Final Results

RNS Number : 1274Y
Kingspan Group PLC
27 February 2012
 



KINGSPAN GROUP PLC

RESULTS FOR THE YEAR ENDED 31 DECEMBER 2011

Kingspan, the global leader in high performance insulation and building envelope solutions, reports its preliminary results for the year ended 31 December 2011

 

Highlights:  

 

Financial Highlights:

·    Revenue up 30% to €1.55 billion, an increase of 14% excluding acquisitions

·    Trading profit up 33% from €72.0m to €95.7m, an increase of 24% excluding acquisitions

·    Group trading margin of 6.2%, an increase of 20bps. Underlying trading margin increased by 50 bps

·    Basic EPS up 27% to 37.1 cent

·    Final dividend per share of 6.5 cent. Total dividend for the year up 10% to 11 cent

·    Strong free cashflow of €76.9m (2010: €39.9m)

·    Net debt of €170.1m (2010: €120.8m), reflecting acquisitions of €107.0m partially offset by free cashflow. Net debt to EBITDA of 1.3x (2010:1.2x)

·    Successful completion of a ten year $200m Private Placement in August 2011 extending the weighted average maturity of the Group's debt facilities to 4.0 years

 

Operational Highlights:

·    The acquisition and integration of the CIE insulation business, significantly strengthening the Group's Mainland European presence. Insulation Boards divisional revenues grew by 85% to €460m (up 9% excluding the acquisition)

·    Strong volume growth in Insulated Panels across most regions, demonstrating continued growth in penetration, with revenue up 19% to €758m

·    Return to profit growth in the Environmental division, with sales growth of 18% to €202m and particularly buoyant sales in Mainland Europe

·    Solid performance in Access Floors, despite acute weakness in the office construction market worldwide. Divisional sales decreased by 6% to €126m

·    Full recovery of raw material cost increases of approximately €60m

 

 

Summary Financials:

 

2011

€m

2010

€m

% change

Revenue

1,546.9

1,193.2

+30%

EBITDA*

133.6

107.6

+24%

Trading Profit**

95.7

72.0

+33%

Trading Margin

6.2%

6.0%

+20bps

Profit after tax

62.9

49.1

+28%

EPS

37.1

29.2

+27%

*Earnings before finance costs, income tax, depreciation and intangible amortisation

**Earnings before amortisation of intangibles

 

Gene Murtagh, Chief Executive of Kingspan commented:

"Kingspan delivered a strong performance last year helped by significant sales growth and stable margins. Although the international economic outlook remains uncertain, the Group continues to expand its global presence in markets which are driven by conversion to high performance insulation products and an increasing desire for lower energy living standards."

 

 

 

For further information contact:

 

Murray Consultants

Ed Micheau

Tel: +353 (0) 1 4980 300

 

 

 

 

 

 

Business Review

 

2011 transpired to be another year beset by global uncertainty, resulting in uninspiring economic performances in all but a few markets worldwide. Featuring most prominently was the lack of fiscal cohesion within the EU. General economic activity in Kingspan's other key regions of the US and UK was similarly mediocre with market conditions remaining delicate.

 

The interdependence of construction activity and the macroeconomic environment is clear. The lion's share of Kingspan's activities is focused on the non-residential markets of Mainland Europe, UK and the US, all of which were undoubtedly weak in the past year. Despite these pressures, the positioning of our businesses within the high performance insulation niche, provided a platform not only for stability, but also for strong growth during 2011.

 

This position, combined with the growing global recognition of the tangible economic benefits of improved building energy performance, underscored the Group's revenue and profit growth last year. Sales turnover grew by 30% to €1,547m, and trading profit grew 33% to €95.7m. Although these figures were complemented by the acquisition of a continental European insulation business, the underlying growth rates were nonetheless strong at 14% and 25% respectively, ameliorated somewhat by unseasonally warm weather in the last six weeks of the year.

 

Insulated Panels

 


FY '11

€m

FY '10

€m

Change

Turnover

758.0

638.5

+19% (1)

Trading Profit

50.5

35.8

+41%

Trading Margin

6.7%

5.6%


(1)   Comprising volume growth +11%, price/mix +9% and currency impact -1%

UK

Sales volume of Insulated Panels in the UK grew 10% in 2011, a strong performance given the relative weakness of the non-residential market in the region. Behind this performance was a gradual improvement in penetration, a solid flow of retail and food sector projects, and continued growth in refurbishment activity across all segments. In addition to this our new photovoltaic insulated Powerpanel® was launched posting encouraging first year sales of approximately 5 megawatt. At year-end, the UK orderbook stood at a similar level to the same point a year earlier, and early indications would point towards a positive first quarter.

 

Central & Eastern Europe

Sales volume in this region ended the year up significantly, driven in the main by a strong performance in Germany and Turkey. In the wider Eastern European markets, sales were relatively subdued in the Czech Republic, Hungary and Poland. With the year-end orderbook up 11% by volume over prior year at year end, quarter one sales are expected to show improvement over the first quarter of 2011.

 

Western Europe

In the Benelux and France, sales volume grew 13% as the Kingspan brand becomes increasingly established, and market share rises. The market in the Netherlands was tough during 2011, however strong progress in both France and Belgium more than compensated for this. The current year's sales pattern is expected to be similar, and the orderbook at year end was flat over prior year.

 

North America

Sales volume in this region grew 5% over prior year, owing largely to the strong exit from 2010, and a similarly strong order intake in the first half of 2011. Although competition has increased in the US, there is clear evidence of momentum in penetration growth which over the longer term is expected to develop along similar lines to that of Europe. Kingspan's brand is at the forefront of this market transition.

 

Australasia

Sales volumes improved well during the year in this region, growing approximately 20% in both dispatches and order intake. The dynamic in Australia in particular, resembles that of the US with the market developing from low levels of penetration to an increasing acceptance of low energy building fabrics. 2012 should deliver further growth, aided by a strong orderbook as we entered the year.

