Interim Results
RNS Number : 3382T
RM PLC
03 July 2018
3 July 2018
RM plc
Interim Results for the period ending 31 May 2018
RM plc ("RM"), a leading supplier of technology and resources to the education sector, reports its interim results for the period ending 31 May 2018.
HIGHLIGHTS
| 2018 | 2017 | Change | |
| Revenue Adjusted* operating profit Statutory operating profit Adjusted* operating profit margin | £94.9m £8.3m £7.7m 8.8% | £71.3m £6.5m £4.3m 9.2% | +33.1% +27.4% +78.4% -0.4pp |
| Adjusted* diluted EPS | 7.3p | 6.8p | +7.4% |
| Interim dividend | 1.90p | 1.65p | +15% |
| Net (debt) / cash Pension deficit | (23.4) (9.1) | 29.3 (22.2) |
| · Revenue increase of 33% reflects The Consortium acquisition · On track to deliver £4m p.a. of synergies by 2020 · Slightly lower operating margins reflect profit seasonality of The Consortium · Continued progress at divisional level o RM Resources : 5% organic revenue growth in the UK and 12% internationally o RM Results : international pipeline gaining traction with three contract wins o RM Education : operating margin improvement of 200 bps · Interim dividend up 15% |
| Contacts RM plc | FTI Consulting |
| David Brooks, Chief Executive Officer Neil Martin, Chief Financial Officer 08450 700300 | Jamie Ricketts / Elena Kalinskaya 020 3727 1000 |
| 6 months to May 2018 | 6 months to May 2017 | 12 months to November 2017 | ||
| Revenue | £94.9m | £71.3m | £185.9m | |
| Adjusted* operating profit | £8.3m | £6.5m | £21.3m | |
| Adjusted* profit before tax | £7.6m | £6.0m | £19.7m | |
| Adjusted* profit after tax | £6.1m | £5.6m | £17.2m | |
| Statutory profit after tax | £5.6m | £3.8m | £12.9m | |
| Adjusted* diluted Earnings per share | 7.3p | 6.8p | 21.0p | |
| Ordinary dividend per share | 1.90p | 1.65p | 6.60p | |
| Net (debt)/cash | £(23.4)m | £29.3m | £(13.4)m |
| 6 months to May 2018 | 6 months to May 2017 | 12 months to November 2017 | ||
| RM Resources revenue | £51.1m | £25.5m | £83.6m | |
| RM Resources adjusted* operating profit | £4.2m | £2.8m | £11.6m |
| 6 months to May 2018 | 6 months to May 2017 | 12 months to November 2017 | ||
| RM Results revenue | £12.3m | £13.5m | £31.6m | |
| RM Results adjusted* operating profit | £2.8m | £2.8m | £7.8m |
| 6 months to May 2018 | 6 months to May 2017 | 12 months to November 2017 | ||
| RM Education revenue | £31.5m | £32.4m | £70.6m | |
| RM Education adjusted* operating profit | £3.6m | £3.1m | £6.6m |
| Condensed Consolidated Income Statement | ||||||||||
| for the 6 months ended 31 May 2018 | ||||||||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||||||||
| Adjusted | Adjustments | Total | Adjusted* | Adjustments* | Total | Adjusted* | Adjustments* | Total | ||
| Note | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| Revenue | 94,890 | - | 94,890 | 71,285 | - | 71,285 | 185,863 | - | 185,863 | |
| Cost of sales | (56,245) | - | (56,245) | (41,628) | - | (41,628) | (112,857) | - | (112,857) | |
| Gross profit | 38,645 | - | 38,645 | 29,657 | - | 29,657 | 73,006 | - | 73,006 | |
| Operating expenses | 4 | (30,301) | (603) | (30,904) | (23,109) | (2,208) | (25,317) | (51,729) | (5,083) | (56,812) |
| Profit from operations | 8,344 | (603) | 7,741 | 6,548 | (2,208) | 4,340 | 21,277 | (5,083) | 16,194 | |
| Investment income | 100 | - | 100 | 170 | - | 170 | 365 | - | 365 | |
| Finance costs | (890) | (18) | (908) | (716) | (36) | (752) | (1,920) | (45) | (1,965) | |
| Profit before tax | 7,554 | (621) | 6,933 | 6,002 | (2,244) | 3,758 | 19,722 | (5,128) | 14,594 | |
| Tax | 5 | (1,455) | 106 | (1,349) | (417) | 479 | 62 | (2,561) | 818 | (1,743) |
| Profit for the period | 6,099 | (515) | 5,584 | 5,585 | (1,765) | 3,820 | 17,161 | (4,310) | 12,851 | |
| Earnings per ordinary share: | 6 | |||||||||
| Basic | 7.5p | 6.8p | 6.9p | 4.7p | 21.1p | 15.8p | ||||
| Diluted | 7.3p | 6.7p | 6.8p | 4.6p | 21.0p | 15.7p | ||||
| Paid and proposed dividends per share: | 7 | |||||||||
| Interim | 1.90p | 1.65p | 1.65p | |||||||
| Final | - | - | 4.95p | |||||||
| *Re-presented (see note 2) | ||||||||||
| All amounts were derived from continuing operations. | ||||||||||
| Condensed Consolidated Statement of Comprehensive Income | ||||
| for the 6 months ended 31 May 2018 | ||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||
| £000 | £000 | £000 | ||
