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Xpediator PLC (XPD)

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Monday 14 September, 2020

Xpediator PLC

Half-year Report

RNS Number : 8147Y
Xpediator PLC
14 September 2020
 

The information contained within this announcement is deemed by the Group to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR").  Upon the publication of this announcement via a Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain.

 

 14 September 2020

XPEDIATOR PLC

("Xpediator", the "Company" or the "Group")

 

CONDENSED INTERIM RESULTS

FOR THE SIX MONTHS TO 30 JUNE 2020

 

Xpediator Plc (AIM: XPD), a leading provider of freight management services across the UK and Central and Eastern Europe, is pleased to announce its unaudited condensed interim results for the six months ended 30 June 2020.

 

 

 

 

 

H1 Financial highlights

· Group turnover of £99.6m (2019: £102.4m) with overperformance in Q120 offset by the impact on trading from Covid-19 in Q220.

·Adjusted profit before tax of £2.1m (2019: £2.0m) reflecting a resilient first-half performance benefitting from early cost reductions in March 2020, having an asset light structure and the diversity of businesses and customers across our Central and Eastern European (CEE) and UK footprint.

· Adjusted earnings per share of 1.03 pence (2019: 1.25 pence).

· Basic loss per share of 0.25 pence (H1 2019: loss per share of 0.04 pence).

·As at 30 June 2020 net cash was £4.3m (31 December 2019: £7.0m) after paying £3.7m in deferred acquisition payments.

· Strong net cash generation from operations of £5.4m (2019: £5.5m).

· Interim dividend increased to 0.45 pence per share (H1 2019: 0.28 pence).

 

Divisional overview

· Freight Forwarding revenue increased 2.2% to £78.4m (2019: £76.7m) generating operating profit of £2.6m (H1 2019: £1.4m), driven by growth in both CEE and UK markets and identifying margin enhancing opportunities through the Covid-19 crisis.

·Transport Solutions impacted by Covid-19, with revenue decreasing by 19.8% to £2.5m (2019: £3.1m) and operating profit to £0.9m (2019: £1.3m) natural reflection of the reduction in traffic and therefore lower requirement for fuel cards, trend now reversing with increase in traffic.

· Logistics and Warehousing revenue decreased by 16.9% to £18.7m (H1 2019: £22.6m) giving an operating profit of £0.6m (2019: £1.2m), while an improvement in operating margin a mix of temporary factors arising from Covid-19 reduced revenues despite another strong performance from Pallex.

 

Annualised cost savings

· Mix of temporary and permanent cost reductions made during H120 to counter the impact of Covid-19 with savings made within the IT, M&A and finance teams to be ongoing annualised savings of c.£0.5m.

 

Post period highlights

· Well placed to achieve an improved performance in the second half of 2020.

· Healthy pipeline of potential acquisitions.

· Benefits from cross-selling services and delivering organic opportunities.

· The search for a new CEO is well advanced with several high quality external and internal candidates.

 

1 Profit before tax has been adjusted for exceptional items of restructuring costs and deferred consideration release of £700,000, (H1 2019 - aborted fees on InterEuropa  and additional deferred consideration of £705,000),  non-cash interest on deferred consideration of £161,000 (H1 - £184,000), £726,000 (H1 2019: £676,000) amortisation of acquisition related intangibles, additional interest charge of £171,000 (H1 2019: £198,000) following the application of IFRS 16 and a £nil (H1 2019: £26,000) credit relating to the non-cash interest charge on the receipt of Income from the vendors of Benfleet Forwarding Limited.

 

Alex Borrelli, Chairman, commented:

 

"These results show a resilient performance and demonstrate that there has been good demand for our services both in the UK and on the continent despite the impact of Covid-19.  Where business units have been impacted by the pandemic, the effect is largely temporary and since the half-year trading across all three divisions is getting close to normal. That said, the Group is still mindful that a second wave of Covid-19 remains a possibility and we continue to review our contingency plans.

 

Of the cost savings made in March, c.£0.5 million will be maintained as annualised savings which will feed through to an improvement in operating profit, a key ongoing focus alongside strong cash generation across the Group. The pandemic also showed the value of being an asset light and diversified business not reliant on any one sector, market or customer. Particularly impressive was the performance of our Freight Forwarding division as Lithuania, Bulgaria, Estonia, Serbia and our domestic business in the UK showed strong margin growth and identified some good opportunities through the Covid-19 crisis.  These businesses have worked in conjunction with our fuel card business (Affinity), which has provided a competitive advantage in identifying those hauliers who are able to run key routes at good rates.

 

Overall, whilst the impact of Covid-19 reduced profitability in the period, the Company is now trading close to normal levels and has started the traditionally stronger second half of the year well."

 

Enquiries

Xpediator plc

Tel: +44 (0)330 043 2395

Robert Ross, Joint Interim Chief Executive Officer and Chief Financial Officer

Email: [email protected]

Danor Ionescu, Joint Interim Chief Executive Officer and Chief Operating Officer Logistics Romania

 

 

 

Cenkos  Securities plc (Nominated Advisor & Broker)

Tel: +44 (0)20 7397 8900

Max Hartley, Max Gould (Corporate Finance)

 

Nick Searle (Sales)

 

 

 

Novella Communications  (Financial Public Relations)

Tel: +44 (0)20 3151 7008

Tim Robertson

 

Fergus Young

 

About Xpediator:

Xpediator is a well-established international provider of freight management services. Established in 1988 by the current Deputy Chairman Stephen Blyth today the Group's International network of offices provides road, sea and air freight services, together with logistics and warehousing in the UK and Romania. The business offers integrated freight management within the supply chain logistics and fulfilment sector, through their three main areas: freight forwarding, logistics & warehousing and transport solutions. With headquarters in Braintree, Essex and country offices in nine CEE countries across 31 sites, the Group currently employs over 1,000 people and was successfully listed on London's AIM market in August 2017.

For more information, please visit:  www.xpediator.com .

Alternatively, do follow us on Twitter at  @Xpediator   or find us on LinkedIn at  Xpediator Plc .

Joint Interim CEO Statement

 

Introduction

We are pleased to present the Group's financial performance for the first six months of 2020. Whilst market conditions remain competitive and the business has been impacted by Covid-19, demand for the Company's freight management services has remained robust.  

Our strategy remains focused around building a scalable and risk adjusted platform to support an expanding portfolio of freight management companies across the UK and Europe with a particular expertise in Central and Eastern Europe ("CEE"). 

Covid-19

Covid-19 has had an impact on the business, but the Group has traded resiliently through this extraordinary period.  Whilst activity levels have been slightly lower, with revenues down by 2.7% during the period, demand from some sectors particularly in the freight forwarding division was strong throughout.   Those areas which are dependent on either traffic volumes (Affinity) or are exposed to markets with Government restrictions, such as Easy Managed Transport (UK High Street Fashion) or Benfleet (with China and Italy being key markets) experienced reduced trading levels. 

H1 2020 Trading

The Group generated revenue of £99.6m during the six months ended 30 June 2020 (H1 2019: £102.4m), adjusted operating profit of £2.5m (H1 2019: £2.4m) and reported profit before tax of £0.3m (H1 2019: £0.2m).

 

2 Operating Profit has been adjusted for the exceptional items of £700,000 (H1 2019 : £705,000) and the amortisation charge of £726,000 (H1 2019 : £676,000)

 

Turnover generated in the CEE/non-UK increased by 6.6% to £63.4m (H1 2019: £59.5m), reflecting the lesser impact Covid-19 had in these markets, whilst demand for services in the UK declined by 15.5% to £36.2m (H1 2019 : £42.8m).

