TIDMSNCL

RNS Number : 9090Y

Sinclair (William) Holdings PLC

05 January 2011

5 January 2011

WILLIAM SINCLAIR HOLDINGS PLC

("William Sinclair", the "Company" or the "Group")

Audited Preliminary Results for the 12 months ended 30 September 2010

William Sinclair Holdings PLC is one of the UK's leading producers of commercial horticulture and branded garden products. William Sinclair's well established brands include J Arthur Bower's, Silvaperl and New Horizon - the leading brand in the fast growing peat free garden compost and organic plant foods sector. William Sinclair's customers include national accounts such as The Garden Centre Group (formerly Wyevale), Wilkinson, Homebase and B&Q as well as an extensive range of independent garden centres.

Highlights

-- Pre-exceptional profit before tax doubles to GBP2.52 million (2009: GBP1.24 million)

-- Profit before tax up 66% to GBP2.06 million (2009: GBP1.24 million)

-- Net debt eliminated leaving net cash of GBP1.81 million (2009 net debt of GBP7.04 million)

-- Recommending a final dividend of 3.5p per share making a total for the year of 5.0p (2009: 3.5p)

-- GBP9 million advance payment received from Natural England

-- Step change in company performance achieved

-- Market share improved

-- Technological breakthrough and industry first with "SuperFyba" peat alternative

-- High stock levels built for the season ahead

Bernard Burns, Chief Executive said:

"The doubling of our profits demonstrates the successful execution of our growth strategy. Our focus on customer service and product innovation and our extensive reserves of raw material have allowed us to win exciting new contracts and we are proud to supply premium brands to some of the most prestigious customers in the country.

"The recession has benefited William Sinclair with customers spending more time in their gardens as a more economical pastime than overseas holidays. We anticipate this trend will continue.

"The Group made a step change during 2010. Having built the necessary financial platform we were able to accelerate our growth strategy and, with our strong balance sheet and ambitious management team, we see further scope for expansion, both organically and by acquisition. We expect the Group to continue to perform strongly."

For further information:

William Sinclair Holdings PLC Tel: 01522 537561

Bernard Burns, Chief Executive

Peter Williams, Finance Director

Arbuthnot Securities Tel: 020 7012 2000

Andrew Kitchingman

Ben Wells

CHAIRMAN'S STATEMENT

I am pleased to report a further, significant, improvement in the Group's profitability for the year ended 30 September 2010. We have successfully continued with our strategy of profitable growth, organically and by acquisition and, with further improvements in operating efficiency our pre-tax profits, before exceptional item, have increased by 103%.

Our internal objective of becoming the most efficient producer of peat and peat substitute growing media and fertiliser products to the retail and commercial sectors has seen us make improvements in peat harvesting techniques and in developing equipment to dry peat. These technological innovations reduce our exposure to adverse weather and improve yield and transport costs. This is partly responsible for the 59% improvement in our operating profits before exceptional items.

These successes have generated a pre-tax profit of GBP2.5 million before exceptional item, for the 12 months ended 30 September 2010, well ahead of the GBP1.2 million profit in the previous period. The exceptional item of GBP0.46 million relates to the impairment of our Oswaldtwistle site, currently held for re-sale.

Sales revenue in the year was GBP48.5 million which was an increase of GBP2.2 million (4.7%) on the previous year. Much of this increase was from growing media sales to retail customers where we increased our share of a market which held up well in recessionary conditions. Strong sales growth at Freeland was helped by sales of top soils to Olympic sites which more than compensated for sales reductions to a badly recession affected construction industry.

We are very pleased to be recommending a final dividend of 3.5p per share making a total for the year of 5.0p, a 43% uplift on the previous period.

In June 2010 Freeland launched a synthetic peat substitute (SuperFyba) which will be used to continue to reduce our dependence on peat. This uses garden waste that previously went to landfill and reinforces our position as the industry's leader in environmental issues whilst reducing the impact of adverse weather conditions. Further investment in 2011 will increase availability of this material.

In April 2010 we received a GBP9 million advance payment from Natural England as part of our agreement to cease peat harvesting at Bolton Fell in Cumbria. Our full claim was submitted in October 2010 and is for a substantially higher figure. Whilst these negotiations are often protracted, we expect the matter to be fully resolved before the end of November 2013 when our activities on site must be complete.

