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REG - 600 Group PLC - Results for the year ended 31 March 2022

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RNS Number : 3737B  600 Group PLC  30 September 2022

30 September 2022

The 600 Group PLC

("600 Group" or the "Group")

Results for the year ended 31 March 2022

Transformative year with streamlined operations refocused on the high-growth
Industrial Laser Systems market

 

The 600 Group PLC (AIM: SIXH), the Industrial Laser Systems Business, today
announces its results for the year ended 31 March 2022.

 

Financial Highlights

·      Revenue from continuing operations up 50% to $32.0m (2021:
$21.3m)

·      Underlying operating profit from continuing operations of $1.8m
(2021: loss $0.2m)

·      Operating profit after adjusting items from continuing operations
$1.2m (2021: loss $1.0m)

·      Laser Division underlying operating margin increased to 12.9%
(2021: 8.6%)

·      Underlying profit before tax on continuing operations of $0.8m
(2021: loss $1.3m)

·      Profit before tax after adjusting items on continuing operations
of $0.2m (2021: loss $2.8m)

·      Group net debt at 31 March 2022 excluding lease liabilities was
$17.0m (31 March 2021: $12.7m); all long-term borrowings redeemed post year
end following sale of Machine Tool Division

·      Year-end order book increased by 24% to record levels at 31 March
2022, with further 10% growth to the end of September 2022 as the Group sees
heightened demand in FY23

Underlying profits are before adjusting items which are unrelated to the
normal trading activity of the group - see note 4.

 

Strategic & Operational Highlights

·      Completed the Group's strategic refocus towards Industrial Laser
Systems - a higher-margin, growth market - following the disposal of the
Machine Tool Solutions division (completed in April 2022)

 

·      Strong recovery post-pandemic with particularly high activity
levels across the Industrial Laser Systems businesses and a record order book

o  50% revenue increase from Industrial Lasers division driven by strong
organic growth in order intake

o  CMS led the order book growth, including a $4.3m order from Goe Goe for
four pill driller machines

 

·      Strengthened operations across Industrial Laser Systems
businesses:

o  Integrated Group processes with CMS and TYKMA Electrox now being served by
a combined sales operations and distribution network

o  Completed proprietary software upgrade for TYKMA Electrox, providing
upgrade opportunities to customers as well as adding new functionality and
compatibility with other systems and operations

 

·      Redeemed all long-term debt following disposal of the Machine
Tool Division for cash consideration of US$21m; significant credit facilities
to support increased activity levels and finance growth. Current borrowings of
$2.8m are supporting increased receivables, including the balance of the Goe
Goe contract, which are due to be received over the next few months.

 

·      Strong pipeline of opportunities and record order book with the
Group well positioned to take advantage of operational gearing as volumes
continue to increase

 

 

Paul Dupee, Executive Chairman of the Group, commented:

 

"The 600 Group has been transformed into a streamlined business with the
financial flexibility and operational platform to capture the growth potential
of the industrial laser systems market.

 

"The global market for industrial lasers is valued in the region of $15-20
billion, with further growth projected as lasers are adopted in material
processing across multiple industries, ranging from aerospace and transport to
medical and pharmaceutical.

 

"We are proud to own two leading brands within this high-growth, future-facing
market. The strength of our offering is reflected in the way we have rebounded
strongly from the impact of the pandemic. Our businesses have seen a
significant increase in activity levels across our operations, achieving
record order books during the year and seeing growth since the year end, which
underpins the Group's growth projections.

 

"As we enter the new financial year with all long-term debt repaid and 100%
focused on the Laser Division, the Group is in a strong position to deliver
further growth. We are focused on expanding our share of this highly
fragmented industry, both through organic growth and consolidation
opportunities. The Board looks to the future with confidence and will provide
a trading update on H1 FY2023 performance in due course."

 

Enquiries:

 

 The 600 Group PLC                                     Tel: +1-407-818-1123

 Paul Dupee, Executive Chairman

 Instinctif Partners (Financial PR)                    Tel: +44 207 457 2020

 Tim McCall / Joe Quinlan                              600Group@instinctif.com

 Cenkos Securities plc (Nominated Adviser and Broker)  Tel: +44 20 7397 8900

 Ben Jeynes / Max Gould (Corporate Finance)

 Alex Pollen/ Henry Nicol (Sales)

 

 

Chairman's Statement

 

Fiscal 2022 was a truly transformative year for The 600 Group PLC. After more
than 100 years of owning and operating various, often unrelated, businesses in
a number of industries in various countries around the world, the group has
simplified itself and is now engaged in only one line of business with current
manufacturing and executive facilities in only one country, the United States.
The group has transitioned from being a leveraged manufacturer of legacy
products in mature industries to a business that was debt free at the date of
the machine tool disposal and is now focused, flexible and embracing 21st
century technology with inherent attractive growth rates and ample
opportunities, both internal and external, to expand its existing
capabilities.

 

The sale of our machine tool business, concluded in April, allowed us to
redeem all long-term debt while we remain with significant credit facilities.
This enables us to support the increased level of activity in our remaining
division, Industrial Lasers, where revenues increased by 50% and year-end
order book has grown by 24%.

 

During the pandemic, our divisional management has done an excellent job of
balancing the challenges faced including adjusting to supply chain issues,
managing personnel absentees and shortages, and taking advantage of government
programs including PPP in the US and the furlough and loan schemes in the UK.
This could not have been accomplished without the hard work and dedication of
our superb work force whom the Board congratulate on a job well done under
very trying circumstances.

 

Having fundamentally changed the business, we must now leverage our strengths
including our enviable position in laser systems manufacturing, our strong
distribution network, our proprietary intellectual property, our diversified,
blue chip customer base, our strong financial position, our buoyant order book
and our committed and talented employees. We must also take advantage of the
large addressable market available to us and look for synergies within our
technology base.

 

The last few years-- simplification of the business, the pandemic, the supply
chain disruptions, the relocation of the head office--have created an
opportunity for The 600 Group to thrive and prosper. It is now up to the
board, the management and our employees to take advantage of that opportunity.

 

 

Paul Dupee

Chairman

30 September 2022

 

Strategic Report

 

Our business

The 600 Group PLC ("the Group") is a leading engineering group focused on the
global industrial laser technology industry. Our market leading businesses
have a diversified, blue-chip customer base to whom we design and supply
industrial laser systems for applications in end-markets ranging from
industrial and aerospace to medical and pharmaceuticals. The Group operates
from locations in North America and sells 21% of its products and services
worldwide. The Group has important relationships directly with customers and
also with a number of distributors Worldwide.

 

Given the large number of customers and established distributors in many
countries there are no major sales concentrations of customers or products.
Sales are split evenly between direct customers and distributors and in the
year ended 31 March 2022, the top 20 customers, of which 9 (2021: 10) were
distributors, contributed 43% (2021: 23%) of revenues.

 

Revenues (Continuing activities)

Revenues are generated across many diverse geographical territories:

 

 Percentage of worldwide revenues  2022                                2021

 (by destination)                  %                                   %

 United States of America          79.0                                84.3
 United Kingdom                    0.4                                 0.6
 Far East                          12.5                                1.8
 Europe (excluding UK)             5.2                                 6.9
 Rest of the World                                 2.9                           6.4

 Total                             100                                 100

 

Macroeconomic and industry trends

 

Industrial laser systems

The use of industrial lasers for material processing continues to expand
worldwide with laser systems now becoming a mainstream manufacturing process.
Applications include laser machining, including cutting and drilling, marking,
ablation and a host of other niche processes. One of the main drivers of this
industry has been legislation and the continual increase in the requirement
for traceability of products in all industries from aerospace and transport to
medical and pharmaceutical.

