Final Results

Headlam Group PLC 17 March 2003 17 March 2002 Preliminary Results for the Year Ended 31 December 2002 Headlam Group plc ('Headlam'), the floorcoverings distributor, announces its preliminary results for the year ended 31 December 2002. Financial highlights 2002 2001 Change Turnover from continuing operations £374.4m £346.4m +8.1% Operating profit* £28.8m £25.3m +13.8% Profit before taxation £29.9m £8.7m +243.7% Adjusted earnings per share 23.4p 22.4p +4.5% Total dividend per share 12.55p 11.40p +10.1% * Before discontinued activities and goodwill amortisation Key points • Headlam completed restructuring of the group's activities and is now focused on floorcovering distribution • The UK floorcovering distribution business achieved record performance in sales and operating profit • Floorcovering operating profit, before goodwill amortisation, increased by 12.3% • Cash flow from operations contributes to £29.9 million net cash at 31 December 2002 • Dividend per share up 10% to 12.55p Tony Brewer, Chief Executive of Headlam, said: 'A strong performance from the UK businesses across all geographical regions was the major contribution to this result. With the planned disposal of the remaining non-core businesses completed, the group is wholly focused on floorcovering distribution and is confident of another year of growth' Enquiries: Headlam Group plc Tony Brewer, Chief Executive Tel: 01675 433000 Stephen Wilson, Finance Director Chairman's Statement It is pleasing to report that 2002 proved to be another successful year. Out of the total turnover of £395.7 million, our Floorcoverings distribution businesses increased turnover by 8.1% to £374.4 million. Group operating profits, before goodwill amortisation, amounted to £30.4 million. The Floorcoverings distribution businesses achieved record operating profits increasing by 12.3% to £29.6 million. During the year, we also completed the reshaping of the group's operations concluding the programme of divestment and restructuring that we announced during November 2000. Earnings and dividend Adjusted earnings per ordinary share increased by 4.5% from 22.4p to 23.4p. The board is recommending that the final dividend is increased by 10.1% to 9.30p per ordinary share. This increases the total dividend for the year by 10.1% from 11.40p to 12.55p. If approved, the final dividend will be paid on 1 July 2003 to shareholders on the register at 13 June 2003. Disposals The two year programme to restructure the group was completed in September 2002 with the disposal of our non-floorcovering interests, Eclipse Blinds in the UK and Sweden, and William O'Hanlon in the UK, for a total amount of £15.7 million. This now allows the group to concentrate on the development of its floorcovering distribution businesses. Acquisitions During the year, the group continued with its strategy of acquisitions to increase its market position in both the residential and commercial sectors. Eight acquisitions were completed, all of which have been relocated into our existing distribution centres and are achieving the anticipated return on investment. Employees The performance of experienced managers in the individual operating businesses has been a key factor in the group's success. Additionally the board recognises the contribution of all employees for their efforts and dedication to ensure that our supplier and customer relationships continue to be strengthened, to the benefit of the group. Outlook The early months of 2003 have shown positive year on year sales growth. With the original businesses continuing strongly and the acquisitions performing above expectations, the group is confident of another successful year. Chief Executive's Review Our UK floorcovering distribution businesses enjoyed another successful year whilst the European businesses were able to maintain a solid performance in difficult markets. The planned disposal of the remaining non-core businesses were completed leaving the group wholly focused on floorcovering distribution. A positive performance from the UK businesses across all geographical regions was the major contribution to this result. Sales of carpet products were particularly strong showing an 8.4% like for like increase whilst all other product categories produced a year on year improvement in sales. The senior management team has been further strengthened by the formation of a management board reporting directly to the main board. In addition to the executive directors, the members of the management board are Andrew Simpson, Managing Director of UK floorcovering, Gary Phillips, Finance Director of all floorcovering operations, Tony Judge, Managing Director of the multi business Coleshill distribution centre, and Keith Yates, Managing Director of the national Mercado business. This team interfaces directly with the experienced local management who are individually responsible for operating 42 businesses located in 20 distribution centres. These businesses are encouraged to trade autonomously whilst complying with group strategy and financial reporting disciplines. This structure has been enhanced during 2002 by eight acquisitions which have retained and