Interim Results
Carclo plc
27 November 2007
Carclo plc
Interim Results for the six months ended 30 September 2007
Key Points
• Profit before tax up 37.1% at £2.3 million
• Technical Plastics has seen good sales growth led by its medical
diagnostics business
• Precision Products delivered an excellent performance
• LED optics business growing rapidly
• Conductive Inkjet Technology ('CIT') has now started to generate
revenues and is making good progress across a broad range of
applications
• Minority interest in CIT acquired which will ensure the full value of
this investment is delivered to shareholders
• Interim dividend increased by 50% to 0.6 pence in line with the
increase in last year's final dividend
• New £20.0 million five year assured bank facilities and four year
pensions funding plan agreed in the period
Commenting on the results, Christopher Ross, chairman, said -
'Profit progression for the group overall is in line with our expectations. The
mix of our business continues to swing in our favour with strong growth in the
specialist medical diagnostics and LED optics and lighting businesses
underpinning further profit progression. In the second half we expect margin
improvement in Technical Plastics and another good performance from Precision
Products.
The group strategy continues to deliver and the board's confidence is
demonstrated by the resumption of acquisitions, increased capital investment and
the increase in the interim dividend.'
-ends-
For further information please contact:
Carclo plc
Ian Williamson, chief executive On 27 November 2007: 020 7067 0700
Robert Brooksbank, finance director Thereafter: 01924 268040
Weber Shandwick Financial
Richard Hews 020 7067 0700
James White
A presentation for analysts will be held at 9.30 am, on 27 November 2007, at the
offices of Weber Shandwick Financial, Fox Court, 14 Gray's Inn Road, London
WC1X 8WS
Notes to editors
• Carclo plc is a global supplier of technical plastic components. It is
a public company whose shares are quoted on the London Stock Exchange.
• 75% of sales are derived from the supply of fine tolerance, injection
moulded plastic components, which are used in medical, automotive,
telecom and electronics products. This business, Carclo Technical
Plastics, operates internationally in a fast growing and dynamic
market underpinned by rapid technological development.
• 25% of sales are derived from the supply of manufactured systems to
the automotive and aerospace industries.
• Carclo's strategy is to grow rapidly in low cost manufacturing regions
and to develop new technologies and products to underpin future
growth.
CHAIRMAN'S STATEMENT
Overview
The group has continued to make good progress in the six months ended 30
September 2007 with profit before tax up 37.1% at £2.3 million. This has been
driven primarily by a very strong first half in Precision Products. In Technical
Plastics we have seen good sales growth led by our medical diagnostics business,
although margin progression has been temporarily impacted by integration costs
associated with new and transferring programmes.
Conductive Inkjet Technology ('CIT') has now started to generate revenues and we
have recently acquired the remaining minority interest in order to deliver the
full value of this investment to our shareholders.
The board has declared a dividend of 0.6 pence per share, representing a 50%
increase on last year's interim dividend and in line with the increase in last
year's final dividend. The dividend will be paid on 7 April 2008 to shareholders
on the register on 29 February 2008. The shares will be traded excluding the
right to the dividend from 27 February 2008.
Financial position
In the first six months of the financial year, the group replaced its existing
bank term loan facilities with new £20.0 million five year facilities on broadly
comparable terms. These new facilities, coupled with the agreement of a new four
year pension funding plan, provide the group with certainty for ongoing
investment in the growth areas of medical diagnostics, Light Emitting Diode
('LED') optics and new technologies such as CIT.
Net debt at 30 September 2007 was £13.6 million, representing gearing on assets,
excluding the net pension deficit, of 29.4% (2006 - 42.6%). On a year on year
basis, net debt has reduced by £5.2 million. There was a small increase of £0.8
million in net debt since the start of the financial year due to increased
investment in fixed and working capital. The group benefited in the half year
from the receipt of £1.0 million deferred consideration from the ECC Card
Clothing disposal.
Group strategy
Over the last few years we have consistently invested in new technology and in
our specialist medical and optical businesses. We have been aiming to increase
the intellectual property owned by the group and to increase the proprietary
content of our business.
This strategy is now delivering improving profitability and increasing margins.
There are three areas of business within Carclo which the board believes offer
substantial growth opportunities. These are:
• Medical diagnostics - we have a significant position in the supply of
single-use components for diagnostic testing of blood. The leading
player in the laboratory test market uses Carclo as sole source and we
supply other players in this market. We also manufacture the
cartridges of the Axis-Shield Afinion instrument which has taken a
market leading position in Point-Of-Care testing. Finally, through our
collaboration with BBI Holdings PLC ('BBI') in Platform Diagnostics
Limited and our development work for other major medical companies, we
have developed a leading position in the device technologies for
low-cost, mass-market diagnostic tests.
