Final Results
Worthington Group PLC
27 July 2001
Worthington Group plc
Results for the Year Ended 31 March 2001
The content of my Statement has been significantly affected because of the
recent announcement that our Insurers, the Independent Insurance Company, have
gone into receivership whilst still owing us a considerable amount of money
under the various headings of claim following the fire at our Macclesfield
premises in Fence Avenue in May 2000. For accounts purposes we have taken the
prudent approach of providing against the outstanding amounts due from the
Insurers. We are advised that we will only rank as an unsecured creditor and
any final payout from the Receivers is still uncertain. Our total claim was
for approximately £8.5 million of which we had received some £5.5 million
before the receivership. The majority of the shortfall of £3 million relates
to the re-building of the Macclesfield premises. This is a significant
shortfall, the effect of which has been to put back for a further period the
de-gearing programme. Despite this being a straightforward claim we have
encountered considerable difficulties throughout the year in agreeing some of
the figures and with hindsight we can understand that these delays may have
been caused by their internal problems which have been referred to in the
press. In the UK we expect our Insurers to be properly regulated and deal with
their clients with competence and integrity and this does not seem to be have
been the case with us. Clearly there are a lot of questions that need to be
asked of the Authorities.
The original Statement would have put a very satisfactory gloss on the
achievements to date and would have made it easy for us to present the much
reduced Group on a pro forma basis, in a manner sufficient to attract the
right quality of acquisition, merger or reversal. We have no doubt that this
will be achieved but it is now going to take longer.
The rebuilding of the premises at Macclesfield was completed in July and the
plant is now in full operation. The total rebuild cost for the factory and
separate office accommodation was £2.6 million. It is attractively styled,
functionally efficient and gives an excellent image and we are thankful to
Bower Mattin, the architects, and Bosco, the builders, for their work on our
behalf.
The Worthington Manufacturing business at Macclesfield has now been completely
reinstated but has required some funding from Group level as a result of the
Independent failure. This unfortunately means that bank borrowings which,
apart from the debtor financing facility, were due to be repaid in September
2001 will not now be eliminated until the end of 2002 at the earliest. In the
meantime it remains the policy of your directors to inject a business into the
Group which will change the image, direction and quality of earnings so as to
restore shareholder value.
Shareholders can see that the Group made a modest operating profit on
continuing business, added to which there was a profit on disposal of fixed
assets, notably the Shipley site to which I have referred in previous
statements, and losses on disposal of discontinued operations in particular
Worthington Buttons, formerly GFC at Chichester. Budgets for the current year
suggest that there will be a small operating profit particularly as most of
the loss makers have been sold off and the remaining subsidiaries expect to
make varying contributions to Group profits. The determining factor will be
the contribution made by Worthington Manufacturing in Macclesfield which is
now the main profit earner for the Group but which may suffer temporarily from
the move back to Fence Avenue now that the rebuild has been completed. A
settling in period will be necessary and this may involve one-off costs which
could reduce the operating profit in the short term.
Accordingly your Directors are recommending a final and total dividend of
0.05p per share (2000 - 0.1p per share ) which, if approved, will be paid on
the 5 November 2001 to shareholders on the Register at the close of business
on 5 October 2001. Clearly, the insurance claim has temporarily caused us to
conserve cash within the Group, otherwise we would have expected to have paid
more than the previous year.
On 31 July the sales of Park Lane Mills for £800,000, and Davenport Street for
£275,000 are to be completed and the monies released, in conjunction with the
proceeds from the Shipley site which will be received on 5 September, will
greatly reduce the remaining overdraft.
Completion of the sale of the Shipley site took much longer than expected
because of the formalities of the Bradford Metropolitan Council Planning
Department. The contract is now unconditional and following clearance of a
judicial review period, £3.5 million consideration will be received which
represents a profit of £2.6 million. This will cover the majority of the
closure costs incurred in previous years.
