TIDMRST
RNS Number : 0176Z
Restore PLC
15 September 2015
15 September 2015
RESTORE PLC
Half Year Results 2015
Restore plc ("Restore" or "the Company"), the UK office services
provider, announces its unaudited half year results for the six
month period ended 30 June 2015.
Financial Highlights:
ADJUSTED RESULTS HY 2015 HY 2014 % Change
-------------------------- -------- -------- ---------
Revenue (GBPm) 43.9 30.6 +43
EBITDA (GBPm)* 9.0 6.2 +45
Operating profit (GBPm)* 7.7 5.4 +43
Profit before tax (GBPm)
* 7.1 5.0 +42
EPS (p) ** 6.8 5.2 +31
Dividend per share (p) 1.0 0.8 +25
Net debt (GBPm) 30.4 22.2
* Before amortisation of intangible assets, exceptional items
(including exceptional finance costs), share based payments charge
and other finance costs
** Calculated based on the weighted average shares in issue and
a standard tax charge
UNADJUSTED RESULTS HY 2015 HY 2014
-------------------------- -------- --------
Operating profit (GBPm) 3.5 3.7
Profit before tax (GBPm) 2.9 3.3
Basic EPS (p) 2.9 3.5
Summary:
-- Group revenue up 43% to GBP43.9m
-- Document Management revenue up 73%; adjusted operating profit up 40%
-- Relocations revenue up 11%; adjusted operating profit up 20%
-- Group adjusted profit before tax up 42% to GBP7.1m
-- Adjusted earnings per share up 31% to 6.8p
-- Dividend per share up 25% to 1.0p
-- Strong organic box growth in records management; Cintas integration largely complete
-- One acquisition completed in H1, with a further three
subsequently completed including ITP, the UK leader in empty
printer cartridge collection
Commenting on the results Charles Skinner, Chief Executive,
said:
"We continued to make good operational and financial progress in
the first half with records management, the key driver of Group
performance, benefiting from strong organic box growth and the
on-schedule integration of the Cintas business acquired last year.
Our Relocations division traded well in what is traditionally its
seasonally weaker first half, and continued to benefit from
improved operational efficiencies and the expansion of our service
offering.
We will continue to pursue our strategy of organic and
acquisitive growth and we are well positioned to gain further
market share across all of our businesses. We have taken swift
action to improve the profitability of our scanning business, which
includes the arrival of a new managing director with the
acquisition of Crimson and the signing yesterday of a significant
contract with NDA Archives. The recent addition of ITP, the UK's
leading collector of empty printing cartridges, further enlarges
the offering of our Relocations division to support its delivery of
double-digit operating margins.
The second half has started well and we remain confident of
making further progress in the remainder of 2015 to deliver a full
year performance in line with current market expectations."
Contact:
Restore plc
Charles Skinner, Chief
Executive 07966 234 075
Adam Councell, Group Finance
Director 07860 402 434
Cenkos
Nick Wells 020 7397 8900
Elizabeth Bowman
FTI Consulting
Nick Hasell 020 3727 1234
CHIEF EXECUTIVE'S REVIEW
SUMMARY
Restore continued to record strong growth in turnover and profit
in the first half of 2015. Revenues were GBP43.9m, an increase of
43%, the majority of which derived from acquisitions made in 2014,
most notably Cintas UK ("Cintas"). Adjusted profit before tax
increased by 42% to GBP7.1m and adjusted earnings per share
increased by 31% to 6.8p.
During the period, our Document Management division continued to
trade satisfactorily overall, with adjusted operating profit of
GBP7.4m (2014: GBP5.3m) on turnover of GBP27.7m (2014: GBP16.0m).
The core records management business accounted for the majority of
this and it remains the key driver of Group profits with secure
revenues, good margins and steady growth. Net box growth in the
core business, excluding the Cintas acquisition, continued to be
strong. The restructuring and integration of the Cintas records
management business was a major area of focus during the period,
and this progressed in line with our expectations at the time of
acquisition, with the business making its anticipated contribution
to first half Group profits. Restore Shred continued to show
organic growth and the integration of Cannon Confidential, acquired
in June 2014, has now been completed. Restore Scan, which primarily
comprises the old Cintas scanning business, experienced significant
technical problems on its major seasonal contract in the first
half. This led to cost over-runs and a significant underperformance
against budget.
Our Relocations division traded well in the first half. The
division's revenue in the period was GBP16.2m (2014: GBP14.6m) and
adjusted operating profit was GBP1.2m (2014: GBP1.0m) in what is
its seasonally weaker half. Harrow Green, which comprises the
majority of the division's activities, traded satisfactorily and
both Relocom and Restore IT Efficient showed year-on-year
improvement.
During the period, the Group acquired Ancora Solutions, an
Ipswich-based records management business. Subsequent to the end of
the first half, three further acquisitions were made:
- ITP Group, the UK's leading empty printer cartridge collector,
was acquired in July. This broadens the range of services we can
offer our customers and fits closely with Restore IT Efficient
- Data Imaging and Archiving, predominantly a London-based
records management business, was acquired in August
- Crimson, a scanning business based in Greater Manchester, was
acquired in August. This not only brings a stable revenue stream
into Restore Scan but will strengthen our scanning management
team.