• LED optics and lighting - high power LEDs are set to replace
traditional lighting in a whole range of markets. Carclo is one of the
leading players in the supply of collimator optics which allow high
power LED's to be applied in real-world applications. This business is
growing rapidly and Carclo is driving innovation and product
development in the market. We were the first company to have optics
for the Luxeon Rebel range of LED's and we are first to market with a
new range of 10mm optics matched to Rebel LED's. In the OEM market, we
are leading the way with high technology automotive lighting with the
Lamborghini Reventon showcasing our unique engineering skills. The
Wipac brand is being used to take this technology into the aftermarket
and we have today announced the acquisition of the leading distributor
of LED automotive lighting to accelerate our growth in this area.
• CIT is at the core of exciting developments in printed electronics.
Our innovative technology changes the economics of a wide range of
devices and systems including RFID tags, sensors, organic LED displays
and solar cells. CIT is now earning revenues from inks, equipment and
licences. We expect this revenue to grow strongly into 2009 and
beyond.
Operating review
Technical Plastics
The Technical Plastics division delivered sales growth of 3.1% to £28.7 million
despite the adverse impact of the US dollar exchange rate. Sales growth in
medical and optical was particularly encouraging. Operating profits were down
slightly at £1.5 million (2006 - £1.6 million). Profit progression in our
European businesses was affected by transitional costs associated with the
integration of new programmes and by the Slough reorganisation programme which
involved the transfer of its high volume programmes to lower cost facilities
within the group.
During the first half, our largest customer in the medical diagnostics market
elected to sole source all of its single-use components from Carclo. This was a
tremendous vote of confidence in our global business strategy. Our Chinese
business is also growing very strongly with new business increasingly focussed
on medical and specialist markets.
We expect an improved second half in our European plastics operations as the
business integration issues are addressed and the programme transfers are
completed. We also anticipate further strong growth in the medical content of
our US and China businesses.
Precision Products
The Precision Products division delivered an excellent performance in the first
half of the financial year with operating profits up 88.1% at £1.7 million on
sales of £10.2 million (2006 - £10.0 million). In part, this increase in profits
was due to a temporary surge in demand for the technically more sophisticated
Multiband antennas supplied by the automotive business.
Profits were also boosted by growth in new business for state-of-the-art LED
lighting for supercars. An excellent example is the Lamborghini Reventon, a
limited edition of 20 supercars, for which Wipac provided the LED lighting. We
have few competitors in this field who can match our capability to engineer and
deliver low volume, high value, bespoke lighting based on the very latest LED
technology. We have won a number of major prestige contracts in this market and
are set to enjoy a period of robust growth from the next financial year onwards.
We are making this technology available in the aftermarket under the Wipac
brand. In November we launched the first automotive spotlight based on high
power LED's. This product showcases Carclo's proprietary brand of LED optics.
Further products are due for launch in 2008.
The other smaller precision engineering businesses in this division delivered
another good performance.
Ultra acquisition
In order to accelerate our growth strategy in the automotive lighting
aftermarket, we have recently agreed to acquire the assets of Ultra, the leading
UK distributor of largely LED based automotive lights. Ultra is being acquired
for a cash consideration of £1.1 million with a further potential payment of up
to £0.25 million dependent upon the performance of the business over the next 18
months.
Conductive Inkjet Technology ('CIT')
Progress at CIT has been good across a broad range of applications. A detailed
review of technical and commercial progress was provided on 1 October 2007 when
we announced that we had acquired 100% control of CIT.
We are now participating in two collaborative programmes using CIT's fine line
technology to produce backplanes for organic LED displays and lighting. The
first programme will be led by Cambridge Display Technology Limited and will
continue the DTI funded development using fine conductive lines suitable for a
range of organic electronic applications such as low cost, passive matrix
displays and lighting.
The second programme is led by Epigem Ltd and is also targeted at developing new
processes and materials for the fabrication of transparent conducting films on
plastic substrates.
We have also achieved some encouraging results with a new form of ink which
etches the surface of silicon solar cells to deliver improved efficiency.
Early next year the first high volume MetalJet production line will be
commissioned. This is expected to generate significant ink revenues.
The board's confidence in this business was demonstrated on 30 September 2007
when the minority shareholding in CIT was acquired. The total consideration
payable to Xennia Technology Limited ('Xennia') for its 25.6% minority stake is
a maximum of £2.07 million. The initial consideration of £1.07 million was
satisfied in October with the issue of 869,565 Carclo ordinary shares and a cash
payment of £0.1 million. A further cash payment of £0.25 million was also made
in October to Xennia for transitional technical support and the release of
certain intellectual property rights. The balance of the consideration of £0.75
million, payable in cash, is conditional upon the performance of CIT in the
period to 31 March 2010. Carclo now owns 100% of CIT which will ensure that the
full benefit from the growth opportunities provided by CIT accrue to the group's
shareholders.