 

The global industrial laser market is estimated to be in the region of $5.6bn
but given this number relates just to the laser sources, the actual market for
systems incorporating these lasers and associated equipment and software is
estimated to be much larger in the region of $15-$20bn. The industry had seen
mid-single digit increases until 2019 when a fall was recorded. Metal cutting
is by far the largest application by value and the market is dominated by
China which is the largest producer and consumer of industrial lasers. The
fall in the overall market in 2019 was estimated to be in the region of 12%
and largely driven by Chinese decline in cutting systems which mirrored the
decline in machine tools, both of which are heavily influenced by Chinese
demand. The effects of the COVID-19 pandemic led to significant reductions in
volumes in the early part of 2020 but as China, in particular, opened up,
volumes recovered and the overall market was estimated to be similar to that
of 2019 as a result. The European and American markets however were slower to
recover and took until Q1 of 2021 to show significant signs of a return to
more normal levels of activity. Whilst there continues to be post pandemic
global issues with increased inflation and the Ukraine war leading to energy
price increases the laser processing markets have shown resilience in recent
years to Global market changes.

 

The laser marking and micro-materials processing subset of the market (in
which the Group competes) is smaller than the macro-materials processing
subset and has seen low single digit growth in recent years. Growth is
underpinned by enhanced performance in the speed, cost and quality of the
systems being implemented compared to other techniques as well as by
legislative changes driving a requirement for greater traceability of products
and components. The industry subset occupied by the Group has however seen a
proliferation of vendors and selling price pressure at the lower commodity end
of the market thus whilst unit volumes have continued to increase, revenue has
been held back. It is for this reason the Group took the decision to focus on
the higher end custom products where its strengths in design and proprietary
software provide greater opportunities to grow and enhance margin and where
the acquisition of CMS in June 2019 significantly enhanced these capabilities.

 

Industry predictions for the laser industry expect the volumes to continue to
increase at high single digit percentage levels going forward.

 

Our main markets

The main market we operate in is the USA. As with all Global markets demand
reduced as a result of the COVID-19 global pandemic but saw a rapid increase
as lockdowns ended. Supply chain issues have created delays in deliveries and
inflationary pressures have resulted in cost increases. The Group has bought
forward inventory and passed on cost increases where possible to mitigate
these factors.

 

The possibility of disruption remains due to the ongoing effects of COVID-19
and possible new outbreaks and variants. Increased inflationary pressures from
fuel costs and the risk of recession have more recently arisen and may create
further demand issues in the Global markets.

 

Activity in the year

 

Industrial laser systems

Following a fall in activity of 10% during the pandemic both CMS and TYKMA
Electrox experienced significant increased order activity leading to record
levels of order book.

 

The existing TYKMA Electrox business continued to move more into the custom
higher specification market as increased competition and price deflation
continued in the lower end standard products sector and the higher end large
projects undertaken by the CMS business returned. Both businesses continued to
take advantage of the USA Paycheck Protection Program (PPP) scheme at the
start of the year to keep teams and key skills together which allowed them to
respond quickly to the significant increase in activity. This was the second
round of benefits coming from this program. Both businesses have continued to
recruit additional personnel throughout the year as activity continued to
increase.

 

The completion of the upgraded proprietary software for TYKMA Electrox will
provide upgrade opportunities to customers going forward as well as adding new
functionality and compatibility with other systems and operations.

 

 

Results for Continuing activities of the Laser Division for the financial year
were as follows:

 

                              2022    2021

                              $ 000   $ 000
 Revenues                     31,960  21,331

 Underlying operating profit  4,109   1,836
 Underlying operating margin  12.9%   8.6%

 

Underlying operating profit is before adjusting items, which are explained in
note 12 Alternative Performance Measures and set out in note 4.

 

Discontinued Activity - Machine tools division

Following the agreed sale of the Division in March 2022, this activity is
treated as discontinued with the assets and liabilities shown as held for sale
in current assets and current liabilities in the Consolidated Statement of
Financial Position.

The revenue generated by this in the year ended 31 March 2022 was $37.0m and a
profit of $0.8m after tax and adjusting items. The total of assets and
liabilities held for sale, detailed in note 13, are $32m and $13.8m.

 

Group Results

Revenue from continuing operations represents the Laser Division and as a
result of record order books increased by 50% to $32.0m (2021: $21.3m). Group
profit before tax and adjusting items including the continuing central costs
was $0.8m (2021: loss $1.3m). The profit before tax after adjusting items was
$0.2m (2021: loss $2.8m).

 

Adjusting items

The directors have highlighted transactions which are material and unrelated
to the normal trading activity of the Group.

 

In the opinion of the directors, the disclosure of these entries should be
reported separately for a better understanding of the underlying trading
performance of the Group. These underlying figures are used by the Board to
monitor business performance, form the basis of bonus incentives and are used
for the purposes of the bank covenants.

 

These non-GAAP measures are explained in note 12 alternative performance
measures and set out in note 4. All adjusting items are taken into account in
the GAAP figures in the Income Statement.

 

Costs incurred on the disposal of the Machine Tool Division up to 31 March
2022 were $0.4m.

 

Amortisation of the intangible assets acquired through the CMS deal of $0.3m
(2021: $0.3m) are also included in adjusting items.

 

As a result of the extension of the repayment date of the loan notes in August
2021 the amortisation of the loan note discount and costs were required to be
recalculated to take account of the additional period which resulted in a net
credit of $0.03m (2021: $0.6m charge) and this is also included in adjusting
items. The loan notes were repaid from the proceeds of the Machine Tool
division sale in April 2022.

 

Taxation

The current year tax recorded in the P&L was a credit of $0.3m (2021:
charge of $1.4m). The majority of this amount relates to deferred taxation
movements with only $0.08m actually paid in State taxes. There was no Federal
tax expense in the USA. There is no USA deferred tax recognised as management
has made the determination that it is more likely than not that the net
deferred tax assets will not be realized in the short to medium term and
therefore have placed a valuation allowance against those deferred tax assets.
There were no significant penalties or interest recognized during the year or
accrued at year-end.

 

The UK holding company continues to benefit from previous tax losses with
$1.6m of deferred tax asset not recorded on the balance sheet. No taxation is
payable in the UK. There are substantial deferred tax assets in the USA of
$2.5m that are not recorded on the balance sheet. The US businesses are
subject to Federal taxation on their profits at the rate of 21% but also
suffer State taxes which increases their overall composite rate to 25%.

 

Net profit and earnings per share

The total continuing amount attributable to equity holders of the parent for
the current financial year amounted to $0.5m (2021: loss of $4.2m) with
pre-adjusting items profit of $1.1m (2021: loss $3.0m).

 

Underlying basic earnings from continuing operations before adjusting items
were 0.93 cents (equivalent to 0.68p) per share (2021: loss 2.53 cents,
equivalent to 1.93p loss) and basic earnings per share from continuing
operations were 0.41 cents (equivalent to 0.30p) (2021: 3.58 cents loss,
equivalent to 2.73p loss) - see note 7 for details.

 

Financial position and utilisation of resources

 

Cash flow

Cash generated from operations before working capital movements was $3.4m
(2021: $1.6m).

 

Working capital increased during the year in response to the increased
revenues and supply chain constraints in particular inventories increasing by
$3.8m. Receivables also increased $3.9m due to the sales growth in the year.

 

Interest paid on borrowings was in line with the previous year at $1.1m with
the largest component of this being the fixed interest on the £8.5m ($10.7m)
8% loan notes which were repaid in April 2022.

 

Capital expenditure was $0.8m, higher than prior year (2021: $0.5m) to support
the strong sales growth across the organization.