The Board has announced a 25% increase in interim dividend to
1.0p (2014: 0.8p), reflecting the strength of the Group's
performance and prospects.
RESULTS
Adjusted operating profit for the six months to 30 June 2015
before exceptional items, amortisation and share based payments was
GBP7.7m (2014: GBP5.4m). Adjusted profit before tax before
exceptional items, amortisation, share based payments and other
finance costs was GBP7.1m (2014: GBP5.0m) on sales of GBP43.9m
(2014: GBP30.6m). Adjusted earnings per share for the period were
6.8p (2014: 5.2p).
On an unadjusted basis operating profit was GBP3.5m (2014:
GBP3.7m) and profit before tax was GBP2.9m (2014: GBP3.3m).
Unadjusted earnings per share were 2.9p (2014: 3.5p). Exceptional
items in the period relating to acquisitions, including
restructuring, redundancy and transaction costs, were GBP2.2m,
primarily related to the Cintas UK acquisition; this is in line
with expectations at the time of the acquisition. Details of
exceptional items are set out in Note 2 below and include certain
costs and a provision against potential costs on Restore Scan's
major contract referred to above.
DOCUMENT MANAGEMENT
Our Document Management division primarily comprises the Restore
records management business. It also offers shredding and scanning
services through Restore Shred and Restore Scan, both of which have
undergone significant change over the last year. All three
businesses and the Relocations division share a similar customer
base. A key factor in the development of the Group has been
maintaining the same customer relationship management system for
all of our businesses to ensure that all appropriate services that
we supply are offered to all existing and potential customers
across the Group.
For the period the division achieved an adjusted operating
profit of GBP7.4m (2014: GBP5.3m) on turnover of GBP27.7m (2014:
GBP16.0m). The decline in operating margin for the division
reflected the lower proportion of revenue deriving from the higher
margin records management activity.
Records Management
Our core records management business continued to trade well,
with much of the operational focus being on the integration of
Cintas's operations. Excluding Cintas, net box growth ran at an
annualised rate of 8%, ahead of our expectations and the highest
rate we have seen for several years. Both organic growth, defined
as increase in box numbers from existing customers, and new sales,
defined as box intake from new customers, were strong, while the
level of permanent retrievals and box destructions were in line
with expectations. As anticipated, the Cintas business showed
limited growth due to a significant customer exit and low new box
sales, reflecting its reduced sales activity in the period
immediately prior to its acquisition.
The Cintas integration is now largely complete with the
remaining element being the transfer of its IT systems onto the
Restore IT system, which is scheduled for completion during the
second half. Significant cost savings in line with expectations
have been achieved and, as targeted, operating margins at Cintas
are moving closer to those achieved in Restore's business. The
costs of the integration, including redundancies, box movements to
optimise property utilisation and short-term double-running costs,
were as expected. As part of the integration, we have exited three
sites in Manchester, Leeds and Tewkesbury. Capacity levels across
the business are now in excess of 90 per cent.
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The new district developed at our underground freehold site in
Wiltshire has been steadily filling up and we are now proceeding
with plans to develop another similar-sized district within the
site to create additional capacity. Following the acquisition of
Ancora in Ipswich at the beginning of the year, we now have a
presence in East Anglia where we have recently leased three
hardened aircraft shelters similar to those which we occupy in
Upper Heyford, Oxfordshire; these are very suitable for records
management both in terms of design and cost-efficiency.
We are well-established as the second largest records management
business in the UK with revenues approximately twice those of the
next largest operator. Records management is an attractive business
with strong operating margins and earnings visibility, as well as
high barriers to entry. Our business continues to represent an
excellent platform for growth, particularly through acquisition
where we have consistently achieved considerable cost synergies. We
intend to continue to be active in consolidating the UK records
management market.
Shredding
Restore Shred, our secure shredding and recycling business,
operated profitably in the period. Following the acquisition of
Cannon Confidential last year and the closure and transfer of work
from sites in Worcestershire and South London, together with the
implementation of a new IT system, it now has six sites across
mainland Britain and the appropriate structure and critical mass to
become a strong national operator. It has sufficient work to
sustain this network but needs increased volumes to achieve
industry-leading operating margins. We will continue to focus on
delivering further increases in revenue, in large part from winning
contracts with existing group customers.
Scanning
Restore Scan, our document scanning business, primarily
comprises the former Cintas scanning business. It significantly
underperformed against budget during the period. There were cost
over-runs on its major seasonal contract, as well as significant
technical problems which impacted other operations within Restore
Scan. Excluding the major seasonal contract, the business has also
experienced delays beyond our control in the execution of other
major projects, resulting in cost inefficiencies.
