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RNS
600 Group PLC   -  SIXH   

Final Results

Released 07:00 10-Jul-2019

RNS Number : 0108F
600 Group PLC
10 July 2019
 

The 600 Group PLC

 

A Transformational Year

 

Results for the year ended 30 March 2019

 

The 600 Group PLC ("the Group"), the diversified industrial engineering company (AIM: SIXH), today announces its results for the year ended 30 March 2019.

 

 

Financial highlights                         

 

·      Revenue from continuing operations up 1.9% to $65.2m (2018: $63.9m)

·      Underlying* operating profit up to $5.3m (2018: $1.8m)

·      Gross margin improved 2.4% to 36.1% (2018: 33.7%)

·      Underlying* pre-tax profit up to $4.1m (2018: $0.6m)

·      Group order book up 6.5%

·      Recommended final dividend of 0.5p per share

 

*from continuing operations, before adjusting items.

 

 

Strategic & operational highlights

 

 

·      Good financial performance & significantly improved financial position

 

Completion of $270m pension scheme buyout de-risks balance sheet

Cash surplus $5.2m net of tax from pension scheme windup now returned to the Group

Continued improvement in revenue and profit growth

 

 

·      Moving up the value chain

Continued focus on operational efficiencies and increased operational flexibility

Sustainable profit growth supported by investment in product innovation and higher value customer offering across both divisions

Post-period acquisition of Control Micro Systems significantly enhances customer offering in growing global laser market

 

·      Positive outlook

Launch of new European Technology Centre reflects strategic focus on product innovation

Revenue visibility underpinned by an improved orderbook, up 6.5%

Recommended final dividend of 0.5p per share reflects Board's confidence for the future

 

 

Paul Dupee, Executive Chairman of the Group, commented:

 

"This has been a transformational year for the Group with a number of major developments, both operationally and financially, supporting our strategy of building a global industrials business.

 

These results demonstrate continued improvement in profitability and increasing revenues, which reflects our ongoing focus on driving operational efficiencies across the Group whilst also investing for growth as we move up the value chain.

 

As announced on 24 June 2019, we were pleased to announce the acquisition of Control Micro Systems. CMS is highly complementary to the Group's existing laser business and will further enhance our customer offering as we seek to capture world-wide growth in the use of industrial lasers.

 

As a result of the Group's improved performance and strengthened financial position following the successful completion of the pension scheme buy out, I am pleased to announce the Board's recommendation of a final dividend of 0.5p per share. The 600 Group continues to go from strength to strength, we have a clear strategy for the future, and I look forward to reporting on future progress."

 

Enquiries:

 

The 600 Group PLC

Paul Dupee, Executive Chairman

Neil Carrick, Finance Director

 

 

Tel: 01924 415000

Instinctif Partners

Mark Garraway

James Gray

 

 

Tel: 0207 457 2020

Spark Advisory Partners Limited (NOMAD)

Matt Davis

Miriam Greenwood

 

 

Tel: 020 3368 3553

WH Ireland (Broker)

Harry Ansell

 

Tel: 020 7220 1666

                                                                                                                                                                       

Overview

This has been a transformational year for the Group. Over the year we have seen a number of major developments, both operationally and financially, that will have a significant impact on the Group now and in the future as we pursue our growth strategy.

The shackles of the Group's UK final salary pension scheme have been thrown off, relieving the Group of a disproportionate liability and significantly de-risking the Group's balance sheet with the cash refund received post-period end on the wind up of the scheme of $5.2m (net of tax) providing significantly greater financial flexibility.

 

The Group's results for the 2019 fiscal year have improved in line with the Board's expectations with continued good progress in improving both the Group's profitability and increasing revenues. These improved results reflect our ongoing focus on driving operational efficiencies across the Group whilst also investing in new product development, improving our customer offering and enhancing our sales and distribution resource.

 

In May 2019, the Group was pleased to announce the launch of its new European Technology Centre, marking a step forward for the Group and demonstrating the importance of product innovation to the Group's strategy as it seeks to underpin organic growth through a strong focus on product development, including launching new products that add to the higher end capabilities of the Group's product range.

 

The enhanced financial position has provided the Group the flexibility to supplement organic growth with value-enhancing bolt-on acquisition opportunities. The Group was able to expand its operations through successfully acquiring Control Micro Systems (CMS) in June 2019. The acquisition of CMS is highly complementary to the Group's existing laser business, enhancing its customer offering by providing ever more sophisticated, value-added and custom solutions to customer requirements as the Group seeks to capture world-wide growth in the use of industrial lasers. CMS will likewise benefit from the Group's established sales platform and marketing capability.

 

Divisional overview

 

The rationalisation of the UK operations of the Machine Tool division has significantly improved operating profitability. The final phase of the outsourcing of manufacturing is in the process of being concluded with the sale of the Gamet bearings business, which has been treated as a discontinued operation in these financial statements. This rationalisation has reduced operational risk and capital expenditure requirements. The move of the UK operation to the new European Technology Centre and re-branding of the business as 'Colchester Machine Tool Solutions' is already raising the profile of the business and helping to drive growth in the UK market and overseas.

In the Industrial Laser division, the UK and European new direct sales function and the spares and service operations have been consolidated into the new machine tool facilities. The launch of a new entry level product during the year has helped unit volumes increase and provided a competitive product to combat this ever increasingly price sensitive sector of the market. It also provides a product which can be sold through selective machine tool distributors worldwide, further driving operational benefits.

 

Dividend

As a result of the continued good operational performance, the current commercial outlook and the successful completion of the pension scheme wind up, the Board has determined to continue payment of a dividend and are recommending a pay-out of 0.5p per share payable on 30 September 2019, to shareholders on the register at 30 August 2019.

 

People

Our people are central in continuing the improvement of our business. During the year we continued to invest in new people as well as strengthening our senior management team. On behalf of the Board, I would like to thank all our employees for their ongoing support, commitment and dedication to The 600 Group. I look forward to working with them again in the coming year and welcome our new colleagues from Control Micro Systems to the Group.

 

Outlook

Despite certain macro-economic and political uncertainties impacting customer sentiment, enquiry and quotation activity remains stable with revenue visibility underpinned by an improved orderbook.

We continue our strategy to grow the Group into a global industrials business. We are constantly seeking to leverage our industry-recognised brands and expand our worldwide distribution network. The introduction of new and innovative products to widen the customer base continues to be a clear focus for both our divisional management teams. The Board continues to believe the strategy of brand promotion, investment in new, higher end product capabilities, diversification into new markets and selective acquisitions will help the business move up the value chain and lead to continued market share growth in the future.

 

Paul Dupee

Executive Chairman

10 July 2019

 

 

 

Our businesses

The 600 Group PLC ("the Group") is a leading engineering group with a world class reputation in the design and distribution of machine tools, precision engineered components and the design, manufacture and distribution of industrial laser systems.  The Group operates these businesses from locations in North America, Europe and Australia selling into more than 100 countries worldwide.

 

Group businesses serve customers across a broad range of industry sectors, from niche markets for technical education of young engineering apprentices through to high volume production of automotive, aerospace and defence equipment.  A large proportion of revenue is derived from sales via third party distribution channels, in respect of which it is more difficult to track the industry dispersion of end-user customers.

 

The Group benefits from a high degree of loyalty and repeat business via a large number of established distributors in many countries and territories but with no major concentrations. In the year ended 30 March 2019 the top 20 customers, of which 16 were distributors, contributed 27% of revenues.

 

Revenues

Revenues are generated across many diverse geographical territories:

 

Percentage of worldwide revenues

(by destination)

2019

%

 

2018

%

 

 

United States of America

  65

  67

 

United Kingdom

  15

  15

 

Europe (excluding UK)

  10

  10

 

Rest of the World

  10

    8

 

Total

100

100

 

 

 

Macroeconomic and industry trends

Machine tools and precision engineered components

The worldwide machine tool industry was estimated by Oxford Economics at nearly $78.5bn in annual sales in its Spring 2019 report. The market continues to be driven by the investment intentions of manufacturers and is sensitive to changes in the economic and financial climate. Demand responds to economic trends and typically lags the main cycle of the economy.

 

The global market is dominated by China with consumption of $30bn but this is largely served domestically with China also being the largest producer. The USA is the second largest consumer of machine tools at $8.6bn followed by Germany at $6.7bn.