| Profit for the period | 5,584 | 3,820 | 12,851 | |
| Items that will not be reclassified subsequently to profit or loss: | ||||
| Defined benefit pension scheme remeasurements | 9,376 | 11,366 | 17,960 | |
| Tax on items that will not be reclassified subsequently to profit or loss | (1,294) | (1,905) | (3,123) | |
| Items that are or may be reclassified subsequently to profit or loss: | ||||
| Fair value gain/(loss) on hedged instruments | 256 | (553) | (1,306) | |
| Exchange (loss)/gain on translation of overseas operations | (115) | 60 | (36) | |
| Tax on items that are or may be reclassified subsequently to profit or loss | 90 | 51 | (80) | |
| Other comprehensive income | 8,313 | 9,019 | 13,415 | |
| Total comprehensive income | 13,897 | 12,839 | 26,266 | |
| Condensed Consolidated Balance Sheet | ||||
| At 31 May 2018 | ||||
| 6 months ended | 6 months ended | Year ended | ||
| Note | 31 May 2018 | 31 May 2017 | 30 November 2017 | |
| £000 | £000 | £000 | ||
| Non-current assets | ||||
| Goodwill | 45,164 | 14,067 | 45,164 | |
| Other intangible assets | 19,464 | 762 | 20,377 | |
| Property, plant and equipment | 9,782 | 5,112 | 10,369 | |
| Defined Benefit Pension Scheme Surplus | 565 | - | 495 | |
| Other receivables | 8 | 950 | 1,144 | 1,144 |
| Deferred tax assets | 4,844 | 6,706 | 6,484 | |
| 80,769 | 27,791 | 84,033 | ||
| Current assets | ||||
| Inventories | 22,070 | 12,501 | 19,413 | |
| Trade and other receivables | 8 | 31,021 | 24,899 | 29,147 |
| Cash and short-term deposits | 1,240 | 29,268 | 1,797 | |
| 54,331 | 66,668 | 50,357 | ||
| Total assets | 3 | 135,100 | 94,459 | 134,390 |
| Current liabilities | ||||
| Trade and other payables | 9 | (50,611) | (48,119) | (57,636) |
| Tax liabilities | (452) | (403) | (632) | |
| Provisions | 12 | (3,088) | (1,748) | (3,436) |
| Overdraft | (2,277) | - | (2,028) | |
| (56,428) | (50,270) | (63,732) | ||
| Net current (liabilities)/assets | (2,097) | 16,398 | (13,375) | |
| Non-current liabilities | ||||
| Other payables | 9 | (699) | (1,051) | (852) |
| Provisions | 12 | (2,678) | (3,367) | (3,019) |
| Deferred tax liability | (2,889) | - | (2,993) | |
| Defined Benefit Pension Scheme obligation | 13 | (9,714) | (22,238) | (20,731) |
| Bank loan | 10 | (22,347) | - | (13,188) |
| (38,327) | (26,656) | (40,783) | ||
| Total liabilities | (94,755) | (76,926) | (104,515) | |
| Net assets | 40,345 | 17,533 | 29,875 | |
| Equity attributable to shareholders | ||||
| Share capital | 1,891 | 1,890 | 1,890 | |
| Share premium account | 27,080 | 27,035 | 27,035 | |
| Own shares | (1,406) | (1,987) | (1,406) | |
| Capital redemption reserve | 94 | 94 | 94 | |
| Hedging reserve | (171) | 326 | (427) | |
| Translation reserve | (274) | (63) | (159) | |
| Retained earnings - (deficit) | 13,131 | (9,762) | 2,848 | |
| Total equity | 40,345 | 17,533 | 29,875 | |
| Condensed Consolidated Statement of Changes in Equity | |||||||||
| for the 6 months ended 31 May 2018 | Share capital | Share premium | Own shares | Capital redemption reserve | Hedging reserve | Translation reserve | Retained earnings | Total | |
| Note | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| At 1 December 2017 | 1,890 | 27,035 | (1,406) | 94 | (427) | (159) | 2,848 | 29,875 | |
| Profit for the period | - | - | - | - | - | - | 5,584 | 5,584 | |
| Other comprehensive income/(expense) | - | - | - | - | 256 | (115) | 8,172 | 8,313 | |
| Total comprehensive income/(expense) | - | - | - | - | 256 | (115) | 13,756 | 13,897 | |
| Transactions with owners of the Company: | |||||||||
| Sale of shares held in staff share scheme | 1 | 45 | - | - | - | - | - | 46 | |
| Share-based payment fair value adjustments | - | - | - | - | - | - | 574 | 574 | |
| Ordinary dividends paid | 7 | - | - | - | - | - | - | (4,047) | (4,047) |
| At 31 May 2018 | 1,891 | 27,080 | (1,406) | 94 | (171) | (274) | 13,131 | 40,345 | |
| for the 6 months ended 31 May 2017 | Share capital | Share premium | Own shares | Capital redemption reserve | Hedging reserve | Translation reserve | Retained earnings | Total | |
| Note | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| At 1 December 2016 | 1,890 | 27,035 | (1,987) | 94 | 879 | (123) | (19,992) | 7,796 | |
| Profit for the period | - | - | - | - | - | - | 3,820 | 3,820 | |
| Other comprehensive expense | - | - | - | - | (553) | 60 | 9,512 | 9,019 | |