Scanning forms a core part of our service offering and we are
confident that, after some difficult months in the post-acquisition
period of the Cintas scanning business, we can sharply improve the
business's performance. As part of this process, the managing
director of Crimson, the scanning business we acquired in August,
has been appointed to manage Restore Scan. We are pleased to report
also that, through Crimson, we have now signed a significant
contract with NDA Archives Limited, a subsidiary of the Nuclear
Decommissioning Authority ("NDA"), under which Crimson has been
appointed as the commercial partner to set up and manage the UK's
new Nuclear Archive. The contract is expected to generate annual
scanning revenues in excess of GBP1m a year for the next five
years, as well as generating opportunities with the NDA for other
parts of our Group.
RELOCATIONS
Our Relocations division predominantly comprises Harrow Green,
the UK market leader in office relocation. Global Moving Solutions,
an international removal service typically servicing professional
staff being relocated internationally, is part of Harrow Green. The
division also includes Relocom, the IT relocation business in which
we have an 83% shareholding, and Restore IT Efficient, our IT asset
disposal and recycling business. The division also now includes ITP
Group ("ITP"), the UK's leading empty printing cartridge collector,
which was acquired in July. With the addition of ITP, the division
now has a very strong offering which we believe should enable it to
exceed our target divisional operating margin of 10 per cent.
During the period, which is the seasonally weaker half of the
year for Harrow Green, the division recorded an adjusted operating
profit of GBP1.2m (2014: GBP1.0m) on turnover of GBP16.2m (2014:
GBP14.6m).
Harrow Green
Harrow Green traded well, with its performance in line with the
strong comparative prior year period despite having fewer major
projects in the first half. It operated profitably in every month
of the period including January and February which have often been
loss-making; this reflects the tight overhead control now in place
and strong management of gross margins.
The London market remained busy and we saw a slight improvement
in operating margins in what is a very competitive market. Our
regional offices, including our most recently opened branch in
Hampshire, all made a good contribution. The large multi-year
contract for work with the Ministry of Defence which commenced in
December last year is progressing smoothly, with volumes to date
exceeding our initial estimates. The markets in which Harrow Green
operates have remained generally strong and it continues to build
on its UK market leadership.
Global Moving Solutions traded satisfactorily and in line with
last year's performance.
Relocom
Relocom also traded well, with revenue and profit comfortably
ahead of the prior year. The improved performance of the business
has been assisted by the relocation of its head office to Restore
IT Efficient's premises in Bedfordshire and its closer coordination
with other parts of the Relocations division following Restore's
acquisition of a majority stake in Relocom last year.
IT Asset Disposal
Restore IT Efficient increased revenue and profit margin on the
same period last year. More detailed product tracking has been
installed in the business so that we can understand the
profitability of individual equipment collections and adjust
charges accordingly. The business is working closely with the
recently acquired ITP whose services also fit well with Relocom and
Restore Shred.
GROUP
Central costs for the period were in line with last year and now
represent approximately 2% of Group revenues.
BALANCE SHEET
Net bank debt on 30 June 2015 was GBP30.4m (30 June 2014:
GBP22.2m). The increase reflects cost of acquisitions undertaken in
the second half of 2014 of which Cintas was the largest. Net debt
has fallen slightly in the first half of the year. Property, plant
and equipment values increased as we continue to invest in new
storage capacity in the records management business and equipment
to service new contracts in the scanning business.
CASH FLOW
The net cash generated from operations before capital
expenditure was GBP4.6m (2014: GBP2.5m). This includes an adverse
working capital movement of GBP1.5m driven by the increase in trade
and other receivables on the seasonal scanning contract which has
been partially offset by an increase in trade and other payables.
Capital expenditure totalled GBP2.5m (2014: GBP1.4m) compared to
depreciation of GBP1.3m (2014: GBP0.8m). Net bank interest paid
amounted to GBP0.5m (2014: GBP0.4m).
DIVIDENDS
The Board has declared an interim dividend of 1.0p per share
(2014: 0.8p). The interim dividend will be paid on 13 November 2015
to shareholders on the register on 16 October 2015. The company
paid its first dividend in 2012 and the increased interim dividend
is in line with the Board's intention to follow a progressive
dividend policy.
PEOPLE
Our Group has continued to increase in scale and now employs
over 1,000 people. During the period we have reorganised our human
resources operation with the appointment of a Group HR director to
reflect the increased scale of the Group.
We are establishing ever stronger businesses which over time
provide more opportunity and stability for our workforce. However,
a business that has grown rapidly, particularly through
acquisition, creates many challenges for its people with many
managerial and operational roles undergoing changes in
responsibility. I am delighted in how our people have adjusted to
these changes and their commitment to the business. I thank all our
people for their contribution to the Group's impressive performance
and look forward to them sharing in the Group's continuing
success.
The introduction of the national living wage is expected to have
a limited impact on most of the Group's activities. Of those
businesses where there could be an impact, much of Harrow Green's
pricing has been based, with customers' consent, on the living wage
and we expect that any implications for our cost base deriving from
the change generally will be costed on to our customers. In Restore
Scan, we also expect that prices will increase to cover the
increase in cost of preparation of documents for scanning, although
overseas outsourcing of data processing will inevitably become more
attractive.