 

Net borrowings

Group net debt at 31 March 2022 excluding lease liabilities was $17.0m (of
which $0.7m was in discontinued entities held for sale) against $12.7m in the
prior year.

In order to provide headroom through the COVID-19 pandemic, on 21 August 2020,
the 600 UK Limited machine tools subsidiary drew down a £1.2m ($1.7m) 3-year
term loan with a bullet repayment on 15 September 2023 and interest at 1.92%
under the Government backed Coronavirus Large Business Interruption Loan
Scheme (CLBILS). There are no covenants on the loan. The loan was repaid on
completion of the Machine Tools Division sale in April 2022.

Net bank indebtedness of $6.3m at 31 March 2022 (2021: $4.8m) was all cleared
in April 2022 following the receipt of the proceeds on the Machine Tool
Division sale. The USA working capital credit line was increased to $10m to
facilitate additional requirements to support the substantial order increases
during the year and was reduced in April 2022 to $7.5m following the sale of
Machine tools.

The extension of the repayment date of the loan notes to 14 August 2023 was
agreed in August 2021 but the notes were repaid in April 2022 following
completion of the Machine Tool Division sale. The associated warrants to
subscribe for new ordinary shares at 20p were similarly extended to the same
date and remain outstanding. The loan notes are shown net of unamortised
discounting and costs and also amounts disclosed in equity reserve which
amount to $0.2m in the current financial year (2021: $0.2m).

Working capital facilities totaling $13.9m were renewed with HSBC UK, Bank of
America and Westpac Australia during the year and would have been due to be
reviewed in the normal course in early 2023 however all but the $7.5m working
capital line from Bank of America were repaid and extinguished in April 2022.
All financial covenants in place were met during the year.

 

Retirement benefits

 

The US retiree health scheme and pension fund deficits decreased to $0.8m
(2021: $1.0m) during the current year. These liabilities are included in
liabilities held for sale as part of the Machine Tool Division disposal which
was completed in April 2022 and the liabilities transferred as part of that
process.

 

Key performance indicators (KPIs)

The Group monitors performance against key financial objectives that the
Directors judge to be effective in measuring the delivery of strategic aims
and managing and controlling the business. These focus at Group level on
revenue and underlying operating profit.

 

At individual business unit level, KPIs also include working capital control,
and customer related performance measures such as on-time delivery and
minimisation of warranty concerns.

 

These key performance indicators are measured and reviewed against budget
projections and prior year on a regular basis and this enables the business to
set and communicate its performance targets and monitor its performance
against these targets. Given the Global effects of the COVID-19 pandemic,
comparison against prior periods has been difficult and relatively
meaningless, and market estimates have been very volatile and unpredictable.
Revenue targets are to outperform the market forecasts by 1% (5% is considered
a normal ongoing level of growth) and to achieve over a 10% underlying
operating margin target.

 

The Group's recent performance on these financial KPIs on continuing
operations is set out as follows:

 

 KPI                                             2022  2021
 Revenue (annual growth rate)                    50%   (10%)
 Underlying operating margin (% of revenue)      5.8%  (0.8%)

All figures are pre adjusting items on continuing operations

 

These KPIs are used to assess performance and manage the business and have
been discussed in the strategic report and divisional commentary.

 

Principal risks

The Board of Directors has identified the main categories of business risk in
relation to the implementation of the Group's strategic aims and objectives,
and has considered reasonable steps to prevent, mitigate or manage these
risks.

 

Macro-economic - the Group's businesses are active in markets which can be
cyclical in nature as the overall level of market demand is dependent upon
capital investment intentions. Economic or financial market conditions
determine global demand and could adversely affect our customers,
distributors, operations, suppliers, and other parties with whom we transact.
The Directors seek to ensure that overall risk is mitigated by avoiding
excessive concentration of exposure to any given industry segment or to any
individual customer. Market conditions, lead indicators and industry forecasts
are monitored for any early warning signs of changes in overall market demand,
and measures to exploit opportunities or manage elevated risks are taken as
appropriate. Key business risks are set out in the strategic review.

 

Production and supply chain - the continuity of the Group's business
activities is dependent upon the cost-effective supply of products for sale
from our own facilities, and those of our key vendors. Supply can be disrupted
by a variety of factors including raw material shortages, labour disputes and
unplanned machine down time. Delays in the shipment of goods can affect lead
times and create some disruption.

 

Laws and regulations - Group businesses may unknowingly fail to comply with
all relevant laws and regulations in the countries in which they operate and
contract business. There is a risk of breach of legal, safety, environmental
or ethical standards which can be more difficult to identify, comprehend, or
monitor in certain territories than others. The Directors believe that they
have taken all reasonable steps to ensure that operations are conducted to
high ethical, environmental and health and safety standards. Controls are in
place to keep regulatory and other requirements under careful review and
scrutinise any identified instances of elevated risk.

 

Information Technology ("IT") - Group IT systems and the information they
contain are subject to security risks including the unexpected loss of
continuity from virus or other issues, and the deliberate breach of security
controls for commercial gain or mischief. Any such occurrences could have a
significant detrimental effect on the Group's business activities. These risks
are mitigated by the utilisation of physical and embedded security systems,
regular back-ups and comprehensive disaster recovery plans.

 

Market risks

The Group's main exposure to market risk arises from increases in input costs
in so far as it is unable to pass them on to customers through price
increases. The Group seeks to mitigate increases in input costs through a
combination of continuous improvement activities to minimise increases in
input costs and passing cost increases on to customers, where this is
commercially viable.

The Group is also aware of market risk in relation to the dependence upon key
vendors in its supply chain. This risk could manifest in the event of a
commercial or natural event leading to reduced or curtailed supply. The Group
seeks to mitigate these risks by maintaining transparent and constructive
relationships with key vendors, sharing long term plans and forecasts, and
encouraging effective disaster recovery planning. Alternative sources of
supply with different vendors and in different geographic regions have also
been put in place.

 

Other risks and uncertainties

The remaining main risks faced by the Group are to its reputation as a
consequence of a significant failure to comply with accepted standards of
ethical and environmental behaviour and Global recessionary risk.

The Directors have taken steps to ensure that all of the Group's operations
are conducted to the highest ethical and environmental standards. Regulatory
requirements are kept under review, and key suppliers are vetted in order to
minimise the risk of the Group being associated with a company that commits a
significant breach of applicable regulations.

The Board of Directors has identified the main categories of business risk in
relation to the implementation of the Group's strategic aims and objectives,
and has considered reasonable steps to prevent, mitigate or manage these
risks.

 

 

Paul Dupee

Chairman

30 September 2022

 

 

Chief Financial Officer Statement

The year ended 31 March 2022 was pivotal on the positioning of The 600 Group.
The sale of the Machine Tool Division, signed in early March 2022 and closed
on 11 April 2022, repositioned the Group as a pure laser machine manufacturer.
It moreover allowed the Group considerably strengthening the Group's balance
sheet. 2022 also marked a year of recovery from the impact of the COVID-19
restrictions which is reflected in the revenue growth (+29%) and order intake
increase (+29%), including discontinued operations.

Current year review

The Laser Division delivered the strongest performance. Revenue increased
49.8% driven by strong organic order intake growth of 35.9%. While both
companies (Tykma and CMS) grew its order intake, CMS led the group with an
increase of 68.3% which was highly impacted by the order received from Goe Goe
for four pill driller machines that totalled $4.3m. Profit in the Laser
Division grew 123.1% which was the result of a strong customer demand,
including the large contract mentioned before and its operational agility in
spite of supply chain disruptions. However, there was a reduction in gross
margin (-2.5%) as a result of product mix and increased costs of supplies.

