New World Oil And Gas Regulatory News (NEW)

20 Mar 2007 07:00

Newcourt Group Plc Final Results Year ended 31 December 2006 Highlights \* T Year ended Year ended Year ended 31 Dec 2006 31 Dec 2005 31 Dec 2004 unaudited Change audited audited EUR '000 % EUR '000 EUR '000 Turnover 116,464 78% + 65,325 42,726 Gross profit 22,170 86% + 11,917 8,197 Trading profit* 11,175 105% + 5,454 2,800 Operating profit 6,739 121%+ 3,054 1,007 Profit before tax 5,706 155% + 2,235 340 * Represents trading profit before goodwill, group overhead, once off tender costs and share option and warrant costs.\* T -- Turnover increased by EUR 51m (78%) on the prior year. EUR 32.6m of this increase relates to contributions from 2006 acquisitions. The balance, EUR 18.6m, relates to organic growth in turnover (28%). -- Trading profit increased by EUR 5.7m (105%) on the prior year. -- Newcourt completed the following acquisitions during the year. The group also completed successful fundraisings in April 2006 and August 2006. \* TCompany Segment ActivityKenny-Whelan Associates Ltd Recruitment and Aviation Outsourcing Contract Recruitment The People Group Ltd Recruitment and Aviation Outsourcing Recruitment Security Technology Ireland Ltd Support Services and Student Accommodation Electronic Security Acuman Facilities Management Ltd Support Services and Student Accommodation Facilities Management Ecom/Interaction Ltd Support Services and Student Accommodation Business Process Outsourcing and Contact Centre Lost Control Services Ltd (Nifast) Support Services and Student Accommodation Health and Safety Training Ely Property Group plc Support Services and Student Accommodation Student accommodation provider\* T Group management are pleased with the integration of these acquisitions andtheir strong contribution to the 2006 financial performance Chairman's Statement I am pleased to present the results of Newcourt Group Plc for the year ended 31December 2006. Results Pre-tax profits for the group for the year were EUR 5.7 million after chargingcosts of EUR 477k relating to tendering for a significant government outsourcingcontract and goodwill amortisation of EUR 2.5 million. This compares with apre-tax profit of EUR 2.2 million in the year to 31 December 2005 Turnover in 2006 amounted to EUR 116.5 million, which compares to EUR 65.3million for the previous year. The total adjusted earnings per share was 9.97 cents, compared to 6.09 cents in2005. Net debt, including deferred payments on acquisitions at the year end roseto EUR 27 million from EUR 4.6 million at the end of 2005, largely reflectingthe costs of acquisitions, less additional funds generated and raised during theyear. Dividends The board is not recommending the payment of a dividend. Personnel During the year Philip Cunningham retired as a Non Executive Director, havingserved on the board since April 2004. I would like to thank Philip for his veryvaluable contribution during his time as a member of the Board. Damien Murray joined the board as finance director on 1 June 2006. John Butler joined the board as a Non Executive Director on 12 July 2006. Johnis a former Managing Director of NCB Corporate Finance and a former Director ofDavy Corporate Finance. Philip Marley joined the board as an Executive Director on 18 August 2006following the acquisition of Ely Property Group plc of which he is CEO. Corporate Governance The Board and Management of Newcourt are committed to achieving the higheststandards of Corporate Governance and Ethical Business Conduct. Outlook Newcourt has significantly developed the scale and size of its business over thepast 12 months, whilst ensuring that all the appropriate structures are in placeto manage that growth. The results for 2006 were very satisfactory and thegroup's performance in the first months of 2007 is encouraging. Finally, on behalf of the board, I would like to thank all of the Management andStaff of Newcourt for their commitment and contribution during 2006. James Osborne Chairman March 2007 Chief Executive's Review 2006 was a very positive year of growth and development for the Group. Organicgrowth continued at a very strong pace and we are extremely pleased with theintegration of the seven acquisitions made during the year. In addition, moreprogress was