Chamberlin Plc Regulatory News (CMH)

21 February 2024

AIM: CMH

CHAMBERLIN PLC

("Chamberlin" or "the Company" or "the Group")

Interim Results

for the six months ended 30 November 2023

Chamberlin plc (AIM: CMH) is pleased to announce its interim results for the six months ended 30 November 2023 ("H1 2024").

Key Points

Chairman, Keith Butler-Wheelhouse, commented:

"Performance in the first half has been broadly in line with the Board's expectations. The sale of Petrel will provide the Group with the financial resources and balance sheet strength that it needs to focus on its core iron foundry and machining operations and for both businesses to pursue their respective strategies with greater impetus."

Enquiries

Chief Executive's Statement

Revenues in the first half increased by 6% to £10.6m (2023: £10.5m), largely driven by new orders won at Chamberlin and Hill Castings' ("CHC") machining facility in the final quarter of the previous financial year. Revenues in the Foundry division at CHC and Russell Ductile Castings ("RDC") and in the Engineering division at Petrel have remained broadly in line with the elevated levels seen in the corresponding period last year.

Underlying operating profit of £0.1m (2023: £0.1m loss) included a £0.2m profit from the sale and leaseback of the Group's property in Walsall, which completed in June 2023. Excluding the profit from the property transaction, the underlying operating loss reduced by 46% compared to last half year, as gross margin moved ahead slightly to 14.0% (2023: 13.6%) and overhead costs remained tightly controlled. In the Foundry division, RDC improved its operating profit by 43% compared to last half year as a result of operational efficiencies from the investment in additional capacity and favourable market conditions. Operating performance at CHC lagged behind expectations due to the slower than anticipated commencement of production of new programs and the costs of ramping up production at the machining facility from a standing start but this temporary trend is expected to reverse in the second half and operating performance is expected to improve. Petrel's profitability was slightly below last half year as overhead costs marginally increased to support its strategy of expansion in overseas markets.

Following continued expectations of further operational improvement at CHC's machining facility in the light of new orders secured, an exceptional operating credit of £0.2m has been recognised in the first half relating to the reversal of a previous impairment of the machinery. The net interest cost of £0.4m (2023: £0.2m) largely reflects the full impact of successive increases in the Bank of England base rate. Loss before tax of £0.1m (2023: £0.1m) reflected an 83% improvement in actual terms compared to the prior period and, after a tax credit of £0.1m, profit after tax was £47,000 (2023: £0.3m loss).

In January 2024, Chamberlin completed a placing and subscription raising £830,000 before costs to support the Group's working capital requirements as it continues to deliver the Group's growth strategy and to strengthen the Group's balance sheet.

On 21 February 2024, the Board announced that it had entered into an agreement for the conditional sale of Petrel to Project Apollo Limited (the "Purchaser"), a subsidiary of Longacre Group, for a total gross cash consideration of £3.0 million. Further details regarding the sale are included in that announcement.

The triennial valuation of the Group's defined benefit pension scheme was successfully completed in June 2023. The actions that have been taken by the Board to improve the funding of the scheme, together with favourable market movements, have led the deficit to reduce on a Trustees' basis from £5.5m in March 2019 to around £1.2m following the payment of £1.1m to the scheme on completion of the property sale and leaseback in June 2023. This £1.1m contribution resulted in the deficit in the Group balance sheet at 31 May 2023 of £0.6m becoming a surplus of £0.1m at 30 November 2023. The payment of £0.85m to the scheme resulting from the sale of Petrel will further improve the pension scheme surplus on the Group balance sheet and reduce the deficit on a Trustees' basis to around £0.4m.

Outlook

The sale of Petrel Ltd will provide the Group with the financial resources and balance sheet strength that it needs to focus on its core iron foundry and machining operations and for both businesses to pursue their respective strategies with greater impetus. The transaction proceeds are expected to both reduce the Group's liabilities by around £2.6m and contribute an exceptional profit of no less than £2.0m, in FY24.

The Board believes that this is the start of an exciting new chapter for the Company as it moves forward with improved working capital resources to invest in the development of steel production at RDC and spheroidal graphite iron production at CHC. With existing order books at RDC and CHC expected to drive improvement in operational performance in the second half and beyond, prospects for sustainable growth, that will replace the lost profits from Petrel, are achievable over the short to medium term.

Kevin Price

Chief Executive

Consolidated Income Statement

for the six months ended 30 November 2023

# Non-underlying items include restructuring costs, reversal of impairment of assets, and share-based payment costs together with the associated tax impact.

Consolidated Statement of Comprehensive Income

for the six months ended 30 November 2023

Consolidated Balance Sheet

at 30 November 2023

Consolidated Cash Flow Statement

for the six months ended 30 November 2023

Consolidated Statement of Changes in Equity

for the six months ended 30 November 2023

Notes to the Interim Financial statements

1 General information and accounting policies

The unaudited interim condensed consolidated financial statements do not comprise the Group's statutory accounts as defined by section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 May 2023 were approved by the Board of Directors on 30 November 2023 and filed at Companies House. The auditor's report on those accounts was unqualified but contained an emphasis of matter paragraph relating to a material uncertainty regarding going concern.

Basis of preparation

The Group's financial statements have been prepared in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006.

The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with AIM Rules issued by the London Stock Exchange.

Accounting policies

The principal accounting policies applied in preparing the interim Financial Statements comply with IFRS as adopted by the European Union and are consistent with the policies set out in the Annual Report and Accounts for the year ended 31 May 2023.

No new standards or interpretations issued since 31 May 2023 have had a material impact on the financial statements of the Group.