OUTLOOK
We will continue to pursue our strategy of organic and
acquisitive growth and are we are well positioned to gain further
market share across all of our businesses.
The second half has started well and we remain confident of
making further progress in the remainder of 2015 to deliver a full
year performance in line with current market expectations.
Charles Skinner
Chief Executive 15 September
2015
Condensed Consolidated Statement of Comprehensive Income
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For the six months ended 30 June 2015
Unaudited Unaudited Audited
six months six months year
ended ended ended
30 June 30 June 31 December
2015 2014 2014
Note GBP'm GBP'm GBP'm
----------------------------------------- ------------ ------------ -------------
Revenue 2 43.9 30.6 67.5
Cost of sales (27.7) (20.5) (43.8)
Gross profit 16.2 10.1 23.7
Administrative expenses (9.8) (5.9) (13.7)
Exceptional items - operating
costs 2 (2.9) (0.5) (3.1)
Total operating costs (12.7) (6.4) (16.8)
Operating profit 2 3.5 3.7 6.9
Finance costs (0.6) (0.4) (0.8)
Profit before tax 2.9 3.3 6.1
Income tax expense 3 (0.5) (0.7) (1.2)
Profit and total comprehensive
income for the period attributable
to owners of the parent 2.4 2.6 4.9
Earnings per share (pence)
Basic 4 2.9 3.5 6.4
Diluted 4 2.7 3.3 6.0
Consolidated Statement of Changes in Equity
For the six months ended 30 June 2015
Attributable to owners of the parent
Share Share Other Retained Total
capital premium reserves earnings equity
GBP'm GBP'm GBP'm GBP'm GBP'm
------------------------ --------- --------- ---------- ---------- --------
Balance at 1 January
2014 3.7 21.3 1.9 20.2 47.1
Profit for the
period - - - 2.6 2.6
------------------------ --------- --------- ---------- ---------- --------
Total comprehensive
income for the
period - - - 2.6 2.6
------------------------ --------- --------- ---------- ---------- --------
Transactions with
owners
Dividends - - - (1.0) (1.0)
Share based payments
charge - - 0.5 - 0.5
------------------------ --------- --------- ---------- ---------- --------
Balance at 30 June
2014 (unaudited) 3.7 21.3 2.4 21.8 49.2
======================== ========= ========= ========== ========== ========
Balance at 1 July
2014 3.7 21.3 2.4 21.8 49.2
Profit for the
period - - - 2.3 2.3
------------------------ --------- --------- ---------- ---------- --------
Total comprehensive
income for the
period - - - 2.3 2.3
------------------------ --------- --------- ---------- ---------- --------
Transactions with
owners - - - - -
Issue of shares
during the period 0.4 14.6 - - 15.0
Issue costs - (0.6) - - (0.6)
Dividends - - - (0.6) (0.6)
Transfers - - (0.3) 0.3 -
Share based payments
charge - - 1.2 - 1.2
Deferred tax on
share based payments - - 0.5 - 0.5
------------------------ --------- --------- ---------- ---------- --------
Balance at 31 December
2014 4.1 35.3 3.8 23.8 67.0
======================== ========= ========= ========== ========== ========
Balance at 1 January
2015 4.1 35.3 3.8 23.8 67.0
Profit for the
period - - - 2.4 2.4
------------------------ --------- --------- ---------- ---------- --------
Total comprehensive
income for the
period - - - 2.4 2.4
------------------------ --------- --------- ---------- ---------- --------
Transactions with
owners
Dividends - - - (1.4) (1.4)
Share based payments
charge - - 0.2 - 0.2
Deferred tax on
share based payments - - 0.1 - 0.1
------------------------ --------- --------- ---------- ---------- --------
Balance at 30 June
2015 (unaudited) 4.1 35.3 4.1 24.8 68.3
======================== ========= ========= ========== ========== ========
Condensed Consolidated Statement of Financial Position
At 30 June 2015
Unaudited Unaudited
30 June 30 June Audited
Note 2015 2014 31 December 2014
GBP'm GBP'm GBP'm
------------------------------ --------- --------- -----------------
Assets
Non-current assets
Intangible assets 7 71.0 47.8 68.9
Property, plant and equipment 31.0 22.0 30.2
Deferred tax asset 4.7 2.0 4.2
------------------------------ --------- --------- -----------------
106.7 71.8 103.3
------------------------------ --------- --------- -----------------
Current assets
Inventories 0.5 0.4 0.6
Trade and other receivables 29.9 22.2 24.7
Cash and cash equivalents 12.3 4.2 6.9
------------------------------ --------- --------- -----------------
42.7 26.8 32.2
------------------------------ --------- --------- -----------------
Total assets 149.4 98.6 135.5
------------------------------ --------- --------- -----------------
Liabilities
Current liabilities
Trade and other payables (21.2) (15.0) (15.2)
Financial liabilities -
borrowings 8 (2.9) (0.4) (3.7)
Other financial liabilities (0.1) (0.2) -
Current tax liabilities (0.8) (0.8) (0.6)
Provisions (0.9) (0.4) (1.0)
------------------------------ --------- --------- -----------------
(25.9) (16.8) (20.5)
