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REG - CEPS PLC - Half-year Report

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RNS Number : 3151L  CEPS PLC  05 September 2023

5 September 2023

 

 

CEPS PLC

("CEPS", "CEPS Group" "Group" or "Company")

 

HALF-YEARLY REPORT

 

The Board is pleased to announce its unaudited half-yearly report for the six
months ended 30 June 2023.

 

CHAIRMAN'S STATEMENT

 

The country, both the public and businesses, have in the main recovered from
the problems caused by the Coronavirus pandemic.  The painful price pressures
brought on by the problems caused by the Russian invasion of the Ukraine are
also abating as supply chains catch up with the rapidly changing market.

The general poor understanding of how inflation "works" has been clearly
exposed in the general media as the passage of time will, in the end, cause
inflation to decline to normal levels.  This of course begs the question as
to what is normal!  Periodically over the past 15 years some observers have
been very concerned about the spectre of deflation in the United Kingdom.
Other analysts have put forward strong views that some inflation is a positive
for a healthy economy.  This recent inflation spike was caused principally by
a very rapid rise in energy prices and food prices.  Both were caused by
supply shortages rather than excess demand.  A look at a graph for spot gas
prices over the past five years shows that prices have declined to the level
prevailing in April 2021.  Going back 25 years, spot rates are the same level
as they were in August 1999.  In addition, the recent strengthening of
Sterling, in particular against the US Dollar, also helps in the battle
against inflation.

Raising interest rates has always been used as part of the Treasury's response
to curbing inflation.  However, over the past 30 years the percentage of
mortgages on fixed term rates has risen from almost nil to about 80% of the
market.  Consequently, any change in interest rates, which always has a
lagged effect, is now even slower in its impact.  In fact, for the large
number of people who have cash savings and no debt, the raising of interest
rates has been highly beneficial.

I suspect that over the next 16 months the state of play in the UK will be
much improved on where things sit today.  Growth in GDP, whilst weak, is
beating the experts' forecasts with the IMF and Bank of England having to
revise their estimates upwards.  The United Kingdom, forecast by these august
bodies to be bottom of the G7 growth tables, appears to be continually
confounding views.

Review of the period

 

We remain pleased with the ongoing progress being made by the CEPS Group.
Despite the general depressing tone of the mass media, the BBC, the Bank of
England and the IMF, we are hoping for a background of steadily improving
macroeconomic conditions for the rest of the year and with this state
continuing into 2024.  However, whilst our companies have continued to make
progress, the outlook for the future, whilst a war is being fought on the
eastern edge of Europe, remains uncertain.

 

Reports across many sectors and from many businesses is that input cost
inflation has abated such that it is now seen to be a 2022 problem.  With a
very modest uptick in unemployment over the past three months and a very
gradual return to work of the "economically inactive" the shortage of
available labour appears to be abating.

 

Operational review

 

Aford Awards

 

The company has continued its organic development.  In addition, the
integration of the business and assets of Impact Promotional Merchandise,
acquired last year, has made a big difference to the strength, breadth, and
depth of the company.  In common with the developments in the Hickton Group
last year, Aford Awards had been effectively overtrading off its historical
structure for several years and consequently was finding growth very hard to
achieve.  With the recent acquisitions, the company has had to add more
overhead and operational structure to put it in a position where it can manage
its growth in the future in a controlled manner.

 

The maximum interim deferred payment of £210,000 was paid to the vendor of
the business of Impact Promotional Merchandise on 14 March 2023.  A further
four payments will be made amounting to a maximum total of £240,000 over the
next 18 months.

 

Friedman's including Milano International

 

Friedman's has produced a further growth in sales with profits to match.
Milano has also started to grow revenue and EBITDA contribution.  Both
Friedman's and Milano have outperformed budgeted expectations.

 

Having been highly dependent on the senior management, steps are being taken
to broaden and deepen the management function as appropriate for a company of
its size and ambition.

 

Hickton Group

 

The Hickton Group has had an excellent first six months of this financial year
with sales, gross profit and EBITDA being ahead of budget.

 

On 6 July 2023, the Company purchased a further 1.4% (1,625 shares) of Hickton
Group and £56,884 8% Investor Loan Notes for £58,509, taking its
shareholding from 52.4% to 53.8%.  This is of course a very low risk way of
CEPS PLC achieving growth by acquisition.