 

Net cash (excluding right-of-use assets debt) at 30 June 2020 was £4.3m (H1 2019: £4.1m, December 2019: £7.0m).  Whilst net cash decreased by £2.7m from December 2019, the Group paid £3.7m for deferred consideration payments for Import Services Limited. (£3.0m), Anglia Forwarding Group Limited (£0.4m) and Regional Express Limited (£0.3m).

 

Days sales outstanding at 30 June 2020 were 66.1 days (H1 2019: 68.6 days) showing a continual improvement in cash collection and greater focus by the finance teams within the Group.

 

The Group has reviewed its overhead position to ensure that it is positioned for future growth.  Significant central overheads savings have been made to date although much of the full benefit is still to come in the second half of the year, with an expected annual benefit of c.£0.5m.  In addition, a new IT Director will join the business in September as the Group looks to further develop its IT function and digitalisation programme to deliver efficiencies across the divisions.

 

The Directors are declaring an increased interim dividend of 0.45 pence (H1 2019: 0.28 pence) per share totalling £637,000 (H1 2019: £381,000) to be paid on 30 October 2020. This dividend has not been accrued in the consolidated Statement of Financial Position. 

 

 

Operational Review

Freight Forwarding 

Revenue  H1 2020: £78.4m  H1 2019: £76.7m

Operating profit  H1 2020: £2.6m                  H1 2019: £1.4m

Freight forwarding services are provided under the Delamode, Anglia Forwarding and Benfleet Forwarding brands. The division specialises in moving freight, primarily internationally by road, rail, air and sea, and continues to be the largest core service of the Group.

The division which accounts for approximately 79% of the Group's revenue has continued to grow in 2020 with revenue in H1 2020 increasing by 2.2%, resulting in operating profit increasing 89.7% to £2.6m (H1 2019: £1.4m). These results also include an operating loss for the Group's e-commerce division (EshopWeDrop and Regional Express) of £0.2m (H1 2019: loss £0.3m).  Whilst e-commerce operates under a separate management structure within Xpediator, its results are currently included in the Freight Forwarding division. 

Growth within Freight Forwarding has been principally driven by continued strong performance from H2 19 in Lithuania and Bulgaria, the maturing of the business units in Estonia and Serbia and development of the domestic business within the UK. Demand for services has been high in these markets despite the impact of Covid-19.  The freight forwarding businesses sought to take advantage of opportunities during the Covid-19 crisis and used the Affinity business which was able to help identify those hauliers able to move products at competitive rates. The growth in certain markets has been partially offset by a reduction in profit at the Benfleet operation by £(0.2)m, which has particular exposure to China and Italy, markets which had earlier and more significant impact from Covid-19.

Transport Solutions (Affinity) 

Revenue    H1 2020: £2.5m  H1 2019: £3.1m

Operating profit   H1 2020: £0.9m  H1 2019: £1.3m

Transport Solutions, trading principally under the Affinity brand, provides bundled fuel and toll cards, financial and support services for hauliers in Southern Europe.  Affinity is an agent of DKV, one of the world's largest fuel card providers, and  supplies the DKV fuel card across the East and West Balkan region to a database of approximately 2,000 Eastern European hauliers and over 14,500 trucks. In addition, Affinity offers a "one stop shop" of transport services including - ferry bookings, insurances and recently, VAT refund services.

As well as acting independently, Affinity's commercial model allows the Group to generate synergies as many of the hauliers who are customers of Affinity also supply haulage services to Group companies. This enables the Group to have a good understanding of its customers and suppliers, and underpins the Group's ability to source transport especially when capacity is low.

During the Covid-19 period, levels of transport traffic reduced in line with industrial production, CEE Governments chose to close borders creating long delays and there was a net 13.6% decline in diesel volumes throughout Europe.  All of which combined reduced the use Affinity's DKV fuel card and associated transport services in this period.

Revenue decreased by £0.6m (or 19.8%) and operating profit by £0.4m (or 29.4%).  During the year, Gross Billings in January and February were approximately 5.5% ahead of the prior year but, as the Covid-19 crisis impacted CEE, Gross Billings decreased year on year in Q2 by 34.9%,  impacted not only by a reduced use of the fuel cards, but also due to the drop of the diesel price of more than 15% year on year.  While volumes were down 21.1% in June and 10.8% in July, the Affinity business is now showing strong signs of improvement.  It is anticipated that volumes will return to normal trading levels in the second half of the year.

Logistics & Warehousing 

Revenue  H1 2020: £18.7m  H1 2019: £22.6m

Operating profit  H1 2020: £0.6m                  H1 2019: £1.2m

The division includes businesses in the UK and Romania under the Delamode brand, Import Services and Easy Managed Transport in the UK, and Delamode and Pallex in Romania  Overall, revenue decreased by £3.9m (or 16.9%) and Operating Profit decreased by £0.6m (or 47.0%) mainly reflecting a net negative impact of Covid-19 in the UK partly offset by strong performance in Romania. 

The Group successfully operates the master franchisee of a fast growing pallet distribution network in Romania which trades under the Pall-Ex brand. Pall-Ex contributed strongly during this period and is now moving on average approximately 67,000 pallets of freight monthly (H1 2019: 60,000 per month), servicing mainly manufacturers, retailers and importers in Romania and the surrounding region. Revenue and operating profit increased by 12% and 47% respectively vs H1 2019.

Warehousing activity in Romania has remained robust, with volumes and operating margin exceeding H1 2019 by 14%. There was some impact from Covid-19 on the Pall-Ex and Romanian Logistics volumes but the impact was only in April with volumes returning to pre Covid-19 levels in May. Revenue and operating profit increased 14% and 90% respectively vs H1 2019 due to newly attracted business and close cost controls.

The Covid-19 impact on the UK businesses, has been driven by the exposure to the high street for EMT, which has seen significant reductions in volumes.  In response, the EMT business has been restructured and a new warehouse management system introduced. Together these actions will permanently reduce the overhead of the business unit and when high street volumes return it will be a leaner and more efficient business.  EMT made a loss for the period of £0.2m (H1 2019: profit £0.2m) but is expected to return to profit in H2 2020. 

The Import Services warehouses in Southampton were also negatively impacted by Covid-19 during H1 2020 as a result of lower inbound and outbound volumes and higher labour costs to ensure social distancing guidelines were met. Together, this resulted in lower profits during H1 2020 of £(0.2)m.  Profits for H2 2020 are expected to be in line with the prior year.  The new warehouse in Southampton is on track to open in late Q1 2021, for which we are developing a good pipeline of business.

The Delamode warehouse in Braintree performed better during Q2 2020 with benefits from customers exposed to e-commerce felt. Trading in the site remains challenging, with a key customer moving to an alternative provider during Q4 2020.  Significant progress has been made in the structure of the operation and the pipeline of new customers remains strong, so whilst there may be some trading losses during H2 2020, the businesses is expected to return to profitability once new contracts are secured.

Acquisitions

On 1 January 2020, the Group obtained operational and management control of International Cargo Centre Limited (ICC) and as a result this has been accounted for as a Business Combination on 1 January 2020 under the definition of IFRS 3 "Business Combinations". 

On 30 April 2020, the Group acquired the remaining 60% of the issued share capital of ICC, having acquired the original 40% on 4 June 2018.

