Final Results

Oxford Instruments PLC 13 June 2006 13 June 2006 Oxford Instruments plc Announcement of preliminary results for the year to 31 March 2006 Oxford Instruments plc, a leading provider of high technology tools and systems for industry and research, today announced its preliminary results for the year to 31 March 2006: •Orders and revenue of the underlying businesses*, including acquisitions, were £159.9 million (2005 £136.9 million) and £153.8 million (2005 £135.6 million) respectively; orders were up 16.8% and revenue up 13.4%; •Trading profit of the underlying businesses*, before non-recurring items and intangible amortisation, was £6.9 million (2005 £9.1 million); •£3.3 million cash was spent on the product development investment initiative announced in June 2005, and of this £0.6 million was capitalised; •Underlying trading profit, after adjusting for the extra £2.7 million development costs charged to revenue, was £9.6 million, up £0.5 million on the previous year; •Out of the accelerated new product development programme two potentially significant new generation products were launched and early customer response has been very encouraging; •The loss making UK magnet business was restructured and a new combined NanoScience business created, involving restructuring costs of £6.6 million and the expectation of improving trading profit by at least £3.0 million in 2007; •The pre-tax loss of £0.9 million (2005 profit £0.1 million) reflected the implementation of strategic actions to reposition the Group for growth; •Continuing basic earnings per share were a loss of 7.2p (2005 loss 3.0p); adjusted basic earnings per share** were 9.1p (2005 13.9p); an unchanged final dividend of 6.0p per share is recommended; • Net cash at 31 March 2006 was £9.8 million (2005 £26.5 million). * Group businesses excluding the restructured magnet business ** Before other operating income, amortisation of acquired intangibles, restructuring and other non-recurring costs, the trading loss of the restructured magnet business and discontinued operations Nigel Keen, Chairman of Oxford Instruments plc, said: "Although much remains to be done, we have made important progress in repositioning the Group towards future growth markets by concentrating on tools and systems that enable customers to use our products to transform the Nanoscience they undertake into the Nanotechnology we all use. "Trading in the first two months of the year is on track. We are now set on a path which will provide significant opportunities to grow the business and thereby increase value for our shareholders." Enquiries: Oxford Instruments plc Tel: 01865 881437 Fax: 01865 884045 Jonathan Flint, Chief Executive Martin Lamaison, Financial Director Hogarth Partnership Limited Tel: 020 7357 9477 Fax: 020 7357 8533 Andrew Jaques/Anthony Arthur For further copies of this announcement please contact Lynn Shepherd at the Company's registered office at Old Station Way, Eynsham, Witney, Oxon OX29 4TL (email: lynn.shepherd@oxinst.co.uk). Chairman's Statement We are implementing the Strategy that Jonathan Flint and I outlined last year at the time of his appointment as Chief Executive. Jonathan reports in more detail on the evolution of this Strategy. Although much remains to be done, we have made important progress in repositioning the Group towards future growth markets by concentrating on tools and systems that enable customers to use our products to transform the Nanoscience they undertake into the Nanotechnology we all use. Group trading profit of the underlying business, before non-recurring items and intangible amortisation, was £6.9 million. This was after charging £2.7 million arising from the planned product development investment initiative announced in June 2005. Before this expenditure, trading profit was £9.6 million, up £0.5 million on the previous year. The Group's Income Statement shows the results for the year split between the part of the magnet business where we have ceased volume manufacture (the restructured magnet business) and the remaining business (the underlying business). This shows the effect of the actions we have taken and announced. Group revenue of the underlying business for the year to 31 March 2006 was £153.8 million, £18.2 million (13.4%) higher than the previous year. Our recent acquisitions, Metorex International, Resonance Instruments and HKL Technologies, have all contributed to this year's performance. Revenue of the restructured magnet business in the year was £13.4 million (2005 £19.2 million) and its trading loss increased to £2.5 million (2005 £1.7 million). The restructuring of this business, which will avoid a continuation of these losses, involved non-recurring costs of £6.6 million, mainly redundancies, moving costs and stock write offs. The provisions against stock, including cancelled new product developments and end of line supplier commitments, are higher than anticipated at the time of the February announcement. Additionally, costs have been provided for on site work required to meet customer specification requirements in the bespoke magnet business. Other income of £2.0 million, from disposals of minority interests and a surplus property, has partially offset these non-recurring costs. After net financial expenditure of £0.4 million the Group made a loss before income tax of £0.9 million (2005 profit £0.1 million) from the combined results of the underlying business and the restructured magnet business. Within Analytical the trading profit, before non-recurring items and intangible amortisation, decreased to £6.0 million from £6.4 million. Although our NanoAnalysis (formerly Microanalysis) and Industrial Analysis businesses continued to move ahead, showing the sixth successive year of profit growth, the trading performance of our Plasma Technology business was impacted by market pricing pressures although these appear to have now eased. The X-ray Technology business again produced growth in revenue and trading profit, driven by the continuing buoyancy of the market for environmental monitoring tools. In Superconductivity the underlying business made a trading profit, before non-recurring items and intangible amortisation, of £0.9 million. After adding back the planned increase in product development expenditure of £2.5 million the adjusted trading profit of £3.4 million was £0.7 million higher than last year. In February 2006 we decided to cease the volume manufacture of NMR and ICR magnets as a product range and to integrate the NMR magnet skills and technology with the Physical Science bespoke superconducting magnets and cryogenics business based at Tubney Woods, renaming the combined business, Oxford Instruments NanoScience. This restructuring is expected to improve the Superconductivity trading profit next year by at least £3.0 million and will allow greater clarity of the results of the rest of the Group. The NanoScience business, now under new management, will continue to offer the scientific community a range of novel bespoke magnets and cryogenics but at the same time will seek to secure a proper reward for the technical risks involved. Our Superconducting Wire business in the USA continues to perform well and achieved 7% growth in wire sales. Good results were achieved from