| Total comprehensive income/(expense) | - | - | - | - | (553) | 60 | 13,332 | 12,839 | |
| Transactions with owners of the Company: | |||||||||
| Sale of shares held in staff share scheme | - | - | - | - | - | - | - | - | |
| Share-based payment fair value adjustments | - | - | - | - | - | - | 558 | 558 | |
| Ordinary dividends paid | 7 | - | - | - | - | - | - | (3,660) | (3,660) |
| At 31 May 2017 | 1,890 | 27,035 | (1,987) | 94 | 326 | (63) | (9,762) | 17,533 | |
| for the year ended 30 November 2017 | Share capital | Share premium | Own shares | Capital redemption reserve | Hedging reserve | Translation reserve | Retained earnings | Total | |
| Note | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| At 1 December 2016 | 1,890 | 27,035 | (1,987) | 94 | 879 | (123) | (19,992) | 7,796 | |
| Profit for the year | - | - | - | - | - | - | 12,851 | 12,851 | |
| Other comprehensive income/(expense) | - | - | - | - | (1,306) | (36) | 14,757 | 13,415 | |
| Total comprehensive income/(expense) | - | - | - | - | (1,306) | (36) | 27,608 | 26,266 | |
| Transactions with owners of the Company: | |||||||||
| Share-based payment awards exercised | - | - | 581 | - | - | - | (581) | - | |
| Purchase of own shares | - | - | - | - | - | - | - | - | |
| Share-based payment fair value adjustments | - | - | - | - | - | - | 821 | 821 | |
| Ordinary dividends paid | 7 | - | - | - | - | - | - | (5,008) | (5,008) |
| At 30 November 2017 | 1,890 | 27,035 | (1,406) | 94 | (427) | (159) | 2,848 | 29,875 | |
| Condensed Consolidated Cash Flow Statement | |||||
| for the 6 months ended 31 May 2018 | |||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | |||
| Note | £000 | £000 | £000 | ||
| Profit before tax | 6,933 | 3,758 | 14,594 | ||
| Investment income | (100) | (170) | (365) | ||
| Finance costs | 908 | 752 | 1,965 | ||
| Profit from operations | 7,741 | 4,340 | 16,194 | ||
| Adjustments for: | |||||
| Acquisition related costs | 4 | - | 1,324 | 2,643 | |
| Impairment of acquisition related intangible assets | - | - | 33 | ||
| Amortisation of other related intangible assets | 1,083 | 101 | 1,107 | ||
| Depreciation and impairment of property, plant and equipment | 884 | 1,237 | 2,289 | ||
| Loss on disposal of other intangible assets | - | - | 21 | ||
| Loss on disposal of property, plant and equipment | 76 | 7 | 135 | ||
| Loss/(gain) on foreign exchange derivatives | 256 | (491) | (1,306) | ||
| Share-based payment fair value adjustment | 574 | 558 | 821 | ||
| Increase in provisions | 12 | 518 | 482 | 1,997 | |
| Defined Benefit Pension Scheme administration cost | 13 | 300 | 318 | 552 | |
| Operating cash flows before movements in working capital | 11,432 | 7,876 | 24,486 | ||
| Increase in inventories | (2,657) | (1,812) | (27) | ||
| (Increase)/decrease in receivables | (1,349) | (422) | 5,443 | ||
| Movement in payables: | |||||
| - decrease in trade and other payables | (7,531) | (7,636) | (7,129) | ||
| - utilisation of onerous lease and dilapidations provisions | 12 | (357) | (15) | (308) | |
| - utilisation of employee-related restructuring provisions | 12 | (850) | (1,752) | (1,697) | |
| - utilisation of other provisions | 12 | - | (295) | (236) | |
| Cash (used in)/generated by operations | (1,312) | (4,056) | 20,532 | ||
| Defined Benefit Pension Scheme cash contributions | (2,291) | (1,992) | (4,187) | ||
| Tax paid | (978) | (563) | (2,019) | ||
| Income on sale of finance lease debt | - | - | 9 | ||
| Net cash (outflow)/inflow from operating activities | (4,581) | (6,611) | 14,335 | ||
| Investing activities | |||||
| Interest received | 48 | 89 | 307 | ||
| Repayment of loans by third parties | 52 | 8 | 16 | ||
| Acquisition net of cash acquired | - | - | (58,407) | ||
| Acquisition related costs | (335) | (80) | (2,834) | ||
| Proceeds on disposal of property, plant and equipment | - | 18 | 12 | ||
| Purchases of property, plant and equipment | (563) | (110) | (1,150) | ||
| Purchases of other intangible assets | (12) | (158) | (176) | ||
| Amounts transferred from short-term deposits | - | 3,014 | 3,014 | ||
| Net cash (used in)/generated by investing activities | (810) | 2,781 | (59,218) | ||
| Financing activities | |||||
| Ordinary dividends paid | 7 | (4,047) | (3,660) | (5,008) | |
| Drawdown of borrowings | 9,000 | - | 14,000 | ||