------------------------------ --------- --------- -----------------
Non-current liabilities
Financial liabilities -
borrowings 8 (39.8) (26.0) (34.1)
Other long term liabilities (0.7) - (1.2)
Other financial liabilities (0.2) - (0.3)
Deferred tax liabilities (7.2) (4.9) (6.2)
Provisions (7.3) (1.7) (6.2)
------------------------------ --------- --------- -----------------
(55.2) (32.6) (48.0)
------------------------------ --------- --------- -----------------
Total liabilities (81.1) (49.4) (68.5)
------------------------------ --------- --------- -----------------
Net assets 68.3 49.2 67.0
============================== ========= ========= =================
Equity
Share capital 4.1 3.7 4.1
Share premium account 35.3 21.3 35.3
Other reserves 4.1 2.4 3.8
Retained earnings 24.8 21.8 23.8
------------------------------ --------- --------- -----------------
Equity attributable to
owners of parent 68.3 49.2 67.0
============================== ========= ========= =================
Consolidated Statement of Cash Flows
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For the six months ended 30 June 2015
Unaudited Unaudited Audited
Six months Six months Year
ended ended ended
30 June 30 June 31 December
Note 2015 2014 2014
GBP'm GBP'm GBP'm
----------------------------------- ----------- ----------- ------------
Net cash generated from
operations 5 4.6 2.5 5.6
Net finance costs (0.5) (0.4) (0.9)
Income taxes paid (0.3) (0.4) (1.0)
----------------------------------- ----------- ----------- ------------
Net cash generated from
operating activities 3.8 1.7 3.7
Cash flows from investing
activities
Purchases of property,
plant and equipment and
applications software 2 (2.5) (1.4) (3.6)
Purchase of subsidiary
including acquisition costs,
net of cash acquired 6 (0.7) (6.4) (28.9)
Sale of subsidiary, net
of cash disposed - - 1.2
----------------------------------- ----------- ----------- ------------
Cash flows used in investing
activities (3.2) (7.8) (31.3)
Cash flows from financing
activities
Proceeds from share issues - - 14.4
Dividends paid - - (1.6)
Repayment of borrowings (1.6) - (16.0)
Drawdown of revolving credit
facility 6.5 - 21.9
New bank loans raised - 10.3 15.0
Increase in bank overdrafts (0.1) 0.4 0.9
Finance lease principal
repayments - (0.1) (0.1)
----------------------------------- ----------- ----------- ------------
Net cash generated in financing
activities 4.8 10.6 34.5
----------------------------------- ----------- ----------- ------------
Net increase in cash and
cash equivalents 5.4 4.5 6.9
Cash and cash equivalents
at start of period 6.9 (0.3) -
Cash and cash equivalents
at the end of period 12.3 4.2 6.9
=================================== =========== =========== ============
Cash and cash equivalents
shown above comprise:
Cash at bank 12.3 4.2 6.9
=================================== =========== =========== ============
__
Notes to the Consolidated Interim report
For the six months ended 30 June 2015
1 Basis of preparation
The condensed consolidated interim financial information for the
half year ended 30 June 2015 was approved by the Board of Directors
and authorised for issue on 15 September 2015. The disclosed
figures are not statutory accounts in terms of Section 435 of the
Companies Act 2006. Statutory accounts for the year ended 31
December 2014, on which the auditors gave an audit report which was
unqualified and did not contain a statement under section 498(2) or
(3) of the Companies Act 2006, have been filed with the Registrar
of Companies. The annual financial statements of the Group are
prepared in accordance with IFRSs as adopted by the European
Union.
This half-yearly report has been prepared on a basis consistent
with the accounting policies expected to be applied for the year
ended 31 December 2015, and uses the same accounting policies and
methods of computation applied for the year ended 31 December
2014.
There were no new relevant standards or interpretations to be
adopted for the six months ended 30 June 2015.
2 Segmental information
The Group is organised into two main operating segments,
Document Management and Relocations, and operates one service per
segment as described in the Chief Executive's review. All trading
of the Group is undertaken within the United Kingdom and the Group
has no overseas operations. Segment assets include intangibles,
property, plant and equipment, inventories, receivables and
operating cash. Central assets include deferred tax and head office
assets. Segment liabilities comprise operating liabilities. Central
liabilities include income tax and deferred tax, corporate
borrowings and head office liabilities. Capital expenditure
comprises additions to computer software, property, plant and
equipment and includes additions resulting from acquisitions
through business combinations. Segment assets and liabilities are
allocated between segments on an actual basis.