 

The report indicated growth of nearly 7% globally in the calendar year to December 2018 but is forecasting a lower 2.3% growth rate in 2019. Within our main markets the expectations for 2019 were for the USA to be close to 4% growth with Europe at 1.4%.

 

Industrial laser systems

Industry use of industrial lasers for material processing has continued to expand worldwide. Laser systems have now become a mainstream manufacturing process covering the areas of laser machining, including cutting and drilling, marking, ablation and a host of other niche applications. One of the main drivers of this industry has been legislation and the continual increase in the requirement for traceability of products in all industries from aerospace and transport to medical and pharmaceutical.

 

Industry spending for the entire global industrial laser market continues to increase and reached a new estimated high of $5bn in calendar year 2018. Growth in the overall market is estimated to rise by mid-single-digit growth in 2019 and is dominated by China which is the largest producer and consumer of industrial lasers. The laser marking and micro-materials subset of the market (in which the Group competes) is smaller than the macro-materials processing subset and has seen low single digit growth in recent years. Growth is underpinned by enhanced performance in the speed, cost and quality of the systems being implemented compared to other techniques as well as by legislative changes driving a requirement for greater traceability. The industry subset occupied by the Group has however seen a proliferation of vendors and selling price pressure at the lower commodity end of the market and whilst unit volumes have continued to increase, revenue has been held back.

               

Our main markets

The main markets we operate in are the USA, Europe and Australia. All these markets have experienced some degree of disruption with the ongoing Brexit issues in the UK, the concern in the USA over tariffs and a trade war with China and the general election in Australia. Despite these issues, quotation activity has remained good, but the various headwinds have had an effect on the time it is taking customers to commit to an actual order. Order books have improved after some weakness at the start of 2019 and are currently 6.5% ahead of the prior year.

 

Whilst the Brexit issues will continue for some time, The 600 Group has a relatively low exposure to these risks given only 10% of Group sales were to EU countries excluding the UK. In addition, given most of the Group's income is in US Dollars this provides a natural currency hedge against the majority of our purchases which are also in US Dollars.

 

In addition, over 10% of our total revenues are derived from the supply of spare parts and services and this revenue stream is not dependent on achieving new sales but on servicing our existing installed base of machines.

 

Activity in the 2018/19 financial year

Machine tools and precision engineered components

This division operates from sites in the UK, USA, and Australia and provides solutions for metal processing through the design and development of machine tools sold under the brand names Colchester, Harrison and Clausing and the design and supply of precision engineering components under the brand names Pratt Burnerd and Gamet. There are also spares, accessories and service operations which support the significant number of machines sold over the Group's long history of supplying quality equipment. Sales are made worldwide, with a mix of direct sales and distribution in North America, Europe, and Australia and a network of distributors in all other key end-user markets.

 

The machine tools division produced excellent operating profit growth of 147% (before adjusting items) on increased revenues of 3.3%. The principal growth came from the UK operation which returned to profitable operating margins of 7.4% reflecting the benefits of the restructuring undertaken in this business over the last two years.

 

The re-launch of the UK business as "Colchester Machine Tool Solutions" and the move to a new site in February 2019 gave fresh impetus to the revised management team, led by Terry Allison who became the Group Chief Operating Officer in November 2018. The business has developed new distributor relationships and expanded its direct sales force in the UK.

 

The new facility near Halifax in West Yorkshire integrates a modern, open plan office environment, enhanced manufacturing and warehousing space as well as serving as the Group's new European Technology Centre with a dedicated year-round product showroom, demonstration and customer training capability to showcase the business' increasingly innovative product range.

 

The new integrated facility will provide additional operational flexibility, benefitting from a more integrated logistics operation which should provide efficiency benefits in both production and warehousing.

 

The move of premises was part of the restructuring of the UK operation which has seen a de-risking of operations and reduction in the requirement for ongoing capital expenditure by the outsourcing of further manufacturing. This process is coming to a conclusion with the sale of the Gamet Bearings operation based in Colchester. The revenue and trading results of this operation have been excluded from the ongoing trading and disclosed as a discontinued operation in the Consolidated Income Statement and the assets held for sale separately disclosed at their expected fair value in the Statement of Financial Position at 30 March 2019.

 

The US machine tool business continued to make progress in improving operating margins despite revenues remaining flat in a difficult market where concerns over tariffs and a trade war with China slowed down customers' decision making. The range of USA produced machines continues to expand and sales to Mexico and Canada continue to grow.

 

The Australian machine tools business continued its progress with a further 9% growth in revenue and improvement in operating profits. The business will seek to expand in Australia and the wider South East Asia, where the Group's machine tool brands remain well known with a good installed base and focusing on the 'Colchester Machine Tool Solutions' heritage. The business was strengthened in November 2018 when Zelko Galic an experienced engineer and manager joined as the new managing director of the operation.

 

 

The financial results of these activities were as follows:

 

 

2019

 

$ 000

2018

Restated*

$ 000

Revenues

44,575

43,152

 

 

 

Operating profit

3,610

1,459

Operating margin

8.1%

3.4%

 

*Restated for the results of Gamet Bearings which is shown as a discontinued operation in both financial years and for the effects of adoption of IFRS 15 and IFRS 9. See note 15.

 

 

Industrial laser systems

The industrial laser systems business has seen increased competition in the lower end commodity products and successfully introduced a competitive product in September 2018 which has seen good volume sales. This low-cost machine is now starting to be distributed through our machine tool distribution channels as well as the traditional laser distributors.  The business has also expanded its expertise into the higher end market where customer requirements for more specialised solutions can be satisfied as a result of the business's proprietary software and technical capabilities. Whilst the volume of units sold has increased year on year the move of part of the business to the lower priced units has kept overall revenues flat but the business has been able to continue to improve operating margins as a result of the restructuring of the UK operation and by maintaining overall gross margins.

 

The UK spares and service operation has been integrated into the new European Technology Centre machine tools operation which now supports both the UK and Europe and a direct sales operation for the UK has been established based in this facility which provides a permanent showroom to demonstrate the full range of laser machines.

 

The joint TYKMA ELECTROX brand provides laser solutions which includes marking, engraving and micro-material processing. Customers are able to choose from the combined product portfolio the solution to an expanded number of applications. These industrial laser systems are sold to an ever-increasing market diversification in the manufacturing industry among both small and large multi-national corporate customers.

 

The increased requirement for traceability of all production items underpins the growth of this industry and forecasters continue to predict growth in this activity as these products replace traditional stamping, ink and dot peen systems. Continued support from legislation mandating increased traceability continues to be a positive driver for individual component identification.

 

Results for the financial year were as follows:

 

 

2019

 

$ 000

2018

Restated*

$ 000

Revenues

20,592

20,792

 

 

 

Operating profit

2,563

2,100

Operating margin

12.4%

10.1%

 

 

 

Group Results

Revenue from continuing operations increased by 1.9% to $65.2m (2018: $63.9m) and Group profit before tax and adjusting items was $4.1m (2018: $0.6m) and profit before tax after adjusting items was $4.3m (2018: $3.3m).

 

Changes in accounting standards

The Group has adopted two new accounting standards in the year, IFRS 15, Revenue from Contracts with Customers, which establishes a principles-based approach to revenue recognition and measurement depending on when performance obligations are satisfied, and IFRS 9, Financial Instruments. Both of these have required additional disclosures and some small adjustments to the opening statement of financial position. Details of these can be found in note 15.

 

 

Adjusting items

The directors have highlighted transactions which are material and unrelated to the normal trading activity of the Group.

 

In the opinion of the directors the disclosure of these entries should be reported separately for a better understanding of the underlying trading performance of the Group. These underlying figures are used by the Board to monitor business performance, form the basis of bonus incentives and are used for the purposes of the bank covenants.

 

These non-GAAP measures are explained in note 13 alternative performance measures and set out in note 3. All adjusting items are taken into account in the GAAP figures in the Income Statement.

 

The buy-out of the Group pension scheme was completed in April 2019 but during the year ended 30 March 2019 the trustees undertook a number of exercises to reduce the liabilities of the scheme which had an actuarial cost of $1.28m. Given these had a beneficial effect on the ultimate buy out cost of the scheme they were supported by the Group. This amount is shown in adjusting items.

 

As a result of the outsourcing of manufacturing in the UK, the existing premises were vacated, and a sublet is in the process of negotiation. An onerous lease provision of $0.4m has been provided as a result of this and shown in adjusting items.