Since the year end we have announced two small acquisitions which the Board believes will add approximately GBP5 million of sales in a full year and will increasingly be earnings enhancing. This is part of our programme to reduce costs and grow revenues and profitability both by acquisition and by organic means.

The Group statement of financial position shows an improvement of GBP0.8 million compared to last year but the accounting treatment of the GBP9 million received from Natural England means that no benefit for this is included.

William Sinclair already has good listings for next year with an increasing number of retail customers and this, combined with the recent acquisitions and our efficiency and material advantages, should allow us to make further strong progress in the year ahead.

Bill Simpson

Chairman

CHIEF EXECUTIVE'S STATEMENT

The Group made excellent progress in the year ended 30 September 2010. Group profitability grew substantially and we consolidated our position as one of the leading companies within the horticulture market. The prospects for the coming year are very encouraging.

The 2010 selling season

Across the horticulture industry, consumer demand during the traditionally busy spring period was satisfactory and, due to a number of key strategic decisions, William Sinclair performed particularly strongly.

Following the introduction of new harvesting techniques in 2010, William Sinclair achieved high stock levels that enabled us to meet all customer demand this year. Our sales also benefited from reduced competition in the retail market, with many smaller competitors facing shortages of raw materials.

With our ongoing investment programme, William Sinclair is now firmly regarded as being the market leader in peat free products. This was reflected by a particularly strong performance by our peat free New Horizon compost as sales grew during the year by 39% (compared with growth of 23% for the peat free market in general) and the product was once again awarded "Best Buy" status by "Which" magazine.

Our excellent delivery service made William Sinclair the "go to" supplier as customers switched purchasing to us during the peak season. Our market research shows that, within the growing media retail sector, William Sinclair gained market share from both its main rivals.

Freeland, our subsidiary with a core business supplying specialist soils to large civil engineering projects, had another strong performance and secured a number of additional contracts relating to the 2012 Olympics, which offset a contraction within the construction industry.

In addition, Freeland established a number of manufacturing sites outside the home counties, meaning the business is now strategically placed to become a nationwide supplier of specialist soil materials.

Bolton Fell

In April we announced the signing of an agreement with Natural England committing the Group to a cessation of peat harvesting at the Bolton Fell site by November 2013.

That process has already begun and an area of the bog that we had intended to harvest was handed over to Natural England immediately.

As part of the agreement, a GBP9 million pre-payment was received by the Group in April 2010. This payment has not had a direct impact on our income statement but is shown as a non current item on our statement of financial position. Our cash position has significantly improved as a consequence.

In keeping with the agreement, a claim was submitted to Natural England in October 2010. The value of the claim calculated by independent specialist advisors is substantially greater than the pre-payment received. The directors believe that the eventual settlement, which could take two years to reach, is likely to generate a further substantial payment for William Sinclair.

Environmental performance

During June 2010 Freeland made a technological breakthrough and launched a synthetic peat substitute called "SuperFyba". Made from recycled material, SuperFyba has taken four years to develop and has required a GBP1.5 million investment program.

The material has many attractive attributes: it is lightweight, has low electrolyte levels, is sterile and affordable. Its physical properties are closer to peat than any other high volume alternative currently available and this industry first has been well received by both customers and environmentalists.

Over 100 customers are conducting trials with the material and it is evident that demand will exceed supply for some time. We plan to bring a second production unit on line in the current financial year.

The 2010 harvest

The peat harvest fell short of Group expectations, although markedly above that achieved in either of the two preceding years.

As another example of our ongoing investment program, William Sinclair has developed and commissioned equipment for the drying of peat. A significant volume of peat was produced in the year using this new technology.

We believe that the combination of this technology and the development of "SuperFyba" (neither process is affected by adverse weather), should ensure that the Group will no longer be forced to buy scarce peat during poor harvest years in the foreseeable future.

Bank facilities and pension scheme

Our relationship with the Group's bank Lloyds Banking Group remains excellent and they have continued to be supportive throughout the year. The receipt of the pre-payment from Natural England as compensation for Bolton Fell will allow the Group to reduce its loan facility, subject to acquisitions and the progress of our search for a "super site" as we outgrow our current facilities at Lincoln. Our search for a suitable location is ongoing.

