REG - CEPS PLC - Half-year Report

CepsAnnouncement

25/09/2020 07:01

RNS Number : 0578A
  
CEPS PLC
  
25 September 2020
  
 

25 September 2020
 
 
CEPS PLC 
(the "Group" or the "Company")
 
HALF-YEARLY REPORT
 
The Board is pleased to announce its unaudited half-yearly report for the six months ended 30 June 2020.
 
CHAIRMAN'S STATEMENT
 
Review of the period    
 
CEPS came into 2020 in good heart after the painful steps taken in 2019 to put the Group in a positive position.  Indeed, the Board were so sure that this was the case that in November 2019 we instructed a third-party corporate research provider to produce research to bring the revitalised CEPS to the attention of potential new shareholders.  
However, as we all know, in the six months ended 30 June 2020 we have had to demonstrate resilience under crisis conditions.  It is a real achievement that CEPS has traded profitably at the ongoing operating level and that the loss after tax at £161,000 is only marginally worse than the loss in the comparable period last year.  It should be noted that the other operating income of £563,000 in the first half of 2020 ("H1") has derived from the Coronavirus Job Retention Scheme and that, without this Government support, CEPS would have made an operating loss of £350,000.    
With the arrival of COVID-19 and the introduction of the lockdown we were determined to achieve the following:
To be safe - to keep our employees and customers safe;
To be secure - from a corporate point of view to do everything to protect the Group companies;
To survive - to keep our Group companies ready and able to emerge from, initially the lockdown, and then from the challenges of the evolving economy; and finally
To strengthen - to take the steps necessary to emerge from this with the potential to be better going forward.
This has been a tough time for us all.  It has not been easy as we have tried to do what is best for the Company, its staff and customers.  Crucially, management anticipated the scale and magnitude of the issues that were coming. Putting that plan in place as the crisis unfolded proved invaluable; it has maintained confidence and enabled the Group's subsidiaries to deliver a satisfactory financial performance whilst preserving the long-term potential of the business.
We are still vigilant, but of course there is no doubt that at some point the World will recover.  However, our expectation is that this will be gradual and will take six to twelve months for the UK economy to finally recover.  COVID-19 is not going away, and it will continue to disturb society and erode confidence.  The UK economy is deeply scarred, with much of that damage yet to manifest itself.  We retain the cautious disposition that has served us so well since February 2020 and we remain focused upon looking after staff, customers and cash.
On behalf of all shareholders, I would like to thank all my colleagues at the CEPS Group for what was achieved in the first six months of this year. Each Group company had to adapt its business very quickly. It is only through the phenomenal collective effort across the Group at all levels that this was achieved.   
It is also very important to note, and it seems that it could be easily overlooked given all the above, the highly strategically important transaction which took place just before the lockdown where we established a new company, Hickton Group Limited ("HGL"), which acquired 100% of Hickton Holdings Limited ("HHL") and simultaneously acquired 100% of Cook Brown Building Control Limited and 100% of Cook Brown Energy Limited.  Following the restructuring, CEPS' equity interest increased from 52.4% of HHL to 54.7% of HGL and its loan stock increased from £615,000 to £2,243,000.  HGL, incorporating Cook Brown, is of course a significantly larger company and is now a broader and deeper business.  We were also delighted to welcome Matt Brown and James Cook joining Tony Mobbs as part of the senior management team for HGL.  
This is the type of transaction that we will target going forward as it will grow the businesses in as low a risk manner as possible, consolidating CEPS' shareholding and enabling the future cash flows in the enlarged Group companies to be repaid to CEPS as part of loan note repayment programmes.
Financial review     
 
Revenue from continuing operations for the six months ended 30 June 2020 declined by an extraordinary 38.1% to £6,299,000 (H1 2019:  £10,174,000). This was a creditable result in the circumstances. Naturally, the sales process was hampered by the impact of the COVID-19 crisis as customer behaviour evolved and we all adapted to a changing environment and different ways of doing business.
Pre the exceptional cost in H1 2019 and the exceptional income from the discontinued activities in H1 2020, CEPS was profitable in both periods achieving an operating profit of £213,000 in H1 2020 (H1 2019: £462,000). On an after-tax basis the loss was £161,000 in the first six months of 2020 compared to a loss of £41,000 in the six months ended 30 June 2019. This translated into EPS of (1.22p) (H1 2019: (1.59p)). 
The exceptional income on discontinued activities in H1 2020 reflects the accounting treatment of the administration of the CEM group of companies.  It will be a joy if we can get through 2021 with only normal activities being reported and the financial performance only reflecting trading from our ongoing trading subsidiaries!
We entered 2020 as a more streamlined business with a significantly reduced cost base. As mentioned earlier, the management teams were proactive in putting in place plans to navigate through the COVID-19 crisis.  This enabled us to participate in and gain assistance from many of the "self-help' schemes made available by the UK Government. The access to Government support, internal "self-help" measures and the benefits of the prior year restructuring meant costs were dramatically reduced.   
2020 outlook
 
