Final Results
St. Ives PLC
11 October 2005
EMBARGOED FOR RELEASE 07:00 11 OCTOBER 2005
11 October 2005
ST IVES plc
Preliminary Results for the 52 weeks ended 29 July 2005
St Ives plc, the UK's leading printing group, announces preliminary results for
the 52 weeks ended 29 July 2005.
Key Points
• Turnover £419.5m (2004: £410.3m)
• Pre tax profit £11.4m (2004: £14.9m)
• Underlying* pre tax profit £39.1m (2004: £39.7m)
• Basic earnings per share 2.70p (2004: 2.92p)
• Underlying* earnings per share 25.30p (2004: 25.08p)
• Total dividend maintained at 17.15p per share
* pre exceptional items and goodwill amortisation
Commenting on the results, Chairman, Miles Emley said:
'In our principal markets our competitive position is as strong as ever. In
recent years we have undertaken significant rationalisation and consolidation of
the Group's activities whilst continuing to invest in the best available
technology to reduce costs of production and enhance our service offering.
'Notwithstanding the continuing challenge posed by current market conditions, we
believe that our commitment to service and quality, and our increasing focus on
the provision of added-value services in addition to the supply of printed
products, will deliver progress for shareholders.'
For further information contact:
St Ives plc
Miles Emley, Chairman
Brian Edwards, Managing Director 020 7928 8844
Smithfield
John Antcliffe
Anna Rainbow 020 7360 4900
Results
The results for the fifty two weeks ended 29 July 2005 show turnover of £419.5
million (2004 - £410.3 million) and underlying profit before taxation,
exceptional items and goodwill amortisation of £39.1 million (2004 - £39.7
million). Profit before taxation was £11.4 million (2004 - £14.9 million).
Underlying earnings per share before exceptional items and goodwill amortisation
were 25.30p (2004 - 25.08p) and basic earnings per share were 2.70p (2004 -
2.92p). The results include an initial contribution to operating profit before
exceptional items and goodwill amortisation of £4.15 million from SP Group for
the forty six weeks since its acquisition in September 2004.
The profit before taxation, exceptional items and goodwill amortisation is
similar to that achieved in the previous financial year and is in accordance
with the indications which we gave at the time of our Interim Statement in
April. The charge for exceptional items and goodwill of £27.7 million
represents the loss on disposal of Johler Druck (£14.1 million which includes
£5.9 million of goodwill previously written-off to reserves), exceptional costs
relating the consolidation of the Group's operations into fewer sites (£9.9
million) and goodwill amortisation and write-off (£3.7 million).
Dividends
The Board is recommending a final dividend of 12.15p per share, making total
dividends of 17.15p per share for the year as a whole, the same as the previous
year. If approved, the final dividend will be paid on 2 December 2005 to
shareholders on the register on 4 November 2005.
Trading Conditions
Demand for books and for point-of-sale services was resilient but, as we
indicated earlier in the year, most of our other markets continued to experience
little growth, downward pricing pressure and over-capacity.
Books
Our books sales were higher than in the previous year. We maintained market
share, mainly because our service levels are faster and more responsive than
those offered by our competitors. We produced over 50 per cent of the best
sellers published during our financial year in both hardback and paperback
formats. Sales of fulfilment and other post-production services also grew. The
results showed the benefit of our continuing investment in equipment and
systems.
Direct Response, Commercial and Point-of-Sale
UK
In the UK, demand for personalised direct mail products, especially from
financial services customers, reduced sharply and the market for less
time-sensitive, longer-run products continued to face over-capacity, intensely
competitive pricing and lower volumes. During the year we rationalised our
operations further through the closure of our factory in Bristol, many of whose
customers we have continued to serve from elsewhere in the Group.
Demand for point-of-sale products and services remained steady. SP Group made a
contribution of £35.3 million to Group turnover in the forty six weeks since its
acquisition. We undertook new work for our client base, which comprises leading
retail store chains and international brand companies. We completed the
consolidation of the point-of-sale operations previously carried out at St Ives
Crayford into our site at Redditch towards the end of the period.
