Final Results
Trifast PLC
21 June 2006
Issued by Citigate Dewe Rogerson Ltd, Birmingham
Date: Wednesday, 21 June 2006
Embargoed: 7.00am
Trifast plc
Preliminary Results for the Year ended 31 March 2006
Year Year
Ended Ended
March March
2006 2005
Revenue £117.28m £103.82m
Operating Profit £6.26m £6.05m
(pre-goodwill, intangible amortisation, restructuring costs
and one-off profit on sale of properties)
Pre-tax profit £5.57m £5.76m
(pre-goodwill, intangible amortisation, restructuring costs
and one-off profit on sale of properties)
Pre-tax profit £2.55m £6.14m
Earnings per share 4.76p 5.67p
Adjusted Diluted 1.85p 6.04p
Diluted 1.86p 6.10p
Basic
Final dividend-proposed 1.48p 1.41p
Total dividend for the year up 5.2% 2.21p 2.10p
Strong positive operating cash flow (pre-debt repayment, restructuring costs and
one-off profit on sale of properties) up from £5.12 million to £8.64 million
Two strategic acquisitions: Serco Ryan (UK) and Keba Fastenings (Turkey) provide
a step change to our European business
Integration of TR and Serco UK ahead of target and an annualised £2 million
removed from the operating costs of the UK businesses
Focus on new sales opportunities and margin improvement
New China manufacturing facility now operational
"Although it is still early, the year has started well. In the first 10 weeks of
this new financial year, I am pleased to report that, whereas markets remain
competitive and raw material price pressures continue, the Group is performing
in line with expectations and we look forward to making further progress at the
Interim."
Anthony Allen, Chairman
"This has been a year of significant change and development with new structures,
strategic acquisitions, new markets and overall a positive outlook."
Jim Barker, Chief Executive
FULL STATEMENT ATTACHED
Enquiries:
Jim Barker, Chief Executive
Stuart Lawson, Group Finance Director Fiona Tooley
Trifast plc Citigate Dewe Rogerson
Today: 020 7638 9571 (8.00am - 11.00am) Today: 020 7638 9571
Mobile: 07769 934148 (JB) or 07765 253 895 (SL) Mobile: 07785 703523
Thereafter: 01825 747366 Thereafter: 0121 455 8370
Web-site: www.trifast.com
-2-
Trifast plc
Preliminary Results for the year ended 31 March 2006
STATEMENT BY THE CHAIRMAN, ANTHONY ALLEN
Introduction
The year under review has been one where we have achieved a positive step change
to our structure and business, from which we will see the full benefits starting
to flow through during the 2007 calendar year. These developments are covered in
further detail in the Operational and Financial Review. The Board is confident
that the strategic actions taken during the 2005/2006 year being reported
clearly underpin and further secure the TR brand and its growing global
presence.
Following the successful acquisitions of Serco Ryan and then Keba, we now have
the resources to consolidate our UK position whilst also exploiting a number of
opportunities in Mainland Europe. Unlike our competitors, we are in a unique
position to be able to offer our customers first class, high quality service
through our own established well-managed R&D and manufacturing facilities in the
Far East, which ensures that we remain competitive within both global and
domestic markets.
During the year, as well as the positive step change to our operations, we
experienced mixed trading conditions which in particular impacted the business
in the third quarter. This being said, against a backdrop of economic
influences, limited visibility and in some instances, deteriorating market
conditions in several of our market sectors, overall the business has performed
well and in line with management expectations, with a strong recovery in the
fourth quarter.
Financial Highlights
Year Year
Ended Ended
March March
2006 2005
Turnover £117.28m £103.82m
Operating profit £6.26m £6.05m
(pre-goodwill, intangible amortisation, restructuring costs
and one-off profit on sale of properties)
Pre-tax profit £5.57m £5.76m
(pre-goodwill, intangible amortisation, restructuring costs
and one-off profit on sale of properties)
Pre-tax profit £2.55m £6.14m
Operating cash flow generated £8.64m £5.12m
(pre-debt repayment, restructuring costs and one-off profit
on sale of properties)
Earnings per share
Adjusted - diluted 4.76p 5.67p
Diluted 1.85p 6.04p
Basic 1.86p 6.10p
Dividend
Final 1.48p 1.41p
Total 2.21p 2.10p
Further details on the financial results are contained in the Business Review
Dividend
In line with our progressive dividend policy and our confidence in the business,
the Directors are recommending an increased final dividend of 1.48 pence per
ordinary share (2005: 1.41 pence). This, together with the interim dividend of
0.73 pence per share, makes a total for the year of 2.21 pence (2005: 2.10
pence), an increase of 5.2% over 2005.
continued...
-3-
The final dividend, which is subject to shareholder approval at the Annual
General Meeting on 28 September 2006, will be paid on 18 October 2006, to
shareholders on the Register as at 30 June 2006.
The dividend cover, based on the Group's profits for dividends declared in the
year, is 2.98 times (2005: 3.88 times).
People
At the year end, the Group employed 1,152 people (2005: 944 people).
On behalf of the Board, I welcome all new staff who joined us during the year.
In a year where we have seen considerable change internally, which reflects a
careful review of the structure required to drive forward our ambitious
strategic plans, I would like to thank all of our people for their valued hard
work, support and commitment to the business.
Prospects
The work of the past twelve months has created a solid structure on which to
build our future, and the Group is well placed to take advantage of new
opportunities emerging in the European and Asian regions.
Today, the structure of our business allows us to provide flexible solutions
through an enhanced level of service to our customers both at home and around
the world. We have strong management and operating teams, a good spread of
customers and sectors supported by a network with highly motivated and
experienced staff.
The consolidation of Serco Ryan and TR is going well and we expect to be trading
fully under the TR brand by the Interim. We are confident that the on-going
investment across the business, coupled with the synergies, cost savings and
current sales opportunities identified will be reflected in the enlarged Group's
sales and margin performance in the coming period.
Although it is still early, the year has started well. In the first 10 weeks of
this new financial year, I am pleased to report that, whereas markets remain
competitive and raw material price pressures continue, the Group is performing
in line with expectations and we look forward to making further progress at the
Interim.
-4-
Trifast plc
Preliminary Results for the year ended 31 March 2006
OPERATING AND FINANCIAL REVIEW
By Jim Barker, Chief Executive and Stuart Lawson, Group Finance Director
Overview
This has been a year of significant change and development with new structures,
strategic acquisitions, new markets and overall a positive outlook.
