RNS Number : 4104Q
MS International PLC
06 June 2018
Chairman's Statement
Results and Review
For the year ending 28th April 2018, profit before taxation increased to £4.04m (2017 - £1.53m) on revenue of £68.09m (2017 - £53.82m). Earnings per share amounted to 20.5p (2017 - 9.1p). Net cash was stable at £15.87m (2017 - £15.21m).
In last November's half year statement, reference was made to our Company's two fundamental strengths. First, our long established policy to constantly review our capabilities, and if necessary adjust and adapt. This serves us well by ensuring we are aligned to changing market conditions and demands. Second, our diversified operating structure can deliver significant advantages when trading conditions are varied across totally different sectors.
During the year, those two strengths have been clearly demonstrated and indeed amplified. The 'Defence' division has made a good start towards a recovery in revenue and certainly in profitably as a result of a buoyant export market, although the domestic market remains restrained and subdued. 'Forgings' increased revenue and is breaking even at the trading level while losses, incurred as a consequence of developing the new manufacturing facility in the United States, are again reduced. 'Petrol Station Superstructures' and 'Petrol Station Branding' divisions both traded in a significantly changing international market, though they are at quite differing phases within this process of change.
Export sales at 'Defence' accounted for the major component of the division's revenue, primarily in response to numerous new product offerings, the accumulating benefit of considerable investment in research and development over recent years and our success in demonstrating continually enhanced customer service and support. The domestic market, by comparison, has remained constrained by the UK's tight budget controls which result in inevitable delays to programmes and, in consequence, a market that lacks any reasonable element of clarity.
'Forgings' experienced a significant increase in revenue over the previous year, partly reflecting the first phase of full production from our new facility in the United States. Our plants in the UK and Brazil continue to hold good market positions, reflecting a total commitment to enhancing efficient production, product quality and customer service.
'Petrol Station Superstructures' experienced a check to its growth pattern owing to a notable change in the market it principally serves. Until relatively recently, many of the division's major customers had been global oil companies but they have accelerated the divestment of their company owned petrol filling station estates, with ownership passing to both large and small independent dealer/retailers. Accordingly, construction of new sites and the refurbishment and expansion of existing facilities are passing through a state of limbo as numerous sale and purchase transactions continue to dominate the attention of the sector's active participants.
'Petrol Station Branding' market, by comparison, is perceived to be further advanced in this process of transformation. When ownership of stations changes the incumbent fuel supplier may also be changed and that in turn initiates rebranding of the station. The operational performance of this division is adjusting to the changing market which was lead initially by Germany, then The Netherlands and is now happening in the UK.
Throughout the period, the Company has preserved its established high level of investment across the businesses. This is a multi-faceted approach. A key feature is sustaining our creative and innovative product development programmes across the Group, which also results in us owning, unquestionably, the intellectual property rights of products we develop, particularly important in the defence sector. We also relentlessly strive to improve customer service and support and upgrade plant and equipment as appropriate to ensure we remain at the forefront of manufacturing capability and efficiency. No less important is our investment in personnel, particularly with regard to retaining and recruiting top quality engineers, commercial staff, plus national and international marketeers, together with focused training and development to enhance their potential.
Outlook
We perceive that, with a sustained measure of prudence, we are continuing to move the business forward on an upward trajectory and are well positioned to support and develop opportunities for the Group.
All matters considered the Board recommends the payment of a maintained final dividend of 6.5p per share making the total for the year of 8.25p (2017-8p). The final dividend is expected to be paid on 24th July 2018 to those shareholders on the register at the close of business on 22nd June 2018.