The Group's pension deficit has increased by GBP140,000 over the year due to changes in the actuarial assumptions used, the investment returns achieved and the movement in bond rates. The increase is after a repayment contribution of GBP600,000 which was made in the year in line with the ten year deficit reduction plan agreed with the scheme trustees and the Pension Regulator. Both the pension trustees and the Sinclair directors are confident that the plan will address the pension deficit without disrupting the Group's accelerated growth strategy.

Acquisitions and distribution agreements

The Group announced in November 2010 the acquisition of the assets and trade of Growing Success Organics (GSO) and, in early December, an aggregate business. The total cost of the two acquisitions was GBP1.1 million. The acquired businesses should contribute approximately GBP5 million of turnover in a full year. The integration of these businesses is progressing well with minimal disruption and sales of GSO via our substantial sales network are already increasing. We expect these businesses to be modestly earnings enhancing during the current financial year with a fuller benefit being achieved in the following year.

Capital structure and net debt

The Group had no net debt at the year end. This was primarily as a result of the receipt from Natural England in April 2010 but also reflects a successful year's trade and good working capital management. The Group has a target of borrowing not more than 35% of capital employed which currently stands at GBP16.5 million.

The Group's debt comprises the balance of a fixed term loan taken out in January 2008 to fund the acquisition of Joseph Metcalf Limited and a fixed term loan taken out in October 2004 for the purchase of additional freehold storage land in Lincoln together with cash balances and overdrafts as detailed in Note 2.

Clearly the GBP9 million receipt from Natural England has improved the Group's cash position. This item is shown in the statement of financial position as a non current item. Finance costs for the year are significantly lower as a result of the strong cash position.

Outlook

The performance of the Group has been strong and evidence suggests that the horticulture industry, despite the public sector spending cuts, is recession resistant.

Growing media is relatively inexpensive and our customers' profile is largely over 45 years old - many already drawing index linked pensions. Hobby gardening is increasingly a popular and less expensive alternative to foreign holidays.

With our strong balance sheet and growing market share the Group is again demonstrating its ability to benefit during the recession whilst being well placed to increase market share in our current markets. The combination of our peat drying technology to protect the Group from adverse weather, the development of SuperFyba and a number of operational improvements within the business confirms that William Sinclair is on track to become the leading supplier of horticultural products in the UK. The Board expects the Group to continue to grow and to perform strongly.

Bernard Burns

Chief Executive

Group Income Statement for the year ended 30 September 2010

 
                                                                      2010           2009 
                                    Before     Exceptional 
                               Exceptional            Item 
                                      Item          Note 6           Total          Total 
                     Notes          GBP000          GBP000          GBP000         GBP000 
 Revenue                            48,456               -          48,456         46,275 
 Operating 
  expenses                        (45,490)               -        (45,490)       (44,407) 
 Provision against 
  assets held for 
  resale                 6               -           (460)           (460)              - 
                             _____________   _____________   _____________   ____________ 
 Group operating 
  profit                             2,966           (460)           2,506          1,868 
 Finance income                         57               -              57             71 
 Finance costs                       (183)               -           (183)          (442) 
 Other finance 
  cost - pensions                    (317)               -           (317)          (266) 
 Share of post tax 
  profits of joint 
  venture 
  accounted for 
  using the equity 
  method                                 -               -               -              9 
                             _____________   _____________    ____________   ____________ 
 Profit before 
  taxation                           2,523           (460)           2,063          1,240 
 Tax 
  (expense)/credit                   (479)              75           (404)           (77) 
                             _____________   _____________   _____________   ____________ 
 Profit for the 
  year                               2,044           (385)           1,659          1,163 
                              ============    ============     ===========      ========= 
 

All results relate to continuing operations.

Profit for the period is attributable to:

 
 Owners of the 
  parent 
  company                  2,007           (385)          1,622          1,128 
 Minority 
  interests                   37               -             37             35 
                   _____________   _____________   ____________   ____________ 
                           2,044           (385)          1,659          1,163 
                    ============     ===========    ===========      ========= 
 Earnings per 
  share (pence) 
 Basic EPS     4                                           9.8p           6.8p 
  on profit 
  for the 
  year 
 Diluted       4                                           9.7p           6.8p 
  EPS on 
  profit 
  for the 
  year 
 

