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RNS Number : 7071J  Kingspan Group PLC  18 August 2023

 KINGSPAN GROUP PLC

 

HALF-YEARLY FINANCIAL REPORT

 

for the period ended 30 June 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KINGSPAN GROUP PLC

RESULTS FOR THE HALF YEAR 30 JUNE 2023

Kingspan, the global leader in high performance insulation and building
envelope solutions, issues its half-yearly financial report for the six-month
period ended 30 June 2023.

 

Financial Highlights:

 •    Revenue down 2% to €4.1bn, (underlying down 8%).
 •    Trading profit up modestly to €435.5m, (underlying down 3%).
 •    Group trading margin of 10.7%, an increase of 20bps versus the same period in
      2022.
 •    Acquisitions contributed 7% to sales growth and 4% to trading profit growth in
      the period.
 •    Profit after tax of €324.0m (H1 2022: €319.9m). Effective tax rate of
      17.5% (H1 2022: 17.5%).
 •    Strong free cashflow of €356.9m (H1 2022: €12.9m) reflecting a significant
      reduction in working capital year on year.
 •    Net debt(1) of €1,372.7m (H1 2022: €1,206.6m). Net debt(4) to EBITDA(4) of
      1.43x (H1 2022: 1.25x).
 •    Basic EPS up 3% to 175.2 cent (H1 2022: 170.6 cent).
 •    Interim dividend up 3% to 26.3 cent (H1 2022: 25.6 cent) in line with policy
      guidance.
 •    ROCE at 15.8% (H1 2022: 18.1%), or 16.3% after annualised impact of
      acquisitions.

 

Operational Highlights:

 •    Record performance in a testing environment, improving order intake trend
      overall in recent months versus a softer comparative.
 •    Direct GHG emissions reduced by 51% year on year.
 •    Insulated Panels sales decrease of 10% driven by sluggish volumes particularly
      in Central and Eastern Europe with strong activity in France and the US.
 •    Insulation sales behind by 5%, driven by weak residential markets. Technical
      insulation continuing to advance reflecting ongoing demand for district
      heating. Extending the full spectrum of insulation offerings with planned
      acquisition of 51% of Steico and completion of acquisition of HempFlax in the
      period.
 •    Roofing + Waterproofing sales of €239m (H1 2022: €nil). Further
      development step with the acquisition of CaPlast. Business integration plans
      fully on track in difficult end markets.
 •    Significant progress at Light, Air + Water, with broader scale and margins
      progressing positively year on year.
 •    Data + Flooring medium term pipeline is encouraging driven by the data sector
      with artificial intelligence applications starting to feature.
 •    Invested a total of €271m in acquisitions and capex during the period.

Summary Financials:

                         H1 '23   H1 '22    Change

 Revenue €m              4,083.9  4,153.4  -2%
 Trading Profit €m(2)    435.5    434.2    -
 Trading Margin(3)       10.7%    10.5%    +20bps
 EBITDA €m(5)            528.4    512.2    +3%
 EPS (cent per share)    175.2    170.6    +3%

1 Net debt pre-IFRS16

2 Operating profit before amortisation of intangibles and non trading item

3 Operating profit before amortisation of intangibles and non trading item
divided by total revenue

4 Net debt to EBITDA ratio is pre-IFRS16 per banking covenants

5 Earnings before finance costs, income taxes, depreciation, amortisation and
non trading item.

 

 

Gene Murtagh, Chief Executive of Kingspan commented:

"We are pleased with a strong first half performance in a testing environment.
Performance outcomes varied by product and by market, against a backdrop of
higher interest rates and a degree of price deflation.

 

This year the harsh reality of climate change has become an everyday reality
for many, intensifying the urgency to deliver meaningful and increasingly
smart decarbonisation solutions. Kingspan's Innovation and Planet Passionate
strategies have the firm aim of addressing this challenge through driving
progressively sustainable building envelope solutions. These strategies are
deeply embedded across Kingspan, delivering a reduction of direct GHG
emissions by over 50% in the first half and reinforcing a common goal for our
people globally.

 

Our expanding spectrum of insulation solutions continues to progress apace.
Since period end, we agreed to acquire 51% of Steico, the world leader in
wood-based insulation, adding to a growing bio-based portfolio including hemp
and wood-wool acoustic insulation. Along with our portfolio of LEC (lower
embodied carbon) products, the first of which launched this year, we are now
firmly established as a leader in the growing market for lower embodied carbon
construction products.

 

As we look to the remainder of the year, we expect continuing strategic
momentum supported by a strong development pipeline, an increasingly stable
supply chain and pricing environment, and a global decarbonisation drive."

 

 

For further information contact:

 Murray Consultants  Tel: +353 (0) 1 4980 300

 Pat Walsh

 

 

 

 

Business Review

The first half of 2023 has been relatively pleasing for Kingspan given the
somewhat challenging environment we were confronted with. Sales revenue
reached €4.1bn and trading profit amounted to €436m, edging slightly ahead
of the record achieved in the same period of 2022. Our direct GHG emissions
reduced significantly in the first half, by 51%, reflecting ongoing traction
from the many Planet Passionate initiatives underway across the business. In
contrast to recent years, deflation has been a prominent theme, as has been
de-stocking of our inventories which boosted the strong cash generation in the
period.

 

Similar to the trading backdrop reported in the 2022 full year, conditions
varied considerably by market and by end segment. The Americas, and the US in
particular, has performed exceptionally well for us as Insulated Panels
continued to deliver growth driven by conversion from traditional building
envelope solutions. Europe has been more mixed with predominately weaker
newbuild activity and refurbishment suffering somewhat due to the current
interest rate environment. Broadly, France was strong with Southern and
Eastern Europe weaker. APAC, albeit relatively small for us at present,
performed well as our position in Australia improved and activity in South
East Asia grew.

 

Planet Passionate and our Impact

Our Planet Passionate agenda, central to our purpose at Kingspan, continues to
build upon the progress of recent years with the implementation of many more
initiatives across the Group. Total Scope 1 & 2 emissions are expected to
reduce by up to 60% since 2020 and direct renewable energy usage increase to
39%. The number of our wholly owned sites with solar PV installations
forecasted to reach 48% and rainwater harvesting expected to double from 2020,
increasing to 42 million litres throughout the year.

 

The table overleaf provides further detail on the progress within Kingspan by
category:

 

 

                                                                                                        Underlying Business                    Whole Business
 Planet Passionate Targets                                                                 Target Year  FY2020      FY2023(f)                  FY2020     FY2023(f)(4)
 Carbon         Net Zero Carbon Manufacturing - scope 1 & 2 GHG emissions(1) (t/CO2e)      2030         410k(2)     140k                       518k(2,3)  206k
                50% reduction in product CO2e intensity from primary supply partners (%)   2030         -           Not forecast at half year  -          Not forecast at half year
                Zero emission company funded cars (annual replacement %)                   2025         11          40                         11         40(4)
 Energy         60% Direct renewable energy (%)                                            2030         19.5        40.9                       19.5       38.7
                20% On-site renewable energy generation (%)                                2030         4.9         8.5                        4.9        8.0
                Solar PV systems on all wholly owned sites (%)                             2030         21.7        55.2                       21.7       48.5
 Circularity    Zero Company waste to landfill (tonnes)                                    2030         18,642      6,000                      18,642     8,300
                Recycle 1 billion PET bottles into our manufacturing processes annually    2025         573         602                        573        602
                (million bottles)
                QuadCore™ products utilising recycled PET (no. of sites)                   2025         1           8                          1          8
 Water          Harvest 100 million litres of rainwater annually (million litres)          2030         20.1        42.1                       20.1       42.3
                Support 5 Ocean Clean-Up projects (no. of projects)                        2025         1           4                          1          4

 Underlying Business includes manufacturing, assembly and R&D sites within
 the Kingspan Group in 2020 plus all organic growth.

 Whole Business includes all manufacturing, assembly and R&D sites within
 the Kingspan Group, including additions since 2020.

 1: Excluding biogenic emissions. Scope 2 GHG emissions calculated using
 market-based methodology.

 2: Restated figures due to improved data collection and change in calculation
 methodologies.

 3: GHG emissions were recalculated due to acquisitions in 2021 and 2022.

 4: Businesses acquired during the first half may not be fully reflected in the
 2023 forecast.

 

 

Investing in our future

A total of €271m in capital was deployed in the period, €156m on
acquisitions, and €115m in capex across all the product streams, largely
focused on capacity expansion and new market entry. In addition, the planned
Ukraine Technology Campus is progressing with final site location having been
selected in Lviv. The scope of the development is likely to exceed the €200m
initially indicated when the campus completes, expected around 2026 (subject
to geopolitical developments) reflecting the likely need for increased
capacity in the region.

 

The largest acquisition investment in the period was CaPlast at €85m, adding
to the growing array of solutions being offered by our emerging Roofing +
Waterproofing segment. Since period end, we agreed to acquire 51% of Steico,
the world leader in natural wood-based insulation for an initial consideration
of €251m.

 

Innovation at work

A number of LEC (lower embodied carbon) products have been launched, including
QuadCore(™) Insulated Panels, Access Floors and Insulation Boards. All are
being well received by specifiers as the demand for distinctive lower carbon
building solutions gains momentum. We expect to add to this proposition in the
second half.

 

Our PowerPanel(™) and Rooftricity(™) solutions have been reset after
considerable trial activity as we seek to significantly enhance product
performance and longevity with a completely new design. Meaningful progress
has also been made in recent months with a strengthened and more robust supply
chain. Extensive testing and certification processes point towards market
launch in Q2 2024.

 

In our Data + Flooring division, tremendous progress has been made developing
an advanced HAC (Hot Aisle Containment) offering which has resulted in
expanded long term revenue potential in the data centre market. This
initiative will require a new manufacturing plant in the US which we plan to
commission during the first half of 2024.

 

Last year we acquired Troldtekt in Denmark, a world leader in acoustic
insulation and largely timber based. We recently added to the 'natural
insulation' category by acquiring HempFlax, an emerging hemp materials
business in Germany. Since period end we announced the acquisition of 51% of
Steico, the world's leading wood-based insulation business based near Munich,
Germany, which will catapult our presence in this growing category.

 

Product and system integrity

By the end of the first half, 47 of our sites were certified to ISO 37301,
with a plan to have 60 sites certified to the standard by the end of the year.
ISO 37301 is the leading global standard for establishing, developing and
monitoring compliance systems. Our enhanced product integrity programme is now
deeply embedded across the Group. In 2023 to date, 56 of our sites have been
audited by the Compliance Team, with a further 50 scheduled to be audited by
year end. In addition, 346 third party external products and system audits
took place through the first half.

