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REG - Avingtrans PLC - Interim Results <Origin Href="QuoteRef">AVG.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSb1541Ga 

                                         
 Exchange rate loss                       -                     -                     -                            -               (1)                   -               -                         -                  (1)       
 Total comprehensive income for the year  -                     -                     -                            -               (1)                   -               -                         190                (1)       
 At 31 May 2017                           958                   12,771                1,299                        -               2                     180             (2,250)                   31,946             44,906    
                                                                                                                                                                                                                                
 At 1 June 2017                           958                   12,771                1,299                        -               2                     180             (2,250)                   31,946             44,906    
 Shares issued                            577                   28,958                -                            -               -                     -               -                         -                  29,535    
 Dividend paid                            -                     -                     -                            -               -                     -               -                         (230)              (230)     
 Share-based payments                     -                     -                     -                            -               -                     -               -                         32                 32        
 Transactions with owners                 577                   28,958                -                            -               -                     -               -                         (198)              29,337    
 Loss for the period                      -                     -                     -                            -               -                     -               -                         (4,305)            (4,305)   
 Other comprehensive income                                                                                                                                                                                                     
 Exchange rate loss                       -                     -                     -                            -               (367)                 -               -                         -                  (367)     
 Total comprehensive income for the year  -                     -                     -                            -               (367)                 -               -                         (4,305)            (4,672)   
 At 30 Nov 2017                           1,535                 41,729                1,299                        -               (365)                 180             (2,250)                   27,443             69,571    
 
 
Exchange rate loss 
 
- 
 
- 
 
- 
 
- 
 
(367) 
 
- 
 
- 
 
- 
 
(367) 
 
Total comprehensive income for the year 
 
- 
 
- 
 
- 
 
- 
 
(367) 
 
- 
 
- 
 
(4,305) 
 
(4,672) 
 
At 30 Nov 2017 
 
1,535 
 
41,729 
 
1,299 
 
- 
 
(365) 
 
180 
 
(2,250) 
 
27,443 
 
69,571 
 
Notes to the half year statement 
 
30 November 2017 
 
1.         Basis of preparation 
 
The Group's interim results for the six month period ended 30 November 2017
are prepared in accordance with the Group's accounting policies which are
based on the recognition and measurement principles of International Financial
Reporting Standards ('IFRS') as adopted by the EU and effective, or expected
to be adopted and effective, at 31 May 2018. As permitted, this interim report
has been prepared in accordance with the AIM rules and not in accordance with
IAS34 'Interim financial reporting'. 
 
These interim results do not constitute full statutory accounts within the
meaning of section 434 of the Companies Act 2006 and are unaudited. The
unaudited interim financial statements were approved by the Board of Directors
on 27 February 2018 and will shortly be available on the Group's website at
http://www.avingtrans.plc.uk/pages/reports.html. 
 
The consolidated financial statements are prepared under the historical cost
convention as modified to include the revaluation of financial instruments.
The accounting policies used in the interim financial statements are
consistent with IFRS and those which will be adopted in the preparation of the
Group's annual report and financial statements for the year ended 31 May 2018.
The statutory accounts for the year ended 31 May 2017, which were prepared
under IFRS, have been filed with the Registrar of Companies. These statutory
accounts carried an unqualified Auditor's Report and did not contain a
statement under either Section 498(2) or (3) of the Companies Act 2006. 
 
2.         Segmental analysis 
 
                               Energy   Medical  UnallocatedCentral  items  Total    
                               £'000    £'000    £'000                      £'000    
 6 months ended 30 Nov 2017                                                          
 Revenue                       21,844   5,101    -                          26,945   
                                                                                     
                                                                                     
 Operating (loss)/profit       (2,595)  75       (2,070)                    (4,590)  
                                                                                     
                                                                                     
 Year  ended 31 May 2017                                                             
 Revenue                       12,610   10,104   -                          22,714   
                                                                                     
                                                                                     
 Operating profit/(loss)       456      428      (1,350)                    (466)    
                                                                                     
                                                                                     
 6 months ended 30 Nov 2016                                                          
 Revenue                       4,693    4,900    -                          9,593    
                                                                                     
                                                                                     
 Operating (loss)/profit       (103)    54       (677)                      (726)    
                                                                                     
                                                                                     
 
 
3.         Taxation 
 
The taxation credit/(charge) is based upon the expected effective rate for the
year ended 31 May 2018. 
 
