RNS Number:7797I
Glisten PLC
17 March 2003
FOR RELEASE 7.00AM 17 MARCH 2003
GLISTEN PLC
("Glisten" or "the Company")
The food group focused on niche sectors
INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2002
HIGHLIGHTS
Six months to 31 Six months to Change
December 2002 31 December
2001
Pro forma
Turnover #8.5m #7.7m +9.4%
Operating profit before goodwill #935,000 #758,000 +23.3%
Profit before tax and goodwill #852,000 #764,000 +11.5%
Earnings per share before goodwill 7.46p 6.31p +18.2%
Diluted earnings per share before goodwill 6.70p 5.68p +18.0%
* Gearing excluding any conditional consideration in relation to the
acquisition of Glisten Confectionery 49% down from 58% at June 2002
* Margin improvement in spite of cocoa price movement
* Current turnover 8% ahead year on year
* We remain confident of an excellent first year of trading.
For Further information:
Glisten plc
Jeremy Hamer (Chairman) 07977 234614 (mobile)
Paul Simmonds (Chief Executive) 07734 263224 (mobile)
Rob Davies (Finance Director) 07734 592616 (mobile)
Beattie Financial
Brian Coleman-Smith/Amanda Sheehy 020 7398 3300
Background Note:
Glisten plc was formed in October 2001 to build a food group focusing on niche
sectors. The company was admitted to trading on AIM in June 2002 and at that
time made its first acquisition of The Glisten Company Limited, which has since
been renamed Glisten Confectionery Company following hive up into Glisten plc.
Glisten Confectionery, based in Blackburn, is a manufacturer of chocolate and
sugar based confectionery, edible decorations and confectionery ingredients. It
serves a wide variety of customers including many high street retailers and the
foodservice and export sectors.
Product types manufactured include chocolate coated raisins, peanuts and brazils
as well as mint imperials, popcorn, mini-eggs, sugar-coated almonds and an
assortment of ingredients-oriented products which are sold to major food
manufacturers.
GLISTEN PLC AND SUBSIDIARY COMPANIES
CHAIRMAN'S STATEMENT
It gives me great pleasure to announce our first set of interim results since
flotation. This is Glisten's first six month trading period following the
acquisition of The Glisten Confectionery Group on 28 June 2002. This acquisition
marked the start of our strategy of building a speciality foods group focused on
niche markets.
Trading Results
Our results for the six month period show a profit before taxation of #700,000
after charging goodwill of #152,000 on turnover of #8.47m.
There are no comparative figures as Glisten plc commenced trading in its current
form at the end of June 2002. However, in order to provide a measure of the
improvement in the group's performance year on year we have included a pro forma
profit and loss statement (note 5) showing Glisten Confectionery's results for
the six months ended 31 December 2001, the trading period last year after the
inclusion of 6 months plc costs and notional taxation of 30%.
We believe that this pro forma profit and loss account shown in note 5 gives the
most appropriate understanding of the group's improved performance. On this
basis Glisten reports turnover of #8.5m (2001: #7.7m) up 9.4% and profit after
taxation but before goodwill of #0.85m (2001: #0.76m) up 11.5%. The earnings per
share before goodwill was 7.46p (2001: 6.31p) up 18.2%.
On 30 September 2002, the first payment of deferred and conditional
consideration of #1.69m was made to the vendors of Glisten Confectionery.
Further payments of deferred and conditional payments of #1.15m and #1.00m are
payable on 30 September 2003 and 31 December 2004 respectively. Included in each
of these payments is a conditional element of #750,000 which is dependent on
meeting certain profit targets in the years ending 30 June 2003 and 30 June
2004.
We are also pleased to report that gearing excluding any conditional deferred
consideration in respect of the Glisten Confectionery acquisition has reduced to
49% against a level of 58% at 30 June 2002. We do not expect this gearing level
to change at June 2003 despite the probable inclusion by then of one of the two
conditional payments of #750,000. At 31 December 2002 we are utilising only
#2.20m of our total borrowing facility of #5.00m.
