Final Results

Renold PLC 25 June 2007 Renold plc ('Renold' or the 'Group') 2007 Preliminary Results Renold, a leading international supplier of industrial chains and related power transmission products, today announces its preliminary results for the year ended 31 March 2007. FINANCIAL SUMMARY 2007 2006 £m £m Continuing operations: Turnover 159.3 155.0 Operating profit 3.9 5.4 Operating profit before exceptional items 9.8 6.8 Profit before tax and exceptional items 7.3 3.2 Profit before tax 1.4 1.8 Other information: Basic loss per share - Group (18.3)p (19.6)p Basic earnings per share - continuing operations 1.2p 0.4p Adjusted earnings per share (adjusting for the after tax effects of exceptional items) - continuing operations 8.4p 1.7p Net debt 19.4 20.7 HIGHLIGHTS • A year that has delivered in line with strategic objectives and one that positions the Group on a stronger financial platform going forward. • Disposal of Automotive and Machine Tool operations completed in the year. • Profit and Cash Enhancement programme on schedule to complete March 2009, underpinned by the post-year end acquisition of a well established chain manufacturing business in China. • ROCE 15%: PACE target > 20% • Working capital / Sales 17%: PACE target < 20% • Chain direct labour in LCC now 36% (including post year end acquisition) PACE target > 40% to be increased to > 60% • Revenue from continuing operations increased by 6% at constant exchange rates. • Continuing businesses' operating profit before exceptional items increased 44%. • Continuing businesses' adjusted earnings per share increased 4.9 times. • Reduction in net debt and pension deficit. Matthew Peacock, Chairman of Renold, said: 'Last year was one of excellent delivery against our strategic objectives with the prospect of further progress to come. This year has started well and we look forward, with confidence, to another year of significant improvements generated by activities which are well underway.' 25 June 2007 Enquiries: Renold plc 25 June Tel: 020 7457 2020 Bob Davies, Chief Executive Thereafter Tel: 0161 498 4500 Peter Bream, Finance Director College Hill Tel: 020 7457 2020 Matthew Gregorowski/Nicholas Potter The results presentation will be available on the Company's website www.renold.com at 9.30 a.m. on Monday 25 June. Note to editors: Renold is a global leader in the manufacture of industrial chains and also manufactures a range of gears and couplings which are sold throughout the world to a broad range of original equipment manufacturers and distributors. Its products are used in a wide variety of industries including manufacturing, transportation, energy, steel, and mining. Renold has a well deserved reputation for quality that is recognised worldwide. The Group has 13 manufacturing plants throughout the world and employs 2,500 staff. It is currently expanding its geographical footprint by increasing its manufacturing presence in 'low cost countries'. Further information about Renold can be found on the website www.renold.com CHAIRMAN'S STATEMENT Introduction It is a great pleasure in my first statement to shareholders, as the Chairman of your Board, to report a year of excellent delivery against our strategic objectives, and the prospect of further progress in the coming years. Our strategy has been to focus on our main Industrial Chain business and to give that business the operating and financial structure it needs to succeed - both in the mature markets where we are a leader, and in key new developing markets. We have made significant progress in executing this strategy during the last year. We have disposed of the Automotive and Machine Tool businesses, reduced Group borrowings and refinanced them under much more favourable terms. These steps, combined with improved profit and cash generation, have given the company its strongest financial position for many years. At constant exchange rates our sales have grown in all overseas regions where the company is represented; China, in particular, represented a small but very fast growing segment. The Profit and Cash Enhancement (PACE) programme we presented in March 2007 is on schedule. One third of the Chain direct labour is now in China and other low cost territories, which is well ahead of the PACE plan target of 40% for March 2009; consequently we are increasing the target to 60%. We opened greenfield manufacturing facilities in Malaysia and China during the year, and these have shipped products in time and on budget. In May we announced the acquisition of a 90% interest in a manufacturing business in China, which significantly enhances our worldwide capacity, and reduces our capex requirements this year by £4 million. Further manufacturing volume was transferred to our Polish facility, which opened the previous year. The PACE programme is already providing superior returns from our established markets and building a competitive basis for our growth in developing regions. Results and dividend Sales growth, a stronger and more efficient company, and the tangible benefits of the PACE programme served to boost profit before tax and exceptional items from continuing operations to £7.3 million an increase of 2.3 times on the previous year. Part of the focus of PACE is the continued strengthening of the balance sheet and a reduction in the volatility of earnings. Net debt reduced slightly in the year to £19.4 million from £20.7 million last year and further progress is expected. The net pension deficit on