We have been encouraged by the continued level of engagement of our customers.  It is not business as normal, but even those sectors hit hardest in the crisis are returning.  We have always retained the ability to operate under social distancing guidelines and continue to operate as effectively as possible. 
It remains very difficult to predict the outlook and the exact performance of the businesses. Moreover, the amount that can be claimed under the Coronavirus Job Retention Scheme has reduced since the end of H1 and the scheme is currently due to end on 31 October 2020.  It is unlikely that the Group will benefit from this Government support in the second half of 2020 to the same extent as it did in H1.  We also recognise the possibility of further regional lockdowns; a national lockdown would not only be disastrous it would simply be stupid.  The consistent message we have given is that we do not expect normalisation of trading until perhaps 2022.  After prior economic shocks it has taken about 18 to 24 months for confidence to fully return.
The CEPS Group is getting better positioned and we are working on some other initiatives to improve the Group.  The events in 2020 have only accelerated the trend to digitalise business and move more activities to an e-commerce model.  
Our motivation is not just to be a survivor of this crisis; the ambition is to emerge with better finances, improved operating Group companies and with renewed energy.
David Horner
Chairman
24 September 2020
 
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
 
Enquiries
 



CEPS PLC
David Horner, Chairman


 
+44 1225 483030
 




Cairn Financial Advisers LLP
James Caithie / Sandy Jamieson / Ludovico Lazzaretti


 
+44 20 7213 0880



 
 
Forward Looking Statements
 
This announcement contains forward-looking statements relating to expected or anticipated future events and anticipated results that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, competition for qualified staff, the regulatory process and actions, technical issues, new legislation, uncertainties resulting from potential delays or changes in plans, uncertainties resulting from working in a new political jurisdiction, uncertainties regarding the results of exploration, uncertainties regarding the timing and granting of prospecting rights, uncertainties regarding the Company's or any third party's ability to execute and implement future plans, and the occurrence of unexpected events.  Actual results achieved may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. 
 
 




 
CEPS PLC
Consolidated Statement of Comprehensive Income
Six months ended 30 June 2020







Note


Continuing Operations


Discontinued Operations










Audited












Unaudited


Unaudited


Unaudited 


Unaudited


12 months












6 months

to 30 June


6 months

to 30 June


6 months

to 30 June


6 months

to 30 June


to 31 December












2020


2020


2020


2019


2019












£'000


£'000


£'000


£'000


£'000


































Revenue


4


6,299


-


6,299


10,174


21,753




Cost of sales






(3,716)


-


(3,716)


(6,593)


(15,588)




Gross profit






2,583


-


2,583


3,581


6,165




Administration expenses






(2,933)


-


(2,933)


(3,119)


(6,203)




Other operating income






563


-


563


-


-




Operating profit/(loss)






213


-


213


462


(38)




Exceptional items






-


2,555


2,555


(115)


(1,836)




Adjusted operating profit/(loss)






213


2,555


2,768


347


(1,874)


































Analysis of adjusted operating profit/(loss)




























Trading






(96)


-


(96)


636


338




Exceptional item


3


-


2,555


2,555


(115)


(1,836)




Other operating income






563


-


563


-


-




Group costs


4


(254)


-


(254)


(174)


(376)












213


2,555


2,768


347


(1,874)












(375)


-


(375)


(197)


(413)




Net finance costs


4




(Loss)/profit before tax






(162)


2,555


2,393


150


(2,287)




Taxation


4


1


-


1


(191)


(342)




(Loss)/profit for the period






(161)


2,555


2,394


(41)


(2,629)


































Other comprehensive loss




























Items that will not be reclassified to profit or loss






-


-


-


-


 
 
 
(99)




Actuarial loss on defined benefit pension plans








Other comprehensive loss for the period, net of tax






-


-


-


-


(99)




Total comprehensive (loss)/income for the period






(161)


2,555


2,394


(41)


(2,728)


































(Loss)/income attributable to:




























Owners of the parent






(208)


2,555


2,347


(270)


(2,696)