Group statement of comprehensive income for the year ended 30 September 2010

 
                                                    2010      2009 
                                                  GBP000    GBP000 
 
 Profit for the year                               1,659     1,163 
                                                 -------  -------- 
 Other comprehensive income: 
 Revaluation of property                               -     6,165 
 Actuarial losses on defined benefit pension 
  plans                                            (443)   (5,237) 
 Tax on items taken directly to or transferred 
  from equity                                        178     (260) 
                                                 -------  -------- 
 Other comprehensive income for the year, net 
  of tax                                           (265)       668 
                                                 -------  -------- 
 
 Total comprehensive income for the year           1,394     1,831 
                                                 -------  -------- 
 
 Attributable to: 
 Owners of the parent company                      1,357     1,796 
 Minority interests                                   37        35 
                                                 -------  -------- 
 Total comprehensive income for the year           1,394     1,831 
                                                 -------  -------- 
 

Group statement of financial position at 30 September 2010

 
                                                        2010              2009 
                                     Notes            GBP000            GBP000 
 
 Property, plant and equipment                        20,196            20,348 
 Intangible assets                                     1,607             1,644 
                                             ---------------   --------------- 
                                                      21,803            21,992 
                                             ---------------   --------------- 
 Current assets 
 Inventories                                          10,929             8,638 
 Trade and other receivables                           9,324             7,950 
 Cash and cash equivalents                             3,650               955 
                                             ---------------   --------------- 
                                                      23,903            17,543 
                                             ---------------   --------------- 
 
 Assets held for sale                                  1,651             2,151 
                                             ---------------   --------------- 
 Total assets                                         47,357            41,686 
                                             ---------------   --------------- 
 Current liabilities 
 Trade and other payables                              9,256             7,061 
 Financial liabilities - 
  borrowings                                             744             6,166 
 Corporation tax payable                                 328               437 
                                             ---------------   --------------- 
                                                      10,328            13,664 
                                             ---------------   --------------- 
 Non-current liabilities 
 Financial liabilities - 
  borrowings                                           1,099             1,825 
 Deferred tax liabilities                                383               626 
 Provisions                                              232               231 
 Defined benefit pension plan 
  deficit                                              9,601             9,461 
 Receipt from Natural England            3             9,000                 - 
                                             ---------------   --------------- 
                                                      20,315            12,143 
                                             ---------------   --------------- 
 Total liabilities                                    30,643            25,807 
                                             ---------------   --------------- 
 Net assets                                           16,714            15,879 
                                             ---------------    -------------- 
 
 
                                          2010              2009 
                                        GBP000            GBP000 
 Capital and reserves 
 Equity share capital                    4,139             4,139 
 Capital redemption reserve              1,523             1,523 
 Revaluation reserve                     7,822             7,906 
 Other reserves                            176               176 
 Retained earnings                       2,806             1,915 
                               ---------------   --------------- 
 Group shareholders' equity             16,466            15,659 
 Minority interests                        248               220 
                               ---------------   --------------- 
 Total equity                           16,714            15,879 
                               ---------------   --------------- 
 

Group statement of changes in equity for the year ended 30 September 2010

 
                   Equity   Capital 
                    Share   redem'n     Rev'n      Other   Retained             Minority     Total 
                  Capital   reserve   reserve   reserves   earnings     Total   interest    equity 
                  GBP'000   GBP'000   GBP'000    GBP'000    GBP'000   GBP'000    GBP'000   GBP'000 
 
 At 1 October 
  2008              4,139     1,523     3,498        176      4,878    14,214        203    14,417 
 Profit for 
  the year              -         -         -          -      1,128     1,128         35     1,163 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Other 
 comprehensive 
 income: 
 Revaluation 
  of property           -         -     6,165          -          -     6,165          -     6,165 
 Actuarial 
  losses on 
  defined 
  benefit 
  pension 
  plans                 -         -         -          -    (5,237)   (5,237)          -   (5,237) 
 Tax on items 
  taken 
  directly to 
  or 
  transferred 
  from equity           -         -   (1,726)          -      1,466     (260)          -     (260) 
 Depreciation 
  transfer              -         -      (31)          -         31         -          -         - 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Total other 
  comprehensive 
  income                -         -     4,408          -    (3,740)       668          -       668 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Total 
  comprehensive 
  income                -         -     4,408          -    (2,612)     1,796         35     1,831 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Transactions 
  with owners: 
 Eliminate 
  deferred 
  tax on share          -         -         -          -       (20)      (20)          -      (20) 
 Equity 
  dividends 
  paid                  -         -         -          -      (331)     (331)       (18)     (349) 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Transactions 
  with owners           -         -         -          -      (351)     (351)       (18)     (369) 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 At 30 
  September 
  2009              4,139     1,523     7,906        176      1,915    15,659        220    15,879 
 Profit for 
  the year              -         -         -          -      1,622     1,622         37     1,659 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Other 
 comprehensive 
 income: 
 