the extra £3.3 million cash spent during the year on incremental product development under the sponsorship of our Oxford Instruments Innovation group. Two potentially significant new products were launched and early customer response has been very encouraging. Basic earnings per share for the continuing business were a loss of 7.2 pence (2005 loss 3.0 pence). Basic adjusted earnings per share (defined as earnings per share for the underlying business, before other operating income, non-recurring items and intangible amortisation) were 9.1 pence (2005 13.9 pence). The Board recommends a final dividend of 6.0 pence, making the total dividend of 8.4p for the year, unchanged from last year excluding the special dividend of 25p paid in March 2005. Net cash at 31 March 2006 was £9.8 million (2005 £26.5 million). We have a talented and enthusiastic workforce and I would like to thank all of them for their positive response to the new strategy and the resulting changes, and for delivering a creditable improvement in performance in the year. During the year Charles Holroyd and Steve Parker joined the Board as Executive Directors. They both have functional worldwide responsibilities in addition to their business responsibilities for certain parts of the Group. We announced in May that Martin Lamaison will retire as Group Financial Director with effect from 7 August 2006 and that Kevin Boyd, currently Group Finance Director of Radstone Technology plc, will succeed him. I would like to thank Martin for his outstanding contribution to Oxford Instruments over the years. We are delighted with the appointment of Kevin and believe that his wide ranging business experience will be an asset to the Group as it continues to evolve and grow. Trading in the first two months of the year is on track. We are now set on a path which will provide significant opportunities to grow the business and thereby increase value for our shareholders. Nigel Keen Chairman 13 June 2006 Chief Executive's Review I have been Chief Executive of Oxford Instruments for a year now and we have made good progress in reinventing the Group. Last year I outlined our new strategy based around our core skills of a deep understanding of matter at the atomic and molecular level. This strategy simultaneously provides a unified theme for all parts of Oxford Instruments and defines the markets in which the Group seeks to grow. Growth is a key element of our strategy, as through growth we can achieve the scale necessary to stay at the forefront of our chosen technological areas. The key elements of the strategy this year have been: •To move the business from a technology led, to a customer focused business •To move towards a systems and solutions orientated company •To aggressively move into new markets and launch new products •To move the business towards a single integrated entity •To control costs through technology, process and organisation Each of these key elements of the strategy has progressed during the first year, though in some areas there remains much more to be done. Focus on the customer - Our new 'voice of the customer' initiative has been rolled out across the company. This ensures that customer feedback informs our new product development. Steve Parker was appointed to the Board of Oxford Instruments plc in November and he has taken on specific responsibility for leading the customer focus drive across the business. Encouragingly we have seen a growth in service revenues over the last year of 8%. This provides a stable long-term high quality revenue stream for the business. As our new products become established in the installed base, there are opportunities to grow this type of business further. Total solutions - We are recruiting applications engineers into the business and we are increasingly able to offer complete solutions to our customers. We have set up a new applications laboratory in Oxfordshire for our growing Molecular Biotools business. This laboratory, together with our existing network of seven worldwide application laboratories, enable end users to interact directly with our products and specialists, seeing for themselves the capability of Oxford Instruments tools. New products and markets - The Oxford Instruments Innovation Group is doing well in identifying and developing radical new products, which will fuel the growth of the business. In particular, the launch of 'HyperSense' DNP system has generated huge customer interest. HyperSense has the potential to revolutionise many NMR applications. The research community is particularly excited. Prof Geoffrey Hawkes, Professor in Physical Organic Chemistry, Queen Mary, University of London said "The sensitivity enhancements achievable in nuclear magnetic resonance (NMR) spectroscopy through the use of HyperSense are now well established, and at Queen Mary we are engaged in exploiting this sensitivity gain in applications which have great potential to the pharmaceutical industry for drug related research, and applications for biocompatible implant material". The first three units of this product have been delivered to customers. Two further new products were developed during the year. The first of these, 'Flexal' was launched in May 2006. 'Flexal' is the first of a range of tools which use Atomic Layer Deposition (ALD) to fabricate one atom thick layers for customers in the electronics, semiconductor and optics industries. The second of these new tools will be launched later this year. Single Entity - A unified organisational structure has now been implemented throughout the Group. I have created a central senior management team, all of whom have functional groupwide responsibilities. The business streams have been reorganised to provide a greater business focus on markets and customer groups. This has encouraged a 'one company' culture and at the same time created new management opportunities for our best people. Common technological themes can rapidly be shared between the business and duplication of costs and process has been reduced. Cost base - We continued to work on the reduction of our cost base. In November Charles Holroyd was appointed to the Board with specific responsibility for improving operational efficiency. Our two Oxford based sites have been consolidated into a single facility at Tubney Woods, which will yield significant ongoing savings. At the same time we have ceased production of our loss making volume magnet product lines. In addition we have moved the production of several of our product ranges to our low cost manufacturing facility in Shanghai. On the back of these initiatives orders and revenue of the continuing business in the year rose by 16.8% and 13.4% respectively and trading profit, after adding back the increased new product development spend announced last year, is up by 5%. The action taken to close down the loss making undifferentiated magnet product lines together with site consolidation and further use of our low cost production facilities means that the way is now clear for sustained margin improvement. Over the next few years we intend to continue to drive our business through the implementation of our strategy to develop new generation tools for the nanotechnology and bioscience industries. This will result in increased