Final Results

Elementis PLC 28 February 2002 PRESS INFORMATION 28 February 2002 ELEMENTIS plc PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2001 * Sales on continuing operations £392.9 million (2000: £413.8 million) * Operating profit on continuing operations £15.8 million+ (2000: £57.5 million+) * Profit before tax £14.0 million+ (2000: £58.4 million+) * Earnings per share 4.0 pence+ (2000: 11.6 pence+) * Net year end borrowings £40.0 million (2000: £41.7 million) * Net year end gearing 9.1 per cent++ (2000: 9.2 per cent++) + before goodwill amortisation and exceptionals ++ ratio of net borrowings to shareholders' funds plus net borrowings Geoff Gaywood, Chief Executive of Elementis plc, said: '2001 was a particularly difficult year. Our business was very severely impacted by the global economic downturn. Although market conditions continue to be tough, there are some indications that customer destocking down the chain, experienced in the last quarter of 2001, has come to an end. 'In the first half of 2002 Elementis will benefit from lower energy costs and the rigorous measures taken to reduce inventory levels. All areas of cost and capital expenditure continue to be tightly controlled. 'Benefits from ongoing business improvement projects, including Six Sigma, which is targeted at further reducing costs, should increase as the year progresses. Strategic programmes addressing opportunities for step change financial performance improvement have been initiated in each of the businesses.' - Ends - An interview with Geoff Gaywood in video/audio format can be viewed on www.elementis.com and www.cantos.com from 0700 hours GMT. Enquiries Elementis 01784 224212 Geoff Gaywood Chief Executive George Fairweather Group Finance Director Anna Passey Head of Corporate Communications Brunswick 020 7404 5959 Andrew Fenwick Rupert Young Overview 2001 was a particularly difficult year. Our business was very severely impacted by the global economic downturn. Conditions were worst in the US where the majority of our business is situated. As a result, profits before goodwill amortisation and exceptionals were halved in the first half of 2001 and then, as markets deteriorated further, virtually eliminated in the second half. In response to these pressures, a number of measures were adopted. First, great attention was paid to cash conservation and a programme implemented which ensured that, in spite of the profits decline, cashflow remained positive for the year as a whole. Secondly, the overriding focus of management was concentrated on the short-term trading position. Thirdly, a new Chief Executive was appointed who has moved swiftly to strengthen the management team, streamline the managerial process and address strategic issues. Financial results Operating profit before goodwill amortisation and exceptionals on continuing operations was £15.8 million, compared to £57.5 million in 2000. Operating profit on the same basis for the second half of 2001 was £0.2 million, compared to £28.3 million in the second half of 2000. A major factor was lower sales. Sales on continuing operations decreased in sterling terms by 5 per cent on 2000 and by 8 per cent on a constant currency basis. Sales on continuing operations in the second half of the year were 11 per cent lower than in the second half of 2000. In addition, higher energy costs adversely impacted operating profit by £9.3 million versus 2000 on a comparable basis, of which £7.2 million was in the first half. Other adverse factors included some pressure on prices, lower pension credits on historic surpluses and manufacturing inefficiencies caused by the actions taken to reduce inventory levels. Unusually high maintenance expenditure at Elementis Chromium and losses on Linatex process technology equipment contracts also contributed. Profit before goodwill amortisation, exceptionals and tax was £14.0 million, compared to £58.4 million in 2000. Basic earnings per share before goodwill amortisation and exceptionals was 4.0 pence, compared to 11.6 pence in 2000. Net exceptional charges before tax were £3.7 million (2000: £3.0 million), including £4.6 million of costs incurred in preparing the Company for sale and a £1.4 million profit on the disposal of Harcros Chemicals. Cash conservation The cash position was strengthened in a number of ways. The US chemical distribution business, classified as non core to the Group's future, was sold for £21.4 million. Working capital levels received particular attention with the result that there was a £9.8 million inflow during the year from this area, £6.6 million resulting from inventory reductions. As a result net borrowings at year end were £40.0 million, a £1.7 million reduction. Net year end gearing was 9.1 per cent (2000: 9.2 per cent). Short-term focus Managers throughout the Group were closely focused on short-term trading. In addition to increased efforts to maximise revenue from all sources, additional cost controls have been put in place throughout the Group. Headcount on continuing operations was cut by 152, or 6 per cent, taking the total reduction over two years to 17 per cent. New Chief Executive A new Chief Executive, Geoff Gaywood, was appointed in October 2001. Geoff joined from Ernst & Young LLP where he was a Director of Chemicals. Previously he ran the European division of International Specialty Products, Inc and before that was with the Dow Chemical Company for 24 years. Geoff's wide experience of the chemical industry internationally and leadership skills will benefit Elementis substantially over the coming years. Since the year end, the Board has announced that Brian Taylorson, currently Director of Corporate Finance, is to join the Board at the beginning of April as Finance Director. He will replace George Fairweather who is leaving to take up a similar position at Alliance UniChem Plc. The Board would like to thank