Interim Results
Pennant International Group PLC
24 September 2007
Pennant International Group plc
Interim Results for the six months ended 30 June 2007
- further significant progress; revenues, earnings and dividend all increase
again
Pennant International Group plc ('Pennant' or 'the Company'), the AIM listed
supplier of integrated logistic support solutions to the defence and industrial
sectors, including simulation and training systems, technical data services and
data management systems, announces Interim Results for the six months ended 30
June 2007. Revenues, earnings per share and dividend per share all improved over
the same period last year.
Highlights
• Turnover up to £6.5million (2006: £5.7million)
• Profit before tax up to £374,000 (2006: £354,000)
• Earnings per share up to 1.1p (2006: 1.07p)
• Interim Dividend per share up to 0.22p (2006: 0.2p)
• All operating divisions profitable during period
• Negotiations in hand to take contract for sale of property in Southampton
unconditional
• Several contracts increased and/or extended during period including:
Hawk programmes for BAESystems; Data Services for Royal Navy Type 45
Destroyers; and the support contract for MOD equipments.
In his statement to shareholders, Chairman Christopher Powell said:
'I am pleased to report further progress across all divisions during the period,
reflected by an increased interim dividend payment to shareholders. Your Board
will continue its strategy to improve shareholder value by concentrating on core
strengths, identifying new customers and markets and building on established
good relationships with existing customers.'
Enquiries:
Pennant International Group plc Tel: 01452 714881
Chris Snook, Chief Executive
John Waller, Finance Director
WH Ireland Tel: 0121 616 2101
Tim Cofman
Winningtons Financial Tel: 0117 920 0092
Paul Vann/Tom Cooper
Pennant International Group plc
Chairman's Interim Statement
I am pleased to report further progress during the period with both revenue and
earnings ahead of the first half of 2006.
Sale of Property in Southampton
As previously reported, in February 2006 the Group exchanged contracts,
conditional upon planning consent, for the sale of property in Southampton.
Following the recent grant of planning permission, negotiations are now in hand
to take the contract unconditional. The agreed price is not less than £747,000
and the profit on sale will be in excess of £325,000.
Results and Dividend
These are the first results presented in compliance with International Financial
Reporting Standards ('IFRS'). The comparative figures for the period to June
2006 and the year to December 2006 have been restated using accounting policies
consistent with IFRS.
Turnover for the period was £6.5 million, a 14% increase over the period to June
2006. The gross margin was lower due to the mix of work and start up costs on a
major contract. Profit before tax was £374,000 (June 2006: £354,000 - restated).
Basic earnings per share were 1.10p (June 2006: 1.07p - restated).
There was absorption of cash into working capital during the period reflecting
the timing of certain milestone payments. This has resulted in a net outflow of
cash from operations of £503,000 and an increase in net debt to £868,000.
Substantial stage payments have since been approved and invoiced and working
capital and net debt are expected to reduce substantially by the year end.
Your board is declaring an increased interim cash dividend of 0.22p per share
(2006: 0.20p). The dividend will be paid on 16 November 2007 to shareholders on
the register at close of business on 19 October 2007. The shares are expected to
go ex-dividend on 17 October 2007.
Current Trading and Prospects
All operating divisions were profitable during the period.
• Work continued successfully on two major Hawk programmes for BaeSystems
(both of which will continue into 2008) and on a major data services
contract in the naval sector for the Type 45 destroyer.
• Further training devices were added to the support contract with MOD; this
growth enhances the annual revenues on this contract until 2011.
• An aircraft marshalling trainer was successfully delivered to RAF
Cosford..
• New sales were made of OmegaPS, the Group's suite of logistic support
analysis software, which also brought additions to the associated annual
support revenues.
• Consultancy work around the implementation and maintenance of the OmegaPS
suite continued to grow, particularly in Canada.
• Work continued on significant contracts in the rail sector with Kawasaki
and Siemens.
• Further e-learning packages were delivered to the Department of Work and
Pensions.
Tendering activity was high, particularly in the training arena where there are
some major new opportunities.
Joint Venture
Very little work is being outsourced by Airbus UK for the A380 civil aircraft,
and as a result the joint venture continues to disappoint with a loss of
£21,000 in the period. However, work has been won on the A400M military
programme from another customer and further work is expected as work-share from
our European grouping.
