TIDMVSVS
RNS Number : 2727E
Vesuvius plc
27 February 2020
27 February 2020
Results for the year ended 31 December 2019
Strategic progress and strong cash conversion despite
challenging end markets
Vesuvius plc, a global leader in molten metal flow engineering
and technology, announces its preliminary audited results for the
year ended
31 December 2019.
Financial summary
2019 2018 Year-on-year Underlying
change change(1)
(GBPm) (GBPm)
--------------------------- -------- -------- ------------- -----------
Revenue 1,710.4 1,798.0 -4.9% -5.7%
Trading Profit(2) (EBITA) 181.4 197.2 -8.0% -9.0%
Return on Sales 10.6% 11.0% -40bps -40bps
Operating Profit 127.5 164.5 -22.5%
Headline Profit Before
Tax 171.4 188.9 -9.3%
Profit Before Tax 118.6 156.2 -24.1%
Profit 86.5 145.1 -40.4%
--------
Headline Earnings(2) 121.4 133.7 -9.2%
Headline EPS(2) (pence) 45.1 49.6 -9.1%
Statutory EPS (pence) 29.8 51.3 -41.9%
Adjusted operating cash
flow(2) 217.7 179.4 +21.3%
Net Debt (3) 216.3 247.8 -12.7%
Dividend (pence) 20.5 19.8 +3.5%
--------------------------------- -------- -------- ------------- -----------
(1) Underlying basis is at constant currency and excludes
separately reported items and the impact of acquisitions and
disposals
(2) For definitions of non-GAAP measures, refer to Note 17 in
the financial statements
(3) Net debt excluding IFRS lease adjustment which is not
included in the calculation of net debt under our debt
covenants
Key Points
-- GBP87.6m drop in revenue, reflecting a significant
deterioration in both our main end markets of Steel and Foundry
after a strong 2018
-- Decline of trading profit (EBITA) limited to GBP15.8m due to
the acceleration of our restructuring efforts
-- Resilient return on sales at 10.6% (2018: 11.0%) despite lower revenue
-- Acceleration and intensification of our restructuring
programmes with GBP16.4m of recurring savings delivered and eight
plant closures in 2019 without reducing overall production
capacity
-- Strong cash conversion of 120% versus 91% in 2018 and
adjusted operating cash flow up 21.3%, demonstrating our strength
as a flexible, technology-led, low capital intensity business,
capable of generating consistently strong free cash flow across the
cycle
-- We accelerated our R&D efforts, launching more than 10
new products and new products as a percentage of sales increased to
16.3%, from 15.4% in 2018
-- Net debt reduced to GBP216.3m (2018: GBP247.8m) (net
debt/EBITDA of 1.0x), on a like-for-like basis excluding IFRS 16
lease adjustment, despite cash utilisation for the CCPI
acquisition, restructuring costs, modernisation capex and increased
dividend payments
-- Full year dividend increased by 3.5% to 20.5 pence per share (2018: 19.8p)
Patrick Andr é , Chief Executive of Vesuvius, commented:
"We delivered a robust operational performance in 2019, despite
challenging conditions. Key end markets were especially weak during
the fourth quarter of 2019 and we expect this abnormally low level
of activity to continue at least in Q1 2020 and to weigh on
performance in H1 2020. The potential impact of the Covid-19 health
crisis is difficult to assess at this time but is likely to have a
temporary negative impact on our end-markets. However, there are
some signals indicating that the destocking phase experienced in H2
2019 is maturing and may shortly be coming to an end. Thanks to our
restructuring efforts, our reinforced emphasis on innovation in the
service of our customers and our dedicated workforce, Vesuvius is
ideally positioned to benefit from the normalisation in our end
markets as this occurs."
For further information, please contact:
Shareholder/analyst
enquiries:
+44 (0) 207 822
Vesuvius plc Patrick Andr é , Chief Executive 0000
+44 (0) 207 822
0000
Guy Young, Chief Financial Officer +44 (0) 207
Euan Drysdale, Group Head of Corporate 822 0027
Finance +44 (0) 207 822
Pamela Antay, Head of Investor Relations 0057
Andrew Jaques / Ollie Hoare / Peter +44 (0) 203 128
MHP Communications Lambie 8100
Vesuvius management will make a presentation to analysts and
investors on 27 February 2020 at 10.00 (GMT) at Grocers' Hall,
Princes Street, London EC2R 8AD. For those unable to attend in
person, an audio webcast and conference call will also be
available. Please register for the call via the following URL:
https://edge.media-server.com/mmc/p/pbidikvr (Dial in details: UK
participant dial in +44(0)20 3009 5710 ; US participant dial in +1
917 720 0178; confirmation code 6768305). The presentation will be
broadcast live on Vesuvius' website:
https://www.vesuvius.com/en/investors.html and an archive version
of the presentation will be available on the website later that
day.
About Vesuvius plc
Vesuvius is a global leader in molten metal flow engineering and
technology principally serving the steel and foundry
industries.
We develop innovative and customised solutions, often used in
extremely demanding industrial environments, which enable our
customers to improve their manufacturing processes, enhance product
quality and reduce costs. These include flow control solutions,
advanced refractories and other consumable products and
increasingly, related technical services including data
capture.
We have a worldwide presence. We serve our customers through a
network of low-cost manufacturing plants located close to their own
facilities, and embed our industry experts within their operations,
who are all supported by our global technology centres.
Our core competitive strengths are our market and technology
leadership, strong customer relationships, well established
presence in developing markets and our global reach, all of which
facilitate the expansion of our addressable markets.
Our ultimate goal is to create value for our customers, and to
deliver sustainable, profitable growth for our shareholders giving
a superior return on their investment whilst providing each of our
employees with a safe workplace where he or she is recognised,
developed and properly rewarded.
Forward looking statements
This announcement contains certain forward looking statements
which may include reference to one or more of the following: the
Group's financial condition, results of operations, cash flows,
dividends, financing plans, business strategies, operating
efficiencies or synergies, budgets, capital and other expenditures,
competitive positions, growth opportunities for existing products,
plans and objectives of management and other matters.
Statements in this announcement that are not historical facts
are hereby identified as "forward looking statements". Such forward
looking statements, including, without limitation, those relating
to the future business prospects, revenue, working capital,
liquidity, capital needs, interest costs and income, in each case
relating to Vesuvius, wherever they occur in this announcement, are
necessarily based on assumptions reflecting the views of Vesuvius
and involve a number of known and unknown risks, uncertainties and
other factors that could cause actual results, performance or
achievements to differ materially from those expressed or implied
by the forward looking statements. Such forward looking statements
should, therefore, be considered in light of various important
factors that could cause actual results to differ materially from
estimates or projections contained in the forward looking
statements. These include without limitation: economic and business
cycles; the terms and conditions of Vesuvius' financing
arrangements; foreign currency rate fluctuations; competition in
Vesuvius' principal markets; acquisitions or disposals of
businesses or assets; and trends in Vesuvius' principal
industries.
The foregoing list of important factors is not exhaustive. When
considering forward looking statements, careful consideration
should be given to the foregoing factors and other uncertainties
and events, as well as factors described in documents the Company
files with the UK regulator from time to time including its annual
reports and financial statements.
You should not place undue reliance on such forward looking
statements which speak only as of the date on which they are made.
Except as required by the Rules of the UK Listing Authority and the
London Stock Exchange and applicable law, Vesuvius undertakes no
obligation to update publicly or revise any forward looking
statements, whether as a result of new information, future events
or otherwise. In light of these risks, uncertainties and
assumptions, the forward looking events discussed in this
announcement might not occur.
Vesuvius plc, 165 Fleet Street, London EC4A 2AE
Registered in England and Wales No. 8217766
LEI: 213800ORZ521W585SY02
www.vesuvius.com
Vesuvius plc
Results for the year ended 31 December 2019
Vesuvius made further strategic progress in 2019 in line with
our objectives, despite the challenging end market environment.
Crude steel production declined 1.7% year-on-year in the world
excluding China (as reported by the World Steel Association). The
decline in production worsened during the year, with steel volumes
increasing slightly in H1 2019 by 0.6% year-on-year in the world
excluding China before declining by 3.8% in H2 2019.
In addition, we experienced a challenging environment in Foundry
end markets in 2019, which also worsened through the year. Our
Foundry Division was impacted by weakness in light vehicle
production in all regions and a decline in the construction and
agricultural equipment markets in NAFTA, India, South America and
North Asia. There was also a reduction in activity in general
engineering and mining in EMEA, India and North Asia and a decline
in medium/heavy commercial vehicle production in most regions.
This deterioration of our markets was amplified by a general
destocking throughout the supply chain, affecting both our products
and our customers' products and by the external regulatory
environment which disrupted trade flows.
GBPm 2019 Acquisitions 2019 2018 Currency Acquisitions 2018 Reported Underlying
Reported / Disposals Underlying Reported / Disposals Underlying % change % change
--------- --------- ----------- ---------
Revenue 1,710.4 -23.8 1,686.6 1,798.0 +9.8 -18.3 1,789.5 -4.9% -5.7%
Trading
Profit 181.4 -2.5 178.9 197.2 +0.1 -0.7 196.6 -8.0% -9.0%
Return
on Sales
% 10.6% 10.6% 11.0% 11.0% -40bps -40bps
Group trading performance
Group revenue was GBP1,710.4m, a decrease of 4.9% versus 2018 on
a reported basis. Underlying Group revenue, adjusted for the
effects of currency translation, acquisitions and disposals,
decreased by 5.7%. Trading profit (EBITA) was GBP181.4m (2018:
GBP197.2m), down 8.0% on a reported basis and down 9.0% on an
underlying basis. Our return on sales was resilient at 10.6% in
2019 as compared with 11.0% in 2018, despite lower sales.
In addition to currency translation, underlying performance is
adjusted for the divestment, in October 2018, of BMI, an Advanced
Refractories installation business; and the acquisition of CCPI,
completed on 1 March 2019.
Strategic progress
Vesuvius' core strategic objective is to deliver long-term
sustainable and profitable growth. We have a clear strategy to
achieve this objective centred around five key execution
priorities. We made further progress on each of these execution
priorities in 2019 and we remain confident in our ability to
achieve a sustainable return on sales level of 12.5% when our end
markets normalise.
-- Reinforce our technology leadership
o Expansion of our Advanced Refractories' R&D centre in
Vizag, India
o Opening of Flow Control's new R&D centre in Suzhou,
China
o Expansion of our mechatronics technology centre in Ghlin,
Belgium
-- Increase the penetration of our value-creating solutions
o We accelerated our R&D efforts and launched more than 10
new products in the Steel and Foundry Divisions, including the
following highlights by business unit:
-- Flow Control: new generation of ladle slide gate plates and
systems and new high performance tundish slide gates
-- Advanced Refractories: optimised monolithic refractory
formulations
-- Foundry: new coating helping automotive foundries meet the
quality level of the next generation engines and a new unique
feeding system technology for casting aluminium
o The percentage of our sales comprising products which didn't
exist five years ago rose again in 2019 to 16.3% as compared with
15.4% in 2018
o More than 15 new product launches are planned for 2020
-- Capture the growth in developing markets
o 7.9% sales growth in China for our Steel Division
o 4.7% sales growth in EEMEA (Eastern Europe, Middle-East
(including Turkey) and Africa) for our Foundry Division (excluding
Fused Silica)
-- Improve our cost leadership and margins
o In 2019 we delivered an incremental GBP16.4m of recurring
restructuring savings
o In July 2019, we announced a further set of initiatives
focused on our manufacturing network in NAFTA and EMEA
-- Develop our Technical Service offering
o Our mechatronics activity is developing rapidly and during
2019 we gained our first important mechatronics customer in China.
We now have more than nine active projects and our mechatronics
technology centre in Ghlin, Belgium is being expanded to respond to
the growing demand
Foreign exchange
As envisaged at the time of our H1 2019 results, the net impact
of average 2019 exchange rates compared to 2018 averages has been
broadly neutral, with a positive GBP0.1m impact at trading profit
(EBITA) level.
Restructuring
Confronted with the significant deterioration of our main
markets, we decided early in the year to expand and accelerate our
restructuring programmes. During 2019 we delivered an incremental
GBP16.4m of recurring cash savings. These savings were delivered
according to plan with the exception of GBP1.2m due to some delays
experienced in the Foundry EMEA and Advanced Refractories NAFTA
restructuring projects. This is expected to be recovered in
2020.
The restructuring programmes are predominantly focused on
rationalising our manufacturing footprint, consolidating production
and streamlining various back office functions. During 2019 we
successfully closed six plants in EMEA and two in the United
States, without reducing our overall production capacity, and
maintaining our proximity to customers in our regional markets. We
acquired two plants in the United States through the CCPI
acquisition of which Blanchester has already been closed and we
opened a new Foundry manufacturing facility in Mexico. The net
reduction of five plants in 2019 reduces our total manufacturing
footprint from 59 in 2018 to 54 in 2019, with one further closure
in 2020 in the United States already announced.
The restructuring programmes are now expected to deliver
incremental recurring annual savings of GBP19.4m in 2020, GBP6.2m
in 2021 and GBP1.9m in 2022, which is an increase of GBP3.0m in
comparison to previously announced targets. This increase in
recurring cash savings will be delivered at an additional one-off
cash cost of GBP7.2m, of which GBP5.1m has already been charged and
GBP2.1m will be incurred by 2021 .
Changes to the Group Executive Committee ("GEC")
After the reinforcement of our regional P&L leadership teams
in 2018 and early 2019, we decided to appoint new entrepreneurial
minded business unit presidents, with a combination of external
hires and internal promotions.
Karena Cancilleri joined Vesuvius as President of the Foundry
Division in October 2019. Karena joined Vesuvius from Beaulieu
International Group where she was Vice President engineered
products. Prior to Beaulieu, she held various international
leadership roles in companies such as Shell Chemicals, Kraton and
FiberVisions.
Thiago da Costa Avelar , previously Vesuvius' regional Vice
President for Steel Division South America, was appointed President
of the Advanced Refractories business unit, effective 1 January
2020. Thiago joined Vesuvius in February 2019 and his experience
working for companies such as ArcelorMittal and RHI-Magnesita spans
various technical and commercial roles across geographies.
Tanmay Ganguly , previously President of the Advanced
Refractories business unit, has been appointed President of the
Flow Control business unit with effect from 1 April 2020.
With these changes, we now have seven nationalities represented
in our Group Executive Committee and have 25% female
representation, up from 0% two years ago.
Changes to the Board of Directors
As previously announced on the 4 December, Christer Gardell,
Managing Partner of Cevian Capital, Vesuvius' largest shareholder,
stepped down as a non-executive Director, following seven years of
service on the Board. Providing continuity of representation for
Cevian, the Board appointed Friederike Helfer, who is also a
Partner of Cevian Capital.
Ms Helfer, who is a non-executive director of the Supervisory
Board of thyssenkrupp joined Cevian in 2008. Prior to joining
Cevian, Ms Helfer worked at McKinsey & Company. She holds
degrees from Massachusetts Institute of Technology and from Vienna
University of Technology and is a CFA charterholder.
With this change we now have six nationalities represented on
the Board with 37.5% female representation.
Working Capital
Our adjusted operating cash flow was up 21.3% having benefitted
from a GBP64.1m reduction in trade working capital during 2019,
driven by an ongoing management focus and aided by lower sales
volumes.
Our average working capital / revenue for the prior 12 months
was maintained at 24.0% at the end of 2019, broadly in-line with
the position at year-end 2018 despite the market slowdown. This was
particularly due to strong discipline in the manufacturing network
to adjust production to sales without building excess
inventories.
Tax
A key measure of tax performance is the Effective Tax Rate
("ETR"), which is calculated on the income tax associated with
headline performance, divided by the headline profit before tax and
before the Group's share of post-tax profit of joint ventures
(2019: GBP170.4m, 2018: GBP186.1m). The Group's ETR, based on the
income tax costs associated with headline performance of GBP43.8m
(2018: 48.4m), was 25.7% (2018: 26.0%).
The guidance issued at the H1 2019 results forecast an ETR of
28.0% for the full year. The actual ETR for the 2019 year was
impacted by: the reduction in the Indian corporate income tax rate
announced in September 2019; a reduction in our Mexican corporate
income tax as a result of taxable foreign exchange losses; and
changes in the geographic mix of realised profits.