USA
Commercial markets in the USA remained fiercely competitive against a background
of continuing over-capacity. Sales were reduced, although we retained the more
suitable work previously undertaken at Case-Hoyt, thus improving utilisation and
returns at our other facilities. We expanded the volumes of specialist
franchise print work (including on-line ordering and inventory control,
fulfilment and distribution) produced mainly at our Cleveland site.
Financial
Demand for financial print in the USA was unchanged but continued low activity
in the UK and Europe necessitated a further reduction in our cost base there,
which was completed towards the end of the year. Volumes of annual report
printing grew, partly as a result of increased pagination. Losses overall were
again reduced.
Magazines
UK
Magazine sales in the UK were lower as a result of competitive pricing,
principally because of over-capacity, and weak demand. In the second half of
the year we closed our factory at Caerphilly and have been successful in
retaining the work previously produced there for our other sites. During the
year we commissioned a new high speed stitching line and two new 72-page presses
to lower our cost of production and enhance service further.
USA
In the USA, magazine sales grew and returns improved modestly as a result of
better utilisation of our facilities.
Multimedia
Sales to music and multimedia markets were maintained overall, mainly because of
growth in demand for special packaging and DVD related products for video, audio
and computer games applications. Improved utilisation generated better returns
at Uden in Holland, although short lead times and volatile demand made
utilisation a challenge in the UK.
Balance Sheet
Net assets at the year end were £215 million with net borrowings of £23 million.
As already announced, we disposed of our German subsidiary, Johler Druck,
during the year for a cash consideration of €2.2 million.
Investment
Capital expenditure during the year amounted in total to £36 million, more than
twice last year's level. We have continued to invest in systems and equipment
across the Group to reduce our costs of production and enhance the flexibility
of the service we are able to offer our customers. The largest individual items
were the new logistics facility at Redditch, web presses and a high speed
stitching line for the magazine market, digital presses mainly for point-of-sale
customers and a sheetfed press in Cleveland.
IFRS
As in previous years, our consolidated financial statements have been prepared
under UK Generally Accepted Accounting Principles ('UKGAAP'). In accordance
with EU regulations, in future we will be required to adopt International
Financial Reporting Standards ('IFRS') and prepare consolidated financial
statements on an IFRS basis. We will report under IFRS for the first time in
our Interim Statement for the twenty six weeks ending 27 January 2006 and our
Annual Report for 2006 will be the first to be prepared under IFRS. The 2006
Interim Statement and Annual Report will include comparative IFRS information
for the corresponding periods in 2005. An announcement will be made in January
2006 setting out the restatement of the 2005 results and providing an
explanation of the effects of the change to IFRS on our results. The most
significant impact is expected to be in relation to the treatment of the defined
benefits pension scheme (which was closed to new members in April 2002) and an
indication of the effect in relation to 2005 is set out in note 4(b) of the
accompanying financial information.
Outlook
Most of our markets continue to experience over-capacity and fiercely
competitive pricing. We have invested further in the latest, most flexible and
productive web and sheetfed presses and stitching and binding lines in order to
lower our costs of production and further enhance service. Upward pressure on
costs, particularly indirect costs of employment and utilities, continues.
We have renewed medium or long-term contracts with most of our larger book
publishing customers and are poised to make further progress in growing market
share through the provision of more post-production added-value services. The
underlying market is stable.
In the magazine market in the UK we are further sharpening our focus on
short-run specialist titles and offering additional logistics and mailing
services. A new freehold facility has been established at our Roche factory for
this purpose. The investment in a new high-speed perfect binding line at our
factory in Plymouth is particularly suited to shorter-run, time-sensitive work.
The market for longer-run, more commoditised work continues to offer poor
returns and we are keeping our overall mix of work under constant review.
There is no indication of any sustained pick-up in demand for corporate
financial documentation either in the UK or the USA. The market for annual
reports remains competitive, although pagination is growing as a result of
increased regulatory and disclosure requirements.
As always it is difficult to predict levels of demand for music, multimedia and
software related packaging. However demand for special packaging is increasing
as video and audio publishers seek to exploit their back catalogues.
Demand for point-of-sale products and services is steady. We have won business
from a number of new customers. In particular, at the start of the new
financial year we were awarded a long-term contract to supply all Marks &
Spencer's point-of-sale requirements. At the same time we acquired their print
facility at Burnley, where some of this work will be produced.