Outlook
Your Board will continue its strategy to improve shareholder value by
concentrating on core strengths, identifying new customers and markets and
building on established good relationships with existing customers.
The Board remains confident about the Group's future prospects and continues to
work to position the Group to create and take advantage of new opportunities.
C C Powell
Chairman
PENNANT INTERNATIONAL GROUP plc
CONSOLIDATED INCOME STATEMENT for the six months ended 30 June 2007
Notes Six months ended 30 Six months ended 30 Year ended 31
June 2007 June 2006 December 2006
£ £ £
Revenue 6,495,123 5,697,179 11,311,954
Cost of sales (4,225,355) (3,546,384) (7,196,241)
Gross profit 2,269,768 2,150,795 4,115,713
Administrative expenses (1,832,645) (1,719,304) (3,375,013)
Operating profit 437,123 431,491 740,700
Share of results of Joint Venture (20,720) (39,499) (67,119)
416,403 391,992 673,581
Finance costs (41,900) (38,989) (75,262)
Finance income 96 1,248 7,368
Profit before taxation 374,599 354,251 605,687
Taxation 3 (30,000) (18,000) (47,087)
Profit for the period 344,599 336,251 558,600
Earnings per share 4
Basic 1.10p 1.07p 1.77p
Diluted 1.02p 0.98p 1.65p
PENNANT INTERNATIONAL GROUP plc
CONSOLIDATED BALANCE SHEET as at 30 June 2007
30 June 2007 30 June 2006 31 December 2006
£ £ £
Non-current assets
Goodwill 902,373 903,959 904,228
Other intangible assets 30,115 51,609 43,008
Property plant and equipment 2,102,094 2,027,539 2,073,213
Interest in Joint Venture 69,307 42,647 60,027
Available-for-sale investments 6,135 6,135 6,135
Deferred tax asset 12,966 27,808 16,966
Total non-current assets 3,122,990 3,059,697 3,103,577
Current assets
Inventories 90,297 149,444 112,939
Trade and other receivables 3,986,080 2,908,583 2,794,276
Cash and cash equivalents 278,802 761,542 909,609
Assets held for sale 372,522 372,522 372,522
Total current assets 4,727,701 4,192,091 4,189,346
Total assets 7,850,691 7,251,788 7,292,923
Current liabilities
Trade and other payables 2,125,159 1,974,910 1,925,922
Current tax liabilities 24,729 31,114 52,791
Obligations under finance leases 0 2,000 412
Bank overdraft and loan 454,134 136,695 141,338
Total current liabilities 2,604,022 2,144,719 2,120,463
Net current assets 2,123,679 2,047,372 2,068,883
Non current liabilities
Bank loan 692,770 839,566 763,952
Obligations under finance leases 0 6,106 2,386
Deferred tax liabilities 32,000 39,547 32,000
Total non-current liabilities 724,770 885,219 798,338
Total liabilities 3,328,792 3,029,938 2,918,801
Net assets 4,521,899 4,221,850 4,374,122
Equity
Share capital 1,600,000 3,045,400 1,600,000
Share premium account 3,582,329 3,563,504 3,582,329
Retained earnings (631,128) (2,362,191) (744,302)
Translation reserve (29,302) (24,863) (63,905)
Total equity 4,521,899 4,221,850 4,374,122
PENNANT INTERNATIONAL GROUP plc
CONSOLIDATED CASH FLOW STATEMENT for the six months ended 30 June 2007
Notes Six months ended Six months ended Year ended 31
30 June 2007 30 June 2006 December 2006
£ £ £
Net cash from/(used in) operating activities 5 (502,715) 284,266 773,120
Investing activities
Interest received 96 1,248 7,368
Proceeds on disposal of property, plant and
equipment 0 0 4,507
Purchase of intangible assets (11,576) (4,574) (25,585)
Purchase of property plant and equipment (120,639) (94,297) (213,005)
Loan to Joint Venture (30,000) 0 (45,000)
Net cash used in investing activities (162,119) (97,623) (271,715)
Financing activities
Dividends paid (125,828) (97,855) (161,490)
Transactions in own shares (117,975) (26,974) (4,339)
Repayment of borrowings (71,182) (70,091) (141,062)
Repayment of obligations under finance leases (2,798) (5,013) (10,321)
Increase/(decrease) in bank overdrafts 312,796 0 0
Net cash used in financing activities (4,987) (199,933) (317,212)
Net (decrease)/increase in cash and cash
equivalents (669,821) (13,290) 184,193
Cash and cash equivalents at beginning of period 909,609 797,676 797,676
Effect of foreign exchange rates 39,014 (22,844) (72,260)
Cash and cash equivalents at end of period 278,802 761,542 909,609
PENNANT INTERNATIONAL GROUP plc
NOTES TO THE FINANCIAL INFORMATION for the six months ended 30 June 2007
1. Accounting policies
Basis of preparation
The next annual financial statements of Pennant International Group plc ('the
Group') will be prepared in accordance with International Financial Reporting
Standards (IFRS) as adopted for use in the EU applied in accordance with the
provisions of the Companies Act 1985.