REVENUE
The revenue from external customers was derived from the Group's
principal activities in the UK (the Company is domiciled in
England) as follows:
Unaudited six months ended 30 June 2015
GBP'm
Document Head
Management Relocations Office Total
---------------------------- ------------ ------------ -------- ------
Sales of services 27.7 16.2 - 43.9
---------------------------- ------------ ------------ -------- ------
Segment adjusted
operating profit/(loss) 7.4 1.2 (0.9) 7.7
Exceptional items (2.9)
Share based payments
charge (0.2)
Amortisation of intangible
assets (1.1)
---------------------------- ------------ ------------ -------- ------
Operating profit 3.5
Finance costs (0.6)
---------------------------- ------------ ------------ -------- ------
Profit before tax 2.9
---------------------------- ------------ ------------ -------- ------
Tax charge (0.5)
---------------------------- ------------ ------------ -------- ------
Profit after tax 2.4
---------------------------- ------------ ------------ -------- ------
Segment assets 118.0 18.4 13.0 149.4
Segment liabilities 23.6 5.5 52.0 81.1
---------------------------- ------------ ------------ -------- ------
Capital expenditure 2.5 - - 2.5
Depreciation and
amortisation 2.1 0.3 - 2.4
---------------------------- ------------ ------------ -------- ------
Unaudited six months ended 30 June 2014
GBP'm
Document Head
Management Relocations Office Total
---------------------------- ------------ ------------ -------- --------
Sales of services 16.0 14.6 - 30.6
---------------------------- ------------ ------------ -------- --------
Segment adjusted
operating profit/(loss) 5.3 1.0 (0.9) 5.4
Exceptional items (0.5)
Share based payments
charge (0.5)
Amortisation of intangible
assets (0.7)
---------------------------- ------------ ------------ -------- --------
Operating profit 3.7
Finance costs (0.4)
---------------------------- ------------ ------------ -------- --------
Profit before tax 3.3
---------------------------- ------------ ------------ -------- --------
Tax charge (0.7)
---------------------------- ------------ ------------ -------- --------
Profit after tax 2.6
---------------------------- ------------ ------------ -------- --------
Segment assets 72.6 18.0 8.0 98.6
Segment liabilities 13.4 6.2 29.8 49.4
---------------------------- ------------ ------------ -------- --------
Capital expenditure 1.3 0.1 - 1.4
Depreciation and
amortisation 1.3 0.2 - 1.5
---------------------------- ------------ ------------ -------- --------
Audited Year ended 31 December 2014
GBP'm
Document Head
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Management Relocations Office Total
---------------------------- ------------ ------------ -------- ------
Sales of services 37.4 30.1 - 67.5
---------------------------- ------------ ------------ -------- ------
Segment adjusted
operating profit/(loss) 11.5 3.3 (1.9) 12.9
Exceptional items (3.1)
Share based payments
charge (1.0)
Amortisation of intangible
assets (1.9)
Operating profit 6.9
Finance costs (0.8)
---------------------------- ------------ ------------ -------- ------
Profit before tax 6.1
---------------------------- ------------ ------------ -------- ------
Tax charge (1.2)
---------------------------- ------------ ------------ -------- ------
Profit after tax 4.9
---------------------------- ------------ ------------ -------- ------
Segment assets 101.1 27.4 7.0 135.5
Segment liabilities 23.3 7.0 38.2 68.5
---------------------------- ------------ ------------ -------- ------
Capital expenditure 3.5 0.1 - 3.6
Depreciation and
amortisation 3.2 0.6 - 3.8
---------------------------- ------------ ------------ -------- ------
All assets are located in the United Kingdom.
Acquisition related exceptional costs are GBP2.2m including
restructuring and redundancy costs in Document Management of
GBP1.8m and GBP0.1m in Relocations, GBP0.1m of acquisition
transaction costs, GBP0.1m of box relocation and transport costs
and other exceptional costs of GBP0.1m.
In addition to the acquisition related exceptional costs noted
above the Group also incurred exceptional costs of GBP0.7m in
relation to a particular scanning contract. The contract involves
scanning exam papers primarily over a two month period in May and
June each year. Due to technical issues during the process which
had not occurred in previous years significant additional costs
were required to deliver the contract. Further to the costs borne
directly by the Group a provision has been made for cost recharges
from the customer. Management believe the root cause of the
technical issues has been identified which will enable the cost of
delivering this contract in future periods to fall in line with
patterns previously experienced. As a result the one off nature of
these costs and their relative size they have been shown as
exceptional to enable a better understanding of the underlying
trading of the Group during the period.
For the six months ended 30 June 2014: GBP0.5m relates to
restructuring and redundancy costs in Document Management of
GBP0.4m and costs of acquisition of GBP0.1m.
In the year ended 31 December 2014, GBP3.1m of exceptional items
were incurred (acquisition transaction costs, GBP0.4m, box
relocation and associated costs, GBP0.4m, restructuring and
redundancy costs, GBP2.5m, other GBP0.2m).
3 Tax
The underlying tax charge is based on the expected effective tax
rate for the full year to 31 December 2015.
4 Earnings per ordinary share
Basic earnings per share have been calculated on the profit
after tax for the period and the weighted average number of
ordinary shares in issue during the period.