 

Brexit

 

The Freight Forwarding division has been working hard to navigate the uncertain and changing positions regarding Brexit during 2020 with investments in both external and internal resources. A Brexit Committee made up of the senior executives within the division was established in 2018 and has been meeting regularly to manage the Brexit Project. The senior management team believe that the Freight Forwarding division is fully prepared for Brexit taking into account the unknowns that still exist. Depending on the outcome of negotiations between now and January 2021 custom clearance activity may offer a significant opportunity for the division.

 

Outlook

Xpediator has stabilised during H1 2020 despite Covid-19 with reductions in revenue more than offset by agile selling and purchasing, cost savings and the Group is well placed to continue to expand. Our mix of geographies and freight management services represents a unique combination and provides our customers with solutions to access these markets and store their goods.  Despite the ongoing uncertainties around Brexit and Covid-19 we are confident in the future demand for our services and are focused on ensuring we have the right growth disciplines, infrastructure and personnel in place to support the profitable expansion of the Group going forward.

We expect the full year adjusted profit to be in line with or above the level achieved last year.

 

Joint CEO's

14 September 2020

 

 

 

Financial Review

Revenue

Revenue for the six months to 30 June 2020 was £99.6m, a decrease of £2.7m or 2.7% on the comparable period (H1 2019: £102.4m).

Revenue increased within the Freight Forward business by £1.7m, offset by revenue in declines in the Logistics and Warehouse and Affinity operations. 

Gross Profit

Although revenue declined by £2.7m, gross profit was only £0.1m adverse to H1 2019 due to better purchasing and operating cost control partly offset by a change in mix to lower margin Freight Forwarding.  Actual Gross Margin increased by 0.6% to 24.8% (H1 2019 - 24.2%).

Operating profit

Statutory operating profit for the period was £1.1m (H1 2019: £1.1m).

Financing costs

The net interest expense for the period was £0.8m (H1 2019: £0.8m).  In addition, there was a non-cash interest charge relating to deferred consideration payable of £0.2m, as a result of the acquisition of ISL and Anglia Forwarding.  The ISL deferred consideration was paid in May 2020, and the Anglia Forwarding deferred consideration period finishing also in May 2020, with the likely final payment due to be made in September 2020.

Tax

The tax charge for the period was £0.1m (H1 2019: £0.1m). This equates to an effective tax rate of 32.4% (H1 2019: 46.3%).

Adjusted profit before tax

A reconciliation between reported profit before tax and adjusted profit before tax is shown below:

 

Unaudited

Unaudited

Audited

 

  6 months to

6 months to

Year to

 

 30 June

  2020

30 June

2019

31 December 2019

 

  £000

  £000

  £000

Profit before tax (as reported)

302

227

2,175

 

 

 

 

Exceptional items (See note 12)

700

705

856

Unwind and add back of discount on deferred consideration

161

184

346

Amortisation of intangibles

726

676

1,407

Discount on deferred consideration

-

(26)

(52)

Additional incurred interest charge - IFRS 16 3

171

198

419

Total adjustments

1,758

1,737

2,976

 

 

 

 

Adjusted profit before tax

2,060

1,964

5,151

     

3 The additional incurred interest charge - IFRS 16 represents the difference between the cash rental payments and the accounting charges for depreciation and interest.  This is included for comparability purposes.

 

 

Adjusted profit after tax

 

Unaudited

Unaudited

Audited

 

  6 months to

6 months to

Year to

 

 30 June

  2020

30 June

2019

31 December 2019

 

  £000

  £000

  £000

Total adjustments to profit as identified above

1,758

1,737

2,976

Tax impact on:

 

 

 

Amortisation of on intangibles

(138)

(128)

(267)

Additional interest charge - IFRS 16

(32)

(38)

(80)

Total tax impact on adjusted items

(170)

(166)

(347)

 

 

 

 

Adjusted profit after tax

1,588

1,571

2,629

     

 

Statement of Financial Position

The Group had net assets of £29.4m as at 30 June 2020 (31 December 2019: £29.0m).

Non-current liabilities decreased by £2.2m to £25.4m (31 December 2019: £27.6m) principally as a result of the utilisation of right-of-use liabilities. 

Current trade and other receivables decreased £4.3m to £56.6m (31 December 2019: £60.9m), largely as a result of a decrease in receivable balances in the Affinity Business (£2.0m) and improved credit control processes throughout the Group.

Net Cash/(debt) Reconciliation

 

Unaudited

Unaudited

Audited

 

  6 months to

6 months to

Year to

 

 30 June

  2020

30 June

2019

31 December 2019

 

  £000

  £000

  £000

Cash at Bank

11,586

9,691

11,951

 

 

 

 

Confidential invoice discounting facility

(3,777)

(2,753)

(2,382)

Overdraft

(1,070)

-

-

Bank Loans

(2,419)

(2,821)

(2,616)

Right-of-use-assets liabilities

(26,212)

(30,329)

(27,927)

Total debt

(33,478)

(35,903)

(32,925)

Net Debt

(21,892)

(26,212)

(20,974)

Net Cash excluding Right-of-use-assets

4,320

4,117

6,953

     

 

Net cash was £4.3m at 30 June 2020 (£4.1m at 30 June 2019), which is £2.7m lower than December 2019.  During H120 the Group has paid deferred consideration of £3.7m for Import Services Limited, Anglia Forwarding Limited and Regional Express Limited.

 

Board and Senior Management Changes

On 2 January 2020, Robert Ross became Chief Financial Officer having previously worked for Europa Worldwide Group.  On 5 June 2020, the Group announced that Stephen Blyth was stepping away from the role of Chief Executive Officer. He has remained in the Group as non-executive Deputy Chairman, as well as chairing a newly formed M&A committee and being appointed as a member of the audit committee.  Robert Ross and Danor Ionescu are jointly covering the position of CEO until a full-time successor has been appointed.

Share Capital

On 30 June 2020, the Group issued an additional 5,548,951 Ordinary Shares following the issue of a scrip dividend.  As a result, total Ordinary Shares in issue at period end was 141,633,175.

Dividends

The directors are declaring an interim dividend of 0.45pence (H1 2019: 0.28 pence) per share totalling £637,000 (H1 2019: £381,000). The dividend will be payable to shareholders on the register on 16 October 2020 with the ex div date being 15 October 2020.  The dividend will be paid on 30 October 2020.

