GOODWIN PLC
INTERIM REPORT
31ST OCTOBER 2009
CHAIRMAN'S STATEMENT
I am pleased to report that the pre-tax profits for the Group for the six month period ending 31st October 2009 were virtually unchanged at £6.80 million (2008: £6.81 million), from revenue of £45.83 million (2008: £46.82 million) which is down 2% on the same period last financial year.
The order intake booked for our products of all Group companies was quiet during the first financial quarter, but recovered in the second quarter, such that the Group's work load at the half year end was the same as it was at the beginning of the financial year (1st May 2009). With this work load, the Group has the opportunity during the second half of the financial year to match the results achieved for the six months to 31st October 2009. The order input was helped by Goodwin Steel Castings winning a large order for machined castings for the Hardanger Bridge in Norway and Goodwin International, via our subsidiary Goodwin Valves Shanghai, winning a large order for nozzle check valves in China.
The refractory engineering division has seen a good recovery of order input in the second quarter and it is hoped that business levels in 2010 will allow this improvement to continue through to the financial year end with resultant improved profitability.
The world financial axes have changed over the past twelve months and are reflected in the high levels of business activity in China, India and Brazil, which remain focus business zones for our Group. These changes coupled with a significant change in currency positions between Sterling and the Euro and the Japanese Yen have led to Europe and Japan becoming key target customer countries for all our Group products due to the strength of their currency as compared to the pound Sterling.
As a result of increased confidence, during the first half year the mechanical engineering division committed to £3 million of capital investments which will result in the weight limitation of our foundry being increased from 10 tonnes to 15 tonnes maximum casting size and our CNC machining capacity limitation being increased from assemblies of 15 tonnes to 30 tonnes. This increased capacity range should provide the mechanical engineering division with the opportunity of winning more business in the nuclear power generation programmes which will take place in the UK in the coming years.
John Goodwin
Chairman
21st December 2009
Management report
During the 6 months to 31st October 2009 the Group has so far weathered the global recession relatively unscathed with the pre-tax profits being virtually identical to the first six months last financial year, but this is not in line with the Group performance over the past 8 years where an average of 30 % annual growth in pre tax profits had been achieved.
The Group has at the end of the financial half year the same order back log as it had at the beginning of the six month period and, as indicated in the Chairman's Statement, the Group has the opportunity of achieving a similar trading performance in the second half of the financial year to that achieved in the first half.
Financial Highlights |
Unaudited Half Year to 31 October 2009 |
Unaudited Half Year to 31 October 2008 |
Audited Year Ended 30 April 2009 |
|
£m |
£m |
£m |
Consolidated Results |
|
|
|
Sales Revenue |
45.83 |
46.82 |
100.68 |
Operating Profit |
7.20 |
6.99 |
13.82 |
Profit before tax |
6.80 |
6.81 |
13.11 |
Profit after tax |
4.91 |
4.89 |
9.11 |
|
|
|
|
|
|
|
|
Capital Expenditure |
1.36 |
2.19 |
5.95 |
|
|
|
|
Net (debt) /funds* |
(4.23) |
(5.46) |
0.42 |
|
|
|
|
|
|
|
|
* Bank and lease borrowings less cash on hand |
|
|
|
|
|
|
|
|
|
|
|
Earnings per share (Basic and Diluted) |
65.40p |
67.38p |
121.93p |
|
|
|
|
Turnover: down by 2%
Sales revenue at £45.83 million for the half year represents a 2% decrease over the £46.82 million achieved during the same period last year. The Group's markets are starting to show signs of recovering, but it is unlikely that there will be enough growth in global activity in the next 12 months for the Group to return to the levels of increase of growth in turnover we had previously achieved over the past eight years.
As can be seen from the segmental analysis, our export business continues to be a core strength and we are already seeing good GDP growth in three of our target export markets - China, India and Brazil. Europe, a previously relatively un-tapped export market for the Group has become a stronger focus given the current strength of the Euro against Sterling.
Operating Profit: Up by 3%
The operating profit for the 6 months of £7.20 million is up 3% from the £6.99 million achieved during the 6 month period to 31st October 2008. This result, despite the 2% reduction in turnover has been achieved by controlling costs.
