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REG - Thorpe(F.W.) PLC - Interim Results

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RNS Number : 5452Z  Thorpe(F.W.) PLC  06 March 2025

INTERIM RESULTS FOR THE SIX MONTHS TO 31 DECEMBER 2024

 

FW Thorpe Plc - a group of companies that design, manufacture and supply
professional lighting systems - is pleased to announce its interim results for
the six months ended 31 December 2024.

 

Financial highlights:

                                                         Interim            Interim

                                                         2025 (unaudited)   2024  (unaudited)
 Revenue                                                 £83.8m             £82.6m                             +1.4%
 Operating profit (before acquisition adjustments)*      £12.6m             £12.3m                             +2.4%
 Operating profit                                        £11.5m             £11.2m                             +3.0%
 Profit before tax                                       £11.2m             £10.7m                             +4.6%
 Basic earnings per share                                7.65p              7.31p                              +4.7%
                             *Acquisition adjustments include amortisation of intangible assets.

·      Interim dividend 1.76p (Interim 2024: 1.70p) - 3.5% increase

·      Steady results for the period with growth at Thorlux and Zemper,
supporting overall increase in revenues and operating profit

·      Improved performance at the majority of the UK companies

·      Dutch companies struggling to match the strong performance of
last year

·      Strong cash flow generation with net cash from operating
activities of £15.0m (Interim 2024: £14.0m)

 

Note: This announcement contains inside information for the purposes of
Article 7 of Regulation 596/2014 (MAR).

For further information, please
contact:

 FW Thorpe Plc
 Mike Allcock - Non-Executive Chairman                           01527 583200
 Craig Muncaster - Chief Executive and Group Financial Director

 Singer Capital Markets - Nominated Adviser
 James Moat / Sam Butcher                                        020 7496 3000

CHAIRMAN'S INTERIM STATEMENT

The results for the interim period, ending 31 December 2024, are in line with
the Board's expectations, with varying but generally positive performances
groupwide.

 

Thorlux Lighting and Zemper started the year very positively, while all other
UK companies showed a pleasing upturn. Lightronics has so far been unable to
match the record figures of the previous financial year, whilst SchahlLED's
performance has been impacted by the ongoing recession in Germany, which has
particularly affected the industrial sector. TRT Lighting's efforts to boost
order income are yielding positive results, although the company remains
loss-making at the half year point.

 

The Board continues to invest into new product development across the Group,
with emphasis on technical innovations that provide environmentally friendly
solutions to our customers. Additionally, the Group also continues to
strengthen its local sales and project management capabilities, enhancing the
customer's journey from selection of products through to installation,
commissioning, and after-sales support.

 

While major production investments were limited during the period, the Board
has recently approved an investment into new machinery for the Thorlux
factory. These upgrades will speed up operations whilst saving significant
amounts of energy, reducing costs and environmental impact. Thorlux has also
placed orders to refresh its transport fleet with newer, more efficient
vehicles, including its first fully electric delivery vans.

 

Given the increasing technological sophistication of our internal and
lighting-based systems, I am pleased that Thorlux achieved independent
certification of these systems to ISO 27001, the internationally recognised
standard for information security management. Where appropriate, some of these
system foundations are also being transferred to the smaller Group companies
to enhance their security too.

 

As a result of the Group's ongoing performance and its strong balance sheet,
the Board has approved an interim dividend of 1.76p per share (interim 2024:
1.70p), representing a 3.5% increase.

 

At the time of writing, the Group's order book remains strong, and revenue is
marginally ahead of last year. Forecast rising costs, mainly due to wage and
National Insurance increases, will be offset by certain material cost
reductions and efficiency improvements. As a result, the Board anticipates a
marginal improvement in profit for the financial year ending June 2025.

 

The Board continues to assess the opportunities to maximise returns from the
Company's strong balance sheet, which may include share buybacks where it
considers that the share price significantly undervalues the Company's current
position and future prospects.