Accordingly, the interim financial information in this report has been prepared
using accounting policies consistent with IFRS. IFRS is subject to amendment and
interpretation by the International Accounting Standards Board (IASB) and the
International Financial Reporting Committee (IFRIC) and there is an ongoing
process of review and endorsement by the European Commission. The financial
information has been prepared on the basis of IFRS that the Directors expect to
be applicable as at 31 December 2007.
The principal accounting policies set out below have been consistently applied
to all periods presented.
IFRS transition
IFRS 1 permits companies adopting IFRS for the first time to take certain
exemptions from the full requirements of IFRS in the transition period. The
interim financial information has been prepared on the basis of the following
exemptions:
• Business combinations prior to January 2006 have not been restated to
comply with IFRS 3 'Business Combinations'
• The Group has elected to deem the cumulative currency translation
differences on its net investments in foreign operations to be £nil as at 1
January 2006.
• The Group has elected to use a previous UK GAAP valuation of an item of
Property, Plant and Equipment, before the date of transition to IFRS as
deemed cost at the date of that valuation.
• The Group has applied IFRS 2 'Share-based payments' except to those equity
settled awards that were granted on or before 7 November 2002.
The disclosures required by IFRS 1 concerning the transition from UK GAAP to
IFRS are given at note 6
Non-statutory accounts
The financial information for the year ended 31 December 2006 set out in this
interim report does not comprise the Group's statutory accounts as defined in
section 240 of the Companies Act 1985.
The statutory accounts for the year ended 31 December 2006, which were prepared
under UK GAAP, have been delivered to the Registrar of Companies. The auditors
reported on those accounts; their report was unqualified and did not contain a
statement under either section 237 (2) or section 237 (3) of the Companies Act
1985.
The financial information for the 6 months ended 30 June 2007 and 30 June 2006
is unaudited
Basis of consolidation
The financial information incorporates the results of the Company and entities
controlled by the Company (its subsidiaries). Control is achieved where the
Company has power to govern the financial and operating policies of the investee
entity so as to obtain benefits from its activities.
Where necessary, adjustments are made to the results of subsidiaries to bring
accounting policies used into line with those used by the Group.
All intra-group transactions, balances, income and expenses are eliminated on
consolidation.
Business combinations and goodwill
On acquisition, the assets and liabilities and contingent liabilities of the
subsidiaries are measured at their fair values at the date of acquisition. Any
excess of cost of acquisition over fair values of the identifiable net assets
acquired is recognised as goodwill. Any deficiency of cost of acquisition below
the fair value of the identifiable net assets acquired (i.e. discount on
acquisition) is credited to profit and loss account in the period of
acquisition. Goodwill arising on consolidation is recognised as an asset and
reviewed for impairment at least annually. Any impairment is recognised
immediately in the profit and loss account and is not subsequently reversed.
Interest in Joint Venture
The results and assets and liabilities of joint ventures are incorporated using
the equity methods of accounting. Investments in joint ventures are carried in
the balance sheet at cost as adjusted by post acquisition changes in the Group's
share of the net assets of the joint venture less any impairment in the value of
the individual investments. Losses of a joint venture in excess of the group's
interest in that joint venture are not recognised.
Revenue recognition
Revenue is measured at the fair value of the consideration received or
receivable and represents amounts receivable for goods and services provided in
the normal course of business, net of discounts, VAT and other sales related
taxes.
Sales of goods are recognised when goods are delivered and title has passed.
Revenue from construction contracts is recognised in accordance with the Group's
accounting policy on constructions contracts (see below).
