REG - Strix Group PLC - Interim Results
18/09/2024 07:00
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RNS Number : 6160E Strix Group PLC 18 September 2024
18 September 2024
Strix Group Plc
("Strix", the "Group" or the "Company")
Interim results for the six months ended 30 June 2024
Financial Summary
Results from continuing operations(1) CER(3) CER(3) AER(3) AER(3) HY23
HY24 Change HY24 Change
Adjusted measures £m %/bps £m %/bps £m
Revenue 67.2 3.5% 66.1 1.8% 64.9
Gross profit 26.9 12.6% 26.4 10.5% 23.9
Gross profit % 40.0% +320bps 39.9% +310bps 36.8%
EBITDA 16.9 8.3% 16.7 7.1% 15.6
EBITDA % 25.1% +110bps 25.3% +130bps 24.0%
Operating profit 13.0 9.2% 12.8 7.6% 11.9
Profit before tax 8.0 15.9% 7.8 13.0% 6.9
Net debt(2) 68.8 (26.1)% 93.1
Net debt leverage 1.76x (33.8)% 2.66x
Operating cash conversion 115.4% +1,670bps 98.7%
Diluted earnings per share 2.9p 7.4% 2.9p 7.4% 2.7p
GAAP Measures
Revenue 63.9 (1.6)% 64.9
Operating profit 1.1 (89.0)% 10.0
(Loss)/profit before tax (3.8) (174.5)% 5.1
Diluted (loss)/earnings per share (2.3)p (227.8)% 1.8 p
1. Adjusted results from continuing operations exclude adjusting
items, see note 16 and results from discontinued operation, Halosource see
note 15
2. Net debt is as defined by our bank facility agreement and
excludes the impact of IFRS 16 lease liabilities
3. "CER" being Constant Exchange Rate, is calculated by
translating the HY24 figures by the average HY23 exchange rate, and "AER"
being Actual Exchange Rate.
Financial Highlights
· Adjusted revenues increase by 3.5% to £67.2m at CER (AER: 1.8%) in HY24, led
by a strong performance in Kettle Controls and a positive mix shift to higher
margin sales in the regulated and less regulated markets
· Adjusted gross margins at 40.0% are up 320bps at CER (AER: 39.9%, +310 bps) on
HY23, maintaining FY23 levels despite seasonally lower trading
· Strong adjusted PBT growth of 15.9% (at CER) to £8.0m (AER: 13.0%, £7.8m;
HY23: £6.9m)
· Successful completion of 5% equity placing originating from a reverse enquiry
(the "Equity Placing"), generated gross proceeds of £8.7m
· Strong cash management reduced net debt leverage to just under 2.0x,
significantly ahead of year-end target, with a further reduction to 1.76x from
the proceeds of the Equity Placing (FY23: 2.19x, Covenant: 2.75x)
· Management have exercised prudence with the essential continuation of
investment into the business, focused on areas such as new product
development and other growth supporting initiatives
· Net debt decreased to £68.8m (FY23: £83.7m), with RCF facility headroom of
£9.0m at HY24 and increasing to £10.5m by the reporting date (FY23: £nil)
· One year extension of the Group's £80.0m RCF banking facilities was secured
on 11 September 2024 extending maturity to 25 October 2026
· As a result of the restructuring and rebasing of the business (noted below), a
number of impairments and other adjusting items have been booked in the period
(see note 16)
Operational Highlights
· As stated at the time of the full year results in March 2024, the Group has
commenced a rebasing of the core business to build strong foundations to
support the Group's medium-term opportunities for profitable growth
· The Group has implemented a number of restructuring initiatives including the:
o Planned disposal of Halopure expected to complete by the end of FY24
o Further streamlining of the Consumer Goods division to drive ongoing
profitable growth
o Partial relocation of manufacturing activity at the Ramsey factory to
Strix's China facility improve shipping times, cost and environmental
footprint
· The integration of Billi into the wider Strix group has been successfully
completed along with a strategic reorganisation to support the longer term
growth ambitions of the division, including the launch of new products
(although slightly delayed) and securing initial distribution agreements in
Europe
· The Group commenced its capital investment into our new next generation kettle
controls at the end of Q2 and will continue to prioritise this throughout the
second half of the year, with revenue streams expected to flow in the second
half of 2025
· Continued focus on IP protection with three successful actions taken in HY24
and more identified for the second half
· Investment made in China factory to support appliance manufacturing for a
major brand within the Consumer Goods division
Outlook
· The rebasing of the business has made significant progress in the first half
of the year which the Group expects to see continue to the year end. The Board
is very pleased with the accelerated rate in which the leverage position has
been reduced and the target of 1.5x is now expected to be achieved ahead of
the end of FY25
· Following relatively lower trading for parts of Q3, Strix expects to have