revenue, arising from both organic and acquisitive growth. Over the next five years I have targeted a doubling in turnover, and this revenue growth, coupled with cost reduction, should enable us to increase the return on sales by 10% of sales revenue over the same period. The Group has in place a risk management and mitigation approach which aims to ensure our medium term objectives set out above are achievable. The key risks which we address include competitive risks (pricing, new product introduction, acquisition prospects); technical risks (new product development, new technology); and commercial risks (fixed price technically demanding contracts, foreign exchange and commodity price movements, key customers and suppliers). Our increased R & D spend will enable us to generate radical new products which will enable existing and new customers to turn Nanoscience into Nanotechnology. Our new NanoScience business will operate at the very cutting edge of technology. At any time we will have a few one-off magnet contracts where the technical achievements to meet customer specification are challenging, but we have put enhanced controls in place to manage these contracts. The NanoScience business also exposes potential future customers to our products during their years in higher education. At the moment our Analytical businesses have a number of high quality tools operating in distinct markets. We have identified significant latent demand if we could offer a more comprehensive tool capability which unifies these currently separate markets. Our strategy is to develop, and in some cases acquire, tools to fill in any capability gaps. This will enable us to offer a complete spectrum of analytical tools to our nanoscience and bioscience customers. Our growth strategy will enable us to remain at the forefront of the business of science and enable our shareholders to benefit from Oxford Instruments world-renowned technical capability. This is an exciting time for all of us at Oxford Instruments. Our new strategy provides the engine which can deliver these growth targets and I am looking forward to making it happen. Jonathan Flint Chief Executive 13 June 2006 Performance Review Analytical Orders and revenue for the year were £85.5 million (2005 £67.9 million) and £80.7 million (2005 £68.8 million) respectively. Trading profit, before non-recurring items and intangible amortisation, was £6.0 million (2005 £6.4 million). During the year steps were taken to introduce a more market-focused structure within our Industrial Analysis (formerly Industrial Products) and NanoAnalysis (formerly Microanalysis) businesses in order to be more responsive to customer needs and to reach into new markets. Separate sales, service and product development teams have been established within each business but both continue to share all other functions. New sales and distribution offices have been set up in Russia and India. Our Industrial Analysis business has benefited immediately from these actions and revenue grew strongly in the second half. Metorex, acquired in September 2004, continued its excellent performance and has benefited from access to the existing Analytical global sales and distribution network. We introduced new products for environmental monitoring during the year for compliance testing under the Restriction of Hazardous Substances (RoHS) legislation and for soil analysis. At the end of March our isotope based 'Horizon' product was relaunched in France for use in measuring lead in paint. The introduction of environmentally friendly low sulphur fuels with differing sulphur concentrations means that a wide range of customers now require simple, "on the spot" sulphur analysis to certify that the fuel being used at a particular location conforms to an agreed specification. Industrial Analysis has now introduced its latest generation Lab-X instrument to offer sulphur analysis 'outside of the laboratory' to any location in the fuel supply chain. We have now transferred the full range of our hand held coating measurements gauges from Chicago to our low cost facility in Shanghai, as well as the larger benchtop CMI 900 instrument used in the same marketplace, when higher precision is required. A project management team has been tasked with the rapid transfer to China of several other products currently made in the UK and USA. The market for our NanoAnalysis business, providing analytical instruments for electron microscopes, remained steady. With the acquisition of HKL Technology in April 2005, the product portfolio has been significantly enhanced with the addition of the 'best in class' EBSD (electron backscatter diffraction) system. Following the successful integration of the HKL EBSD system with our existing market leading EDS (energy dispersive spectroscopy) platform and our WDS (wave length dispersive spectroscopy) systems, we now offer the best combination of elemental analysis systems in the market for use with electron microscopes. The second half of the year showed good growth as the new management structure allowed the NanoAnalysis team to focus better on their customers' needs. NanoAnalysis margins and profit remained strong throughout the year. Our greater focus on NanoAnalysis applications, as reflected in our decision to change the name of this business from Microanalysis, has also allowed the business to take advantage of the emerging nanotechnology markets and in particular to address the nanocharacterisation sector. Although down on the previous year, our Plasma Technology business was profitable in the year. There was no significant upturn in the compound semiconductor market. However the market for high brightness light emitting diodes (LEDs) continues to grow with widespread utilisation already being seen in the automotive industry. These products are very energy efficient which is expected to lead to increasing use in the domestic and other lighting markets. Reflecting this, we received orders from eight new customers in this sector during the year. A vigorous programme of product introduction based on extensive customer research is now being reflected in new Plasma Technology product launches. In particular we have successfully installed beta sites for our new 'Plasma Enhanced Atomic Layer Deposition' (PEALD) product. Initial customer reaction has been positive with sales enquiries already active. The PEALD product offers the ability to deposit nano-scale thin films of material in the creation of nanostructures for new generation semiconductor, micro mechanical and optical devices and in new surface treatments. New nanofabrication tools will be launched in a few months and will be used for the controlled, repeatable growth of nanotubes and nanowires from carbon, silicon and other materials. These are expected to form the basis of a whole new generation of electronic devices for use in solar cells, display technology and nanowire transistors as well as a range of materials science applications. Our X-ray Technology business produced another year of revenue and profit growth. Following several years of growth for its low power X-Ray sources, driven in large part by new environmental legislation, the business is increasing its manufacturing capacity and moving to larger premises in the Scotts Valley