| Borrowing facilities arrangement and commitment fees | (163) | (193) | (1,098) | ||
| Interest paid | (235) | - | (224) | ||
| Purchase of own shares | 45 | - | - | ||
| Net cash generated by/(used in) financing activities | 4,600 | (3,853) | 7,670 | ||
| Net decrease in cash and cash equivalents | (791) | (7,683) | (37,213) | ||
| Cash and cash equivalents at the beginning of the period/year | (231) | 36,973 | 36,973 | ||
| Effect of foreign exchange rate changes | (15) | (22) | 9 | ||
| Cash and cash equivalents at the end of period/ year | (1,037) | 29,268 | (231) | ||
| Notes to the Condensed Interim Financial Statements 1. General information RM plc ('Company') is incorporated in the United Kingdom and listed on the London Stock Exchange. The unaudited Condensed Consolidated Interim Financial Statements as at 31 May 2018 and for the 6 months then ended comprise those of the Company and its subsidiaries (together 'the Group'). The comparative figures for the financial year ended 30 November 2017 are not the Group's statutory accounts for that financial year (see note 2). Those accounts have been reported on by the Group's auditor and delivered to the registrar of companies. The report of the auditor was (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006. | |||||
| Condensed Consolidated Income Statement presentation | |||||
| The Directors assess the performance of the Group using an adjusted operating profit and profit before tax. The Directors use this measurement basis as it excludes the effect of transactions that could distort the understanding of the Group's performance for the year and comparability between periods. This includes making certain adjustments for income and expense which are one-off in nature, or non-cash items and those with potential variability year on year which might mask underlying performance. Further details are provided in note 2. | |||||
| Other Comprehensive Income During the period, £9.4m of actuarial gains relating to the defined benefit pension scheme deficit have been recognised in Other Comprehensive Income. These include cash contributions from the Company of £2.3m. | |||||
| 2. Accounting policies | |||||
| This condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union. | |||||
| The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. As required by the Disclosure and Transparency Rules of the Financial Conduct Authority (FCA), the condensed set of financial statements has been prepared applying the accounting policies and presentation that were applied in the preparation of the Group's published Consolidated Financial Statements for the year ended 30 November 2017. | |||||
| The preparation of the Condensed Consolidated Interim Financial Statements, in conformity with generally accepted accounting principles, requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Interim Financial Statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on the Directors' best knowledge of current events and actions, actual results ultimately may differ from those estimates. | |||||
| In preparing these Condensed Consolidated 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 30 November 2017. Alternative Performance Measures (APMs) In response to the Guidelines on APMs issued by the European Securities and Markets Authority (ESMA) and the Financial Reporting Council (FRC), additional information on the APMs used by the Group is provided below. The following APMs are used by the Group: - Adjusted operating profit - Adjusted profit before tax; Further explanation of what each APM comprises and reconciliations between Statutory reported measures and adjusted measures are shown in note 4. The Board believes that presentation of the Group results in this way is relevant to an understanding of the Group's financial performance, as adjustment items are identified by virtue of their size, nature and/or incidence. This presentation is consistent with the way that financial performance is measured by management, reported to the Board, the basis of financial measures for senior management's compensation schemes and assists in providing supplementary information that assists the user to understand better the financial performance, position and trends of the Group. In determining whether an event or transaction