Platform Diagnostics Limited ('Platform')
The main thrust of our investment in new technologies this financial year is in
CIT and Platform. Investment in Platform in the first half was focussed on
establishing the necessary technical teams within Carclo and BBI to develop
proof of concept versions of Platform's innovative Point-Of-Care technology. The
investment in Platform was increased by 2.5% to a 5.0% stake at a cost of
£50,000. A step up in progress is expected in the second half of the year, the
collaboration with BBI is working very well and may generate further
collaborative opportunities in the future.
Risks and uncertainties
We are obliged by the Disclosure and Transparency Rules to comment on the
principal risks and uncertainties faced by the group in the remainder of the
financial year. In our annual report sent to shareholders in June 2007 we
provided a detailed commentary on the risks faced by the group and the measures
put in place to monitor and actively manage these risks. It is the nature of our
businesses that the risk profile does not change significantly between reporting
periods. In general, also, our businesses do not experience significant short
term changes in demand or seasonality.
Since June, we have seen increasing upwards pressure on polymer prices and the
US dollar has further weakened against the euro and the pound. It is our firm
commercial policy to pass through the increase in material costs to our
customers. The weakening US dollar principally affects the translation of our US
dollar earnings. The group's exposure to the transactional effect of changing
exchange rates is modest.
Outlook
Profit progression for the group overall is in line with our expectations. The
mix of our business continues to swing in our favour with strong growth in the
specialist medical diagnostics and LED optics and lighting businesses
underpinning further profit progression. In the second half we expect margin
improvement in Technical Plastics and another good performance from Precision
Products.
The group strategy continues to deliver and the board's confidence is
demonstrated by the resumption of acquisitions, increased capital investment and
the increase in the interim dividend.
Christopher Ross 27 November 2007
Consolidated income statement
Year
Six months ended Six months ended ended 31
30 September 30 September March
2007 2006 2007
unaudited unaudited audited
---------------------------------------------------------------------------
Continuing Discontinued Continuing Discontinued
operations operations Total operations operations Total
£000 £000 £000 £000 £000 £000 £000
--------------------------------------------------------------------------------------------------------------------
Revenue 38,755 - 38,755 37,731 1,025 38,756 79,055
--------------------------------------------------------------------------------------------------------------------
Underlying operating profit
Operating profit before exceptional costs 2,636 - 2,636 2,148 84 2,232 4,819
- rationalisation costs (388) - (388) (291) (62) (353) (593)
--------------------------------------------------------------------------
After exceptional costs 2,248 - 2,248 1,857 22 1,879 4,226
--------------------------------------------------------------------------------------------------------------------
Operating profit 2,248 - 2,248 1,857 22 1,879 4,226
Site closure costs - - - (77) - (77) (561)
Profit on sale of properties - - - - - - 3,722
--------------------------------------------------------------------------
Profit before financing costs 2,248 - 2,248 1,780 22 1,802 7,387
Finance revenue 158 - 158 194 7 201 362
Finance expense (637) (637) (856) - (856) (1,691)
Other finance revenue - retirement benefits 5,193 - 5,193 4,999 - 4,999 9,996
Other finance expense - retirement benefits (4,613) - (4,613) (4,433) - (4,433) (8,865)
--------------------------------------------------------------------------
Profit before tax 2,349 - 2,349 1,684 29 1,713 7,189
Income tax expense (235) - (235) (169) (2) (171) (715)
--------------------------------------------------------------------------
Profit after tax but before profit /
(loss) on discontinued operations 2,114 - 2,114 1,515 27 1,542 6,474
Profit on disposal of discontinued
operations, net of tax - - - - 679 679 342
Loss on disposal of discontinued
operations, net of tax - - - - (150) (150) (173)
--------------------------------------------------------------------------
Profit after tax 2,114 - 2,114 1,515 556 2,071 6,643
==========================================================================
Attributable to:
Equity holders of the parent 2,155 - 2,155 1,553 556 2,109 6,700
Minority interest (41) - (41) (38) - (38) (57)
--------------------------------------------------------------------------
Profit for the period 2,114 - 2,114 1,515 556 2,071 6,643
==========================================================================
Earnings per ordinary share
Basic 3.9 p - p 3.9 p 2.8 p 1.0 p 3.8 p 12.1 p
Diluted 3.8 p - p 3.8 p 2.8 p 1.0 p 3.8 p 11.8 p
Dividend per ordinary share
Arising in respect of the period 0.6 p 0.4 p 1.6 p
Paid in the period 1.6 p 1.2 p 1.2 p
Consolidated statement of recognised income and expense
Six months Six months Year
ended ended ended
30 September 30 September 31 March
2007 2006 2007
unaudited unaudited audited
£000 £000 £000
--------------------------------------------------------------------------------------------------------------------
Foreign exchange translation differences 287 (436) (643)
Net (loss) / gain on hedge of net investment in foreign subsidiary - (28) 22
Actuarial gains on defined benefit schemes - - 7,651
Taxation on items taken directly to equity (406) - (2,296)
-------------------------------------------
Income and expense recognised directly in equity (119) (464) 4,734
Profit for the period 2,114 2,071 6,643
