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Interim Results

19 May 2016 07:00

RNS Number : 6676Y
Formation Group PLC
19 May 2016
 

Formation Group PLC ("Formation" or "the Group")

 

Interim Results for the Six Months ended 29 February 2016

 

The Group is pleased to announce its interim results for the six months ended 29 February 2016. Formation Group is now predominately a property development and project management company providing professional services to its clients within this sector.

 

HIGHLIGHTS

 

· Revenue from continuing operations of £10.178 million (2015: £10.78 million).

· Operating loss from continuing operations of £0.084 million (2015: Profit £0.266 million).

· Profit for the financial period of £2.379 million (2015: profit £0.257 million)

· Cash position as at 29 February 2016 of £0.603 million (31 August 2015 £1.633 million).

· Overall profit to be realised from the investment in Norwich House profit share circa £3.918 million.

· Near completion of the 159-161 Iverson Road development with profits forecast within the 2nd half of the current financial year.

 

· The disposal of the investment properties held in FG (Bradford) Limited and FG (Bristol) Limited on the 2 October,

2015 with a positive write back of £1.076 million relating to the loans secured on these properties by Dunbar Assets Plc.

 

Outlook

· The Group is trading in line with management's expectations and the Board remains confident about the Group's prospects for the remainder of the year.

 

 

 

Enquiries:

Formation Group Plc:

 

David Kennedy; Chief Executive Officer - 020 7920 7590

 

NOMAD to Formation Group Plc:

 

Northland Capital Partners Ltd

0207 382 1100

William Vandyk/ Gerry Beaney

 

BROKER to Formation Group plc

 

Peterhouse Corporate Finance Limited

0207 469 0930

Duncan Vasey/Fungai Ndoro

 

MEDIA RELATIONS

 

Yellow Jersey PR Limited

 

07825 916 715

Alistair de Kare-Silver / Aidan Stanley

 

 

Chairman's Statement

 

 

I am pleased to report the Group's results for the six months ended 29 February 2016.

 

The Group continues to maintain its recent impressive trend of turnover and profitability and is confident that the current year budgeted profit is achievable. This confidence is enhanced by the achievement of the projected profits on the Norwich House profit share and the increasing order book on project management contracts. Furthermore, with the expected successful completion of the 159-161 Iverson Road development the Group is confident that it can continue to source lucrative development opportunities.

 

 

William O'Dea

Non-Executive Chairman

19 May 2016

 

 

 

Chief Executive Officer's Report

 

Overview

Revenue for the period was £10.178 million from continuing operations (2015 £10.780 million) and operating loss from continuing operations was £0.084 million (2015 £0.266 million profit).

 

Revenue for the period is underpinned by an order book with some larger project management contracts in place.

 

In line with the Group's current dividend policy, no interim dividend is being declared. However the Directors will review the position at the time of the Preliminary results for the year ending 31 August 2016.

 

Project Management Division

 

-Formation Design & Build Limited

 

The company is now working on two larger sized contracts after a short period of inactivity and will seek to source further contracts to boost profitability.

 

-Formation Construction Limited

 

This company was formed in early 2012, to project manage construction work and has substantially increased its revenue. At present the company is managing in excess of eight projects.

 

Property Development Division

 

-Formation Homes (London) Ltd

 

As previously announced, Formation Homes has acquired the development site in Iverson Road using a mixture of development funding and cash from the Group's resources. The scheme comprises 19 residential units and 1 commercial unit. The Group is pleased to announce that this development is near successful completion with profits forecast within the 2nd half of the financial year.

 

Discontinued Operations

 

-FG Bradford & FG Bristol Ltd

 

As previously announced, Dunbar Assets plc have taken management of the properties at FG (Bristol) Limited and FG (Bradford) Limited and are actively marketing these properties with a view to sell. The properties have been funded on a non-recourse basis and any subsequent disposal will be cash neutral for Formation. The properties held in these companies were disposed of on the 2 October 2015

with a positive write back of £1.076 million relating to the loans secured on these properties.