is an adjustment, the Board considers both quantitative and qualitative factors such as the frequency or predictability of occurrence. During the year, the Group has refined its policy in relation to adjustment items so as to streamline its application, simplify the Group's reporting and ensure consistency between Adjusted and Adjustment performance. In particular, the Board considers the recognition of share based payments should be included in arriving at Adjusted profits. In prior periods such payments have been excluded in arriving at Adjusted profit. On this basis prior year results have been re-presented, giving rise to a decrease in the Group's Operating profit of £0.6m, and a decrease in the Group's Profit before tax of £0.6m. There is no impact on the Statutory performance of the Group or the Group's condensed consolidated balance sheet, further detail is set out in note 4. The APMs used by the Group are not defined terms under IFRS and may therefore not be comparable with similarly titled measures reported by other companies. They are not intended to be a substitute for, or superior to, GAAP measures. All APMs relate to the current year results and comparative periods where provided. | |||||
| Going concern | |||||
| The Directors, having made appropriate enquiries, consider that the Group has adequate resources to continue in operational existence for the foreseeable future and that therefore it is appropriate to adopt the going concern basis in preparing the Interim Financial Statements. The profitability and cash flows of the Group are in line with expectations and for further details please see the strategic report in the annual report and financial statements for the year ended 30 November 2017. | |||||
| 3. Segmental results |
| The Group's business is supplying products, services and solutions to the UK and international education markets. Information reported to the Group's Chief Executive for the purposes of resource allocation and assessment of segmental performance is focussed on the nature of each type of activity. |
| The Group is structured into three operating divisions: RM Resources, RM Results and RM Education. |
| Corporate Services consists of central business costs associated with being a listed company, share based payment charges and non-division specific pension costs. |
| This segmental analysis shows the results and assets of these divisions. Revenue is that earned by the Group from third parties. Net financing costs and tax are not allocated to segments as the funding, cash and tax management of the Group are activities carried out by the central treasury and tax functions. |
| 6 months ended 31 May 2018 | RM Resources | RM Results | RM Education | Corporate Services | Total | |
| £000 | £000 | £000 | £000 | £000 | ||
| Revenue | 51,105 | 12,287 | 31,498 | - | 94,890 | |
| Adjusted profit/(loss) from operations | 4,183 | 2,825 | 3,644 | (2,308) | 8,344 | |
| Adjusted investment income | 100 | |||||
| Adjusted finance costs | (890) | |||||
| Adjusted profit before tax | 7,554 | |||||
| Adjustments (see note 4) | (621) | |||||
| Profit before tax | 6,933 | |||||
| 6 months ended 31 May 2017 | RM Resources | RM Results | RM Education | Corporate Services | Total | |
| £000 | £000 | £000 | £000 | £000 | ||
| Revenue | 25,480 | 13,450 | 32,355 | - | 71,285 | |
| Adjusted* profit/(loss) from operations | 2,827 | 2,751 | 3,098 | (2,128) | 6,548 | |
| Adjusted investment income | 170 | |||||
| Adjusted finance costs | (716) | |||||
| Adjusted* profit before tax | 6,002 | |||||
| Adjustments* (see note 4) | (2,244) | |||||
| Profit before tax | 3,758 | |||||
| Year ended 30 November 2017 | RM Resources | RM Results | RM Education | Corporate Services | Total | |
| £000 | £000 | £000 | £000 | £000 | ||
| Revenue | 83,632 | 31,618 | 70,613 | - | 185,863 | |
| Adjusted* profit/(loss) from operations | 11,604 | 7,761 | 6,552 | (4,640) | 21,277 | |
| Adjusted investment income | 365 | |||||
| Adjusted finance costs | (1,920) | |||||
| Adjusted* profit before tax | 19,722 | |||||
| Adjustments* (see note 4) | (5,128) | |||||
| Profit before tax | 14,594 | |||||
| * Re-presented (see note 2) | ||||||
| Segmental assets | ||||||
| RM Resources | RM Results | RM Education | Corporate Services | Total | ||
| At 31 May 2018 | £000 | £000 | £000 | £000 | £000 | |
