TIDMAPI

RNS Number : 6710Y

API Group PLC

03 December 2014

 
 Press Release   3 December 2014 
 

API Group plc

("API" or the "Group")

Interim Results

API Group plc (AIM:API), a leading manufacturer of specialist foils and packaging materials, announces its interim results for the six months ended 30 September 2014.

Highlights

 
 --   Revenues of GBP56.4m, compared to GBP56.9m for first half 
       last year; 1.6% ahead at constant exchange rates 
 --   Operating profits, before exceptional items, GBP2.8m (2013: 
       GBP3.5m) 
 --   No exceptional items (2013: GBP0.3m) 
 --   Profit before tax GBP2.3m (2013: GBP2.9m pre-exceptional, 
       GBP2.6m post-exceptional) 
 --   Underlying diluted earnings per share 2.4p (2013: 3.8p) 
 --   Interim dividend increased by 7% to 0.75p, reflecting confidence 
       in Group's cash flow and prospects 
 --   Laminates and Foils Europe profits unchanged. Contribution 
       from Holographics turnaround offset by swing into losses 
       at Foils Americas on significantly reduced shipments to 
       metallic pigment customers 
 --   Capital additions of GBP3.2m (2013: GBP2.0m) to increase 
       capacity and capability in foils 
 --   Net debt of GBP5.7m (2013: GBP5.6m) 
 

Commenting on the results, Andrew Turner, Group Chief Executive of API Group plc, said:

"The downturn in the US foils business materially impacted the Group's results for the half year. The positives are the strong revenue performance at Laminates and resilience at Foils Europe in the face of sluggish markets on the Continent, as well as the profit turnaround at Holographics.

"Against a background of tough current trading, the on-going capital investment programme in the foils businesses is designed to increase capacity and efficiency, extend product capabilities and improve longer term prospects for growth."

- Ends -

For further information:

 
 API Group plc 
 Andrew Turner, Group Chief Executive   Tel: +44 (0) 1625 
                                                  650 334 
 Chris Smith, Group Finance Director     www.apigroup.com 
 
 
 Numis Securities (Broker) 
 James Serjeant              Tel: +44 (0) 20 7260 
                                             1000 
                                    www.numis.com 
 
 
 Cairn Financial Advisers (Nominated Adviser) 
 Tony Rawlinson / Avi Robinson                  Tel: +44 (0) 20 7148 
                                                                7900 
                                                    www.cairnfin.com 
 

Media enquiries:

 
 Abchurch 
 Henry Harrison-Topham / Quincy Allan     Tel: +44 (0) 20 7398 
                                                          7710 
 quincy.allan@abchurch-group.com        www.abchurch-group.com 
 

REPORT ON THE INTERIM RESULTS

FOR THE 6 MONTH PERIOD ENDED 30 SEPTEMBER 2014

Group Income Statement

Group revenues for the six months to September 2014 were GBP56.4m (2013: GBP56.9m), down on a reported basis by 0.9% but ahead by 1.6% at constant exchange rates. Growth at Laminates was offset by a decline in demand for metallic pigment products at Foils Americas.

Gross margin, at 22.5%, was 2.6% lower than last year's first half, due to a change in the mix of sales between the divisions and within Laminates and lower fixed cost recovery at Foils Americas, partly offset by reduced production and energy costs.

Selling, general and administration costs were GBP0.6m lower due to reduced spending in Holographics, lower accruals for incentive payments and the impact of currency translation. Pre-exceptional operating profits for the six month period of GBP2.8m compared to GBP3.5m at the interim stage last year, as lower costs were more than offset by the less favourable mix of sales. Across the divisions, operating profits at Foils Europe and Laminates were substantively unchanged, whilst a GBP0.5m turnaround at Holographics was more than offset by a GBP1.4m adverse swing at Foils Americas. Central costs were lower by GBP0.2m.

Compared to the second half of last year, revenues were 2% lower at constant FX and pre-exceptional operating profits were down by 30% due primarily to lower sales in the foils businesses, especially Foils Americas.

No exceptional costs were incurred in the six months to 30 September 2014, compared to a charge of GBP0.3m booked last year in connection with restructuring the UK Foils operations. As a result of lower cash interest costs, the net finance charge was GBP0.1m lower, at GBP0.5m, including a non-cash cost of GBP0.3m relating to defined benefit pension liabilities. Interim profit before tax of GBP2.3m compares to last year's pre-exceptional GBP2.9m and GBP2.6m on a post-exceptional basis.

Tax of GBP0.4m (2013: GBP0.0m) comprised an accrual for corporation tax in the UK and Europe of GBP0.3m (2013: GBP0.2m) and deferred tax charge of GBP0.1m (2013: -GBP0.2m). The tax rate of 20% was inflated by the absence of further tax relief being recognised on losses in the US. Underlying earnings per share (diluted) amounted to 2.4p compared to 3.8p for the first half last year.