We expect the Group's effective tax rate on headline profit
before tax and before the share of post-tax profits from joint
ventures to be between 26% and 27% in 2020.
Financial position
Our net debt / LTM EBITDA ratio (excluding IFRS lease
adjustment) has remained constant between 2019 and 2018 at 1.0x.
Net debt at 31 December 2019 decreased to GBP216.3m, versus
GBP247.8m at year-end 2018 as the higher adjusted operating cash
flow of GBP217.7m was partially used for the GBP53.9m of dividend
payments; the GBP32.4m acquisition of CCPI; and restructuring costs
of GBP30.0m. This calculation of net debt excludes the adjustment
of GBP29.5m to reflect the reclassification of leases under IFRS 16
at 31 December 2019, which is aligned with the calculation of net
debt under our debt covenants. Including the IFRS 16 lease
adjustment the net debt / LTM EBITDA is 1.1x at 31 December
2019.
The weighted average maturity of Vesuvius' committed debt
facilities now stands at approximately four years. Our 2010 US$140m
USPP will mature in December 2020 and we plan to refinance this
during the course of the year.
Quality, health and safety
We are committed to rapidly evolve towards a global best in
class organisation in terms of safety. Several new initiatives were
launched in 2019 to enable us to reach this objective. In
particular, our new independent Group safety audit team is now
fully operational, auditing each of our locations at least once a
year. Reliability in quality and delivery is vital to our customers
as they use Vesuvius' products in critical areas of their own
processes. The level of risk attached to a catastrophic failure is
often such that, for people and equipment, no compromise can be
accepted.
Despite our focus in this area, we are not satisfied with our
safety results in 2019. Our Lost Time Injury Frequency Rate
increased in 2019 to 1.5 LTIs per million hours worked versus 1.3
in 2018, although it remains lower than the 2017 and 2016 level of
1.6 and 1.7, respectively. Our LTI Severity rate has increased
slightly in 2019 to 78 Lost Days per million hours worked versus 77
in 2018.
We will strive to make significant progress in 2020 and resume
our journey towards our goal of zero accidents.
Environment and sustainability
Our environmental footprint is limited due to the low energy
intensity of our manufacturing processes, the low percentage of
bricks in our product mix and our strategy of not being integrated
upstream in mining.
However, for many years now we have been an active contributor,
to the extent of our ability, in the fight against climate change.
In 2011, the Vesuvius Energy Conservation Plan was launched with
the objective of reducing our normalised energy consumption (per
metric tonne). In 2015, the Group set a target to reach a 10%
improvement by 2018, which was surpassed with a 10.2% improvement.
The Board has now agreed a further objective, targeting an
additional 10% improvement by 2024.
In 2019 we achieved a 12.0% reduction in global Greenhouse Gas
('GHG') emissions (kg of CO(2) e). In 2018 we achieved a reduction
of 6.6%. Our GHG emissions are limited to CO(2) , with no material
emissions of other GHGs. In reporting GHG emissions, we have used
the GHG Protocol Corporate Accounting and Reporting Standard
(revised edition) methodology to identify our GHG inventory of
Scope 1 (direct) and Scope 2 (indirect) CO(2) e. We report in kg of
CO(2) equivalent ('CO(2) e').
Managing our energy intensity not only has an environmental
benefit but is also part of our long-term strategy to enhance our
cost-competitiveness.
Our biggest contribution to reducing global emissions comes from
the work we do with our customers to develop products and solutions
to improve their productivity, driving efficiency and reducing the
environmental impact of their operations. We also assist our
customers in developing solutions that support their ability to use
recycled materials and to manufacture components and finished goods
that utilise thinner, lighter materials thus reducing the
environmental footprint of their products.
The Group also meets all its obligations in relation to the
Carbon Reduction Commitment Energy Efficiency Scheme, the Producer
Responsibility Packaging Waste regulations and the Energy Saving
Opportunity Scheme by which the UK has implemented the EU Energy
Efficiency Directive.
Final dividend
The Board has recommended a final dividend of 14.3 pence per
share (2018: 13.8 pence per share), a 3.6% increase on the final
dividend paid in 2018, reflecting confidence in our trajectory.
This will result in a total dividend for the year of 20.5 pence per
share (2018: 19.8 pence per share) and represents a 3.5% increase
to the full year dividend. The Board remains committed to
delivering long-term dividend growth, provided that this is
supported by underlying earnings, cash flows and is justified in
the context of capital expenditure requirements and the prevailing
market outlook. If approved at the Annual General Meeting on 13 May
2020, the final dividend will be paid on 22 May 2020 to
shareholders on the register at the close of business on 17 April
2020. The last date for receipt of elections from shareholders for
the Vesuvius Dividend Reinvestment Plan will be 1 May 2020.
Corporate activity
In March 2019 the Group completed the acquisition of CCPI Inc, a
specialist refractory producer based in Ohio, USA, focused on
tundish (steel continuous casting) applications and aluminium. The
transaction valued the company at GBP33.3m on a cash and debt free
basis. The integration of CCPI is proceeding as planned and during
the year we closed CCPI's main facility at Blanchester and absorbed
its production volume into our existing North American
manufacturing footprint. The transaction is highly synergistic and
these synergies are included in the announced restructuring savings
targets.
In June 2019, the Group disposed of its 50% interest in Angang
Vesuvius Refractory Company Ltd for a cash consideration of
GBP6.8m, resulting in a profit after foreign currency adjustments
of GBP1.1m.
Outlook
Our two main end markets of Steel and Foundry were especially
weak during the fourth quarter of 2019 and we expect this
abnormally low level of activity to continue at least in Q1 2020
and to weigh on performance in H1 2020.
The potential impact of the Covid-19 health crisis is difficult
to assess at this time but is likely to have a temporary negative
impact on our end markets.
However, there are some signals indicating that the destocking
phase experienced in H2 2019 is maturing and may shortly be coming
to an end.
Thanks to our restructuring efforts, our reinforced emphasis on
innovation in the service of our customers, and our dedicated
workforce, Vesuvius is ideally positioned to benefit from the
normalisation in our end markets as this occurs.
Operational Review
Vesuvius comprises two Divisions, Steel and Foundry. The Steel
Division operates as three business lines, Steel Flow Control,
Steel Advanced Refractories and Steel Digital Services (Sensors
& Probes).
Steel Division
According to the World Steel Association, global steel
production in 2019 increased by 3.4% compared with 2018, however,
global steel production excluding China declined by 1.7%. On a
regional basis, crude steel production contracted in all regions
except in Asia and the Middle East (incl. Turkey). Production in
China, India, the Middle East (incl. Turkey) and South East Asia
increased by 8.3%, 1.8%, 5.1% and 9.7%, respectively. Production
decreased in Europe (EU27+UK), NAFTA and South America by 4.9%,
0.8% and 8.3%, respectively.
Vesuvius' Steel Division reported revenues of GBP1,195.3m in
2019, a decrease of 3.3% compared to 2018. On an underlying basis,
Steel Division revenue was down 4.4%. Markets deteriorated in the
majority of regions during the course of 2019 after a strong 2018.
The 'high technology' segment of the steel market, key for the Flow
Control business unit, suffered in 2019 proportionately more than
the more commoditised construction steel market, due in particular
to weakness in light vehicle volumes. This deterioration of our
markets was amplified by a general destocking throughout the supply
chain, particularly in EMEA. Our sales were also affected by the
external regulatory environment, which disrupted trade flows.
On a reported basis, Steel Division trading profit decreased
6.5% year-on-year. On an underlying basis, trading profit decreased
only 7.7%, with the decrease in return on sales limited to 40 basis
points thanks to restructuring savings. Those savings were
delivered according to plan with the exception of Advanced
Refractories in NAFTA where some delays were experienced. This is
expected to be recovered in 2020.
Steel Division 2019 2018 Change Underlying
-----------------------------
(GBPm) (GBPm) (%) change
(%)
----------------------------- -------- -------- ------- -----------
Steel Flow Control
Revenue 626.3 662.6 -5.5% -5.8%
Steel Advanced Refractories
Revenue 539.8 541.1 -0.3% -2.3%
Steel Digital Services
Revenue (Sensors &
Probes) 29.2 33.0 -11.2% -9.6%
------------------------------ -------- -------- ------- -----------
Total Steel Revenue 1,195.3 1,236.7 -3.3% -4.4%
------------------------------ -------- -------- ------- -----------
Total Steel Trading
Profit 120.1 128.3 -6.5% -7.7%
------------------------------ -------- -------- ------- -----------
Total Steel Return
on Sales 10.0% 10.4% -40bps -40bps
------------------------------ -------- -------- ------- -----------
Steel Flow Control
The Steel Flow Control business unit supplies the global steel
industry with consumable ceramic products, systems, robotics,
digital services and technical services. These products are used to
contain, control and monitor the flow of molten steel in the
continuous casting process . The consumable ceramic products that
Vesuvius supplies have a short service life (often a matter of a
few hours) due to the significant wear caused by the extremely
demanding environment in which they are used. These products must
withstand extreme temperature changes, whilst resisting liquid
steel and slag corrosion. In addition, the ceramic parts in contact
with the liquid steel must not in any way contaminate it. The
quality, reliability and consistency of these products and the
associated digital services we provide are therefore critical to
the quality of the finished metal being produced and the
productivity, profitability and safety of our customers'
processes.
Steel Flow Control 2019 2018 Change Underlying
Revenue
--------------------------
(GBPm) (GBPm) (%) change
(%)
-------------------------- ------- ------- ------- -----------
Americas 214.8 216.2 -0.6% -2.1%
Europe, Middle East
& Africa (EMEA) 229.5 266.2 -13.8% -13.0%
Asia-Pacific 182.0 180.2 +1.0% +0.4%
--------------------------- ------- ------- ------- -----------
Total Steel Flow Control
Revenue 626.3 662.6 -5.5% -5.8%
--------------------------- ------- ------- ------- -----------
Steel Flow Control reported revenue of GBP626.3m in 2019, a
decrease of 5.5% compared to 2018 on a reported basis, whilst
underlying revenue decreased 5.8%. Underlying regional performance
was mixed, with Americas and EMEA revenue decreasing by 2.1% and
13.0% respectively, and Asia-Pacific revenue increasing by
0.4%.
In NAFTA, Steel Flow Control's underlying revenue decreased by
4.3% due to unfavourable customer mix. In South America, Steel Flow
Control's underlying revenue was stable, as the decrease in revenue
due to steel market weakness was offset by market share gains.
Steel Flow Control's underlying revenue in EMEA decreased by 13.0%,
contributed to by steel market weakness and destocking at steel
plants. Underlying revenue in Asia-Pacific was up 0.4% with revenue
in China increasing by 4.6%, continuing our track record of growth
in this important region.
Steel Advanced Refractories
The Steel Advanced Refractories business unit supplies complete
value-added solutions to its customers including specialist
refractory materials, advanced installation technologies (including
robots), computational fluid dynamics capabilities and lasers. The
specialist refractory materials are subject to extreme
temperatures, corrosion and abrasion, they are in the form of
powder mixes, which are spray-applied or cast onto the vessel to be
lined ('monolithics') and refractory shapes (e.g. bricks, pads,
dams and other larger precast shapes). The service life of the
products that Advanced Refractories supplies into the steel making
process can vary (some a matter of hours and others for a period of
years) based upon the type of refractory and the level of wear
caused by the demanding environment in which they are used. An
integral part of our success depends upon our best-in-class
installation technologies (including robots) and lasers to track
the performance of installed Vesuvius' refractories as well as the
high level of collaboration with our customers.
Steel Advanced Refractories 2019 2018 Change Underlying
Revenue
-----------------------------
(GBPm) (GBPm) (%) change
(%)
----------------------------- ------- ------- ------- -----------
Americas 180.6 171.1 +5.5% -0.5%
Europe, Middle East
& Africa (EMEA) 236.3 254.4 -7.1% -6.7%
Asia-Pacific 122.9 115.6 +6.3% +4.7%
------------------------------ ------- ------- ------- -----------
Total Steel Advanced
Refractories Revenue 539.8 541.1 -0.3% -2.3%
------------------------------ ------- ------- ------- -----------
Our Steel Advanced Refractories business unit reported revenues
of GBP539.8m in 2019, a decrease of 0.3% compared to 2018 on a
reported basis, whilst underlying revenue decreased 2.3%. This
resilient performance, despite a challenging market environment,
was supported by market share gains in China and the CCPI
acquisition.
Underlying regional performance was mixed, with Asia-Pacific
revenue increasing by 4.7% and Americas and EMEA revenue decreasing
by 0.5% and 6.7%, respectively. The strong revenue growth in
Asia-Pacific was due to increased penetration of our value-creating
solutions in China, Vietnam, Malaysia and Indonesia. In NAFTA, the
positive impact of the CCPI acquisition partially offset weaker end
markets and an unfavourable customer mix, whilst the revenue
decrease in South America was due to weak market conditions. In
EMEA revenue decreased on the back of unfavourable market
conditions as well as on priority being given to return on
sales.
Steel Digital Services (Sensors & Probes)
At the beginning of 2018, the activities which used to belong to
the Technical Services business unit, and which have strong
synergies with our consumable sales, were integrated into our Flow
Control and Advanced Refractories business units. The part of
Technical Services related to discrete sensors and probes was
maintained in the Steel Digital Services (Sensors & Probes)
business unit, which now offers products to our customers to enable
them to measure certain key characteristics of the molten metal
during the steel-making process and make their underlying processes
more efficient and reliable. The products supplied by Steel Digital
Services (Sensors & Probes) include temperature sensors,
oxygen, hydrogen and sublance probes, iron oxide and metal sampling
for the steel, aluminium and foundry industries. By using these
technologies, customers can focus on critical parameters within
their processes, enabling them to refine their production methods
to improve quality, lower production costs and maximise
efficiency.
Steel Digital Services 2019 2018 Change Underlying
(Sensors & Probes)
Revenue
------------------------
(GBPm) (GBPm) (%) change
(%)
------------------------ ------- ------- ------- -----------
Americas 19.4 20.5 -5.2% -2.9%
Europe, Middle East
& Africa (EMEA) 9.7 12.3 -20.7% -20.0%
Asia-Pacific 0.1 0.2 -43.2% -42.8%
------------------------- ------- ------- ------- -----------
Total Steel Digital
Services (Sensors
& Probes) Revenue 29.2 33.0 -11.2% -9.6%
------------------------- ------- ------- ------- -----------
Steel Digital Services (Sensors & Probes) generated revenue
of GBP29.2m, a decrease of 11.2% year-on-year on a reported basis.
On an underlying basis, revenue decreased 9.6%. This decline in
revenue reflects the challenging market environment particularly in
EMEA.
Foundry Division
The Foundry Division is a world leader in the supply of
consumable products, technical advice and application support to
improve the performance and quality of ferrous and non-ferrous
castings. Vesuvius operates under the brand FOSECO in the foundry
market.
The casting process is highly sequential and is critically
dependent on consistency of product quality and productivity
optimisation. Working alongside customers at their sites, our
engineers provide on-site technical expertise in addition to
advanced computational fluid dynamics capabilities to develop the
best customised solutions. The conditioning of molten metal, the
nature of the mould used and, especially, the design of the way
metal flows into the mould are key parameters in a foundry,
determining both the quality of the finished castings and the
labour, energy and metal usage efficiency of the foundry. Vesuvius'
products and associated services to foundries improve these
parameters.
Foundry Division 2019 2018 Change Underlying
------------------------
(GBPm) (GBPm) (%) change
(%)
------------------------ ------- ------- ------- -----------
Foundry Revenue 515.1 561.3 -8.2% -8.7%
------------------------- ------- ------- ------- -----------
Foundry Trading Profit 61.3 68.9 -11.0% -11.3%
------------------------- ------- ------- ------- -----------
Foundry Return on
Sales 11.9% 12.3% -40bps -40bps
------------------------- ------- ------- ------- -----------
There was a challenging environment in Foundry end-markets
during 2019, with weakness in light vehicle production in all
regions. There were also declines in the construction and
agricultural equipment markets in NAFTA, India, South America and
North Asia, a reduction in activity in general engineering and
mining in EMEA, India and North Asia and a decline in medium/heavy
commercial vehicle production in most regions.