 Actuarial 
  losses on 
  defined 
  benefit 
  pension 
  plans                 -         -         -          -      (443)     (443)          -     (443) 
 Tax on items 
  taken 
  directly to 
  or 
  transferred 
  from equity           -         -       111          -         67       178          -       178 
 Depreciation 
  transfer              -         -     (195)          -        195         -          -         - 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Total other 
  comprehensive 
  income                -         -      (84)          -      (181)     (265)          -     (265) 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Total 
  comprehensive 
  income                -         -      (84)          -      1,441     1,357         37     1,394 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Transactions 
  with owners: 
 Share based 
  payments              -         -         -          -        106       106          -       106 
 Deferred 
  tax                   -         -         -          -          6         6          -         6 
 Equity 
  dividends 
  paid                  -         -         -          -      (662)     (662)        (9)     (671) 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 Transactions 
  with owners           -         -         -          -      (550)     (550)        (9)     (559) 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 At 30 
  September 
  2010              4,139     1,523     7,822        176      2,806    16,466        248    16,714 
                   ------    ------    ------      -----     ------     -----     ------     ----- 
 

Group statement of cash flows for the year ended 30 September 2010

 
                                                        2010              2009 
                                                      GBP000            GBP000 
 Operating activities 
 Group operating profit                                2,506             1,868 
 Adjustments to reconcile Group operating 
  profit to net cash 
 inflows from operating activities 
 Depreciation of property, plant and 
  equipment                                            1,812             1,335 
 Amortisation of intangible assets                        47                48 
 Impairment of assets held for sale                      500                 - 
 Profit on disposal of property, plant 
  and equipment                                         (32)              (14) 
 Negative goodwill taken to the income 
  statement                                                -              (60) 
 Share-based payments                                    106                 - 
 Difference between pension contributions 
  paid and amounts 
 recognised in the income statement                    (620)             (517) 
 (Increase) /decrease in inventories                 (2,291)             3,383 
 (Increase)/decrease in trade and other 
  receivables                                        (1,374)                45 
 Increase/(decrease) in trade and other 
  payables                                             2,233           (3,039) 
 Increase in provisions                                    1                22 
                                             ---------------   --------------- 
 Cash generated from operations                        2,888             3,071 
 Income taxes paid                                     (572)               (3) 
                                             ---------------   --------------- 
 Net cash flow from operating activities               2,316             3,068 
                                             ---------------   --------------- 
 Investing activities 
 Interest received                                        57                71 
 Sale of property, plant and equipment                    66               287 
 Purchases of property, plant and 
  equipment                                          (1,694)           (1,209) 
 Payments to acquire intangible fixed 
  assets                                                (48)              (56) 
 Purchase of shares in subsidiary 
  undertakings                                             -                60 
 Receipt from Natural England                          9,000                 - 
 Sale of share of joint interest                           -               224 
                                              --------------   --------------- 
 Net cash flow from investing activities               7,381             (623) 
                                              --------------   --------------- 
 Financing activities 
 Interest paid                                         (183)             (442) 
 Dividends paid to owners of the parent                (662)             (331) 
 Dividends paid to minority interests                    (9)              (18) 
 Repayment of borrowings                               (714)             (679) 
 Repayment of capital element of finance 
  leases and hire purchase 
 contracts                                                 -             (154) 
                                             ---------------   --------------- 
 Net cash flow from financing activities             (1,568)           (1,624) 
                                             ---------------   --------------- 
 Increase in cash and cash equivalents                 8,129               821 
 Cash and cash equivalents at the 
  beginning of the period                            (4,500)           (5,321) 
                                             ---------------   --------------- 
 Cash and cash equivalents at the period 
  end                                                  3,629           (4,500) 
                                             ---------------   --------------- 
 

Notes

1 Statutory accounts

The consolidated financial statements of William Sinclair Holdings PLC are prepared on a going concern basis and in accordance with International Financial Reporting Standards (IFRSs), International Financial Reporting Interpretations Committee (IFRIC) interpretations and Standing Interpretations Committee (SIC) interpretations as adopted by the European Union and with those parts of the Companies Act 2006 applicable to those companies reporting under IFRSs. The consolidated financial statements are prepared in accordance with the historical cost convention, as modified by the revaluation of freehold and leasehold properties.

