A.b.engineering Regulatory News (ASBE)

7 Dec 2007 16:25

Associated British Engineering PLC07 December 2007 ASSOCIATED BRITISH ENGINEERING PLC INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 ASSOCIATED BRITISH ENGINEERING PLC INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 CONTENTS Page Chairman's statement 1 Responsibility statement 2 Consolidated income statement 3 Consolidated interim balance sheet 4 Consolidated interim statement of changes in shareholders' equity 5 Consolidated interim cash flow statement 6 Notes to the interim report 7 - 11 ASSOCIATED BRITISH ENGINEERING PLC CHAIRMAN'S STATEMENT INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 SUMMARY OF RESULTS Six months to Six Months to Year to 30 September 2007 30 September 2006 31 March 2007 £'000 £'000 £'000 Revenue 1,446 1,839 3,861Profit before Tax 107 197 302 Earnings per ShareBasic 8p 15p 23pDiluted 8p 15p 23p The six month period to 30th September 2007 shows a slight decline in theunderlying performance of the Group, which is generated from the results at ouronly operating subsidiary British Polar Engines Limited ('BPE'). As shareholdersare aware, last year was an exceptional financial result as against previousyears. I indicated at the AGM this year that this year's results were unlikelyto be at these levels. The profit before tax is £107,000 (2006: £197,000) and the earnings per share 8p(2006: 15p). This is satisfactory but if we take account of the outstandingdividends on the two classes of Preference Share in issue, being £26,000 for theperiod, this would reduce the earnings per share to 6p; the cumulativeoutstanding Preference Share dividends now stand at £386,000 (2006: £334,000). We have been in continual negotiations with the Trustees of the ABE PensionFund, and the satisfactory conclusion of these, which is anticipated by theBoard in the near future, would result in the division of the fund and only theobligations for the BPE section of the Pension Fund would need to be accountedfor. At this stage, however, the board is not in a position to formally confirmthis until agreements are signed. BPE has not been able to meet its statutory obligations concerning itscontributions to the Pension Fund as a whole, which is in respect of the wholedeficit of the fund including companies that ceased to be part of ABE as farback as 1996. This has resulted in the need to conclude a settlement with theTrustees of the Pension Fund which is likely to require the blessing of thePension Regulator and possibly the Pension Protection Fund ('PPF'). The fullfinancial implications of a settlement cannot be quantified at this stage. All sections of the Pension Fund show an actuarial deficit of £5,078,000 at 31March 2007 (£4,395,000 at 31 March 2006), and all sections of the Pension Fund,with the exception of the BPE section, are in wind up. The Board has continued to keep the central costs of the Company at as low alevel as is reasonably possible and recognises that its priority will be to finda suitable corporate transaction to take the Group forward. The Board and I are very grateful for the patience of the shareholders in whathas been a long and hard road to the resolution of the Pension issues. D A H BrownChairman Date: 7 December 2007 ASSOCIATED BRITISH ENGINEERING PLC RESPONSIBILITY STATEMENT INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 The Directors of the Company confirm to the best of our knowledge: a) the Interim Report has been prepared in accordance with IAS 34; b) the Interim Report includes a fair view of the information required byDTR 4.2.7R, being an indication of the important events that have occurredduring the first six months of the financial year and a description of theprincipal risks and uncertainties for the remaining six months of the year; and c) the Interim Report includes a fair review of the information requiredby DTR 4.2.8R, being disclosure of related party transactions and changestherein since the last Annual Report By order of the Board D A H BrownChairman Date: 7 December 2007 ASSOCIATED BRITISH ENGINEERING PLC CONSOLIDATED INCOME STATEMENT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 Six months to Six months to Year to 30 September 30 September 31 March 2007 2006 2007 £'000 £'000 £'000 REVENUE 1,446 1,839 3,861 Cost of sales and overheads (1,386) (1,663) (3,304) ---------- ---------- ---------OPERATING PROFIT 60 176 557 Finance expense - - (305)Finance income 47 21 50 ---------- ---------- ---------PROFIT BEFORE TAXATION 107 197 302 Taxation - - - ---------- ---------- ---------PROFIT FOR PERIOD 107 197 302 ========== ========== ========= PROFIT PER SHARE BASIC AND DILUTED 8p 15p 23p ========== ========== ========= GROUP STATEMENT OF RECOGNISED INCOME AND EXPENSE Six months to Six months to Year to 30 September 30 September 31 March 2007 2006 2007 £'000 £'000 £'000 Actuarial losses on retirementbenefit obligation - - (410) Profit for the period 107 197 302 ---------- ---------- ---------TOTAL