The discontinued Machine Tool Division also saw some growth, with revenue
increase of 14.9%. Growth was observed in the European affiliates (+25.5%) and
Clausing (+8.3%) but not in Australia (-3.7%). Order intake was the main
reason for this revenue increase with a total growth of 23.3%. Similarly, to
the revenue, the order intake pattens were substantially increased in Europe
(+48.1%) and Clausing (+14.7%), however the Australian affiliate saw its
orders reduced by -11.1%. Despite the growth in revenue, profitability in the
division declined -47.1% to $1.9m (2021: $2.8m). This profit decline was
influenced by the decrease in margins (-1.1%), which reflects the general
increase in raw materials, and increase overheads as a consequence of the ease
on the pandemic.

The operating profit margin for the overall Group was 5.4% (2021: 4.9%). The
Laser Division generated an operating profit of 12.9% that represents an
increase of 4.2% vs previous year while the Machine Tool Division delivered an
operating profit of 5.2% which is a decline of -2.2% vs prior year.

Statement of financial position

With the considerable growth of the Group's top line and the increased
challenges with supply chain across the world, our working capital was
increased $3.8m on inventories plus $3.9m on trade receivables. This increase
was partially funded by the increase in trade creditors of $2.9m. The
remaining part of it was financed by the increase in the short-term loans.

The sale of the Machine Tool Division, $21.0m price on a cash and debt free
basis, closed on 11 April 2022 with the collection of funds. This amount
(minus the escrow accounts of $0.4m, brokerage and legal fees) was used to pay
the loan notes (£8.5m), HSBC CLBILS Covid loan in the UK (£1.2m), the Bank
of America CMS remaining acquisition loan of $1.6m and the revolving line of
credit with Bank of America of $4.2m.

Because the Machine Tool Division sale closed immediately after year end, the
balance sheet included in the annual report does not reflect the above
movements.

Next year outlook

Entering the new year with all long term paid off and the business focused
100% on the Laser Division, the Group is now in the unique position of being
able to look for options to expand its portfolio within this line of business.
The 2023 financial year has started strongly, with a record order book in
place and the Group currently reviewing several potential business
propositions.

Conclusion

The 600 Group delivered a solid financial performance, despite global
challenges and international economic and political uncertainty including the
COVID pandemic and, more recently, the conflict in Ukraine. Despite this,
trading has remained encouraging thus far in the FY23 year.

 

 

Rui Lopes

Chief Financial Officer

30 September 2022

 

Consolidated income statement

For the Year ended 31 March 2022

 

                                                                                                                                                            RESTATED
                                                                                                                Before                After      Before                              After
                                                                                                                Adjusting  Adjusting  Adjusting  Adjusting  Adjusting                Adjusting
                                                                                                                Items      Items      Items      Items      Items                    Items
                                                                                                                year       year       year       year       year                     year
                                                                                                                ended      ended      ended      ended      ended                    ended
                                                                                                                31 March   31 March   31 March   31 March   31 March                 31 March
                                                                                                                2022       2022       2022       2021       2021                     2021
                                                                                Notes                           $000       $000       $000       $000       $000                     $000
 Continuing
 Revenue                                                                        2                               31,960     -          31,960     21,331     -                                  21,331
 Cost of sales                                                                                                  (18,490)       76     (18,414)   (12,117)   (79)                     (12,196)
 Gross profit                                                                                                   13,470     76         13,546     9,214      (79)                     9,135
 Net operating expenses                                                         3                               (11,622)   (707)      (12,329)   (9,395)    (765)                    (10,160)
 Operating profit/(loss)                                                                                        1,848      (631)      1,217      (181)      (844)                    (1,025)

 Financial expense                                                              5                               (1,081)    26         (1,055)    (1,153)    (642)                    (1,795)
 Profit/(loss) before tax                                                                                       767        (605)      162        (1,334)    (1,486)                  (2,820)

 Income tax credit/(charge)                                                     6                               322        -          322        (1,639)    257                      (1,382)
 Profit/(loss) for the period on continuing activities                                                          1,089      (605)      484        (2,973)    (1,229)                  (4,202)
 Profit on discontinued operations                                              13                              1,027      (242)      785        1,177                 452           1,629
 Profit/(loss) for the period attributable to the equity holders of the parent                                  2,116      (847)      1,269      (1,796)    (777)                    (2,573)

 Basic earnings per share - continuing activities                               7                               0.93c                 0.41c      (2.53c)                             (3.58c)
 Diluted earnings per share - continuing activities                             7                               0.91c                 0.40c      (2.53c)                             (3.58c)
 Basic earnings per share                                                       7                               1.80c                 1.08c      (1.53c)                             (2.19c)
 Diluted earnings per share                                                     7                               1.76c                 1.06c      (1.53c)                             (2.19c)

 

 

 

As explained in note 4, the directors have highlighted adjusting items which
are material or unrelated to the normal trading activity of the group. The
"before adjusting items" column in the consolidated income statement shows
non-GAAP measures. The "after adjusting items" column shows the GAAP measures.

The prior year figures have been restated for the effects of the discontinued
operations- see note 13.

 

 

 

Consolidated statement of comprehensive income

For the period ended 31 March 2022

 

 

                                                                                                               year                                                     year
                                                                                                                ended                                                    ended
                                                                                                               31 March                                                 31 March
                                                                                                               2022                                                     2021
                                                                                                               $000                                                     $000
 Profit/(loss) for the period                                                                                  1,269                                             (2,573)
 Other comprehensive income/(expense)

 Items that will not be reclassified to the Income Statement:
 Re-measurement of defined benefit asset/(liability)                                                           (349)                                             210
 Deferred taxation credit/(charge)                                                                             106                                               (51)
 Total items that will not be reclassified to the Income Statement:                                            (243)                                             159
 Items that are or may in the future be reclassified to the Income Statement:
 Foreign exchange translation differences                                                                      903                                               514
 Total items that are or may in the future be reclassified to the Income                                           903                                           514
 Statement:
 Other comprehensive income for the period, net of income tax                                                  660                                               673
 Total comprehensive income/(expense) for the period

                                                                                                                     1,929                                       (1,900)
 Attributable to:
 Equity holders of the Parent Company                                                                          1,929                                             (1,900)

 

Attributable to continuing
activities
2,416            (5,433)

Attributable to discontinued
activities
(487)              3,533

 Equity holders of the Parent Company    1,929  (1,900)

 

Consolidated statement of financial
position

As at 31 March 2022

 

                                                                     As at 31 March 2022      As at 31 March 2021
                                 note                                $000                     $000
 Non-current assets
 Property, plant and equipment                                       1,842                    2,808
 Goodwill                                                            13,174                   13,174
 Other intangible assets                                             3,189                    3,726
 Right of use assets                                                 1,473                    8,988
 Deferred tax assets                                                 236                      2,765
                                                                     19,914                   31,461
 Current assets
 Inventories                                                         8,041                    17,941
 Trade and other receivables     8                                   6,587                    8,570
 Deferred tax assets                                                 99                       809
 Taxation                                                            291                      -
 Cash and cash equivalents                                           207                      4,997
 Assets held for sale            13                                  31,954                   -
                                                                     47,179                   32,317
 Total assets                                                        67,093                   63,778
 Non-current liabilities
 Employee benefits                                                   -                        (968)
 Loans and other borrowings                                          (11,639)                 (1,590)
 Government loans                                                    -                        (1,656)
 Lease liabilities                                                   (1,081)                  (7,801)
 Provisions                                                          (174)                    (248)
                                                                     (12,894)                 (12,263)
 Current liabilities
 Trade and other payables        9                                   (6,227)                  (8,162)
 Lease liabilities                                                   (486)                    (1,505)
 Taxation                                                            -                        (546)
 Provisions                                                          (178)                    (188)
 Government loans                                                    -                        (2,234)
 Loans and other borrowings                                          (4,871)                  (12,202)
 Liabilities held for sale       13                                  (13,777)                 -
                                                                     (25,539)                 (24,837)
 Total liabilities                                                   (38,433)                 (37,100)
 Net assets                                                          28,660                   26,678
 Shareholders' equity
 Called-up share capital                                             1,803                    1,803
 Share premium account                                               3,828                    3,828
 Equity reserve                                                      201                      201
 Translation reserve                                                 (5,713)                  (6,616)
 Retained earnings                                                   28,541                   27,462
 Total equity                                                        28,660                   26,678