We have established a new, purpose-built freehold logistics facility at Redditch
in order to accommodate the new business as well as to enable us to offer a
broader range of fulfilment services to customers across all our markets.
Commercial and direct response markets remain extremely competitive, especially
for longer-run and more commodity products. We are increasing our focus on
customers with requirements for more specialist products and services.
US markets for magazine and commercial products face similar challenges. Here
too we are keeping our work mix under continuous review and are concentrating
further on more specialist areas and on providing added-value services. Recent
hurricanes have caused short-term disruption to our businesses in Florida, but
without damage to property.
In our principal markets our competitive position is as strong as ever. In
recent years we have undertaken significant rationalisation and consolidation of
the Group's activities. We continue to invest in the best available technology
to reduce our costs of production and enhance our service offering: capital
expenditure this year is expected to be well in excess of last year's level.
In the short term question marks remain over consumer confidence and rising
utility costs are a particular concern. However, notwithstanding the continuing
challenge posed by current market conditions, we believe that our commitment to
service and quality, and increasing focus on the provision of added-value
services in addition to the supply of printed products, will deliver progress
for shareholders.
CONSOLIDATED PROFIT AND LOSS ACCOUNT
52 weeks to 29 July 2005 52 weeks to 30 July 2004
_____________________________________________ ___________________________________________
Before Exceptional Before Exceptional
exceptional items and exceptional items and
items and goodwill items and goodwill
goodwill amortisation goodwill amortisation
amortisation (note 7) Total amortisation (note 7) Total
_____________ _____________ ____________ ____________ _____________ ____________
£'000 £'000 £'000 £'000 £'000 £'000
Turnover (note 2)
_____________ _____________ ____________ ____________ _____________ ____________
Existing activities | 384,203 | | - || 384,203 || 410,304 | | - || 410,304 |
Acquired activities | 35,274 | | - || 35,274 || - | | - || - |
|_____________| |_____________||____________||____________| |_____________||____________|
419,477 - 419,477 410,304 - 410,304
Cost of sales (308,824) (6,837) (315,661) (300,931) (5,265) (306,196)
_____________ _____________ ____________ ____________ _____________ ____________
Gross profit 110,653 (6,837) 103,816 109,373 (5,265) 104,108
Sales and distribution costs (28,494) (843) (29,337) (25,628) (377) (26,005)
Administrative expenses
_____________ _____________ ____________ ____________ _____________ ____________
Goodwill amortisation | | | || || | | || |
- existing activities | - | | (1,413)|| (1,413)|| - | | (1,810)|| (1,810)|
- acquired activities | - | | (1,360)|| (1,360)|| - | | - || - |
Goodwill impairment | - | | - || - || - | | (13,000)|| (13,000)|
Goodwill write-off | - | | (941)|| (941)|| - | | - || - |
Exceptional items | - | | (2,863)|| (2,863)|| - | | (2,913)|| (2,913)|
Other administrative | | | || || | | || |
expenses | (43,440)| | - || (43,440)|| (45,578)| | - || (45,578)|
|_____________| |_____________||____________||____________| |_____________||____________|
(43,440) (6,577) (50,017) (45,578) (17,723) (63,301)
Other operating income/
(costs) 576 72 648 292 (1,390) (1,098)
Operating profit (note 2)
_____________ _____________ ____________ ____________ _____________ ____________
Existing activities | 35,142 | | (12,239)|| 22,903 || 38,459 | | (24,755)|| 13,704 |
Acquired activities | 4,153 | | (1,946)|| 2,207 || - | | - || - |
|_____________| |_____________||____________||____________| |_____________||____________|
39,295 (14,185) 25,110 38,459 (24,755) 13,704
Profit on disposal of fixed
assets - 626 626 - - -
Loss on disposal of subsidiary - (14,101) (14,101) - - -
Interest receivable 574 - 574 1,645 - 1,645
Interest payable (763) - (763) (450) - (450)
_____________ _____________ ____________ ____________ _____________ ____________
Profit on ordinary activities
before taxation 39,106 (27,660) 11,446 39,654 (24,755) 14,899
Tax on profit on ordinary
activities (note 3) (13,072) 4,406 (8,666) (13,879) 1,980 (11,899)
_____________ _____________ ____________ ____________ _____________ ____________
Profit on ordinary activities
after taxation 26,034 (23,254) 2,780 25,775 (22,775) 3,000
Equity dividends (note 5) (17,675) - (17,675) (17,637) - (17,637)
_____________ _____________ ____________ ____________ _____________ ____________
Retained loss for the
financial period transferred
from reserves 8,359 (23,254) (14,895) 8,138 (22,775) (14,637)
_____________ _____________ ____________ ____________ _____________ ____________
Basic earnings per share
(note 6) 2.70p 2.92p
____________ ____________
Diluted earnings per share
(note 6) 2.70p 2.92p
____________ ____________
Earnings per share before
exceptional items and
goodwill amortisation
(note 6) 25.30p 25.08p
_____________ ____________
Equity dividend per ordinary
share 17.15p 17.15p
____________ ____________
All transactions are derived from continuing activities.