In our Report last year we stated that a key part of our plan was to make
strategic acquisitions to enhance our growth and profits. We are very pleased to
report that this aim has been achieved with two exciting acquisitions. Firstly,
in October 2005, Trifast bought Serco Ryan, a prestigious fastener company based
in the UK, followed in February 2006 by the acquisition of Keba Fastener
Solutions, a privately owned company based in Turkey, offering exciting
possibilities for growth into Eastern Europe and the Middle East. Further
details of these follow in the Report.
We anticipated that our new Chinese manufacturing facility would come on line
during the year. The facility in Suzhou is now operational, and will grow to
full capacity within the coming year.
Our financial year 2005 started well, but increased material costs, high energy
prices and end of life production lines prior to the local uptake of new
wireless technology led to a flat Autumn. This situation was clarified at the
time of the Interim Results. However, importantly, the fourth quarter was in
line with our original budgeted expectations, leading us to believe that the
third quarter figures were more an interruption to the profits growth shown in
the last four years than a marketplace trend.
Strategy
We remain focused on becoming the premier brand in the European and Asian
Industrial Fastener Market.
We will build on our strengths in research, development, design and product
portfolio. We have in place our own low-cost, high quality manufacturing
facilities in the Far East, and our logistics operation is second to none in the
Fastener Market. We offer our customers exactly what they want and we can
deliver it anywhere in the world.
Acquisitions
Serco Ryan
In October 2005, Trifast acquired Serco Ryan for a maximum consideration of
£15.17 million and took on its debt of £1.83 million, a long established and
well respected fastener company with branches throughout the United Kingdom. We
are pleased to report that the synergies as indicated in our Circular dated 20
September 2005 have now been achieved. The rationalisation of the branch network
together with the merging of the purchasing and group support service
departments have started to deliver the anticipated cost reductions.
Moreover, the combined presence of the two companies is beginning to produce
results in new sectors. Serco Ryan's former strengths in the boat building,
railway industry and general building markets have combined well with Trifast's
strengths in research and development, logistical prowess and its geographical
coverage. Together with increased purchasing ability and the utilisation of
Trifast's manufacturing facilities in Asia this acquisition provides further
exciting opportunities.
continued...
-5-
Keba Fastening (Turkey)
Just prior to the year end, Trifast further extended its presence in Europe
through the acquisition of Keba Fastening (Turkey) for a maximum consideration
of US$2.20 million, of which US$1.20 million was paid on date of acquisition and
a further US$1.00 million is due in 12 months, subject to performance criteria.
Based in Istanbul, Turkey, Keba was founded in 2002 by two brothers Burak and
Can Kutal. It sources the majority of products locally and, since becoming part
of the TR Group, has established further supply partnerships through Trifast's
Far East operations.
The business, which is now branded TR Keba, has developed a strong regional
customer base from the electronics and household appliances sectors. A product
specialist fastener business, it provides access to the dynamic markets of
Turkey and Eastern Europe and the opportunity to further leverage our Asian
supply chain.
TR Keba has strong management and experienced staff who between them have a
wealth of knowledge and experience of the region which will support further
expansion of TR's geographic reach, whilst enhancing its product offering within
this emerging market in the future.
The former owners will continue to manage TR Keba on a day to day basis having
entered into contractual arrangements with the Group for a minimum of two years.
In the year ended December 2005, TR Keba's revenues amounted to £1.05 million
producing earnings before tax of £0.05 million. Net assets at the same date were
£0.14 million.
Although TR Keba is not anticipated to make a material contribution to the Group
until 2007, the Directors are confident that this business is well positioned to
exploit and support some of the additional opportunities already identified in
other emerging and developing markets within Eastern Europe and provide
excellent specialised product knowledge to the rest of the Group whilst
benefiting fully from the Asian manufacturing capabilities within the Group.
Business Review
In the year under review, Group revenues from our continuing business were
£117.28 million (2005: £103.82 million).
TR Europe
Revenues totalled £93.01 million and included a five month revenue contribution
from Serco Ryan of £12.66 million and £0.99 million of operating profits
(pre-restructuring costs).
As we reported at the Interim stage, our European market had been severely
impacted by the substantial slow-down in the electronics and telecoms sector,
which in H1 were down 16.6%. This reflected the reduction in volume whilst the
sector was in a transitional stage, ahead of the introduction of new wireless
technologies. Although we have seen a subsequent improvement during the last
quarter, which has given us confidence, volumes were at much lower levels than
originally anticipated at the beginning of the year under review.
We had anticipated that the full integration of Serco Ryan would be completed by
March 2007. We are pleased to report that we are well ahead of target and have
achieved £2.00 million of annualised cost savings, including a reduction of
around £0.60 million from stockholding across the Group, with a further £1.00
million stock reduction expected to be achieved in the new financial year.
TR France continues to be loss making, with a loss of £0.23 million (2005: £0.23
million). This business has now been re-structured and, under new leadership,
the Board expects it to return to monthly profits within the current financial
year.
continued...
-6-
Asia and China
Revenues from our Asian operation were up 22% to £21.15 million and produced
operating profits of £4.02 million, up 14.8% on 2005.
China, as widely reported, is one of the fastest growing markets. Our new
manufacturing operation in China is now operational following a short delay due
to local administration issues. It is key that the Group is represented in China
to service this ever-growing economy. Our decision to invest here allows us to
be closer to our Chinese market, whilst also providing additional flexibility to
our global accounts who are sourcing from this important region.
Our Singaporean operation performed well in the period under review, despite
seeing some of its commodity priced business relocating to China. This is due to
the significant strength of our Singaporean operation in technical expertise and
added value.
Our Taiwanese operation's major customers were formerly from within the
automotive industries in Europe and North America. During the year we changed
the emphasis of this business as it successfully secured solutions for more
complex fixings for the construction and white goods industries. As a result, we
expect to deliver greater returns in the coming year.
North America
Many of our larger customers have their HQ and design teams in the USA,
therefore, Trifast's presence in this region gives us the opportunity to become
involved in product design and to have our parts specified at an early stage.
Our relatively small team in North America gains us much business, but mostly
elsewhere the world and especially in Asia. Whilst a presence in North America
is important to us for the above reasons we do not at present see our USA
operation as a major growth business.
Consequently, we have decided to impair this investment by incurring a one-time
goodwill impairment of £0.79 million. This reflects the Board's views on the
future earnings and cash generation specifically of the USA entity as a stand
alone operation in its own right.
However, we will continue to maintain our presence in the USA in the areas of
engineering, product development and TR proprietary product sales.
Reporting Format
The format of the Consolidated Results for Trifast plc has been altered in this
year's Report as a result of the conversion from UK Generally Accepted
Accounting Practice ("UK GAAP") to International Financial Reporting Standards
("IFRS").