Review of Operations

Laminates

The Group's largest division continued the strong momentum seen in the second half of last financial year. Revenues of GBP32.3m were 15% higher than last year's first half and were 4% ahead of the preceding six months. There was strong demand from a number of key tobacco customers and full loading of the new laminator as a result of the major new supply contract which commenced last year.

Despite higher sales, operating profits were unchanged at GBP3.3m (2013: GBP3.3m) due to changes in the product mix and some one-off factors impacting comparative costs and margins. The ratio of operating profit to sales declined by 1.4% to 10.2%.

The business remains focussed on volume opportunities with customers in the premium branded consumer goods segment and on maximising the utilisation and effectiveness of its manufacturing assets.

Foils Europe

Foils Europe revenues were down 4% on a constant currency basis, at GBP13.4m. Subdued demand on the continent impacted sales in Germany, France, Poland and Spain although this was partly offset by further gains in Italy. The new UK supply hub performed well, although year-on-year sales growth was constrained by a lower level of customer activity associated with product launches and rebranding.

The impact of lower volumes was fully compensated by a more favourable sales mix, leaving operating profits unchanged at GBP0.9m and operating margins of 6.4% compared to 6.3% at the interim stage last year.

During the period, progress was made on a number of operational improvement projects, including the installation and commissioning of a new metalliser at Livingston and the successful roll-out of the Group's new ERP system in France and Poland. In addition, two important new foil grades were launched, to which the initial customer response has been positive. The pace of change is planned to continue in the second half with the ERP implementation at the two UK sites and installation of the new coating line in Livingston.

Foils Americas

As predicted at the final results stage last year and in September's trading update, Foils Americas revenues for the six months to 30 September 2014 were significantly impacted by a decline in demand from customers in the metallic pigment segment. Progress in recovering sales in the core graphics market to compensate for the lost pigment volume was slower than expected. As a result, divisional revenues were down by 24% on a constant currency basis and 30% at actual FX rates to GBP8.3m.

Action was taken to reduce costs, yielding year-on-year savings of GBP0.4m (at constant FX). Nevertheless, the unit recorded a loss of GBP0.4m compared to an operating profit of GBP1.1m in the first half of last year (GBP1.0m at this year's FX rates).

A new metalliser was commissioned in Lawrence towards the end of the period which will provide enhanced capabilities relevant to both the metallic pigment sector and the core graphics foils market, which should benefit business development prospects over the medium term.

Holographics

Holographics consolidated the break-even position achieved in the final quarter of the last financial year, eliminating losses of GBP0.5m reported for last year's first half.

Revenues were 5% lower at GBP4.3m (2013: GBP4.5m) due to reduced orders against continuing supply agreements with security customers, partly offset by increased volumes of decorative holographic products supplied to sister companies within the Group.

During the period, the division strengthened its sales and marketing team, with key appointments from inside the security holographics sector. A new product range was launched using optical features originated at the Group's recently established holographic origination centre in the Czech Republic. In addition, the manufacturing site at Salford was accredited to the new international security standard for security printing processes, ISO 14298.

Cash Flow and Borrowings

Reported net cash-flow from operating activities for the six months to September 2014 amounted to a net outflow of GBP1.6m (2013: GBP0.6m outflow), with the year-on-year change due primarily to lower net profits (GBP0.3m), higher income taxes paid (GBP0.2m) and a small increase in working capital (GBP0.3m). Period-end working capital efficiency, measured by the ratio to sales, was consistent with September 2013 at 11.2%.

The Group is part way through a significant capital expenditure programme primarily aimed at enhancing capacity, capability and effectiveness of the foils businesses. Cash capital additions in the six months to September 2014 amounted to GBP3.2m (2013: GBP2.4m) including completing the installation of new metallisation equipment at both Foils Americas' plant in Lawrence, Kansas and Foils Europe's manufacturing site in Livingston, Scotland. Stage payments were also made relating to a new coating line for Livingston and expenditure continued on the Group's ERP implementation which is currently being rolled out in Foils Europe. Full year capital expenditure is expected to be close to GBP6.0m, including second half expenditure to complete the UK coater project.

After the reintroduction of the dividend, the final dividend payable in respect of the year ended 31 March 2014 impacted cash flow in the first six months of this financial year by GBP1.0m (2013: GBP0.0m).

Group net debt at 30 September 2014 was GBP5.7m, compared to GBP5.6m one year earlier and net cash of GBP0.2m at 31 March 2014. The Group continues to manage its cash position closely with gearing at the period end of 23%, unchanged from twelve months ago and the ratio of net debt to trailing 12 month EBITDA also unchanged at 0.6x.