 

 

 

 

Mike Allcock

Chairman

6 March 2025

FW Thorpe Plc

 

 

 

 

CONSOLIDATED INCOME STATEMENT

for the six months to 31 December 2024

 

                                  31.12.24          31.12.23          30.06.24

                                  (six months to)   (six months to)   (twelve months to)
                                  (unaudited)       (unaudited)       (audited)

                                  £'000             £'000             £'000

 Revenue                          83,761            82,593            175,798

 Operating profit                 11,537            11,203            30,631

 Finance income                   804               424               1,127
 Finance expense                    (404)             (312)           (1,059)
 Share of loss of joint ventures  (720)             (597)             (826)

 Profit before tax                11,217            10,718            29,873

 Income tax expense                 (2,240)           (2,148)         (5,560)

 Profit for the period            8,977             8,570             24,313

 

 

 

 Dividend rate per share:
      Interim              1.76p  1.70p                               1.70p
      Final                -                       -                  5.08p
      Special              -                       -                  2.50p

 

 Earnings per share  - basic    7.65p  7.31p  20.73p
                     - diluted  7.65p  7.31p  20.73p

 

 

 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the six months to 31 December 2024

 

                                                                            31.12.24    (six months to)      31.12.23    (six months to)        30.06.24

                                                                                                                                                (twelve months to)

                                                                            (unaudited)                      (unaudited)                        (audited)

                                                                            £'000                            £'000                              £'000

 Profit for the period                                                      8,977                            8,570                              24,313

 Other comprehensive income/(expense)

 Items that may be reclassified to profit or loss
 Exchange differences on translation of foreign operations                  (673)                            223                                (514)

                                                                            (673)                            223                                (514)

 Items that will not be reclassified to profit or loss
 Revaluation of financial assets at fair value through other comprehensive  (93)                             290                                403
 income *
 Movement on associated deferred tax                                                       23                               (73)                (101)
 Actuarial loss on pension scheme **                                        -                                -                                  937
 Movement on unrecognised pension surplus **                                -                                -                                  (1,213)

                                                                            (70)                             217                                26

 Other comprehensive (expense)/income for the period, net of tax            (743)                            440                                (488)

 Total comprehensive income for the period                                   8,234                            9,010                             23,825

 

 

All comprehensive income is attributable to the owners of the company.

 

* The loss on the revaluation of financial assets at fair value through other
comprehensive income of £93,000 is due to the decrease in market value of
these investments.

** No interim actuarial valuation undertaken

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 31 December 2024

 

                                                                    As at                         As at        As at
                                                                    31.12.24                      31.12.23     30.06.24
                                                                    (unaudited)                   (unaudited)  (audited)
 Assets                                                             £'000                         £'000        £'000
 Non-current assets
 Property, plant and equipment                                      37,610                        38,752       38,323
 Intangible assets                                                  64,044                        70,308       66,104
 Investment properties                                              4,380                         4,757        4,403
 Financial assets at amortised cost                                 182                           242          186
 Equity accounted joint ventures                                    6,217                         5,042         4,671
 Financial assets at fair value through other comprehensive income  3,125                         3,654        3,757
 Deferred income tax assets                                                      425              391          347
                                                                    115,983                       123,146      117,791
 Current assets
 Inventories                                                        28,962                        30,159       28,997
 Trade and other receivables                                        33,497                        35,333       35,764
 Financial assets at amortised cost                                 1,372                         3,202        3,437
 Short-term financial assets                                        16,106                        4            18,965
 Cash and cash equivalents                                          37,147                        31,295       33,943
 Total current assets                                               117,084                       99,993       121,106
 Total assets                                                       233,067                       223,139      238,897
 Liabilities
 Current liabilities
 Trade and other payables                                           (36,309)                      (36,438)     (35,383)
 Financial liabilities                                              (561)                         (1,179)      (1,252)
 Lease liabilities                                                  (857)                         (761)        (778)
 Current income tax liabilities                                     (1,201)                       (1,288)      (949)
 Total current liabilities                                          (38,928)                      (39,666)     (38,362)
 Net current assets                                                 78,156                        60,327       82,744

