Interim Results

RNS Number : 4548S
Renew Holdings PLC
19 May 2009
 




Renew Holdings plc

('Renew' or the 'Group')


Interim results for the half year ended 31 March 2009


Renew, the specialist engineering and construction services group, announces results with operating profit* sustained at £3.2m and the interim dividend maintained at 1.0p.


Financial Highlights



H1 2009

H1 2008

Revenue

£171.6m

£192.9m

Operating profit*

£3.2m

£3.2m

Profit before tax*

£3.5m

£3.9m

Adjusted earnings per share*

5.22p

5.82p

Earnings per share

3.74p

5.61p

Dividend per share

1.0p

1.0p


*prior to exceptional items and amortisation charges


Operational Highlights


  • Operating margin* increased to 1.8% (2008: 1.7%)

  • Group order book at 31 March 2009 £221m (30 September 2008: £219m)

  • 77% of orders secured in the period from specialist sectors 

  • Specialist Engineering growth of 15%

  • Specialist Engineering now expected to represent 40% of Group revenue going forward

  • Decisive action taken to reduce capacity in Specialist Building, providing annual savings of £7m

  • Net cash balance £17.5m (2008: £25.7m)

  • Two bolt-on Specialist Engineering acquisitions enhancing offering in Water and Nuclear sectors

  • Interim dividend maintained at 1.0p (2008: 1.0p)


Roy Harrison OBE, Chairman, commented: 


'The economic climate continues to provide a challenging business environment. Despite these difficult trading conditions, our Specialist Engineering business has continued to grow with stable margins. Our healthy cash position and debt free balance sheet adds security to the resilient characteristics of our specialist businesses.' 


19 May 2009


Renew Holdings plc

Tel: 0113 281 4200

Brian May, Group Chief Executive


John Samuel, Group Finance Director




Brewin Dolphin 

Tel: 0845 213 4730

Andrew Kitchingman


Sean Wyndham-Quin




College Hill

Tel: 020 7457 2020

Adam Aljewicz


Mark Garraway



CHAIRMAN'S STATEMENT


The six months ended 31 March 2009 has produced satisfactory results with Group operating profit, prior to exceptional items and amortisation charges, of £3.2m (2008: £3.2m) on revenue of £171.6m (2008: £192.9m). This improvement in operating margin from 1.7% to 1.8% reflects the Group's continued emphasis on quality of earnings rather than revenue growth.


Group profit after tax, prior to exceptional items and amortisation charges, was £3.1m (2008: £3.5m). An exceptional charge of £1.0m relating to the final account settlement of the last legacy construction contract has been borne in the first half. A tax charge of £0.1m has been sustained all of which relates to deferred tax. No current year corporation tax charge is expected for the year. Earnings per share, prior to exceptional items and amortisation charges, were 5.22p (2008: 5.82p).


As previously announced, the deteriorating market conditions in Specialist Building necessitate a 23% reduction in capacity and an exceptional charge of £2.5m for redundancy and other restructuring costs in the second half of the financial year. Annual savings of over £7m will result.  


The Board is maintaining the interim dividend at 1.0p per share (2008: 1.0p) which will be paid on 6 July 2009 to shareholders on the register on 5 June 2009.


In October 2008, we acquired C.&A. Pumps Limited ('C.&A.') which added to our Water industry capability. In May 2009, we agreed to acquire Mothersill Engineering, a specialist machining and fabrication business, which enhances our offering to the Nuclear industry.


The Group's net cash balance was £17.5m (2008: £25.7m). The reduction mainly comprises the outflow of working capital attributable to lower revenue, the £1.8m acquisition of C.&A. and the £3.0m cash settlement of the legacy BB&EA pension scheme statutory debt.


The Group's strategy remains to grow our Specialist Engineering business both organically and by acquisition. Specialist Engineering is currently expected to represent 40% of future revenue and 70% of operating profit. We remain active in seeking out further complementary acquisitions.  


In Specialist Building, the Board has acted promptly and decisively to reduce the operational fixed cost base in response to deteriorating market conditions. While the current trading conditions endure for Specialist Building, the Group will continue to focus on project selectivity, risk management and cost control to ensure that this business stream remains profitable albeit on lower levels of activity.


Our balance sheet remains debt free with substantial cash resources enabling the Group to take advantage of selective opportunities as they arise. The specialist nature of our business provides a resilient platform for the Group to trade profitably through the recession.   