further clarity on the sales trends in the Kettle Control Markets as it moves
into its peak season, supported by further product launches to increase the
Group's target addressable market
· Billi's expanding sales strategy is on track, generating initial sales in
Europe with the division now expected to report high single digit growth for
FY24 following the slightly delayed roll out of new products to the market
· Consumer Goods restructure has successfully positioned the division for
profitable medium term growth
· Currency headwinds and commodity prices continue to present obstacles, the
Group are actioning various strategies to mitigate the effect of these where
possible
· The Group's return to a position of balance sheet strength, allows for the
continued investment in its technology and innovation, future proofing the
business
· The Board is pleased to confirm that notwithstanding the macro uncertainties,
including relatively lower trading for parts of Q3 in regulated Kettle
Controls, the Group is on track to report results for FY24 in line with market
expectations
Mark Bartlett, Chief Executive Officer of Strix Group Plc, commented: "Strix
has made considerable progress on a number of fronts in the first half of the
year, namely the continued rebasing of the business and the reduction of our
debt position which I'm very pleased to report is ahead of our target.
Operational improvements have been made across the Group, better positioning
us for medium and long term growth opportunities including new product
launches, rationalisation of the Consumer Goods division and the roll out of
Billi in key markets.
We continue to see profitable growth opportunities in all of our core markets
and look forward to executing on our strategy in the second half of the year,
further improving our competitive position, strengthening the balance sheet
and delivering profit growth. Notwithstanding the macro uncertainties,
including the relatively lower trading for parts of Q3 in regulated Kettle
Controls, the Board expects to deliver full year results for the year in line
with market expectations."
Analyst & Investor Presentation
Strix will be hosting a presentation for analysts later this morning, at
09:30am (BST). Analysts wishing to attend should email strix@gracechurchpr.com
(mailto:strix@gracechurchpr.com) for details.
Strix will also be conducting an online Investor Presentation on Monday 23
September 2024 at 11am (BST), providing an update to investors following
today's results and to answer questions submitted by viewers.
The webinar is open to all existing and potential shareholders, and
registration is free. You can sign up to register here:
https://www.equitydevelopment.co.uk/news-and-events/strixgroup-investorpresentation-23sept2024
(https://www.equitydevelopment.co.uk/news-and-events/strixgroup-investorpresentation-23sept2024)
The Group intends to release a further update to the market in November 2024
following attendance at the autumn trade fairs and feedback from our key
partners and customers.
For further enquiries, please contact:
Strix Group Plc +44 (0) 1624 829829
Mark Bartlett, CEO
Clare Foster, CFO
Zeus (Nominated Advisor and Joint Broker) +44 (0) 20 3829 5000
Nick Cowles / Jordan Warburton (Investment Banking)
Dominic King (Corporate Broking)
Stifel Nicolaus Europe Limited (Joint Broker) +44 (0) 20 7710 7600
Matthew Blawat / Francis North
Gracechurch Group (Financial PR and IR) +44 (0) 204 582 3500
Heather Armstrong / Claire Norbury / Harry Chathli
The person responsible for arranging release of this Announcement on behalf of
the Company is Mark Bartlett.
Information on Strix
Founded in 1982, Isle of Man based Strix is a global leader in the design,
manufacture and supply of kettle safety controls and other components and
devices involving water heating and temperature control, steam management and
water filtration.
Strix has built up market leading capability and know-how, expanding into
complementary products and technologies. The Group's brands include Aqua
Optima, LAICA and Billi providing our customers with market leading water
solutions on a global basis.
Strix is quoted on the AIM Market of the London Stock Exchange (AIM: KETL).
CEO's Report
Introduction
Strix continues to execute against its stated objectives, and I am pleased to
report the progress the Group has made in the first six months of the year. As
announced in March 2024, the rebasing and restructuring of the business has
continued into HY24 to build strong foundations for medium-term growth
opportunities as the market continues to recover. While the global economic
backdrop remains volatile, Strix remains resilient as a result of the Group's
revenue diversification strategy.
