Final Results - Year Ended 31 March 2000
Expro International Group PLC
7 June 2000
A resilient performance
Preliminary results for the year ending 31 March 2000
Expro International Group PLC, the oil field services company,
today announces preliminary results for the year ended 31 March
2000.
Highlights
* An important year for the development of the group with the
introduction of new technologies and significant
acquisitions, totalling £33 million
* Oil price volatility has impacted the sector but Expro has
delivered a resilient top quartile performance by focusing on
technology, geographic spread and stable development/production
segments
* Turnover reduced 12% to £136m (1999: £153.0m)
* Cost savings delivered from reorganisation - £2.5m per annum
* Pre-tax profits at £14.9m (1999: £20.1m)
* Pre-goodwill earnings per share at 17.3p (1999: 24.0p pre-
goodwill and exceptionals)
* Total dividend for the year unchanged at 9.8p
* High level of current enquiries
Commenting on these results, John Dawson, Chief Executive, said:
'Against a harsh market background in which we have seen client
capital expenditure reduced by 25%, Expro has delivered a
resilient performance. At the same time, we have continued to
position the company for growth. The recent key
acquisitions have expanded our service range in new value-added
technologies and increased our critical mass in the important US
and Asia Pacific markets. Our R&D programmes continue to
deliver market leading products, particularly those applicable
to hostile deepwater environments.
'We are currently experiencing early signs of recovery in the
service sector. We expect to see turnover more heavily weighted
towards the second half of the year, as client capital spending
begins to pick up into 2001, which Expro is well positioned to
benefit from.'
Announcement of two further acquisitions
We are pleased to announce the acquisitions, for an aggregate
consideration of £6.6m, of Production Testers International
('PTI') and Surface Production Systems Inc. ('SPS').
The PTI acquisition gives us an extensive inventory of
production related equipment in Asia and established
relationships in Indonesia. SPS Inc is an engineering
consultancy based in the US. These acquisitions are key to
expanding our presence in the small and marginal field
production market.
For further information:
Expro International Group PLC On 7th June only: 020 7253 2252
John Dawson, Chief Executive Thereafter: 01189 591341
Eric Woolley, Group Finance Director
Ludgate Communications 020 7253 2252
Robin Hepburn
Roya Nasser
Chairman's and Chief Executive's Statement
Introduction
The last year was dominated by the impact of significant
fluctuations in the price of crude oil. With Brent Crude having
reached a twenty five year low, in real terms, of $10 a barrel
in February, 1999, prices subsequently saw a strong recovery
averaging $18 a barrel in the first half and $25 in the second
half of our financial year.
Naturally, such material oil price fluctuations resulted in
significant uncertainty among our client base. This led to a
reduction in client capital expenditure programmes, of the order
of 25% from the prior year. Expro's turnover, particularly that
related to client capital spending, reached a low in the first
half of the year when it was down 15% on the previous six months
and started to improve modestly in the second half, up 6% on the
prior period.
Against this harsh market background, Expro has demonstrated
that its focus on providing differentiated services which assist
its customers in reducing finding, operating and development
costs enables it to deliver strong performance, relative to both
US and European oilfield service companies, throughout the oil
price cycle.
Results
Last year overall turnover reduced by 12% to £136m (1999 -
£153m). Gross margins remained unchanged, reflecting the added-
value nature of our services and products. As the business is
highly operationally geared, the reduction in turnover resulted
in pre-tax profits falling 26% on the prior year to £14.9m
(1999 - £20.1m). Pre-goodwill earning per share at 17.3p were
down 28% on prior year, pre-goodwill and exceptionals (1999-
24p).
Dividend
The Board is recommending a final dividend of 6.4p per ordinary
share. This will be payable on 31st July 2000, to shareholders
on the register at 7th July 2000. The resulting full year
dividend of 9.8p is unchanged on last year.
Business Overview
Last year, we made considerable progress in executing our
strategy. We are now well placed to deliver material growth,
both through organic and acquisition opportunities.
Expro now comprises three integrated business segments,
providing products and services used by clients to:
* enhance production (Cased Hole Services);
* reduce field development and operating costs (Subsurface
Systems); and
* enhance field economics through the provision of temporary
or permanent production systems (Surface and Environmental
Systems).
These niche services and products are distributed globally
through four operating regions: Europe, Africa/Former Soviet
Union, Asia Pacific and the Americas. We are now active in over
40 countries. To optimise performance we have consolidated the
UK/Norway region with Continental Europe to form a single
European region.