The US business' existing funding with Wells Fargo expires in April 2015 and the Group is currently in the process of arranging new facilities.

Dividend

The Board re-introduced dividend payments at the interim stage last year after a break of more than 10 years. In spite of the weaker profit performance in the current financial year, the Board remains confident about the Group's prospects and committed to an affordable, progressive dividend policy. The interim dividend is therefore being increased by 7.1% to 0.75 pence per share and will be paid on 12 January 2015 to shareholders on the register as at 12 December 2014, with an ex-dividend date of 11 December 2014.

Pension Deficit

The gross deficit on UK and US defined-benefit pension plans, as calculated under IAS19, increased by GBP2.4m to GBP15.8m compared to the position at 31 March 2014. Above-plan returns on scheme assets were more than offset by the impact of lower corporate bond yields on the valuation of liabilities. The associated deferred tax asset increased by GBP0.5m, leaving a net reported deficit of GBP12.4m compared to GBP10.5m at March 2014. In respect of the UK scheme, a funding ratio of 85% was down 1% on the position at 31 March 2014.

Board

As announced previously, after more than 14 years on the Board as a non-executive director and then Chairman, Richard Wright stood down as a director at the end of October 2014. The Board is grateful for Richard's dedication to serving the interests of the Group and its shareholders and especially his stewardship during the challenges of the mid to late 2000's and the subsequent restoration of the Group's fortunes. The search for a new Chairman is ongoing and further announcements will be made in due course.

Chris Smith, who has been Group Finance Director since 2008 advised the Board in July 2014 of his intention to step down, having been selected for the position of Chief Financial Officer at McBride plc. Chris will complete his tenure on 12 December 2014 and the Board thanks him for his wide-ranging contribution to the development of the Group and wishes him every success in his new role. An announcement on the replacement Finance Director will be made in due course. To cover the period until a permanent appointment is made, Loraine Hughes has joined the Group as Interim Finance Director.

Outlook

The Group has experienced tough trading conditions so far in the second half, with the outlook for profits this financial year slightly down on previous expectations.

Progress at Foils Europe continues to be held back by sluggish markets on the Continent and the benefit from a slow recovery in metallic pigment orders at Foils Americas will be partly offset by the seasonally weaker second half in the US market for graphics foils.

Third quarter sales at Holographics are expected to drop below breakeven level, although there is the prospect for the shortfall to be recovered in the final last quarter with the start-up of shipments on two new supply contracts.

Laminates is continuing to experience strong order levels on established supply agreements although the impact on profits is expected to be diluted by a less favourable sales mix.

Beyond the current financial year, the recovery in US metallic pigment volumes is expected to continue and both the US and European foils businesses should benefit from recent new product launches and investments in new, more efficient capacity and additional supply capabilities.

Group Income Statement

for the six month period ended 30 September 2014

 
                                                                              Unaudited        Unaudited     Audited 
                                                                          Six months to    Six months to     Year to 
                                                                           30 September     30 September    31 March 
                                                                                   2014             2013        2014 
                                                                  Note          GBP'000          GBP'000     GBP'000 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Revenue                                                             2           56,374           56,897     114,712 
 Cost of sales                                                                 (43,711)         (42,621)    (86,617) 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Gross profit                                                                    12,663           14,276      28,095 
 Distribution costs                                                             (1,880)          (2,176)     (3,952) 
 Administrative expenses (excluding exceptional items)                          (8,011)          (8,645)    (16,716) 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Operating profit before exceptional items                           2            2,772            3,455       7,427 
 Exceptional items                                                   3                -            (300)       (705) 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Operating profit                                                                 2,772            3,155       6,722 
 Net finance costs                                                   4            (517)            (567)     (1,130) 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Profit before taxation                                                           2,255            2,588       5,592 
 Tax (expense)/credit                                                5            (429)               20       (150) 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Profit for the period                                                            1,826            2,608       5,442 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 Earnings per share (pence) 
 Basic earnings per share on profit for the period                   6              2.5              3.5         7.4 
 Underlying basic earnings per share on profit for the period        6              2.5              3.9         8.1 
 Diluted earnings per share on profit for the period                 6              2.4              3.4         7.1 
 Underlying diluted earnings per share on profit for the period      6              2.4              3.8         7.8 
---------------------------------------------------------------  -----  ---------------  ---------------  ---------- 
 
 

