REG - Rosebank Industries - Audited results for seven month period to 31/12/24
19/02/2025 18:30
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RNS Number : 7663X Rosebank Industries PLC 19 February 2025
ROSEBANK INDUSTRIES PLC
AUDITED RESULTS FOR THE SEVEN MONTH PERIOD ENDED 31 DECEMBER 2024
Rosebank Industries plc ("Rosebank" or the "Company" or the "Group") today
announces its audited results for the seven month period ended 31 December
2024.
Adjusted(1) results Statutory results
Operating loss (1.6) (9.5)
Free cash flow 1 (#_ftn1) (0.6) n/a
Cash and cash equivalents 48.1 48.1
· A return to the "Buy, Improve, Sell" model following a successful
listing on AIM in July, which raised £50 million of seed capital from
founders and key shareholders
· Disciplined capital management limiting the Group to a free cash
outflow(1) of £0.6 million, retaining £48.1 million of the initial seed
capital after deducting listing fees and acquisition related costs
· Adjusted(1) operating loss of £1.6 million after establishing Head
Office operations
· Re-established the networks and financing sources in search for the
first acquisition and conducted due diligence on potential targets in US, UK
and Northern Europe
· As announced earlier today, the Company is currently in discussions
in relation to a possible acquisition of Electrical Components International,
Inc. ("ECI"), the predominantly US based, market leading, manufacturing
business providing critical electrical solutions to a range of end markets
Enquiries:
Montfort Communications
Nick Miles
+44 7739
701 634, miles@montfort.london
Charlotte McMullen
+44 7921 881 800,
mcmullen@montfort.london
Investec Bank
plc
+44 (0)20 7597 5970
(Nominated Advisor, Joint Broker & Financial Advisor)
Carlton Nelson
Christopher Baird
Chairman's Statement
I am pleased to present Rosebank's first set of results since its admission in
July. The Board and the Founders are excited to return the highly successful
"Buy, Improve, Sell" model to the public markets. With the welcome support
of our key shareholders, we were admitted to trading on AIM in July, raising
£50 million in initial capital. We have gained a stellar register of
investors, many of whom have been investors in the Rosebank team previously.
We thank them for their support and look forward to delivering on the
opportunities we are seeking.
Dividend
As previously stated, until completion of a major acquisition, the Directors
do not intend to pay a dividend. Following such an acquisition the Directors
will determine an appropriate dividend policy. Consequently, the Board has
confirmed that there will be no final dividend for the period since admission.
Purpose, business model and strategy
Rosebank is executing its "Buy, Improve, Sell" strategy, whereby it seeks to
acquire good engineering businesses with strong market positions that would
benefit from an improvement in their performance, with a view to investing in
those businesses and empowering their management teams to unlock improvements
and drive value and performance to generate an above average return for
shareholders and ongoing benefits for wider stakeholders. Our preference is
for businesses that are approximately $3 billion in enterprise value that are
headquartered in either the US, the UK or Northern Europe.
We intend to do overlapping acquisitions, seeking subsequent opportunities
once we are confident improvements are substantially underway in any existing
businesses, although we may be quicker with the second acquisition in
recognition of the additional initial bandwidth until multiple businesses are
in the Group.
Possible transaction
As announced earlier today, the Company is in discussions with Cerberus
Capital Management, LP. ("Cerberus"), regarding a possible transaction (the
"Transaction").
The potential terms of the Transaction remain confidential at this stage,
however the Company notes that the possible Transaction is in line with its
acquisition criteria and, if it proceeds, would be funded through a
combination of a fully underwritten equity issue (the "Fundraise") and new
debt facilities. A further announcement will be made, as and when required.
Governance
The Board has initially established a strong corporate governance framework
appropriate to the size and nature of the Group at this time, supporting the
Board in its decision-making for the benefit of shareholders and wider
stakeholders. Further details are set out in the Corporate Governance
Report, which confirms the Company's intention to phase implementation of the
UK Corporate Governance Code in full after it makes its first acquisition.
Justin Dowley
Non-Executive Chairman
19 February 2025
CEO Review
Immediately after admission, our attention shifted to finding and securing an
appropriate business for our first acquisition, with the preference being
approximately $3 billion in enterprise value and headquartered in the US, the
UK or Northern Europe. Our time in the market since then has already
confirmed our confidence that there are plenty of opportunities available for
our "Buy, Improve, Sell" model to achieve further success in our new home.