George for his significant contribution to Elementis over the last five years. New heads of functions have also been appointed in human resources and information technology. Dividends and issue of redeemable B shares The Board did not declare an interim dividend and, similarly, is not proposing a final dividend. Instead, it will continue with the programme, started in 2000, of issuing and redeeming redeemable B shares. The total nominal value of redeemable B shares issued to shareholders during 2001 was 5.4 pence per ordinary share (2000: 5.2 pence). The Board intends to issue further redeemable B shares to ordinary shareholders on the register on 26 April 2002, such that they receive redeemable B shares with a total nominal value of 1.0 pence for each ordinary share held. This compares with 3.3 pence for the comparable issue last year. This will be coupled with an offer to redeem these new shares for cash at their nominal value on 2 May 2002. A further offer will also be made to existing holders of redeemable B shares to redeem these shares for cash at their nominal value on 2 May 2002. By not paying dividends on ordinary shares during 2001, Elementis will recover £5.8 million of advance corporation tax previously paid. Elementis estimates that it will be able to recover a further £1.1 million of advance corporation tax by not paying a final dividend for 2001. A circular providing full details of the issue and redemption of redeemable B shares will be posted to all ordinary shareholders on 19 March 2002. Strategy In addition to the short-term focus referred to above, steps are being taken to enable the Group to grow. The strategy is to grow in high margin businesses, particularly Elementis Specialties, with a continuing Group-wide focus on operational excellence and leveraging the market and brand leadership positions of the other businesses. Programmes addressing opportunities for step change financial performance improvements have been initiated in each of the businesses. Elementis Chromium has a competitive and well invested manufacturing base in the UK and US and has scope to strengthen its market position. At Elementis Specialties, additional management resource is now in place to develop and deliver a high growth strategy based on accelerated organic growth and including the inward licensing of technology, market alliances and acquisitions. Elementis Pigments has a strong market position, but reduced volumes, driven by the North American downturn, have challenged the business's ability to coverfixed costs. This is being addressed on several fronts including a strategic review of the Birtley, UK facility. To enhance profitability in Linatex, further step change improvements in manufacturing structure are being evaluated. A programme is under way to evaluate the potential of a Group-wide Enterprise Resource Planning (ERP) system. The decision whether to proceed will depend on the strength of the business case demonstrated and is also dependent on trading conditions and future outlook. A review of incentives for senior management is also under way. Chromated copper arsenate On 12 February 2002, the US Environmental Protection Agency (EPA) announced restrictions, from 2004, on the use of chromated copper arsenate (CCA) as a wood preservative in the US, affecting CCA treated timber for consumer use. Elementis Chromium supplies chromic acid which is used in the manufacture of CCA and acts primarily as a binding agent. As previously indicated, Elementis estimates that as a result of the EPA's decision, the global and US demand for chromium chemicals would reduce by around 5 and 30 per cent respectively. Elementis Chromium's sales for industrial applications of CCA, such as utility poles, rail sleepers and marine pilings are relatively strong and are not affected by the EPA ruling. Nevertheless, Elementis Chromium's global sales of chromium chemicals could be adversely affected by around 15 per cent by 2004. Elementis does not now expect its sales in 2002 to be materially affected by the EPA ruling. Current trading and outlook Although market conditions continue to be tough, there are some indications that the customer destocking down the chain experienced in the last quarter of 2001 has come to an end. In the first half of 2002 Elementis will benefit from lower energy costs and the rigorous measures taken to reduce inventory levels. All areas of cost and capital expenditure continue to be tightly controlled. Benefits from ongoing business improvement projects, including Six Sigma, which is targeted at further reducing costs, should increase as the year progresses. Review of operations For the year ended 31 December 2001 2001 2000 2001 Operating 2000 Operating Sales profit* Sales profit* £million £million £million £million Continuing operations Chromium 126.9 4.0 131.7 23.7 Pigments & Specialties 228.0 12.2 234.9 31.1 Specialty Rubber 46.0 (0.5) 54.1 2.6 Associates - 0.1 - 0.1 Inter-group (8.0) - (6.9) - _________ _________ _________ _________ 392.9 15.8 413.8 57.5 Discontinued operations 137.5 2.4 160.0 6.0 _________ _________ _________ _________ 530.4 18.2 573.8 63.5 ========= ========= ========= ========= *before goodwill amortisation and exceptionals Chromium Operating profit before exceptionals was £4.0 million, compared to £23.7 million in 2000, on sales down 4 per cent to £126.9 million. On a constant currency basis, sales decreased by around 7 per cent. Operating loss before exceptionals in the second half of 2001 was £0.2 million, compared to an operating profit before exceptionals of £11.7 million in the second half of 2000, on sales down 11 per cent. The business estimates that the global chromium chemicals market fell a few per cent in volume terms year on year, the decline taking place in the second half of the year. Demand was lower for all product categories with the exception of chromic oxide for use