CONSOLIDATED BALANCE SHEET
29 July 2005 30 July 2004
__________________________ __________________________
£'000 £'000 £'000 £'000
Fixed assets
Intangible assets 51,089 22,814
Tangible assets 159,557 163,165
___________ ____________
210,646 185,979
Current assets
Stocks 13,344 11,554
Debtors - amounts falling due within one
year 79,965 67,924
Debtors - amounts falling due after more
than one year 22,938 22,896
Cash at bank and in hand 5,594 47,455
___________ ____________
121,841 149,829
Creditors: amounts falling due within
one year (101,029) (92,833)
___________ ____________
Net current assets 20,812 56,996
___________ ____________
Total assets less current liabilities 231,458 242,975
Creditors: amounts falling due after
more than one year (947) (992)
Provisions for liabilities and charges (15,582) (18,519)
Deferred income (308) (706)
___________ ____________
(16,837) (20,217)
___________ ____________
Net assets 214,621 222,758
___________ ____________
Capital and reserves
Called up share capital 10,349 10,331
Share premium account 46,497 45,909
Capital redemption reserve 1,238 1,238
ESOP reserve (1,913) (1,913)
Profit and loss account 158,450 167,193
___________ ____________
Equity shareholders' funds 214,621 222,758
___________ ____________
SUMMARISED CONSOLIDATED CASH FLOW STATEMENT
52 weeks to 52 weeks to
29 July 30 July
2005 2004
______________ ______________
£'000 £'000
Net cash inflow from operating activities before
one-off pension payment 41,788 65,175
One-off pension payment - (25,000)
______________ ______________
Net cash inflow from operating activities 41,788 40,175
Returns on investments and servicing of finance (137) 1,289
Taxation (8,882) (12,061)
Capital expenditure and financial investment (28,197) (14,935)
Acquisitions and disposals (30,414) 1,020
Equity dividends paid (17,648) (17,628)
______________ ______________
Net cash outflow before financing (43,490) (2,140)
Financing
Issue of ordinary share capital 606 272
Decrease in debt and lease financing (3,449) (526)
______________ ______________
Decrease in cash in the year (46,333) (2,394)
______________ ______________
NOTES TO THE SUMMARISED CONSOLIDATED CASH FLOW STATEMENT
2005 2004
£'000 £'000
Reconciliation of operating profit to net cash inflow
from operating activities
Operating profit 25,110 13,704
Depreciation 29,701 31,769
Impairment of tangible fixed assets 3,278 -
Goodwill amortisation 2,773 1,810
Goodwill impairment - 13,000
Goodwill write-off 941 -
Long term incentive schemes provision (release)/charge (1,266) 633
Deferred income (398) (407)
Net non-cash provisions movement 5,344 7,996
(Profit)/loss on disposal of tangible fixed assets (648) 1,098
Changes in working capital (13,864) (1,977)
Provisions utilised (9,183) (2,451)
One-off pension payment - (25,000)
______________ ______________
Net cash inflow from operating activities 41,788 40,175
______________ ______________
2005 2004
£'000 £'000
Reconciliation of net cash flow to movement in net
(debt)/funds
Decrease in cash in the year (46,333) (2,394)
______________ ______________
Cash outflow from decrease in debt and lease financing 3,449 526
Change in net (debt)/funds resulting from cash flows (42,884) (1,868)
Loan notes issued on acquisition of subsidiary (6,016) -
Exchange movement (598) 1,597
______________ ______________
Movement in net (debt)/funds in the year (49,498) (271)
Opening net funds 26,006 26,277
______________ ______________
Closing net (debt)/funds (23,492) 26,006
______________ ______________
Acquisition
excluding
31 July cash and Exchange 29 July
2004 Cash flow overdrafts movement 2005
£'000 £'000 £'000 £'000 £'000
