Interim Results
Porvair PLC
29 June 2004
FOR IMMEDIATE RELEASE 29 June 2004
Contacts:
Porvair plc today 07768 553 188
Ben Stocks, Chief Executive at all other times 01553 765 500
Buchanan Communications 0207 466 5000
Charles Ryland / Catherine Miles
PORVAIR plc ('Porvair')
Interim Results for the six months ended 31st March 2004
Porvair, the specialist filtration Group, announces its interim results for the
six months ended 31st March 2004.
KEY POINTS
• Profit before tax and goodwill amortisation rose substantially to £0.84m
(2003: £0.21m).
• Taking out the discontinued businesses, and presenting the results on a
like-for-like basis, operating profits improved 11% during the period.
• Net borrowings at £11.2m, lower than same point last year (2003: £12.4m),
and further reductions expected during the remainder of the year.
• Selee continued to recover its operating margins and generated operating
profit 35% better than 2003.
• Microfiltration businesses performed well with operating profits before
goodwill amortisation up 7.5%.
• Longer term new materials opportunities - in fuel cells, coal gasification
and porous metals - are progressing to plan.
John Morgan, Chairman, said:
'2004 has started well. The benefits of the changes undergone in 2003 are
showing through. Our specialist filtration businesses are delivering good
results, and we expect them to continue to do so. Porvair in 2004 has the
focus, sound financial base and technical know-how to pursue an exciting range
of opportunities. We are making good progress in this pursuit, and the Board
looks forward to the rest of 2004 with optimism.'
Chairman's statement
It is a pleasure to report good results for Porvair plc for the 6 months to 31st
May 2004. This is the first set of results for the new Group following several
years of change, during which the Group has sought to:
• develop high quality specialist filtration businesses
• exploit proprietary materials technologies, particularly those with
applications in high growth markets
• dispose of businesses not involved in specialist filtration.
Following this period of change, the outlook for 2004 and beyond is more
settled. Porvair is a specialist filtration Group whose proprietary microporous
materials offer both competitive strength and exciting commercial potential. Our
specialist filtration businesses are a good base from which to pursue a range of
growth opportunities, some near term and incremental; some longer term, and
potentially transformational. The Board is confident that this strategy, which
combines sensible management of current operations with focussed investment in
high growth opportunities is a good one, and will deliver long-term value for
shareholders.
The results for the first half of 2004 show the benefits of the changes
undertaken in 2003. Profit before tax and goodwill amortisation rose
substantially to £0.84m. (2003: £0.21m). Taking out the discontinued businesses,
and presenting the results on a like-for-like basis, operating profits have
improved 11% during the period under review. After the amortisation of goodwill
the Group will report statutory losses before tax of £0.27m (2003: £0.94m).
Net borrowings were £11.2m, lower than at the same point last year (31 May 2003:
£12.4m). Interest is covered is 4.4 times before goodwill amortisation. The
mid-year represents a high point for net borrowings, and the Board expects
further reductions during the remainder of the year.
In the first six months of 2004 the UK based Microfiltration businesses have
performed well with operating profits before goodwill amortisation up 7.5%.
Revenue at the Porvair Filtration Group has been 10% greater than last year,
with encouraging demand in most market segments. After three excellent years,
Porvair Sciences had a slow start to 2004, but by the end of the period was
again trading strongly.
Selee, our US metals filtration business, continues to recover its operating
margins, generating operating profit 35% better than 2003. On a same-currency
basis, Selee is once again showing modest sales revenue growth.
Our new materials developments are progressing to plan. Commercial applications
and repeat orders for our proprietary porous metals are building steadily and
sales of these materials were well ahead of last year. The very large one-off
order for fuel cell bipolar plates we fulfilled in 2003 did not repeat in 2004,
but nevertheless we still made a significant number of plates for several
customers. Importantly, we met first-half technical milestones in the programme
to specify low-cost manufacturing processes for our fuel cell bipolar plate. As
outlined in the Operating Review, these are only two of a number of
opportunities about which the Board is excited. The Group continues to invest
significant R&D resources in these areas, and whilst this investment holds back
group profits, the Board believes that the scale of the opportunities fully
justifies the investments made.
As previously reported to shareholders the Board reviewed its dividend policy in
late 2003. A final dividend of 1.0p was declared for 2003, and the Board have
declared an interim dividend of 1.0p per share for 2004 (2003 interim: 2.4p).