Non-controlling interest






47


-


47


229


67












(161)


2,555


2,394


(41)


(2,629)




Total comprehensive (loss)/income attributable to:




























Owners of the parent






(208)


2,555


2,347


(270)


(2,795)




Non-controlling interest






47


-


47


229


67












(161)


2,555


2,394


(41)


(2,728)




Earnings per share attributable to owners of the parent during the period




























basic and diluted 


5


(1.22)p


15.03p


13.81p


(1.59)p


(15.86p)



 




CEPS PLC 
Consolidated Statement of Financial Position
As at 30 June 2020







Note


Unaudited


Unaudited


Audited












as at


as at


as at












30 June


30 June


31 December












2020


2019


2019












£'000


£'000


£'000




Assets




















Non-current assets




















Property, plant and equipment






860


1,293


1,099




Right-of-use assets






1,150


1,478


1,072




Intangible assets






10,033


5,102


6,360












12,043


7,873


8,531




Current assets




















Inventories






2,386


2,728


2,254




Trade and other receivables






2,423


4,029


3,366




Cash and cash equivalents
(excluding bank overdrafts)






 
2,048


 
2,048


1,958












6,857


8,805


7,578


























Total assets


4


18,900


16,678


16,109


























Equity




















Capital and reserves attributable to owners of the parent




















Called up share capital


5, 7


1,700


1,700


1,700




Share premium






5,841


5,841


5,841




Retained earnings






(7,575)


(4,408)


(6,808)












(34)


3,133


733




Non-controlling interest in equity






3,236


2,082


2,018




Total equity






3,202


5,215


2,751


























Liabilities




















Non-current liabilities




















Borrowings






8,320


4,667


5,152




IFRS lease liability






1,040


-


982




Trade and other payables






507


-


-




Deferred tax liability






216


88


109












10,083


4,755


6,243


























Current liabilities




















Borrowings






1,260


1,082


2,174




IFRS lease liability






235


1,639


201




Trade and other payables






3,142


3,805


3,544




Current tax liabilities






978


182


1,196












5,615


6,708


7,115


























Total liabilities






15,698


11,463


13,358


























Total equity and liabilities






18,900


16,678


16,109



 
CEPS PLC
Consolidated Statement of Cash Flows
Six months ended 30 June 2020







Note


Unaudited


Unaudited


Audited












6 months to


6 months to


12 months to












30 June


30 June


31 December












2020


2019


2019












£'000


£'000


£'000




Cash flows from operating activities




















Profit/(loss) for the financial year






2,394


(41)


(2,629)




Adjustments for:




















Depreciation and amortisation






312


404


633




Impairment of goodwill






-


-


395




Write-down of fixed assets






-


-


229




Taxation charge






(1)


191


342




Movement in inventories






(142)


(613)


172




Movement in trade and other receivables






(190)


237


928




Movement in trade and other payables






476


(303)


(118)




Corporation tax paid






27


-


(341)




Disposal of CEM






(2,555) 


-


-




Interest paid






375


197


413




Net cash generated from operating activities






696


72


24


























Cash flows from investing activities




















Interest received






-


-


28




Purchase of intangible fixed assets






(229)


-


-




Acquisition of Cook Brown


2


(1,870)


-


-




Restructuring of Hickton 






(1,313)


-


-




Net cash disposed of in CEM 






(4)


-


-




Purchase of tangible fixed assets






(359)


(87)


(241)




Acquisition of subsidiary net of cash acquired






-


28


(1,790)




Net cash from investing activities 






(3,775)


(59)


(2,003)


























Cash flows from financing activities




















Interest paid






(319)


(197)


(310)




Proceeds of borrowings






3,485


623


2,885




Repayment of finance leases






(277)


(96)


(343)




New finance leases






217


-


-




Net cash flow from financing activities






3,106


330


2,232




Net increase in cash and cash equivalents






27


343


253




Cash and cash equivalents at the beginning of the period






1,958


1,705


1,705




Cash and cash equivalents at the end of the period






1,985


2,048


1,958




Cash and cash equivalents




















Cash at bank and in hand






2,048


2,048


1,958




Bank overdrafts repayable on demand






(63)


-


-












1,985


2,048


1,958



 




 
CEPS PLC
Consolidated Statement of Changes in Equity
Six months ended 30 June 2020







Share capital


Share premium


Retained earnings


Attributable to owners of the parent


Non-controlling interest


Total equity








£'000


£'000


£'000


£'000


£'000


£'000




At 1 January 2019 (audited)