developed their individual market presence. The acquisitions of Rikett, HBS Floortrade, Betrex Supplies and Wollimex earlier in the year were followed in April by the acquisition of D J Hann, a regional distributor of resilient floorcovering in the south of England. This business was relocated to our distribution centre in Newbury. Crucial Trading, the UK's leading supplier of natural floorcovering, was acquired in May and now operates from our Coleshill distribution centre. In October the two businesses of GAAS Flooring Distributors located in Cambridge and Watford were acquired and are now both operational from our Bedford distribution centre, strengthening our commercial business in southern England. Wolff Contract Carpet Mills, a national supplier of contract floorcovering, was also acquired in October and is now operational from our distribution centre in Tamworth. Strong relationships with the leading worldwide floorcovering manufacturers continues to ensure that we are at the forefront of all the latest product initiatives across our key areas of carpet, residential vinyl, wood and laminate, commercial flooring and flooring accessories. This ensures that our customers, the independent retailer and flooring contractor, are serviced with all their flooring requirements from our multi product distribution centres. Our traditional customers continue to trade strongly, with the number of active accounts increasing year on year, and payment profiles maintaining an improving trend. During the year, we have placed over 600,000 merchandising and point of sale displays with our customers, providing them with a comprehensive range of the latest flooring products and substantial market presence. The business to business website launched in 2001 now has 2,400 registered users allowing our customers to access real time stock files 24 hours a day, 365 days a year, to place orders directly into our logistics processing system. Each month we see an increase in orders through this facility. We have continued with our policy of replacing or enlarging our distribution centres and we currently have developments under construction for a new distribution centre in Belfast and extensions to both our Glasgow and Nottingham facilities. Our largest project to date is the £11.25 million investment rehousing the national Mercado business into a new purpose built 185,000 sq ft freehold distribution centre in Leeds. This facility will open during the autumn 2003 giving this business a significant operating efficiency and substantially increased capacity. Our businesses in Holland, France and Switzerland have experienced difficult market conditions. The management of these businesses however, have maintained a firm position, and were able to increase market share and produce a satisfactory contribution to group profitability. Whilst endeavouring to grow our businesses organically, we continue to evaluate opportunities to expand our presence in continental Europe, particularly in the three countries we currently operate. Outlook To date, 2003 has shown similar sales growth trends to those experienced in 2002. With a combination of the ongoing product development, the success of our multi business strategy and the continued investment in new facilities, we are confident of another year of sustained growth. FINANCIAL REVIEW Trading Turnover Group turnover for the year amounted to £395.7 million compared with £434.1 million for the previous year. As previously reported at the half year, this change was attributable to three factors. • Turnover from continuing operations, now all floorcovering, increased by 5.2% from £346.4 million to £364.3 million. • Acquired operations, all of which were floorcovering businesses located in the UK, contributed £10.1 million. • Discontinued operations contributed £21.3 million compared with £87.7 million for the previous year. Through a combination of increased market share and activity, turnover from continuing UK floorcovering operations improved by 5.6% from £285.8 million to £301.9 million. Operating profit Operating profit on ordinary activities, before goodwill amortisation, amounted to £30.4 million compared with £32.1 million for the previous year. As with the movement in turnover, the change in operating profit was attributable to three factors. • Operating profit from continuing operations increased by 9.9% from £25.3 million to £27.8 million. • Acquired operations contributed £1.0 million. • Discontinued operations contributed £1.6 million compared with £6.8 million for the previous year. The overall improvement in operating profit from continuing operations was attributable to the UK floorcovering operations, where performance increased by 11.0% from £24.5 million to £27.2 million. Exceptional items As commented on in the Chairman's statement, the group completed its restructuring programme during the year with the disposal of the remaining Windowcovering businesses on 3 September 2002 for a gross amount of £15.7 million. As previously reported the consideration payable in cash on completion amounted to £12.1 million and included the discharge of inter-company balances totalling £3.4 