Construction contracts
Where the outcome of a construction contract can be estimated reliably, revenue
and costs are recognised by reference to the stage of completion of the contract
activity at the balance sheet date. This is normally measured by the proportion
that contract costs incurred for work performed to date bear to the estimated
total contract costs, except where this would not be representative of the stage
of completion. Variations in contract work, claims and incentive payments are
included to the extent that they have been agreed with the customer.
Where the outcome of a construction contract cannot be estimated reliably,
contract revenue is recognised to the extent of contract costs incurred where it
is probable they will be recoverable. Contract costs are recognised as expenses
in the period in which they are incurred.
When it is probable that total contract costs will exceed total contract
revenue, the expected loss is recognised as an expense immediately.
Foreign currency
The individual financial statements of each group company are presented in the
currency of the primary economic environment in which it operates (its
functional currency). For the purpose of the consolidated financial statements,
the results and financial position of each group company are expressed in pounds
sterling, which is the functional currency of the Company, and the presentation
currency for the consolidated financial statements.
In preparing the financial statements of the individual companies, transactions
in currencies other than the entity's functional currency (foreign currencies)
are recorded at rates of exchange prevailing on the dates of the transactions.
At the balance sheet date, monetary assets and liabilities that are denominated
in foreign currencies are retranslated at the rates prevailing on the balance
sheet date. Non-monetary items carried at fair value that are denominated in
foreign currencies are translated at the rates prevailing at the date when the
fair value was determined. Non-monetary items that are measured in terms of
historical cost in foreign currency are not retranslated.
Exchange differences arising on the settlement of monetary items, and on the
retranslation of monetary items, are included in profit or loss for the period.
Exchange differences arising on the retranslation of non-monetary items carried
at fair value are included in the profit and loss account for the period except
for differences arising on the retranslation of non-monetary items in respect of
which gains and losses are recognised directly in equity. For such monetary
items, any exchange component of the gain or loss is also recognised directly in
equity.
For the purpose of presenting consolidated financial statements, the assets and
liabilities of the group's foreign operations are translated at exchange rates
prevailing on the balance sheet date. Income and expense items are translated at
the average exchange rates for the period, unless exchange rates fluctuate
significantly during the period, in which case the exchange rate at the date of
transactions are used. Exchange differences arising, if any, are classified as
equity and transferred to the group's translation reserve. Such translation
differences are recognised as income and expense in the period in which the
operation is disposed of.
Goodwill and fair value adjustments arising on the acquisition of a foreign
entity are treated as assets and liabilities of the foreign entity and
translated at the closing rates.
Taxation
The tax expense represents the sum of the tax currently payable and deferred
tax.
The tax currently payable is based on taxable profit for the year. Taxable
profit differs from the net profits as reported on the income statement because
it excludes items of income and expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates that have been
enacted or substantively enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability method. Deferred
tax liabilities are generally recognised for all temporary differences and
deferred tax assets are recognised to the extent that it is probable that the
taxable profits will be available against which deductible temporary differences
can be utilised. Such assets and liabilities are not recognised if the temporary
difference arises from the initial recognition of goodwill or from the initial
recognition (other than in a business combination) of other assets and
liabilities in a transaction that affects neither the tax profit nor the
accounting profit.
Deferred tax liabilities are recognised for temporary differences arising on
investments in subsidiaries, and interest in joint ventures, except where the
Group is able to control the reversal of the temporary differences and it is
probable that the temporary differences will not reverse in the foreseeable
future.
The carrying amount of deferred tax assets is reviewed at each balance sheet
date and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or at least realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
charged or credited directly to equity, in which case the deferred tax is also
dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to set off current tax assets against current tax liabilities
and when they relate to income taxes levied by the same taxation authority and
the group intends to settle its current tax assets and liabilities on a net
basis.
Share-based payment
The group issues equity-settled share based payments to certain employees.
Equity-settled share based payments are measured at fair value (excluding the
effect of non market-based vesting conditions) at the date of grant. The fair
value determined at the date of grant is expensed on a straight-line basis over
the vesting period, based on the Group's estimate of shares that will eventually
vest and adjusted for the effect of non market-based vesting conditions.
Fair value is measured by use of the binomial model. The expected life used in
the model has been adjusted, based on management's best estimate, for the
effects of non-transferability, exercise restrictions and behavioural
conditions.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation
and any recognised impairment loss.
