduction in salary costs. At our UK and US-based facilities within the Group where orders were negatively impacted by the COVID-19 pandemic we furloughed 19% of our workforce during the period under UK and US Government job retention schemes. Staff are returning to working at pre-pandemic levels to fulfil orders which were largely deferred due to the global lockdown. We continue to monitor our forecasts against the background of second wave lockdowns and potential Brexit disruption and any supply-chain issues these could cause.

In addition to GAAP results, the Group also provides adjusted results in which certain one-time and non-cash charges are excluded, to help shareholders understand the underlying operating performance. Adjusted operating profit increased by 52% to GBP3.20m (2019: GBP2.10m).

Basic earnings per share increased by 48% from 1.37p to 2.03p; diluted earnings per share also increased by 48% to 1.95p (2019: 1.32p). Adjusted diluted EPS increased by 45% to 2.47p (2019: 1.70p).

Cash flow

Cash generated from operations increased by 130% to GBP4.72m (2019: GBP2.05m). Contributing to this was a reduction in average debtor days in both reporting segments and the Group benefitting from a substantial increase in advanced payments at Atik Cameras. These have contributed to a substantial reduction in net debt in the period. Net bank debt, or bank debt less cash, reduced to GBP0.34m at 31 October 2020 from GBP4.04m at 30 April 2020.

Operations and COVID-19

Following UK government guidelines around social distancing and hygiene, SDI has invested during the period to make our manufacturing facilities COVID-19 safe. We operate manufacturing in many sites across the UK and in addition have a manufacturing site in Portugal. We have been able to put protocols in place to keep each facility operational while minimizing risk to our employees. Production staff are now back working full-time in our manufacturing facilities, indeed, many did not stop during lockdown and our sales and administration teams currently operate a shift system, with time working from home and in the office. To date, these measures, alongside our staff's diligence and hard work, has meant we have been minimally impacted by COVID-19 infections among our employees.

Our planned expansion of the Atik production site in Lisbon, Portugal was successfully completed in the first quarter of 2020. Having the site operational with twice the manufacturing capacity has allowed Atik to safely work on a significant one-off contract to manufacture cameras for RT-PCR testing equipment (DNA amplification) to detect the virus which causes COVID-19. Atik expects to complete delivery of the order by February 2021. This date ties in with the timing of Atik's OEM contract with a major life science equipment supplier resuming to similar levels as previously experienced..

Acquisitions

On 2 December 2020, after the interim period end, SDI acquired Monmouth Scientific Limited ("Monmouth Scientific") for an initial consideration of GBP2.66m in cash and shares in SDI Group plc. Further payments will be made up to a maximum total consideration of GBP6.94 million depending on net assets delivered at completion and on profits made by Monmouth Scientific in the 12 months to 31 March 2021, and these will be funded through our existing cash and loan facilities. Monmouth Scientific specialises in the design, manufacture and service of clean air solutions for a variety of scientific, medical and other technical sectors, protecting the purity of the air of both the controlled activity and of the operator. Principal products are bespoke and modular cleanrooms, biological safety cabinets, fume cupboards and laminar flow cabinets. For the year ended 31 March 2020 the Company achieved revenues of GBP6.2m, and profit before tax of GBP0.28m. The Acquisition is in line with the Group's strategy of acquiring complementary businesses serving scientific, medical and other technical sectors with capable management teams in place and with opportunities to grow further under the SDI Group structure. Monmouth Scientific will be part of SDI Group's Sensors and Control reporting segment. The acquisition is in line with our previously announced strategy of organic and acquisitive growth and is expected to be immediately earnings enhancing.

The Group continues to look for complementary acquisitions fitting our criteria, and we would hope to identify at least one that we can complete in 2021.

Outlook

The SDI Group's diversified portfolio of companies has meant that we have been protected against the worst of the commercial downturn caused by the pandemic and some companies in our Group have secured significant one-off contracts because of it. The Board would like to thank all our staff for their hard work and ability to rapidly adapt to changing working environments which have all contributed to help secure SDI's stability and future growth. Due to the resilience of our business model to date, and despite the potential for economic variability, influenced by possible second or third wave global lockdowns, political conditions (including Brexit) and currency fluctuations, the Board is confident that SDI will deliver a full year financial performance in line with market expectations.