Analysis of net (debt)/funds
Cash at bank and in hand 47,455 (41,989) - 128 5,594
Overdrafts - (4,344) - (42) (4,386)
Debt due within one year (21,449) 3,449 (6,016) (684) (24,700)
____________ ____________ ____________ ____________ ____________
26,006 (42,884) (6,016) (598) (23,492)
____________ ____________ ____________ ____________ ____________
CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
52 weeks to 52 weeks to
29 July 30 July
2005 2004
_____________ _____________
£'000 £'000
Profit after taxation 2,780 3,000
Exchange differences on foreign currency net investments 997 (4,520)
Related taxation (385) 1,573
_____________ _____________
Total recognised gains and losses relating to the year 3,392 53
_____________ _____________
MOVEMENTS IN CONSOLIDATED SHAREHOLDERS' FUNDS
52 weeks to 52 weeks to
29 July 30 July
2005 2004
_____________ _____________
£'000 £'000
Opening shareholders' funds 222,758 239,437
Total recognised gains and losses 3,392 53
Equity dividends (17,675) (17,637)
Issue of ordinary shares 606 272
Long term incentive schemes (1,266) 633
Goodwill previously written-off included in retained loss
for the year 6,806 -
_____________ _____________
Closing shareholders' funds 214,621 222,758
_____________ _____________
NOTES TO THE FINANCIAL STATEMENTS
1. Basis of preparation
The preliminary financial statements have been prepared in accordance with the
accounting policies set out in, and are consistent with, the Group's Annual
Report for 2004.
The financial information set out in these statements does not comprise
statutory accounts for the purposes of Section 240 of the Companies Act 1985.
The abridged information for the fifty two weeks to 29 July 2005 and for the
fifty two weeks to 30 July 2004 has been extracted from the Group's statutory
accounts for the respective years. The Group's statutory accounts for the fifty
two weeks to 30 July 2004 have been filed with the Registrar of Companies. The
Group's statutory accounts for the fifty two weeks to 29 July 2005 will be sent
to all shareholders before 1 November 2005. The auditors' reports on the
accounts of the Group for both years were unqualified and did not contain a
statement under either Section 237(2) or Section 237(3) of the Companies Act
1985.
2. Analyses of turnover and operating profit
The geographical analysis of turnover by destination is stated below:
2005 2004
£'000 £'000
United Kingdom 299,239 283,335
United States of America 85,171 95,650
Rest of the World 35,067 31,319
__________ __________
419,477 410,304
__________ __________
The geographical analysis of turnover and operating profit/(loss) by origin is
stated below:
Turnover Operating profit/(loss)
_________________________ _________________________
2005 2004 2005 2004
£'000 £'000 £'000 £'000
United Kingdom 307,421 288,052 22,956 33,838
United States of America 84,282 94,840 4,847 (4,506)
Rest of the World 27,774 27,412 1,021 (818)
___________ ___________ ____________ ___________
419,477 410,304 28,824 28,514
Goodwill amortisation - UK - - (1,360) -
Goodwill amortisation - USA - - (1,413) (1,810)
Goodwill impairment - USA - - - (13,000)
Goodwill write-off - UK - - (941) -
___________ ___________ ____________ ___________
419,477 410,304 25,110 13,704
___________ ___________ ____________ ___________
The geographical analysis of operating profit/(loss) before exceptional items
and goodwill amortisation is stated below:
2005 2004
£'000 £'000
United Kingdom 35,385 36,704
United States of America 2,889 2,573
Rest of the World 1,021 (818)
__________ __________
39,295 38,459
__________ __________
All turnover and operating profits derive from continuing activities.