Depreciation is charged to write off the cost of assets over their estimated
useful lives on the following bases:
Freehold land Nil
Freehold buildings Net book value at 1 January 2007 being written off
over 35 years on a straight line basis. (previously
Short leasehold buildings 1% per annum on cost or valuation)
Long leasehold buildings
Plant and equipment 10% to 25% of written down value per annum
Computers 331/3% of cost per annum
Motor vehicles 25% of cost per annum
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost
comprises direct materials and, where applicable, direct labour costs and
overheads that have been incurred in bringing the inventories to their present
location and condition. Net realisable value represents the estimated selling
price less all estimated costs of completion and costs to be incurred in
marketing, selling and distribution.
Financial instruments
Financial assets and liabilities are recognised in the Group's balance sheet
when the Group becomes a party to the contractual provisions of the instrument.
Trade receivables
Trade receivables are measured at initial recognition at fair value, and
subsequently measured at amortised cost using the effective interest rate
method. A provision is established when there is objective evidence that the
group will not be able to collect all amounts due. The amount of any provision
is recognised in the income statement.
Investments
Available-for-sale investments are initially measured at cost, including
transaction costs. At subsequent reporting dates available-for-sale investments
are measured at fair value or cost where fair value is not readily
ascertainable. Gains and losses arising from changes in fair value are
recognised directly in equity until the investment is disposed of or is
determined to be impaired, at which time the cumulative gain or loss recognised
previously in equity is included in the income statement for the period.
Cash and cash equivalents
Cash and cash equivalents comprise cash held by the Group and short term bank
deposits with an original maturity date of three months or less.
Trade payables
Trade payables are initially measured at fair value, and subsequently measured
at amortised cost, using the effective interest rate method.
Financial liabilities
Financial liabilities and equity instruments issued by the Group are classified
in accordance with the substance of the contractual arrangements entered into
and the definition of a financial liability and an equity instrument. An equity
instrument is any contract that evidences a residual interest in the assets of
the Group after deducting all of its liabilities. Equity instruments issued by
the company are recorded at the proceeds received, net of direct issue costs.
Bank borrowings
Interest bearing bank loans, overdrafts and other loans are recorded at the
proceeds received, net of direct issue costs. Finance costs are accounted for on
the accruals basis in the income statement using the effective interest rate.
2. Critical accounting judgements and key sources of estimation uncertainty
The preparation of financial information in conformity with generally accepted
accounting practice requires management to make estimated and judgements that
affect the reported amounts of assets and liabilities as well as the disclosure
of contingent assets and liabilities at the balance sheet date and the reported
amounts of revenues and expenses during the reporting period.
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances. The significant judgements
made by management in applying the Group's accounting policies and the key
sources of estimation uncertainty were:
Impairment of goodwill
Determining whether goodwill is impaired requires an estimation of the value in
use of the cash-generating units to which goodwill has been allocated. The value
in use calculation requires the group to estimate the future cash flows expected
to arise from the cash-generating unit and a suitable discount rate in order to
calculate the present value. No provision for impairment was made in the period.
3. Taxation
Six months ended 30 Six months ended 30 Year ended 31
June 2007 June 2006 December 2006
£ £ £
Current tax 26,000 18,000 51,855
Deferred tax 4,000 0 (4,768)
Total expense for the period 30,000 18,000 47,087
4. Earnings per share
Six months ended 30 Six months ended 30 Year ended 31
June 2007 June 2006 December 2006
£ £ £
Earnings
Net profit attributable to equity
shareholders 344,599 336,251 558,600
Number of shares
Weighted average number of ordinary
shares 31,426,167 31,557,786 31,611,500
Number of dilutive shares under option 2,247,500 2,757,500 2,207,500
Weighted average number of ordinary
shares for the purpose of dilutive
earnings per share 33,673,667 34,315,286 33,819,000
The calculation of diluted earnings per share assumes conversion of all
potentially dilutive ordinary shares, all of which arise from share options.