Ken Ford, Chairman

8(th) December 2020

Product Portfolio

Digital Imaging

The digital imaging segment consists of three divisions, Atik Cameras, Graticules Optics and Synoptics.

Atik Cameras

Atik Cameras offers three brands of camera:

(a) Atik - highly sensitive cameras for life science and industrial applications, as well as deep-sky astronomy;

(b) Quantum Scientific Imaging (QSI) - high performance cameras with applications in astronomy, life science and flat panel display inspection; and

(c) Opus Instruments - infrared reflectography cameras for art conservation and restoration.

Graticules Optics

Designs and manufactures precision micro pattern products on glass, film and metal foil.

Synoptics

Offers a range of instruments under four brands:

(a) Syngene - advanced systems for documentation and analysis of gels for molecular biologists. This brand utilises some of the range from Atik Cameras;

(b) Synbiosis - equipment for microbiologists to automate colony counting and zone measurement;

(c) Synoptics Health - ProReveal, to detect residual proteins on surgical instruments; and

(d) Fistreem - water purification products and vacuum ovens.

Sensors and Control

The sensors and control segment currently encompass six divisions: Applied Thermal Control and Thermal Exchange, Astles Control Systems, Chell Instruments, MPB Industries, Sentek and Monmouth Scientific,

Applied Thermal Control and Thermal Exchange

Applied Thermal Control and Thermal Exchange have been merged into a single division and manufacture and supply chillers, coolers and heat exchangers used within industrial, medical and scientific markets.

Astles Control Systems

Astles is a supplier of chemical dosing and control systems to manufacturing customers worldwide.

Chell Instruments

Specialises in the design, manufacture and calibration of pressure, vacuum, and gas flow measurement instruments for a variety of sectors including aerospace, vehicle aerodynamics, gas and steam turbine testing and power generation industries.

MPB Industries

Designs and manufactures flowmeters and other equipment for measuring liquids and gases for industrial and scientific applications.

Sentek

Sentek manufactures and markets off-the-shelf and custom-made, reusable and single-use electrochemical sensors for use in laboratory analysis, food, beverage, pharmaceutical and personal care manufacturing, as well as the leisure industry.

Monmouth Scientific

Acquired on 2 December 2020. The company designs, manufactures and services clean air solutions specialising in cleanrooms, biological safety fume cupboards and laminar flow cabinets

Consolidated income statement

Unaudited for the six months ended 31 October 2020

 
                                                   6 months                6 months              12 months 
                                                         to                      to                     to 
                                                 31 October              31 October               30 April 
                                                       2020                    2019                   2020 
                               Note               Unaudited               Unaudited                Audited 
                                                    GBP'000                 GBP'000                GBP'000 
-----------------------------------  --------  ------------  --------  ------------  ---------  ---------- 
 Revenue                                             14,126                  11,445                 24,498 
                                                                                     ---------  ---------- 
 Costs of sales                                     (4,724)                 (3,680)                (7,899) 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 Gross Profit                                         9,402                   7,765                 16,599 
                                                                                     ---------  ---------- 
 
 Other operating income                                   7                       -                     19 
                                                                                     ---------  ---------- 
 Operating expenses                                 (6,874)                 (6,144)               (13,107) 
                                                                                     ---------  ---------- 
 
