Final Results
Walker Greenbank PLC
11 April 2001
11 April 2001 For immediate release
Walker Greenbank PLC
Preliminary results for the year ended 31 January 2001
Results last year adversely affected by difficult market conditions,
restructuring and site consolidation and by disruption to customer service
from the introduction of a new IT system.
Pre-exceptional operating loss of £1.94 million as foreshadowed in the
December trading statement. Exceptional losses of £3.33 million include
higher than anticipated costs arising from a more comprehensive redundancy
programme.
Loss per share of 9.60p (2000: earnings 0.25p); underlying loss per share
adjusting for exceptional and other items, of 3.74p (2000: earnings 3.33p)
Final dividend of 1p per share proposed making the total dividend for the
year 1p per share (2000:2p)
Consolidation of wallpaper manufacturing onto one site complete and the
anticipated operational efficiencies from the move now coming through.
Fabrics manufacturing acquisitions produce good performance.
New IT system now operational creating a platform for further savings and
efficiency gains.
Lord Thurso, Chairman of Walker Greenbank PLC said:
'This has been an unsatisfactory year as far as results are concerned but we
have carried out a great deal of the groundwork for achieving shareholder
value in the future. I was pleased to announce the arrival last month of our
new Chief Executive, David Medcalf and, despite facing market conditions that
remain very testing, we believe we are in a strong position to return the
business to profitability.'
For further information contact:
The Viscount Thurso John Rudofsky
Chairman Walker Greenbank PLC Helsen Communications
01442 291303 020 8786 6699 / 07767 823676
WALKER GREENBANK PLC
CHAIRMAN'S STATEMENT
Overview
This has been an unsatisfactory year for the group with a below par
performance in many of our operations. We have faced difficult market
conditions and the final restructuring and consolidation of our main
wallpaper manufacturing activities on a single site disrupted the business
more than we expected. However, the operational changes now finally complete
put us in a strong position to return the business to profitability.
Similarly, as we reported last year the introduction of the new IT system
caused severe problems to customer service levels initially. This caused the
anticipated efficiencies to be delayed but we can report that this period of
disruption is over and the benefits of the new IT system are now coming
through.
As we reported during the year, the Board received an approach from a
management buy-in team prior to a potential offer being made for the group.
The initial indication of price suggested the Board should encourage
continued discussions and a considerable amount of management time and effort
went into completing this process, partly at the expense of the day-to-day
management of the operations. Market conditions moved against the management
buy-in team during their thorough investigation of the operations and their
final proposal was not one the Board felt fairly reflected the underlying
value of the business.
Nevertheless, the Board was impressed by the buy-in team and their view of
the potential of the group. Accordingly, David Medcalf was invited to join
the Board as Chief Executive, replacing Aidan Connolly who was not part of
the buy-in/buyout team and who had agreed to remain with the group until the
discussions reached a conclusion. Peter Harkness from the buy-in team was
also invited to join the Board as non-executive director. Phillip Billington
and Philip Cadle felt that their Board roles did not leave them with
sufficient time to concentrate on their operational responsibilities and in
the best interests of the group they proposed that they should step down from
the Board.
Results
Sales of the continuing businesses were in line with last year at £49.7
million (2000: £49.9 million). The operating loss before exceptional items
for the year on continuing businesses was £2.98 million (2000: £1.72 million
profit) but the new fabrics manufacturing acquisitions produced a good
performance with operating profits of £1.05 million. Therefore, the overall
operating loss before exceptional items was £1.94 million as foreshadowed in
the December trading statement.
Exceptional costs amounted to £3.33 million and arose principally from the
consolidation of wallpaper manufacturing onto one site in Leicestershire,
exceptional costs incurred following the installation of the new IT system
and redundancy costs, which amounted to £1.1 million, following the reduction
in the UK workforce as part of the group's efficiency drive.
The loss before tax after interest and other items amounted to £5.49 million
compared to a profit of £386,000 in 2000. The loss per share was 9.60p (2000:
earnings 0.25p) but the underlying loss per share adjusting for exceptional
and other items was 3.74p (2000: earnings 3.33p).
The balance sheet remained strong with net assets of 67p per share at the
year end and the net gearing level was just 13 per cent. A final dividend of
1p per share is proposed making a total dividend for the year of 1p per share
(2000: 2p) payable on 6 July 2001 to shareholders registered at the close of
business on 15 June 2001. The dividend proposal has been made in view of
these latest results but also bearing in mind that the group is now in a
stronger position to exploit any improvement in market conditions.
