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REG - Hargreaves Servs PLC - Interim results

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RNS Number : 6601A  Hargreaves Services PLC  24 January 2024

 

HARGREAVES SERVICES PLC

(the "Group", the "Company" or "Hargreaves")

 

Interim Results for the six months ended 30 November 2023

 

Strong period for Services with revenue and margin improvements; Interim
dividend increased six-fold.

 

Hargreaves Services plc (AIM: HSP), a diversified group delivering key
projects and services to the industrial and property sectors, announces its
interim results for the six months ended 30 November 2023.

 

As anticipated the slowdown in performance within HRMS, combined with the
progress on the pension buy out, has facilitated a material increase in the
interim dividend in both absolute and percentage terms, whilst the Services
business, with over 60 term and framework contracts, has delivered another
period of solid underlying growth.

 

 KEY FINANCIAL RESULTS        Unaudited          Unaudited

                              Six Months ended   Six Months ended

                              30 Nov 2023        30 Nov 2022

 Revenue                      £110.2m            £116.5m
 EBITDA*                      £12.3m             £12.9m
 Profit before tax ("PBT")**  £2.7m              £18.7m
 EPS                          5.2p               52.2p
 Interim Dividend             18.0p              3.0p
 Cash and cash equivalents    £18.7m             £18.1m
 Leasing debt                 £28.8m             £30.6m
 Net Asset Value              £197.5m            £196.2m
 Net Assets per Share         605p               603p

 

 

* EBITDA is calculated as Operating Profit after adding back depreciation and
amortisation.

** PBT decrease reflects the reduction in contribution from HRMS, timing of
sales in Land and impact of a one off gain in the prior period

 

HIGHLIGHTS

 •    Group revenue reduced by £6.3m due to several post period end completions
      within Hargreaves Land.
 •    Services revenue rose by 1.6%, supported by over 60 term and framework
      contracts.
 •    Decrease in PBT due to reduction in contribution from HRMS and timing of sales
      completions within Hargreaves Land.
 •    Receipt of £8m cash from investment in HRMS in the period, with cash returns
      from HRMS now expected to remain around £7m per annum (up from £4m).
 •    Cash of £18.7m, compared to £18.1m at Nov 2022 with investment in Land
      assets being offset by additional cash receipt from HRMS.
 •    Interim dividend increased six-fold following an increase in cash receipts
      from HRMS and imminent elimination of annual payments to service the pension
      scheme liability.

 

OUTLOOK

 •    Services has over 90% of revenues secured under contract for the year ending
      31 May 2024, cementing its continued delivery of sustainable and reliable
      profits into the future.
 •    Stronger outlook for HRMS with changes to gate fees and the impact of EU
      sanctions on pig iron expected to give a significant improvement to
      profitability in the second half and FY25.
 •    Land poised to deliver its best ever full year result with several post-period
      end completions secured.

 

Commenting on the interim results, Group Chair Roger McDowell said: "I am
delighted we continue to deliver value for our shareholders through a
substantial increase in the interim dividend. This demonstrates not only the
value created by the strategic initiative set out at the year end to remove
the pension liability but also the recurring revenue stream generated by the
Group's Services business unit underpinned by the substantial cash returns
from our German joint venture and good prospects for Land.

 

"We are optimistic about the outlook for the business in the second half as
Services continues to provide a robust underpinning to trading with over 90%
of revenue already secured for the financial year. We anticipate positive
pricing in Germany in the second half and Land is poised to deliver its best
ever full year performance."

 

Investor presentation

 

Gordon Banham, Group Chief Executive, Stephen Craigen, Chief Financial Officer
and David Anderson, Group Property Director, will provide a live presentation
on the Company's interim results via the Investor Meet Company platform today
at 4:30pm GMT.

 

For further details:

 

 Hargreaves Services                                         www.hsgplc.co.uk (http://www.hsgplc.co.uk/)

 Gordon Banham, Chief Executive Officer                      Tel: 0191 373 4485

 Stephen Craigen, Chief Financial Officer

 Walbrook PR (Financial PR & IR)      Tel: 020 7933 8780 or hargreavesservices@walbrookpr.com

                                    (mailto:hargreavesservices@walbrookpr.com)
 Paul McManus, Louis Ashe-Jepson,

                                    Mob: 07980 541 893 / 07747 515 393
 Charlotte Edgar

                                    07884 664 686

 Singer Capital Markets (Nomad and Corporate Broker)

 Sandy Fraser, Phil Davies, Sam Butcher                                              Tel: 020 7496 3000

About Hargreaves Services plc (www.hsgplc.co.uk (http://www.hsgplc.co.uk/) )

Hargreaves Services plc is a diversified group delivering services to the
industrial and property sectors, supporting key industries within the UK and
South East Asia. The Company's three business segments are Services,
Hargreaves Land and an investment in a German joint venture, Hargreaves Raw
Materials Services GmbH ("HRMS"). Services provides critical support to many
core industries including Energy, Environmental, UK Infrastructure and certain
manufacturing industries through the provision of materials handling,
mechanical and electrical contracting services, logistics and major
earthworks. Hargreaves Land is focused on the sustainable development of
brownfield sites for both residential and commercial purposes. HRMS trades in
specialist commodity markets and owns DK Recycling und Roheisen GmbH ("DK"), a
specialist recycler of steel waste material. Hargreaves is headquartered in
County Durham and has operational centres across the UK, as well as in Hong
Kong and a joint venture in Duisburg, Germany.