Consequently, revenue in the Foundry division decreased 8.2% to
GBP515.1m in 2019 on a reported basis, whilst underlying revenue
decreased by 8.7%. Underlying trading profit and return on sales
decreased by 11.3% and 40 basis points, respectively. Our
performance in 2019 was also impacted by delays in the realisation
of restructuring savings in EMEA. These are expected to be achieved
in 2020.
However, against this backdrop, we were successful in increasing
prices where necessary to compensate for the historic raw material
and other cost inflation, which we highlighted in our 2018
results.
Foundry Revenue 2019 2018 Change Underlying
-----------------------
(GBPm) (GBPm) (%) change
(%)
----------------------- ------- ------- ------- -----------
Americas 115.4 119.2 -3.2% -5.3%
Europe, Middle East
& Africa (EMEA) 224.3 253.6 -11.6% -10.2%
Asia-Pacific 175.4 188.5 -6.9% -8.9%
------------------------ ------- ------- ------- -----------
Total Foundry Revenue 515.1 561.3 -8.2% -8.7%
------------------------ ------- ------- ------- -----------
In the Americas, underlying revenue decreased by 5.3% due to
weak end markets in both NAFTA and South America. Underlying
revenue in EMEA decreased by 10.2% year-on-year as a result of the
challenging market environment, with weakness in the light,
commercial vehicle production and general engineering end-markets.
In Asia-Pacific, underlying revenue decreased by 8.9%. In North
Asia and India, Foundry Division revenue was down 11.1% and 11.5%,
respectively due to weakness in all Foundry end-markets.
Financial Review
The following review considers a number of our financial KPIs
and sets out other relevant financial information.
Basis of Preparation
All references in this financial review are to headline
performance unless stated otherwise. See Note 17.
Introduction
Our resilient operating performance and cash conversion enabled
capital allocation across all or our priority areas. We invested in
both organic and inorganic growth, while also paying an attractive
dividend to our shareholders. This was possible despite a backdrop
of challenging end markets and while at the same time further
reducing our net debt.
2019 Performance Overview
A challenging market environment in 2019 has resulted in reduced
demand in our key end-markets for both Steel and Foundry and led to
a decline in our results. Reported revenue decreased by GBP87.6m
over the prior year and by GBP102.9m on an underlying basis. The
restructuring programmes continued to deliver during 2019 with a
total of GBP16.4m of incremental benefits reported. The impact of
the reduction in revenue was partially mitigated by the
restructuring benefits with an overall reduction in trading profit
to GBP181.4m, 8.0% lower than prior year. Return on sales for 2019
on a reported basis at 10.6% was lower than the prior year by
40bps. In a year of reduced sales growth, and a focus on working
capital management, our cash management performance was strong,
achieving a 120% cash conversion.
Dividend
The Board has recommended a final dividend of 14.3 pence per
share to be paid, subject to shareholder approval, on 22 May 2020
to shareholders on the register at 17 April 2020. When added to the
2019 interim dividend of 6.2 pence per share paid on 20 September
2019, this represents a full-year dividend of 20.5 pence per
share.
It remains the Board's intention to deliver long-term dividend
growth, provided this is supported by underlying earnings, cash
flows, capital expenditure requirements and the prevailing market
outlook.
Capital allocation
We believe that the ideal leverage ratio for Vesuvius is in the
range of 1.25x - 1.75x net debt to EBITDA. This gives us a
reasonable comfort zone to be able to cater for any potential
economic downcycles. However, given we are currently below this
range at approximately 1.1x net debt to EBITDA, it is increasingly
relevant to consider our capital allocation priorities. In order of
priority these are:
1. Organic growth. We have capital expenditure and restructuring
programmes that we believe deliver the best possible returns to our
shareholders.
2. Inorganic growth. We review acquisition opportunities against
a strict set of assessment criteria, including: strategic fit;
margin relative to Group target return on sales of 12.5%; and
return on capital.
3. Return cash to shareholders. In the event that our organic
and inorganic growth opportunities leave us with residual cash, we
will seek to return that to our shareholders.
Key Performance Indicators
We have identified a number of KPIs against which we have
consistently reported. As with prior years, we measure our results
on an underlying basis, which we adjust to ensure appropriate
comparability between periods, irrespective of currency
fluctuations and any business acquisitions and disposals.
This is done by:
-- Restating the previous period's results at the same foreign
exchange ('FX') rates used in the current period
-- Removing the results of disposed businesses in both the current and prior years
-- Removing the results of businesses acquired in both the current year and prior years
Therefore, for 2019, we have:
-- Retranslated 2018 results at the FX rates used in calculating the 2019 results
-- Removed the results of the BMI refractory installation
business, which was disposed of during 2018
-- Removed the results of CCPI which was acquired during 2019
Objective: Deliver growth
KPI: Underlying revenue growth
Reported revenue for 2018 was GBP1,798.0m, which after FX
translation effects and removing the impact of disposed businesses,
equates to GBP1,789.5m on an underlying basis. The reported revenue
in 2019 of GBP1,710.4m, when adjusted for disposals and
acquisitions, is GBP1,686.6m on an underlying basis, which is a
decrease of 5.7% year-on-year. The decline has been as a result of
weaker end markets across all divisions.
2019 Revenue 2018 Revenue % change
--------- -------------------------------------- ------------------------------------------------- ----------------------
As Acquisitions/ Underlying As Currency Acquisitions/ Underlying Reported Underlying
GBPm reported (Disposals) reported (Disposals)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
Steel 1,195.3 (23.8) 1,171.5 1,236.7 6.9 (18.3) 1,225.3 (3.3%) (4.4%)
Foundry 515.1 - 515.1 561.3 2.9 - 564.2 (8.2%) (8.7%)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
Group 1,710.4 (23.8) 1,686.6 1,798.0 9.8 (18.3) 1,789.5 (4.9%) (5.7%)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
Objective: Generate sustainable profitability and create
shareholder value
KPI: Trading profit and return on sales
We continue to measure underlying trading profit of the Group as
well as trading profit as a percentage of sales, which we refer to
as our return on sales or 'RoS'.
Trading profit of GBP181.4m decreased by 9.0% on an underlying
basis versus last year whilst RoS on an underlying basis was 40
basis points lower. The reduction in trading profit follows the
decline in revenues, partially mitigated by the ongoing delivery of
benefits from the restructuring programmes.
In a weakening market environment, our Steel and Foundry
Divisions reported reduced volumes which were only partially offset
by cost savings measures and the ongoing delivery of benefits from
the restructuring programme. As a result, the Steel Division
recorded RoS of 10.0% this year, a decrease from 10.4% in 2018
whilst Foundry reported a 11.9% RoS, a decrease from 12.3% in
2018.
2019 Trading profit 2018 Trading profit % change
--------- -------------------------------------- ------------------------------------------------- ------------------------
As Acquisitions/ Underlying As Currency Acquisitions/ Underlying Reported Underlying
GBPm reported (Disposals) reported (Disposals)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
Steel 120.1 (2.5) 117.6 128.3 (0.2) (0.7) 127.4 (6.5%) (7.7%)
Foundry 61.3 - 61.3 68.9 0.3 - 69.2 (11.0%) (11.3%)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
Group 181.4 (2.5) 178.9 197.2 0.1 (0.7) 196.6 (8.0%) (9.0%)
--------- --------- -------------- ----------- --------- --------- -------------- ----------- --------- -----------
KPI: Headline PBT and headline EPS
Headline profit before tax ('PBT') and headline earnings per
share ('EPS') are used to measure the underlying financial
performance of the Group. The main difference between trading
profit and headline PBT is net finance costs.
Net finance costs in 2019 of GBP11.0m were GBP0.1m below 2018.
Movement in finance costs includes a GBP1.4m increase in interest
on lease liabilities following transition to IFRS 16, offset by a
GBP1.4m gain resulting from interest on an indirect tax rebate in
Brazil.
Our headline PBT was GBP171.4m, 9.3% lower than last year on a
reported basis. Including amortisation of acquired intangibles of
GBP10.0m (2018: GBP12.9m), restructuring charges of GBP39.8m (2018:
GBP15.3m) and vacant site remediation costs of GBP4.1m (2018: nil),
our PBT of GBP118.6m was 24.1% lower than 2018. Headline EPS at
45.1p was 9.1% lower than 2018. Statutory EPS at 29.8p was 41.9%
lower than 2018.
KPI: Return on net assets ('RONA')
RONA is our principal measure of capital efficiency. We do not
exclude the results of businesses acquired and disposed from this
calculation, as capital efficiency is an important consideration in
our portfolio decisions. It is calculated by dividing trading
profit plus our share of post-tax profits from joint ventures by
our average operating assets (property, plant and equipment, trade
working capital, interests in joint ventures and associates,
investments, and other operating receivables, payables, and
provisions).
As with most of our KPIs, we measure this on a 12-month moving
average basis at average exchange rates for the year to ensure that
we focus on sustainable underlying improvements. Our RONA for 2019
was 26.4% (2018: 30.4%) and reflects the reduction in profits,
partially offset by the underlying reduction in working
capital.
Objective: Maintain strong cash generation and an efficient
capital structure
KPI: Free cash flow and working capital
Fundamental to ensuring that we have adequate capital to execute
our corporate strategy is converting our profits into cash, partly
through strict management of our working capital. Free cash flow
from continuing operations was GBP126.6m for the year, GBP20.5m
higher than last year on a reported basis due to a reduction in
working capital, partially offset by additional capital expenditure
during the year. Our cash conversion in 2019 was 120% (2018: 91%).
Excluding the impact of the IFRS 16 adjustment to adjusted
operating cash flows, cash conversion in 2019 would have been
113%.
We measure working capital both in terms of actual cash flow
movements, and as a percentage of sales revenue. Trade working
capital as a percentage of sales in 2019 was 24.0% (2018: 23.9%),
measured on a 12-month moving average basis. In absolute terms on a
constant currency basis, trade working capital decreased by
GBP54.4m, reflecting continued management focus, and assisted by
the reduction in sales.
KPI: Interest cover and net debt
As at 31 December 2019, the Group had committed borrowing
facilities of GBP609.7m (2018: GBP573.7m), of which GBP174.2m was
undrawn (2018: GBP119.2m).
Net debt at 31 December 2019 was GBP245.8m, a GBP2.0m decrease
from 2018. The decrease was a result of strong cash conversion
partially offset by restructuring costs, acquisition costs for
CCPI, shareholder dividends, and the impact of adoption of IFRS
16.
The Group's debt facilities have two financial covenants: the
ratios of net debt to EBITDA (maximum three times limit) and EBITDA
to interest (minimum four times limit). These ratios are monitored
regularly to ensure that the Group has sufficient financing
available to run the business and fund future growth. At the end of
2019, the net debt to EBITDA ratio was 1.1x (2018: 1.0x) and EBITDA
to interest was 21.8x (2018: 22.8x). Excluding the impact of the
IFRS 16 adjustment to net debt in 2019, the net debt to EBITDA
ratio was 1.0x, in line with 2018.
Objective: Be at the forefront of innovation
KPI: R&D spend
We believe that our market-leading product technology and
services deliver fundamental value to our customers and that the
primary mechanism to deliver that value is to invest significantly
in research and development. In 2019, we spent GBP29.1m (2018:
GBP33.6m on a constant currency basis) on R&D activities,
slightly lower than 2018 due to a timing lag between the
restructuring of certain activities and the subsequent relocation
and expansion of our R&D centres.
Financial Risk Factors
The Group undertakes regular risk reviews and, as a minimum, a
full risk assessment process twice a year. As in previous years
this included input from the Board in both the assessment of risk
and the proposed mitigation. We consider the main financial risks
faced by the Group as being those posed by a decline in our end
markets, leading to reduced revenue and profit as well as potential
customer default. We also monitor carefully the challenges that
come from broader financial uncertainty, which could bring lack of
liquidity and market volatility. Important but lesser risk exists
in interest rate movements, foreign exchange rate movements and
cost inflation, but these are not expected to have a material
impact on the business after considering the controls we have in
place.
Our key mitigation of end market risk is to manage the Group's
exposure through balancing our portfolio of business geographically
and to invest in product innovation. We do so through targeted
capital investment in new and growing businesses and a combination
of capital and human resource in emerging markets. When considering
other financial risks we mitigate liquidity concerns by financing,
using both the bank and private placement markets. The Group also
seeks to avoid a concentration of debt maturities in any one period
to spread its refinancing risk. The Group's undrawn committed bank
facilities at 31 December 2019 were GBP174.2m. Counterparty risk
and customer default are mitigated by our relatively widespread
customer base - with no customer being greater than 10% of revenue
- and credit control procedures.
Other Relevant Financial Information
Restructuring
Confronted with the significant deterioration of our main
markets, we decided early in the year to expand and accelerate our
restructuring programmes. During 2019 we delivered an incremental
GBP16.4m of recurring cash savings. These savings were delivered
according to plan with the exception of GBP1.2m due to some delays
experienced in the Foundry EMEA and Advanced Refractories NAFTA
restructuring projects. This is expected to be recovered in
2020.
The restructuring programmes are predominantly focused on
rationalising our manufacturing footprint, consolidating production
and streamlining various back office functions. During 2019 we
successfully closed six plants in EMEA and two in the United
States, without reducing our overall production capacity, and
maintaining our proximity to customers in our regional markets. We
acquired two plants in the United States through the CCPI
acquisition of which Blanchester has already been closed and we
opened a new Foundry manufacturing facility in Mexico. The net
reduction of five plants in 2019 reduces our total manufacturing
footprint from 59 in 2018 to 54 in 2019, with one further closure
in 2020 in the United States already announced.
The restructuring programmes are now expected to deliver
incremental recurring annual savings of GBP19.4m in 2020, GBP6.2m
in 2021 and GBP1.9m in 2022, which is an increase of GBP3.0m in
comparison to previously announced targets. This increase in
recurring cash savings will be delivered at an additional one-off
cash cost of GBP7.2m, of which GBP5.1m has already been charged and
GBP2.1m will be incurred by 2021 .
In 2019, we reported GBP39.8m of restructuring costs (2018:
GBP15.3m) within separately reported items that were predominantly
made up of redundancy, plant closure costs, and asset write downs.
The cash costs in 2019 were GBP32.8m (2018: GBP19.3m). We are
carrying forward into 2020 a restructuring provision of GBP19.1m
(2018: GBP17.4m).
Vacant site remediation costs
The Group owns a disused property in the US, which does not form
part of our trading operations. Costs are being incurred at this
site to address the significant increase in the volume of water
run-off occurring in 2019. We have engaged waste management
specialists, are taking actions to reduce the level of water
(including hydrological studies) and are in contact with the
relevant regulatory authorities. We estimate that it will take 18
months to finalise remediation. The costs for this remediation are
estimated to be GBP4.1m. These have been treated as a separately
reported item due to the materiality and one - off nature of the
costs. There has been no impact upon headline performance.
Financial Reporting Council review of the 2018 Group Financial
Statements
The 2018 Group Financial Statements are subject to an ongoing
review by the FRC's Corporate Reporting Review team as part of the
usual cycle of reviews of listed Company's accounts. Further
details of the scope of the FRC review are provided in note 1.1.
This has resulted in us making a number of enhancements to our
disclosures in the 2019 Group Financial Statements. As part of that
enquiry, we have also reconsidered our application of IAS 36,
Impairment of Assets. Previously, the Group identified cash
generating units as Steel and Foundry. We have now performed
goodwill impairment testing at an operating segment level which are
Steel Advanced Refractories, Steel Flow Control, Steel Digital
Services (Sensors & Probes) and Foundry. This has shown that
the carrying value of the goodwill and certain tangible assets held
in the Steel Digital Services (Sensors & Probes) operating
segment could not be supported by value in use calculations as at
31 December 2017. Therefore the goodwill has been fully impaired at
that date, resulting in an impairment of GBP17.4m. We have also
identified an impairment of tangible fixed assets of GBP10.2m. The
effect of these impairments is a decrease in net assets of GBP27.6m
as at 31 December 2017, 31 December 2018 and 31 December 2019.
There is no material impact on the reported profit or cash flow for
the years ended 31 December 2018 and 31 December 2019. Further
details are provided in note 10.
Taxation
A key measure of tax performance is the effective tax rate,
which is calculated on the income tax associated with headline
performance, divided by the headline profit before tax and before
the Group's share of post-tax profit of joint ventures (2019:
GBP170.4m, 2018: GBP186.1m). The Group's effective tax rate, based
on the income tax costs associated with headline performance of
GBP43.8m (2018: 48.4m), was 25.7% (2018: 26.0%).