5. Cash generated from/(used in) operations
Six months ended 30 Six months ended 30 Year ended 31
June 2007 June 2006 December 2006
£ £ £
Profit for the period 344,599 336,251 558,600
Share of results of Joint Venture 20,720 39,499 67,119
Finance income (96) (1,248) (7,368)
Finance costs 41,900 38,989 75,262
Income tax expense 30,000 18,000 47,087
Share-based payment expense 12,378 8,000 17,965
Depreciation charge 117,401 92,000 191,935
Loss on sale of property, plant and
equipment 0 0 2,092
Operating cash flows before movement in
working capital 566,902 531,491 952,692
(Increase)/decrease in debtors (1,191,946) (630) 112,435
Decrease in inventories 22,642 51,388 87,893
Increase/(decrease) in creditors 199,237 (233,399) (282,387)
Cash generated from/(used in) operations (403,165) 348,850 870,633
Tax paid (57,650) (25,595) (22,251)
Interest paid (41,900) (38,989) (75,262)
Net cash (used in)/generated from
operations (502,715) 284,266 773,120
6. Transition to IFRS
Pennant International Group plc reported under UK GAAP in its previously
published financial statements for the year ended 31 December 2006. The analysis
below shows a reconciliation of equity and profits as reported under UK GAAP as
at 31 December 2006 to the revised equity and profits under IFRS as reported in
these financial statements. In addition, there is a reconciliation of equity
under UKGAAP to IFRS at the transition date for this company, being 1 January
2006. There is also a reconciliation of equity under UK GAAP to IFRS at the
comparative interim date, being 30 June 2006.
Reconciliation of equity
Notes As at 31 As at 30 As at 1
December 2006 June 2006 January 2006
£ £ £
Equity shareholders' funds under UK
GAAP 4,335,421 4,178,150 4,010,829
Adjustments:
Goodwill (a) 66,974 25,375 0
Negative goodwill (b) 0 48,462 48,462
Assets held for resale (c) 3,726 1,863 0
Deferred tax (d) (32,000) (32,000) (32,000)
Equity shareholders' funds under IFRS 4,374,121 4,221,850 4,027,291
Explanation of adjustments to equity
(a) Goodwill
Under UK GAAP, capitalise goodwill was amortised over its useful economic life.
Under IFRS, this goodwill is no longer amortised but is tested at least annually
for impairment. The impairment tests carried out by the Group have identified no
impairment loss.
The adjustments to the carrying amount of goodwill are as follows:
31 December 2006 30 June 2006
£
Reversal of amortisation 68,696 27,720
Currency translation differences (1,722) (2,345)
66,974 25,375
(b) Negative goodwill
The Group carried negative goodwill of £48,462 in its balance sheet prepared
under UK GAAP at 1 January 2006. This balance was credited to profit and loss
account under UK GAAP in 2006.
Under IFRS negative goodwill is written off immediately to profit and loss
account. The balance carried at 1 January 2006 (the date of transition) has
therefore been derecognised at that date and credited to retained earnings.
The £48,462 credit to profit and loss account in 2006 under UK GAAP has been
reversed in the income statement prepared under IFRS.
(c) Assets held for resale
IFRS 5 'Non-Current Assets Held for Sale and Discontinued Operations' requires
that any asset held for sale is recognised as a current asset in the balance
sheet. This has resulted in a reclassification between non-current assets and
current assets of £372,522 at the date of transition being the carrying amount
at 1 January 2006 of property in Southampton that is subject to a conditional
contract for sale.
IFRS 5 also requires that assets held for sale are not depreciated. Accordingly
depreciation previously charged under UK GAAP has been reversed.
(d) Deferred Tax
Under UK GAAP deferred tax was provided on timing differences between the
accounting and taxable profit (and income statement approach). Under IFRS,
deferred tax is provided on temporary differences between the book carrying
value and tax base of assets and liabilities (a balance sheet approach).
Under UK GAAP the Group did not provide for deferred tax on the amount of the
revaluation of certain property on the basis that there was no binding agreement
to sell the property. Under IFRS the difference between the carrying amount of a
re-valued asset and its tax base is deemed to be a temporary difference and
gives rise to a deferred tax liability. Accordingly at the transition date a
deferred tax provision of £32,000 has been setup and equity reduced by a
corresponding amount.