million. Furthermore, the purchaser assumed responsibility for the bank borrowings, which at completion, amounted to £3.6 million. The trading results for the discontinued activities have been included up until 31 August 2002. Taxation The taxation charge for the year of £9.3 million, is based on an effective rate of 32% and is calculated by reference to profit before goodwill amortisation and exceptional items. The rate exceeds the standard UK rate of 30% principally because of the effects of foreign tax and non-deductible items in the UK. It is anticipated that the tax rate for 2002 will continue for the foreseeable future. Cash flow and borrowings Cash flow from operating activities Cash flow from operating activities totalled £38.8 million, an increase of £2.7 million on last years £36.1 million. The depreciation charge this year has reduced from £4.6 million down to £3.0 million because of the business disposals that occurred both last year and this. However, with £11.1 million incurred on capital projects this year and further investment, as highlighted below, planned for 2003 and beyond, depreciation will increase in future years. The net working capital investment at the end of the year had reduced compared with the start of the year giving rise to a cash inflow of £5.5 million. This compares with a net investment of £0.6 million last year. The reasons for the significant change were the effects of the acquisitions and disposals and the benefits derived from the extensive and constant effort directed at managing stock and trade debtors and creditors. Capital expenditure The floorcovering businesses operate from twenty sites in the UK, two principal sites in France and one site in both the Netherlands and Switzerland. In the UK, the group holds a freehold or long leasehold interest in twelve of the twenty sites with the remaining sites occupied on a short lease. The sites in France and Switzerland are freeholds whilst the Dutch site is a short lease. During the year, the group acquired the freehold interest in three sites, which were formerly leased, at a cost of £5.2 million. In addition, work commenced on the new warehouse and distribution centres in Leeds and Belfast and plans initiated for extensions to two other sites. Due to planning delays in connection with the Leeds site, the capital investment originally anticipated for 2002 did not materialise and has been carried forward into 2003. As at 31 December 2002, the board had authorised capital investments relating to property of £11.1 million and fixtures and fittings of £3.3 million. This is in addition to the £11.1 million incurred during the year. Furthermore, it is the board's intention that the group will continue with its policy of rehousing existing operations into new facilities, or acquiring the freehold interest in leasehold sites, where there are sound economic reasons to support the investment. A number of projects have been identified and it will take three to four years for these to be completed in full. Financing The net financing outflows totalled £25.7 million. As reported at the half year, £16.0 million related to the repayment of a sterling term facility. During the second half of the year, the board decided to repay group borrowings held to hedge the net assets of the floorcovering businesses operating in Continental Europe. These borrowings amounted to £7.6 million. The removal of the hedging arrangement provides the potential for increased volatility when measuring the asset base but, saves on the costs associated with operating the arrangement. Financial instruments The group's financial instruments, other than derivatives, comprise cash, borrowings and various items that arise directly from its operations such as trade debtors and trade creditors. The main purpose of these financial instruments is to raise finance for and support the group's trading operations. The group's principal derivative transactions, relate to forward foreign currency contracts which are used to manage the currency risks arising from the group's operations. These transactions however, are relatively modest since the majority of day to day transactions are denominated in the currency of the country where they are based. It is, and has been throughout the period under review, the group's policy that trading in financial instruments is not permitted. The main risks arising from the group's financial instruments are interest rate risk, liquidity risk and foreign currency risk. The board reviews and agrees policies for managing each of these risks and they are summarised below. These policies have remained unchanged during the period under review. Interest rate risk The group is exposed to interest rate fluctuations on its borrowings and deposits. It borrows principally in sterling, euros, Swiss francs and US dollars at both fixed and floating rates of interest and places deposits in sterling and euros at floating rates. During the year, with the exception of a fixed interest term facility amounting to £2.4 million denominated in Swiss francs, the group maintained its policy of borrowing at floating rates. Liquidity risk The board's policy on liquidity is to ensure