 

Insulated Panels

                      H1 '23   H1 '22   Change

 Revenue €m           2,386.7  2,665.2  -10%((1))
 Trading Profit €m    291.2    299.4    -3%
 Trading Margin       12.2%    11.2%    +100bps

(1)   Comprising underlying -10%, currency -1% and acquisitions +1%.
Like-for-like volume -7%.

Trading in our largest division was relatively positive, albeit reflective of
the regional variability in economic conditions. Global revenue trailed last
year owing to weaker volume in some markets and a degree of price deflation,
particularly in Continental Europe. North America delivered a stellar
performance as conversion continued and the forward project pipeline of large
scale tech and automotive factories is extremely encouraging. Order intake,
which had been very lumpy in recent times due to general economic
unpredictability, improved versus prior year as the months progressed. We
expect quarter three order intake to be ahead of the same period in 2022.
QuadCore(™) sales represented 19% of total Insulated Panel volume as this
unique advanced insulation core continues to advance in the specifier and
end-user market.

 

Insulation

                      H1 '23  H1 '22  Change

 Revenue €m           798.8   842.0   -5%((1))
 Trading Profit €m    75.8    88.2    -14%
 Trading Margin       9.5%    10.5%   -100bps

(1)   Comprising underlying -7%, currency -1% and acquisitions +3%.

Global sales across the various insulation solutions fell back in the first
half with a corresponding reduction in trading profit. The margin performance
progressed during Q2 following a weaker first quarter as we defended prices at
the cost of short term volume.

 

Demand in Western Europe has been notably weak for the board businesses as the
residential segment in particular feels the pressure. Raw material costs have
been reducing with a consequential pricing impact in many markets. A deep
program of structural operating cost reduction measures is underway in the PIR
board business.

 

In contrast, the technical insulation segment has powered forward with revenue
in the District Heating product set growing by 17%. The growth rate may ease a
little in the near-term as second half comparatives are more demanding. That
said, the forward project pipeline is significantly ahead of the same point
last year which augurs well for the medium term.

 

Light, Air + Water

                      H1 '23  H1 '22  Change

 Revenue €m           470.6   474.2   -1%((1))
 Trading Profit €m    30.0    24.8    +21%
 Trading Margin       6.4%    5.2%    +120bps

(1)   Comprising currency -1%

Total revenue in this enlarged division was broadly flat for the period, again
reflective of mixed performances by geography and end-market. France, Benelux
and Germany performed well as commercial measures executed during 2022 took
effect with a positive margin performance.

 

North American performance was in line with prior year and the Middle East was
somewhat weaker.

 

Water applications continue to perform well with resource scarcity on the
minds of many.

 

Roofing + Waterproofing

                      H1 '23  H1 '22  Change

 Revenue €m           238.6   -       n/a
 Trading Profit €m    10.7    -       n/a
 Trading Margin       4.5%    -       n/a

 

We have been assembling this new platform over the past year or so. It is
currently predominately European based and occupies positions in the three key
categories of flat roofing, rigid pitched roofing and flexible pitched
roofing. Rigid pitched roofing performed robustly in the period, as did the
flexible category to which we added the €85m CaPlast acquisition earlier
this year.

 

Our flat roofing business has been weakest, reflecting a difficult trading
environment in Benelux and Germany in particular. Insulation pull-through,
operational efficiency and product range expansion are the key priorities at
present.

 

Data + Flooring

                      H1 '23  H1 '22  Change

 Revenue €m           189.2   172.0   +10%((1))
 Trading Profit €m    27.8    21.8    +28%
 Trading Margin       14.7%   12.7%   +200bps

(1)   Comprising underlying +11% and currency impact -1%.

The data segment is, and has been, an important end-market for a number of our
businesses given the focus on energy efficiency, emission conservation and
lower carbon in that sector. It represents in excess of 50% of this division
which can be expected to grow meaningfully in the near and medium term as we
expand the internal air management offering in projects across the US, Europe
and South East Asia. Many of these are supporting the world's leading bluechip
data providers.

 

To support this growth and ambition, we will develop a new manufacturing
facility in the North Eastern US to become operational early 2024.

 

 

Financial Review

 

Overview of results

Group revenue decreased by 2% to €4,083.9m (H1 2022: €4,153.4m) and
trading profit increased modestly to €435.5m (H1 2022: €434.2m). This
represents a 0.7% decrease in sales and a 1.4% increase in trading profit on a
constant currency basis. The Group's trading margin increased by 20bps to
10.7% (H1 2022: 10.5%) primarily reflecting a strong margin performance in
Insulated Panels and the divisional mix of sales. The amortisation charge in
respect of intangibles was €20.6m compared to €12.9m in the first half of
2022 reflecting acquisition activity year on year. Group operating profit
increased by 2% to €414.9m (H1 2022: €405.2m) reflecting a combination of
a higher amortisation charge in H1 2023 and the non trading item of €16.1m
recorded in H1 2022. Profit after tax was €324.0m compared to €319.9m in
the first half of 2022. Basic EPS for the period was 175.2 cent, representing
an increase of 3% on the first half of 2022 (H1 2022: 170.6 cent).

 

The Group's underlying sales and trading profit performance by division are
set out below:

 

 Sales                    Underlying  Currency  Acquisition  Total
 Insulated Panels         -10%        -1%       +1%          -10%
 Insulation               -7%         -1%       +3%          -5%
 Light, Air + Water       -           -1%       -            -1%
 Data + Flooring          +11%        -1%       -            +10%
 Roofing + Waterproofing  -           -         +100%        100%
 Group                    -8%         -1%       +7%          -2%

 

The Group's trading profit measure is earnings before interest, tax,
amortisation of intangibles and non trading item:

 

 Trading Profit           Underlying  Currency  Acquisition  Total
 Insulated Panels         -3%         -1%       +1%          -3%
 Insulation               -18%        -         +4%          -14%
 Light, Air + Water       +23%        -2%       -            +21%
 Data + Flooring          +29%        -1%       -            +28%
 Roofing + Waterproofing  -           -         +100%        +100%
 Group                    -3%         -1%       +4%          -

 

Finance costs (net)

Finance costs for the period were higher than the same period last year at
€22.1m (H1 2022: €17.6m). Finance costs include a non-cash charge of
€0.4m (H1 2022: €0.1m) relating to the Group's defined benefit pension
schemes. Finance income includes a dividend received from an equity investment
of €2.5m (H1 2022: €nil). Lease interest of €2.7m was recorded during
the period (H1 2022: €2.3m). The Group's net interest expense on borrowings
(bank and loan notes) in the first half of 2023 was €21.3m compared to
€15.2m in the same period in 2022. This increase was due mainly to the
higher levels of drawn debt year on year as a consequence of the Group's
development activity.

 

Free cashflow

                                           H1 '23   H1 '22
                                           €m       €m
 EBITDA*                                   528.4    512.2
 Lease payments                            (32.8)   (27.1)
 Movement in working capital **            84.8     (261.7)
 Movement in provisions                    (3.1)    (0.1)
 Net capital expenditure                   (114.7)  (117.5)
 Pension contributions                     (2.1)    (2.7)
 Defined benefit scheme buy in settlement  (15.9)   -
 Net finance costs paid                    (18.5)   (16.2)
 Income taxes paid                         (78.4)   (82.4)
 Other including non-cash items            9.2      8.4
 Free cashflow                             356.9    12.9

 

*Earnings before finance costs, income taxes, depreciation, amortisation and
non trading item. Calculation is set out in Alternative Performance Measures
at the end of the statement

**Excludes working capital on acquisition but includes working capital
movements since that point

 

Working capital on 30 June 2023 was €1,118.8m (31 December 2022:
€1,195.9m), a decrease of €77.1m (€84.8m excl. acquisitions) in the
period. The decrease was driven by lower levels of inventories compared to
both last year end and June 2022. As highlighted previously, inventory levels
in 2022 were elevated intentionally in an uncertain supply environment at that
time. Supply chains have now more or less returned to normal.  The average
working capital to sales percentage was 13.2% compared with 14.5% in H1 2022.

 

Net Debt

Net debt decreased by €166.9m during the first half of the year to
€1,372.7m (31 December 2022: €1,539.6m). The movement in debt is analysed
in the table below:

 

 Movement in net debt                         H1 '23     H1 '22
                                              €m         €m
 Free cashflow                                356.9      12.9
 Acquisitions and divestments                 (149.7)    (357.2)
 Deferred consideration paid                  (6.6)      (46.9)
 Dividends paid                               (43.3)     (47.2)
 Dividends paid to non-controlling interests  (0.8)      (2.1)
 Cashflow movement                            156.5      (440.5)
 Exchange movements on translation            10.4       (10.0)
 Decrease/(increase) in net debt              166.9      (450.5)
 Net debt at start of period                  (1,539.6)  (756.1)
 Net debt at end of period                    (1,372.7)  (1,206.6)

 

 

Retirement benefits

The primary method of pension provision for current employees is by way of
defined contribution arrangements. The Group has three legacy defined benefit
schemes in the UK which are closed to new members and to future accrual. In
addition, the Group has a number of smaller defined benefit pension
liabilities in Mainland Europe. The net aggregate pension liability in respect
of all schemes and obligations was €32.7m at 30 June 2023 (31 December 2022:
€49.5m). The Group cash-settled a pension buy-in arrangement in respect of a
legacy defined benefit scheme in the period for €15.9m.

 

Non trading item

The Group recorded a non trading charge of €nil (H1 2022: €16.1m) in the
period. The comparative charge was in respect of the Group's net loss on the
complete divestment of its Russian operations.

 

Taxation

The tax charge for the first half of the year was €68.8m (H1 2022: €67.7m)
which represents an effective tax rate of 17.5% on profit before tax (H1 2022:
17.5%).

 

Acquisitions

The Group incurred €156.3m on acquisitions during the period (H1 2022:
€397.7m).

 

Dividend

The Board has declared an interim dividend of 26.3 cent (H1 2022: 25.6 cent)
payable on 13 October 2023 to shareholders on the register on the record date
of 8 September 2023. This is in line with the previously announced revised
shareholder returns policy.

 

Capital structure and Group financing

The Group funds itself through a combination of equity and debt. Debt is
funded through a combination of syndicated bank facilities and private
placement loan notes. The principal syndicated facility is a green revolving
credit facility of €800m entered into in May 2021 with a committed term to
May 2026. There were no drawings on this facility at period end.

 

In addition, as part of the Group's longer-term capital structure, the Group
has total private placement loan notes of €1,594m (H1 2022: €1,392m) which
includes a new private placement issuance of €319m in June 2023 with a 6
year maturity. The weighted average maturity of all outstanding private
placement loan notes as of 30 June 2023 was 5.5 years (H1 2022: 5.8 years).