As our Results are reported for the first time in accordance with IFRS,
comparative data has been restated.
Results
This has been a tough year with operating profits being impacted by the dramatic
weakness of sales in the period October 2005 through to December 2005 during
which time the impact on operating profits was £1.2m against budget. The last
quarter recovered to budgeted levels. Actions taken in the last four months have
seen a marked increase in monthly operating profits.
The profits before tax, goodwill amortisation, restructuring costs and one-off
profits on sales of properties were £5.57 million (2005: £5.76 million). The
revenue grew to £117.28 million (2005: £103.82 million), with the growth coming
from Asia (predominantly China) and the acquisition in October 2005 of Serco
Ryan. Profits before tax were £2.55 million (2005: £6.14 million), with £2.11
million (2005: nil) of restructuring costs being charged as a result of the
merger of our two key UK trading companies, TR Fastenings Ltd and Serco Ryan
Ltd.
continued...
-7-
The gross margin was 24.8% (2005: 26.0%), this having been impacted by the raw
material price increases, for example, we have seen brass prices up an average
of 45% in the last 12 months and the mix of business with some growth being
shown in some of the lower margin accounts. Since the restructuring, the margin
has increased towards prior year levels.
Overheads remain under tight control and constant review, at £22.32 million
(pre-goodwill, restructuring costs, IFRS adjustments and performance related pay
awards), representing 19.0% of revenue (2005: 19.0%). In the last quarter, an
annualised figure of £2.00 million was removed from the Company's costs
predominantly from the UK business following the merger of TR Fastenings and
Serco Ryan. This will create a year-on-year saving next year of £1.50 million,
with the full benefit coming in 2007/08. These restructuring cost savings were
as a result of the merger of our two companies and the resulting reduction in
both UK sites and headcount. We also continue to review and streamline our
management structure in our European and American operations.
Overall, we feel that the overhead percentage is reasonable, but still has some
capacity for improvement.
Earnings per Share
We are presenting an adjusted earnings per share measure that adds back the
effect of material restructuring costs, goodwill impairment and any related tax
effect.
The adjusted earnings per share measure for 2006 is 4.76 pence (2005: 5.67
pence), a decrease of 16.0%. The diluted weighted average number of shares
outstanding at the period end was 77,639,682 (2005: 72,513,275). Basic earnings
per share was 1.86 pence compared with basic earnings per share of 6.10 pence in
2005.
Financing and Working Capital
During the period, the Group successfully completed a Placing and Open Offer to
raise £7.63 million (net of expenses). This involved the issue of 11,940,298 new
shares taking the total shares in issue to 84,380,474. The Open Offer element of
the issue represented 4,792,797 shares with the remainder being placed with
financial institutions. The monies raised were used to part fund the acquisition
of Serco Ryan, with the remaining funds being raised in the debt market.
As last year, cash generation from operating activities was strong with £8.64
million (2005: £5.12 million) being generated before the cash impact of
restructuring costs of £1.60 million, an increase of 69%. This is the result of
an increase in stock during the 2005 year of £2.82 million and a decrease in
stock during the current year of £1.10 million, this trend has continued in the
new year as we continue the tight stock control procedures and increased focus
on stock turnaround across the Group.
At the year end the Group held net cash of £6.25 million (2005: £3.62 million).
Gross borrowings were £18.96 million (2005: £9.23 million), the increase being
due to the part funding of the Serco Ryan acquisition and the full financing of
the Keba (Turkey) Fastenings acquisition. This has resulted in increased gearing
levels from 15% in 2005 to 26% in 2006, a level at which the Board is still very
comfortable and still leaves the Group with the capacity to continue its
strategy and to take advantage of the consolidating marketplace, should it so
wish to.
Of our £6.52 million gross cash balance at the year end, £4.16 million was held
in foreign currencies. As a Group, our policy is to monitor exchange rates and
buy or sell currencies in order to minimise our open exposure to foreign
exchange risk but we do not speculate on rates. During the year, currency
fluctuations negatively impacted our turnover by £0.14 million and profits by
£0.10 million, although not material, as a global Company in these times of
fluctuating exchange rates, we must continue to closely monitor and react to our
Group currency exposures on a daily basis.
Free cash flow, being cash flow before acquisitions, financing costs and
restructuring costs and one-off profits on sale of property proceeds for the
Group for 2006 was an inflow of £6.28 million (2005: £3.62 million).
continued...
-8-
Net interest payable increased this year to £0.69 million (2005: £0.29 million)
due to the increased loans taken out to fund the acquisitions. We continue to
regularly review all of our loans, which are currently all at variable rates to
ensure that we are comfortable with the interest rate level and exposure to
movement.
Net interest cover, on a pre restructuring costs and goodwill basis now stands
at a comfortable 8 times (2005: 21 times).
We continue to review our banking facilities on an Annual basis. The Board feels
that the financing facilities available to us currently provide more than
adequate headroom for our current and foreseeable business requirements.
The Board continues its policy to finance its current operations and future
expansions through a combination of retained earnings and external financing
raised principally by the parent Company, either in the debt or equity markets.
EBITDA (pre-goodwill and restructuring costs) decreased slightly to £7.47
million (2005: £7.70 million). Controls on working capital remain tight with
debtor days at 65 (2005: 63 days), some 15% better than our industry average.
Creditor days remained constant at 69 days (2005: 69 days).
The stock level at the year end was £25.10 million (2005: £21.60 million) which,
allowing for £4.20 million stock acquired with Serco Ryan and Keba Fastenings,
and the impact of currency movements of £0.60 million, resulted in an underlying
reduction in stock levels. This confirms the Group's push to improve net
stock-turn which has improved during the period, a trend which has continued
into the current period. This on-going reduction in stock levels has no affect
on the required level of security to our managed account customers or levels of
product line stocks and is a reflection of overall better management and focus
in this area.
Capital expenditure continues to be closely monitored around the Group and is
focused on the areas of greatest future returns for us. During the period, the
Group spent £1.15 million (2005: £0.84 million) of which £0.3 million was
invested into our new manufacturing facility in Suzhou, China. We expect a
further £0.6 million to be invested in this facility during the coming 12 months
with other areas of investment remaining constant. Depreciation levels were
£1.23 million (2005: £1.26 million); we also expect this level to remain
relatively constant for 2007.