Operating review
Restructuring
The restructuring of our operations has been at a considerable expense to the
business this year but the Board believes we now have in place a platform on
which to build a stronger business for the future. The consolidation of the
wallpaper factories onto one site is now complete giving us a fully
integrated modern manufacturing facility. The process proved more difficult
than we expected necessitating large scale renovations to the building. Short
term efficiency was affected but is now returning and we expect value to be
created by the move in the forthcoming year.
During the last quarter of the financial year a programme of redundancy and
natural wastage led to a fall in the headcount of over 100, approximately 15
per cent of the UK workforce. The cost of this programme was higher than
anticipated in our December trading statement but the firm action taken means
the business is now much better placed to return to profitability from a
lower cost base.
The closure of the German and French distribution businesses has been
successfully completed and whilst sales have been lost during this transition
period, there have been significant cost savings and improved profitability
from these markets. We believe Continental Europe, which now can be served
directly from the UK, offers us good opportunities for growth in the future.
Information Technology
The group introduced its new IT system in December 1999. As we have reported
previously, the introduction of the system caused unexpected disruptions to
customer service initially. We incurred additional costs in the carriage of
goods, the use of temporary staff and overtime and less definable costs
resulting from the damage to customer relations and the consequential loss of
sales.
The system is now fully operational. It has allowed us to close the European
distribution operations, create more efficient practices and achieve
considerable cost savings. We expect to achieve further operating
efficiencies this year.
Brands and distribution
The Zoffany brand continues to be our largest selling brand worldwide.
Overall, sales held steady. There was strong growth in the US with sales up
32 per cent but sales were down 7 per cent in the UK. Second half sales in
the UK, normally our strongest selling period, were significantly affected by
fuel shortages, transport disruption and flooding. The Warner brand had
another difficult year. As reported at the half year, the sale of Cole & Son
and its associated business, John Perry, was successfully completed in
September for a total consideration of £3 million and a profit on the sale of
£555,000.
Second half trading at Harlequin was affected by the same factors that
impacted Zoffany and sales declined 6 per cent over the year. Results were
affected by higher than expected patterning costs and some stock write-off
due partly to the sales slowdown. We have appointed new senior sales and
marketing directors to the business to initiate a new sales drive.
The continuing success of the new Cirka brand was demonstrated by a threefold
increase in turnover to £3 million. Cirka combines experienced design
capability, an innovative and fresh product with a clear market focus.
The Norwegian business, Borge, produced another improvement in operating
profits despite a 3 per cent reduction in sales. The company maintains a
dominant position in its markets and further initiatives will be launched
later this year.
WG Inc, our American business, has had another highly successful year with
sales growing 17 per cent and operating profits increasing by 9 per cent. We
abandoned the Whittaker & Woods marketing concept and the main business is
now trading as Zoffany. The New York showroom has been rebranded and a new
head of this business appointed.
Wallpaper manufacturing
The downturn in business in the second half experienced by Harlequin and
Zoffany fed through to the Anstey factory resulting in a 19 per cent
reduction in sales to these companies. In addition, the factory move during
this period created short term inefficiencies. All heavy plant has now been
moved and recommissioned and all manufacturing has been operating from one
site since January 2001. This will allow us to improve operating efficiencies.
Fabric manufacturing
Weavestyle has had an excellent first year in the group delivering profits
ahead of our expectations at the time of the acquisition and well ahead of
the same period last year. All key customers have been retained and the
business grown further. The existing Contract Fabrics business, which also
performed well with sales up 12 per cent on the previous year, was
amalgamated with Weavestyle on one site at Silsden in Yorkshire. This allowed
us to reduce the cost base of the combined business.
Standfast also had a very encouraging first year with profits in line with
expectations at the time of acquisition. Again, no key customers were lost
and important new accounts have been won. Market conditions remain tough but
the strong management team is focused on maintaining profitability.
Outlook
Creating shareholder value remains our prime objective. It is the Board's
belief that a great deal of the groundwork for achieving that has been
carried out in the last 18 months and we are very conscious that as far as
the results are concerned, we have had little to show for it so far. We
believe this will change, though how quickly is difficult to predict. Despite
market conditions that remain very testing, we believe we are in a strong
position to return the business to profitability.
