Final Results - Year Ended 31 December 1999

Marshalls PLC 2 March 2000 Preliminary results for year to 31 December 1999 Marshalls Plc, the specialist Landscape, Stone and Clay Products Group, announces results for the 12 months to 31 December 1999. Year to Year to Increase 31 December 31 December % 99 98 Turnover (continuing 278.5m 252.3m 10 ops) Operating Profit 42.8m 34.8m 23 (continuing ops) Profit before tax 40.6m 33.5m 21 Earnings per share 17.60p 14.07p 25 (diluted) Earnings per share 19.90p 15.70p 27 (basic) Dividend per share 78.00p 7.00p 14 - profit before tax 21 % ahead - Diluted earnings per share 25% ahead - Dividend raised 14% to 8.0p - Strong cash generation - Current sales are ahead of last year Commenting on the results, Christopher Burnett, Chairman said: 'Marshalls results in 1999 were another record for the Group. Increasing profit before tax by 21 per cent in what turned out to be a difficult year for the commercial construction sector, which normally accounts for about half our sales, demonstrates the strength of our domestic market position. 'Sales for the first two months are ahead of last year. While rising interest rates clearly remain a threat to the level of market activity, the Group has a wealth of initiatives under way in all three Divisions that will help us continue to grow. We therefore remain confident about the prospects for 2000 and beyond'. Enquiries: Christopher Burnett, Chairman Marshalls Plc 0171 404 5959 today Graham Holden 01422 306 400 thereafter Jon Coles Brunswick Group 0171 404 5959 James Garthwaite CHAIRMAN'S STATEMENT It is pleasing to report continued progress in our results, and to be able to tell shareholders of further plans we have to drive the Group forward again in 2000. Turnover for the year was £278.5 million some 10 per cent ahead of last year. The domestic part of our market showed good growth whilst commercial building activity, that produces about half our sales, remained flat throughout the year. Operating profit improved by 23 per cent from £34.7 million in 1998 to £42.8 million this year. All three of our divisions contributed to this encouraging increase as a result of management focus on carrying through the strategies and improvements contained in their individual business plans. The Landscape Products Division increased its operating profit before goodwill by 23 per cent to £38.6 million. The three principal contributory factors were: first the close trading relationship derived from exclusive three year supply agreements with the leading builders merchant groups; second higher margins from the increased proportion of value added products within the sales mix; and third the full year's profit contribution from Stonemarket acquired in September 1998. The Clay Products Division increased its operating profit by 23 per cent to £4.3 million (1998 - £3.5 million), in part due to stronger brick demand. Also we told shareholders in the interim statement that as a result of a detailed operational performance review and external benchmaking exercise, a plan had been produced to improve the results of this Division considerably. Some of this work by the management team benefited the results in 1999 but much more is still expected. The Emerging Businesses Division is now the home for all of the smaller though important activities that the Group owns and intends to grow into the new divisions of tomorrow. They are businesses, described in later pages of this Report, that fit with the Group and which through organic and acquisition growth we see ways of making into significant profit contributors. It is not yet practical to draw comparisons with the performance of this Division in previous periods as its composition is still changing as we identify more activities that would benefit from being separated out and managed independently. In 1999, because of this increased focus, the businesses that make up the Division contributed turnover of £38.9 million and operating profit of £6.2 million, included in the Landscape Products figures above. BALANCE SHEET The Group ended the year with borrowings of £6.5 million which represents gearing of 4 per cent and interest cover was 20 times. Capital expenditure and acquisitions during the year amounted to £22 million. Included in this we spent a total of £2 million on the acquisition of more land adjacent to the Landscape Products Division's Newport works and Stonemarket plant and we acquired Classical Flagstones, details of which are included in the review in the Emerging Businesses Division. The cash flow from operations remains strong. Working capital at year end was £4 million higher than usual due to a temporary increase in debtors caused by a larger number of invoice queries associated with the switch over to our new computer system in the last quarter of the year, offset by a reduction in finished goods stock brought about by better stock management. The invoice difficulties are largely behind us and the process of correcting the situation is proceeding systematically. DIVIDEND The Board has decided to recommend a final dividend of 5.33p per ordinary share, making a total for the year of 8.00p (1998 - 7.00p), an increase of 14 per cent. Subject to shareholder approval, this will be paid on 3 July 2000 to shareholders on the register on 26 May 2000. Shareholders will recall that the Board has previously made clear its dividend policy which is to reach an ordinary share dividend this year such that the 6.5p preference shareholders are treated on a par when the shares convert in October 2000. This means that a 9.00p total dividend per ordinary share will be paid to shareholders in respect of the 2000 financial year. MANAGEMENT AND BOARD CHANGES We announced in December