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REG-PHSC Plc: Half-year Report

20 November 2024

 

PHSC PLC

(“PHSC”, the “Company” or the “Group”)

 

Unaudited Interim Results for the six months ended 30 September 2024

 

PHSC (AIM: PHSC), a leading provider of health, safety, hygiene and
environmental consultancy services and security solutions to the public and
private sectors, announces its unaudited interim results for the six-month
period ended 30 September 2024.

 

Financial Highlights
* Group revenue has decreased by £80k to £1.571m (H1 FY24: £1.651m).
* EBITDA of £12k (H1 FY24: £174k).
* Interest income of £9.5k received during the period. 
* (Loss)/earnings per share of (0.12p) (H1 FY24: 1.04p).
* Cash of £505k at 30 September 2024 (H1 FY24: £638k).
* Net asset value (unaudited) of £3.3m (H1 FY24: £3.5m).
* Pro-forma net asset value (unaudited) per share of 31.7p, compared to a
mid-market share price as at market close on 30 September 2024 of 31p.
* No interim dividend (H1 FY24: 0.75p per share).
 

 

GROUP CHIEF EXECUTIVE OFFICER’S STATEMENT

 

Operational Highlights and Business Outlook

 

Revenues for H1 were £80k lower than in the previous year, with some
subsidiaries underperforming and others exceeding levels seen in H1 FY24. The
positive variances were insufficient to offset the overall deficit from those
subsidiaries experiencing reduced income and materially higher expenditure.
There were some extra costs associated with recruiting additional personnel in
anticipation of future demand, alongside other cost increases including
salaries, general overheads and some restructuring initiatives.

 

All subsidiaries made a net contribution to the Group. Both Inspection
Services (UK) Ltd and RSA Environmental Health Ltd improved their revenue
performance compared with H1 last year, but the other four principal trading
subsidiaries fared less well. A summary of each subsidiary’s revenue and
profitability is set out below. 

 

As noted in previous reports, the Group faces continued challenges in
recruiting and retaining staff of the right calibre and with the right
qualifications to deliver the range of specialised services offered. Upward
pressure on salaries continues to impact our cost structure, which cannot
simply be fully offset by increases in the fees we charge to our customers in
a competitive marketplace.

 

The one-off contract that boosted our Security Division in 2023-24 and which
elevated its performance figures has now ended. This adversely affects the
comparative results for that part of the business. On a more positive note,
the subsidiary has seen an upturn in the number and value of sales enquiries
from the rest of its client base.

 

Sales across the Safety Division were £12k lower than the same period last
year but costs were £40k higher, resulting in a negative variance of £52k.
The additional costs were in part due to recruitment at our Quality Leisure
Management subsidiary where the process to embed the new arrival before fee
earning could commence was lengthy. This subsidiary has also been impacted by
budgetary squeezes in the leisure sector and a trend towards leisure centres
being returned to local authority stewardship. Despite this, management
currently expects all Safety Division companies to have an improved
performance in H2 based on the business pipeline.

 

There was a small reduction in sales generated by the Group’s Systems
Division, QCS International Ltd, which achieved approximately £9k less
revenue compared to H1 2024. Cost of sales and overheads rose by some £82k
due to above inflation pay rises and the addition of an extra fee earner. The
company has experienced a drop off in training sales which it hopes to reverse
in H2.

 

Despite the fairly downbeat H1 performance, the Board expects to see a more
positive end to the year and to be able to begin leveraging the benefits from
an increased headcount.

 

Dividend

The Board has decided to take a prudent approach and to preserve the Group’s
cash reserves in the current environment. Accordingly, no interim dividend
will be declared or paid for the period. The Board will consider the payment
of a final dividend by reference to the Group’s full year performance and
cash reserves at that time.

 

Cash Reserves

Cash at bank on 30 September 2024 stood at £0.505m compared to approximately
£0.638m at the same time last year. The Group’s bank balance on 19 November
2024 stood at approximately £0.397m.  Overall cash flow remains positive and
is expected to remain so for the remainder of the financial year.