1,700


5,841


(4,013)


3,528


1,932


5,460




(Loss)/profit for the period


-


-


(270)


(270)


229


(41)




Total comprehensive (loss)/ income for the period


-


-


(270)


(270)


229


(41)




Acquisition of subsidiary


-


-


-


-


(79)


(79)




Opening balance adjustment re IFRS16


-


-


(125)


(125)


-


(125)




At 30 June 2019 (unaudited)


1,700


5,841


(4,408)


3,133


2,082


5,215




Actuarial loss


-


-


(99)


(99)


-


(99)




Loss for the period


-


-


(2,301)


(2,301)


(83)


(2,384)




Total comprehensive loss for the period


-


-


(2,400)


(2,400)


(83)


(2,483)




Acquisition of Milano group


-


-


-


-


19


19




At 31 December 2019
(audited)


1,700


5,841


(6,808)


733


2,018


2,751




Total comprehensive income for the period


-


-


2,347


2,347


47


2,394




Changes in ownership interest in a subsidiary


-


-


-


-


45


45




Disposal of CEM


-


-


-


-


1,126


1,126




Change in holdings in a subsidiary


-


-


(3,114)


(3,114)


-


(3,114)




At 30 June 2020 (unaudited)


1,700


5,841


(7,575)


(34)


3,236


3,202



            




Notes to the financial information
1.    General information
The Company is a limited liability company incorporated and domiciled in the UK. The address of its registered office is 11 Laura Place, Bath BA2 4BL and the registered number of the company is 00507461.
The Company is listed on AIM.
This condensed consolidated half-yearly financial information was approved by the Directors for issue on 24 September 2020.
This condensed consolidated half-yearly financial information does not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006.  Statutory accounts for the year ended 31 December 2019 were approved by the Board of directors on 21 May 2020 and delivered to the Registrar of Companies.  The report of the auditor on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.
This condensed consolidated half-yearly financial information has not been reviewed or audited.
There is no seasonality or cyclicality in relation to the condensed consolidated half-yearly financial information, although the impact of COVID-19 has had a profound effect on the subsidiaries and their performance in H1.
Basis of preparation
This condensed consolidated half-yearly financial information for the six months ended 30 June 2020 has been prepared in accordance with IAS 34, 'Interim Financial Reporting' as adopted by the European Union.  The condensed consolidated half-yearly financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2019, which have been prepared in accordance with IFRSs as adopted by the European Union.
Accounting policies
The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2019, as described in those annual financial statements.  
2.    Acquisitions in the current period
Acquisition of Cook Brown Building Control Limited and Cook Brown Energy Limited 
On 11 March 2020 a newly incorporated company, Hickton Group Limited, was formed to acquire 100 per cent of the issued share capital of Cook Brown Building Control Limited ("CBBC") and Cook Brown Energy Limited ("CBE").  
CBBC is a leading provider of building control services in England, operating from its Bristol Head Office, with additional facilities in London, Birmingham, Leeds and Tewkesbury. The owners of CBBC are driven by improving standards across UK construction and it is expected that the service provision moving forward will be incremental to the services provided by BRCS and complementary to the clerk of works, quality assurance, role performed by Hickton Consultants Limited ("HCL") which are in turn, wholly-owned by Hickton Holdings Limited ("HHL"). CBBC commenced trading in 2014 and has enjoyed rapid growth since that time. CBE was under common ownership, and is a much more recently established business, providing a range of energy consultancy services.
The acquisitions were funded from existing cash resources within HHL and CBBC, supplemented by a new £2,000,000 term loan bank facility provided to Hickton Group Limited ("HGL").
As part of the transaction, the Company's equity holding in HGL moved to 54.7%, from its previous 52.4% stake in HHL and its loan stock increased from £615,000 to £2,243,000.




 
Effect of acquisition
The acquisition had the following provisional effect on the Group's assets and liabilities.







2020
£'000




Property, plant and equipment


41




Trade and other receivables


700




Cash and cash equivalents


623




Trade and other payables


(1,070)














Net identifiable assets and liabilities


294














Fair value of assets acquired


294




Goodwill


3,464














Cash consideration transferred


1,870




Cash acquired


623














Cash outflow


1,247



 
The provisional fair values will be disclosed further in the year end accounts.
 