that with effect from 1 January 2000, my status had changed from non-executive to Executive Chairman. This change was made to give more focus to, and implement more quickly, the growth opportunities in our existing businesses as well as to continue working on the strategic development of the Group. The change was also made to enable Philip Marshall to devote himself full time to managing the largest part of the Group, the Landscape Products Division, implementing the many new initiatives already announced. Philip therefore stepped down from his role as Chief Executive of the Group. Under our new structure Philip Marshall Chief Executive Landscape Products Division, Blair Illingworth Chief Executive Clay Products Division and Graham Holden Chief Executive Emerging Businesses Division report directly to me as Executive Chairman. Graham Holden continues as Finance Director. We have at the same time strengthened the non-executive representation on the Board. Dick Barfield joined the Board in May 1999. Until 1996 he was Chief Investment Manager at Standard Life, Edinburgh and now holds a number of Plc and private company directorships. In December 1999 we announced that Mike Stacey, Chief Executive, Meggitt Plc, the aerospace and electronics group, had also joined the Board as a non-executive director. Together with John Footman, who came onto the Board in 1996 after retiring as a Director of Wolseley Plc, the Group now has a strong team of independent non- executive directors to provide counsel, support and encouragement to the Executive as we drive the Group forward. OUTLOOK Sales for the first two months are ahead of last year. While rising interest rates clearly remain a threat to the level of market activity, the Group has a wealth of initiatives under way in all three Divisions that will help us continue to grow. These are described in the divisional reviews that follow, but in summary involve: in the Landscape Products Division a consumer marketing campaign focused on our driveway, patio and garden products, and the establishment of regional service centres to increase the flexibility and quality of service provided to our customers; in the Clay Products Division the drive to gain identified efficiency improvements; and in the Emerging Businesses Division firm plans to grow our smaller businesses into more substantial profit contributors. It is for these reasons that we enter 2000 with confidence. Christohper Burnett Chairman LANDSCAPE PRODUCTS DIVISION This was another record year for the Division both in terms of sales and operating profit. Turnover of £249.3 million represented an increase of 12 per cent over 1998, and an improvement in profit of £7.1 million to £38.6 million, a rise of 23 per cent including Emerging Businesses. These results were achieved in what can only be described as a lacklustre year for commercial construction that in normal times accounts for about half our sales. Both parts of the Division, the Marshalls and Stonemarket brands, performed exceptionally well in the domestic market to produce this result. MARSHALLS Growth in sales this year came almost entirely from domestic landscape, patio and garden products. Activity in this market accelerated throughout 1999 with the increasing interest of homeowners in their garden, fuelled by the many gardening programmes on prime time television. The consumer's demand for more choice and higher quality products plays to the strength of the Marshalls brand. Therefore the Division saw a further improvement in product mix in favour of value added products. In contrast, the commercial side of the business experienced unexpected weakness in demand. Throughout the year enquiry levels were high but in common with the majority of the construction industry, little has yet turned into firm business. Almost holding our own in relation to last year's sales represented an achievement in these circumstances. The Division, continues to benefit from the sole supply agreements we have with the three leading builders merchant groups. As the process of consolidation in the industry gathers pace we endeavour to work with these companies to bring their acquisitions within the agreements, to our mutual advantage. Progress has been made towards implementing the two major new strategic developments outlined to shareholders with the half year results. We have used the Eaglescliffe depot to create the blue print for turning most sites throughout the country into Service Centres capable of supplying all customers with a comprehensive range of Marshalls products in mixed loads. This site formally opened in March and management are now hard at work introducing the new concept in other depots. When complete this will enable us to offer customers nationally a level of service unmatched by any competitor. The other significant development, shareholders will recall, is the launch this Spring of an extensive advertising campaign focused on the homeowner, and designed to increase the demand for Marshalls block paving, garden and patio products. Through landscape contractors, that we approve to participate in the programme, consumers will be offered a ten year product and workmanship guarantee when our products are used. The Division maintains its relentless drive to improve manufacturing efficiency and reduce costs through capital investment and continuous improvement techniques, thus demonstrating management's determination to maintain our strong leadership position within the UK landscape products market. STONEMARKET This was the first full year we have enjoyed the benefit of this excellent acquisition, made in September 1998. The business manufactures and sells to the domestic market a unique range of concrete and natural