 Non-current liabilities
 Other payables                                                     (5,204)                       (5,476)      (10,418)
 Financial liabilities                                              (1,032)                       (1,220)      (1,210)
 Lease liabilities                                                  (3,168)                       (3,543)      (3,385)
 Provisions for liabilities and charges                             (3,365)                       (3,449)      (3,325)
 Deferred income tax liabilities                                    (4,924)                       (6,058)      (5,435)
 Total non-current liabilities                                      (17,693)                      (19,746)     (23,773)
 Total liabilities                                                  (56,621)                      (59,412)     (62,135)

 Net assets                                                         176,446                       163,727      176,762

 Equity attributable to owners of the company
 Issued share capital                                               1,189                         1,189        1,189
 Share premium account                                              3,113                         3,026        3,088
 Capital redemption reserve                                         137                           137          137
 Foreign currency translation reserve                               852                           2,262        1,525
 Retained earnings
 At 1 July                                                          170,823                       154,000      154,000
 Profit for the year attributable to owners                         8,977                         8,570        24,313
 Other changes in retained earnings                                 (8,645)                       (5,457)      (7,490)
                                                                    171,155                       157,113      170,823
 Total equity                                                       176,446                       163,727      176,762

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the six months to 31 December 2024

 

                                                                            Share Capital  Share Premium  Capital Redemption Reserve  Foreign Currency Translation Reserve  Retained Earnings  Total Equity
                                                                            £'000          £'000          £'000                       £'000                                 £'000              £'000
 Balance at 30 June 2023                                                    1,189          2,976          137                         2,039                                 154,000            160,341
 Comprehensive income
 Profit for six months to 31 December 2023                                  -              -              -                           -                                     8,570              8,570
 Other comprehensive income                                                 -              -              -                           223                                   217                440
 Total comprehensive income                                                 -              -              -                           223                                   8,787              9,010
 Transactions with owners
 Share options exercised                                                    -              50             -                           -                                     -                  50
 Dividends paid to shareholders                                             -              -              -                           -                                     (5,674)            (5,674)
 Total transactions with owners                                             -              50             -                           -                                     (5,674)            (5,624)
 Balance at 31 December 2023                                                1,189          3,026          137                         2,262                                 157,113            163,727
 Comprehensive income
 Profit for six months to 30 June 2024                                      -              -              -                           -                                     15,743             15,743
 Actuarial gain on pension scheme                                           -              -              -                           -                                     937                937
 Movement on unrecognised pension surplus                                   -              -              -                           -                                     (1,213)            (1,213)
 Revaluation of financial assets at fair value through other comprehensive  -              -              -                           -                                     113                113
 income
 Movement on associated deferred tax                                        -              -              -                           -                                     (28)               (28)
 Exchange rate differences on translation of foreign operations             -              -              -                           (737)                                 -                  (737)
 Total comprehensive income                                                 -              -              -                           (737)                                 15,552             14,815
 Transactions with owners
 Share options exercised                                                    -              62             -                           -                                     -                  62
 Share based payment charges                                                -              -              -                           -                                     152                152
 Dividends paid to shareholders                                             -              -              -                           -                                     (1,994)            (1,994)
 Total transactions with owners                                             -              62             -                           -                                     (1,842)            (1,780)
 Balance at 30 June 2024                                                    1,189          3,088          137                         1,525                                 170,823            176,762
 Comprehensive income
 Profit for six months to 31 December 2024                                  -              -              -                           -                                     8,977              8,977
 Other comprehensive income                                                 -              -              -                           (673)                                 (70)               (743)
 Total comprehensive income                                                 -              -              -                           (673)                                 8,907              8,234
 Transactions with owners
 Share options exercised                                                    -              25             -                           -                                     -                  25
 Share based payment charges                                                -              -              -                           -                                     320                320
 Dividends paid to shareholders                                             -              -              -                           -                                     (8,895)            (8,895)
 Total transactions with owners                                             -              25             -                           -                                     (8,575)            (8,550)

 Balance at 31 December 2024                                                1,189          3,113          137                         852                                   171,155            176,446