-------------------------------------------
Total recognised income and expense for the period 1,995 1,607 11,377
===========================================
Attributable to:
Equity holders of the parent 2,036 1,645 11,434
Minority interest (41) (38) (57)
-------------------------------------------
Total recognised income and expense for the period 1,995 1,607 11,377
===========================================
Consolidated balance sheet
30 September 30 September 31 March
2007 2007 2007
unaudited unaudited audited
£000 £000 £000
--------------------------------------------------------------------------------------------------------------------
Assets
Intangible assets 26,122 24,992 25,365
Property, plant & equipment 25,035 25,953 24,585
Investments 105 10 52
Deferred tax assets 4,639 9,133 5,092
Other receivables - 400 150
------------ ------------ -----------
Total non current assets 55,901 60,488 55,244
Inventories 8,981 7,954 8,227
Trade and other receivables 16,906 16,580 18,243
Cash and cash deposits 5,995 678 2,875
Assets classified as held for sale 842 3,451 842
------------ ------------ -----------
Total current assets 32,724 28,663 30,187
------------ ------------ -----------
Total assets 88,625 89,151 85,431
------------ ------------ -----------
Liabilities
Interest bearing loans and borrowings 12,287 7,347 4,877
Deferred tax liabilities 3,628 4,158 3,642
Retirement benefit obligations 11,314 22,277 12,061
Other payables 750 - -
------------ ------------ -----------
Total non current liabilities 27,979 33,782 20,580
Trade and other payables 13,494 12,251 13,691
Current tax liabilities 1,873 2,507 1,694
Dividends payable - - 222
Interest bearing loans and liabilities 7,285 12,105 10,803
------------ ------------ -----------
Total current liabilities 22,652 26,863 26,410
------------ ------------ -----------
Total liabilities 50,631 60,645 46,990
------------ ------------ -----------
------------ ------------ -----------
Net assets 37,994 28,506 38,441
============ ============ ===========
Equity
Ordinary share capital issued 2,815 2,789 2,815
Share premium 3,002 2,768 3,002
Other reserves 3,670 4,160 3,670
Translation reserve 1,145 1,015 858
Retained earnings 27,362 16,647 26,900
------------ ------------ -----------
Total equity attributable to equity holders of the parent 37,994 27,379 37,245
------------ ------------ -----------
Minority interest - 1,127 1,196
------------ ------------ -----------
Total equity 37,994 28,506 38,441
============ ============ ===========
Consolidated statement of cash flows
Six months Six months Year
ended ended ended
30 September 30 September 31 March
2007 2007 2007
unaudited unaudited audited
£000 £000 £000
--------------------------------------------------------------------------------------------------------------------
Cash flows from operating activities
Profit before financing costs 2,248 1,802 7,387
Adjustments for:
Pension fund contributions in excess of service costs (167) 12 (1,990)
Depreciation charge 1,469 1,489 2,977
Amortisation of intangible assets 28 52 103
Profit on disposal of properties - - (3,722)
Profit on disposal of other plant and equipment (7) (11) (94)
Cash flows on closures charged in prior year - - 127
Share based payment charge 45 143 196
------------ ------------ -----------
Operating cash flow before changes in working capital 3,616 3,487 4,984
Changes in working capital (excluding the effects of
acquisition and disposal of subsidiaries)
Increase in inventories (753) (422) (744)
Decrease / (increase) in trade and other receivables 474 (58) (1,859)
(Decrease) / Increase in trade and other payables (1,485) (889) 552
------------ ------------ -----------
Cash generated from operations 1,852 2,118 2,933
Interest paid (613) (893) (1,728)
Tax - - (154)
------------ ------------ -----------
Net cash from operating activities 1,239 1,225 1,051
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 11 14 7,314
Interest received 121 177 370
Disposal of subsidiary, net of cash disposed of - 1,811 1,261
Receipt of deferred consideration, net of related costs 969 - 403
Proceeds from sale of investments - 1 2
Acquisition of property, plant and equipment (2,052) (968) (2,283)
Acquisition of intangible assets - computer software (129) (10) (42)
Acquisition of trade investment (53) - (43)
Development expenditure (359) (670) (1,180)
Repayment of loan by joint venture - 390 390
------------ ------------ -----------
Net cash from investing activities (1,492) 745 6,192
Cash flows from financing activities
Proceeds from the issue of share capital - - 260
Drawings on term loan facilities 6,627 - -
Repayment of borrowings (7,565) (11,437) (12,395)
Payment of finance lease liabilities (1) (4) (8)
Dividends paid (889) (661) (661)
------------ ------------ -----------
Net cash from financing activities (1,828) (12,102) (12,804)
Net decrease in cash and cash equivalents (2,081) (10,132) (5,561)
Cash and cash equivalents at beginning of period 991 6,734 6,734
Effect of exchange rate fluctuations on cash held (4) (117) (182)
------------ ------------ -----------
Cash and cash equivalents at end of period (1,094) (3,515) 991
============ ============ ===========
Cash and cash equivalents comprise:
Cash at bank and in hand 5,995 678 2,875
Bank overdrafts (7,089) (4,193) (1,884)
------------ ------------ -----------
(1,094) (3,515) 991
============ ============ ===========
Notes on the accounts
1. Basis of preparation
The condensed half year report has been prepared on the basis of the
accounting policies set out in the audited accounts for the year ended
31 March 2007 and in accordance with IAS34: 'Interim Financial Reporting'
as adopted by the EU. In the current financial year the group will adopt
IFRS 7 'Financial Instruments' for the first time. This standard relates to
the disclosure of information and does not impact on the financial
performance of the group.