 

Risks and Uncertainties

 

It is important to the board that we continue to provide all our shareholders with a balanced view of the business including its risks and uncertainties.

 

The Group's core activity is now Project Management, Property Development and Property Share investing activities such as the lucrative Norwich House profit share agreement. The Group expects that profits from the property development division and property investing activities will form a substantial part of its profitability in the future.

 

 

Outlook

 

Formation Group is now placing primary focus on property development and property investing activities in addition to its project management business in order to materially boost shareholder value. This can be evidenced in the improved trading position over the last year and the confidence in this continued trend in the short and medium term future.

 

 

David Kennedy

Chief Executive Officer

19 May 2016

 

The interim accounts will be published on the company's website www.formationgroupplc.com

Consolidated income statement

For the six months ended 29 February 2016

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

Note

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Continuing operations

Revenue

2

10,178

10,780

23,764

Cost of sales

(9,145)

(9,736)

(22,266)

Gross profit

1,033

1,044

1,498

Administrative expenses

(1,117)

(778)

(1,716)

Operating (loss)/profit from continuing operations

2

(84)

266

(218)

Finance Income

1438

-

2,421

 

Finance costs

-

-

-

 

 

Profit before taxation

1,354

266

2,203

Taxation

4

-

-

(170)

Profit for the financial period from continuing operations

1,354

266

2,033

Discontinued operations

Profit/(loss) for the financial period from discontinued operations

3

1,025

 

(9)

(219)

Profit for the financial period

2,379

257

1,814

Attributable to:

Owners of parent

2,379

257

1,814

2,379

257

1,814

 

 

Earnings per share

From continuing operations

Basic

5

0.61p

0.12p

0.9p

Diluted

5

0.61p

0.12p

0.9p

From discontinued operations

Basic

5

0.46p

-

(0.1p)

Diluted

5

0.46p

-

(0.1p)

From continuing and discontinued operations

Basic

5

1.08p

0.12p

0.8p

Diluted

5

1.07p

0.12p

0.8p

 

A separate consolidated statement of comprehensive income for Formation Group Plc has not been presented as there are no items to be recognised within it.

 

 

 

 

 

 

 

Consolidated statement of financial position

As at 29 February 2016

 

 

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Non-current assets

Property, plant and equipment

25

299

26

Investments accounted for using the equity method

-

1,268

-

Investment property

275

-

275

300

1,567

301

Current assets

Inventories

8

11,039

6,905

10,387

Trade and other receivables

9,063

3,167

5,820

Cash and cash equivalents

603

1,707

1,633

20,705

11,779

17,840

 

 

Assets included in disposal group classified as held-for-sale

3

-

3,505

3,311

Total assets

21,005

16,851

21,452

Current liabilities

Trade and other payables

(2,522)

(2,168)

(3,893)

Bank overdrafts and loan

9

(8,508)

(4,331)

(9,963)

(11,030)

(6,499)

(13,856)

Net current assets

9,675

8,785

7,295

Long term liabilities

Bank Overdraft and loan

9

-

(4,312)

-

Total liabilities

(11,030)

(10,811)

(13,856)

Net assets

9,975

6,040

7,596

Equity

Share capital

2,205

2,205

2,205

Share premium account

2,106

2,106

2,106

Capital redemption reserve

61

61

61

Share option reserve

22

22

22

Retained earnings

5,581

1,646

3,202

Total equity attributable to the owners of the parent

9,975

6,040

7,596

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated statement of changes in equity

For the six months ended 29 February 2016

 

 

Called up

 share

capital

Share premium

account

 

Treasury shares

Capital

redemption

reserve

Share option reserve

 

Retained

earnings

 

Total

equity

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Balance at 1 September 2014

2,205

2,106

-

61

22

1,388

5,782

 

Profit and total comprehensive income for the financial period

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

258

 

 

258

 