Earnings per share before goodwill amortisation were 1.0p. The basic earnings
per share for the period was 1.7p loss (2003: 3.0p loss).
Outlook
2004 has started well. The benefits of the changes undergone in 2003 are showing
through. Our specialist filtration businesses are delivering good results, and
we expect them to continue to do so. Porvair in 2004 has the focus, sound
financial base and technical know-how to pursue an exciting range of
opportunities. We are making good progress in this pursuit, and the Board looks
forward to the rest of 2004 with optimism.
Operating Review
Porvair Selee continued its recovery showing volume growth - masked in these
results by the translation effect of the US dollar - and 35% operating profit
improvement when compared to the first half of 2003. At the start of the year
raw material price increases were passed through to customers; and incremental
operational improvements, particularly relating to manufacturing yields, have
also helped profitability. Improving margins have been further helped by better
demand in several metals markets, notably aluminium and superalloys. Engineered
Ceramics, a subsidiary acquired in 2001, has had a record first half to 2004,
and is showing the benefits of combining its technical expertise with that of
the engineers and sales team at Selee.
The Porvair Filtration Group ('PFG') has delivered 10% revenue growth in the
first half of 2004, and operating profits have improved by 11%. Demand for
aerospace, high purity liquid and industrial process filters have all been
strong, and we have won an encouraging series of mid-sized long term contracts
in these segments. The nature and spread of the filtration segments in which PFG
participates makes the business relatively robust, with margins having remained
healthy since this unit was created in 2001.
After three record years for sales and profits at Porvair Sciences ('PSL'), 2004
started more slowly. This was anticipated and reduced profits in this business
during the period. However, margins remain robust, and demand started to pick up
in the second quarter. The core microplate business continues to grow, and
international distribution network continues to expand.
These three businesses offer the Group a sound financial and technical base from
which to pursue a range of promising growth opportunities. Some of these are
nearer term and incremental in nature; several are longer term and potentially
transformational. The first category would include proprietary filters at Selee
that both filter and condition molten metals; it would include aerospace
filtration assemblies, functional porous plastics and filters for high purity
liquids at PFG; and proprietary functional microplates at PSL. These all use
current materials technology and in each case are commercial products we are
already selling into markets we expect to grow.
Our biggest opportunities are longer term in nature, but of significant scale:
Fuel cell components. Porvair is developing high specification bipolar plates
using proprietary carbon technology. Bipolar plates are critical components in
PEM fuel cells. Our plates are highly conductive, lightweight, flexible,
resistant to corrosion and microporous. These attributes make Porvair's bipolar
plates highly competitive, and unique.
In the first half of 2004 we have made over 10,000 plates - a significant number
in this market. As expected, this was fewer than last year, when we experienced
very high demand for a prototype vehicular fuel cell from a major customer,
United Technologies Fuel Cells ('UTCFC'). We learned two things from this 2003
activity: firstly, our plates perform well in challenging on-the-road tests,
notably in extreme climate conditions; secondly, that we needed to refine our
process to facilitate low-cost manufacture. At the end of 2003 therefore we
agreed a development plan with UTCFC and this work, partially funded by them,
began in early 2004. Milestones for the first half have been achieved and
objectives for the next six months agreed. By early in 2005 we expect to have
finalised plate compositions and have demonstrated low cost manufacturing
processes and yield capabilities. We would expect plates made by these methods
to be incorporated into customer prototype programmes during 2005.
Porous and Microporous metals. Porvair has proprietary technology in the
manufacture of a wide range of porous metals. We are able to control density,
porosity and shape, and adapt our process to almost any metal alloy at
relatively low cost. The Board believes this expertise to be unique, and sees
many opportunities to build long term, sustainable applications for these
materials. In 2004 we have continued to experience strong demand for customer
samples and prototypes. We have also started to see repeat orders for commercial
applications, and expect these to continue in the second half. In this regard
pressure vessel linings and burner plates have performed well. Still in
development, but of particular interest have been cooling devices for
electronics, where computer speed is constrained by heat. Customers ask to
sample porous metal materials for a surprisingly wide range of applications, and
in addition to those segments already mentioned, emission control devices, water
treatment processes, hydrolysis components and general industrial applications
are at a less advanced stage, but promising nevertheless.