 

During the period, the Group repaid part (€319m) of the 2022 acquisition
related financing facility, with the remainder of the facility fully drawn
(€181m).

 

The weighted average maturity of all drawn debt facilities is 4.4 years (H1
2022: 5.4 years).

 

As well as ongoing free cashflow generation, the Group has significant
available undrawn committed facilities and cash which provide appropriate
headroom for operational requirements and development funding. Total available
headroom was €1,561m at 30 June 2023 (H1 2022: €1,743m).

 

Related party transactions

There were no changes in related party transactions from the 2022 Annual
Report that could have a material effect on the financial position or
performance of the Group in the first half of the year.

 

Principal risks & uncertainties

Details of the principal risks and uncertainties facing the Group can be found
in the 2022 Annual Report. These risks, namely volatility in the macro
environment, failure to innovate, product failure, business interruption
(including IT continuity), climate change, credit risks and credit control,
employee development and retention, fraud and cybercrime, acquisition and
integration of new businesses, health & safety, and laws and regulations
remain the most likely to affect the Group in the second half of the current
year. The Group actively manages these and all other risks through its control
and risk management processes. We will continue to actively assess changes in
the external environment on events which could change our risk assessment and
profile.

 

Looking Ahead

As we have highlighted previously, our end markets are not uniform with
varying activity levels in different regions and applications. Our overall
performance reflects the diversity and breadth of the Group's proposition and
sectors we serve. Our spectrum of insulation solutions continues to progress
apace with natural and bio-based materials the latest milestone in this
advancement.

 

In more recent months, our order intake volumes have been trending positively
overall versus the same months last year albeit with less demanding
comparatives as we trade through the second half. Raw material pricing, which
experienced some level of inflation in the second quarter, could see some
deflation in Q3. The Group's balance sheet is strong which is important given
the backdrop of a strong development pipeline.

 

The evidence of climate change is ever more apparent and the need to
decarbonise is now of hyper-importance. Kingspan's solutions are at the
vanguard of energy efficiency, and driving lower carbon in the built
environment, which ought to position the Group well in the years ahead.

2023 Statement of Directors Responsibilities

for the 6 month period ended 30 June 2023

 

The Directors are responsible for preparing the half-yearly financial report
in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007,
as amended, (the "Transparency Regulations") and the Transparency Rules of the
Central Bank of Ireland.

 

Each of the Directors confirm that to the best of their knowledge:

 

 1)  the condensed set of consolidated financial statements included within the
     half-yearly financial report of Kingspan Group Plc for the six months ended 30
     June 2023 (the "interim financial information") which comprises the Condensed
     Consolidated Income Statement, the Condensed Consolidated Statement of
     Comprehensive Income, the Condensed Consolidated Statement of Financial
     Position, the Condensed Consolidated Statement of Changes in Equity, the
     Condensed Consolidated Statement of Cash Flows and the related explanatory
     notes, have been presented and prepared in accordance with IAS 34, Interim
     Financial Reporting, as adopted by the EU, the Transparency Directive and
     Transparency Rules of the Central Bank of Ireland;

 2)  the interim financial information presented, as required by the Transparency
     Regulations, includes:

 

 a.  a fair review of the important events that have occurred during the first 6
     months of the financial year, and their impact on the condensed set of
     consolidated financial statements;
 b.  a description of the principal risks and uncertainties for the remaining 6
     months of the financial year;
 c.  a fair review of related parties' transactions that have taken place in the
     first 6 months of the current financial year and that have materially affected
     the financial position or the performance of the enterprise during that
     period; and
 d.  any changes in the related parties' transactions described in the last annual
     report that could have a material effect on the financial position or
     performance of the enterprise in the first 6 months of the current financial
     year.

 

The directors of Kingspan Group plc, and their functions, are listed in the
2022 Annual Report, with the exception of the following changes during the
period:

 •    Michael Cawley and John Cronin both retired as non-executive directors on 28
      April 2023;
 •    Louise Phelan was appointed as a non-executive director on 28 April 2023.

 

 

On behalf of the Board

 

 Gene M Murtagh           Geoff Doherty
 Chief Executive Officer  Chief Financial Officer

 18 August 2023           18 August 2023

 

 

Kingspan Group plc

 

Condensed consolidated income statement (unaudited)

for the 6 month period ended 30 June 2023

 

                                                      6 months                                        6 months
                                                      ended                                           ended
                                                      30 June 2023                                    30 June 2022

                                                Note  €m                                              €m

 Revenue                                        4     4,083.9                                         4,153.4
 Cost of Sales                                        (2,903.0)                                       (3,044.3)

 Gross Profit                                         1,180.9                                         1,109.1
 Operating Costs                                      (745.4)                                         (674.9)

 Trading Profit                                 4     435.5                                           434.2
 Intangible amortisation                              (20.6)                                          (12.9)
 Non trading item                               6     -                                               (16.1)

 Operating Profit                                     414.9                                           405.2
 Finance expense                                7     (32.0)                                          (18.0)
 Finance income                                 7     9.9                                             0.4

 Profit for the period before income tax              392.8                                           387.6
 Income tax expense                             8     (68.8)                                          (67.7)

 Profit for the period                                324.0                                           319.9

 Attributable to owners of Kingspan Group plc         318.4                                           309.5
 Attributable to non-controlling interests            5.6                                             10.4

                                                      324.0                                           319.9

 Earnings per share for the period
 Basic                                          13    175.2c                                          170.6c
 Diluted                                                                                                                169.3c

                                                13                       174.1c

 

 

 

Kingspan Group plc

 

Condensed consolidated statement of comprehensive income (unaudited)

for the 6 month period ended 30 June 2023

 

                                                                                   6 months        6 months
                                                                                   ended           ended
                                                                                   30 June 2023    30 June 2022

                                                                                   €m              €m

 Profit for financial period                                                       324.0           319.9

 Other comprehensive income:

 Items that may be reclassified subsequently to profit or loss
 Exchange differences on translating foreign operations                            (2.1)           49.0
 Net changes in fair value of cash flow hedges                                     (0.5)           -

 Items that will not be reclassified subsequently to profit or loss
 Actuarial (losses)/gains on defined benefit pension schemes                       (0.1)           10.0
 Income taxes relating to actuarial losses/(gains) on defined benefit pension      -               (2.5)
 schemes
 Equity investments at FVOCI - net change in fair value                            (8.2)           -

 Total comprehensive income for the period                                         313.1           376.4

 Attributable to owners of Kingspan Group plc                                      304.3           358.6
 Attributable to non-controlling interests                                         8.8             17.8
                                                                                   313.1           376.4

 

Kingspan Group plc

Condensed consolidated statement of financial position

as at 30 June 2023

                                                            At 30 June            At 30 June          At 31 December
                                                            2023 (unaudited)      2022 (unaudited)    2022

                                                                                                      (audited)
                                                      Note  €m                    €m                  €m
 Assets
 Non-current assets
 Goodwill                                             14    2,611.6               2,208.4             2,495.5
 Other intangible assets                                    185.3                 82.6                191.8
 Financial assets                                           84.8                  13.0                93.6
 Property, plant and equipment                        15    1,518.5               1,285.3             1,437.9
 Right of use assets                                  16    216.4                 173.9               205.3
 Retirement benefit assets                                  3.2                   29.7                3.3
 Deferred tax assets                                        40.1                  35.4                40.1
                                                            4,659.9               3,828.3             4,467.5
 Current assets
 Inventories                                                1,145.7               1,364.1             1,235.8
 Trade and other receivables                                1,555.9               1,675.2             1,328.4
 Derivative financial instruments                     10    -                     0.5                 0.4
 Cash and cash equivalents                            9     761.2                 392.7               649.3
                                                            3,462.8               3,432.5             3,213.9
 Total assets                                               8,122.7               7,260.8             7,681.4

 Liabilities
 Current liabilities
 Trade and other payables                                   1,582.8               1,732.6             1,368.7
 Provisions for liabilities                                 73.0                  68.3                74.0
 Lease liabilities                                    16    41.6                  38.1                43.2
 Deferred contingent consideration                    11    200.1                 173.4               174.9
 Interest bearing loans and borrowings                9     258.0                 133.3               85.0
 Current income tax liabilities                             39.6                  50.1                54.9
                                                            2,195.1               2,195.8             1,800.7

 Non-current liabilities
 Retirement benefit obligations                             35.9                  45.5                52.8
 Provisions for liabilities                                 112.8                 78.5                107.5
 Interest bearing loans and borrowings                9     1,875.9               1,466.0             2,103.9
 Lease liabilities                                    16    171.5                 134.6               153.6
 Deferred tax liabilities                                   51.7                  39.1                55.2
 Deferred contingent consideration                    11    13.4                  13.8                12.2
                                                            2,261.2               1,777.5             2,485.2
 Total liabilities                                          4,456.3               3,973.3             4,285.9
                                                                                                      3,395.5

 Net Assets                                                 3,666.4               3,287.5

 Equity
 Share capital                                              23.9                  23.9                23.9
 Share premium                                              122.6                 93.2                112.4
 Capital redemption reserve                                 0.7                   0.7                 0.7
 Treasury shares                                            (55.9)                (56.1)              (56.9)
 Other reserves                                             (314.3)               (204.4)             (288.0)
 Retained earnings                                          3,797.2               3,356.0             3,527.6

 Equity attributable to owners of Kingspan Group plc        3,574.2               3,213.3             3,319.7
 Non-controlling interests                                  92.2                  74.2                75.8
 Total Equity                                               3,666.4               3,287.5             3,395.5

 

 

 Kingspan Group plc

 Condensed consolidated statement of changes in equity (unaudited)

 for the 6 month period ended 30 June 2023

                                                                                  Share     Share     Capital      Treasury  Translation  Cash flow  Share     Revaluation  Put option liability reserve  Retained   Total           Non- controlling interests  Total

                                                                                  capital   premium   redemption   shares    reserve      hedging    based     reserve                                    earnings   attributable                                equity

                                                                                                      reserve                             reserve    payment                                                         to owners

                                                                                                                                                     reserve                                                         of the parent
                                                                                  €m        €m        €m           €m        €m           €m         €m        €m           €m                            €m         €m              €m                          €m

 Balance at 1 January 2023                                                        23.9      112.4     0.7          (56.9)    (137.2)      0.6        55.1      0.7          (207.2)                       3,527.6    3,319.7         75.8                        3,395.5