The Viscount Thurso
Chairman
11th April 2001
Walker Greenbank PLC
Group Profit and Loss Account
Year ended 31 January 2001
Before Total Total
exceptional Exceptional 2001 2000
items items
£000 £000 £000 £000
Turnover
- Continuing operations 49,721 - 49,721 49,937
- Acquisitions 14,346 - 14,346 -
64,067 - 64,067 49,937
Group operating
(loss)/profit
- Continuing operations (2,982) (3,242) (6,224) 1,719
- Acquisitions 1,047 (92) 955 -
(1,935) (3,334) (5,269) 1,719
Share of associated - - - (56)
undertaking's operating
loss
Operating (loss)/profit (1,935) (3,334) (5,269) 1,663
Profit on sale of - - - 1,036
property
Profit on disposal of - 680 680 -
operations (including
goodwill previously
written off of
£1,390,000)
Fundamental - (123) (123) (2,533)
restructuring of
overseas operations
Amounts written off - (527) (527) (450)
investments
Loss on ordinary (1,935) (3,304) (5,239) (284)
activities before
interest
Net interest (248) - (248) 670
(payable)/receivable
(Loss)/profit on (2,183) (3,304) (5,487) 386
ordinary activities
before taxation
Taxation on 67 - 67 (247)
(loss)/profit on
ordinary activities
(Loss)/profit after (2,116) (3,304) (5,420) 139
taxation
Dividends (533) - (533) (1,123)
Deficit (2,649) (3,304) (5,953) (984)
(Loss)/earnings per
share
- Basic and diluted (9.60p) 0.25p
- Underlying (3.74p) 3.33p
Dividend per ordinary 1.00p 2.00p
share
Walker Greenbank PLC
Group Balance Sheet
At 31 January 2001
2001 2000
£000 £000
Fixed assets
Goodwill 1,201 169
Tangible assets 24,036 15,381
Investment in own shares 1,046 1,573
26,283 17,123
Current assets
Asset held for resale 292 -
Stocks 15,245 12,605
Debtors 16,935 14,351
Cash at bank and in hand 2,402 12,818
34,874 39,774
Creditors: due within one year (19,234) (12,872)
Net current assets 15,640 26,902
Total assets less current liabilities 41,923 44,025
Creditors: due after more than one year (3,840) (799)
Provisions for liabilities and charges (352) (784)
Net assets 37,731 42,442
Capital and reserves
Share capital 590 590
Share premium account 457 457
Profit and loss account (3,823) 662
Other reserves 40,507 40,733
Equity shareholders' funds 37,731 42,442
Walker Greenbank PLC
Group Cash Flow Statement
Year ended 31 January 2001
2001 2001 2000 2000
£000 £000 £000 £000
Net cash (outflow)/inflow (931) 1,517
from operating activities
Returns on investment and
servicing of finance
Interest received 216 1,005
Interest paid (251) (256)
Interest element of finance (196) (66)
lease payments
Dividend income (Employee 57 57
Share Option Plan)
(174) 740
Taxation 164 (658)
Capital expenditure
Purchase of tangible fixed (6,113) (6,283)
assets
Proceeds from disposal of - 2,104
property
Proceeds from disposal of 9 73
fixed assets
(6,104) (4,106)
Acquisition, disposals and
fundamental restructuring
Acquisition (10,522) (302)
Net proceeds from disposal of 2,689 -
operations
Fundamental restructuring (523) (454)
costs
Loan guarantee payment on
liquidation of associated - (118)
undertaking
(8,356) (874)
Equity dividends paid (1,180) (1,180)
Cash outflow before use of
liquid resources and (16,581) (4,561)
financing
Management of liquid resources
Bills of exchange receivable - 343
Financing
Proceeds from finance leases 3,400 -
Principal repayments of (819) (214)
finance lease obligations
Proceeds of medium term loans 1,507 -
Repayment of borrowings (31) (1,495)
4,057 (1,709)
Decrease in cash and cash (12,524) (5,927)
equivalents
Walker Greenbank PLC
Statement of Total Recognised Gains and Losses
Year ended 31 January 2001
2001 2000
£000 £000
(Loss)/profit for the financial year (5,420) 139
Reversal of surplus on revaluation of properties (222) -
reclassified as asset held for resale
Currency translation differences 74 (336)
Total recognised gains and loss relating to the year (5,568) (197)
Note of Historical Cost Profit and Losses
Year ended 31 January 2001
2001 2000
£000 £000