stone products. Stonemarket's customers are principally garden centres, garden landscapers and independent builders' merchants. The strong consumer interest in garden products also benefited this business. Given the growth prospects still available in the market we have begun an investment programme to increase production capacity. Towards the end of the year we acquired 6.5 acres of land adjacent to the existing site which will progressively become available to the business for the location of additional production equipment and the storage of more finished stock. These developments in both Marshalls and Stonemarket enable the Division to look confidently to the future. Philip D Marshall Chief Executive - Landscape Products Division CLAY PRODUCTS DIVISION The Clay Products Division which produces a premium range of facing bricks, engineering bricks, clay pavers and specialist acid resistant products in its four Northern based factories, achieved turnover of £29.2 million in the year. This was in line with 1998 in value and volume. An improved product mix in favour of more added value products, a reduction in overheads and some gains in operating efficiency, contributed towards an operating profit of £4.3 million, 23 per cent up on last year. Only marginal benefit was gained from the operational review and benchmarking exercise undertaken during the year, and already reported to shareholders. This work did, however, lay the foundations for the 2000 business plan when we expect to see the benefits from the actions taken by management to come through. The Division now has a clear trading strategy both in terms of the markets it intends to pursue and the emphasis it plans to put on individual parts of the product range. To achieve the improvements in operating efficiency some capital investment will be necessary and implementation plans are well advanced. The rationalisation of the product range allowed the Division to reduce stocks by nearly ten per cent, which had a positive impact on working capital. Brick industry sales finished the year ahead of 1998 at a little over three billion bricks. This represents a significant recovery from the early part of the year and a strong last quarter. Industry production levels remain fairly constant reducing industry stock below one billion bricks. This backdrop is expected to produce reasonable price stability in the market. R Blair Illingworth Chief Executive - Clay Products Division EMERGING BUSINESSES DIVISION The Emerging Businesses Division was formed during the year so comparing its performance with previous periods is neither easily possible or meaningful. The intention was to bring together, though manage independently, all the important smaller Group businesses like natural stone, flooring, drainage products, interior paving and street furniture to give them individual focus and attention. The Division is also a natural initial home for small acquisitions where there is an opportunity to grow them into significant profit contributors for the Group over a reasonable period of time. Natural Stone The business is the premium quality and service provider of branded natural stone products to the UK commercial, domestic and selected overseas markets. Sales in 1999 were 23 per cent ahead of 1998 reflecting the continuing move by the market towards high quality natural materials and the widening of our range to include imported products, like granite. Further investment has been made to increase capacity and improve efficiency in the processing operation. Some benefit from this will show through in 2000 given that the business enters the new financial year with a strong order book. Flooring Flooring has supplemented its existing range of pre-cast concrete beams for house floors, wide slab flooring for commercial projects, and pre-cast stairways with a range of reinforced concrete products, focused on traffic management and water storage. This was a record year for the business with sales 14 per cent ahead. An improvement in product mix and internal efficiencies, plus a reduction in waste have all paid dividends. The sales of Jetfloor Super an innovative product for the private housing market have been particularly encouraging. We are confident that further progress is still possible in all these areas. Drainage Products The Drainage business unit manufactures and supplies a range of linear drainage for use in highway construction and with hard landscaping schemes in both the commercial and domestic sectors. The reduced road building programme resulted in sales which were 9 per cent below 1998. Management has been strengthened and a number of initiatives have been introduced to improve the design service and customer response. This is expected to have an increasing benefit as the current year progresses. Street Furniture The business manufactures a broad range of concrete street furniture and supplements it with the resale of a wide range of complementary products. Commercial developers and local authorities around the country are the main customers of the business where the products are often specified in conjunction with the Group's landscape products. Turnover increased in the year by 13 per cent. Classical Flagstones Classical Flagstones, an exciting recent acquisition by the Group, manufactures handmade flagstones for the interior market. While the business is relatively small this is a growth sector, and management will be helped in expanding the business by having access to Group resources. Investment is being made immediately in additional premises and capacity to facilitate the expansion. Summary The Division is well on the way to becoming established as a new profit centre within the Group. Giving these smaller