area of California. The business now has a dominant market share in the RoHS market segment and is seeing new growth from the ultra-low sulphur market. In recognition of our leading position in low form factor X-ray tubes, we have been awarded a US$1.1 million development contract from NASA to develop an X-ray tube for use in space. Superconductivity Orders and revenue for the underlying business for the year were £74.4 million (2005 £69.0 million) and £73.1 million (2005 £66.8 million) respectively. Trading profit of the underlying business, before non-recurring items and intangible amortisation, was £0.9 million (2005 £2.7 million). The market for bespoke superconducting magnets and cryogenic equipment picked up as the year progressed and orders were strong in the second half. However towards the end of the year it became clear that radical restructuring of our NMR magnet activity was needed reflecting the future intention of one of our major customers to source increasingly from its own recently acquired magnet manufacturing factory. In February 2006 we announced we would discontinue volume production of undifferentiated magnets for OEM customers, close our manufacturing facility in Eynsham, Oxfordshire and consolidate all our magnet and cryogenic activity at our nearby Tubney Woods facility. At the same time a new managing director was appointed to the merged business, now known as Oxford Instruments NanoScience. These moves will greatly strengthen the ongoing business. The Molecular Biotools business was formed in April 2004 within the UK Superconductivity business. It was created to exploit the technology licensed exclusively from GE Healthcare to develop the world's first commercial Dynamic Nuclear Polarization technique (DNP). The use of DNP in conjunction with conventional liquid state NMR provides an information rich technique that cannot easily be achieved with conventional NMR instrumentation alone. The information thus generated will help researchers understand the structure and function of molecules that play a vital role in biochemical pathways. This will assist in the field of life science and drug discovery. The first major product to be developed, 'HyperSense', was officially launched at the annual ENC (Experimental NMR Conference) tradeshow in April 2006. Several beta sites have been successfully installed and are generating exciting new information. We now have five collaboration programmes with major academic institutes. Ahead of forecasts we have now taken three orders in addition to our beta site installations. A state of the art DNP-NMR applications facility has now been set up at the Tubney Woods site to develop analytical protocols, to run customer samples and to generate novel applications in biomolecular analysis. Within Molecular Biotools the Resonance Instruments business, acquired in September 2004, had a good year and showed growth in both revenue and trading profit. A new bench top NMR instrument 'MQC' for quality analysis and control for food and chemical manufacture was launched in April 2006. This product has been well received and is now in production. Superconducting wire revenue continued to grow, with reduced demand from within the Group more than offset by increased third party customer requirements. This reflected growth in the market for hospital MRI magnets, but the profitability of the business was adversely affected by sales price erosion and rising raw material prices, particularly copper. The International Thermonuclear Energy Reactor (ITER) project, an internationally backed programme aimed at generating huge quantities of power, will provide an opportunity for significant additional wire volumes in the coming years, both directly and in collaboration with other worldwide producers. We have supplied materials under the qualification programme and have met the required specification. For about five years this programme will significantly increase the amount of superconducting wire produced worldwide. We are finalising our plans to invest in new plant to support this activity and the rest of the wire business. The MRI magnet service business revenue grew during the year reflecting the steady growth of the installed base in both American and Japanese hospitals. As the organisation grows in both countries it is able to offer an increasingly attractive service to its customers. The USA maintenance support contract with Siemens was renegotiated and extended. The Austin Scientific cryogenic pump and compressor business had an excellent year with growth in both revenue and profits. Additionally there was a better revenue balance between the US domestic and international markets. Acquisitions, disposals and discontinued businesses In April 2005 the Group acquired the share capital of HKL Technologies A/S, based in Hobro, Denmark. A total cash consideration of £2.1 million was paid during the year with a further estimated £0.3 million due to be paid based on the level of post acquisition sales revenue growth. HKL is a supplier of electron backscatter diffraction devices used in conjunction with electron microscopes. The revenue of HKL in the year was £1.8 million on which it made a small contribution to trading profit of £0.1 million. The minority investments in Target Systemelectronic GmbH and Target Instruments Inc were sold in March 2006 for £2.2 million as was a small part of the minority holding in ARKeX Limited realising £0.1 million. In addition, the surplus property in Oak Ridge, Tennessee was sold in March 2006 for £0.6 million. The combined profit on these transactions of £2.0 million is shown in other income. The Group's Medical business was sold to VIASYS Healthcare Inc. on 1 March 2005 and has been treated as a discontinued business in the prior year results. Investment in research and development (R&D) The total cash spent on research and development by the underlying business in the year was £12.3 million, up £3.2 million on the prior year. This was made up as follows: 2006 2005 £ million £ million ---------- ---------- Research and development as shown in the income statement 10.8 9.2 Removal of amortisation of previously capitalised research and development (1.1) (1.4) --------------------------------- ---------- ---------- Cash spend charged to the income statement 9.7 7.8 Add research and development spend capitalised in the year 2.6 1.3 --------------------------------- ---------- ---------- Total cash spent on research and development in the year 12.3 9.1 --------------------------------- ---------- ---------- The net book value of capitalised R&D at the end of the financial year was £5.5 million (2005 £4.0 million) and consisted mainly of the development costs of new generation Analytical instruments. R&D capitalised in the year represented 21% (2005 14%) of the total cash spent on R&D. Pensions Overall the deficit in the UK scheme increased by £9.4 million to £49.9 million. Assets of the scheme at 31 March 2006 were £123.3 million. Despite an increase in assets of £22.2 million over the year this was more than offset by the combined effect of a reduction in the discount rate applied to liabilities and a further change in the mortality tables. An actuarial valuation as at 31 March 2006 is in progress and once the results