The focus remains sharply on securing the first acquisition.
The Company is seeking businesses with strong underlying fundamentals and
robust competitive positioning, but with scope for improvement. Rosebank
intends to create value primarily through eliminating unnecessary corporate
overheads; changing the focus of management teams and incentivising those
management teams well; driving sustainable improvement; focusing on
profitability and cash generation; and reinvesting heavily to drive long-term
performance. We look forward to delivering this both for our shareholders and
the businesses we acquire.
Outlook
The Board is very excited about the opportunities for Rosebank and look
forward to creating shareholder value in the years to come.
Simon Peckham
Chief Executive Officer
19 February 2025
Finance Directors Review
The statutory results of the Group for the seven month period ended 31
December 2024 show an operating loss of £9.5 million and a loss before tax of
£8.6 million. The adjusted results for the Group, shown on the face of the
Income Statement are adjusted to exclude certain items which are significant
in size or volatility or by nature are non-trading or non-recurring. It is the
Group's accounting policy to exclude these items from the adjusted results,
which are used as an Alternative Performance Measure ("APM") as described by
the European Securities and Markets Authority ("ESMA"). APMs used by the Group
are defined in the glossary to the Consolidated Financial Statements.
Despite the Group being in a pre-acquisition phase, the Rosebank Board has
consistently applied the classification and presentation of adjusting items in
this initial reporting period. The adjusted results are considered to be an
important measure used to monitor how the businesses are performing as they
present a consistent and comparable set of results between different reporting
periods.
The adjusted results for the period ended 31 December 2024 show an operating
loss of £1.6 million and a loss after tax of £0.7 million. Given the Group
structure during the period all results relate to Corporate costs and there
are no other reporting segments.
Reconciliation of statutory results to adjusted results
The following table reconciles the Group statutory operating loss to adjusted
operating loss:
Seven month
period ended
31 December
2024
£m
Statutory operating loss (9.5)
Adjusting items:
Acquisition related costs 4.1
Equity-settled compensation scheme charges 3.8
Adjustments to statutory operating loss 7.9
Adjusted operating loss (1.6)
Adjusting items to the statutory operating loss include:
· Directly attributable third party acquisition related costs of £4.1
million, including such costs incurred during acquisition processes that did
not complete. These are excluded from adjusted results due to their size and
non-trading nature.
· The charge for the Rosebank equity-settled compensation schemes of
£3.8 million, which includes a charge related to employer's tax payable of
£0.2 million. This is excluded from adjusted results due to its size and
volatility. The shares that would be issued, based on the scheme's current
valuation at the end of the year, are included in the calculation of the
adjusted diluted earnings per share.
Finance costs and income
The finance income in the statutory IFRS results for the period ended 31
December 2024 was £0.9 million, which included interest on bank balances and
deposits held in short term money market funds.
Tax
The tax charge shown in the statutory results on a statutory loss before tax
of £8.6 million is £nil. A tax credit was not recognised as it was
determined there are not currently sufficient future profits anticipated to
recover any deferred tax asset for unused losses.
Cash management
On admission to AIM, seed capital proceeds of £50.0 million were raised by
the Group, and after paying £1.1 million in associated costs of raising
capital, £0.2 million of acquisition related costs, along with a free cash
outflow in the period of £0.6 million, the Group held a cash balance of
£48.1 million at 31 December 2024.
An analysis of free cash flow in the period is shown in the table below:
Seven month
period ended
31 December
2024
£m
Adjusted operating loss (1.6)
Working capital movements 0.3
Adjusted operating cash flow (1.3)
Interest 0.7
Free cash flow (0.6)
Free cash flow for the Group in the seven month period ended 31 December 2024
was an outflow of £0.6 million, which included an adjusted operating cash
outflow of £1.3 million, primarily related to Head office activities,
partially offset by interest received in the period of £0.7 million.