 Analysed as: 
                                                                                     ---------  ---------- 
   Reorganisation costs                 (129)                    (59)                    (110) 
                                     --------                --------                ---------  ---------- 
   Share based payments                 (152)                   (140)                    (276) 
                                     --------                --------                ---------  ---------- 
   Acquisition and fundraising 
    costs                                   -                       -                     (58) 
                                     --------                --------                ---------  ---------- 
   Amortisation of acquired 
    intangible assets                   (379)                   (282)                    (647) 
                                     --------                --------                ---------  ---------- 
   Expected credit loss                     -                       -                    (165) 
                                     --------                --------                ---------  ---------- 
   Other operating costs              (6,214)                 (5,663)                 (11,851) 
                                     --------                --------                ---------  ---------- 
   Operating expenses                 (6,874)                 (6,144)                 (13,107) 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 
 Operating profit                                     2,535                   1,621                  3,511 
                                                                                     ---------  ---------- 
 Net financing expense                                (164)                   (104)                  (254) 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 Profit before taxation                               2,371                   1,517                  3,257 
                                                                                     ---------  ---------- 
 Income tax charge                                    (393)                   (189)                  (666) 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 Profit for the period                                1,978                   1,328                  2,591 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 Earnings per share               5 
                                                                                     ---------  ---------- 
 Basic earnings per 
  share                                               2.03p                   1.37p                  2.66p 
                                                                                     ---------  ---------- 
 Diluted earnings per 
  share                                               1.95p                   1.32p                  2.56p 
-------------------------------      --------  ------------  --------  ------------  ---------  ---------- 
 

Consolidated statement of comprehensive income

Unaudited for the six months ended 31 October 2020

 
                                6 months to   6 months to   12 months to 
                                 31 October    31 October       30 April 
                                       2020          2019           2020 
                                  Unaudited     Unaudited        Audited 
                                    GBP'000       GBP'000        GBP'000 
----------------------------   ------------  ------------  ------------- 
 Profit for the period                1,978         1,328          2,591 
                                                           ------------- 
 Other comprehensive income 
                                                           ------------- 
 Exchange differences 
  on translating foreign 
  operations                             48            26             41 
-----------------------------  ------------  ------------  ------------- 
 Total comprehensive profit 
  for the period                      2,026         1,354          2,632 
-----------------------------  ------------  ------------  ------------- 
 

Consolidated balance sheet

Unaudited at 31 October 2020

 
                                         31 October   31 October   30 April 
                                               2020         2019       2020 
                                          Unaudited    Unaudited    Audited 
                                  Note      GBP'000      GBP'000    GBP'000 
-------------------------------  -----  -----------  -----------  --------- 
 Assets 
                                                                  --------- 
 Non-current assets 
                                                                  --------- 
 Intangible assets                           21,110       16,900     21,650 
 Property, plant and equipment                3,584        3,281      3,901 
 Deferred tax asset                             219          182        246 
-------------------------------  -----  -----------  -----------  --------- 
                                             24,913       20,363     25,797 
 Current assets 
 Inventories                                  4,087        2,785      3,728 
 Trade and other receivables                  4,456        3,425      3,617 
 Cash and cash equivalents                    3,436        2,727      5,290 
-------------------------------  -----  -----------  -----------  --------- 
                                             11,979        8,937     12,635 
-------------------------------  -----  -----------  -----------  --------- 
 Total assets                                36,892       29,300     38,432 
-------------------------------  -----  -----------  -----------  --------- 
 Liabilities 
                                                                  --------- 
 Non-current liabilities 
                                                                  --------- 
 Borrowings                          6        2,400        3,300      7,962 
                                                                  --------- 
 Lease liabilities                   6        2,211        2,058      2,414 
                                                                  --------- 
 Deferred tax liability                       2,037        1,356      2,134 
-------------------------------  -----  -----------  -----------  --------- 
                                              6,648        6,714     12,510 
-------------------------------  -----  -----------  -----------  --------- 
 Current liabilities 
                                                                  --------- 
 Trade and other payables                     5,412        2,927      3,350 
                                                                  --------- 
 Provisions for warranty                         85           16         85 
                                                                  --------- 
 Borrowings                          6        1,371            -      1,371 
                                                                  --------- 
 Lease liabilities                   6          562          449        539 
                                                                  --------- 
 Current tax payable                            510          597        513 
-------------------------------  -----  -----------  -----------  --------- 
                                              7,940        3,989      5,858 
                                                                  --------- 
 Total liabilities                           14,588       10,703     18,368 
-------------------------------  -----  -----------  -----------  --------- 
 Net assets                                  22,304       18,597     20,064 
-------------------------------  -----  -----------  -----------  --------- 
 Equity 
                                                                  --------- 
 Share capital                                  978          972        975 
 Merger reserve                               3,030        3,030      3,030 
 Share premium account                        8,805        8,696      8,746 
 Share-based payment reserve                    619          424        467 
 Foreign exchange reserve                       229          166        181 
 Retained earnings                            8,643        5,309      6,665 
-------------------------------  -----  -----------  -----------  --------- 
 Total equity                                22,304       18,597     20,064 
-------------------------------  -----  -----------  -----------  --------- 
 