 

 

 

 

CHAIR'S STATEMENT

 

Introduction

 

The six-month period to 30 November 2023 has been a time of contrasts across
our three business segments, yet the Board is confident the overall trend
leans solidly towards the positive. We have seen the momentum within our
Services business continue, with increased earthmoving and engineering
activity driving growth in both revenue and margin. Sales within Hargreaves
Land have been slow, impacted by the wider property market. However, with
several post period end completions we remain confident that Land is poised to
deliver its best full year result to date. Whilst HRMS has delivered a loss
for the period driven by the difficult economic circumstances in Germany and a
low point in the cycle, we have started to see an increase in cash return from
the joint venture and have visibility of a return to profitability in the
second half.

 

Strategic Progress

 

The Board outlined two areas of strategic focus in the Annual Report and
Accounts for the year ended 31 May 2023. They were the plan to realise value
from the Group's renewable energy land assets over the next five years and to
progress the buy out of the Group's defined benefit pension scheme. I am
pleased to report several developments with each of these strategic
initiatives, as detailed below.

 

Renewable Energy Land Assets

The team continues to prepare the Group's renewable energy land assets into
suitable portfolios for realisation in the medium term. We have seen good
progress on the permitting, development and commissioning of the underlying
assets by the third-party operators. The timing of portfolio asset sales will
be determined by the commencement of energy production as the team look to
optimise the realisation values. Notwithstanding this, we expect to go to
market with the first package of assets for sale in the year ending 31 May
2025.

 

Pension Scheme

Considerable headway has also been made on the project to buy out the Group's
defined benefit pension scheme, which will remove the requirement to pay an
ongoing £1.8m per annum to support the deficit. Our most recent estimate is
that the cash cost to buy out the scheme will be no more than £9m with the
payment expected to be made in the first half of calendar year 2024 out of
existing cash reserves.

 

This action means that the Group will no longer be required to make annual
payments to the scheme and all benefit payments will be managed by the
insurer. I am pleased to confirm that once the payment has been made the main
objective to cease annual contributions into the scheme will be achieved and
it is this annual cash flow saving that has been used to support the increase
in the sustainable dividend to our shareholders.

 

Results

 

Revenue for the Group decreased by 5.4% to £110.2m (2022: £116.5m) due to
several sales within Hargreaves Land completing post period end. This resulted
in a reduction in revenue from £8.7m to £0.7m for Hargreaves Land. The
Group's PBT also decreased from £18.7m to £2.7m. Much of this can be
attributed to the reduction in contribution from HRMS, as had been
anticipated, and the impact of a £2m one-off gain in the first half of the
prior year. EBITDA was £12.3m (Nov 2022: £12.9m), the reduction on the
comparative period being due to the timing of sales within Hargreaves Land. As
a result of this timing and the profile of activity with HRMS, we expect the
second half of the year to be much stronger than the first.

 

Services Underlying Growth

Whilst the Group has seen a reduction in both revenue and PBT compared to the
six months ended 30 November 2022, this masks the strong performance of the
Services business, which is less impacted by the timing of individual events.
EBITDA attributable to the Services business has increased to £15.9m (2022:
£13.9m) reflecting the robust and resilient nature of the 60+ term and
framework contracts in place.

 

The business remains unaffected by recent announcements regarding the future
of the HS2 project, in particular the cancellation of the Northern leg between
Birmingham and Manchester, as this phase had not been contracted and our
forecasts had not included this aspect of the scheme. The Services project
pipeline remains diverse, with limited reliance on the success of one specific
scheme.

 

Cash return from HRMS

As expected, it has been a slower start to the year for HRMS than we have
observed in recent times. The substantial profits that it has been able to
generate over the last two years were not expected to be sustainable and the
Board always anticipated that profit levels would reduce once commodity prices
softened.

 

As highlighted in previous updates, the reduction in activity and commodity
prices has been reflected in reduced working capital consumption, resulting in
a cash release by HRMS. The Group received an £8m distribution from HRMS
during the first half (2022: £4m) and we expect the cash repatriation from
Germany to be sustainable at no less than £7m per annum. This cash inflow
will be used to support the substantial increase in the interim dividend.

 

Cash and debt

 

As at 30 November 2023 the Group held cash of £18.7m compared with £21.9m on
31 May 2023 (Nov 2022: £18.1m). This decrease is due, in part, to the
continued investment in Land assets ahead of contracted sales.