Financial risk management
A risk management and internal controls framework is in place for the Group
which is reflective of the Group's current size, as it seeks its initial
acquisition. The most significant financial risk for the Group is currently
considered to be liquidity. The Group holds £48.1 million of cash at 31
December 2024 and therefore has sufficient headroom to minimise any liquidity
risk. The cash balances are spread between two bank accounts and a top-tier
rated money market fund, diversifying counterparty risk.
Going Concern
As part of their consideration of going concern, the Directors have reviewed
the Group's future cash forecasts. Considering the Group's current cash
position, the Directors consider it appropriate that the Group can manage its
business risks successfully and adopt a going concern basis in preparing these
Consolidated Financial Statements.
Matthew Richards
Group Finance Director
19 February 2025
Cautionary Statement
This announcement contains statements that are, or may be deemed to be
"forward-looking statements". These forward-looking statements may be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "plans", "projects", "anticipates", "potential",
"predicts", "expects", "intends", "may", "will", "can", "likely" or "should"
or, in each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives, goals, future
events or intentions. Forward-looking statements may and often do differ
materially from actual results. Any forward-looking statements reflect the
Company's current view with respect to future events and are subject to risks
relating to future events and other risks, uncertainties and assumptions
relating to the business, results of operations, financial position,
liquidity, prospects, growth and strategies of the Group. Forward-looking
statements speak only as of the date they are made.
In light of these risks, uncertainties and assumptions, the events in the
forward-looking statements may not occur or the Company's or the Group's
actual results, performance or achievements of the Company might be materially
different from the expected results, performance or achievements expressed or
implied by such forward-looking statements. Forward-looking statements
contained in this announcement speak only as at the date of this announcement.
The Company expressly disclaims any obligation or undertaking to update these
forward-looking statements contained in this announcement to reflect any
change in their expectations or any change in events, conditions, or
circumstances on which such statements are based unless required to do so by
applicable law, the Listing Rules and the Disclosure Guidance and Transparency
Rules of the FCA or Regulation (EU) 596/2014 as it forms part of the domestic
law of the United Kingdom by virtue of the European Union (Withdrawal) Act
2018.
Consolidated Income Statement
Notes Seven month
period ended
31 December
2024
£m
Operating expenses (9.5)
Operating loss 3 (9.5)
Finance income 0.9
Loss before tax 4 (8.6)
Tax -
Loss after tax for the period (8.6)
5 (53.5p)
Earnings per share 5 (53.5p)
- Basic
- Diluted
Adjusted((1)) results
Adjusted operating loss 3 (1.6)
Adjusted loss after tax 3 (0.7)
Adjusted basic earnings per share 5 (4.4p)
Adjusted diluted earnings per share 5 (4.4p)
(1) Defined in note 2.
There was no other comprehensive income during the period, therefore a
Statement of Other Comprehensive Income has not been presented. The above
results have been derived from continuing operations.
Consolidated Statement of Cash Flows
Notes Seven month
period ended
31 December
2024
£m
Operating activities
Net cash used in operating activities 7 (1.5)
Investing activities
Interest received 0.7
Net cash from investing activities 0.7
Financing activities
Cash proceeds from issuing shares 50.0
Associated costs from issuing shares (1.1)
Net cash from financing activities 48.9
48.1
Net increase in cash and cash equivalents -
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period 48.1
Consolidated Balance Sheet
Notes 31 December
2024
£m
Non-current assets 0.5
Property, plant and equipment
0.5
Current assets 0.3
Other receivables 48.1
Cash and cash equivalents
48.4
Total assets 48.9
Current liabilities 4.3
Trade and other payables
4.3
Net current assets 44.1
Non-current liabilities
Lease obligations
Provisions
0.5
6 0.2
0.7
Total liabilities 5.0
Net assets 43.9
Equity
Issued share capital 48.9
Retained earnings (5.0)
Equity attributable to owners of the parent 43.9
The Financial Statements were approved and authorised for issue by the Board
of Directors on 19 February 2025 and were signed on its behalf by:
Simon Peckham
Matthew Richards
Chief
Executive
Group Finance Director
19 February
2025
19 February 2025
Consolidated Statement of Changes in Equity
Issued share capital Retained Equity attributable to owners
of the parent
£m earnings
£m
£m
At 31 May 2024 - - -
Loss for the period - (8.6) (8.6)
Issue of new shares net of costs paid((1)) 48.9 - 48.9
Equity-settled share-based payments - 3.6 3.6
At 31 December 2024 48.9 (5.0) 43.9
(1) Further information is set out in note 1.