Net Debt
The net debt figure as at 31st October 2009 is after having paid the Group dividend with respect to year ended 30th April 2009. The corresponding dividend relating to the previous year was paid during November 2008 and so on a true like for like basis, the fair net debt comparison for 31 October 2008 would be £7.11 million and not the £5.46 million as reported above. In short, the net debt reported at 31 October 2009 of £4.23 million is after having paid £4 million of dividends with respect to the year ended 30th April 2009.
Risks and Uncertainties
The Group has in place internal control procedures which, in conjunction with its centralised management structure, identify and manage the key risks and uncertainties affecting the Group.
We would refer you to note 19 (page 29) of the Group annual accounts to 30th April 2009 which describes in detail the key risks and uncertainties affecting the business such as credit risk and foreign exchange risk.
Whilst our confidence levels have improved to the extent that the mechanical engineering division embarked on a £3 million investment programme to expand our weight capacity range, the activity levels are yet still too uncertain in Europe and the USA, despite the growth in other parts of the world, to predict when the Group will be able to return to the growth levels it previously enjoyed.
Report on Expected Developments
This report describes the expected developments of the Group during the year ended 30th April 2010. The report may contain forward-looking statements and information based on current expectations, and assumptions and forecasts made by the Group. These expectations and assumptions are subject to various known and unknown risks, uncertainties and other factors, which could lead to substantial differences between the actual future results, financial performance and the estimates and historical results given in this report. Many of these factors are outside the Group's control. The Group accepts no liability to publicly revise or update these forward-looking statements or adjust them to future events or developments, whether as a result of new information, future events or otherwise, except to the extent legally required.
2010 Outlook
The order book at the end of the financial half year remains stable, and whilst there is opportunity for the Group to achieve a similar second half year performance, as has been said in the Chairman's Statement, it is too early to predict performance throughout the calendar year of 2010.
Responsibility statement of the directors in respect of the half-yearly financial report
The directors confirm to the best of their knowledge that this condensed set of financial statements has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the Interim Management Report and condensed financial statements include a fair review of the information required by Disclosure and Transparency Rules 4.2.7R (being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year) and 4.2.8R (being related party transactions that have taken place in the first six months of the financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so) of the United Kingdom's Financial Service Authority.
J. W. Goodwin
Chairman
21st December 2009
CONDENSED CONSOLIDATED INCOME STATEMENT
for the half year to 31st October 2009
|
Unaudited Half Year to 31st October 2009 |
Unaudited Half Year to 31st October 2008 |
Year Ended 30th April 2009 |
|
£000 |
£000 |
£000 |
Continuing operations |
|
|
|
Revenue |
45,827 |
46,820 |
100,684 |
Cost of sales |
(31,899) |
(32,727) |
(71,985) |
|
|
|
|
Gross profit |
13,928 |
14,093 |
28,699 |
|
|
|
|
Distribution costs |
(1,390) |
(1,716) |
(4,805) |
Administrative expenses |
(5,338) |
(5,380) |
(10,072) |
|
|
|
|
Operating profit |
7,200 |
6,997 |
13,822 |
|
|
|
|
Financial expenses |
(522) |
(341) |
(878) |
Share of profit of associates |
120 |
152 |
171 |
|
|
|
|
Profit before taxation |
6,798 |
6,808 |
13,115 |
|
|
|
|
Tax on profit |
(1,884) |