 

The only debt held by the Group is leasing debt for specific plant items which
was £28.8m at 30 November 2023 (Nov 2022: £30.6m). This decrease reflects
the regular leasing payments to reduce the liability in the ordinary course of
business.

 

Dividend

 

In line with the announcement made on 21 December 2023, due to the progress
made with the buy out of the pension scheme liability, combined with the
additional sustainable cash receipt from HRMS the Board is confirming an
historic six-fold increase in the interim dividend. The interim dividend of
18.0p (2022: 3.0p) reflects the cash generative nature of the Group and the
continued expectation of recurrent cash returns from HRMS. The 18.0p interim
dividend represents 50% of the Board's expected full year dividend.

 

The interim dividend will be paid on 11 April 2024 to shareholders on the
register on 22 March 2024.

 

Outlook

 

The first half of the year has seen solid progress on our two key strategic
goals, resulting in a substantial increase in the return of value to
shareholders. The Group continues to trade in line with market expectations
(as refreshed in December 2023). The Services business has continued to
demonstrate its reliable and resilient earnings stream. Whilst it was a
subdued first half of the year for Hargreaves Land, the sales expected to
complete in the second half of the year leave that business unit in a strong
position to deliver its best ever full year results. We anticipate a gradual
recovery in Germany from the low point in the first half and the additional
sustainable cash receipt from HRMS means we are also well placed to realise
long-term value for our shareholders.

 

Roger McDowell

Chairman

24 January 2024

 

 

CHIEF EXECUTIVE'S REVIEW

 

 £'m                                  Services  Land   HRMS   Central Costs  Total
 Revenue (Nov 2023)                   109.5     0.7    -      -              110.2
 Revenue (Nov 2022)                   107.8     8.7    -      -              116.5

 Profit/(loss) before tax (Nov 2023)  7.8       (1.0)  (1.9)  (2.2)          2.7
 Profit/(loss) before tax (Nov 2022)  8.5       1.6    10.8   (2.2)          18.7

 

Services

 

The Services business delivered first half revenues of £109.5m (2022:
£107.8m) and a PBT of £7.8m (2022: £8.5m). The growth in revenue is due to
increased earthmoving activities and additional engineering works on certain
contracts.

 

The comparative period includes a non-recurring gain of £2m relating to asset
realisations. There is no such gain in the results to 30 November 2023. As
such, the like-for-like comparison is a PBT of £7.8m with a comparative
result of £6.5m. This represents an improvement in the net margin from 6.0%
to 7.1%. Much of this improvement in margin has been due to the increased
activities at HS2, accompanied by further enabling works at the Sizewell C
nuclear project.

 

As has been the case in previous years, the full year result for Services is
likely to be weighted towards the first six months of the financial year. This
is due to the earthmoving season predominantly taking place during the first
half, as well as the annual £1m receipt from Tungsten West being received in
June 23.

 

The Services business continues to deliver good-quality, resilient, recurring
profits and remains focused on delivering services to our four key market
sectors: Energy; Environmental; Industrial; and Infrastructure.

 

Contract Security

The Services business continues to be the main driver of performance within
the Group, holding over 60 term and framework contracts with high quality
customers giving excellent visibility of revenue. The period has seen further
contract successes, in particular the award and commencement of a three-year
materials handling contract at Port of Tyne.

 

The largest single contract within the Group is the earthmoving contract for
EKFB on HS2, which is now in its second full year of operation. This has been
a key driver for growth over the past couple of years and the Board expects
there to be at least another two full earthmoving seasons of full-scale
activity. Looking forward, focus for the Group remains on securing positions
on Lower Thames Crossing and Sizewell C. During the period, the Group has been
awarded a number of contracts for essential enabling works at Sizewell C,
which places Hargreaves in the best possible position to be able to secure the
main contract for earthmoving when it is tendered.

 

Engineering Capability

The Group has had a lot of success in building and developing its capability
in mechanical engineering. The first half of the year has seen the successful
commissioning of a five-section conveyor solution, which has materially
reduced the carbon emissions on our section of HS2. Additionally, the team is
nearing completion of a significant Lime Silo and Dosing Plant for the Skanska
Costain Strabag Joint Venture ("SCS"). Both of these schemes represent
material projects, and the business is well placed to secure further projects
of this kind.

 

Whilst inflation has abated somewhat in recent months, it remains relatively
high and has been so through the period. The Group's contractual positions
have continued to protect it from margin erosion, as demonstrated by the
substantial increase in underlying margin within Services.

 

Services remains the core generator of revenue and cash flow for the Group.
With a secure book of recurring contracted revenue, the business is in a
strong position to deal with the ongoing economic and political uncertainties.