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

for the six months to 31 December 2024

                                                                                31.12.24                                31.12.23                                      30.06.24

                                                                                (six months to)                         (six months to)                               (twelve months to)
                                                                                (unaudited)                             (unaudited)                                   (audited)
                                                                                £'000                                   £'000 (restated)*                             £'000
 Cash generated from operations
 Profit before tax                                                              11,217                                  10,718                                        29,873
 Depreciation of property, plant and equipment                                  2,548                                   2,349                                         4,814
 Depreciation of investment property                                            23                                      23                                            45
 Amortisation of intangible assets                                              2,291                                   2,445                                         5,846
 Impairment of goodwill                                                         -                                       -                                             249
 Fair value adjustment on redemption liability                                  -                                       -                                                 (1,402)
 Profit on disposal of property, plant and equipment                            (38)                                                   (104)                              (125)
 Loss on disposal of intangible assets                                          4                                       -                                             -
 Profit on disposal of investment property                                      -                                       -                                                 (134)
 Net finance income                                                             (400)                                   (112)                                             (68)
 Retirement benefit contributions less service charge                           (133)                                   (107)                                         (276)
 Share of joint venture loss                                                                      720                                     597                         826
 Share based payment charge                                                     320                                     -                                             152
 Research and development expenditure credit                                    (181)                                   (277)                                         (356)
 Effects of exchange rate movements                                             1,817                                   (641)                                         907
 Changes in working capital
 - Inventories                                                                              (276)                                   3,409                             4,258
 - Trade and other receivables                                                  2,658                                                    506                          135
 - Payables and provisions                                                               (2,546)                                 (2,935)                              3,016
 Cash generated from operations                                                 18,024                                  15,871                                        47,760
 Tax paid                                                                       (3,018)                                 (1,827)                                       (6,390)
 Net cash generated from operating activities                                   15,006                                  14,044                                        41,370
 Cash flow from investing activities
 Purchase of property, plant and equipment                                      (1,941)                                 (2,893)                                       (5,121)
 Proceeds from sale of property, plant and equipment                            107                                     216                                           407
 Purchase of intangible assets                                                  (1,557)                                 (1,295)                                       (2,172)
 Payment of exit earn out of a purchased subsidiary*                            -                                                            -                        (606)
 Payment of deferred consideration on a joint venture                           (811)                                                        -                                             -
 Purchase of investment property                                                -                                                   (2,143)                           (2,179)
 Proceeds from sale of investment property                                      -                                                            -                        502
 Net sale of financial assets at fair value through Other Comprehensive Income  539                                                          -                        9
 Property rental and similar income                                             38                                      25                                            208
 Dividend income received                                                       100                                     85                                            182
 Net withdrawal/(deposit) of short-term financial assets                        2,793                                   -                                             (18,994)
 Interest received                                                              674                                     204                                           522
 Issue of loans receivable                                                      (395)                                   (650)                                         (1,082)
 Net cash used in investing activities                                          (453)                                   (6,451)                                       (28,324)
 Cash flow from financing activities
 Net proceeds from the issuance of ordinary shares                              25                                      50                                            112
 Addition of lease liabilities                                                  47                                      -                                             13
 Proceeds from borrowings                                                       18                                      -                                             439
 Repayment of borrowings                                                        (842)                                   (522)                                         (839)
 Principal element of lease payments                                            (437)                                   (423)                                         (855)
 Payment of interest                                                            (131)                                   (153)                                         (296)
 Payment for redemption of shares in a subsidiary*                              -                                       (4,290)                                       (4,266)
 Payments to non-controlling interests                                          (469)                                   (447)                                         (452)
 Dividends paid to company shareholders                                         (8,895)                                 (5,674)                                       (7,668)
 Net cash used in financing activities                                          (10,684)                                (11,459)                                      (13,812)
 Net increase/(decrease) in cash and cash equivalents                           3,869                                   (3,866)                                       (766)
 Cash and cash equivalents at the beginning of the period                       33,943                                  35,013                                        35,013
 Effects of exchange rate changes on cash                                       (665)                                   148                                           (304)
 Cash and cash equivalents at the end of the period                             37,147                                  31,295                                        33,943