 

Ireland

Sales volume in Ireland, although at exceptionally low levels, grew approximately 13% in the period, and order intake was marginally ahead of prior year. The performance of our business in the region can be expected to remain relatively stable for the foreseeable future.

 

Insulation Boards

 


FY '11

€m

FY '10

€m

Change

Turnover

460.4

248.2

+85% (1)

Trading Profit

25.7

16.7

+54%

Trading Margin

5.6%

6.7%


Underlying*Trading Margin

7.0%

6.7%


(1)   Comprising growth from acquisition +76%, price/mix +11%, volume -2% and currency impact 0%

*pre-acquisition

UK

The general market environment in the UK was quite challenging during 2011 as new-build construction activity continued to be lacklustre. In the face of this, sales volume contracted marginally by 2%, and revenue grew by 13% as the pass-through of aggressive chemical price increases earlier in the year featured prominently. Growth in the refurbishment sector continued to be a key aspect of the division's performance. That can be expected to remain the case as we generate further opportunity through the UK's forthcoming 'Green Deal' initiative. This will be achieved in both the Kingspan and the newly acquired Ecotherm brands.

 

Western Europe

Sales growth in this region was exceptionally strong in the period, clearly supported by the acquired business and revenues in the Benelux and Germany. Underlying sales grew by 9%, driven again by the twin drivers of penetration growth and refurbishment. This pattern has been evident across all applications, which now include domestic roofing elements and blown cavities through the Dutch based Unidek brand. In all, it was a year in which the Insulation Boards division made quantum progress on the continent, cementing Kingspan's position as Europe's leading high performance insulation provider.

 

Australasia

Although the market weakened progressively through 2011, Kingspan's business advanced well, growing by 10% in the period. As with other markets, the gradual displacement of traditional fibrous insulation has been key in delivering the sales improvement, coupled with a substantial rise in Kooltherm® sales in the region. Although the wider economic environment in Australia and New Zealand is not forecast to improve in the near-term, continued conversion should deliver further growth in 2012.

 

Ireland

Not surprisingly, sales volumes declined by a further 19% during the year, the result of continued weakness in the newbuild sector. Whilst the prognosis for this sector is not particularly positive, activity would appear to have stabilised, albeit at levels so low that they are simply not sustainable over the longer term.

 

Environmental

 


FY '11

€m

FY '10

€m

Change

Turnover

202.3

171.7

+18%

Trading Profit

6.7

0.9


Trading Margin

3.3%

0.5%


                 

Sales in this division performed robustly given the weakness of the end-markets in which it operates, in particular the UK and Ireland. Volumes in the more traditional product ranges of fuel storage and water treatment were predictably weaker given the new build dynamics of these markets, however sales to continental Europe experienced a dramatic increase. This was due in the main to the business securing a one-off contract for agricultural fuel storage in France, which will expire in early 2012.

 

Hot Water Systems sales stabilised in the UK, and the division's growing suite of renewable technologies posted encouraging growth in the UK, Ireland and North America. This range was further complemented by the addition of a micro-wind offering during the year, currently up to 6 kilowatt and now branded KingspanWind®. Over the coming 18 months, we anticipate widening the range to offer up to a 15 kilowatt turbine. Together with the smaller turbines, these products will be used in many applications from homes, to farms, to small enterprises, and will be marketable globally.

 

Access Floors

                


FY '11

€m

FY '10

€m

Change

Turnover

126.2

134.8

-6% (1)

Trading Profit

12.8

18.6

-31%

Trading Margin

10.2%

13.8%


(1)   Comprising volume -11%, price/mix +7% and currency impact -2%

Given the division's historic reliance on the office construction market, revenue was negatively impacted by the global weakness in newbuild commercial office space, particularly in the US. Activity in this market dropped to an all-time low during 2011, levelling out at approximately 25% of its 20 year annual average. On the positive side, penetration has continued to creep upwards gradually and a stable global data centre construction environment combined with focused new product introductions was supportive to this business during the period.

 

In the UK, sales weakened during the year, however office construction starts improved and given the late-cycle nature of access floors this is likely to be evident in orders during the second half of the current year.

 

As part of the globalisation of this division, Tasman Access Floors in Australia was acquired in January 2012 from New Zealand's Fletcher Group. This business is the Australia/New Zealand market leader in Access Floors, and will form a key part in the wider Asian presence we expect to develop over time.

 

Net Zero Energy

During 2011, the Group embarked on its own Net Zero Initiative, which in essence aims to have all facilities running on entirely renewable power by 2020. An interim target is to achieve Net 50% by end 2016. To the extent that it is physically possible, our plants will generate their own on-site power, and where that is not practical, renewable energy will be sourced externally. The Group Head Office in Ireland achieved Net Zero during 2011 with a 132kw solar power installation. Other sizeable projects undertaken to date include a 406kw solar power plant at Holywell and 799kw solar power plant at Pembridge in the UK, as well as Tate Access Floors in the US sourcing externally generated wind power. Further large scale projects planned over the next three years include a 5 megawatt wind installation at Holywell, a biogas facility at Pembridge, and a wood-fired CHP generator at Selby.

 

Research & Development

Ensuring a continuous flow of new product developments has always been a core theme throughout Kingspan. These projects range from evolutionary chemical and structural improvements in our offering, to more fundamental changes in materials and building envelope solutions. Amongst the many initiatives currently being worked through include:

-   Next Generation Insulation, dramatically improving thermal performance, and due for launch in 2012.

-   Integrated Solar Powerpanel®, combining the structural and thermal qualities of the Insulated Panel together with vacuum integrated solar cells. This product should be launched during 2013.

-   A 15kw micro wind turbine, to complement the current 3kw and 6kw units, again due for launch in 2013.

 

 

Financial Review

 

Overview of results

Group revenue increased by 30% to €1.55 billion (2010: €1.19 billion) and trading profit increased by 33% to €95.7m (2010: €72.0m) resulting in an improvement of 20 basis points in the Group's trading profit margin to 6.2% (2010: 6.0%). Basic EPS for the year was 37.1 cent, representing an increase of 27% (2010: 29.2 cent).