in metal alloys. Elementis Chromium sales volume fell by 9 per cent year on year, with second half volume being 15 per cent lower than the comparable period in 2000. Sales volumes were lower year on year for all product categories, reflecting increased competition, mainly from Former Soviet Union producers, and reduced demand. The best performing product category was chromic acid, which continues to benefit from the success of the superior handling properties of our CA21 product. Sales volumes of CA21 increased by around 15 per cent year on year, almost all of which was achieved in the first half. Average pricing of chromium products was also lower, mainly as a result of increased competition. Higher energy costs adversely impacted operating profit by £6.2 million versus 2000 on a comparable basis, of which around £4.9 million was in the first half. Early in 2001, headcount reduced by more than 10 per cent as a result of a business process re-engineering exercise at Corpus Christi, Texas. The one-off cost of £2.3 million was largely recouped over the balance of the year. At the year end the business employed 439 people, 18 per cent below the comparable figure two years ago. Despite the headcount savings, underlying fixed costs increased year on year in excess of inflation, mainly as a result of unusually high maintenance expenditure, particularly in the second half of the year. Additional controls on maintenance expenditure are now in place. A new gas cleaning system for the chromic oxide plant at Eaglescliffe, UK was commissioned in the first quarter of 2001 costing £2.6 million. This will further enhance environmental performance standards. Some production capacity of chromic oxide for use in metal alloys was unavailable during the period as a result of this project. A project is under way to link the Corpus Christi manufacturing facility to a combined steam and electricity co-generation plant being constructed at an adjacent oil refinery. This will come on-stream in late summer 2002, reducing energy costs. The ratio of trade working capital to sales at the end of 2001 was 14 per cent, unchanged from the end of 2000 on a similar level of inventories. On 12 February 2002, the US Environmental Protection Agency (EPA) announced restrictions, from 2004, on the use of chromated copper arsenate (CCA) as a wood preservative in the US affecting CCA treated timber for consumer use. Elementis Chromium supplies chromic acid which is used in the manufacture of CCA and acts primarily as a binding agent. In its statement, the EPA announced the transition from the use of CCA in a variety of consumer uses by 31 December 2003 in favour of alternative products. The statement confirmed that the transition affects virtually all residential uses of wood treated with CCA, including wood used in play-structures, decks, picnic tables, landscaping timbers, residential fencing, patios and walkways/boardwalks. By January 2004, the EPA will not allow CCA products for any of these residential uses. The statement goes on to state, that in the current year, the CCA manufacturers expect a decline in production of CCA products for affected residential uses up to 25 per cent. During 2003, the CCA manufacturers expect the transition away from CCA to continue and increase, with a decline in production of CCA products for affected residential uses up to 70 per cent. Elementis understands that, following the CCA manufacturers' request to amend the pesticide registrations, the EPA will publish a notice in the Federal Register and a 30 day period for public comment will follow. As previously indicated, Elementis estimates that, as a result of the EPA's decision, the global and US demand for chromium chemicals would reduce by around 5 and 30 per cent respectively. Elementis Chromium sales for industrial applications of CCA, such as utility poles, rail sleepers and marine pilings, are relatively strong and are not affected by the EPA ruling. Nevertheless, Elementis Chromium's global sales of chromium chemicals could be adversely affected by around 15 per cent by 2004. Elementis does not now expect its sales in 2002 to be materially affected by the EPA ruling. Pigments & Specialties Operating profit before goodwill amortisation and exceptionals was £12.2 million, compared to £31.1 million in 2000, on sales down 3 per cent at £228.0 million. On a constant currency basis, sales reduced by around 6 per cent year on year. Operating profit before goodwill amortisation and exceptionals in the second half of 2001 was £1.7 million, compared to £15.5 million in the second half of 2000 on 7 per cent lower sales. The ratio of Pigments & Specialties trade working capital to sales decreased from 21 per cent at the end of 2000 to 17 per cent at the end of 2001, primarily as a result of lower inventories at Elementis Pigments and higher trade creditor levels at Elementis Specialties. At Elementis Pigments, sales decreased year on year, the rate of decline being greater in the second half of the year. Demand for iron oxide pigments for coatings, construction and chemical applications was generally weak throughout the year, particularly in North America. Coatings pricing was stable; in contrast, prices for construction grade material declined, particularly in Asia Pacific and Europe. Construction sales in Europe reduced significantly. Sales in Asia Pacific grew strongly throughout the year using product sourced from the Shenzhen manufacturing facility in China. Margins were also under pressure as a result of higher US energy costs. Fixed costs in the second half of the year were adversely impacted by around £1.9 million following a decision to close both US iron oxide particle manufacturing facilities for approximately six weeks to reduce inventories by around £3 million. Following the installation of additional production equipment in Shenzhen early in the year, a new