Taxation
The net tax charge for the year was £1.12 million (2005: £1.75 million) which,
after adjusting for goodwill amortisation and impairment, timing differences (on
US losses not recognised as a deferred asset), impact of UK losses as a result
of the restructuring and withholding tax suffered within the Group, represents
an effective tax rate of 21.2% (2005: 23.4%). This improvement is due to the
level of one-time items.
Dividend
The Board continues to maintain its progressive dividend policy with a final
dividend per share of 1.48 pence (2005: 1.41 pence) being proposed, bringing the
total for the year to 2.21 pence (2005: 2.10 pence), an increase of 5.2% on the
prior year.
Pensions
Trifast predominantly operates Defined Contribution Pension Schemes and so has
not had to report any valuation shortfalls. All scheme payments are up-to-date
and we see no financial exposure to the Group with these schemes.
Adoption of International Financial Reporting Standards ('IFRS')
We have applied IFRS, as adopted by the European Union, for the first time with
effect from 1 April 2005. The effect of the transition to IFRS on the financial
information now being presented, including re-statement of comparatives and
accounting policies adopted, has not materially impacted the Group results.
continued...
-9-
The key areas of change are:
•The elimination of the charge for goodwill amortisation;
•A charge to the Income Statement for the impact of share options;
•The valuation of the intangible assets acquired with acquisitions.
Overall, this has had a small negative impact on the Group's reported earnings
for 2005 and 2006, but has had no impact on the cash generation of the Group.
Full details of the impact of the transition to IFRS are in the Report and
Accounts for 2006.
Other than the transition to IFRS, no other accounting policies have been
changed during the year.
Addition to the Board
Following the successful completion of the acquisition of Serco Ryan in October
2005, Steve Auld, Managing Director of Serco Ryan, was appointed to the Main
Board of Trifast as an Executive Director with responsibility for the Group's
operations in Europe. Steve is working closely on the integration and
consolidation of Serco Ryan and Trifast operations. Steve and his team bring
additional technical expertise and sales capabilities to the Group, which
significantly strengthen the enlarged Group.
Training and Development
This year saw the launch of the most exciting Training and Development
initiative in TR's history by establishing our first Sales Academy. This Academy
gives everybody in the organisation the opportunity to apply for a new career
within our external sales team. Out of 32 applications for the first Academy, 12
individuals were selected for one month's intensive training at our Midlands
base. The course was a mix of internal and external training and has enabled us
to produce the new generation of highly motivated sales executives. Following
the success of this initiative, Academies are currently being put together for
our Logistic and Quality Departments, and a review of the training plans for
Purchasing is being undertaken.
In recognition of our new prestige training programmes, we have also launched
our own TR Vocational Qualifications as an endorsement of staff achievement and
development.
Corporate & Social Responsibility
We recognise that our social, environmental and ethical conduct has an impact
upon our reputation. We take our Corporate Social Responsibilities ("CSR")
seriously and are committed to implementing our policies and systems across the
Group. These include good ethical behaviour, concern for employee health &
safety, care for the environment and community involvement.
The Board takes ultimate responsibility for CSR and is committed to developing
and implementing appropriate policies to create and maintain long-term value for
shareholders. Sound Company ethics makes business sense by helping to minimise
risk, ensuring legal compliance, enhancing Company efficiency and building
reputation among stakeholders.
Our full CSR Report can be read on the Group's website www.trifast.com
Business Ethics
We expect all of our business activities to be conducted in accordance with high
standards of ethical conduct and full compliance with all applicable national
and international laws. We in turn, apply these standards to all dealings with
customers, suppliers, employees and other stakeholders.
Our code of Business Ethics and Responsible Behaviour provides a guide to the
way we achieve our business goals, helping us to behave in an open and ethical
manner. This extends to provisions for 'whistle-blowing' whereby employees may
report suspected wrongdoings in confidence. Appropriate ethical behaviour is
reviewed as part of the Group's performance appraisal process.
continued...
-10-
We have extended this Code to our vendors/suppliers. This requires our key
strategic suppliers to work towards achieving, as a minimum, standards covering
such issues as the environment, employee health & safety and the prohibition of
child labour. We are ensuring, through business reviews and visits, that our key
suppliers are in compliance, thereby encouraging good practice in our supply
chain.
We will do our utmost to contract only with sub-contractors or suppliers who
themselves adhere to international human rights and environmental laws and
practices. Trifast commits through review programmes to monitor the ethical
performance of its key suppliers and to taking immediate steps in cases where
the ethical performance of its key suppliers comes into question.
Health & Safety
The Managing Directors/General Managers appointed by the Board have
responsibility for the health & safety and environmental performance of their
operational areas. They are assisted by the Health & Safety Manager. Trifast is
committed to meeting all relevant health & safety legislation, regulation and
Codes of practices.
The Group Health & Safety Policy places responsibility for the management of
health & safety on the individual business unit management who are supported by
Health & Safety Advisers where necessary.
All business units provide employees with relevant comprehensive health & safety
training and a written health & safety policy.
The Managing Directors/General Managers ensure regular inspections and annual
internal audits of health & safety performance and also have regular designated
health & safety training. The Group's health & safety performance and
significant risk exposures are reviewed regularly by management and the Board.
Environment
Good environmental practice and the impact that our operations have on the
environment are of great importance to Trifast. The main aim of Trifast's
Environmental Policy is to comply with all relevant legislation in all areas in
which we operate and to adapt responsible environmental practices.
We have established a process for monitoring legislation and acting upon it
where necessary. Business units are required to comply with Group policy and
local statutory regulations and are committed to setting their own environmental
targets such as improving energy efficiency, reducing waste and increasing
recycling in conjunction with Group objectives.
Several of our distribution sites have retained their IS014001 registrations;
those that do not have this registration operate the processes required to
achieve this. The majority of our units have IS09001 registration with several
sites operating QS9000.
Group performance and risk reviews are undertaken via Management Review on a
regular basis and reported directly to Jim Barker, Chief Executive who has Main
Board Responsibility for the Group's Environmental Risk Policy.
Employees
Trifast continues to aim at attracting, retaining and motivating the highest
calibre of employees within a structure that encourages their development and
initiative.
Employees are provided with on-going learning and development opportunities that
are aligned to the Group's strategic and business units' objectives and formal
personal development programmes operate where linked to the Group's objectives.
All of these processes are reinforced with appropriate remuneration, incentive
and are on recognition systems.
continued...
-11-
Community
Trifast recognises the role local communities play in our businesses. We aspire
to be a responsible partner in the communities in which we operate around the
world. We encourage all our businesses to support the particular needs of their
communities by contributing to local charities and community initiatives.