 

A credit of $1.26m (2018: credit of $1.74m) is recorded in financial income in respect of the final salary pension scheme. No cash was paid to or received from the scheme in respect of this transaction which arises as a pension accounting entry under the required standard due to the surplus in the scheme recorded in the balance sheet.

 

The adjustment to the carrying value of the amortised cost of the loan notes in the year is shown as a credit of $0.82m. This arose as a result of the extension of these instruments by a further two years. The prior year's amortisation has been included as an adjusting item.

 

An additional credit of $1.26m was recorded in the prior year as a result of the sale of the Group's holding in ProPhotonix Ltd at the end of August 2017. This generated $1.97m of cash which was used to pay down UK debt.

 

As a result of the changes in the USA to the rates of taxation, a significant charge of $0.6m was made to adjust the deferred taxation assets.

 

An amount of $0.96m has been recorded to reduce the value of the Gamet assets available for sale to bring their carrying value into line with the expected proceeds of sale, less costs to sell.

 

Taxation

The current year pre-adjusting items profit resulted in a small charge of $0.066m (2018: credit of $0.53m) for taxation. The UK businesses continue to benefit from substantial previous tax losses and no taxation is payable in the UK. There are substantial unrecorded deferred tax assets in the UK which are released onto the balance sheet as existing recorded losses are utilised which will help maintain a lower tax charge. There remains an unrecognised deferred tax asset of over $2m in addition to the recognised asset of $2m in respect of UK tax losses at the year end. The US businesses are subject to taxation on their profits at the rate of 21% (2018: composite rate of 31%). The USA businesses benefited from claims for R&D tax allowances in current and previous years during the year.

 

Deferred taxation is provided on the UK pension credits at a rate of 35%, being the rate applicable to any refund from a pension scheme and is included in adjusting items.

 

Following the changes in the USA to the rates of taxation in the prior year, a significant charge of $0.6m was made to adjust the deferred taxation assets. This charge was shown in adjusting items.

 

Net profit and earnings per share

The total continuing profit attributable to equity holders of the parent for the current financial year amounted to $4.2m (2018:  $2.6m) with pre-adjusting items profit of $4m (2018: $1.1m). The total profits including the effects of the Gamet discontinued operation are $3.1m (2018: $2.9m).

 

Underlying basic earnings from continuing operations before adjusting items and related taxation were 3.53 cents (equivalent to 2.69p) per share (2018: 1.03 cents, equivalent to 0.79p) and basic earnings per share were 3.75 cents (equivalent to 2.88p) (2018: 2.38 cents, equivalent to 1.83p) see note 7.

 

Financial position and utilisation of resources

Cash flow

Cash generated from operations before working capital movements was $4.8m (2018: $3.8m).

 

Working capital on continuing activities was little changed on the prior year with stock, trade receivables and trade payables at similar levels. Other creditors and accruals reduced as the redundancy and restructuring provisions were defrayed in the current year.

 

Interest paid was similar to the previous years at $1.2m (2018: $1.2m) with the largest component being interest on the £8.5m ($9.5m) 8% loan notes.

 

Capital expenditure consisted of development work on the upgrading of the industrial laser division proprietary software of $0.9m, demonstration and showroom equipment for the laser business of $0.5m, and the fit out of the new European Technology Centre in the UK for $0.5m. Whilst the development expenditure will be similar in the next year to complete the software project, the machine tool expenditure will not repeat and the sale of the Gamet business and outsourcing of manufacturing has significantly reduced future capital expenditure requirements for this division. 

 

In the prior year net proceeds of $1.97m from the ProPhotonix sale were received in September 2017.

 

Dividends of $1.1m were paid during the year (2018: nil).

 

Net borrowings

Group net debt at 30 March 2019 was reduced on prior year to $14.5m (2018: $15.6m) and comprised net bank and finance lease indebtedness of $5m (2018: $4.3m) and the amount outstanding on the loan notes of $9.5m (2018: $11.3m). The amount outstanding on the loan notes has reduced due to the exchange rate effect of re-translation into dollars and the reduction in the carrying value due to the amortisation being re-stated because of the extension of the term of the notes by two years to February 2022. The loan notes are shown net of un-amortised costs and amounts disclosed in equity reserve which amount to $0.6m in the current financial year (2018: $0.6m).

Working capital facilities were renewed with both HSBC and Bank of America during the year and the Group maintains a mixture of term loans and revolving working capital facilities with maturities between 1 and 3 years. Headroom on bank facilities was $8.7m at the year-end (2018: $8m) and all financial covenants in place were met during the year.

 

The £8.5m ($9.5m) 8% loan notes maturity were extended to February 2022 at the end of February 2019 and the warrants of equal value to subscribe for new ordinary shares at 20p were similarly extended to the same date. As a result, the carrying value of the loan notes were amended to reflect the extended term and the cost involved. A reduction in the carrying value of $0.98m has been recognized at 30 March 2019.

 

Gearing amounted to 49% of aggregate net assets (2018: 27%) with the increase being as a result of the reduction of the UK pension scheme asset.

 

Going concern

The Board has assessed the Group's funding and liquidity position. The Directors confirm that, after having made appropriate enquiries, they have a reasonable expectation that the Group has adequate resources to continue operations for the foreseeable future.  Accordingly, the Directors continue to adopt the going concern basis in preparation of the financial statements.

 

Retirement benefits

The accounting for the UK pension scheme has continued during the year under the requirements of IAS 19 on the basis that the scheme trustees had secured an insurance policy to match the scheme liabilities but that this was held as an asset and valued along with the scheme liabilities, in accordance with IAS 19 requirements, until the buy-out of the scheme was complete. The buy-out was completed in late April 2019 and the remaining surplus in the scheme of $8m repaid to the Group after deduction of 35% tax with the Group receiving the net $5.2m at the end of May 2019.

 

The accounting surplus on the UK scheme at 30 March 2019 was $7.5m (2018: $54.3m). The accounting figures are calculated using prescribed methods and in particular use corporate bond rates to value the scheme liabilities.

 

The buy-out of the scheme involved securing individual annuity contracts for each member with an insurance company with all future risks passing to the insurance company. The cost of achieving this is usually higher than either the accounting basis or the schemes funding basis reflecting the insurer's capital requirements to meet inherent risks of investment returns and life expectancy over the lifetime of the members. The scheme actuary estimated a deficit of over £51m ($71m) on this buy-out basis even as late as the actuarial valuation of 2013.

 

The buy-out of the scheme has been possible due to improvements in insurers pricing, the trustees' hedging strategy, good investment returns and the hard work of the trustees and Group in reducing scheme liabilities and costs whilst providing members with greater flexibility in the way in which they can take their benefits. The final agreement was secured after a long period of negotiation and an open market tender process with the market leaders in the industry.

 

The reduction in the accounting value of the scheme surplus has been reflected, along with the corresponding deferred taxation, in the Consolidated Statement of Comprehensive Income. It should be noted that the scheme is held on the subsidiary company 600 UK limited balance sheet and as such the transaction will not affect the holding company reserves.

 

In accordance with the current legislation on taxation of pension surplus returns to a company, deferred taxation has been provided for on the pension entries at 35% as opposed to the normal 17% rate in the accounting entries. 35% tax was deducted from the gross refund before the trustees paid funds to the Group in May 2019.

 

The US retiree health scheme and pension fund deficits remained at the same level as the previous year at $1.2m (2018: $1.2m). The only funding of these benefits during the year was the payment of an insurance premium in respect of the retiree health scheme.

 

 

Key performance indicators (KPI's)

The Group monitors performance against key financial objectives that the Directors judge to be effective in measuring the delivery of strategic aims and managing and controlling the business. These focus at Group level on underlying profit, together with its associated earnings per share.

 

At individual business unit level, KPI's also include working capital control, and customer- related performance measures such as on-time delivery, minimisation of warranty concerns, and measured levels of overall customer satisfaction.

 

These key performance indicators are measured and reviewed against budget projections and prior year on a regular basis and this enables the business to set and communicate its performance targets and monitor its performance against these targets.

 

 

 

The Group's recent performance on these financial KPI's is set out as follows:

 

KPI

 

 

2019

2018

Revenue (annual growth rate)

 

 

1.9%

12.3%

Operating margin (% of revenue) pre adjusting items

 

 

8.1%

2.8%

 

 

 

 

 

All figures are pre adjusting items

 

These KPI's are used to assess performance and manage the business and have been discussed in the strategic report and divisional commentary in the Strategic report.