| Segmental | 106,825 | 5,978 | 15,571 | 70 | 128,444 | |
| Other | 6,656 | |||||
| Total assets | 135,100 | |||||
| RM Resources | RM Results | RM Education | Corporate Services | Total | ||
| At 31 May 2017 | £000 | £000 | £000 | £000 | £000 | |
| Segmental | 33,533 | 6,912 | 17,682 | 138 | 58,265 | |
| Other | 36,194 | |||||
| Total assets | 94,459 | |||||
| RM Resources | RM Results | RM Education | Corporate Services | Total | ||
| At 30 November 2017 | £000 | £000 | £000 | £000 | £000 | |
| Segmental | 103,935 | 6,324 | 15,627 | 205 | 126,091 | |
| Other | 8,299 | |||||
| Total assets | 134,390 | |||||
| Other non-segmented assets includes tax assets, cash and short-term deposits and other non division-specific assets. | ||||||
| 4. Adjustments to Consolidated Income Statement |
| 6 months ended | 6 months ended | Year ended | ||
| 31 May 2018 | 31 May 2017 | 30 November 2017 | ||
| Operating expenses | £000 | £000 | £000 | |
| Amortisation of acquisition related intangible assets | (603) | - | (503) | |
| Net increase of provisions for onerous lease contracts | - | (884) | (353) | |
| Acquisition related costs | - | (1,324) | (2,643) | |
| Restructuring costs | - | - | (1,584) | |
| Total operating expenses adjustments* | (603) | (2,208) | (5,083) | |
| Finance costs | (18) | (36) | (45) | |
| Total finance costs adjustments | (621) | (2,244) | (5,128) | |
| Tax | 106 | 479 | 818 | |
| Total tax adjustments* | (515) | (1,765) | (4,310) | |
| * Prior year/period re-presented (see note 2) |
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | |||||||
| Adjusted | Adjustments | Total | Adjusted* | Adjustments* | Total | Adjusted* | Adjustments* | Total | |
| £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| Profit before tax | 7,554 | (621) | 6,933 | 6,002 | (2,244) | 3,758 | 19,722 | (5,128) | 14,594 |
| Tax charge | (1,455) | 106 | (1,349) | (417) | 479 | 62 | (2,561) | 818 | (1,743) |
| Effective tax rate | 19.3% | (17.0%) | 19.5% | 6.9% | (21.3%) | (1.6%) | 13.0% | (16.0%) | 11.9% |
| * Re-presented (see note 2) | |||||||||
| 6. Earnings per ordinary share | ||||||||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||||||||
| Profit after tax | Weighted average number of shares | Pence per share | Profit after tax | Weighted average number of shares | Pence per share | Profit after tax | Weighted average number of shares | Pence per share | ||
| £000 | '000 | £000 | '000 | £000 | '000 | |||||
| Basic earnings per ordinary share: | ||||||||||
| Basic earnings | 5,584 | 81,751 | 6.8 | 3,820 | 81,324 | 4.7 | 12,851 | 81,455 | 15.8 | |
| Adjustments* (see note 4) | 515 | - | 0.7 | 1,765 | - | 2.2 | 4,310 | - | 5.3 | |
| Adjusted* basic earnings | 6,099 | 81,751 | 7.5 | 5,585 | 81,324 | 6.9 | 17,161 | 81,455 | 21.1 | |
| Diluted earnings per ordinary share: | ||||||||||
| Basic earnings | 5,584 | 81,751 | 6.8 | 3,820 | 81,324 | 4.7 | 12,851 | 81,455 | 15.8 | |
| Effect of dilutive potential ordinary shares: share-based payment awards | - | 1,655 | (0.1) | - | 1,248 | (0.1) | - | 179 | (0.0) | |
| Diluted earnings per ordinary share | 5,584 | 83,406 | 6.7 | 3,820 | 82,572 | 4.6 | 12,851 | 81,634 | 15.7 | |
| Adjustments* (see note 4) | 515 | - | 0.6 | 1,765 | - | 2.2 | 4,310 | - | 5.3 | |
| Adjusted* diluted earnings | 6,099 | 83,406 | 7.3 | 5,585 | 82,572 | 6.8 | 17,161 | 81,634 | 21.0 | |
| * Re-presented (see note 2) | ||||||||||
| 7. Dividends | |||
| Amounts recognised as distributions to equity holders were: | |||
| 6 months ended | 6 months ended | Year ended | |
| 31 May 2018 | 31 May 2017 | 30 November 2017 | |
| £000 | £000 | £000 | |
| Final dividend for the year ended 30 November 2017 - 4.95p per share (2016: 4.50p) | 4,047 | 3,660 | 3,660 |
| Interim dividend for the year ended 30 November 2017 - 1.65p per share | - | - | 1,348 |
| 4,047 | 3,660 | 5,008 | |
| The proposed interim dividend of 1.90p per share was approved by the Board on 02 July 2018. The anticipated cost of £1,550,000 has not been included as a liability at 31 May 2018. | |||
| 8. Trade and other receivables | ||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||
| Note | £000 | £000 | £000 | |
| Current | ||||
| Financial assets | ||||
| Trade receivables | 20,765 | 16,896 | 20,770 | |
| Long-term contract balances | 11 | 332 | 206 | 3 |