 

The Group’s £50,000 banking facility with HSBC was renewed in October 2024
for a further year, although there is no expectation that there will be any
need to call upon this.

 

Stephen King

CEO

 

 

CHAIR’S STATEMENT

The performance in the first half of this year was disappointing.  The main
factor was the hiring of additional staff at several of the subsidiary
businesses to facilitate future growth.  At this stage the Group has the
higher cost burden but has not yet seen the benefit of increased revenues,
which we hope will begin to come through in the second half. 

 

On 15 October 2024, the Company announced that Stephen King, Chair and CEO,
had tendered his resignation to pursue other interests and will step down from
the Board and leave the Company’s employment with effect from 12 January
2025. I assumed the role of non-executive Chair on the same date and a process
is underway to appoint Stephen’s successor as CEO in due course. The Board
again thanks Stephen for his considerable contribution to the growth and
development of the business over many years and wishes him well in his future
endeavours.        

 

As previously announced, Graham Webb MBE retired and stepped down as a
non-executive director of the Board with effect from 30 September 2024. The
Board again expresses its sincere gratitude to Graham for his longstanding
service and valued contribution to the Company over more than 20 years and
wishes him all the best in his retirement. 

 

We welcomed Frank Moxon as a new non-executive director with effect from 1
October 2024.

 

Lorraine Young

Chair

 

 

Performance of Trading Subsidiaries

Profit/loss figures for the Group’s individual subsidiaries below are stated
before tax and inter-company charges (including the costs of operating the
parent plc which are recovered through management charges levied on, and
dividends received from, the trading subsidiaries), interest paid and
received, depreciation and amortisation.

 

Inspection Services (UK) Limited

Invoiced sales of £129,782 yielding a profit of £23,273 (H1 FY24: £100,960
and £5,654).

 

Personnel Health and Safety Consultants Limited

Invoiced sales of £375,821 yielding a profit of £123,800 (H1 FY24: £393,594
and £158,501).

 

RSA Environmental Health Limited

Invoiced sales of £183,705 resulting in a profit of £34,097 (H1 FY24:
£161,109 and £17,055).

 

Quality Leisure Management Limited

Invoiced sales of £155,424 resulting in a profit of £13,706 (H1 FY24:
£201,985 and £70,279).

 

QCS International Limited

Invoiced sales of £345,076 yielding a profit of £29,680 (H1 FY24: £353,647
and £114,889).

 

B2BSG Solutions Limited

Invoiced sales of £380,957 yielding a profit of £25,731 (H1 FY24: £439,920
and £38,901).

 

 

 

For further information please contact:

 

PHSC plc

Stephen King / Lorraine Young    Tel: 01622 717700

www.phsc.plc.uk

 

Strand Hanson Limited (Nominated Adviser)  Tel: 020 7409 3494

James Bellman / Matthew Chandler

 

Novum Securities Limited (Broker)   Tel: 020 7399 9427

Colin Rowbury

 

About PHSC

 

PHSC, through its trading subsidiaries, Personnel Health & Safety Consultants
Ltd, RSA Environmental Health Ltd, QCS International Ltd, Inspection Services
(UK) Ltd and Quality Leisure Management Ltd, provides a range of health,
safety, hygiene, environmental and quality systems consultancy and training
services to organisations across the UK. In addition, B2BSG Solutions Ltd
offers innovative security solutions including tagging, labelling and CCTV.

 

 

 

 Group Statement of Comprehensive Income                                                                                                                                                  Six months ended             Six months ended             Year ended      
                                                                                                                                                                                          30 Sept 24                   30 Sept 23                   31 Mar 24       
                                                                                                                                           Note                                           Unaudited                    Unaudited                    Audited         
                                                                                                                                                                                          £’000                        £’000                        £’000           
 Continuing operations :                                                                                                                                                                                                                                            
                                                                                                                                                                                                                                                                    
 Revenue                                                                                                                                   2                                              1,571                        1,651                        3,779           
                                                                                                                                                                                                                                                                    
