Interim Results

Cookson Group PLC 27 July 2000 PART 1 COOKSON GROUP plc ANNOUNCEMENT OF 2000 INTERIM RESULTS - 27 July 2000 Financial Summary Half Half Year Year Year 2000 1999 1999 Ongoing Operations * Sales (£m) 1,136 703 +62% 1,615 Operating profit (£m) 109.7 57.8 +90% 144.1 Return on sales (%) 9.7 8.2 8.9 Return on investment (%) 11.6 10.6 11.1 Group Pre-tax profit * (£m) 92.0 64.5 +43% 148.5 Earnings per share * (p) 9.3 6.9 +35% 15.5 Dividends per share (p) 4.5 4.3 +5% 9.5 Operating cash flow (£m) 35.6 27.8 +28% 106.4 *(before exceptional items and goodwill amortisation) HIGHLIGHTS Group profits rise sharply Robust market conditions Strong organic growth, especially the Electronics division Premier Refractories and Enthone integration on track Trading conditions likely to remain good for 2nd half Commenting on the current outlook, Stephen Howard, Group Chief Executive, said: Trading conditions experienced in the first half are expected to prevail for the second half. The momentum generated by the electronics industry should be maintained; global steel production is expected to remain at current levels; and the prospects for the Precious Metals division's markets are sound. As a result, the Group's performance in the second half is likely to show continued improvement over that of the first half. OVERVIEW Considerable progress was made in the first six months of the new millennium. Strong organic growth in sales and profits was achieved, especially by the Electronics division, and margins and return on investment improved. The e- commerce initiatives that were outlined earlier this year are progressing well. The Premier Refractories, Enthone and Plaskon acquisitions delivered results which were in line with expectations, and contributed in large measure to the Group's growth in earnings. The extensive integration programmes for these acquisitions are on track to deliver both the expected cost savings and the strategic benefits originally envisaged. The disposals of Neptco, Focas and Polyflex were also concluded and that of Plastic Mouldings is underway. The strategy that was embarked upon eighteen months ago to reshape Cookson is therefore substantially complete. Cookson now has : highly focused, core businesses : Electronics, Ceramics and Precious Metals strong market positions across all divisions opportunities to further increase market share and global reach integrated product, service and technology offerings that allow customers to increase their productivity Importantly, Cookson's businesses are well-positioned in markets that are capable of delivering sustained and attractive growth. Having completed a number of significant acquisitions and disposals over the last eighteen months, management has been able to direct its full attention to enhancing operating performance and reaping the benefits from the considerable investment that has been made. Management is determined to maintain this focus in order to achieve operational excellence, sustainable growth and to deliver quality earnings. REVIEW OF OPERATIONS All financial information in the Review of Operations has been expressed at reported exchange rates and operating profits are stated before goodwill amortisation and exceptional items to facilitate meaningful comparisons. The financial information for Ongoing Operations excludes the results of businesses disposed in 1999 and 2000 and that of Plastic Mouldings, which is in the process of disposal. Group - Ongoing Operations First First Half Half Year 2000 1999 1999 Sales (£m) 1,136 703 +62% 1,615 Operating Profit (£m) 109.7 57.8 +90% 144.1 Return on Sales (%) 9.7 8.2 8.9 Return on Investment (%) 11.6 10.6 11.1 Sales for the Group's ongoing operations in the first half of 2000 were 62% above the same period last year. This is due largely to the contribution of acquisitions - mainly Premier Refractories, Plaskon and Enthone, which were completed in 1999 - but also to significantly improved market conditions which resulted in the Electronics and Ceramics divisions achieving strong organic sales growth. Excluding the contributions of acquisitions and the impact of currency translation, sales for the Group's ongoing operations increased by a healthy 14%. Operating profit was £109.7 million, which represents an increase of 90% over the first half of 1999. Excluding the £33.2 million contribution from acquisitions and a £1.3 million positive impact for currency translation, operating profit still increased considerably by 30%. In the Electronics division, operating profit was 126% higher than the first half of 1999, due to robust market conditions experienced in all sectors of the division and to the contributions from the Plaskon and Enthone acquisitions. In the Ceramics division, operating profit rose by 86% as a result of an increase in global steel production, and from the contribution from the Premier Refractories acquisition. The Precious Metals division recorded an 14% increase in operating profit with an excellent performance by its Precision Products sector a feature. The profitability of the Group's ongoing operations also improved. Return on sales for the period was 9.7%, representing a marked improvement on the 8.2% returned in the first half of 1999. The performance of the Electronics division was a particular highlight, with