Notes to the Financial Statements
1. Corporate information
The financial information included within this Preliminary Announcement does
not constitute the statutory accounts of Rosebank Industries plc ("the
Company") for the seven month period ended 31 December 2024 but is derived
from those accounts. Statutory accounts for the seven month period ended 31
December 2024 will be delivered in due course to the registrar of companies
with the Jersey Financial Statements Commission ("JSFC"). The auditor has
reported on those Financial Statements; their reports were unqualified, did
not draw attention to any matters by way of emphasis and did not contain a
statement under section 113B (3) or (6) of the Companies (Jersey) Law 1991.
Whilst the financial information included in this Preliminary Announcement has
been prepared on the basis of the requirements of International Financial
Reporting Standards as issued by the IASB ("IFRS"), this announcement does not
itself contain sufficient information to comply with IFRS. The Company expects
to publish full Financial Statements that comply with IFRS during April 2025.
Rosebank Industries plc is a public listed group incorporated in Jersey. The
Group's shares are traded on AIM. The Group is required under AIM rule 19 to
provide shareholders with audited consolidated financial statements. The Group
is not required to present parent company information.
The registered office address of Rosebank Industries plc is 26 New Street, St
Helier, Jersey JE2 3RA.
Corporate structure
Capital structure
On 11 July 2024 the shares of the Company were admitted to trading on AIM, a
market operated by the London Stock Exchange plc. In addition to the 2 shares
issued at incorporation on 31 May 2024, the Company allotted a further
19,999,998 ordinary shares of nil par value at 250 pence each, which resulted
in a placed share capital balance of £48.9 million, being proceeds received
of £50.0 million, net of associated costs of £1.1 million.
Going concern
The Consolidated Financial Statements have been prepared on a going concern
basis as the Directors consider that adequate resources exist for the Company
to continue in operational existence for the foreseeable future. Following
receipt of initial seed capital proceeds of £50.0 million in July 2024, the
Group retains £48.1 million classified within cash and cash equivalents as at
31 December 2024, which provides significant funding for the ongoing Head
office costs as well as costs related to its search for a suitable
acquisition.
The Group's liquidity and funding arrangements are described in the Finance
Director's Review.
2. Alternative performance measures
The Group presents Alternative Performance Measures ("APMs") in addition to
the statutory results of the Group. These are presented in accordance with the
Guidelines on APMs issued by the European Securities and Markets Authority
("ESMA").
APMs used by the Group are set out in the glossary to this Preliminary
Announcement and the reconciling items between statutory and adjusted results
are listed below and described in more detail in note 3.
Adjusted profit measures exclude items which are significant in size or
volatility or by nature are non-trading or non-recurring.
On this basis, the following are the principal items included within adjusting
items impacting operating profit and profit before tax:
· Acquisition and disposal related gains and losses including such
costs incurred during acquisition and disposal processes that do not
materialise; and
· The charge for the Rosebank equity-settled compensation scheme,
including its associated employer's tax charge.
In addition to the items above, adjusting items impacting profit after tax
include:
· The tax effects of adjustments to profit before tax.
The Board considers the adjusted results to be an important measure used to
monitor how the businesses are performing as this provides a meaningful
reflection of how the businesses are managed and measured on a day-to-day
basis. As the size and complexity of the Group increases, these measures are
intended to achieve consistency and comparability between future reporting
periods. For the seven month period ended 31 December 2024, the Board has used
the adjusted measures to monitor the underlying cost base of the Group as it
establishes its Head office operations.
The adjusted measures are also in alignment with performance measures used by
certain external stakeholders.
Adjusted profit is not a defined term under IFRS and may not be comparable
with similarly titled profit measures reported by other companies. It is not
intended to be a substitute for, or superior to, GAAP measures. All APMs
relate to the current period results.