Reconciliation of profit for the year ended 31 December 2006
UK GAAP IAS 21 IAS 11 IFRS 3 IFRS 5
presented in Foreign Construction Goodwill Assets held Restated
IFRS format exchange contracts for resale under IFRS
Notes (c)
Note (a) Note(b) & (d) Note (e)
£ £ £ £ £ £
Revenue 11,262,322 152,319 (102,687) 11,311,954
Cost of sales (7,204,381) (94,547) 102,687 (7,196,241)
Gross profit 4,057,941 57,772 0 4,115,713
Administration expenses (3,368,818) (30,155) 20,234 3,726 (3,375,013)
Operating profit 689,123 27,617 0 20,234 3,726 740,700
Share of results of (67,119) (67,119)
Joint venture
622,004 27,617 0 20,234 3,726 673,581
Finance costs (75,237) (25) (75,262)
Finance income 7,258 110 7,368
Profit before tax 554,025 27,702 0 20,234 3,726 605,687
Taxation (44,334) (2,753) (47,087)
Profit for the period 509,691 24,949 0 20,234 3,726 558,600
Reconciliation of profit for the six months ended 30 June 2006
IFRS 5
UK GAAP IAS 21 IAS 11 IFRS 3 Assets
presented in Foreign Construction held for Restated
IFRS format exchange contracts Goodwill resale under IFRS
Notes (c)
Note (a) Note(b) & (d)
Note (e)
£ £ £ £ £ £
Revenue 5,782,031 21,013 (105,865) 5,697,179
Cost of sales (3,640,938) (11,311) 105,865 (3,546,384)
Gross profit 2,141,093 9,702 0 2,150,795
Administration expenses (1,742,511) (6,376) 27,720 1,863 (1,719,304)
Operating profit 398,582 3,326 0 27,720 1,863 431,491
Share of results of Joint (39,499) (39,499)
venture
359,083 3,326 0 27,720 1,863 391,992
Finance costs (38,984) (5) (38,989)
Finance income 1,217 31 1,248
Profit before tax 321,316 3,352 0 27,720 1,863 354,251
Taxation (18,000) (18,000)
Profit for the period 303,316 3,352 0 27,720 1,863 336,251
Explanation of adjustments to profit
(a) Foreign currencies
Under UK GAAP the profit and loss accounts of foreign subsidiaries were
converted to pounds sterling for consolidation purposes at the year end rate.
Under IFRS income and expenses have been translated at the average rate for the
period. This change has resulted in an increase in group profits for the half
year to June 2006 and for the full year to 31 December 2006 of £3,352 and
£24,949 respectively.
(b) Construction contracts
Under UK GAAP the Group valued construction contracts by reference to the stage
of contract activity at the balance sheet date as required by IFRS. However, for
certain small contracts the Group adjusted the movement of amounts due from
contract customers against cost of sales rather than revenue. In the IFRS income
statement this movement has been transferred and accounted for as revenue in
accordance with IAS11. This adjustment has no affect on profits.
(c) Goodwill
Under UK GAAP, capitalise goodwill was amortised over its useful economic life.
Under IFRS, this goodwill is no longer amortised but is tested at least annually
for impairment. The impairment tests carried out by the Group have identified no
impairment loss and the amortisation provided under UK GAAP has been reversed.
The adjustments to profits are as follows:
31 December 2006 30 June 2006
£ £
Reversal of amortisation 68,696 27,720
Reversal re negative goodwill (see (d) below) (48,462) 0
20,234 27,720
(d) Negative goodwill
The Group carried negative goodwill of £48,462 in its balance sheet prepared
under UK GAAP at 1 January 2006. This balance was credited to profit and loss
account under UK GAAP in 2006.
Under IFRS negative goodwill is written off immediately to profit and loss
account. The balance carried at 1 January 2006 (the date of transition) has
therefore been derecognised at that date and credited to retained earnings.
The £48,462 credit to profit and loss account in 2006 under UK GAAP has been
reversed in the income statement prepared under IFRS.
(e) Assets held for resale
IFRS 5 requires that assets held for sale are not depreciated. Accordingly
depreciation previously charged under UK GAAP has been reversed.
Explanation of adjustments to Cash flow statement
The Group's cash flow statements are presented in accordance with IAS7. The
statements present substantially the same information as that required under UK
GAAP, with the following principal exceptions:
• Under UK GAAP, cash flows are presented under nine standard headings,
whereas IFRS requires the classification of cash flows resulting from
operating, investing and financing activities.
• The cash flows reported under IAS 7 relate to movements in cash and cash
equivalents, which include short term liquid investments. Under UK GAAP,
cash comprises cash in hand and deposits repayable on demand.
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