 

 

Robert Ross (Joint CEO and CFO)

 

14 September 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

Condensed income statement

 

Unaudited

Unaudited

Audited

 

 

  6 months  to

6 months to

Year to

 

 

 30 June

  2020

30 June

2019

31 December 2019

 

Note

£000

£000

£000

 

 

 

 

 

Gross billings

 

155,908

170,990

350,121

 

 

 

 

 

Revenue 

1

99,637

102,376

213,247

Cost of sales

 

(74,976)

(77,606)

(160,643)

Gross profit

 

24,661

24,770

52,604

Other operating income

 

873

440

1,193

Impairment loss on receivables

 

(592)

(415)

(836)

Administrative expenses

 

(23,875)

(23,727)

(49,133)

Operating profit

 

1,067

1,068

3,828

 

EBIT

 

 

 

 

Exceptional items included in administrative

 

 

 

 

expenses above

  12

700

705

856

Operating profit before exceptional items

 

1,767

1,773

4,684

 

 

 

 

 

Share of loss of equity accounted associate

 

-

(74)

(60)

Finance income

 

4

47

81

Finance costs

 

(120)

(163)

(319)

Right-of-use asset interest charge

 

(488)

(467)

(1,009)

Non cash finance costs

  12

(161)

(184)

(346)

Profit before tax

 

302

227

2,175

Income tax

 

(98)

(105)

(872)

Profit for period

 

204

122

1,303

 

(Loss)/Profit attributable to:

 

 

 

 

Owners of the parent

 

(346)

(57)

810

Non-controlling interests

550

179

493

Profit for period

 

204

122

1,303

 

 

 

 

 

EPS attributable to the owners of the parent

 

 

 

 

 

 

 

 

 

Basic (loss)/earnings pence per share

3

(0.25)

(0.04)

0.60

Diluted (loss)/earnings pence per share

3

(0.25)

(0.04)

0.60

 

 

 

 

 

Adjusted basic earnings per share

3

1.03

1.25

2.80

Adjusted diluted earnings per share

3

1.03

1.24

2.79

        

 

 

 

Condensed Statement of Comprehensive Income

Unaudited

Unaudited

Audited

 

6 months to

6 months to

Year to

 

30 June

2020

30 June

2019

31 December 2019

 

£000

£000

£000

 

 

 

 

Profit for the period

204

122

1,303

 

 

 

 

Other comprehensive income : items that may be reclassified to profit or loss

 

 

 

Exchange differences on translation of foreign operations

656

25

(705)

Total comprehensive income for the period

860

147

598

 

 

 

 

 

Total comprehensive income/(loss) attributable to:

 

 

 

 

 

 

 

Owners of the parent

265

(36)

143

Non-controlling interests

595

183

455

Total comprehensive income for the period

860

147

598

 

 

 

 

 

Condensed Statement of Financial Position

 

Unaudited

Unaudited

Audited

 

 

 

30 June

2020

30 June

2019

31 December
2019

 

 

Note

£000

£000

£000

 

Non-current assets

 

 

 

 

 

Intangible assets

5

24,573

25,465

24,706

 

Property, plant and equipment

6

2,471

2,636

2,516

 

Right-of-use Assets

7

25,284

29,858

27,385

 

Investments - unlisted

 

1

1

1

 

Investments in equity associated investments

 

-

60

-

 

Trade and other receivables

 

1,541

1,155

1,050

 

Deferred tax

 

699

517

210

 

Total non-current assets

 

54,569

59,692

55,868

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

Inventories

 

255

81

118

 

Trade and other receivables

 

56,605

64,848

60,927

 

Cash and cash equivalents

 

11,586

9,691

11,951

 

Total current assets

 

68,446

74,620

72,996

 

 

 

 

 

 

 

Total assets

 

123,015

134,312

128,864

 

 

 

 

 

 

 

Equity

 

 

 

 

 

Share capital

8

7,131

6,849

6,854

 

Share premium

 

13,139

11,987

11,987

 

Equity reserve

 

1

25

16

 

Translation reserve

 

681

758

70

 

Merger reserve

 

3,102

3,071

3,102

 

Retained earnings

 

4,161

6,749

6,094

 

Total equity

 

28,215

29,439

28,123

 

Non-controlling interests

9

1,181

695

887

 

Total equity

 

29,396

30,134

29,010

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

Deferred consideration

 

-

2,031

-

 

Provisions

 

1,748

1,599

1,674

 

Trade and other payables

 

108

106

101

 

Interest bearing loans and borrowings

10

2,074

2,463

2,275

 

Lease liabilities right-of-use assets

11

19,740

24,178

21,535

 

Deferred tax

 

1,748

2,088

1,968

 

Total Non-current liabilities

 

25,418

32,465

27,553

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

Trade and other payables

 

55,856

60,146

58,579

 

Deferred consideration

 

681

2,305

4,607

 

Interest bearing loans and borrowings

10

4,122

3,111

2,723

 

Overdrafts

 

1,070

-

-

 

Lease liabilities right-of-use assets

11

6,472

6,151

6,392

 

Total current liabilities

 

68,201

71,713

72,301

 

Total liabilities

 

93,619

104,178

99,854

 

Total equity and liabilities

 

123,015

134,312

128,864

 

 

 

 

 

 

 

 

 

 

 

Condensed Statement of Cash Flows

Unaudited

Unaudited

Audited

 

 

6 months to

6 months to

Year to

 

 

30 June

2020

30 June

2019

31 December
2019

 

 

£000

£000

£000

 

Profit before tax before loss on associate

302

301

2,235

 

Adjustment for:

 

 

 

 

Loss of equity accounted investment

-

(74)

(60)

 

Depreciation

3,669

3,375

6,990

 

Amortisation

878

767

1,587

 

Finance costs

769

814

1,674

 

Finance income

(4)

(47)

(81)

 

Share based payment charge

(15)

20

(11)

 

Deferred consideration adjustment

-

519

666

 

(Profit)/Loss on disposal of property, plant and equipment

5

(5)

32

 

 

5,604

5,670

13,032

 

Changes in working capital:

 

 

 

 

(Increase)/decrease in stock

(137)

(23)

(60)

 

(Increase)/decrease in trade and other receivables

3,831

(4,499)

(473)

 

Increase/(decrease) in trade and other payables

(3,987)

4,306

3,153

 

Increase in Provisions

74

76

151

 

Net cash generated from operating activities

5,385

5,530

15,803

 

 

 

 

 

 

Continuing operations

Cash flows from operating activities

 

 

 

 

Interest paid

(121)

(78)

(909)

 

Tax paid

(353)

(358)

(729)

 

Net cash from operating activities

4,911

5,094

14,165

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Purchase of tangible fixed assets

(350)

(866)

(1,321)

 

Proceeds from sale of fixed assets

-

32

-

 

Purchase of intangible fixed assets

(355)

(300)

(498)

 

Cash paid on deferred consideration of acquisition

 

(3,711)

-

 

(206)

 

Interest received

4

25

29

 

Net outflow from investing activities

(4,412)

(1,109)

(1,996)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

New loans

1,437

-

-

 

Loan repayments

-

(386)

(1,217)

 

Issue of ordinary shares for cash

-

149

150

 

Dividend paid

-

-

(1,522)

 

Transactions with non-controlling interests

169

(34)

(6)

 

Non-controlling interest dividends paid

(227)

(74)

(154)

 

Repayments on Leases

(3,593)

(3,618)

(6,546)

 

Net cash outflow from financing activities

(2,214)

(3,963)

(9,295)

 

        

 

 

 

Condensed Statement of Cash Flows

Unaudited

Unaudited

Audited

 

6 months to

6 months to

Year to

 

30 June

2020

30 June

2019

31 December 2019

 

£000

£000

£000

Increase/(decrease) in cash and cash equivalents from continuing operations

(1,715)

22

2,874

Cash and cash equivalents at beginning of period

11,951

9,647

9,647

Effect of foreign exchange rate movements

280

22

(570)

Cash and cash equivalents at end of period

10,516

9,691

11,951

 

 

 

 

Condensed Statement of Changes in Equity

 

  For the six months to 30 June 2020 (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share Capital £'000

Share Premium £'000

Equity Reserve £'000

Translation Reserve £'000

Merger Reserve £'000

Retained Earnings £'000

 

Total £'000

 

NCI £'000

Total Equity £'000

Balance at 1 January 2020

 

6,854

 

11,987

 

16

 

70

 

3,102

 

6,094

 

28,123

 