range of coatings grade iron oxide pigments was successfully commercialised in the second half . Sales of Ferrispec granular product grew strongly. Operating losses were incurred by the zinc and carboxylates part of the business based in Birtley near Durham in the UK. Zinc continues to be impacted by the continuing decline of the UK automotive tyre market. The profitability of the catalysts part of the business also declined year on year. Elementis Pigments has a strong market position but reduced volumes, driven by the North American downturn, have challenged the business's ability to cover fixed costs. This is being addressed on several fronts including a strategic review of the Birtley operation. As a result of losses that occurred in the second half, for the reasons explained above, Elementis Pigments made an operating loss for the full year. At Elementis Specialties, sales were flat year on year as a result of the stronger US dollar. Higher first half sales were offset by lower sales in the second half. Throughout the year, strong growth was achieved in rheological additives sales to the oil exploration market. This was offset by lower sales for coatings applications, particularly in North America, and, in the second half, for ink applications, the latter being impacted by a reduction in print advertising and competition. Total Rheolate sales for aqueous coatings applications grew modestly year on year. European trading remained relatively robust when compared to North America and Japan. Pricing in local currency increased marginally. Operating profit before goodwill amortisation was lower than in 2000 for a number of reasons. The principal factors were unfavourable sales mix, higher energy and quaternary amine costs, other cost inflation not recovered through pricing or productivity gains and expenditure on upgrading sales and marketing capabilities including e-commerce. Second half profitability was particularly impacted by these factors. Thixatrol Max, a new thixotrope rheological additive, was launched in Europe during the year. This new generation thixotrope provides improved properties to a range of industrial coatings systems. Recently introduced products Rheolate 450, a high efficiency associate thickener for vinyl acrylic paints, and Bentone 42, a drilling mud organoclay for high heat environments, continue to contribute good growth. Additional management resource is now in place to develop and deliver a high growth strategy based on accelerated organic growth and including the inward licensing of technology, market alliances and acquisitions. Specialty Rubber Operating loss before exceptionals was £0.5 million, compared to an operating profit before exceptionals of £2.6 million in 2000, on sales 15 per cent lower at £46.0 million. On a constant currency basis, sales decreased by around 14 per cent. Operating loss before exceptionals in the second half of the year was £1.4 million, compared to an operating profit before exceptionals of £1.0 million in the second half of 2000, on sales down 20 per cent. The full year sales decline was primarily the result of the decision taken early in 2001 not to pursue new process technology equipment contracts and the exit of other unprofitable sales lines. Adjusting for these factors, lower underlying sales in North America (reflecting output reductions by West Coast mining customers) were offset by strong sales growth in South Africa and Latin America. Sales in Europe were impacted by disruption caused by the aircraft crash at the Yateley, UK, facility in late December 2000. Losses on the completion of remaining process technology equipment contracts were just under £1.0 million, all of which occurred in the second half. Several new products were launched; LinaCrepe, a form of uncured rubber, can be moulded into shape and is particularly suitable for belting, hoses and roller covering applications. LinaDek abrasion resistant modular screens for the mining and construction industry were launched in the US. Cut-end hose lined with Linatex is now available to the construction industry in the US. The programme to refocus and simplify the Linatex business was completed in February 2001, with the closure in Montreal of the last of 13 sites. Total headcount fell by 93 over the course of the year, a 13 per cent reduction. Exceptional restructuring costs of £0.5 million were charged in the first half. Cost savings from this programme were, however, more than offset by higher expenditure in other areas. Further actions are under way to improve the cost competitiveness of the business, including the evaluation of step change improvements in manufacturing structure. A £4.0 million continuous rubber sheet press was installed towards the end of the year and is currently being commissioned. This equipment will reduce operating costs further and enable Linatex sheet to be produced within tighter thickness tolerances for new applications and with enhanced bonding capabilities. The ratio of trade working capital to sales reduced from 20 per cent at the end of 2000 to 14 per cent at the end of 2001, primarily as a result of an effective inventory reduction programme similar to that at Elementis Pigments. Discontinued operations Operating profit at Harcros Chemicals up to the point of disposal in October 2001 was £2.4 million, on sales of £137.5 million. This compares with an operating profit of £6.0 million on sales of £160.0 million for the full year 2000. The exceptional profit arising on the disposal of this business was £1.4 million. Health, safety and the environment Compared to 2000, lost time accident frequency for continuing operations reduced by 53 per cent. This is due to the increased focus on safety and the introduction of a new incident investigation reporting system that identifies the root causes of reportable incidents and 'near misses' and enables processes to be