25 Feb 2009 07:00
25 FebruaryΒ 2009
4imprint Group plc
Preliminary Results for the period ended 27Β December 2008
4imprint Group plc announces today its results for the period ended 27Β December 2008
Highlights
GroupΒ revenue increased to Β£168.09m, a 14% increase on 2007
Operating profit before exceptional items and share grant was Β£9.34m, compared to Β£10.16m in 2007
Operating profit was Β£5.79m, compared to Β£3.75m in 2007
Profit before tax was Β£5.07m, an increase of 54% over 2007
Basic earnings per share before exceptional items and share grant was 23.91p (2007: 26.40p)
Basic earnings per share was 14.06p (2007: 8.93p), an increase of 57%
Final dividend ofΒ 8.0p per share is proposed
Group net debt was Β£4.19m, a reduction of Β£2.89m
- Ends -
For further information, please contact:
Ken Minton
Executive Chairman
4imprint Group plc Tel. +44(0) 207 299 7201
Gillian Davies
Group Finance Director
4imprint Group plc
ExecutiveΒ Chairman's Statement
At the interimΒ statement I said that the Board expected to make further progress in the second half of the year. The Group did indeed see second half sales continue the 14% growth established in the first half.
However, market conditions weakened considerably in the fourth quarter, affecting particularly sales volumes in the Trade Division and gross margin and yield on catalogue investment in the North American Direct MarketingΒ business.
GroupΒ revenue, at Β£168.09m wasΒ 14% ahead of 2007,Β Group operating profitΒ before exceptional costs at Β£9.34m wasΒ 8%Β down on 2007 reflecting the weaker market conditions in NovemberΒ andΒ December mentioned earlier.
Exceptional charges were Β£3.55m and were mainly due to:-
Operating profit after these exceptional charges was Β£5.79m. NetΒ financeΒ costs were Β£0.72m producing profit before tax of Β£5.07m. Taxation chargeΒ at an effective rate ofΒ 30% produced post tax profit of Β£3.55m.
Basic earnings per share before exceptional costs wasΒ 23.91pΒ (2007: 26.40p). Basic earnings per share was 14.06p (2007: 8.93p).
Cash flow was rigorously controlled and as a result, net debtΒ wasΒ reduced fromΒ Β£7.08mΒ at the start of 2008 toΒ Β£4.19mΒ at the end of the year.Β
Looking now at the performance of the three divisions which comprise the Group, the picture in 2008 was as follows:-
Β
DividendΒ
AΒ final dividend ofΒ 8.0p per share will be proposed forΒ Shareholders'Β approval at the Annual General Meeting toΒ beΒ held on 23 April 2009.
People
The impact of the crisis in theΒ financial world and its recessionary consequences for trade is inevitably putting strains on all employees in the Group. The Board recognises this and appreciates the co-operation of everyone as we adjust to these new conditions, and take the necessary actions to ensure that the Group continues the progress that everyone has made possible in recent years.Β
OutlookΒ
The markets served by 4imprint remain uncertain and the Group has entered 2009Β with a modest level of debt andΒ all three divisionsΒ prepared for aΒ challengingΒ year.Β Costs and cash flow remain under tight control.
Ken Minton
Executive Chairman
25 FebruaryΒ 2009
Finance Director's Report
|
Group results
|
2008
Β£m
|
2007
Β£m
|
Β
Change
|
|
Group revenue
|
168.09
|
146.82
|
+14%
|
|
Group operating profit before exceptional items and share grant
|
9.34
|
10.16
|
-8%
|
|
Group profit before tax
|
5.07
|
3.30
|
+54%
|
|
Net debt and borrowings
|
(4.19)
|
(7.08)
|
+Β£2.89m
|
Β
RevenueΒ in the Direct Marketing Division wasΒ 26% ahead of prior yearΒ inΒ Sterling, End User DivisionΒ revenueΒ wasΒ 8% ahead and Trade DivisionΒ revenue wasΒ 15% down on prior year.
Operating profit before exceptional items and share grant was 5% ahead in the Direct Marketing division, 64% ahead in the End User division and the Trade Division made a loss of Β£0.04m.Β
Head office costsΒ were Β£1.59m compared to Β£1.33m in 2007. The increaseΒ wasΒ principallyΒ representedΒ byΒ increasedΒ employment costs,Β addition of strategic resource andΒ theΒ cost of relocation of the head office in the year.Β
Share option charge
The Group charged Β£0.37m (2007: Β£0.60m) to operating profit in accordance with IFRS2 "Share based payments".Β The reduction is due to employee cancellation of SAYE schemes which are underwater and expiry of Group senior management and Executive schemes which have vested.
Pensions
The Group sponsors a defined benefit scheme, closed to new members,Β withΒ 4Β active members,Β 954Β pensioners andΒ 368Β deferred membersΒ atΒ the date of the last scheme accounts. There is a credit ofΒ Β£0.15mΒ to profit in the periodΒ and cash contributions to the scheme were Β£2.26m.
The pension fund deficitΒ has increased to Β£16.94m, as a result ofΒ aΒ reduction in assetsΒ ofΒ Β£14.76m, principally due to actuarial losses; offset by a Β£8.37m reduction in liabilities, principally due to an increase in the discount rate from 6.0% to 6.5%.