Group statement of comprehensive income

for the six months ended 30 September 2014

 
                                                                                           Unaudited 
                                                                         Unaudited     Six months to           Audited 
                                                                     Six months to      30 September           Year to 
                                                                      30 September              2013     31 March 2014 
                                                                              2014    (restated(1) )    (restated(1) ) 
                                                                           GBP'000           GBP'000           GBP'000 
-----------------------------------------------------------------  ---------------  ----------------  ---------------- 
 Profit for the period                                                       1,826             2,608             5,442 
-----------------------------------------------------------------  ---------------  ----------------  ---------------- 
 Exchange differences on retranslation of foreign operations                   135           (1,037)           (1,442) 
 Change in fair value of effective cash flow hedges                            527               638               863 
 Re-measurement (losses)/gains on defined benefit pension plans            (2,690)               314             (513) 
 Tax on items relating to components of other comprehensive 
  income                                                                       398             (561)             (350) 
-----------------------------------------------------------------  ---------------  ----------------  ---------------- 
 Other comprehensive income for the period, net of tax                     (1,630)             (646)           (1,442) 
-----------------------------------------------------------------  ---------------  ----------------  ---------------- 
 Total comprehensive income for the period attributable to equity 
  holders of the Parent                                                        196             1,962             4,000 
-----------------------------------------------------------------  ---------------  ----------------  ---------------- 
 

(1) Restated in accordance with IFRS 11 Joint Arrangements. See Note 1 (c).

Group balance sheet

at 30 September 2014

 
                                                                          Unaudited           Audited 
                                                        Unaudited      30 September          31 March 
                                                     30 September              2013              2014 
                                                             2014    (restated(1) )    (restated(1) ) 
                                             Note         GBP'000           GBP'000           GBP'000 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Assets 
 Non-current assets 
 Property, plant and equipment                             24,050            21,413            21,776 
 Intangible assets - goodwill                               5,602             5,631             5,626 
 Financial assets                                              78                46                 - 
 Deferred tax assets                                        6,891             6,198             6,412 
------------------------------------------  -----  --------------  ----------------  ---------------- 
                                                           36,621            33,288            33,814 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Current assets 
 Trade and other receivables                               16,518            17,695            16,633 
 Inventories                                               13,594            12,925            12,126 
 Other financial assets                                     1,095               531               594 
 Cash and short-term deposits                   8           6,210             1,490             8,691 
------------------------------------------  -----  --------------  ----------------  ---------------- 
                                                           37,417            32,641            38,044 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Total assets                                              74,038            65,929            71,858 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Liabilities 
 Current liabilities 
 Trade and other payables                                  19,564            20,254            22,665 
 Financial liabilities                          9           1,752             6,769               432 
 Income tax payable                                           755               494               635 
------------------------------------------  -----  --------------  ----------------  ---------------- 
                                                           22,071            27,517            23,732 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Non-current liabilities 
 Financial liabilities                          9          10,132               465             8,033 
 Deferred tax liabilities                                     405               287               306 
 Provisions                                                    52                62                56 
 Deficit on defined benefit pension plans      10          15,777            12,733            13,364 
------------------------------------------  -----  --------------  ----------------  ---------------- 
                                                           26,366            13,547            21,759 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Total liabilities                                         48,437            41,064            45,491 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Net assets                                                25,601            24,865            26,367 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Equity 
 Called up share capital                                      767               767               767 
 Share premium                                              7,136             7,136             7,136 
 Other reserves                                             8,822             8,816             8,818 
 Foreign exchange reserve                                   (361)              (91)             (496) 
 Retained earnings                                          9,237             8,237            10,142 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 Total shareholders' equity                                25,601            24,865            26,367 
------------------------------------------  -----  --------------  ----------------  ---------------- 
 

(1) Restated in accordance with IFRS 11 Joint Arrangements. See Note 1 (c).

Group statement of changes in equity

for the six month period ended 30 September 2014

 
                              Equity                            Foreign                        Total 
                               share      Share       Other    exchange    Retained    shareholders' 
                             capital    premium    reserves     reserve    earnings           equity 
                             GBP'000    GBP'000     GBP'000     GBP'000     GBP'000          GBP'000 
-------------------------  ---------  ---------  ----------  ----------  ----------  --------------- 
 At 1 April 2013 
  (restated(1) )                 767      7,136       8,816         946       5,252           22,917 
 Profit for the 
  period                           -          -           -           -       2,608            2,608 
 Other comprehensive 
  income for the 
  period, net of 
  tax (restated(1) 
  )                                -          -           -     (1,037)         391            (646) 
 Shares acquired 
  by Employee Benefit 
  Trust                            -          -        (32)           -           -             (32) 
 Share-based payments              -          -           -           -          18               18 
 Transferred on 
  exercise of share 
  options                          -          -          32           -        (32)                - 
-------------------------  ---------  ---------  ----------  ----------  ----------  --------------- 
 Balance at 30 September 
  2013                           767      7,136       8,816        (91)       8,237           24,865 
 Profit for the 
  period                           -          -           -           -       2,834            2,834 
 Other comprehensive 
  income for the 
  period, net of 
  tax (restated(1) 
  )                                -          -           -       (405)       (391)            (796) 
 Share-based payments              -          -           -           -        (18)             (18) 
 Transferred on 
  exercise of LTIP                 -          -           2           -         (2)                - 
 Dividends                         -          -           -           -       (518)            (518) 
 Balance at 31 March 
  2014                           767      7,136       8,818       (496)      10,142           26,367 
 Profit for the 
  period                           -          -           -           -       1,826            1,826 
 Other comprehensive 
  income for the 
  period, net of 
  tax                              -          -           -         135     (1,765)          (1,630) 
 Transferred on 
  exercise of LTIP                 -          -           4           -         (4)                - 
 Dividends                         -          -           -           -       (962)            (962) 
-------------------------  ---------  ---------  ----------  ----------  ----------  --------------- 
 Balance at 30 September 
  2014                           767      7,136       8,822       (361)       9,237           25,601 
-------------------------  ---------  ---------  ----------  ----------  ----------  --------------- 
 