put in place to prevent reoccurrence. Non-compliance with environmental consents for continuing operations rose from 16 to 28 in the year. A similar investigation reporting system has now been implemented for all environmental incidents and the Board is committed to reversing this trend. Exceptionals Net exceptional charges before tax were £3.7 million, compared to £3.0 million in 2000. For 2001, exceptionals comprised: * £4.6 million costs incurred in preparing the Company for sale; * £0.5 million of additional inventory write downs relating to the Specialty Rubber restructuring; and * £1.4 million profit arising on the disposal of the Harcros Chemicals chemical distribution business. Currency Currency transaction and translation favourably impacted full year operating profit by around £1.0 million. Interest Net interest payable was £4.2 million, compared to £5.1 million in 2000. Interest cover (the number of times that the net interest charge is covered by operating profit before goodwill amortisation and exceptionals) was 4.3 times (2000: 12.5 times). Taxation The tax credit for the year was £8.5 million compared to a charge of £7.8 million in 2001. The effective rate of tax on profit before goodwill amortisation and exceptionals, before the impact of prior period adjustments, was 14.0 per cent (2000: 14.0 per cent). This rate is substantially lower than the standard UK corporate tax rate for a number of reasons, including the utilisation of surplus advance corporation tax partially offset by unrelieved overseas tax losses. The tax credit on profit before goodwill amortisation and exceptionals for the year arose principally from the release of certain tax provisions following the resolution of historic issues with the UK Inland Revenue. Tax on net exceptional charges was £nil million (2000: credit of £0.4 million). In addition, there was an exceptional tax credit of £4.9 million arising in respect of historic business disposals. FRS19 'Deferred Tax' will be implemented in 2002. Had the standard been used for the 2001 financial statements, the credit to the profit & loss account would have been reduced by £0.5 million, comprising an underlying current year credit of £7.3 million offset by a prior year adjustment charge of £7.5 million and an exceptional charge of £0.3 million; year end shareholders' funds would have been £1.0 million lower. Earnings per share Basic earnings per share before goodwill amortisation and exceptionals decreased from 11.6 pence in 2000 to 4.0 pence in 2001. Basic earnings per share, after goodwill and exceptionals, was 1.1 pence (2000: 7.9 pence). The weighted average number of shares in issue during the year was 431.5 million (2000: 431.5 million); the number of shares in issue at the year end was 431.6 million (2000: 431.5 million). Cash flow and balance sheet Net cash inflow from operating activities was £37.9 million, compared to £58.4 million in 2000. Working capital inflow was £9.8 million, compared to a £12.4 million outflow in 2000. Debtors decreased by £13.5 million, of which £8.6 million was attributed to decreased sales. Trade debtor days for continuing businesses decreased by eight days during the year. Stock levels continue to be tightly controlled overall, with a £6.6 million reduction in the year. Cash expenditure on fixed assets totalled £16.8 million (2000: £22.1 million) and compares with depreciation of £18.8 million (2000: £17.5 million). Looking forward to 2002, capital expenditure is likely to be below depreciation excluding any expenditure on a Group-wide Enterprise Resource Planning system which is currently being evaluated. Net cash inflow from the sale of Chemical Distribution was £16.6 million. Net cash inflow before the use of liquid resources and financing was £26.2 million, compared to an inflow of £32.4 million in 2000. Free cash inflow was £9.9 million, compared to £33.4 million in 2000. Net borrowings at the year end were £40.0 million (2000: £41.7 million). Net gearing (the ratio of net borrowings to shareholders' funds plus net borrowings) was 9.1 per cent (2000: 9.2 per cent). Shareholders' funds at the year end were £397.5 million, compared to £411.2 million at the end of 2000. Pensions and other post retirement benefits The total cost of post-retirement health care and pensions was £3.3 million compared to £2.1 million in 2000. This charge includes a credit of £2.6 million (2000: £4.0 million) for variations from regular pension costs in respect of the amortisation of the surplus/deficit arising on the main UK pension scheme. These figures incorporate, for the final quarter of the year, the preliminary results of an actuarial valuation of the UK scheme at 30 September 2001. At that date, the market value of the scheme's assets was £388.7 million, of which £68.9 million related to pension assets to be transferred out in respect of historic business disposals, £15.7 million related to insured annuities and £2.2 million related to money purchase benefits. The balance of £301.9 million has been used for the purposes of the actuarial valuation and is sufficient to cover 97 per cent of the benefits that had accrued to members after allowing for expected future inreases in salaries. The most recent actuarial valuation of the US funded defined benefits schemes was at 31 December 2001; at that date the market value of the schemes' assets was £46.8 million, which is sufficient to cover 85 per cent of the benefits that had accrued to members, after allowing for expected future increases in salaries. The Group has made use of the transitional requirements of FRS17 'Retirement Benefits'. Had the standard been adopted in full for the 2001 financial statements, profit before tax would have increased by £0.5 million (being a £3.2 million increase in operating costs, more than offset by a £3.7 million interest credit). The net pension liability under FRS17 at 31 