 

Key business risks

The Board of Directors has identified the main categories of business risk in relation to the implementation of the Group's strategic aims and objectives, and has considered reasonable steps to prevent, mitigate or manage these risks.

 

Macro-economic - the Group's businesses are active in markets which can be cyclical in nature as the overall level of market demand is dependent upon capital investment intentions.  Economic or financial market conditions determine global demand and could adversely affect our customers, distributors, operations, suppliers, and other parties with whom we transact. Such factors as the ongoing Brexit issues and the concerns over a trade war between the USA and China during the financial year are examples of factors which have resulted in changes in demand. The Directors seek to ensure that our overall risk is mitigated by avoiding excessive concentration of exposure to any given geographical or industry segment, or to any individual customer.  Market conditions, lead indicators and industry forecasts are monitored for any early warning signs of changes in overall market demand, and measures to exploit opportunities or manage elevated risks are taken as appropriate. Key business risks are set out in the strategic review.

 

Production and supply chain - the continuity of the Group's business activities is dependent upon the cost-effective supply of products for sale from our own facilities, and those of our key vendors.  Supply can be disrupted by a variety of factors including raw material shortages, labour disputes and unplanned machine down time.  In particular, the Directors are mindful that a small number of key manufacturing outsource partners are located in relatively close proximity to each other in Taiwan.

 

Taiwan is ranked by Gardner Research as the seventh largest producer nation of machine tools, with global production valued at almost US $4 billion.  Taiwanese suppliers represent approximately one third of the total cost of sales for the Group.  Group businesses mitigate such risk by carefully selecting high quality vendors and maintaining long term constructive and open relationships.  The effectiveness of such mitigation would be limited, however, in certain catastrophic circumstances (for example, extreme weather or seismic activity in the vicinity), against which the Group carries appropriate insurance. Additionally, supply sources in India have been developed as a consequence and an increasing amount of product is now made in the USA as well.

 

Laws and regulations - Group businesses may unknowingly fail to comply with all relevant laws and regulations in the countries in which they operate and contract business.  There is a risk of breach of legal, safety, environmental or ethical standards which can be more difficult to identify, comprehend, or monitor in certain territories than others.  The Directors believe that they have taken all reasonable steps to ensure that operations are conducted to high ethical, environmental and health and safety standards.  Controls are in place to keep regulatory and other requirements under careful review, and scrutinise any identified instances of elevated risk.

 

Information Technology ("IT") - Group IT systems and the information they contain are subject to security risks including the unexpected loss of continuity from virus or other issues, and the deliberate breach of security controls for commercial gain or mischief.  Any such occurrences could have a significant detrimental effect on the Group's business activities.  These risks are mitigated by the utilisation of physical and embedded security systems, regular back-ups and comprehensive disaster recovery plans.

 

 

Treasury and risk management

Financial risks

The main financial risks faced by the Group are credit risk, foreign currency risk, interest rate risk and liquidity risk. The Directors regularly review and agree policies for managing these risks.

 

Credit risk is managed by monitoring limits and payment performance of counterparties. The Directors consider the level of general credit risk in current market conditions to be normal. Where a customer is deemed to represent an unacceptable level of credit risk, terms of trade are modified to limit the Group's exposure. Insurance cover is also taken where appropriate.

 

Foreign currency risk is managed by matching payments and receipts in foreign currency to minimise exposure. Foreign currency is bought to match liabilities as they fall due where currency receipts are insufficient to match the liability. Whilst the Group results are now reported in US Dollars the functional currency of 600 UK, 600 Inc. and 600 Machine Tools Pty Limited remain in their local currencies respectively and the result in the Group's Statement of Financial Position and trading results can be affected by movements in these currencies. Part of this exposure is naturally hedged by entering into borrowing facilities denominated in local currencies.

 

Liquidity risk is managed by the Group maintaining undrawn trade finance facilities in addition to a number of longer-term loans and loan notes in order to provide short term flexibility.

 

Interest rate risk is managed by maintaining a mixture of cash and borrowings in Sterling, US Dollars and Australian Dollars at floating rates of interest and issuing loan notes with a fixed interest rate until maturity.

 

Market risks

The Group's main exposure to market risk arises from increases in input costs in so far as it is unable to pass them on to customers through price increases. The Group does not undertake any hedging activity in this area and all materials and utilities are purchased in spot markets. The Group seeks to mitigate increases in input costs through a combination of continuous improvement activities to minimise increases in input costs and passing cost increases on to customers, where this is commercially viable.

 

The Group is also aware of market risk in relation to the dependence upon a relatively small number of key vendors in its supply chain.  This risk could manifest in the event of a commercial or natural event leading to reduced or curtailed supply.  The Group seeks to mitigate these risks by maintaining transparent and constructive relationships with key vendors, sharing long term plans and forecasts, and encouraging effective disaster recovery planning. Alternative sources of supply in different geographic regions have also been put in place.

 

The Group is also exposed to the risk of a downturn in its customers' end markets leading to reduced levels of activity for the Group. The Directors seek to ensure that the Group's activities are not significantly concentrated in sales to either one individual customer or into a single market sector in order to mitigate the exposure to a downturn in activity levels. The Directors consider that the current

level of market risk has risen as a result of concerns over trade wars.

 

Other principal risks and uncertainties

Pension funding risk was a significant risk to the Group, but this has largely been eliminated by the buy-out of the UK final salary scheme. There remains a small closed pension arrangement in the USA and a requirement to provide health insurance cover to a limited extent to a number of retired people in the USA. The Directors regularly review the performance of the pension scheme and any recovery plan. Proactive steps are taken to identify and implement cost effective activities to mitigate the pension scheme liabilities and insurance premium of the retiree health scheme.

 

The remaining main risks faced by the Group are to its reputation as a consequence of a significant failure to comply with accepted standards of ethical and environmental behaviour.

 

The Directors have taken steps to ensure that all of the Group's global operations are conducted to the highest ethical and environmental standards. Regulatory requirements are kept under review, and key suppliers are vetted in order to minimise the risk of the Group being associated with a company that commits a significant breach of applicable regulations.

 

Neil Carrick

Finance Director

10 July 2019

 

 

Consolidated income statement

For the 52-week period ended 30 March 2019

 

 

 

 

 

 

Restated

 

Restated

 

 

Before

 

After

Before

Restated

After

 

 

Adjusting

Adjusting

Adjusting

Adjusting

Adjusting

Adjusting

 

 

Items

Items

Items

Items

Items

Items

 

 

52 weeks

52 weeks

52 weeks

52 weeks

52 weeks

52 weeks

 

 

ended

ended

ended

ended

ended

ended

               

               

30 March

30 March

30 March

31 March

31 March

31 March

               

               

2019

2019

2019

2018

2018

2018

               

Notes

$000

$000

$000

$000

$000

$000

Continuing

 

 

 

 

 

 

 

Revenue

2

65,167

-

65,167

63,944

-

63,944

Cost of sales

 

(41,641)

-

(41,641)

(42,363)

-

(42,363)

Gross profit

 

23,526

-

23,526

21,581

-

21,581

Net operating expenses

 

(18,269)

(1,786)

(20,055)

(19,803)

-

(19,803)

Operating profit/(loss)

 

5,257

(1,786)

3,471

1,778

-

1,778

 

 

 

 

 

 

 

 

Financial income

4

35

2,077

2,112

-

1,741

1,741

Financial expense

4

(1,236)

-

(1,236)

(1,182)

(290)

(1,472)

Profit on ProPhotonix disposal

 

-

-

-

-

1,256

1,256

 

 

 

 

 

 

 

 

Profit before tax

 

4,056

291

4,347

596

2,707

3,303

 

 

 

 

 

 

 

 

Income tax (charge)/credit

5

(66)

(48)

(114)

529

(1,239)

(710)

Profit for the period on continuing activities

 

3,990

243

4,233

1,125

1,468

2,593

attributable to equity holders of the parent

 

 

 

 

 

 

 

(Loss)/profit on discontinued activity

 

(146)

(961)

(1,107)

312

-

312

Profit for the period attributable to the equity holders of the parent

 

3,844

(718)

3,126

1,437

1,468

2,905

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

7

3.53c

0.22c

3.75c

1.03c

1.35c

2.38c

Diluted earnings per share

7

3.50c

0.21c

3.71c

1.03c

1.34c

2.37c

Basic earnings per share after discontinued

7

3.40c

(0.63c)

2.77c

1.32c

1.35c

2.67c

Diluted earnings per share after discontinued

7

3.37c

(0.63c)

2.74c

1.31c

1.34c

2.65c

   

 

Company Number 00196730

The comparative figures have been adjusted for the result of Gamet Bearings which is shown as a discontinued operation and the effects of the adoption of IFRS 15 and IFRS 9. See note 15.