UK funded liabilities also fell from £23.0 million down to £19.7 million with considerable progress having been made late in the year on the asset management activities and work continuing on liability management. Arrangements have been made to appropriately hedge on-going foreign exchange exposure which had some negative impact during the year and also to manage steel price changes which were relatively benign during the year. Bob Davies and his team have stretching targets for PACE in the coming year, and I am confident they will continue to meet and exceed those targets, as they have done over the past year. The Board believe it is prudent to recommend that no dividend be paid this year. The Board will consider future dividend policy in light of the results from the business going forward. Board Finally, I would also like to welcome David Shearer to the company, he joined the Board on 1 May 2007 as a non-executive director. David has served as the senior partner of Deloitte & Touche in Scotland and Northern Ireland and on the Main Board of HBOS plc. He brings us a wealth of experience from these senior roles. Prospects At Renold, we have always been proud of our leadership in the specialised industrial markets we serve. We are now also very committed to a strategy that is both delivering financial results in the short term and building a platform for long term profitable growth. My Board colleagues and I look forward to another year of taking this strategy forward with confidence. CHIEF EXECUTIVE'S REVIEW Overview The year was notable for the successful delivery of a number of significant initiatives. The sale of the Automotive and Machine Tool businesses followed by refinancing with The Royal Bank of Scotland, enhanced the financial stability of the Group. The opening of manufacturing facilities in Malaysia and China, and the increased output from Poland helped drive down the cost base. The operating profit before exceptional items from continuing operations improved to £9.8 million, representing a 44% increase over the previous year. This improvement is despite a weaker US dollar resulting in a £1.2 million adverse impact compared with the previous year. This improved operating result from continuing operations reflects sales growth in all overseas regions where the company is represented with Group sales increasing 6% at constant exchange rates to £159.3 million. Europe recovered well from the weaker markets of the past few years. Some softening was seen in the USA, particularly in the second half. The additional resources in China have borne fruit, sales doubling again albeit from a relatively low base. This sales growth, along with numerous cost reduction initiatives, boosted profit before tax and exceptional items from continuing operations to £7.3 million, a 128% increase on the previous year. Technology Leadership The Industrial Chain business provides 70% of Renold's sales. By market share, we are the number 2 global player operating in over 90 countries with direct sales teams in 18 of these. Renold maintains a technology leadership in Industrial Chain. This is evidenced by our Synergy product range, which carries a significant price premium to all competing brands. Customers are willing to pay this premium because the product's wear and maintenance characteristics can significantly lower their cost of ownership. Applications such as the Thames Barrier, theme park rides and certain continuous process industry applications demonstrate the high integrity reputation that Renold Chain has. It is our intention to increasingly invest in engineering and product development to maintain this technology leadership and reputation. PACE The Profit and Cash Enhancement plan, which was presented in March 2007, encapsulated a number of the cost reduction initiatives into a single coherent plan. The main thrust of the cost reduction is the migration of product manufacturing from relatively high cost manufacturing sites in the UK and Germany, to lower cost sites in Poland and China. The funds required for these transfers are to be generated by an inventory reduction programme and sales of surplus property. I am pleased to report that the PACE plan was on schedule at the year-end and continues to be so. Renold Hangzhou In May, we announced the agreement for the acquisition of a 90% interest in the business of HangZhou ShanShui ('HZSS'), a Chain manufacturer based in Hangzhou, China 200 kilometres west of Shanghai. This acquisition is consistent with the PACE plan by providing a well established chain manufacturing facility into which certain products currently made in the UK and Germany can be relocated. Renold reviewed over 70 separate Chain companies in China and performed limited due diligence on 10 of these. HZSS was selected because of the strength of its engineering resource and its focus on product quality. A good working relationship at several levels has been developed between existing HZSS and Renold staff over the past two years. This acquisition will reduce the execution risk of the PACE programme. Measured by the tonnage of steel used, Renold Hangzhou is currently larger than the UK facility in Bredbury but smaller than the German facility in Einbeck. In addition, Renold Hangzhou will provide a platform for sales growth within China and other low cost countries. Renold can now offer a product range from exceptional high performance to products that are cost competitive with those originating from any