The utilisation of our US tax losses and other temporary
differences has increased the headline tax charge in 2019 by
GBP7.4m (2018: GBP7.8m), increasing the effective rate of tax on
headline profit before tax and share of post-tax profits from joint
ventures by 4.3% (2018: 4.2%). The utilisation of US tax losses and
other temporary differences includes the impact of the Global
Intangible Low-Taxed Income ('GILTI') rules which were introduced
as part of US tax reform. The GILTI rules have increased the
headline tax charge by GBP1.2m (2018: GBP2.4m).
The Group's effective tax rate is sensitive to changes in the
geographic mix of profits and level of profits and reflects a
combination of higher rates in certain jurisdictions such as
Brazil, China, Germany, India, Mexico and the US, a nil effective
rate in the UK due to the availability of unutilised tax losses,
and rates that lie somewhere in between.
We expect the Group's effective tax rate on headline profit
before tax and before the share of post-tax profits from joint
ventures to be between 26% and 27% in 2020.
The income tax credit on separately reported items of GBP11.7m
(2018: GBP36.8m credit) comprises GBP2.5m non-cash deferred tax
movements relating to the amortisation of a deferred tax liability
mainly arising from the 2008 acquisition of Foseco plc (2018:
GBP2.8m), GBP9.2m tax credits relating to restructuring charges
(2018: GBP1.8m), and a net increase in the deferred tax asset
recognised in respect of US tax losses and certain other temporary
differences of GBPnil (2018: GBP32.2m increase).
The net tax credit reflected in the Group Statement of
Comprehensive Income in the year amounted to GBP1.9m (2018: GBP6.0m
credit), comprising a GBP1.9m credit (2018: GBP1.3m charge) related
to tax on net actuarial gains and losses on the employee benefits
plan and in 2018 there was a GBP7.3m credit for additional
recognition of US pension deferred tax assets.
Capital Expenditure
Capital expenditure in 2019 of GBP74.7m (2018: GBP48.4m)
comprised GBP53.6m in the Steel Division (2018: GBP34.4m) and
GBP21.1m in the Foundry Division (2018: GBP14.0m). The increased
spend in 2019 reflects investment in infrastructure to support our
restructuring activities and includes the addition of GBP9.2m of
right of use assets, now classified as capital expenditure under
IFRS 16. Capital expenditure on revenue-generating customer
installation assets, primarily in Steel, was GBP7.8m (2018:
GBP7.7m).
Pensions
The Group has a limited number of historical defined benefit
plans located mainly in the UK, USA, Germany and Belgium. The main
plans in the UK and USA are largely closed to further benefits
accrual and 58.4% of the liabilities in UK have already been
insured. The total net deficit attributed to these defined benefit
obligations at 31 December 2019 was GBP8.5m (2018: GBP15.3m),
representing an improvement of GBP6.8m.
The improvement is driven by GBP9.8m from cash contributions and
payments of unfunded benefits and GBP5.7m from foreign exchange
movements. These were offset by GBP3.6m from changes to actuarial
assumptions (attributable to reducing discount rates; updated
mortality assumptions and pension membership data) and; additional
accrual and administrative expenditure paid for the year of
GBP5.1m.
The majority of the ongoing pension plans are defined
contribution plans, where our only obligation is to make
contributions, with no further commitments on the level of
post-retirement benefits. During 2019, cash contributions of
GBP11.3m (2018: GBP11.4m) were made into the defined contribution
plans and charged to trading profit.
Corporate Activity
In March 2019 the Group completed the acquisition of CCPI Inc, a
specialist refractory producer based in Ohio, USA, focused on
tundish (steel continuous casting) applications and aluminium. The
transaction valued the company at GBP33.3m on cash and debt free
basis. The integration of CCPI is proceeding as planned, and during
the year we have closed CCPI's main facility at Blanchester and
absorbed its production volume into our existing North American
manufacturing footprint. The transaction is highly synergistic, and
these synergies are included in the restructuring savings
targets.
In June 2019, the Group disposed of its 50% interest in Angang
Vesuvius Refractory Company Ltd for a cash consideration of
GBP6.8m, resulting in a profit after foreign currency adjustments
of GBP1.1m.
Principal Risks and Uncertainties
Risk Management
The Board's oversight of principal risks involves a specific
review of the processes by which the Group manages those risks.
This establishes a clear understanding at Board level of the
individuals and groups within the business formally responsible for
the management of specific risks and the mitigation in place to
address them. The Board also establishes the Group's risk appetite,
considering the nature and extent of the principal risks that the
Group should take and the associated adequacy of the steps being
taken to mitigate them.
The Board has overall responsibility for establishing and
maintaining a system of risk management and internal control, and
for reviewing its effectiveness. The Group undertakes a continuous
process of risk identification and review, which includes a formal
process, conducted annually for mapping risks from the bottom-up,
with each major business unit, and key operational, senior
functional and senior management staff identifying their principal
risks. This assessment undergoes a formal review at half year. The
results are compiled centrally to deliver a coordinated picture of
the key operational risks identified by the business. These are
further reviewed by the Group Executive Committee. In conjunction
with this process, each Director contributes their individual views
of top-down strategic risks facing the Group - drawing on the broad
commercial and financial experience gained both inside and outside
the Group. The results of this assessment are then overlayed on the
internal assessment of risks to build a comprehensive analysis of
existing and emerging risk. This review process extends to cover
both financial and non-financial risks, and considers the risks
associated with the impact of the Group's activities on employees,
customers, suppliers, the environment, local communities and
society more generally. As in previous years, in 2019 the Group's
assessment of principal risks was also reviewed and considered
against this group of emerging risks and uncertainties identified
through our Board review process.
Risk Mitigation
The risks identified are actively managed in order to mitigate
exposure. Senior management 'owners' are identified for each
principal risk to manage the mitigations of that specific risk and
contribute to the analysis of its likelihood and materiality. This
is reported to the Board. The risks are analysed in the context of
our business structure which gives protection against a number of
principal risks we face with diversified currencies, a widespread
customer base, local production matching the diversity of our
markets and intensive training of our employees. Additionally, we
seek to mitigate risk through contractual measures. Where
cost-effective, the risk is transferred to insurers.
Principal Risks
The risks identified are those the Board considers to be the
most relevant to the Group in relation to their potential impact on
the achievement of its strategic objectives. All of the risks could
materially affect the Group, its businesses, future operations and
financial condition and could cause actual results to differ
materially from expected or historical results. These risks are not
the only ones that the Group will face. Some risks are not yet
known and some currently not deemed to be material could become
so.
Changes to Risk in 2019
The Board believes that there has been no material change to the
Group's principal risks and uncertainties during the year.
During 2019, the Board continued to focus on specific,
identifiable risks where those arose during the year - the
challenges of the global economic situation, particularly the
slowdown in our underlying markets, the supply of quality raw
materials and the potentially disruptive effects on global trade
from increasing geopolitical tensions - which we note in the table
of Principal risks and uncertainties. End-market risks,
protectionism and globalisation, and the changing regulatory
environment were identified as key areas for attention and
mitigation.
As issues of climate change climb up the global agenda, the
Board has examined how this may affect our internal processes and
our external environment - understanding both the drivers of
sustainability at our customers and focusing on increased analysis
of our operating performance.
As a result the Board resolved to identify ESG risks as a
separate element of the Group risk register - recognising the work
Vesuvius can do to mitigate the pressure our end customers
experience to drive energy efficiency and reduce their carbon
footprint, together with the need to focus internally on the action
the Group can take to drive business sustainability. This risk also
encompasses social and governance issues that were already
incorporated into the Group's risk analysis.
In addition, the Board continues to monitor the implications of
certain other emerging 'macro' trends such as automation in
manufacturing and increasing digitalisation, both of which could
act as disruptors to industry. During 2019 the Board has engaged
with the workforce to ensure that Vesuvius fosters an appropriate
culture and that Vesuvius' values are embedded throughout the
Group, reflecting the Board's recognition of the challenges that
could arise from a failure by the Group to support the retention of
appropriate talent and to foster the correct culture for
success.
The Board has discussed the potential impact of Covid-19 on the
business, and in particular the actions being taken to respond
given the Group's operations in China. This remains a matter of
close attention for the Board.
Finally, the Board continued to monitor the developing issues
posed by cyber threats. Further focused work was undertaken during
the year on analysing and increasing the integrity of our system
security. The Board received reports from the Group's
multi-disciplinary committee appointed to assess the Group's
controls in this area as well as from external experts to enhance
the Board's understanding of and respond to emerging cyber
trends.
The Directors' views on each of the above issues, and on
emerging risks in general were independently gathered and
integrated into the management discussions and actions taken on
risk.
Brexit
Following the exit of the UK from the EU on 31 January 2020
under the Withdrawal Agreement the UK is currently subject to a
Transition Period which will run until the end of 2020 (unless
extended). During the Transition Period the UK remains in the
Single Market and the Customs Union of the EU while the terms of a
new trade agreement are negotiated. If those negotiations are not
completed and ratified before the end of the Transition Period,
World Trade Organisation rules may apply.
Vesuvius has analysed the potential challenges posed by Brexit,
including the possibility of a 'no trade deal' situation occurring
at the end of 2020, and identified mitigation strategies to address
those challenges.
For our customers located in the EU27 countries, most of our
products are manufactured by Vesuvius outside the UK, so we would
not envisage a material impact from Brexit after the Transition
Period. For those customers located in the UK or located in the
EU27 and supplied from our UK plant, we have contingency plans and
we are working with these customers to meet their needs in a
cost-efficient way.
Principal risks and uncertainties:
Risk Potential impact Mitigation
End market risks
Vesuvius suffers * Unplanned drop in demand and/or revenue due to * Geographic diversification of revenues
an unplanned drop reduced production by our customers
in demand,
revenue * Product innovation and service offerings securing
and/or margin * Margin reduction long-term revenue streams and maintaining performance
because differential
of market
volatility * Customer failure leading to increased bad debts
beyond its * Increase in service and product lines by the
control development of the Technical Services offering
* Loss of market share to competition
* R&D includes assessment of emerging technologies
* Cost pressures at customers leading to use of cheaper
solutions
* Manufacturing capacity rationalisation and flexible
cost base
* Diversified customer base: no customer is greater
than 10% of revenue
* Robust credit and working capital control to mitigate
the risk of default by counterparties
---------------------------------------------------------------- -------------------------------------------------------------
Protectionism and
globalisation * Restricted access to market due to enforced * Highly diversified manufacturing footprint with
The Vesuvius preference of local suppliers manufacturing sites located in 26 countries
business
model cannot
adapt * Increased barriers to entry for new businesses or * Strong local management with delegated authority to
or respond expansion run their businesses and manage customer
quickly relationships
enough to threats
from * Increased costs from import duties, taxation or
protectionism tariffs * Cost flexibility
and globalisation
* Loss of market share * Tax risk management and control framework together
with a strong control of inter-company trading
* Trade restrictions
---------------------------------------------------------------- -------------------------------------------------------------
Product quality
failure * Injury to staff and contractors * Quality management programmes including stringent
Vesuvius quality control standards, monitoring and reporting
staff/contractors
are injured at * Product or application failures lead to adverse
work financial impact or loss of reputation as technology * Experienced technical staff knowledgeable in the
or customers, leader application of our products and technology
staff
or third parties
suffer physical * Incident at customer plant causes manufacturing * Targeted global insurance programme
injury downtime or damage to infrastructure
or financial loss
because of * Experienced internal legal function controlling
failures * Customer claims from product quality issues third-party contracting
in Vesuvius
products
---------------------------------------------------------------- -------------------------------------------------------------
Complex and
changing * Revenue reduction from reduced end-market access * Compliance programmes and training across the Group
regulatory
environment
Vesuvius * Disruption of supply chain and route to market * Internal Audit function
experiences
a contracting
customer * Increased internal control processes * Experienced internal legal function including
base or increased dedicated compliance specialists
transaction and
administrative * Increased frequency of regulatory investigations
costs due to * Global procurement category management of strategic
compliance raw materials
with changing * Reputational damage
regulatory
requirements
---------------------------------------------------------------- -------------------------------------------------------------
Failure to secure
innovation * Product substitution by customers * Enduring and significant investment in R&D, with
Vesuvius fails to market-leading research
achieve
continuous * Increased competitive pressure through lack of
improvement in differentiation of Vesuvius offering * A shared strategy for innovation throughout the Group,
its deployed via our R&D centres
products, systems
and services * Commoditisation of product portfolio through lack of
development * Stage gate process from innovation to
commercialisation to foster innovation and increase
alignment with strategy
* Lack of response to changing customer needs
* Programme of manufacturing and process excellence
* Loss of intellectual property protection
* Quality programme, focused on quality and consistency
* Stringent intellectual property registration and
defence
---------------------------------------------------------------- -------------------------------------------------------------
Business
interruption * Loss/closure of a major plant temporarily or * Diversified manufacturing footprint
Vesuvius loses permanently impairing our ability to serve our
production customers
capacity or * Disaster recovery planning
experiences
supply chain * Damage to or restriction in ability to use assets
disruption * Business continuity planning with strategic
due to physical maintenance of excess capacity
site * Denial of access to critical systems or control
damage (accident, processes
fire, natural * Physical and IT control systems security, access and
disaster, training
terrorism), * Disruption of manufacturing processes
industrial
action, cyber * Cyber risks integrated into wider risk-management
attack * Inability to source critical raw materials structure
or global health
crisis
* Well-established global insurance programme
* Group-wide safety management programmes
* Dual sourcing strategy and development of substitutes
---------------------------------------------------------------- -------------------------------------------------------------
People, culture
and * Organisational culture of high performance is not * Internal focus on talent development and training,
performance achieved with tailored career-stage programmes and clear
Vesuvius is performance management strategies
unable
to attract and * Staff turnover in growing economies and regions
retain * Contacts with universities to identify and develop
the right calibre talent
of staff, fails * Stagnation of ideas and development opportunities
to
instil an * Career path planning and global opportunities for
appropriate * Loss of expertise and critical business knowledge high-potential staff
culture or fails
to embed the
right * Reduced management pipeline for succession to senior * Internal programmes for the structured transfer of
systems to drive positions technical and other knowledge
personal
performance
in pursuit of the * Clearly elucidated Values underpin business culture
Group's long-term
growth
---------------------------------------------------------------- -------------------------------------------------------------
Health and safety
Vesuvius staff or * Injury to staff and contractors * Active safety programmes, with ongoing wide-ranging
contractors are monitoring and safety training
injured
at work because * Health and safety breaches
of * Independent safety audit team
failures in
Vesuvius' * Manufacturing downtime or damage to infrastructure
operations, from incident at plant * Quality management programmes including stringent
equipment manufacturing process control standards, monitoring
or processes and reporting
* Inability to attract the necessary workforce
* Reputational damage
---------------------------------------------------------------- -------------------------------------------------------------
Environmental,
social * Loss of opportunity to grow sales * Development of appropriate ESG measures for the
and governance business
(ESG)
criteria * Loss of opportunity to increase margin
Vesuvius fails to * Investment in R&D to develop products to assist our
capitalise on the customers in reducing their carbon emissions and
opportunity to * Loss of stakeholder confidence including Investors improve their own ESG measures
help
its customers
significantly * Reputational damage * Skilled technical sales force to develop efficient
reduce their solutions for our customers
carbon
emissions as
environmental * The group wide Code of Conduct, ABC Policy with a
pressure grows on zero tolerance regarding bribery and corruption
the Steel
Industry
or Vesuvius fails * Internal Speak up mechanisms to allow reporting of
to meet the concerns
expectations
of its various
stakeholders * Extensive use of due diligence involving existing and
including potential investments, business partners and
employees customers
and investors
---------------------------------------------------------------- -------------------------------------------------------------
Group Income Statement
For the year ended 31 December 2019
2019 2018
---------------------------------- ----------------------------------
(1) (1)
(1) Separately (1) Separately
Headline reported Headline reported
performance items Total performance items Total
Notes GBPm GBPm GBPm GBPm GBPm GBPm
----------------------------------------------- ----------- ---------- --------- ----------- ---------- ---------
Continuing operations
Revenue 2 1,710.4 - 1,710.4 1,798.0 - 1,798.0
Manufacturing costs (1,233.5) - (1,233.5) (1,291.2) - (1,291.2)
Administration, selling
and distribution costs (295.5) - (295.5) (309.6) - (309.6)
---------------------------------------------- ----------- ---------- --------- ----------- ---------- ---------
Trading profit 2 181.4 - 181.4 197.2 - 197.2
Amortisation of acquired
intangible assets - (10.0) (10.0) - (12.9) (12.9)
Restructuring charges 3 - (39.8) (39.8) - (15.3) (15.3)
Vacant site remediation
costs 1 - (4.1) (4.1)
GMP equalisation charge 1 - - - - (4.5) (4.5)
Operating profit/(loss) 181.4 (53.9) 127.5 197.2 (32.7) 164.5
----------- ---------- --------- ----------- ---------- ---------
Finance expense (19.5) - (19.5) (16.7) - (16.7)
Finance income 8.5 - 8.5 5.6 - 5.6
----------- ---------- --------- ----------- ---------- ---------
Net finance costs 4 (11.0) - (11.0) (11.1) - (11.1)
Share of post-tax income
of joint ventures 1.0 1.1 2.1 2.8 - 2.8
Profit/(loss) before
tax 171.4 (52.8) 118.6 188.9 (32.7) 156.2
Income tax (charge)/credits 5 (43.8) 11.7 (32.1) (48.4) 36.8 (11.6)
---------------------------------------------- ----------- ---------- --------- ----------- ---------- ---------
Profit/(loss) from:
Continuing operations 127.6 (41.1) 86.5 140.5 4.1 144.6
Discontinued operations - 0.5 0.5
---------------------------------------------- ----------- ---------- --------- ----------- ---------- ---------
Profit/(loss) 127.6 (41.1) 86.5 140.5 4.6 145.1
============================================== =========== ========== ========= =========== ========== =========
Profit/(loss) attributable
to:
Owners of the parent 121.4 (41.1) 80.3 133.7 4.6 138.3
Non-controlling interests 6.2 - 6.2 6.8 - 6.8
---------------------------------------------- ----------- ---------- --------- ----------- ---------- ---------
Profit/(loss) 127.6 (41.1) 86.5 140.5 4.6 145.1
============================================== =========== ========== ========= =========== ========== =========
Earnings per share -
pence 6
Continuing operations
- basic 29.8 51.1
-
diluted 29.6 50.8
Total operations - basic 29.8 51.3
-
diluted 29.6 51.0
============================================== =========== ========== ========= =========== ========== =========
(1) Headline performance is defined in Note 17.1 and separately
reported items are defined in Note 1.5.