Communications
We aim to maintain a productive and open dialogue with all interested parties in
our business including shareholders, customers, suppliers and employees. We have
established customer relations, conduct customer satisfaction surveys, monitor
and develop supplier performance and undertake regular employee surveys. We
maintain our web-site as one of the main routes for providing information to
interested parties and for contacting us.
The introduction of Works Councils throughout most of our European locations has
proved a positive mechanism for staff and management to work together to achieve
a constructive working environment that provides a good communication base to
share ideas and "Best Practice".
-12-
Trifast plc
Preliminary Results
Consolidated income statement
for year ended 31 March 2006
Note 2006 2005
£000 £000
Revenue 1 117,282 103,823
Cost of sales (88,150) (76,816)
--------------------
Gross profit 29,132 27,007
Other operating income 1 238 606
Distribution expenses (3,774) (3,423)
--------------------------------------------------------------------------------
Administrative expenses before the following items: (19,339) (17,755)
Goodwill impairment (786) -
Intangible amortisation (121) (13)
Restructuring costs (2,108) -
--------------------------------------------------------------------------------
Total administration costs (22,354) (17,768)
Operating profit before financing costs 1 3,242 6,422
Financial income 4 54 44
Financial expenses 4 (743) (331)
-------------------
Net financing costs (689) (287)
-------------------
Profit before tax 2,553 6,135
Taxation 2 5 (1,115) (1,751)
-------------------
Profit for the year (attributable to equity
shareholders of the Parent Company) 1,438 4,384
===================
Earnings per share
Basic 10 1.86p 6.10p
Diluted 10 1.85p 6.04p
Dividends
Interim paid of 0.73p (2005: 0.69p) 616 496
Final proposed of 1.48p (2005:1.41p) 1,249 1,014
All amounts in the income statement are derived from continuing operations for
the current and prior year.
1 Other income for year end 2005 includes profit on disposal of buildings of
£384,000
2 Of the total tax charge, foreign tax represents £1,164,000 (2005: £1,075,000)
: see note 5
-13-
Trifast plc
Preliminary Results
Statements of recognised income and expense
for year ended 31 March 2006
Group Company
Note 2006 2005 2006 2005
£000 £000 £000 £000
Foreign exchange translation 1,470 (19) - -
differences
Net gain / (loss) on hedge of net
investment in foreign subsidiary 4 (47) - -
---------------------------------
Net income recognised directly in 1,474 (66) - -
equity
Profit for the year 1,438 4,384 893 (1,727)
---------------------------------
Total recognised income and expense
for 9 2,912 4,318 893 (1,727)
the year =================================
-14-
Trifast plc
Preliminary Results
Balance sheets
at 31 March 2006
Note Group Company
2006 2005 2006 2005
£000 £000 £000 £000
Non-current assets
Property, plant and equipment 9,208 8,463 2,887 2,874
Intangible assets 24,591 11,098 29 41
Equity investments - 126 27,828 12,225
Deferred tax assets 573 471 - 9
-----------------------------------
Total non-current assets 34,372 20,158 30,744 15,149
-----------------------------------
Current assets
Stocks 6 25,123 21,573 - -
Trade and other receivables 30,070 22,042 3,807 3,770
Cash and cash equivalents 7 6,524 4,161 5,208 467
-----------------------------------
Total current assets 61,717 47,776 9,015 4,237
-----------------------------------
Total assets 1 96,089 67,934 39,759 19,386
===================================
Current liabilities
Bank overdraft 7 272 539 1,513 1,377
Other interest-bearing loans and
borrowings 8 3,008 1,814 1,764 672
Trade and other payables 24,404 18,642 1,033 915
Tax payable 365 921 - -
Deferred consideration 2,562 - 2,562 -
Provisions 242 - - -
-----------------------------------
Total current liabilities 30,853 21,916 6,872 2,964
-----------------------------------
Non-current liabilities
Other interest-bearing loans and
borrowings 8 15,950 7,413 10,989 1,780
Provisions 1,215 214 - -
Deferred tax liabilities 826 448 314 296
-----------------------------------
Total non-current liabilities 17,991 8,075 11,303 2,076
-----------------------------------
Total liabilities 1 48,844 29,991 18,175 5,040
===================================
Net assets 1 47,245 37,943 21,584 14,346
===================================
Equity attributable to equity
holders of the parent
Share capital 9 4,219 3,595 4,219 3,595
Share premium 9 11,873 4,598 11,873 4,598
Reserves 9 871 (603) 2,786 2,786
Retained earnings 9 30,282 30,353 2,706 3,367
-----------------------------------
Total equity 47,245 37,943 21,584 14,346
===================================
These financial statements were approved by the board of directors on 20 June
2006.
-15-
Trifast plc
Preliminary Results
Cash flow statements
for year ended 31 March 2006
Note Group Company
2006 2005 2006 2005
£000 £000 £000 £000
Cash flows from operating
activities
Profit for the year 1,438 4,384 893 (1,727)
Adjustments for:
Depreciation, amortisation and
impairment 2,124 1,276 125 193
Financial income (54) (44) (186) (172)
Financial expense 743 331 383 125
Gain on sale of property, plant
and equipment and investments (24) (384) - (75)
Dividends received - - (5,000) -
Write-off investment - - 1,852 -
Equity settled share-based payment
expenses 121 108 84 57
Taxation 1,115 1,751 18 (60)
----------------------------------
Operating profit before changes in
working capital and provisions 5,463 7,422 (1,831) (1,659)
(Increase)/decrease in trade and
other receivables (691) 368 (37) 208
Decrease)/(increase) in stock 1,073 (2,822) - -
(Decrease)/increase in trade and
other payables (50) 145 24 (594)
Increase/(decrease) in provisions 1,243 (105) -- -
----------------------------------
Cash generated from the operations 7,038 5,008 (1,844) (2,045)
Tax paid (1,738) (1,680) - -
----------------------------------
Net cash from operating activities 5,300 3,328 (1,844) (2,045)
----------------------------------
Cash flows from investing
activities
Proceeds from sale of property,
plant and equipment 17 2,753 - 1,787
Interest received 52 44 186 172
Proceeds from sales of investments 144 - - -
Acquisition of subsidiary, net of
cash acquired 2 (16,719) (734) (14,892) -
Acquisition of property, plant and
equipment (1,150) (835) (126) (10)
Dividend received - - 5,000 -
----------------------------------
Net cash from investing activities (17,656) 1,228 (9,832) 1,949
----------------------------------
Cash flows from financing
activities
Proceeds from the issue of share
capital 9 8,274 5 8,274 5
Expenses for issue of share
capital 9 (375) - (375) -
Proceeds from new loan 11,200 11,200 -
Repayment of borrowings (2,103) (2,234) (947) (680)
Payment of finance lease
liabilities - (3) - -
Dividends paid 9 (1,630) (1,460) (1,630) (1,460)
Interest paid (618) (326) (241) (125)
----------------------------------
Net cash from financing activities 14,748 (4,018) 16,281 (2,260)
----------------------------------
Net increase in cash and cash
equivalents 2,392 538 4,605 (2,356)
Cash and cash equivalents at 1
April 2005 3,622 3,075 (910) 1,446
Effect of exchange rate
fluctuations on cash held 238 9 - -
----------------------------------
Cash and cash equivalents at 31
March 2006 7 6,252 3,622 3,695 (910)
==================================
-16-
Trifast plc
Preliminary Results
NOTES
1. Segmental analysis
Segment information, as discussed above, is presented in the consolidated
financial statements in respect of the Group's geographical segments. This
reflects the Group's management and internal reporting structure.