The segmental analysis of turnover is stated below:
2005 2004
£'000 £'000
Books 71,708 66,042
Direct Response, Commercial and Point-of-Sale 186,219 181,990
Financial 32,540 33,810
Magazines 103,873 104,033
Multimedia 25,137 24,429
__________ __________
419,477 410,304
__________ __________
The turnover of SP Group since acquisition of £35,274,000 is included in Direct
Response, Commercial and Point-of-Sale in the table above for 2005.
3. Taxation
The taxation charge is analysed below:
2005 2004
£'000 £'000
United Kingdom taxation 8,501 12,602
Overseas taxation 165 (703)
__________ __________
8,666 11,899
__________ __________
4. Pensions
(a) Statement of Standard Accounting Practice 24 'Accounting for Pension Costs'
('SSAP24')
The Group has continued to account for pensions in accordance with SSAP24.
The Group operates a defined benefits pension scheme in which approximately half
of its UK employees participate, with assets held in separate trustee
administered funds (the 'defined benefits scheme'). This scheme was closed to
new entrants from 6 April 2002, but benefits continue to accrue for existing
active members. A defined contribution scheme has been established for joiners
after 6 April 2002, to which the Group contributes at the rate of 4 per cent of
pensionable pay.
The pension cost for the Group's UK schemes was £4,380,000 (2004 - £3,400,000).
A triennial valuation of the defined benefits scheme was carried out as at 6
April 2005, using the projected unit method, by Jonathan Punter, Fellow of the
Institute of Actuaries, Punter Southall & Co Ltd ('the actuary'), who is
independent of the Group. The principal actuarial assumptions adopted for the
purposes of both SSAP24 and determining the funding rate in the valuation were:
a long term interest rate (investment return) of 7.8 per cent per annum before
Normal Retirement Age ('NRA') and 5.3 per cent after NRA; salary increases of
3.9 per cent per annum and limited price indexation of 2.9 per cent per annum.
Pension increases were allowed for in accordance with the rules of the defined
benefits scheme and past practice.
At the valuation date, the actuarial value of the assets on this basis was
sufficient to cover 86 per cent of the benefits that had been accrued to members
equivalent to a deficit of £23.2 million. The market value of the defined
benefits scheme's assets, as at 6 April 2005, was £143.3 million. For the
purpose of the actuarial valuation, assets were taken at market value. These
results remain preliminary until the actuary's formal valuation report has been
signed.
The increase in the deficit can mainly be attributed to the revised mortality
assumption adopted. The 2005 valuation has been based on post-retirement
mortality table PA92 (Year of birth) whereas the 2002 valuation was based on
table PA90 (Age-rated down two years). The PA92 table reflects significant
improvements in pensioner life expectancy.
The Company has continued to pay contributions at the rate of 10.6 per cent of
pensionable pay in accordance with the actuary's recommendation. Following the
results of the 2005 valuation, the contribution rate is currently under review.
Included in debtors is a prepayment of £25,001,000 (2004 - £25,068,000),
inclusive of interest accrued, mainly arising as a result of a one-off payment
by the Company into the defined benefits scheme in May 2004.
(b) Financial Reporting Standard 17 'Retirement Benefits' ('FRS17')
The FRS17 disclosures below have been based on the actuarial valuation of the
defined benefits scheme as at 6 April 2005 adjusted to allow for the assumptions
and actuarial methodology required by FRS17 and updated to 29 July 2005 by the
actuary.
The major assumptions used by the actuary were:
29 July 2005 30 July 2004 1 August 2003
per annum per annum per annum
Rate of increase in salaries 3.8% 3.9% 3.6%
Rate of increase in pensions in payment
and deferred pensions 2.8% 2.9% 2.6%
Discount rate 5.0% 5.7% 5.5%
Inflation assumption 2.8% 2.9% 2.6%
The FRS17 assumptions are similar to those used for funding and the SSAP24
disclosures, except for the lower investment return assumption (discount rate)
used of 5.0 per cent which is based on corporate bond yields. This has the
effect of increasing the value placed on the liabilities and thereby increases
the deficit disclosed. The higher investment return used for funding and SSAP24
purposes reflects the higher return expected in the long term by investing in
asset classes other than corporate bonds, in particular equities.