The Daventry site remains on the market with a value in excess of £600,000 and
when sold will complete the full range of disposals envisaged in April 1999
when we undertook to turn round the Group.
We are in early discussions about our Keighley site, which consists of some
seven acres, for redevelopment, and has a potential value of £3.5 million.
This approach may or may not lead to a disposal, but it does give shareholders
an indication of the value of the site. Relocation of the businesses now
operating at Keighley should not be a problem if the transaction were to go
through.
We remain proactive in looking to develop the Group and we have considered
some high quality situations which have recently arisen. We are in a hurry to
get things moving now that the restructuring is almost complete but we can
afford to wait for the right transaction and thus not take unnecessary risks
with the future of the Company. A great deal has been achieved and we want to
use this as a good foundation for our future diversification.
My colleagues on the Board, together with hard working staff and a committed
and dedicated workforce, have played their part in an excellent manner and on
your behalf I extend to them grateful thanks for another year of hard work and
achievement.
Joe Dwek CBE
Executive Chairman
27 July 2001
Enquiries:
Worthington Group plc
Joe Dwek CBE, Chairman Tel: 01625 549082
John Taylor, Chief Executive Tel: 01535 297700
Worthington Group plc
Consolidated Profit & Loss Account
for the year ended 31 March 2001
Continuing Exceptional Discontinued 2001 2000
Items
Operations Operations
£'000 £'000 £'000
(Before £'000
Exceptionals)
£'000
Turnover 19,908 - 1,463 21,371 52,298
Cost of sales (15,206) (112) (2,024)(17,342)(38,740)
Gross profit 4,702 (112) (561) 4,029 13,558
Distribution costs (2,329) - (7) (2,336) (5,683)
Administration expenses (2,313) (947) (799) (4,059) (9,605)
Other operating income 926 - - 926 -
Group operating profit/ 986 (1,059) (1,367) (1,440) (1,730)
(loss)
Share of operating profits 201 - - 201 98
of associated undertaking
Total operating profit/ 1,187 (1,059) (1,367) (1,239) (1,632)
(loss): Group and share of
associated undertaking
Profit/(loss) on disposal of 1,107 - 2,689 3,796 (299)
fixed assets
Losses on disposal of - - (245) (245) (9,930)
discontinued operations
Profit/(loss) before 2,294 (1,059) 1,077 2,312 (11,861)
interest
Net interest payable and
similar charges:
Group (503) - (173) (676) (1,667)
Share of associated (70) - - (70) -
undertaking
Profit/(loss) on ordinary 1,721 (1,059) 904 1,566 (13,528)
activities before taxation
Taxation (66) (433)
Profit/(loss) on ordinary 1,500 (13,961)
activities after taxation
Dividends paid and proposed (59) (118)
Retained profit/(loss) for 1,441 (14,079)
the year
(Loss)/earnings per share
- before exceptional items (0.2p) (2.4p)
and disposals
- after exceptional items 1.3p (15.6p)
- diluted earnings/(loss) 1.3p (15.6p)
per share
Worthington Group plc
Consolidated Balance Sheet
At 31 March 2001
2001 2000
£'000 £'000 £'000 £'000
Fixed assets
Intangible assets: negative goodwill (64) (72)
Tangible assets 7,934 10,401
Investments:
Unlisted investment 27 27
Interest in associated undertaking 563 498
590 525
8,460 10,854
Current assets
Stock 2,637 4,868
Debtors: amounts falling due after more than 850 1,190
one year
Debtors: amounts falling due within one year 9,932 10,222
Cash 6 16
13,425 16,296
Creditors: amounts falling due within one year (13,239) (19,587)
Net current assets/ (liabilities) 186 (3,291)
Total assets less current liabilities 8,646 7,563
Creditors: amounts falling due after more than (250) (734)
one year
Provision for liabilities and charges - -
Net assets 8,396 6,829
Capital and reserves
Called up share capital 11,807 11,807
Share premium account 9,836 9,836
Capital redemption reserve 128 128
Revaluation reserve 737 737