Notes to the half year statement 
 
30 November 2017 
 
4.         (Loss)/earnings per share 
 
Basic (loss)/earnings per share is based on the (loss)/earnings attributable
to ordinary shareholders and the weighted average number of ordinary shares in
issue during the year. 
 
For diluted earnings/(loss) per share the weighted average number of ordinary
shares is adjusted to assume conversion of all dilutive potential ordinary
shares, being the CSOP and ExSOP share options. 
 
                                                                           6 months to 30 Nov 2017No  6 months to 30 Nov 2016No  Year to 31 May 2017No  
 Weighted average number of shares - basic                                 22,015,992                 25,576,758                 22,295,083             
 Share Option adjustment                                                   390,350                    203,867                    288,451                
                                                                                                                                                        
 Weighted average number of shares - diluted                               22,406,342                 25,780,625                 22,583,534             
                                                                                                                                                        
                                                                                                                                                        
                                                                           £'000                      £'000                      £'000                  
 Loss from continuing operations                                           (4,305)                    (486)                      (296)                  
 Share based payments                                                      32                         7                          34                     
 Acquisition costs                                                         1,451                      -                          101                    
 Restructuring costs                                                       1,408                      183                        182                    
 Tender share buyback costs                                                -                          199                        226                    
 Amortisation of intangibles from business combinations                    1,808                      -                          -                      
 Deferred tax release on amortisation of business combination intangibles  (307)                      -                          -                      
                                                                                                                                                        
 Adjusted earnings/(loss) from continuing operations                       87                         (97)                       247                    
 From continuing operations:                                                                                                                            
 Basic loss per share                                                      (19.6)p                    (1.9)p                     (1.3)p                 
 Adjusted basic earnings/(loss) per share                                  0.4p                       (0.4)p                     1.1p                   
 Diluted loss per share                                                    (19.2)p                    (1.9)p                     (1.3)p                 
 Adjusted diluted earnings/(loss) per share                                0.4p                       (0.4)p                     1.1p                   
                                                                                                                                                        
 
 
The Directors believe that the above adjusted earnings/(loss) per share
calculation from continuing operations is the most appropriate reflection of
the Group performance. 
 
Notes to the half year statement 
 
30 November 2017 
 
5.         Acquisition of subsidiary 
 
On 1 September 2017 the Group acquired 100 percent of the issued share capital
of Hayward Tyler Group plc ('HTG'''). The acquisition was made to enhance the
Group's position in the Energy division. The provisional fair value of net
assets acquired at the date of acquisition were as follows: 
 
 Fair value of assets and liabilities acquired                £'000    
                                                                       
 Provisional Net Assets (including Goodwill of £2,573,000)    351      
 Intangibles assets identified                                19,675   
 Deferred tax on intangible assets                            (3,345)  
 Goodwill                                                     12,845   
 Consideration                                                29,526   
                                                                       
 Fair value of consideration transferred:                              
 Cash                                                         -        
 Shares issued                                                29,526   
 Consideration                                                29,526   
 Cash impact of acquisition and subsequent debt repayment              
 Cash acquired                                                (739)    
 Loan                                                         12,500   
 Acquisition costs charged to expenses                        1,451    
 Net cash paid relating to the acquisition                    13,212   
 
 
13,212 
 
Management has not completed its review of Intangible and Net Assets on
acquisition of this business. 
 
Acquisition costs arising from this transaction of £1,451,000 have been
included in administration expenses included in overheads before operating
profit. 
 