made with the development of our recruitment business in CentralEurope and the acquisition of Ely Property has brought us into the fastexpanding student accommodation market both in Ireland and the UK. Employment in the group increased by 602 to 2,603 during the year. Operations For the purpose of financial reporting we have organised our business under twobroad headings: 1. Support Services and Student Accommodation 2. Recruitment and Aviation Outsourcing Support Services and Student Accommodation Turnover in this division for the year at EUR 87.9 million represents anincrease of 63% on the previous year. Operating profit (before goodwillamortisation, share options, group and once off costs) grew by 88% to EUR 7.9million reflecting continued strong organic growth and significant contributionsfrom the new acquisitions. The businesses within the division now includes: -- Manguarding, Electronic Security and Related Services -- Student Accommodation and Property Management -- Health and Safety Training and Consultancy -- Facilities Management -- Business Process Outsourcing and Contact Centre During the year, significant management time was spent in restructuring andrefocusing the Electronic Security Business and I am happy to report that thiseffort is now bearing fruit. The acquisitions completed during the year have given the division newbusinesses and service offerings and, in addition, the Divisions Management Teamhas been significantly strengthened by the addition of the management teams ofthe newly acquired businesses. We are pleased with the division's performance in the opening months of 2007. Recruitment and Aviation Outsourcing Turnover in this division of EUR 28.5 million represents an increase of 152%over the previous year. Operating profit (before goodwill amortisation, groupand other once off costs) grew by 162% to EUR 3.3 million reflecting very strongorganic growth and significant contributions from the two new acquisitions inthis area. The aviation business grew strongly to new levels of profitabilityand turnover. The businesses within the division now includes: -- Mid-market Permanent and Temporary Recruitment -- Contract Recruitment - Pharmaceutical Industry -- Executive Search and Selection -- Senior Sales Marketing Recruitment -- Contract Recruitment - Aviation -- Pilot Training As with Support Services and Student Accommodation, this division's managementhas been strengthened by the addition of the management of the newly acquiredcompanies. Chief Executive's Review (continued) Principal Risks and Uncertainties The Group is exposed to the economies of the Republic of Ireland and the UnitedKingdom. The directors have no reason to believe that these economies will notcontinue to perform in the medium term. The directors recognise that management and staff are a key ingredient in thesuccess of the business and, consequently, the Group's HR function is gearedtowards the retention and motivation of key personnel. The Group's financial instruments comprise borrowing, cash and various items,such as trade debtors, trade creditors etc, that arise directly from itsoperations. The main purpose of the financial instruments not arising directlyfrom operations is to raise finance for the Group's operations. The Group may enter into derivative transactions such as interest rate swaps orforward foreign currency transactions in order to minimise its risks. Thepurpose of such transactions is to manage the interest rate and currency risksarising from the Group's operations and its sources of finance. It is not Grouppolicy to trade in financial instruments. The main risks arising from the Group's financial instruments are interest rate,foreign exchange and liquidity risk. The Group's policies for managing each ofthese risks are summarised below: Interest rate risk The Group finances its operations through a mixture of retained profits, bankand other borrowings, at both fixed and variable rates of interest, and workingcapital. The Group determines the level of borrowings at fixed rates of interesthaving regard to current market rates and expected future trends. Foreign exchange risk The Group is exposed to foreign exchange risk in relation to its activities inthe United Kingdom. To balance this exposure the Group has