that the group has sufficient facilities to fund its medium term requirements. The group's net cash position at 31 December 2002 was £29.9 million compared with 12.4 million at 31 December 2001. Foreign currency risk The group's foreign operations are located in the Netherlands, France and Switzerland. The group's exposure to movements in currency exchange rates arises from transaction currency cash flows and the translation of the results and net assets of foreign subsidiary undertakings. As mentioned above, the translation exposure relating to the net assets of these businesses is no longer hedged by means of foreign currency borrowings. Accounting policies The financial statements have been prepared on a basis which is consistent with previous years. The financial statements include the disclosure required by FRS 19 'Deferred tax' which has been fully adopted in the year. There has been no prior year adjustment necessary as a result of implementing FRS 19. Consolidated profit and loss account for the year ended 31 December 2002 2002 2001 £'000 £'000 Turnover Continuing operations 364,342 346,377 Acquisitions 10,062 - 374,404 346,377 Discontinued operations 21,319 87,745 395,723 434,122 Cost of sales (279,902) (298,951) Gross profit 115,821 135,171 Net operating expenses (86,284) (103,843) Operating profit Continuing operations 27,036 24,496 Acquisitions 921 - 27,957 24,496 Discontinued operations 1,580 6,832 Operating profit before goodwill amortisation 30,362 32,111 Goodwill amortisation (825) (783) 29,537 31,328 Profit on disposal of operations excluding goodwill 861 13,741 Goodwill previously written off to reserves - (32,552) Profit/(loss) on disposal of operations 861 (18,811) Loss on sale of properties in discontinued operations - (434) Profit on ordinary activities before interest 30,398 12,083 Net interest payable and other similar charges (521) (3,403) Profit on ordinary activities before taxation 29,877 8,680 Taxation on profit on ordinary activities (9,335) (9,188) Profit/(loss) for the financial year 20,542 (508) Dividends paid and proposed on equity and non-equity shares (10,550) (9,558) Retained profit/(loss) for the financial year 9,992 (10,066) ====== ====== Earnings/(loss) per share Basic 24.4p (0.6p) ====== ====== Diluted 24.1p (0.6p) ====== ====== Adjusted 23.4p 22.4p ====== ====== Consolidated balance sheet at 31 December 2002 2002 2001 £'000 £'000 Fixed assets Intangible assets 13,767 12,741 Tangible assets 44,607 37,913 58,374 50,654 Current assets Stocks 66,951 70,742 Debtors: amounts falling due within one year 72,696 79,008 Debtors: amounts falling due after more than one year 1,500 2,180 Total debtors 74,196 81,188 Cash at bank and in hand 35,522 44,464 176,669 196,394 Creditors: amounts falling due within one year (135,287) (153,803) Net current assets 41,382 42,591 Total assets less current liabilities 99,756 93,245 Creditors: amounts falling due after more than one year (1,670) (4,498) Provisions for liabilities and charges (676) (482) Net assets 97,410 88,265 ====== ====== Capital and reserves Called up share capital 4,209 4,200 Share premium account 48,899 48,605 Revaluation reserve 4,042 4,102 Profit and loss account 40,260 31,358 Shareholders' funds Equity 97,410 88,261 Non-equity - 4 97,410 88,265 ====== ====== Consolidated cash flow statement for the year ended 31 December 2002 2002 2001 £'000 £'000 Net cash inflow from operating activities 38,825 36,130 Servicing of finance (578) (3,872) Taxation (7,476) (4,848) Capital expenditure (10,592) 5,017 Acquisitions and disposals 7,075 26,874 Equity dividends paid (9,555) (8,657) Cash inflow before financing 17,699 50,644 Financing (25,691) (14,476) (Decrease)/increase in cash in year (7,992) 36,168 ====== ====== Reconciliation of net cash flow to movements in net cash/(debt) 2002 2001 £'000 £'000 (Decrease)/increase in cash in year (7,992) 36,168 Cash outflow from reduction in debt 26,008 14,744 Change in debt resulting from cash flows 18,016 50,912 Debt disposed of with subsidiaries - 576 New finance leases and similar hire purchase contracts (129) (308) Translation difference (370) 125 Movement in net cash in the year 17,517 51,305 Net cash/(debt) at 1 January 12,358 (38,947) Net cash at 31 December 29,875 12,358 ====== ====== Consolidated statement of total recognised gains and losses for the year ended 31 December 2002 2002 2001 £'000 £'000 Profit/(loss) for the financial year 20,542 (508) Currency translation differences on foreign currency net (1,150) 38 investments Surplus on revaluation of tangible fixed assets - 1,594 Total recognised gains and losses for the financial year 19,392 1,124 ====== ====== Note of consolidated historical cost profits and losses for the year ended 31 December 2002 2002 2001 £'000 £'000 Reported profit on ordinary activities before taxation 29,877 8,680 Difference between an historical cost depreciation charge and the actual depreciation charge calculated on the revalued amount 60 78 Realisation of property revaluation gains - 1,098 Historical cost profit on ordinary activities before taxation 29,937 9,856 ====== ====== Historical cost profit/(loss) for the year retained after taxation and