(1,922) |
(4,003) |
|
|
|
|
Profit after taxation |
4,914 |
4,886 |
9,112 |
|
|
|
|
Attributable to: |
|
|
|
Equity holders of the parent |
4,709 |
4,851 |
8,779 |
Minority interest |
205 |
35 |
333 |
|
|
|
|
Profit for the period |
4,914 |
4,886 |
9,112 |
|
|
|
|
Basic and diluted earnings per ordinary share |
65.40p |
67.38p |
121.93p |
|
|
|
|
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the half year to 31st October 2009
|
Unaudited Half Year to 31st October 2009 |
Unaudited Half Year to 31st October 2008 |
Audited Year End 30th April 2009 |
|
£000 |
£000 |
£000 |
|
|
|
|
Profit for the period |
4,914 |
4,886 |
9,112 |
|
|
|
|
Other comprehensive income |
|
|
|
Foreign exchange translation differences |
(238) |
239 |
1,090 |
Effective portion of changes in fair value of cash flow hedges |
2,542 |
(8,013) |
(7,131) |
Change in fair value of cash flow hedges transferred to profit and loss |
3,043 |
106 |
922 |
Tax recognised on income and expenses recognised directly in equity |
(1,564) |
2,214 |
1,739 |
|
|
|
|
Other comprehensive income/(expense) for the period, net of income tax |
3,783 |
(5,454) |
(3,380) |
|
|
|
|
Total comprehensive income/(expense) for the period |
8,697 |
(568) |
5,732 |
|
|
|
|
Attributable to: |
|
|
|
Equity holders of the parent |
8,297 |
(602) |
5,124 |
Minority interest |
400 |
34 |
608 |
|
|
|
|
|
8,697 |
(568) |
5,732 |
|
|
|
|
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the half year to 31 October 2009
|
Share capital |
Translation reserve |
Cash flow hedging reserve |
Retained earnings |
Total |
Minority interest |
Total equity |
|
|
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
£000 |
|
Half year to 31st October 2009 |
|
|
|
|
|
|||
Balance at 1st May 2009 |
720 |
957 |
(5,247) |
30,575 |
27,005 |
2,482 |
29,487 |
|
Total comprehensive income for the period |
- |
(238) |
4,021 |
4,514 |
8,297 |
400 |
8,697 |
|
Dividends paid |
- |
- |
- |
(4,000) |
(4,000) |
(380) |
(4,380) |
|
|
|
|
|
|
|
|
|
|
Balance at 31 October 2009 (Unaudited) |
720 |
719 |
(1,226) |
31,089 |
31,302 |
2,502 |
33,804 |
|
|
|
|
|
|
|
|
|
|
Half year to 31 October 2008 |
|
|
|
|
|
|||
Balance at 1 May 2008 |
720 |
142 |
(777) |
23,447 |
23,532 |
1,275 |
24,807 |
|
Total comprehensive income for the period |
- |
239 |
(5,693) |
4,852 |
(602) |
34 |
(568) |
|
Acquisition of non-controlling interest |
- |
- |
- |
- |
- |
143 |
143 |
|
|
|
|
|
|
|
|
|
|
Balance at 31st October 2008 (Unaudited) |
720 |
381 |
(6,470) |
28,299 |
22,930 |
1,452 |
24,382 |
|
|
|
|
|
|
|
|
|
|
Year ended 30th April 2009 |
|
|
|
|
|
|||
Balance at 1st May 2008 |
720 |
142 |
(777) |
23,447 |
23,532 |
1,275 |
24,807 |
|
Total comprehensive income for the period |
- |
815 |
(4,470) |
8,779 |
5,124 |
608 |
5,732 |
|
Dividends paid |
- |
- |
- |
(1,651) |
(1,651) |
(275) |
(1,926) |
|
Acquisition of non-controlling interest |
- |
- |
- |
- |
- |
874 |
874 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 April 2009 |
720 |
957 |
(5,247) |
30,575 |
27,005 |
2,482 |
29,487 |
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED BALANCE SHEET
at 31st October 2009
|
Unaudited as at 31st October 2009 |
Unaudited as at 31st October 2008 |
Audited as at 30th April 2009 |
|
£000 |
£000 |
£000 |
Non-current assets |
|
|
|
Property, plant and equipment |
20,970 |
17,867 |
20,689 |
Intangible assets |
10,780 |
9,767 |
10,837 |
Investments in associates |
760 |
1,290 |
673 |
Deferred tax asset |
- |
1,283 |
606 |
|
|
|
|
|
32,510 |
30,207 |
32,805 |
|
|
|
|
Current assets |
|
|
|
Inventories |
17,004 |
16,948 |
16,530 |
Trade and other receivables |
23,612 |
23,754 |
21,921 |
Derivative financial assets |
1,172 |
506 |
708 |
Cash and cash equivalents |
5,288 |
2,097 |
10,237 |
|
|
|
|
|
47,076 |
43,305 |
49,396 |
|
|
|
|
Total assets |
79,586 |
73,512 |
82,201 |
|
|
|
|
Current liabilities |
|
|
|
Bank overdraft |
28 |
1,525 |
1,057 |
Other interest-bearing loans and borrowings |
390 |
422 |
458 |
Trade and other payables |
23,340 |
22,905 |