 Transactions with owners recognised directly in equity

 Employee share based compensation                                                -         -         -            -         -            -          10.2      -            -                             -          10.2            -                           10.2
 Exercise or lapsing of share options                                             -         10.2      -            1.0       -            -          (14.0)    -            -                             2.8        -               -                           -
 Dividends                                                                        -         -         -            -         -            -          -         -            -                             (43.3)     (43.3)          -                           (43.3)
 Transactions with non-controlling interests:
 Arising on acquisition                                                           -         -         -            -         -            -          -         -            (3.1)                         -          (3.1)           8.4                         5.3
 Dividends paid to non-controlling interests                                      -         -         -            -         -            -          -         -            -                             -          -               (0.8)                       (0.8)
 Fair value movement                                                              -         -         -            -         -            -          -         -            (13.6)                        -          (13.6)          -                           (13.6)
 Settlement of put option                                                         -         -         -            -         -            -          -         -            -                             -          -               -                           -
 Transactions with owners                                                         -         10.2      -            1.0       -            -          (3.8)     -            (16.7)                        (40.5)     (49.8)          7.6                         (42.2)

 Total comprehensive income for the period

 Profit for the period                                                            -         -         -            -         -            -          -         -            -                             318.4      318.4           5.6                         324.0

 Other comprehensive income
 Items that may be reclassified subsequently to profit or loss
 Cash flow hedging in equity
 - current year                                                                   -         -         -            -         -            (0.5)      -         -            -                             -          (0.5)           -                           (0.5)
 - tax impact                                                                     -         -         -            -         -            -          -         -            -                             -          -               -                           -
 Exchange differences on translating foreign operations                           -         -         -            -         (5.3)        -          -         -            -                             -          (5.3)           3.2                         (2.1)

 Items that will not be reclassified subsequently to profit or loss
 Actuarial loss on defined benefit pension scheme                                 -         -         -            -         -            -          -         -            -                             (0.1)      (0.1)           -                           (0.1)
 Income taxes relating to actuarial loss on defined benefit pension scheme        -         -         -            -         -            -          -         -            -                             -          -               -                           -
 Equity investments at FVOCI - net change in fair value                           -         -         -            -         -            -          -         -            -                             (8.2)      (8.2)           -                           (8.2)
 Total comprehensive income for the period                                        -         -         -            -         (5.3)        (0.5)      -         -            -                             310.1      304.3           8.8                         313.1

 Balance at 30 June 2023                                                          23.9      122.6     0.7          (55.9)    (142.5)      0.1        51.3      0.7          (223.9)                       3,797.2    3,574.2         92.2                        3,666.4

 

 Kingspan Group plc

 Condensed consolidated statement of changes in equity (unaudited)

 for the 6 month period ended 30 June 2022

                                                                                  Share           Share     Capital      Treasury  Translation  Cash flow  Share     Revaluation  Put option liability reserve  Retained   Total           Non- controlling interests  Total

                                                                                  capital         premium   redemption   shares    reserve      hedging    based     reserve                                    earnings   attributable                                equity

                                                                                                            reserve                             reserve    payment                                                         to owners

                                                                                                                                                           reserve                                                         of the parent
                                                                                  €m              €m        €m           €m        €m           €m         €m        €m           €m                            €m         €m              €m                          €m

 Balance at 1 January 2022                                                        23.9            94.4      0.7          (57.3)    (108.5)      0.6        57.3      0.7          (227.8)                       3,108.1    2,892.1         67.2                        2,959.3

 Transactions with owners recognised directly in equity

 Employee share based compensation                                                -               -         -            -         -            -          9.1       -            -                             -          9.1             -                           9.1
 Exercise or lapsing of share options                                             -               (1.2)     -            1.2       -            -          (6.0)     -            -                             6.0        -               -                           -
 Dividends                                                                        -               -         -            -         -            -          -         -            -                             (47.2)     (47.2)          -                           (47.2)
 Transactions with non-controlling interests:
 Dividends paid to non-controlling interests                                      -               -         -            -         -            -          -         -            -                             -          -               (2.1)                       (2.1)
 Fair value movement                                                              -               -         -            -         -            -          -         -            (8.0)                         -          (8.0)           -                           (8.0)
 Settlement of put option                                                         -               -         -            -         -            -          -         -            36.6                          (27.9)     8.7             (8.7)                       -
 Transactions with owners                                                         -               (1.2)     -            1.2       -            -          3.1       -            28.6                          (69.1)     (37.4)          (10.8)                      (48.2)

 Total comprehensive income for the period

 Profit for the period                                                            -               -         -            -         -            -          -         -            -                             309.5      309.5           10.4                        319.9

 Other comprehensive income
 Items that may be reclassified subsequently to profit or loss
 Cash flow hedging in equity
 - current year                                                                   -               -         -            -         -            -          -         -            -                             -          -               -                           -
 - tax impact                                                                     -               -         -            -         -            -          -         -            -                             -          -               -                           -
 Exchange differences on translating foreign operations                                                                            41.6         -          -         -            -                             -          41.6            7.4                         49.0

                                                                                  -               -         -            -

 Items that will not be reclassified subsequently to profit or loss
 Actuarial gains on defined benefit pension scheme                                -               -         -            -         -            -          -         -            -                             10.0       10.0            -                           10.0
 Income taxes relating to actuarial gains on defined benefit pension scheme       -               -         -            -         -            -          -         -            -                             (2.5)      (2.5)           -                           (2.5)

 Total comprehensive income for the period                                        -               -         -            -         41.6         -          -         -            -                             317.0      358.6           17.8                        376.4

 Balance at 30 June 2022                                                          23.9            93.2      0.7          (56.1)    (66.9)       0.6        60.4      0.7          (199.2)                       3,356.0    3,213.3         74.2                        3,287.5

    Kingspan Group plc

    Condensed consolidated statement of changes in equity (audited)

       for the year ended 31 December 2022

                                       Share     Share     Capital      Treasury  Translation  Cash flow  Share     Revaluation  Put option liability reserve  Retained   Total           Non- controlling interests  Total

                                        capital   premium   redemption   shares    reserve      hedging    based     reserve                                    earnings   attributable                                equity

                                                  reserve                             reserve    payment                                                         to owners

                                                                         reserve                                                         of the parent
                                        €m        €m        €m           €m        €m           €m         €m        €m           €m                            €m         €m              €m                          €m

 Balance at 1 January 2022                                                    23.9      94.4      0.7          (57.3)    (108.5)      0.6        57.3      0.7          (227.8)                       3,108.1    2,892.1         67.2                        2,959.3
 Transactions with owners recognised directly in equity

 Employee share based compensation                                            -         -         -            -         -            -          18.4      -            -                             -          18.4            -                           18.4
 Tax on employee share based compensation                                     -         -         -            -         -            -          (11.4)    -            -                             2.5        (8.9)           -                           (8.9)
 Exercise or lapsing of share options                                         -         18.0      -            1.8       -            -          (9.2)     -            -                             (10.6)     -               -                           -
 Repurchase of shares                                                         -         -         -            (1.4)     -            -          -         -            -                             -          (1.4)           -                           (1.4)
 Dividends                                                                    -         -         -            -         -            -          -         -            -                             (93.7)     (93.7)          -                           (93.7)
 Transactions with non-controlling interests:
 Settlement of put option                                                     -         -         -            -         -            -          -         -            36.6                          (28.3)     8.3             (8.3)                       -
 Purchase of NCI                                                              -         -         -            -         -            -          -         -            -                             (0.4)      (0.4)           (1.6)                       (2.0)
 Dividends to NCI                                                             -         -         -            -         -            -          -         -            -                             -          -               (3.5)                       (3.5)
 Fair value movement                                                          -         -         -            -         -            -          -         -            (16.0)                        -          (16.0)          -                           (16.0)
 Transactions with owners                                                     -         18.0      -            0.4       -            -          (2.2)     -            20.6                          (130.5)    (93.7)          (13.4)                      (107.1)

 Total comprehensive income for the year
 Profit for the year                                                          -         -         -            -         -            -          -         -            -                             598.0      598.0           18.0                        616.0
 Other comprehensive loss:
 Items that may be reclassified subsequently to profit or loss
 Exchange differences on translating foreign operations                       -         -         -            -         (28.7)       -          -         -            -                             -          (28.7)          4.0                         (24.7)

 Items that will not be reclassified subsequently to profit or loss
 Actuarial losses on defined benefit pension scheme                           -         -         -            -         -            -          -         -            -                             (20.3)     (20.3)          -                           (20.3)
 Income taxes relating to actuarial losses on defined benefit pension scheme  -         -         -            -         -            -          -         -            -                             4.9        4.9             -                           4.9
 Equity investment at FVOCI - net change in fair value                        -         -         -            -         -            -          -         -            -                             (32.6)     (32.6)          -                           (32.6)
 Total comprehensive income for the year                                      -         -         -            -         (28.7)       -          -         -            -                             550.0      521.3           22.0                        543.3

 Balance at 31 December 2022                                                  23.9      112.4     0.7          (56.9)    (137.2)      0.6        55.1      0.7          (207.2)                       3,527.6    3,319.7         75.8                        3,395.5

 Kingspan Group plc

 Condensed consolidated statement of cash flows (unaudited)

 for the 6 month period ended 30 June 2023
       6 months         6 months

       ended            ended

       30 June 2023     30 June 2022

       €m               €m

 Operating activities
 Profit for the period                            324.0    319.9

 Add back non-operating expenses:
 Income tax expense                               68.8     67.7
 Depreciation of property, plant and equipment    92.9     78.0
 Amortisation of intangible assets                20.6     12.9
 Impairment of non-current assets                 0.9      -
 Loss on divestment of subsidiary                 -        16.1
 Employee equity-settled share options            10.2     9.1
 Finance income                                   (9.9)    (0.4)
 Finance expense                                  32.0     18.0

 Profit on sale of property, plant and equipment                              (0.7)      (0.7)
 Movement of deferred contingent consideration                                (1.2)      -

 Changes in working capital:
 Inventories                                                                  114.4      (181.2)
 Trade and other receivables                                                  (225.1)    (367.9)
 Trade and other payables                                                     195.5      287.4

 Other:
 Change in provisions                                                         (3.1)      (0.1)
 Defined benefit pension scheme buy in settlement                             (15.9)     -
 Pension contributions                                                        (2.1)      (2.7)

 Cash generated from operations                                               601.3      256.1
 Income tax paid                                                              (78.4)     (82.4)
 Interest paid                                                                (28.4)     (16.5)
 Net cash flow from operating activities                                      494.5      157.2

 Investing activities
 Additions to property, plant and equipment                                   (115.2)    (131.5)
 Additions to intangible assets                                               (2.5)      -
 Proceeds from disposals of property, plant and equipment                     3.0        14.0
 Purchase of subsidiary undertakings (including net debt/cash acquired)       (149.7)    (350.8)
 Payment of deferred contingent consideration in respect of acquisitions      (6.6)      (46.9)
 Divestment of subsidiary                                                     -          (6.4)
 Finance income                                                               9.9        0.3
 Net cash flow from investing activities                                      (261.1)    (521.3)

 Financing activities
 Drawdown of interest bearing loans and borrowings                            319.0      185.6
 Repayment of interest bearing loans and borrowings                           (370.3)    -
 Payment of lease liabilities                                                 (32.8)     (27.1)
 Dividends paid to non-controlling interests                                  (0.8)      (2.1)
 Dividends paid                                                               (43.3)     (47.2)
 Net cash flow from financing activities                                      (128.2)    109.2

 Increase/(decrease) in cash and cash equivalents                             105.2      (254.9)
 Effect of movement in exchange rates on cash held                            6.7        6.2
 Cash and cash equivalents at the beginning of the period                     649.3      641.4
 Cash and cash equivalents at the end of the period                           761.2      392.7

Kingspan Group plc

 

Notes

forming part of the financial statements

 

 

1    Reporting entity

 

Kingspan Group plc ("the Company") is a public limited company registered and
domiciled in Ireland.