 

The Group's underlying sales and trading profit growth by division are set out below:

 

Sales

Underlying

Currency

Acquisition

Total

Insulated Panels

20%

-1%

-

+19%

Insulation Boards

9%

0%

76%

+85%

Environmental

19%

-1%

-

+18%

Access Floors

-4%

-2%

-

-6%

Group

14%

-

16%

+30%

 

The Group's trading profit measure is earnings before interest, tax and amortisation of intangibles:

 

Trading Profit

Underlying

Currency

Acquisition

Total

Insulated Panels

41%

-

-

41%

Insulation Boards

15%

-1%

40%

54%

Environmental

646%

-2%

-

644%

Access Floors

-28%

-3%

-

-31%

Group

25%

-1%

9%

+33%

           

                                   

Finance costs

Finance costs for the year increased by €1.4m to €13.1m (2010: €11.7m). Finance costs include a credit of €0.6m (2010: €0.5m credit) in respect of the Group's legacy defined benefit pension schemes. In 2010 a net non-cash charge of €2.7m was incurred in respect of swaps on the Group's 2005 USD Private Placement. This item was significantly lower in 2011 following designation of the swap as a cashflow hedge in February 2010. On an underlying basis, excluding the impact of the non-cash charge on the swap in 2010, finance costs increased by €3.8m over the previous year. This reflects the impact of acquisitions during the year as well as the USD Private Placement entered into in August 2011. During 2011 the Group's average interest rate on gross debt increased by 40 basis points to 4.03% (2010: 3.63%) as a result of the impact of longer term financing associated with the August 2011 USD Private Placement initially used to repay lower interest revolving credit facility drawings.

 

Taxation

The tax charge for the year was €14.9m (2010: €6.6m) which represents an effective tax rate of 18% (2010: 11%) on earnings before amortisation. The increase in the effective tax rate is primarily due to the release of an adjusting credit of €8.5m in respect of prior years in 2010.

 

Dividends

The Board has proposed a final dividend of 6.5 cent per ordinary share payable on 17 May 2012 to shareholders registered on the record date of 27 April 2012. When combined with the interim dividend of 4.5 cent per share, the total dividend for the year increased to 11 cent (2010:10 cent), an increase of 10%.

 

Acquisitions

The Group's gross acquisition spend during 2011 was €130.3m, the key acquisition being CRH Insulation Europe for a consideration of €127.6m. The gross consideration in respect of this was offset by subsequent disposal proceeds of €23.0m. Further details in respect of the acquisition are set out in note 8.

 

Retirement benefits

The Group makes pension provision for current pensionable employees through defined contribution arrangements. The Group has two legacy defined benefit schemes which are closed to new members and to future accrual. The net pension deficit in respect of these schemes was €1.4m as at 31 December 2011 (31 December 2010: deficit of €1.6m).

 

Key performance indicators

The Group has a set of key performance indicators which are set out in the table below:

 

Key performance indicators

2011

2010

Basic EPS growth

27%

2%

Sales growth

30%

6%

Trading margin

6.2%

6.0%

Free cashflow (€m)

76.9

39.9

Return on capital employed

10.0%

8.6%

Net debt/EBITDA

1.3x

1.2x

 

EPS growth. The growth in EPS is accounted for by the 33% increase in trading profit in the period combined with the earnings impact of acquisitions during the year. Sales growth of 30% (2010: 6%) was driven by price growth necessitated by the recovery of raw material price inflation as well as volume growth reflecting increased market penetration for the Group's products.

 

Trading margin by division is set out below:


2011

2010

Insulated Panels

6.7%

5.6%

Insulation Boards

5.6%

6.7%

Environmental

3.3%

0.5%

Access Floors

10.2%

13.8%

 

The increase in the Insulated Panels division trading margin reflects operating leverage driven by the sales growth in the year of 19%. The underlying trading margin in Insulation Boards division was 7.0% excluding the impact of the acquisition. This reflects divisional sales growth in the year of 9% before the impact of the acquisition. The increase in the Environmental trading margin was due to the combined impact of sales growth of 18% and a reduction in the warranty charges associated with the legacy Borealis issue. The decrease in trading margin in Access Floors reflects the combined impact of lower volume in the year associated with the subdued office market and lower gross margin due to business mix.

 

Free cashflow is an important indicator and it reflects the amount of internally generated capital available for re-investment in the business or for distribution to shareholders.

 

Free cashflow

2011

2010


€'m

€'m

EBITDA*

133.6

107.6

Non-cash items

8.2

4.2

Movement in working capital

(17.0)

(40.5)

Capital expenditure

(23.6)

(15.8)

Pension contributions

(2.8)

(3.2)

Finance costs

(11.7)

(10.2)

Income taxes paid

(9.8)

(2.2)

Free cashflow

76.9

39.9

 

*Earnings before finance costs, income taxes, depreciation and amortisation

 

Working capital at year end was €188.6m (2010:€159.9m) and represents 12.2% of annual turnover (2010:13.4%). This metric is monitored throughout the year and is subject to a certain amount of seasonal variability associated with trading patterns and the timing of significant purchases for steel and chemicals.

 

Return on capital employed is calculated as operating profit divided by total equity plus net debt.

 

Net debt to EBITDA measures the ratio of debt to earnings and at 1.3x is comfortably less than the Group's banking covenant of 3.5x in both 2011 and 2010.

 

Financing

The Group funds itself through a combination of equity and debt. Debt is funded through a combination of syndicated bank facilities and private placement loan notes. The primary debt facility is a revolving credit facility with a syndicate of banks of €330m which matures in September 2013. The facility was substantially undrawn at year end. In August 2011 the Group completed a US Private Placement loan note for $200m with a ten year bullet maturity expiring in August 2021. The Group has a pre-existing Private Placement for $200m entered into in 2005 of which $158m matures in 2015 with the balance of $42m expiring in 2017. The weighted average maturity of debt facilities at year end was 4.0 years (December 2010: 3.2 years).

 

The Group has significant available undrawn facilities which provide appropriate headroom for potential development opportunities.