Merger reserve - (713)
Profit and loss account (14,112) 14,966)
Shareholders' funds 8,396 6,829
Worthington Group plc
Consolidated Cashflow Statement
for the year ended 31 March 2001
2001 2000
£'000 £'000 £'000 £'000
Net cash inflow/(outflow) from operating 1,463 (2,639)
activities
Returns on investments and servicing of finance:
Interest (paid) (594) (1,468)
Interest element of finance lease rental (77) (199)
(payments)
(671) (1,667)
Taxation:
UK corporation tax, including advance corporation - (333)
tax
Capital expenditure:
Purchase of tangible fixed assets(net of finance (2,189) (1,029)
leases)
Sale of tangible fixed assets 2,992 4,854
803 3,825
Acquisitions and disposals:
Sale of subsidiary undertakings 20 6,074
Receipt of deferred consideration 968 -
988 6,074
Equity dividends paid (118) (556)
Net cash inflow before financing 2,465 4,704
Financing:
Issue of ordinary share capital(net of expenses) - 6,225
Capital element of finance lease rental payments (1,008) (1,430)
Debt due within one year:
Repayments of short term borrowings (3,103) (656)
Bill of exchange 500 -
Debt due after more than one year:
Repayments of long term borrowings - (4,329)
(3,611) (190)
Decrease/increase in cash in the period (1,146) 4,514
Notes
1. Accounts
The results included within this Preliminary Announcement are extracted
from the Annual Report and Financial Statements on which the auditors have
given an unqualified report.
Statutory accounts for 2000 have been delivered to the Registrar of
Companies on which the auditors have reported; their report was
unqualified and did not contain a statement under Sections 237(2) or (3)
of the Companies Act 1985.
2. Turnover, Profits and Net Assets
Turnover and profit before taxation is attributable to the Group's
principal activities. Turnover is derived from the following markets:
2001 2000
£'000 £'000
United Kingdom 13,487 38,959
Eire and the rest of Europe 2,587 7,775
Rest of the World 5,297 5,564
21,371 52,298
A further analysis of turnover and pre-tax profits originating overseas
has not been given since, in the opinion of the directors, the amounts
involved are not material.
The principal activities of the Group are manufacture, importation and
distribution of textile components. These are regarded as a single
activity for segmental reporting purposes.
3. Exceptional Items
2001 2000
£'000 £'000
Reassessment of net realisable value of stocks - (110)
Loss on stocks damaged by fire (112) -
Provision for redundancies and severance payments - (190)
Provision against insurance claim debtor (947) -
Provision for diminution in value of plant & machinery - (90)
(1,059) (390)
4. Taxation
2001 2000
£'000 £'000
Share of tax in associated undertaking 66 -
Underprovision in prior years - 433
66 433
No corporation tax charge has been provided in 2001 as a result of the
utilisation of losses brought forward.
5. Dividends Payable
Payable to shareholders of Worthington Group plc:
2001 2000
£'000 £'000
Final proposed dividend of 0.05p per share on 118,070m shares (2000: 59 118
0.1p per share on 118,070m shares)
6. Loss per Share
The loss per share has been calculated using the weighted average
number of shares in issue during the relevant financial periods. The
weighted average number of shares in issue during the year was
118,070,163 (2000: 89,406,128) and the profit after exceptional items
and taxation was £1,500,000 (2000: Loss £13,961,000). The loss before
exceptional items after taxation for the year was £282,000 (2000: £
2,118,000).
The diluted earnings per share are based on a weighted average number
of shares during the year of 118,142,445 (2000: 89,406,128).
7. Copies of the Annual Report
Copies of the Annual Report will be distributed when available and may
then be obtained from the Company's head office:
Chatsworth Works
Dalton Lane
Keighley
West Yorkshire
BD21 4HR