The financial information is unaudited, but has been reviewed by the
auditors and their report to the company is set out on page 16.
The comparative figures for the financial year ended 31 March 2007 are not
the company's statutory accounts for that financial year but they have been
extracted from the report and accounts for that year. Those accounts have
been reported on by the company's auditors and delivered to the Registrar
of Companies. The report of the auditors was (i) unqualified, (ii) did not
include a reference to any matters which the auditors drew attention by way
of emphasis without qualifying their report and (iii) did not contain
statements under Section 237 (2) or (3) of the Companies Act 1985.
The half year report was approved by the board of directors on 27 November
2007 and is being sent to shareholders on 7 December 2007. Copies are
available from the company's registered office, Springstone House,
PO Box 88, 27 Dewsbury Road, Ossett, WF5 9WS and can also be downloaded
from the corporate website: www.carclo-plc.com.
The group financial statements have been prepared and approved by the
directors in accordance with International Financial Reporting Standards as
adopted by the EU ('Adopted IFRSs').
2. Accounting estimates
The preparation of the half year financial statements requires management
to make judgements, estimates and assumptions that affect the application
of accounting policies and the reported amounts of assets and liabilities,
income and expenses. In preparing these half year financial statements, the
significant judgements made by management in applying the group's
accounting policies and the key source of estimation uncertainty were the
same as those applied to the audited consolidated financial statements as
at, and for the year ended, 31 March 2007.
3. Segment reporting
At 30 September 2007, the group is organised into two main business
segments:
Technical Plastics and Precision Products.
The primary segment reporting format is determined to be business segments
as the group's risks and returns are affected predominantly by differences
in the products and services provided. Secondary information is reported
geographically. The operating business segments are organised and managed
separately.
The Technical Plastics segment supply fine tolerance, injection moulded
plastic components, which are used in medical, telecom and electronics
products. This business operates internationally in a fast growing and
dynamic market underpinned by rapid technological development.
The Precision Products segment supply systems to the automotive and
aerospace industries.
Transfer pricing between business segments is set on an arm's length basis.
Segmental revenues and results include transfers between business segments.
Those transfers are eliminated on consolidation.
The group's geographical segments are based on the location of the group's
assets. Sales to external customers disclosed in geographical segments are
based on the geographical location of its customers.