As explained in note 3, the directors have highlighted adjusting items which are material and unrelated to the normal trading activity of the group. The "before adjusting items" column in the consolidated income statement shows non-GAAP measures. The "after adjusting items" column shows the GAAP measures.

 

Consolidated statement of comprehensive income

For the 52-week period ended 30 March 2019

 

 

 

 

52-week

Restated

52-week

               

               

period ended

period ended

               

               

 30 March

 31 March

               

               

2019

2018

               

 

$000

$000

Profit for the period

 

3,126

2,905

Other comprehensive income/(expense)

Items that will not be reclassified to the Income Statement:

 

 

 

Release of available for sale reserve on ProPhotonix disposal

 

-

(1,465)

Remeasurement of defined benefit asset

 

(43,083)

(19,659)

Deferred taxation

 

15,071

6,852

Total items that will not be reclassified to the Income Statement:

 

(28,012)

(14,272)

Items that are or may in the future be reclassified to the Income Statement:

 

 

 

Foreign exchange translation differences

 

(3,005)

4,109

Total items that are or may in the future be reclassified to the Income Statement:

 

(3,005)

4,109

Other comprehensive income / (expense) for the period, net of income tax

 

(31,017)

(10,163)

Total comprehensive income/(expense) for the period

 

(27,891)

(7,258)

Attributable to:

 

 

 

Equity holders of the Parent Company

 

(27,891)

(7,258)

 

 

Consolidated statement of financial position                    Company Number 00196730           

As at 30 March 2019

 

 

 

 

 

As at

 

Restated

As at

 

Restated

As at

               

               

 

30 March 2019

 

31 March 2018

 

1 April 2017

               

Notes

 

$000

 

$000

 

$000

Non-current assets

 

 

 

 

 

 

 

Property, plant and equipment

 

 

3,435

 

4,111

 

4,668

Goodwill

 

 

10,329

 

10,329

 

10,329

Other Intangible assets

 

 

1,110

 

407

 

382

Investments

 

 

-

 

-

 

2,068

Deferred tax assets

 

 

4,578

 

5,135

 

4,383

Employee benefits

 

 

-

 

54,319

 

65,677

 

 

 

19,452

 

74,301

 

87,507

Current assets

 

 

 

 

 

 

 

Inventories

 

 

19,030

 

19,960

 

16,161

Trade and other receivables

8

 

9,163

 

9,726

 

8,959

Employee Benefits

 

 

7,459

 

-

 

-

Taxation

8

 

294

 

-

 

-

Assets classified as held for sale

 

 

1,108

 

-

 

-

Cash and cash equivalents

 

 

948

 

1,676

 

1,352

               

               

 

38,002

 

31,362

 

26,472

Total assets

 

 

57,454

 

105,663

 

113,979

Non-current liabilities

 

 

 

 

 

 

 

Employee benefits

 

 

(1,239)

 

(1,225)

 

(1,289)

Loans and other borrowings

 

 

(10,173)

 

(12,251)

 

(11,552)

Deferred tax liabilities

 

 

-

 

(19,020)

 

(22,770)

               

               

 

(11,412)

 

(32,496)

 

(35,611)

Current liabilities

 

 

 

 

 

 

 

Trade and other payables

9

 

(8,095)

 

(9,205)

 

(6,801)

Deferred tax liabilities

 

 

(2,541)

 

-

 

-

Taxation

9

 

-

 

(291)

 

-

Provisions

10

 

(447)

 

(53)

 

(486)

Loans and other borrowings

 

 

(5,316)

 

(5,025)

 

(6,890)

               

               

 

(16,399)

 

(14,574)

 

(14,177)

Total liabilities

 

 

(27,811)

 

(47,070)

 

(49,788)

Net assets

 

 

29,643

 

58,593

 

64,191

 

 

 

 

 

 

 

 

Shareholders' equity

 

 

 

 

 

 

 

Called-up share capital

 

 

1,746

 

1,746

 

1,629

Share premium account

 

 

2,885

 

2,885

 

1,484

Revaluation reserve

 

 

1,149

 

1,149

 

1,149

Available for sale reserve

 

 

-

 

-

 

1,446

Equity reserve

 

 

201

 

201

 

201

Translation reserve

 

 

(6,524)

 

(3,519)

 

(7,609)

Retained earnings

 

 

30,186

 

56,131

 

65,891

Total equity

 

 

29,643

 

58,593

 

64,191

 

 

Consolidated statement of changes in equity                   Company Number 00196730           

As at 30 March 2019

 

               

Ordinary

Share

 

       Available     

 

 

 

               

share

premium

Revaluation

 for sale

Translation

Equity

               

Retained

 

               

capital

account

reserve

reserve

reserve

reserve

               

Earnings

Total

               

$000

$000

$000

$000

$000

$000

               

$000

$000

At 1 April 2017

1,629

1,484

797

1,446

(6,724)

201

 

65,461

64,294

Adjustments for the adoption of IFRS 15 and 9*

-

-

-

-

-

-

 

(103)

(103)

Changes in accounting policy *

-

-

352

-

(885)

-

 

533

-

At 1 April 2017 restated

1,629

1,484

1,149

1,446

(7,609)

201

 

65,891

64,191

Profit for the period

-

-

-

-

-

-

 

3,049

3,049

Other comprehensive income:

 

 

 

 

 

 

 

 

 

Foreign currency translation

-

-

(38)

19

2,159

-

 

1,969

4,109

Net defined benefit asset movement

-

-

-

-

-

-

 

(19,659)

(19,659)

ProPhotonix disposal

-

-

-

 (1,465)

-

-

 

-

(1,465)

Deferred tax

-

-

-

-

-

-

 

6,852

6,852

Total comprehensive income

-

-

(38)

(1,446)

2,159

-

 

(7,789)

(7,114)

Transactions with owners:

 

 

 

 

 

 

 

 

 

Share capital subscribed for

117

1,401

-

-

-

-

 

-

1,518

Credit for share-based payments

-

-

-

-

-

-

 

39

39

Total transactions with owners

117

1,401

-

-

-

-

 

39

1,557

At 31 March 2018 restated

1,746

2,885

1,111

-

(5,450)

201

 

58,141

58,634

Adjustments for the adoption of IFRS 15 and 9*

-

-

-

-

-

-

 

(41)

(41)

Changes in accounting policy *

-

-

38

-

1,931

-

 

(1,969)

-

At 31 March 2018 restated

1,746

2,885

1,149

-

(3,519)

201

 

56,131

58,593

Profit for the period

-

-

-

-

-

-

 

3,126

3,126

Other comprehensive income:

 

 

 

 

 

 

 

 

 

Foreign currency translation

-

-

-

-

(3,005)

-

 

-

(3,005)

Net defined benefit asset movement

-

-

-

-

-

-

 

(43,083)

(43,083)

Deferred tax

-

-

-

-

-

-

 

15,071

15,071

Total comprehensive income

-

-

-

-

(3,005)

-

 

(24,886)

(27,891)

Transactions with owners:

 

 

 

 

 

 

 

 

 

Dividend

-

-

-

-

-

-

 

(1,104)

(1,104)

Credit for share-based payments

-

-

-

-

-

-

 

45

45

Total transactions with owners

-

-

-

-

-

-

 

(1,059)

(1,059)

At 30 March 2019

1,746

2,885

1,149

-

(6,524)

201

 

30,186

29,643

 

 

 

 

 

 

 

 

 

 

*  see note 15 Impact on the financial statements of changes in accounting policies and discontinued activities

 

Consolidated cash flow statement

For the 52-week period ended 30 March 2019

 

 

 

52-week

Restated

52-week

               

               

period ended

period ended

               

               

30 March

31 March

               

               

2019

2018

               

Notes

$000

$000

Cash flows from operating activities

 

 

 

Profit for the period

 

3,126

2,905

Adjustments for:

 

 

 

Amortisation of development expenditure

 

73

71

Depreciation

 

                          540

596

Net financial income

4

                            (876)

(269)

Non-cash adjusting Items

 

2,238

991

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

 

(461)

29

Profit on disposal of Prophotonix

 

-

(1,256)