are available to the Company and the Pension Trustee Directors a long term plan for funding the deficit will be agreed which is acceptable to all parties. By the end of March 2006 £1.8 million of the special contribution of £6.0 million referred to last year had been paid into the scheme. The balance will form part of the long term funding plan. Group Income Statement Year ended 31 March 2006 Underlying Restructured 2006 business magnet performance business Notes £m £m £m ------ --------- --------- --------- Revenue 2 153.8 13.4 167.2 Cost of sales (105.3) (13.8) (119.1) ----------------------- ------ --------- --------- --------- Gross profit/(loss) 48.5 (0.4) 48.1 Selling and marketing costs (21.3) (0.5) (21.8) Administrative expenses (9.5) (0.7) (10.2) Research and development (10.8) (0.9) (11.7) ----------------------- ------ --------- --------- --------- Trading profit/(loss) 2 6.9 (2.5) 4.4 Other operating income 3 2.0 - 2.0 Amortisation of acquired (0.2) - (0.2) intangibles Restructuring and other non-recurring 4 (0.1) (6.6) (6.7) costs ------ --------- --------- --------- ----------------------- Operating profit/(loss) 8.6 (9.1) (0.5) Financial income 5 8.1 Financial expenditure 6 (8.5) ----------------------- ------ --------- --------- --------- (Loss)/profit before income tax and (0.9) discontinued operations Income tax expense 7 (2.5) ----------------------- ------ --------- --------- --------- Loss after taxation before discontinued (3.4) operations Profit from discontinued operations 2 - after tax ------ --------- --------- --------- ----------------------- (Loss)/profit for the period attributable to equity shareholders of (3.4) the parent ------ --------- --------- --------- ----------------------- pence ----------------------- ------ --------- --------- --------- Earnings per share - continuing 8 Basic earnings per share (7.2) Diluted earnings per share (7.1) Dividends per share 9 Dividends paid 6.0 Dividends proposed 8.4 ----------------------- ------ --------- --------- --------- Total dividends £m ----------------------- ------ --------- --------- --------- Dividends paid 2.9 Dividends proposed 4.0 ----------------------- ------ --------- --------- --------- Group Income Statement Year ended 31 March 2005 Underlying Restructured 2005 business magnet performance business Notes £m £m £m ----------------------- ------ --------- --------- --------- Revenue 2 135.6 19.2 154.8 Cost of sales (93.1) (17.3) (110.4) ----------------------- ------ --------- --------- --------- Gross profit/(loss) 42.5 1.9 44.4 Selling and marketing costs (19.2) (0.3) (19.5) Administrative expenses (5.0) (1.0) (6.0) Research and development (9.2) (2.3) (11.5) ----------------------- ------ --------- --------- --------- Trading profit/(loss) 2 9.1 (1.7) 7.4 Other operating income 3 0.2 - 0.2 Amortisation of acquired (1.3) - (1.3) intangibles Restructuring and other non-recurring 4 (6.2) - (6.2) costs ------ --------- --------- --------- ----------------------- Operating profit/(loss) 1.8 (1.7) 0.1 Financial income 5 5.3 Financial expenditure 6 (5.3) ----------------------- ------ --------- --------- --------- (Loss)/profit before income tax and 0.1 discontinued operations Income tax expense 7 (1.7) ----------------------- ------ --------- --------- --------- Loss after taxation before discontinued (1.6) operations Profit from discontinued operations 2 7.2 after tax ------ --------- --------- --------- ----------------------- (Loss)/profit for the period attributable to equity shareholders of 5.6 the parent ------ --------- --------- --------- ----------------------- pence ----------------------- ------ --------- --------- --------- Earnings per share - continuing 8 Basic earnings per share (3.0) Diluted earnings per share (3.1) Dividends per share 9 Dividends paid 33.4 Dividends proposed 33.4 ----------------------- ------ --------- --------- --------- Total dividends £m ----------------------- ------ --------- --------- --------- Dividends paid 15.7 Dividends proposed 15.8 ----------------------- ------ --------- --------- --------- Group Statement of Recognised Income and Expenditure Year ended 31 March 2006 2006 2005 Notes £m £m ----------------------------- ------ ---------- ---------- Foreign exchange translation differences 0.9 - Cash flow hedges - effective portion (0.3) - Deferred tax on the above 0.1 - Actuarial loss in respect of post retirement (10.3) (6.1) benefits Deferred tax on the above 3.1 1.9 Impairment of carrying value of investment (0.2) - ----------------------------- ------ ---------- ---------- Net loss recognised directly in equity (6.7) (4.2) (Loss)/profit for the period (3.4) 5.6 ----------------------------- ------ ---------- ---------- Total recognised (expense)/income for the year (10.1) 1.4 ----------------------------- ------ ---------- ---------- Total recognised (expense)/income for the year (10.1) 1.4 Effect of adoption of IAS 32 and IAS 39, net of 0.2 - tax on 1 April 2005 (2005 not restated) - cash flow hedges ------ ---------- ---------- (9.9) 1.4 ----------------------------- ------ ---------- ---------- Group Balance Sheet As at 31 March 2006 2006 2005 Notes £m £m ----------------------------- ------ ---------- ---------- Assets Non-current assets Property, plant and equipment 23.4 23.0 Intangible assets 10 15.6 12.5 Investments 1.0 1.6 Deferred income tax assets 19.1 15.1 ----------------------------- ------ ---------- ---------- 59.1 52.2 Current assets Inventories 27.1 23.9 Trade and other receivables 46.2 46.8 Derivative financial instruments 0.1 - Cash and cash equivalents 13.9 29.7 Held for sale assets 5.0 5.4 ----------------------------- ------ ---------- ---------- 92.3 105.8 ------ ---------- ---------- Total assets 151.4 158.0 ----------------------------- ------ ---------- ---------- Equity Capital and reserves attributable to the Company's equity holders Share capital 2.4 2.4 Share premium account 20.2 19.4 Other reserves 16.0 16.0 Translation reserve 0.9 - Retained earnings 6.9 20.2 ----------------------------- ------ ---------- ---------- 11 46.4 58.0 ------ ---------- ---------- Liabilities Non-current liabilities Borrowings 0.5 1.1 Retirement benefit obligations 53.4 43.3 ----------------------------- ------ ---------- ---------- 53.9 44.4 Current liabilities Borrowings 2.9 2.1 Bank overdrafts 1.2 1.1 Trade and other payables 38.7 44.3 Current income tax liabilities 1.9 1.3 Derivative financial instruments 0.3 - Provisions 6.1 6.8 ----------------------------- ------ ---------- ---------- 51.1 55.6 ------ ---------- ---------- Total liabilities 105.0 100.0 ------ ---------- ---------- Total liabilities and equity 151.4 158.0 ----------------------------- ------ ---------- ---------- Group Statement of Cash Flows Year ended 31 March 2006 2006 2005 £m £m --------------------------------- ---------- ---------- Cash flows from operating activities Cash receipts from customers 169.2 185.9 Cash paid to suppliers and employees (173.9) (177.6) --------------------------------- ---------- ---------- Cash generated from operations (4.7) 8.3 Interest paid (0.6) (0.2) Income taxes paid (2.7) (2.2) --------------------------------- ---------- ---------- Net cash from operating activities (8.0) 5.9 --------------------------------- ---------- ---------- Cash