RECOGNISED INCOME ANDEXPENSE FOR THE YEAR 107 197 (108) ========== ========== ========= ASSOCIATED BRITISH ENGINEERING PLC CONSOLIDATED INTERIM BALANCE SHEET 30 SEPTEMBER 2007 At 30 September At 30 September At 31 March 2007 2006 2007 £'000 £'000 £'000 ASSETSNon-current assetsProperty, plant and equipment 279 282 274 ---------- ---------- ---------Current assetsInventories 1,337 1,160 1,266Trade and other receivables 608 586 1,179Held for trading investments 63 65 74Cash and cash equivalents 1,880 1,588 1,642 ---------- ---------- --------- 3,888 3,399 4,161 ---------- ---------- ---------Total assets 4,167 3,681 4,435 ========== ========== ========= EQUITY AND LIABILITIESCalled up share capital 2,627 2,627 2,627Share premium account 5,038 5,038 5,038Other reserve 11 11 11Retained earnings (9,240) (9,042) (9,347) ---------- ---------- ---------Equity attributable to theCompany's Equity shareholders (1,564) (1,366) (1,671) ---------- ---------- --------- LIABILITIESNon-current liabilitiesRetirement benefit obligation 5,078 4,395 5,078Obligations under financeleases 2 - 4 ---------- ---------- --------- 5,080 4,395 5,082 ---------- ---------- ---------Current liabilitiesTrade and other payables 650 646 1,023Obligations under financeleases 1 6 1 ---------- ---------- --------- 651 652 1,024 ---------- ---------- ---------Total liabilities 5,731 5,047 6,106 ---------- ---------- ---------Total equity and liabilities 4,167 3,681 4,435 ========== ========== ========= ASSOCIATED BRITISH ENGINEERING PLC CONSOLIDATED INTERIM STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY Share Share Other Retained Capital Premium Reserve Earnings Total £'000 £'000 £'000 £'000 £'000 Balance at 1 April 2006 2,627 5,038 11 (9,239) (1,563) Profit for the period - - - 197 197 -------- -------- -------- -------- --------Balance at 30 September 2006 2,627 5,038 11 (9,042) (1,366) Profit for the period - - - 105 105Actuarial losses in definedbenefit plan - - - (410) (410) -------- -------- -------- -------- --------Balance at 1 April 2007 2,627 5,038 11 (9,347) (1,671) Profit for the period - - - 107 107 -------- -------- -------- -------- --------Balance at 30 September 2007 2,627 5,038 11 (9,240) (1,564) ======== ======== ======== ======== ======== ASSOCIATED BRITISH ENGINEERING PLC CONSOLIDATED INTERIM CASH FLOW STATEMENT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 Six months to Six months to Year to 30 September 30 September 31 March 2007 2006 2007 £'000 £'000 £'000Cash flows from operatingactivities Cash generated from operations 216 383 446Interest received 47 21 50Interest paid - - (3) ---------- ---------- ---------Net cash from operating activities 263 404 493 ---------- ---------- --------- Cash flows from investingactivities Proceeds from sale of - - -property, plant and equipmentPurchase of property,plant and equipment (43) (25) (38)Proceeds from sale/(purchase) of held for trading investments 20 (5) (14) ---------- ---------- ---------Net cash used in investing activities (23) (30) (52) ---------- ---------- --------- Cash flows from financingactivities Net change in obligationsunder finance leases (2) 4 (4) ---------- ---------- ---------Net cash generated from/(used in) financing activities (2) 4 (4) ---------- ---------- --------- Net increase in cash andcash equivalents 238 378 437Cash and cash equivalentsat beginning of year 1,642 1,205 1,205 ---------- ---------- ---------Cash and cash equivalentsat end of year 1,880 1,583 1,642 ========== ========== ========= CASH FLOW FROM OPERATING Six months to Six months to Year toACTIVITIES 30 September 30 September 31 March 2007 2006 2007 £'000 £'000 £'000 Net profit 107 197 302Adjustments for:Depreciation 37 42 67Loss on disposal of property, plant and equipment - - 3Profit on disposal of held for trading investments (8) - -Interest income (47) (21) (50)Interest expense - - 3Pension scheme interest expense - - 302Current service cost - - (29)Changes in working capital: (Increase)/decrease in inventories (71) 168 62Decrease/(increase) in trade and other receivables 571 84 (509)(Decrease)/increase in payables (373) (87) 295 ---------- ---------- ---------Cash generated from operations 216 383 446 ========== ========== ========= ASSOCIATED BRITISH ENGINEERING PLC NOTES TO THE INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2007 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PREPARATION This Group interim report has been prepared in accordance with IAS 34 Interim Financial Reporting and the disclosure requirements of the Listing Rules. The results for the year ended 31 March 2007 have been extracted from the statutory consolidated financial statements of Associated British Engineering Plc ('ABE'), which are prepared in accordance with IFRS, as adopted by the EU.The policies set out below have been consistently applied to all periods presented. GOING CONCERN BPE has not been able to meet its statutory obligations concerning the Pension Fund, which