Unaudited Unaudited
Six months Six months Audited
ended ended Year
30 June 30 June ended
2015 2014 31 December 2014
------------------------------ ----------- ----------- -----------------
Weighted average number
of shares in issue 82,381,789 74,900,491 76,624,278
------------------------------ ----------- ----------- -----------------
Total profit after tax
for the period (GBP'm) 2.4 2.6 4.9
------------------------------ ----------- ----------- -----------------
Total basic earnings per
ordinary share (pence) 2.9p 3.5p 6.4p
------------------------------ ----------- ----------- -----------------
Weighted average number
of shares in issue 82,381,789 74,900,491 76,624,278
Share options 4,451,326 4,249,184 4,490,487
Executive incentive plan 471,657 - 616,035
------------------------------ ----------- ----------- -----------------
Weighted average fully
diluted number of shares
in issue 87,304,772 79,149,675 81,730,800
============================== =========== =========== =================
Total fully diluted earnings
per share (pence) 2.7p 3.3p 6.0p
------------------------------ ----------- ----------- -----------------
GBP'm GBP'm GBP'm
Profit before tax for
the period 2.9 3.3 6.1
Adjustments:
Amortisation of intangible
assets 1.1 0.7 1.9
Exceptional items 2.9 0.5 3.1
Share based payments charge 0.2 0.5 1.0
Other finance costs - - (0.1)
------------------------------ ----------- ----------- -----------------
Adjusted profit 7.1 5.0 12.0
============================== =========== =========== =================
The Directors believe that adjusted basic earnings per share
provide a more appropriate representation of the underlying
earnings derived from the Restore Group's business. The adjusting
items are shown in the table above.
The additional adjusted earnings per share, based on weighted
average number of shares in issue during the period, is calculated
below:
Unaudited Unaudited Audited
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2015 2014 2014
GBP'm GBP'm GBP'm
------------------------------- ----------- ----------- ------------
Adjusted profit before
tax 7.1 5.0 12.0
Tax at 20.5% / 21.5% /
21.5% (1.5) (1.1) (2.6)
------------------------------- ----------- ----------- ------------
Adjusted profit after taxation
(GBP'm) 5.6 3.9 9.4
------------------------------- ----------- ----------- ------------
Adjusted basic earnings
per share (pence) 6.8p 5.2p 12.3p
------------------------------- ----------- ----------- ------------
Adjusted fully diluted
earnings per share (pence) 6.4p 4.9p 11.5p
=============================== =========== =========== ============
5 Cash inflow from operations
Unaudited Unaudited Audited
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2015 2014 2014
GBP'm GBP'm GBP'm
--------------------------------- ----------- ----------- ------------
Cash inflow from operating
activities
Profit before tax 2.9 3.3 6.1
Depreciation of property,
plant and equipment 1.3 0.8 1.9
Amortisation of intangible
assets 1.1 0.7 1.9
Finance costs recognised
in profit and loss 0.6 0.4 0.8
Share based payments charge 0.2 0.5 1.0
Movement in working capital
Decrease/(increase) in
inventories 0.1 - (0.2)
Increase in trade and other
receivables (5.2) (3.0) (2.4)
Increase/(decrease) in
trade and other payables 3.6 (0.2) (3.5)
--------------------------------- ----------- ----------- ------------
Net cash generated from
operations 4.6 2.5 5.6
================================= =========== =========== ============
6 Business Combinations
(MORE TO FOLLOW) Dow Jones Newswires
September 15, 2015 02:00 ET (06:00 GMT)
On 2 January 2015, the Company acquired the business and assets
of Ancora Solutions ('Ancora'), a records management business for a
cash consideration of GBP0.5m. The provisional fair values are as
follows:
Provisional
fair value
at acquisition
GBP'm
-------------------------------------------- ----------------
Intangible assets - customer relationships 0.6
Deferred tax liabilities (0.1)
-------------------------------------------- ----------------
Net assets acquired 0.5
-------------------------------------------- ----------------
Consideration 0.5
-------------------------------------------- ----------------
Satisfied by:
Cash to vendors 0.5
-------------------------------------------- ----------------
Deferred tax at 20% has been provided on the value of intangible
assets. Acquisition costs of GBP10,000 were incurred and have been
charged to profit or loss.
Changes of fair values
On 7 October 2014, the Company acquired 100% of the share
capital of Cintas UK Document Management Limited.
The Group continues the process of establishing the fair value
of the assets and liabilities acquired, and as this assessment is
inherently judgemental, the values included in the Interim
Statement are provisional.
The provisional fair value table is as follows:
Provisional
fair
value
at acquisition
GBP'm
--------------------------------------------- ---------------
Intangible assets - customer relationships 10.4
Property, plant and equipment 8.2
Deferred tax asset 1.4
Inventories 0.1
Trade receivables 2.0
Other receivables 2.0
Cash 2.5
Trade and other payables (3.5)
Deferred tax liabilities (2.1)
Provisions (7.0)
--------------------------------------------- ---------------
Net assets acquired 14.0
--------------------------------------------- ---------------
Goodwill 12.6
--------------------------------------------- ---------------
Consideration 26.6
--------------------------------------------- ---------------
Satisfied by:
Cash to vendors 23.5
Purchase price adjustment 0.6
Reimbursement - less than 1 year 1.0
Reimbursement - more than 1 year 1.5
--------------------------------------------- ---------------
The key assumptions which remain provisional are the valuation
of customer relationships and the over renting provision.