| Other receivables | 1,179 | 1,214 | 1,146 | |
| Derivative financial instruments | - | 362 | - | |
| Accrued income | 1,858 | 1,681 | 1,366 | |
| 24,134 | 20,359 | 23,285 | ||
| Non-financial assets | ||||
| Prepayments | 6,887 | 4,540 | 5,862 | |
| 31,021 | 24,899 | 29,147 | ||
| Non-current | ||||
| Financial assets | ||||
| Other receivables | 950 | 1,144 | 1,144 |
| 9. Trade and other payables | ||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||
| Note | £000 | £000 | £000 | |
| Current | ||||
| Financial liabilities | ||||
| Trade payables | 16,664 | 11,525 | 18,524 | |
| Other taxation and social security | 4,433 | 3,867 | 4,765 | |
| Other payables | 1,103 | 964 | 535 | |
| Derivative financial instruments | 109 | 45 | 389 | |
| Accruals | 10,423 | 8,336 | 12,975 | |
| Long-term contract balances | 11 | 6,318 | 12,389 | 10,183 |
| 39,050 | 37,126 | 47,371 | ||
| Non-financial liabilities | ||||
| Deferred income | 11,561 | 10,993 | 10,265 | |
| 50,611 | 48,119 | 57,636 | ||
| Non-current | ||||
| Non-financial liabilities | ||||
| Deferred income: | ||||
| - due after one year but within two years | 604 | 603 | 409 | |
| - due after two years but within five years | 95 | 448 | 443 | |
| 699 | 1,051 | 852 |
| 10. Borrowings | ||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||
| £000 | £000 | £000 | ||
| Bank loan | (23,000) | - | (14,000) | |
| Capitalised fees | 653 | - | 812 | |
| (22,347) | - | (13,188) |
| 11. Long-term contracts | ||||
| 6 months ended 31 May 2018 | 6 months ended 31 May 2017 | Year ended 30 November 2017 | ||
| Note | £000 | £000 | £000 | |
| Amounts due from contract customers included in trade and other receivables | 8 | 332 | 206 | 3 |
| Amounts due to contract customers included in trade and other payables | 9 | (6,318) | (12,389) | (10,183) |
| (5,986) | (12,183) | (10,180) |
| 12. Provisions | |||||
| Onerous lease and dilapidations | Employee-related restructuring | Other | Total | ||
| £000 | £000 | £000 | £000 | ||
| At 1 December 2017 | 3,770 | 978 | 1,707 | 6,455 | |
| Utilisation of provisions | (357) | (850) | - | (1,207) | |
| Release of provisions | (43) | (37) | (199) | (279) | |
| Increase in provisions | 31 | 719 | 29 | 779 | |
| Unwind of discount | 18 | - | - | 18 | |
| At 31 May 2018 | 3,419 | 810 | 1,537 | 5,766 |
| The Group has both defined benefit and defined contribution pension schemes. There are three defined benefit pension schemes, the Research Machines plc 1988 Pension Scheme (the "RM Scheme") and, following the acquisition of The Consortium in June 2017, the CARE Scheme and the Platinum Scheme. The RM Scheme and the CARE Scheme are both operated for employees and former employees of the Group only. The Platinum Scheme is a multi-employer scheme, with The Consortium being just one of a number of employers. The Group plays no active part in managing that Scheme, although the number of the Group's employees in that Scheme is small and so the impact / risk to the Group from that Scheme is limited. For all three Schemes, based on the advice of a qualified independent actuary at each balance sheet date and using the projected unit method, the administrative expenses and current service costs are charged to operating profit, with the interest cost, net of interest on scheme assets, reported as a financing item. Defined benefit pension scheme remeasurements are recognised as a component of other comprehensive income such that the balance sheet reflects the scheme's surplus or deficit as at the balance sheet date. Contributions to defined contribution plans are charged to operating profit as they become payable. Scheme assets are measured at bid-price, where available, at 31 May 2018. The present value of the defined benefit obligation was measured using the projected unit method. Under the guidance of IFRIC 14, the Group are able to recognise a pension surplus on the balance sheet for all three schemes. In the year ended 30 November 2017 the RM and CARE schemes show a deficit and the Platinum scheme is in surplus. The Research Machines plc 1988 Pension Scheme (RM Scheme) The Scheme provides benefits to qualifying employees and former employees of RM Education Limited, but was closed to new members with effect from 1 January 2003 and closed to future accrual of benefits from 31 October 2012. The assets of the Scheme are held separately from RM Education Limited's assets in a trustee-administered fund. The Trustee is a limited company. Directors of the Trustee company are appointed by RM Education Ltd and by members. The Scheme is a funded scheme. | ||