Balance at 28 February 2015

 

2,205

 

2,106

 

-

 

61

 

22

 

1,646

 

6,040

Profit and total comprehensive income for

the financial period

 

-

 

-

 

-

 

-

 

-

 

1,556

 

1,556

 

Balance at 31 August 2015

2,205

2,106

-

61

22

3,202

7,596

 

Profit for the financial period

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

 

2,379

 

 

2,379

Balance at 29 February 2016

2,205

2,106

-

61

22

5,581

9,975

 

 

 

   

 

Consolidated statement of cash flows

For the six months ended 29 February 2016

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

Note

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Operating activities

Net cash (used)/ generated by operations

6

(2,857)

(6,310)

(6,752)

Interest paid

(24)

-

(154)

Net cash outflow from operating activities

(2,881)

(6,310)

(6,906)

Investing activities

Cash flow from Norwich House profit share

-

-

400

Cash outflow in respect of Norwich House profit share

-

-

(2,444)

Purchases of property, plant and equipment

(6)

(14)

(25)

Repayments of investment accounted for using the equity method

-

3,380

4,638

Disposal of Property held for resale

3,312

-

-

Net cash (used in) generated by investing activities

3,306

3,366

2,569

Financing activities

New/(reduction) loans

(1,455)

4,322

5,642

Net cash (used) / generated by financing activities

(1,455)

4,322

5,642

Net (decrease) / increase in cash and cash equivalents

(1030)

1,379

1,305

Cash and cash equivalents at the beginning of the period

1,633

328

328

Cash and cash equivalents at end of the period

603

1,707

1,633

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes to the Interim Information

For the six months ended 29 February 2016

 

 

1. Basis of preparation

 

The financial information set out in this interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The group's statutory financial statements for the year ended 31 August 2015, prepared under IFRS, have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006.The interim financial information has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards (IFRS) and on the same basis and using the same accounting policies as used in the financial statements for the year ended 31 August 2015. The interim financial statements have not been audited or reviewed in accordance with the International Standard on Review Engagement 2410 issued by the Auditing Practices Board.

 

2. Segment information

 

Discontinued operations in the period primarily relate to the winding down of FG Bradford Limited and FG Bristol Limited

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

Revenue

Profit

Revenue

Profit

Revenue

Profit from

From continuing

from continuing

Continuing

Operations

operations

Operations

£'000

£'000

£'000

£'000

£'000

£'000

By class of business:

Project Management

10,178

1,033

10,780

1,044

23,764

10,178

 

 

10,780

23,764

1,498

Unallocated corporate expenses

(1,117)

(778)

(1,716)

Operating profit/(loss)loss from continuing operations

(84)

266

(218)

 

  

 

· No income has been incurred in respect of the Property development division.

 

3. Discontinued operations

 

The results of the discontinued operations which have been included in the consolidated income statement, were as follows:

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Profit/(Loss) discontinued operations

1,025

(9)

(219)

Attributable tax expense

-

-

-

Profit/(Loss) from discontinued operations

1,025

(9)

(219)

 

 

Notes to the Interim Information

For the six months ended 29 February 2016

 

3. Discontinued operations (continued)

 

The investment properties were secured by Dunbar Assets Plc under non-recourse financing and were disposed of on the 2nd October, 2015 with a positive write back of £1.076m on the loans secured against these properties

Discontinued operation relates to the ongoing treatment of results for the investment properties FG Bradford Limited & FG Bristol Limited as part of discontinued operations.

 

 

4. Taxation

 

A deferred tax asset has not been recognised as the reversal of tax losses is uncertain.