 The impact of the HTG acquisition on the Consolidated income statement is as follows:  £'000    
                                                                                                 
 Revenue                                                                                15,920   
                                                                                                 
 Gross profit                                                                           4,183    
 Overheads                                                                              (4,084)  
 Restructuring costs                                                                    (1,381)  
 Amortisation of intangibles from business combinations                                 (1,808)  
                                                                                                 
 Operating loss                                                                         (3,090)  
 Finance income                                                                         9        
 Finance costs                                                                          (172)    
                                                                                                 
 Loss before taxation                                                                   (3,253)  
 Taxation                                                                               158      
                                                                                                 
 Overall effect on the Consolidated income statement                                    (3,095)  
 
 
(3,095) 
 
 Since acquisition HTG contributed the following to the Group's cashflows:    £'000    
                                                                                       
 Operating cashflows                                                          (8,087)  
 Investing activities                                                         (403)    
 Financing activities                                                         3,187    
 
 
This information is provided by RNS
The company news service from the London Stock Exchange 
 
- Part 2: For the preceding part double click  ID:nRSb1541Ga 

             6 months to                       Year to
                                                                           30 Nov 2017                       30 Nov 2016                       31 May 2017
                                                                           No                                No                                No
 Weighted average number of shares - basic                                 22,015,992                        25,576,758                        22,295,083
 Share Option adjustment                                                   390,350                           203,867                           288,451
 Weighted average number of shares - diluted                               22,406,342                        25,780,625                        22,583,534
                                                                           £'000                             £'000                             £'000
 Loss from continuing operations                                           (4,305)                           (486)                             (296)
 Share based payments                                                      32                                7                                 34
 Acquisition costs                                                         1,451                             -                                 101
 Restructuring costs                                                       1,408                             183                               182
 Tender share buyback costs                                                -                                 199                               226
 Amortisation of intangibles from business combinations                    1,808                             -                                 -
 Deferred tax release on amortisation of business combination intangibles                                                                      -
                                                                           (307)                             -
 Adjusted earnings/(loss) from continuing operations                       87                                (97)                              247
 From continuing operations:
 Basic loss per share                                                      (19.6)p                           (1.9)p                            (1.3)p
 Adjusted basic earnings/(loss) per share                                  0.4p                              (0.4)p                            1.1p
 Diluted loss per share                                                    (19.2)p                           (1.9)p                            (1.3)p
 Adjusted diluted earnings/(loss) per share                                0.4p                              (0.4)p                            1.1p
 
The Directors believe that the above adjusted earnings/(loss) per share
calculation from continuing operations is the most appropriate reflection of
the Group performance.
 
 
 
Notes to the half year statement
30 November 2017
 
5.         Acquisition of subsidiary
 
On 1 September 2017 the Group acquired 100 percent of the issued share capital
of Hayward Tyler Group plc ('HTG'''). The acquisition was made to enhance the
Group's position in the Energy division. The provisional fair value of net
assets acquired at the date of acquisition were as follows:
 
 Fair value of assets and liabilities acquired                   £'000
 Provisional Net Assets (including Goodwill of £2,573,000)       351
 Intangibles assets identified                                   19,675
 Deferred tax on intangible assets                               (3,345)
 Goodwill                                                        12,845
 Consideration                                                   29,526
 Fair value of consideration transferred:
 Cash                                                            -
 Shares issued                                                   29,526
 Consideration                                                   29,526
 Cash impact of acquisition and subsequent debt repayment
 Cash acquired                                                   (739)
 Loan                                                            12,500
 Acquisition costs charged to expenses                           1,451
 Net cash paid relating to the acquisition                       13,212
 
Management has not completed its review of Intangible and Net Assets on
acquisition of this business.
 
Acquisition costs arising from this transaction of £1,451,000 have been
included in administration expenses included in overheads before operating
profit.
 
 The impact of the HTG acquisition on the Consolidated income statement is as  £'000
 follows:
 Revenue                                                                       15,920
 Gross profit                                                                  4,183
 Overheads                                                                     (4,084)
 Restructuring costs                                                           (1,381)
 Amortisation of intangibles from business combinations                        (1,808)
 Operating loss                                                                (3,090)
 Finance income                                                                9
 Finance costs                                                                 (172)
 Loss before taxation                                                          (3,253)
 Taxation                                                                      158
 Overall effect on the Consolidated income statement                           (3,095)
 
 Since acquisition HTG contributed the following to the Group's cashflows:      £'000
 Operating cashflows                                                            (8,087)
 Investing activities                                                           (403)
 Financing activities                                                           3,187
 
 
This information is provided by RNS
The company news service from the London Stock Exchange
 

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