*Payment of exit earn out of a purchased subsidiary restated as payment for
redemption of shares in a subsidiary

 

Notes to the Interim Financial Statements

 

1.   Basis of preparation

The consolidated interim financial statements for the six months to 31
December 2024 have been prepared in accordance with the AIM Rules for
Companies, UK adopted International Accounting Standards and with the
requirements of the Companies Act 2006 as applicable to companies reporting
under those standards, with future changes being subject to endorsement by the
UK Endorsement Board.

The figures for the period to 31 December 2024 and the comparative period to
31 December 2023 have not been audited or reviewed and are therefore disclosed
as unaudited. The figures for 30 June 2024 have been extracted from the
financial statements for the year to 30 June 2024, which have been delivered
to the Registrar of Companies. The interim financial statements do not
constitute statutory accounts within the meaning of the Companies Act 2006.

       The financial statements are presented in Pounds Sterling,
rounded to the nearest thousand.

       The interim financial statements are prepared under the
historical cost convention, modified by the revaluation of certain current and
non-current investments at fair value through profit or loss and through other
comprehensive income.

       The accounting policies set out in the financial statements for
the year ended 30 June 2024 have been applied consistently throughout the
Group during the period.

 

2.   Segmental analysis

The segmental analysis is presented on the same basis as that used for
internal reporting purposes.  For internal reporting FW Thorpe is organised
into twelve operating segments, based on the products and customer base in the
lighting market - the largest business is Thorlux, which manufactures
professional lighting systems for the industrial, commercial and controls
markets.  The businesses of Lumen Intelligence Holding GmbH, SchahlLED
Lighting GmbH and Thorlux Lighting Limited are included in this segment in
accordance with the Group's internal reporting. The businesses in the
Netherlands, Lightronics and Famostar, are material subsidiaries and disclosed
separately as Netherlands companies. The businesses in the Zemper Group are
also material and disclosed separately as Zemper Group.

The seven remaining continuing operating segments have been aggregated into
the "other companies" segment based on their size, comprising the entities
Philip Payne Limited, Solite Europe Limited, Portland Lighting Limited, TRT
Lighting Limited, Thorlux L.L.C, Thorlux Australasia PTY Limited and Thorlux
Lighting GmbH.

FW Thorpe's chief operating decision-maker (CODM) is the Group Board.  The
Group Board reviews the Group's internal reporting in order to monitor and
assess the performance of the operating segments for the purpose of making
decisions about resources to be allocated.  The CODM reviews the performance
of the business by considering the key profit measure of operating profit,
including the impact of associated contingent consideration arrangements, and
considers that none of the other operating segments are of sufficient size and
distinction to be reviewed separately when making Group wide strategic
decisions.  Assets and liabilities have not been segmented which is
consistent with the Group's internal reporting.

Inter-segment adjustments to operating profit consist of property rentals on
premises owned by FW Thorpe Plc, adjustments to profit related to stocks held
within the Group that were supplied by another segment.

 

2.     Segmental analysis (continued)

                                                  Thorlux     Netherlands                 Zemper                        Other                           Inter-                      Total

                                                              Companies                   Group                         Companies                       Segment                     Continuing

                                                                                                                                                                                    Operations
                                                  £'000       £'000                       £'000                         £'000                           £'000                       £'000
 Six months to 31 December 2024
 Revenue to external customers                    48,777      16,564                      10,120                        8,300                           -                           83,761
 Revenue to other Group companies                 1,693       117                         36                            2,815                           (4,661)                     -
 Total revenue                                    50,470      16,681                      10,156                        11,115                          (4,661)                            83,761
 EBITDA                                              9,618             3,211                 2,388                                  899                          283                       16,399
 Depreciation and amortisation                       2,377                556                1,277                                  652                   -                                   4,862
 Operating profit before acquisition adjustments     7,762              2,760                1,547                                  247                          283                        12,599
 Operating profit                                 7,241       2,655                       1,111                         247                                283                             11,537
 Net finance income                                                                                                                                                                 400
 Share of loss of joint venture                                                                                                                                                     (720)
 Profit before tax expense                                                                                                                                                          11,217
 Acquisition adjustments includes amortisation for intangible assets.
                                                  Thorlux     Netherlands                 Zemper        Other                           Inter-                       Total