887

 

29,010

Acquisition of subsidiary

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(232)

 

 

(232)

Transfer on acquisition of non-controlling interest

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(158)

 

 

(158)

 

 

158

 

 

-

Share option charge

-

-

(15)

-

-

-

(15)

-

(15)

Dividends paid

277

1,152

-

-

-

(1,429)

-

(227)

(227)

Total contributions by and distributions to owners

 

 

277

 

 

1,152

 

 

(15)

 

 

-

 

 

-

 

 

(1,587)

 

 

(173)

 

 

(301)

 

 

(474)

(Loss)/Profit for the period

 

-

 

-

 

-

 

-

 

-

 

(346)

 

(346)

 

550

 

204

Exchange differences on foreign operations

 

-

 

-

 

-

 

611

 

-

 

-

 

611

 

45

 

656

Total comprehensive (Loss)/income for the period

 

 

-

 

 

-

 

 

-

 

 

611

 

 

-

 

 

(346)

 

 

265

 

 

595

 

 

860

Balance at 30 June 2020

 

7,131

 

13,139

 

1

 

681

 

3,102

 

4,161

 

28,215

 

1,181

 

29,396

                  

 

 

For the six months to 30 June 2019 (unaudited)

 

 

Share Capital £'000

Share Premium £'000

Equity Reserve £'000

Translation Reserve £'000

Merger Reserve £'000

Retained Earnings £'000

 

Total £'000

 

NCI £'000

Total Equity £'000

Balance at 1 January 2019

 

6,736

 

11,868

 

38

 

737

 

2,323

 

6,773

 

28,475

 

586

 

29,061

Distribution to owners

-

-

-

-

-

-

-

(74)

(74)

Share based consideration on acquisition

 

 

83

 

 

-

 

 

-

 

 

-

 

 

748

 

 

-

 

 

831

 

 

-

 

 

831

Share options not yet exercised

 

-

 

-

 

20

 

-

 

-

 

-

 

20

 

-

 

20

Share options exercised

 

-

 

-

 

(33)

 

-

 

-

 

33

 

-

 

-

 

-

Issue of share capital

30

119

-

-

-

-

149

-

149

Total contributions by and distributions to owners

 

 

113

 

 

119

 

 

(13)

 

 

-

 

 

748

 

 

33

 

 

1,000

 

 

(74)

 

 

926

(Loss)/Profit for the period

 

-

 

-

 

-

 

-

 

-

 

(57)

 

(57)

 

179

 

122

Exchange differences on foreign operations

 

-

 

-

 

-

 

21

 

-

 

-

 

21

 

4

 

25

Total comprehensive (Loss)/income for the period

 

 

-

 

 

-

 

 

-

 

 

21

 

 

-

 

 

(57)

 

 

(36)

 

 

183

 

 

147

Balance at 30 June 2019

 

6,849

 

11,987

 

25

 

758

 

3,071

 

6,749

 

29,439

 

695

 

30,134

 

 

 

 

 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

FOR THE PERIOD TO 30 JUNE 2020

 

General information

The financial information included in this condensed interim statement of results does not constitute statutory accounts as defined in section 434 of the Companies Act 2006.  The unaudited accounts for the six month period ended 30 June 2020 have been prepared on a consistent basis and using the same accounting policies as those adopted in the financial statements for Xpediator PLC for the year ended 31 December 2019, except as noted below for new standards adopted. The statutory accounts of Xpediator PLC for the year ended 31 December 2019 are available on the Xpediator Plc website, www.xpediator.com. The auditors reported on those accounts: their report was unqualified and did not draw attention to any matters by way of emphasis.

Basis of preparation

Xpediator Plc (the 'Company') is a company incorporated in England. The consolidated condensed interim financial statements of the Company for the six month period ended 30 June 2020 comprise the Company and its subsidiaries (together referred to as the 'Group'). The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union. They are unaudited but have been reviewed by the Company's auditor and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2019.

The preparation of the condensed interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expenses. Actual results may differ from these estimates.

 

Merger accounting

On 25 May 2017, Xpediator entered into a share swap agreement with the ultimate beneficiaries of Delamode Group Holdings Limited, whereby 4,000,000 new ordinary shares of £1.00 each were issued to the ultimate beneficiaries of the Delamode Group Holdings Limited in exchange for their shares in Delamode Group Holdings Limited in the same proportion as their shareholding in Delamode Group Holdings Limited. The merger method of accounting is used to consolidate the results of Xpediator and Delamode Group Holdings Limited and subsidiaries.

Accounting policies

The financial statements have been prepared on the historical cost basis except for the revaluation of certain financial instruments that are measured at revalued amounts or fair values at the end of each reporting period.

The principal accounting policies adopted in the preparation of the condensed interim financial information are unchanged from those applied in the company's financial statements for the year ended 31 December 2019.  The accounting policies applied herein are consistent with those expected to be applied in the financial statements for the year ended 31 December 2020.

Leased Assets

For contracts entered into on or after 1 January 2019, the Group assesses at inception whether the contract is, or contains, a lease. A lease exists if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Group assessment includes whether:

• the contract involves the use of an identified asset;

• the Group has the right to obtain substantially all of the economic benefits from the use of the asset throughout the contract period; and

• the Group has the right to direct the use of the asset.

 

At the commencement of a lease, the Group recognises a right-of-use asset along with a corresponding lease liability.

 

The lease liability is initially measured at the present value of the remaining lease payments, discounted using the individual entities incremental borrowing rate. The lease term comprises the non-cancellable period of the contract, together with periods covered by an option to extend the lease where the Group is reasonably certain to exercise that option based on operational needs and contractual terms. Subsequently, the lease liability is measured at amortised cost by increasing the carrying amount to reflect interest on the lease liability, and reducing it by the lease payments made. The lease liability is remeasured when the Group changes its assessment of whether it will exercise an extension or termination option.

 

Right-of-use assets are initially measured at cost, comprising the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date, lease incentives received and initial direct costs. Subsequently, right-of-use assets are measured at cost, less any accumulated depreciation and any accumulated impairment losses, and are adjusted for certain remeasurements of the lease liability.

 

The incremental borrowing rate is calculated on a lease by lease basis.  The weighted average lessee's borrowing rate applied to the lease liabilities was 3.42%.

 

Depreciation is calculated on a straight-line basis over the length of the lease. The Group has elected to apply exemptions for short-term leases and leases for which the underlying asset is of low value. For these leases, payments are charged to the income statement on a straight-line basis over the term of the relevant lease. Right-of-use assets are presented within non-current assets on the face of the balance sheet, and lease liabilities are shown separately on the statement of financial position in current liabilities and non-current liabilities depending on the maturity of the lease payments.

 

Under IFRS 16, right-of-use assets will be tested for impairment in accordance with IAS 36 Impairment of Assets. This has replaced the previous requirements to recognise a provision for onerous lease contracts.

 

Payments associated with short-term leases are recognised on a straight-line basis as an expense in the profit or loss. Short  term leases are leases with a lease term of 12 months or less.

 

Going concern

The Directors have concluded that it is appropriate that the financial statements have been prepared on a going concern basis given the cash balances as at 30 June 2020, and funding facilities in place across the group, which it does not envisage will be withdrawn thus there are sufficient funds available to meet its liabilities as they fall due.  The financial statements have therefore been prepared on a going concern basis.

The directors believe that based on the current budgets and forecast cash flows, there is sufficient resources to meet its liabilities as they fall due.