Equity share option expense

 

45

39

Income tax expense/(credit)

5

114

710

Operating cash flow before changes in working capital and provisions

 

4,799

3,816

(Increase)/decrease in trade and other receivables

 

(451)

95

(Increase) in inventories

 

(730)

(3,333)

(Decrease)/increase in trade and other payables

 

(352)

1,213

Employee benefits contributions

 

(13)

(143)

Cash generated by operations

 

3,253

1,648

Interest paid

 

(1,236)

(1,183)

Income tax received/(paid)

 

(125)

-

Net cash flows from operating activities

 

1,892

465

Cash flows from investing activities

 

 

 

Interest received

 

1

-

Proceeds from sale of property, plant and equipment

 

514

285

Sale of investment in Prophotonix

 

-

1,972

Purchase of property, plant and equipment

 

(1,245)

(694)

Development and IT software expenditure capitalised

 

(1,399)

(87)

Proceeds from sale of development expenditure

 

639

-

Net cash flows from investing activities

 

(1,490)

1,476

Cash flows from financing activities

 

 

 

Proceeds from issue of ordinary shares

 

-

1,517

Dividends paid

6

(1,104)

-

Proceeds from external borrowing

 

2

(2,985)

Net finance lease income/(expenditure)

 

59

(56)

Net cash flows from financing activities

 

(1,043)

(1,524)

Net (decrease)/increase in cash and cash equivalents

11

(641)

417

Cash and cash equivalents at the beginning of the period

 

1,676

1,352

Effect of exchange rate fluctuations on cash held

 

(87)

(93)

Cash and cash equivalents at the end of the period

 

948

1,676

 

Notes

1.Basis of preparation

The consolidated financial statements of the Group have been prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), as adopted for use by the European Union (EU) effective at 30 March 2019, and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

The Financial information set out in this preliminary announcement does not constitute the company's Consolidated Financial Statements for the financial years ended 30 March 2019 or 31 March 2018 but is derived from those Financial Statements. Statutory Financial Statements for 2018 have been delivered to the Registrar of Companies and those for 2019 will be delivered following the company's AGM.

The Auditors, BDO LLP, have reported on those financial statements. Their reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying their reports and did not contain statements under Section 498(2) or (3) of the Companies Act 2006.

The Statutory accounts are available on the Company's website and will be posted to shareholders who have requested a copy and thereafter by request to the company's registered office.

 

 2. Segment information

The Executive Directors consider there to be two continuing operating segments being machine tools and precision engineered components and industrial laser systems. 

 

The following is an analysis of the Group's revenue and results by reportable segment:

 

 

Continuing

 

 

 

 

 

 

 

 

 

52 Weeks ended 30 March 2019

Machine

tools

& precision

engineered

components

Industrial laser systems

Head Office

& unallocated

Total

Discontinued

Segmental analysis of revenue

$000

$000

$000

$000

$000

Group Total

Total revenue

44,575

20,592

 

65,167

1,572

66,739

               

 

                 

                 

                 

 

 

Segmental analysis of operating profit/(loss) before Adjusting Items

3,610

2,563

(916)

5,257

(146)

5,111

Adjusting Items

(1,355)

 

(431)

(1,786)

(961)

(2,747)

Group operating profit/(loss)

2,255

2,563

(1,347)

3,471

(1,107)

2,364

               

 

                 

                 

                 

 

 

Other segmental information:

 

 

 

 

 

 

Reportable segment assets

38,666

9,492

8,188

56,346

1,108

57,454

Reportable segment liabilities

(11,560)

(4,496)

(11,755)

(27,811)

-

(27,811)

Fixed asset additions

686

559

-

1,245

-

1,245

Depreciation and amortisation

275

292

46

613

-

613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2. Segment information (CONTINUED)

 

Restated

 

 

 

Continuing

 

 

 

 

 

 

Group Total

52 Weeks ended 31 March 2018

Machine

tools

& precision

engineered

components

Industrial laser systems

Head Office

& unallocated

Total

 

 

 

 

Discontinued

Segmental analysis of revenue

$000

$000

$000

$000

$000

$000

Total revenue

43,152

20,792

-

63,944

1,573

65,517

               

 

                  

                  

                  

 

 

Segmental analysis of operating profit/(loss) before adjusting Items

1,459

2,100

(1,781)

1,778

385

2,163

Group operating profit/(loss)

1,459

2,100

(1,781)

1,778

385

2,163

               

 

                  

                  

                  

 

 

Other segmental information:

 

 

 

 

 

 

Reportable segment assets

40,176

9,867

55,620

105,663

-

105,663

Reportable segment liabilities

(28,153)

(5,826)

(13,091)

(47,070)

-

(47,070)

Fixed asset additions

146

544

4

694

-

694

Depreciation and amortisation

373

294

-

667

-

667

 

 

 

 

 

 

 

 

Inter-segment pricing is determined on an arm's length basis. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

Segment capital expenditure is the total cost incurred during the period to acquire segment assets that are expected to be used for more than one period.

 

Disaggregation of revenue is shown by origin, destination and product group in the following two tables:

All revenue is recognised at a point in time.

 

Disaggregation of revenue by origin

2019

2018

               

$000

%

$000

%

UK

14,249

21.8

13,430

21.0

North America

47,387

72.8

47,262

73.9

Australasia

3,531

5.4

3,252

5.1

 

65,167

100.00

63,944

100.0

 

 

2. Segment information (CONTINUED)

Disaggregation of revenue by destination:

 

2019

2018

           

$000

%

$000

%

Gross sales revenue:

 

 

 

 

 

 

 

 

 

UK

9,507

14.6

9,677

15.1

Other European

6,951

10.7

6,707

10.5

North America (USA)

42,534

65.2

42,694

66.8

Africa

644

1.0

485

0.8

Australasia

3,370

5.2

3,110

4.9

Central America

126

0.2

8

0.0

Middle East

485

0.7

96

0.2

Far East

1,550

2.4

1,167

1.8

               

65,167

100.0

63,944

100.0

 

Disaggregation of revenue by product group:

 

2019

2018

           

$000

%

$000

%

 

 

 

 

 

 CNC lathes

4,761

7.3

4,972

7.8

 Conventional lathes

13,941

21.4

12,838

20.0

 CNC other

1,209

1.9

1,284

2.0

 Conventional other

11,587

17.8

11,402

17.8

 Workholding

7,062

10.8

6,175

9.7

 Spares & service

5,620

8.6

6,447

10.1

 Lasers

19,814

30.4

18,862

29.5

 Laser spares and service

1,173

1.8

1,964

3.1

               

65,167

100.0

63,944

100.0

 

There are no customers that represent 10% or more of the Group's revenues.

 

Assets and liabilities related to contracts with customers:

The group has recognised the following assets and liabilities related to contracts with customers.

 

 

 

2019

2018

 

 

 

$000

$000

Current contract liabilities relating to deposits from customers

 

 

538

1,244

 

There are no assets arising from contracts with customers.

 

 

 

Remaining performance obligations

The vast majority of the groups' contracts are for the delivery of goods within the next 12 months for which the practical expedient in paragraph 121(a) of IFRS 15 applies.

The following table shows how much of the revenue recognised in the current reporting year relates to carried forward contract liabilities:

 

 

 

2019

2018

 

 

 

$'000

$'000

Revenue recognised that was included in the contract liability balance at the beginning of the year

 

 

1,244

627

 

3. adjusting ITEMS

The directors have highlighted transactions which are material and unrelated to the normal trading activity of the Group.

In the opinion of the directors the disclosure of these transactions should be reported separately for a better understanding of the underlying trading performance of the Group. These underlying figures are used by the Board to monitor business performance, form the basis of bonus incentives and are used for the purposes of the bank covenants.

These non-GAAP measures are explained in note 13 alternative performance measures and set out below in note 3. All adjusting items are taken into account in the GAAP figures in the Income Statement.