Hot gas filters for coal gasification. The Porvair Filtration Group has for
several years been supplying hot gas filters for coal gasification. This
application is expected to grow as coal-gas production plants are installed
around the world. This process converts coal into a hydrogen-rich gas stream. It
allows coal deposits to be used in an environmentally cleaner manner than
conventional systems. Issues of energy security and environmental compliance are
driving demand, particularly in the USA. Porvair has a strong position in those
systems that use hot gas filtration. Our products have been demonstrated to work
over an extended period. Lead times in these markets are of course long, and the
Board does not expect to see significant sales starting before 2006, however
this is an excellent opportunity, and one the Porvair Filtration Group is
actively pursuing.
John Morgan
Chairman
29 June 2004
Consolidated profit and loss account
For the six months ended 31 May 2004 (unaudited)
Group Contin Discont Group Contin Discont Group
-uing -inued -uing -inued
31 May opera opera 31 May opera opera 1 Dec
-tions -tions -tions -tions
2004 2003 2003
Note £'000 £'000 £'000
Turnover 1, 1(i) 21,794 23,284 9,925 33,209 46,167 18,042 64,209
Group operating loss before share of profit
in associated undertaking (80) (176) (573) (749) (1,939) (3,299) (5,238)
Share of operating profit in associated 60 25 - 25 159 - 159
undertaking
Total Group operating loss 1(ii) (20) (151) (573) (724) (1,780) (3,299) (5,079)
Exceptional loss on part disposal in
subsidiary undertakings - - (23,033) (23,033)
Interest payable (net) (251) (216) - (216) (379) - (379)
Loss on ordinary activities before taxation (271) (367) (573) (940) (2,159) (26,332) (28,491)
Loss on ordinary activities before taxation (271) (367) (573) (940) (2,159) (26,332) (28,491)
Add back goodwill amortisation 1,112 1,122 26 1,148 2,237 53 2,290
Add back exceptional items - - - - 1,525 23,033 24,558
Adjusted profit/(loss) on ordinary
activities before exceptional items,
goodwill amortisation and taxation 841 755 (547) 208 1,603 (3,246) (1,643)
Tax on loss on ordinary activities (239) (45) 4,095
Loss on ordinary activities after taxation (510) (985) (24,396)
Equity minority interests (131) (113) (394)
Loss attributable to shareholders (641) (1,098) (24,790)
Dividends (368) (883) (1,251)
Retained loss for the financial period (1,009) (1,981) (26,041)
Earnings/(losses) per share
- basic and diluted 2 (1.7)p (3.0)p (67.4)p
Dividend per share 3 1.0p 2.4p 3.4p
Reconciliation of movements in equity shareholders' funds
For the six months ended 31 May 2004 (unaudited)
Group Group Group
31 May 31 May 1 Dec
2004 2003 2003
£'000 £'000 £'000
Loss attributable to shareholders (641) (1,098) (24,790)
Dividends (368) (883) (1,251)
Retained loss for the financial period (1,009) (1,981) (26,041)
Exchange differences (59) 30 (137)
Net reduction in equity shareholders' (1,068) (1,951) (26,178)
funds
Opening equity shareholders' funds 32,196 58,374 58,374
Closing equity shareholders' funds 31,128 56,423 32,196
Statement of total recognised gains and losses
For the six months ended 31 May 2004 (unaudited)
Loss attributable to shareholders (641) (1,098) (24,790)
Exchange differences (59) 30 (137)
Total losses recognised in the (700) (1,068) (24,927)
period
Consolidated balance sheet
As at 31 May 2004 (unaudited)
Group Group Group
31 May 2004 31 May 2003 1 Dec 2003
Note £'000 £'000 £'000
Fixed Assets
Intangible assets 28,969 32,086 30,204
Tangible assets 8,829 19,966 9,277
Investment in associated
undertaking 2,440 2,495 2,453
40,238 54,547 41,934
Current Assets
Stocks 6,152 15,161 7,088
Debtors falling due after one 1,546 3,443 2,624
year
Debtors falling due within one 10,555 16,826 9,039
year
12,101 20,269 11,663
Cash at bank and in hand 1,860 2,139 3,980
20,113 37,569 22,731
Creditors