KPI'S
The BoardΒ monitors progress on the Group's strategy by reference to the following KPI's:
Β
These are discussed in theΒ divisional operating reviewsΒ and in this report.Β
Β Β
Exceptional items
The exceptional charge of Β£3.55m, comprised the following items:-
Β£2.43mΒ of this exceptional charge representedΒ non cash items.
Taxation
The tax charge was Β£1.52m, an effectiveΒ rate ofΒ 30%Β (2007: 32%). Cash paid in the periodΒ was Β£0.96mΒ (2007: Β£2.73m), principally in overseas territories. The current tax chargeΒ of Β£0.57mΒ relatedΒ to overseas tax and the deferred tax charge of Β£0.95m relatedΒ principally toΒ theΒ utilisation of deferred tax assets for pension,Β share optionsΒ andΒ other timing differencesΒ offset byΒ theΒ recognition of deferred taxΒ assetsΒ in subsidiariesΒ for trading losses carried forward.Β
Earnings per share
BasicΒ earnings per share for the year was 14.06p (2007: 8.93p).Β Basic earnings per share pre exceptional items and share grant was 23.91p (2007: 26.40p).Β
Dividends
The Board proposes a final dividend ofΒ 8.0p which together with the interim dividend ofΒ 4.25p givesΒ 12.25p for the period, an increase ofΒ 2% over prior year.
Cash flow
The Group's net debt atΒ 27Β December 2008Β wasΒ Β£4.19m,Β of whichΒ Β£1.90mΒ represents a newΒ borrowingΒ facility entered into in 2008 to fund the construction ofΒ aΒ new distribution centre in USΒ Direct Marketing.Β Β
The principal components of theΒ cash inflowΒ in the periodΒ were:
|
Β£m |
|
|
Cash generated from operations before exceptional items |
11.54 |
|
Defined benefitΒ contributions |
(2.26) |
|
CashΒ cost ofΒ exceptional items |
(1.41) |
|
Operating working capitalΒ |
4.69 |
|
Tax, dividends and interest |
(4.77) |
|
Capital investment |
(3.41) |
|
Deferred consideration onΒ theΒ acquisitionΒ of Supreme Holdings LtdΒ in 2006 |
(1.09) |
|
Other, including exchange |
(0.40) |
|
Movement in net debt |
2.89 |
CapitalΒ investmentΒ includedΒ Β£1.81mΒ relating to the freehold land and building for the US Distribution CentreΒ (atΒ USΒ dollarΒ average rate).Β
Β Β
Balance sheet and Shareholders' funds
EquityΒ Shareholders'Β fundsΒ decreased by Β£(3.16)m. Profit, net of dividends paid,Β in the periodΒ is Β£0.46m;Β exchangeΒ gains areΒ Β£2.84m;Β net of tax actuarial losses are Β£(6.34)m and other movements are Β£(0.12)m.Β
Exchange and cash management
The average exchange rates duringΒ the period used to translate the income statements of principal overseas subsidiariesΒ wereΒ US dollars:Β $1.86 (2007: $2.00) and Euros:Β β¬1.26Β (2007: β¬1.46) toΒ Sterling.Β The movement compared to prior year in US dollar exchange rateΒ increasedΒ profit of theΒ USΒ business by Β£0.44m.
The exchange ratesΒ at the balance sheet date used to translate assets and liabilitiesΒ wereΒ US dollars:Β $1.47Β (2007: $1.99) and Euros:Β β¬1.05Β (2007: β¬1.36). This resulted in anΒ increaseΒ inΒ US dollar denominated overseas subsidiaries assets ofΒ Β£1.70m andΒ an increaseΒ inΒ Euro denominated overseas subsidiary assets of Β£0.83m.
Critical accounting policies
Critical accounting policies are those that require significant judgements or estimates and potentially result in materially different results under different assumptions or conditions. It is considered that the Group's critical accounting policies are pensions,Β deferredΒ taxation, share based payments,Β inventory provisions,Β trade receivables provisionsΒ andΒ exceptional items. Further detailsΒ areΒ given in theΒ notes.Β
Treasury policy
Treasury policy is to manage centrally the financial requirements of theΒ divisionsΒ in line with theirΒ business needs. The Group operates cash pooling arrangements on currency accountsΒ separatelyΒ for itsΒ USΒ operations and itsΒ UKΒ operations. The Group matches currency requirements in itsΒ UKΒ divisions with currency cash flows arising in its subsidiaries and holdsΒ the majority of cash or borrowingsΒ with its principalΒ UKΒ banker.
Gillian Davies
Group Finance Director
25Β FebruaryΒ 2009
Β Β
Operating Review
Direct Marketing Division
|
2008 |
2007 |
|||
|
Β£'000 |
Β£'000 |
|||
|
Revenue |
96,663 |
76,738 |
||
|
Operating profit |
6,466 |
6,167 |
The Direct Marketing Division is comprised of two main operating units:
The North American business, based inΒ Oshkosh,Β Wisconsin, which services the promotional product requirements of customers throughout theΒ USAΒ andΒ CanadaΒ primarily through a catalogue/internet-based direct marketing model. This is a well-established business which has a demonstrated track record of strong growth and cash generation characteristics.
TheΒ ManchesterΒ basedΒ UKΒ direct marketing operation, which in 2008 completed its first full year operating as a standalone business unit, after previously operating as part of the End User Division of the group.