Going concern

The Director's assessment of going concern is based on the Group's detailed forecast for the two years ending 31 May 2024 and 31 May 2025, which reflect the Director's view of the most likely trading conditions. Since the balance sheet date, Chamberlin plc has entered into a conditional contract for the sale of Petrel Limited that will generate gross proceeds of £3.0m on completion.

The forecast includes revenue growth assumptions across all of the Group's businesses. At Chamberlin and Hill Castings, these assumptions are based on secured orders and programs and are based on customer estimates of future demand and historical run rates. At Russell Ductile Castings, the forecasts assume that revenue growth will be derived from work recently won for new customers following the demise of a competitor foundry and are based on customer estimates of future demand and expected run rates. At Petrel, revenue growth assumptions are based on the introduction of new or upgraded products and a strategic drive to increase export sales.

The Directors have applied reasonably foreseeable downside sensitivities to the forecast, including an assumption that sales growth in the two largest businesses, namely Chamberlin and Hill Castings and Russell Ductile Castings, are both 20% lower than expectations. Furthermore, the Group is reliant on an invoice finance facility to fund its working capital needs. The renewal of the facility at the next annual review in March 2024 cannot be guaranteed, although there are no indications at the date of the approval of the financial statements that a renewal with the existing provider would not be granted or that alternative providers could not be found. The Directors have considered how they will respond to any working capital challenges bearing in mind the points raised above. Firstly the business constantly looks at cost minimisation and that process could be accelerated if required. Secondly, if access to alternative debt funders were not successful in the short term, the business will consider other funding options, including equity, to support working capital requirements.

As a consequence, after making enquiries, the Directors have an expectation that, in the circumstances of the reasonably foreseeable downside scenarios described above, the Group and Company have adequate resources to continue in operational existence for the foreseeable future.

However, the rate at which revenue growth can be achieved during a potentially future recessionary period and uncertain global trading conditions is difficult to predict. Furthermore, the ability to renew or source alternative invoice finance facilities results in material uncertainty, which may cast significant doubt over the ability of the Group and the Company to realise its assets and discharge its liabilities in the normal course of business and hence continue as a going concern.

The Directors continue to adopt the going concern basis, whilst recognising there is material uncertainty relating to the above matters.

2 Segmental analysis

For management purposes, the Group is organised into two operating divisions: Foundries and Engineering. The operating segments reporting format reflects the Group's management and internal reporting structures for the Chief Operating Decision Maker.

The Foundries segment is a supplier of iron castings, in raw or machined form, to a variety of industrial customers who incorporate the castings into their own products or carry out further machining or assembly operations on the castings before selling them on. The Engineering segment provides manufactured hazardous area lighting products to distributors and end-users.

Financing and income tax are managed on a Group basis and are not allocated to operating segments.

3 Finance costs

4 Income tax expense

An estimated effective rate of tax for the six months to 30 November 2023 of 160.3% (30 November 2022: 39.8%) has been used in these interim statements. This rate differs to the standard corporation tax rate of 25% due primarily due to the recognition of a deferred tax asset on certain trading losses, accelerated capital allowances, research and development credits and short-term timing differences. The corporation tax rate was 19% for the year ended 31 May 2023 and is expected to be 25% for the year ended 31 May 2024.

5 Earnings/(loss) per share

The calculation of earnings/(loss) per share is based on the profit/(loss) attributable to shareholders and the weighted average number of ordinary shares in issue. In calculating the diluted loss per share, adjustment has been made for the dilutive effect of outstanding share options where applicable. Underlying earnings/(loss) per share, which excludes non-underlying items and the related tax thereon as disclosed in Note 7, as analysed below, has been disclosed as the Directors believe this allows a better assessment of the underlying trading performance of the Group.

There is no adjustment for the shares under option in the diluted loss per share calculation for the six months ended 30 November 2022 and year ended 31 May 2023 as they are required to be excluded from the weighted average number of shares as they are anti-dilutive.

6 Pensions

The Group operates a defined benefit pension scheme and a defined contribution pension scheme on behalf of its employees. For the defined contribution scheme, contributions paid in the period are charged to the income statement. For the defined benefit scheme, actuarial calculations are performed in accordance with IAS 19 in order to arrive at the amounts to be charged in the income statement and recognised in the statement of comprehensive income. The defined benefit scheme is closed to new entrants and future accrual.

Under IAS 19, the Group recognises all movements in the actuarial funding position of the scheme in each period. This is likely to lead to volatility in shareholders' equity from period to period.

The IAS 19 figures are based on a number of actuarial assumptions as set out below, which the actuaries have confirmed they consider appropriate. The projected unit credit actuarial cost method has been used in the actuarial calculations.

The demographic assumptions used for 30 November 2023 were the same as those used at 31 May 2023, and were based on the last full actuarial valuation performed as at 31 March 2022. The contributions expected to be paid during the year to 31 May 2024 are £409,000. The next triennial valuation is due as at 31 March 2025.

The defined benefit scheme funding has changed under IAS 19 as follows:

The change in the net pension liability since 31 May 2023 is mainly due to the additional employer contribution of £1.1m partially offset by negative investment returns arising from a fall in the market value of scheme assets and an increase in the value of liabilities as a consequence of a reduction in bond yields reducing the discount rate.

7 Non-underlying items

In the six months ended 30 November 2023, the Group reversed £200,000 of the impairment to property, plant and equipment in the foundry division's machining facility following improved performance and prospects.

8 Net debt

9 Interim report

This interim results statement is available on the Group's website, www.chamberlin.co.uk.