ROY HARRISON OBE

Chairman


19 May 2009 

  


CHIEF EXECUTIVE'S REVIEW


Overview


Our Specialist Engineering business grew first half revenue by 15% from £50.4m to £58.2m. Operating profit also grew by 14% from £1.9m to £2.2m in the period. This represented 70% (2008: 63%) of Group operating profit and an operating margin of 3.8% (2008: 3.9%), and reflects the growing importance of Specialist Engineering to the Group. The Board has reclassified our Rail infrastructure activities from Specialist Building to Specialist Engineering as this reflects better the nature of work carried out.  


Specialist Building recorded an operating profit of £1.7m (2008: £2.4m) on revenue of £113.4m (2008: £139.7m). The lower operating margin of 1.5% (2008: 1.7%) and the reduced revenue reflect the difficult economic circumstances within which this business stream is operating, and, as previously announced, further reductions in both revenue and margin are expected to occur in the second half. Emphasis has remained on project selectivity both to manage risk and to protect quality of earnings.  


The Group's order book at 31 March 2009 was £221m compared to £219m at 30 September 2008 and £248m one year ago. 41% of this is in Specialist Engineering. The order book excludes potential workflow from the Group's 35 framework agreements, 15 of which are in Specialist Engineering. It is the Board's continuing view that the potential value of these frameworks should not be included in the confirmed order book. During the first half, 85% of work secured in the period was in the public sector. 77% of orders secured were in our specialist sectors with 75% on negotiated or two stage terms and 86% with repeat customers.  



Review of Operations


Specialist Engineering


Nuclear


Shepley Engineers continues to be engaged at five different Nuclear licensed sites including a major presence at Sellafield where it has been operating for over 50 years and continues to be the largest Tier 2 mechanical and electrical contractor.


The majority of the workload is secured through four Sellafield frameworks all of which have been extended during the period. In addition, preferred bidder positions are expected to provide a further £10m of revenue over the next two years.


In May 2009, we agreed the acquisition of Mothersill Engineering, a specialist machining and fabrication business located near Sellafield and serving the Nuclear industry, for £0.4m in cash. In the year ended 31 December 2008, Mothersill recorded revenue of £0.8m and an operating profit of £0.2m.


Safety remains of primary importance and, in addition to receiving a number of awards during the period, both Shepley and its subsidiary PPS Electrical achieved the milestone of 1m man hours without a reportable accident.

  Land Remediation


As anticipated, due to the downturn in the UK house building industry, activity in our specialist land remediation business, VHE, remains subdued and supports our decision to reposition this business last year. This repositioning was marked by the significant award of the £15m Cudworth and West Green Bypass for Barnsley MBC, our fifth recent project for this client.


Remediation activity continues to be secured through opportunities arising under Part 11A of the Environment Act and from our National Grid Properties framework.


Water


Seymour and C.&A. currently have five frameworks with Northumbrian Water ('NWL') and the Environment Agency ('EA'). The largest framework, with NWL under AMP4, continues until 2011 and during the period experienced good activity levels with over £8m of new projects secured. Both businesses are in the process of new framework negotiations with these and other clients.


In October 2008, we acquired C.&A. for £1.8m. Together, Seymour and C.&A. form a £30m specialist Water business in the North East. Since the acquisition, C.&A. has performed in line with expectations, securing one of its largest ever projects, from NWL, during the period.  


Rail


In October 2008, YJL Infrastructure was appointed to the Vendor Capital Programme framework with London Underground. In the first six months, we have received three significant orders. These include major upgrades to Marble Arch and Notting Hill Gate underground stations jointly valued at £30m. During the period, we have extended our client base and successfully completed a complex £5m project to create a Peak Hour Subway at Waterloo for Network Rail.


Specialist Building


Social Housing


Following the recent success in securing a framework with Notting Hill Housing Trust, Allenbuild now has a position on 10 frameworks which jointly provide access to a £650m market. During the period we successfully completed the £16m Mare Street project for Metropolitan Housing and secured over £40m of new orders including projects for Network Housing (£14m), Hexagon Housing (£13m) and Genesis Housing (£9m).


Retail


As anticipated the retail sector has been quiet throughout the first six months of the year, although a number of smaller value projects have been secured with repeat clients.  


Science and Education


In addition to four existing frameworks in the North West, Allenbuild has also been appointed to the LHC Education Framework for the North which is expected to provide annual opportunities of £20m for a four year period. Contracts secured in the period included projects for Liverpool Hope University and Wakefield MBC. Work is nearing completion on the Queen Mary Innovation Centre (£20m) and the science fit out project for Eisai Pharmaceuticals (£12m). Allenbuild remains in preferred builder status for the £58m Kirklees College Waterfront project.