 

Hargreaves Land

 

Land
Hargreaves Land recorded revenue of £0.7m (2022: £8.7m) and a loss before
tax of £1.0m (2022: profit of £1.6m). The variation in both revenue and
profit before tax is due to the timing of sales at Blindwells. Whilst the
comparative period saw the completion of a plot sale at Blindwells, no such
completion occurred in the six months to 30 November 2023, in part due to the
trends experienced in the general property markets. However, the underlying
activity within the business unit has been high in terms of developing
opportunities.

 

Preparatory works have been completed to enable the sale of a previously
exchanged 20-acre plot to Avant Homes, which is expected to complete before
the end of January 2024. The deal will see the Group receive total proceeds of
£18.5m payable in four instalments over three years.

 

The Unity Joint Venture saw the completion of the construction of a forward
funded 191,000 sq ft logistics unit ahead of programme. Additionally, terms
have been agreed for the sale of two plots to McDonalds and Starbucks, which
further demonstrates the desirability of this key location.

 

In December 2023, Hargreaves Land completed the sale of the Energy from Waste
(EfW) ground lease investment at Westfield in Scotland for consideration of
£7.6m. The sale represents the disposal of eight acres out of the 50
available developed acres at Westfield, allowing for future sales to occur at
the site.

 

Finally, contracts have been exchanged in December 2023 on a 28-acre site at
Maltby, Rotherham for the sale of 185 residential plots for gross proceeds of
£4.9m.

 

Renewables
The Group's renewable energy land assets have continued to be a core focus for
the business, with realisations expected to be in excess of £25m once they
are sufficiently mature. At present 210MW of wind assets are operational on
land owned by the Group.

 

It is expected that this will increase to over 930MW of operational wind
assets and battery storage by the end of calendar year 2025, with a further
2,165MW of wind, solar and battery assets beyond 2025 subject to agreed terms
and exchange of contracts. We have seen a significant increase in the appetite
for battery storage in recent months, with 1,495MW of further opportunities
added to the pipeline since our Annual Report and Accounts in August 2023.

 

The first tranche of renewable energy land asset sales is being prepared to go
to market in FY25. This is likely to include around 400MW of wind assets,
which should be sufficiently mature by that stage.

 

HRMS

 

HRMS recorded a post-tax loss of £1.9m (2022: profit of £10.8m) for the six
months ended 30 November 2023. This substantial reduction has been driven by a
number of contributing factors. First, the principal market for the business
is Germany, which is currently in a technical recession and has seen many of
the joint venture's clients operate on reduced shift patterns, therefore
requiring lower levels of raw materials. Subsequently this has impacted HRMS'
trading activities.

 

Second, zinc prices have dropped to around €2,500 per tonne compared to
highs of over €4,000 in the previous period. Zinc is a key output of the
steel waste recycling process within DK, a subsidiary of HRMS. Whilst 60% of
the zinc output is hedged, the reduction in spot prices realised on the
remaining 40% has put pressure on the result.

 

Third, pig iron prices have been very low during the period whilst coke
pricing (a key input) has remained high. This disparity between pig iron and
coke pricing reflects the absence of an embargo on imports into Europe of
Russian pig iron, suppressing the sales price of pig iron whilst coke pricing
has been supported by an embargo on Russian product.

 

Despite the headwinds encountered by the joint venture during the first half
of the financial year, there are two key factors that give confidence for a
turnaround. First, the 12th package of sanctions against Russia, which was
recently announced by the EU, includes the restriction of "steel-making raw
materials", including pig iron. This is expected to result in an increase in
pig iron selling prices achievable by DK.

 

Second, a key input of the pig iron production at DK is steel waste dusts. DK
charges a gate fee for accepting the dusts, which it then recycles into pig
iron and zinc. Many of the suppliers of steel dusts are on long term
contracts, however, several are up for renewal and renegotiation in 2024 and
there is expectation that many will see substantial increases in the gate fee.
The Board believes that these changes alone will be sufficient to return the
joint venture to profitability during the second half of the financial year.

 

The reduction in trading activity has reduced working capital consumption,
leading to an increased cash receipt from HRMS of £8m (2022: £4m) in the
first half of the financial year. As reported on 21 December 2023, the
management of HRMS has agreed to maintain this level of cash return to the
Group for the foreseeable future. The Board has confidence in the
sustainability of this cash flow, at no less than £7m per annum, to the Group
based on the future likely base level of profitability from the trading
activities within HRMS, which are not linked to the steel waste recycling
activities.

 

 ESG

 

The Group continues to make positive strides with regard to ESG and has
recently appointed its first Head of ESG. This appointment will spearhead the
Group's efforts to minimise our impact on the environment whilst also
championing our ESG credentials, which will be crucial to unlocking new
opportunities for Hargreaves.

 

Furthermore, the Group was awarded the prestigious HS2 EKFB sustainability
award for the second year running as a recognition of our efforts to reduce
carbon emissions through our Plant Idle Time campaign.

 

 Summary

 

The Services business' low capital model has continued to improve margin and
grow underlying profitability through efficient contract management and
engineering innovation. With over 90% of revenues secured under contract for
the year ending 31 May 2024, the Services business can continue to deliver
sustainable and reliable profits into the future.