Inter-segment pricing is determined on an arm's length basis.
Segment results, assets and liabilities include items directly attributable to a
segment as well as those that can be allocated on a reasonable basis.
Segment capital expenditure is the total cost incurred during the period to
acquire segment assets that are expected to be used for more than one period.
Geographical segments
The Group is comprised of the following main geographical segments:
• Europe: includes UK, Norway, Sweden, France, Hungary, Southern Ireland,
Holland and Turkey
• Asia: includes Malaysia, China, Singapore and Taiwan
• America: includes Los Angeles, Phoenix and Mexico
In presenting information on the basis of geographical segments, segment revenue
and segment assets are based on the geographical location of our entities across
the world.
Segment revenue and result under primary reporting format are disclosed in the
table below:
Europe Asia America Central Group
2006 2005 2006 2005 2006 2005 2006 2005 2006 2005
£000 £000 £000 £000 £000 £000 £000 £000 £000 £000
Revenue *
Revenue from
external
customers 93,008 83,528 21,150 17,320 3,124 2,975 - - 117,282 103,823
Inter segment
revenue 5,044 4,751 4,033 3,879 38 145 - - 9,115 8,775
---------------------------------------------------------------------------------------
Total 98,052 88,279 25,183 21,199 3,162 3,120 - - 126,397 112,598
revenue =======================================================================================
Segment
result
before items 4,088 4,760 4,022 3,505 (232) (189) (1,621) (1,641) 6,257 6,435
listed
below
Goodwill
impairment - - - - (786) - - - (786) -
Intangible
amortisation (121) (13) - - - - - - (121) (13)
Restructuring
costs (2,108) - - - - - - - (2,108) -
---------------------------------------------------------------------------------------
Operating
profit/(loss)
before 1,859 4,747 4,022 3,505 (1,018) (189) (1,621) (1,641) 3,242 6,422
financing
costs
Net financing
costs (689) (287)
----------------
Profit on
ordinary
activities
before
taxation 2,553 6,135
Taxation (1,115) (1,751)
----------------
Profit for
the 1,438 4,384
year ================
Assets and
Liabilities
Segment 67,951 42,729 24,056 20,322 2,052 2,383 2,030 2,500 96,089 67,934
assets
Segment
liabilities 26,959 15,809 9,997 10,075 219 303 11,669 3,804 48,844 29,991
----------------------------------------------------------------------------------------
Segment net
assets/
(liabil 40,992 26,920 14,059 10,247 1,833 2,080 (9,639) (1,304) 47,245 37,943
ities) ========================================================================================
* Of the Asian external turnover, £5.4 million was sold into the American market
and £2.6 million sold into the European market.
There was no material difference in the European and American Regions between
the external revenue based on location of the entities and the location of the
customers.
Revenue is derived solely from the manufacture and logistical supply of
industrial fasteners and category 'C' components
continued...
-17-
Europe Asia America Central Group
2006 2005 2006 2005 2006 2005 2006 2005 2006 2005
£000 £000 £000 £000 £000 £000 £000 £000 £000 £000
Cashflows
Operating activities
Segment
cashflow 5,165 4,453 1,813 865 181 65 (1,859) (2,055) 5,300 3,328
Investing activities
Segment
cashflow (2,050) 635 (580) (1,182) (27) (9) (14,999) 1,784 (17,656) 1,228
Financing activities
Segment
cashflow (1,513) (1,696) (8) (61) (12) - 16,281 (2,261) 14,748 (4,018)
Capital expenditure
Segment 239 328 758 488 27 9 126 10 1,150 835
2. Acquisitions of subsidiaries
On 13 October 2005, the Company acquired all the shares in Serco-Ryan Limited
for £15.17 million (net of fees), satisfied in cash and deferred consideration.
The company distributes fasteners, cutting tools and industrial consumables. In
the five and a half months to 31 March 2006 the subsidiary contributed net
profit before restructuring costs of £0.99 million to the consolidated net
profit for the year. If the acquisition had occurred on 1 April 2005, Group
revenue would have been approximately £135.00 million and net profit before
restructuring costs and Goodwill impairments would have been approximately £6.35
million.
Effect of acquisition
The acquisition had the following effect on the Group's assets and liabilities.
Acquiree's Fair value Carrying
book adjustments amounts
values
£000 £000 £000
Acquiree's net assets at the acquisition date:
Property, plant and equipment 632 (124) 508
Intangible assets - 2,090 2,090
Deferred tax liability on intangible
asset - (627) (627)
Stocks 4,220 (168) 4,052
Trade and other receivables 6,839 (470) 6,369
Overdraft (1,831) - (1,831)
Trade and other payables (5,022) (21) (5,043)
Deferred tax asset - 347 347
---------------------------------
Net identifiable assets and liabilities 4,838 1,027 5,865
=================================
Goodwill on acquisition 10,288
-------
Consideration paid (Including fees of
£984,000), Satisfied/to be satisfied in
cash 16,153
Overdraft acquired 1,831
Consideration deferred (2,000)
-------
Net cash outflow 15,984
=======
Goodwill is the excess of the purchase price over the fair value of the net
tangible and intangible assets acquired and is not deductible for tax purposes.
It represents the value of the workforce acquired and the future synergistic
benefits of the combination of Serco Ryan Ltd and TR Fastenings Ltd.
The company issued 11,940,298 5p ordinary shares for a consideration of £8.00
million (£7.63 million net of expenses).
continued...