businesses individual focus and attention, has identified many additional growth opportunities. Some of these are already in progress but others will be pursued as the year progresses. D Graham Holden Chief Executive - Emerging Businesses Division MARSHALLS PLC PRELIMINARY ANNOUNCEMENT OF RESULTS AUDITED CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 1999 1999 1998 Notes £'000 £'000 Turnover Continuing operations 278,547 252,308 Discontinued operations - 1,627 _______ _______ 1 278,547 253,935 _______ _______ Operating profit Continuing operations 42,754 34,825 Discontinued operations - (135) _______ _______ Profit on ordinary 1 42,754 34,690 activities before interest Interest - net 2,110 1,145 _______ _______ Profit on ordinary 40,644 33,545 activities before taxation Taxation on profit on 11,700 9,798 ordinary activities _______ _______ Profit for the 28,944 23,747 financial year Preference dividends - 3,596 4,090 non equity shares _______ _______ Profit attributable to 25,348 19,657 ordinary shareholders _______ _______ Earnings per share: Basic 19.90p 15.70p Diluted 17.60p 14.07p _______ _______ MARSHALLS PLC PRELIMINARY ANNOUNCEMENT OF RESULTS AUDITED CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 1999 1999 1998 Notes £'000 £'000 Fixed assets Intangible 14,146 11,276 Tangible 139,910 133,639 _______ _______ 154,056 144,915 Current assets Stocks 44,296 40,737 Debtors 39,412 29,888 Cash at bank and in 13,898 14,228 hand _______ _______ 97,606 84,853 Creditors - due within 56,292 49,344 one year _______ _______ Net current assets 41,314 35,509 _______ _______ Total assets less 195,370 180,424 current liabilities Creditors - due after 20,027 20,294 more than one year _______ _______ Net assets 2 175,343 160,130 _______ _______ Capital and reserves Called up share capital 43,498 43,645 Share premium 15,023 14,567 Revaluation reserve 5,166 5,166 Other reserves 10,274 10,274 Profit and loss account 101,382 86,478 _______ _______ Shareholders' funds 175,343 160,130 _______ _______ Analysis of shareholders' funds Equity 128,382 102,749 Non Equity 46,961 57,381 _______ ________ 175,343 160,130 _______ ________ MARSHALLS PLC PRELIMINARY ANNOUNCEMENT OF RESULTS AUDITED CASH FLOW FOR THE YEAR ENDED 31 DECEMBER 1999 1999 1998 Notes £'000 £'000 Cash flow from 3 46,884 39,671 operating activities Returns on investments (4,779) (5,354) and servicing of finance Taxation (11,785) (9,981) Capital Expenditure (17,779) (20,041) Acquisitions and (3,508) (1,418) disposals Equity dividends paid (9,198) (7,812) _______ _______ Cash outflow before use (165) (4,935) of liquid resources and financing Management of liquid 4,650 22,500 resources Financing (165) (17,748) _______ _______ Increase/(decrease) in 4,320 (183) cash in the year _______ _______ Reconciliation of net cash flow to movement in net debt Increase/(decrease) in 4,320 (183) cash in the year Cash outflow from 474 11,270 decrease in debt and lease financing Cash inflow from (4,650) (22,500) decrease in liquid resources _______ _______ Change in net debt 144 (11,413) resulting from cash flows New finance leases and (251) - loans on acquisition of businesses Translation differences (13) (23) _______ _______ Movement in net debt in (120) (11,436) the year Net (debt)/funds at (6,331) 5,105 beginning of year _______ _______ Net debt at end of year (6,451) (6,331) _______ _______ MARSHALLS PLC PRELIMINARY ANNOUNCEMENT OF RESULTS AUDITED PRIMARY STATEMENT FOR THE YEAR ENDED 31 DECEMBER 1999 1999 1998 Notes £'000 £'000 Consolidated statement of total recognised gains and losses Profit for the 28,944 23,747 financial year Exchange differences on foreign currency loan (13) 89 _______ _______ Total recognised gains 28,931 23,836 and losses _______ _______ MARSHALLS PLC PRELIMINARY ANNOUNCEMENT OF RESULTS AUDITED CONSOLIDATED NOTES FOR THE YEAR ENDED 31 DECEMBER 1999 1999 1998 £'000 £'000 1. Analysis of turnover and operating profit Turnover Continuing - UK Landscape & Emerging 249,338 223,126 Businesses Clay 29,209 29,182 _______ _______ 278,547 252,308 Discontinued - USA Concrete - 1,627 _______ _______ 278,547 253,935 _______ _______ Operating profit Continuing - UK Landscape & Emerging 38,552 31,413 Businesses Clay 4,316 3,512 Goodwill amortisation (629) (143) Property 515 43 _______ _______ 42,754 34,825 Discontinued - USA Concrete - (135) _______ _______ 42,754 34,690 _______ _______ 2. Analysis of net assets Continuing - UK Landscape & Emerging 140,048 123,550 Businesses Clay 43,522 44,534 _______ _______ 183,570 168,084 Unallocated net (8,227) (7,954) liabilities _______ _______ 175,343 160,130 _______ _______ 1999 1998 £'000 £'000 3. Reconciliation of operating profit to cash flow from operating activities Operating profit 42,754 34,690 Amortisation charges 629 143 Depreciation charges 12,002 11,474 Profit on sale of (625) (198) tangible fixed assets Increase in stocks (3,509) (3,743) Increase in debtors (9,403) (2,260) Increase/(decrease) in 5,036 (435) creditors _______ _______ 46,884 39,671 _______ _______ 4. Other The above financial information does not constitute statutory accounts for the year ended 31 December 1999 or for the year ended 31 December 1998 but is derived from those accounts. Statutory accounts for the year ended 31 December 1998 have been delivered to the Register of Companies. The auditors have reported on the year ended 31 December 1998 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 the year ended 31 December 1999 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 Annual General Meeting will be held at the Forte Posthouse Hotel, Brighouse at 2.30pm on Wednesday 11 May 2000. The annual report will be posted on 6 April 2000.

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