Group Statement of Comprehensive Income
For the year ended 31 December 2019
2019 2018
GBPm GBPm
---------------------------------------------------- ------ ------
Profit 86.5 145.1
Items that will not subsequently be reclassified
to income statement:
------ ------
Remeasurement of defined benefit assets/liabilities (3.6) 5.1
Income tax relating to items not reclassified 1.9 6.0
Items that may subsequently be reclassified
to income statement:
Exchange differences on translation of the
net assets of foreign operations (73.4) 11.1
Reclassification of foreign currency translation
reserve on disposal of share in joint venture (1.1) -
Exchange differences on translation of net
investment hedges 14.1 (11.5)
Income tax relating to items that may be
reclassified - -
------ ------
Other comprehensive income/(loss), net of
income tax (62.1) 10.7
Total comprehensive income 24.4 155.8
====================================================== ====== ======
Total comprehensive income attributable to:
Owners of the parent 20.6 149.3
Non-controlling interests 3.8 6.5
Total comprehensive income 24.4 155.8
------------------------------------------------------ ------ ------
Total comprehensive income attributable to owners of the
parent arises from:
Continuing operations 20.6 148.8
Discontinued operations - 0.5
------------------------------------------------------ ------ ------
Total comprehensive income attributable to
owners of the parent 20.6 149.3
------------------------------------------------------ ------ ------
Group Statement of Cash Flows
For the year ended 31 December 2019
2019 2018
Notes GBPm GBPm
------------------------------------------------- ----- ------- ------
Cash flows from operating activities
Cash generated from operations 9 240.7 195.2
------- ------
Interest paid (17.3) (16.3)
Interest received 5.2 4.8
------- ------
Net interest paid (12.1) (11.5)
Income taxes paid (44.5) (41.8)
Net cash inflow from operating activities 184.1 141.9
Cash flows from investing activities
------- ------
Capital expenditure (65.4) (41.2)
Proceeds from the sale of property, plant
and equipment 3.7 2.6
Proceeds from the sale of assets classified
as held for sale 1.8 -
Acquisition of subsidiaries and joint ventures,
net of cash acquired (32.7) (1.0)
Disposal of joint ventures, net of cash disposed 6.8 -
Dividends received from joint ventures 0.1 1.2
------- ------
Net cash outflow from investing activities (85.7) (38.4)
------------------------------------------------- ----- ------- ------
Net cash inflow before financing activities 98.4 103.5
Cash flows from financing activities
------- ------
Proceeds from borrowings 8 154.6 34.9
Repayment of borrowings 8 (169.8) (1.6)
Settlement of derivatives (5.1) 1.8
Purchase of ESOP shares - (13.4)
Dividends paid to equity shareholders 7 (53.9) (50.0)
Dividends paid to non-controlling shareholders (2.8) (1.9)
------- ------
Net cash outflow from financing activities (77.0) (30.2)
------------------------------------------------- ----- ------- ------
Net increase in cash and cash equivalents 8 21.4 73.3
Cash and cash equivalents at 1 January 213.4 140.0
Effect of exchange rate fluctuations on cash
and cash equivalents 8 (12.7) 0.1
Cash and cash equivalents at 31 December 222.1 213.4
================================================= ===== ======= ======
Free cash flow from continuing operations
(Note 17.10)
Net cash inflow from operating activities 184.1 142.0
Net retirement benefit obligations 5.1 3.4
Capital expenditure (65.4) (41.2)
Proceeds from the sale of property, plant
and equipment 3.7 2.6
Proceeds from the sale of assets classified
as held for sale 1.8 -
Dividends received from joint ventures 0.1 1.2
Dividends paid to non-controlling shareholders (2.8) (1.9)
------------------------------------------------- ----- ------- ------
Free cash flow from continuing operations 17 126.6 106.1
Discontinued operations - (0.1)
------------------------------------------------- ----- ------- ------
Free cash flow 17 126.6 106.0
================================================= ===== ======= ======
2018 Free cash flow does not reflect the transition to IFRS 16
Leases.
Group Balance Sheet
As at 31 December 2019
31 Dec
2018 1 Jan 2018
2019 Restated(*) Restated(*)
Notes GBPm GBPm GBPm
------------------------------------ ----- --------- ------------ ------------
Assets
--------- ------------ ------------
Property, plant and equipment 337.7 303.7 301.1
Intangible assets 708.5 724.0 725.6
Employee benefits - net surpluses 11 102.6 90.8 92.4
Interests in joint ventures
and associates 12.7 19.1 17.5
Investments 0.8 1.0 1.4
Income tax receivable - - 0.4
Deferred tax assets 94.9 94.5 61.0
Other receivables 22.1 30.1 30.9
Derivative financial instruments 16 0.5 0.7 0.2
--------- ------------ ------------
Total non-current assets 1,279.8 1,263.9 1,230.5
Cash and short-term deposits 8 229.2 236.9 161.9
Inventories 212.9 244.3 222.8
Trade and other receivables 379.6 440.4 422.2
Income tax recoverable 2.9 2.8 5.2
Derivative financial instruments 16 0.1 0.1 0.1
Assets classified as held
for sale - 1.7 -
--------- ------------ ------------
Total current assets 824.7 926.2 812.2
Total assets 2,104.5 2,190.1 2,042.7
==================================== ===== ========= ============ ============
Equity
--------- ------------ ------------
Issued share capital 27.8 27.8 27.8
Retained earnings 2,463.1 2,432.4 2,342.7
Other reserves (1,427.5) (1,369.5) (1,369.4)
--------- ------------ ------------
Equity attributable to the
owners of the parent 1,063.4 1,090.7 1,001.1
Non-controlling interests 51.0 50.0 45.4
------------------------------------ ----- --------- ------------ ------------
Total equity 1,114.4 1,140.7 1,046.5
------------------------------------ ----- --------- ------------ ------------
Liabilities
--------- ------------ ------------
Interest-bearing borrowings 8 303.2 455.5 410.5
Employee benefits - net liabilities 11 111.1 106.1 108.9
Other payables 15.1 16.1 17.3
Provisions 15 31.1 38.8 34.4
Deferred tax liabilities 43.6 38.7 42.7
--------- ------------ ------------
Total non-current liabilities 504.1 655.2 613.8
Interest-bearing borrowings 8 171.7 29.4 25.7
Trade and other payables 273.6 311.8 292.6
Income tax payable 14.3 29.3 34.3
Provisions 15 25.7 23.1 29.8
Derivative financial instruments 16 0.7 0.6 -
--------- ------------ ------------
Total current liabilities 486.0 394.2 382.4
------------------------------------ ----- --------- ------------ ------------
Total liabilities 990.1 1,049.4 996.2
------------------------------------ ----- --------- ------------ ------------
Total equity and liabilities 2,104.5 2,190.1 2,042.7
==================================== ===== ========= ============ ============
*Restated - see Note 10 of the Group financial statements for an
explanation and analysis of the prior year adjustments made in
respect of the Balance Sheet as at 31 December 2018 and 1 January
2018.
Group Statement of Changes in Equity
For the year ended 31 December 2018
Issued Owners
share Other Retained of the Non-controlling Total
capital reserves earnings parent interests equity
GBPm GBPm GBPm GBPm GBPm GBPm
As at 1 January 2018 - as reported 27.8 (1,369.4) 2,370.3 1,028.7 45.4 1,074.1
Restatement upon impairment of tangible
and intangible
assets (note 10) - - (27.6) (27.6) - (27.6)
------------------------------------------ -------- --------- --------- ------- --------------- -------
As at 1 January 2019 - restated 27.8 (1,369.4) 2,342.7 1,001.1 45.4 1,046.5
Profit - - 138.3 138.3 6.8 145.1
-------- --------- --------- ------- --------------- -------
Remeasurement of defined benefit
liabilities/assets - - 5.1 5.1 - 5.1
Income tax relating to items not
reclassified - - 6.0 6.0 - 6.0
Exchange differences on translation
of the net assets of foreign operations - 11.4 - 11.4 (0.3) 11.1
Exchange differences on translation
of net investment hedges (11.5) - (11.5) - (11.5)
Income tax relating to items that
may be reclassified - - - - - -
-------- --------- --------- ------- --------------- -------
Other comprehensive income/(loss),
-net of income tax - (0.1) 11.1 11.0 (0.3) 10.7
------------------------------------------ -------- --------- --------- ------- --------------- -------
Total comprehensive income (loss) - (0.1) 149.4 149.3 6.5 155.8
-------- --------- --------- ------- --------------- -------
Recognition of share-based payments - - 3.7 3.7 - 3.7
Purchase of ESOP shares - - (13.4) (13.4) - (13.4)
Dividends paid (Note 7) - - (50.0) (50.0) (1.9) (51.9)
-------- --------- --------- ------- --------------- -------
Total transactions with owners - - (59.7) (59.7) (1.9) (61.6)
------------------------------------------ -------- --------- --------- ------- --------------- -------
As at 1 January 2019 - as reported 27.8 (1,369.5) 2,432.4 1,090.7 50.0 1,140.7
Restatement upon adoption of IFRIC
23 - - 1.5 1.5 - 1.5
As at 1 January 2019 - restated 27.8 (1369.5) 2,433.9 1,092.2 50.0 1,142.2
Profit - - 80.3 80.3 6.2 86.5
-------- --------- --------- ------- --------------- -------
Remeasurement of defined benefit
liabilities/assets - - (3.6) (3.6) - (3.6)
Income tax relating to items not
reclassified - - 1.9 1.9 - 1.9
Exchange differences on translation
of the net assets of foreign operations - (71.0) - (71.0) (2.4) (73.4)
Reclassification of foreign currency
translation reserve on disposal
of share in joint venture - (1.1) - (1.1) - (1.1)
Exchange differences on translation
of net investment hedges - 14.1 - 14.1 - 14.1
Income tax relating to items that
may be reclassified - - - - - -
-------- --------- --------- ------- --------------- -------
Other comprehensive income/(loss),
net of income tax - (58.0) (1.7) (59.7) (2.4) (62.1)
------------------------------------------ -------- --------- --------- ------- --------------- -------
Total comprehensive income (loss) - (58.0) 78.6 20.6 3.8 24.4
------------------------------------------ -------- --------- --------- ------- --------------- -------
Recognition of share-based payments - - 4.5 4.5 - 4.5
Dividends paid (Note 7) - - (53.9) (53.9) (2.8) (56.7)
------------------------------------------
Total transactions with owners - - (49.4) (49.4) (2.8) (52.2)
------------------------------------------ -------- --------- --------- ------- --------------- -------
As at 31 December 2019 27.8 (1,427.5) 2,463.1 1,063.4 51.0 1,114.4
------------------------------------------ -------- --------- --------- ------- --------------- -------
Notes to the Group Financial Statements
1 Basis of preparation
1.1 Basis of preparation
The financial information in this preliminary announcement has
been extracted from the audited Group Financial Statements for the
year ended 31 December 2019 and does not constitute statutory
accounts within the meaning of section 434 of the Companies Act
2006. The Group Financial Statements and this preliminary
announcement were approved by the Board of Directors on 27 February
2020.
The auditors have reported on the Group Financial Statements for
the years ended 31 December 2019 and 31 December 2018 under section
495 of the Companies Act 2006. The auditors' reports are
unqualified and do not contain a statement under section 498(2) or
(3) of the Companies Act 2006. The Group's statutory financial
statements for the year ended 31 December 2018 have been filed with
the Registrar of Companies and those for the year ended 31 December
2019 will be filed following the Company's Annual General
Meeting.
The Group Financial Statements have been prepared in accordance
with International Financial Reporting Standards ('IFRS') and
interpretations issued by the IFRS Interpretations Committee ('IFRS
IC') as adopted by the European Union and with the Companies Act
2006 applicable to companies reporting under IFRS. The financial
statements have been prepared under the historical cost convention,
with the exception of fair value measurement applied to defined
benefit pension plans, certain provisions, investments and
derivative financial instruments.
The same accounting policies, presentation and computation
methods are followed in this preliminary announcement as in the
preparation of the Group Financial Statements. The accounting
policies have been applied consistently by the Group.
The 2018 Group Financial Statements are subject to an ongoing
review by the FRC's Corporate Reporting Review team as part of the
usual cycle of reviews of listed Company's accounts. This has
resulted in us making a number of enhancements to our disclosures
in the 2019 Group Financial Statements. As part of that enquiry, we
have also reconsidered our application of IAS 36, Impairment of
Assets. Previously, the group identified cash generating units as
Steel and Foundry. We have now performed goodwill impairment
testing at an operating segment level which are Steel Advanced
Refractories, Steel Flow Control, Steel Digital Services (Sensors
& Probes) and Foundry. This has shown that the carrying value
of the goodwill and certain tangible assets held in the Steel
Digital Services (Sensors & Probes) operating segment could not
be supported by value in use calculations as at 31 December 2017.
Therefore the goodwill has been impaired at that date, resulting in
an impairment of GBP17.4m. We have also identified an impairment of
tangible fixed assets of GBP10.2m. The effect of these impairments
is a decrease in net assets of GBP27.6m as at 31 December 2017, 31
December 2018 and 31 December 2019. There is no material impact on
reported profit or cash flow for the years ending 31 December 2018
and 31 December 2019. Further details are provided in note 10. When
reviewing the Company's 2018 Annual Report and Financial
Statements, the FRC has made clear to us the limitations of its
review is as follows:
-- its review is based on the 2018 Annual Report and Financial
Statements only and does not benefit from a detailed knowledge of
the Group's business or an understanding of the underlying
transactions entered into;
-- communications from the FRC provide no assurance that the
Company's 2018 Annual Report and Financial Statements are correct
in all material respects and are made on the basis that the FRC
(and its officers, employees and agents) accepts no liability for
reliance on them by the Company or any third party, including but
not limited to investors and shareholders; and
-- the FRC's role is not to verify information provided but to
consider compliance with reporting requirements.