 

5. Earnings per share

 

Earnings/(loss) per share are based on the following profits and numbers of shares:

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Profit/(loss) for the period:

Basic and diluted earnings - continuing operations

1,354

266

2,033

Basic and diluted earnings - discontinued operations

1,025

(9)

(219)

Basic and diluted earnings/(losses) - continuing and discontinued operations

2,379

(257)

1,814

Number of

Number of

Number of

Shares

shares

Shares

'000

'000

'000

Weighted average number of shares:

Basic

220,515

220,515

220,515

Diluted

220,515

220,515

223,727

 

 

 

 

 

Notes to the Interim Information

For the six months ended 29 February 2016

 

 

6. Reconciliation of profit from operations to net cash from operations

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Operating (loss)/profit for the year from continuing operations

(84)

266

(218)

Operating profit/(loss) from discontinued operations

1,049

(9)

(64)

Impairment of investment

-

-

10

Depreciation of property, plant and equipment

7

5

15

Impairment of assets classified as held for sale

-

-

193

Operating cash flows before movements in working capital

972

262

(64)

(Increase)/decrease in inventories

(1,419)

(6,198)

(8,091)

(Increase)/decrease in receivables

(1,048)

(952)

(719)

(Decrease)/increase in payables

(1,362)

578

2,122

Cash used in by operations

(2,857)

(6,310)

(6,752)

 

 

 

 

Notes to the Interim Information

For the six months ended 29 February 2016

 

7. Investments accounted for using the equity method 

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Investment in JV Finance Ventures Limited

 

Brought Forward

-

4,648

4,648

Impairment

-

-

(10)

Received

-

(3,380)

(4,638)

Carried Forward

-

1,268

-

In the year ended 2010, Formation Group PLC, in partnership with JV Finance Limited, have contributed through JV Finance Ventures Limited, a combined sum of £18.2 million, (Formation Group Plc's contribution of £6.7 million on terms as announced on 2nd September 2010) in order to settle with both Heritable Bank Plc's administrator and outstanding creditors, in order to secure the Aldgate site and the necessary warranties for completed construction works.

Formation Group Plc's percentage shareholding in JV Finance Ventures Limited is 36.88% and is based on Formation's percentage share of long term loans in JV Finance Ventures Limited of £6.7 million. On the basis that the loans are repayable in 10 years time and the percentage of the loan directly affects the shareholding, the loans have been treated as an investment in an associated undertaking and is accounted for under the equity method. Accordingly the investment in JV Finance Ventures Limited has been adjusted to the

anticipated fair value of the sales proceeds less costs to sell. The fair value is based on the present value of the anticipated future cash flows due within one year.

 

Formation Group Plc is pleased to announce that the investment funds have been fully received.

 

8. Inventories

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Work In Progress

11,039

6,905

10,387

11,039

6,905

10,387

The inventory is held at the lower of cost and net realisable value, net of payments received on account. Net realisable value is based on the estimated selling prices less any further costs expected to be incurred. There have been no write down of inventories or amounts recognised in the income statement during the period. The inventory relates to the development site at 161 Iverson Road.

 

 

 

 

Notes to the Interim Information

For the six months ended 29 February 2016

 

9. Bank overdrafts and loans 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

Bank loan - term loan facility

(8,507)

(8,643)

(9,963)

(8,507)

(8,643)

(9,963)

 

 

6 months ended

6 months ended

Year ended

29 Feb. 2016

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

£'000

£'000

£'000

On demand or within one year

(8,507)

-

(9,963)

Due more than one year

-

(8,643)

-

The weighted average interest rates paid were as follows:

6 months ended

29 Feb. 2016

 

6 months ended

28 Feb. 2015

31 Aug. 2015

(Unaudited)

(Unaudited)

(Audited)

%.

%

%

 

Bank loan 9 6 7

_____________ ___________ __________

 

 

Formation Homes (London) Limited bank loan of £8,507 million, is repayable within eighteen months of the date taken out and is due to be repaid on the 18 June 2016. This facility is secured by Titlestone Real Estate on the 159-161 Iverson Road development. The interest rate payable on this loan is a fixed term rate of 9%. The Board is confident that this loan will be repaid from a combination of proceeds from the property sales at Iverson Road and if needed funds from its Norwich House profit share agreement.

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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