Amounts falling due within one (7,977) (13,802) (9,001)
year
Net current assets 12,136 23,767 13,730
Total assets less current 52,374 78,314 55,664
liabilities
Creditors
Amounts falling due after more than one year (13,065) (14,515) (14,081)
Provisions for liabilities and charges (2,780) (2,387) (4,117)
36,529 61,412 37,466
Capital and reserves
Called up share capital 736 736 736
Share premium account 28,679 28,679 28,679
Other reserves (920) 4,359 (861)
Profit and loss account 2,633 22,649 3,642
Total equity shareholders' funds 31,128 56,423 32,196
Equity minority interests 5,401 4,989 5,270
1 (iii) 36,529 61,412 37,466
Consolidated cash flow statement
For the six months ended 31 May 2004 (unaudited)
Group Group Group
31 May 2004 31 May 2003 1 Dec 2003
Note £'000 £'000 £'000
Net cash inflow/(outflow) from
operating activities 4 (1,072) 903 2,054
Dividend from associated undertaking - - 129
Returns on investments and
servicing of finance
Interest received 64 42 65
Interest paid (41) (258) (642)
23 (216) (577)
Taxation
UK corporation tax refunded/(paid) 372 - (194)
Overseas tax refunded/(paid) - 1,013 1,107
372 1,013 913
Capital Expenditure
Purchase of tangible fixed assets (785) (1,262) (1,806)
Sale of tangible fixed assets - - 8
(785) (1,262) (1,798)
Acquisitions and disposals
Disposal of subsidiaries assets and - - 2,304
liabilities
- - 2,304
Equity dividends paid (368) (1,583) (2,467)
Net cash inflow/(outflow) before (1,830) (1,145) 558
financing
Financing
Loans repaid - - (41)
Increases/(decreases) in borrowings (174) 72 339
(174) 72 298
(Decrease)/increase in cash in the 5 (2,004) (1,073) 856
period
Notes to the accounts
1. Turnover and segmental analyses
The geographical analyses of the group's turnover, operating profit/(loss) and net assets are set out below:
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
By By By By By By
destination origin destination origin destination origin
£'000 £'000 £'000 £'000 £'000 £'000
Turnover
United Kingdom 6,145 11,726 7,509 11,321 15,277 24,157
Continental Europe 2,722 - 2,776 - 5,286 -
Americas 10,363 10,068 11,487 11,963 22,513 22,010
Asia 1,652 - 897 - 1,801 -
Australasia 306 - 342 - 553 -
Africa 606 - 273 - 737 -
Continuing group 21,794 21,794 23,284 23,284 46,167 46,167
Discontinued operations - - 9,925 9,925 18,042 18,042
21,794 21,794 33,209 33,209 64,209 64,209
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
£'000 £'000 £'000
Segmental analyses
(i) Turnover
Metals Filtration 9,533 10,375 20,020
Microfiltration 11,726 11,321 24,157
Fuel Cells 535 1,588 1,990
Continuing group 21,794 23,284 46,167
Discontinued operations - 9,925 18,042
21,794 33,209 64,209
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
ii) Operating profit/(loss) Operating Operating Operating Operating Operating Operating
profit/ profit/ profit/ profit/ profit/ profit/
(loss) (loss) (loss) (loss) (loss) (loss)
before after before after before after
goodwill goodwill goodwill goodwill goodwill goodwill
£'000 £'000 £'000 £'000 £'000 £'000
Metals Filtration 322 (286) 196 (419) 242 (984)
Microfiltration 1,472 968 1,370 863 3,900 2,889
Fuel Cells (702) (702) (595) (595) (2,160) (2,160)
Exceptional item - - - - (1,525) (1,525)
Operating profit/(loss) of
continuing group 1,092 (20) 971 (151) 457 (1,780)
Discontinued operations - - (547) (573) (3,246) (3,299)
1,092 (20) 424 (724) (2,789) (5,079)
As at 31 May 2004 As at 31 May 2003 As at 1 December
2003
iii) Net assets Before Net Before Net Before Net
goodwill assets goodwill assets goodwill assets
including including including
goodwill goodwill goodwill
£'000 £'000 £'000 £'000 £'000 £'000
Metals Filtration 7,825 21,236 8,813 23,666 7,488 21,629
Microfiltration 9,595 25,153 8,517 25,084 9,268 25,331
Fuel Cells 1,063 1,063 2,388 2,388 1,154 1,154
18,483 47,452 19,718 51,138 17,910 48,114
Associated undertaking 2,440 2,495 2,453
Discontinued operations (2,027) 24,267 (3,586)