has resulted in the need to conclude a settlement with the Trustees of the ABE Pension Fund, the Pension Regulator and the PPF. All sections of the ABE Pension Fund show an actuarial deficit of £5,078,000 at 31 March 2007 (£4,395,000 at 31 March 2006), and all sections of the Pension Fund, with the exception of the BPE section, are in wind up. The financial statements have been prepared on the going concern basis as the Board expects a successful outcome to negotiations with the Trustees of the ABE Pension Fund, the Pension Regulator and the PPF, as explained in the Chairman's Statement. It therefore considers that the Group has sufficient resources to continue in operational existence for the foreseeable future. BASIS OF CONSOLIDATION The Group interim report incorporates the financial statements of Associated British Engineering plc and its subsidiary undertakings to 30 September eachyear. All inter-company balances and transactions have been eliminated in full. The Group interim report includes the results of subsidiaries acquired or disposed of during the year from or to the effective date of acquisition or disposal. REVENUE RECOGNITION Revenue is measured at the fair value of the consideration receivable by the Group for goods supplied and services provided, excluding value added tax and trade discounts. Revenue from the sale of spare parts is recognised when the goods are dispatched or, if under a bill and hold arrangement, when they are available for dispatch to a specific customer. Revenue from the sale of engines is recognised in accordance with the performance of contractual terms and specifically when the engines have beensatisfactorily tested in accordance with contractual terms. INVENTORIES AND IMPAIRMENT OF INVENTORIES Inventories of raw materials, work in progress and finished goods are valued at the lower of cost and net realisable value. Work in progress and finishedgoods include an appropriate allocation of overheads. Cost is on a first in, first out basis. Net realisable value is the estimated selling price in the normal course of business, less estimated costs of completion and provision is made for obsolete, slow moving and defective inventories. LEASED ASSETS Leases of property, plant and equipment, where the Group has substantially allthe risks and rewards of ownership, are classified as finance leases. Assetsheld under finance leases are capitalised at lease inception at the lower of theasset's fair value and the present value of the minimum lease payments.Obligations related to finance leases, net of finance charges in respect offuture periods, are included as appropriate within borrowings. The interestelement of the finance cost is charged to the income statement over the life ofthe lease so as to produce a constant periodic rate of interest on the remainingbalance of the liability for each period. The property, plant or equipment isdepreciated on the same basis as owned plant and equipment or over the life ofthe lease, if shorter. Leases where the lessor retains substantially all the risks and rewards ofownership are classified as operating leases. Operating lease rentals (net ofany related lease incentives) are charged against profit on a straight linebasis over the period of the lease. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost less depreciation and anyimpairment in value. Freehold land is not depreciated. Depreciation iscalculated to write down the cost of all property, plant and equipment less itsresidual value by annual instalments over their expected useful lives on thefollowing bases: Freehold buildings 5 per centPlant and machinery 7 1/2- 33 1/3 per cent Assets held under finance leases are depreciated over their expected usefullives on the same basis as owned assets or where shorter, over the term of therelevant lease. The gain or loss arising on the disposal or retirement of anasset is determined as the difference between the sales proceeds and thecarrying amount of the asset and is recognised as income. The carrying values of plant and machinery are reviewed for impairment whenevents or changes in circumstances indicate the carrying value may not berecoverable. If any such indication exists, and where the carrying values exceedthe estimated recoverable amount, the assets or cash generating units arewritten down to their recoverable amounts. TAXATION The tax expense represents the sum of the tax currently payable and deferredtax. The tax currently payable is based on taxable profit for the year. Taxableprofit differs from net profit as reported in the income statement because itexcludes items of income or expense that are taxable or deductible in otheryears and it further excludes items that are never taxable or deductible. TheGroup's liability for current tax is calculated using tax rates that have beenenacted or substantively enacted by the balance sheet date. Deferred tax is provided in full, using the liability method, on temporarydifferences arising between