part of the world. Service In addition to excellence in design and competitive pricing, our customers demand outstanding levels of service. A number of initiatives are in place to drive further improvements in meeting customer expectations. In recognition of the success of these initiatives, I am proud to report that Renold were awarded 'Supplier of Year' by A.I.T, the second largest Power Transmission Distributor in the USA and our largest customer. This award was judged on the level of sales support, quality of the product, technology innovation and profitability. This award was clearly a team effort but in particular, I would like to recognise the determination of the efforts of our Sales Team in the USA, our Manufacturing teams in the UK and Germany and our Global Engineering team. Further recognition for our customer service came from Kinecor, the largest Canadian distributor who identified Renold as a 'Top 5 Supplier'. OPERATIONS REVIEW The Group going forward is focused on its Industrial Power Transmission business, which forms one business segment. The activities of the segment include the manufacture and sale of chain, gear and coupling products, which are sold through the Group's worldwide sales operations to a broad range of original equipment manufacturers and distributors. The key performance indicators which are used to monitor performance are financial, including rate of sales growth, margin, material costs (particularly steel), payroll costs, working capital performance and net debt. The Group's performance against certain of these key indicators is noted in this Operations Review and the Financial Review. Other non-financial performance indicators are used but vary on a business by business basis. Chain The Industrial Chain business continued its profit improvement driven by a 6% growth in sales and continuing cost reductions. Some small increases in steel prices were seen towards the end of the year, but these were more than compensated for by price increases and cost reductions. Europe Renold maintained its market leadership position in Europe. Sales, which have been flat for a number of years, increased by 7% at constant exchange rates. Good growth came from each of the selling companies in Europe except France, where sales were flat. The factory in Poland continued to expand and will end this year with a total of 200 employees necessitating a move in June to a new, larger 6,000 sq m facility where there is the opportunity for further expansion. This new facility is less than a mile from the existing facility and minimal disruption is expected. The final phase of the closure of the Burton manufacturing plant was made during the year. Products have been transferred to Renold factories in Poland, Malaysia and Manchester. We have a contract to sell the Burton property to a developer for £6.4 million, subject to planning permission. A second planning application by developers for the Burton site is expected to be submitted by the end of June. Renold intend to have a custom built and developed office for the UK sales team, as part of the redevelopment of the site. This will retain approximately 40 professional jobs in the Burton area. The implementation of the European Distribution project made good progress during the year in improving customer service through the more efficient management of finished goods stock. A common software platform has been installed in all our European sales companies (except Switzerland) and direct shipments from the Distribution Centres to the end customers have started. It is expected that two of the existing warehouse properties will be available for sale by the end of this year. Americas Sales in local currency of roller transmission chain to distributors and OEMs increased by 10% with further significant increases to A.I.T. and Motion, the two largest USA distributors. The award of 'Supplier of the Year' from A.I.T. affirms the improvements in our position with the major US distributors. Sales of Synergy, the world's leading transmission chain and Syno (lubrication free/dry to the touch chain) continued to grow. Technical innovations such as these helped to gain the Supplier of the Year award. A further new product development, XXL, directly led to the winning of a $4.5 million contract from a major OEM, displacing an incumbent competitor. Initial trials suggest that this new product has 3 to 6 times the life of the chain it replaced. Sales of engineering/conveyor chain manufactured in Tennessee were below last year's level, driven by weak demand from OEMs in the middle of the year. This resulted in a redundancy of 14 people in Tennessee. Demand recovered strongly towards the end of the year. Sales into South America grew by 26% following the addition of dedicated sales resource. The potential in the region is high but much of the demand is for lower cost products. The new facility in Hangzhou should provide an appropriate product for these markets. Asia Pacific Sales into China doubled again during the year and orders were up over 60%. This is a reflection of the increased sales resources within China. A member of the Group's Executive team is now based in Shanghai to support the continued growth. This rate of progress is expected to continue into the new year as the greenfield Beicai facility starts to increase production and through the purchase of HZSS. Three years ago, Renold had no employees in China. By the end of June, China will be second only to the UK by