 

 

1)  Turnover analysis by Country & Segment

 

 

 

Unaudited

Unaudited

Audited

 

 

6 months to

6 months to

Year to

 

 

30 June

  2020

30 June

2019

31 December 2019

 

 

  £000

£000

£000

 

 

 

 

 

United Kingdom

 

36,204

42,844

89,701

Lithuania

 

29,388

27,035

55,849

Romania

 

15,153

16,077

33,189

Bulgaria

 

12,135

10,140

21,819

Other

 

6,757

6,280

12,689

Total Income

 

99,637

102,376

213,247

 

 

 

 

Unaudited

  Unaudited

Audited

 

 

6 months to

  6 months to

Year to

 

 

30 June

  2020

  30 June

  2019

  31 December 2019

 

 

  £000

  £000

£000

Freight Forwarding

 

 

 

 

United Kingdom

 

25,770

27,821

58,218

Romania

 

5,016

6,253

12,558

Lithuania

 

29,388

27,035

55,849

Bulgaria

 

12,135

10,140

21,819

Other

 

6,088

5,465

11,144

Total Income Freight Forwarding

 

78,397

76,714

159,588

 

Logistics & Warehousing

 

 

 

 

United Kingdom

 

10,434

15,023

31,483

Romania

 

8,313

7,529

16,009

Total Income Logistics & Warehousing

 

18,747

22,552

47,492

 

Transport Solutions

 

 

 

 

Romania

 

1,824

2,295

4,622

Other

 

669

815

1,545

Total Income Transport Solutions

 

2,493

3,110

6,167

 

 

Total Income

 

99,637

102,376

213,247

 

 

 

 

2)  Segmental Analysis

Types of services from which each reportable segment derives its revenues

During the period, the Group had three main divisions: Freight Forwarding, Logistics & Warehousing and Transport Solutions. All revenue is derived from the provision of services.

•Freight Forwarding - This division is the core business and relates to the movement of freight goods across Europe. This division accounts for the largest proportion of the Group's business, generating 78.7% of its external revenues contributed in 2020 (H1 2019: 74.9%)

•          Logistics & Warehousing - This division provides warehousing and domestic distribution and generated 18.8% of the Group's external revenues in 2020 (H1 2019: 22.1%).

•          Transport Solutions - This division focuses on the reselling of DKV fuel cards, leasing, ferry crossings and other associated transport related solutions. This division accounts for 2.5% of the Group's business in terms of revenue (H1 2019: 3.0%)

Factors that management used to identify the Group's reportable segments

The Group's reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies.

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker.  The chief operating decision maker has been identified as the management team comprising the Divisional CEOs, the Chief Executive Officer and the Chief Financial Officer.

No single customer accounted for more than 10% of the Group's total revenue.

Measurement of operating segment profit or loss, assets and liabilities

The Group evaluates segmental performance on the basis of profit or loss from operations calculated in accordance with IFRS.

Inter-segment sales are priced at market rates and on an arm's length basis, along the same lines as sales to external customers. This policy was applied consistently throughout the current and prior period.

 

 

 

 

 

 

 

Segmental Analysis for the period to 30 June 2020

Freight Forwarding

Logistics & Warehousing

Transport Solutions

Unallocated

Total

 

2020

2020

2020

2020

2020

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Gross billings

78,397

19,116

58,395

-

155,908

Less recoverable disbursements

-

-

(55,902)

-

(55,902)

Total revenue

78,397

19,116

2,493

-

100,006

Inter-segmental revenue

-

(369)

-

-

(369)

Total revenue from external customers

78,397

18,747

2,493

-

99,637

Depreciation & amortisation (excluding right-of-use assets depreciation)

(514)

(719)

(24)

(21)

(1,278)

 

 

 

 

 

 

Segment Profit before central overhead allocation (excluding exceptional items)

2,648

617

891

(2,389)

1,767

Allocation of central overheads

(642)

(145)

(25)

812

-

Segment Profit after central overhead allocation (excluding exceptional items)

2,006

472

866

(1,577)

1,767

Net finance costs

 

 

 

 

(765)

Exceptional items

 

 

 

 

(700)

Profit before income tax

 

 

 

 

302

 

Segmental Analysis for the period to 30 June 2019

Freight Forwarding

Logistics & Warehousing

Transport Solutions

Unallocated

Total

 

2019

2019

2019

2019

2019

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Gross billings

76,714

22,921

71,355

-

170,990

Less recoverable disbursements

-

-

(68,245)

 

(68,245)

Total revenue

76,714

22,921

3,110

-

102,745

Inter-segmental revenue

-

(369)

-

-

(369)

Total revenue from external customers

76,714

22,552

3,110

-

102,376

Depreciation & amortisation (excluding right-of-use asset depreciation)

(433)

(779)

(21)

(16)

(1,249)

 

 

 

 

 

 

Segment Profit (excluding exceptional items)

1,396

1,163

1,262

(2,048)

1,773

Share of equity based associate

 

 

 

 

(74)

Net finance costs

 

 

 

 

(767)

Exceptional items

 

 

 

 

(705)

Profit before income tax

 

 

 

 

227

 

 

 

Segmental Analysis for the year to 31 December 2019

Freight Forwarding

Logistics & Warehousing

Transport Solutions

Unallocated

Total

 

2019

2019

2019

2019

2019

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

Gross billings

159,588

48,239

142,294

-

350,121

Less recoverable disbursements

-

-

(136,127)

-

(136,127)

Total revenue

159,588

48,239

6,167

-

213,994

Inter-segmental revenue

-

(747)

-

-

(747)

Total revenue from external customers

159,588

47,492

6,167

-

213,247

 

 

 

 

 

 

Depreciation & amortisation (excluding right-of-use asset depreciation)

(1,326)

(1,149)

(45)

(102)

(2,622)

 

 

 

 

 

 

Segment Profit before central overhead allocation (excluding exceptional items)

3,447

2,889

2,534

(4,186)

4,684

Allocation of central overheads

(1,120)

(301)

(47)

1,468

-

Segment Profit after central overhead allocation (excluding exceptional items)

2,327

2,588

2,487

(2,718)

4,684

Share of loss of equity accounted associate

 

 

 

 

(60)

Net finance costs

 

 

 

 

(1,593)

Exceptional items

 

 

 

 

(856)

Profit before income tax

 

 

 

 

2,175

 

 

3)  Earnings per share

 

 

 

Unaudited

Unaudited

Audited

 

 

6 months to

6 months to

Year to

 

 

30 June

2020

30 June

2019

31 December 2019

 

 

£0004

£000

£000

Weighted average number of shares - basic

 

136,867

134,282

135,147

Weighted average number of shares - diluted

 

136,867

135,584

135,845

(Loss)/Profit for the period attributable to equity holders of the company

 

(346)

(57)

810

Profit for the period attributable to equity holders of the company excluding exceptional, non trading and certain one-off items (see note 12)

 

1,412

1,680

 

 

3,786

(Loss)/Earnings per share - basic (pence)

 

(0.25)

(0.04)

0.60

(Loss)/Earnings per share - diluted (pence)

 

(0.25)

(0.04)

0.60

 

 

 

 

 

Adjusted basic earnings per share (pence) (excluding exceptional items)*

 

1.03

1.25

2.80

Adjusted diluted earnings per share (pence) (excluding exceptional items)*

 

1.03

1.24

2.79

 

*Earnings per share adjusted for exceptional, non-trading and certain one-off costs (see note 12)

 

4 All numbers presented as £000's except number of shares (presented as actual thousands) and Earnings per share (presented as pence)

 

 

 

 

4)  Dividends

The directors are declaring an interim dividend of 0.45pence (H1 2019: 0.28 pence) per share totalling £637,000 (H1 2019: £381,000). The dividend will be payable to shareholders on the register on 16 October 2020 with the ex div date being 15 October 2020  The dividend will be paid on 30 October 2020.