Taking advantage of both our strong market position and balance
sheet, we have acquired four businesses for a total of £33m in
the last five months. These acquisitions have substantially
increased our presence in the important US and Asia Pacific
markets, at the same time as expanding our range of Cased Hole
Services and broadening our Surface and Environmental
capability. We expect to see the benefits of this starting to
come through in the year ending March 2001.
We also remain committed to maintaining our reputation for
technological leadership in our niche markets. The Subsurface
business has recently launched three new products: Aquaphase, a
tool enabling the operator to monitor the onset of water
breakthrough with considerably improved accuracy; Tronic
Digitron, an enhanced reliability electrical connector for
subsurface control and monitoring systems; ELSA, a well
completion and clean-up system for very hostile deepwater
applications.
The key developments of the Group during the last year are
summarised in more detail below:
Cased Hole Services: In this segment, we provide the services
and products to manage wells throughout their life, to ensure
that production is maximised. Our capability in this area is
demonstrated by our success in winning the integrated well
engineering and project management contract for Shell's Northern
Business Unit covering nine installations in the East Shetland
basin, accounting for 10% of UK oil production.
We will seek to increase market share by providing new value
added services through our global infrastructure. This is being
achieved by a combination of our development programme, to
provide new specialist tooling such as the Exothermal sampling
system and the Gold mobile sample analysis system and through
acquisitions.
The acquisition of Tripoint Inc. and Kinley Corporation, both
headquartered in Houston, enhance the range of Cased Hole
products and services available to the group whilst also
building a significant presence in the strategically important
North American market.
Tripoint provides well completion and perforating systems
including market-leading products such as Power*Perf TM, Stim
Gun TM and Excape TM. These tools have been developed by a
consortium of oil service companies and Marathon Oil; Tripoint
have certain exclusive licences on these technologies.
Kinley is a specialist in monitoring downhole corrosion in
producing wells. The company has over 150 tool sets worldwide
and has recently completed trials of a new digital data caliper
system which will be launched later this year.
Subsurface Systems: This business is focused on the provision
of highly specialised products which are central to the
successful development of remote subsea wells, particularly
those in hostile environments. Growth in the number of subsea
wells is set to double over the next three years; the hotspots
being Gulf of Mexico, Brazil, West Africa and UK/Norway, where
Expro is well represented.
We are looking to further enhance this segment by developing
additional tooling such as landing strings, tree interfaces,
flowline data provision and marine intervention services to
provide access for maintenance of these deepwater wells. This
generates the opportunity to provide life of field services.
ELSA, the well completion and stimulation system, has been
supplied to Statoil for use primarily on their Asgard
development.
Expro's ability to perform bespoke engineering and to integrate
its technologies is demonstrated by the award of intervention
and well monitoring systems for Shell's deepwater development,
Malampaya, in the Philippines.
In the important area of multi-well management, Expro is at the
forefront of data capture and control technology linked to new
completion hardware. We are now able to provide the complete
data management and control architecture as well as specialist
multi-flow measurement tooling.
Harvest the digital address system, which allows real time data
interrogation in multi-well/zone producers, led to the award of
well monitoring contracts for BP Amoco Marlin and Texaco
Captain, two of Expro's largest data contracts. Tronic
successfully developed the first high pressure horizontal
penetrator which led to the award of the instrumentation feed
through for the Amerada Hess Conger project in the Gulf of
Mexico.
Surface and Environmental Systems: Our focus in this segment is
in the processing of produced well fluids at the surface. This
is either through the provision of temporary facilities for data
measurement and well clean-up during maintenance, or the
provision of permanent production facilities for marginal or
small fields.
Protection of the environment is paramount in these operations
and our development programmes continue to evolve new products
such as the 'clean enclosed burner' which enables gas flaring in
environmentally sensitive locations. Expro is also studying
ways of removing the need to produce hydrocarbons to surface
during the field evaluation stage.
The technology for the handling of solids from oil and gas
wells, developed by the group for its Under Balanced Drilling
systems, has been successfully applied to production operations
in Conoco / Chevron's Britannia field in the North Sea.
The acquisition in May 2000 of the assets and business of
Production Testers International ('PTI') in Asia Pacific and
Surface Production Systems Inc. ('SPS') a US engineering
consultancy, will provide Expro with the capability to
materially expand its position in the growing market for
permanent production facilities.
Outlook
Looking to the future, we are currently experiencing early signs
of a recovery in the service sector as our clients strive to
grow their production assets and to enhance their existing
production capability.
As with last year, we expect to see turnover more heavily
weighted towards the second half of the year, as client capital
spending begins to pick up into 2001.