Consolidated statement of cash flows

Unaudited for the six months ended 31 October 2020

 
                                           6 months to      6 months   12 months 
                                            31 October            to          to 
                                                  2020    31 October    30 April 
                                             Unaudited          2019        2020 
                                               GBP'000     Unaudited     Audited 
                                                             GBP'000     GBP'000 
----------------------------------------  ------------  ------------  ---------- 
 Operating activities 
                                                                      ---------- 
 Profit for the period                           1,978         1,328       2,591 
 Depreciation, amortisation and 
  impairment                                     1,096           919       2,020 
 Finance costs and income                          164           104         254 
 Impairment of intangibles                          18             -          22 
 Changes in provisions                               -             5          74 
 Taxation expense in the income 
  statement                                        393           189         666 
 Employee share-based payments                     152           140         276 
----------------------------------------  ------------  ------------  ---------- 
 Operating cash flow before movement 
  in working capital                             3,801         2,685       5,903 
 
 Changes in inventories                          (400)         (201)       (539) 
 Changes in trade and other receivables          (745)          (94)         726 
 Changes in trade and other payables             2,059         (339)       (921) 
----------------------------------------  ------------  ------------  ---------- 
 Cash generated from operations                  4,715         2,051       5,169 
 
 Interest paid                                   (164)         (104)       (253) 
 Income taxes paid                               (493)         (312)       (786) 
----------------------------------------  ------------  ------------  ---------- 
 Cash generated from operating 
  activities                                     4,058         1,635       4,130 
 
 Cash flows from investing activities 
 Capital expenditure on fixed 
  assets                                         (109)         (226)       (506) 
 Sale of property plant and equipment                -             3           - 
 Expenditure on development and 
  other intangibles                              (116)         (257)       (582) 
 Acquisition of subsidiaries, 
  net of cash                                        -             -     (5,182) 
 Net cash used in investing activities           (225)         (480)     (6,270) 
 
 Cash flows from financing activities 
 Payments of lease liabilities                   (224)         (225)       (511) 
 Foreign exchange movements                        107             -           - 
 Proceeds from bank borrowings                       -             -       6,496 
 Repayment of borrowings                       (5,562)         (700)     (1,143) 
 Issues of shares                                    -             -          80 
----------------------------------------  ------------  ------------  ---------- 
 Net cash (used in)/from financing 
  activities                                   (5,679)         (925)       4,922 
----------------------------------------  ------------  ------------  ---------- 
 
 Net (decrease)/increase in cash 
  and cash equivalents                         (1,846)           230       2,782 
 
 Cash and cash equivalents, beginning 
  of period                                      5,290         2,494       2,494 
 Foreign currency movements on 
  cash balances                                    (8)             3          14 
----------------------------------------  ------------  ------------  ---------- 
 Cash and cash equivalents, end 
  of period                                      3,436         2,727       5,290 
----------------------------------------  ------------  ------------  ---------- 
 

Consolidated statement of changes in equity

Unaudited for the six months ended 31 October 2020

 
 6 months to 31 October                                                Own shares   Share-based 
  2020 - unaudited           Share     Merger     Foreign      Share      held by       payment    Retained 
                           capital    reserve    exchange    premium          EBT       reserve    earnings      Total 
                           GBP'000    GBP'000     GBP'000    GBP'000      GBP'000       GBP'000     GBP'000    GBP'000 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 1 May 2020         975      3,030         181      8,746            -           467       6,665     20,064 
 Shares issued                   3          -           -         59            -             -           -         62 
 Share based payments            -          -           -          -            -           152           -        152 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Transactions with 
  owners                         3          -           -         59            -           152           -        214 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Profit for the period           -          -           -          -            -             -       1,978      1,978 
 Foreign exchange on 
  consolidation of 
  subsidiaries                   -          -          48          -            -             -           -         48 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Total comprehensive 
  income for the period          -          -          48          -            -             -       1,978      2,026 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 31 October 
  2020                         978      3,030         229      8,805            -           619       8,643     22,304 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 
 