25,203 |
Derivative financial liabilities |
3,768 |
12,363 |
9,509 |
Tax payable |
2,480 |
2,265 |
2,618 |
|
|
|
|
|
30,006 |
39,480 |
38,845 |
|
|
|
|
Non-current liabilities |
|
|
|
Other interest-bearing loans and borrowings |
9,096 |
5,611 |
8,307 |
Deferred consideration |
5,722 |
4,039 |
5,562 |
Deferred tax liability |
958 |
- |
- |
|
|
|
|
|
15,776 |
9,650 |
13,869 |
|
|
|
|
Total liabilities |
45,782 |
49,130 |
52,714 |
|
|
|
|
Net assets |
33,804 |
24,382 |
29,487 |
|
|
|
|
Equity attributable to equity holders of the parent |
|
|
|
Share capital |
720 |
720 |
720 |
Translation reserve |
719 |
381 |
957 |
Cash flow hedge reserve |
(1,226) |
(6,470) |
(5,247) |
Retained earnings |
31,089 |
28,299 |
30,575 |
|
|
|
|
|
31,302 |
22,930 |
27,005 |
|
|
|
|
Minority interest |
2,502 |
1,452 |
2,482 |
|
|
|
|
Total equity |
33,804 |
24,382 |
29,487 |
|
|
|
|
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
for the half year ended 31st October 2009
|
Unaudited Half year to 31st October 2009 |
Unaudited Half year to 31st October 2008 |
Year ended 30th April 2009 |
||||
|
£000 |
£000 |
£000 |
||||
Cash flow from operating activities |
|
|
|
||||
Profit for the period |
4,914 |
4,886 |
9,112 |
||||
Adjustments for: |
|
|
|
||||
Depreciation |
1,149 |
1,019 |
2,263 |
||||
Amortisation of intangible assets |
214 |
204 |
475 |
||||
Goodwill written off |
- |
- |
37 |
||||
Financial expense |
522 |
341 |
878 |
||||
Loss / (Profit) on sale of property, plant and equipment |
6 |
1 |
(725) |
||||
Share of profit of associate |
(120) |
(152) |
(171) |
||||
Tax expense |
1,884 |
1,922 |
4,003 |
||||
|
|
|
|
||||
Operating profit before changes in working capital and provisions |
8,569 |
8,221 |
15,872 |
||||
|
|
|
|
||||
(Increase)/Decrease in trade and other receivables |
(2,443) |
(1,993) |
1,028 |
||||
Increase in inventories |
(584) |
(1,288) |
(308) |
||||
(Decrease) / Increase in trade and other payables (excluding payments on account) |
(1,341) |
(1,608) |
356 |
||||
(Decrease) / Increase in payments on account |
(639) |
2,822 |
933 |
||||
|
|
|
|
||||
Cash generated from operations |
3,562 |
6,154 |
17,881 |
||||
|
|
|
|
||||
Interest paid |
(324) |
(240) |
(759) |
||||
Corporation tax paid |
(1,989) |
(1,308) |
(2,788) |
||||
Interest element of finance lease obligations |
(7) |
(20) |
(54) |
||||
|
|
|
|
||||
Net cash from operating activities |
1,242 |
4,586 |
14,280 |
||||
|
|
|
|
||||
Cash flow from investing activities |
|
|
|
||||
Proceeds from sale of property, plant and equipment |
9 |
5 |
769 |
||||
Acquisition of property, plant and equipment |
(1,635) |
(3,035) |
(7,175) |
||||
Acquisition of intangibles/customer list |
- |
(724) |
(255) |
||||
Acquisition of subsidiary net of cash acquired |
(40) |
(3,220) |
(2,788) |
||||
Associate dividends received |
- |
141 |
226 |
||||
Increase holding in subsidiary company |
(117) |
(161) |
- |
||||
Net cash from investing activities |
(1,783) |
(6,994) |
(9,205) |
||||
Cash flows from financing activities |
|
|
|
||||
Payment of capital element of finance lease obligations |
(188) |
(345) |
(416) |
||||
Dividends paid |
(4,000) |
- |
(1,651) |
||||
Proceeds of new loans |
909 |
3,000 |
5,589 |
||||
|
|
|
|
||||
Net cash from financing activities |
(3,279) |
2,655 |
3,522 |
||||
|
|
|
|
||||
Net Decrease / (Increase) in cash and cash equivalents |
(3,820) |
247 |
8,597 |
||||
|
|
|
|
||||
Opening cash and cash equivalents |
9,180 |
280 |
280 |
||||
Effect of exchange rate fluctuations on cash held |
(100) |
45 |
303 |
||||
Closing cash and cash equivalents |
5,260 |
572 |
9,180 |
||||
|
|
|
|
Notes
to the condensed consolidated financial statements
1. Reporting entity
Goodwin PLC (the "Company") is a company incorporated in England. The condensed consolidated interim financial statements of the Company as at and for the six months ended 31st October 2009 comprises the Company , its subsidiaries and the Group's interests in associates (together referred to as the "Group").