Michael Bell
5th June 2018
For any further information please contact:
MS INTERNATIONAL plc Michael Bell
Tel: 01 302 322133
Shore Capital Nomad and Broker Patrick Castle/Daniel Bush
Tel: (0) 20 7408 4090
Consolidated income statement
For the 52 weeks ended 28th April, 2018
2018
2017
Continuing operations
Total
Total
£000
£000
Revenue
68,085
53,823
Cost of sales
(49,903)
(38,875)
Gross profit
18,182
14,948
Distribution costs
(3,383)
(3,654)
Administrative expenses
(10,546)
(9,523)
(13,929)
(13,177)
Group operating profit
4,253
1,771
Finance revenue
51
33
Finance costs
(82)
(31)
Other finance costs - pensions
(183)
(247)
(214)
(245)
Profit before taxation
4,039
1,526
Taxation
(653)
(28)
Profit for the period attributable to equity holders of the parent
3,386
1,498
Earnings per share: basic and diluted
20.5p
9.1p
Consolidated and company statement of comprehensive income
For the 52 weeks ended 28th April, 2018
Group
Company
2018
2017
2018
2017
Total
Total
Total
Total
£000
£000
£000
£000
Profit for the period attributable to equity holders of the parent
3,386
1,498
532
2,702
Exchange differences on retranslation of foreign operations
(175)
757
-
-
Net other comprehensive (loss)/ profit to be reclassified to profit or loss in subsequent periods
(175)
757
-
-
Remeasurement gains on defined benefit pension scheme
858
95
858
95
Deferred taxation on remeasurement on defined benefit scheme
(146)
(16)
(146)
(16)
Change in taxation rates
-
(75)
-
(75)
Revaluation surplus on land and buildings
2,052
-
1,935
-
Deferred taxation on revaluation surplus on land and buildings
(254)
-
(231)
-
Net other comprehensive income not being reclassified to profit or loss in subsequent periods
2,510
4
2,416
4
Total comprehensive income for the period attributable to equity holders of the parent
5,721
2,259
2,948
2,706
Consolidated and company statement of changes in equity
For the 52 weeks ended 28th April, 2018
Share capital
Capital redemption reserve
Other reserves
Revaluation reserve
Special reserve
Currency translation reserve
Treasury shares
Retained earnings
Total shareholders' funds
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
(a) Group
At 30th April, 2016
1,840
901
2,815
4,222
1,629
(61)
(3,059)
19,773
28,060
Profit for the period
-
-
-
-
-
-
-
1,498
1,498
Other comprehensive income
-
-
-
-
-
757
-
4
761
Total comprehensive income
-
-
-
-
-
757
-
1,502
2,259
Dividends paid
-
-
-
-
-
-
-
(1,320)
(1,320)
Change in taxation rates
-
-
-
42
-
-
-
-
42
Depreciation of buildings revaluation
-
-
-
(7)
-
-
-
7
-
At 29th April, 2017
1,840
901
2,815
4,257
1,629
696
(3,059)
19,962
29,041
Profit for the period
-
-
-
-
-
-
-
3,386
3,386
Other comprehensive income/(loss)
-
-
-
1,798
-
(175)
-
712
2,335
Total comprehensive income/(loss)
-
-
-
1,798
-
(175)
-
4,098
5,721
Dividends paid
-
-
-
-
-
-
-
(1,362)
(1,362)
At 28th April, 2018
1,840
901
2,815
6,055
1,629
521
(3,059)
22,698
33,400
(b) Company
At 30th April, 2016
1,840
901
1,565
4,316
1,629
-
(3,059)
17,353
24,545
Profit for the period
-
-
-
-
-
-
-
2,702
2,702
Other comprehensive income
-
-
-
-
-
-
-
4
4
Total comprehensive income
-
-
-
-
-
-
-
2,706
2,706
Dividends paid
-
-
-
-
-
-
-
(1,320)
(1,320)
Change in taxation rates
-
-
-
41
-
-
-
-
41
Depreciation of buildings revaluation
-
-
-
(6)
-
-
-
6
-
At 29th April, 2017
1,840
901
1,565
4,351
1,629
-
(3,059)
18,745
25,972
Profit for the period
-
-
-
-
-
-
-
532
532
Other comprehensive income
-
-
-
1,704
-
-
-
712
2,416
Total comprehensive income
-
-
-
1,704
-
-
-
1,244
2,948
Dividends paid
-
-
-
-
-
-
-
(1,362)
(1,362)
At 28th April, 2018
1,840
901
1,565
6,055
1,629
-
(3,059)
18,627
27,558
Consolidated and company statements of financial position
At 28th April, 2018
Group
Company
2018
2017
2018
2017
£'000
£'000
£'000
£'000
ASSETS
Non-current assets
Property, plant and equipment