return on sales of 10% being achieved. The Group's return on investment also improved to 11.6%. Excluding acquisitions made in the last twelve months, return on investment for ongoing operations was 13.4%, which is in excess of the Group's pre-tax cost of capital of 13%. The profitability of the Group's activities improved in all geographic regions other than the UK. Businesses in the UK, which constitute 12% of Group sales, experienced difficult conditions largely due to the strength of sterling against the euro and operating profits fell to only 1% of the Group total. The performance of the Asia-Pacific operations, on the other hand, was excellent with the region's contribution to Group profits rising to 24%. Electronics First First Half Half Year 2000 1999 1999 Sales (£m) 617 365 +69% 790 Operating Profit (£m) 61.5 27.2 +126% 64.6 Return on Sales (%) 10.0 7.4 8.2 Return on Investment (%) 11.9 9.8 10.2 The improvement in market conditions experienced by suppliers of materials and equipment to the electronics industry in the second half of 1999 gathered strength globally in the first half of 2000. As a consequence of this, and the benefits of having a broad-based product offering to the industry worldwide, results for all sectors of the Electronics division were excellent. Sales increased by 69% over 1999 and, excluding acquisitions and the effect of currency, grew by a healthy 20% in organic terms. Operating profit increased by 126% and, excluding acquisitions and currency exchange differences, rose by 54%. The resultant rise in profit margins, from 7.4% in the first half of 1999 to 10.0%, reflects not only improved market conditions and enhanced operational gearing, but also the initial realisation of benefits from the rationalisation and business integration programmes initiated in the last eighteen months. Importantly, return on investment also improved to 11.9%. The Polyclad Technologies sector, which includes Polyclad and Enthone and addresses primarily the market for printed circuit board (PCB) fabrication, achieved excellent results. Polyclad experienced strong sales volume growth for its multi-layer laminate products and, with a more favourable pricing environment, better margins were achieved. Whilst improved performances were registered throughout Polyclad, that of the European business was particularly noteworthy. The results of Enthone for the first six months were also pleasing, and in line with expectations. The programme to integrate Enthone, which was acquired in December last year, should be substantially complete by the end of the year with cost savings of some £12 million per annum from 2001 still achievable. Savings expected in the second half of 2000 amount to some £2 million. In April, the Group announced it had reached agreement to acquire the laminates division of ACHEM Technology Corporation. This will complement Polyclad's existing operations and significantly enhance its manufacturing capacity and market presence in Asia Pacific. ACHEM will serve not only fast- growing Asian markets, but will also be used to service Polyclad's key global customers in the USA and Europe. Completion of this transaction is expected in August. Robust sales and profit growth in the Speedline Technologies sector was experienced across all products and in all regions, but particularly in Asia Pacific and Europe. Demand has been buoyed by the need for assemblers of PCBs to clear capacity backlogs and lay down new capacity to cater for current and expected growth. Prices have generally been maintained, margins increased and the order book at the end of the period, which was at a record level, was 75% higher than in June 1999. In the Alpha Fry Technologies sector, sales of solder paste and spheres to the PCB assembly market remained strong - particularly in Asia - and the sector's margins improved. The industrial products businesses, however, experienced less buoyant trading conditions. Sales into the high-growth semi-conductor packaging materials industry were well up on last year. This reflects the successful integration of the Plaskon acquisition and also an increased level of cross selling and technology sharing with other sectors of the Electronics division. This, in turn, reinforced the division's growing presence in the integrated circuits packaging market. The Cookson Performance Solutions sector continues to work closely with Alpha Fry and Speedline to provide complementary services to existing and new customers. The strategy of delivering web-based training products - using its patented CPS WebWare (TM) products - has been well received by the market. The outlook for the electronics industry remains positive and, with the division's order books at healthy levels, the prognosis for the Electronics division in the second half is good. Ceramics First First Half Half Year 2000 1999 1999 Sales (£m) 372 204 +82% 542 Operating Profit (£m) 34.3 18.4 +86% 49.5 Return on Sales (%) 9.2 9.0 9.1 Return on Investment (%) 10.3 10.2 10.1 Sales and operating profits of the Ceramics division increased substantially, by 82% and 86% respectively, due largely to the impact of acquisitions, most notably that of Premier Refractories which was completed in August 1999. Excluding the contribution from acquisitions and the effect of currency, sales and operating