flows from investing activities Proceeds from sale of property, plant and equipment - 0.8 Proceeds from sale of held for sale assets 0.6 - Proceeds from sale of investment 2.2 - Interest received 0.9 0.7 Disposal of subsidiary, net of cash disposed - 24.0 Acquisition of subsidiaries, net of cash acquired (3.9) (5.8) Acquisition of property, plant and equipment (4.2) (3.2) Capitalised development expenditure (2.6) (1.2) --------------------------------- ---------- ---------- Net cash from investing activities (7.0) 15.3 --------------------------------- ---------- ---------- Cash flows from financing activities Proceeds from issue of share capital 0.8 0.4 Proceeds from the disposal of own shares 0.1 - Proceeds from increase in short term borrowings 0.8 0.6 Dividends paid (2.9) (15.7) --------------------------------- ---------- ---------- Net cash from financing activities (1.2) (14.7) --------------------------------- ---------- ---------- Net (decrease)/increase in cash equivalents (16.2) 6.5 Cash and cash equivalents at beginning of the period 28.6 22.3 Revaluation of cash balances on adoption of IAS 32 and IAS (0.1) - 39 Effect of exchange rate fluctuations on cash held 0.4 (0.2) --------------------------------- ---------- ---------- Cash and cash equivalents at end of the period 12.7 28.6 --------------------------------- ---------- ---------- Notes on the Preliminary Financial Statements 1. Basis of presentation of accounts The attached financial statements are the Group's first financial statements following the adoption of International Financial Reporting Standards (IFRS). These financial statements have been prepared in accordance with IFRS adopted for use in the EU ('Adopted IFRS') in accordance with EU Law (IAS Regulation EC/ 606/2002). As allowed by IFRS 1 'First-time adoption of IFRS', the Group adopted IAS 32 'Financial instruments: disclosure and presentation' and IAS 39 'Financial instruments: recognition and measurement', prospectively from 1 April 2005. Consequently, until 31 March 2005, the Group continued to hedge account for forecast foreign exchange transactions in accordance with UK GAAP, and hence the comparative financial statements exclude the impact of these standards. On 12 October 2005, the Group published a comprehensive analysis of the impact of adopting IFRS from 1 April 2004 - available from the Company's web site at www.oxfordinstruments.com. This included income statement and balance sheet reconciliations, as well as details of the accounting policies applied in restating its financial statements for the year ended 31 March 2005 and as at 1 April 2004. The principal exchange rates used to translate the Group's overseas results were as follows: Average translation rates 2006 2005 Year end rates 2006 2005 ---------------- -------- -------- ---------- -------- -------- US Dollar 1.79 1.85 US Dollar 1.73 1.89 Euro 1.46 1.47 Euro 1.43 1.45 Yen 202 198 Yen 205 202 ---------------- -------- -------- ---------- -------- -------- 2. Segment information - Analysis by business Segment results include items directly attributable to a segment as well as those which can be allocated on a reasonable basis. a) Total Year to 31 March 2006 Analytical Superconductivi Total ty £m £m £m -------------------- ----------- ----------- ----------- Revenue 80.7 86.5 167.2 -------------------- ----------- ----------- ----------- Trading profit 6.0 (1.6) 4.4 Other operating income 0.9 1.1 2.0 Amortisation of acquired intangibles (0.1) (0.1) (0.2) Restructuring and other non-recurring (0.1) (6.6) (6.7) costs ----------- ----------- ----------- -------------------- Operating profit/(loss) 6.7 (7.2) (0.5) Net financing expense (0.4) Income tax expense (2.5) -------------------- ----------- ----------- ----------- Profit for the period (3.4) -------------------- ----------- ----------- ----------- Segment assets 55.6 55.9 111.5 Unallocated assets 39.9 -------------------- ----------- ----------- ----------- Total assets 151.4 -------------------- ----------- ----------- ----------- Segment liabilities 21.7 22.2 43.9 Unallocated liabilities 61.1 -------------------- ----------- ----------- ----------- Total liabilities 105.0 -------------------- ----------- ----------- ----------- 2. Segment information - Analysis by business Continued Year to 31 March 2005 Analytical Superconductivi Total ty £m £m £m -------------------- ----------- ----------- ----------- Revenue 68.8 86.0 154.8 -------------------- ----------- ----------- ----------- Trading profit 6.4 1.0 7.4 Other operating income - 0.2 0.2 Amortisation of acquired intangibles (1.2) (0.1) (1.3) Restructuring and other non-recurring (2.7) (3.5) (6.2) costs ----------- ----------- ----------- -------------------- Operating profit/(loss) 2.5 (2.4) 0.1 Net financing expense - Income tax expense (1.7) ----------- Loss for the period before discontinued (1.6) operations Profit from discontinued operations 7.2 ----------- Profit for the period 5.6 -------------------- ----------- ----------- ----------- Segment assets 46.0 59.9 105.9 Unallocated assets 52.1 -------------------- ----------- ----------- ----------- Total assets 158.0 -------------------- ----------- ----------- ----------- Segment liabilities 19.1 28.1 47.2 Unallocated liabilities 52.8 -------------------- ----------- ----------- ----------- Total liabilities 100.0 -------------------- ----------- ----------- ----------- Discontinued operations The results of the Medical business prior to its disposal on 1 March 2005 were as follows: 2005 £m ----------------------------------------- ---------- Revenue 25.6 ----------------------------------------- ---------- Trading profit - Net finance expense (0.2) Profit on sale of business 8.1 ----------------------------------------- ---------- Profit before tax 7.9 Income tax expense (0.7) ----------------------------------------- ---------- Profit for the period from discontinued operations 7.2 ----------------------------------------- ---------- pence Basic earnings per share - discontinued operations 15.2 Diluted earnings per share - discontinued operations 15.1 ----------------------------------------- ---------- 2. Segment information - Analysis by business Continued b) Underlying business performance The underlying business comprises all of the Group's operations except the losses made by the restructured magnet business. Disclosure of segmental information for the underlying business is not required by IFRS but certain limited information is included below to give shareholders greater insight into the performance of the Group. Information relating to the restructured magnet business is not included. Year to 31 March 2006 Analytical Superconductivity Total excluding restructured magnet business £m £m £m -------------------- ----------- ----------- ----------- Revenue 80.7 73.1 153.8 -------------------- ----------- ----------- ----------- Trading profit 6.0 0.9 6.9 Other operating income 0.9 1.1 2.0 Amortisation of acquired intangibles (0.1) (0.1) (0.2) Restructuring and other non-recurring (0.1) - (0.1) costs ----------- ----------- ----------- -------------------- Operating profit 6.7 1.9 8.6 -------------------- ----------- ----------- ----------- Year to 31 March 2005 Analytical Superconductivity Total excluding