Whilst the market has been challenging for all service
providers, Expro has demonstrated that it has a sustainable
business model to continue to develop as a global niche player.
It is against this backdrop that we feel very well placed to
continue the long-term growth of the company.
............... ..................
Dr Chris Fay John Dawson
Chairman Chief Executive Officer
Operations Review
Cased Hole Services
This business, which is largely related to maintenance and
enhancement of existing production, was not affected materially
by the downturn; turnover reduced only marginally to £47m.
In the higher cost area of the UK North Sea there was some
pressure from customers to reduce costs, which we have balanced
against the benefits of increased market share and activity
levels. In the rest of Europe, our activities in the
Netherlands were disrupted by the continuing reorganisation of
NAM. This is anticipated to be completed by the end of the
calendar year, after which we are expecting an increase in well
servicing requirements.
In Africa/Former Soviet Union the key area of opportunity lies
in Libya and Algeria. We are providing the complete service
range amongst a diversified blue chip customer group such as
BHP, Repsol, Sonatrach, Veba, Wintershall and Zueitina.
In Asia Pacific, our business performed well, with modest
declines in activity principally related to Shell Brunei as the
contract becomes indiginised.
Our acquisition of PTI, with its established relationships in
Indonesia, will benefit the group's penetration of this
important geographic market, as it starts to recover.
For much of the year our cased hole activities in the Americas
were confined to Venezuela. However, the Tripoint and Kinley
acquisitions shift our centre of gravity to the buoyant markets
in the Gulf of Mexico and onshore US and Canada which are
benefiting from the upsurge in US domestic gas demand.
Subsurface Systems
This business is dependent on client field development
programmes which are heavily capex driven, and, as such it was
the segment most affected by the downturn, with income reduced
19% to £37.8m.
The major shortfalls in new business were in Norway and, to a
lesser degree, the UK. However, we continued to experience
significant growth in the Africa and Americas markets, driven by
major projects such as Elf's Girassol development in Angola,
Chevron's Typhoon project in the Gulf of Mexico and the Terra
Nova project offshore Canada.
Generally, the subsea and permanent monitoring activities which
provide bespoke systems are subject to lead times of several
months and are less affected by short-term fluctuations in the
oil price. However, Tronic, as a supplier of components has an
order cycle of a matter of weeks. As a result, Tronic's
turnover suffered most, with a decline of 32%.
Expro possesses a number of market leading technologies in this
area, maintained by our ongoing development programmes. This
helps to ensure that we can continue to provide clients with the
bespoke solutions which play a major role in enabling them to
exploit new fields in a cost efficient manner.
Enquiry levels for all activities are currently very high and an
improvement in business is expected towards the second half of
the year.
Surface and Environmental Systems
This segment responded well to the industry down cycle. The
focus on the relatively stable production phase activities was
increased and they now account for half the segment's business.
This response resulted in only a relatively modest decline in
turnover of 12% to £50.9m.
The main markets affected were in the UK and Netherlands, but
continued good progress was made in Africa.
The acquisitions of PTI and SPS considerably enhance the Group's
position in the market for the provision of permanent production
systems. Of immediate focus will be opportunities in Asia
Pacific, as this market starts to turn round.
Consolidated Profit and Loss Account
For the year ended 31 March 2000
2000 1999
Note £'000 £'000
Turnover: Existing operations 132,771 153,490
Acquisitions 6 2,923 -
------- -------
Continuing operations 2 135,694 153,490
Cost of Sales (108,820) (119,212)
------- -------
Gross Profit 26,874 34,278
======= =======
Other operating expenses
Goodwill amortisation (713) (493)
Exceptional charge - (1,028)
Other administrative expenses (7,004) (8,292)
------- -------
Total administrative expenses (7,717) (9,813)
Distribution expenses (2,173) (2,074)
------- -------
Total operating expenses (9,890) (11,887)
------- -------
Operating profit: Existing operations 16,447 22,391
Acquisitions 6 537 -
------- -------
Continuing operations 16,984 22,391
Finance charges (net) (2,130) (2,280)
------- -------
Profit on ordinary activities before
taxation 14,854 20,111
Tax on profit on ordinary activities 3 (4,530) (6,134)