 Cost of sales                                                                                                                                                                            (758)                        (758)                        (1,763)         
                                                                                                                                                                                                                                                                    
 Gross profit                                                                                                                                                                             813                          893                          2,016           
                                                                                                                                                                                                                                                                    
 Administrative expenses                                                                                                                                                                  (838)                        (743)                        (1,581)         
 Goodwill impairment                                                                                                                                                                      -                            -                            (120)           
                                                                                                                                                                                                                                                                    
 (Loss)/profit from operations                                                                                                                                                            (25)                         150                          315             
                                                                                                                                                                                                                                                                    
 Finance income                                                                                                                                                                           10                           8                            17              
                                                                                                                                                                                                                                                                    
 (Loss)/profit before taxation                                                                                                                                                            (15)                         158                          332             
                                                                                                                                                                                                                                                                    
 Corporation tax expense                                                                                                                                                                  3                            (36)                         (83)            
                                                                                                                                                                                                                                                                    
 (Loss)/profit for the period after tax attributable to owners of parent                                                                   2                                              (12)                         122                          249             
                                                                                                                                                                                                                                                                    
 Total comprehensive income attributable to owners of the parent                                                                                                                     (12)                          122                          249                 
                                                                                                                                                                                                                                                                    
 Basic and diluted (loss)/earnings per share from continuing operations attributable to the equity holders of the Group during the period  4                                              (0.12p)                      1.04p                        2.19p           
                                                                                                                                                                                                                                                                    

 

 

 Group Statement of Financial Position                                                    30 Sept 24    30 Sept 23    31 Mar 24  
                                                                                          Unaudited     Unaudited     Audited    
                                                                   Note                   £’000         £’000         £’000      
 Non-Current Assets                                                                                                              
 Property, plant and equipment                                     3                      542           492           502        
 Goodwill                                                                                 2,115         2,235         2,115      
 Deferred tax asset                                                                       12            12            12         
                                                                                          2,669         2,739         2,629      
 Current Assets                                                                                                                  
 Inventories                                                                              247           186           246        
 Trade and other receivables                                                              617           686           769        
 Cash and cash equivalents                                                                505           638           488        
                                                                                          1,369         1,510         1,503      
                                                                                                                                 
 Total Assets                                                      2                      4,038         4,249         4,132      
                                                                                                                                 
 Current Liabilities                                                                                                             
 Trade and other payables                                                                 506           486           631        
 Right of use lease liability                                                             45            30            39         
 Current corporation tax payable                                                          76            92            79         
                                                                                          627           608           749        
 Non-Current Liabilities                                                                                                         
 Right of use lease liability                                                             81            27            41         
 Deferred taxation liabilities                                                            67            62            67         
                                                                                          148           89            108        
                                                                                                                                 
 Total Liabilities                                                                        775           697           857        
                                                                                                                                 
 Net Assets                                                                               3,263         3,552         3,275      
                                                                                                                                 
                                                                                                                                 
 Capital and reserves attributable to equity holders of the Group                                                                
 Called up share capital                                                                  1,028         1,104         1,103      
 Share premium account                                                                    1,916         1,916         1,916      
 Capital redemption reserve                                                               583           507           508        
 Merger relief reserve                                                                    134           134           134        
 Treasury shares                                                                          -             -             (210)      
 Retained earnings                                                                        (398)         (109)         (176)      
                                                                                                                                 
                                                                                          3,263         3,552         3,275      

 

 Group Statement of Changes in Equity                                                                                                                                                       
                                                                                                                                                                                            
                                                       Share Capital        Share Premium  Merger Relief Reserve  Capital Redemption Reserve  Treasury Shares  Retained Earnings  Total     
                                                       £’000                £’000          £’000                  £’000                       £’000            £’000              £’000     
                                                                                                                                                                                            
 Balance at 1 April 2024                               1,103                1,916          134                    508                         (210)            (176)              3,275     
 Loss for the period attributable to equity holders    -                    -              -                      -                           -                (12)               (12)      
 Cancellation of treasury shares                       (75)                 -              -                      75                          210              (210)              -         
                                                                                                                                                                                            