The consolidated financial statements of the Group as at and for the year ended 30th April 2009 are available upon request from the Company's registered office at Ivy House Foundry, Hanley, Stoke on Trent ST1 3NR or via the Company's web site: www.goodwinplc.com
2. Statement of compliance
These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted in the EU. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 30th April 2009.
The comparative figures for the financial year ended 30th April 2009 are extracts and not the full Group's statutory accounts for that financial year. Those accounts have been reported on by the company's auditors and delivered to the Registrar of Companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006
These condensed consolidated interim financial statements were approved by the Board of Directors on 21st December 2009.
3. Significant accounting policies
Except as described below, the accounting policies applied by the Group in these condensed consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 30th April 2009.
IAS 34 states the tax measurement basis may depart from the basis adopted in the year end accounts. In accordance with IAS 34, the interim tax charge shown in these condensed accounts is based on the estimated full year tax rate for the year ended 30 April 2010 of 28% for corporation tax, with deferred tax being provided at a rate of 28%.
In the current financial year the Group has adopted International Financial Reporting Standard 8 "Operating Segments" and International Accounting Standard 1 "Presentation of Financial Statements" (revised 2007).
IFRS8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the Board of Directors, who together are the Group's Chief Operating Decision Maker, to allocate resources to the segments and to assess their performance. In contrast, the predecessor Standard (IAS 14 "Segment Reporting") required the Group to identify two sets of segments (business and geographical ) using a risks and rewards approach, with the Group's system of internal financial reporting to key management personnel serving only as the starting point for the identification of such segments. As a result, the segmental information required by IAS 34 which is included in note 5 below is presented in accordance with IFRS8. The comparatives have been restated accordingly. Since the change in accounting policy only impacts on presentation aspects, there is no impact on earnings per share.
IAS 1 (revised) requires the presentation of a consolidated statement of changes in equity as a primary statement, separate from the consolidated income statement and consolidated statement of comprehensive income. As a result, a condensed consolidated statement of changes in equity has been included in the primary statements, showing changes in each component of equity for each period presented. The comparative information has been restated so that it is also in conformity with the revised standard. Since the change in accounting policy only impacts on presentation aspects, there is no impact on earnings per share.
4. Estimates
The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 30th April 2009.
5. Business Segments
Products and services from which reportable segments derive their revenues
In prior years, segment information reported externally were analyses on the basis of activities undertaken by each of the Group's operating divisions. However, information reported to the Group's Main Board of Directors for the purposes of resource allocation and assessment of segment performance is more specifically focused on the category of customer for each type of activity.
The Group's reportable segments under IFRS 8 are therefore as follows:
Engineering - casting, machining and general engineering
Refractories - powder manufacture and mineral processing
Information regarding the Group's operating segments is reported below. Amounts reported for the prior year have been restated to conform to the requirements of IFRS 8.