20,766
19,099
14,043
12,653
Intangible assets
4,893
5,301
-
-
Investments in subsidiaries
-
-
15,204
14,339
Deferred income tax asset
1,092
1,272
1,092
1,272
26,751
25,672
30,339
28,264
Current assets
Inventories
11,666
10,145
1,017
7,989
Trade and other receivables
14,617
11,393
10,003
14,566
Income tax receivable
114
199
-
-
Prepayments
1,127
943
335
824
Cash and cash equivalents
15,866
15,210
-
13,526
43,390
37,890
11,355
36,905
TOTAL ASSETS
70,141
63,562
41,694
65,169
EQUITY AND LIABILITIES
Equity
Share capital
1,840
1,840
1,840
1,840
Capital redemption reserve
901
901
901
901
Other reserve
2,815
2,815
1,565
1,565
Revaluation reserve
6,055
4,257
6,055
4,351
Special reserve
1,629
1,629
1,629
1,629
Currency translation reserve
521
696
-
-
Treasury shares
(3,059)
(3,059)
(3,059)
(3,059)
Profit for the period
3,386
1,498
531
2,572
Retained earnings
19,312
18,464
18,096
16,174
TOTAL EQUITY SHAREHOLDERS' FUNDS
33,400
29,041
27,558
25,973
Non-current liabilities
Defined benefit pension liability
6,421
7,485
6,421
7,485
Deferred income tax liability
1,625
1,449
1,154
911
8,046
8,934
7,575
8,396
Current liabilities
Bank overdraft
-
-
342
-
Trade and other payables
28,052
25,464
6,204
30,607
Income tax payable
643
123
15
193
28,695
25,587
6,561
30,800
TOTAL EQUITY AND LIABILITIES
70,141
63,562
41,694
65,169
Consolidated and company cash flow statements
For the 52 weeks ended 28th April, 2018
Group
Company
2018
2017
2018
2017
£000
£000
£000
£000
Profit before taxation
4,039
1,526
488
2,544
Adjustments to reconcile profit before taxation to net cash inflow/(outflow) from operating activities
Depreciation charge
1,266
1,105
708
853
Amortisation charge
507
535
-
4
Net reversal of impairment in investment in subsidiary undertaking
Net cash inflow/(outflow) from operating activities
2,967
7,797
(6,264)
4,316
Investing activities
Investment in MSI- Forks Inc
-
-
(652)
-
Investment in Global MSI bv
-
-
-
(14)
Transfer of net assets to MSI-Defence Systems Ltd.
-
-
(5,127)
-
Purchase of property, plant and equipment
(1,106)
(4,165)
(568)
(720)
Profit on disposal of property, plant and equipment
157
140
105
117
Net cash outflow from investing activities
(949)
(4,025)
(6,242)
(617)
Financing activities
Dividends paid
(1,362)
(1,320)
(1,362)
(1,320)
Dividend received from subsidiary
-
-
-
130
Net cash outflow from financing activities
(1,362)
(1,320)
(1,362)
(1,190)
Increase/(decrease) in cash and cash equivalents
656
2,452
(13,868)
2,509
Opening cash and cash equivalents
15,210
12,758
13,526
11,017
Closing cash and cash equivalents/bank overdraft
15,866
15,210
(342)
13,526
The financial information set out above does not constitute the Company's statutory accounts for the periods ended 28th April, 2018 or 29th April, 2017 but is derived from those accounts. Statutory accounts for 2017 have been delivered to the Registrar of Companies, and those for 2018 will be delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their reports were unqualified and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.
1
Segment information
The following table presents revenue and profit and certain assets and liability information regarding the Group's divisions for the periods ended 28th April, 2018 and 29th April, 2017. The reporting format is determined by the differences in manufacture and services provided by the Group. The Defence division is engaged in the design, manufacture and service of defence equipment. The Forgings division is engaged in the manufacture of forgings. The Petrol Station Superstructures division is engaged in the design, manufacture, construction, branding, maintenance and restyling of petrol station superstructures. The Petrol Station Branding division is engaged in the design and installation of the complete appearance of petrol stations.
Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Group financing (including finance costs and finance revenue) and income taxes are managed on a group basis and are not allocated to operating segments.
Defence
Forgings
Petrol Station
Petrol Station
Total
Superstructures
Branding
2018
2017
2018
2017
2018
2017
2018
2017
2018
2017
£000
£000
£000
£000
£000
£000
£000
£000
£000
£000
Revenue
External
21,900
20,847
14,336
12,562
12,236
13,745
19,613
6,669
68,085
53,823
Total revenue
21,900
20,847
14,336
12,562
12,236
13,745
19,613
6,669
68,085
53,823
Segment result
2,600
1,822
(536)
(721)
17
957
2,172
(287)
4,253
1,771
Net finance costs
(214)
(245)
Profit before taxation
4,039
1,526
Taxation
(653)
(28)
Profit for the period
3,386
1,498
Segmental assets
40,801
30,576
5,272
5,178
8,845
8,260
10,005
5,514
64,923
49,528
Unallocated assets (see below)
5,218
14,034
Total assets
70,141
63,562
Segmental liabilities
19,329
18,333
1,978
1,905
1,970
2,572
4,402
2,644
27,679
25,454
Unallocated liabilities (see below)
9,062
9,067
Total liabilities
36,741
34,521
Capital expenditure
18
219
530
3,297
149
254
211
341
908
4,111
Depreciation
154
211
480
305
628
627
365
347
1,627
1,490
Unallocated assets includes certain fixed assets, intangible assets, current assets and deferred tax assets. Unallocated liabilities includes the defined pension benefit scheme liability and certain current liabilities.
Geographical analysis
The following table presents revenue and expenditure and certain assets and liabilities information by geographical segment for the periods ended 28th April, 2018 and 29th April, 2017. The Group's geographical segments are based on the location of the Group's assets. Revenue from external customers is based on the geographical location of its customers.
Europe
North America
Rest of the World
Total
2018
2017
2018
2017
2018
2017
2018
2017
£000
£000
£000
£000
£000
£000
£000
£000
Revenue
External
50,717
45,599
5,919
6,072
11,449
2,152
68,085
53,823
Non-current assets
22,525
21,230
4,164
4,351
62
91
26,751
25,672
Current assets
41,223
35,911
1,321
1,213
846
766
43,390
37,890
Liabilities
31,473
29,163
4,681
4,922
587
436
36,741
34,521
Capital expenditure
802
992
304
3,149
-
24
1,106
4,165
Information about major customers
2018
2017
Revenue from major customers arising from sales reported in the Defence segment:
£000
£000
Customer 1
7,137
-
Customer 1
-
9,065
Revenue from major customers arising from sales reported in the Petrol Station Branding segment:
Customer 1
14,761
-
2
Employee information
2018
2017
Number
Number
The average number of employees, including executive directors, during the period was:
Production
251
234
Technical
69
65
Distribution
33
30
Administration
78
80
431
409
(a)
Staff costs
2018
2017
Including executive directors, employment costs were as follows:
£000
£000
Wages and salaries
16,029
12,764
Social Security costs
1,850
1,355
Other pension costs
637
398
18,516
14,517
2018
2017
(b)
Directors' emoluments
£000
£000
Aggregate directors' emoluments
1,431
1,152
Post employment benefits
37
31
1,468
1,183
3
Taxation
The charge for taxation comprises:
2018
2017
£000
£000
Current tax
United Kingdom corporation tax
-
9
Adjustments in respect of previous years
33
15
Foreign corporation tax
682
116
Group current tax
715
140
Deferred tax
Origination and reversal of temporary differences
(62)
(73)
Adjustments in respect of prior years
-
(26)
Impact of reduction in deferred tax rate to 17%
-
(13)
Group deferred tax
(62)
(112)
Tax on profit
653
28
Tax relating to items charged or credited to other comprehensive income
Deferred tax
Deferred tax on remeasurement losses on pension scheme current year
146
16
Deferred tax on revaluation surplus on land and buildings
254
-
Impact of reduction in deferred tax rate to 17%
-
75
Income tax in the statement of comprehensive income
400
91
(b)
Factors affecting the tax charge for the year
The tax assessed for the period differs to the standard rate of corporation tax in the UK (19%) (2017 - 20%). The differences are explained below:
2018
2017
£000
£000
Profit before tax
4,039
1,526
Profit multiplied by standard rate of corporation tax of 19% (2017 - 20%)
767
305
Expenses not deductible for tax purposes
(288)
(434)
Adjustments in respect of overseas tax rates
141
181
Current tax adjustment in respect of prior periods
33
15
Deferred tax adjustment in respect of prior periods
-
(26)
Impact of reduction in deferred tax rate to 17%
-
(13)
Total tax charge for the period
653
28
(c)
Factors affecting future tax change
The UK corporation tax rate will remain at 19% until it reduces to 17% in 2020. At 28th April, 2018 the rate reductions to 17% had been enacted. Deferred tax at 28th April, 2018 has therefore been provided at 17% or at a blended rate depending on when the underlying temporary differences are expected to unwind. Deferred tax in relation to intangibles recognised on the acquisition of Petrol Sign bv has been provided at 25% being the main corporation tax rate in The Netherlands.