The board do not recommend the payment of an interim dividend but do intend to
pay one in the medium term.
Operational Review
Our operating profits before goodwill have increased by 23.3% to #935,000 (2001
pro forma: #758,000) and reflect a strong advance in our operating margins as a
result of a combination of higher sales volumes, improved product mix and
operating cost efficiencies.
During June 2002 we obtained expanded rights to market Sun-Maid chocolate-coated
products in Scandinavia and in November we secured the UK rights. We have
therefore started to sell Sun-Maid brand into both markets and we are pleased to
report that sales of Sun-Maid are 35% ahead of last year's levels.
We are investing #70,000 to double our popcorn capacity and this is expected to
come on stream during the spring of 2003 while the capital expenditure made in
our production facility at Blackburn over the last 9 months has improved
capacity and efficiency at peak production times.
GLISTEN PLC AND SUBSIDIARY COMPANIES
CHAIRMAN'S STATEMENT
Year on year sales have increased in all product sectors and all trade channels.
Customer take up of our Christmas 2002 range was particularly successful.
Cocoa prices have remained volatile during the six months under review due to
political unrest in the Ivory Coast and market speculation in the commodity
markets. During this period we have however been able to secure supply prices
for liquid chocolate in line with our expectations and we are confident that
margins will not be adversely affected in the current financial year.
Strategy
Our results in our first six months trading following the Glisten Confectionery
acquisition clearly demonstrate our determination to deliver strong organic
growth through our acquired businesses and we are confident this trend will
continue.
We are also pursuing a number of acquisition opportunities to consolidate our
presence in the confectionery, snacking and ingredients sectors.
Staff
The Board joins me in thanking all our employees for the efforts they have made
in our first six months of trading, without whose commitment we would not have
achieved the advances within Glisten Confectionery.
Outlook
Demand for the current quarter is very encouraging and sales are 8% ahead of
last year. We therefore remain confident that this will be an excellent first
year of trading for the group.
Jeremy Hamer
17 March 2003 Chairman
GLISTEN PLC AND SUBSIDIARY COMPANIES
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE SIX MONTHS ENDED 31 DECEMBER 2002
Half year ended Year to
31 December 2002 30 June
2002
(Unaudited) (Audited)
Notes Pre goodwill Goodwill Total Total
/Amortisation Group
#'000 #'000 #'000
#'000
TURNOVER 2 8,470 - 8,470 -
Cost of sales (6,281) - (6,281) -
GROSS PROFIT 2,189 - 2,189 -
Distribution costs (396) - (396) -
Administrative expenses (858) (134) (992) (63)
OPERATING PROFIT (LOSS) 935 (134) 801 (63)
Other interest receivable and similar income 4 - 4 -
Interest payable and similar charges (87) (18) (105) -
PROFIT (LOSS) ON ORDINARY ACTIVITIES BEFORE 852 (152) 700 (63)
TAXATION
Taxation 3 (220) - (220) -
PROFIT (LOSS) ON ORDINARY ACTIVITIES AFTER 632 (152) 480 (63)
TAXATION
Basic earnings per share 4 7.46p (1.79p) 5.67p (20.1p)
Diluted earnings per share 4 6.70p (1.59p) 5.11p (16.7p)
There are no other recognised gains and losses other than those in the profit
and loss account above.
All amounts relate to continuing operations.