Consolidated statement of changes in equity

As at 31 March 2022

                                       Ordinary  Share
                                       share     premium             Revaluation                 Translation       Equity                                              Retained
                                       capital   account             reserve                     reserve           reserve                                             Earnings          Total
                                       $000      $000                $000                        $000              $000                                                $000              $000
 At 28 March 2020                      1,803     3,828               1,348                       (7,130)           201                                                 28,508            28,558
 Loss for the period                   -                  -          -                           -                          -                                          (2,573)           (2,573)
 Foreign currency translation          -         -                   -                           514                       -                                                   -         514
 Property disposal                     -         -                   (1,348)                     -                 -                                                   1,348             -
 Net defined benefit pension movement  -         -                   -                           -                         -                                           210               210
 Deferred tax                          -         -                   -                           -                 -                                                   (51)              (51)
 Total comprehensive Income/(expense)   -                 -          (1,348)                     514                        -                                          (1,066)           (1,900)
 Credit for share-based payments       -                 -                   -                           -                 -                                           20                20
 Total transactions with owners        -         -                   -                           -                 -                                                   20                20
 At 31 March 2021                      1,803     3,828               -                           (6,616)           201                                                 27,462            26,678
 Profit for the period                 -                  -          -                           -                          -                                          1,269             1,269
 Foreign currency translation          -         -                   -                           903                       -                                           -                 903
 Net defined benefit pension movement  -         -                   -                           -                 -                                                   (349)             (349)
 Deferred tax                          -         -                   -                           -                 -                                                   106               106
 Total comprehensive income             -                 -          -                           903                        -                                          1,026             1,929
 Transactions with owners:
 Credit for share-based payments       -                 -                   -                           -                 -                                           53                53
 At 31 March 2022                      1,803     3,828                            -              (5,713)           201                                                 28,541            28,660

 Consolidated cash flow
 statement

 For the period ended 31 March 2022

                                                                                                         period ended   period ended
                                                                                                         31 March 2022  31 March 2021
                                                                                                         $000           $000
 Cash flows from operating activities
 Profit/(loss) for the period                                                                            1,269          (2,573)
 Adjustments for:
 Amortisation                                                                                            251            417
 Depreciation                                                                                            783            760
 Depreciation of right of use assets                                                                     1,312          1,217
 Net financial expense                                                                                   1,371          2,138
 PPP funding forgiven                                                                                    (2,297)         (2,234)
 Non-cash adjusting items                                                                                406            (357)
 (Profit) on disposal of property, plant and equipment                                                   -              (489)
 Equity share option expense                                                                             53             20
 Income tax charge                                                                                       243            2,663
 Operating cash flow before changes in working capital and provisions                                    3,391          1,562
 Increase in trade and other receivables                                                                 (3,944)        (56)
 (Increase)/decrease in inventories                                                                      (3,801)        1,887
 Increase/(decrease) in trade and other payables                                                         2,915          (631)
 Employee benefit contributions                                                                          (60)           (118)
 Cash (used in)/generated from operations                                                                (1,499)        2,644
 Interest paid                                                                                           (1,069)        (1,126)
 Lease interest                                                                                          (311)          (373)
 Net cash flows (used in)/generated from operating activities                                            (2,879)        1,145
 Cash flows (used in)/ generated from investing activities
 Interest received                                                                                       24             3
 Proceeds from sale of property, plant and equipment                                                     225            1,745
 Purchase of property, plant and equipment                                                               (780)          (494)
 Development and IT software expenditure capitalised                                                     (54)           (228)
 Net cash flows (used in)/ generated from investing activities                                           (585)          1,026
 Cash flows used in financing activities
 PPP funding                                                                                             -              4,468
 Proceeds from/(repayment of) external borrowing                                                         1,037          (5,063)
 UK Government loan                                                                                      -              1,656
 Lease payments                                                                                          (1,460)        (1,383)
 Net cash flows used in financing activities                                                             (423)          (322)
 Net (decrease)/increase in cash and cash equivalents                                                    (3,887)        1,849
 Cash and cash equivalents at the beginning of the period                                                4,997          2,878
 Effect of exchange rate fluctuations on cash held                                                       181            270
 Cash and cash equivalents at the end of the period                                                      1,291          4,997

Consolidated cash flow statement includes all activity relating to continuing
and discontinuing activity.

 

Cash in discontinued entities (Assets held for
sale)
1,084

Cash in continuing
entities
                                                                                                 207

Cash and cash equivalents at the end of the
period
              1,291

Notes relating to the financial information

 

1. Basis of preparatioN

The consolidated financial statements of the Group have been prepared in
accordance with UK adopted international accounting standards in conformity
with the requirements of the Companies Act 2006.

The Financial information set out in this preliminary announcement does not
constitute the company's Consolidated Financial Statements for the financial
years ended 31 March 2022 or 31 March 2021 but is derived from those Financial
Statements. Statutory Financial Statements for 2021 have been delivered to the
Registrar of Companies and those for 2022 will be delivered following the
company's adjourned AGM.

The Auditors, BDO LLP, have reported on those financial statements. Their
reports were unqualified, did not draw attention to any matters by way of
emphasis without qualifying their reports and did not contain statements under
Section 498(2) or (3) of the Companies Act 2006.

The Statutory accounts are available on the Company's website and will be
posted to shareholders who have requested a copy and thereafter by request to
the company's registered office.

2 Segment information

IFRS 8 - "Operating Segments" requires operating segments to be identified on
the basis of internal reporting about components of the Group that are
regularly reviewed by the chief operating decision maker to allocate resources
to the segments and to assess their performance.  The chief operating
decision maker has been identified as the Board of Directors.  The Board
review the Group's internal reporting in order to assess performance and
allocate resources.

The Board consider there to be one operating segment, being Industrial Laser
Systems, with the Machine Tools and Precision Engineered Components Division
being discontinued following the sale agreed in March 2022.

 

The Board assesses the performance of the operating segments based on a
measure of underlying operating profit.  This measurement basis excludes the
effects of adjusting items from the operating segments. Head Office and
unallocated represent central functions and costs.