1.2 Basis of consolidation
The Group Financial Statements incorporate the financial
statements of the Company and entities controlled by the Company
(its 'subsidiaries'). Control exists when the Company has the power
to direct the relevant activities of an entity that significantly
affect the entity's return so as to have rights to the variable
return from its activities. In assessing whether control exists,
potential voting rights that are currently exercisable are taken
into account. The results of subsidiaries acquired or disposed of
during the year are included in the Group Income Statement from the
effective date of acquisition or up to the effective date of
disposal, as appropriate.
The principal accounting policies applied in the preparation of
these Group Financial Statements are set out in the Notes. These
policies have been consistently applied to all of the years
presented, unless otherwise stated. Where necessary, adjustments
are made to the financial statements of subsidiaries to bring their
accounting policies into line with those detailed herein to ensure
that the Group Financial Statements are prepared on a consistent
basis. All intra-Group transactions, balances, income and expenses
are eliminated on consolidation.
Non-controlling interests in the net assets of consolidated
subsidiaries are identified separately from the Group's interest
therein. Non-controlling interests consist of the amount of those
interests at the date of the original business combination together
with the non-controlling interests' share of profit or loss and
each component of other comprehensive income, and dividends since
the date of the combination. Total comprehensive income is
attributed to the non-controlling interests even if this results in
the non-controlling interests having a deficit balance.
1.3 Going concern
The Directors have prepared cash flow forecasts for the Group
for a period in excess of 12 months from the date of approval of
the 2019 financial statements. These forecasts reflect an
assessment of current and future end-market conditions and their
impact on the Group's future trading performance. The forecasts
show that the Group will be able to operate within the current
committed debt facilities and show continued compliance with the
Company's financial covenants. On the basis of the exercise
described above and the Group's available committed debt
facilities, the Directors consider that the Group and the Company
have adequate resources to continue in operational existence for a
period of at least 12 months from the date of signing of these
financial statements. Accordingly, they continue to adopt a going
concern basis in preparing the financial statements of the Group
and the Company.
1.4 Functional and presentational currency
The financial statements are presented in millions of pounds
sterling, which is the functional currency of the Company, and
rounded to one decimal place.
1.5 Disclosure of "separately reported items"
IAS 1 Presentation of Financial Statements encourages the
disclosure of additional line items and the reordering of items
presented on the face of the income statement when appropriate for
a proper understanding of the entity's financial performance. The
Company has adopted a columnar presentation for its Group Income
Statement, to separately identify headline performance results (as
defined in Note 17), as the Directors consider that this gives a
better view of the underlying results of the ongoing business. As
part of this presentation format, the Company has adopted a policy
of disclosing separately on the face of its Group Income Statement,
within the column entitled 'Separately reported items', the effect
of any components of financial performance for which the Directors
consider separate disclosure would assist both in a better
understanding of the financial performance achieved and in making
projections of future results.
Both materiality and the nature of the components of income and
expense are considered in deciding upon such presentation. Such
items may include, inter alia, the financial effect of exceptional
items which occur infrequently, such as major restructuring
activity, (which may require more than one year to complete), and
significant movement in the Group's deferred tax balances such as
was, for example, caused by the impact of US tax reform in 2017,
together with items reported separately for consistency, such as
amortisation charges relating to acquired intangible assets,
profits or losses arising on the disposal of continuing or
discontinued operations and the taxation impact of the
aforementioned exceptional items and other items reported
separately.
The amortisation charge in respect of intangible assets
recognised on business combinations is excluded from the trading
results of the Group since they are non-cash charges and are not
considered reflective of the core trading performance of the
Group.
In its adoption of this policy, the Company applies an
even-handed approach to both gains and losses and aims to be
both
consistent and clear in its accounting and disclosure of such
items.
2019
The Group owns a disused property in the US, which does not form
part of our trading operations. Costs are being incurred at this
site to address the significant increase in the volume of water
run-off occurring in 2019. We have engaged waste management
specialists, are taking actions to reduce the level of water
(including hydrological studies) and are in contact with the
relevant regulatory authorities. We estimate that it will take 18
months to finalise remediation. The costs for this remediation are
estimated to be GBP4.1m. These non-recurring costs have been
treated as a separately reported item. There has been no impact
upon headline performance.
2018
Following a period of sustained profitability of the Group's US
business, for 2018 the Board decided to substantially increase the
amount reflected on the Group's balance sheet in respect of the
previously unrecognised value of US tax losses and other temporary
differences.
A UK High Court judgement was made on 26 October 2018 in respect
of the gender equalisation of guaranteed minimum pensions ("GMPs")
for occupational pension schemes. The increase in pension
liabilities resulting from this judgement has been treated for IAS
19 purposes as a plan amendment and has resulted in an increase in
the pension deficit in the balance sheet and a corresponding past
service cost in the income statement. This has been treated as a
separately reported item so that there has been no impact upon
Headline performance. We are working with the trustees of our UK
pension plan and our actuarial and legal advisers to understand the
extent to which the judgement crystallises additional liabilities
for the UK pension plan. We estimated the impact of GMP
equalisation as at 31 December 2018 to be GBP4.5m.
1.6 Changes in accounting policies
Initial adoption of IFRS 16 Leases
The Group has adopted IFRS 16 Leases from 1 January 2019 and, in
accordance with the simplified approach, has not restate
comparatives on transition. The reclassifications and adjustments
arising from the new lease accounting rules are therefore
recognised in the opening balance sheet on 1 January 2019.
The Group has recognised lease liabilities in relation to leases
which had previously been classified as operating leases and taken
the practical expedient provided for leases of low-value assets and
short-term leases (shorter than twelve months). For leases that had
been classified as operating leases in accordance with IAS 17 the
lease liability was recognised at the present value of the
remaining lease payments, discounted using the interest rate
implicit in the lease if that rate could be readily determined. If
that rate could not be readily determined the lessee's incremental
borrowing rate was used, calculated as the local government bond
rate plus an interest rate spread. The weighted average lessee's
incremental borrowing rate applied to the lease liabilities on 1
January 2019 was 4.4%.
Net debt rose accordingly due to the increase in lease
liabilities, as shown in Note 8. In cases where there was an option
to terminate or extend a lease, the duration of the lease assumed
for this purpose reflected the Group's existing intentions
regarding such options.
Lease liabilities include the net present value of the following
lease payments:
-- fixed payments (including in-substance fixed payments), less
any lease incentives receivable
-- variable lease payments that are based on an index or a rate
-- amounts expected to be payable by the lessee under residual value guarantees
-- the exercise price of a purchase option if the lessee is
reasonably certain to exercise that option, and
-- payments of penalties for terminating the lease, if the lease
term reflects the lessee exercising that option.
For leases previously classified as finance leases the entity
recognised the carrying amount of the lease asset and lease
liability immediately before transition as the carrying amount of
the right of use asset and the lease liability at the date of
initial application. In determining the right of use assets, the
Group has taken the practical expedient in respect of placing
reliance on previous assessments on whether leases are onerous.
This has resulted in adjustment of the onerous lease provision of
GBP2.5 million against the right of use assets upon transition and
recognition of a lease liability. The measurement principles of
IFRS 16 are only applied after that date.
The right of use asset was measured at the amount equal to the
lease liability, adjusted by the amount of any prepaid or accrued
lease payments relating to that lease recognised in the balance
sheet as at 31 December 2018. The right-of-use asset is depreciated
over the shorter of the asset's useful life and the lease term on a
straight-line basis. The recognised right of use assets relate to
the following assets.
As reported
31 December 1 January 31 December
2019 2019 2018
GBPm GBPm GBPm
--------------------- -------------- ------------ -------------
Leasehold property 20.7 22.3 -
Plant and equipment 13.7 15.7 4.4
---------------------- -------------- ------------ -------------
34.4 38.0 4.4
-------------- ------------ -------------
The change in accounting policy affected the following items in
the balance sheet on 1 January 2019.
As reported
31 December 1 January
2018 2019
GBPm GBPm
------------------------------------------ ------------- ------- ------------
Property, plant and equipment - increase 313.9 33.6 347.5
Trade and other receivables - decrease 470.5 (3.3) 467.2
Provisions - decrease (61.9) 2.5 (59.4)
Lease liabilities - increase (3.9) (32.8) (36.7)
The operating lease commitment disclosed in the Group's 2018
consolidated accounts can be reconciled to the lease liability as
at 1 January 2019 as follows.
GBPm
--------------------------------------------------------- ------
Operating lease commitment disclosed as at 31 December
2018 39.3
Add finance lease liabilities recognised already as
at 31 December 2018 3.9
Less short-term and low-value leases still treated
as operating leases (6.0)
Less the effect of discounting upon the lease liability
as at 1 January 2019 (4.4)
---------------------------------------------------------- ------
Lease liability recognised as at 1 January 2019 32.8
---------------------------------------------------------- ------
In contrast with the previous presentation of operating lease
expenses within operating profit, the Group now recognises
depreciation charges on right of use assets and interest expense
from unwinding of the discount on the lease liabilities. If IFRS 16
had been applied for the 2018 Annual Report and Financial
Statements, operating profit and interest expense would both have
been approximately GBP1m higher, with an insignificant impact on
net profit, and cash generated from operations would have been
approximately GBP9m higher with a compensating GBP9m additional
financing cash outflow so there would have been no impact on the
net cash flow.
IFRIC 23 Uncertainty over Income Tax Treatments
IFRIC 23 has been applied from 1 January 2019 and clarified how
the recognition and measurement requirements of IAS 12 'Income
taxes' are to be applied where there is uncertainty over income tax
treatments. At transition, an adjustment has been made to reduce
tax liabilities and to increase opening reserves in respect of tax
provisions by GBP1.5m.
1.7 New and revised IFRS
Certain new accounting standards and interpretations have been
published that are not mandatory for 31 December 2019 reporting
periods and have not been early adopted by the Group. These include
the new insurance standard IFRS 17 Insurance Contracts which was
issued in 2017 with the effective date of 1 January 2021. These new
or amended standards or interpretations are not expected to have a
significant impact on the Group's financial statements.
The 2018 Group Financial Statements are subject to an ongoing
review by the FRC's Corporate Reporting Review team as part of the
usual cycle of reviews of listed Company's accounts. This has
resulted in us making a number of enhancements to our disclosures
in the 2019 Group Financial Statements. As part of that enquiry, we
have also reconsidered our application of IAS 36, Impairment of
Assets. Previously, the group identified cash generating units as
Steel and Foundry. We have now performed goodwill impairment
testing at an operating segment level which are Steel Advanced
Refractories, Steel Flow Control, Steel Digital Services (Sensors
& Probes) and Foundry. This has shown that the carrying value
of the goodwill and certain tangible assets held in the Steel
Digital Services (Sensors & Probes) operating segment could not
be supported by value in use calculations as at 31 December 2017.
Therefore the goodwill has been fully impaired at that date,
resulting in an impairment of GBP17.4m. We have also identified
impairment of tangible fixed assets of GBP10.2m. The effect of
these impairments is a decrease in net assets of GBP27.6m as at 31
December 2017, 31 December 2018 and 31 December 2019. There is no
material impact on the reported profit or cash flow for the years
ended 31 December 2018 and 31 December 2019. Further details are
provided in Note 10.
2 Segment information
Operating segments for continuing operations
The Group's operating segments are determined taking into
consideration how the Group's components are reported to the
Executive Directors of the Board, who make the key operating
decisions and are responsible for allocating resources and
assessing performance of the component. Taking into account the
Group's management and internal reporting structure, the operating
segments are Steel Flow Control, Steel Advanced Refractories, Steel
Digital Services (Sensors & Probes) and Foundry. The principal
activities of each of these segments are described in the
Operational Review.
The Flow Control, Advanced Refractories and Digital Services
operating segments are aggregated into the Steel reportable segment
reflecting the similar production processes and inputs each of them
have into the production of Steel for a particular customer.
Segment revenue represents revenue from external customers
(inter-segment revenue is not material). Trading profit includes
items directly attributable to a segment as well as those items
that can be allocated on a reasonable basis.
2.1 Income statement
2019
--------------------------------------------------------------------------
Digital Services
Flow Advanced (Sensors Continuing
Control Refractories & Probes) Steel Foundry operations
--------- -------------- ---------------- -------
GBPm GBPm GBPm
------------------------------ --------- -------------- ---------------- ------- ------- -----------
Segment revenue 626.3 539.8 29.2 1,195.3 515.1 1,710.4
at a point in time 1,188.9 515.1 1,704.0
Over time 6.4 6.4
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Segment EBITDA 153.4 77.7 231.1
Segment depreciation (33.3) (16.4) (49.7)
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Segment trading profit 120.1 61.3 181.4
------------------------------- --------- -------------- ---------------- ------- -------
Return on sales margin 10.0% 11.9% 10.6%
Amortisation of acquired
intangible assets (10.0)
Restructuring charges (39.8)
GMP equalisation charge (4.1)
Operating profit 127.5
Net finance costs (11.0)
Share of post-tax profit
of joint ventures 2.1
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Profit before tax 118.6
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Capital expenditure additions 53.6 21.1 74.7
------------------------------- --------- -------------- ---------------- ------- ------- -----------
2018
--------------------------------------------------------------------------
Digital Services
Flow Advanced (Sensors Continuing
Control Refractories & Probes) Steel Foundry operations
--------- -------------- ---------------- -------
GBPm GBPm GBPm
------------------------------ --------- -------------- ---------------- ------- ------- -----------
Segment revenue 662.6 541.1 33.0 1,236.7 561.3 1,798.0
at a point in time 1,225.7 561.3 1,787.0
Over time 11.0 - 11.0
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Segment EBITDA 155.3 82.9 238.2
Segment depreciation (27.0) (14.0) (41.0)
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Segment trading profit 128.3 68.9 197.2
------------------------------- --------- -------------- ---------------- ------- -------
Return on sales margin 10.4% 12.3% 11.0%
Amortisation of acquired
intangible assets (12.9)
Restructuring charges (15.3)
GMP equalisation charge (4.5)
Operating profit 164.5
Net finance costs (11.1)
Share of post-tax profit
of joint ventures 2.8
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Profit before tax 156.2
------------------------------- --------- -------------- ---------------- ------- ------- -----------
Capital expenditure additions 34.4 14.0 48.4
------------------------------- --------- -------------- ---------------- ------- ------- -----------
3 Restructuring charges
The 2019 restructuring charges were GBP39.8m and relate to the
programme first announced in March 2018, which is predominantly
focused on rationalising our manufacturing footprint, consolidating
production and streamlining various back office functions. The
charges reflect redundancy costs of GBP24.8m (2018: GBP8.3m), plant
closure costs of GBP4.4m (2018: GBP4.7m), consultancy fees of
GBP1.6m (2018: GBP0.5m), asset write-offs of GBP8.9m (2018:
GBP1.7m) and travel of GBP0.1m (2018: GBP0.1m).
The net tax credit attributable to the total restructuring
charges was GBP9.2m (2018: GBP1.8m).
Cash costs of GBP30.0m (2018: GBP19.3m) (Note 9) were incurred
in the year in respect of the restructuring programme, leaving
provisions made but unspent of GBP19.1m (Note 15) as at 31 December
2019 (2018: GBP17.4m), of which GBPnil (2018: GBP4.3m) relates to
future costs in respect of leases expiring between one and six
years.
4 Net finance costs
Total net finance costs for the period of GBP11.0m is analysed
in the table below.
2019 2018
GBPm GBPm
------------------------------------------------ ----- -----
Interest payable on borrowings
Loans, overdrafts and factoring arrangements 15.7 14.5
Interest on lease liabilities 1.6 0.2
Amortisation of capitalised borrowing costs 0.6 0.6
-------------------------------------------------- ----- -----
Total interest payable on borrowings 17.9 15.3
Interest on net retirement benefits obligations 0.3 0.1
Adjustments to discounts on provisions
and other liabilities 1.3 1.3
Adjustments to discounts on receivables (0.7) (0.8)
Finance income (7.8) (4.8)
-------------------------------------------------- ----- -----
Total net finance costs 11.0 11.1
-------------------------------------------------- ----- -----
5 Income tax
The Group's effective tax rate, based on the income tax costs
associated with headline performance of GBP43.8m (2018: 48.4m), was
25.7% (2018: 26.0%).