 6 months to 31 October                                                Own shares   Share-based 
  2019 - unaudited           Share     Merger     Foreign      Share      held by       payment    Retained 
                           capital    reserve    exchange    premium          EBT       reserve    earnings      Total 
                           GBP'000    GBP'000     GBP'000    GBP'000      GBP'000       GBP'000     GBP'000    GBP'000 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 1 May 2019         972      3,030         140      8,696         (17)           284       3,981     17,086 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Share based payments            -          -           -          -            -           140           -        140 
 Release of shares 
  on option exercise             -          -           -          -           17             -           -         17 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Transactions with 
  owners                         -          -           -          -           17           140           -        157 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Profit for the period           -          -           -          -            -             -       1,328      1,328 
 Foreign exchange on 
  consolidation of 
  subsidiaries                   -          -          26          -            -             -           -         26 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Total comprehensive 
  income for the period          -          -          26          -            -             -       1,328      1,354 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 31 October 
  2019                         972      3,030         166      8,696            -           424       5,309     18,597 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 
 
 12 months to 30 April                                                 Own shares   Share-based 
  2020 - audited             Share     Merger     Foreign      Share      held by       payment    Retained 
                           capital    reserve    exchange    premium          EBT       reserve    earnings      Total 
                           GBP'000    GBP'000     GBP'000    GBP'000      GBP'000       GBP'000     GBP'000    GBP'000 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 30 April 
  2019                         972      3,030         140      8,696         (17)           284       3,981     17,086 
 Restatement for IFRS16          -          -           -          -            -             -           -          - 
  ("Leases") 
 Adjusted balances 
  at 30 April 2019             972      3,030         140      8,696         (17)           284       3,981     17,086 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Shares issued                   3          -           -         50           17             -           -         70 
 Share-based payments 
  transfer                       -          -           -          -            -          (93)          93          - 
 Share based payments            -          -           -          -            -           276           -        276 
 Transactions with 
  owners                         3          -           -         50           17           183          93        346 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Profit for the year             -          -           -          -            -             -       2,591      2,591 
                                                                                                             --------- 
 Foreign exchange on 
  consolidation of 
  subsidiaries                   -          -          41          -            -             -           -         41 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Total comprehensive 
  income                         -          -          41          -            -             -       2,591      2,632 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 Balance at 30 April 
  2020                         975      3,030         181      8,746            -           467       6,665     20,064 
-----------------------  ---------  ---------  ----------  ---------  -----------  ------------  ----------  --------- 
 

Notes to the interim financial statements

1. General information and basis of preparation

SDI Group plc (formerly known as Scientific Digital Imaging plc (the "Company")), a public limited company, is the Group's ultimate parent. It is registered in England and Wales. The consolidated interim financial statements of the Company for the period ended 31 October 2020 comprise the Company and its subsidiaries (together referred to as the "Group").

The unaudited consolidated interim financial statements are for the six months ended 31 October 2020. These interim financial statements have been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively EU IFRS). The consolidated interim financial information has been prepared under the historical cost convention, as modified by the recognition of certain financial instruments at fair value. The consolidated interim financial statements are presented in British pounds (GBP), which is also the functional currency of the ultimate parent company.

The consolidated interim financial information was approved by the Board of Directors on 8 December 2020

The financial information set out in this interim report does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. The figures for the year ended 30 April 2020 have been extracted from the statutory financial statements of SDI Group plc which have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under section 498(2) or 498(3) of the Companies Act 2006. The financial information for the six months ended 31 October 2020 and for the six months ended 31 October 2019 has not been audited.

2. Principal accounting policies

The principal accounting policies adopted in the preparation of the condensed consolidated interim information are consistent with those followed in the preparation of the Group's financial statements for the year ended 30 April 2020.

The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these interim financial statements.