Analysis by business segment
The segment results for the six months ended 30 September 2007 were as
follows -
Technical Precision Continuing Group
Plastics Products Unallocated Eliminations total Discontinued total
£000 £000 £000 £000 £000 £000 £000
-----------------------------------------------------------------------------------------------------------------------
Income Statement
Total revenue 28,745 10,150 52 (192) 38,755 - 38,755
Less inter-segment revenue (192) - - 192 - - -
-------------------------------------------------------------------------------------
Total external revenue 28,553 10,150 52 - 38,755 - 38,755
Expenses (27,090) (8,461) (568) - (36,119) - (36,119)
--------------------------------------------------------------------------------------
Underlying operating profit 1,463 1,689 (516) - 2,636 - 2,636
Rationalisation costs (366) - (22) - (388) - (388)
--------------------------------------------------------------------------------------
Operating profit 1,097 1,689 (538) - 2,248 - 2,248
===================================================
Net finance costs 101 - 101
Tax (235) - (235)
---------------------------------
Profit for the period 2,114 - 2,114
=================================
The segment results for the six months ended 30 September 2006 were as follows -
Technical Precision Continuing Group
Plastics Products Unallocated Eliminations total Discontinued total
£000 £000 £000 £000 £000 £000 £000
-----------------------------------------------------------------------------------------------------------------------
Income Statement
Total revenue 27,876 9,953 - (98) 37,731 1,025 38,756
Less inter-segment revenue (98) - - 98 - - -
-------------------------------------------------------------------------------------
Total external revenue 27,778 9,953 - - 37,731 1,025 38,756
Expenses (26,181) (8,942) (460) - (35,583) (941) (36,524)
--------------------------------------------------------------------------------------
Underlying operating profit 1,597 1,011 (460) - 2,148 84 2,232
Rationalisation costs (49) (113) (129) - (291) (62) (353)
--------------------------------------------------------------------------------------
Operating profit 1,548 898 (589) - 1,857 22 1,879
Site closure costs (77) - - - (77) - (77)
--------------------------------------------------------------------------------------
Profit before financing costs 1,471 898 (589) - 1,780 22 1,802
====================================================
Net finance costs (96) 7 (89)
Tax (169) (2) (171)
Net profit on disposal of discontinued operations - 529 529
---------------------------------
Profit for the period 1,515 556 2,071
=================================
The segment results for the year ended 31 March 2007 were as follows -
Technical Precision Continuing Group
Plastics Products Unallocated Eliminations total Discontinued total
£000 £000 £000 £000 £000 £000 £000
-----------------------------------------------------------------------------------------------------------------------
Income Statement
Total revenue 58,664 19,595 - (229) 78,030 1,025 79,055
Less inter-segment revenue (201) (28) - 229 - - -
--------------------------------------------------------------------------------------
Total external revenue 58,463 19,567 - - 78,030 1,025 79,055
Expenses (54,922) (17,300) (1,011) - (73,233) (1,003) (74,236)
--------------------------------------------------------------------------------------
Underlying operating profit 3,541 2,267 (1,011) - 4,797 22 4,819
Rationalisation costs (153) (239) (201) - (593) - (593)
Operating profit 3,388 2,028 (1,212) - 4,204 22 4,226
Site closure costs (561) - - - (561) - (561)
Profit on sale of properties - - 3,722 - 3,722 - 3,722
-------------------------------------------------------------------------------------
Profit before financing costs 2,827 2,028 2,510 - 7,365 22 7,387
====================================================
Net finance costs (205) 7 (198)
Tax (713) (2) (715)
Net profit on disposal of discontinued operations - 169 169
---------------------------------
Profit for the period 6,447 196 6,643
=================================
Analysis by geographical segment by destination
United North Rest of Group
Kingdom America World total
£000 £000 £000 £000
The analysis of revenue by geographic destination for the
six months ended 30 September 2007 was as follows -
Revenue
Total external revenue 16,229 8,564 13,962 38,755
====================================================
The analysis of revenue by geographic destination for the
six months ended 30 September 2006 was as follows -
Revenue
Total external revenue 16,831 8,746 13,179 38,756
Less revenue attributable to discontinued operations (477) (96) (452) (1,025)
----------------------------------------------------
Revenue from continuing operations 16,354 8,650 12,727 37,731
====================================================
The analysis of revenue by geographic destination for the
year ended 31 March 2007 was as follows -
Revenue
Total external revenue 34,000 17,990 27,065 79,055
Less revenue attributable to discontinued operations (477) (96) (452) (1,025)
----------------------------------------------------
Revenue from continuing operations 33,523 17,894 26,613 78,030
====================================================
4. Income tax
The half year accounts include a tax charge of 10.0% of profit before tax
(2006 - 10.0%) based on the estimated average effective income tax rate for
the full year. The group's effective tax rate continues to run at a lower
level than the underlying UK tax rate of 30% as the group continues to
benefit from prior period tax losses and tax planning initiatives. In
addition, the tax charge has benefited from the revaluation of certain of
the deferred tax balances which are now considered likely to crystallise at
a rate of 28.0%.
5. Earnings per share
The calculation of basic earnings per share is based on the profit
attributable to ordinary shareholders of the company divided by the
weighted average number of ordinary shares outstanding during the period.
The calculation of diluted earnings per share is based on profit
attributable to ordinary shareholders of the company divided by the
weighted average number of ordinary shares outstanding during the period
(adjusted for dilutive options).