  Restoration and Refurbishment


The high-end residential sector in London continues to provide good workload for Walter Lilly. Work continues on the £37m scheme at Grosvenor Crescent and a £25m private residence in Regents Park. We are preferred bidder on a further £38m project for a private client in London. During the period we were also awarded the 7 July Memorial in Hyde Park, work at Chiswick House and the first phase of the restoration of the cast iron roof at the Palace of Westminster.



BRIAN MAY

Chief Executive


19 May 2009 



  Group Income Statement

for the six months ended 31 March 2009


Notes

Before Exceptional items and amortisation of intangible assets

Exceptional items and amortisation of intangible assets

(see Note 2)

Six months ended  

31 March

Six months ended  

31 March

Before Exceptional items and amortisation of intangible assets

Exceptional items and amortisation of intangible assets

(see Note 2)

Year ended

30 September



2009

2009

2009

2008

2008

2008

2008 



 Unaudited 

 Unaudited

 Unaudited

Unaudited

 Audited

 Audited

Audited



£000

£000

£000

£000

£000

£000

£000

Group revenue from continuing activities

2

171,602

-

171,602

192,850

390,557

-

390,557

Cost of sales 


(150,351)

(1,006)

(151,357)

(169,232)

(347,820)

-

(347,820)

Gross profit


21,251

(1,006)

20,245

23,618

42,737

-

42,737

Administrative expenses 


(18,092)

(162)

(18,254)

(20,532)

(35,137)

(2,765)

(37,902)

Operating profit

2

3,159

(1,168)

1,991

3,086

7,600

(2,765)

4,835

Finance income


395

-

395

800

1,618

-

1,618

Finance costs


(41)

-

(41)

(207)

(254)

-

(254)

Other finance income - defined benefit pension scheme


-

-

-

250

543

-

543

Profit before income tax

2

3,513

(1,168)

2,345

3,929

9,507

(2,765)

6,742

Income tax expense

3

(389)

282

(107)

(569)

(2,209)

727

(1,482)

Profit for the period attributable to equity holders of the parent company



3,124

(886)

2,238

3,360

7,298

(2,038)

5,260


Basic earnings per share

4



3.74p

5.61p



8.78p

Diluted earnings per share

4



3.62p

5.47p



8.55p











Proposed dividend

5



1.00p

1.00p



2.00p


There were no exceptional items in the six months ended 31 March 2008. Administrative expenses for that period included an amortisation charge of £124,000.




Group Statement of Recognised Income and Expense

for the six months ended 31 March 2009



Six months ended 31 March

Six months ended 31 March

Year ended 30 September


2009

2008

2008


Unaudited

Unaudited

Audited


£000

£000

 £000





Profit for the period attributable to equity holders of the parent company

2,238 

3,360 

5,260

Exchange movements in reserves 

1,279

20

574

Movements in actuarial deficit

-

-

(497)

Movement on deferred tax relating to the defined pension scheme

116

Total recognised income and expense for the period attributable to equity holders of the parent company

3,517

3,380

5,453


  

Group Balance Sheet




at 31 March 2009






Notes

31 March

31 March

30 September



2009

2008

2008



Unaudited

Unaudited

Audited



£000

£000

 £000

Non-current assets

 


 

 

Intangible assets: goodwill

 

9,351

8,516 

8,548 

Intangible assets: other


621 

744 

620 

Property, plant and equipment

 

5,719 

5,035 

4,503 

Deferred tax assets


3,962 

4,987 

4,069 


 

19,653 

19,282 

17,740

Current assets

 




Inventories


8,557 

8,499 

6,367 

Trade and other receivables


80,008 

94,149 

87,766 

Current tax assets


-

-

455

Cash and cash equivalents

 

17,656 

25,817 

28,289 

 

 

106,221 

128,465 

122,877 






Total assets

 

125,874 

147,747 

140,617






Non-current liabilities





Obligations under finance leases


(12)

(59)

(10)

Retirement benefit obligations


(518)

(2,702)

(1,479)

Deferred tax liabilities


(306)

(418)

(256)

Provisions


(1,068)

(1,172)

(1,068)


 

(1,904)

(4,351)

(2,813)

Current liabilities





Borrowings


(139)

(85)

(110)

Trade and other payables


(106,402)

(126,751)

(119,246)

Obligations under finance leases


(48)

(243)

(67)

Current tax liabilities


-

(1,049) 

(159)

Provisions


(689)

(2,530)

(3,941)


 

(107,278)

(130,658)

(123,523)






Total liabilities


(109,182)

(135,009)

(126,336)






Net assets

 