These consist of the entries in relation to the UK final salary scheme in both years and the profit on the disposal of the ProPhotonix shares in the previous year. In addition, the adjustment to the carrying value of the amortised loan note expenses in the current year, as a result of the extension of these instruments by a further two years, and the prior year's amortisation have been included as adjusting items. The items below correspond to the table below;

a)     The buy-out of the Group pension scheme was completed in April 2019 but during the year ended March 2019 the trustees undertook a number of exercises to reduce the liabilities of the scheme which had an actuarial cost. Given these had a beneficial effect on the ultimate buy out cost of the scheme they were supported by the Group. A charge of $1.28m plus $0.08m of associated legal costs was included as a result of work by the Trustees of the UK pension scheme and the Group in reducing pension liabilities.

b)    As a result of the outsourcing of manufacturing in the UK, the existing premises were vacated, and a sublet is in the process of negotiation. An onerous lease provision of $0.4m has been provided as a result of this and shown in adjusting items.

c)     A credit of $1.26m (2018: credit of $1.74m) is recorded in financial income in respect of the final salary pension scheme. No cash was paid to or received from the scheme in respect of this transaction which arises as a pension accounting entry under the required standard due to the surplus in the scheme recorded in the balance sheet.

d)    The adjustment to the carrying value of the amortised loan note costs in the year is shown as a credit of $0.8m in financial income with the corresponding charge for the 2018 year shown in financial expense.

e)     An additional credit of $1.26m was recorded in the prior year as a result of the sale of the Group's holding in ProPhotonix Ltd at the end of August 2017. This generated $1.97m of cash which was used to pay down UK debt.

f)      As a result of the changes in the USA to the rates of taxation in the prior year, a significant charge of $0.6m was made to adjust the deferred taxation assets.

g)    An amount of $0.96m has been recorded against the value of the Gamet Bearings assets available for sale to bring their carrying value into line with the expected proceeds of sale, less costs to sell.

 

 

3. adjusting ITEMS (Continued)

Adjusting items

               

 

2019

Restated

2018

               

$000

$000

Items included in operating profit:

 

 

Pensions charge (a)

(1,277)

-

Pensions legal costs (a)

(78)

-

Onerous lease charges (b)

(431)

-

 

(1,786)

-

 

 

 

Items included in financial income/(expense):

 

 

Pensions interest on surplus (c)

1,255

1,741

Adjustment to loan notes (d)

822

-

Financial income

2,077

1,741

Amortisation of loan note expenses

-

(290)

 

 

 

 

 

 

Profit on disposal of ProPhotonix Ltd (e)

-

1,256

 

 

 

Total adjusting items before tax

291

2,707

Taxation effect of rate range in the USA (f)

-

(630)

Income tax on adjusting items

(48)

(609)

Total adjusting items after tax

243

1,468

Loss on discontinued activity (g)

(961)

-

 

During the prior year the Group incurred costs with regard to the reorganisation of TYKMA Inc and the integration of the Electrox Laser marking spares and service division into the UK machine tools operation and redundancy exercises were carried out in the UK machine tools operation, Amounts of $764k and $1m were previously disclosed as adjusting items in cost of sales and administration costs respectively but have been incorporated in normal operating costs in the comparative figures in line with the revised definition of adjusting items. Costs of redundancy and restructuring in the current year have been included in normal activity.

 

 

4. Financial income and expense

               

 

 

               

2019

2018

               

$000

$000

Bank and other interest

35

-

Interest on employee benefit surplus

1,255

1,741

Loan note and net adjustment

822

-

Financial income

2,112

1,741

Bank overdraft and loan interest

(236)

(234)

Other loan interest

(948)

(925)

Other finance charges

(1)

(8)

Finance charges on finance leases

(6)

(15)

Interest on employee benefit liabilities

(45)

(47)

Amortisation of loan notes expenses

-

(243)

Financial expense

(1,236)

(1,472)

 

 

 

5. Taxation                                                                                                                                                        

               

 

 

2019

$000

 

Restated

2018

$000

Current tax:

 

 

Corporation tax at 19% (2018: 19%):

 

 

- current period

-

-

Overseas taxation:

 

 

- current period

77

(340)

Total current tax credit charge

77

(340)

Deferred taxation:

 

 

- current period

92

358

- effect of rate change in USA

-

(630)

- prior period

(283)

(98)

Total deferred taxation credit/(charge)

(191)

(370)

Taxation charged to the income statement

(114)

(710)

 

The rate for tax in the USA was changed from 34% to 21% during the previous year requiring a remeasurement of deferred tax assets in the USA.

Restated for Gamet Bearings now shown as a discontinued operation and the effects of IFRS 15 & 9 (see note 15).

 

Tax reconciliation

The tax charge assessed for the period is lower than (2018: higher than) the standard rate of corporation tax in the UK of 19% (2018: 19%). The differences are explained below:        

               

 

2019

Restated

2018

               

$000

%

$000

%

Profit before tax

4,347

               

3,303

               

Profit before tax multiplied by the standard rate of corporation tax

 

 

 

 

in the UK of 19% (2018: 19%)

826

19.0

628

19.0

Effects of:

 

 

 

 

- income not taxable and/or expenses not deductible

274

6.3

11

0.3

- overseas tax rates

14

0.3

58

1.8

- pension fund surplus taxed at higher rate

3

0.0

97

2.9

- US state taxes

166

3.8

52

1.6

- utilisation of discontinued business losses

(140)

(3.2)

-

-

- deferred tax prior period adjustment

-

-

98

3.0

- impact of rate change in the UK on deferred tax

290

6.7

-

-

- tax losses utilised not previously recognised

(912)

(20.1)

-

-

- additional deferred tax recognised on losses in the period

(124)

(2.8)

(864)

(26.2)

- R&D claims in the USA (prior periods)

(283)

(6.5)

 

 

- impact of rate change in the USA

-

-

630

19.1

Taxation charged to the income statement

114

2.6

710

21.5

 

 

6. Dividends

A final dividend of 0.5p has been proposed, payable on 30 September 2019 to holders on the register at 30 August 2019.

               

2019

2018

               

$000

$000

Interim Dividend paid September 2018 (0.5p/share)

736

-

Final Dividend paid December 2018 (0.25p/share)

368

-

Total

1,104

-

 

7. Earnings per share

The calculation of the basic earnings per share of 3.75c (2018: 2.38c) is based on the earnings for the financial period attributable to the Parent Company's shareholders of a profit of $4,233,000 (2018: $2,593,000) and on the weighted average number of shares in issue during the period of 112,973,341 (2018: 108,902,335). At 30 March 2019, there were 7,5000,000 (2018: 6,650,000) potentially dilutive shares on option with a weighted average effect of 1,191,415 (2018: 790,601) shares giving a diluted earnings per share of 3.71c (2018: 2.37c).

 

               

2019

2018

Weighted average number of shares

 

 

Issued shares at start of period

112,973,341

104,357,957

Effect of shares issued in the year

-

4,544,378

Weighted average number of shares at end of period

112,973,341

108,902,335

Weighted average number of the 7,500,000 (2018: 6,650,000) potentially dilutive shares

1,191,415

790,601

Total Weighted average diluted shares

114,164,756

109,692,936

 

               

 

Restated

Total post tax earnings continuing

4,233

2,593

 

Total post tax earnings including discounted activity

3,126

2,905

Basic EPS

3.75c

2.38c

 

Diluted basic EPS  

3.71c

2.37c

 

Total including discontinued

 

 

Basic EPS

2.77

2.67

Diluted basic EPS

2.74

2.65

Underlying earnings

$000

$000

Total post tax earnings continuing

4,233

2,593

 

Pension cost

1,277

-

 

Pensions legal costs

78

-

 

Onerous lease charges

431

-

 

Pensions Interest

(1,255)

(1,741)

 

Amortisation of loan notes

-

290

 

Adjustment to amortisation of loan notes

(822)

-

 

Profit on disposal of ProPhotonix Ltd

-

(1,256)

 

Tax effect of rate change in USA

-

630

 

Tax on adjusting items

48

609

 

Underlying earnings after tax

3,990

1,125

 

Underlying basic EPS

3.53c

1.03c

 

Underlying diluted EPS

3.50c

1.03c

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8. Trade and other receivables

               

2019

2018

               

$000

$000

Trade receivables

7,599

8,113

Other debtors

540

425

Other prepayments and accrued income

1,024

1,188

               

9,163

9,726

               

 

 

               

2019

2018

               

$000

$000

Taxation

294

-

               

 

 

 

9. Trade and other payables

               

2019

2018

               

$000

$000

Current liabilities:

 

 

 

 

 

Trade payables

4,292

4,010

Social security and other taxes

199

405

Other creditors

1,323

1,347

Accruals

1,743

2,199

Contract liabilities

538

1,244

 

8,095

9,205

 

 

 

 

2019

2018

 

$000

$000

Taxation

-

291

 

 

 

 

10. Provisions

 

               

               

               

 

               

               

               

               

Onerous lease

Warranties

Total

               

$000

$000

$000

Provision carried forward at 31 March 2018

-

53

53

Exchange differences

-

(3)

(3)

(Credited)/charged to income statement

429

(9)

420

Utilised in the period

-

(23)

(23)

Provision carried forward at 30 March 2019

429

18

447

 

The timing of warranty payments are uncertain in nature. The warranty provisions are calculated based on historical experience of claims received, taking into account recent sales of items which are covered by warranty. The provision relates mainly to products sold in the last twelve months. The typical warranty period is now twelve months.