 Balance at 30 September 2024                          1,028                1,916          134                    583                         -                (398)              3,263     
                                                                                                                                                                                            
                                                                                                                                                                                            
 Balance at 1 April 2023                               1,185                1,916          134                    426                         -                (23)               3,638     
 Profit for the period attributable to equity holders  -                    -              -                      -                           -                122                122       
 Purchase of own shares                                (81)                 -              -                      81                          -                -                  -         
 Cancellation of treasury shares                       -                    -              -                      -                           -                (208)              (208)     
                                                                                                                                                                                            
 Balance at 30 September 2023                          1,104                1,916          134                    507                         -                (109)              3,552     
                                                                                                                                                                                            
                                                                                                                                                                                            

 

 

 Group Statement of Cash Flows                         Six months          Six months            Year       
                                                               ended               ended         ended      
                                                               30 Sept 24          30 Sept 23    31 Mar 24  
                                                               Unaudited           Unaudited     Audited    
                                                               £’000               £’000         £’000      
 Cash flows generated from operating activities                                                             
 Cash generated from operations                                40                  131           472        
 Tax paid                                                      -                   -             (57)       
 Net cash generated from operating activities                  40                  131           415        
                                                                                                            
 Cash flows from/(used in) investing activities                                                             
 Purchase of property, plant and equipment                     (9)                 (33)          (40)       
 Disposal of fixed assets                                      -                   -             -          
 Interest received                                             10                  8             17         
 Net cash from/(used in) investing activities                  1                   (25)          (23)       
                                                                                                            
 Cash flows used in financing activities                                                                    
 Payments on right of use assets                               (24)                (10)          (42)       
 Share buyback                                                 -                   (208)         (419)      
 Dividends paid to Group shareholders                          -                   -             (193)      
 Net cash used in financing activities                         (24)                (218)         (654)      
                                                                                                            
 Net increase/(decrease) in cash and cash equivalents          17                  (112)         (262)      
 Cash and cash equivalents at beginning of period              488                 750           750        
 Cash and cash equivalents at end of period                    505                 638           488        
                                                                                                            
                                                                                                            
 Notes to the cash flow statement                                                                           
                                                                                                            
 Cash generated from operations                                                                             
 Operating (loss)/profit - continuing operations               (25)                150           315        
 Depreciation charge                                           38                  24            74         
 Goodwill impairment                                           -                   -             120        
 Loss on sale of fixed assets                                  1                   -             3          
 (Increase)/decrease in inventories                            (1)                 14            (45)       
 (Increase)/decrease in trade and other receivables            152                 32            (94)       
 (Increase)/decrease in trade and other payables               (125)               (89)          99         
 Cash generated from operations                                40                  131           472        

 

 

Notes to the Interim Financial Statements

 
1. Basis of preparation
 

These condensed consolidated financial statements are presented on the basis
of International Financial Reporting Standards (IFRS) as adopted by the
European Union and interpretations issued by the International Financial
Reporting Interpretations Committee (IFRIC) and have been prepared in
accordance with the AIM Rules for Companies and the Companies Act 2006, as
applicable to companies reporting under IFRS.

 

The financial information contained in this announcement, which has not been
audited, does not constitute statutory accounts as defined by Section 434 of
the Companies Act 2006. The Group’s statutory financial statements for the
year ended 31 March 2024, prepared under IFRS, have been filed with the
Registrar of Companies. The auditor’s report for the 2024 financial
statements was unqualified and did not contain a statement under Section 498
(2) or (3) of the Companies Act 2006.

 

The same accounting policies and methods of computation are followed within
these interim financial statements as adopted in the most recent annual
financial statements.

 

Impairment of goodwill

The Board has considered the carrying value of goodwill and is satisfied that
the assumptions made at the time of the last adjustment remain valid.