Included within provisions is an 'over-renting' provision which
relates to the amount by which future lease rental commitments,
arising as a result of acquisitions, exceed the fair market
rentals. In calculating this provision the key estimates are those
relating to the fair values of the rentals on the properties
concerned, the impact of future rent reviews and the discount rate
applicable.
Contingent consideration
On 2 March 2015, GBP200,000 was paid in respect of the second
and final tranche of contingent consideration in respect of IT
Efficient Limited.
7 Intangible assets
Applications
Customer Trade software
Goodwill relationships names & IT Total
GBP'm GBP'm GBP'm GBP'm GBP'm
----------------------- -------- -------------- ------ ------------ -----
Cost
1 January 2014 39.4 13.3 2.0 2.8 57.5
Arising on acquisition
of subsidiary 4.5 2.1 - - 6.6
------------------------ -------- -------------- ------ ------------ -----
30 June 2014 43.9 15.4 2.0 2.8 64.1
------------------------ -------- -------------- ------ ------------ -----
Cost
30 June 2014 43.9 15.4 2.0 2.8 64.1
Additions - external - - - 0.7 0.7
Acquisitions - - - 0.3 0.3
Arising on acquisition
of subsidiary 14.6 6.7 - - 21.3
------------------------ -------- -------------- ------ ------------ -----
31 December 2014 58.5 22.1 2.0 3.8 86.4
------------------------ -------- -------------- ------ ------------ -----
Cost
1 January 2015 58.5 22.1 2.0 3.8 86.4
Acquired with
subsidiary (1.7) 4.3 - 0.3 2.9
Arising on acquisition
of subsidiary - - - 0.3 0.3
Disposals - - - (0.1) (0.1)
------------------------ -------- -------------- ------ ------------ -----
30 June 2015 56.8 26.4 2.0 4.3 89.5
------------------------ -------- -------------- ------ ------------ -----
Amortisation
1 January 2014 10.6 2.7 0.7 1.6 15.6
Charge for the
period - 0.5 0.1 0.1 0.7
------------------------ -------- -------------- ------ ------------ -----
30 June 2014 10.6 3.2 0.8 1.7 16.3
------------------------ -------- -------------- ------ ------------ -----
Amortisation
30 June 2014 10.6 3.2 0.8 1.7 16.3
Charge for the
period - 0.7 0.1 0.4 1.2
------------------------ -------- -------------- ------ ------------ -----
31 December 2014 10.6 3.9 0.9 2.1 17.5
------------------------ -------- -------------- ------ ------------ -----
Amortisation
1 January 2015 10.6 3.9 0.9 2.1 17.5
Charge for the
period - 0.7 0.1 0.3 1.1
Disposals - - - (0.1) (0.1)
------------------------ -------- -------------- ------ ------------ -----
30 June 2015 10.6 4.6 1.0 2.3 18.5
------------------------ -------- -------------- ------ ------------ -----
Carrying amount
30 June 2015 -
Unaudited 46.2 21.8 1.0 2.0 71.0
------------------------ -------- -------------- ------ ------------ -----
31 December 2014
- Audited 47.9 18.2 1.1 1.7 68.9
------------------------ -------- -------------- ------ ------------ -----
30 June 2014 -
Unaudited 33.3 12.2 1.2 1.1 47.8
======================== ======== ============== ====== ============ =====
8 Financial liabilities
Unaudited Unaudited Audited
30 June 30 June 31 December
2015 2014 2014
GBP'm GBP'm GBP'm
-------------------------- --------- --------- ------------
Current
Bank loans and overdrafts
due within one year
Overdrafts on demand 1.1 0.4 1.2
Bank loans - secured 1.9 - 2.6
Deferred financing costs (0.1) - (0.1)
--------------------------- --------- --------- ------------
2.9 0.4 3.7
--------------------------- --------- --------- ------------
Non-current
Bank loans - secured 40.0 26.0 34.4
Deferred financing costs (0.2) - (0.3)
--------------------------- --------- --------- ------------
39.8 26.0 34.1
--------------------------- --------- --------- ------------
Analysis of net debt
30 June 30 June 31 December
2015 2014 2014
GBP'm GBP'm GBP'm
-------------------------- ------- ------- -----------
Cash at bank and in hand 12.3 4.2 6.9
Bank loans and overdrafts
due within one year (2.9) (0.4) (3.7)
Bank loans due after one
year (39.8) (26.0) (34.1)
-------------------------- ------- ------- -----------
(30.4) (22.2) (30.9)
========================== ======= ======= ===========
9. Post balance sheet events
(MORE TO FOLLOW) Dow Jones Newswires
September 15, 2015 02:00 ET (06:00 GMT)
Mavinwood (LSE:MVW)
過去 株価チャート
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Mavinwood (LSE:MVW)
過去 株価チャート
から 6 2023 まで 6 2024