 

Hargreaves Land has not been immune to the difficulties in the UK property
market, however, this was expected and the post-period end completion of the
Westfield EfW ground lease and the exchange of contracts at Maltby demonstrate
the value in the underlying portfolio, as well as the ability of the team to
realise these opportunities for shareholders. The outlook is also positive,
with Hargreaves Land poised to deliver its best ever full year result.

 

Whilst the trading performance of HRMS has been disappointing, the
confirmation of an increased cash flow from HRMS is very welcome and will be
used to support the increased dividend to shareholders. The changes to gate
fees and the impact of the recently announced EU sanctions on Russian pig iron
imports are in combination expected to result in a significant improvement in
the profitability of HRMS in FY25.

 

Overall, I remain optimistic about the value creation potential within the
Group and, with no bank debt on the Balance Sheet, I firmly believe there are
substantial opportunities to optimise and realise further value for
shareholders in the coming years.

 

 

Gordon Banham

Group Chief Executive

24 January 2024

 

 

Condensed Consolidated Statement of Profit and Loss and Other Comprehensive
Income

for the six months ended 30 November 2023

                                                                                Unaudited    Unaudited    Audited
                                                                                six months   six months   year
                                                                                ended        ended        ended
                                                                                30 November  30 November  31

                                                                                                          May
                                                                                2023         2022         2023
                                                                          Note  £000         £000         £000

 Revenue                                                                        110,171      116,475      211,459
 Cost of sales                                                                  (88,943)     (94,782)     (172,402)

 Gross profit                                                                   21,228       21,693       39,057
 Other operating income                                                         -            2,844        4,918
 Administrative expenses                                                        (16,127)     (16,561)     (32,178)

 Operating profit                                                               5,101        7,976        11,797

 Finance income                                                                 818          504          1,612
 Finance expense                                                                (1,473)      (823)        (2,565)
 Share of (loss)/profit in joint ventures (net of tax)                          (1,714)      11,053       16,311

 Profit before tax                                                              2,732        18,710       27,155
 Taxation                                                                 5     (1,035)      (1,562)      771

 Profit for the period                                                          1,697        17,148       27,926

 Other comprehensive income/(expense)
 Items that will not be reclassified to profit or loss
 Remeasurements of defined benefit pension plans                                -            -            (4,645)
 Tax recognised on items that will not be reclassified to profit or loss        -            -            1,161

 Items that are or may be reclassified subsequently to profit or loss
 Foreign exchange translation differences                                       528          1,406        1,130
 Share of other comprehensive income of joint ventures (net of tax)             -            -            1,912

 Other comprehensive income/(expense) for the period, net of tax                528          1,406        (442)

 Total comprehensive income for the period                                      2,225        18,554       27,484

 Profit attributable to:
 Equity holders of the company                                                  1,706        16,962       27,915
 Non-controlling interest                                                       (9)          186          11

 Profit for the period                                                          1,697        17,148       27,926

 Total comprehensive income for the period attributable to:
 Equity holders of the company                                                  2,234        18,368       27,473
 Non-controlling interest                                                       (9)          186          11

 Total comprehensive income for the period                                      2,225        18,554       27,484

 

 GAAP measures
 Basic earnings per share (pence)    7   5.22  52.15  85.85
 Diluted earnings per share (pence)  7   5.14  51.09  84.13

 

 

Condensed Consolidated Balance Sheet

as at 30 November 2023

                                                    Unaudited    Unaudited    Audited
                                                    30 November  30 November  31 May
                                                    2023         2022         2023
                                              Note  £000         £000         £000

 Non-current assets
 Property, plant and equipment                      10,822       10,392       10,861
 Right of use assets                                34,157       35,305       39,815
 Investment property                                15,267       13,672       14,074
 Intangible assets including goodwill               5,589        5,949        5,685
 Investments in joint ventures                9     73,226       70,541       74,282
 Deferred tax assets                                14,214       9,657        14,753
 Trade receivables                                  -            4,224        -
 Retirement benefit surplus                         9,111        11,467       8,474

                                                    162,386      161,207      167,944
 Current assets
 Inventories                                        44,192       33,872       39,302
 Trade and other receivables                        82,474       86,109       71,609
 Contract assets                                    5,058        6,081        5,114
 Cash and cash equivalents                          18,718       18,102       21,859

                                                    150,442      144,164      137,884

 Total assets                                       312,828      305,371      305,828

 Non-current liabilities
 Other Interest-bearing loans and borrowings        (13,874)     (17,460)     (20,839)
 Retirement benefit obligations                     (2,839)      (2,666)      (2,902)
 Provisions                                         (3,829)      (5,898)      (4,120)
 Deferred tax liabilities                           (3,853)      (2,419)      (3,417)

                                                    (24,395)     (28,443)     (31,278)