restructured magnet business £m £m £m -------------------- ----------- ----------- ----------- Revenue 68.8 66.8 135.6 -------------------- ----------- ----------- ----------- Trading profit 6.4 2.7 9.1 Other operating income - 0.2 0.2 Amortisation of acquired intangibles (1.2) (0.1) (1.3) Restructuring and other non-recurring (2.7) (3.5) (6.2) costs ----------- ----------- ----------- -------------------- Operating profit/(loss) 2.5 (0.7) 1.8 -------------------- ----------- ----------- ----------- 3. Other operating income 2006 2005 £m £m --------------------------------- ---------- ---------- Profit on disposal of investments 1.8 - Profit on disposal of property 0.2 0.2 --------------------------------- ---------- ---------- 2.0 0.2 --------------------------------- ---------- ---------- 4. Restructuring and other non-recurring costs 2006 2005 £m £m --------------------------------- ---------- ---------- Post acquisition restructuring - 1.2 Wire quality costs - 1.5 Restructuring costs 6.7 3.0 Impairment of held for sale assets - 0.5 --------------------------------- ---------- ---------- 6.7 6.2 --------------------------------- ---------- ---------- Restructuring costs for the year ended 31 March 2006 relate to the restructuring of the UK magnet business and restructuring at Plasma Technology in Yatton, Bristol. Restructuring and other non-recurring costs for the year ended 31 March 2005 comprise costs relating to a specific quality issue at the US superconducting wire manufacturing plant, redundancy costs arising in the Superconductivity business and restructuring costs (redundancy expense, stock write-off and surplus lease costs) following the acquisition of Metorex International Oy and Resonance Instruments Limited in September 2004, costs relating to the closure of the East Grinstead site and expenses associated with the replacement of the Chief Executive. 5. Financial income 2006 2005 £m £m --------------------------------- ---------- ---------- Interest receivable 0.9 0.7 Expected return on pension scheme assets 7.2 4.6 --------------------------------- ---------- ---------- 8.1 5.3 --------------------------------- ---------- ---------- 6. Financial expenditure 2006 2005 £m £m --------------------------------- ---------- ---------- Interest payable and similar charges on bank loans and 0.6 0.2 overdrafts Interest charge on pension scheme liabilities 7.9 5.1 --------------------------------- ---------- ---------- Total interest payable 8.5 5.3 --------------------------------- ---------- ---------- 7. Income tax expense Recognised in the income statement 2006 2005 % £m % £m ------------------------- -------- -------- -------- -------- Current tax expense Current year 2.4 1.1 Adjustment for prior years 0.1 0.1 ------------------------- -------- -------- -------- -------- 2.5 1.2 ------------------------- -------- -------- -------- -------- Deferred tax expense Origination and reversal of temporary (0.8) 0.9 differences Adjustment in respect of prior periods - 0.3 Benefit of tax losses recognised 0.8 - ------------------------- -------- -------- -------- -------- - 1.2 ------------------------- -------- -------- -------- -------- Total tax expense 2.5 2.4 Less tax charge included within discontinued - (0.7) operations -------- -------- -------- -------- ------------------------- Total income tax expense in income 2.5 1.7 statement -------- -------- -------- -------- ------------------------- Reconciliation of effective tax rate (Loss)/profit before tax (including discontinued (0.9) 8.0 operations) Income tax using the UK corporation tax 30.0 (0.3) 30.0 2.4 rate Effect of tax rates in foreign (100.0) 0.5 5.0 0.4 jurisdictions Amortisation of intangible assets (11.1) 0.1 3.8 0.3 Non-tax deductible expenses (11.1) 0.1 6.3 0.5 Tax incentives not recognised in the income 88.9 (0.4) (6.3) (0.5) statement Disposal of Medical business - - (28.8) (2.3) Temporary differences not recognised for deferred (166.7) 1.5 7.5 0.6 tax Effect of current tax losses not (188.9) 1.7 8.8 0.7 utilised Effect of previous tax losses now 88.9 (0.8) (1.3) (0.1) utilised Under/(over) provided in prior years (11.1) 0.1 5.0 0.4 ------------------------- -------- -------- -------- -------- Total tax expense (277.8) 2.5 30.0 2.4 ------------------------- -------- -------- -------- -------- Deferred tax recognised directly in equity Relating to employee benefits 3.1 1.9 Relating to cash flow hedges (0.1) - ------------------------- -------- -------- -------- -------- 3.0 1.9 ------------------------- -------- -------- -------- -------- 8. Earnings per share a) Continuing The calculation of continuing basic earnings per share is based on the loss for the period after taxation but before discontinued operations and a weighted average number of ordinary shares outstanding during the period, excluding shares held by the Employee Share Ownership Trust, as follows: 2006 2005 £m £m --------------------------------- ---------- ---------- Loss for the period (3.4) (1.6) --------------------------------- ---------- ---------- Shares Shares million million --------------------------------- ---------- ---------- Weighted average number of shares outstanding 48.6 48.1 Less shares held by Employee Share Ownership Trust 0.9 1.0 --------------------------------- ---------- ---------- Weighted average number of shares used in calculation of earnings per share 47.7 47.1 --------------------------------- ---------- ---------- b) Total Total earnings per share based on the profit for the period as disclosed in the Income Statement are as follows: 2006 2005 pence pence --------------------------------- ---------- ---------- Basic earnings per share (7.2) 12.2 Diluted earnings per share (7.1) 12.0 --------------------------------- ---------- ---------- c) Diluted Diluted earnings per share have been calculated using the same numerators as set out in (a) and (b) above and by reference to the following number of shares: 2006 2005 Shares Shares million million --------------------------------- ---------- ---------- Number of ordinary shares per basic earnings per share calculations 47.7 47.1 Effect of shares under option 0.5 0.5 --------------------------------- ---------- ---------- Number or ordinary shares per diluted earnings per share calculations 48.2 47.6 --------------------------------- ---------- ---------- 8. Earnings per share Continued d) Adjusted The earnings per share before other operating income, amortisation of acquired intangibles, restructuring and other non-recurring costs, the restructured magnet business and discontinued operations are as follows: 2006 2005 pence pence --------------------------------- ---------- ---------- Basic 9.1 13.9 Diluted 9.0 13.8 --------------------------------- ---------- ---------- A reconciliation of the profit for the periods used to calculate basic earnings per share to the adjusted profit used to calculate the adjusted earnings per share shown above is set out below: 2006 2005 £m £m --------------------------------- ---------- ---------- (Loss)/profit for the period (3.4) 5.6 Other operating income (2.0) (0.2) Amortisation of acquired intangible assets 0.2 1.3 Restructuring and other non-recurring costs 6.7 6.2 Tax impact of the above 0.3 (0.8) Loss of restructured magnet business 