REG - Character Group PLC - Half-year Report - six months to 28 February 2023
11/05/2023 07:00
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RNS Number : 0435Z Character Group PLC 11 May 2023
LONDON, THURSDAY, 11 MAY 2023
The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement via the Regulatory Information Service, this inside information
is now considered to be in the public domain.
The Character Group plc
(the "Company" or "Group" or Character")
Designers, developers and international distributor of toys, games and
giftware
HALF YEARLY FINANCIAL REPORT
for the six months ended 28 February 2023
KEY PERFORMANCE INDICATORS Six months Six months 12 months
CONTINUING OPERATIONS ended ended ended
28 February 28 February 31 August
2023 2022 2022
(unaudited) (unaudited) (audited)
Revenue £57.9m £90.9m £176.4m
Operating profit before highlighted items* £0.6m £6.5m £11.4m
Pre-tax profit before highlighted items* £0.5m £6.5m £11.3m
Underlying basic earnings per share before highlighted items* 0.54p 25.15p 45.73p
Diluted earnings per share before highlighted items* 0.54p 24.62p 44.77p
Profit before tax £0.2m £6.5m £11.4m
Basic loss per share (0.85p) 25.21p 46.37p
Diluted loss per share (0.85p) 24.68p 45.39p
Dividend per share (declared) 8.0p 7.0p 17.0p
EBITDA £2.7m £8.4m £14.2m
Cash and cash equivalents £10.7m £21.5m* £20.0m
Net assets £37.1m £35.2m* £38.9m
*Excludes
Mark to market (loss)/profit adjustments on FX derivative positions £(0.3m) - £0.2m
"The Board predicted at the start of the year that the Group's trading
performance would be very much one of two halves."
"Whilst the conditions remain challenging, the Board has a strong belief in
the current product line up. The success of Heroes of Goo Jit Zu continues
and is supported by other lines, including the influencer inspired Lanky Box
and Aphmau products which are also featuring well in our sales numbers. In
addition, the scheduled release of the new "Turtles" movie in August 2023
bodes well for the launch this summer of the Teenage Mutant Ninja Turtles line
of products that we are distributing in the UK and Ireland."
"Overall, the Board is, accordingly, confident of the prospects for the second
half and continues to expect that Character's profitability for FY2023 will be
in line with current market expectations*."
*Current market consensus compiled by the Company for the year ending 31
August 2023 is an underlying profit before tax of c.£5m.
FTSE sector: leisure: FTSE AIM All-share: symbol: CCT: Market cap: £68m
Copies of this statement can be viewed at www.thecharacter.com
(http://www.thecharacter.com) .
Product ranges can also be viewed at www.character-online.co.uk
(http://www.character-online.co.uk) .
ENQUIRIES:
The Character Group plc
Jon Diver, Joint Managing Director
Kiran Shah, Joint Managing Director
Office: +44 (0) 208 329 3377
Mobile: +44 (0) 7831 802219 (JD)
Mobile: +44 (0) 7956 278522 (KS)
Email: info@charactergroup.plc.uk (mailto:info@charactergroup.plc.uk)
Panmure Gordon
(Nominated Adviser and Joint Broker)
Atholl Tweedie, Investment Banking
Rupert Dearden, Corporate Broking
Tel: +44 (0) 20 7886 2500
Allenby Capital Limited
(Joint Broker)
Nick Athanas, Corporate Finance
Amrit Nahal, Sales & Corporate Broking
Tel: +44 (0) 20 3328 5656
TooleyStreet Communications Limited
(Investor and media relations)
Fiona Tooley
Tel: +44 (0) 7785 703523
Email: fiona@tooleystreet.com (mailto:fiona@tooleystreet.com)
The Character Group plc
(the "Company" or "Group" or "Character")
Designers, developers and international distributor of toys, games and
giftware
HALF YEARLY FINANCIAL REPORT
for the six months ended 28 February 2023
INTRODUCTION
Since the Group's trading updates issued in October 2022 and January 2023,
trading conditions have continued to be challenging across all the Group's
markets. The business continues to have a solid product portfolio for both
its international and domestic markets. A succession of exciting new
introductions to be made in the second half will, the Board believes, result
in a significant improvement in the Group's profitability in the second half
of the financial year.