The following is an analysis of the Group's revenue, results and net assets by
reportable segment:

 

                                                                                                                         Continuing  Discontinued
                                                                           Industrial laser systems  Head Office         Total       Machine               Group

 Year ended 31 March 2022                                                                            & unallocated                   tools                 Total

                                                                                                                                     & precision

                                                                                                                                     engineered

                                                                                                                                     components
 Segmental analysis of revenue                                             $000                      $000                $000        $000                  $000
 Total revenue                                                             31,960                    -                   31,960      37,024                68,984

 Segmental analysis of operating profit/(loss) before Adjusting Items      4,109                     (2,261)             1,848       1.908                 3,756
 Adjusting Items                                                           76                        (707)               (631)       (242)                 (873)
 Group operating profit/(loss)                                             4,185                     (2,968)             1,217       1,666                 2,883

 Other segmental information:
 Reportable segment assets                                                 20,466                    14,673              35,139      31,954                67,093
 Reportable segment liabilities                                            (9,040)                   (15,616)            (24,656)    (13,777)              (38,433)
 Fixed asset additions                                                     577                       33                  610         170                   780
 Depreciation and amortisation                                             924                       446                 1,370       976                   2,346

2.Segment information (CONTINUED)

 

 

                                                                                                                       Continuing  Discontinued
                                                                         Industrial laser systems  Head Office         Total       Machine           Group

 Year ended 31 March 2021                                                                          & unallocated                   tools              Total

                                                                                                                                   & precision

                                                                                                                                   engineered

                                                                                                                                   components
 Segmental analysis of revenue                                           $000                      $000                $000        $000              $000
 Total revenue                                                           21,331                    -                   21,331      32,219            53,550

 Segmental analysis of operating profit/(loss) before Adjusting Items    1,836                     (2,017)             (181)       2,801             2,620
 Adjusting Items                                                         (79)                      (765)               (844)       452               (392)
 Group operating profit/(loss)                                           1,757                     (2,782)             (1,025)     3,253             2,228

 Other segmental information:
 Reportable segment assets                                               13,424                    16,998              30,422      33,469            63,891
 Reportable segment liabilities                                          (5,586)                   (20,187)            (25,773)    (10,781)          (36,554)
 Fixed asset additions                                                   432                       114                 546         176               722
 Depreciation and amortisation                                           1,016                     371                 1,387       1,007             2,394

 

Inter-segment pricing is determined on an arm's length basis. Segment results,
assets and liabilities include items directly attributable to a segment as
well as those that can be allocated on a reasonable basis.

Segment capital expenditure is the total cost incurred during the period to
acquire segment assets that are expected to be used for more than one period.

 

Disaggregation of revenue is shown by origin, destination and product group in
the following two tables:

 

 Disaggregation of revenue by origin for continuing operations  2022           2021
                                                                $000    %      $000    %

 North America                                                  31,960  100.0  21,331  100.0

 

 Disaggregation of revenue by origin for discontinued operations  2022                                                        2021
                                                                  $000                                %                       $000       %

 UK                                                                         12,913  34.8                                10,131      31.4
 Other European                                                             504     1.4                                 -           -
 North America                                                              21,069  56.9                                19,453      60.4
 Australasia                                                                2,538                 6.9                   2,635       8.2
 Total                                                                      37,024  100.0                               32,219      100.0

 

 

2. Segment information (CONTINUED)

Disaggregation of revenue by destination for continuing operations:

                                 2022           2021 (RESTATED)
                                 $000    %      $000      %
 Revenue:

 UK                              126     0.4    127       0.6
 Other European                  1,666   5.2    1,466     6.9
 North America (USA)             25,257  79.0   17,982    84.3
 Africa                          5       0.0    10        0.0
 Australasia                     7       0.0    39        0.2
 Central America                 264     0.8    1,044     4.9
 Middle East                     657     2.1    280       1.3
 Far East                        3,978   12.5   383       1.8
                                 31,960  100.0  21,331    100.0

 

 

 Disaggregation of revenue by origin for discontinued operations  2022           2021 (RESTATED)
                                                                  $000    %      $000      %
 Revenue:

 UK                                                               8,005   21.6   7,315     22.7
 Other European                                                   4,848   13.1   2,372     7.4
 North America (USA)                                              21,078  56.9   19,488    60.5
 Africa                                                           245     0.7    230       0.7
 Australasia                                                      2,546   6.9    2,390     7.4
 Central America                                                  10      0.0    74        0.2
 Middle East                                                      58      0.2    18        0.1
 Far East                                                         234     0.6    333       1.0
                                                                  37,024  100.0  32,220    100.0

 

 

Disaggregation of revenue by product group for continuing operations:

                                                       2022           2021 (RESTATED)
                                                       $000    %      $000      %
 Sector
  Lasers                                               29,462  92.2   19,544    91.6
  Laser spares and service                             2,498   7.8    1,787     8.4
 Total                                                 31,960  100.0  21,331    100.0

 Timing of revenue recognition
 Products and services transferred at a point in time  16,679  52.2   11,936    56.0
 Products and services transferred over time           15,281  47.8   9,395     44.0
 Total                                                 31,960  100.0  21,331    100.0

 

There are no customers that represent 10% or more of the Group's revenues.

Assets and liabilities related to contracts with customers:

2. Segment information (CONTINUED)

The group has recognised the following assets and liabilities related to
contracts with customers on continuing operations.

                                                                           2022   2021
                                                                           $000   $000
 Current contract liabilities relating to deposits from customers          2,668  624

 

 

                                                                         2022   2021
                                                                         $000   $000
 Current contract assets relating to amounts due from customers          2,104  344

 

 

 

Remaining performance obligations

The vast majority of the group's contracts are for the delivery of goods
within the next 12 months for which the practical expedient in paragraph
121(a) of IFRS 15 applies.

The following table shows how much of the revenue recognised in the current
reporting year relates to brought forward contract liabilities:

                                                                                2022   2021
                                                                                $'000  $'000
 Revenue recognised that was included in the contract liability balance at the  444    385
 beginning of the year

 

3. NET operating expenses

.

                                                                                                                                                                                                                                                                                                      Restated
                                                                                                                                                                                                                                                                                              2022    2021
                                                                                                                                                                                                                                                                                              $000    $000

 Notes
 - government assistance forgiven                                                                                                                                                                                                                                                             1,451              1,456
 Total other operating income                                                                                                                                                                                                                                                                 1,451   1,456

                                                                                                                                                                                                                                                                                              2022    2021
                                                                                                                                                                                                                                                                                              $000    $000
 - administration expenses                                                                                                                                                                                                                                                                    13,073  10,851
 - adjusting Items                                                                                                                                                                                                                                                                            707     765
                                                                                                                                       3
 Total operating expenses                                                                                                                                                                                                                                                                     13,780  11,616

 Total net operating expenses                                                                                                                                                                                                                                                                 12,329  10,160

 

 

4. adjusting ITEMS

                                                                                                                             RESTATED
                                                                         2022                                          2021
                                                                         $000                                          $000
 Items included in cost of sales:
 US Tariffs & Duty charges relating to prior years (d)                   76                                            (79)
                                                                         76                                            (79)
 Items included in operating expenses:
 Restructuring cost                                                      -                                             (928)
 Unavoidable lease cost                                                  -                                             350
 Right of use asset impairment                                           -                                             227
 Acquisitions cost                                                       -                                             (71)
 Cost related to sale of the Machine Tool Division (a)                   (364)                                         -
 Amortisation of intangible assets acquired (b)                          (343)                                         (343)
                                                                         (707)                                         (765)
                                                                         (631)                                         (844)
 Items included in financial (income)/expense:
 Amortisation of Loan notes and costs (c)                                (530)                                         (642)
 Loan Note credit on extension of repayment date (c)                     556                                           -
                                                                         26                                            (642)
 Total adjusting items before tax                                                          (605)                       (1,486)
 Income tax on adjusting items                                           -                                             257
 Total adjusting items after tax                                         (605)                                         (1,229)

The directors have highlighted transactions which are material or unrelated to
the normal trading activity of the Group.

In the opinion of the directors the disclosure of these transactions should be
reported separately for a better understanding of the underlying trading
performance of the Group. These underlying figures are used by the Board to
monitor business performance, form the basis of bonus incentives and are used
for the purposes of the bank covenants.

These non-GAAP measures are explained in note12 alternative performance
measures and set out below. All adjusting items are taken into account in the
GAAP figures in the Income Statement.