Vale Brothers

 

The company has continued to struggle, in common with all its competitors, as
demand for its products has been very weak.  Further restructuring is taking
place to "right-size" the business for the prevailing demand.

 

Financial review

 

It is pleasing that sales for the Group for the first six months of 2023 at
£15.05m were solidly up on the comparable period in 2022 of £12.99m, an
increase of 15.9%.

 

Aford Awards generated revenue of £1.99m for the first six months of 2023
compared to £1.56m for the same period in 2022.  The segmental result,
presented as EBITDA, was £393,000 in H1 2023 compared to £410,000 in the
same period in the previous year.  As highlighted above in the operational
review, more overhead has been put in place and it is expected that the
benefit of this will be seen in the second half.

 

Revenue from Friedman's and Milano International was £3.52m in H1 2023
compared to £3.19m in H1 2022, with a return to more normal trading
conditions.  EBITDA also improved from £227,000 in H1 2021 to £545,000 in
H1 2023.

 

Hickton Group's revenue in H1 2023 increased to £9.55m from £8.24m in the
same period of 2022.  The CEPS Board is very pleased with the recovery in
Hickton and can confirm that the issues of the second half of last year have
been resolved.  Consequently, EBITDA has increased from £820,000 in the
first six months of 2022 to £1.01m in H1 of 2023.

 

The operating profit for CEPS Group increased by 47.3% from £930,000 in H1
2022 to £1.37m in H1 2023.  Included within operating profit are CEPS Group
costs which have increased to £188,000 for the six months (2022:
£167,000).  Part of this increase can be explained by the fact that the Head
Office operation is now run from its own offices in Bath. Increased
professional costs account for the rest of the increase.

 

Vale Brothers has reported a loss for the period to June 2023.  The Group, as
at 31 December 2022, was carrying a £nil investment in respect of its
shareholding and £nil for the loan notes receivable from this associate and
has no contractual commitment to provide any further funding.  Consistent
with this position, the Group is not required to account for a share of this
loss and has, therefore, included £nil in the results.  As stated above,
further action is being taken to restructure the business.

 

Net finance costs have increased slightly period-on-period from £344,000 in
H1 2022 to £393,000 in H1 2023.  Much of the debt is on fixed rate terms
and, as cash generation increases, overall debt is expected to decline and,
consequently, the finance charge is expected to reduce.

 

The corporation tax charge of £184,000 (H1 2022: £67,000) is primarily a
provisional charge on the profits generated by the Hickton Group.

 

Profit after tax for the period was £793,000 compared to £460,000 for the
first six months of 2022.  This has resulted in an improved earnings per
share attributable to owners of the parent of 1.93p (H1 2022: 1.07p).

 

The Group saw an improvement in net cash generated from operating activities
between the two periods.  This amounted to £2.01m in H1 2023 and £825,000
in H1 2022.  Net debt has also fallen from £6.08m at 30 June 2022 to £5.67m
at 30 June 2023.  Both these factors explain the improvement in the gearing
ratio from 158% at 30 June 2022 to 107% at 30 June 2023.  As at 30 June 2023
CEPS Group had £1.49m cash and cash equivalents (excluding bank overdrafts)
(H1 2022: £1.74m).

 

Dividend

 

The Board remains keen to recommence the payment of dividends after a very
long time of non-payment.  However, this will need a balance sheet
reconstruction to allow this to happen as the first step in this process.
Proposals to effect this will be put forward to shareholders in the near
future.

 

Prospects

 

The Board is pleased to see the progress for the first six months evidenced in
these interim accounts during a period of relative trading normality, as
compared to recent years.  Whilst the macro position is uncertain, the CEPS
Group of companies have clear objectives and are set up to continue to improve
their performance.  The management teams are showing determination and
resilience to ensure that their companies emerge from the current difficulties
in a better place in their markets.

 

 

 

 

 

David Horner

Chairman

4 September 2023

 

This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the
European Union (Withdrawal) Act 2018).

The directors of the Company accept responsibility for the content of this
announcement.