3. Reconciliation of adjusted profit measures
As described in note 2, adjusted profit measures are an alternative
performance measure used by the Board to monitor the operating performance of
the Group.
a) Operating profit
Notes Seven month
period ended
31 December
2024
£m
Operating loss (9.5)
Rosebank equity-settled compensation scheme charges a
Acquisition and disposal related gains and losses b 3.8
4.1
Total adjustments to operating loss 7.9
Adjusted operating loss (1.6)
a. The charge for the Rosebank Incentive Schemes equity-settled Employee
Share Scheme of £3.8 million, which includes a charge to the accrual for
employer's tax payable of £0.2 million, is excluded from adjusted results
due to its size and volatility. The shares that would be issued, based on the
current value of both schemes at the end of the reporting period, are included
in the calculation of the adjusted diluted earnings per share.
b. An acquisition and disposal related charge of £4.1 million arose in
the period which relates to costs incurred in respect of acquisition
processes. These are shown as adjusting items due to their size and
non-trading nature.
b) Profit after tax
Seven month
period ended
31 December
2024
£m
Loss after tax (8.6)
Adjustments to operating loss as above 7.9
Tax effect of adjustments to loss before tax -
Total adjustments to loss after tax 7.9
Adjusted loss after tax (0.7)
4. Tax
The tax charge for the period can be reconciled to the loss before tax per the
Income Statement as follows:
Seven month
period ended
31 December
2024
£m
Loss before tax (8.6)
Tax credit on loss before tax at 19% 1.6
Tax effect of:
Non-deductible and non-taxable items (1.6)
Total tax charge for the period -
The reconciliation has been performed at a tax rate of 19% as results in the
period arose in the UK and as such the UK small profits rate has been used.
Global Minimum Tax rules
The Group has reviewed the impact of the new Global Minimum Tax ("Pillar 2")
rules and considers they are unlikely to have a material impact on the Group
tax charge in their current form.
5. Earnings per share
Earnings attributable to owners of the parent Seven month
period ended
31 December
2024
£m
Earnings for basis of earnings per share (8.6)
Seven month
period ended
31 December
2024
Number
Weighted average number of ordinary shares for the purposes of basic earnings 16
per share (million)
-
Further shares for the purposes of diluted earnings per share (million)
Weighted average number of ordinary shares for the purposes of diluted 16
earnings per share (million)
On 11 July 2024, the Company was admitted to trading on AIM. The Company
allotted a further 19,999,998 Ordinary shares, in addition to the 2 shares
issued at incorporation.
Earnings per share Seven month
period ended
31 December
2024
pence
Basic earnings per share (53.5)
Diluted earnings per share (53.5)
Adjusted earnings Seven month
period ended
31 December
2024
£m
Adjusted earnings for the basis of adjusted earnings per share (0.7)
Adjusted earnings per share:
Seven month
period ended
31 December
2024
pence
Adjusted basic earnings per share (4.4)
Adjusted diluted earnings per share (4.4)
6. Provisions
31 December
2024
£m
At 31 May 2024 -
Charge to operating profit((1)) 0.2
At 31 December 2024 0.2
Current -
Non-current 0.2
0.2
(1) Recognised in adjusting items (see note 3).
As at 31 December 2024, a provision has been recognised for the employer tax
on equity-settled incentive schemes, which is expected to result in cash
expenditure during the next three to six years.
The effect of discounting on provisions is not considered to be material to
the Group.
7. Cash flow statement
Notes Seven month
period ended
31 December
2024
£m
Reconciliation of operating loss to net cash used in operating activities
Operating loss (9.5)
Adjusting items 3 7.9
Adjusted operating loss 3 (1.6)
Adjustments for:
Change in receivables (0.1)
Change in payables 0.4
Acquisition related costs (0.2)
Net cash used in operating activities (1.5)
Glossary
Alternative Performance Measures ("APMs")
In accordance with the Guidelines on APMs issued by the European Securities
and Markets Authority ("ESMA"), additional information is provided on the APMs
used by the Group below.
In the reporting of financial information, the Group uses certain measures
that are not required under IFRS. These additional measures (commonly referred
to as APMs) provide additional information on the performance of the business
and trends to stakeholders. The Board considers the adjusted results to be an
important measure used to monitor how the businesses are performing as this
provides a meaningful reflection of how the businesses are managed and
measured on a day-to-day basis. As the size and complexity of the Group
increases, these measures are intended to achieve consistency and
comparability between future reporting periods. For the seven month period
ended 31 December 2024, the Board has used the adjusted measures to monitor
the underlying cost base of the Group as it establishes its Head office
operations.