GROUP TRADING
Revenue in the period at £57.9m was down 36.3% on the comparable period last
year (HY 2022 £90.9m; FY 2022: £176.4m).
The Group is reporting a profit before tax and highlighted items for the
period of £0.5m (HY 2022: £6.5m; FY 2022: £11.3m).
Earnings before interest, tax, depreciation and amortisation (EBITDA) were
£2.7m (HY 2022 £8.4m; FY 2022: £14.2m).
Gross profit margin in the period improved to 26.9%, compared to 24.8% in the
same 2022 period and 23.5% for the August 2022 financial year. The increase
in margin reflects the significant reduction in sales to the USA market, which
attracts a lower margin than the Group's domestic and other international
sales.
Underlying basic earnings per share before highlighted items amounted to 0.54p
(HY 2022: 25.15p; FY 2022: 45.73p). Diluted earnings per share, on the same
basis, were 0.54p (HY 2022: 24.62p; FY 2022: 44.77p).
A significant proportion of the Group's purchases are made in US dollars.
The business is therefore exposed to foreign currency fluctuations and manages
the associated risk through the purchase of forward exchange contracts and
derivative financial instruments. Under International Financial Reporting
Standards (IFRS), at the end of each reporting period the Group is required to
make an adjustment in its financial statements to incorporate a 'mark to
market' valuation of such financial instruments. The 'mark to market'
adjustment for the financial period under review results in a loss of
£0.3m. This compares to a profit of £16,000 shown in the corresponding
period in 2022 and a profit of £0.2m reported in the year to 31 August
2022. These 'mark to market' adjustments are non-cash items, calculated by
reference to unpredictable and sometimes volatile currency spot rates at the
respective balance sheet dates. To present the results on a "normal" basis,
these "mark to market" adjustments on FX derivative positions are excluded,
although shown separately as "highlighted items" to demonstrate the
"underlying" position.
FINANCIAL POSITION, WORKING CAPITAL & CASH FLOW
The Group's net assets at 28 February 2023 were £37.1m (HY 2022: £35.2m; FY
2022: £38.9m). During the period, the Group utilised cash from operations
of £2.8m (HY 2022: £3.4m generated; FY 2022: £4.2m generated). The
Group's inventory stood at an unseasonably high level of £26.2m at 31 August
2022, however, by 28 February 2023 this had been reduced by £8.0m to £18.1m
(HY 2022: £17.9m).
The Group has no long-term debt. Net interest charges on the use of working
capital facilities during the period were £0.1m (HY 2022: £23,000; FY 2022:
£0.2m). After making dividend payments, the Group had cash and cash
equivalents of £10.7m (HY 2022: £21.5m; FY 2022: £20.0m) at the end of the
first-half period. In addition, the Group had unutilised headroom of over
£50.0m under its banking and other finance facilities.
DIVIDEND
The Board remains committed to maintaining a progressive dividend policy.
The Board is declaring an interim dividend of 8.0p per share (HY 2022: 7.0p;
final dividend 2022: 10.0p). Although this is not supported by earnings
cover (HY 2022 3.6 times), it reflects the Board's confidence in the Group's
prospects for a second half recovery and performance beyond the current
financial year.
The interim dividend will be paid on 28 July 2023 to shareholders on the
register as at the close of business on 14 July 2023. The shares will be
marked ex-dividend on 13 July 2023.
SHARE BUYBACK PROGRAMME
No share buybacks were conducted in the period under review. Shareholders
passed a resolution at the 2023 Annual General Meeting authorising the Company
to effect share buybacks (including by way of tender offers) of up to
2,890,000 issued ordinary shares of 5p each in the Company ("Ordinary
Shares").
The Board will consider further buyback initiatives in the future, including
by way of a tender offer as the Directors consider that it is in the interests
of all shareholders to provide investors who wish to realise part or all of
their investment in the Group with an opportunity to access liquidity that is
not otherwise available in the market and to return excess capital to
shareholders.