Enquiries

 

 CEPS PLC

 David Horner, Chairman                           +44 1225 483030

 Cairn Financial Advisers LLP

 James Caithie / Sandy Jamieson / Emily Staples   +44 20 7213 0880

 

 

Caution Regarding Forward Looking Statements

 

Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are not
based on historical facts but rather on the directors' current expectations
and assumptions regarding the Company's future growth, results of operations,
performance, future capital and other expenditures (including the amount,
nature and sources of funding thereof), competitive advantages, business
prospects and opportunities. Such forward looking statements reflect the
directors' current beliefs and assumptions and are based on information
currently available to the directors.

 

CEPS PLC

Consolidated Statement of Comprehensive Income

Six months ended 30 June 2023

                                                                            Note                            Audited
                                                                                  Unaudited    Unaudited    12 months
                                                                                  6 months     6 months     to 31

to 30 June
to 30 June

            December

                                                                                  2023         2022         2022
                                                                                  £'000        £'000        £'000

 Revenue                                                                    3     15,054       12,988       26,449
 Cost of sales                                                                    (8,867)      (7,652)      (15,538)
 Gross profit                                                                     6,187        5,336        10,911
 Other operating income                                                           20           24           47
 Administration expenses                                                          (4,837)      (4,430)      (8,835)
 Operating profit                                                           3     1,370        930          2,123

 Analysis of operating profit
 Trading                                                                          1,538        1,073        2,476
 Other operating income                                                           20           24           47
 Group costs                                                                      (188)        (167)        (400)
                                                                                  1,370        930          2,123
 Share of associate loss                                                          -            (59)         (66)
 Net finance costs                                                                (393)        (344)        (711)
 Profit before tax                                                                977          527          1,346
 Taxation                                                                         (184)        (67)         (270)
 Profit for the period                                                            793          460          1,076

 Other comprehensive income
 Items that will not be reclassified to profit or loss                            -            -

                                                                                                            54
 Actuarial gain on defined benefit pension plans
 Other comprehensive income for the period, net of tax                            -            -            54
 Total comprehensive income for the period                                        793          460          1,130

 Income attributable to:
 Owners of the parent                                                             405          224          460
 Non-controlling interest                                                         388          236          616
                                                                                  793          460          1,076
 Total comprehensive income attributable to:
 Owners of the parent                                                             405          224          514
 Non-controlling interest                                                         388          236          616
                                                                                  793          460          1,130
 Earnings per share attributable to owners of the parent during the period
 basic and diluted                                                          4     1.93p        1.07p        2.19p

 

 

CEPS PLC

Consolidated Statement of Financial Position

As at 30 June 2023

                                                            Note  Unaudited  Unaudited  Audited
                                                                  as at      as at      as at
                                                                  30 June    30 June    31 December
                                                                  2023       2022       2022
                                                                  £'000      £'000      £'000
 Assets
 Non-current assets
 Property, plant and equipment                              5     1,098      693        671
 Right-of-use assets                                        5     1,857      1,850      1,694
 Intangible assets                                                11,649     11,830     11,728
 Investment in associate                                          -          7          -
                                                                  14,604     14,380     14,093
 Current assets
 Inventories                                                      2,296      1,781      2,138
 Trade and other receivables                                      4,840      4,145      4,006
 Cash and cash equivalents                                        1,488                 1,284

 (excluding bank overdrafts)                                                 1,743
                                                                  8,624      7,669      7,428

 Total assets                                               3     23,228     22,049     21,521

 Equity
 Capital and reserves attributable to owners of the parent
 Called up share capital                                    8     2,100      2,100      2,100
 Share premium                                                    7,017      7,017      7,017
 Retained earnings                                                (7,121)    (7,816)    (7,526)
                                                                  1,996      1,301      1,591
 Non-controlling interest in equity                               3,312      2,544      2,924
 Total equity                                               3     5,308      3,845      4,515

 Liabilities
 Non-current liabilities
 Borrowings                                                       7,648      8,219      8,367
 Lease liabilities                                                1,636      1,652      1,522
 Trade and other payables                                         120        240        208
 Deferred tax liability                                           338        344        338
                                                                  9,742      10,455     10,435
 Current liabilities
 Borrowings                                                       1,822      2,097      1,487
 Lease liabilities                                                373        342        313
 Trade and other payables                                         4,263      4,180      3,325
 Current tax liabilities                                          1,720      1,130      1,446
                                                                  8,178      7,749      6,571