The items below correspond to the table below:

a)     Cost related to the sale of the Machine Tool Division incurred
before 31 March 2022.

b)     A charge of $0.3m (2021: $0.3m) arose as a result of amortisation
of intangible assets acquired through the CMS Inc deal.

c)     A credit of $0.03m resulted from the recalculation of the
amortization of the loan notes and associated costs on the extension of the
repayment date to 14 August 2023 in July 2021. Costs of amortization of $0.6m
were incurred in the prior year

d)    A credit resulted on the settlement of the prior year duty of $0.07m
in the year.

 

 

5. Financial expense

                                                            RESTATED
                                                  2022     2021
                                                  $000     $000
 Bank overdraft and loan interest                 (77)     (147)
 Loan note interest                               (914)    (897)
 Finance charges                                  (1)-     (11)
 Lease interest                                   (89)     (98)
 Financial expense before adjusting items         (1,081)  (1,153)
 Amortisation of Loan notes and costs             (530)    (642)
 Loan Note credit on extension of repayment date  556      -
 Financial expense                                (1,055)  (1,795)

 

6.
Taxation

                                                             RESTATED

                                                      2022   2021

                                                      $000   $000
 UK Corporation tax at 19% (2021: 19%):
 - Prior Year:                                        283    -
 Overseas taxation:
 - current period                                     8      (419)
 Total tax credit/ (charge)                           291    (419)
 Deferred taxation:
 - current period                                     31     (1,054)
 - prior period                                       -      91
 Total deferred taxation credit/ (charge)             31     (963)
 Taxation credited/(charged) to the income statement  322    (1,382)

 

The rate for Federal tax in the USA is 21% and in addition businesses suffer
State taxes estimated at 4%.

 

Tax reconciliation

The tax credit/charge assessed for the period is higher than (2021: higher
than) the standard rate of corporation tax in the UK of 19% (2021: 19%). The
differences are explained below:

                                                                                     RESTATED
                                                                              2022   2021
                                                                              $000   $000
 Profit/(loss) before tax                                                     162    (2,820)
 Profit/(loss) before tax multiplied by the standard rate of corporation tax
 in the UK of 19% (2021: 19%)                                                 31     (536)
 Effects of:
 - income not taxable and/or expenses not deductible                          -      75
 - overseas tax rates                                                         -      97
 - US state taxes                                                             8      10
 - amount in respect of prior periods                                         (283)  -
 - tax losses utilised not previously recognised                              (78)   -
 - deferred tax de-recognised on losses in the period                         -      1,736
 Taxation credited/(charged) to the income statement                          (322)  1,382

 

 

7. Earnings per share

The calculation of the basic earnings per share for continuing operations of
0.41c (2021: loss 3.58c) is based on the earnings for the financial period
attributable to the Parent Company's shareholders of a profit of $484,000
(2021: loss $4,202,000) and on the weighted average number of shares in issue
during the period of 117,473,341 (2021: 117,473,341). At 31 March 2022, there
were 3,790,000 (2021: 2,040,000) potentially dilutive shares (share options or
warrants with an exercise price below the average share price for the year)
with a weighted average effect of 2,496,578 (2021: 2,040,000) shares giving
diluted earnings per share for continuing operations of 0.40c (2021: loss
3.58c). In accordance with IAS 33 - Earnings per Share, the Group shows no
dilutive impact in respect of its share options and Deferred Share Plan for
the year ended 31 March 2021 as their conversion to ordinary shares would
decrease the loss per share from continuing operations.

 

                                                                                      RESTATED
                                                                         2022         2021
 Weighted average number of shares
 Issued shares at start of period                                        117,473,341  117,473,341
 Effect of shares issued in the year                                     -            -
 Weighted average number of shares at end of period                      117,473,341  117,473,341
 Weighted average number of the 3,790,000 (2021: 2,040,000) potentially  2,496,578    2,040,000
 dilutive shares
 Total weighted average diluted shares                                   119,969,919  119,513,341

 

                                                                          $000   $000
 Total post tax profit/(loss) - continuing operations                     484    (4,202)
 Total post tax profit/ (loss) including discontinued operations          1,269  (2,573)
 Basic EPS - continuing operations                                        0.41c  (3.58c)
 Diluted EPS - continuing operations                                      0.40c  (3.58c)
 Total including discontinued operations
 Basic EPS                                                                1.08c  (2.19c)
 Diluted EPS                                                              1.06c  (2.19c)
 Underlying earnings                                                      $000   $000
 Total post tax profit/( loss) - continuing operations                    484    (4,202)
 Adjusting items - per note 4                                             605    1,229

 Underlying earnings after tax and adjusting items-continuing operations  1,089  (2,973)
 Underlying basic EPS                                                     0.93c  (2.53c)
 Underlying diluted EPS                                                   0.91c  (2.53c)

 

 

8. Trade and other receivables

                                          2022   2021
                                          $000   $000
 Trade receivables                        3,424  5,149
 Other debtors                            411    1,361
 Other prepayments                        648    1,716
 Contract assets                          2,104  344
 Total                                    6,587  8,570

                                          2022   2021
                                          $000   $000
                 Taxation                 291    -

 

9. Trade and other payables

                                  2022   2021
                                  $000   $000
 Current liabilities:
 Trade payables                   2,962  3,792
 Social security and other taxes  16     344
 Other creditors                  35     1,254
 Accruals                         546    2,148
 Contract liabilities             2,668  624
 Total                            6,227  8,162

                                  2022   2021
                                  $000   $000
 Taxation                         -      546

 

 

10. RECONCILIATION OF NET CASH FLOW TO NET DEBT

                                                   2022      2021
                                                   $000      $000
 (Decrease)/increase in cash and cash equivalents  (3,887)   1,849
 Decrease in debt and lease liabilities            734       6,820
 (Increase)/decrease in net debt from cash flows   (3,153)   8,669
 Net debt at beginning of period                   (21,991)  (24,142)
 Government assistance loans USA                   -         (2,234)
 Government assistance loans UK                    -         (1,656)
 Loan note amortisation                            (530)     (675)
 Lease liabilities increase                        (118)     (502)
 Shareholder loan adjustment                       511       -
 Exchange effects on net funds                     419       (1,451)
 Net debt at end of period                         (24,862)  (21,991)

 

11. Analysis of net DEBT

 

                                                                                                                                                                      Group           Transfer to held for sale  Continuing activities

                                                                                                                                                                      Total
                                   At              Exchange movement  Transfer                        Other                           Cash flows                      At                                         At

                                   31 March 2021                                                                                                                      31 March 2022                              31 March 2022
                                   $000            $000               $000                            $000                            $000                            $000            $000                       $000
 Cash at bank and in hand          4,287           175                -                               -                               (3,302)                         1,160           (1,084)                    76
 Term Deposits                     710             6                  -                               -                               (585)                           131             -                          131
                                   4,997           181                -                               -                               (3,887)                         1,291           (1,084)                    207
 Debt due within one year          (977)           -                  -                               -                               (4,089)                         (5,066)         196                        (4,870)
 Debt due after one year           (1,590)         (1)                -                               -                               664                             (927)           6                          (921)
 Loan notes  due within one year   (11,225)        526                10,718                          (19)                            -                               -               -                          -
 Loan notes due after one year     -               -                  (10,718)                        -                               -                               (10,718)        -                          (10,718)
 Government Assistance loans       (3,890)         (78)               -                               2,388                           -                               (1,580)         1,580                      -
 Lease liabilities                 (9,306)         (209)              -                               (118)                           1,771                           (7,862)         6,294                      (1,568)
 Total                             (21,991)        419                -                               2,251                           (5,541)                         (24,862)        6,992                      (17,870)

 

12. Alternative performance measures

The Directors assess the performance of the Group by a number of measures and
frequently present results on an 'underlying' basis, which excludes adjusting
items. The Directors believe the use of these 'non-GAAP measures' provide a
better understanding of the underlying performance of the Group. In addition,
discontinued operations are excluded from underlying figures.