number of Renold employees. The combination of Renold technology and market knowledge, combined with the low cost base and manufacturing capability of HZSS, will provide a significant number of new opportunities within China, elsewhere within the region and globally. The new facility in Malaysia started to deliver products to customers in August. These products had previously been made in Burton and without the move, a significant part of this business would have been lost on price. During the year, two new product lines were launched opening up new markets in Malaysia and Singapore. These products could not have been made competitively in Burton. Australia, which accounts for nearly 10% of Renold's Chain sales, grew by 18% during the year and had its most profitable year on record. Gears Sales of the Gears business grew by 8% with orders up by 11%. The Loose Gears product line was relocated from the adjacent Machine Tools and Rotor Division, prior to the divestment. Following this move, the award of a major contract from the USA led to the need to double capacity of this manufacturing cell. The UK Gears business provides engineered solutions for specific customer challenges. Its major markets are in the UK, USA, China and Germany. Sales in South Africa grew by 20%, leading to an improvement in profitability. This growth came from an increase in demand from the mining and metal industries. The South African facility is predominantly a maintenance and overhaul facility, but does have a design facility. Couplings It was another good year for the Couplings business. Double digit sales growth and return on sales were achieved during the year. Sales are underpinned by a multi-year Mass Transit contract with Alstom, which runs until 2008. No new Mass Transit contract orders were won during the year, but a number of bids are outstanding. Orders increased by 25%, which will require an increase in capacity this year. The capital expenditure required to increase capacity is within the normal annual level of spend. This increased level of orders positions this business well for another strong year. FINANCIAL REVIEW Overview The financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS). Continuing Operations Revenue The revenue of continuing operations increased by 3% to £159.3 million, at constant exchange rates the increase was 6%. Sales in the second half-year, at £80.0 million were 1% higher than the first half. Operating Profit Operating profit before exceptional items was £9.8 million up 44% on 2005/06. Return on sales for the year before exceptionals was 6.2% compared with 4.4% for last year. This demonstrates a continuing recovery in margins, which now extends for five consecutive half-year periods and we expect to continue. Exceptional costs were £5.9 million, compared with £1.4 million in 2005/06. £3.2 million related to redundancy and restructuring costs incurred mainly in the European chain operations, and £2.7 million related to inventory provisions precipitated by the reorganisation of distribution facilities under the PACE project. Further details of the exceptional costs are given in Note 2 to this statement. Financing Costs Total net financing costs reduced to £2.5 million (2005/06 - £3.6 million). Net bank interest cost rose to £2.4 million (2005/06 - £2.2 million) and there was no significant fair value gain or loss on derivatives (2005/06 - gain £0.3 million). Costs associated with our re-banking were £0.2 million (2005/06 - £0.7 million). The net interest cost on pension plan balances and the expected return on pension plan assets was a credit of £0.1 million (2005/06 - charge £1.0 million). This change is principally the result of the increased expected return on the higher value of plan assets. Profit before Tax Profit before tax and before exceptional items was £7.3 million compared with £3.2 million last year. Profit before tax after exceptional items was £1.4 million compared with a profit of £1.8 million in 2005/06. Taxation The tax charge on continuing operations of £0.6 million (2005/06 - £1.5 million) represented an effective rate of approximately 40%, nearly half the rate reported in 2005/06. Discontinued Operations The Automotive business was divested on 3 August 2006; a loss before tax of £1.3 million was reported for the period and losses on disposal of £6.2 million. The Machine Tools business was divested on 6 December 2006; a loss of £0.7 million was reported for the period and losses on disposal of £4.6 million. The results of these businesses are reported as discontinued operations on one line in the income statement. Details of the results of the discontinued operations are given in Note 5 to this statement. Group results for the Financial Period The loss for the year was £12.7 million compared with £13.6 million in 2005/06; the basic loss per share was 18.3p (2005/06 - 19.6p loss) and the diluted loss per share was 18.1p (2005/06 - 19.6p). The basic adjusted earnings per share (from continuing operations before exceptional items) was 8.4p (2005/06 - 1.7p). Balance Sheet Net assets at 31 March 2007 were £23.9 million (2005/06 - £40.6 million). The liability for retirement benefit obligations was £48.0 million (2005/06 - £53.9 million) before allowing for a net deferred tax asset of £11.1 million (2005/06 - £12.7 million). Of the £48.0 million obligation, £18.0 million arises in respect of unfunded schemes which do not require to be prefunded (see pensions below). Cash Flow and