 Total liabilities                                          3     17,920     18,204     17,006

 Total equity and liabilities                                     23,228     22,049     21,521

 

CEPS PLC

Consolidated Statement of Cash Flows

Six months ended 30 June 2023

                                                                                  Unaudited    Unaudited    Audited
                                                                                  6 months to  6 months to  12 months to
                                                                                  30 June      30 June      31 December
                                                                                  2023         2022         2022
                                                                                  £'000        £'000        £'000
 Cash flows from operating activities
 Profit for the financial period                                                  793          460          1,076
 Adjustments for:
 Depreciation and amortisation                                                    390          360          719
 Loss on disposal of fixed assets                                                 2            -            6
 Pension contributions less than administrative charge                            -            -            69
 Share of associate loss                                                          -            59           66
 Net finance costs                                                                393          344          711
 Taxation charge                                                                  184          67           270
 Changes in working capital
 Movement in inventories                                                          (158)        (161)        (518)
 Movement in trade and other receivables                                          (834)        (1,109)      (970)
 Movement in trade and other payables                                             1,347        881          301
 Cash generated from operations                                                   2,117        901          1,730
 Corporation tax paid                                                             (111)        (76)         (61)
 Net cash generated from operating activities                                     2,006        825          1,669

 Cash flows from investing activities
 Interest received                                                                6            6            12
 Acquisition of subsidiaries and businesses, net of cash acquired (including      (223)        (575)        (611)
 deferred consideration)
 Purchase of property, plant and equipment                                        (525)        (32)         (120)
 Proceeds from sale of assets                                                     -            -            3
 Purchase of intangible fixed assets                                              (23)         (74)         (75)
 Net cash used in investing activities                                            (765)        (675)        (791)

 Cash flows from financing activities
 Proceeds from borrowings                                                         -            437          396
 Repayment of borrowings                                                          (405)        (332)        (773)
 Dividends paid to minority shareholders in a subsidiary                          -            (157)        (157)
 Interest paid                                                                    (451)        (268)        (815)
 Lease liability payments                                                         (181)        (168)        (326)
 Net cash flow used in financing activities                                       (1,037)      (488)        (1,675)
 Net increase/(decrease) in cash and cash equivalents                             204          (338)        (797)
 Cash and cash equivalents at the beginning of the period                         1,284        2,081        2,081
 Cash and cash equivalents at the end of the period                               1,488        1,743        1,284

 Cash and cash equivalents
 Cash at bank and in hand                                                         1,488        1,743        1,284

 

 

 

 

 

 

 

 

 

 

CEPS PLC

Consolidated Statement of Changes in Equity

Six months ended 30 June 2023

 

                                                                 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 2022                                               2,100          7,017          (8,040)            1,077                                 2,465                     3,542

 (audited)
 Profit and total comprehensive income for the period            -              -              224                224                                   236                       460
 Dividends paid to minority shareholders in a subsidiary         -              -              -                  -                                     (157)                     (157)
 At 30 June 2022 (unaudited)                                     2,100          7,017          (7,816)            1,301                                 2,544                     3,845
 Actuarial gain                                                  -              -              54                 54                                    -                         54
 Profit for the period                                           -              -              236                236                                   380                       616
 Total comprehensive income for the financial period             -              -              290                290                                   380                       670
 At 31 December 2022 (audited)                                   2,100          7,017          (7,526)            1,591                                 2,924                     4,515
 Profit and total comprehensive income for the financial period  -              -              405                405                                   388                       793
 At 30 June 2023 (unaudited)                                     2,100          7,017          (7,121)            1,996                                 3,312                     5,308

 

 

 

Notes to the financial information

1.    General information

CEPS PLC (the "Company") is a company incorporated and domiciled in England
and Wales.  The Company is a public company limited by shares, which is
admitted to trading on the AIM market of the London Stock Exchange.  The
address of the registered office is 11 Laura Place, Bath BA2 4BL.

The registered number of the Company is 00507461.

This condensed consolidated half-yearly financial information was approved by
the directors for issue on 5       September 2023.

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 2022 were
approved by the Board of directors on 4 May 2023 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 specific seasonality in relation to the condensed consolidated
half-yearly financial information.