profit increased organically by 9% and 13% respectively. Return on sales and on investment increased marginally, with further improvements held back by profit declines in the division's UK activities and in the Glass sector. During the first half the Iron and Steel sector - which contributes two-thirds of the division's sales - benefited from a recovery in global steel production, which rose by some 10% over the same period last year. This increase in steel output resulted in similar sales volume growth for the division's refractory products and, in some territories, an easing of price pressures. The UK activities, which constitutes some 17% of the division's total sales, experienced difficult trading conditions as steel production in the UK was lower than the depressed levels of the first half of 1999. This was due mainly to the strength of sterling and resulted in a marked reduction in its own and its customers' export sales. In the Glass sector, profits were lower than last year as customers delayed the commissioning of furnace-lining projects; this situation is likely to improve next year. The Foundry and Industrial Products sector, however, experienced improved sales and profits, mainly in the USA and Continental Europe, with the former Premier Refractories businesses being integrated smoothly and making good profit contributions in the first half. Premier Refractories delivered results which were in line with expectations other than in the UK and the extensive integration programme continues to proceed as planned. Benefits have begun to be realised from purchasing, sales force and overhead synergies associated with the integration. Savings of £13 million for the current year are still expected to be achieved, with some £6 million having been achieved in the first half. When the manufacturing site integration programme is complete in 2001, annual savings of some £30 million will begin to accrue from the integration programme. Global steel production in the second half is expected to be marginally higher than that of the first half and, with the benefits of the Premier Refractories integration programme beginning to show, the outlook for the division in the second half is for a gradual improvement in profitability. Precious Metals First First Half Half Year 2000 1999 1999 Sales (£m) 147 134 +10% 283 Operating Profit (£m) 13.9 12.2 +14% 30.0 Return on Sales (%) 9.4 9.1 10.6 Return on Investment (%) 14.7 14.6 17.6 Sales for the half year were up 10%, reflecting an underlying volume increase of 14% after excluding the precious metals content. Excluding the effects of bolt-on acquisitions and currency, sales were up by 3% and profits by 2% over the first half of the prior year. The Jewellery sector faced mixed trading conditions in the first half. The Mill activities in the US experienced a slowdown in activity, primarily from the US Mint, which had provided significant non-recurring millennium coin sales in 1999. An improved performance by the European business was achieved, though conditions in the UK remained tight and higher precious metals consignment rates were experienced during the period. Results for the Findings and Components businesses were, however, good and order levels were solid at period end. In the Precision Products sector, trading conditions were favourable in the first half, particularly with its customers in the North American telecommunications, consumer electronics and automotive industries. This strong demand and new product introductions resulted in solid organic growth in sales and profits for the sector. Trading conditions for both sectors of the division are expected to remain generally unchanged, though the results of the Jewellery sector should benefit from the traditional increase in off-take from pre-Christmas buying. Disposals The disposals of Neptco, Focas and Polyflex were completed during the first quarter of 2000 for a total cash consideration of £109 million. These businesses collectively contributed £45 million of sales and £4.6 million operating profit until their respective dates of disposal; this compares with operating profit of £10.0 million in the first half of 1999 contributed by these businesses and those disposed of last year. The Plastic Mouldings business, which is in the process of disposal, suffered from difficult trading conditions and significant raw material price increases which resulted in depressed margins. As a consequence, operating profits fell by 21% to £4.5 million. GROUP FINANCIAL REVIEW First First Half Half Year 2000 1999 1999 Profit before Tax (£m)* 92.0 64.5 +43% 148.5 Earnings per Share (p)* 9.3 6.9 +35% 15.5 Dividend (p) 4.5 4.3 +5% 9.5 Operating Cash Flow (£m) 35.6 27.8 +28% 106.4 *(before goodwill amortisation and exceptional items) Profit before Tax Profit before tax, goodwill amortisation and exceptional items of £92.0 million reflects an increase of 43% over the £64.5 million achieved in the first half of 1999. In summary, the £27.5 million increase arose as follows: £51.9 million higher operating profit from Ongoing Operations (of which £1.3 million is the result of currency translation); which was partly offset by: £6.6 million reduction in the contribution from business disposed or in the process of disposal; and £17.8 million increase in interest paid, mainly to fund