secured anappropriate level of debt in the same currency. Liquidity risk The Group's policy is that, in order to ensure continuity of funding, asignificant portion of its borrowings should mature after more than one year.The Group achieves short-term flexibility by means of invoice finance andoverdraft facilities. Looking Forward As with 2006, I believe that 2007 will continue to be a year of progress for ourexisting businesses. In addition, I have no doubt the management team willcontinue to assess further strategically targeted acquisitions and opportunitiesin the areas in which the group operates. As usual, I look forward to managing the development of our business inconjunction with my executive colleagues, John Barry, Philip Marley, DamienMurray and Hugh O'Neill. I would like to take this opportunity to thank our Chairman and the Board fortheir help and assistance during the past year and to thank the ExecutiveDirectors of our trading companies and the management and staff throughout theGroup for their contribution to the successful development of Newcourt. Ted O'Neill Chief Executive March 2007 \* TConsolidated Profit and Loss Accountfor the year ended 31 December 2006 Before Before goodwill Goodwill goodwill Goodwill and and and and other other other other costs costs Total costs costs Total 2006 2006 2006 2005 2005 2005 EUR '000 EUR '000 EUR '000 EUR '000 EUR '000 EUR '000Turnover- continuing operations 83,904 - 83,904 65,325 - 65,325- acquisitions 32,560 - 32,560 - - - -------------------------------- ------------------------------- 116,464 - 116,464 65,325 - 65,325Cost of sales (94,294) - (94,294) (53,408) - (53,408) -------------------------------- -------------------------------Gross profit 22,170 - 22,170 11,917 - 11,917Administration expenses (10,995) - (10,995) (6,463) - (6,463)Once off tender costs - (477) (477) - - -Share options and warrants - (211) (211) - - -Exceptional item - IPO costs - - - - (340) (340) -------------------------------- -------------------------------Trading profit 11,175 (688) 10,487 5,454 (340) 5,114 Group overhead - (1,220) (1,220) - (934) (934)Amortisation of goodwill - (2,528) (2,528) - (1,126) (1,126) -------------------------------- -------------------------------Operating profit- continuing operations 6,384 (2,153) 4,231 5,454 (2,400) 3,054- acquisitions 4,791 (2,283) 2,508 - - - -------------------------------- ------------------------------- 11,175 (4,436) 6,739 5,454 (2,400) 3,054Interest receivable 56 12Interest payable and similar charges (1,089) (831) ------------ -----------Profit on ordinary activities before taxation 5,706 2,235Taxation (1,025) (538) ------------ -----------Profit for the financial year 4,681 1,697 ============ =========== Basic earnings per ordinary shareAfter once off costs, share options and warrants and goodwill amortisation 6.06 cents 3.27 centsBefore once off costs, share options and warrants and goodwill amortisation 10.23 cents 6.10 cents Diluted earnings per ordinary shareAfter once off costs, share options and warrants and goodwill amortisation 5.91 cents 3.27 centsBefore once off costs, share options and warrants and goodwill amortisation 9.97 cents 6.09 cents\* T \* TConsolidated Statement of Total recognised gains and lossesfor the year ended 31 December 2006 2006 2005 EUR '000 EUR '000 Profit for the financial year 4,681 1,697Exchange translation difference on foreign currencynet investment (158) (35) -------- -------- Total recognised gains and losses for the year 4,523 1,662 -------- --------\* T \* TConsolidated Balance Sheetat 31 December 2006 2006 2005 EUR '000 EUR '000 Fixed assetsTangible assets 6,224 3,133Intangible assets - goodwill 65,477 20,985Intangible assets - intellectual property - 133 -------- -------- 71,701 24,251 Financial AssetsInvestment in joint venture undertaking: Share of gross assets 1,743 - Share of gross liabilities (1,743) - -------- -------- - - Current assetsStocks 6,523 491Debtors 29,493 15,597Cash at bank and in hand 7,805 9,099 -------- -------- 43,821 25,187Creditors (amounts falling due within one year) (41,111) (15,363) -------- --------Net current assets 2,710 9,824 -------- -------- Total assets less current liabilities 74,411 34,075 Creditors (amounts falling due after more than one