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Half-year Report

1 Dec 2016 07:00

PHSC Plc - Half-year Report

PHSC Plc - Half-year Report

PR Newswire

London, November 29

01 December 2016

PHSC PLC

(“PHSC”, the “Company”, or the “Group”)

Unaudited Interim Results for the six months ended 30 September 2016

GROUP CHIEF EXECUTIVE OFFICER’S STATEMENT

Financial Highlights

Group turnover for first half up 7% at £3.587m compared with £3.354m last year. Loss of £93k measured as EBITDA after bad debt provision, versus £229k profit last year. Loss per share of 0.85p compared with 1.23p per share profit last year. Cash balance of £301k at period end compared with £611k last year. Net asset value of £6.098m Pro-forma net asset value per share of 41.5p compared to a current share price (mid) of 18p. Q2 saw a return to profitable trading, but results impacted by £44k bad debt provision.

Trading Overview

In the trading update preceding our AGM, we reported a consolidated EBITDA loss of around £94k on sales of £2.3m for the first four months of the year. We indicated that improvements would take place by the time of our Interim results. Were it not for a loss of circa £40k caused by one client going into administration and an additional £4k provision for other potential bad debts, the last two months would have delivered EBITDA of £45k.

The board is confident of improvement in the second half of the year and we do not currently anticipate any additional provisions for bad debts. The Group returned to profitable trading in the month of October, achieving EBITDA of £25.6k and reducing the cumulative loss to £67.4k.

There is an analysis of performance by individual subsidiary later in this statement. The performances which have the most impact on the Group’s profitability are those of Adamson’s Laboratory Services Ltd (ALS) and SG Systems (UK) Ltd (SG). In the case of ALS, the ongoing loss-making situation is largely brought about by a continuing erosion of the prices at which work can be obtained, and a general reduction in revenues against a background of a predominantly fixed cost base. Management are taking steps to address this situation and several options are being considered. In the short term, there have unfortunately had to be a number of redundancies at the company, the costs of which are not reflected in the results for the first half.

The prognosis for SG is entirely different to that of ALS. This company, which was acquired in December 2015, has invested heavily in developing solutions to protect property using radio frequency identification technology (RFID). A number of significant trials and pilot schemes are underway with private and public sector clients and the company is hopeful of generating some significant revenues in the months to come. The cost of investment in technological solutions has affected the financial performance. In addition, there was reduced income from routine sales and servicing, both of which have been affected by a hiatus in orders from a major customer. However, SG returned to profit in September and October.

The inclusion of SG’s revenues and costs in the consolidated accounts has resulted in higher administrative expenses compared with last year.

B to B Links Limited (B to B), which is a sister company to SG, continues to work with national accounts in the retail sector and has been successful in maintaining a strong order book that will see it through the remainder of the financial year. A negative factor is that the decline in the value of Sterling following the UK’s referendum on EU membership has impacted on both B to B and SG. Both companies import the vast majority of their electronic components from Europe or Asia with payment having to be made in USD or Euros.

Training and consultancy relating to new ISO standards that took effect a year ago have enabled our QCS International Limited subsidiary to increase revenue and profit, and management are optimistic that this trend can continue over then next year and beyond. A new standard on health and safety, ISO 45001, is expected to be approved in 2017 and this will present further potential demand for the company’s services.

Quality Leisure Management Limited has seen a fall in revenue and profits. This is attributable to reduced local authority funding of many leisure trusts, and some consolidation in the sector.

Health and safety consultancy and training activity delivered by other group companies is largely unchanged but it has not been possible to increase income in line with the rising cost of delivery.

Outlook

The Group expects to trade profitably in the second half of the financial year, and will be concentrating its efforts on addressing some of the issues highlighted above. There are likely to be some restructuring costs associated with our ALS subsidiary as management seek to align costs with the lower revenues being currently generated. Following an approach by a third party, discussions were held which could have resulted in ALS leaving the Group. On this occasion we did not find the proposed terms to be suitable, but we remain open to future approaches that can be shown to be in shareholders’ best interests.

Dividend Prospects

The Board is not declaring an interim dividend but will consider an appropriate level of final dividend at the relevant time. Despite the current performance, the Group has a reasonably strong balance sheet that includes retained earnings from previous years. However, if the Group does not generate a profit for the year, it may recommend a lower distribution or elect to forego a dividend entirely on this occasion.

Cash Flow

The bank balance stood at £301k as at the date of the interim accounts, compared with £611k at the interim stage last year. The reduction is primarily due to the acquisition payments totalling £400k made in December 2015. In addition, the Company raised £350k before costs from a share placing, as announced on 19 August 2016.

The £200k overdraft facility in place with our bankers, HSBC, has been subject to annual review. In view of the trading losses to date it was felt prudent to increase this facility to £300k to give sufficient support.