 

 

5)  Intangible Asset

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the period from 1 January 2020 to 30 June 2020 (unaudited)

 

 

Customer related

 

£'000

 

Licences

 

£'000

 

Goodwill

 

£'000

Technology Related

 

£'000

 

Total

 

£'000

Cost

 

 

 

 

 

At 1 January 2020

12,057

3,248

14,166

510

29,981

Acquisitions

-

355

-

-

355

Acquired through business combinations

-

-

155

-

155

Disposals

-

(155)

-

-

(155)

Exchange differences

-

256

-

-

256

At 30 June 2020

12,057

3,704

14,321

510

30,592

 

 

 

 

 

 

Amortisation/Impairment

 

 

 

 

 

At 1 January 2020

2,620

660

1,845

150

5,275

Amortisation for the period

676

152

-

50

878

Eliminated on disposal

-

(154)

-

-

(154)

Exchange differences

-

20

-

-

20

At 30 June 2020

3,296

678

1,845

200

6,019

 

 

 

 

 

 

Net Book Value at 30 June 2020

8,761

3,026

12,476

310

24,573

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the period from 1 January 2019 to 30 June 2019 (unaudited)

 

 

Customer related

 

£'000

 

Licences

 

£'000

 

Goodwill

 

£'000

Technology Related

 

£'000

 

Total

 

£'000

Cost

 

 

 

 

 

At 1 January 2019

12,057

2,871

13,176

510

28,614

Additions

-

300

-

-

300

Fair value adjustments

-

-

990

-

990

Disposals

-

(1)

-

-

(1)

Exchange differences

-

14

-

-

14

At 30 June 2019

12,057

3,184

14,166

510

29,917

 

 

 

 

 

 

Amortisation/Impairment

 

 

 

 

 

At 1 January 2019

1,315

498

1,845

48

3,706

Amortisation for the period

627

91

-

49

767

Eliminated on disposal

-

(1)

-

-

(1)

Exchange differences

-

(20)

-

-

(20)

At 30 June 2019

1,942

568

1,845

97

4,452

 

 

 

 

 

 

Net Book Value at 30 June 2019

10,115

2,616

12,321

413

25,465

 

 

 

 

For the period from 1 January 2019 to 31 December 2019 (audited)

 

Customer Related

 

£'000

Licences

 

£'000

Goodwill

 

£'000

Technology Related

 

£'000

Total

 

£'000

Cost

 

 

 

 

 

At 1 January 2019

12,057

2,871

13,176

510

28,614

Additions

-

498

-

-

498

Fair Value Adjustments

-

-

990

-

990

Disposals

-

(26)

-

-

(26)

Exchange differences

-

(95)

-

-

(95)

At 31 December 2019

12,057

3,248

14,166

510

29,981

 

 

 

 

 

 

Amortisation/Impairment

 

 

 

 

 

At 1 January 2019

1,315

498

1,845

48

3,706

Amortisation for the period

1,305

180

-

102

1,587

Disposals

-

(1)

-

-

(1)

Exchange differences

-

(17)

-

-

(17)

At 31 December 2019

2,620

660

1,845

150

5,275

 

 

 

 

 

 

Net Book Value at 31 December 2019

9,437

2,588

12,321

360

24,706

 

 

The goodwill included in the above note, relates to the acquisitions of Pallet Express Srl in January 2016, Easy Managed Transport in March 2017, Benfleet Forwarding Limited in October 2017, Regional Express Limited in November 2017, Anglia Forwarding Group Limited in June 2018 , Import Services Limited in July 2018 and International Cargo Centre in January 2020.  This is the total value of intangible assets with an indefinite useful life allocated to each respective cash generating unit.

 

 

 

6)  Property, plant and equipment

 

 

 

 

 

 

 

 

 

 

 

For the period from 1 January 2020 to 30 June 2020 (unaudited)

 

Freehold Property

Fixtures, fittings and equipment

 

Motor Equipment

 

Computer Equipment

 

 

Total

 

£000

£000

£000

£000

£000

Cost

 

 

 

 

 

At 1 January 2020

269

2,330

759

2,335

5,693

Additions

14

168

46

122

350

Disposals

-

(11)

(9)

(14)

(34)

Exchange differences

(9)

41

34

37

103

At 30 June 2020

274

2,528

830

2,480

6,112

 

 

 

 

 

 

Depreciation

 

 

 

 

 

At 1 January 2020

60

1,078

594

1,445

3,177

Charge for the period

 

21

199

11

169

400

Eliminated on disposal

-

(11)

(9)

(14)

(34)

Exchange differences

40

21

17

20

98

At 30 June 2020

121

1,287

613

1,620

3,641

 

 

 

 

 

 

Net book value 30 June 2020

153

1,241

217

860

2,471

 

 

 

For the period from 1 January 2019 to 30 June 2019 (unaudited)

Freehold Property

Fixtures, fittings and equipment

Motor Equipment

 

Computer Equipment

Total

 

£000

£000

£000

£000

£000

Cost

 

 

 

 

 

At 1 January 2019

204

1,895

895

1,919

4,913

Additions

6

477

97

286

866

Disposals

-

(27)

(33)

(28)

(88)

Exchange differences

(2)

(53)

(8)

(9)

(72)

At 30 June 2019

208

2,292

951

2,168

5,619

 

 

 

 

 

 

Depreciation

 

 

 

 

 

At 1 January 2019

22

771

567

1,198

2,558

Charge for the period

16

222

57

187

482

Eliminated on disposal

-

(21)

(32)

(8)

(61)

Exchange differences

-

49

8

(53)

4

At 30 June 2019

38

1,021

600

1,324

2,983

 

 

 

 

 

 

Net book value 30 June 2019

170

1,271

351

844

2,636

 

 

 

 

 

For the period from 1 January 2019 to 31 December 2019 (audited)

Freehold Property

Fixtures, fittings  and equipment

Motor Equipment

 

Computer Equipment

Total

 

£000

£000

£000

£000

£000

Cost

 

 

 

 

 

At 1 January 2019

204

1,895

795

1,919

4,813

Additions

75

707

80

459

1,321

Disposals

-

(218)

(88)

(60)

(366)

Exchange differences

(10)

(54)

(28)

17

(75)

At 31 December 2019

269

2,330

759

2,335

5,693

 

 

 

 

 

 

Depreciation

 

 

 

 

 

At 1 January 2019

22

771

567

1,198

2,558

Charge for the period

 

38

536

131

330

1,035

Eliminated on disposal

-

(215)

(85)

(60)

(360)

Exchange differences

-

(14)

(19)

(23)

(56)

At 31 December 2019

60

1,078

594

1,445

3,177

 

 

 

 

 

 

Net book value 31 December 2019

209

1,252

165

890

2,516

 

7)  Right-of-use Assets

 

 

 

 

 

 

For the period from 1 January 2020 to 30 June 2020 (unaudited)

Property Premises

 

Equipment

Total

 

£000

£000

£000

Cost

 

 

 