Taxation 237 (3,203) 961
Dividend payable (368) (883) (368)
Net borrowings (11,205) (12,402) (10,108)
36,529 61,412 37,466
2. Earnings/(losses) per share
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
Losses Per share Losses Per share Losses Per share
Losses per share - basic and diluted
On shares in issue of 36,803,011 (2003:
36,803,011) (£641,000) (1.7)p (£1,098,000) (3.0)p (£24,790,000) (67.4)p
Add back: Goodwill amortisation £1,008,000 2.7p £1,044,000 2.9p £2,082,000 5.7p
(excluding minority interests' share)
Earnings/(losses) per share before
goodwill amortisation £367,000 1.0p (£54,000) (0.1)p (£22,708,000) (61.7)p
3. Dividends
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
Per share £'000s Per share £'000s Per share £'000s
Interim dividend 1.0p 368 2.4p 883 2.4p 883
Final dividend - - - - 1.0p 368
1.0p 368 2.4p 883 3.4p 1,251
The interim dividend of 1.0p per share for the six months to 31 May 2004 will be
paid on 17 September 2004 to members on the register on 27 August 2004.
4. Reconciliation of operating loss to net cash flow from operating activities
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
£'000 £'000 £'000
Total Group operating loss (80) (176) (414)
Goodwill amortisation 1,112 1,122 2,237
Depreciation 859 868 1,700
Loss on sale of fixed assets 24 - 53
(Increase)/decrease in stocks 320 (700) (533)
(Increase)/decrease in debtors (1,304) (1,342) 144
Increase/(decrease) in creditors (590) 1,558 91
Net cash inflow from operating activities before
exceptional items 341 1,330 3,278
Net cash outflow from operating activities of
discontinued operations - (339) (889)
Exceptional items (1,413) (88) (335)
Net cash inflow/(outflow) from operating activities (1,072) 903 2,054
During the period the exceptional expenditure comprised £477,000 of final
payments in relation to the disposal transaction and £936,000 of other payments
from exceptional provisions
5. Reconciliation of net cash flow to movement in net borrowings
Six months ended Six months ended Year ended
31 May 2004 31 May 2003 1 Dec 2003
£'000 £'000 £'000
Increase/(decrease) in cash in the year (2,004) (1,073) 856
Decrease/(increase) in borrowings 174 (72) (298)
Change in net borrowings from cash flows (1,830) (1,145) 558
Exchange differences 733 531 1,122
Movements in net borrowings in year (1,097) (614) 1,680
Opening net borrowings (10,108) (11,788) (11,788)
Closing net borrowings (11,205) (12,402) (10,108)
6. Analysis of net borrowings
2 December 2003 Cash flow Exchange 31 May 2004
£'000 £'000 £'000 £'000
Cash in hand and at bank 3,980 (2,004) (116) 1,860
Overdrafts - - - -
(2,004)
Borrowings due after 1 year (14,081) 167 849 (13,065)
Borrowings due within 1 year (7) 7 - -
174
Total (10,108) (1,830) 733 (11,205)
7. Exchange rates
Exchange rates for the major currencies used during the period were:-
Average rate Average rate Average rate Closing rate Closing rate
to 31/5/04 to 31/5/03 to 1/12/03 at 31/5/04 at 1/12/03
US dollar 1.7980 1.5944 1.6225 1.8334 1.7199
Canadian dollar 2.3946 2.3778 2.3089 2.5019 2.2357
Euro 1.4697 1.4830 1.4607 1.5014 1.4348
8. Statutory group accounts
The interim financial statements have been prepared in accordance with
applicable accounting standards. The accounting policies applied are those set
out in the Annual Report and Accounts for the year ended 1 December 2003.
The interim financial statements do not constitute statutory accounts and are
unaudited, although they have been reviewed by the auditors. The abridged
accounts for the year ended 1 December 2003 set out above are an extract from
the latest statutory accounts for the Group which have been delivered to the
Registrar of Companies. The report of the auditors on those accounts was
unqualified and did not contain a statement under section 237(2) or (3) of the
Companies Act 1985.
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