The following details the profit and average number of shares used in
calculating the basic and diluted earnings per share -
Six months Six months Year
ended ended ended
30 September 30 September 31 March
2007 2006 2007
£000 £000 £000
---------------------------------------------------------------------------------------------------------------
Profit from continuing operations 2,114 1,515 6,447
Minority interest 41 38 57
----------------------------------------
Profit attributable to ordinary
shareholders from continuing operations 2,155 1,553 6,504
Profit from discontinued operations - 556 196
----------------------------------------
Profit attributable to ordinary shareholders 2,155 2,109 6,700
========================================
30 September 30 September 31 March
2007 2006 2007
Shares Shares Shares
---------------------------------------------------------------------------------------------------------------
Issued ordinary shares at end of the period 56,307,137 55,786,137 56,307,137
Effect of own shares held (683,077) (750,259) (705,471)
Effect of share options exercised in the period - - (406,250)
----------------------------------------
Weighted average number of ordinary shares in the period 55,624,060 55,035,878 55,195,416
Effect of share options in issue 617,316 600,000 1,560,640
----------------------------------------
Weighted average number of ordinary shares (diluted) in the period 56,241,376 55,635,878 56,756,056
========================================
The following table summarises the earnings per share figures based on the above data -
Six months Six months Year
ended ended ended
30 September 30 September 31 March
2007 2006 2007
pence pence pence
---------------------------------------------------------------------------------------------------------------
Basic - continuing operations 3.9 2.8 11.7
Basic - discontinued operations - 1.0 0.4
----------------------------------------
Basic - total 3.9 3.8 12.1
========================================
Diluted - continuing operations 3.8 2.8 11.5
Diluted - discontinued operations - 1.0 0.3
----------------------------------------
Diluted - total 3.8 3.8 11.8
========================================
6. Dividends paid and proposed
Ordinary dividends per 5 pence share declared in the period comprised -
Six months Six months Year
ended ended ended
30 September 30 September 31 March
2007 2006 2007
£000 £000 £000
---------------------------------------------------------------------------------------------------------------
Final dividend for 2005/06 (0.8 pence per share) - 441 441
Interim dividend for 2006/07 (0.4 pence per share) - - 222
Final dividend for 2006/07 (1.2 pence per share) 667 - -
----------------------------------------
667 441 663
========================================
The directors are proposing an interim dividend of 0.6 pence per ordinary
share for the half year ended 30 September 2007. The dividend payment
totalling £0.339 million will be paid on 7 April 2008 to shareholders on
the share register at close of business on 29 February 2008.
7. Investment in subsidiary
On 14 May 2007, Conductive Inkjet Technology Limited ('CIT') issued 18,383
shares which were acquired by Carclo plc for the sum of £0.6 million,
increasing the group's stake from 72.1% to 74.4%.
On 30 September 2007, Carclo plc entered into an unconditional contract to
acquire the remaining shares of CIT from the former joint venture partner,
Xennia Technology Limited, for a consideration of up to £2.07 million. The
initial consideration was satisfied in October 2007 by the issue of 869,565
Carclo plc ordinary shares, which had a value of £0.97 million, together
with £0.1 million in cash. In addition £0.15 million in cash was paid to
Xennia to terminate its rights in CIT's intellectual property and £0.1
million was paid in respect of ongoing technical support. The balance of up
to £0.75 million, payable in cash, is contingent upon the achievement of
specific sales and profits in the period to 31 March 2010.
The difference between the cost of the additional investments and the fair
value of the net assets acquired has been taken to reserves.
8. Interest bearing loans
In the half year under review, term loan facilities totalling £28.3 million
with three UK banks were renegotiated. The group secured £20.0 million
multi currency revolving five year terms loans with two major UK banks. The
loan facilities are secured by a floating charge over the group's UK trade
receivables and inventories.
9. Ordinary share capital
Ordinary shares of 5 pence each -
Number of shares £000
---------------------------------------------------------------------------------------------------------------
Authorised at 30 September 2006, 31 March 2007 and 30 September 2007 80,000,000 4,000
=========================
Issued and fully paid at 30 September 2006 55,786,137 2,789
Shares issued on exercise of share options for cash 521,000 26
-------------------------
Issued and fully paid at 31 March 2007 and 30 September 2007 56,307,137 2,815
=========================
10. Statement of changes in shareholder's equity
Attributable to equity holders of the company
------------------------------------------------------------
Share
Share premium Translation Other Retained Minority Total
capital account reserve reserves earnings Total interest equity
£000 £000 £000 £000 £000 £000 £000 £000
--------------------------------------------------------------------------------
Current half year period
Balance at 1 April 2007 2,815 3,002 858 3,670 26,900 37,245 1,196 38,441
Total recognised income and expense - - 287 - 1,749 2,036 (41) 1,995
Share based payments - - - - 45 45 - 45
Dividends to shareholders - - - - (667) (667) - (667)
Acquisition of minority interest - - - - (665) (665) (1,155) (1,820)
--------------------------------------------------------------------------------
Balance at 30 September 2007 2,815 3,002 1,145 3,670 27,362 37,994 - 37,994
================================================================================
Prior half year period
Balance at 1 April 2006 2,789 2,768 1,479 4,160 14,833 26,029 1,165 27,194
Total recognised income and expense - - (464) - 2,109 1,645 (38) 1,607
Share based payments - - - - 146 146 - 146
Dividends to shareholders - - - - (441) (441) - (441)
--------------------------------------------------------------------------------
Balance at 30 September 2006 2,789 2,768 1,015 4,160 16,647 27,379 1,127 28,506
================================================================================
Prior year period
Balance at 1 April 2006 2,789 2,768 1,479 4,160 14,833 26,029 1,165 27,194
Total recognised income and expense - - (621) - 12,055 11,434 (57) 11,377
Transfer in respect of depreciation - - - (490) 490 - - -
Share based payments - - - - 196 196 - 196
Deferred tax on share based payments - - - - (11) (11) - (11)
Dividends to shareholders - - - - (663) (663) - (663)
Issue of share capital 26 234 - - - 260 - 260
Acquisition of minority interest - - - - - - 88 88
--------------------------------------------------------------------------------
Balance at 31 March 2007 2,815 3,002 858 3,670 26,900 37,245 1,196 38,441
================================================================================
11. Related parties
Identity of related parties
The group has a related party relationship with its subsidiaries, its
directors and executive officers and the group pension schemes.