the tax bases of assets and liabilities and theircarrying amounts in the consolidated financial statements. The deferred tax isnot accounted for if it arises from initial recognition of an asset or liabilityin a transaction, other than a business combination, that at the time of thetransaction affects neither accounting nor taxable profit nor loss. Deferred taxis determined using tax rates (and laws) that have been enacted or substantiallyenacted by the balance sheet date and are expected to apply when the relateddeferred tax asset is realised or the deferred tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that futuretaxable profit will be available against which the temporary differences can beutilised. FOREIGN CURRENCIES Transactions in foreign currencies are translated at the exchange rate ruling atthe date of the transaction. Monetary assets and liabilities in foreigncurrencies are translated at the exchange rates ruling at the balance sheetdate. All exchange differences are dealt with through the income statement. RETIREMENT BENEFIT COSTS Payments to defined contribution retirement benefit schemes are charged as anexpense as they fall due. Payments made to state-managed retirement benefitschemes are dealt with as payments to defined contribution schemes where theGroup's obligations under the schemes are equivalent to those arising in adefined contribution retirement benefit scheme. For defined benefit retirement schemes, the cost of providing benefits isdetermined using the Projected Unit Credit Method, with actuarial valuationsbeing carried out at each balance sheet date. Actuarial gains and losses arerecognised in full in the period in which they occur. They are recognisedoutside profit or loss and presented in the statement of recognised income andexpense. Past service cost is recognised immediately to the extent that the benefits arealready vested, and otherwise is amortised on a straight-line basis over theaverage period until the benefits become vested. The retirement benefit obligation recognised in the balance sheet represents thepresent value of the defined benefit obligation as adjusted for unrecognisedpast service cost, and as reduced by the fair value of scheme assets. Any assetresulting from this calculation is limited to past service cost, plus thepresent value of available refunds and reductions in future contributions to theplan. The Group has recognised the actuarial losses and gains immediately within theStatement of Recognised Income and Expenditure in accordance with the provisionsstated within IAS 19 'Employee benefits'. CASH AND CASH EQUIVALENTS Cash and cash equivalents in the balance sheet comprise cash at bank and in handand short term deposits with a maturity of three months or less which aresubject to an insignificant risk of changes in value. FINANCIAL INSTRUMENTS Financial liabilities and equity instruments are classified according to thesubstance of the contractual arrangements entered into. Where the contractualobligations of financial instruments (including share capital) are equivalent toa similar debt instrument, those financial instruments are classed as financialliabilities and are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are includedin the profit and loss account. Finance costs are calculated so as to produce aconstant rate of charge on the outstanding liability. Where none of thecontractual terms of share capital meet the definition of a financial liabilitythen this is classed as an equity instrument. Dividends and distributionsrelating to equity instruments are debited direct to equity. Trade receivables Trade receivables are originally recognised at fair value less any allowance forany uncollectible amounts. An estimate for doubtful debts is made when thecollection of the full amount is no longer probable. Bad debts are written offwhen identified. Trade payables Trade payables are originally recognised at fair value less any adjustment forany unpayable amounts. Investments in securities Investments are recognised and derecognised on a trade date where a purchase orsale of an investment is under a contract whose terms require delivery of theinvestment within the timeframe established by the market concerned, and areinitially measured at fair value, with all transaction costs being written offto the income statement. Investments are classified as either held for trading or available-for-sale andare measured at subsequent reporting dates at fair value. Gains and lossesarising from changes in fair value of held for trading financial assets areincluded in the net profit or loss for the period. For available-for-saleinvestments, gains and losses arising from changes in fair value are recogniseddirectly in equity, until the security is disposed of or is determined to beimpaired, at which time the cumulative gain or loss previously recognised isincluded in the income statement. CUMULATIVE PREFERENCE SHARES Cumulative preference shares are measured subsequent