December 2001 was £25.3 million; this comprises £11.2 million for UK pension schemes, £15.7 million for US pension schemes, £11.6 million for US post retirement medical benefits and £0.8 million for other schemes, partially offset by a £14.0 million deferred tax asset. Had the standard been adopted in full at the year end, shareholders' funds would have been lower by £13.8 million as a result. FRS17 will be adopted in full in 2002. Net pension costs as a result are estimated to increase in 2002 by around £3.1 million compared to the FRS17 figures for 2001, primarily in relation to net finance costs. Consolidated profit & loss account for the year ended 31 December 2001 Before goodwill amortisation & Goodwill Note exceptionals amortisation Exceptionals 2001 2000 £million £million £million £million £million Turnover 4 Continuing operations 392.9 - - 392.9 413.8 Discontinued operations 137.5 - - 137.5 160.0 ______________ ____________ ____________ ________ ________ Group turnover 530.4 - - 530.4 573.8 ______________ ____________ ____________ ________ ________ Group operating profit/(loss) 4/5 ________________________________________________________________________________ Continuing operations Before goodwill amortisation and exceptionals 15.7 - - 15.7 57.4 Goodwill amortisation amortisation - (14.0) - (14.0) (13.3) Exceptionals - - (5.1) (5.1) (3.0) ________________________________________________________________________________ 15.7 (14.0) (5.1) (3.4) 41.1 Discontinued operations 2.4 - - 2.4 6.0 ______________ ____________ ____________ ________ ________ 18.1 (14.0) (5.1) (1.0) 47.1 Associates 0.1 - - 0.1 0.1 ______________ ____________ ____________ ________ ________ Operating profit/(loss) 18.2 (14.0) (5.1) (0.9) 47.2 Profit on disposal of business - discontinued operations - - 1.4 1.4 - ______________ ____________ ____________ ________ ________ Profit on ordinary activities before interest 18.2 (14.0) (3.7) 0.5 47.2 Net interest payable (4.2) - - (4.2) (5.1) ______________ ____________ ____________ ________ ________ Profit/(loss) on ordinary activities before tax ________________________________________________________________________________ Before goodwill amortisation and exceptionals 14.0 - - 14.0 58.4 Goodwill amortisation - (14.0) - (14.0) (13.3) Exceptionals - - (3.7) (3.7) (3.0) ________________________________________________________________________________ 14.0 (14.0) (3.7) (3.7) 42.1 Tax on profit/ 6 (loss) on ordinary activities 3.6 - 4.9 8.5 (7.8) ______________ ____________ ____________ ________ ________ Profit on ordinary activities after tax 17.6 (14.0) 1.2 4.8 34.3 Minority interests - equity (0.1) - - (0.1) (0.1) ______________ ____________ ____________ ________ ________ Profit for the financial year 17.5 (14.0) 1.2 4.7 34.2 Dividends - non- (0.1) - - (0.1) (0.1) equity ______________ ____________ ____________ ________ ________ Amount transferred to reserves 17.4 (14.0) 1.2 4.6 34.1 ============== ============ ============ ======== ======== Earnings per 7 ordinary share Basic and diluted 1.1p 7.9p Basic before goodwill amortisation and exceptionals 4.0p 11.6p Diluted before goodwill amortisation and exceptionals 4.0p 11.5p Balance sheet at 31 December 2001 2001 2000 £million £million Fixed assets Goodwill 219.2 228.8 Tangible fixed assets 192.0 192.1 Investments 3.8 2.0 _________ _________ 415.0 422.9 _________ _________ Current assets Stocks 56.3 76.7 Debtors 86.6 109.2 Cash at bank and in hand 39.5 51.2 _________ _________ 182.4 237.1 _________ _________ Creditors: amounts falling due within one year Borrowings 5.8 7.3 Creditors 73.1 106.2 _________ _________ 78.9 113.5 _________ _________ Net current assets 103.5 123.6 _________ _________ Total assets less current liabilities 518.5 546.5 _________ _________ Creditors: amounts falling due after more than one year Borrowings 73.7 85.6 Government grants 0.8 0.6 _________ _________ 74.5 86.2 Provisions for liabilities and charges 43.8 46.6 _________ _________ 118.3 132.8 _________ _________ 400.2 413.7 ========= ========= Capital and reserves Called up share capital 23.9 23.6 Share premium 1.2 1.1 Capital redemption reserve 43.4 20.4 Profit and loss account 329.0 366.1 _________ _________ Shareholders' funds 397.5 411.2 Minority interests 2.7 2.5 _________ _________ 400.2 413.7 ========= ========= Shareholders' funds Equity 395.2 409.2 Non-equity 2.3 2.0 _________ _________ 397.5 411.2 ========= ========= Net borrowings (40.0) (41.7) ========= ========= Cash flow statement for the year ended 31 December 2001 2001 2000 Note £million £million £million £million Net cash inflow/(outflow) from operating activities Continuing operations 37.1 60.6 Discontinued operations 0.8 (2.2) _________ _________ 37.9 58.4 Returns on investments and servicing of finance Interest received 6.7 9.3 Interest paid (11.5) (14.4) _________ _________ (4.8) (5.1) Taxation (7.2) (4.5) Capital expenditure and financial investment Purchase of fixed assets (less grants received) (16.8) (22.1) Disposal of fixed assets 0.8 6.7 _________ _________ (16.0) (15.4) Acquisitions and disposals Disposal of businesses in prior years (0.3) (1.0) Disposal of businesses in current year 10 16.6 - _________ _________ 16.3 (1.0) _________ _________ Cash inflow before use of liquid resources and financing 26.2 32.4 Financing and management of liquid resources 8 (18.1) (35.7) _________ _________ Increase/(decrease) in cash 9 8.1 (3.3) ========= ========= Reconciliation of operating profit/(loss) to net cash inflow from operating activities for the year ended 31 December 2001 Continuing Discontinued operations operations 2001 2001 2001 2000 £million £million £million £million Operating profit (3.3) 2.4 (0.9) 47.2 Goodwill amortisation 14.0 - 14.0 13.3 Depreciation (less grants credited) 18.8 - 18.8 17.3 Share of profits of (0.1) - (0.1) (0.1) associated undertakings Exceptionals in operating profit 