Segment revenues
Unaudited half year ended 31 October 2009 |
|
|
|
|
Engineering |
Refractories |
Sub total reportable segments |
|
£000 |
£000 |
£000 |
Revenue |
|
|
|
External sales |
34,261 |
10,319 |
44,580 |
Inter company sales |
7,567 |
1,689 |
9,256 |
|
|
|
|
Total revenue |
41,828 |
12,008 |
53,836 |
|
|
|
|
Reconciliation to consolidated revenues: |
|
|
|
Inter company sales |
|
|
(9,256) |
IAS 39 adjustment |
|
|
1,247 |
|
|
|
|
Consolidated revenue for the period |
|
|
45,827 |
|
|
|
|
Unaudited half year ended 31 October 2008 |
|
|
|
|
Engineering |
Refractories |
Sub total reportable segments |
|
£000 |
£000 |
£000 |
Revenue |
|
|
|
External sales |
37,900 |
8,913 |
46,813 |
Inter company sales |
7,419 |
1,186 |
8,605 |
|
|
|
|
Total revenue |
45,319 |
10,099 |
55,418 |
|
|
|
|
Reconciliation to consolidated revenues: |
|
|
|
Inter company sales |
|
|
(8,605) |
IAS 39 adjustment |
|
|
7 |
|
|
|
|
Consolidated revenue for the period |
|
|
46,820 |
|
|
|
|
Segment profits
Unaudited half year ended 31 October 2009 |
Engineering |
Refractories |
Sub total reportable segments |
Profits |
|
|
|
Segment result |
5,712 |
1,399 |
7,111 |
|
|
|
|
Group administration costs |
|
|
(115) |
Group finance costs |
|
|
(322) |
Amortisation of intangibles |
|
|
(140) |
Other (net) |
|
|
264 |
|
|
|
|
Consolidated profit before tax for the period |
|
|
6,798 |
|
|
|
|
Tax |
|
|
(1,884) |
|
|
|
|
Consolidated profit after tax for the period |
|
|
4,914 |
|
|
|
|
Unaudited half year ended 31 October 2008 |
Engineering |
Refractories |
Sub total reportable segments |
Profits |
|
|
|
Segment result |
6,907 |
248 |
7,155 |
|
|
|
|
Group administration costs |
|
|
(243) |
Group finance costs |
|
|
(51) |
Amortisation of intangibles |
|
|
(93) |
Other (net) |
|
|
40 |
|
|
|
|
Consolidated profit before tax for the period |
|
|
6,808 |
Tax |
|
|
(1,922) |
|
|
|
|
Consolidated profit after tax for the period |
|
|
4,886 |
|
|
|
|
|
|
|
|
Audited year ended 30 April 2009 |
|
|
|
|
Engineering |
Refractories |
Sub total reportable segments |
|
£000 |
£000 |
£000 |
Revenue |
|
|
|
External sales |
80,754 |
18,286 |
99,040 |
Inter company sales |
16,013 |
2,614 |
18,627 |
|
|
|
|
Total revenue |
96,767 |
20,900 |
117,667 |
|
|
|
|
Reconciliation to consolidated revenues: |
|
|
|
Inter company sales |
|
|
(18,627) |
IAS 39 adjustment |
|
|
1,644 |
|
|
|
|
Consolidated revenue for the period |
|
|
100,684 |
|
|
|
|
|
|
|
|
Audited year ended 30 April 2009 |
|
|
|
|
Engineering |
Refractories |
Sub total reportable segments |
|
£000 |
£000 |
£000 |
Profits |
|
|
|
Segment result |
13,951 |
412 |
14,363 |
|
|
|
|
Group administration costs |
|
|
(792) |
Group finance costs |
|
|
(725) |
IAS 39 adjustment |
|
|
523 |
Amortisation of intangibles |
|
|
(245) |
Other (net) |
|
|
(9) |
|
|
|
|
Consolidated profit before tax for the period |
|
|
13,115 |
Tax |
|
|
(4,003) |
|
|
|
|
Consolidated profit after tax for the period |
|
|
9,112 |
|
|
|
|
|
|
|
|
Segment net assets
Unaudited as at 31 October 2009 |
Segment total assets |
Segment total liabilities |
Segment net assets |
|
£000 |
£000 |
£000 |
Segment net assets |
|
|
|
Engineering |
45,708 |
(30,799) |
14,909 |
Refractories |