Basis of preparation

This condensed consolidated half-yearly financial information for the six
months ended 30 June 2023 has been prepared in accordance with IAS 34,
'Interim Financial Reporting'.  The condensed consolidated half-yearly
financial information should be read in conjunction with the annual financial
statements for the year ended 31 December 2022, which have been prepared in
accordance with IFRS as adopted by the United Kingdom.

Accounting policies

The accounting policies applied are consistent with those of the annual
financial statements for the year ended 31 December 2022 and with those to be
applied for the year ending 31 December 2023, as described in the 2022 annual
financial statements. There are no new standards or interpretations expected
to be adopted in 2023 that would have a significant impact on the financial
statements.

2.    Exceptional items

There have been no material exceptional items in the period ended 30 June 2023
(2022: none).

3.    Segmental analysis

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, including Impact Promotional Merchandise, a sports
trophy, engraving and promotional merchandising company;

-     Friedman's, a convertor and distributor of specialist lycra,
including Milano International (trading as Milano Pro-Sport), a designer and
manufacturer of leotards; and

-     Hickton Group, comprising Hickton Quality Control, BRCS, Cook Brown
Building Control, Cook Brown Energy, Morgan Lambert and Qualitas Compliance,
providers of services in the construction industry.

 

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 £15,054,000

(2022: £12,988,000) of revenue, £14,188,000 (2021: £12,115,000) 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 2023

                                       Aford    Friedman's

Awards

                                                            Hickton   Total

Group
                                                             Group
                                       £'000    £'000       £'000     £'000
 Revenue                               1,985    3,520       9,549     15,054
 Segmental result (EBITDA)             393      545         1,010     1,948
 Right-of-use depreciation charge      (37)     (84)        (47)      (168)
 Depreciation and amortisation charge  (69)     (113)       (40)      (222)
 Group costs                                                          (188)
 Net finance costs                                                    (393)
 Profit before taxation                                               977
 Taxation                                                             (184)
 Profit for the period                                                793

 

Unaudited 6 months to 30 June 2022

                                       Aford    Friedman's

Awards

                                                            Hickton   Total

Group
                                                             Group
                                       £'000    £'000       £'000     £'000
 Revenue                               1,560    3,192       8,236     12,988
 Segmental result (EBITDA)             410      227         820       1,457
 Right-of-use depreciation charge      (38)     (70)        (53)      (161)
 Depreciation and amortisation charge  (45)     (96)        (58)      (199)
 Group costs                                                          (167)
 Share of associate loss                                              (59)
 Net finance costs                                                    (344)
 Profit before taxation                                               527
 Taxation                                                             (67)
 Profit for the period                                                460

 

 Audited 12 months to 31 December 2022

                                       Aford    Friedman's

Awards

                                                            Hickton      Total

Group
                                                               Group
                                       £'000    £'000       £'000        £'000
 Revenue                               3,086    6,423       16,940       26,449
 Segmental result (EBITDA)             546      897         1,800        3,243
 Right-of-use depreciation charge      (75)     (129)       (100)        (304)
 Depreciation and amortisation charge  (115)    (183)       (117)        (415)
 Group costs                                                             (400)
 Share of associate loss                                                 (66)
 Net finance costs                                                       (712)
 Profit before taxation                                                  1,346
 Taxation                                                                (270)
 Profit for the year                                                     1,076

ii)     Assets and liabilities by segment

 Unaudited as at 30 June         Segment assets      Segment liabilities     Segment net assets/(liabilities)
                                 2023      2022      2023        2022        2023                2022
                                 £'000     £'000     £'000       £'000       £'000               £'000
 Continuing operations:
 CEPS Group                      192       167       (5,455)     (5,322)     (5,263)             (5,155)
 Aford Awards                    4,099     4,039     (2,028)     (2,152)     2,071               1,887
 Friedman's                      8,377     7,538     (2,884)     (2,390)     5,493               5,148
 Hickton Group                   10,560    10,305    (7,553)     (8,340)     3,007               1,965
 Total - Group                   23,228    22,049    (17,920)    (18,204)    5,308               3,845

 Audited as at 31 December 2022  Segment assets      Segment liabilities      Segment net assets/(liabilities)
                                 £'000               £'000                   £'000
 Continuing operations:
 CEPS Group                      286                 (5,410)                 (5,124)
 Aford Awards                    4,014               (2,170)                 1,844
 Friedman's                      7,575               (2,244)                 5,331
 Hickton Group                   9,646               (7,182)                 2,464
 Total - Group                   21,521              (17,006)                4,515

 

4.    Earnings per share

 

Basic earnings per share is calculated on the profit after taxation for the
period attributable to owners of the Company of £405,000 (2022: £224,000)
and on 21,000,000 (2022: 21,000,000) ordinary shares, being the weighted
number in issue during the period.