The utilisation of our US tax losses and other temporary
differences has increased the headline tax charge in 2019 by
GBP7.4m (2018: GBP7.8m), increasing the effective rate of tax on
headline profit before tax and share of post-tax profits from joint
ventures by 4.3% (2018: 4.2%). The utilisation of US tax losses and
other temporary differences includes the impact of the Global
Intangible Low-Taxed Income ('GILTI') rules which were introduced
as part of US tax reform. The GILTI rules have increased the
headline tax charge by GBP1.2m (2018: GBP2.4m).
The Group's total income tax costs include a credit on
separately reported items of GBP11.7m (2018: GBP36.8m credit),
comprising GBP2.5m non-cash deferred tax movements relating to the
amortisation of a deferred tax liability mainly arising from the
2008 acquisition of Foseco plc (2018: GBP2.8m), GBP9.2m tax credits
relating to restructuring charges (2018: GBP1.8m) and no net
increase in the deferred tax asset recognised in respect of US tax
losses and certain other temporary differences (2018: GBP32.2m
increase).
The net income tax credit reflected in the Group Statement of
Comprehensive Income in the year amounted to GBP1.9m (2018: GBP6.0m
credit), comprising a GBP1.9m credit (2018: GBP1.3m charge) related
to tax on net actuarial gains and losses on the employee benefits
plans worldwide and no additional recognition of a US pension
deferred tax asset (2018: GBP7.3m credit).
6 Earnings per share ("EPS")
6.1 Earnings for EPS
Basic and diluted EPS from continuing operations are based upon
the profit attributable to owners of the parent, as reported in the
Group Income Statement, of GBP80.3m (2018: GBP137.8m), being the
profit for the year of GBP86.5m (2018: GBP144.6m) less
non-controlling interests of GBP6.2m (2018: GBP6.8m); basic and
diluted EPS from total operations are based on the profit
attributable to owners of the parent of GBP80.3m (2018: GBP138.3m);
headline and diluted headline EPS are based upon headline profit
from continuing operations attributable to owners of the parent of
GBP121.4m (2018: GBP133.7m). The table below reconciles these
different profit measures.
2019 2018
GBPm GBPm
--------------------------------------- ------ ------
Profit attributable to owners of the
parent 80.3 137.8
Adjustments for separately reported
items:
Amortisation of intangible assets 10.0 12.9
Restructuring charges 39.8 15.3
Gain on disposal of share in joint
venture (1.1) -
Vacant site remediation costs 4.1 -
GMP equalisation charge - 4.5
Income tax (credit)/charge (11.7) (36.8)
------------------------------------------- ------ ------
Headline profit attributable to owners
of the parent 121.4 133.7
------------------------------------------- ------ ------
6.2 Weighted average number of shares
2019 2018
millions millions
-------------------------------------------------- -------- --------
For calculating basic and headline EPS 269.1 269.8
Adjustment for dilutive potential ordinary shares 1.9 1.4
---------------------------------------------------- -------- --------
For calculating diluted and diluted headline EPS 271.0 271.2
---------------------------------------------------- -------- --------
For the purposes of calculating diluted and diluted headline
EPS, the weighted average number of ordinary shares is adjusted to
include the weighted average number of ordinary shares that would
be issued on the conversion of all potentially dilutive ordinary
shares expected to vest, relating to the Company's share-based
payment plans. Potential ordinary shares are only treated as
dilutive when their conversion to ordinary shares would decrease
EPS or increase loss per share.
6.3 Per share amounts
Continuing Discontinued 2019 Continuing Discontinued 2018
operations operations total operations operations total
pence pence pence pence pence pence
Earnings per share - basic 29.8 - 29.8 51.1 0.2 51.3
- headline 45.1 49.6
- diluted 29.6 - 29.6 50.8 0.2 51.0
- diluted
headline 44.8 49.3
---------------------------------------------- ---------- ------------ ----- ---------- ------------ -----
7 Dividends
2019 2018
GBPm GBPm
---------------------------------------------- ---- ----
Amounts recognised as dividends and paid
to equity holders during the period
Final dividend for the year ended 31 December
2017 of 12.50p per ordinary share - 33.8
Interim dividend for the year ended 31
December 2018 of 6.00p per ordinary share 16.2
Final dividend for the year ended 31 December
2018 of 13.80p per ordinary share 37.2 -
Interim dividend for the year ended 31
December 2019 of 6.20p per ordinary share 16.7 -
------------------------------------------------ ---- ----
53.9 50.0
---- ----
A final dividend for the year ended 31 December 2018 of GBP37.2m
(2017: GBP33.8m), equivalent to 13.8 pence (2017: 12.5 pence) per
ordinary share, was paid in May 2019 (May 2018) and an interim
dividend for the year ended 31 December 2019 of GBP16.7m (2018:
GBP16.2m), equivalent to 6.2 pence (2018: 6.0 pence) per ordinary
share, was paid in September 2019 (September 2018).
A proposed final dividend for the year ended 31 December 2019 of
GBP38.6m, equivalent to 14.3 pence per ordinary share,
is subject to approval by shareholders at the Company's Annual
General Meeting and has not been included as a liability in these
financial statements. If approved by shareholders, the dividend
will be paid on 22 May 2020 to ordinary shareholders on the
register at 17 April 2020.
8 Reconciliation of movement in net debt
Transition
to
Balance IFRS 16 Foreign Balance
as at on exchange Non-cash as at 31
1 Jan 2019 1 Jan 2019 adjustments movements Cash flow Dec 2019
GBPm GBPm GBPm GBPm GBPm GBPm
-------------------------- ----------- ----------- ------------- ---------- --------- ---------
Cash and cash equivalents
Cash at bank and
in hand 236.9 - (12.9) - 5.2 229.2
Bank overdrafts (23.5) - 0.2 - 16.2 (7.1)
--------------------------- ----------- ----------- ------------- ---------- --------- ---------
213.4 - (12.7) - 21.4 222.1
Borrowings, excluding
bank overdrafts
Current (6.5) - (8.1) (105.5) (44.5) (164.6)
Non-current (456.7) (32.8) 29.1 96.3 59.7 (304.4)
--------------------------- ----------- ----------- ------------- ---------- --------- ---------
(463.2) (32.8) 21.0 (9.2) 15.2 (469.0)
Capitalised arrangement
fees 1.8 - - (0.6) - 1.2
Derivative financial
instruments 0.2 - (5.4) - 5.1 (0.1)
Net debt (247.8) (32.8) 2.9 (9.8) 41.7 (245.8)
--------------------------- ----------- ----------- ------------- ---------- --------- ---------
Balance Foreign Balance as
as at exchange Non-cash at 31 Dec
1 Jan 2018 adjustments movements Cash flow 2018
GBPm GBPm GBPm GBPm GBPm
-------------------------- ----------- ------------- ---------- --------- ----------
Cash and cash equivalents
Cash at bank and in
hand 161.9 0.5 - 74.5 236.9
Bank overdrafts (21.9) (0.4) - (1.2) (23.5)
-------------------------- ----------- ------------- ---------- --------- ----------
140.0 0.1 - 73.3 213.4
Borrowings, excluding
bank overdrafts
Current (4.3) - - (2.2) (6.5)
Non-current (412.1) (14.4) - (30.2) (456.7)
-------------------------- ----------- ------------- ---------- --------- ----------
(416.4) (14.4) - (32.4) (463.2)
Capitalised borrowing
costs 2.1 - 0.6 (0.9) 1.8
Derivative financial
instruments 0.3 1.7 - (1.8) 0.2
Net debt (274.0) (12.6) 0.6 38.2 (247.8)
-------------------------- ----------- ------------- ---------- --------- ----------
9 Cash generated from operations
Continuing Discontinued 2019 Continuing Discontinued 2018
operations operations total operations operations total
GBPm GBPm GBPm GBPm GBPm GBPm
--------------------------------- ---------- ------------ ------ ---------- ------------ ------
Operating profit 127.5 - 127.5 164.5 0.5 165.0
Adjustments for:
Amortisation of intangible
assets 10.0 - 10.0 12.9 - 12.9
Restructuring charges 39.8 - 39.8 15.3 - 15.3
Vacant site remediation
costs 4.1 - 4.1 - - -
GMP equalisation charge - - - 4.5 - 4.5
(Profit)/Loss on disposal
of non-current assets (0.3) - (0.3) - - -
Depreciation 49.7 - 49.7 41.0 - 41.0
--------------------------------- ---------- ------------ ------ ---------- ------------ ------
230.8 - 230.8 238.2 0.5 238.7
Net decrease/(increase)
in inventories 24.9 - 24.9 (20.7) - (20.7)
Net decrease/(increase)
in trade receivables 54.4 - 54.4 (4.9) - (4.9)
Net (decrease)/increase
in trade payables (15.2) - (15.2) 3.6 - 3.6
Net decrease/(increase)
in other working capital (19.1) - (19.1) 1.8 (0.6) 1.2
Outflow related to restructuring
charges (30.0) - (30.0) (19.3) - (19.3)
Net retirement benefit
obligations (5.1) - (5.1) (3.4) - (3.4)
--------------------------------- ---------- ------------ ------ ---------- ------------ ------
Cash generated from operations 240.7 - 240.7 195.3 (0.1) 195.2
--------------------------------- ---------- ------------ ------ ---------- ------------ ------
10 Impairment of Tangible and Intangible Assets
A prior year restatement was recognised relating to the year
ended 31 December 2017 following a review of the Group's accounting
policy for the impairment of tangible and intangible assets.
Further to correspondence with the Financial Reporting Council
("FRC") it was identified that, in previous years, the Group's
goodwill impairment test had not been performed in accordance with
the requirements of IAS 36, Impairment of Assets.
Previously the group identified two reportable segments: Steel
and Foundry, to represent the lowest level at which goodwill was
monitored. In contrast, paragraph 80(b) of IAS 36 does not permit
goodwill to be tested at a level higher than the level of an
operating segment. The Group's operating segments are Steel
Advanced Refractories, Steel Flow Control, Steel Digital Services
(Sensors & Probes) and Foundry Divisions.
To ensure compliance with this aspect of IAS 36, the Group has
determined the impact of performing goodwill impairment testing at
the appropriate operating segment level on the 2017 and 2018
accounts. This has shown that the carrying value of goodwill and
certain tangible assets allocated to the Steel Digital Services
(Sensors & Probes) operating segment could not be fully
supported by this segment's recoverable amount as at 31 December
2017. Therefore goodwill has been fully impaired at that date.
Goodwill arising in relation to the acquisitions of ECIL Met Tec
in 2014 and the Sidermes Group in 2015 was allocated to the Steel
Digital Services (Sensors & Probes) segment. Goodwill of
GBP4.6m and GBP12.8m respectively was recognised on these
acquisitions. The growth of this operating segment has been slower
than initially expected due to end market weakness resulting in a
recoverable amount of the segment that was GBP27.6m lower than its
carrying value as at 31 December 2017. This difference has been
recognised as an impairment loss against goodwill allocated to the
segment (GBP17.4m) and property, plant and equipment
(GBP10.2m).
The overall effect of this impairment is a decrease in net
assets of GBP27.6m as at 31 December 2017, 31 December 2018 and 31
December 2019. There is no material impact on reported profit and
cash flow for the years ended 31 December 2018 and 31 December
2019.
2018
2019 Restated
GBPm GBPm
---------------------------- ----- ---------
Steel Flow Control 277.5 291.1
Steel Advanced Refractories 131.1 125.0
Foundry 211.6 221.0
------------------------------ ----- ---------
Total goodwill 620.2 637.1
------------------------------ ----- ---------
11 Employee benefits
The net employee benefits balance as at 31 December 2019 of
GBP8.5m (2018: GBP15.3m) in respect of the Group's defined benefit
retirement plans and other post-retirement benefits plans results
from an actuarial valuation of the Group's defined benefit pension
and other post-retirement obligations as at that date. As analysed
in the following table, the net balance comprised net
surpluses/(assets) of GBP102.6m (2018: GBP90.8m), relating largely
to the Group's main defined benefit pension plan in the UK,
together with net liabilities/(deficits) of GBP111.1m (2018:
GBP106.1m).
2019 2018
GBPm GBPm
-------------------------------------- ------- -------
Employee benefits - net surpluses
UK defined benefit pension plans 101.5 89.7
ROW defined benefit pension plans 1.1 1.1
---------------------------------------- ------- -------
Net surpluses 102.6 90.8
---------------------------------------- ------- -------
Employee benefits - net liabilities
UK defined benefit pension plans (1.9) (1.8)
US defined benefit pension plans (28.6) (32.5)
Germany defined benefit pension plans (54.5) (47.8)
ROW defined benefit pension plans (19.2) (16.7)
Other post-retirement benefit plans (6.9) (7.3)
---------------------------------------- ------- -------
Net liabilities (111.1) (106.1)
---------------------------------------- ------- -------
Total liabilities (8.5) (15.3)
---------------------------------------- ------- -------
The total net charge of GBP5.1m (2018: GBP9.8m) recognised in
the Group Income Statement in respect of the Group's defined
benefit pension plans and other post-retirement benefits plans is
recognised in the following lines.
2019 2018
GBPm GBPm
--------------------------------- ------------------------------------------------------------- ---- ----
In arriving at trading profit
(as defined in Note 17) * within other manufacturing costs 1.7 1.5
* within administration, selling and distribution costs 3.1 3.7
In arriving at profit before tax * GMP equalisation charge - 4.5
* within net finance costs 0.3 0.1
--------------------------------------------------------------- ---- ----
Total net charge 5.1 9.8
------------------------------------------------------------------------------------------------ ---- ----
12 Contingent liabilities
Guarantees given by the Group under property leases of
operations disposed of amounted to GBP0.3m (2018: GBP0.8m).
Vesuvius has extensive international operations and is subject
to various legal and regulatory regimes, including those covering
taxation and environmental matters. Several of Vesuvius'
subsidiaries are parties to legal proceedings, certain of which are
insured claims arising in the ordinary course of the operations of
the company involved, and the Directors are aware of a number of
issues which are, or may be, the subject of dispute with tax
authorities. Provisions are made for the expected amounts payable
in respect of known or probable costs resulting both from legal or
other regulatory requirements, and from third-party claims.
Certain of Vesuvius' subsidiaries are subject to lawsuits,
predominantly in the US, relating to a small number of products
containing asbestos manufactured prior to the acquisition of those
subsidiaries by Vesuvius. These suits usually also name many other
product manufacturers. To date, Vesuvius is not aware of there
being any liability verdicts against any of these subsidiaries.
A number of lawsuits have been withdrawn, dismissed or settled
and the amount paid, including costs, in relation to this
litigation has not had a material adverse effect on Vesuvius'
financial position or results of operations.
As the settlement of many of the obligations for which reserve
is made is subject to legal or other regulatory process, the timing
and amount of the associated outflows is subject to some
uncertainty.
13 Related parties
All transactions with related parties are conducted on an arms
length basis and in accordance with normal business terms.
Transactions between related parties that are Group subsidiaries
are eliminated on consolidation.
In June 2019 Vesuvius completed the sale of 50% interest in
Angang Vesuvius Refractory Company Ltd.
14 Acquisitions and divestments
CCPI
On 1 March 2019, Vesuvius plc acquired 100% of the share capital
of CCPI Inc ("CCPI"), a specialty refractory producer focused on
tundish (steel continuous casting) applications (65% of sales) and
aluminium (35% of sales). CCPI is based in Ohio, USA, and has
become part of the Group's Steel Advanced Refractories business
unit. The transaction valued CCPI at US$43.4 million (GBP33.3
million) on a cash and debt free basis and was funded from
Vesuvius' internal resources. The acquisition increased Vesuvius'
share of the tundish market and gives the Group an entry to the
aluminium market.
Final valuations have not all been completed but the provisional
fair values of the assets and liabilities recognised as a result of
the acquisition are as follows:
GBPm
------------------------------------------- ------
Cash and cash equivalents 0.9
Property, plant and equipment 5.2
Intangible asset (customer relationships) 13.8
Inventories 4.2
Receivables 5.1
Payables (3.1)
Finance lease obligations (1.5)
Deferred tax (2.8)
-------------------------------------------- ------
Net identifiable assets acquired 21.8
Goodwill 11.5
-------------------------------------------- ------
Consideration 33.3
-------------------------------------------- ------
The goodwill is attributable to CCPI's competitive reputation in
the marketplace and the synergies that Vesuvius expects to gain
from the integration of its tundish business into the Steel
Advanced Refractories business unit and is expected to be tax
deductible.