(Loss)/profit on ordinary activities before taxation (5,487) 386
Realisation of property revaluations - 606
Difference between historical cost depreciation 4 13
charge and actual depreciation charge
Historical cost (loss)/profit on ordinary activities (5,483) 1,005
before taxation
Historical cost loss for the year after taxation and (5,949) (365)
dividends
Reconciliation of Movements in Shareholders' Funds
Year ended 31 January 2001
2001 2000
£000 £000
(Loss)/profit for the financial year (5,420) 139
Dividends (533) (1,123)
Deficit for the year (5,953) (984)
Currency translation differences 74 (336)
Revaluation reserve reversed on transfer of property (222) -
for resale to current assets
Goodwill transferred to profit and loss account 1,390 975
Net reduction to shareholders' funds (4,711) (345)
Opening shareholders' funds 42,442 42,787
Closing shareholders' funds 37,731 42,442
NOTES TO THE ACCOUNTS
1. Segmental analysis
Turnover
2001
(a) Classes £000 2000
of business £000
Continuing
operations:
Fabrics 21,332 21,090
Wallcoverings 26,819 27,012
Other 1,570 1,835
49,721 49,937
Acquisitions:
Fabrics 14,346 -
Group 64,067 49,937
Non-interest bearing
Turnover Operating operating net assets
(loss)/profit
2001 2000 2001 2000 2001 2000
(b) £000 £000 £000 £000 £000 £000
Geographical
segments
By origin on
continuing
operations:
United 36,602 34,772 (6,976) 1,833 32,876 29,214
Kingdom
Continental 6,472 9,496 295 (533) 1,019 2,110
Europe
North 6,647 5,669 457 419 1,148 1,184
America
49,721 49,937 (6,224) 1,719 35,043 32,508
By origin on
acquisitions:
United 14,346 - 955 - 8,957 -
Kingdom
Group 64,067 49,937 (5,269) 1,719 44,000 32,508
Turnover
2001 2000
£000 £000
By
destination
on
continuing
operations:
United 29,686 28,947
Kingdom
Continental 11,199 12,809
Europe
North 7,455 6,683
America
Rest of the 1,381 1,498
World
49,721 49,937
By
destination
on
acquisitions:
United 14,316 -
Kingdom
Continental 4 -
Europe
North 14 -
America
Rest of the 12 -
World
14,346 -
Group 64,067 49,937
2. ANALYSIS OF CONTINUING AND ACQUIRED OPERATIONS
Continuing
Operations Acquisitions Total Total
2001 2001 2001 2000
£000 £000 £000 £000
Turnover 49,721 14,346 64,067 49,937
Cost of sales (25,389) (9,249) (34,638) (23,073)
Gross profit 24,332 5,097 29,429 26,864
Net operating expenses
Distribution costs (11,136) (616) (11,752) (10,591)
Administrative (19,483) (3,527) (23,010) (15,181)
expenses
Other operating 63 1 64 627
income
Group operating (6,224) 955 (5,269) 1,719
(loss)/profit
The continuing operations' operating loss included £3,242,000 of exceptional
items. This comprised £1,101,000 of redundancies, £711,000 relating to
inefficiencies arising from the consolidation of the Anstey and Sileby
manufacturing operations onto one site, £541,000 of costs incurred as a
result of problems with the group's new IT system, £589,000 of costs incurred
directly as a result of the move of the Anstey and Sileby operations and
£300,000 of legal and professional fees incurred defending an action bought
by a telecoms provider and in the aborted sale of the company.
The acquisitions' operating profit included £92,000 of exceptional items
which related to redundancy costs in the year.
Other operating income in 2000 included an exceptional credit of £600,000
representing compensation for the problems caused by the group's new IT
system.
The results for the acquisitions are shown before central management changes.
This differs from the presentation at the half year and would have increased
the previously reported profit in these businesses for the first six months
by £126,000.
3. PROFIT ON SALE OF PROPERTY
On 31 January 2000, the sale of the group's property in Sileby,
Leicestershire was completed for a cash consideration of £2,104,000. The net
profit on disposal of £1,036,000 is after writing off the net book value of
the property and associated costs of the sale.