(1) Restated in accordance with IFRS 11 Joint Arrangements. See Note 1 (c).

Group cash flow statement

For the six month period ended 30 September 2014

 
                                                                                           Unaudited           Audited 
                                                                         Unaudited     Six months to           Year to 
                                                                     Six months to      30 September          31 March 
                                                                      30 September              2013              2014 
                                                                              2014    (restated(1) )    (restated(1) ) 
                                                             Note          GBP'000           GBP'000           GBP'000 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Operating activities 
 Group profit before tax                                                     2,255             2,588             5,592 
 Adjustments to reconcile Group profit before tax to net 
 cash flow from operating activities: 
 Net finance costs                                                             517               567             1,130 
 Depreciation of property, plant and equipment                               1,142             1,132             2,386 
 Profit on disposal of property, plant and equipment                           (2)               (5)               (4) 
 Movement in fair value foreign exchange contracts                            (65)               (7)                44 
 Share-based payments                                                            -                18                 - 
 (Increase)/decrease in inventories                                        (1,539)             (458)               221 
 Increase in trade and other receivables                                      (47)           (2,226)           (1,271) 
 (Decrease)/increase in trade and other payables                           (2,813)           (1,405)               855 
 Decrease in provisions                                                        (4)               (4)              (10) 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Cash generated from operations                                              (556)               200             8,943 
 Interest paid                                                               (208)             (226)             (396) 
 Pension contributions and scheme expenses paid                              (585)             (528)             (973) 
 Income taxes paid                                                           (227)              (53)             (155) 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Net cash flow from operating activities                                   (1,576)             (607)             7,419 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Investing activities 
 Interest received                                                               1                 1                 2 
 Purchase of property, plant and equipment                                 (3,259)           (2,261)           (3,748) 
 Investment in joint operation                                                   -             (153)             (251) 
 Sale of property, plant and equipment                                           4                 5                 4 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Net cash flow used in investing activities                                (3,254)           (2,408)           (3,993) 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Financing activities 
 Dividends paid                                                              (962)                 -             (518) 
 Purchase of shares by Employee Benefit Trust                                    -              (32)              (32) 
 New borrowings                                                              2,645                 -            12,340 
 Arrangement fees for new borrowings                                             -                 -             (183) 
 Repayment of borrowings                                                      (94)           (1,792)          (12,567) 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Net cash flow from/(used in) financing activities                           1,589           (1,824)             (960) 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 (Decrease)/increase in cash and cash equivalents                          (3,241)           (4,839)             2,466 
 Effect of exchange rates on cash and cash equivalents                        (54)              (69)             (103) 
 Cash and cash equivalents at the beginning of the period                    8,459             6,096             6,096 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 Cash and cash equivalents at the end of the period             8            5,164             1,188             8,459 
----------------------------------------------------------  -----  ---------------  ----------------  ---------------- 
 

(1) Restated in accordance with IFRS 11 Joint Arrangements. See Note 1 (c).

Notes to the interim financial statements

for the six month period ended 30 September 2014

1. Group accounting policies

(a) Corporate information

The consolidated interim financial statements of API Group plc for the six months ended 30 September 2014 were authorised for issue in accordance with a resolution of the Directors on 2 December 2014.

API Group plc is a public limited company incorporated and domiciled in England and Wales. The Company's shares are traded on the Alternative Investment Market of the London Stock Exchange.

The principal activities of the Group are the manufacture and distribution of specialty foils, films and laminated materials.

(b) Basis of preparation

The interim consolidated financial statements of the Group for the six months ended 30 September 2014 have been prepared in accordance with IAS 34 Interim Financial Reporting, as adopted by the European Union.