-18-
On 1 February 2006, the Company acquired all the shares in Keba Ltd (Turkey) for
a maximum consideration of £1.24 million, satisfied in cash of £0.68 million at
date of acquisition and deferred consideration of £0.56 million payable in
February 2007 subject to performance criteria. The company distributes
Fasteners. In the 2 months to 31 March 2006 the subsidiary contributed net
profit of £0.05 million to the consolidated net profit for the year. If the
acquisition had occurred on 1 April 2005, Group revenue would have been
approximately £118.00 million and net profit before restructuring costs and
Goodwill impairment would have been approximately £5.51 million.
Effect of acquisition
The acquisition had the following effect on the Group's assets and liabilities.
Acquiree's Fair value Carrying
book adjustments amounts
values
£000 £000 £000
Acquiree's net assets at the acquisition date:
Property, plant and equipment 39 - 39
Stocks 29 - 29
Trade and other receivables 340 - 340
Cash and cash equivalents 4 - 4
Interest-bearing loans and borrowings (49) - (49)
Trade and other payables (283) - (283)
---------------------------------
Net identifiable assets and liabilities 80 - 80
======================
Goodwill on acquisition 1,221
-------
Consideration paid (Including legal fees
of £64,000), Satisfied/to be satisfied
in cash 1,301
Cash acquired (4)
Consideration deferred (562)
-------
Net cash outflow 735
=======
Goodwill is the excess of the purchase price over the fair value of the net
tangible assets acquired and it is not deductible for tax purposes. It
represents the value of the workforce acquired and the future synergistic
benefits of the combination of Keba Ltd and the Trifast Group. The potential
customer and supply relationships were not deemed significant enough to meet the
criteria for recognition as an intangible asset at the date of acquisition.
Group net cash outflow 2006 2005
£000 £000
Cashflows from investing activity
Serco Ryan Ltd (acquisition) 15,984 -
Keba Ltd (acquisition) 735 -
Final deferred consideration payment SFE - 734
-----------------------
16,719 734
=======================
3. Expenses and auditors' remuneration
Included in profit for the year are the following:
2006 2005
£000 £000
Depreciation and amortisation 1,338 1,276
Impairment loss on goodwill 786 -
Increase in provisions 499 60
Restructuring costs expensed as incurred - included in
administrative expenses 2,108 -
=====================
continued...
-19-
Auditors' remuneration:
2006 2005
£000 £000
Group - audit (including additional IFRS audit work) 250 201
- services relating to taxation 61 58
- other services 26 28
Company - audit 43 42
=====================
Auditors' remuneration for services relating to corporate finance transactions
of £267,000 (2005: Nil) have been included in the consideration paid on
acquisition of subsidiaries.
4. Financial income and expense
2006 2005
£000 £000
Interest income 54 44
====================
Interest expense 743 331
====================
5. Taxation
Recognised in the income statement
2006 2005
£000 £000
Current UK tax expense
Current year 26 778
Double taxation relief (26) (17)
Adjustments for prior years (39) 11
---------------------
(39) 772
---------------------
Current tax on foreign income for the period 1,199 1,085
Adjustments for prior years (35) (10)
---------------------
1,164 1,075
---------------------
Total current tax 1,125 1,847
Deferred tax expense
Origination and reversal of temporary differences 9 (25)
Adjustments for prior years (19) (71)
---------------------
(10) (96)
---------------------
Total tax in income statement 1,115 1,751
=====================
Reconciliation of effective tax rate and tax expense
2006 ETR 2005 ETR
£000 % £000 %
Profit before tax 2,553 6,135
======== ========
Tax using the UK corporation tax rate of 30%
(2005: 30%) 766 30 1,840 30
Goodwill impairment 236 9 - -
Non-deductible expenses 516 20 254 4
Deferred tax assets not recognised 193 8 108 2
Different tax rates on overseas earnings (503) (20) (381) (6)
Over provided in prior years (93) (4) (70) (1)
---------------------------------
Total tax in income statement 1,115 43 1,751 29
=================================
continued...
-20-
6. Stocks
Group
2006 2005
£000 £000
Raw materials and consumables 860 827
Work in progress 663 447
Finished goods and goods for resale 23,600 20,299
----------------------
25,123 21,573
======================
Stocks to the value of £435,000 were written-off and recognised as expense in
the year (2005: £178,000).
The Group consignment stock held from suppliers at the year-end, which was not
included on the balance sheet, was £12,000 (2005: £10,000).
7. Cash and cash equivalents/ bank overdrafts
Group Company
2006 2005 2006 2005
£000 £000 £000 £000
Cash and cash equivalents per balance
sheet 6,524 4,161 5,208 467
Bank overdrafts per balance sheet (272) (539) (1,513) (1,377)
--------------------------------------
Cash and cash equivalents per cash flow
statements 6,252 3,622 3,695 (910)
======================================
Overdrafts are secured by an unlimited multilateral guarantee between the UK
trading companies.
8. Other interest-bearing loans and borrowings
This note provides information about the contractual terms of the Group and
Company's interest-bearing loans and borrowings.
Current Non-Current
Company Rate Maturity 2006 2005 2006 2005
£000 £000 £000 £000
Acquisition Libor + 2007 76 69 38 103
S$2.15m 0.95%
Acquisition Libor + 2008 199 182 299 457
S$3.45m 0.95%
Acquisition £1.95m Libor + 2008 195 195 293 487
0.90%
Acquisition SEK30m Libor + 2007 222 226 499 733
0.95%
Acquisition £11.2m Libor + 2012 1,072 - 9,860 -
0.91% ----------------------------------
1,764 672 10,989 1,780
----------------------------------
Other Group
Acquisition Libor + 2011 1,167 1,071 4,951 5,616
$21.78m 0.80%
Funding $0.25m Sibor + 2% 2006 69 63 - -
Funding $0.10m Fixed 8% 2009 8 8 10 17
-----------------------------------
1,244 1,142 4,961 5,633
-----------------------------------
===================================
Total Group 3,008 1,814 15,950 7,413
===================================
The majority of the bank loans included in the table above are secured by an
unlimited multilateral guarantee between the UK trading companies.
continued...