year) (20,232) (7,520)Provision for liabilities - (39) -------- --------Net assets 54,179 26,516 ======== ======== Capital and reservesCalled up share capital 21,733 17,076Share premium account 27,602 9,330Share options/warrant reserve 211 -Other reserves (270) (112)Profit and loss account 4,903 222 -------- --------Shareholders' funds 54,179 26,516 ======== ========\* T \* TConsolidated cash flow statementfor the year ended 31 December 2006 2006 2005 EUR EUR '000 '000 Net cash inflow from operating activities 7,013 2,425Returns on investment and servicing of finance (1,033) (2,819)Taxation (1,426) (543)Capital expenditure and financial investment (778) (752)Acquisitions and disposals (32,115) (3,568) -------- -------Net cash outflow before financing (28,339) (5,257)Financing 27,056 13,556 -------- -------(Decrease)/increase in cash during the year (1,283) 8,299 ======== ======= Reconciliation of net cash flow to movement in net debt(Decrease)/Increase in cash during the year (1,283) 8,299Net increase in loans, overdrafts and invoice discounting facilities (9,822) (3,990)Repayment of finance leases 180 299 -------- -------Changes in net (debt) cash resulting from cash flows (10,925) 4,608Net debt at beginning of year (3,106) (7,230)Finance leases acquired with subsidiaries (77) -New finance leases drawn down - (484)Loans acquired with subsidiaries (3,308) -Foreign exchange translation difference (11) - -------- -------Net debt at end of year (17,427) (3,106) ======== =======\* T Notes \* T 1 Segmental analysis 2006 2005 EUR '000 EUR '000 The segmental analysis of turnover and operating profits are as follows: Turnover by segment Support Services and Student Accommodation 87,931 54,000 Recruitment and Aviation outsourcing 28,533 11,325 -------- -------- Total turnover 116,464 65,325 -------- -------- Operating profit by segment Support Services and Student Accommodation 7,853 4,188 Recruitment and Aviation outsourcing 3,322 1,266 -------- -------- Trading profit 11,175 5,454 Goodwill and other costs (4,436) (2,400) -------- -------- Operating profit 6,739 3,054 -------- --------\* T \* T Turnover by geographical analysis Republic of Ireland 88,639 42,070 Northern Ireland 27,259 23,097 Europe 566 158 -------- ------- Total turnover 116,464 65,325 -------- ------- Operating profit by geographical analysis Republic of Ireland 10,908 3,991 Northern Ireland 398 1,497 Europe (131) (34) Unallocated (4,436) (2,400) -------- ------- Total operating profit 6,739 3,054 -------- -------\* T \* T Net Assets by segment Support Services and Student Accommodation 41,376 21,824 Recruitment and Aviation outsourcing 12,803 4,692 ------- ------- Total Net Assets 54,179 26,516 ------- -------\* T \* T Net Assets by geographical analysis Republic of Ireland 50,354 24,036 Northern Ireland 3,547 2,397 Europe 278 83 ------- ------- Total turnover 54,179 26,516 ------- -------\* T Notes (continued) \* T 2 Other Costs 2006 2005 EUR '000 EUR '000 Once off tender costs 477 - IPO Costs - 340 -------- -------- 477 340 -------- --------\* T Once off tender costs comprise of costs incurred in preparing for the submissionof a significant government outsourcing contract. \* T 3 Employees 2006 2005 The average weekly number of employees, including executive directors, during the year, was as follows: Support Services and Student Accommodation 2,232 1,721 Recruitment and Aviation Outsourcing 254 203 Administration 117 77 ------ ------ 2,603 2,001 ------ ------\* T Notes (continued) \* T 4 Earnings per share 2006 2005 EUR '000 EUR '000 Earnings as reported 4,681 1,697 Adjustment for once off costs 477 340 Adjustment for share options/warrants 211 - Adjustment for goodwill amortisation 2,528 1,126 ------------ ----------- Adjusted earnings 7,897 3,163 ------------ ----------- Weighted average number of ordinary shares 77,190,601 51,882,232 Diluted weighted average number of ordinary shares 79,210,661 51,972,313 Basic earnings per ordinary share - After once off costs, share options and warrants and goodwill amortisation 6.06 cents 3.27 cents - Before once off costs, share options and warrants and goodwill amortisation 10.23 cents 6.10 cents Diluted earnings per ordinary share - After once off costs, share options and warrants and goodwill amortisation 5.91 cents 3.27 cents - Before once off costs, share options and warrants and goodwill amortisation 9.97 cents 6.09 cents\* T Basic earnings per share is calculated by dividing the profit attributable toequity holders of the Company by the weighted average number of ordinary sharesin issue during the period, excluding ordinary share options and warrants. Diluted earnings per share is calculated by adjusting for the weighted averagenumber of ordinary shares outstanding to assume conversion of all dilutivepotential ordinary shares. Options and warrants granted under Employee ShareOption Schemes dilute the earnings per share by increasing the weighted averagenumber of shares without changing the net profit. \* T 5 Reconciliation of movements in shareholders' funds 2006 2005 EUR '000 EUR '000 Shareholders' funds at beginning of year 26,516 15,232 Total recognised gains and losses 4,523 1,662 Increase in share options/warrants reserve 211 - Dividend paid - (2,000) Nominal value of shares issued 4,657 4,757 Movement in share premium net of issue costs 18,272 6,865 -------- -------- Shareholders' funds at end of year 54,179 26,516 -------- --------\* T Notes (continued) \* T 6 Gross cash flows 2006 2005 EUR '000 EUR '000 Reconciliation of operating profit to net cash inflow from operating activities Operating profit 6,739 3,054 Depreciation 1,091 640 Loss on disposal of intangible assets 133 - (Loss)/profit on sale of tangible fixed assets 12 (17) Amortisation of goodwill 2,528 1,126 Share options and warrants 211 - Increase in debtors (6,340) (4,851) Increase in creditors 7,502 2,691 Increase in stocks (4,863)* (218) -------- -------- Net cash inflow from operating activities 7,013 2,425 -------- -------- * The increase in stocks includes an amount of EUR 5,245k relating to the development of student accommodation in Islington. All student accommodation developments are separately financed.\* T \* T Return on investment and servicing of finance Interest received 56 12 Interest paid (1,053) (790) Interest element of finance lease rental payments (36) (41) Dividend paid - (2,000) -------- ------- (1,033) (2,819) -------- ------- Capital expenditure and financial investment Payments to acquire tangible fixed assets (1,146) (815) Receipts from sale of tangible fixed assets 368 96 Payments to acquire intellectual property - (33) -------- ------- (778) (752) -------- ------- Acquisitions and disposals Payments in respect of the acquisition of subsidiary undertakings (33,755) - Cash and cash equivalents acquired with subsidiary undertakings 3,157 - Payments in respect of deferred consideration (1,517) (3,568) -------- ------- (32,115) (3,568) -------- ------- Financing Issue of share capital 17,414 9,993 Drawdown of loans 10,540* 3,070 Repayment of finance leases (180) (299) (Decrease) / increase in invoice discounting facilities (718) 792 -------- ------- 27,056 13,556 -------- ------- * Included in drawdown of loans is an amount of EUR 4,448k in relation to the development of student accommodation in Islington. This development is separately financed.\* T Notes (continued) \* T 7 Analysis of changes in net debt At 31 Dec At 31 Dec 2005 Cashflows Other Acquisitions 2006 EUR '000 EUR '000 EUR '000 EUR '000 EUR '000 Cash at bank and in hand 9,099 (1,283) (11) - 7,805 Bank loans, overdrafts and invoice discounting facilities (11,731) (9,822) - (3,308) (24,861) Finance leases (474) 180 - (77) (371) --------- --------- -------- ------------ --------- (3,106) (10,925) (11) (3,385) (17,427) --------- --------- -------- ------------ ---------\* T \* T 8 Analysis of borrowings: Bank loans, overdrafts and invoice discounting facilities 2006 2005 EUR '000 EUR '000 Repayable within one year 11,842* 4,489 Repayable between one and two years 2,850 1,018 Repayable between two and five years 7,449 3,382 Repayable after five years 2,720 2,842 -------- -------- 24,861 11,731 -------- -------- * Included in loans repayable within one year is an amount of EUR 4,448k in relation to the development of student accommodation in Islington. This development is separately financed.\* T \* TNewcourt GroupTed O'Neill, Chief ExecutiveMobile: +353 86 8214467newcourt@kcapitalsource.comorK Capital SourceJonathan Neilan/Mark KennyTel: +353 1 631 5500\* T Copyright Business Wire 2007