 

 

Net Debt

Net debt increased by €49.3m during 2011 to €170.1m (2010: €120.8m). This is analysed in the table below:

 

Movement in net debt

2011

2010


€'m

€'m

Free cashflow

76.9

39.9

Acquisitions (net of disposal proceeds)

(107.0)

(0.2)

Share issues

0.5

0.5

Dividends paid

(17.3)

(6.8)

Cashflow movement

(46.9)

33.4

Exchange movements on translation

(2.4)

1.9

(Increase)/decrease in net debt

(49.3)

35.3

Net debt at start of year

(120.8)

(156.1)

Net debt at end of year

(170.1)

(120.8)

 

 

Key financial covenants

The majority of Group borrowings are subject to primary financial covenants calculated in accordance with lenders' facility agreements:

-   A maximum net debt to EBITDA ratio of 3.5 times; and

-   A maximum net debt to net interest coverage of 4 times

 

The performance against these covenants in the current and comparative year is set out below:

 



2011

2010


Covenant

Times

Times

Net debt/EBITDA

Maximum 3.5

1.3

1.2

EBITDA/Net interest

Minimum 4.0

10.2

11.9

 

Financial risk management

The Group operates a centralised treasury function governed by a treasury policy approved by the Group Board. Adherence to the policy is monitored by the CFO and the Internal Audit function. The Group does not engage in speculative trading of derivatives or related financial instruments.

 

Board Changes

As previously announced, Kieran Murphy has been appointed as a non-executive director with effect from 1 March 2012, and we are very pleased to welcome him onto the Board. Following the conclusion of this year's Annual General Meeting, Danny Kitchen will be retiring as a non-executive director upon the expiration of his term of office. The Board extends its thanks to Danny for his insightful advice and input during this time as a director.

 

Looking Ahead

The wider economic environment can be expected to remain uninspiring near-term and, as a result, so too will the majority of construction markets globally. There has been recent evidence of improvement in some markets however, including the non-residential sectors of the UK and US, which ultimately should bode well for the general building market in the medium term. In contrast, building activity in the Benelux and Ireland has weakened in recent months.

 

Kingspan's largest sector presence is in that of the low rise commercial and industrial segments across the UK, Europe, North America and Australasia, followed by our residential presence in the UK and Western Europe.

 

It would appear from the recent level of bidding activity and our pipeline that the first half of 2012 should deliver continued, albeit moderating, growth. As has been the case in recent years, it is difficult to see too far ahead with sentiment in most markets still quite variable on a month to month basis. On the one hand, a robust retail and food sector, gradual improvement in the commercial and industrial segments, and relatively stable housing starts in the UK and North America, all augur well for the industry in general. However, this must be counter-balanced by the on-going threats posed by continuing global uncertainty, a persistent lack of credit and the curtailment of public sector capital programmes in most markets. In addition to this, quarter two will pose the challenge of passing through further raw material increases.

 

Most fundamentally a world evidently moving towards lower energy living will drive continued global growth in penetration of Kingspan's high performance insulation and building fabric solutions.

 

On behalf of the Board

 

Gene Murtagh                                                                          Geoff Doherty

Chief Executive Officer                                                 Chief Financial Officer

 

27 February 2012                                                                    27 February 2012

 

 

Kingspan Group plc

 

Group Condensed Income Statement

for the year ended 31 December 2011

 

 



2011

€ '000


2010

€ '000

 

Revenue


 

1,546,893


 

1,193,215

Costs of sales


(1,124,564)


(859,521)

 

Gross Profit


 

422,329


 

333,694

Operating costs, excluding intangible amortisation


(326,676)


(261,678)

 

Trading Profit


 

95,653


 

72,016

Intangible amortisation


(4,745)


(4,611)

 

Operating Profit


 

90,908


 

67,405

Finance expense


(13,973)


(13,098)

Finance income


829


1,358

 

Profit for the year before income tax


 

77,764


 

55,665

Income tax expense


(14,894)


(6,597)

 

Net profit for the year from continuing operations


 

62,870


 

49,068

 

 

Attributable to owners of Kingspan Group plc


 

 

61,835


 

 

48,657

Attributable to non-controlling interests


1,035


411



62,870


49,068

 

Earnings per share for the year





Basic


37.1c


29.2c

 

Diluted


 

36.4c


 

28.6c

                                                                                               

 

Kingspan Group plc

 

Group Condensed Statement of Comprehensive Income

for the year ended 31 December 2011



2011

€ '000


2010

€ '000






Profit for the year


62,870


49,068

 

Other comprehensive income:





Effective portion of changes in fair value of cash flow hedges


(1,292)


2,787

Net change in fair value of cash flow hedges reclassified to income statement


 

299


 

389

Actuarial losses on defined benefit pension schemes


(3,179)


(998)

Exchange differences on translating foreign operations


18,030


30,742

Income taxes relating to actuarial losses on defined benefit pension scheme


815


279

 

Total comprehensive income for the year


 

77,543


 

82,267






Attributable to owners of Kingspan Group plc


76,503


81,839

Attributable to non-controlling interests


1,040


428



77,543


82,267

 

 

 

Kingspan Group plc

 

Group Condensed Statement of Financial Position

as at 31 December 2011




2011

€'000


2010

€'000

Assets






Non-current assets






Goodwill



373,959


318,216

Other intangible assets



8,530


6,457

Property, plant and equipment



443,240


408,632

Financial assets



-


10

Derivative financial instruments



14,163


1,305

Deferred tax assets



7,576


5,600




847,468


740,220

Current assets






Inventories



160,661


129,035

Trade and other receivables



281,802


236,349

Derivative financial instruments



2,947


1,407

Cash and cash equivalents



141,067


104,402




586,477


471,193

Non-current assets classified as held for sale



392


1,658




586,869


472,851

Total assets



1,434,337


1,213,071







Liabilities






Current liabilities






Trade and other payables



253,055


202,660

Provisions for liabilities



45,955


50,683

Derivative financial instruments



21


-

Deferred consideration



480


2,781

Interest bearing loans and borrowings



10,430


14,259

Current income tax liabilities



39,363


34,539




349,304


304,922

Non-current liabilities






Retirement benefit obligations



1,389


1,628

Provisions for liabilities



9,857


8,118

Interest bearing loans and borrowings



317,796


213,671

Deferred tax liabilities



20,662


17,787

Deferred consideration



344


-




350,048


241,204

 