| The most recent actuarial valuation of Scheme assets and the present value of the defined benefit obligation was carried out for statutory funding purposes at 31 May 2015 by a qualified independent actuary. IAS 19 Employee Benefits (revised) liabilities at 31 May 2018 have been rolled forward based on this valuation's base data. | ||
| As at 31 May 2015, the triennial valuation for statutory funding purposes showed a deficit of £41.8m (31 May 2012: £53.5m). The Group agreed with the Scheme Trustees that it will repay this amount via deficit catch-up payments of £4m in December 2015 and £3.6m per annum until 30 September 2024. At 31 May 2018 there were amounts outstanding of £0.3m (2017: £0.3m) for one month's deficit payment and £32,000 (2017: £32,000) for Scheme expenses. The next triennial valuation of the Scheme is due as at 31 May 2018 and may result in changes to the level of deficit catch-up payments required. | ||
| In addition to the £4.0m of catch-up payments in December 2015, a further £4.0m contribution was paid in December 2015 into an escrow account established in March 2014, the use of which within the Scheme is required to be agreed by RM Education Limited and the Scheme Trustee. | ||
| The parent company RM plc has entered into a pension protection fund compliant guarantee in respect of scheme liabilities. No liability has been recognised for this within the Company as the Directors consider that the likelihood of it being called upon is remote. | ||
| The Consortium CARE Scheme | ||
| Until 31 December 2005, The Consortium for Purchasing and Distribution Ltd ("The Consortium", acquired by the Company on 30 June 2017) operated the CARE Scheme providing benefits on both a defined benefit (final salary-linked) and a defined contribution basis. From 1 January 2006, the defined benefit (final salary-linked) and defined contribution sections were closed and all employees, subject to the eligibility conditions set out in the Trust Deed and Rules, joined a new defined benefit (Career Average Revalued Earnings) section. As at 28 February 2011 the Scheme was closed to future accruals. The Scheme is subject to the Statutory Funding Objective under the Pensions Act 2004. A valuation of the Scheme is carried out at least once every three years to determine whether the Statutory Funding Objective is met. As part of the process, The Consortium must agree with the trustees of the Scheme the contributions to be paid to address any shortfall against the Statutory Funding Objective. The Statutory Funding Objective does not currently impact on the recognition of the Scheme in these accounts. The Scheme is managed by a Board of Trustees appointed in part by the Company and in part from elections by members of the Scheme. The Trustees have responsibility for obtaining valuations of the fund, administering benefit payments and investing Scheme assets. The Trustees delegate some of these functions to their professional advisers where appropriate. The valuation of the Scheme at 31 December 2016 was a deficit of £4.2m. | ||
| Prudential Platinum Pension | ||
| The Consortium acquired West Mercia Supplies in April 2012 (prior to the Company acquiring The Consortium). Upon acquisition by The Consortium of West Mercia Supplies, a pension scheme was set up providing benefits on both a defined benefit (final salary-linked) and a defined contribution basis for West Mercia employees. The most recent full actuarial valuation was carried out by the independent actuaries Xafinity on 31 December 2015. Using the assumptions below the results of the full valuation were adjusted and rolled forward to form the basis for the current year valuation. The Scheme is administered within a legally separate trust from The Consortium and the Trustees are responsible for ensuring that the correct benefits are paid, that the Scheme is appropriately funded and that the Scheme assets are appropriately invested. The valuation of the Scheme at 31 December 2015 was a deficit of £70,000. | ||
| Neil Martin Chief Financial Officer | |