4. PROFIT ON SALE OF OPERATIONS
On 29 September 2000 the trade and certain of the assets of the businesses
trading as Cole & Son and John Perry were sold, along with the dormant legal
entities bearing these names.
The proceeds were agreed at £3,000,000 of which £2,800,000 had been received
in cash at 31 January 2001. After accounting for related costs and goodwill
the exceptional profit on disposal was £555,000.
There is no tax effect on this disposal due to capital losses brought forward
from previous periods.
The businesses disposed of have not been classed as discontinued operations
on the grounds of materiality.
A further £125,000 has been recognised relating to deferred consideration for
a previous disposal where the recoverability was originally considered
uncertain.
5. FUNDAMENTAL RESTRUCTURING
In 2000, a fundamental restructuring of the group's overseas
distribution businesses trading as Whittaker & Woods was undertaken,
resulting in the decision to close the remaining parts of the group's
operations in Holland, Germany and France and some restructuring in the USA.
The exceptional costs relating to this closure comprised redundancy costs,
write off of unrealisable net assets, professional fees and other related
costs totalling £1,558,000. An additional charge of £975,000 in respect of
goodwill previously written off to reserves was also made to the profit and
loss account.
Further costs of £123,000 were incurred in the year over and above those
amounts provided at 31 January 2000.
The tax effect of this restructuring was to reduce the tax charge by
£nil (2000: £204,000).
6. AMOUNTS WRITTEN OFF INVESTMENTS
The directors believe there is likely to be a shortfall between the cost
of the shares held by the ESOP and anticipated future proceeds and have
decided to recognise this shortfall with an amount of £527,000 written off in
the year (2000: £450,000).
7. OPERATING (LOSS)/PROFIT
2001 2000
£000 £000
Operating (loss)/profit is stated after charging:
Auditors' remuneration:
Audit fee - group auditors 107 98
- other auditors 15 24
Other services - group auditors 48 17
Depreciation of owned assets 2,929 1,900
Depreciation of assets held under finance leases and hire 450 30
purchase contracts
Hire of motor vehicles and plant and machinery 481 483
Other operating leases 495 549
Auditors' remuneration for audit services to the group includes £33,000
(2000: £30,000) in respect of the company.
8. DISPOSAL OF COLE & SON AND JOHN PERRY
£000
Proceeds from sale 3,000
Deferred proceeds (200)
Professional fees and other related costs (111)
Net cash inflow 2,689
The disposal comprised the following:
Tangible fixed assets 478
Stock 466
944
Goodwill 1,390
Profit on disposal 555
Deferred proceeds (200)
Net cash inflow 2,689
9. ACQUISITION OF STANDFAST DYERS AND PRINTERS AND WEAVESTYLE
On 31 March 2000 the group completed its purchase of the trade and
certain of the assets of two businesses trading as Standfast Dyers and
Printers and Weavestyle.
In their last financial year to 31 December 1999, the two businesses
made a profit before tax of £148,000. For the 3 month period to the date of
acquisition, the accounts show turnover of £4,934,000 and a profit before and
after tax of £159,000.
Fair value Provisional fair
Book value adjustment value
£000 £000 £000
Assets acquired
comprised:
Tangible fixed 6,499 - 6,499
assets
Current assets 6,363 - 6,363
Creditors: due (3,021) (125) (3,146)
within one year
9,841 (125) 9,716
Goodwill 1,108
Cash cost of 10,824
acquisition
including
professional fees
The fair value adjustment was in respect of building repairs required at
the time of acquisition.
10. CONTINGENT LIABILITY
In 1996, the company entered into an agreement with a communications
conglomerate to supply the group with data transmission services over its
wide area network in the UK and Europe. The company has recently received a
claim under this contract relating to services purportedly supplied in 1998
amounting in all to some £1,800,000. The directors refute the claim and
intend to defend it vigorously.
11. ANALYSIS OF NET (DEBT)/FUNDS
1 February Exchange 31 January
2000 Cash flow movement 2001
£000 £000 £000 £000
Cash at bank and 12,818 (10,493) 77 2,402
in hand
Overdrafts - (2,031) - (2,031)
12,818 (12,524) 77 371
Debt due within (28) (273) (3) (304)
one year
Debt due after (59) (1,203) (7) (1,269)
one year
Finance leases (936) (2,581) - (3,517)
(1,023) (4,057) (10) (5,090)
11,795 (16,581) 67 (4,719)