Total liabilities



 

699,352


 

546,126

 

Net Assets



 

734,985


 

666,945

 

Equity






Share capital



22,344


22,325

Share premium



38,059


37,739

Capital redemption reserve



723


723

Treasury shares



(30,707)


(32,565)

Other reserves



(107,715)


(129,233)

Retained earnings



806,144


763,008

Equity attributable to owners of Kingspan Group plc



728,848


661,997

Non-controlling interest



6,137


4,948

 

Total Equity



 

734,985


 

666,945

 


 

Kingspan Group plc

 

Group Condensed Statement of Changes in Equity

for the year ended 31 December 2011


 

 

Share

capital

 

 

Share

premium

 

Capital

redemption

reserve

 

 

Treasury

shares

 

 

Translation

reserve

 

Cash flow

hedging

reserve

Share

based

payment

reserve

 

 

Revaluation

reserve

 

 

Retained

Earnings

Total

attributable

to owners

of the parent

 

Non controlling interest

 

 

Total

equity


€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000














Balance at 1 January 2011

22,325

37,739

723

(32,565)

(147,411)

2,570

14,895

713

763,008

661,997

4,948

666,945

 

Transactions with owners recognised directly in equity


























Shares issued

19

320

-

-

-

-

-

-

-

339

-

339

Employee share based compensation

-

-

-

-

-

-

5,427

-

-

5,427

-

5,427

Tax on employee share based compensation

-

-

-

-

-

-

255

-

-

255

-

255

Exercise or lapsing of share options

-

-

-

-

-

-

(1,196)

-

1,196

-

-

-

Transfer of shares

-

-

-

1,858

-

-

-

-

(58)

1,800

-

1,800

Dividends

-

-

-

-

-

-

-

-

(17,473)

(17,473)

-

(17,473)

Transactions with non-controlling interests













Capital contribution

-

-

-

-

-

-

-

-

-

-

200

200

Dividends paid to non-controlling interest

-

-

-

-

-

-

-

-

-

-

(51)

(51)

Transactions with owners

19

320

-

1,858

-

-

4,486

-

(16,335)

(9,652)

149

(9,503)

 

Total comprehensive income for the year


























Profit for the year

-

-

-

-

-

-

-

-

61,835

61,835

1,035

62,870

Other comprehensive income













Cash flow hedging  in equity













- current year

-

-

-

-

-

(1,292)

-

-

-

(1,292)

-

(1,292)

- reclassification to profit

-

-

-

-

-

299

-

-

-

299

-

299

Defined benefit pension scheme

-

-

-

-

-

-

-

-

(3,179)

(3,179)

-

(3,179)

Tax on defined benefit pension scheme

-

-

-

-

-

-

-

-

815

815

-

815

Exchange differences on translating foreign operations

-

-

-

-

18,025

-

-

-

-

18,025

5

18,030

Total comprehensive income for the year

-

-

-

-

18,025

(993)

-

-

59,471

76,503

1,040

77,543

 

Balance at 31 December 2011

 

22,344

 

38,059

 

723

 

(30,707)

 

(129,386)

 

1,577

 

19,381

 

713

 

806,144

 

728,848

 

6,137

 

734,985

 

 

Kingspan Group plc

 

Group Condensed Statement of Changes in Equity

for the year ended 31 December 2010


 

 

Share

capital

 

 

Share

premium

 

Capital

redemption

reserve

 

 

Treasury

shares

 

 

Translation

reserve

 

Cash flow

hedging

reserve

Share

based

payment

reserve

 

 

Revaluation

reserve

 

 

Retained

earnings

Total

attributable

to owners

of the parent

 

Non controlling interest

 

 

Total

equity


€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000

€'000














Balance at 1 January 2010

22,296

36,486

723

(32,565)

(178,136)

(606)

10,207

713

721,731

580,849

4,686

585,535

 

Transactions with owners recognised directly in equity


























Shares issued

29

520

-

-

-

-

-

-

-

549

-

549

Employee share based compensation

-

-

-

-

-

-

4,478

-

-

4,478

-

4,478

Tax on employee share based compensation

-

-

-

-

-

-

943

-

-

943

-

943

Exercise of share options

-

733

-

-

-

-

(733)

-

-

-

-

-

Dividends

-

-

-

-

-

-

-

-

(6,661)

(6,661)

-

(6,661)

Transactions with non-controlling interests













Dividends paid to non-controlling interest

-

-

-

-

-

-

-

-

-

-

(166)

(166)

Transactions with owners

29

1,253

-

-

-

-

4,688

-

(6,661)

(691)

(166)

(857)

 

Total comprehensive income for the year


























Profit for the year

-

-

-

-

-

-

-

-

48,657

48,657

411

49,068

Other comprehensive income













Cash flow hedging  in equity













- current year

-

-

-

-

-

2,787

-

-

-

2,787

-

2,787

- reclassification to profit

-

-

-

-

-

389

-

-

-

389

-

389

Defined benefit pension scheme

-

-

-

-

-

-

-

-

(998)

(998)

-

(998)

Tax on defined benefit pension scheme

-

-

-

-

-

-

-

-

279

279

-

279

Exchange differences on translating foreign operations

-

-

-

-

30,725

-

-

-

-

30,725

17

30,742

 

Total comprehensive income for the year

 

-

 

-

 

-

 

-

 

30,725

 

3,176

 

-

 

-

 

47,938

 

81,839

 

428

 

82,267

 

Balance at 31 December 2010

 

22,325

 

37,739

 

723

 

(32,565)

 

(147,411)

 

2,570

 

14,895

 

713

 

763,008

 

661,997

 

4,948

 

666,945

 

 


 

Kingspan Group plc

 