InΒ North America, total revenue in USΒ dollars at $170.57m was 17% ahead of prior year, the result of continued expansion of catalogue mailings, internet presence and existing customer marketing programs. Performance inΒ CanadaΒ was particularly impressive, with revenue increasing by more than 50% over 2007. Across the business, over 95,000 new customers were acquired in 2008, an increase of 20% over the 79,000 acquired in 2007 and importantly, existing customer revenue continued to grow in line with expectations.Β
However, the yield on our prospect marketing investment to acquire new customers decreased in theΒ US, in particular in the fourth quarter, as economic turbulence coincided directly with a significant increase in prospect marketing activity, the bulk of which had been committed to in the third quarter.Β In addition, volatility in the US/CanadianΒ dollar exchange rate in quarter four produced a significant adverse exchange movement. These factors combined to leave operating profit in USΒ dollars 5% below prior year, although this result was mitigated in the Division's overall results by the favourable movement in theΒ US dollar/Sterling exchange rate in 2008 compared to 2007.Β
In theΒ UK, theΒ ManchesterΒ based direct marketing business made excellent progress in its first year of independent operation. RevenueΒ increasedΒ by 25% over 2007. Closer interaction with the expertise in theΒ USΒ business was complemented by a talented and increasingly confident local management team. For the first time, the business did make a very modest operating profit in the year, despite still being in the 'investment phase' of its development. Planning continues for potential future organic expansion into the wider European market.
With no customer making up more than 1% of revenue, and more customers using the internet and catalogues to order promotional products, the Direct Marketing Division is well positioned for the future. Although net margins are temporarily affected as prospecting yield is under pressure due to the challenging economic situation on both sides of theΒ Atlantic, the business continues to produce attractive growth. The Division's working capital requirements are modest, and consequently it remains highly cash-generative.
Β
Operating Review
End User Division
|
2008 |
2007 |
|||
|
Β£'000 |
Β£'000 |
|||
|
External and inter divisionΒ revenue |
54,968 |
50,846 |
||
|
ExternalΒ revenue |
54,647 |
50,383 |
||
|
Operating profit before exceptional items |
4,721 |
2,880 |
||
|
Operating profit |
4,138 |
1,099 |
The End User Division distributes promotional items principally to large corporate clients, through its three operations of Brand Addition inΒ Manchester, Product Plus International inΒ LondonΒ and Kreyer Promotion Service inΒ Hagen,Β Germany. These businesses provide their clients with product design, sourcing and delivery services, primarily via a contractual relationship.
Following the transferΒ and integrationΒ of the Product Source businessΒ into the Trade Division and theΒ transfer of theΒ UK Direct Marketing business to the Direct Marketing Division, 2008 was the first full year of trading as a division dedicated to serving clients who require specialist support for their corporate and consumer promotions. TheΒ sharpness of this focus has been reflected in the excellent progress made.
Total divisionalΒ revenueΒ increased by 8% and operating profit before exceptional items, increased by 64% over 2007.
Taking each of the businesses in turn:
Β
a) Brand Addition (Manchester) This business is the largest of the three operations, representing 50% of theΒ revenueΒ within the End UserΒ Division and successfully rebranded itself as "Brand Addition" in early 2008.
The business has increased itsΒ revenueΒ by 5% over 2007. ThisΒ revenueΒ increase was achieved in conjunction with lower overheads established in the second half of 2007. As a result, operating profit before exceptional items more than doubled against prior year.
b) Product Plus International (London) Our specialist Premiums business represents 25% of the totalΒ revenueΒ in theΒ division.Β RevenueΒ in the year wasΒ broadly in line with 2007.
This business continues to evolve by focussing on market sectors where value can be added to our product offering through design and logistics solutions. This has led to an increase in operating profit before exceptional items of 21% over 2007.
c) Kreyer (Hagen, Germany) The services provided by this business are similar to those of Brand Addition, offering value added out-sourced promotional product marketing programmes to our clients and working in partnership with the Manchester business where appropriate. This business continued its development in the year and has now become a substantial part of the division'sΒ revenueΒ and operating profit.Β InΒ Sterling,Β revenueΒ increased by 31% over 2007Β andΒ operating profit before exceptional items increased by 20% as investment has been made to supportΒ revenueΒ growth.
Across the division cash generation was strong. Cash generated from operations wasΒ almostΒ double operating profitΒ before exceptional items,Β with a significant reduction in working capitalΒ levelsΒ compared to 2007.Β
The exceptional charge in the year relatesΒ to the reorganisationΒ ofΒ UKΒ operations andΒ theΒ closure of a small,Β unprofitableΒ overseas office.
Β Β
Operating Review
Trade DivisionΒ
Β
|
Β |
2008 |
2007 |
|
Β |
Β£'000 |
Β£'000 |
|
External and inter divisionΒ revenue |
19,764 |
23,727 |
|
ExternalΒ revenue |
16,775 |
19,702 |
|
Operating (loss)/profit before exceptional itemsΒ |
(38) |
3,334 |
|
Operating loss |
(2,831) |
(158) |
The Trade Division is based inΒ Blackpool. It is one of the largest promotional products trade supply companies in theΒ UK;Β utilising its specialist manufacturing and print facilities and worldwide sourcing of other product ranges.