The bank balance as at 30 November was £356,017.

Performance by Trading Subsidiaries

Profit/loss figures for individual subsidiaries are stated before tax and inter-company charges (including the costs of operating the plc which are recovered through management charges to trading subsidiaries), interest paid and received, depreciation and amortisation.

Adamson’s Laboratory Services Limited

Revenue of £509,800 resulting in a loss of £101,400 (the equivalent figures for the same period last year were £1,105,100 and a profit of £102,900).

Inspection Services (UK) Limited

Invoiced sales of £111,200 yielding a profit of £23,000 (the figures for the same period last year were £96,300 and £8,900).

Personnel Health and Safety Consultants Limited

Invoiced sales of £340,300 yielding a profit of £108,100 (the figures for the same period last year were £328,300 and £132,000).

RSA Environmental Health Limited

Invoiced sales of £189,200 resulting in a profit of £34,600 (the figures for the same period last year were £209,700 and £21,000).

Quality Leisure Management Limited

Invoiced sales of £196,400 resulting in a profit of £6,400 (the figures for the same period last year were £239,600 and £34,900).

QCS International Limited

Invoiced sales of £258,600 yielding a profit of £67,300 (the figures for the same period last year were £245,000 and £58,000).

B to B Links Limited

Invoiced sales of £1,237,900 yielding a profit of £38,000 (the figures for the same period last year were £1,120,100 and £58,900). The profit for the period ended 30 September 2016 is shown after deduction of circa £40,000 which proved unrecoverable after a client fell into administration.

SG Systems (UK) Limited

Invoiced sales of £743,673 resulting in a loss of £18,800 (there are no comparative figures for last year as the business was acquired in December 2015).

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

For further information please contact:

PHSC plc Stephen King Stephen.king@phsc.co.uk www.phsc.plc.uk 01622 717700
Northland Capital Partners Limited (Nominated Adviser) Edward Hutton/David Hignell0203 861 6625
Beaufort Securities Limited (Broker) Elliot Hance020 7382 8300

About PHSC

PHSC plc, through its trading subsidiaries Personnel Health & Safety Consultants Ltd, RSA Environmental Health Ltd, Adamson's Laboratory Services Ltd, QCS International Ltd, Inspection Services (UK) Ltd and Quality Leisure Management Ltd, provides a range of health, safety, hygiene, environmental and quality systems consultancy and training services to organisations across the UK. B to B Links Ltd and SG Systems (UK) Ltd offer innovative retail security solutions including tagging, labelling and CCTV.

Group Statement of Comprehensive Income Six months ended Six months endedYear ended
30 Sept 1630 Sept 1531 Mar 16
NoteUnauditedUnaudited
£'000£'000£'000
Continuing operations
Revenue33,5873,3547,004
Cost of sales(1,990)(1,804)(3,803)
Gross profit1,5971,5503,201
Administrative expenses(1,713)(1,345)(2,931)
Administrative expenses - exceptional2--(609)
Other income1--
(Loss)/profit from operations(115)205(339)
Finance income1-1
Finance costs---
(Loss)/profit before taxation(114)205(338)
Corporation tax expense-(49)(76)
(Loss)/profit for the period after tax attributable
to owners of parent3(114)156(414)
Total comprehensive income attributable to owners of the parent (114)156(414)
Attributable to:
Equity holders of the Group(114)156(414)
Basic and diluted Earnings per Share for (loss)/profit after tax from continuing operations attributable to the equity holders of the Group during the period5(0.85p)1.23p(3.23p)

Group Statement of Financial Position30 Sept 1630 Sept 1531 Mar 16
UnauditedUnaudited
Note£'000£'000£'000
Non-current assets
Property, plant and equipment4653684675
Goodwill4,5044,5804,504
Deferred tax asset1-1
5,1585,2645,180
Current assets
Inventories493224416
Trade and other receivables1,6971,8641,895
Cash and cash equivalents301611256
2,4912,6992,567
Total assets37,6497,9637,747
Current liabilities
Trade and other payables1,1291,1261,222
Current corporation tax payable84134103
Deferred consideration200-200
1,4131,2601,525
Non-current liabilities
Deferred taxation liabilities636863
Contingent consideration75-75
13868138
Total liabilities1,5511,3281,663
Net assets6,0986,6356,084
Capital and reserves attributable to equity
holders of the Group
Called up share capital1,4681,2681,308
Share premium account1,9151,7511,751
Capital redemption reserve144144144
Merger relief reserve13480134
Retained earnings2,4373,3922,747
6,0986,6356,084