to initial recognition atamortised cost using the effective interest rate method. Where the group revisesits estimates of cash payments, the carrying amount of the financial liabilityis adjusted to reflect actual and revised estimated cash flows. The grouprecalculates the carrying amount by computing the present value of the estimatedfuture cash flows at the financial instruments' original effective interestrate. The adjustment is recognised as income or expense in the income statement. SHARE BASED PAYMENTS AND SHARE OPTIONS Former employees of the Group have received remuneration in the form of sharebased payment transactions, whereby employees render services in exchange forrights over shares ('equity settled transactions'). The cost of thesetransactions is measured by reference to their fair value at the date at whichthe options are granted. The fair value is determined by using the Black-ScholesOption pricing model. In preparing this interim report in accordance with IFRS1, the Group has elected to apply the share-based payment exemption. It appliedIFRS 2 'Share Based Payment' from 1 April 2004 to those options which wereissued after 7 November 2002 but had not vested by 1 April 2006. IMPAIRMENT OF TANGIBLE ASSETS At each balance sheet date, the Group reviews the carrying amounts of itstangible assets to determine whether there is any indication that those assetshave suffered an impairment loss. If any such indication exists, the recoverableamount of the asset is estimated in order to determine the extent of theimpairment loss (if any). Where the asset does not generate cash flows that areindependent from other assets, the Group estimates the recoverable amount of thecash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs to sell and value touse. In assessing value in use the estimated future cash flows are discounted totheir present value using a pre-tax discount rate that reflects current marketassessments of the time value of money and the risks specific to the asset forwhich the estimates of future cash flows have not been adjusted. If therecoverable amount of an asset (or cash-generating unit) is estimated to be lessthan its carrying amount, the carrying amount of the asset (cash-generatingunit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevantasset is carried at a revalued amount, in which case the impairment loss istreated as a revaluation decrease. Where an impairment loss subsequentlyreverses, the carrying amount of the asset (cash-generating unit) is increasedto the revised estimate of its recoverable amount, but so that the increasedcarrying amount does not exceed the carrying amount that would have beendetermined had no impairment loss been recognised for the asset (cash-generatingunit) in prior years. A reversal of an impairment loss is recognised as incomeimmediately, unless the relevant asset is carried at a revalued amount, in whichcase the reversal of the impairment loss is treated as a revaluation increase. 2. GEOGRAPHICAL SEGMENT ANALYSIS Based on risks and returns the directors consider the primary reportingformat is by business segment. The directors consider that there is onlyone business segment being diesel and related engineering activities.Therefore the disclosures for the primary segment have been given in theconsolidated income statement and consolidated interim balance sheet. The secondary reporting format is by geographical analysis by destinationas shown below. The following table shows an analysis of the Group's sales by geographicalmarket: Six months to Six months to Year to 30 September 30 September 31 March 2007 2006 2007 £'000 £'000 £'000 United Kingdom 888 1,054 1,974 Europe 211 483 798 Middle East 14 6 110 Far East and Australasia 256 196 684 Africa 23 21 31 North and South America 54 79 264 ---------- ---------- ----------- Total 1,446 1,839 3,861 ========== ========== =========== All of the above turnover arises from diesel and related engineeringactivities and originates in the United Kingdom. All of the assets held by the Group were located in the United Kingdom andall capital expenditure was incurred within the United Kingdom. 3. PRINCIPAL RISKS AND UNCERTAINTIES In light of the industry that BPE, our only trading subsidiary, operatesin there are a number of risks and uncertainties which could have animpact on the performance of the Group for the remaining six months ofthe year. These risk and uncertainties include: • Dependency on key markets;• Timing and renewal of key contracts;• Foreign exchange risk;• Recruitment and retention of key employees;• Identification of acquisitions that fit the Group's strategy;• Compliance with laws and regulations The Directors meet on a regular basis to discuss these risks anduncertainties and appropriate actions are taken to mitigate these risksand to develop suitable strategies to protect the long term performanceof the Group. This information is provided by RNS The company news service from the London Stock Exchange