 
1. Segmental Reporting
                                                          Six months ended              Six months ended         Year ended      
                                                          30 Sept 24                    30 Sept 23               31 Mar 24       
                                                          Unaudited                     Unaudited                Audited         
 Revenue                                                  £’000                         £’000                    £’000           
                                                                                                                                 
 Security division : B2BSG Solutions Ltd                  381                           440                      1,179           
                                                                                                                                 
 Health & Safety division                                                                                                        
 Inspection Services (UK) Ltd                             130                           101                      224             
 Personnel Health & Safety Consultants Ltd                376                           393                      862             
 Quality Leisure Management Ltd                           155                           202                      392             
 RSA Environmental Health Ltd                             184                           161                      345             
                                                          845                           857                      1,823           
                                                                                                                                 
 Systems division : QCS International Ltd                 345                           354                      777             
                                                                                                                                 
 Total revenue                                            1,571                         1,651                    3,779           
                                                                                                                                 
                                                                                                                                 
 Profit/(loss) after taxation, before management charges                                                                         
                                                                                                                                 
 Security division : B2BSG Solutions Ltd                  25                       32                        155                 
                                                                                                                                 
 Health & Safety division                                                                                                        
 Inspection Services (UK) Ltd                             15                       1                         14                  
 Personnel Health & Safety Consultants Ltd                98                       124                       288                 
 Quality Leisure Management Ltd                           8                        59                        90                  
 RSA Environmental Health Ltd                             23                       12                        33                  
 Less: RSA impairment                                     -                        -                         (120)               
                                                          144                      196                       305                 
                                                                                                                                 
 Systems division : QCS International Ltd                 19                       87                        195                 
                                                                                                                                 
 Holding company : PHSC plc                               (200)                    (193)                     (406)               
                                                                                                                                 
 Total Group (loss)/profit after taxation                 (12)                     122                       249                 
                                                                                                                                 

 

 

                                            30 Sept 24    30 Sept 23    31 Mar 24  
                                            Unaudited     Unaudited     Audited    
 Total assets                               £’000         £’000         £’000      
                                                                                   
 Security division : B2BSG Solutions Ltd    475           525           586        
                                                                                   
 Safety division                                                                   
 Inspection Services (UK) Ltd               76            89            77         
 Personnel Health & Safety Consultants Ltd  213           272           259        
 Quality Leisure Management Ltd             111           134           148        
 RSA Environmental Health Limited           558           575           579        
                                            958           1,070         1,063      
                                                                                   
 Systems division : QCS International Ltd   215           205           200        
                                                                                   
 Holding company : PHSC plc                 2,922         3,038         2,937      
                                                                                   
                                            4,570         4,838         4,786      
                                                                                   
 Adjustment of goodwill                     (532)         (591)         (656)      
 Adjustment of deferred tax                 -             2             2          
                                                                                   
 Total assets                               4,038         4,249         4,132      

 

 
1. Property, plant and equipment
                      30 Sept 24    30 Sept 23    31 Mar 24  
                      Unaudited     Unaudited     Audited    
                      £’000         £’000         £’000      
                                                             
 Cost or valuation                                           
 Brought forward      1,037         969           970        
 Additions            79            48            111        
 Disposals            (10)          -             (44)       
 Carried forward      1,106         1,017         1,037      
                                                             
 Depreciation                                                
 Brought forward      535           501           501        
 Charge               38            24            75         
 Disposals            (9)           -             (41)       
 Carried forward      564           525           535        
                                                             
 Net book value       542           492           502        

 
1. (Loss)/earnings per share
 

The calculation of the basic (loss)/earnings per share is based on the
following data.

 

                                                                                         Six months ended    Six months ended    Year ended  
                                                                                         30 Sept 24          30 Sept 23          31 Mar 24   
                                                                                         Unaudited           Unaudited           Audited     
                                                                                         £’000               £’000               £’000       
                                                                                                                                             
 Earnings                                                                                                                                    
 Continuing activities                                                                   (12)                122                 249         
                                                                                                                                             
 Number of shares                                                                        30 Sept 24          30 Sept 23          31 Mar 24   
                                                                                                                                             
 Weighted average number of shares for the purpose of basic (loss)/earnings per share    10,280,853          11,713,776          11,357,413  

 

- ENDS -



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