GLISTEN PLC AND SUBSIDIARY COMPANIES
BALANCE SHEETS
31 DECEMBER 2002
Group
Notes 31 Dec 30 June
(Unaudited) (Audited)
2002 2002
#'000 #'000
FIXED ASSETS
Intangible 5,262 5,397
Tangible assets 3,505 3,654
8,767 9,051
CURRENT ASSETS
Stocks and work in progress 1,282 1,208
Debtors 2,728 2,011
Cash at bank and in hand 250 518
4,260 3,737
CREDITORS - Amounts falling due within one year 7 (3,776) (4,081)
NET CURRENT ASSETS/(LIABILITIES) 484 (344)
TOTAL ASSETS LESS CURRENT LIABILITIES 9,251 8,707
CREDITORS AFTER ONE YEAR
Other creditors 7 (3,242) (3,178)
PROVISION FOR LIABILITIES AND CHARGES (183) (183)
NET ASSETS 5,826 5,346
CAPITAL AND RESERVES
Called up share capital 1,059 1,059
Share premium account 4,350 4,350
Profit and loss account 417 (63)
TOTAL SHAREHOLDERS' FUNDS 5,826 5,346
GLISTEN PLC AND SUBSIDIARY COMPANIES
CONSOLIDATED CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 31 DECEMBER 2002
Notes Period Period ended
ended 30 June 2002
31 Dec (Audited)
2002
(Unaudited)
#'000 #'000
NET CASH INFLOW FROM OPERATING ACTIVITIES 6 348 326
RETURNS ON INVESTMENTS AND SERVICING OF FINANCING
Interest received 4 -
Interest paid (78) -
(74) -
CAPITAL EXPENDITURE
Purchase of fixed assets (49) -
ACQUISITIONS AND DISPOSALS
Payment of deferred consideration in respect of subsidiary undertakings (1,693) -
Purchase of subsidiary undertakings - (6,486)
Net cash acquired with subsidiary undertakings - 245
(1,693) (6,241)
CASH INFLOW BEFORE USE OF LIQUID RESOURCES
AND FINANCING (1,468) (5,915)
FINANCING
Issue of ordinary share capital - 5,409
Increase in long term borrowings 1,200 1,250
Expenses paid in connection with borrowings - (226)
1,200 6,433
(DECREASE)/INCREASE IN CASH IN THE PERIOD (268) 518
RECONCILIATION OF NET CASH FLOW TO MOVEMENT
IN NET FUNDS
(DECREASE)/INCREASE IN CASH IN THE PERIOD (268) 518
CASH INFLOW FROM INCREASE IN DEBT (1,200) (1,250)
MOVEMENT IN NET DEBT IN THE PERIOD (1,468) (732)
NET DEBT AT 31 DECEMBER 2002 (2,200) (732)
GLISTEN PLC AND SUBSIDIARY COMPANIES
NOTES TO THE INTERIM REPORT
SIX MONTHS ENDED 31 DECEMBER 2002
1 BASIS OF PREPARATION
The six months results have not been audited by the Group's auditors and do not
constitute statutory accounts. The six month figures have been prepared in
accordance with the accounting policies adopted in the statutory accounts for
the period ended 30 June 2002.
The comparative figures for 30 June 2002 have been abridged from the statutory
accounts for the period ended 30 June 2002. The Auditors opinion on those
accounts was unqualified and did not contain any statements under Section 237
(2) or (3) of the Companies Act 1985. The statutory accounts for the period
ended 30 June 2002 have been filed with the Registrar of Companies.
2 TURNOVER
Six months ended
31 December 2002
#'000
UK 7,687
Europe 512
Rest of the World 271
Total 8,470
Turnover, profit and net assets all arise in the UK and are wholly attributable
to the principal activity of the group.
3 TAXATION
The taxation charge for the period is provided at 31.4% and is based on the
estimated effective tax rate for the year charged on profit on ordinary
activities after goodwill.
4 EARNINGS PER SHARE
Earnings per share is calculated on the basis of profit for the period of
#480,000 divided by the weighted average number of shares in issue for the six
months to 31 December 2002 of 8,475,000. The diluted earnings per share is
calculated on the assumption all options granted were exercised, this would give
rise to a total weighted average number of ordinary shares in issue of
9,523,653.
A more realistic measure for basic and diluted earnings per share is arrived at
by using the profit after taxation set out in the profit and loss account under
the column headed pre goodwill of #632,000 divided by the relevant weighted
average number of shares. This is described as the pre goodwill earnings per
share.