2.5 1.7 Profit after tax in respect of discontinued operations - (7.2) --------------------------------- ---------- ---------- Adjusted profit 4.3 6.6 --------------------------------- ---------- ---------- 9. Dividends per share The following dividends per share were paid by the Group: 2006 2005 pence pence --------------------------------- ---------- ---------- Previous period final dividend 6.0 6.0 Current period interim dividend - 2.4 Special dividend - 25.0 --------------------------------- ---------- ---------- 6.0 33.4 --------------------------------- ---------- ---------- The following dividends per share were proposed by the Group in respect of each accounting period presented: 2006 2005 pence pence --------------------------------- ---------- ---------- Interim dividend 2.4 2.4 Special dividend - 25.0 Final dividend 6.0 6.0 --------------------------------- ---------- ---------- 8.4 33.4 --------------------------------- ---------- ---------- Subject to the approval of the shareholders at the Annual General Meeting on 26 September 2006, the proposed final dividend will be paid on 27 October 2006 to shareholders registered at the close of business on 29 September 2006. The ordinary shares will be quoted ex-dividend on 27 September 2006. The dividends payable on the shares held in trust have been waived. 10. Acquisitions HKL Technologies A/S The Group acquired HKL Technologies A/S based in Hobro, Denmark on 4 April 2005 for a net cash consideration of £2.1m. Further consideration of up to £0.7m is payable based on post acquisition sales revenue growth. The Group's best estimate of this deferred consideration at the current time is £0.3m. HKL contributed turnover of £1.8m and profit before income tax of £0.1m to the Group in the period. Accounting policy Fair value Book value adjustments to the Group £m £m £m ------------------------- ---------- ---------- ---------- Property, plant and equipment 0.2 (0.1) 0.1 Inventories 0.3 (0.1) 0.2 Receivables 0.6 - 0.6 Payables (0.7) - (0.7) ------------------------- ---------- ---------- ---------- Total net assets/(liabilities) 0.4 (0.2) 0.2 Goodwill 2.2 ---------- Total purchase cost 2.4 Less consideration deferred (0.3) ---------- Net cash outflow in respect of the purchase * 2.1 Less net cash acquired - ---------- Net cash outflow on acquisition 2.1 ---------- * Includes costs associated with the acquisition of £0.1m. The book value of the assets acquired are based on the management accounts at the date of acquisition. The accounting policy adjustments reflect the alignment of accounting policies in respect of stock provisioning and project based contracts. There were no fair value adjustments. Goodwill arose on the above acquisition as the criteria for the recognition of any intangible assets are not met at the date of acquisition. It is recorded as a component of intangible assets. Metorex International Oy On 13 September 2004 the Group acquired 89.5% of the share capital of Metorex International Oy ('Metorex') based in Espoo, Finland. A further 9.6% was acquired during January 2005. At 31 March 2005 the Group owned 99.1% of the share capital of Metorex, with an expectation that the remaining share capital will be acquired in due course. The 0.9% minority interest is not a material value. The total cash consideration was £5.3m of which £4.9m had been paid at 31 March 2006 and the remaining £0.3m is payable in June 2006. Accounting Fair value policy Fair value Book value adjustments adjustments to the Group £m £m £m £m ------------------ ---------- ---------- ---------- ---------- Intangible assets - 1.4 - 1.4 Property, plant and equipment 0.1 - - 0.1 Stocks 1.4 - (0.6) 0.8 Debtors 1.4 - - 1.4 Creditors (1.7) - (0.1) (1.8) Provisions (0.1) - - (0.1) ------------------ ---------- ---------- ---------- ---------- Total net assets/(liabilities) 1.1 1.4 (0.7) 1.8 Goodwill 3.5 ---------- Total purchase cost 5.3 ---------- The book value of the assets acquired are based on the management accounts at the date of acquisition. The accounting policy adjustments reflect the alignment of accounting policies in respect of stock provisioning and project based contracts. The fair value adjustments relate to recognition of certain customer related intangible assets not previously recognised by the Company. 10. Acquisitions Continued Resonance Instruments Limited The Group acquired Resonance Instruments Limited based in Witney, Oxfordshire on 21 September 2004 for a net cash consideration of £1.8m. A further £1.3m payment was deferred and payable over the next two years based on future performance and staff retention. Book value Fair value Fair value adjustments to the Group £m £m £m ------------------------- ---------- ---------- ---------- Intangible assets - 0.6 0.6 Property, plant and equipment 0.1 - 0.1 Stocks 0.4 - 0.4 Debtors 0.4 - 0.4 Creditors (0.6) - (0.6) Provisions (0.1) - (0.1) ------------------------- ---------- ---------- ---------- Total net assets/(liabilities) 0.2 0.6 0.8 Goodwill 2.3 ------------------------- ---------- ---------- ---------- Total purchase cost 3.1 ------------------------- ---------- ---------- ---------- The book value of the assets acquired are based on the management accounts at the date of acquisition. The fair value adjustments relate to recognition of certain customer related assets not previously recognised by the Company. 11. Reconciliation of movement in capital and reserves 2005 £m ----------------------------------------- ---------- Total recognised income for the period 1.4 Credit in respect of employee service costs settled by award of share 0.2 options Proceeds from shares issued 0.4 Dividends paid (15.7) Opening equity shareholders' funds at 1 April 2004 71.7 ----------------------------------------- ---------- Closing equity shareholders' funds at 31 March 2005 58.0 ----------------------------------------- ---------- 2006 £m ----------------------------------------- ---------- Total recognised expense for the period (10.1) Credit in respect of employee service costs settled by award of share 0.3 options Proceeds from shares issued 0.8 Disposal of own shares held 0.1 Dividends paid (2.9) Opening equity shareholders' funds 58.0 Arising on adoption of IAS 32 and IAS 39 0.2 ----------------------------------------- ---------- Closing equity shareholders' funds 46.4 ----------------------------------------- ---------- 12. Report and Accounts The financial information set out above does not constitute the Company's statutory accounts for the years ended 31 March 2006 or 2005. Statutory accounts for 2005, which were prepared under UK GAAP, have been delivered to the Registrar of Companies whereas those for the year ended 31 March 2006 will be delivered to the Registrar of Companies in due course. The auditors have reported on the 2006 accounts; their report was unqualified and did not contain a statement under section 237(2) or (3) of the Companies Act 1985. The Company is registered in England Number 775598. 13. The Annual General Meeting The Annual General Meeting will be held on Tuesday, 26 September 2006 at 2.30pm at the offices of Oxford Instruments NanoScience, Tubney Woods, Abingdon, Oxon, OX13 5QX. This information is provided by RNS The company news service from the London Stock Exchange
UK 100