 Current liabilities
 Other Interest-bearing loans and borrowings        (14,913)     (13,140)     (15,511)
 Trade and other payables                           (64,545)     (58,792)     (47,427)
 Provisions                                         (11,268)     (8,844)      (10,467)
 Income tax liability                               (212)        -            (154)

                                                    (90,938)     (80,776)     (73,559)

 Total liabilities                                  (115,333)    (109,219)    (104,837)

 Net assets                                         197,495      196,152      200,991

 

 

 

Condensed Consolidated Balance Sheet (continued)

as at 30 November 2023

 

 

                                                          Unaudited    Unaudited    Audited
                                                          30 November  30 November  31 May
                                                          2023         2022         2023
                                                          £000         £000         £000

 Equity attributable to equity holders of the parent
 Share capital                                            3,314        3,314        3,314
 Share premium                                            73,982       73,972       73,972
 Other reserves                                           211          211          211
 Translation reserve                                      (161)        (413)        (689)
 Merger reserve                                           1,022        1,022        1,022
 Hedging reserve                                          318          318          318
 Capital redemption reserve                               1,530        1,530        1,530
 Share-based payment reserve                              2,540        2,216        2,388
 Retained earnings                                        114,959      114,018      119,136
                                                          197,715      196,188      201,202

 Non-controlling interest                                 (220)        (36)         (211)

 Total equity                                             197,495      196,152      200,991

 

Condensed Consolidated Statement of Changes in Equity

for the six months ended 30 November 2022

                                                       Share capital  Share premium  Translation reserve  Hedging reserve  Other reserves  Capital redemption reserve  Merger reserve  Share-based payment reserve  Retained earnings  Total parent equity  Non-controlling interest  Total Equity
                                                       £000           £000           £000                 £000             £000            £000                        £000            £000                         £000               £000                 £000                      £000

 Balance at 1 June 2022                                3,314          73,972         (1,819)              318              211             1,530                       1,022           2,029                        102,781            183,358              (222)                     183,136

 Total comprehensive income for the period
 Profit for the period                                 -              -              -                    -                -               -                           -               -                            16,962             16,962               186                       17,148

 Other comprehensive income
 Foreign exchange translation differences              -              -              1,406                -                -               -                           -               -                            -                  1,406                -                         1,406

 Total other comprehensive income                      -              -              1,406                -                -               -                           -               -                            -                  1,406                -                         1,406

 Total comprehensive income for the period             -              -              1,406                -                -               -                           -               -                            16,962             18,368               186                       18,554

 Transactions with owners recorded directly in equity
 Equity settled share-based payment transactions       -              -              -                    -                -               -                           -               187                          -                  187                  -                         187
 Dividends paid                                        -              -              -                    -                -               -                           -               -                            (5,725)            (5,725)              -                         (5,725)

 Total contributions by and distributions to owners    -              -              -                    -                -               -                           -               187                          (5,725)            (5,538)              -                         (5,538)

 Balance at 30 November 2022                           3,314          73,972         (413)                318              211             1,530                       1,022           2,216                        114,018            196,188              (36)                      196,152

 

 

Condensed Consolidated Statement of Changes in Equity

for the six months ended 30 November 2023

 

                                                       Share capital  Share premium  Translation reserve  Hedging reserve  Other reserves  Capital redemption reserve  Merger reserve  Share-based payment reserve  Retained earnings  Total parent equity  Non-controlling interest  Total Equity
                                                       £000           £000           £000                 £000             £000            £000                        £000            £000                         £000               £000                 £000                      £000

 Balance at 1 June 2023                                3,314          73,972         (689)                318              211             1,530                       1,022           2,388                        119,136            201,202              (211)                     200,991

 Total comprehensive income/(expense) for the period
 Profit/(loss) for the period                          -              -              -                    -                -               -                           -               -                            1,706              1,706                (9)                       1,697

 Other comprehensive income
 Foreign exchange translation differences              -              -              528                  -                -               -                           -               -                            -                  528                  -                         528

 Total other comprehensive income                      -              -              528                  -                -               -                           -               -                            -                  528                  -                         528

 Total comprehensive income/(expense) for the period   -              -              528                  -                -               -                           -               -                            1,706              2,234                (9)                       2,225

 Transactions with owners recorded directly in equity
 Issue of shares                                       -              10             -                    -                -               -                           -               -                            -                  10                   -                         10
 Equity settled share-based payment transactions       -              -              -                    -                -               -                           -               152                          -                  152                  -                         152
 Dividends paid                                        -              -              -                    -                -               -                           -               -                            (5,883)            (5,883)              -                         (5,883)

 Total contributions by and distributions to owners    -              10             -                    -                -               -                           -               152                          (5,883)            (5,721)              -                         (5,721)

 Balance at 30 November 2023                           3,314          73,982         (161)                318              211             1,530                       1,022           2,540                        114,959            197,715              (220)                     197,495