The Group financial statements are presented in sterling and all values are rounded to the nearest thousand pounds (GBP000) except when otherwise indicated.

These results for the year to 30 September 2010 together with the corresponding amounts for the year to 30 September 2009 are extracts from the 2010 annual report and do not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006.

The statutory accounts for the year ended 30 September 2010, which have been audited by PricewaterhouseCoopers LLP, incorporate an unqualified audit report and do not contain a statement under either section 498(2) or 498(3) of the Companies Act 2006.

This preliminary announcement of the results for the year ended 30 September 2010 was approved by the Board of directors on 4 January 2011.

The accounting policies used for the 2010 figures are unchanged on those used for the 2009 comparatives.

The statutory accounts for the period ended 30 September 2009 have been delivered to the Registrar of Companies and the statutory accounts for the year ended 30 September 2010 will be delivered to the Registrar of Companies following the Annual General Meeting of William Sinclair Holdings PLC.

2 Analysis of net cash/(debt)

 
                                     1 Oct              Cash           30 Sept 
                                      2009              flow              2010 
                                    GBP000            GBP000            GBP000 
 Cash at bank and in 
  hand                                 955             2,695             3,650 
 Overdrafts                        (5,455)             5,434              (21) 
 Loans                             (2,536)               714           (1,822) 
                           ---------------   ---------------   --------------- 
                                   (7,036)             8,843             1,807 
                           ---------------   ---------------   --------------- 
 
 

3 Receipt from Natural England

On 22 March 2010 the Group signed an agreement with Natural England to facilitate the cessation of peat harvesting from its site at Bolton Fell in Cumbria and to accelerate the process of peat bog regeneration. Under the arrangement Natural England agreed to pay the Group an advance payment of GBP9 million pending subsequent negotiation of the full extent of compensation due to the Group and have the option to acquire the shares of Boothby and Penicuik Peat Company Limited which holds the majority of the title to the Bolton Fell moss site. This initial payment was made in April 2010.

William Sinclair's professional advisors calculate the value of the compensation due to the Group to be substantially greater than the GBP9 million advance payment. In the event that compensation cannot be agreed between the parties before 30 November 2011 the matter can be referred by either side to the Lands Tribunal for a decision. In such circumstances it is possible that payment of further compensation could be delayed by a further year or more. Consequently the receipt of GBP9 million is shown as a non current item.

Under the agreement William Sinclair will implement a phased withdrawal of peat harvesting from Bolton Fell and will greatly accelerate its existing programme of regeneration. William Sinclair's own team will be working closely with environmental experts from Natural England and other agencies to set out new plans to regenerate the peat bog in a practical and structured way

4 Earnings per share

Basic earnings per share amounts are calculated by dividing profit for the period attributable to owners of the parent by the weighted average number of ordinary shares outstanding during the period.

Diluted earnings per share amounts are calculated by dividing the profit attributable to owners of the parent by the weighted average number of ordinary shares outstanding during the period adjusted for the dilutive effect of share options outstanding at the period end.

The following reflects the income and share data used in the basic and diluted earnings per share computations:

 
                                                        2010     2009 
                                                      GBP000   GBP000 
 
 Diluted net profit attributable to owners of the 
  parent                                               1,622    1,128 
                                                     -------  ------- 
 
                                                        2010     2009 
                                                         No.      No. 
 
 Basic weighted average number of shares ('000s)      16,554   16,554 
 Dilutive potential ordinary shares: 
 Employee share options ('000s)                          199       41 
                                                     -------  ------- 
 Diluted weighted average number of shares ('000s)    16,753   16,595 
                                                     -------  ------- 
 

5 Segment information

Within the horticulture sector the Board reviews the results of its Freeland business and certain ancillary businesses separately from those of its core horticulture business. The revenues and operating profits of these segments are shown below together with a reconciliation to the Group results.