Group Condensed Statement of Cash Flows

for the year ended 31 December 2011


 

 

2011

€ '000


2010

€ '000

Operating activities





Profit for the year before income tax


77,764


55,665

Depreciation of property, plant and equipment and

amortisation of intangible assets


 

42,659


 

40,234

Impairment of non-current assets


1,702


2,682

Employee equity-settled share options


5,427


4,478

Finance income


(829)


(1,358)

Finance expense


13,973


13,098

Non cash items


1,838


(2,364)

Profit on sale of property, plant and equipment


(771)


(548)

Change in inventories


(13,403)


(14,071)

Change in trade and other receivables


(16,839)


(28,038)

Change in trade and other payables


15,601


2,633

Pension contributions


(2,768)


(3,205)

Cash generated from operations


124,354


69,206

Taxes paid


(9,772)


(2,181)

Net cash flow from operating activities


114,582


67,025

Investing activities





Additions to property, plant and equipment


(28,809)


(22,384)

Additions to intangible assets


-


(127)

Proceeds from disposals of property, plant and equipment


5,226


6,534

Purchase of subsidiary undertakings, net of disposals


(107,016)


(176)

Payment of deferred consideration in respect of acquisitions


(2,387)


(982)

Interest received


252


15

 

Net cash flow from investing activities


 

(132,734)


 

(17,120)

 

Financing activities





Drawdown of bank loans


-


3,587

Private Placement issuance


149,996


-

Repayment of bank loans


(66,047)


-

Discharge of finance lease liability


(666)


(587)

Proceeds from share issues


339


549

Interest paid


(11,319)


(9,588)

Capital injection by non-controlling interests


200


-

Dividends paid to non-controlling interests


(51)


(166)

Dividends paid


(17,278)


(6,661)

Net cash flow from financing activities


55,174


(12,866)

 

Increase in cash and cash equivalents


 

37,022


 

37,039

Translation adjustment


871


2,525

Cash and cash equivalents at the beginning of the year


99,481


59,917

 

Cash and cash equivalents at the end of the year


 

137,374


 

99,481






Cash and cash equivalents as at 1 January were made up of:





- Cash and cash equivalents


104,402


83,886

- Overdrafts


(4,921)


(23,969)



99,481


59,917

Cash and cash equivalents as at 31 December were made up of:





- Cash and cash equivalents


141,067


104,402

- Overdrafts


(3,693)


(4,921)



137,374


99,481


Notes to the Preliminary Statement for the year ended 31 December 2011

 

1    General Information                                                                                                                    

 

The financial information presented in this report has been prepared using accounting policies consistent with International Financial Reporting Standards (IFRSs) as adopted by the European Union and as set out in the Group's annual financial statements in respect of the year ended 31 December 2010 except as noted below. The financial information does not include all the information and disclosures required in the annual financial statements. The Annual Report will be distributed to shareholders and made available on the Company's website www.kingspan.com in due course. It will also be filed with the Company's annual return in the Companies Registration Office. The auditors have reported on the financial statements for the year ended 31 December 2011 and their report was unqualified and did not contain any matters to which attention was drawn by way of emphasis. The financial information for the year ended 31 December 2010 represents an abbreviated version of the Group's statutory financial statements on which an unqualified audit report was issued and which have been filed with the Companies Registration Office.

 

Basis of Preparation and Accounting Policies

The financial information contained in this Preliminary Statement has been prepared in accordance with the accounting policies set out in the last annual financial statements.

The following are the new standards that were effective for the Group's financial year ending 31 December 2011. They had no impact on the results or financial position as set out in this Preliminary Statement.

·     Amendments to IAS32 - Financial instruments (presentation and classification of rights issues)

·     IFRIC19 - Extinguishing financial liabilities with equity instruments

·     Amendments to IAS24 - Related Party Disclosures

·     Amendments to IFRS1 - First time adoption of IFRS

·     Improvements to IFRSs (2010)

·     Amendments to IFRIC14 - Prepayments of a minimum funding requirement

There are a number of forthcoming requirements of IFRSs as adopted by the EU which are not yet effective and have therefore not been adopted in these financial statements. These new standards and interpretations, which are effective from the beginning of the periods outlined below include:

·     Disclosures - Transfers of Financial Assets (Amendment to IFRS 7) with an effective date of 1 July 2011.

·     IFRS 9 Financial Instruments (IFRS 9 (2010)), with an effective date of 1 January 2015.

·     Deferred Tax: Recovery of Underlying Assets - Amendments to IAS 12, with an effective date of 1 January 2012.

·     IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements, IFRS 12 Disclosure of Interests in Other Entities and IFRS 13 Fair Value Measurement, which all have an effective date of 1 January 2013.

·     IAS 27 Separate Financial Statements (2011), which supersedes IAS 27 (2008) and IAS 28 Investments in Associates and Joint Ventures (2011), which supersedes IAS 28 (2008), which both have an effective date of 1 January 2013. 

·     Presentation of Items of Other Comprehensive Income (Amendments to IAS 1 Presentation of Financial Statements), with an effective date of 1 July 2012.

·     IAS 19 Employee Benefits which supersedes IAS 19 (1998), with an effective date of 1 January 2013.

The Group does not plan to adopt these standards early and the extent of their impact has not yet been determined.

2    Segment Reporting                                                                                                                                 

 

In identifying the Group's operating segments, management based their decision on the product supplied by each segment and the fact that each segment is managed separately and reported to the Chief Operating Decision Maker in this manner.  These operating segments are monitored and strategic decisions are made on the basis of segment operating results.

                                                                                           

Operating segments                                                                                                                                 

The Group has the following four reportable segments:                                                                       

 

Insulated Panels

Manufacture of insulated panels, structural framing and metal facades.

Insulation Boards

Manufacture of rigid insulation boards, building services insulation and engineered timber systems.

Environmental

Manufacture of environmental, pollution control and renewable energy solutions.

Access Floors

Manufacture of raised access floors.