Condensed Consolidated Cash Flow Statement

for the six months ended 30 November 2023

 

                                                                                Unaudited    Unaudited
                                                                                six months   six months   Audited
                                                                                ended        ended        year ended
                                                                                30 November  30 November  31

                                                                                                          May
                                                                                2023         2022         2023
                                                                                £000         £000         £000

 Cash flows from operating activities
 Profit for the period                                                          1,697        17,148       27,926
 Adjustments for:
 Depreciation and impairment of property, plant and equipment and right-of-use  7,128        4,932        14,570
 assets
 Net finance expense                                                            655          319          953
 Amortisation of intangible assets                                              96           -            175
 Share of loss/(profit) in joint ventures (net of tax)                          1,714        (11,053)     (16,311)
 Profit on sale of property, plant and equipment, investment property and       -            (2,844)      (4,718)
 right-of-use assets
 Equity settled share-based payment expense                                     152          187          359
 Income tax expense/(credit)                                                    1,035        1,562        (771)
 Contributions to defined benefit pension schemes                               (589)        (1,170)      (2,426)
 Retranslation of foreign denominated assets and liabilities                    (122)        31           482
                                                                                11,766       9,112        20,239

 Change in inventories                                                          (4,890)      (3,398)      (8,827)
 Change in trade and other receivables                                          (10,889)     4,314        23,290
 Change in trade and other payables                                             17,156       6,622        (4,563)
 Change in provisions and employee benefits                                     509          2,867        2,713
                                                                                13,652       19,517       32,852

 Interest received                                                              818          504          1,127
 Interest paid                                                                  (1,585)      (775)        (2,192)
 Income tax received/(paid)                                                     2            28           (281)

 Net cash inflow from operating activities                                      12,887       19,274       31,506

 Cash flows from investing activities
 Proceeds from sale of property, plant and equipment                            110          4,565        6,565
 Proceeds from sale of investment property                                      -            146          266
 Proceeds from sale of ROU assets                                               12           54           81
 Acquisition of property, plant and equipment                                   (1,466)      (1,730)      (3,442)
 Acquisition of investment property                                             (770)        (5,377)      (5,783)
 Acquisition of right of use assets                                             -            (54)         (85)
 Payment for acquisition of subsidiaries, net of cash acquired                  -            (1,447)      (1,447)
 Net cash outflow from investing activities                                     (2,114)      (3,843)      (3,845)

 Cash flows from financing activities
 Principal elements of lease payments                                           (8,027)      (5,519)      (12,721)
 Dividends paid                                                                 (5,883)      (5,725)      (6,701)

 Net cash outflow from financing activities                                     (13,910)     (11,244)     (19,422)

 Net (decrease)/increase in cash and cash equivalents                           (3,137)      4,187        8,239
 Cash and cash equivalents at the start of the period                           21,859       13,773       13,773
 Effect of exchange rate fluctuations on cash held                              (4)          142          (153)

 Cash and cash equivalents at the end of the period                             18,718       18,102       21,859

 

 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION

 

1.            Basis of preparation

 

The condensed consolidated interim financial information set out in this
statement for the six months ended 30 November 2023 and the comparative
figures for the six months ended 30 November 2022 is unaudited. This financial
information does not constitute statutory accounts as defined in Section 435
of the Companies Act 2006. It does not comply with IAS 34 'Interim Financial
Reporting', as is permissible under the rules of the Alternative Investment
Market.

 

The condensed consolidated interim financial information, which is neither
audited nor reviewed, has been prepared in accordance with the measurement and
recognition criteria of UK-adopted international accounting standards. This
statement does not include all the information required for the annual
financial statements and should be read in conjunction with the financial
statements of the Group as at and for the year ended 31 May 2023.

 

There are no new IFRS which apply to the condensed consolidated interim
financial information.

 

2.            Accounting policies
 

 

The accounting policies applied in preparing the condensed consolidated
interim financial information are the same as those applied in the preparation
of the annual financial statements for the year ended 31 May 2023, as
described in those financial statements.

 

 

3.            Status of financial information

 

The comparative figures for the financial year ended 31 May 2023 are not the
Group's statutory consolidated financial statements for that financial year.
The statutory financial accounts for the financial year ended 31 May 2023 have
been reported on by the company's auditor and delivered to the Registrar of
Companies. The report of the auditor was (i) unqualified, (ii) did not include
a reference to any matters to which the auditor drew attention by way of
emphasis without qualifying their report, and (iii) did not contain a
statement under section 498 (2) or (3) of the Companies Act 2006.

 

 

4.            Principal risks and uncertainties

 
 

The principal risks and uncertainties affecting the Group are unchanged from
those set out in the Group's accounts for the year ended 31 May 2023. The
Directors have reviewed financial forecasts and are satisfied that the Group
has adequate resources to continue in operational existence for the
foreseeable future. Accordingly, the Group continues to adopt the going
concern basis in preparing the condensed consolidated interim financial
information.