Borrowings Cash inflow from continuing operations was £10.3 million (2005/06 - £4.7 million). Cash outflow from discontinued operations was £4.7 million (2005/06 - £1.7 million inflow). Payment for purchase of property, plant and equipment was £6.0 million (2005/06 - £6.7 million), of which £1.5 million (2005/06 - £2.9 million) related to discontinued activities. Proceeds of disposals of property, plant and equipment were £0.2 million (2005/06 - £3.2 million). Proceeds from disposal of Automotive and Machine Tools businesses totalled £5.4 million. Group net borrowings at 31 March 2007 were £19.4 million (2006 - £20.7 million) comprising cash and cash equivalents £20.3 million (2006 - £17.8 million) and borrowings, including preference shares, of £39.7 million (2006 - £38.5 million). Treasury and Financial Instruments During the year the Group entered into a new syndicated bank facility led by The Royal Bank of Scotland plc, with Fortis Bank S.A./N.V. as a participant. This facility is significantly larger and materially less expensive than the facilities which it replaced. The Group treasury policy, approved by the directors, is to manage its funding requirements and treasury risks without undertaking any speculative risks. The Group maintains a mix of short and medium-term facilities to ensure that it has sufficient available funds for ongoing operations. A major exposure of the Group earnings and cash flows relates to currency risk on its sales and purchases made in foreign (non-functional) currencies, and to reduce such risks these transactions are covered primarily by forward foreign exchange contracts. Such commitments generally do not extend more than 12 months beyond the balance sheet date, although exceptions can occur where longer-term projects are entered into. To manage foreign currency exchange risk on the translation of net investments, certain dollar denominated borrowings taken out in the UK to finance US acquisitions have been designated as a hedge of the net investment in US subsidiaries, the carrying value of these borrowings at 31 March 2007 was £6.4 million (31 March 2006 - £5.4 million). Borrowings issued at variable rates expose the Group to cash flow interest rate risk and borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group reviews the mix of fixed and floating debt and has interest rate swaps to manage part of this exposure. At 31 March 2007 the Group had 19% (31 March 2006 - 31%) of its gross debt at fixed interest rates. Cash deposits are placed short-term with banks where security and liquidity are the primary objectives. The Group has no significant concentrations of credit risk with sales made to a wide spread of customers, industries and geographies. Policies are in place to ensure that credit risk on individual customers is kept to a minimum. Pensions The gross pension assets and liabilities and deficits are as follows: 2007 2006 Assets Liabilities Deficit Assets Liabilities Deficit £m £m £m £m £m £m UK Schemes - funded 164.4 (192.5) (28.1) 162.7 (195.6) (32.9) Overseas Schemes - funded 15.1 (17.0) (1.9) 15.5 (17.9) (2.4) - unfunded - (18.0) (18.0) - (18.6) (18.6) 179.5 (227.5) (48.0) 178.2 (232.1) (53.9) Deferred Tax Asset 11.1 12.7 Net (36.9) (41.2) During the year the assets of the funded schemes rose by £1.3 million. The funding deficit improved further, however, as liabilities decreased by £4.6 million reflecting actuarial gains due primarily from increased bond rates, with the rate used for discounting UK liabilities rising from 5.0% to 5.4%. The overseas deficit comprises £1.9 million in respect of defined benefit schemes, and £18.0 million relating principally to the unfunded German scheme which, as is common in Germany, is a 'pay as you go' scheme which does not require to be pre-funded. There is no obligation for deficit funding payments for this type of scheme. There are three UK defined benefit pension schemes, the main scheme which is the Renold Group Pension Scheme (RGPS), the Renold Supplementary Pension Scheme (RSPS), and the Jones & Shipman Retirement Benefit Scheme (J&S). The status of these schemes at 31 March 2007 is summarised below: As at 31.3.07 RGPS RSPS J&S Total £m £m £m £m IAS 19 liabilities 125.2 30.7 36.6 192.5 Market value of assets 104.2 23.9 36.3 164.4 Deficit on IAS 19 basis 21.0 6.8 0.3 28.1 Annual deficit reduction payment (based on funding valuations) 2.2 0.7 0.2 3.1 Total members (approx) 6,038 119 1,059 7,216 of which active are 472 13 1 486 Annual Report to be published 26 June 2007 Annual General Meeting 26 July 2007 Annual Report: This preliminary announcement does not form the Group's statutory financial statements but is prepared on the same basis as set out in the previous year's annual financial statements. The figures shown in this release have been extracted from the Group's full financial statements which have been prepared under International Financial Reporting Standards adopted by the European Union. These financial statements will be delivered to the Registrar of Companies. The financial statements for the year ended 31 March 2006 have been delivered to the Registrar of Companies. The 2006 and 2007 financial statements both carry an unqualified audit report which does not contain an emphasis of matter reference and does not contain a statement under S237 (2) or (3) of the Companies Act 1985. The preliminary announcement was approved by the Board on 25 June 2007. RENOLD PLC PRELIMINARY RESULTS Consolidated Income Statement