4
Earnings per share
The calculation of basic earnings per share is based on:
(a) Profit for the period attributable to equity holders of the parent of £3,386,000 (2017 - £1,498,000).
(b) 16,504,691 (2017 - 16,504,691) Ordinary shares, being the weighted average number of Ordinary shares in issue.
This represents 18,396,073 (2017 - 18,396,073) being the weighted average number of Ordinary shares in issue less 1,891,382 (2017 - less 1,891,382) being the weighted average number of shares both held within the ESOT 245,048 (2017 - 245,048) and purchased by the Company 1,646,334 (2017 - 1,646,334).
5
Dividends paid and proposed
2018
2017
£000
£000
Declared and paid during the year
On Ordinary shares
Final dividend for 2017 : 6.50p (2016 - 6.50p)
1,073
1,073
Interim dividend for 2018 : 1.75p (2017 - 1.50p)
289
247
1,362
1,320
Proposed for approval by shareholders at the AGM
Final dividend for 2018 : 6.50p (2017 - 6.50p)
1,073
1,073
6
Trade and other receivables
Group
Company
2018
2017
2018
2017
£000
£000
£000
£000
Trade receivables
14,032
9,631
2,998
6,792
Retentions on contracts
568
1,723
22
1,723
Amounts owed by subsidiary undertakings
-
-
6,983
6,036
Other receivables
17
39
-
15
14,617
11,393
10,003
14,566
Gross amounts due from customers for contract work - included above
1,661
2,270
851
2,033
The aggregate amount of costs incurred and recognised profits to date on contracts is £12,159,000 (2017 - £13,679,000).
(a) Trade receivables are denominated in the following currencies
Group
Company
2018
2017
2018
2017
£000
£000
£000
£000
Sterling
7,160
6,208
2,194
6,208
Euro
5,961
2,578
812
593
US dollar
582
516
-
(14)
Other currencies
329
329
(8)
5
14,032
9,631
2,998
6,792
Trade receivables are non-interest bearing and are generally on 30 days terms and are shown net of provision for impairment. The aged analysis of trade receivables not impaired is as follows:
Group
Total
Not past due
< 30 days
30-60 days
60-90 days
> 90 days
£000
£000
£000
£000
£000
£000
2018
14,032
9,377
4,446
142
24
43
2017
9,631
8,028
1,397
182
15
9
As at 28th April, 2018 trade receivables at a nominal value of £97,000 (2017 - £84,000) were impaired and fully provided. Bad debts of £15,000 (2017 - £19,000) were recovered and bad debts of £28,000 (2017 - £17,000) were incurred.
Company
2018
2,998
2,172
808
17
-
1
2017
6,792
5,623
1,139
30
-
-
As at 28th April, 2018 trade receivables at a nominal value of £32,000 (2017 - £37,000) were impaired and fully provided. Bad debts of £11,000 (2017 - £6,000) were recovered and bad debts of £6,000 (2017 - £4,000) were incurred.