3.    Exceptional item
CEM
In January 2020, CEM Press Limited and Travelfast Limited (trading as Sampling International) went into administration.  The exceptional income of £2,555,000 relates to the disposal of the CEM group after these two companies entered administration.
4.    Segmental analysis
All activities, apart from those relating to CEM, are classed as continuing.
The chief operating decision maker of the Group is its Board.  Each operating segment regularly reports its performance to the Board which, based on those reports, allocates resources to and assesses the performance of those operating segments.
Operating segments and their principal activities are as follows:
-     Aford Awards, a sports trophy and engraving company;
-     CEM, a manufacturer of fabric and wallpaper pattern books, swatches and shade cards together with Travelfast, trading as Sampling International, a manufacturer of sample books and shade cards for the wallpaper and floorcovering industries (both companies are now in administration);
-     Davies Odell, a manufacturer and distributor of protection equipment, matting and footwear components;
-     Friedman's, a convertor and distributor of specialist Lycra, including Milano International (trading as Milano Pro-Sport), a designer and manufacturer of leotards;
-     Hickton Consultants, a provider of services to the construction industry together with BRCS (Building Consultants), a leading provider of building control services nationally and Cook Brown (see note 2);
 
The United Kingdom is the main country of operation from which the Group derives its revenue and operating profit and is the principal location of the assets of the Group.  The Group information provided below, therefore, also represents the geographical segmental analysis. Of the £6,299,000 

(2019: £10,174,000) revenue, £5,189,000 (2019: £8,910,000) is derived from UK customers.
The Board assesses the performance of each operating segment by a measure of adjusted earnings before interest, tax, depreciation and amortisation and Group costs.  Other information provided to the Board is measured in a manner consistent with that in the financial statements. 




 
i)     Results by segment
Unaudited 6 months to 30 June 2020







Aford

Awards


Davies
Odell


Friedman's


 
Hickton


Continuing
operations 


 
Discontinued 
operations


 
Total

Group








£'000


£'000


£'000


£'000


£'000


£'000


£'000




Revenue


390


885


2,149


2,875


6,299


-


6,299




Segmental result (EBITDA) before exceptional costs


57


(97)


304


515


779


-


780




Exceptional item


-


-


-


-


-


2,555


2,555




Segmental result (EBITDA) after exceptional costs


57


(97)


304


515


779


2,555


3,335




Right of use depreciation charge


(23)


(17)


(70)


(34)


(144)


-


(144)




Depreciation and amortisation charge


(4)


(30)


(102)


(32)


(168)


-


(168)




Group costs


















(254)


-


(254)




Net finance costs


















(375)


-


(375)




(Loss)/profit before taxation


















(162)


2,555


2,393




Taxation


















1


-


1




(Loss)/profit for the period


















(161)


2,555


2,394





Unaudited 6 months to 30 June 2019







Aford

Awards


 
CEM


Davies Odell


 
Friedman's


 
Hickton 


 
Total

Group








£'000


£'000


£'000


£'000


£'000


£'000




Revenue


1,094


2,264


1,692


2,750


2,374


10,174




Segmental result (EBITDA) before exceptional costs


285


(355)


49


613


448


1,040




Exceptional item


-


(115)


-


-


-


(115)




Segmental result (EBITDA) after exceptional costs


285


(470)


49


613


448


925




Right of use depreciation charge


(42)


(67)


(19)


(47)


(7)


(182)




Depreciation and amortisation charge


(3)


(59)


(27)


(122)


(11)


(222)




Group costs






















(174)




Net finance costs






















(197)




Profit before taxation






















150




Taxation






















(191)




Loss for the period






















(41)



 
Audited Year to 31 December 2019










Aford  Awards


Davies Odell


 
Friedman's


 
Hickton 


Continuing operations


To be discon-tinued
operations
CEM 


 
Total

Group








£'000


£'000


£'000


£'000


£'000


£'000


£'000




Revenue


1,969


3,563


5,791


4,741


16,064


5,689


21,753




Segmental result (EBITDA) before exceptional items


411


(27)


1,244


850


2,478


(1,507)


971




Exceptional item


-


-


-


-


-


(1,836)


(1,836)




Segmental result (EBITDA) after exceptional costs


411


(27)


1,244


850


2,478


(3,343)


(865)




Right of use depreciation charge


(43)


(37)


(102)


(19)


(201)


-


 
(201)
 




Depreciation and amortisation charge


(9)


(54)


(208)


(12)


(283)


(149)


(432)






































Group costs


















(376)


-


(376)




Net finance costs


















(341)


(72)


(413)




Profit/(loss) before taxation


















1,277


(3,564)


(2,287)




Taxation


















(342)


-


(342)




Profit/(loss) for the year


















935


(3,564)