The assets, the expected rates of return on the assets and the liabilities of
the scheme were:
Long term Long term Long term
rate of rate of rate of
return return return
expected at Value at expected at Value at expected at Value at
29 July 29 July 30 July 30 July 1 August 1 August
2005 2005 2004 2004 2003 2003
per annum £'000 per annum £'000 per annum £'000
Equities or
equivalent 7.0% 77,707 7.0% 62,505 7.0% 58,224
Bonds 4.7% 63,441 5.3% 39,276 5.2% 34,384
Other 4.5% 12,233 4.5% 27,089 4.8% 2,377
___________ ___________ ___________
Total market value
of assets 153,381 128,870 94,985
Present value of
liabilities 219,965 173,801 156,753
___________ ___________ ___________
Deficit in the
scheme (66,584) (44,931) (61,768)
Related deferred
tax asset 19,975 13,479 18,530
___________ ___________ ___________
Net pension liability (46,609) (31,452) (43,238)
___________ ___________ ___________
The effect on the Group's profit and loss account and the statement of total
recognised gains and losses in respect of the defined benefits scheme, had FRS17
been adopted during the year, would have been as follows:
2005 2004
£'000 £'000
Analysis of the amount charged to operating profit:
Current service cost 4,002 5,032
Past service costs - -
Settlements/curtailments (600) -
__________ __________
Total operating charge 3,402 5,032
__________ __________
Analysis of the amount charged to other finance costs:
Expected return on pension scheme assets (7,719) (6,290)
Interest on pension scheme liabilities 9,976 8,764
__________ __________
Net finance charge 2,257 2,474
__________ __________
Net charge to profit and loss account 5,659 7,506
__________ __________
2005 2004
£'000 £'000
Movement in deficit during the year:
Deficit in the scheme at the beginning of year (44,931) (61,768)
Movement in year:
Current service cost (4,002) (5,032)
Contributions 5,124 30,687
Past service costs - -
Settlements/curtailments 600 -
Other net finance charges (2,257) (2,474)
Actuarial loss (21,118) (6,344)
__________ __________
Deficit in the scheme at end of year (66,584) (44,931)
__________ __________
(c) Other
The pension cost relating to foreign schemes was £529,000 (2004 - £1,680,000).
The foreign schemes are defined contribution schemes and are principally Section
401(k) Plans in the USA.
5. Equity dividends
The directors propose a final equity dividend of 12.15p for each ordinary share
payable to holders on the register on 4 November 2005. If approved, the final
dividend will be paid on 2 December 2005.
6. Earnings per share
The calculation of basic earnings per share is based on profit after taxation as
disclosed in the profit and loss account of £2,780,000 (2004 - £3,000,000).
Adjusted earnings per share is calculated by adding back exceptional items and
goodwill amortisation, as adjusted for taxation, to the profit after taxation.
Basic earnings per share and adjusted basic earnings per share are calculated on
a weighted average of 102,914,012 (2004 - 102,783,290) ordinary shares in issue
during the year.
The calculation of the diluted earnings per share is based on profit after
taxation as disclosed in the profit and loss account and on a diluted weighted
average of 102,968,476 (2004 - 102,888,405) shares during the year.
The difference between the number of shares used in the basic and diluted
earnings per share calculation is 54,464 (2004 - 105,115) representing dilutive
share options held but not yet exercised. Dilution has been restricted to share
options where the individual option price is less than the average market value
of shares during the year, which was 372.70p (2004 - 390.24p).
An adjusted basic earnings per share has been presented in order to highlight
the underlying performance of the Group, and is calculated as set out in the
table below:
2005 2004
________________________ ________________________
Earnings Earnings Earnings Earnings
per share per share
£'000 pence £'000 pence
Earnings and basic earnings per share 2,780 2.70 3,000 2.92
Exceptional items and goodwill amortisation 23,254 22.60 22,775 22.16
___________ ___________ ___________ ___________
Adjusted earnings and adjusted earnings per share 26,034 25.30 25,775 25.08
___________ ___________ ___________ ___________
All the above calculations exclude 500,000 (2004 - 500,000) ordinary shares
which are held on behalf of the Company by Employees' Benefit Trusts.