3. Alternative Performance Measures

The Group uses Adjusted Operating Profit, Adjusted Profit Before Tax, Adjusted EPS and Net Operating Assets as supplemental measures of the Group's profitability and investment in business-related assets, in addition to measures defined under IFRS. The Group considers these useful due to the exclusion of specific items that are considered to hinder comparison of underlying profitability and investments of the Group's segments and businesses, and is aware that shareholders use these measures to evaluate performance over time. The adjusting items for the alternative measures of profit are either recurring but non-cash charges (share-based payments and amortisation of acquired intangible assets) or exceptional items (reorganisation costs and acquisition and fundraising costs).

The following table is included to define the term Adjusted Operating Profit:

 
                                           6 months      6 months   12 months 
                                                 to            to          to 
                                         31 October    31 October    30 April 
                                               2020          2019        2020 
                                          Unaudited     Unaudited     Audited 
                                            GBP'000       GBP'000     GBP'000 
-------------------------------------  ------------  ------------  ---------- 
 
 Operating Profit (as reported)               2,535         1,621       3,511 
                                                                   ---------- 
 
 Adjusting items (all costs): 
                                                                   ---------- 
 Non-underlying items 
                                                                   ---------- 
 Share based payments                           152           140         276 
                                                                   ---------- 
 Amortisation of acquired intangible 
  assets                                        379           282         647 
                                                                   ---------- 
 Exceptional items 
                                                                   ---------- 
 Reorganisation costs                           129            59         110 
                                                                   ---------- 
 Acquisition and fundraising costs                -             -          58 
-------------------------------------  ------------  ------------  ---------- 
 Total adjusting items within 
  Operating Profit                              660           481       1,091 
                                                                   ---------- 
 
 Adjusted Operating Profit                    3,195         2,102       4,602 
-------------------------------------  ------------  ------------  ---------- 
 

Adjusted Profit Before Tax is defined as follows:

 
                                       6 months      6 months   12 months 
                                             to            to          to 
                                     31 October    31 October    30 April 
                                           2020          2019        2020 
                                      Unaudited     Unaudited     Audited 
                                        GBP'000       GBP'000     GBP'000 
---------------------------------  ------------  ------------  ---------- 
 
 Profit before tax (as reported)          2,371         1,517       3,257 
                                                 ------------ 
 
 Adjusting items (as above)                 660           481       1,091 
                                                 ------------ 
 
 Adjusted Profit Before Tax               3,031         1,998       4,348 
---------------------------------  ------------  ------------  ---------- 
 

3. Alternative Performance Measures (continued)

Adjusted EPS is defined as follows:

 
                                           6 months      6 months     12 months 
                                                 to            to            to 
                                         31 October    31 October      30 April 
                                               2020          2019          2020 
                                          Unaudited     Unaudited       Audited 
                                            GBP'000       GBP'000       GBP'000 
-------------------------------------  ------------  ------------  ------------ 
 
 Profit for the period (as reported)          1,978         1,328         2,591 
                                                     ------------ 
 
 Adjusting items (as above)                     660           481         1,091 
                                                     ------------ 
 Less: taxation on adjusting 
  items calculated at the UK 
  statutory rate                              (125)          (91)         (207) 
                                       ------------  ------------  ------------ 
 Adjusted net profit                          2,513         1,718         3,475 
                                                     ------------ 
 
 Divided by diluted weighted 
  average number of shares in 
  issue (Note 5)                        101,611,426   100,846,707   101,206,148 
                                                     ------------ 
 
 
 Adjusted diluted EPS                         2.47p         1.70p         3.43p 
-------------------------------------  ------------  ------------  ------------ 
 

Net Operating Assets is defined as follows:

 
                                         31 October   31 October   30 April 
                                               2020         2019       2020 
                                          Unaudited    Unaudited    Audited 
                                            GBP'000      GBP'000    GBP'000 
--------------------------------------  -----------  -----------  --------- 
 
 Net assets                                  22,304       18,597     20,064 
                                                                  --------- 
 