Total externalΒ and inter divisionΒ revenueΒ wasΒ 17% down on 2007. This poor performance arose from:
However, during the year, great progress was made in dealing with the consequences of the weakerΒ revenueΒ position:Β
Firstly,Β the deliveryΒ andΒ quality performance rose substantially and customer feedback in the second half confirmed that in most areas we had returned to the high "pre integration" standards.Β
Secondly, operating costs which had increased significantly over planned levels duringΒ theΒ integration process were steadily reduced and are now below the levels predicted prior to integration. Manning levels at theΒ start of 2009Β were 30% below those at the start ofΒ 2008.
TheΒ divisionΒ overheadΒ base and customer service performances are now fully competitive.
During 2008, a new experienced executive management team was installed and is fully operational. Product design, procurement, sales and marketing resourcesΒ have all beenΒ strengthened. A renewed focus on export markets where there are substantial opportunities was implemented in the fourth quarter.Β
The exceptional charge relatedΒ to the finalisation of the majorΒ rationalisation and restructuring in the division. This included Β£0.41m relating to headcount reduction; Β£1.72m cost of inventory write down and Β£0.66m write down of trade receivables.Β
Β Β
Income statement for theΒ periodΒ endedΒ 27Β December 2008Β
|
2008 |
2007 |
||
|
Note |
Β£'000 |
Β£'000 |
|
|
Revenue |
1 |
168,085 |
146,823 |
|
Operating expenses |
(162,296) |
(143,076) |
|
|
Operating profit |
1 |
5,789 |
3,747 |
|
Operating profit before exceptional items and share grant |
9,342 |
10,160 |
|
|
Exceptional items |
2 |
(3,553) |
(5,273) |
|
Share grant |
- |
(1,140) |
|
|
Operating profit |
1 |
5,789 |
3,747 |
|
Finance income |
37 |
13 |
|
|
Finance costs |
(756) |
(458) |
|
|
Profit before tax |
5,070 |
3,302 |
|
|
Taxation |
4 |
(1,520) |
(1,072) |
|
Profit attributable to equity Shareholders |
3,550 |
2,230 |
|
|
Earnings per shareΒ |
|||
|
BasicΒ |
6 |
14.06p |
8.93p |
|
DilutedΒ |
6 |
13.67p |
8.65p |
Statement of recognised income and expense for the period ended 27 December 2008
|
2008 |
2007 |
||
|
NoteΒ |
Β£'000 |
Β£'000 |
|
|
Profit for the period |
3,550 |
2,230 |
|
|
Exchange gains offset in reserves net of tax |
2,841 |
59 |
|
|
Actuarial (losses)/gains taken to reserves net of tax |
7 |
(6,336) |
3,886 |
|
Net (losses)/gains not recognised in income statement |
(3,495) |
3,945 |
|
|
Total recognised income for the period |
55 |
6,175 |
|
Β Β
Balance sheet atΒ 27Β December 2008
|
Note |
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
||
|
Non current assets |
|||
|
Property, plant and equipment |
12,548 |
10,240 |
|
|
Goodwill |
9,084 |
9,084 |
|
|
Intangible assets |
1,630 |
1,459 |
|
|
Investments |
11 |
8 |
|
|
Deferred tax assets |
5,861 |
4,334 |
|
|
29,134 |
25,125 |
||
|
Current assets |
|||
|
Inventories |
8,449 |
9,335 |
|
|
Trade and other receivables |
28,854 |
31,156 |
|
|
Cash and cash equivalents |
4,411 |
2,744 |
|
|
41,714 |
43,235 |
||
|
Current liabilities |
|||
|
Trade and other payables |
(23,601) |
(22,950) |
|
|
Current tax |
(151) |
(322) |
|
|
Borrowings |
- |
(3,821) |
|
|
(23,752) |
(27,093) |
||
|
Net current assets |
17,962 |
16,142 |
|
|
Non current liabilities |
|||
|
Retirement benefit obligations |
3 |
(16,937) |
(10,549) |
|
Borrowings |
(8,600) |
(6,000) |
|
|
(25,537) |
(16,549) |
||
|
Net assets |
21,559 |
24,718 |
|
|
Shareholders' equity |
|||
|
Share capital |
7 |
9,846 |
9,823 |
|
Share premium reserve |
7 |
38,016 |
37,943 |
|
Capital redemption reserve |
7 |
208 |
208 |
|
Cumulative translation differences |
7 |
1,151 |
(1,690) |
|
Retained earnings |
7 |
(27,662) |
(21,566) |
|
Total equity |
21,559 |
24,718 |
|
Β Β
Cash flow statement for the period ended 27Β December 2008
|
2008 |
2007 |
||
|
Note |
Β£'000 |
Β£'000 |
|
|
Cash flows from operating activities |
|||
|
Cash generated from operations |
8 |
12,563 |
782 |
|
Tax paid |
(960) |
(2,734) |
|
|
Finance income |
37 |
82 |
|
|
Finance costs |
(761) |
(406) |
|
|
Net cash generated from/(used in) operating activities |
10,879 |
(2,276) |
|
|
Cash flows from investing activities |
|||
|
Acquisition of subsidiaryΒ |
8 |
(1,090) |
(266) |
|
Purchases of property, plant and equipment |
(2,809) |
(1,220) |
|
|
Purchases of intangible assetsΒ |
(623) |
(672) |
|
|
Proceeds from the sale ofΒ property, plant and equipment |
24 |
- |
|
|
Net cash used in investing activities |
(4,498) |
(2,158) |
|
|
Cash flows from financing activities |
|||
|
Proceeds from borrowings |
2,600 |
6,000 |
|
|
Proceeds from issue of ordinary shares |
96 |
243 |
|
|
Purchase of own shares |
(652) |
- |
|
|
Dividends paid to Shareholders |
5 |
(3,090) |
(2,557) |
|
Net cash (used in)/generated from financing activities |
(1,046) |
3,686 |
|
|
Net movement in cash, cash equivalentsΒ and bank overdrafts |
5,335 |
(748) |
|
|
Cash, cash equivalentsΒ and bank overdrafts at beginning of the period |
(1,077) |
(249) |
|
|
Exchange gains/(losses) on cash and bank overdrafts |
153 |
(80) |
|
|
Cash, cash equivalentsΒ and bank overdrafts at end of the period |
4,411 |
(1,077) |
|
|
Analysis of cash, cash equivalentsΒ and bank overdrafts |
|||
|
Cash at bank and in handΒ |
4,411 |
2,744 |
|
|
Bank overdraftΒ |
- |
(3,821) |
|
|
8 |
4,411 |
(1,077) |
|
General InformationΒ
4imprint Group plc is a public limited company incorporated and domiciled in theΒ UKΒ and listed on the London Stock Exchange. Its registered office isΒ 7/8 Market Place,Β LondonΒ W1W 8AG.