Group Statement of Changes in Equity
Share CapitalShare PremiumCapital Redemption ReserveMerger Relief ReserveRetained Earnings Total
£'000£'000£'000£’000£'000£'000
Balance at 1 April 20161,3091,7511441342,7476,085
Loss for the period attributable to equity holders----(114)(114)
Share issue159164---323
Dividends----(196)(196)
Balance at 30 September 20161,4681,9151441342,4376,098
Balance at 1 April 20151,2681,751144803,3556,598
Profit for the period attributable to equity holders----156156
Dividends----(119)(119)
Balance at 30 September 20151,2681,751144803,3926,635

Group Statement of Cash Flows Six months Six monthsYear
endedendedended
30 Sept 1630 Sept 1531 Mar 16
UnauditedUnaudited
£'000£'000£'000
Cash flows (used by)/generated from operating activities
Cash (used by)/generated from operations(64)306414
Interest paid---
Tax paid(19)(20)(83)
Net cash (used by)/generated from operating activities(83)286331
Cash flows from/(used in) investing activities
Purchase of property, plant and equipment-(18)(36)
Purchase of subsidiary companies net of cash acquired--(263)
Disposal of fixed assets--1
Interest received1-1
Net cash from/(used in) investing activities1(18)(297)
Cash flows from/(used in) financing activities
Payment of deferred consideration--(50)
Dividends paid to group shareholders(196)(119)(190)
Proceeds from share placement323--
Net cash from/(used in) financing activities127(119)(240)
Net increase/(decrease) in cash and cash equivalents45149(206)
Cash and cash equivalents at beginning of period256462462
Cash and cash equivalents at end of period301611256
Notes to the cash flow statement
Cash (used by)/generated from operations
Operating (loss)/profit - continuing operations(114)205(339)
Depreciation charge212447
Goodwill impairment--609
Loss on sale of fixed assets--2
Increase in inventories(77)(8)(28)
Decrease in trade and other receivables198115382
Decrease in trade and other payables(92)(30)(259)
Cash (used by)/generated from operations(64)306414

Notes to the Financial Statements

1. Basis of preparation

These condensed consolidated financial statements are presented on the basis of International Financial Reporting Standards (IFRS) as adopted by the European Union and interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) and have been prepared in accordance with AIM rules and the Companies Act 2006, as applicable to companies reporting under IFRS.

The financial information contained in this report, which has not been audited, does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006. The Group's statutory financial statements for the year ended 31 March 2016, prepared under IFRS have been filed with the Registrar of Companies. The auditors' report for the 2016 financial statements was unqualified and did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006.

The same accounting policies and methods of computation are followed within these interim financial statements as adopted in the most recent annual financial statements. 

New IFRS standards and interpretations not adopted

A number of new standards and amendments to standards and interpretations have been issued but are not yet effective and in some cases have not been adopted by the European Union. The directors do not expect the adoption of these standards will have a material impact on the financial statements of the Group in future periods, except IFRS 15 may have an impact on revenue recognition and related disclosures and IFRS 16 may have an impact on the measurement and treatment of operating leases and related disclosures. At this point it is not practicable for the directors to provide a reasonable estimate of the effect of IFRS 15 and IFRS 16 as their detailed review of these standards is still ongoing.

The information presented within these interim financial statements is in compliance with IAS 34 "Interim Financial Reporting". This requires the use of certain accounting estimates and requires that management exercise judgement in the process of applying the Group's accounting policies. The areas involving a high degree of judgement or complexity, or areas where the assumptions and estimates are significant to the interim financial statements are disclosed below:

Impairment of goodwill

The Board has considered the carrying value of goodwill and although there have been losses in the interim period the longer term outlook remains positive and an impairment charge in these interim accounts is not therefore considered necessary and will be reassessed at the year end.

30 Sept 1630 Sept 1531 Mar 16
UnauditedUnaudited
2Exceptional Administrative Expenses£'000£'000£'000
Impairment of PHSC plc’s investment in Adamson’s Laboratory Services Limited--609

Notes to the Financial Statements (continued)
30 Sept 1630 Sept 1531 Mar 16
3Segmental ReportingUnauditedUnaudited
£'000£'000£'000
Revenue
PHSC plc---
Personnel Health & Safety Consultants Ltd340328703
RSA Environmental Health Ltd189210413
Adamson's Laboratory Services Ltd5101,1051,827
Inspection Services Ltd111106219
Quality Leisure Management Ltd196240506
Q C S International Ltd259245528
B to B Links Ltd1,2381,1202,552
SG Systems (UK) Ltd744-256
3,5873,3547,004
Profit/(loss) after taxation, before management charge
PHSC plc(259)(205)(495)
Personnel Health & Safety Consultants Ltd90108238
RSA Environmental Health Ltd301964
Adamson's Laboratory Services Ltd(105)8987
Inspection Services Ltd191533
Quality Leisure Management Ltd52983
Q C S International Ltd5849105
B to B Links Ltd3352133
SG Systems (UK) Ltd(20)-(70)
(149)156178
Taxation adjustment (group loss relief and deferred tax)35-17
Goodwill impairment--(609)
(114)156(414)
Total assets
PHSC plc4,0376,3373,963
Personnel Health & Safety Consultants Ltd951422864
RSA Environmental Health Limited612476610
Adamson's Laboratory Services Ltd9548151,034
Inspection Services Ltd18957144
Quality Leisure Management Ltd20598249
Q C S International Ltd426103352
B to B Links Ltd1,1701,1261,443
SG Systems (UK) Ltd404-387
8,9489,4349,046
Adjustment of goodwill(1,299)(1,471)(1,299)
7,6497,9637,747