These interim consolidated financial statements are unaudited. They do not constitute statutory accounts as defined in Section 435 of the Companies Act 2006 and therefore do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's latest annual financial statements as at 31 March 2014 which were prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The audited annual financial statements for the year ended 31 March 2014, which represent the statutory accounts for that period have been filed with the Registrar of Companies. The auditor reported on those accounts. The audit report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.

UK banking facilities with HSBC extend to 31 December 2017 whilst US facilities are scheduled for renewal in April 2015. After making appropriate enquiries, the Directors consider that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Directors therefore continue to adopt the going concern basis in preparing these financial statements.

(c) Significant accounting policies

The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended 31 March 2014, except for the adoption of IFRS 11 Joint Arrangements with effect from 1 April 2014. Comparative figures for the six months to 30 September 2013 and the year to 31 March 2014 have been restated. The impact of adopting IFRS 11 is described below.

IFRS 11 Joint Arrangements

The key impact of IFRS 11 is the requirement of a party to a joint arrangement to determine the type of joint arrangement in which it is involved by assessing its rights and obligations arising from the agreement. IFRS 11 classifies joint arrangements into two types - joint operations and joint ventures. IFRS 11 requires a joint operator to recognise and measure the assets and liabilities (and recognise the related revenue and expenses) in relation to its interest in the arrangement.

The Group has a 50% interest in a company, API Optix s.r.o. ("APIO). This joint arrangement is considered to be a joint operation under IFRS 11 and, under the transitional requirements of IFRS 11, the comparatives for the period ended 30 September 2013 and the year ended 31 March 2014 have been restated.

The balance sheets at 30 September 2013 and 31 March 2014 have been restated to recognise the Group's assets and liabilities in relation to its interest in APIO. No adjustments have been made to the income statement for either the six months ended 30 September 2013 or the year ended 31 March 2014 as APIO operated at breakeven and the related revenue and expenditure are not significant to the Group. Exchange differences on retranslation of APIO's operations have been recognised in other comprehensive income; a charge of GBP52,000 in the year ended 31 March 2014 and a charge of GBP29,000 in the six months ended 30 September 2013. Equity shareholders' funds have reduced by GBP41,000 at 30 September 2013 and by GBP64,000 at 31 March 2014 for the cumulative exchange differences on retranslation of APIO's operations.

2. Segmental information

 
 
                                                         Unaudited         Unaudited      Audited 
                                                     Six months to     Six months to      Year to 
                                                      30 September      30 September     31 March 
                                                              2014              2013         2014 
                                                           GBP'000           GBP'000      GBP'000 
-------------------------------------------------  ---------------  ----------------  ----------- 
 Total revenue by origin 
 Laminates                                                  32,306            28,097       59,237 
 Foils Europe                                               13,410            14,380       28,580 
 Foils Americas                                              8,319            11,927       21,819 
 Holographics                                                4,269             4,505        8,888 
-------------------------------------------------  ---------------  ----------------  ----------- 
                                                            58,304            58,909      118,524 
-------------------------------------------------  ---------------  ----------------  ----------- 
 Inter-segmental revenue 
 Laminates                                                       -                 -           13 
 Foils Europe                                                  260               334          707 
 Foils Americas                                                239               312          567 
 Holographics                                                1,431             1,366        2,525 
-------------------------------------------------  ---------------  ----------------  ----------- 
                                                             1,930             2,012        3,812 
-------------------------------------------------  ---------------  ----------------  ----------- 
 External revenue by origin 
 Laminates                                                  32,306            28,097       59,224 
 Foils Europe                                               13,150            14,046       27,873 
 Foils Americas                                              8,080            11,615       21,252 
 Holographics                                                2,838             3,139        6,363 
-------------------------------------------------  ---------------  ----------------  ----------- 
                                                            56,374            56,897      114,712 
-------------------------------------------------  ---------------  ----------------  ----------- 
 Segment result 
 Operating profit before exceptional items 
 Laminates                                                   3,306             3,260        6,680 
 Foils Europe                                                  852               901        2,130 
 Foils Americas                                              (361)             1,055        1,699 
 Holographics                                                 (49)             (548)        (724) 
-------------------------------------------------  ---------------  ----------------  ----------- 
 Segment result                                              3,748             4,668        9,785 
 Central costs                                               (976)           (1,213)      (2,358) 
-------------------------------------------------  ---------------  ----------------  ----------- 
 
 Total operating profit before exceptional items             2,772             3,455        7,427 
-------------------------------------------------  ---------------  ----------------  ----------- 
 

3. Exceptional items

 
                                                Unaudited        Unaudited     Audited 
                                            Six months to    Six months to     Year to 
                                             30 September     30 September    31 March 
                                                     2014             2013        2014 
                                                  GBP'000          GBP'000     GBP'000 
---------------------------------------  ----------------  ---------------  ---------- 
 Restructuring of operating businesses                  -            (300)       (705) 
                                                        -            (300)       (705) 
 --------------------------------------------------------  ---------------  ---------- 
 

Restructuring of operating businesses in the previous year related primarily to redundancy, severance settlements and other costs associated with business restructuring in the Foils Europe, Laminates and Holographics businesses.