 

                                                                                                                              

                                                                                                                                           

Analysis by class of business

 

Segment revenue

 







Insulated

Panels

€m

Insulation

Boards

€m

 

Environmental

€m

Access

Floors

€m

 

Total 

€m

 

Total revenue - 2011

 

758.0

 

460.4

 

202.3

 

126.2

 

1,546.9

Total revenue - 2010

638.5

248.2

171.7

134.8

1,193.2

 

Inter-segment transfers are carried out at arm's length prices and using an appropriate transfer pricing methodology. As inter-segment revenue is not material it is not subject to separate disclosure in the above analysis.

 

Segment result (profit before finance costs)

 



Insulated

Panels

€m

Insulation

Boards

€m

 

Environmental

€m

Access

Floors

€m

Total

2011

€m

Total

2010

€m

 

Trading profit

 

50.5

 

25.7

 

6.7

 

12.8

 

95.7


Intangible amortisation

(2.0)

(1.9)

(0.8)

(0.1)

(4.8)


 

Operating profit - 2011

48.5

23.8

5.9

12.7

 

90.9


 

Trading profit

 

35.8

 

16.7

 

0.9

 

18.6


 

72.0

Intangible amortisation

(2.7)

(1.0)

(0.8)

(0.1)


(4.6)

 

Operating profit - 2010

 

33.1

 

15.7

 

0.1

 

18.5


 

67.4

Net finance cost





(13.1)

(11.7)

Profit for the year before tax





77.8

55.7

Income tax expense





(14.9)

(6.6)

Net profit for the year





62.9

49.1

 

 

 

 

Segment assets

 


Insulated

Panels

€m

Insulation

Boards

€m

 

Environmental

€m

Access

Floors

€m

Total

2011

€m

Total

2010

€m

 

Assets - 2011

532.5

426.2

188.2

121.6

 

1,268.5


Assets - 2010

534.7

263.8

180.0

121.9


1,100.4








Derivative financial instruments

17.1

2.7

Cash and cash equivalents

141.1

104.4

Deferred tax asset





7.6

5.6

 

Total Assets as reported in the Condensed Statement of Financial Position

 

1,434.3

 

1,213.1

 

 

Segment liabilities

 


Insulated

Panels

€m

Insulation

Boards

€m

 

Environmental

€m

Access

Floors

€m

Total

2011

€m

Total

2010

€m

 

Liabilities - 2011

(133.6)

(97.0)

(55.3)

(24.5)

(310.4)


Liabilities - 2010

(124.8)

(48.9)

(63.8)

(25.6)


(263.1)








Interest bearing loans and borrowings (current and non-current)

(328.2)

(227.9)

Deferred consideration (current and non-current)

(0.8)

(2.8)

Income tax liabilities (current and deferred)

(60.0)

(52.3)

 

Total Liabilities as reported in the Condensed Statement of Financial Position

(699.4)

 

(546.1)

 

 

 

Other segment information


Insulated

Panels

€m

Insulation

Boards

€m

 

Environmental

 €m

Access

Floors

€m

 

Total 

€m

 

Capital Investment - 2011 *

16.0

56.8

3.8

1.2

77.8

Capital Investment - 2010

13.6

4.6

2.4

1.5

22.1

 

Depreciation included in segment result - 2011

(19.6)

(11.8)

(4.2)

(2.3)

(37.9)

Depreciation included in segment result - 2010

(19.3)

(9.0)

(4.6)

(2.7)

(35.6)

 

Non- cash items included in segment result - 2011

1.8

2.0

1.6

0.8

6.2

Non- cash items included in segment result - 2010

0.0

0.2

(0.6)

0.0

(0.4)

 

 

 

* Capital investment includes business combinations

 

 

 

 

 

 

 

Analysis of segmental data by geography

 


Republic of Ireland

€m

United Kingdom

€m

Rest of Europe

€m

 

Americas €m

 

Others

€m

 

Total

€m

Income Statement Items







Revenue - 2011

78.1

605.9

580.8

210.3

71.8

1,546.9

Revenue - 2010

65.2

517.1

345.1

199.5

66.3

1,193.2

 

Statement of Financial Position Items

Non-current assets - 2011

69.7

329.1

233.5

159.8

34.0

826.1

Non-current assets - 2010

69.4

328.4

144.6

157.6

33.3

733.3

 

Other segmental information







Capital Investment - 2011

4.3

11.2

56.3

4.9

1.1

77.8

Capital Investment - 2010

2.5

6.4

5.9

6.5

0.8

22.1








 

There are no material dependencies or concentrations on individual customers which would warrant disclosure under IFRS 8.  The individual entities within the Group each have a large number of customers spread across various activities, end-uses and geographies.

                                                                                                                                                     

Kingspan has a presence in over 80 countries worldwide.  The revenues from external customers and non-current assets (as defined in IFRS 8) attributable to the country of domicile and all foreign countries or regions of operation are as set out above and specific regions are highlighted separately on the basis of materiality.

 

 

3     Finance Cost and Finance Income                   

      


 

 

2011

€'000

2010

€'000

Finance cost

 




Bank loans


4,598

4,030

Loan notes


8,977

6,358

Finance leases


68

13

Fair value movement on derivative financial instruments


(13,245)

(7,215)

Translation loss on private placement debt


13,575

9,912



13,973

13,098

Finance income

 




Interest earned


(252)

(854)

Net defined benefit pension scheme


(577)

(504)



(829)

(1,358)

 

Net finance cost


 

13,144

 

11,740

 

 

4   Analysis of Net Debt                                                                                            

       


 

 

2011

€'000

2010

€'000

 

Cash and cash equivalents


 

141,067

 

104,402

Derivative financial instruments


17,070

2,712

Current borrowings


(10,430)

(14,259)

Non current borrowings


(317,796)

(213,671)

 

Total Net Debt


 

(170,089)

 

(120,816)

 

 

Net debt is stated net of interest rate and currency hedges which relate to hedges of debt. Foreign currency derivatives which are used for transactional hedging are not included in the definition of net debt.