(2,629)



 
ii)     Assets and liabilities by segment
Unaudited as at 30 June







Segment assets


Segment liabilities


Segment net assets/(liabilities)








2020


2019


2020


2019


2020


2019








£'000


£'000


£'000


£'000


£'000


£'000




CEPS Group


141


299


(5,370)


(2,371)


(5,229)


(2,072)




Aford Awards


1,717


1,815


(524)


(439)


1,193


1,376




CEM 


-


3,457


-


(4,208)


-


(751)




Davies Odell


1,260


1,567


(873)


(1,174)


387


393




Friedman's


7,822


6,030


(2,414)


(1,892)


5,408


4,138




Hickton 


7,960


3,510


(6,517)


(1,379)


1,443


2,131




Total - Group


18,900


16,678


(15,698)


(11,463)


3,202


5,215



Audited as at 31 December 2019







Segment assets


Segment liabilities


 Segment net assets/(liabilities)








£'000


£'000


£'000




CEPS Group


52


(5,041)


(4,989)




Aford Awards


1,576


(407)


1,169




CEM 


1,386


(3,177)


(1,791)




Davies Odell


1,509


(964)


545




Friedman's


7,923


(2,490)


5,433




Hickton 


3,663


(1,279)


2,384




Total - Group


16,109


(13,358)


2,751



 
5.    Earnings per share
 
Basic earnings per share is calculated on the profit after taxation for the period attributable to owners of the Company of £2,347,000 (2019: loss of £270,000) and on 17,000,000 (2019: 17,000,000) ordinary shares, being the weighted number in issue during the period.  
 
Basic earnings per share for continuing operations is calculated on the loss for the year after taxation attributable to owners of the Company of £208,000 and on 17,000,000 ordinary shares, being the weighted number in issue during the year.  Basic earnings per share for discontinued operations is calculated on the profit for the year after taxation attributable to owners of the Company of £2,555,000 and on 17,000,000 ordinary shares, being the weighted number in issue during the year. 




 
6.    Net debt and gearing
Gearing ratios at 30 June 2020, 30 June 2019 and 31 December 2019 are as follows:
 







Group
unaudited
 30 June 2020


Group
unaudited
 30 June 2019


Group audited
31 December 2019








£'000


£'000


£'000






















Total borrowings


7,645


4,906


6,247




Less: cash and cash equivalents


(2,048)


(2,048)


(1,958)




Net debt


5,597


2,858


4,289




Total equity


3,202


5,215


2,751




Gearing ratio


175%


55%


156%



 
In order to provide a more meaningful gearing ratio, total borrowings are the sum of bank borrowings and third-party debt, excluding loan notes used to finance the Group's acquisitions. 
 
7.       Share capital and premium







Number of shares


Share capital

£'000


Share premium

£'000


Total

£'000


























At 1 January 2020 and 30 June 2020


17,000,000


1,700


5,841


7,541



 
8.       Related-party transactions
During the period the Company entered into the following transactions with its subsidiaries:







 
Aford Awards (Holdings) Limited
£'000


 
 
CEM Teal Limited
£' 000


 
 
Davies Odell Limited
£'000


 
 
Signature Fabrics Limited
£'000


 
 
Hickton Holdings Limited
£'000




Receipt of loan interest
























- 2020


8


-


19


30


64




- 2019


19


86


12


-


24




- For the year to 31 December 2019 (audited)


32


-


27


15


49




Receipt of management charge income 
























- 2020


10


-


8


18


6




- 2019


10


-


8


18


6




- For the year to 31 December 2019 (audited)


20


-


15


35


13




Amount owed to the Company
























- 30 June 2020


210


-


886


1,044


2,297




- 30 June 2019


405


1,325


486


-


623




- For the year to 31 December 2019 (audited)


216


-


808


1,026


623




Loans and investments written-off or impaired
























- 30 June 2020


-


-


73


-


-




- 30 June 2019


-


2,719


-


-


-




- For the year to 31 December 2019 (audited)


-


1,955


808


-


-



 
The Company is under the control of its shareholders and not any one party.
Statement of directors' responsibility
The directors confirm that, to the best of their knowledge, these condensed consolidated half‑yearly financial statements have been prepared in accordance with IAS 34 as adopted by the European Union.  The interim management report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely:
 
·           an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and
 
·           material related-party transactions in the first six months of the financial year and any material changes in the related-party transactions described in the last Annual Report.
 
A list of current directors is maintained on the CEPS PLC Group website: www.cepsplc.com

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IR FLFVEALISFII