4. Finance revenue and finance costs

 
                                                                   Unaudited        Unaudited     Audited 
                                                               Six months to    Six months to     Year to 
                                                                30 September     30 September    31 March 
                                                                        2014             2013        2014 
                                                                     GBP'000          GBP'000     GBP'000 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
 Finance revenue 
 Interest receivable on bank and other short-term deposits                 1                1           1 
 Other interest receivable                                                 -                -           1 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
                                                                           1                1           2 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
 Finance costs 
 Interest payable on bank loans and overdrafts                         (221)            (280)       (533) 
 Other interest payable                                                 (10)              (8)        (41) 
 Finance cost in respect of defined benefit pension plans              (287)            (280)       (558) 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
                                                                       (518)            (568)     (1,132) 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
 Net finance costs                                                     (517)            (567)     (1,130) 
-----------------------------------------------------------  ---------------  ---------------  ---------- 
 

5. Taxation

 
                                                           Unaudited        Unaudited     Audited 
                                                       Six months to    Six months to     Year to 
                                                        30 September     30 September    31 March 
                                                                2014             2013        2014 
                                                             GBP'000          GBP'000     GBP'000 
---------------------------------------------------  ---------------  ---------------  ---------- 
 Current income tax 
 UK corporation tax - current year charge                      (302)            (127)       (330) 
 UK corporation tax - adjustment to prior years                    -                -          75 
 Overseas tax - current year charge                             (48)             (54)       (164) 
---------------------------------------------------  ---------------  ---------------  ---------- 
                                                               (350)            (181)       (419) 
---------------------------------------------------  ---------------  ---------------  ---------- 
 Deferred tax 
 Origination and reversal of temporary differences              (79)              237         418 
 Effect of change in tax rate                                      -             (36)       (149) 
---------------------------------------------------  ---------------  ---------------  ---------- 
                                                                (79)              201         269 
---------------------------------------------------  ---------------  ---------------  ---------- 
 Total (expense)/credit in the income statement                (429)               20       (150) 
---------------------------------------------------  ---------------  ---------------  ---------- 
 

6. Earnings per share

Basic earnings per share is calculated by dividing the net profit for the period attributable to ordinary equity holders of the Parent by the weighted average number of ordinary shares outstanding during the period.

Diluted earnings per share is calculated by dividing the net profit attributable to ordinary equity holders of the Parent by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on the conversion of all dilutive potential ordinary shares into ordinary shares.

Earnings used to calculate adjusted basic and diluted earnings per share exclude exceptional items, net of tax. The following reflects the income and share data used in the basic and diluted earnings per share computations:

 
                                                                 Unaudited        Unaudited     Audited 
                                                             Six months to    Six months to     Year to 
                                                              30 September     30 September    31 March 
                                                                      2014             2013        2014 
                                                                   GBP'000          GBP'000     GBP'000 
---------------------------------------------------------  ---------------  ---------------  ---------- 
 Net profit attributable to equity holders of the Parent             1,826            2,608       5,442 
 Adjustments to arrive at underlying earnings: 
 Exceptional items                                                       -              300         705 
 Tax credit on exceptional items                                         -                -       (162) 
---------------------------------------------------------  ---------------  ---------------  ---------- 
 Underlying earnings                                                 1,826            2,908       5,985 
---------------------------------------------------------  ---------------  ---------------  ---------- 
 
 
                                                                         Unaudited        Unaudited      Audited 
                                                                     Six months to    Six months to      Year to 
                                                                      30 September     30 September     31 March 
                                                                              2014             2013         2014 
                                                                            number           number       number 
-----------------------------------------------------------------  ---------------  ---------------  ----------- 
 Basic weighted average number of ordinary shares                       74,021,746       73,786,981   73,892,566 
 
 Dilutive effect of employee share options and contingent shares         3,130,184        3,376,309    3,265,060 
-----------------------------------------------------------------  ---------------  ---------------  ----------- 
 Diluted weighted average number of ordinary shares                     77,151,930       77,163,290   77,157,626 
-----------------------------------------------------------------  ---------------  ---------------  ----------- 
 

The calculation of the basic weighted average number of shares excludes the shares owned by the API Group plc No.2 Employee Benefit Trust (30 September 2014: 2,399,009; 30 September 2013 and 31 March 2014: 2,750,000). These contingent shares are included in the calculation of the diluted weighted average number of shares.