The consolidated financial statements were authorised for issue in accordance with a resolution of the Directors on 25 February 2009.
Basis of preparation
TheΒ consolidatedΒ financial statementsΒ and the accompanying notes do not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985.
The auditors have reported on the Group's statutory accounts for each of the years ending 27 December 2008 and 29 December 2007 under S235 of the Companies Act 1985. These reportsΒ do not contain statements under S237(2) or S237(3) of the Companies Act 1985 and are unqualified. The statutory accounts for the year ending 29 December 2007 have been delivered to the Registrar of Companies and the statutory accounts for the year ending 27 December 2008 will be filed with the Registrar in due course.
The audited consolidated financial statements from which these results are extracted have been prepared under the historical cost convention and in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, IFRIC interpretations and those parts of the Companies Act 1985 applicable to companies reporting under IFRS.
The accounting policies set out below represent an extract of the policies set out in the consolidated financial statements.Β There have been no changes in accounting policy in the year.
Critical accounting policies
Critical accounting policies are those that require significant judgement or estimates and potentially result in materiallyΒ different results under different assumptions or conditions.
Pensions
As disclosed in noteΒ 3Β the Group operates a closed defined benefit scheme. Year end recognition of the liabilities under this scheme and theΒ return onΒ assets held to fund these liabilities require a number of significant actuarial assumptions to be made including inflation, asset returns, discount rate and mortality rates. Small changes in assumptions can have a significant impact on the expense recorded in the income statement and on the pension liability in the balance sheet.Β
DeferredΒ taxation
The Group is required to estimate the income tax in each of the jurisdictions in which it operates. This requires an estimation of the current tax liability together with an assessment of the temporary differences which arise as a consequence of different tax and accounting treatments. Assumptions are made around the extent to which it is probable that future taxable profit will be available against which the temporary differences can be utilised and deferred tax assets are recognised at the balance sheet date based on these assumptions.
Share based payments
The fair values of employeeΒ shareΒ option plans are calculated using the Binomial orΒ Monte CarloΒ models as appropriate. The fair value is charged to the income statement over the vesting period of the shareΒ optionΒ schemes. The calculations require a number of estimates and judgementsΒ including theΒ historical volatility of the Company's share price, expected forfeiture rates of options and expected life of options.
Inventory provisions
Inventory provisions are made in relation to slow moving and obsolete inventory and are based on assumptions ofΒ expected usage using historic and forecast sales as a basis.
Trade receivables provisions
A provision for impairment of trade receivables is made when there is objective evidence that the Group will not be able to collect all amounts due in accordance with the original terms of the receivables.Β
Exceptional items
The Group presents certain items separately as "exceptional". These are items which in management's judgement need to be disclosedΒ separatelyΒ by virtue of their size andΒ occurrence.
Β Β
1Β Segmental reporting
Primary reporting format - business segments
AtΒ 27 December 2008, the Group is reported in threeΒ primaryΒ businessΒ segments:
|
Gross segmentΒ revenue |
Inter-segmentΒ revenue |
ExternalΒ revenue |
||||
|
2008 Β£'000 |
2007 Β£'000 |
2008 Β£'000 |
2007 Β£'000 |
2008 Β£'000 |
2007 Β£'000 |
|
|
Trade Division |
19,764 |
23,727 |
(2,989) |
(4,025) |
16,775 |
19,702 |
|
End User Division |
54,968 |
50,846 |
(321) |
(463) |
54,647 |
50,383 |
|
Direct Marketing Division |
96,663 |
76,738 |
- |
- |
96,663 |
76,738 |
|
Total |
171,395 |
151,311 |
(3,310) |
(4,488) |
168,085 |
146,823 |
Inter-segmentΒ revenuesΒ are on an arms-length basis.