                                                              Companies                   Group         Companies                       Segment                      Continuing

                                                                                                                                                                     Operations
                                                  £'000       £'000                       £'000         £'000                           £'000                        £'000
 Six months to 31 December 2023
 Revenue to external customers                    46,465      18,118                      8,959         9,051                           -                            82,593
 Revenue to other Group companies                 1,717       99                          9             1,850                           (3,675)                      -
 Total revenue                                    48,182      18,217                      8,968         10,901                          (3,675)                      82,593
 EBITDA                                              9,151             4,101                 1,774                  925                          69                          16,020
 Depreciation and amortisation                       2,274                633                1,288                  622                   -                                    4,817
 Operating profit before acquisition adjustments     7,414              3,576                  935                  303                          69                          12,297
 Operating profit                                 6,877       3,468                       486           303                                69                               11,203
 Net finance income                                                                                                                                                  112
 Share of loss of joint venture                                                                                                                                      (597)
 Profit before tax expense                                                                                                                                                          10,718
 Acquisition adjustments includes amortisation for intangible assets.

 

                                                  Thorlux       Netherlands           Zemper    Other                       Inter-                Total

                                                                Companies             Group     Companies                   Segment               Continuing

                                                                                                                                                  Operations
                                                  £'000         £'000                 £'000     £'000                       £'000                 £'000
 Year to 30 June 2024
 Revenue to external customers                    99,492        37,942                19,350    19,014                      -                     175,798
 Revenue to other Group companies                 3,555         220                   93        3,821                       (7,689)               -
 Total revenue                                    103,047       38,162                19,443    22,835                      (7,689)               175,798
 EBITDA                                            23,402       9,810                 4,595                2,347                    1,431                 41,585
 Depreciation and amortisation                        5,495     1,223                 2,607                1,629            -                              10,954
 Operating profit before acquisition adjustments   19,933       8,802                 2,880     718                         30                    32,363
 Operating profit                                   17,907             8,587          1,988     718                         1,431                 30,631
 Net finance income                                                                                                                                         68
 Share of profit of joint ventures                                                                                                                                 (826)
 Profit before tax expense                                                                                                                        29,873

Acquisition adjustments includes amortisation for intangible assets of £3.1m
and gains on changes in fair value of redemption liability of £1.4m.

 

3.   Earnings per share

       The basic earnings per share is calculated on profit after
taxation and the weighted average number of ordinary shares in issue of
117,340,447 (Interim 2024: 117,237,021) during the period.

The diluted earnings per share is calculated on profit after taxation and the
weighted average number of potentially dilutive ordinary shares in issue of
117,362,566 (Interim 2024: 117,306,123) during the period.

 

4.   Dividend

       The interim dividend is at the rate of 1.76p per share (Interim
2024: 1.70p) and based on 117,271,586 shares in issue at the announcement date
the dividend will amount to £2,065,000 (Interim 2024: £1,994,000).  The
interim dividend will be paid on 17 April 2025 to shareholders on the register
at the close of business on 21 March 2025, and the shares become ex-dividend
on 20 March 2025.

For the year ended 30 June 2024 , a final dividend of 5.08p (2023: 4.84p) per
share amounting to £5,961,000 (2023: £5,674,000) and a special dividend of
2.50p (2023: nil) per share amounting to £2,934,000 (2023: £nil) were paid
on 29 November 2024.

 

5.   Availability of interim statement

       Copies of the interim report are being sent to shareholders and
will also be available from the company's registered office or on the
company's website (www.fwthorpe.co.uk (http://www.fwthorpe.co.uk) ) from 20
March 2025.

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