Transactions with key management personnel
Details of directors remuneration are disclosed in the group's annual
report.
Group pension schemes
Carclo plc manages a pensions department which administers the two group
pension schemes. The associated investment costs are recharged to the
schemes in full. The costs in the six months ended 30 September 2007
amounted to £139,000. Other pension department costs have been recharged to
the pension schemes. However, from 1 April 2007, it has been agreed with
the trustees of the larger pension scheme that, under the terms of the
recovery plan, Carclo plc would bear the scheme's administration costs
whilst the scheme was in deficit. Carclo plc incurred an administration
cost of £167,000 for that scheme which has been charged against the IAS 19
pension scheme deficit.
12. Post balance sheet events
In the period from 1 October 2007 to 27 November 2007, the group has
entered into the following significant transactions:
• In October 2007, the group injected £0.9 million in cash into the main
group pension scheme in accordance with the agreed funding plan.
• In November 2007, agreement was reached to acquire the business and
assets of the specialist aftermarket lighting business trading as
Ultra Auto Cosmetics, for a cash consideration of £1.1 million with a
further payment of up to £0.25 million payable dependent upon the
performance of the business in the 18 month period following
acquisition.
13. Responsibility statement
We confirm that to the best of our knowledge:
a) The condensed set of half year financial statements has been prepared
in accordance with IAS 34 as adopted by the EU; and
b) The half year report includes a fair review of the information
required by the Disclosure and Transparency Rules (DTR) 4.2.7R
indication of important events during the first six months and their
impact on the financial statements and description of principal risks
and uncertainties for the remaining six months of the year); and
c) The half year report includes a fair review of the information
required by DTR 4.2.8R (disclosure of related party transactions and
changes therein).
By order of the board
Ian Williamson - chief executive
Robert Brooksbank - finance director
INDEPENDENT REVIEW REPORT TO CARCLO PLC
Introduction
We have been engaged by the company to review the condensed set of financial
statements in the half yearly financial report for the six months ended 30
September 2007 which comprises the consolidated income statement, the
consolidated statement of recognised income and expense, the consolidated
balance sheet, the consolidated statement of cash flows and the related
explanatory notes. We have read the other information contained in the half
yearly financial report 2007/08 and considered whether it contains any apparent
mis-statements or material inconsistencies with the information in the condensed
set of financial statements.
This report is made solely to the company in accordance with the terms of our
engagement to assist the company in meeting the requirements of the Disclosure
and Transparency Rules ('the DTR') of the UK's Financial Services Authority
('the UK FSA'). Our review has been undertaken so that we might state to the
company those matters we are required to state to it in this report and for no
other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company for our review work, for
this report, or for the conclusions we have reached.
Directors' responsibilities
The half yearly financial report is the responsibility of, and has been approved
by, the directors. The directors are responsible for preparing the half yearly
financial report in accordance with the DTR of the UK FSA.
As disclosed in note 1, the annual financial statements of the group are
prepared in accordance with IFRSs as adopted by the EU. The condensed set of
financial statements included in this half yearly financial report has been
prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the
EU.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed
set of financial statements in the half yearly financial report 2007/08 based on
our review.
Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410 Review of Interim Financial Information
Performed by the Independent Auditor of the Entity issued by the Auditing
Practices Board for use in the UK. A review of interim financial information
consists of making enquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review procedures. A
review is substantially less in scope than an audit conducted in accordance with
International Standards on Auditing (UK and Ireland) and consequently does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an
audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe
that the condensed set of financial statements in the half yearly financial
report for the six months ended 30 September 2007 is not prepared, in all
material respects, in accordance with IAS 34 as adopted by the EU and the DTR of
the UK FSA.
KPMG Audit Plc
Chartered Accountants
1 The Embankment
Neville Street
Leeds
LS1 4DW
27 November 2007
This information is provided by RNS
The company news service from the London Stock Exchange