|
Operating profit/(loss) before exceptional items and share grant |
Exceptional items And share grant |
OperatingΒ profit/(loss) |
||||
|
2008 Β£'000 |
2007 Β£'000 |
2008 Β£'000 |
2007 Β£'000 |
2008 Β£'000 |
2007 Β£'000 |
|
|
Trade Division |
(38) |
3,334 |
(2,793) |
(3,492) |
(2,831) |
(158) |
|
End User Division |
4,721 |
2,880 |
(583) |
(1,781) |
4,138 |
1,099 |
|
Direct Marketing Division |
6,466 |
6,167 |
- |
- |
6,466 |
6,167 |
|
Head Office |
(1,587) |
(1,331) |
(177) |
(1,140) |
(1,764) |
(2,471) |
|
Operating profit before defined benefit pension and share option charges |
9,562 |
11,050 |
(3,553) |
(6,413) |
6,009 |
4,637 |
|
Defined benefit pension charges |
150 |
(295) |
- |
- |
150 |
(295) |
|
Share option charges |
(370) |
(595) |
- |
- |
(370) |
(595) |
|
Total |
9,342 |
10,160 |
(3,553) |
(6,413) |
5,789 |
3,747 |
Net financeΒ costΒ totalling Β£719,000Β (2007:Β Β£445,000) and taxation charge of Β£1,520,000Β (2007: Β£1,072,000)Β cannot be separately allocated to individual segments.Β
AΒ description andΒ review of the segments is included in the Operating Review.Β
Β Β
2 Exceptional items
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Trade Division reorganisation and integration costs |
(2,793) |
(3,492) |
|
End User Division reorganisation costs |
(583) |
(980) |
|
Contract exit costs |
- |
(801) |
|
Onerous lease |
(177) |
- |
|
(3,553) |
(5,273) |
Following the integration of the Product Source business into the Trade Division inΒ BlackpoolΒ in July 2007, theΒ division has gone through a significant period of restructuring and rationalisation. The Trade Division exceptional costs in 2008 represent the finalisation of this major reorganisation. These costs principally comprise Β£409,000 relating to headcount reduction; Β£1,719,000 inventory write down and Β£665,000 provision for irrecoverable trade receivables.
The EndΒ User Division reorganisation costs in 2008 relate to the restructuring of theΒ UKΒ operations across theΒ LondonΒ andΒ ManchesterΒ businesses and the closure of a small, unprofitable overseas office.Β
The onerous lease costs relate to leases which were retained by the Group following the disposal of businesses inΒ 2000.Β Since the disposal, the properties have not been used by the Group and are sublet if possible. These charges relate toΒ excess costs incurred in 2008 andΒ the net costs which will be incurred by the Group for the remainder of the lease periods.Β TheΒ final lease expires in 2011.
Trade Division integration costs and End User Division reorganisation costs in 2007 represent the costs attributable to the relocation of the Manchester based Product Source business to the Supreme trade business in Blackpool, together with the resultant reorganisation of the business and related infrastructure in Manchester.
Contract exit costs in 2007 represent the costs of exiting an onerous customer contract in the End User Division, including a Β£500,000 inventory write down.Β
Cash expenditure on exceptional itemsΒ inΒ 2008Β was Β£1,411,000 including Β£962,000 in respect of 2007 exceptional items. Non cash items were Β£2,432,000 and Β£705,000 of cash items are included in accruals at 27 December 2008.
Β
3Β Employee pension schemes
The Group operates defined contribution plans for the majority of itsΒ UKΒ and US employees. The regular contributions are charged to the income statement as they are incurred.Β
The Group also operates aΒ UKΒ defined benefit scheme which is closed to new members.Β
|
2008 |
2007 |
||
|
Β£'000 |
Β£'000 |
||
|
Net pension costsΒ |
|||
|
Defined contribution plans |
460 |
396 |
|
|
Defined benefit scheme |
|||
|
Current service cost |
68 |
91 |
|
|
Net interestΒ (income)/cost |
(218) |
204 |
|
|
310 |
691 |
The whole of the above charge was included within operating expenses.Β
Defined benefit scheme
In the most recent actuarial review of the defined benefitΒ schemeΒ the principal assumptions made by the actuaries were:
|
2008 |
2007 |
|
|
Rate of increase in pensionable salaries |
3.8% |
4.3% |
|
Rate of increase in pensions in payment and deferred pensions |
2.8% |
3.3% |
|
Discount rate |
6.5% |
6.0% |
|
Inflation assumption |
2.8% |
3.3% |
|
Expected return on scheme assets |
6.3% |
7.0% |
The mortality assumptions adopted atΒ 27 December 2008Β imply the following life expectancies at age 65:
Β
|
Β
|
2008
|
2007
|
|
Male currently age 40
|
21.4 yrs
|
21.4 yrs
|
|
Female currently age 40
|
24.2 yrs
|
24.2 yrs
|
|
Male currently age 65
|
20.3 yrs
|
20.2 yrs
|
|
Female currently age 65
|
23.1 yrs
|
23.0 yrs
|
Β
The amounts recognised in the balance sheet are determined as follows:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Present value of funded obligations |
(83,170) |
(91,544) |
|
Fair value of scheme assets |
66,233 |
80,995 |
|
Net liability recognised in the balance sheet |
(16,937) |
(10,549) |
The major categories of plan assets as a percentage of totalΒ schemeΒ assets are as follows:
|
2008 |
2007 |
|
|
Equities |
33% |
42% |
|
Bonds |
38% |
32% |
|