TOTAL VOTING RIGHTS (TVR)
As at today's date, the Company's issued share capital consists of 21,465,929
Ordinary Shares. The Company holds 2,100,159 Ordinary Shares in treasury
which do not carry voting rights and, accordingly, the total number of voting
rights in Character is 19,365,770. The figure of 19,365,770 may be used by
shareholders as the denominator for the calculations by which they will
determine if they are required to notify their interest, or change to their
interest, in the Company under the FCA's Disclosure Guidance and Transparency
Rules.
OUR PEOPLE
As always, we are indebted to our teams that operate throughout our markets
globally. Their gritty determination to face the ever changing, often
unexpected, challenges that have affected our markets in recent years is
humbling. We have not encountered the level of sales slowdown experienced in
the first half for many years and it has, no doubt, been dispiriting for our
people but they have shown, once again, a hunger for delivering the
anticipated turnaround for the second half and the restoration of the previous
growth pattern and fortunes of the Group. For this continuing service and
commitment, the Board thanks them on behalf of all of our stakeholders.
OUTLOOK
The Board predicted at the start of the year that the Group's trading
performance would be very much one of two halves. Whilst the conditions
remain challenging, the Board has a strong belief in the current product line
up. The success of Heroes of Goo Jit Zu continues and is supported by other
lines, including the influencer inspired Lanky Box and Aphmau products which
are also featuring well in our sales numbers. In addition, the scheduled
release of the new "Turtles" movie in August 2023 bodes well for the launch
this summer of the Teenage Mutant Ninja Turtles line of products that we are
distributing in the UK and Ireland.
Overall, the Board is, accordingly, confident of the prospects for the second
half and continues to expect that Character's profitability for FY2023 will be
in line with current market expectation*. The Board will continue to update
shareholders as we progress through the year.
11 May 2023
*Current market consensus compiled by the Company for the year ending 31
August 2023 is an underlying profit before tax of c.£5m.
The Character Group plc
Consolidated Income Statement
six months ended 28 February 2023
six months ended six months ended six months ended six months ended six months ended six months ended 12 months ended 12 months ended 12 months ended
28 February 2023 28 February 2023 28 February 2023 28 February 2022 28 February 2022 28 February 2022 31 August 2022 31 August 2022 31 August 2022
Result before *highlighted items *highlighted items Result Result before *highlighted items *highlighted items Result Result before *highlighted items *highlighted items Statutory
(unaudited) (unaudited) (audited) Result
£'000 (unaudited) £'000 (unaudited) £'000 (audited)
£'000 (unaudited) £'000 (unaudited) £'000 (audited)
£'000 £'000 £'000
Revenue 57,887 - 57,887 90,947 - 90,947 176,402 - 176,402
Cost of sales (42,335) - (42,335) (68,347) - (68,347) (135,036) - (135,036)
Gross profit 15,552 - 15,552 22,600 - 22,600 41,366 - 41,366
Other income 334 - 334 339 - 339 502 - 502
Selling and distribution expenses (5,825) - (5,825) (5,140) - (5,140) (8,260) - (8,260)
Administrative expenses (9,429) - (9,429) (11,251) - (11,251) (22,173) - (22,173)
Operating profit 632 - 632 6,548 - 6,548 11,435 - 11,435
Finance income 75 - 75 17 - 17 51 - 51
Finance costs (164) - (164) (40) - (40) (207) - (207)
Changes in fair value of financial instruments - (342) (342) - 16 16 - 159 159
Profit/(loss) before tax 543 (342) 201 6,525 16 6,541 11,279 159 11,438
Income tax (438) 73 (365) (1,188) (3) (1,191) (2,018) (30) (2,048)
Profit/(loss) for the period 105 (269) (164) 5,337 13 5,350 9,261 129 9,390
*highlighted items comprise material items that are disclosed separately by
virtue of their size or incidence and because they are considered relevant to
an understanding of the overall performance of the Company.