 Deferred tax asset                             219          182        246 
                                                                  --------- 
 Corporation tax asset                           79            -         52 
                                                                  --------- 
 Cash and cash equivalents                    3,436        2,727      5,290 
                                                                  --------- 
 Borrowings (current and non-current)       (6,544)      (5,807)   (12,286) 
                                                                  --------- 
 Deferred tax liability                     (2,037)      (1,356)    (2,134) 
                                                                  --------- 
 Current tax payable                          (510)        (597)      (513) 
--------------------------------------  -----------  -----------  --------- 
 Total adjusting items within 
  Net assets                                (5,357)      (4,851)    (9,345) 
                                                                  --------- 
 
 Net Operating Assets                        27,661       23,448     29,409 
--------------------------------------  -----------  -----------  --------- 
 

4. Segmental analysis

 
                                           6 months      6 months   12 months 
                                                 to            to          to 
                                         31 October    31 October    30 April 
                                               2020          2019        2020 
                                          Unaudited     Unaudited     Audited 
                                                          GBP'000 
                                            GBP'000                   GBP'000 
-------------------------------------  ------------  ------------  ---------- 
 Revenues 
                                                                   ---------- 
    Digital Imaging                           6,940         5,639      11,050 
                                                                   ---------- 
    Sensors & Control                         7,186         5,806      13,448 
                                                                   ---------- 
    Other                                         -             -           - 
-------------------------------------  ------------  ------------  ---------- 
 Group                                       14,126        11,445      24,498 
                                                                   ---------- 
 
 Adjusted Operating Profit 
                                                                   ---------- 
    Digital Imaging                           2,075         1,210       2,382 
                                                                   ---------- 
    Sensors & Control                         1,569         1,361       3,028 
                                                                   ---------- 
    Other                                     (449)         (469)       (808) 
-------------------------------------  ------------  ------------  ---------- 
 Group                                        3,195         2,102       4,602 
                                                                   ---------- 
 
 Amortisation of acquired intangible 
  assets 
                                                                   ---------- 
    Digital Imaging                            (92)          (90)       (182) 
                                                                   ---------- 
    Sensors & Control                         (291)         (192)       (465) 
                                                                   ---------- 
    Other                                         -             -           - 
-------------------------------------  ------------  ------------  ---------- 
 Group                                        (383)         (282)       (647) 
-------------------------------------  ------------  ------------  ---------- 
 

A reconciliation of Adjusted Operating Profit to Operating Profit for the Group is provided in Note 3.

Analysis of amortisation of acquired intangible assets has been included separately as the Group considers it to be an important component of profit which is directly attributable to the reported segments.

The Other category includes costs which cannot be allocated to the other segments, and consists principally of Group HQ costs.

4. Segmental analysis (continued)

 
                                        31 October   31 October   30 April 
                                              2020         2019       2020 
                                         Unaudited    Unaudited    Audited 
 
                                           GBP'000      GBP'000    GBP'000 
-------------------------------------  -----------  -----------  --------- 
 Operating assets excluding acquired 
  intangible assets 
                                                                 --------- 
    Digital Imaging                          6,942        6,508      6,281 
                                                                 --------- 
    Sensors & Control                        5,825        4,110      5,993 
                                                                 --------- 
    Other                                      331           53        120 
-------------------------------------  -----------  -----------  --------- 
 Group                                      13,098       10,671     12,394 
                                                                 --------- 
 
 Acquired intangible assets 
                                                                 --------- 
    Digital Imaging                          5,282        5,461      5,370 
                                                                 --------- 
    Sensors & Control                       14,777       10,260     15,068 
                                                                 --------- 
    Other                                        -            -          - 
-------------------------------------  -----------  -----------  --------- 
 Group                                      20,059       15,721     20,438 
                                                                 --------- 
 
 Liabilities 
                                                                 --------- 
    Digital Imaging                        (3,051)      (1,185)    (1,190) 
                                                                 --------- 
    Sensors & Control                      (2,200)      (1,514)    (2,087) 
                                                                 --------- 
    Other                                    (245)        (245)      (158) 
-------------------------------------  -----------  -----------  --------- 
 Group                                     (5,496)      (2,944)    (3,435) 
                                                                 --------- 
 
 Net Operating Assets 
                                                                 --------- 
    Digital Imaging                          9,173       10,784     10,550 
                                                                 --------- 
    Sensors & Control                       18,402       12,856     19,042 
                                                                 --------- 
    Other                                       86        (192)      (183) 
-------------------------------------  -----------  -----------  --------- 
 Group                                      27,661       23,448     29,409 
-------------------------------------  -----------  -----------  --------- 
 

A reconciliation of Net Operating Assets to net assets for the Group is provided in Note 3.