dividends 10,052 (8,890) ====== ====== Reconciliation of movements in consolidated shareholders' funds for the year ended 31 December 2002 2002 2001 £'000 £'000 Profit/(loss) for the financial year 20,542 (508) Dividends Equity shares (10,550) (9,556) Non-equity shares - (2) Retained profit/(loss) for the financial year 9,992 (10,066) Equity share capital issued 307 313 Preference share capital redeemed (4) (46) Goodwill previously written off to reserves - 32,552 Surplus on revaluation of tangible fixed assets - 1,594 Currency translation differences on foreign currency net investments (1,150) 38 Net addition to shareholders' funds 9,145 24,385 Shareholders' funds at 1 January 88,265 63,880 Shareholders' funds at 31 December 97,410 88,265 ====== ====== Segmental analysis Turnover Profit before Operating interest and taxation net assets 2002 2001 2002 2001 2002 2001 £'000 £'000 £'000 £'000 £'000 £'000 By activity Floorcoverings 374,404 346,377 29,603 26,365 79,358 72,427 Discontinued operations 21,319 87,745 1,580 6,832 4,571 15,107 395,723 434,122 31,183 33,197 83,929 87,534 Central operations (821) (1,086) Less: goodwill amortisation (825) (783) Less: exceptional items 861 (19,245) 30,398 12,083 By origin UK 330,933 353,025 28,895 29,519 72,012 75,388 Continental Europe 64,790 66,761 1,467 1,880 11,917 12,146 USA - 14,336 - 712 - - 395,723 434,122 30,362 32,111 83,929 87,534 Less: goodwill amortisation (825) (783) Less: exceptional items 861 (19,245) 30,398 12,083 Earnings per share The calculation of earnings per share is based on the average number of ordinary shares in issue during the year of 84,087,778 (2001: 83,846,685). The weighted average number of ordinary shares used for the diluted earnings per share calculation is 85,071,792 (2001: 83,434,241). The calculation of profit for the financial period used for the adjusted earnings per share is shown below. Adjusted earnings per share 2002 2001 £'000 £'000 Operating profit after goodwill amortisation 29,537 31,328 Net interest payable (521) (3,403) Profit on ordinary activities before taxation 29,016 27,925 Taxation on profit on ordinary activities (9,335) (9,188) Adjusted profit for the financial period 19,681 18,737 ====== ====== Reconciliation of group operating profit to net cash inflow from operating activities 2002 2001 £'000 £'000 Profit on ordinary activities before interest 30,398 12,083 Exceptional items (861) 19,245 Operating profit 29,537 31,328 Depreciation of tangible fixed assets 2,976 4,589 Depreciation of intangible fixed assets - 4 Goodwill amortisation 825 783 (Profit)/loss on sale of fixed tangible assets (54) 8 Movement in stocks (2,910) (2,675) Movement in debtors 733 (6,005) Movement in creditors 7,718 8,098 Net cash inflow from operating activities 38,825 36,130 ====== ====== Gross cash flows 2002 2001 £'000 £'000 Servicing of finance Bank interest received 1,393 1,806 Bank and loan interest (1,856) (5,286) Interest payable on finance leases and similar hire purchase contracts (115) (390) Dividends on non-equity shares - (2) (578) (3,872) ====== ====== Capital expenditure Purchase of tangible fixed assets (11,098) (1,735) Sale of tangible fixed assets 87 6,752 Sale of assets held for resale 419 - (10,592) 5,017 ====== ====== Acquisitions and disposals Sale of subsidiary undertakings 7,723 34,364 Net (cash)/overdrafts disposed of with subsidiaries 2,799 (6,625) Net cash outflow from purchase of businesses (3,447) (865) 7,075 26,874 ====== ====== Financing Issue of ordinary share capital 307 313 Repayment of amounts borrowed (24,612) (13,880) New loans - 546 Redemption of preference shares (4) (46) Capital element of finance leases and similar hire purchase contract payments (1,382) (1,409) (25,691) (14,476) ====== ====== Analysis of changes in net cash/(debt) At Other At non-cash 31 December 1 January Cash changes Translation 2002 2002 flows differences £'000 £'000 £'000 £'000 £'000 Cash at bank and in hand 44,464 (9,082) - 140 35,522 Bank overdraft (1,695) 1,090 - (30) (635) 42,769 (7,992) - 110 34,887 Debt due within one year (24,631) 24,612 (1,904) (480) (2,403) Debt due after one year (1,904) - 1,904 - - Finance leases and similar hire purchase contracts (3,876) 1,396 (129) - (2,609) 12,358 18,016 (129) (370) 29,875 ====== ====== ====== ====== ====== The financial information set out in the financial statements and notes above does not constitute the Company's statutory accounts for the years ended 31 December 2002 or 2001. The financial information for 2001 is derived from the statutory accounts for 2001 which have been delivered to the registrar of companies. The auditors have reported on the 2001 accounts; their report was unqualified and did not contain a statement under section 237 (2) or (3) of the Companies Act 1985. The statutory accounts for 2002 will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the registrar of companies following the company's annual general meeting. The financial statements for the year ended 31 December 2002 will be posted to shareholders shortly. This information is provided by RNS The company news service from the London Stock Exchange
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