The Character Group plc
Consolidated Income Statement
six months ended 28 February 2023
Notes six months ended six months ended 12 months ended
28 February 2023 28 February 2022 31 August 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Attributable to:
Owners of the parent
(Loss)/profit for the period (164) 5,350 9,390
Earnings per share before significant items (pence) 5
Basic earnings per share 0.54p 25.15p 45.73p
Diluted earnings per share 0.54p 24.62p 44.77p
Earnings per share after significant items (pence) 5
Basic (loss)/earnings per share (0.85p) 25.21p 46.37p
Diluted (loss)/earnings per share (0.85p) 24.68p 45.39p
Dividend per share (pence) 4 10.00p 9.00p 15.0p
EBITDA 2,694 8,407 14,195
(earnings before interest, tax, depreciation and amortisation)
The Character Group plc
Consolidated Statement of Comprehensive Income
six months ended 28 February 2023
six months ended six months ended 12 months ended
28 February 2023 28 February 2022 31 August 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
(Loss)/profit for the period after tax (164) 5,350 9,390
Items that may be reclassified subsequently to profit and loss 98 201 1,091
Net exchange differences on translation of foreign operations
Total comprehensive (loss)/income for the period (66) 5,551 10,481
Total comprehensive income for the period attributable to:
Equity holders of the parent (66) 5,551 10,481
The Character Group plc
Consolidated Balance Sheet
at 28 February 2023
28 February 2023 28 February 31 August
(unaudited) 2022 2022
£'000 (unaudited) (audited)
£'000 £'000
Non-current assets
Intangible assets 1,955 1,567 1,963
Investment property 1.420 1,485 1,453
Property, plant and equipment 9,915 8,471 9,307
Right of use assets 1,098 1,162 1,216
Deferred tax assets 450 432 542
14,838 13,117 14,481
Current assets
Inventories 18,133 17,946 26,173
Trade and other receivables 12,141 14,827 24,728
Current income tax receivable 498 596 576
Derivative financial instruments 77 44 412
Cash and cash equivalents 10,779 21,550 26,646
41,628 54,963 78,535
Current liabilities
Short term borrowings (121) (3) (6,627)
Trade and other payables (15,886) (29,133) (42,151)
Lease liabilities (658) (545) (577)
Income tax payable (1,367) (1,936) (3,345)
Derivative financial instruments (350) (118) (343)
(18,382) (31,735) (53,043)
Net current assets 23,246 23,228 25,492
Non - current liabilities
Deferred tax (492) (430) (427)
Lease liabilities (456) (676) (648)
(948) (1,106) (1,075)
Net assets 37,136 35,239 38,898
Equity
Called up share capital 1,074 1,074 1,074
Shares held in treasury (1,762) (1,826) (1,813)
Capital redemption reserve 1,883 1,883 1,883
Share based payment reserve 4,060 3,857 3,957
Share premium account 17,751 17,540 17,566
Merger reserve 651 651 651
Translation reserve 1,433 887 1,950
Profit and loss account 12,046 11,173 13,630
Total equity attributable to equity holders of the parent 37,136 35,239 38,898
The Character Group plc
Consolidated Statement of Cash Flows
six months ended 28 February 2023
six months ended six months 12 months
28 February ended ended
2023 28 February 31 August
(unaudited) 2022 2022
£'000 (unaudited) (audited)
£'000 £'000
Cash flow from operating activities
Profit before taxation for the period 201 6,541 11,438
Adjustments for:
Depreciation of property, plant and equipment 341 304 556
Depreciation of investment property 33 33 66
Depreciation of right of use assets 321 276 632
Amortisation of intangible assets 1,383 1,246 1,509
(Profit) on disposal of property, plant and equipment (16) - (3)
Interest expense 89 23 156
Financial instruments fair value adjustments 342 (16) (159)
Share based payments 103 108 208
Decrease/(increase) in inventories 8,040 (7,053) (15,280)
Decrease in trade and other receivables 12,587 11,192 1,291
(Decrease)/increase in trade and other creditors (26,265) (9,257) 3,761
Cash (utilised)/generated from operations (2,841) 3,397 4,175
Interest paid (89) (23) (156)
Income tax paid (2,206) (841) (401)
Net cash (outflow)/inflow from operating activities (5,136) 2,533 3,618
Cash flows from investing activities