5. Earnings per share

The calculation of the basic earnings per share is based on the profits attributable to the shareholders of SDI Group plc divided by the weighted average number of shares in issue during the period. All profit per share calculations relate to continuing operations of the Group.

 
                                       Profit 
                                 attributable      Weighted     Earnings 
                                           to       average    per share 
                                 shareholders     number of    amount in 
                                      GBP'000        shares        pence 
-----------------------------  --------------  ------------  ----------- 
 Basic earnings per share: 
                                                             ----------- 
    Period ended 31 October 
     2020                               1,978    97,582,755         2.03 
                                                             ----------- 
    Period ended 31 October 
     2019                               1,328    97,203,951         1.37 
                                                             ----------- 
    Year ended 30 April 2020            2,591    97,277,721         2.66 
                                                             ----------- 
 
 Dilutive effect of share 
  options : 
                                                             ----------- 
    Period ended 31 October 
     2020                                         4,028,671 
                                                             ----------- 
    Period ended 31 October 
     2019                                         3,642,756 
                                                             ----------- 
    Year ended 30 April 2020                      3,928,426 
                                                             ----------- 
 
 Diluted earnings per share: 
                                                             ----------- 
    Period ended 31 October 
     2020                               1,978   101,611,426         1.95 
                                                             ----------- 
    Period ended 31 October 
     2019                               1,328   100,846,707         1.32 
                                                             ----------- 
    Year ended 30 April 2020            2,591   101,206,147         2.56 
-----------------------------  --------------  ------------  ----------- 
 

6. Borrowings

 
                                   31 October   31 October   30 April 
                                         2020         2019       2020 
                                      GBP'000      GBP'000    GBP'000 
--------------------------------  -----------  -----------  --------- 
 Within one year: 
    Bank finance                        1,371            -      1,371 
    Lease liabilities                     562          449        539 
                                        1,933          449      1,910 
--------------------------------  -----------  -----------  --------- 
 After one year and within five 
  years: 
    Bank finance                        2,400        3,300      7,962 
    Lease liabilities                   1,297        1,103      2,414 
--------------------------------  -----------  -----------  --------- 
                                        3,697        4,403     10,376 
--------------------------------  -----------  -----------  --------- 
 After more than five years: 
--------------------------------  -----------  -----------  --------- 
    Lease liabilities                     914          955          - 
--------------------------------  -----------  -----------  --------- 
 
 Total borrowings                       6,544        5,807     12,286 
--------------------------------  -----------  -----------  --------- 
 

Bank finance relates to amounts drawn down under the Group's bank facility with HSBC Bank plc, which is secured against all assets of the Group. The facility consists of a revolving facility of GBP5m and an amortising facility which reduces in quarterly instalments from GBP4.8m when it was taken out in November 2019 to zero by April 2023, when the current agreement expires. The facility has covenants relating to leverage (net debt to EBITDA), interest coverage, and cashflow to debt service.

7 . Post Balance Sheet Event

On 2 December 2020 the Group completed the acquisition of Monmouth Scientific Limited ("Monmouth Scientific") for an initial consideration of GBP2.66m in cash and shares in SDI Group plc plus further payments up to a maximum total consideration of GBP6.94 million depending on net assets delivered at completion and on profits made by Monmouth Scientific in the 12 months to 31 March 2021. Monmouth Scientific specialises in providing controlled clean air environments for scientific, medical and other technical applications. For the year ended 31 March 2020, Monmouth Scientific achieved revenue of GBP6.2m and profit before tax of GBP0.28m. The acquisition is expected to be immediately earnings enhancing.

SDl Group plc

Beacon House

Nuffield Road

Cambridge

CB4 1TF

UK

   Telephone:           +44 (0)1223 727144 
   Fax:                        +44 (0)1223 727101 
   Email:                    info@thesdigroup.net 
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