Property |
20% |
22% |
|
Cash |
9% |
4% |
Β Β The amounts recognised in the income statement are as follows:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Current service cost |
68 |
91 |
|
Interest cost |
5,366 |
5,200 |
|
Expected return on scheme assets |
(5,584) |
(4,996) |
|
Total included in staff costs |
(150) |
295 |
Changes in the present value of the defined benefit obligation are as follows:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Defined benefit obligation at start of period |
91,544 |
100,347 |
|
Current service cost |
68 |
91 |
|
Interest cost |
5,366 |
5,200 |
|
Contributions by scheme participants |
3 |
3 |
|
Actuarial gainsΒ |
(9,510) |
(9,524) |
|
Benefits paid |
(4,301) |
(4,573) |
|
Defined benefit obligation at end of period |
83,170 |
91,544 |
Changes in the fair value ofΒ schemeΒ assets are as follows:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Fair value of assets at start of period |
80,995 |
81,911 |
|
Expected return on assets |
5,584 |
4,996 |
|
Actuarial lossesΒ |
(18,309) |
(3,242) |
|
Contributions by employer |
2,261 |
1,900 |
|
Contributions by scheme participants |
3 |
3 |
|
Benefits paid |
(4,301) |
(4,573) |
|
Fair value of assets at end of period |
66,233 |
80,995 |
Based on theΒ current schedule of contributions, contributions by the employer for 2009 would be broadly in line with the 2008 contributions.Β
Analysis of the movementΒ inΒ the balance sheet liability:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
At start of period |
10,549 |
18,436 |
|
TotalΒ (income)/expense as above |
(150) |
295 |
|
Contributions paid |
(2,261) |
(1,900) |
|
ActuarialΒ losses/(gains)Β taken directly to equity |
8,799 |
Β (6,282) |
|
At end of period |
16,937 |
10,549 |
The actual return onΒ schemeΒ assets wasΒ a loss ofΒ Β£(11,920,000)Β (2007:Β gainΒ Β£1,754,000).
Β Β 4Β Taxation
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Analysis of charge in the period: |
||
|
UKΒ tax - current |
- |
(341) |
|
Overseas tax - current |
568 |
2,534 |
|
Total current tax |
568 |
2,193 |
|
Deferred tax |
525 |
(1,146) |
|
Adjustment in respect of prior years'Β deferred tax |
427 |
- |
|
Impact of change inΒ UKΒ tax rate on deferred tax |
- |
25 |
|
Total deferred tax |
952 |
(1,121) |
|
Taxation |
1,520 |
1,072 |
The tax for the year is different to the standard rate of corporation tax in theΒ UKΒ (28.5%). The differences are explained below:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Profit before taxΒ |
5,070 |
3,302 |
|
Profit on ordinary activities multiplied by rate of corporation tax in theΒ UKΒ of 28.5% (2007: 30%) |
1,445 |
991 |
|
Effects of: |
||
|
Adjustments in respect of foreign tax rates |
83 |
360 |
|
Expenses not deductible for tax purposesΒ and non taxable income |
(58) |
88 |
|
Timing differences and other differences |
(377) |
(367) |
|
Adjustments in respect of previous years |
427 |
- |
|
Taxation |
1,520 |
1,072 |
Factors which may affect future tax charges
No provision has been made for deferred tax assets relating to trading losses carried forwardΒ ofΒ Β£2.34mΒ (2007: Β£2.80m). These losses may be available for offset against future trading profits. Β
No provision has been made for deferred tax assets relating to capital losses carried forward of Β£9.85mΒ (2007: Β£9.85m). These amounts will be utilised should the UK Group have any chargeable gains in the future. No material gains were anticipated as atΒ 27 December 2008.
5Β Dividends
|
2008 |
2007 |
|
|
Equity dividends - ordinary shares |
Β£'000 |
Β£'000 |
|
Interim paid: 4.25p (2007:Β 4.00p)Β |
1,070 |
1,008 |
|
Final paid: 8.0p (2007:Β 6.25p)Β |
2,020 |
1,549 |
|
3,090 |
2,557 |
In addition, theΒ Directors are proposing a final dividend in respect of theΒ periodΒ endedΒ 27 December 2008, ofΒ 8.0pΒ per share,Β which will absorb an estimatedΒ Β£2.02mΒ ofΒ Shareholders'Β funds. It will be paid onΒ 28 April 2009Β toΒ ShareholdersΒ who are on the register of members onΒ 27 March 2009.Β These financial statements do not reflect thisΒ proposedΒ dividend.Β
Β
6Β Earnings per share
Basic and diluted
The basic and diluted earnings per share are calculated based on the following data:
|
2008 |
2007 |
|
|
Β£'000 |
Β£'000 |
|
|
Profit for the financial period |
3,550 |
2,230 |
|
Add back: |
||
|
Exceptional items |
3,553 |
5,273 |
|
Share grant |
- |
1,140 |
|
Tax effect of the above items |
(1,066) |
(2,052) |
|
Adjusted profit for the financial period |
6,037 |
6,591 |
|
Number 000's |
Number 000's |
|
|
Basic weighted average number of shares |
25,251 |
24,969 |
|
Dilutive potential ordinary shares - employee share options |
715 |
802 |
|
Diluted weighted average number of shares |
25,966 |
25,771 |
|
Basic earnings per share |
14.06p |
8.93p |
|
Adjusted basic earnings per share |
23.91p |
26.40p |
|
Diluted earnings per share |
13.67p |
8.65p |
The basic weighted averageΒ number of sharesΒ excludes shares held in theΒ EmployeeΒ ShareΒ Trust. The effect of this is to reduce the average byΒ 343,000Β (2007: 501,000).