------- -------
Profit on ordinary activities after
taxation 10,324 13,977
Minority equity interests (2) 11
------- -------
Profit for the financial year 10,322 13,988
Dividends paid and proposed 4 (6,278) (6,260)
------- -------
Retained profit for the year 4,044 7,728
======= =======
Earnings per ordinary share 5
Basic 16.1p 22.0p
Diluted 16.1p 21.9p
Basic before goodwill amortisation
and exceptional charges 17.3p 24.0p
Consolidated Balance Sheet
31 March 2000
31 March 31 March
2000 1999
Note £'000 £'000
Fixed assets
Patents 529 398
Goodwill 28,682 10,824
Tangible assets 64,436 63,868
Investments 39 1
------- -------
93,686 75,091
------- -------
Current assets
Stocks and work in progress 8,277 4,132
Debtors 50,011 50,171
Cash at bank and in hand 6,725 2,241
------- -------
65,013 56,544
Creditors: Amounts falling due
within one year (55,652) (50,286)
------- -------
Net current assets 9,361 6,258
======= =======
Total assets less current
liabilities 103,047 81,349
Creditors: Amounts falling due
after more than one year (34,584) (17,441)
Provisions for liabilities and charges (3,266) (2,765)
------- -------
Net assets 65,197 61,143
======= =======
Capital and reserves
Called-up share capital 6,407 6,394
Share premium account 7 53,793 53,599
Capital reserve 7 24 24
Profit and loss account 7 4,986 1,113
------- -------
Shareholders' funds, being equity
interests 65,210 61,130
Minority interest (13) 13
------- -------
Total capital and reserves 65,197 61,143
======= =======
Consolidated Cash Flow Statement
For the year ended 31 March 2000
31 March 31 March
2000 1999
Note £'000 £'000
Net cash inflow from operating activities 8 22,818 38,896
------- -------
Returns on investments and servicing of
finance
Interest received 137 155
Interest paid (2,311) (2,216)
Dividends paid to minority shareholder of
subsidiary undertaking (28) (86)
------- -------
Net cash outflow for returns on investments
and servicing of finance (2,202) (2,147)
------- -------
Taxation (4,124) (7,136)
------- -------
Capital expenditure and financial
investment
Purchase of intangible fixed assets (157) (420)
Purchase of tangible fixed assets (10,374) (26,696)
Purchase of trade investments (32) -
Sales of plant and machinery 79 265
------- -------
Net cash outflow for capital expenditure
and financial investment (10,484) (26,851)
------- -------
Acquisition of subsidiary undertakings (13,980) (4,648)
Equity dividends paid (6,265) (5,858)
------- -------
Cash outflow before financing (14,237) (7,744)
------- -------
Financing
Issue of shares 207 14,990
Increase/ (decrease) in debt 9,699 (2,997)
------- -------
9,906 11,993
------- -------
------- -------
(Decrease) /increase in cash in the year (4,331) 4,249
------- -------
Notes to the preliminary results
1.The financial information set out above does not constitute
the company's statutory accounts for the years ended 31 March
1999 and 2000 but is derived from these accounts. Statutory
accounts for the financial year ended 31 March 1999 have been
delivered to the Registrar of Companies, whereas those for the
financial year ended 31 March 2000 will be delivered to the
Registrar of Companies following the company's next Annual
General Meeting. The auditors have reported on the statutory
accounts for both financial years; their reports were
unqualified and did not contain a statement under section 237(2)
or (3) of the Companies Act 1985.
2.Analysis of turnover
Surface &
Cased Hole Subsurface Environmental
Services Systems Systems Total
2000 1999 2000 1999 2000 1999 2000 1999
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Europe 26,918 30,030 20,182 33,103 20,191 29,539 67,291 92,672
Africa
/ FSU 6,676 7,272 6,288 5,032 23,558 20,184 36,522 32,488
Asia
Pacific 8,007 9,260 2,726 2,792 5,504 6,381 16,237 18,433
Americas 5,394 2,388 8,644 5,894 1,606 1,615 15,644 9,897
------ ------ ------ ------ ------ ------ ------ ------
46,995 48,950 37,840 46,821 50,859 57,719 135,694 153,490
====== ====== ====== ====== ====== ====== ======= =======
3.Taxation
The taxation charge is based on the profit for the year and
comprises:
2000 1999
£'000 £'000
Corporation tax at 30% (1999 - 31%) 1,221 2,259
Overseas taxation 2,870 2,876
Deferred taxation 439 999
------ ------
4,530 6,134
====== ======
4.Dividends
2000 1999
£'000 £'000
Dividend paid on 31 January 2000 of 3.4p (1999
- 3.4p) per ordinary share 2,173 2,168
Proposed final dividend of 6.4p (1999 - 6.4p)
per ordinary share 4,105 4,092
------ ------
6,278 6,260
====== ======
5.Earnings per ordinary share
Basic earnings per ordinary share are based on the group's
profit on ordinary activities after taxation and on the
weighted average number of 63,914,328 ordinary shares in issue
and ranking for dividend during the year (1999: 63,451,407).