for the year ended 31 March 2007 Note 2007 2006 £m £m Continuing operations: Revenue 1 159.3 155.0 Operating costs (155.4) (149.6) Operating profit 3.9 5.4 Operating profit before exceptional items 9.8 6.8 Exceptional items 2 (5.9) (1.4) Operating profit 3.9 5.4 Financial costs (13.9) (14.1) Financial revenue 11.4 10.5 Net financing costs 3 (2.5) (3.6) Profit before tax 1.4 1.8 Taxation 4 (0.6) (1.5) Profit for the financial year from continuing operations 0.8 0.3 Discontinued operations: (Loss) for the financial year from discontinued operations 5 (13.5) (13.9) (Loss) for the financial year (12.7) (13.6) Earnings per share 6 Basic (loss) per share (18.3)p (19.6)p Diluted (loss) per share (18.1)p (19.6)p Basic and diluted earnings per share from continuing operations 1.2p 0.4p Adjusted earnings per share from continuing operations * 8.4p 1.7p Diluted adjusted earnings per share from continuing operations* 8.3p 1.7p * Adjusted for the after tax effects of exceptional items RENOLD PLC PRELIMINARY RESULTS Consolidated Statement of Recognised Income and Expense for the year ended 31 March 2007 2007 2006 £m £m (Loss) for the year (12.7) (13.6) Net income/(expense) recognised directly in equity: Foreign exchange translation differences (4.8) 1.1 Gains on fair value of hedging net investments in foreign 0.9 1.1 operations Actuarial gains/(losses) on retirement benefit obligations 0.9 (5.3) Tax on items taken directly to equity (1.2) 1.7 Total expense recognised directly in equity (4.2) (1.4) Total recognised income and expense for the year (16.9) (15.0) Change in equity following adoption of IAS 39 - (0.2) Total recognised income and expense (16.9) (15.2) RENOLD PLC PRELIMINARY RESULTS Consolidated Balance Sheet as at 31 March 2007 2007 2006 £m £m ASSETS Non-current assets Goodwill 15.2 17.1 Other intangible assets 0.6 0.2 Property, plant and equipment 34.0 38.2 Investment property 1.6 - Other non-current assets 0.4 0.3 Deferred tax assets 17.4 18.4 69.2 74.2 Current assets Inventories 33.1 36.5 Trade and other receivables 30.1 25.8 Derivative financial instruments - 0.2 Cash and cash equivalents 20.3 17.8 83.5 80.3 Asset held for sale 3.4 3.4 Assets of discontinued operations - 37.1 86.9 120.8 TOTAL ASSETS 156.1 195.0 LIABILITIES Current liabilities Borrowings (7.8) (12.4) Trade and other payables (36.1) (31.3) Derivative financial instruments (0.1) - Provisions (5.2) (0.4) Current tax liabilities (0.6) (0.7) (49.8) (44.8) Liabilities directly associated with discontinued operations - (28.1) (49.8) (72.9) NET CURRENT ASSETS 37.1 47.9 Non-current liabilities Borrowings (31.4) (25.6) Derivative financial instruments - (0.1) Preference shares (0.5) (0.5) Trade and other payables (1.2) (0.7) Deferred tax liabilities (1.3) (0.7) Retirement benefit obligations (48.0) (53.9) (82.4) (81.5) TOTAL LIABILITIES (132.2) (154.4) NET ASSETS 23.9 40.6 EQUITY Issued share capital 17.4 17.4 Share premium account 6.1 6.0 Other reserves (1.2) 2.7 Retained earnings 1.6 14.5 TOTAL SHAREHOLDERS' EQUITY (Note 7) 23.9 40.6 RENOLD PLC PRELIMINARY RESULTS Consolidated Cash Flow Statement for the year ended 31 March 2007 2007 2006 £m £m Cash flows from operating activities (Note 8) Cash generated from operations - continuing 10.3 4.7 Cash (absorbed)/generated by operations - discontinued (4.7) 1.7 5.6 6.4 Income taxes paid (1.4) (1.7) Net cash from operating activities 4.2 4.7 Cash flows from investing activities Proceeds from disposal of businesses (net of cash transferred) 5.4 - Purchase of property, plant and equipment (6.0) (6.7) Purchase of intangible assets (0.6) (0.2) Proceeds on disposal of property, plant and equipment 0.2 3.2 Interest received 0.2 - Net cash from investing activities (0.8) (3.7) Cash flows from financing activities Financing costs paid (3.0) (3.3) Increase in borrowings 6.1 6.9 Issue of ordinary shares 0.1 0.1 Payment of finance lease liabilities (0.4) (0.1) Net cash from financing activities 2.8 3.6 Net increase in cash and cash equivalents 6.2 4.6 Net cash and cash equivalents at beginning of year 9.6 4.8 Effects of exchange rate changes (0.4) 0.2 Net cash and cash equivalents at end of year 15.4 9.6 RENOLD PLC PRELIMINARY RESULTS Notes to the consolidated financial statements 1. Segmental information Primary reporting format - business segment The Group's continuing activities are in one class of business, Industrial Power Transmission. The consolidated income statement for continuing operations therefore relates wholly to the Industrial Power Transmission business. Segment assets and liabilities Shown below is a summary of the assets and liabilities of Industrial Power Transmission: 2007 2006 £m £m Assets Industrial Power Transmission 113.4 116.6 Unallocated assets (see below) 39.3 37.9 Asset held for sale 3.4 3.4 Assets of discontinued operations - 37.1 Total assets 156.1 195.0 Liabilities Industrial Power Transmission (90.5) (86.3) Borrowings (39.7) (38.5) Derivative financial instruments (0.1) (0.1) Current and deferred tax (1.9) (1.4) Liabilities of discontinued operations - (28.1) (132.2) (154.4) Secondary reporting format - geographical segments The operations of the Group are based in five main geographical areas. The UK is the home country of the parent. The main operations in the principal territories are as follows: United Kingdom Germany Rest of Europe United States and Canada Other countries The sales analysis in the table below is based on the location of the customer; the analysis of assets and