 

5.    Property, plant and equipment

In the period ended 30 June 2023, a subsidiary in the Friedman's segment
purchased the freehold property, formerly leased for the operations, for
£388,000 plus costs.

£284,000 of the increase in right-of-use assets and lease liabilities in the
period ended 30 June 2023 results from a rent review in respect of existing
premises.

6.    Net debt and gearing

Gearing ratios at 30 June 2023, 30 June 2022 and 31 December 2022 are as
follows:

 

                                  Group            Group            Group audited

                                  unaudited        unaudited        31 December 2022

                                   30 June 2023     30 June 2022
                                  £'000            £'000            £'000

 Total borrowings                 7,161            7,818            7,420
 Less: cash and cash equivalents  (1,488)          (1,743)          (1,284)
 Net debt                         5,673            6,075            6,136
 Total equity                     5,308            3,845            4,515
 Gearing ratio                    107%             158%             136%

 

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.       Pension scheme

Further to the announcement on 13 December 2021 that the Trustees of the
Company's defined benefit scheme (the Dinkie Heel plc Retirement Benefits
Scheme (the "Scheme")) had entered into a buy-in contract with Aviva, the
Scheme continues to be formally wound-up.

 

It is expected that the Scheme will have surplus funds once the final
balancing premium is paid to Aviva, conditional on the Scheme completing a
process to verify the detailed amounts payable to members and dependants.
This process should be complete within the next six months.  The amount the
Trustees expect may be left over is in the order of £700,000 (the
"Surplus") although it may be more or less than that.  In accordance with the
formal rules of the Scheme, it is the intention of the Trustees to pay the
Surplus to CEPS PLC, as the employer for the Scheme, after deducting the
required amount of tax, currently expected to be 35% and the net amount
receivable would then be £455,000.

 

Historically, the actuarial surplus on the Scheme has not been recognised in
the Company's accounts as the Company does not have an unconditional right to
refunds of surpluses arising in the Scheme.  The contingent asset will not be
recognised until there is certainty over the final amount and receipt and any
payment of the surplus to CEPS PLC will have a positive impact on the
Company's and Group's balance sheet when it is received.

 

 

 

8.       Share capital and premium

                                     Number of shares  Share capital  Share premium  Total

£'000
£'000
£'000

 At 1 January 2023 and 30 June 2023  21,000,000        2,100          7,017          9,117

 

 

9.       Post balance sheet events

On 6 July 2023, the Company purchased a further 1.4% (1,625 shares) of Hickton
Group and £56,884 8% Investor Loan Notes for £58,509, taking its
shareholding from 52.4% to 53.8%.

10.     Related-party transactions

During the period the Company entered into the following transactions with its
subsidiary groups:

                                               Aford Awards Group Holdings Limited

                                               £'000

                                                                                    Signature Fabrics Limited   Hickton Group Limited

                                                                                    £'000                       £'000
 Loan note interest receivable
 - 6 months to 30 June 2023                    38                                   29                          95
 - 6 months to 30 June 2022                    32                                   30                          95
 - For the year to 31 December 2022 (audited)  70                                   60                          191
 Management charge income receivable
 - 6 months to 30 June 2023                    10                                   18                          6
 - 6 months to 30 June 2022                    10                                   18                          6
 - For the year to 31 December 2022 (audited)  20                                   35                          13
 Amount owed to the Company
 - 30 June 2023                                1,310                                969                         2,453
 - 30 June 2022                                1,235                                1,164                       2,382
 - For the year to 31 December 2022 (audited)  1,235                                1,000                       2,406

 

The Company is under the control of its shareholders and not any one
individual 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 United Kingdom.  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 website:
www.cepsplc.com

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