7. Exceptional items and goodwill amortisation
2005 2004
£'000 £'000
Exceptional items
- rationalisation measures 12,677 10,747
- provision and accrual releases (2,206) (802)
- goodwill impairment - 13,000
- goodwill write-off 941 -
- profit on disposal of fixed assets (626) -
- loss on disposal of subsidiary 14,101 -
Goodwill amortisation 2,773 1,810
__________ __________
27,660 24,755
Related taxation (4,406) (1,980)
__________ __________
Exceptional items and goodwill net of related taxation 23,254 22,775
__________ __________
Rationalisation measures of £12,677,000 includes £7,801,000 relating to the
closure of St Ives Caerphilly Limited and restructuring of the remaining Web
operations, £1,800,000 relating to the relocation of the point-of-sale business
from St Ives Crayford Limited to SP Group Limited and the resulting
reorganisation of SP Group's logistics business, and £2,002,000 for the closure
of our Woolwich operations and subsequent restructuring of the Financial
division. The remaining £1,074,000 relates to other rationalisation measures
completed or announced throughout the Group. The provision and accrual releases
of £2,206,000 includes £1,364,000 relating to the closure of St Ives Inc
Case-Hoyt. The balance of £842,000 relates to other provision and accrual
releases of items previously charged as exceptional costs and the release of
fair value provisions no longer required. Following the closure of St Ives
Direct Bristol Limited, £941,000 of goodwill previously written-off to reserves
has now been written-off through the profit and loss account. The profit on
disposal of fixed assets relates to the sale of the Tunbridge Wells factory
which was closed in the previous financial year. The loss on disposal of
subsidiary relates to the sale of Johler Druck GmbH as detailed in note 9, and
includes £5,865,000 in respect of goodwill previously written-off to reserves.
Goodwill amortisation of £2,773,000 (2004 - £1,810,000) was charged for the
fifty two weeks ended 29 July 2005.
8. Acquisition of subsidiary undertaking
On 13 September 2004 the whole of the issued share capital of SP Group Holdings
Limited ('SP Group') was acquired on a debt free basis. The initial
consideration for the acquisition was £33 million, payable as to £29.8 million
in cash and as to the balance through the issue of floating rate loan notes.
Following the earn-out period and the achievement of the target profit before
interest and goodwill amortisation of £4.9 million for the year ended 31 March
2005, additional consideration of £3.92 million was paid in June 2005 as to £1.4
million in cash and the balance through the issue of floating rate loan notes.
The purchase of SP Group has been accounted for by the acquisition method and
has been consolidated into the Group from the date of acquisition. The fair
value of assets acquired were £6,151,000. Total purchase consideration
including costs amounted to £37,199,000, resulting in goodwill on acquisition of
£31,048,000.
SP Group is a leading supplier of point-of-sale material and services to major
retail store chains and international brands. Its services include complete
project management and fulfilment operations in addition to digital, silk-screen
and lithographic printing facilities located in Birmingham and Redditch.
For the period from the date of acquisition to 29 July 2005 SP Group increased
the Group's net operating cash flows by £2,489,000, received £28,000 in respect
of net returns on investments and servicing of finance, paid £981,000 in respect
of taxation and £1,850,000 for capital expenditure.
9. Disposal of subsidiary undertaking
On 5 April 2005 the Group disposed of the whole of its interest in Johler Druck
GmbH ('Johler') for a cash consideration of approximately €2.2 million. The
loss on disposal amounted to £14,101,000, including £5,865,000 in respect of
goodwill previously written-off to reserves.
Up to the date of disposal Johler made an operating loss (before interest) of
£267,000 and in the previous full year it made an operating loss (before
interest) of £935,000.
10. Post balance sheet events
On 1 August 2005 SP Group Limited secured a long-term contract to supply all
Marks and Spencer plc's point-of-sale requirements. At the same time the
freehold land, building and equipment of their print business in Burnley was
acquired for approximately £3.4 million. The business has 74 employees and will
trade under the name St Ives Burnley Limited.
On 15 August 2005 the freehold land, building and equipment formerly owned by
Ailec Mailing, located in Roche and adjacent to our existing factory, was
acquired for approximately £2.2 million. The facility will operate as a mailing
house under the name SouthWest Mailing Limited.
END
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