Diluted earnings per share are based upon the group's profit
on ordinary activities after taxation and on a weighted
average of ordinary shares diluted by 69,672 shares (1999:
137,927) in respect of an executive share scheme and 226,258
shares (1999: 273,507) in respect of an employee share scheme,
resulting in a diluted weighted average number of shares of
64,210,258 (1999: 63,862,841).
Basic earnings per share before goodwill amortisation and
reorganisation costs are calculated by adjusting earnings for
goodwill amortisation of £713,000 (1999: £493,000) and
exceptional reorganisation costs of £Nil (1999: £1,028,000)
6.Acquisitions
On 1 February 2000, a group subsidiary company acquired 100%
of the issued share capital, business and net assets of
Canadian Completion Services Limited, a company incorporated
in Canada and a wholly owned subsidiary of Tripoint Inc. Also
on 1 February 2000 a group subsidiary company acquired 100% of
the issued share capital, the business and net assets of
Tripoint Inc., a company incorporated in the U.S.A. The total
fair value of the consideration including costs for these
acquisitions was US$20,065,000 (£12,389,000) and the fair
value and book value of the net liabilities acquired was
US$5,427,000 (£3,351,000) generating goodwill of US$25,492,000
(£15,740,000). Consideration and costs were settled by cash of
US$18,065,000 (£11,154,000) and deferred consideration of
US$2,000,000 (£1,235,000), payable in annual installments over
the next two years contingent upon the performance over this
period being in excess of pre-set targets.
On 1 March 2000, a group subsidiary company acquired 100% of
the issued share capital, business and net assets of the
Kinley Corporation, a company incorporated in the U.S.A. The
total fair value of the consideration including costs was
US$7,582,000 (£4,755,000) and the fair value and book value of
the net assets acquired was US$2,863,000 (£1,795,000),
generating goodwill of US$4,719,000 (£2,959,000).
Consideration and costs were settled by cash of US$4,582,000
(£2,873,000) and deferred consideration of US$3,000,000
(£1,881,000) payable in annual installments up to 2005
contingent upon the continued employment of a key director
over this period.
The goodwill generated by the above acquisitions has been
capitalised and is being amortised over 20 years.
Subsequent to the year end group companies acquired 100% of
the issued share capital, business and net assets of Surface
Production Systems Inc. a company incorporated in the U.S.A.
and the Asia Pacific business and assets of Production Testers
International Limited for a combined consideration of
£6,600,000.
7.Reserves
Share Capital Profit
premium reserve and loss
account account
£'000 £'000 £'000
Group
Beginning of year 53,599 24 1,113
Share issues 194 - -
Loss on foreign currency translation - - (171)
Retained profit for the year - - 4,044
------ ------ ------
End of year 53,793 24 4,986
====== ====== ======
8.Cash flow information
2000 1999
£'000 £'000
Reconciliation of operating profit to net
operating cash inflow
Operating profit 16,984 22,391
Depreciation and amortisation 12,788 10,507
Profit on sale of tangible fixed assets (17) (208)
(Increase) in stocks and work-in-progress (1,985) (567)
Decrease in debtors 3,084 5,343
(Decrease)/increase in creditors and provisions (8,036) 1,430
------- -------
Net cash inflow from operating activities 22,818 38,896
======= =======
Reconciliation of net cash flow to movement in
net debt
(Decrease)/increase in cash in the year (4,331) 4,249
Cash flow from (increase)/decrease in net debt (9,699) 2,997
------- -------
(Increase)/decrease in net debt resulting from
cash flows (14,030) 7,246
Translation difference (21) (288)
Loans and finance leases acquired with
subsidiary undertakings (6,190) (1,256)
Loan notes issued in connection with
acquisitions - (9,542)
------- -------
Movement in net debt in the year (20,241) (3,840)
Net debt at beginning of year (27,031)(23,191)
------- -------
Net debt at end of year (47,272)(27,031)
======= =======
Analysis of net debt
Other
Beginning non- End of
of year Cash Acquisitions cash year
flow changes
£'000 £'000 £'000 £'000 £'000
Cash at bank
and in hand 2,241 4,484 - - 6,725
Bank overdrafts (5,397) (8,815) - - (14,212)
Debt due
within 1 year (6,242) 5,740 (6,190) (300) (6,992)
Debt due after
1 year (17,374) (15,603) - 279 (32,698)
Finance leases (259) 164 - - (95)
------- ------- ------- ------ -------
(27,031) (14,030) (6,190) (21) (47,272)
======= ======= ======= ====== =======