16,692 

12,738 

14,281 






Share capital 


5,990 

5,990 

5,990 

Share premium account 


5,893 

5,893 

5,893 

Capital redemption reserve 


3,896 

3,896 

3,896 

Cumulative translation adjustment


1,703

(130)

424

Share based payments reserve


323 

165 

233 

Profit and loss account 


(1,113)

(3,076)

(2,155)

Total equity

6

16,692 

12,738 

14,281 


Group Cash Flow Statement



for the six months ended 31 March 2009




Six months ended  

Six months ended  

Year ended  


31 March

31 March

30 September


2009

2008

2008


Unaudited

Unaudited

Audited


£000

£000

 £000





Profit for the period

2,238

3,360

5,260

Amortisation of intangible assets

162

124 

248

Depreciation

796

834

1,708

Profit on sale of property, plant and equipment

(19)

(94)

(262)

(Increase)/decrease in inventories

(598)

(2,015)

716

Decrease/(increase) in receivables

9,429

(8,806)

2,405

(Decrease)/increase in payables

(18,155)

9,891

(1,599)

Current service costs in respect of defined benefit pension scheme

36

36

72

Cash contribution to defined benefit pension scheme

(997)

(893)

(2,106)

Expense in respect of share options

90

68

136

Finance income

(395)

(1,050)

(2,161)

Finance costs

41

207

254

Interest paid

(41)

(207)

(254)

Income taxes received/(paid)

296 

(1,344)

Income tax expense

107

569 

1,482





Net cash (outflow)/inflow from operating activities

(7,010)

2,024

4,555





Investing activities




Interest received

395 

800 

1,618

Proceeds on disposal of property, plant and equipment

79 

194 

1,267

Purchases of property, plant and equipment

(1,191)

(781)

(2,028)

Acquisition of subsidiary net of cash acquired

(1,828) 

(32)

Net cash (outflow)/inflow from investing activities

(2,545)

213

825





Financing activities




Dividends paid

(1,196)

(719)

(1,317)

Repayment of obligations under finance leases

(71)

(245)

(470)

Net cash outflow from financing activities

(1,267)

(964)

(1,787)





Net (decrease)/increase in cash and cash equivalents

(10,822)

1,273

3,593





Cash and cash equivalents at beginning of period

28,179

24,400

24,400 





Effect of foreign exchange rate changes

160

59

186





Cash and cash equivalents at end of period

17,517

25,732

28,179





Bank balances and cash

17,656

25,817

28,289

Bank overdrafts

(139)

(85)

(110)


17,517

25,732

28,179


NOTES TO THE ACCOUNTS


Note 1 Basis of preparation


(a) The interim financial report for the six months ended 31 March 2009 and the equivalent period in 2008 have not been audited or reviewed by the Group's auditors. They do not comprise statutory accounts within the meaning of Section 240 of the Companies Act 1985. They have been prepared under the historical cost convention and on a going concern basis in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. This interim financial report does not comply with IAS34 'Interim Financial Reporting', which is not currently required to be applied for AIM companies. The Group has reclassified the activities of its rail infrastructure subsidiary, YJL Infrastructure Limited, from its building segment to its engineering segment and restated the comparative figures accordingly. This interim report was approved by the Directors on 19 May 2009.

            

(b) The accounts for the year ended 30 September 2008 were prepared under IFRS. The auditors issued an unqualified opinion on them and they have been delivered to the Registrar of Companies. In this report, the comparative figures for the year ended 30 September 2008 have been audited. The comparative figures for the period ended 31 March 2008 are unaudited.


(c) The Directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future.  


This interim statement is being sent to all shareholders and is also available upon request from the Company Secretary, Renew Holdings plc, Yew Trees, Main Street North, Aberford, West Yorkshire LS25 3AA, or via the website www.renewholdings.com.



Note 2 Segmental analysis


For management purposes the Group is organised into three business streams: Building, Engineering, and Property and central activities. These operating segments are the basis on which the Group reports its primary segmental information.                                        

Segmental information about the Group's continuing operations is presented below:


                                    

Six months ended

31 March

Six months ended

31 March

Year ended

30 September


2009

2008

2008


Unaudited

Unaudited

Audited

Revenue is analysed as follows:

£000

£000

 £000





Building

113,419

139,697

287,044

Engineering

58,210

50,420

100,795

Property and central activities

8

5,674

8,213

Inter divisional revenue

(35)

(2,941)

(5,495)





Group revenue from continuing operations

171,602

192,850

390,557


  Note 2 Segmental analysis (continued)