 

The Company and its subsidiaries (together referred to as "the Group") are
primarily involved in the manufacture of high performance insulation and
building envelope solutions.

 

The financial information presented in the half-yearly report does not
represent full statutory accounts. Full statutory accounts for the year ended
31 December 2022 prepared in accordance with IFRS, as adopted by the EU, upon
which the auditors have given an unqualified audit report, are available on
the Group's website (www.kingspan.com (http://www.kingspan.com) ).

 

 

2    Basis of preparation

 

This half-yearly financial report is unaudited and has not been reviewed by
the Company's auditor.

 

IFRS does not define certain Income Statement headings. For clarity, the
following are the definitions as applied by the Group:

-    'Trading profit' refers to the operating profit generated by the
businesses before intangible asset amortisation and gains or losses from non
trading items.

-    'Non trading items' refer to certain items, which by virtue of their
nature and amount, are disclosed separately in order for the user to obtain a
proper understanding of the financial information.  Non-trading items include
gains or losses on the disposal or acquisition of businesses and material
related acquisition and integration costs, and material impairments to the
carrying value of intangible assets or property, plant and equipment. It is
determined by management that each of these items relate to events or
circumstances that are non-recurring in nature.

-    'Operating profit' is profit before income taxes and net finance costs.

 

(a) Statement of compliance

 

These condensed consolidated interim financial statements ("the Interim
Financial Statements") have been prepared in accordance with IAS 34 Interim
Financial Reporting, as adopted by the EU, and do not include all of the
information required for full annual financial statements.

 

The Interim Financial Statements were approved by the Board of Directors on 18
August 2023.

 

(b) Significant accounting policies and new standards, interpretations and
amendments adopted by the Group

 

The significant accounting policies applied by the Group in the Interim
Financial Statements are the same as those applied by the Group in its
consolidated financial statements as at and for the year ended 31 December
2022.

 

The following amendments to standards and interpretations are effective for
the Group from 1 January 2023 and do not have a material effect on the results
or financial position of the Group:

 

                                                                               Effective Date - periods beginning on or after

 Amendments to IAS 12 Income Taxes - Deferred Tax related to Assets and
 Liabilities arising from a single transaction

                                                                               1 January 2023
 Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice
 Statement 2 - Disclosure of Accounting Policies

                                                                               1 January 2023
 Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and
 Errors - Definition of Accounting Estimates

                                                                               1 January 2023
 IFRS 17 Insurance Contracts; including amendments to IFRS 17 Insurance        1 January 2023
 Contracts: Initial Application of IFRS 17 and IFRS 9

 

There are a number of new standards, amendments to standards and
interpretations that are not yet effective and have not been applied in
preparing these Interim Financial Statements. These new standards, amendments
to standards and interpretations are either not expected to have a material
impact on the Group's financial statements or are still under assessment by
the Group. The principal new standards, amendments to standards and
interpretations are as follows:

                                                                                 Effective Date - periods beginning on or after

 Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments:   1 January 2024*
 Disclosures: Supplier Finance Arrangements
 Amendments to IAS 1 Presentation of Financial Statements - Classification of
 Liabilities as Current or Non-current Date, Classification of Liabilities as

 Current or Non-current - Deferral of Effective Date and Non-current             1 January 2024*
 Liabilities with Covenants
 Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback           1 January 2024*
 Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model  23 May 2023*
 Rules

 

* Not EU endorsed

 

(c) Estimates and judgements

 

The preparation of Interim Financial Statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets, liabilities, income
and expense. Actual results may differ from these estimates.

 

In preparing the Interim Financial Statements, the significant judgements made
by management in applying the Group's accounting policies and the key sources
of estimation uncertainty were the same as those that applied to the
consolidated financial statements as at and for the year ended 31 December
2022. The Interim Financial Statements are available on the Group's website
(www.kingspan.com (http://www.kingspan.com) ).

 

(d) Going concern

 

The directors have reviewed forecasts and projected cash flows for a period of
not less than 12 months from the date of these Interim Financial Statements,
and considered its net debt position, available committed banking facilities
and other relevant information including the economic conditions currently
affecting the building environment generally. On the basis of this review, the
directors have concluded that there are no material uncertainties that would
cast significant doubt over the Group's ability to continue as a going
concern. For this reason, the directors consider it appropriate to adopt the
going concern basis in preparing the financial statements.

 

3    Reporting currency

 

The Interim Financial Statements are presented in Euro which is the functional
currency of the Company and presentation currency of the Group.

 

Results and cash flows of foreign subsidiary undertakings have been translated
into Euro at the average exchange rates for the period, as these approximate
the exchange rates at the dates of the transactions. The related assets and
liabilities have been translated at the closing rates of exchange applicable
at the end of the reporting period.

 

The following significant exchange rates were applied during the period:

 

                    Average rate                 Closing rate
                    H1 2023  H1 2022   FY 2022   H1 2023  H1 2022  FY 2022
 Euro =
 Pound Sterling     0.876    0.842    0.853      0.864    0.861    0.886
 US Dollar          1.081    1.093    1.054      1.092    1.045    1.067
 Canadian Dollar    1.456    1.389    1.370      1.449    1.348    1.444
 Australian Dollar  1.600    1.520    1.517      1.650    1.518    1.569
 Czech Koruna       23.679   24.647   24.562     23.681   24.738   24.143
 Polish Zloty       4.625    4.636    4.685      4.455    4.663    4.680
 Hungarian Forint   380.240  375.38   391.09     370.970  394.50   400.190
 Brazilian Real     5.479    5.553    5.442      5.293    5.412    5.632

 

4    Operating segments

 

In identifying the Group's operating segments, management based its decision
on the product supplied by each segment and the fact that each segment is
managed and reported separately to the Chief Operating Decision Maker. These
operating segments are monitored, and strategic decisions are made on the
basis of segment operating results.

 

The Group established a new operating segment, Roofing + Waterproofing, during
the second half of 2022. This encompasses the Group's waterproof membrane
roofing solutions activities which has resulted from the acquisition of
Derbigum (acquired June 2022), Ondura Group (acquired September 2022) and
CaPlast (acquired April 2023). As Derbigum (acquired at the end of June 2022)
was reported within the Insulation operating segment in the 2022 half year
report, the prior period comparatives have been restated.

The Group also established a new operating segment, Light, Air + Water
effective 1 January 2023. This encompasses the Group's previously reported
operating segments "Light + Air" and "Water + Energy". The prior period
comparatives have been restated to reflect this.

 

The Group has the following five reportable segments:

 Insulated Panels         Manufacture of insulated panels, structural framing and metal facades.
 Insulation               Manufacture of rigid insulation boards, technical insulation and engineered
                          timber systems.
 Light, Air + Water       Manufacture of energy and water solutions, daylighting, smoke management and
                          ventilation systems.
 Data + Flooring          Manufacture of data centre storage solutions and raised access floors.
 Roofing + Waterproofing  Manufacture of roofing and waterproofing solutions for renovation and new
                          construction of buildings.

 

 

 Analysis by class of business

 Segment revenue and disaggregation of revenue

                           Insulated         Insulation  Light, Air + Water      Data +     Roofing +            Total

                           Panels                        €m                      Flooring   Waterproofing €m     €m

                           €m                €m                                  €m

 Total revenue - H1 2023   2,386.7           798.8       470.6                   189.2      238.6                4,083.9
 Total revenue - H1 2022   2,665.2           842.0       474.2                   172.0      -                    4,153.4

 Disaggregation of revenue H1 2023
 Point in Time             2,385.6           785.9       327.7                   172.8      238.6                3,910.6
 Over Time                 1.1               12.9        142.9                   16.4       -                    173.3
                           2,386.7           798.8       470.6                   189.2      238.6                4,083.9

 Disaggregation of revenue H1 2022
 Point in Time             2,638.1           828.9       341.2                   152.7      -                    3,960.9
 Over Time                 27.1              13.1        133.0                   19.3        -                   192.5
                           2,665.2           842.0       474.2                   172.0      -                    4,153.4

 

 

                              Insulated    Insulation   Light, Air + Water  Data +     Roofing + Waterproofing €m    Total

                              Panels                    €m                  Flooring                                 €m

                              €m           €m                               €m

 Trading profit - H1 2023     291.2        75.8         30.0                27.8       10.7                          435.5
 Intangible amortisation      (5.4)        (5.5)        (1.7)               (0.1)      (7.9)                         (20.6)
 Non trading item             -            -            -                   -          -                             -

 Operating result - H1 2023   285.8        70.3         28.3                27.7       2.8                           414.9

 Net finance expense                                                                                                 (22.1)
 Profit for the period before income tax                                                                             392.8
 Income tax expense                                                                                                  (68.8)

 Profit for the period - H1 2023                                                                                     324.0

 

 

 

                              Insulated    Insulation   Light, Air + Water  Data +     Roofing + Waterproofing €m        Total

                              Panels                    €m                  Flooring                                     €m

                              €m           €m                               €m

 Trading profit - H1 2022     299.4        88.2         24.8                21.8       -                434.2
 Intangible amortisation      (7.0)        (2.4)        (3.4)               (0.1)      -                (12.9)
 Non trading item             (16.1)       -            -                   -          -                (16.1)

 Operating result - H1 2022   276.3        85.8         21.4                21.7       -                405.2

 Net finance expense                                                                                    (17.6)
 Profit for the period before income tax                                                                387.6
 Income tax expense                                                                                     (67.7)