Included within the property, plant and equipment acquired were
right of use leased assets of GBP1.5m.
The decision to acquire CCPI was driven by its long-standing
customer relationships and these are the identifiable intangible
assets acquired. A deferred tax liability of GBP3.4m has been
provided in relation to these fair value adjustments.
In the period since acquisition, CCPI has contributed GBP23.8m
to revenue, GBP2.5m to trading profit and GBP1.8m to operating
profit. If the acquisition had occurred on the first day of the
financial year, it is estimated that the revenue, trading profit
and operating profit from the acquisition would have been GBP28.9m,
GBP3.0m and GBP2.3m respectively. On acquisition, CCPI was subsumed
into Steel Advanced Refractories activities and goodwill is
monitored at the level of the Steel Advanced Refractories operating
segment.
The net cash outflow on acquisition was GBP32.4m, being cash
consideration of GBP33.3m less cash and cash equivalents acquired
of GBP0.9m. Acquisition-related costs of GBP0.7m are included in
administrative expenses in the income statement.
The Group did not acquire any material interests in any
companies other than CCPI during the year ended 31 December 2019,
however contingent consideration of GBP0.3m was paid during the
year (2018: GBP1.1m) in respect of the previous acquisition of
Process Metrix.
Joint venture disposal
In June 2019 Vesuvius completed the sale of its 50% interest in
Angang Vesuvius Refractory Company, Ltd. The carrying value of the
investment was GBP6.9m at the date of divestment. The consideration
received (in early July 2019) was cash of GBP6.8m resulting in a
profit after foreign currency adjustments of GBP1.1m.
15 Provisions
Disposal
and closure Restructuring
costs charges Other Total
GBPm GBPm GBPm GBPm
--------------------------------- ------------ ------------- ------ ------
As at 1 January 2018 39.8 17.4 4.7 61.9
Exchange adjustments (1.2) (1.0) (0.1) (2.3)
Charge to Group Income Statement 4.1 39.8 8.4 52.3
Unused amounts released to Group
Income Statement (0.2) - - (0.2)
Adjustment to discount 1.3 - - 1.3
Cash spend (9.0) (30.0) (10.1) (49.1)
Transferred to other balance
sheet accounts - (7.1) - (7.1)
---------------------------------- ------------ ------------- ------ ------
As at 31 December 2019 34.8 19.1 2.9 56.8
---------------------------------- ------------ ------------- ------ ------
In assessing the probable costs and realisation certainty of
provisions, or related assets, reasonable assumptions are made.
Changes to the assumptions used could significantly alter the
Directors' assessment of the value, timing or certainty of the
costs or related amounts.
16 Financial instruments
The Company's financial assets are measured at amortised cost
with the exception of certain investments in debt and equity, which
are measured at fair value through other comprehensive income.
Financial liabilities are measured at amortised cost with the
exception of certain derivative instruments, which are measured at
fair value through profit and loss.
IFRS 13 Fair Value Measurement requires classification of
financial instruments within a hierarchy that prioritises the
inputs to fair value measurement. The three levels of the fair
value hierarchy are:
Level 1 - Unadjusted quoted prices in active markets for
identical assets or liabilities;
Level 2 - Inputs other than quoted prices that are observable
for the asset or liability, either directly or indirectly;
Level 3 - Inputs that are not based on observable market
data.
The following table summarises Vesuvius' financial instruments
measured at fair value, and shows the level within the fair value
hierarchy in which the financial instruments have been
classified:
2019 2018
Assets Liabilities Assets Liabilities
GBPm GBPm GBPm GBPm
------------------------------------- ------ ----------- ------ -----------
Investments (Level 2) 0.8 - 1.0 -
Derivatives not designated for hedge
accounting purposes 0.6 (0.7) 0.8 (0.6)
--------------------------------------- ------ ----------- ------ -----------
All of the derivative financial instruments reported in the
table above will mature within a year of the balance sheet date.
There were no transfers between fair value hierarchies during the
period. The method for determining the hierarchy and for valuing
the financial instruments is consistent with that used at year-end,
as disclosed in Note 26 of the 2018 Group Financial Statements.
Fair value disclosures have not been made in respect of other
financial assets and liabilities on the basis that the carrying
amount is deemed to be a reasonable approximation of fair
value.
The Group's Treasury department, acting in accordance with
policies approved by the Board, is principally responsible for
managing the financial risks faced by the Group. The Group's
activities expose it to a variety of financial risks, the most
significant of which are market risk and liquidity risk.
The currency and interest rate profile of the Group's borrowings
is detailed in the tables below.
Financial liabilities
(gross borrowings)
Fixed Floating
rate rate Total
GBPm GBPm GBPm
------------------------ ------- --------- ------
Sterling - 66.2 66.2
United States dollar 150.8 0.9 151.7
Euro 109.9 113.4 223.3
Other - 1.5 1.5
Capitalised costs (1.2) - (1.2)
As at 31 December 2019 259.5 182.0 441.5
------------------------- ------- --------- ------
Sterling - 73.0 73.0
United States dollar 156.8 10.4 167.2
Euro 116.9 121.2 238.1
Other - 8.4 8.4
Capitalised costs (1.8) - (1.8)
As at 31 December 2018 271.9 213.0 484.9
------------------------- ------- --------- ------
The maturity analysis of the Group's non-derivative financial
liabilities is shown in the tables below.
As at 1 December Within Between Between Over 5 Total Carrying
2019 one year 1-2 years 2-5 years years contractual amount
cash flows
GBPm GBPm GBPm GBPm GBPm
------------------------ ---------- ----------- ----------- ------- ------------- ---------
Trade payables 173.8 - - - 173.8 173.8
Loans & overdrafts 171.8 17.4 157.0 134.9 481.1 442.8
Finance lease
liabilities 12.0 9.9 9.2 9.3 40.4 33.3
Capitalised
arrangement
fees - - - - - (1.2)
------------------------- ---------- ----------- ----------- ------- ------------- -----------
Total interest-bearing
borrowings 183.8 27.3 166.2 144.2 521.5 474.9
------------------------- ---------- ----------- ----------- ------- ------------- -----------
Total non-derivative
financial liabilities 357.6 27.3 166.2 144.2 695.3 648.7
------------------------- ---------- ----------- ----------- ------- ------------- ---------
As at 31 December Within Between Between Over 5 Total Carrying
2018 one year 1-2 years 2-5 years years contractual amount
cash flows
GBPm GBPm GBPm GBPm GBPm
Trade payables 197.3 - - - 197.3 197.3
Loans & overdrafts 28.2 109.7 217.9 127.0 482.8 482.8
Finance leases 1.7 1.2 1.0 - 3.9 3.9
Capitalised
arrangement
fees - - - - - (1.8)
------------------------- ---------- ----------- ----------- ------- ------------- ---------
Total interest-bearing
borrowings 29.9 110.9 218.9 127.0 486.7 484.9
------------------------- ---------- ----------- ----------- ------- ------------- ---------
Total non-derivative
financial liabilities 227.2 110.9 218.9 127.0 684.0 682.2
------------------------- ---------- ----------- ----------- ------- ------------- ---------
17 Alternative Performance Measures
The Company uses a number of alternative performance measures
(APMs) in addition to those reported in accordance with IFRS. The
Directors believe that these APMs, listed below, are important when
assessing the underlying financial and operating performance of the
Group and its divisions, providing management with key insights and
metrics in support of the ongoing management of the Group's
performance and cash flow. A number of these align with KPIs and
other key metrics used in the business and therefore are considered
useful to also disclose to the users of the financial statements.
The following APMs do not have standardised meaning prescribed by
IFRS as adopted by the EU and therefore may not be directly
comparable with similar measures presented by other companies.
17.1 Headline
Headline performance, reported separately on the face of the
Group Income Statement, is from continuing operations and before
items reported separately on the face of the Group Income
Statement.
17.2 Underlying revenue, underlying trading profit and underlying return on sales
Underlying revenue, underlying trading profit and underlying
return on sales are the headline equivalents of these measures
after adjustments to exclude the effects of changes in exchange
rates, business acquisitions and disposals. Reconciliations of
underlying revenue and underlying trading profit can be found in
the Financial Summary. Underlying revenue growth is one of the
Group's key performance indicators and provides an important
measure of organic growth of Group businesses between reporting
periods, by eliminating the impact of exchange rates, acquisitions,
disposals and significant business closures.
17.3 Return on sales ('ROS')
ROS is calculated as trading profit divided by revenue. It is
one of the Group's key performance indicators and is used to assess
the trading performance of Group businesses. A reconciliation of
ROS is included in Note 2.
17.4 Trading profit/EBITA
Trading profit/EBITA is defined as operating profit before
separately reported items. It is one of the Group's key performance
indicators and is used to assess the trading performance of Group
businesses. It is also used as one of the targets against which the
annual bonuses of certain employees are measured.
17.5 Headline profit before tax
Headline profit before tax is calculated as the net total of
trading profit, plus the Group's share of post-tax profit of joint
ventures and total net finance costs associated with headline
performance. It is one of the Group's key performance indicators
and is used to assess the financial performance of the Group as a
whole.
17.6 Effective tax rate ('ETR')
The Group's ETR is calculated on the income tax costs associated
with headline performance, divided by headline profit before tax
and before the Group's share of post-tax profit of joint
ventures.
17.7 Headline earnings per share
Headline earnings per share is calculated by dividing headline
profit before tax less associated income tax costs, attributable to
owners of the parent by the weighted average number of ordinary
shares in issue during the year. It is one of the Group's key
performance indicators and is used to assess the underlying
earnings performance of the Group as a whole. It is also used as
one of the targets against which the annual bonuses of certain
employees are measured. Headline earnings per share is disclosed in
Note 6.
17.8 Adjusted operating cash flow
Adjusted operating cash flow is cash generated from continuing
operations before restructuring and net retirement benefit
obligations but after deducting capital expenditure net of asset
disposals. It is used in calculating the Group's cash
conversion.
2019 2018
GBPm GBPm
-------------------------------------------------- ------- -------
Cash generated from continuing operations 240.7 195.3
--------------------------------------------------- ------- -------
Add: Outflows relating to restructuring
charges 30.0 19.3
Add: Net retirement benefit obligations 5.1 3.4
Less: Capital expenditure (65.4) (41.2)
Add: Vacant site remediation costs 1.8 -
Add: Proceeds from the sale of property,
plant and equipment 3.7 2.6
Add: Proceeds from the sale of assets classified 1.8 -
as held for sale
Adjusted operating cash flow 217.7 179.4
Trading Profit 181.4 197.2
--------------------------------------------------- ------- -------
Cash Conversion 120.0% 91%
--------------------------------------------------- ------- -------
17.9 Cash conversion
Cash conversion is calculated as operating cash flow divided by
trading profit. It is useful for measuring the rate at which cash
is generated from trading profit. It is also used as one of the
targets against which the annual bonuses of certain employees are
measured.
17.10 Free cash flow
Free cash flow is defined as net cash flow from operating
activities after net outlays for the purchase and sale of property,
plant and equipment, dividends from joint ventures and dividends
paid to non-controlling shareholders, but before additional funding
contributions to Group pension plans. It is one of the Group's key
performance indicators and is used to assess the underlying cash
generation of the Group and is one of the measures used in
monitoring the Group's capital. A reconciliation of free cash flow
is included underneath the Group Statement of Cash Flows.
17.11 Average trade working capital to sales ratio
The average trade working capital to sales ratio is calculated
as the percentage of average trade working capital balances to the
total revenue for the year, at constant currency. Average trade
working capital (comprising inventories, trade receivables and
trade payables) is calculated as the average of the 12 previous
month-end balances. It is one of the Group's key performance
indicators and is useful for measuring the level of working capital
used in the business and is one of the measures used in monitoring
the Group's capital.
2019 2018
GBPm GBPm
---------------------------------------------- -------- --------
Average trade working capital 410.2 429.3
Total revenue 1,710.4 1,797.0
Average trade working capital to sales ratio 24.0% 23.9%
----------------------------------------------- -------- --------
17.12 Earnings before interest, tax, depreciation and
amortisation ('EBITDA')
EBITDA is calculated as the total of trading profit before
depreciation and amortisation of non-acquired intangibles charges.
It is used in the calculation of the Group's interest cover and net
debt to EBITDA ratios. A reconciliation of EBITDA is included in
Note 2.
17.13 Net interest
Net interest is calculated as interest payable on borrowings
less interest receivable, excluding any item separately reported.
It is used in the calculation of the Group's interest cover
ratio.
17.14 Interest cover
Interest cover is the ratio of EBITDA to net interest. It is one
of the Group's key performance indicators and is used to assess the
financial position of the Group and its ability to fund future
growth. This measure is also a component of the Group's covenant
calculations.
17.15 Net debt
Net debt comprises the net total of current and non-current
interest-bearing borrowings and cash and short-term deposits. Net
debt is a measure of the Group's net indebtedness to banks and
other external financial institutions. A reconciliation of the
movement in net debt is included in Note 8.
17.16 Net debt to EBITDA
Net debt to EBITDA is the ratio of net debt at the year-end to
EBITDA for that year. It is one of the Group's key performance
indicators and is used to assess the financial position of the
Group and its ability to fund future growth and is one of the
measures used in monitoring the Group's capital.
17.17 Return on net assets ('RONA')
RONA is calculated as trading profit plus share of post-tax
profit of joint ventures, divided by average net operating assets,
at constant currency (being the average over the previous 12 months
of property, plant and equipment, trade working capital, interests
in joint ventures and associates, investments and other operating
receivables, payables and provisions). It is one of the Group's key
performance indicators and is used to assess the financial
performance and asset management of the Group and is one of the
measures used in monitoring the Group's capital.
2019 2018
GBPm GBPm
---------------------------------------------- ------ ------
Average net operating assets (at constant
currency) 690.2 658.9
Trading profit 181.4 197.2
Share of post-tax profit from joint ventures 1.0 2.8
----------------------------------------------- ------ ------
182.4 200.0
------ ------
RONA 26.4% 30.4%
----------------------------------------------- ------ ------
17.18 Constant currency
Constant currency is the average 2019 exchange rates.
18 Exchange rates
The Group reports its results in pounds sterling. A substantial
portion of the Group's revenue and profits are denominated in
currencies other than pounds sterling. It is the Group's policy to
translate the income statements and cash flow statements of its
overseas operations into pounds sterling using average exchange
rates for the year reported (except when the use of average rates
does not approximate the exchange rate at the date of the
transaction, in which case the transaction rate is used) and to
translate balance sheets using year-end rates. The principal
exchange rates used were as follows:
Income and expense Assets and liabilities
Average rates Year-end rates
----------------- ---------------------- --------------------------
2019 2018 Change 2019 2018 Change
----------------- ------ ------ ------ -------- ------- -------
US Dollar 1.28 1.34 (4.5%) 1.33 1.28 3.9%
Euro 1.14 1.13 0.9% 1.18 1.11 6.3%
Chinese Renminbi 8.82 8.82 - 9.23 8.77 5.2%
Japanese Yen 139.22 147.36 (5.5%) 144.01 139.77 3.0%
Brazilian Real 5.04 4.87 3.5% 5.33 4.95 7.7%
Indian Rupee 89.87 91.18 (1.4%) 94.60 88.74 6.6%
South African
Rand 18.43 17.63 4.5% 18.55 18.30 1.4%
----------------- ------ ------ ------ -------- ------- -------
5-year history at constant currency
2015 2016 2017 2018 2019
---------------------- ------- ------- ------- ------- -------
Revenue (GBPm) 1,514.3 1,477.1 1,643.0 1,807.8 1,710.4
Steel 1,023.0 971.6 1,121.6 1,243.6 1,195.4
Foundry 491.3 475.5 521.4 564.2 515.1
Trading Profit (GBPm) 142.5 137.0 159.8 197.3 181.4
Steel 89.9 81.1 97.3 128.1 120.1
Foundry 52.6 55.9 62.5 69.2 61.3
Return on Sales 9.4% 9.3% 9.7% 10.9% 10.6%
Steel 8.8% 8.3% 8.7% 10.3% 10.0%
Foundry 10.7% 11.8% 12.0% 12.3% 11.9%
---------------------- ------- ------- ------- ------- -------
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR FQLLLBLLXBBL
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