GLISTEN PLC AND SUBSIDIARY COMPANIES
NOTES TO THE INTERIM REPORT
SIX MONTHS ENDED 31 DECEMBER 2002
4 EARNINGS PER SHARE (CONTINUED)
In order to demonstrate the progress of the business the directors believe the
correct measure of earnings per share is the earnings per share calculation set
out in note 5 (the pro forma earnings per share). For the six month period ended
31 December 2002 the pro forma earnings per share is the same as the pre
goodwill earnings per share. This calculation has also been applied to the
profit for the same period last year after charging six months notional plc
costs and taxation as shown in note 5. The resultant profit after taxation has
been divided by the weighted average number of shares in issue in the six month
period to 31 December 2002 to give comparative earnings per share figures which
are shown in note 5.
5 PRO FORMA PROFIT AND LOSS ACCOUNT
A summary of trading for the six months ended 31 December 2001 assuming six
months of plc costs eliminating goodwill and exceptional items is included
below.
Profit and loss Pro-forma profit
account and loss account
6 months to 6 months to
31 December 2002 31 December 2001
#'000 #'000
TURNOVER 8,470 7,743
OPERATING PROFIT BEFORE TAX 935 943
Deduct plc six month costs - (185)
ADJUSTED OPERATING PROFIT 935 758
Interest receivable 4 8
Interest payable and other charges (87) (2)
PROFIT ON ORDINARY ACTIVITIES BEFORE TAX 852 764
Taxation at 26% (2001: 30%) (220) (229)
PROFIT FOR THE FINANCIAL PERIOD 632 535
Basic earnings per share pre goodwill 7.46p 6.31p
Diluted earnings per share pre goodwill 6.70p 5.68p
Note: No account has been taken of goodwill following acquisition. Interest
payable of #87,000 relating to the acquisition bank funding is included. The
rate of taxation of 26% applied is the estimated effective rate of taxation for
the year before charging goodwill. Comparative figures for 2001 are contained in
the prospectus issued on 24 June 2002.
GLISTEN PLC AND SUBSIDIARY COMPANIES
NOTES TO THE INTERIM REPORT
SIX MONTHS ENDED 31 DECEMBER 2002
6 RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW FROM OPERATING
ACTIVITIES
Six months ended
31 December
2002
#'000
Operating profit 801
Depreciation 195
Loss on sales of fixed assets 3
Goodwill 134
Increase in stock (73)
Increase in debtors (936)
Increase in creditors 224
NET CASH INFLOW FROM OPERATING ACTIVITIES 348
7 CREDITORS
Included in creditors falling due within one year of #3,776,000 (June 2002:
#4,081,000) is deferred consideration of #1,154,000 (June 2002: #1,693,000) of
which #750,000 (June 2002: nil) is dependent on achieving certain performance
targets.
Included in creditors due after one year of #3,242,000 (June 2002: #3,178,000)
is deferred consideration of #1,000,000 (June 2002: #2,154,000) of which
#750,000 (June 2002: #1,500,000) is dependent on achieving certain performance
targets.
In summary creditors includes #1,500,000 (June 2002: #1,500,000) of deferred
consideration which is conditional on achieving certain performance targets in
2003 and 2004. This amount has been deducted from net borrowings and total
deferred consideration to arrive at a realistic measure for gearing of 49% at
December 2002. (June 2002: 58%).
The balance of creditors due after one year is long term loans of #2,450,000
(June 2002: #1,250,000) which after deducting bank amortisation of #208,000
(June 2002: #226,000) amounts to #2,242,000 (June 2002: #1,024,000). There are
no short term borrowings.
8 DISTRIBUTION OF INTERIM REPORT TO SHAREHOLDERS
This report will be posted to all shareholders of the Company, and is available
on our web site (www.glisten.plc.uk) and for inspection by the public at the
registered office of the Company during normal business hours on any weekday.
Further copies are available on request from Glisten plc, Hill Street,
Blackburn, Lancashire, BB1 3HG.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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