 

 

5.            Taxation
 
 

 

UK income tax for the period is charged at 25% (2022: 19%). The effective tax
rate, after removing the impact of joint ventures is 23.3% (2022: 20.4%),
representing an estimate of the annual effective rate for the full year to 31
May 2024. This rate is lower than the standard rate of UK income tax due to
the impact of overseas tax which applies a lower tax rate.

 

6.            Dividends
 
 

 

The final dividend of 6.0p and additional dividend of 12.0p per ordinary
share, proposed in the 2023 Annual Report and Accounts and approved by the
shareholders at the Annual General Meeting on 25 October 2023, was paid on 30
October 2023.

 

The directors have proposed an interim dividend of 18.0p per share (2022:
3.0p) which will be paid on 11 April 2024 to shareholders on the register at
the close of business on 22 March 2024. This will be paid out of the Company's
available distributable reserves. In accordance with IAS 1, dividends are
recorded only when paid and are shown as a movement in equity rather than as a
charge in the income statement.

 

7.            Earnings per share

                                            Six months ended 30 November 2023         Six months ended 30 November 2022         Year ended 31 May 2023
                                            Unaudited                                 Unaudited                                 Audited
                                            Earnings      EPS           DEPS          Earnings      EPS           DEPS          Earnings  EPS       DEPS
                                            £000          Pence         Pence         £000          Pence         Pence         £000      Pence     Pence

 Basic earnings per share                   1,706         5.22          5.14          16,962        52.15         51.09         27,926    85.85     84.13
 Weighted average number of shares (000's)

                                                          32,659        33,217                      32,528        33,200                  32,528    33,193

 

 

The calculation of diluted earnings per share is based on the profit for the
period attributable to equity holders of the Company and on the weighted
average number of ordinary shares in issue in the period adjusted for the
dilutive effect of the share options outstanding. The effect on the weighted
average number of shares is 558,000 (2022: 672,000), the effect on basic
earnings per ordinary share is 0.08p (2022: 1.06p).

 

8.            Segmental information

 

Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker. The chief operating
decision-maker has been identified as the Board of Directors since they are
responsible for strategic decisions. HRMS represents the Groups share of its
German joint venture, which includes Hargreaves Services Europe Limited which
is the parent company of HRMS and DK.

                                                         Services    Hargreaves Land  Unallocated  HRMS         Total
                                                        Unaudited    Unaudited        Unaudited    Unaudited    Unaudited
                                                        30 November  30 November      30 November  30 November  30 November
                                                        2023         2023             2023         2023         2023
                                                        £000         £000             £000         £000         £000
 Revenue
 Total revenue                                          110,327      673              -            -            111,000
 Intra-segment revenue                                  (829)        -                -            -            (829)

 Revenue from external customers                        109,498      673              -            -            110,171

 Operating profit/(loss)                                8,913        (1,284)          (2,528)      -            5,101
 Share of profit/(loss) in joint ventures (net of tax)  -            173              -            (1,887)      (1,714)
 Net finance (expense)/income                           (1,092)      108              329          -            (655)

 Profit/(loss) before tax                               7,821        (1,003)          (2,199)      (1,887)      2,732

 

 

 

 

                                                  Services   Hargreaves Land  Unallocated  HRMS       Total
                                                 Unaudited   Unaudited        Unaudited    Unaudited  Unaudited
                                                 30          30               30           30         30

                                                 November    November         November     November   November
                                                 2022        2022             2022         2022       2022
                                                 £000        £000             £000         £000       £000
 Revenue
 Total revenue                                   108,000     8,700            -            -          116,700
 Intra-segment revenue                           (225)       -                -            -          (225)

 Revenue from external customers                 107,775     8,700            -            -          116,475

 Operating profit/(loss)                         9,147       1,331            (2,502)      -          7,976
 Share of profit in joint ventures (net of tax)  -           242              -            10,811     11,053
 Net finance (expense)/income                    (642)       28               295          -          (319)

 Profit/(loss) before tax                        8,505       1,601            (2,207)      10,811     18,710

 

9. Investments in joint ventures

 

                                                                  Tower Regeneration Limited    Hargreaves Services Europe Limited    Waystone Hargreaves LLP    Interests in immaterial joint ventures    Total
                                                                  £000                          £000                                  £000                       £000                                      £000
 At 1 June 2023                                                   -                             68,607                                5,751                      (76)                                      74,282
 Group's share of (loss)/profit in joint ventures (net of tax)    -                             (1,887)                               173                        -                                         (1,714)

 Exchange differences                                             -                             646                                   -                          12                                        658
 At 30 November 2023                                              -                             67,366                                5,924                      (64)                                      73,226

 

 

10. Condensed consolidated interim financial
information
 

 

The condensed consolidated interim financial information was approved by the
Board of Directors on 24 January 2024. Copies of this interim statement will
be sent to all shareholders and will be available to the public from the
Group's registered office.

 

 

 

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