Payments for intangible assets (1,376) (1,007) (1,666)
Payments for property, plant and equipment (953) (547) (1,845)
Proceeds from disposal of property, plant and equipment 16 - 225
Net cash outflow from investing activities (2,313) (1,554) (3,286)
Cash flows from financing activities
Payment of leasing liabilities (332) (268) (538)
Proceeds from issue of share capital 236 260 299
Purchase of own shares for cancellation - (13,640) (13,640)
Dividends paid (1,937) (1,929) (3,280)
Net cash used in financing activities (2,033) (15,577) (17,159)
Net (decrease) in cash and cash equivalents (9,482) (14,598) (16,827)
Cash, cash equivalents and borrowings at the beginning of the period 20,019 35,920 35,920
Effects of exchange rate movements 121 225 926
Cash, cash equivalents and borrowings at the end of the period 10,658 21,547 20,019
Cash, cash equivalents and borrowings consist of:
Cash, cash equivalents 10,779 21,550 26,646
Short term borrowings (121) (3) (6,627)
Cash, cash equivalents and borrowings at the end of the period 10,658 21,547 20,019
The Character Group plc
Consolidated Statement of Changes in Equity
six months ended 28 February 2023
Called up share capital Shares held in treasury Capital redemption reserve Share premium account Share based payment Profit
£'000 £'000 £'000 £'000 Merger reserve £'000 Translation reserve and loss
£'000 £'000 account Total
£'000 £'000
Balance as at 1,181 (1,870) 1,776 17,324 651 3,749 767 21,274 44,852
31 August 2021
(audited)
Profit for the period - - - - - - - 5,350 5,350
Net exchange differences on translation of foreign operations - - - - - - 120 81 201
Total comprehensive income/(expense) for the period - - - - - - 120 5,431 5,551
Transactions with owners
Share based payment - - - - - 108 - - 108
Deferred tax relating to share options - - - - - - - 37 37
Dividend paid - - - - - - - (1,929) (1,929)
Shares issued - 44 - 216 - - - - 260
Tender offer fees - - - - - - - (142) (142)
Cancellation on tender offer (107) - 107 - - - - (13,498) (13,498)
Six months ended 1,074 (1,826) 1,883 17,540 651 3,857 887 11,173 35,239
28 February 2022
Balance as at 1,181 (1,870) 1,776 17,324 651 3,749 767 21,274 44,852
1 September 2021
(audited)
Profit for the year after tax - - - - - - - 9,390 9,390
Net exchange differences on translation of foreign operations - - - - - - 1,183 (92) 1,091
Total comprehensive income/(expense) for the year - - - - - - 1,183 9,298 10,481
Transactions with owners
Share based payment - - - - - 208 - - 208
Current tax credit relating to exercised share options - - - - - - - 18 18
Deferred tax relating to share options - - - - - - - (40) (40)
Dividends - - - - - - - (3,280) (3,280)
Shares issued - 57 - 242 - - - - 299
Tender offer fees - - - - - - - (142) (142)
Shares cancelled on tender offer (107) - 107 - - - - (13,498) (13,498)
At 31 August 2022 1,074 (1,813) 1,883 17,566 651 3,957 1,950 13,630 38,898
(unaudited)
(Loss) for the period - - - - - - - (164) (164)
Exchange differences on translation of foreign operations - - - - - - (517) 615 98
Total comprehensive income/(expense) for the period - - - - - - (517) 451 (66)
Transactions with owners
Share based payment - - - - - 103 - - 103
Deferred tax relating to share options - - - - - - - (98) (98)
Dividend paid - - - - - - - (1,937) (1,937)
Shares issued - 51 - 185 - - - - 236
Six months ended 1,074 (1,762) 1,883 17,751 651 4,060 1,433 12,046 37,136
28 February 2023
The Character Group plc
Notes to the Financial Statements
1. Basis of Preparation
The financial information set out in this Half Yearly Financial Report for the
six months ended 28 February 2023 has been prepared under International
Financial Reporting Standards (IFRS) as adopted by the European Union and in
accordance with the accounting policies which will be adopted in presenting
the Group's Annual Report and Financial Statements for the year ending 31
August 2023. These are consistent with the accounting policies used in the
financial statements for the year ended 31 August 2022 as described in those
annual financial statements.