-21-
9. Capital and reserves
Reconciliation of movement in capital and reserves - Group
Share Share Translation Revaluation Retained Total
capital premium reserve reserve Earnings equity
£000 £000 £000 £000 £000 £000
Balance at 1
April 2004 3,594 4,594 (1,002) 652 27,134 34,972
Total
recognised
income and
expense - - (66) - 4,384 4,318
Issue of 1 4 - - - 5
shares
Equity-settled
share based
payment
transactions - - - - 108 108
Realisation of
property gains
of previous
year - - - (187) 187 -
Dividends - - - - (1,460) (1,460)
---------------------------------------------------------------
Balance at 31
March 2005 3,595 4,598 (1,068) 465 30,353 37,943
===============================================================
Balance at 1
April 2005 3,595 4,598 (1,068) 465 30,353 37,943
Total
recognised
income and
expense - - 1,474 - 1,438 2,912
Issue of
shares 624 7,650 - - - 8,274
Share issue
expenses - (375) - - - (375)
Equity-settled
share based
payment
transactions - - - - 121 121
Dividends - - - - (1,630) (1,630)
----------------------------------------------------------------
Balance at 31
March 2006 4,219 11,873 406 465 30,282 47,245
================================================================
Reconciliation of movement in capital and reserves - Company
Share Share Merger Revaluation Retained Total
capital premium reserve reserve earnings parent
equity
£000 £000 £000 £000 £000 £000
Balance at 1
April 3,594 4,594 2,393 580 6,309 17,470
2004
Total recognised
income and - - - - (1,727) (1,727)
expense
Issue of shares 1 4 - - - 5
Equity-settled
share based
payment
transactions - - - - 58 58
Realisation of
property gains of
previous year - - - (187) 187 -
Dividends - - - - (1,460) (1,460)
------------------------------------------------------------
Balance at 31
March 2005 3,595 4,598 2,393 393 3,367 14,346
============================================================
Balance at 1
April 3,595 4,598 2,393 393 3,367 14,346
2005
Total recognised
income and - - - - 893 893
expense
Issue of shares 624 7,650 - - - 8,274
Share issue
expenses - (375) - - - (375)
Equity-settled
share based
payment
transactions - - - - 76 76
Dividends - - - - (1,630) (1,630)
------------------------------------------------------------
Balance at 31
March 2006 4,219 11,873 2,393 393 2,706 21,584
============================================================
continued...
-22-
Share capital
Ordinary shares
In thousands of shares 2006 2005
On issue at 1 April 71,892 71,882
Issued for cash 12,488 10
-------------------------
On issue at 31 March - fully paid 84,380 71,892
=========================
2006 2005
£000 £000
Authorised
Ordinary shares of 5p each 5,000 5,000
========================
Allotted, called up and fully paid
Ordinary shares of 5p each 4,219 3,595
========================
During the year 548,207 ordinary shares of 5p were issued upon the exercising of
Employee Share Options. 546,246 were granted on 1 October 2002, at an exercise
price of £0.50 per share and 1,961 were granted on 1 October 2003 at an exercise
price of £0.60.
The holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to one vote per share at meetings of the
Company.
During the year the Company issued 11,940,298 5p ordinary shares for a
consideration of £8m, settled in cash.
Translation reserve
The translation reserve comprises all foreign exchange differences arising from
the translation of foreign operations, as well as from the translation of
liabilities that hedge the Company's net investment in foreign subsidiaries.
Dividends
2006 2005
£000 £000
Final paid 2005 - 1.41p (2004: 1.34p) per qualifying
ordinary 1,014 964
share
Interim paid 2006 - 0.73p (2005: 0.69p) per qualifying
ordinary share 616 496
------------------
1,630 1,460
==================
After the balance sheet date dividends of 1.48p per qualifying ordinary share
(2005: 1.41p) were proposed by the directors. These dividends have not been
provided for.
10. Earnings per share
Basic earnings per share
The calculation of basic earnings per share at 31 March 2006 was based on the
profit attributable to ordinary shareholders of £1,438,000 (2005: £4,384,000)
and a weighted average number of ordinary shares outstanding during the year
ended 31 March 2006 of 77,516,115 (2005: 71,890,674), calculated as follows:
Weighted average number of ordinary shares
2006 2005
Issued ordinary shares at 1 April 71,891,969 71,882,322
Effect of shares issued 5,624,146 8,352
-----------------------
Weighted average number of ordinary shares at 31
March 77,516,115 71,890,674
-----------------------
continued...
-23-
Diluted earnings per share
The calculation of diluted earnings per share at 31 March 2006 was based on
profit attributable to ordinary shareholders of £1,438,000 (2005: £4,384,000)
and a weighted average number of ordinary shares outstanding during the year
ended 31 March 2006 of 77,639,682 (2005: 72,513,275), calculated as follows:
Weighted average number of ordinary shares (diluted)
2006 2005
Weighted average number of ordinary shares at 31
March 77,516,115 71,890,674
Effect of share options on issue 123,567 622,601
----------------------
Weighted average number of ordinary shares (diluted)
at 31 March 77,639,682 72,513,275
----------------------
2006 2005
EPS EPS
Earnings Basic Diluted Earnings Basic Diluted
Profit for the
financial year 1,438 1.86p 1.85p 4,384 6.10p 6.04p
Adjustments:
Goodwill Impairment 786 1.01p 1.01p - - -
Restructuring costs 2,108 2.72p 2.72p - - -
Profit on disposal
of fixed assets - - - (384) (0.53p) (0.53p)
Tax charge on
adjusted items (632) (0.82p) (0.82p) 115 0.16p 0.16p
--------------------------------------------------------------------------------
Adjusted earnings
and EPS 3,700 4.77p 4.76p 4,115 5.73p 5.67p
================================================================================
The 'Adjusted diluted' earnings per share is detailed in the above table. In the
Directors' opinion, this best reflects the underlying performance of the Group
and assists in the comparison with the results of earlier years.
11. The financial information in this announcement which was approved by the
Board of Directors and does not constitute the Company's statutory accounts for
the years ended 31 March 2005 or 2006 but is derived from those accounts.
Statutory accounts for 2005 have been delivered to the Registrar of Companies
and those for 2006 will be delivered following the Company's Annual General
Meeting. The auditors have reported on those accounts; their reports were
unqualified and did not contain statements under Section 237(2) of the Companies
Act 1985.
This preliminary announcement has been prepared in accordance with the
accounting policies adopted under IFRS. The disclosures required by IFRS 1
"first-time adoption" of International Financial Reporting Standards" concerning
the transition from UK GAAP can be found in our interim report for 2005, a copy
of which can be found on our website www.trifast.com.
12. This statement is not being posted to shareholders. The Report & Accounts
for the year ended 31 March 2006 will be posted to shareholders in July 2006.
Further copies will be available from Nicky Kember at the Company's Registered
Office: Trifast House, Bellbrook Park, Uckfield, East Sussex, TN22 1QW.
13. The Annual General Meeting will be held on 28 September 2006 at 12.00 noon,
at the Company's Registered Office as above.
This information is provided by RNS
The company news service from the London Stock Exchange