capital expenditure is based on the location of the assets: Revenue Assets Capital expenditure (Continuing) 2007 2006 2007 2006 2007 2006 £m £m £m £m £m £m United Kingdom 19.6 20.4 26.6 29.5 2.0 1.6 Germany 14.9 14.6 16.4 19.5 0.6 1.7 Rest of Europe 37.5 35.6 16.8 12.6 0.6 0.2 North America 56.7 57.2 38.3 41.2 0.4 0.8 Other countries 30.6 27.2 15.3 13.8 0.7 0.2 159.3 155.0 113.4 116.6 4.3 4.5 Unallocated assets - - 39.3 37.9 - - Asset held for sale - - 3.4 3.4 - - Discontinued operations - - - 37.1 1.5 2.1 159.3 155.0 156.1 195.0 5.8 6.6 Unallocated assets comprise: Deferred tax asset 17.4 18.4 Cash and cash equivalents 20.3 17.8 Investment property 1.6 - Property (reclassified in 2007 as an investment property) - 1.7 39.3 37.9 The investment property was transferred from property, plant and equipment during the year. 2. Exceptional items 2007 2006 £m £m UK Burton conveyor chain factory restructuring 0.3 0.3 Other redundancy and restructuring charges - 1.1 Profit and cash enhancement restructuring initiatives ('PACE'): Reorganisation and redundancy costs 2.9 - Exceptional inventory provision 2.7 - 5.9 1.4 Following the disposal of the Automotive and Machine Tool operations, the PACE strategic initiative has resulted in exceptional costs associated with the commencement of the restructuring of the continuing Group's manufacturing and distribution facilities. The reorganisation and redundancy costs have originated mainly in the UK (£1.5 million) and Germany (£1.0 million). Exceptional inventory write-offs have been charged in the UK (£1.4 million), Germany (£0.9 million), the Rest of Europe (£0.2 million) and other countries (£0.2 million). Additional costs were incurred earlier in the year linked to the reorganisation of the Burton factory. Of the £1.1 million redundancy and restructuring costs reported in 2006, the principal amounts were incurred in Germany (£0.3 million) and Rest of Europe (£0.5 million). 3. Net financing costs 2007 2006 £m £m £m £m Financial costs: Interest payable on bank loans and overdrafts (2.6) (2.3) Interest cost on pension plan balances (11.1) (11.1) Costs associated with refinancing (0.2) (0.7) (13.9) (14.1) Financial revenue: Interest receivable on bank deposits and cash equivalents 0.2 0.1 Expected return on pension plan assets 11.2 10.1 Fair value gains on derivative instruments - 0.3 11.4 10.5 Net financing costs (2.5) (3.6) 4. Taxation Analysis of tax charge in the year 2007 2006 £m £m United Kingdom UK corporation tax at 30% (2006 - 30%) 1.0 0.5 Less: double taxation relief (1.0) (0.5) - - Overseas taxes Corporation taxes 1.3 1.3 Total current tax 1.3 1.3 Deferred tax United Kingdom - origination and reversal of temporary differences - 0.3 Overseas - origination and reversal of temporary differences - (0.4) Total deferred tax - (0.1) Tax charge on loss on ordinary activities 1.3 1.2 Analysed as: Continuing 0.6 1.5 Discontinued 0.7 (0.3) 1.3 1.2 5. Discontinued operations On 3 August 2006 and 6 December 2006 respectively, the Group announced the completion of the sale of certain assets and liabilities of the Automotive and Machine Tools businesses. Both businesses had been treated as discontinued operations in the financial statements to 31 March 2006 and had accordingly been classified as held for sale in last year's balance sheet. It was explained last year that these transactions were in line with the Board's strategy to focus on the Group's core activity of manufacture and sale of Industrial Power Transmission products. The major classes of assets and liabilities sold and the associated consideration are analysed below: Assets and liabilities disposed other than cash: Automotive Machine Total Tools £m £m £m Property, plant and equipment 6.2 0.5 6.7 Inventories 7.2 7.8 15.0 Trade and other receivables 6.6 5.3 11.9 Trade and other payables (9.2) (6.1) (15.3) Provisions (0.5) - (0.5) Retirement benefit obligations (0.6) - (0.6) Total net assets disposed 9.7 7.5 17.2 Cash and cash equivalents relating to the disposals: Net cash consideration 3.4 3.7 7.1 Consideration outstanding (1.0) - (1.0) Cash transferred with business - (0.7) (0.7) Net cash inflow relating to disposals 2.4 3.0 5.4 Deferred consideration of £1.5 million on the Machine Tools disposal has not been recognised in these financial statements and will only be recognised when there is greater certainty of recovery. The results attributable to the discontinued operations are set out below. The operating results for 2006 are for a 12 month period; for 2007 the results are for the periods up to the respective dates of disposal. 2007 2006 Automotive Machine Total Automotive Machine Total tools discontinued tools discontinued £m £m £m £m £m £m External revenue 16.3 12.8 29.1 49.3 20.8 70.1 Operating profit/(loss) before exceptional items (2.2) (1.3) (3.5) (1.6) 0.1 (1.5) Redundancy, restructuring and other exceptional items 1.0 0.7 1.7 0.7 (0.2) 0.5 Operating (loss) (1.2) (0.6) (1.8) (0.9) (0.1) (1.0) Bank interest (0.1) (0.1) (0.2) (0.3) (0.1) (0.4) (Loss) before tax (1.3) (0.7) (2.0) (1.2) (0.2) (1.4) Taxation - - - 0.5 (0.2) 0.3 (Loss) after tax (1.3) (0.7) (2.0) (0.7) (0.4) (1.1) Adjustments to fair value less costs to sell and losses on disposal (6.2) (4.6) (10.8) (9.1) (3.7) (12.8) Taxation (0.7) - (0.7) - - - (6.9) (4.6) (11.5) (9.1) (3.7) (12.8) (Loss) for the year on discontinued operations (8.2) (5.3) (13.5) (9.8) (4.1) (13.9) Discontinued exceptional items: Within Automotive the exceptional item of £1.0 million