The basic earnings per share is calculated basedΒ on the profit for the financial period divided by the basic weighted average number of shares.
For diluted earnings per share, theΒ basicΒ weighted average number of ordinary shares in issue is adjusted to assume conversion of all potential dilutive ordinary shares. The potential dilutive ordinary shares relate to those share options granted to employees where the exercise price is less than the average market price of the Company's ordinary shares at the balance sheet date.
The adjustedΒ basicΒ earnings per share is calculated before the after tax effectΒ ofΒ exceptional items and share grant and is included because the Directors'Β considerΒ this gives a measure of the underlying performance of the business.
7Β Statement of changes in Shareholders' equityΒ
|
Retained earnings |
||||||||
|
Share |
Share premium |
Capital redemption |
Cumulative translation |
Own |
Profit and |
Total |
||
|
capital |
reserve |
reserve |
differences |
shares |
loss |
Equity |
||
|
Group |
Β£'000 |
Β£'000 |
Β£'000 |
Β£'000 |
Β£'000 |
Β£'000 |
Β£'000 |
|
|
Balance atΒ 31Β December 2006 |
9,766 |
37,757 |
208 |
(1,750) |
(1,398) |
(24,507) |
20,076 |
|
|
Profit for the period |
2,230 |
2,230 |
||||||
|
Exchange adjustments net of tax |
60 |
60 |
||||||
|
Shares issued |
57 |
186 |
243 |
|||||
|
Own shares utilised |
830 |
(830) |
- |
|||||
|
Own shares purchasedΒ |
(183) |
(183) |
||||||
|
Employee share options taken to reserves |
595 |
595 |
||||||
|
Share grant taken to reserves |
908 |
908 |
||||||
|
Deferred tax on employee share options taken to reserves |
(540) |
(540) |
||||||
|
Actuarial gains taken to reserves |
6,282 |
6,282 |
||||||
|
Deferred tax on pensions taken to reserves |
(2,396) |
(2,396) |
||||||
|
Dividends |
(2,557) |
(2,557) |
||||||
|
Balance at 29 December 2007Β |
9,823 |
37,943 |
208 |
(1,690) |
(751) |
(20,815) |
24,718 |
|
|
Balance at 30 December 2007 |
9,823 |
37,943 |
208 |
(1,690) |
(751) |
(20,815) |
24,718 |
|
|
Profit for the period |
3,550 |
3,550 |
||||||
|
Exchange adjustments net of tax |
2,841 |
2,841 |
||||||
|
Shares issued |
23 |
73 |
96 |
|||||
|
Own shares utilised |
701 |
(701) |
- |
|||||
|
Own shares purchased |
(469) |
(469) |
||||||
|
Employee share options taken to reserves |
370 |
370 |
||||||
|
Deferred tax on employee share options taken to reserves |
(121) |
(121) |
||||||
|
ActuarialΒ lossesΒ taken to reserves |
(8,799) |
(8,799) |
||||||
|
Deferred tax on pensions taken to reserves |
2,463 |
2,463 |
||||||
|
Dividends |
(3,090) |
(3,090) |
||||||
|
Balance at 27 December 2008Β |
9,846 |
38,016 |
208 |
1,151 |
(519) |
(27,143) |
21,559 |
|
The cumulative goodwill written off to the reserves in respect of subsidiary companies currently held amounts to Β£15,297,000Β (2007: Β£15,297,000).
Own shares held comprisesΒ 290,325Β ordinary shares (2007: 355,000)
Β Β
8Β Cash generated from operations
|
2008Β |
2007Β |
|
|
Β£'000 |
Β£'000 |
|
|
Operating profit |
5,789 |
3,747 |
|
Adjustments for: |
||
|
Depreciation charge |
1,298 |
1,206 |
|
Amortisation of intangibles |
661 |
688 |
|
Loss on disposal of property, plant and equipment |
19 |
- |
|
Exceptional non cash items |
2,432 |
1,253 |
|
(Decrease)/increaseΒ in exceptional accrual |
(290) |
995 |
|
Share option chargeΒ |
370 |
595 |
|
Share grant |
- |
1,140 |
|
IAS 19 pension (credit)/charge for defined benefit scheme |
(150) |
295 |
|
Contributions to defined benefit pension schemeΒ |
(2,261) |
(1,900) |
|
Changes in working capital: |
||
|
Increase in inventories |
(267) |
(1,426) |
|
Decrease/(increase) in trade and other receivables |
5,614 |
(8,532) |
|
(Decrease)/increase in trade and other payables |
(652) |
2,721 |
|
Cash generated from operations |
12,563 |
782 |
During the year Β£1,090,000 of deferred consideration and interest accrued, relating to the purchase of Supreme Holdings Limited in 2006, was paid.
|
Group |
|||
|
2008Β |
2007Β |
||
|
Reconciliation of net debt |
Β£'000 |
Β£'000 |
|
|
Cash at bank and in hand |
4,411 |
2,744 |
|
|
Current bank overdrafts |
- |
(3,821) |
|
|
4,411 |
(1,077) |
||
|
Non current bank loans |
(8,600) |
(6,000) |
|
|
Net debt |
(4,189) |
(7,077) |
|
Follow the stocks