 
                                               Unaudited        Unaudited     Audited 
                                           Six months to    Six months to     Year to 
                                            30 September     30 September    31 March 
                                                    2014             2013        2014 
                                                   pence            pence       pence 
---------------------------------------  ---------------  ---------------  ---------- 
 Earnings per share 
 Basic earnings per share                            2.5              3.5         7.4 
 Underlying basic earnings per share                 2.5              3.9         8.1 
 Diluted earnings per share                          2.4              3.4         7.1 
 Underlying diluted earnings per share               2.4              3.8         7.8 
---------------------------------------  ---------------  ---------------  ---------- 
 

7. Dividends

An interim dividend of 0.75 pence per share (2013: 0.7 pence) was approved by the Board on 2 December 2014, payable on 12 January 2015 to equity holders on the register at the close of business on 12 December 2014. This dividend has not been provided for in these interim financial statements.

8. Cash and cash equivalents

 
                                                       Unaudited           Audited 
                                     Unaudited      30 September          31 March 
                                  30 September              2013              2014 
                                          2014    (restated(1) )    (restated(1) ) 
                                       GBP'000           GBP'000           GBP'000 
------------------------------  --------------  ----------------  ---------------- 
 Cash and short-term deposits            6,210             1,490             8,691 
 Bank overdrafts                       (1,046)             (302)             (232) 
------------------------------  --------------  ----------------  ---------------- 
                                         5,164             1,188             8,459 
------------------------------  --------------  ----------------  ---------------- 
 

(1) Restated in accordance with IFRS 11 Joint Arrangements. See Note 1 (c).

9. Financial liabilities

 
                                                  Unaudited       Unaudited     Audited 
                                               30 September    30 September    31 March 
                                                       2014            2013        2014 
                                                    GBP'000         GBP'000     GBP'000 
-------------------------------------------  --------------  --------------  ---------- 
 Current 
 Bank overdrafts                                      1,046             302         232 
 Current instalments due on bank loans                  706           6,296         187 
 Interest rate swaps                                      -               4           - 
 Forward currency exchange contracts                      -             167          13 
-------------------------------------------  --------------  --------------  ---------- 
                                                      1,752           6,769         432 
-------------------------------------------  --------------  --------------  ---------- 
 Non-current                                                                          - 
 Non-current instalments due on bank loans           10,132             465       8,033 
 Interest rate swaps                                      -               -           - 
-------------------------------------------  --------------  --------------  ---------- 
                                                     10,132             465       8,033 
-------------------------------------------  --------------  --------------  ---------- 
 

10. Defined benefit pension plan deficit

 
                                                                       Unaudited       Unaudited     Audited 
                                                                    30 September    30 September    31 March 
                                                                            2014            2013        2014 
                                                                         GBP'000         GBP'000     GBP'000 
----------------------------------------------------------------  --------------  --------------  ---------- 
 United Kingdom 
 Fair value of scheme assets                                              82,558          77,231      80,011 
 Present value of scheme liabilities                                    (97,459)        (89,209)    (92,631) 
----------------------------------------------------------------  --------------  --------------  ---------- 
                                                                        (14,901)        (11,978)    (12,620) 
----------------------------------------------------------------  --------------  --------------  ---------- 
 United States 
 Fair value of scheme assets                                               2,159           2,011       2,087 
 Present value of scheme liabilities                                     (3,035)         (2,766)     (2,831) 
----------------------------------------------------------------  --------------  --------------  ---------- 
                                                                           (876)           (755)       (744) 
----------------------------------------------------------------  --------------  --------------  ---------- 
 Net pension liability                                                  (15,777)        (12,733)    (13,364) 
----------------------------------------------------------------  --------------  --------------  ---------- 
 The movements in the net pension liability are as follows: 
 Opening liability                                                        13,364          13,349      13,349 
 Scheme expenses recognised in operating profit                              266             330         675 
 Net cost recognised in finance costs                                        287             280         558 
 Taken to statement of comprehensive income                                2,690           (314)         513 
 
 Contributions from and scheme expenses borne by employers                 (851)           (850)     (1,648) 
 Exchange differences                                                         21            (62)        (83) 
----------------------------------------------------------------  --------------  --------------  ---------- 
 Closing liability                                                        15,777          12,733      13,364 
----------------------------------------------------------------  --------------  --------------  ---------- 
 
   The main assumptions used in valuing the present value of the scheme liabilities in the UK 
   are as follows: 
 
 Rate of increases in pensions in payment and deferred pensions            2.20%           2.30%       2.35% 
 Inflation - CPI                                                           2.20%           2.30%       2.35% 
 Discount rate                                                             4.00%           4.40%       4.40% 
----------------------------------------------------------------  --------------  --------------  ---------- 
 

- Ends -

This information is provided by RNS

The company news service from the London Stock Exchange

END

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