At 1 January 2020

32,143

1,197

33,340

Additions

93

506

599

Disposals

-

(6)

(6)

Translation

640

25

665

At 30 June 2020

32,876

1,722

34,598

 

 

 

 

Depreciation

 

 

 

At 1 January 2020

5,623

332

5,955

Charge for the period

 

3,042

227

3,269

Eliminated on disposal

-

(2)

(2)

Revaluations

98

(6)

92

At 30 June 2020

8,763

551

9,314

 

 

 

 

Net book value

 

 

 

At 30 June 2020

24,113

1,171

25,284

 

 

 

 

For the period from 1 January 2019 to 30 June 2019 (unaudited)

Property Premises

 

Equipment

Total

 

£000

£000

£000

Cost

 

 

 

At 1 January 2019

30,205

819

31,024

Additions

1,687

40

1,727

At 30 June 2019

31,892

859

32,751

 

 

 

 

Depreciation

 

 

 

At 1 January 2019

-

-

-

Charge for the period

2,770

123

2,893

At 30 June 2019

2,770

123

2,893

 

 

 

 

Net book value

 

 

 

At 30 June 2019

29,122

736

29,858

 

 

 

 

For the period from 1 January 2019 to 31 December 2019 (audited)

Property Premises

 

Equipment

Total

 

£000

£000

£000

Cost

 

 

 

At 1 January 2019

30,205

819

31,024

Additions

1,938

378

2,316

At 31 December 2019

32,143

1,197

33,340

 

 

 

 

Depreciation

 

 

 

At 1 January 2019

-

-

-

Charge for the period

5,623

332

5,955

At 31 December 2019

5,623

332

5,955

 

 

 

 

Net book value

 

 

 

At 31 December 2019

26,520

865

27,385

 

 

 

 

8)  Share Capital

 

 

Unaudited

Unaudited

 

 

 

30 June

2020

30 June

2019

Audited 31 December 2019

 

 

£000

£000

£000

Allotted, issued and fully paid

 

 

 

 

Ordinary shares of £0.05p each

 

141,633

135,994

136,084

Ordinary shares of £0.05p each

 

7,081

6,799

6,804

Deferred Shares of £1 each

 

50

50

50

Total Share Capital

 

7,131

6,849

6,854

 

The deferred shares are non-voting shares and have no rights to any distribution or dividend payments.

 

 

 

 

 

 

9)  Non-Controlling Interests

Non-Controlling interests held in the group are as follows:

                                                                                                                                       Unaudited  Unaudited  Audited                                                                                                                                                                                            30 June       30 June  31 December

  2020    2019    2019

  Delamode Baltics UAB    20.0%    20.0%    20.0%

  Delamode Estonia OÜ   20.0%    20.0%    20.0%

  Delamode Bulgaria EOOD    10.0%    10.0%    10.0%

  Delamode Service Financare IFN     0.05%    0.05%    0.05%

  Delamode Distribution UK Limited    49.0%    49.0%    49.0%

 

 

 

10)  Loans

Unaudited

Unaudited

Audited

 

30 June

2020

30 June

2019

31 December
2019

 

£000

£000

£000

Current;

 

 

 

 

Bank Loans & Invoicing Discount Facility

4,122

3,111

2,723

 

 

 

 

Other Loans;

 

 

 

Loans 1- 2 years

340

355

365

Loans 2- 5 years

1,135

1,053

1,107

Loans due after five years repayable by instalments

599

1,055

803

Total Loans due after one year

2,074

2,463

2,275

 

Bank loans and overdrafts are secured by a fixed and floating charge over the Group's assets.

 

 

11)  Leases

Unaudited

Unaudited

Audited

 

30 June

2020

30 June

2019

31 December
2019

 

£000

£000

£000

Current;

 

 

 

 

Current Balances

6,472

6,151

6,392

 

 

 

 

Other Loans;

 

 

 

Leases 1- 2 years

5,774

6,056

5,575

Leases 2- 5 years

12,080

15,241

13,825

Leases due after five years repayable by instalments

1,886

2,881

2,135

Total Leases due after one year

19,740

24,178

21,535

 

 

 

 

12)  Exceptional Costs

 

The Group incurred non-recurring costs totalling £700,000 (H1 2019: £705,000) due to £893,000 (H1 2019: £nil) redundancy and restructuring, Anglia deferred consideration £(244,000) (H1 2019: £304,000), closure of the Buzzbrand business £51,000 (H1 2019: £Nil), aborted acquisition of Intereuropa DD £Nil (H1 2019: £186,000), and additional deferred consideration due on the Regional Express acquisition £Nil (H1 2019: £215,000).

 

Adjusted earnings per share has been calculated as follows:-

 

 

 

 

 

 

Unaudited 
6 months to

Unaudited

6 months to

Audited 

Year to

 

30 June

2020

30 June

2019

31 December

2019

 

£000

£000

£000

 

 

 

 

(Loss) / Profit for the period attributable to the owners of the parent

(346)

(57)

810

Exceptional costs

700

705

856

Amortisation relating to acquisitions

726

676

1,407

Non-cash interest

161

184

346

Discount on deferred consideration

-

(26)

(52)

Additional IFRS 16 interest charge

171

198

419

Adjusted Profit for the period

1,412

1,680

3,786

       

 

13)  Business Combinations

 

On 1 January 2020, the Group obtained operational and management control of International Cargo Centre Limited (ICC) and as a result this has been accounted for as a Business Combination on 1 January 2020 under the definition of IFRS 3 "Business Combinations".  Goodwill

When determining the goodwill arising on the acquisition, the following calculations were used.

Purchase Consideration                                           £'000

Consideration  -

Assets Acquired

Current Assets  300

Non-Current Assets                                                                        18

Current Liabilities  (705)

Non-controlling interests                                                                 232

Goodwill  155 

The goodwill recognised will not be deductible for tax purposes.

On 30 April 2020, the Group acquired the remaining 60% of the issued share capital of International Cargo Centre (ICC) Limited, having acquired the original 40% on 4 June 2018.

 

 

 

INDEPENDENT REVIEW REPORT TO XPEDIATOR PLC

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2020 which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of cash flows, the consolidated statement of changes in equity and the related notes.

We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

Directors' responsibilities

The condensed interim report, including the financial information contained therein, is the responsibility of and has been approved by the directors.  The directors are responsible for preparing the condensed interim report in accordance with the rules of the London Stock Exchange for companies trading securities on AIM which require that the half-yearly report be presented and prepared in a form consistent with that which will be adopted in the company's annual accounts having regard to the accounting standards applicable to such annual accounts.

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Our report has been prepared in accordance with the terms of our engagement to assist the company in meeting the requirements of the rules of the London Stock Exchange for companies trading securities on AIM and for no other purpose.  No person is entitled to rely on this report unless such a person is a person entitled to rely upon this report by virtue of and for the purpose of our terms of engagement or has been expressly authorised to do so by our prior written consent.  Save as above, we do not accept responsibility for this report to any other person or for any other purpose and we hereby expressly disclaim any and all such liability.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, ''Review of Interim Financial Information Performed by the Independent Auditor of the Entity'', issued by the Financial Reporting Council for use in the United Kingdom.  A review of the condensed interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.  A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.  Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2020 is not prepared, in all material respects, in accordance with the rules of the London Stock Exchange for companies trading securities on AIM.

 

 

 

Crowe U.K. LLP

Statutory Auditors

London

United Kingdom

14 September 2020

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