Onerous lease provisions

Following the move of the UK business to the new facility in Elland, a sub-let of the old premises is in the process of being negotiated and a consequent cost has been provided.

 

 

11. RECONCILIATION OF NET CASH FLOW TO NET DEBT

               

2019

2018

               

$000

$000

(Decrease)/increase in cash and cash equivalents

(641)

417

(Increase)/decrease in debt and finance leases

(61)

3,041

(Increase)/decrease in net debt from cash flows

(702)

3,458

Net debt at beginning of period

(15,600)

(17,090)

Loan note credit/(amortisation)

982

(243)

Exchange effects on net funds

779

(1,725)

Net debt at end of period

(14,541)

(15,600)

 

12. Analysis of net DEBT

 

               

At

               

               

               

At

               

31 March

Exchange

               

               

30 March

               

2018

movement

Other

Cash flows

2019

               

$000

$000

$000

$000

$000

Cash at bank and in hand

1,536

(77)

-

(641)

818

Term deposits (included within cash and cash equivalents on the balance sheet)

140

(10)

-

-

130

 

1,676

(87)

-

(641)

948

Debt due within one year

(4,984)

42

-

(247)

(5,189)

Debt due after one year

(842)

25

-

245

(572)

Loan notes due after one year

(11,287)

788

982

-

(9,517)

Finance leases

(163)

11

-

(59)

(211)

(15,600)

779

982

(702)

(14,541)

 

13. Alternative performance measures

The Directors assess the performance of the Group by a number of measures and frequently present results on an 'underlying' basis, which excludes adjusting items. The Directors believe the use of these 'non-GAAP measures' provide a better understanding of underlying performance of the Group. In addition, discontinued operations are excluded from underlying figures.

In the review of performance reference is made to 'underlying profit' or 'profit before adjusting items', and in the Consolidated Income Statement the Group's results are analysed between Before adjusting items and After adjusting items. 

 

Adjusting items are detailed in note 3 and are disclosed separately on the basis that this presentation gives a clearer picture of the underlying performance of the group. 

 

These measures are used by the Board to assess performance, form the basis of bonus incentives and are used in the Group's banking covenants. In addition, the Board makes reference to orders and order book or backlog. This represents orders received from customers for goods and services and the amount of such orders not yet fulfilled.

 

 

Underlying operating profit

 

 

 

 

2019

$000

Restated

2018

$000

Operating profit

3,471

1,778

 

Adjusting items included in net operating expenses (see note 3)

1,786

-

 

Underlying operating profit

5,257

1,778

 

 

Underlying profit for the period from continuing activities

 

 

 

Profit for the period

4,233

2,593

 

Adjusting items included in net operating expenses (see note 3)

1,786

-

 

Adjusting items included in Financial income

(2,077)

(1,741)

 

Adjusting items included in Financial expense

-

290

 

Profit on disposal of ProPhotonix

-

(1,256)

 

Tax effect of rate change in USA

-

630

 

Tax on adjusting items

48

609

 

Underlying profit for the period

3,990

1,125

 

 

Underlying EPS

 

 

 

A reconciliation of underlying EPS is included in note 7

 

 

 

 

 

14. Post balance sheet events

On 23 April 2019 the buyout of the UK final schemes liabilities was completed with the Pension Insurance Corporation PLC.

On the 29 May 2019, the company received $5.2m (£4.1m) from the completion of the buyout of the 600 Group Pension Scheme, after deduction of statutory 35% tax.

On 30 May 2019 the UK final salary scheme terminated, and the scheme was wound up and trustees discharged.

On 21 June 2019 the group acquired 100% of the voting equity of Control Micro Systems Inc., a company based in Florida USA, manufacturing Laser systems.

The book value of the net assets acquired are as follows:

 

 

 

$000

Plant and equipment

 

790

Inventories

 

1,541

Receivables

 

851

Cash

 

2,938

Payables

 

(1,173)

Total

 

4,947

At the date of approval of these financial statements, a detailed assessment of the fair value of the identifiable net assets had not been completed.

 

 

 

$000

Fair value of consideration paid

 

10,000

 

The Gamet Bearings business is held for sale at the 30 March 2019 and has not been sold at the date of these financial statements.

 

15. Impact on the financial statements of changes in accounting policies and discontinued activities

As a result of changes in the group's accounting policies, prior year financial statements had to be restated.

As explained below IFRS 9 was applied retrospectively with restatement of comparative information.

The following tables show the adjustments to each line item, but line items not affected have not been included.

In addition, the classification of the Gamet Bearings business as discontinued requires comparative information to be adjusted and this has been included in order to provide the correct restated figures.

 

 

31 March 2018

IFRS 15 ($)

IFRS 9 ($)

Discontinued ($)

31 March 2018

                                  

As originally presented

 

 

 

 

Restated ($)

 

$'000

$'000

$'000

$'000

$'000

Revenue

66,014

(497)

-

(1,573)

63,944

Cost of sales

(43,736)

363

(43)

1,053

(42,363)

Gross profit

22,278

(134)

(43)

(520)

21,581

Net operating expenses

(19,938)

-

-

135

(19,803)

Operating Profit

2,340

(134)

(43)

(385)

1,778

 

 

 

 

 

 

Profit before Tax

3,865

(134)

(43)

(385)

3,303

Income Tax

(816)

25

8

73

(710)

Profit from continuing activities

3,049

(109)

(35)

(312)

2,593

Loss/profit from discontinued activities

-

-

-

312

312

Profit for the Period

3,049

(109)

(35)

-

2,905

Earnings per share

2.80c

-

-

-

2.67c

 

15. Impact on the financial statements of changes in accounting policies and discontinued activities (continued)

During the year ended 1 April 2017 and 31 March 2018, the retranslation of non-US Dollar functional currency entities has been split between equity reserves. A change in accounting policy has been adopted not to retranslate other equity reserves but to present net assets at closing rates and income statement items at average rates within the translation reserve. As such, an adjustment has been made between the equity reserves; there is no impact to total equity.

 

Consolidated Statement of financial position (extract)

 

 

31 March 2018

IFRS 15

IFRS 15

IFRS 9

Discontinued

2017 Changes

2018 Changes

31 March 2018

                                  

As originally presented

2017 reverse

2018

 

 

 

In accounting policy

In accounting policy

Restated

 

$'000

 

$'000

$'000

$'000

$'000

$'000

$'000

Deferred tax assets

5,102

-

25

8

-

-

-

5,135

Inventories

19,597

-

363

-

-

-

-

19,960

Trade and other receivables

10,266

-

(497)

(43)

-

-

-

9,726

Net assets

58,737

-

(109)

(35)

-

-

-

58,593

 

 

 

 

 

 

 

 

 

Revaluation reserve

759

-

-

-

-

352

38

1,149

Translation reserve

(4,565)

-

-

-

-

(885)

1,931

3,519

Retained earnings

57,711

(103)

(6)

(35)

-

533

(1,969)

56,131

Total equity

58,737

(103)

(6)

(35)

-

-

-

58,593

 

 

 

 

 

 

 

 

 

 

 

 

1 April 2017

IFRS 15

IFRS 9

Discontinued

Changes

1 April 2017

                                  

As originally presented

 

 

 

 

In accounting policy

Restated

 

$'000

$'000

$'000

$'000

$'000

$'000

Deferred tax assets

4,359

24

-

-

-

4,383

Inventories

15,935

226

-

-

-

16,161

Trade and other receivables

9,312

(353)

-

-

-

8,959

Net assets

64,294

(103)

-

-

-

64,191

 

 

 

 

 

 

 

Revaluation reserve

797

-

-

-

352

1,149

Translation reserve

(6,724)

-

-

-

(885)

(7,609)

Retained earnings

65,461

(103)

-

-

533

65,891

Total equity

64,294

(103)

-

-

-

64,191

 

 

 

 

 

 

 

 

 


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