the acquisitions of Premier Refractories, Enthone and Plaskon. Taxation Total tax charge of £22.0 million consists of a £23.9 million charge against profits before exceptional items and a £1.9 million tax credit for exceptional items. The effective rate of taxation on profit before goodwill amortisation and exceptional items was 26.0% for the first half of 2000. The rate is based on an estimate for the whole of 2000 and is the same effective rate for both the first half and the full year 1999. Shareholder Returns Headline earnings per share, i.e. before goodwill amortisation and exceptional items, amounted to 9.3 pence per share, 35% up on the 6.9 pence achieved in the first half of 1999. Earnings per share for the first half of 2000, after goodwill amortisation and exceptional items, amounted to 5.2 pence (1999: 5.2 pence). An interim dividend of 4.5 pence per ordinary share has been declared, representing an increase of 5% over 1999. This rise is consistent with the aim of the Board of paying a dividend that increases annually at a consistent rate and in restoring dividend cover, over time, to not less than two times. The dividend will be paid on 1 December 2000 to shareholders on the register at 20 October 2000. Exceptional Items Exceptional items totalling £15.5 million have been recognised within operating profit in the first half, of which £13.7 million relates to the integration programme for Premier Refractories and £1.8 million to that of Enthone. The forecast full year costs associated with finalising the Premier Refractories integration remains at £23 million, and that of Enthone at £13 million, both in line with the original projections announced last year. Cash spend associated with the above initiatives was £9.2 million in the first half, leaving an estimated £34 million yet to be spent, the majority of which is expected to arise in the second half of the year. Cash outflow in respect of the Group-wide rationalisation and restructuring initiative initiated in late 1998, was £5.2 million in the first half, leaving an additional £7 million provided but unspent. Cash Flow Operating cash flow amounted to £36 million in comparison with £28 million in the same period last year. In summary, the £8 million increase arose as follows: £45 million rise in profit contribution from subsidiaries; £5 million increase in depreciation; which was partially offset by: £5 million additional outlay in respect of exceptional rationalisation costs; £33 million increase in cash outflow for working capital; and £3 million increase in net capital expenditure. The increase in working capital outflows results from the substantial growth in sales during the period, together with a planned build-up in inventories. Notwithstanding this increase, the ratio of average trade working capital to sales improved from 24.1% to 23.8%. A £19 million increase in tax payments arose in the first half of 2000 which resulted from lower than normal payments last year and from the settlement of tax due in respect of prior periods. Interest payments also rose by £14 million in the first half on increased borrowings to fund the Group's acquisition programme. Investment Total cash consideration for acquisitions and other investments in the first half amounted to £313 million, primarily in respect of the payment of the £284 million deferred consideration for Enthone in January 2000, together with the acquisition of a number of small bolt-on businesses for the Ceramics and Precious Metals divisions. Borrowings and Financial Condition During the first half, the Group's borrowings were restructured to provide a longer term, more competitive profile that matches the needs of the business and the geographic structure of the Group. As part of this process, $400 million (£253 million) of loan notes with an average term of 10.3 years were placed with US institutions in May. As at 30 June 2000, net borrowings amounted to £755 million, 85% of which was long-term with an average maturity of 4.3 years. In addition, approximately two-thirds of the Group's interest rates have been fixed for periods ranging from two to nine years. Interest cover for the period was 4.5 times and leverage - expressed as gross borrowings as a percentage of total invested capital including goodwill - was 44%. These ratios remain within the Group's loan covenants and financing targets. Outlook Trading conditions experienced in the first half are expected to prevail for the second half. The momentum generated by the electronics industry should be maintained; global steel production is expected to remain at current levels; and the prospects for the Precious Metals division's markets are sound. As a result, the Group's performance in the second half is likely to show continued improvement over that of the first half. For further information please contact: Stephen Howard, Group Chief Executive 020 7766 4500 Dennis Millard, Group Finance Director 020 7766 4500 Copies of Cookson's 2000 Interim Report are being posted to the shareholders of the Company on 27 July 2000 and will be available at the Registered Office of the Company from that date. Cookson Group plc, The Adelphi, 1-11 John Adam Street, London WC2N 6HJ Corporate website: www.cooksongroup.co.uk MORE TO FOLLOW

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