Before Exceptional items and amortisation of intangible assets 

2009 

Unaudited

Exceptional items and

amortisation of intangible assets 

2009 Unaudited

Six months ended

31 March

2009 Unaudited

Six months ended

31 March

2008

Unaudited

Before Exceptional items and

amortisation of intangible assets 

2009 

Audited

Exceptional items and

amortisation of intangible assets 

2009 

Audited

Year Ended

30 September 2008

Audited


£000

£000

£000

£000

£000

£000

£000

Analysis of operating profit








Building

1,660

-

1,660

2,371

4,892

(889)

4,003

Engineering

2,214

(1,006)

1,208

1,942

3,469

(361)

3,108

Property and central activities

(715)

(162)

(877)

(1,227)

(761)

(1,515)

(2,276)

Operating profit

3,159

(1,168)

1,991

3,086

7,600

(2,765)

4,835

Net finance income

354

-

354

843

1,907

-

1,907

Profit before income tax

3,513

(1,168)

2,345

3,929

9,507

(2,765)

6,742










Exceptional items and amortisation of intangible assets



Six months ended


Six months ended


Year ended


31 March


31 March


30 September


2009


2008


2008


Unaudited


Unaudited


Audited


£000


£000


£000

Loss on legacy final account settlement

1,006


-


-

Redundancy costs

-


-


1,471

Costs in relation to BB&EA pension scheme

-


-


1,168

Profit on disposal of plant fleet

-


-


(122)

Total exceptional items

1,006


-


2,517

Amortisation of intangible assets

162


124


248


1,168


124


2,765


Exceptional items comprise £1,006,000 in respect of a final account settlement on the last of the basket of legacy construction contracts, which were originally provided against in 2005. Amortisation charges relate to the fair value ascribed to intangible assets other than goodwill arising from the acquisitions of Seymour (C.E.C) Holdings Limited and C. & A. Pumps Limited.


Note 3 Income tax expense



Six months ended

31 March

Six months ended

31 March 

Year ended 30 September


2009

2008

2008


Unaudited

Unaudited

Audited


£000

£000

 £000

Current tax:


 


UK corporation tax on profits for the period

-

(569) 

(159)

Adjustments in respect of previous periods

-

-

(409)


-

(569)

(568)

Foreign tax

(51)

Total current tax

-

(569) 

(619)

Deferred tax

(107) 

(863)

Income tax expense

(107)

(569) 

(1,482)


The Group has unused tax losses available to carry forward against future taxable profits, although a significant element of these losses relates to activities which are not forecast to generate the level of profits needed to utilise these losses. A related deferred tax asset of £3,660,000 (2008: £3,990,000) has been recognised to the extent considered reasonable by the directors.  

  Note 4 Earnings per share            



6 months ended 31 March


6 months ended 31 March

Year ended 30 September




2009




2008




2008




Earnings

EPS

DEPS


Earnings

EPS

DEPS


Earnings

EPS

DEPS



£000

Pence

Pence


£000

Pence

Pence


£000

Pence

Pence

Earnings before exceptional costs and amortisation


3,124

5.22

5.05


3,484


5.82


5.68


7,298

12.18

11.87

Exceptional costs and amortisation


(886)

(1.48)

(1.43)


(124)


(0.21)


(0.20)


(2,038)

(3.40)

(3.32)

Basic earnings per share


2,238

3.74

3.62


3,360


5.61


5.47


5,260

8.78

8.55



























Weighted average number of shares (000's)


59,899

61,878




59,899


61,392



59,899

61,497


The dilutive affect of share options is to increase the number of shares by 1,979,000 (March 2008: 1,598,000) and reduce the basic earnings per share by 0.12p (March 2008: 0.14p; September 2008: 0.23p).


Note 5 Dividends        

        

The proposed interim dividend is 1.0p per share (2008 1.0p). This will be paid out of the Company's available distributable reserves to shareholders on the register on 5 June 2009, payable on 6 July 2009. In accordance with IAS 1, dividends are recorded only when paid and are shown as a movement in equity rather than as a charge in the income statement.



Note 6 Reconciliation of movements in total equity


    

Six months ended

Six months ended

Year ended


31 March

2009

31 March

2008

30 September

2008


Unaudited

Unaudited

Audited


£000

£000

 £000

Profit for the period

2,238 

3,360 

5,260 

Dividends

(1,196)

(719)

(1,317)


1,042 

2,641 

3,943 

Other recognised gains and losses for the period

1,279

20

193

Movement in share based payments reserve

90 

68 

136 

Net movement on total equity 

2,411 

2,729 

4,272 

Opening total equity

14,281 

10,009 

10,009 

Closing total equity

16,692 

12,738 

14,281 





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