As permitted, this Half Yearly Financial Report has been prepared in
accordance with the AIM rules and not in accordance with IAS 34 'Interim
Financial Reporting'.
The consolidated financial statements are prepared under the historical cost
convention, as modified by the revaluation of certain financial instruments
and share based payments at fair value.
These Half Yearly Financial Statements and the financial information do not
constitute full statutory accounts within the meaning of section 434 of the
Companies Act 2006 and are unaudited. These unaudited Half Yearly Financial
statements were approved by the Board of Directors on 10 May 2023.
The information for the year ended 31 August 2022 is based on the consolidated
financial statements for that year on which the Group's auditor's report was
unqualified and did not contain a statement under section 498 (2) or (3) of
the Companies Act 2006.
2. Going concern
The Directors acknowledge the Financial Reporting Council's 'Guidance on the
going concern basis of accounting and reporting on solvency and liquidity
risks' issued in April 2016.
In assessing the Group and Company's ability to continue as a going concern,
the Board reviews and approves the annual budget and updated forecasts,
including forecasts of cash flows, borrowing requirements and headroom. The
Board reviews the Group's sources of available funds and the level of headroom
available against its committed borrowing facilities. The Group's financial
forecasts, taking into account possible sensitivities in trading performance
indicate that the Group will be able to operate within the level of its
committed borrowing facilities for the foreseeable future. The banks remain
supportive of the Group, and in the UK has an ongoing invoice discount
facility of £20m, together with overdraft and trade finance facilities of
£23m. The Directors have a reasonable expectation that the Group and
Company have adequate resources to continue their operational existence for
the foreseeable future. Accordingly, they continue to adopt the going concern
basis of accounting in preparing the Interim report.
3. Dividends
six months ended six months ended 12 months ended
28 February 2023 28 February 2022 31 August 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
On equity shares:
Final dividend paid for the year ended 31 August 2022
- 10.00p (2021: 9.00p) per share 1,937 1,929 1,929
- Interim - - 1,351
1,937 1,929 3,280
4. Earnings per share
Basic (loss)/earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average number of
ordinary shares during the period.
Diluted (loss)/earnings per share is calculated by adjusting the weighted
average number of ordinary shares in issue on the assumption of conversion of
all dilutive potential ordinary shares. The Group has one (2022: one)
category of dilutive potential ordinary shares, being share options granted
where the exercise price is less than average price of the Company's ordinary
shares during this period.
An adjusted earnings per share has also been calculated as, in the opinion of
the Directors, this will allow shareholders to gain a clearer understanding of
the trading performance of the Group.
The calculations are based on the following:
six months ended six months ended 12 months ended
28 February 2023 29 February 2022 31 August 2022
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
(Loss)/profit attributable to equity shareholders of the parent (164) 5,350 9,390
Financial instruments fair value adjustments net of tax 269 (13) (129)
Profit for adjusted earnings per share 105 5,337 9,261
Weighted average number of shares
In issue during the year - basic 19,331,081 21,217,582 20,251,532
Weighted average number of ordinary shares for basic and diluted loss per 19,331,081 - -
share *(1)
Dilutive potential ordinary shares 221,744 457,318 436,409
Weighted average number of ordinary for diluted earnings per share
19,552,825 21,674.900 20,687,941
*(1) The potential ordinary shares on exercise of share options are excluded
from the number of weighted average shares due to their anti-dilutive effect.
(Loss)/earnings per share
Basic (loss)/earnings per share (pence) (0.85) 25.21 46.37
Diluted (loss)/earnings per share (pence) (0.85) 24.68 45.39
Adjusted earnings per share
Basic earnings per share (pence) 0.54 25.15 45.73
Diluted earnings per share (pence) 0.54 24.62 44.77
5. Electronic Communications
The Half Yearly Financial Report for the six months ended 28 February 2023
will shortly be available for viewing and download on the Group's website:
www.thecharacter.com (http://www.thecharacter.com) .
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