These APMs may not be directly comparable with similarly titled measures
reported by other companies and they are not intended to be a substitute for,
or superior to, IFRS measures. All Income Statement and cash flow measures are
provided for continuing operations.
Income Statement Measures
APM
Adjusting items
Closest equivalent statutory measure
None
Reconciling items to statutory measure
Adjusting items (note 3)
Definition and purpose
Those items which the Group excludes from its adjusted profit metrics in order
to present a further measure of the Group's performance.
These include items which are significant in size or volatility or by nature
are non-trading or non-recurring.
This provides a meaningful comparison of how the businesses are managed and
measured on a day-to-day basis and provides consistency and comparability
between reporting periods.
APM
Adjusted operating profit
Closest equivalent statutory measure
Operating profit/(loss)((1))
Reconciling items to statutory measure
Adjusting items (note 3)
Definition and purpose
The Group uses adjusted profit measures to provide a useful and more
comparable measure of the ongoing performance of the Group. Adjusted measures
are reconciled to statutory measures by removing adjusting items, the nature
of which are disclosed above and further detailed in note 3.
Adjusted operating profit Seven month
period ended
31 December
2024
£m
Operating loss (9.5)
Adjusting items to operating loss (note 3) 7.9
Adjusted operating profit (1.6)
APM
Adjusted profit after tax
Closest equivalent statutory measure
Profit/(loss) after tax
Reconciling items to statutory measure
Adjusting items (note 3)
Definition and purpose
Profit after tax but before the impact of the adjusting items. As discussed
above, adjusted profit measures are used to provide a useful and more
comparable measure of the ongoing performance of the Group. Adjusted measures
are reconciled to statutory measures by removing adjusting items, the nature
of which are disclosed above and further detailed in note 3.
Adjusted profit after tax Seven month
period ended
31 December
2024
£m
Profit/(loss) after tax (8.6)
Adjusting items to profit/(loss) after tax (note 3) 7.9
Adjusted profit after tax (0.7)
APM
Adjusted basic earnings per share
Closest equivalent statutory measure
Basic earnings per share
Reconciling items to statutory measure
Adjusting items (note 3 and note 5)
Definition and purpose
Profit after tax attributable to owners of the parent and before the impact of
adjusting items, divided by the weighted average number of ordinary shares in
issue during the financial period.
APM
Adjusted diluted earnings per share
Closest equivalent statutory measure
Diluted earnings per share
Reconciling items to statutory measure
Adjusting items (note 3 and note 5)
Definition and purpose
Profit after tax attributable to owners of the parent and before the impact of
adjusting items, divided by the weighted average number of ordinary shares in
issue during the financial period adjusted for the effects of any potentially
dilutive options.
Cash Flow Measures
APM
Adjusted operating cash flow
Closest equivalent statutory measure
Net cash from operating activities
Reconciling items to statutory measure
Acquisition related costs (note 7)
Definition and purpose
This measure provides additional useful information in respect of cash
generation and is consistent with how business performance is
measured internally.
Adjusted operating cash flow Seven month
period ended
31 December
2024
£m
Net cash used in operating activities (1.5)
Acquisition related costs 0.2
Adjusted operating cash flow (1.3)
APM
Free cash flow
Closest equivalent statutory measure
Net increase/decrease in cash and cash equivalents
Reconciling items to statutory measure
Acquisition related costs, cash proceeds from issuing shares and associated
costs from issuing shares
Definition and purpose
Free cash flow represents cash generated after all trading costs.
Free cash flow Seven month
period ended
31 December
2024
£m
Net increase in cash and cash equivalents 48.1
Acquisition related costs 0.2
Cash proceeds from issuing shares (50.0)
Associated costs from issuing shares 1.1
Free cash flow (0.6)
(1) Operating profit/(loss) is not defined within IFRS but is a widely
accepted profit measure being profit/(loss) before finance costs, finance
income and tax.
1 (#_ftnref1) Described in the glossary to the Preliminary Announcement and
considered by the Board to be a key measure of performance.
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