5.1 - 5.1 3.0 Cash outflow on exceptionals (5.2) - (5.2) (3.9) Decrease/(increase) in stocks 6.6 - 6.6 (1.8) Decrease/(increase) in debtors 12.6 0.9 13.5 (8.4) Decrease in creditors (8.7) (1.6) (10.3) (2.2) Decrease in provisions (2.7) (0.9) (3.6) (6.0) ________ ________ ________ ________ 37.1 0.8 37.9 58.4 ======== ======== ======== ======== Statement of total recognised gains and losses for the year ended 31 December 2001 2001 2000 £million £million Profit for the financial year 4.7 34.2 Currency translation differences 5.0 19.4 Taxation on currency translation differences on foreign currency borrowings (1.0) (2.0) _________ _________ Total recognised gains for the year 8.7 51.6 ========= ========= Reconciliation of movements in shareholders' funds for the year ended 31 December 2001 2001 2000 £million £million Profit for the financial year 4.7 34.2 Dividends - redeemable B shares (0.1) (0.1) _________ _________ Amounts transferred to reserves 4.6 34.1 Redemption of redeemable B shares (including issue costs) (23.1) (20.7) Share option scheme allotments 0.1 - Goodwill on disposal of business acquired prior to 1 January 1998 charged to profit and loss account 0.7 - Currency translation differences 5.0 19.4 Taxation on currency translation differences on foreign currency borrowings (1.0) (2.0) _________ _________ Net (decrease)/increase in shareholders' funds (13.7) 30.8 At beginning of the financial year 411.2 380.4 _________ _________ At end of the financial year 397.5 411.2 ========= ========= Notes to the financial statements 1 Preparation of preliminary announcement The financial information in this statement does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial information for the year ended 31 December 2000 has been extracted from the financial statements for that year which have been delivered to the Registrar of Companies. The report of the auditors on those financial statements was unqualified and did not contain a statement under Section 237 of the Companies Act 1985. 2 Basis of preparation The financial information is presented on the basis of accounting policies set out in the financial statements for the year ended 31 December 2000. FRS 18 'Accounting Policies' has been adopted in the current year but this did not require any change in accounting policy. 3 Exchange rates In 2001, the average sterling exchange rate was $1.45 and Euro 1.61 compared with $1.52 and Euro 1.64 in 2000. The sterling exchange rate at 31 December 2001 was $1.46 and Euro 1.63, compared with $1.49 and Euro 1.59 at 31 December 2000. 4 Segmental information Group operating Group turnover profit/(loss) Net assets 2001 2000 2001 2000 2001 2000 £million £million £million £million £million £million Analysis by activity Chromium Before exceptionals 126.9 131.7 4.0 23.7 118.0 122.1 Inter-group turnover (8.0) (6.9) - - - - Exceptionals - - - 0.7 - - _______ _______ _______ _______ _______ _______ 118.9 124.8 4.0 24.4 118.0 122.1 _______ _______ _______ _______ _______ _______ Pigments & Specialties Before goodwill amortisation and exceptionals 228.0 234.9 12.2 31.1 330.7 349.9 Goodwill amortisation - - (14.0) (13.3) - - Exceptionals - - - (1.4) - - _______ _______ _______ _______ _______ _______ 228.0 234.9 (1.8) 16.4 330.7 349.9 _______ _______ _______ _______ _______ _______ Specialty Rubber Before exceptionals 46.0 54.1 (0.5) 2.6 22.9 23.7 Exceptionals - - (0.5) (2.3) - - _______ _______ _______ _______ _______ _______ 46.0 54.1 (1.0) 0.3 22.9 23.7 _______ _______ _______ _______ _______ _______ Group exceptionals - - (4.6) - - - _______ _______ _______ _______ _______ _______ Total - continuing operations Before goodwill amortisation and exceptionals 392.9 413.8 15.7 57.4 471.6 495.7 Goodwill amortisation - - (14.0) (13.3) - - Exceptionals - - (5.1) (3.0) - - _______ _______ _______ _______ _______ _______ 392.9 413.8 (3.4) 41.1 471.6 495.7 _______ _______ _______ _______ _______ _______ Total - discontinued 137.5 160.0 2.4 6.0 - 7.6 operations Unallocated liabilities - - - - (71.4) (89.6) _______ _______ _______ _______ _______ _______ 530.4 573.8 (1.0) 47.1 400.2 413.7 ======= ======= ======= ======= ======= ======= Group operating Group turnover profit/(loss) Net assets 2001 2000 2001 2000 2001 2000 £million £million £million £million £million £million Analysis by area of operations Continuing operations: North America 213.3 229.0 (1.8) 27.4 334.8 351.4 Europe 156.7 163.4 (3.0) 12.2 122.6 128.9 Rest of the World 22.9 21.4 1.4 1.5 14.2 15.4 _______ _______ _______ _______ _______ _______ 392.9 413.8 (3.4) 41.1 471.6 495.7 Discontinued operations: North America 137.5 160.0 2.4 6.0 - 7.6 Unallocated liabilities - - - - (71.4) (89.6) _______ _______ _______ _______ _______ _______ 530.4 573.8 (1.0) 47.1 400.2 413.7 ======= ======= ======= ======= ======= ======= Unallocated liabilities comprise: 2001 2000 £million £million Net borrowings (40.0) (41.7) Taxation and dividends (6.0) (20.7) Post retirement benefits and government grants (12.3) (14.8) Other (13.1) (12.4) _______ _______ (71.4) (89.6) ======= ======= Continuing Discontinued operations operations Total 2001 2000 2001 2000 2001 2000 £million £million £million £million £million £million Group turnover analysed by geographical markets North America 197.0 208.3 137.5 160.0 334.5 368.3 Europe 134.6 143.0 - - 134.6 143.0 Rest of the World 61.3 62.5 - - 61.3 62.5 _______ _______ _______ _______ _______ _______ 392.9 413.8 137.5 160.0 530.4 573.8 ======= ======= ======= ======= ======= ======= 5 Exceptionals Group operating profit/(loss) includes the following charges/(income): Costs in preparing the Company Restructuring Settlement of for sale costs US litigation Total 2001 2000 2001 2000 2001 2000 2001 2000 £mill £mill £mill £mill £mill £mill £mill £mill ion ion ion ion ion ion ion ion Continuing operations: Chromium - - - - - (0.7) - (0.7) Pigments & Specialties - - - 1.4 - - - 1.4 Specialty Rubber - - 0.5 2.3 - - 0.5 2.3 Group 4.6 - - - - - 4.6 - _____ _____ _____ _____ _____ _____ _____ _____ 4.6 - 0.5 3.7 - (0.7) 5.1 3.0 ===== ===== ===== ===== ===== ===== ===== ===== Tax on these charges was £nil million (2000: credit of £0.4 million). There was an exceptional tax credit of £4.9 million arising in respect of historic business disposals (2000: £nil million). Profit on disposal of business: 2001 2001 2001 Goodwill Total Profit before previously goodwill charged to adjustments reserves £million £million £million Discontinued operation: Harcros Chemicals 2.1 (0.7) 1.4 =========== =========== =========== 6 Tax on profit/(loss) on ordinary activities The charge for United Kingdom tax has been based on a corporation tax rate of 30 per cent (2000: 30 per cent). If deferred tax had been fully provided in 2001 under the liability method, the tax credit for the year would have decreased by £2.3 million (2000: £0.2 million). 2001 2000 £million £million Reconciliation of the tax (credit)/charge: Notional tax charge before goodwill amortisation and exceptionals at UK corporation tax rate (2001: 30 per cent, 2000: 30 per cent) 4.2 17.5 Recoverable ACT (4.5) (4.6) Differences in overseas effective tax rates (0.7) 2.2 Benefit of US goodwill (6.5) (6.0) Overseas tax losses unrelieved/(relieved) 14.4 (0.3) Other current tax items 0.2 0.6 Deferred tax not provided on excess capital allowances and other timing differences (6.3) (1.2) ACT utilised on remittance of overseas profits 1.2 - Prior year adjustments (5.6) - _______ _______ (3.6) 8.2 Tax credit on exceptionals - (0.4) Prior year tax exceptionals (4.9) - _______ _______ Tax (credit)/charge (8.5) 7.8 ======= ======= The prior year tax exceptional credit relates to historic business disposals. 7 Earnings per ordinary share 2001 2000 Profit Weighted Profit Weighted for the average for the average financial number Earnings financial number.of Earnings year* shares per share year* shares per share £million million pence £million million pence Basic earnings per share 4.6 431.5 1.1 34.1 431.5 7.9 Share options - 3.6 - - 2.6 - _________ _________ _________ _________ _________ _________ Diluted earnings per share 4.6 435.1 1.1 34.1 434.1 7.9 _________ _________ _________ _________ _________ _________ Basic earnings per share 4.6 431.5 1.1 34.1 431.5 7.9 Goodwill amortisation 14.0 - 3.2 13.3 - 3.1 Exceptionals net of taxation (1.2) - (0.3) 2.6 - 0.6 _________ _________ _________ _________ _________ _________ Basic earnings per share before goodwill amortisation and exceptionals 17.4 431.5 4.0 50.0 431.5 11.6 Share options - 3.6 - - 2.6 (0.1) _________ _________ _________ _________ _________ _________ Diluted earnings per share before goodwill amortisation and exceptionals 17.4 435.1 4.0 50.0 434.1 11.5 ========= ========= ========= ========= ========= ========= *after non-equity dividends Earnings per share before goodwill amortisation and exceptionals provides a measure of the underlying financial performance of the Group on a comparable basis with many other groups. 8 Financing and management of liquid resources 2001 2000 £million £million Financing Issue of ordinary share capital - share options 0.1 - Redemption of B shares (including issue costs) (23.1) (20.7) Loan notes redeemed (0.9) (3.1) Increase in borrowings repayable within one year 0.2 - Decrease in borrowings repayable after one year (12.7) (37.3) _______ _______ (36.4) (61.1) _______ _______ Management of liquid resources New cash deposits - (0.1) Repayment of cash deposits 18.3 25.5 _______ _______ 18.3 25.4 _______ _______ Total financing and management of liquid resources (18.1) (35.7) ======= ======= Redeemable B shares of nominal value £23.3 million were issued for nil consideration during the year (2000: £22.4 million). 9 Reconciliation of net cash flow to movement in net borrowings 2001 2000 £million £million Change in net borrowings resulting from cash flows: Increase/(decrease) in cash in the period 8.1 (3.3) Decrease in borrowings 13.4 40.4 Decrease in liquid resources (18.3) (25.4) _______ _______ 3.2 11.7 Currency translation differences (1.5) (7.9) _______ _______ Decrease in net borrowings 1.7 3.8 Net borrowings at beginning of the financial year (41.7) (45.5) _______ _______ Net borrowings at end of the financial year (40.0) (41.7) ======= ======= 10 Disposal of business Harcros Chemicals £million Net assets disposed of Stocks 13.5 Debtors 20.6 Creditors (17.6) _______ 16.5 Accrued costs & related items 2.8 Goodwill previously charged against reserves 0.7 Gain on disposal 1.4 _______ Gross consideration 21.4 Costs of disposal (1.7) _______ 19.7 Deferred consideration (3.1) _______ Net proceeds on disposal of business in current year 16.6 _______ Deferred consideration comprises £1.7 million of non-voting redeemable preferred stock in Harcros Chemicals, Inc (formerly Harcros Chemicals Acquisitions, Inc), with the balance being payable upon agreement of the completion accounts. The subsidiary undertakings disposed of during the year contributed £0.8 million to the Group's net cash inflow from operating activities. 11 Contingent liabilities The Group was notified of a potential warranty claim in 1998, under the contract for the sale of Pauls Malt Limited, relating to export refunds from the Intervention Board for Agricultural Produce (now the Rural Payments Agency). Should such a claim materialise, this will be vigorously defended and, in any event, in the opinion of the directors, this will not have a significant effect on the financial position of the Group. 12 Annual General Meeting The Annual General Meeting of Elementis plc will be held on 25 April 2002 at 11am at The Lincoln Centre, 18 Lincoln's Inn Fields, London WC2A 3ED. This information is provided by RNS The company news service from the London Stock Exchange

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