In the review of performance reference is made to 'underlying profit' or
'profit before adjusting items', and in the Consolidated Income Statement the
Group's results are analysed between Before adjusting items and after
adjusting items.

 

The directors have highlighted transactions which are material or unrelated to
the normal trading activity of the Group.

 

Adjusting items are detailed in note 4 and are disclosed separately on the
basis that this presentation gives a clearer picture of the underlying
performance of the group.

 

These measures are used by the Board to assess performance, form the basis of
bonus incentives and are used in the Group's banking covenants. In addition,
the Board makes reference to orders and order book or backlog. This represents
orders received from customers for goods and services and the amount of such
orders not yet fulfilled.

 

Underlying operating
profit/(loss)
 

                                                                                                                                                          RESTATED

                                                                                                                                              2022        2021

                                                                                                                                              $000        $000
 Operating profit/(loss)                                                                                                                      1,217       (1,025)
 Adjusting items included in net operating expenses (see note 4)                                                                              631         844
 Underlying operating profit                                                                                                                  1,848       (181)

 Underlying profit/(loss) for the period from continuing activities
 Profit/(Loss) for the period                                                                                                                 1,269       (2,573)
 Adjusting items included in cost of sales and net operating expenses (see note                                                               631         844
 4)
 Discontinued activities                                                                                                    (785)                         (1,629)
 Adjusting items included in Financial expense                                                                                                (26)        642
 Tax on adjusting items                                                                                                                       -           (257)
 Underlying profit/(loss) for the period on continuing activities                                                                             1,089       (2,973)

 Underlying EPS
 A reconciliation of underlying EPS is included in note 7.

 12. Alternative performance measures (continued)

 Net debt excluding IFRS 16 leases liabilities
 Net debt (see note 11)                                                                                                                       (24,862)           (21,991)
 Lease Liabilities                                                                                                                            7,862              9,306
 Net Debt excluding leases                                                                                                                    (17,000)           (12,685)
 Discontinued activities net debt                                                                                                             698                 -
 Net debt excluding IFRS 16 lease liabilities- continuing activities                                                                          (16,302)           (12,685)

 

 

13. DISCONTINUED OPERATIONS

 

 

The Consolidated Income statement reflects the profit after taxation of the
Machine Tool Division as "discontinued operations". The consolidated Statement
of Financial Position reflects the entities to be sold as "Assets held for
sale" and "liabilities held for sale".

 

 

Assets and liabilities held for sale detail:

                                                                                                                                                                                               Held for sale as at 31 March 2022
                                                                                                                                                                                               $000
 Non-current assets
 Property, plant and equipment                                                                                                                                                                 1,150
 Other intangible assets                                                                                                                                                                       27
 Right of use assets                                                                                                                                                                           6,722
                                                                                                                                                                                               7,899
 Current assets
 Inventories                                                                                                                                                                                   13,929
 Trade and other receivables                                                                                                                                                                   6,025
 Deferred tax assets                                                                                                                                                                           3,017
 Cash and cash equivalents                                                                                                                                                                     1,084
                                                                                                                                                                                               24,055
 Total assets                                                                                                                                                                                  31,954
 Non-current liabilities
 Employee benefits                                                                                                                                                                             (837)
 Loans and other borrowings                                                                                                                                                                    (1,585)
 Lease liabilities                                                                                                                                                                             (6,294)
                                                                                                                                                                                               (8,716)
 Current liabilities
 Trade and other payables                                                                                                                                                                      (4,845)
 Taxation                                                                                                                                                                                      1
 Provisions                                                                                                                                                                                    (21)
 Loans and other borrowings                                                                                                                                                                    (196)
                                                                                                                                                                                               (5,061)
 Total liabilities                                                                                                                                                                             (13,777)
 Net assets                                                                                                                                                                                    18,177

 

 

 

 Discontinued Operations Income Statement                                                 Before                After      Before                After
                                                                                          Adjusting  Adjusting  Adjusting  Adjusting  Adjusting  Adjusting
                                                                                          Items      Items      Items      Items      Items      Items
                                                                                          year       year       year       year       year       year
                                                                                          ended      ended      Ended      ended      ended      ended
                                                                                          31 March   31 March   31 March   31 March   31 March   31 March
                                                                                          2022       2022       2022       2021       2021       2021
                                                                                          $000       $000       $000       $000       $000       $000
 Discontinued operations
 Revenue                                                                                  37,024     -          37,024     32,219     -                    32,219
 Cost of sales                                                                            (26,677)       -      (26,677)   (22,436)   -          (22,436)
 Gross profit                                                                             10,347     -          10,347     9,783      -          9,783
 Net operating expenses                                                                   (8,439)    (242)      (8,681)    (6,982)    452        (6,530)
 Operating profit/(loss)                                                                  1,908      (242)      1,666      2,801      452        3,253

 Financial expense                                                                        (316)      -          (316)      (344)      -          (344)

 Profit before tax                                                                        1,592      (242)      1,350      2,457      452        2,909

 Income tax (charge)                                                                      (565)      -          (565)      (1,280)    -          (1,280)
 Profit/(loss) for the period on discontinued activities                                  1,027      (242)      785        1,177      452        1,629
 Basic earnings per share - discontinued activities                                       0.87c                 0.67c      1.00c                 1.39c
 Diluted earnings per share - discontinued activities                                     0.86c                 0.65c      0.98c                 1.36c

 

 

Total comprehensive (expense)/ income for the period

 Attributable to discontinued activities
                                                                                    (487)
 
                                            3,533

 

 

 

     Cashflows of discontinued operations

 

                 Net cashflows from
operations
   116

 

                Cashflows from investing
activities
     (610)

 

                Cashflows from financing
activities
    (2,411)

 

14. Post balance sheet events

 

On 5 March 2022, the 600 Group signed a contract with Timesavers Acquisitions
LLC to sell its Machine Tool Division. This sale included the following legal
entities: (a) Colchester GmbH, a private company with limited liability
organized under the Legal Requirements of Federal Republic of Germany, (b) 600
UK Limited (registered number 144979), a private limited company organized
under the Legal Requirements of England and Wales, (c) 600 Machine Tools Pty
Ltd. (ACN 000161106), a proprietary company organized under the Legal
Requirements of Australia, and (d) Clausing Industrial, Inc., a Delaware
corporation. The price agreed for the transaction was $21m. While the contract
was signed in early March 2022, the completion date and collection of funds
happened on 8 and 11 April 2022. The agreement included two escrow accounts: a
Net Working Capital (NWC) escrow with the amount of $0.25m and a Retention
escrow with the amount of $0.15m. We are currently in negotiations to finalize
the final working capital.

 

With the contract signed before 31 March 2022 and the deal closing after this
date, the accounts reflect the profitability of the Machine Tool Division as
"discontinued operations". The 600 Group consolidated balance sheet reflects
the entities to be sold as "Assets held for sale" and "liabilities held for
sale". The sale of this division will be recognized in FY23 accounts for the
price agreed plus the cash collected, plus NWC amount, once agreed, minus all
the expenses and write offs related with the sold entities.

There was no adjustment for impairment to the value of the assets transferred
to held for sale in the year ended 31 March 2022.

 

As mentioned previously in this report, with the proceeds of the sale, all
debt of the 600 Group was repaid on 11 April 2022. After paying the loan
notes, the HSBC loans in the UK and all remaining loans with Bank of America
in the US, we are now left with a revolving credit line of $7.5m with Bank of
America.

 

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