 

 

5    Reconciliation of Net Cash Flow to Movement in Net Debt

 


 

 

2011

€'000

2010

€'000

 

Increase in cash and bank overdrafts


 

37,022

 

37,039

Increase in debt


(85,453)

(3,587)

Decrease in lease finance


666

587

Change in net debt resulting from cash flows


(47,765)

34,039

 

Translation movement - relating to US dollar loan


 

(16,037)

 

(9,499)

Translation movement - other


171

1,050

Derivative financial instruments movement


14,358

9,671

Net movement


(49,273)

35,261

 

Net debt at start of the year


 

(120,816)

 

(156,077)

 

Net debt at end of the year


 

(170,089)

 

(120,816)

 

                                                                                                                                        

 

6    Dividends

 

 

Equity dividends on ordinary shares:

 

 

2011

€'000

2010

€'000

 

2011 Interim dividend 4.5c per share (2010: 4c)


 

7,483

 

6,661

2010 Final dividend 6.0c per share (2009: nil)

 


9,990

-

 

 


 

17,473

 

6,661

Proposed for approval at AGM




Final dividend of 6.5c per share (2010: 6.0c)


10,870

9,789

 

 

This proposed dividend is subject to approval by the shareholders at the Annual General Meeting and has not been included as a liability in the Consolidated Statement of Financial Position of the Group as at 31 December 2011 in accordance with IAS 10 Events After the Balance Sheet Date. The proposed final dividend for the year ended 31 December 2011 will be payable on 17 May 2012 to shareholders on the Register of Members at 27 April 2012.

 

 

7    Earnings per share                                                                                                                      

 


 

 

 

 

2011

€ '000


2010

€ '000

The calculations of earnings per share are based on the following:





Profit attributable to ordinary shareholders


61,835


48,657








Number of

shares ('000)

2011


Number of

shares ('000)

2010

Weighted average number of ordinary shares for

the calculation of basic earnings per share


 

166,631


 

166,385

Dilutive effect of share options


3,188


3,759

Weighted average number of ordinary shares

for the calculation of diluted earnings per share


 

169,819


 

170,144








 

2011

€ cent


 

2010

€ cent

 

Basic earnings per share


 

37.1


 

29.2

 

Diluted earnings per share


 

36.4


 

28.6

 

Adjusted basic (pre amortisation) earnings per share


 

40.0


 

32.0

 

The number of options which are anti-dilutive and have therefore not been included in the above calculations is 1,727,597 (2010: 5,779,304).

 

 

 

 

8    Acquisitions

 

Effective 18 January 2011 and 25 March 2011, and in order to expand its market penetration, geography and market presence,  the Group acquired two parts of the European insulation business of CRH Insulation Europe (CIE) by acquiring a combination of 100 percent of the shares, voting interests and certain assets. The acquired businesses are primarily involved in the manufacture of high performance insulation boards and insulated roofing elements.

 

In addition to the CIE acquisition, there were two small acquisitions. The first acquisition was within the insulation business for a consideration €0.7m, of which €0.3m has been deferred and is contingent on future profits. The other acquisition was within the Environmental division and involved the Group bolstering its wind development operations by acquiring a business for a consideration of €2.0m. These amounts are incorporated in the table below.

 

The following table summarises the major classes of consideration transferred, and the recognised amounts of assets acquired and liabilities assumed at the acquisition date:

                                                     

Consideration

€m

Cash consideration (net of cash acquired)

130.0

Contingent deferred consideration

0.3


 

130.3

Identifiable assets acquired and liabilities assumed


Property, plant and equipment

48.8

Intangible assets

6.8

Inventories

17.2

Trade and other receivables

25.6

Deferred tax liability

(3.6)

Other liabilities

(1.7)

Assets held for resale, subsequently disposed of *

23.0

Trade and other payables

(34.9)

Total net identifiable assets

81.2



Goodwill

49.1

 

* The Group disposed of two of the acquired CIE entities for a total consideration of €23.0m. Total cash consideration paid for all acquisitions during the year, net of cash acquired and the proceeds received on disposal, amounted to €107.0m.

 

 

9    Goodwill

 

Goodwill is subject to impairment testing on an annual basis and more frequently if an indicator of impairment is considered to exist. The Group, having performed impairment testing, is satisfied that the carrying value of goodwill has not been impaired. The increase in goodwill in the year principally reflects the acquisition of the European insulation business of CRH Insulation Europe.

 

 

10    Related Party Transactions

 

There were no related party transactions or changes in related party transactions from those described in the 2010 Annual Report that could have materially affected the financial position or the performance of the Group during 2011.

 

 

 

11    Events after the Balance Sheet Date

 

There have been no material events subsequent to 31 December 2011 which would require disclosure in this report.

 

 

12    Exchange Rates

 

The financial information included in this report is expressed in Euro which is the presentation currency of the Group and the functional currency of the Company. Results and cash flows of foreign subsidiary undertakings have been translated into Euro at actual exchange rates or average, where this is a reasonable approximation, and the related Statements of Financial Position have been translated at the rates of exchange ruling at the balance sheet date.

 

Exchange rates of material currencies were as follows: 

                                                                                 


Average rate

Closing rate

Euro =

2011

2010

2011

2010






Pound Sterling

0.868

0.859

0.840

0.860

US Dollar

1.394

1.328

1.302

1.342

Canadian Dollar

1.377

1.368

1.320

1.330

Australian Dollar

1.350

1.446

1.270

1.310

Czech Koruna

24.530

25.321

25.8000

25.000

Polish Zloty

4.100

4.000

4.450

3.950

Hungarian Forint

278.000

275.935

311.550

278.000

 

 

 

13    Cautionary Statement

 

This report contains forward-looking statements. These statements have been made by the directors in good faith based on the information available to them up to the time of their approval of this report. Due to the inherent uncertainties, including both economic and business risk factors underlying such forward looking information, actual results may differ materially from those expressed or implied by these forward-looking statements. The directors undertake no obligation to update any forward-looking statements contained in this report, whether as a result of new information, future events, or otherwise.

 

 

14    Board Approval

 

This announcement was approved by the Board on 24 February 2012.

 

 

                               

 


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