21,459 |
(11,416) |
10,043 |
|
|
|
|
Sub total reportable segment |
67,167 |
(42,215) |
24,952 |
|
|
|
|
Goodwin PLC company net assets |
|
|
19,952 |
Elimination of investments |
|
|
(7,969) |
IAS 39 adjustment |
|
|
155 |
Intangibles amortisation |
|
|
(764) |
Other (net) |
|
|
(1,562) |
Unallocated - deferred tax liability |
|
|
(958) |
|
|
|
|
Consolidated total net assets |
|
|
33,806 |
|
|
|
|
|
|
|
|
|||
Unaudited half year ended 31 October 2008 |
Segment total assets |
Segment total liabilities |
Segment net assets |
|||
|
£000 |
£000 |
£000 |
|||
Segment net assets |
|
|
|
|||
Engineering |
50,106 |
(37,256) |
12,850 |
|||
Refractories |
18,374 |
(9,909) |
8,465 |
|||
|
|
|
|
|||
Sub total reportable segment |
68,480 |
47,165 |
21,315 |
|||
|
|
|
|
|||
Goodwin PLC company net assets |
|
|
20,013 |
|||
Elimination of investments |
|
|
(6,597) |
|||
IAS 39 adjustment |
|
|
(8,420) |
|||
Intangibles amortisation |
|
|
(404) |
|||
Other (net) |
|
|
(2,808) |
|||
Unallocated - deferred tax asset |
|
|
1,283 |
|||
|
|
|
|
|||
Consolidated net assets |
|
|
24,382 |
|||
|
|
|
|
|||
Audited year ended 30 April 2009 |
Segment total assets |
Segment total liabilities |
Segment net assets |
|||
|
£000 |
£000 |
£000 |
|||
Segment net assets |
|
|
|
|||
Engineering |
40,688 |
31,297 |
9,391 |
|||
Refractories |
20,599 |
11,206 |
9,393 |
|||
|
|
|
|
|||
Sub total reportable segment |
61,287 |
42,503 |
18,784 |
|||
|
|
|
|
|||
Goodwin PLC company net assets |
|
|
24,034 |
|||
Elimination of investments |
|
|
(7,781) |
|||
IAS 39 adjustment |
|
|
(5,370) |
|||
Amortisation of intangibles |
|
|
(625) |
|||
Other (net) |
|
|
(162) |
|||
Unallocated - deferred tax asset |
|
|
607 |
|||
Consolidated net assets |
|
|
29,487 |
For the purposes of monitoring segment performance and allocating resources between segments, the Group's Board of Directors monitors the tangible and financial assets attributable to each segment. All assets are allocated to reportable segments with the exception of those held by the parent company ('PLC') which predominantly relate to intangible assets and other financial assets (except for trade and other receivables) and tax assets.
Geographical segments
|
Half year ended 31st October 2009 |
Half year ended 31st October 2008 |
Year ended 30th April 2009 |
||||||
|
Revenue £'000 |
Operational assets £'000 |
Capital expenditure £'000 |
Revenue £'000 |
Operational assets £'000 |
Capital expenditure £'000 |
Revenue £'000 |
Operational assets £'000 |
Capital expenditure £'000 |
UK |
7,325 |
23,367 |
910 |
8,536 |
18,410 |
1,487 |
17,022 |
20,323 |
3,886 |
Rest of Europe |
10,746 |
3,705 |
321 |
10,474 |
2,209 |
94 |
23,269 |
2,816 |
379 |
USA |
6,323 |
- |
- |
4,602 |
- |
- |
12,313 |
- |
- |
Pacific Basin |
13,193 |
4,152 |
17 |
12,111 |
1,760 |
31 |
27,019 |
4,146 |
102 |
Rest of world |
8,240 |
2,580 |
116 |
11,097 |
2,003 |
578 |
21,061 |
2,202 |
1,604 |
Total |
45,827 |
33,804 |
1,364 |
46,820 |
24,382 |
2,190 |
100,684 |
29,487 |
5,971 |
The Group operates in the above principal locations. In presenting the information on geographical segments, revenue is based on the location of its customers and assets and the location of the assets.