(b) Retentions on contracts are denominated in the following currencies
Group
Company
2018
2017
2018
2017
£000
£000
£000
£000
Sterling
568
1,723
22
1,723
Euro
-
-
-
-
US dollar
-
-
-
-
Other currencies
-
-
-
-
568
1,723
22
1,723
Retentions on contracts are non interest bearing and represent amounts contractually retained by customers on completion of contracts for specific time periods as follows:
Group
Total
Up to 6 months
6 - 12 months
12 - 18 months
18 - 24 months
£000
£000
£000
£000
£000
2018
568
546
22
-
-
2017
1,723
1,723
-
-
-
Company
2018
22
-
22
-
-
2017
1,723
1,723
-
-
-
7
Cash and cash equivalents/bank overdraft
Group
Company
2018
2017
2018
2017
£000
£000
£000
£000
Cash at bank and in hand
7,504
9,880
-
13,526
Short term deposits
8,362
5,330
-
-
Bank overdraft
-
-
(342)
-
15,866
15,210
(342)
13,526
8
Reserves
Share Capital
The balance classified as share capital includes the nominal value on issue of the Company's equity share capital, comprising 10p Ordinary shares.
Capital redemption reserve
The balance classified as capital redemption reserve represents the nominal value of issued share capital of the Company, repurchased.
Other reserve
This is the revaluation reserve previously arising under UK GAAP which is now part of non-distributable retained reserves.
Revaluation reserve
The asset revaluation reserve is used to record increases in the fair value of land and buildings and decreases to the extent that such decrease relates to an increase on the same assets previously recognised in equity. This also includes the impact of the change in related deferred tax due to the change in corporation tax (18% to 17%).
Special reserve
The balance classified as special reserve represents the share premium on the issue of the Company's equity share capital.
Currency translation reserve
The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries. It is also used to record the effect of hedging net investments in foreign operations.
Treasury Shares
2018
2017
£000
£000
Employee Share Ownership Trust
100
100
Shares in treasury (see below)
2,959
2,959
3,059
3,059
During 1991 the Company established an Employee Share Ownership Trust ("ESOT"). The trustee of the ESOT is Appleby Trust (Jersey) Ltd, an independent company registered in Jersey. The ESOT provides for the issue of options over Ordinary shares in the Company to Group employees, including executive directors, at the discretion of the Remuneration Committee.
The trust has purchased an aggregate 245,048 (2017 - 245,048) Ordinary shares, which represents 1.3% (2017 - 1.3%) of the issued share capital of the Company at an aggregate cost of £100,006. The market value of the shares at 28th April, 2018 was £453,000 (2017 - £414,000). The Company has made payments of £Nil (2017 - £Nil) into the ESOT bank accounts during the period. No options over shares (2017 - Nil) have been granted during the period. Details of the outstanding share options, for Directors are included in the Directors' remuneration report.
The assets, liabilities, income and costs of the ESOT have been incorporated into the Company's financial statements. Total ESOT costs charged to the income statement in the period amounts to £7,000 (2017 - £5,000). During the period no options on shares were exercised (2017 - Nil) and no shares were purchased (2017 - Nil).
The Company made the following purchases of its own 10p Ordinary shares to be held in Treasury:
£000
11th December, 2013 1,000,000 shares from the Group's pension scheme.
1,722
30th January, 2014 646,334 shares
1,237
2,959
The preliminary announcement is prepared on the same basis as set out in the previous year's accounts.
The Directors confirm to the best of their knowledge that:
(a) the financial statements, prepared in accordance with International Financial Reporting Standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the group and the undertakings included in the consolidation taken as a whole; and
(b) the Chairman's Statement includes a fair review of the development and performance of the business and the position of the group and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
The preliminary announcement was approved by the Board on 5th June, 2018 and the above responsibility statement was signed on its behalf by Michael Bell, Executive Chairman and Michael O'Connell, Group Finance Director.
Copies of this announcement are available from the Company's registered office at MS INTERNATIONAL plc, Balby Carr Bank, Doncaster, DN4 8DH, England. The full Annual Report and Accounts which will include the Notice of AGM, will be posted to shareholders shortly and will be available on our website at www.msiplc.com and will be delivered to the Registrar of Companies after it has been laid before the Company in general meeting.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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