 Profit for the period - H1 2022                                                                        319.9

 Segment assets and liabilities
                                   Insulated    Insulation   Light, Air + Water €m    Data +                                                  Total      Total

                                   Panels                                             Flooring                  Roofing + Waterproofing       30 June    30 June

                                   €m           €m                                    €m                        €m                            2023       2022

                                                                                                                                              €m         €m
 Assets - H1 2023                  3,541.0      1,714.1      948.3                    231.9                     886.1                         7,321.4
 Assets - H1 2022                  3,763.2      1,703.7      986.2                    259.7                     119.4                                    6,832.2
 Derivative financial instruments                                                                                                             -          0.5
 Cash and cash equivalents                                                                                                                    761.2      392.7
 Deferred tax asset                                                                                                                           40.1       35.4
 Total assets                                                                                                                                 8,122.7    7,260.8

 Liabilities - H1 2023             (1,273.2)    (382.2)      (339.1)                  (68.5)                    (168.1)                       (2,231.1)
 Liabilities - H1 2022             (1,427.4)    (422.3)      (346.1)                  (68.6)                    (20.4)                                   (2,284.8)
 Derivative financial instruments                                                                                                             -          -
 Interest bearing loans and borrowings (current and non-current)                                                                              (2,133.9)  (1,599.3)
 Income tax liabilities (current and deferred)                                                                                                (91.3)     (89.2)
 Total liabilities                                                                                                                            (4,456.3)  (3,973.3)

 

 Other segment information
                                                      Insulated  Insulation  Light, Air + Water  Data +     Roofing + Waterproofing €m    Total

                                                      Panels                 €m                  Flooring                                 €m

                                                      €m         €m                              €m
                                                      83.3       33.8        8.5                 2.4        32.1                          160.1

 Capital Investment - H1 2023 *
 Capital Investment - H1 2022 *                       92.5       68.6        9.1                 2.5        17.2                          189.9

 Depreciation included in segment                     (46.1)     (22.3)      (13.7)              (3.8)      (7.0)                         (92.9)

 result - H1 2023
 Depreciation included in segment                     (41.1)     (20.7)      (13.3)              (2.9)      -                             (78.0)

 result - H1 2022

 Non cash items included in segment result - H1 2023  (5.4)      (2.0)       (1.5)               (0.9)      (0.4)                         (10.2)
 Non cash items included in segment result - H1 2022  (5.3)      (1.8)       (1.1)               (0.9)      -                             (9.1)

* Capital investment also includes fair value of property, plant and equipment
and intangible assets acquired in business combinations.

 

 Analysis of segmental data by geography

                                 Western & Southern Europe      Central & Northern Europe

                                 €m                              €m                                       Rest of World

                                                                                               Americas   €m              Total

                                                                                               €m                         €m
 Income Statement Items
 Revenue - H1 2023               1,933.6                        979.2                          916.5      254.6           4,083.9
 Revenue - H1 2022               2,019.2                        1,022.1                        846.6      265.5           4,153.4

 Non-current assets - H1 2023 *  2,340.2                        1,206.0                        798.6      275.0           4.619.8
 Non-current assets - H1 2022 *  1,678.6                        1,056.4                        787.2      270.7           3,792.9

 Capital Investment - H1 2023    76.7                           47.1                           19.3       17.0            160.1
 Capital Investment - H1 2022    89.6                           75.2                           13.3       11.8            189.9

 * Total non-current assets excluding deferred tax assets.

 

The Group has a presence in over 80 countries worldwide. Foreign regions of
operation are as set out above and specific countries of operation are
highlighted separately below on the basis of materiality where revenue exceeds
15% of total Group revenues.

 

Revenues, non-current assets and capital investment (as defined in IFRS 8
Operating Segments) attributable to France were €672.2m (H1 2022:
€677.3m), €730.4m (H1 2022: €263.8m) and €24.6m (H1 2022: €15.4m)
respectively.

 

Revenues, non-current assets and capital investment (as defined in IFRS 8
Operating Segments) attributable to USA were €593.2m (H1 2022: €532.0m),
€488.7m (H1 2022: €496.7m) and €6.7m (H1 2022: €6.9m) respectively.

 

Revenues, non-current assets and capital investment (as defined in IFRS 8
Operating Segments) attributable to the country of domicile (Ireland) were
€124.9m (H1 2022: €131.0m), €165.2m (H1 2022: €91.0m) and €5.2m (H1
2022: €9.1m) respectively.

 

The country of domicile is included in Western & Southern Europe. Western
& Southern Europe also includes France, Benelux, Spain and Britain while
Central & Northern Europe includes Germany, the Nordics, Poland, Hungary,
Romania, Czech Republic, the Baltics and other South Central European
countries. Americas comprises the US, Canada, Central Americas and South
America. Rest of World is predominantly Australasia and the Middle East.

 

There are no material dependencies or concentrations on individual customers
which would warrant disclosure under IFRS 8.  The individual entities within
the Group each have a large number of customers spread across various
activities, end-uses and geographies.

 

5    Seasonality of operations

 

Activity in the global construction industry is characterised by cyclicality
and is dependent, to a significant extent, on the seasonal impact of weather
in some of the Group's operating locations.

 

 

6    Non trading item

 

                                    6 months         6 months

                                    ended            ended

                                    30 June 2023     30 June 2022

                                    €m               €m

 Loss on disposal of subsidiary     -                16.1

 

During the prior period the Group's Russian operations were divested in full
which resulted in a loss on disposal of €16.1m.

 

 

7    Finance expense and finance income

 

                                                    6 months           6 months

                                                    ended              ended

                                                    30 June 2023       30 June 2022

                                                    €m                 €m
 Finance expense
 Bank loans                                         15.7               3.1
 Private placement loan notes                       13.0               12.5
 Lease interest                                     2.7                2.3
 Defined benefit pension scheme, net                0.4                0.1
 Other interest                                     0.2                -
                                                    32.0               18.0
 Finance income
 Interest earned                                    (7.4)              (0.4)
 Equity investments at FVOCI - dividend income      (2.5)              -
                                                    (9.9)              (0.4)

 Net finance cost                                   22.1               17.6

 

€0.8m of borrowing costs were capitalised during the period (H1 2022:
€0.9m).

 

 

8    Taxation

 

Taxation provided for on profits is €68.8m (H1 2022: €67.7m) which
represents 17.5% (H1 2022: 17.5%) of the profit before tax for the period.
The full year effective tax rate in 2022 was 17.5%. The taxation charge for
the six month period is accrued using the estimated applicable rate for the
year as a whole.

 

 

9    Analysis of net debt

                                     At               At               At

                                     30 June 2023     30 June 2022     31 December 2022

                                     €m               €m               €m

 Cash and cash equivalents           761.2            392.7            649.3
 Derivative financial instruments    -                -                -
 Current borrowings                  (258.0)          (133.3)          (85.0)
 Non-current borrowings              (1,875.9)        (1,466.0)        (2,103.9)

 Total net debt                      (1,372.7)        (1,206.6)        (1,539.6)

 

Net debt, which is an Alternative Performance Measure, is stated net of
interest rate and currency hedge asset of €nil (at 31 December 2022: asset
of €nil) which relate to hedges of debt. Foreign currency derivative assets
of €nil (at 31 December 2022: €0.4m), which are used for transactional
hedging, are not included in the definition of net debt. Lease liabilities
recognised due to the implementation of IFRS 16 and deferred contingent
consideration have also been excluded from the calculation of net debt which
is consistent with the terms and conditions of the covenants as set out in the
Group's external borrowing arrangements.

 

10     Financial instruments

 

The following table outlines the components of net debt by category:

                                                                                                                                                Derivatives designated as hedging instruments

                                           Financial assets/ (liabilities) at amortised cost   Liabilities in a fair value hedge relationship   €m

                                           €m                                                  €m                                                                                              Total net debt by category

                                                                                                                                                                                               €m
 Assets:
 Foreign exchange and interest rate swaps  -                                                   -                                                -                                              -
 Cash at bank and in hand                  761.2                                               -                                                -                                              761.2
 Total assets                              761.2                                               -                                                -                                              761.2

 Liabilities:
 Private placement notes                   (1,594.1)                                           -                                                -                                              (1,594.1)
 Other loans                               (539.8)                                             -                                                -                                              (539.8)
 Total liabilities                         (2,133.9)                                           -                                                -                                              (2,133.9)

 At 30 June 2023                           (1,372.7)                                           -                                                -                                              (1,372.7)

 

 

 

                                                                                                                                                Derivatives designated as hedging instruments

                                           Financial assets/ (liabilities) at amortised cost   Liabilities in a fair value hedge relationship   €m

                                           €m                                                  €m                                                                                              Total net debt by category

                                                                                                                                                                                               €m
 Assets:
 Foreign exchange and interest rate swaps  -                                                   -                                                -                                              -
 Cash at bank and in hand                  649.3                                               -                                                -                                              649.3
 Total assets                              649.3                                               -                                                -                                              649.3

 Liabilities:
 Private placement notes                   (1,322.0)                                           -                                                -                                              (1,322.0)
 Other loans                               (866.9)                                             -                                                -                                              (866.9)
 Total liabilities                         (2,188.9)                                           -                                                -                                              (2,188.9)
                                           (1,539.6)                                           -                                                -                                              (1,539.6)

 At 31 December 2022

 

                                           Financial assets/ (liabilities) at amortised cost   Liabilities in a fair value hedge relationship   Derivatives designated as hedging instruments

                                           €m                                                  €m                                               €m                                              Total net debt by category

                                                                                                                                                                                                €m
 Assets:
 Foreign exchange and interest rate swaps  -                                                   -                                                -                                               -
 Cash at bank and in hand                  392.7                                               -                                                -                                               392.7
 Total assets                              392.7                                               -                                                -                                               392.7

 Liabilities:
 Private placement notes                   (1,392.0)                                           -                                                -                                               (1,392.0)
 Other loans                               (207.3)                                             -                                                -                                               (207.3)
 Total liabilities                         (1,599.3)                                           -                                                -                                               (1,599.3)

 At 30 June 2022                           (1,206.6)                                           -                                                -                                               (1,206.6)

 

The Group's private placement loan notes of €1,594.1m (at 31 December 2022:
€1,322.0m) have a weighted average maturity of 5.5 years (at 31 December
2022: 5.7 years).

 

Included in cash at bank and in hand are overdrawn positions of €1,483.4m
(30 June 2022: €1,323.9m). These balances form part of a notional cash pool
arrangement and are netted against cash balances of €1,515.1m (30 June 2022:
€1,375.9m). There is legal right of offset between these balances and the
balances are physically settled on a regular basis.