6 Dividends
The directors do not propose the payment of an interim dividend.
|
Half year ended 31st October 2009 |
Half year ended 31st October 2008 |
Year ended 30th April 2009 |
|
£000 |
£000 |
£000 |
Equity dividends: |
|
|
|
Paid ordinary dividend (April 2009: 27.777p per share, April 2008: 23.004p per share) |
2,000 |
- |
1,656 |
Paid extraordinary dividend (April 2009: 27.777p per share, April 2008: nil) |
2,000 |
- |
- |
Proposed ordinary dividend (April 2009: 27.777p per share) |
- |
- |
2,000 |
Proposed extraordinary dividend (April 2009: 27.777p per share) |
- |
- |
2,000 |
|
|
|
|
7. Earnings per share
The calculation of the earnings per ordinary share is based on the number of ordinary shares in issue during all periods of 7,200,000 and on the profit for the six months attributable to ordinary shareholders of £4,709,000 (31st October 2008: £4,851,000). The company has no share options or other diluting interest and accordingly, there is no difference in the calculation of diluted earnings per share.
8. Acquisition of Goodwin Refractory Services Holdings Limited (formerly SRS Holdings Limited)
On the 30th June 2008, the Group acquired 100% of the ordinary shares of SRS Holdings Limited. In the 6 months to 31st October 2009, the acquisition directly contributed £390,000 (4 months from acquisition to 31st October 2008: £140,000) towards pre tax profits. In addition, the acquisition has created an additional and significant order input level for the Group's calciner plant.
Effect of acquisition
The acquisition had the following effect on the Group's net assets and liabilities:
|
Acquired net assets at the acquisition date |
|||
|
Recognised |
Fair Value |
Carrying |
|
|
Values |
Adjustments |
Amounts |
|
|
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
Brand name / customer list |
- |
344 |
344 |
|
Property Plant and Equipment |
164 |
80 |
244 |
|
Investment |
775 |
- |
775 |
|
Inventories |
674 |
11 |
685 |
|
Trade and other receivables |
1,754 |
(37) |
1,717 |
|
Cash and cash equivalents |
610 |
- |
610 |
|
Trade and other payables |
(1,374) |
(122) |
(1,496) |
|
Deferred tax |
- |
(2) |
(2) |
|
Minority interest |
(539) |
- |
(539) |
|
Net identifiable assets and liabilities |
2,064 |
274 |
2,338 |
|
|
|
|
|
|
Purchase Consideration: |
|
|
|
|
- Cash |
|
|
3,200 |
|
- Deferred Consideration |
|
|
2,800 |
|
- Deferred discount |
|
|
(449) |
|
- Repayment from vendors |
|
|
(111) |
|
- Costs |
|
|
148 |
|
|
|
|
5,588 |
|
|
|
|
|
|
Goodwill arising |
|
|
3,250 |
|
|
|
|
|
|
|
|
|
|
|
The fair value adjustments comprised: |
|
|
|
|
- Adjustments to reflect the valuation of intangible asset brand names |
|
|
||
- Adjustments to inventories to reflect the net realisable value |
|
|
||
- Adjustments to property, plant and equipment to reflect existing use replacement costs |
|
|||
- Adjustments to reflect impairment of trade debtors |
|
|
||
- Adjustments to reflect under provision for tax and sundry other trade and other payables |
|
9..Issuance and repayment of debt
During the 6 months to 31st October 2009, the Group has drawn down an additional £909,000 of committed lines as a deliberate policy to move away from on demand borrowings and has repaid capital elements of its finance leases of £188,000 (6 months to 31 October 2008:£345,000.)
10. Property, Plant and Equipment
During the six month period, the Group incurred fixed asset expenditure of £1.364 million (6 months to 31 October 2008: £2.19 million) on various capital projects throughout the Group.
11. Intangible assets
|
|
|
£000 |
Cost |
|
At 1st May 2009 |
12,045 |
Additions |
157 |
|
|
At 31st October 2009 |
12,202 |
|
|
Amortisation |
|
At 1st May 2009 |
1,208 |
Charge for the half year |
214 |
|
|
At 31st October 2009 |
1,422 |
|
|
|
|
Net book value at 31 October 2008 |
9,767 |
Net book value at 1 May 2009 |
10,837 |
Net book value at 31 October 2009 |
10,780 |
|
|
Additions to intangible assets in the period relate to goodwill arising from the increase in interest in certain subsidiary undertakings. |