represents the release of provisions that were effectively extinguished as a result of the disposal transaction. In Machine Tools the £0.7 million represents curtailment gains attributed to operations in the UK. In the prior year the exceptional amounts represented the release of surplus provisions and redundancy costs respectively. The cash flows attributed to discontinued operations comprise: 2007 2006 £m £m From operating activities (4.7) 1.7 From investing activities (1.7) (2.8) From financing activities (1.6) (0.5) 6. Earnings per share Earnings per share is calculated by reference to the earnings for the year and the weighted average number of shares in issue during the year as follows: 2007 2006 Weighted Weighted average average number of Per-share number of Per-share shares amount shares amount Earnings Thousands Pence Earnings Thousands Pence £m £m Basic EPS Earnings attributed to ordinary shareholders (12.7) 69,501 (18.3) (13.6) 69,350 (19.6) Effect of dilutive securities: Employee share options - 569 0.2 - 63 - Diluted EPS (12.7) 70,070 (18.1) (13.6) 69,413 (19.6) Earnings per share from continuing operations: Basic EPS (12.7) 69,501 (18.3) (13.6) 69,350 (19.6) Post tax loss/(profit) from discontinued operations (Note 5) 2.0 2.9 1.1 1.6 Adjustments to fair value less costs to sell and losses on disposal (Note 5) 11.5 16.6 12.8 18.4 Basic EPS from continuing operations 0.8 69,501 1.2 0.3 69,350 0.4 Inclusion of the dilutive securities shown above does not change the amount shown for basic EPS from continuing operations. Earnings per share from discontinued operations Basic EPS Post tax (loss)/profit from discontinued operations (Note 5) (2.0) 69,501 (2.9) (1.1) 69,350 (1.6) Adjustments to fair value less costs to sell and losses on disposal (Note 5) (11.5) (16.6) (12.8) (18.4) Basic EPS from discontinued (13.5) 69,501 (19.5) (13.9) 69,350 (20.0) operations Inclusion of the dilutive securities, shown above, changes the amounts shown for basic EPS for discontinued operations to (19.3p) (2006 - unchanged at (20.0p)). Adjusted EPS for continuing activities Basic EPS from continuing operations 0.8 69,501 1.2 0.3 69,350 0.4 Effect of exceptional items, after tax: PACE restructuring initiatives 4.7 6.8 Redundancy and restructuring costs 0.3 0.4 0.9 1.3 Adjusted EPS 5.8 69,501 8.4 1.2 69,350 1.7 Inclusion of the dilutive securities, shown above, in the calculation of adjusted EPS changes the amount shown to 8.3p (2006 - unchanged at 1.7p). The adjusted earnings per share numbers have been provided in order to give a useful indication of underlying performance by the exclusion of exceptional items. 7. Analysis of changes in shareholders' equity Share Share Retained Currency Total equity capital premium earnings translation account reserve £m £m £m £m £m At 1 April 2005 17.3 6.0 31.5 0.5 55.3 Loss for the year - - (13.6) - (13.6) Foreign exchange translation difference - - - 1.1 1.1 Actuarial gains and losses - - (5.3) - (5.3) Gains on fair value of hedging net investments - - - 1.1 1.1 in foreign operations Tax on items recognised directly in equity - - 1.7 - 1.7 Employee share options: - value of employee services - - 0.2 - 0.2 - proceeds from shares issued 0.1 - - - 0.1 As at 31 March 2006 17.4 6.0 14.5 2.7 40.6 Loss for the year - - (12.7) - (12.7) Foreign exchange translation difference - - - (4.8) (4.8) Actuarial gains and losses - - 0.9 - 0.9 Gains on fair value of hedging net investments - - - 0.9 0.9 in foreign operations Tax on items recognised directly in equity - - (1.2) - (1.2) Share premium - 0.1 - - 0.1 Employee share options: - value of employee services - - 0.1 - 0.1 At 31 March 2007 17.4 6.1 1.6 (1.2) 23.9 8. Additional cash flow information Reconciliation of profit/(loss) before tax to net cash flows from operations: 2007 2006 £m £m Cash generated from operations: Continuing operations: Profit before taxation 1.4 1.8 Depreciation and amortisation 4.9 5.4 Loss on plant and equipment disposals 0.1 - Equity share plans 0.1 0.2 Net finance costs 2.5 3.6 Decrease/(increase) in inventories 1.2 (1.8) (Increase) in receivables (2.3) (0.4) Increase in payables 4.1 2.7 Increase/(decrease) in provisions 1.7 (2.7) Movement on pension plans (3.5) (3.8) Movement in derivative financial instruments 0.1 (0.3) Cash generated from continuing operations 10.3 4.7 Discontinued operations (Loss) before taxation (2.0) (1.4) Depreciation and amortisation - 3.1 Plant and equipment impairment - 0.8 Loss/(gain) on plant and equipment disposals 0.2 (0.1) Net finance costs 0.2 0.4 (Increase) in inventories (0.3) (0.6) Decrease in receivables 2.2 0.2 (Decrease)/increase in payables (2.0) 5.3 (Decrease) in provisions (1.2) (5.7) Movement on pension plans (1.8) (0.3) Cash (absorbed)/generated by discontinued operations (4.7) 1.7 Cash generated from operations 5.6 6.4 Reconciliation of net increase in cash and cash equivalents to movement in net debt: 2007 2006 £m £m Increase in cash and cash equivalents 6.2 4.6 Change in net debt resulting from cash flows (6.1) (6.9) Finance lease inception (0.2) - Foreign currency translation differences 1.4 (0.9) Change in net debt during the period 1.3 (3.2) Net debt at start of year (20.7) (17.5) Net debt at end of year (19.4) (20.7) Net debt comprises: Cash and cash equivalents 20.3 17.8 Total borrowings (39.7) (38.5) (19.4) (20.7) This information is provided by RNS The company news service from the London Stock Exchange EUFWESWSEEM

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