 

Fair value of financial instruments carried at fair value

Financial instruments recognised at fair value are analysed between those
based on quoted prices in active markets for identical assets or liabilities
(Level 1), those involving inputs other than quoted prices that are observable
for the assets or liabilities, either directly or indirectly (Level 2), and
those involving inputs for the assets or liabilities that are not based on
observable market data (Level 3).

 

The following table sets out the fair value of all financial instruments whose
carrying value is measured at fair value:

                                          Level 1        Level 2        Level 3

                                          30 June 2023   30 June 2023   30 June 2023

                                          €m             €m             €m
 Financial assets

 Equity investments                       67.8           17.0           -

 Foreign exchange swaps                   -              -              -

 Foreign exchange contracts for hedging   -              -              -

 Financial liabilities

 Deferred contingent consideration        -              -              (14.7)

 Put option liabilities                   -              -              (198.8)

 Foreign exchange contracts for hedging   -              -              -

 At 30 June 2023                          67.8           17.0           (213.5)

 

                                          Level 1            Level 2            Level 3

                                          31 December 2022   31 December 2022   31 December 2022

                                          €m                 €m                 €m
 Financial assets

 Equity investments                       76.0               17.6               -

 Foreign exchange swaps                   -                  0.4                -

 Foreign exchange contracts for hedging   -                  -                  -

 Financial liabilities

 Deferred contingent consideration        -                  -                  (15.7)

 Put option liabilities                   -                  -                  (171.4)

 Foreign exchange contracts for hedging   -                  -                  -

 At 31 December 2022                      76.0               18.0               (187.1)

 

                                          Level 1        Level 2        Level 3

                                          30 June 2022   30 June 2022   30 June 2022

                                          €m             €m             €m
 Financial assets

 Equity investments                       -              13.0           -

 Foreign exchange swaps                   -              -              -

 Foreign exchange contracts for hedging   -              0.5            -

 Financial liabilities

 Deferred contingent consideration        -              -              (16.1)

 Put option liabilities                   -              -              (171.1)

 Foreign exchange contracts for hedging   -              -              -

 At 30 June 2022                          -              13.5           (187.2)

 

All derivatives entered into by the Group are included in Level 2 and consist
of foreign currency forward contracts, interest rate swaps and cross currency
interest rate swaps.

 

Where derivatives are traded either on exchanges or liquid over-the-counter
markets, the Group uses the closing price at the reporting date. Normally, the
derivatives entered into by the Group are not traded in active markets. The
fair values of these contracts are estimated using a valuation technique that
maximises the use of observable market inputs, e.g. foreign exchange and
interest rates.

 

Deferred contingent consideration is included in Level 3. The valuation
methodology for estimating the fair value of deferred contingent consideration
is consistent with 31 December 2022 and is set out in notes 19 and 20 of the
2022 Annual Report. The contingent element is measured on a series of trading
performance targets and is adjusted by the application of a range of outcomes
and associated probabilities.

 

During the period ended 30 June 2023, there were no significant changes in the
business or economic circumstances that affect the fair value of financial
assets and liabilities, no reclassifications and no transfers between levels
of the fair value hierarchy used in measuring the fair value of the financial
instruments.

 

Fair value of financial instruments at amortised cost

 

Except as detailed below, it is considered that the carrying amounts of
financial assets and financial liabilities recognised at amortised cost in the
Interim Financial Statements approximate their fair values.

 

 

 Private placement notes  Carrying amount  Fair value

                          €m               €m
 At 30 June 2023          1,594.1          1,549.7
 At 31 December 2022      1,322.0          1,455.7
 At 30 June 2022          1,392.0          1,383.6

 

The fair value of the private placement notes, which are Level 2 financial
instruments, is derived by using observable market data, principally the
relevant interest rates.

 

 

11    Deferred contingent consideration

 

                                                                                 At          At          At

                                                                                 30 June     30 June     31 December 2022

                                                                                 2023        2022        €m

                                                                                 €m          €m

 At the beginning of the period                                                  187.1       202.3       202.3
 Deferred contingent consideration arising on acquisitions                       7.2         -           -
 Put liabilities arising on acquisitions                                         3.1         -           -
 Movement in deferred contingent consideration arising from fair value movement  (1.2)       -           -

 Movement in put liability arising from fair value movement                      13.6        8.0         16.0
 Amounts paid                                                                    (6.6)       (46.9)      (45.4)
 Effect of movement in exchange rates                                            10.3        23.8        14.2

 Closing balance                                                                 213.5       187.2       187.1

 Split as follows:
 Current liabilities                                                             200.1       173.4       174.9
 Non-current liabilities                                                         13.4        13.8        12.2

                                                                                 213.5       187.2       187.1

 

 

 

For each acquisition for which deferred contingent consideration has been
provided, an annual review takes place to evaluate if the payment conditions
are likely to be met. For the purposes of the fair value assessments all of
the put option liabilities are valued using the option price formula in the
shareholder's agreement and the most recent financial projections. These are
classified as unobservable inputs. The significant unobservable inputs used in
the fair value measurements and the quantitative sensitivity analysis are
shown in the table below:

 

 Type                               Valuation technique                                                              Significant unobservable inputs                                  Sensitivity of the input to the fair value
 Deferred contingent consideration  Discounted cashflow method                                                       ·    EBITDA multiples of between 2.7 and 7.5.                    ·    A 5% increase in the assumed profitability of the acquired entities

                                                                                                                                                 would result in an increase in the fair value of the deferred contingent
                                    The net present value of the expected payment is calculated by using a risk                                                                       consideration of €0.4m.
                                    adjusted discount rate where material. Discounting has not been applied in the

                                    current period as it is not deemed to be material. The expected payments are
                                    valued using the earn out formula in the shareholder's agreement and the most
                                    recent financial projections.
 Put option liabilities             Discounted cashflow method                                                       ·    Risk adjusted discount rates of between 4.4% and 6.1%.      ·    A 10% decrease in the risk adjusted discount rate would result in an

                                                                increase in the fair value of the put option liabilities of €0.1m.
                                    The net present value of the expected payment is calculated by using a risk      ·    EBITDA multiples of between 6.5 and 8.57.

                                    adjusted discount rate. The expected payments are valued using the option                                                                         ·    A 5% increase in the assumed profitability of the acquirees would
                                    price formula in the shareholder's agreement and the most recent financial                                                                        result in an increase in the fair value of the put option liabilities of
                                    projections.                                                                                                                                      €9.3m.

 

 

12   Dividends

 

A final dividend on ordinary shares of 23.8 cent per share in respect of the
year ended 31 December 2022 (2021: 26.0 cent) was paid on 9 May
2023.

 

The directors have declared an interim dividend in respect of 2023 of 26.3
cent (2022: 25.6 cent) which will be paid on 13 October 2023 to shareholders
on the register on the record date of 8 September 2023.

 

 

13   Earnings per share

                                                                          6 months          6 months

                                                                          ended             ended

                                                                          30 June 2023      30 June 2022

                                                                          €m                €m
 The calculations of earnings per share are based on the following:
 Profit attributable to owners of the Company                             318.4             309.5

                                                                          Number of         Number of

                                                                          shares ('000)     shares ('000)

                                                                          6 months          6 months

                                                                          ended             ended

                                                                          30 June 2023      30 June 2022
 Weighted average number of ordinary shares for

 the calculation of basic earnings per share                              181,691           181,437
 Dilutive effect of share options                                         1,213             1,412
 Weighted average number of ordinary shares

 for the calculation of diluted earnings per share                        182,904           182,849

                                                                          € cent            € cent

 Basic earnings per share                                                 175.2             170.6

 Diluted earnings per share                                               174.1             169.3

 

At 30 June 2023, there were no anti-dilutive options (30 June 2022: Nil).

 

14  Goodwill

                                         At               At               At

                                         30 June 2023     30 June 2022     31 December 2022

                                                                           €m

                                         €m               €m

 At beginning of period                  2,495.5          1,908.6          1,908.6
 Acquired through business combinations  116.7            262.8            578.7
 Effect of movement in exchange rates    (0.6)            37.0             8.2
 At end of period                        2,611.6          2,208.4          2,495.5

 At end of period
 Cost                                    2,679.3          2,276.1          2,563.2
 Accumulated impairment losses           (67.7)           (67.7)           (67.7)
 Net carrying amount                     2,611.6          2,208.4          2,495.5

 

 

15  Property, plant and equipment

                                                  At               At               At

                                                  30 June 2023     30 June 2022     31 December 2022

                                                                                    €m

                                                  €m               €m
                                                  3,112.4          2,723.4

 Cost or valuation                                                                  2,942.6
 Accumulated depreciation and impairment charges  (1,593.9)        (1,438.1)        (1,504.7)
 Net carrying amount                              1,518.5          1,285.3          1,437.9

 Opening net carrying amount                      1,437.9          1,155.8          1,155.8
 Acquired through business combinations           33.9             55.9             144.9
 Divested                                         -                (5.3)            (5.3)
 Additions                                        111.9            133.1            276.3
 Disposals                                        (2.3)            (13.3)           (18.2)
 Depreciation charge                              (65.7)           (56.4)           (117.9)
 Impairment charge                                (0.9)            -                -
 Effect of movement in exchange rates             3.7              15.5             2.3
 Closing net carrying amount                      1,518.5          1,285.3          1,437.9

 

The disposals generated a profit in the period of €0.7m (H1 2022: €0.7m).

 

16  Leases

Right of use asset

                                       At                 At                 At

                                       30 June 2023       30 June 2022       31 December 2022

                                                                             €m

                                       €m                 €m

 At beginning of period                205.3              155.5              155.5
 Additions                             24.6               21.1               41.3
 Arising on acquisitions               (7.1)              7.0                36.2
 Remeasurement                         25.7               8.5                19.6
 Terminations                          (3.4)              (0.8)              (1.7)
 Depreciation charge for the year      (27.2)             (21.6)             (47.2)
 Effect of movement in exchange rates  (1.5)              4.2                1.6
 Closing net carrying amount           216.4              173.9              205.3

 

Lease liability

                                       At                 At                 At

                                       30 June 2023       30 June 2022       31 December 2022

                                                                             €m

                                       €m                 €m

 At beginning of period                196.8              158.0              158.0
 Additions                             22.6               20.5               39.7
 Arising on acquisitions               3.7                6.9                25.3
 Remeasurement                         25.5               8.4                19.6
 Terminations                          (3.7)              (0.8)              (1.7)
 Payments                              (32.8)             (27.1)             (50.6)
 Interest                              2.7                2.3                4.7
 Effect of movement in exchange rates  (1.7)              4.5                1.8
 Closing net carrying amount           213.1              172.7              196.8

 

  Split as follows:

 Current liability            41.6     38.1     43.2
 Non-current liability        171.5    134.6    153.6
 Closing net carrying amount  213.1    172.7    196.8

 

17 Business combinations

 

During the period, the Group made six acquisitions for a combined total
consideration of €156.9m.