Notes to the Financial Statements (continued)30 Sept 1630 Sept 1531 Mar 16
UnauditedUnaudited
4Property, plant and equipment£'000£'000£'000
Cost or valuation
Brought forward1,0791,0551,055
Additions-1826
Disposals--(7)
Acquisition of subsidiary--9
Carried forward1,0791,0731,083
Depreciation
Brought forward404365365
Charge222447
Disposals--(4)
Carried forward426389408
Net book value653684675
5Earnings per share
The calculation of the basic earnings per share is based on the following data.
30 Sept 1630 Sept 1531 Mar 16
£'000£'000£'000
UnauditedUnaudited
Earnings
Continuing activities(114)156(414)
Number of shares30 Sept 1630 Sept 1531 Mar 16
Weighted average number of shares for
the purpose of basic earnings per share13,451,48012,686,35312,806,901
Date   Source Headline
14th Nov 201412:00 pmPRNInterim Results Publication Date
8th Sep 201412:05 pmPRNResult of AGM
8th Sep 20147:00 amPRNPre-AGM Statement
27th Aug 20147:00 amPRNDirector/PDMR Shareholding
20th Aug 20147:00 amPRNAcquisition Earn-out Payment
5th Aug 20144:58 pmPRNAvailability of Report and Accounts
14th Jul 20147:00 amPRNPreliminary Results
15th May 20147:00 amPRNTrading Update
11th Feb 20142:22 pmPRNDirector/PDMR Shareholding
3rd Feb 20147:00 amPRNTrading update
5th Dec 20137:00 amPRNHalf-yearly Report
2nd Oct 20135:05 pmPRNHolding(s) in Company
2nd Oct 20134:49 pmPRNHolding(s) in Company
27th Sep 20137:00 amPRNPlacing and Trading Update
9th Sep 201310:57 amPRNResult of AGM
9th Sep 20137:00 amPRNPre-AGM Trading Update
21st Aug 20134:00 pmPRNHolding(s) in Company
2nd Aug 20132:30 pmPRNPosting of Annual Report & Accounts
9th Jul 20137:00 amPRNFinal Results
15th May 20137:00 amPRNTrading Statement
18th Feb 201312:58 pmPRNDirector Shareholding
1st Feb 20137:00 amPRNTrading Statement
30th Nov 20127:00 amPRNHalf-yearly Report
6th Sep 201211:45 amPRNResult of AGM
6th Sep 20127:00 amPRNPre-AGM Trading Update
31st Aug 20124:40 pmPRNTotal Voting Rights
30th Aug 20123:00 pmPRNProposed Acquisition
14th Aug 20124:56 pmPRNDirector/PDMR Shareholding
8th Aug 20123:43 pmPRNDirector/PDMR Shareholding
24th Jul 20121:04 pmPRNPosting of Annual Report & Accounts
17th Jul 20127:00 amPRNAcquisition of QCS International Limited
27th Jun 20127:03 amPRNFinal Results
11th May 20127:00 amPRNTrading Statement
4th Apr 201212:17 pmPRNHolding(s) in Company
8th Mar 20127:00 amPRNTR1 - Notification of Major Interest in Shares
1st Mar 20127:00 amPRNDirector/PDMR Shareholding
24th Jan 20127:00 amPRNTrading Update
30th Nov 20117:00 amPRNHalf-yearly Report
21st Oct 20117:00 amPRNNotification of Shareholding
7th Sep 201112:53 pmPRNResult of AGM
7th Sep 20117:35 amPRNAGM Statement
21st Jul 20117:00 amPRNPosting of Annual Report and Accounts
13th Jun 20117:00 amPRNPreliminary Results
26th Jan 20117:00 amPRNTrading Update
26th Nov 20107:00 amPRNHalf-yearly Report
26th Nov 20107:00 amPRNHalf-yearly Report
3rd Nov 20107:00 amPRNNominated Adviser and Broker - Change of Name
9th Sep 201011:33 amPRNResult of AGM
9th Sep 20109:30 amPRNAGM Statement
4th Aug 20109:06 amPRNPosting of Annual Report and Accounts

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