 
                          External sales     Internal sales      Total sales 
                            2010     2009      2010     2009     2010     2009 
                                                               GBP000   GBP000 
 Revenue 
 Horticulture             40,919   39,535       133       10   41,052   39,545 
 Freeland                  4,195    3,235        78      136    4,273    3,371 
 Other                     3,342    3,505         -        -    3,342    3,505 
                        --------  -------  --------  -------  -------  ------- 
 Total                    48,456   46,275       211      146   48,667   46,421 
 Less intra group 
  sales elimination            -        -     (211)    (146)    (211)    (146) 
                        --------  -------  --------  -------  -------  ------- 
 Total revenue            48,456   46,275         -        -   48,456   46,275 
                        --------  -------  --------  -------  -------  ------- 
 

Segment revenue includes transactions between business segments. These transactions are eliminated on consolidation. Sales between segments are carried out at arm's length. The revenue from external parties reported to the executive directors is measured in a manner consistent with that in the income statement.

 
                                      2010     2009 
                                    GBP000   GBP000 
 Operating profit 
 Horticulture                        4,004    1,613 
 Freeland                              412      361 
 Other                                 423      513 
                                  --------  ------- 
 Total segment operating profit      4,839    2,487 
 
 Central costs                     (2,333)    (619) 
                                  --------  ------- 
 Total Group operating profit        2,506    1,868 
 
 Finance income                         57       80 
 Finance costs                       (183)    (442) 
 Other finance costs - pensions      (317)    (266) 
                                  --------  ------- 
 Total Group profit before tax       2,063    1,240 
                                  --------  ------- 
 

Central costs include the administration costs of the holding company such as directors' remuneration, professional fees and stock exchange costs as well as the impairment of assets held for sale and no longer used in the horticulture segment.

Operating profit as reported above includes impairment, depreciation and amortisation charges as follows:

 
                       Impairment         Depreciation 
                                      and amortisation 
                    2010     2009       2010      2009 
                  GBP000   GBP000     GBP000    GBP000 
 Horticulture          -        -      1,562     1,156 
 Freeland              -        -        243       159 
 Other                 -        -         44        58 
 Central costs       500        -         10        10 
                 -------  -------  ---------  -------- 
 Total               500        -      1,859     1,383 
                 -------  -------  ---------  -------- 
 

Asset and liability information is not reported to the chief operating decision-maker on a segment basis and therefore has not been disclosed.

6 Exceptional item

The Group has certain surplus freehold properties for which it is actively seeking a purchaser. These properties are empty and are not being used by the Group. Following a review with the Group's marketing agent the carrying value of the assets has been reduced by GBP500,000. During the year a potential purchaser of the properties forfeited deposit monies of GBP40,000 leading to a net exceptional cost of GBP460 000.

7 Dividends paid and proposed

 
                                                     2010     2009 
                                                   GBP000   GBP000 
 Declared and paid during the period: 
 Equity dividends on ordinary shares: 
 Final dividend for September 2009: 2.50p (June 
  2008- 1.00p)                                        414      166 
 Interim for September 2010: 1.50p (September 
  2009 - 1.00p)                                       248      165 
                                                  -------  ------- 
 Dividends paid                                       662      331 
                                                  -------  ------- 
 Proposed for approval by shareholders at the 
  AGM: 
 Final dividend for September 2010 3.5p (2009 
  - 2.50p)                                            579      414 
                                                  -------  ------- 
 

Subject to shareholders' approval the final dividend of 3.5p per share will be paid on 17 March 2011 to shareholders on the register on 18 February 2011.

8 Subsequent events

The Group has been in negotiations with the directors and owners of Monro Horticulture Limited with a view to acquiring certain of the business interests of that company. After the year end the Group concluded agreements for the purchase of the Growing Success Organics business and also a premium decorative aggregates business. The total consideration paid was approximately GBP1.1 million. These acquisitions complement the product range available to the Group's customers allowing the Group to introduce the products to a wider customer base. Under the terms of the purchase contracts agreed with Monro Horticulture Limited the Group acquired a schedule of specified assets which included stock, trademarks, machinery and goodwill.

9 Annual General Meeting

The Company intends to post the Report and Accounts to shareholders on 24 January 2011. The Annual General Meeting of the Company will be held at The Bentley Hotel, Newark Road, South Hykeham, Lincoln LN6 9NH on 22 February 2011 at 11.00 a.m. Copies of this announcement are available from the Company's registered office, Firth Road, Lincoln, LN6 7AH during normal office hours and on the Company's website www.william-sinclair.co.uk.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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