 

In April 2023, the Group acquired 100% of the share capital of CaPlast and
subsidiaries Now Contec and AerO Coated Fabrics, enhancing our roof &
façade underlayment and vapour control offerings in the DACH region. The
total consideration, including net debt acquired amounted to €84.8m.

 

The Group also made a number of smaller acquisitions during the period for a
combined consideration of €72.1m:

 •    The Insulated Panels division acquired 100% of the share capital of Alaço in
      Portugal in January 2023, 100% of the share capital of LRM in France in May
      2023 and 51% of the share capital of Montfrio in Uruguay in June 2023.
 •    In June 2023, the Insulation division acquired 80% of the share capital of
      HempFlax Building Solutions in Germany and 100% of the share capital of Thor
      Building Products in Australia.

 

The provisional fair values of the acquired assets and liabilities in respect
of these acquisitions at their respective acquisition dates, along with fair
value adjustments to certain 2022 acquisitions, are set out below:

                                                       CaPlast  Other*  Total
                                                       €m       €m      €m
 Non-current assets
 Intangible assets                                     8.2      3.6     11.8
 Property, plant and equipment                         17.2     16.7    33.9
 Right of use assets                                   1.9      (9.0)   (7.1)
 Deferred tax assets                                   -        6.0     6.0

 Current assets
 Inventories                                           11.0     11.0    22.0
 Trade and other receivables                           6.6      3.2     9.8

 Current liabilities
 Trade and other payables                              (6.8)    (7.2)   (14.0)
 Provisions for liabilities                            (1.1)    (5.6)   (6.7)
 Lease liabilities                                     (0.4)    (0.3)   (0.7)

 Non-current liabilities
 Retirement benefit obligations                        -        (0.1)   (0.1)
 Lease liabilities                                     (1.6)    (1.4)   (3.0)
 Deferred tax liabilities                              (1.8)    (1.5)   (3.3)

 Total identifiable assets                             33.2     15.4    48.6

 Non-controlling interests arising in acquisition               (8.4)   (8.4)

                                                       -
 Goodwill                                              51.6     65.1    116.7
                                                                72.1    156.9

 Total consideration                                   84.8

 Satisfied by:
 Cash (net of cash/debt acquired)                      84.8     64.9    149.7
 Deferred contingent consideration                     -        7.2     7.2
 Total consideration                                   84.8     72.1    156.9

*Other includes the remaining acquisitions completed during the period
together with certain immaterial remeasurements of prior year accounting
estimates.

 

The goodwill is attributable principally to the profit generating potential of
the businesses, together with a strong workforce, new geographies and
synergies expected to be achieved from integrating the businesses into
Kingspan's existing structure.

 

In the post-acquisition period to 30 June 2023, the businesses acquired in the
current period contributed total revenue of €19.1m and trading profit of
€2.2m to the Group's results.

 

The valuation of the fair value of the assets and liabilities recently
acquired is still in progress due to the relative size of the acquisitions and
the timing of the transactions. The initial assignment of fair values to
identifiable net assets acquired has therefore been performed on a provisional
basis.

 

 

18  Capital and reserves

 

No new ordinary shares (H1 2022: Nil) were issued as a result of the exercise
of vested options arising from the Group's share option schemes.

 

During the period, 179,042 (H1 2022: 201,980) treasury shares were re-issued
as a result of vested options arising from the Group's share options schemes
(see the 2022 Annual Report for full details of the Group's share option
schemes).

 

Options were exercised at an average price of €0.13 per option.

 

 

19  Significant events and transactions

 

Other than the acquisitions referenced in note 17, there were no individually
significant events or transactions in the period which contributed to material
changes in the Statement of Financial Position.

 

 

20  Related party transactions

 

There were no changes in related party transactions from the 2022 Annual
Report that could have a material effect on the financial position or
performance of the Group in the first half of the year.

 

 

21  Subsequent events

 

In July 2023, the Group reached agreement, subject to customary approvals, to
acquire 51% of the shares of Steico SE ("Steico") from Schramek GmbH. Steico
is the world leader in natural insulation and wood-based building envelope
products, based in Germany and listed on the unofficial markets of several
German Stock Exchanges.

 

There have been no other material events subsequent to 30 June 2023 which
would require disclosure in this report.

 

 

 

Alternative Performance Measures (APMs)

 

The Group uses a number of metrics, which are non-IFRS measures, to monitor
the performance of its operations.

 

The Group believes that these metrics assist investors in evaluating the
performance of the underlying business. Given that these metrics are regularly
used by management, they also give the investor an insight into how Group
management review and monitor the business on an ongoing basis.

 

The principal APMs used by the Group are defined as follows:

 

Trading profit

This comprises the operating profit as reported in the Income Statement before
intangible asset amortisation and non trading item. This equates to the
Earnings Before Interest, Tax and Amortisation ("EBITA") of the Group. Trading
profit is used by management as it excludes items which may hinder year on
year comparisons.

 

                                                 30 June 2023  30 June 2022
                 Financial Statements Reference  €m            €m
 Trading profit  Note 4                          435.5         434.2

 

 

Trading margin

Measures the trading profit as a percentage of revenue.

 

                                                      30 June 2023  30 June 2022
                      Financial Statements Reference  €m            €m
 Trading Profit       Note 4                          435.5         434.2
 Total Group Revenue  Note 4                          4,083.9       4,153.4
 Trading margin                                       10.7%         10.5%

 

 

EBITDA

The Group's definition of EBITDA is earnings before finance expenses, income
taxes, depreciation, amortisation and non trading item.

 

                                                          30 June 2023  30 June 2022
                 Financial Statements Reference           €m            €m
 Trading profit  Condensed Consolidated Income Statement  435.5         434.2
 Depreciation    Consolidated Statement of Cash Flows     92.9          78.0
 EBITDA                                                   528.4         512.2

 

 

Free cash flow

Free cash flow is the cash generated from operations after net capital
expenditure, interest paid, income taxes paid and lease payments and reflects
the amount of internally generated capital available for re-investment in the
business or for distribution to shareholders.

 

                                                                                                      30 June 2023  30 June 2022
                                                                Financial Statements Reference        €m            €m

 Net cash flow from operating activities                        Consolidated Statement of Cash Flows  494.5         157.2
 Additions to property, plant, equipment and intangible assets  Consolidated Statement of Cash Flows  (117.7)       (131.5)
 Proceeds from disposals of property, plant and equipment       Consolidated Statement of Cash Flows  3.0           14.0
 Lease payments                                                 Consolidated Statement of Cash Flows  (32.8)        (27.1)
 Finance income                                                 Consolidated Statement of Cash Flows  9.9           0.3

 Free cash flow

                                                                                                      356.9         12.9

 

Return on capital employed (ROCE)

ROCE is the operating profit before interest and tax for the previous 12
months expressed as a percentage of the net assets employed. The net assets
employed reflect the net assets, excluding net debt, at the end of each
reporting period.

 

                                                                                         30 June 2023  30 June 2022  31 December 2022
                                           Financial Statements Reference                €m            €m            €m

 Net Assets                                Consolidated Statement of Financial Position  3,666.4       3,287.5       3,395.5
 Net Debt                                  Note 9                                        1,372.7       1,206.6       1,539.6
                                                                                                                     4,935.1

                                                                                         5,039.1       4,494.1

 Operating profit before interest and tax                                                794.0         814.0         784.3

 Return on capital employed                                                              15.8%         18.1%         15.9%

 

 

Net debt

Net debt represents the net total of current and non-current borrowings,
current and non-current derivative financial instruments, (excluding foreign
currency derivatives which are used for transactional hedging), and cash and
cash equivalents as presented in the Statement of Financial Position. Lease
liabilities recognised due to the implementation of IFRS 16 and deferred
contingent consideration have also been excluded from the calculation of net
debt. This definition is in accordance with the terms and conditions of the
covenants as set out in the Group's external borrowing arrangements.

 

                                           30 June 2023  30 June 2022  31 December 2022
           Financial Statements Reference  €m            €m            €m

 Net Debt  Note 9                          1,372.7       1,206.6       1,539.6

 

 

Net debt: EBITDA

Net debt as a ratio to 12-month EBITDA. EBITDA is solely adjusted for the
impact of IFRS 16 Leases which is in accordance with the terms and conditions
of the covenants as set out in the Group's external borrowing arrangements.

 

                                                                                  30 June 2023  30 June 2022

                                                 Financial Statements Reference
                                                                                  €m            €m
 H1 EBITDA                                       EBITDA calculation               528.4         512.2
 Lease liability payments                        Note 16                          (32.8)        (27.1)
 H1 EBITDA (adjusted for the impact of IFRS 16)                                   495.6         485.1

 

 

 

                                                                                        30 June 2023  30 June 2022  31 December 2022

                                                       Financial Statements Reference
                                                                                        €m            €m            €m

 Net Debt                                              Note 9                           1,372.7       1,206.6       1,539.6
 12 month EBITDA (adjusted for the impact of IFRS 16)                                   958.2         966.3         947.7

 Net Debt : EBITDA times                                                                1.43          1.25          1.62

 

 

Working capital

Working capital represents the net total of inventories, trade and other
receivables and trade and other payables, net of transactional foreign
currency derivatives excluded from net debt.

 

                                                                                                    30 June 2023  30 June  2022   31 December 2022
                                                      Financial Statements Reference                €m            €m

                                                                                                                                  €m

 Trade and other receivables                          Consolidated Statement of Financial Position  1,555.9       1,675.2         1,328.4
 Inventories                                          Consolidated Statement of Financial Position  1,145.7       1,364.1         1,235.8
 Trade and other payables                             Consolidated Statement of Financial Position  (1,582.8)     (1,732.6)       (1,368.7)
 Foreign currency derivatives excluded from net debt  Consolidated Statement of Financial Position  -             0.5             0.4

 Working capital                                                                                    1,118.8       1,307.2         1,195.9

 

 

Working capital ratio

Measures working capital as a percentage of the previous three months turnover
annualised. The annualisation of turnover reflects the current profile of the
Group rather than a partial reflection of any acquisitions completed during
the period.

 

                            30 June 2023  30 June  31 December 2022

                                           2022
                            €m            €m

                                                   €m

 Working capital            1,118.8       1,307.2  1,195.9
 Annualised turnover        8,474.8       9,033.8  8,272.2
 Working Capital ratio      13.2%         14.5%    14.5%

 

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