As stated on 25 July 2024 in the Company's Trading Update, Strix is seeing
growth in its key Small Domestic Appliance ("SDA") markets which is
encouraging. Progress has been made across all three of Strix's divisions in
the period. The completion of the restructuring and rebasing of the business,
and the return to a strong balance sheet will see the Group continue the pay
down of its debt, aid in the renegotiation of its banking facilities and
support further investment in Strix's technology and innovation, future
proofing the Group for the long term.
Deleveraging
Reducing Strix's net debt leverage position remains a key priority for the
Group, with a previously reported target to achieve less than 2.0x leverage by
the end of FY24 and 1.5x leverage by the end of FY25. Over the course of HY24,
the management team successfully implemented a number of self-help actions to
conserve cash, via enhanced working capital management and a careful
deceleration of capital expenditure. In addition, as announced on 12 June
2024, the Group raised £8.7m via an Equity Placing to further accelerate
these efforts.
Pleasingly, at the end of HY24, the self-help initiatives resulted in net debt
leverage dropping below 2.0x, with the funds secured in the Equity Placing
bringing this position down further to 1.76x. As a result of this success,
progress towards the Group's stated target of 1.5x leverage, has been
effectively accelerated and we now expect to see this being achieved before
the end of FY25.
Management have exercised prudence to balance the reduction of the leverage
position with the essential continuation of investment into the business. This
includes focusing spend on areas such as new product development and other
growth supporting initiatives, to ensure the long-term growth prospects of the
Group remain protected.
Restructuring
As part of the planned rebasing of the business, the Board has remained
focused on maximising cash generation to support debt reduction. Resources
have been selectively allocated to optimise commercial success, realigning
efforts from commercially less sustainable projects to more attractive ones,
to best support improved margins and the Group's medium term growth
aspirations.
Over the course of HY24, Strix has undertaken a number of actions including
streamlining of the Consumer Goods division through further rationalising of
product lines and groups, and reducing headcount. This provides greater
flexibility to selectively invest time and resources in projects with higher
returns, allowing commercial focus to be redirected, so as to better support
short and medium term high margin product launches across the Group.
The Group has also relocated parts of its manufacturing capabilities to its
China facility from the Ramsey factory, namely the press production lines,
while keeping the core technology of blades production, a key part of its
heritage, on the Isle of Man. This allows for the transportation of raw
materials and components to be more cost effective and efficient, as well as
enhancing Strix's environmental footprint.
Following a comprehensive review of the Premium Filtration Systems (PFS)
division, it was concluded that Strix would look to dispose of Halopure as it
was not considered complementary to the Group's focus on smaller scale
domestic filtration products. The growth prospects of Halopure in the medium
term are limited, while also requiring additional investment. Disposal via
sale is expected to complete in the second half of FY24 for a nominal value.
This will allow the PFS division (now renamed Billi) to solely focus on
capitalising on the significant growth opportunities presented by Billi, now
that it has been fully integrated into the wider Strix Group offering.
As a result of the restructuring and rebasing of the business through the
activities above, there have been a number of impairments and other adjusting
items that have been booked in the period (see note 16).
The segmental reporting structure outlined in the Group's Interim Results now
comprises:
1. Kettle Controls
2. Billi (previously PFS)
3. Consumer goods
Market Overview
The global economic backdrop and geopolitical tensions remained volatile
through the first half of the year, providing Strix with a mixed trading
backdrop.
For the Kettle Controls division, the UK and Germany form the most important
regulated markets. According to Deloitte, consumer confidence in the UK has
risen by over ten percentage points in the first half of the year, returning
to levels last seen before the latest wave of high inflation, and is expected
to continue rising. Reports from JP Morgan suggest that it expects the UK
economy to grow 0.4% between July and September 2024, up from a previous
estimate of 0.3%.
According to the Royal Institute of Chartered Surveyors ("RICS"), Britain's
housing market in March 2024 saw the strongest levels of interest among buyers
in more than two years, and a gauge of house prices also touched its highest
level since 2022 as a recovery gathers more momentum. Figures from the RICS
added to recent signs of stabilisation in the UK's housing market, driven by
cooling inflation and falling mortgage costs after their rise hit demand in
2022 and 2023. We have seen further stability in the UK economy following the
General Election and the IMF has noted that UK interest rates should fall to
3.5% by the end of 2025.
Reports from the European Union suggest that the German economy went through a
recession in 2023 when real GDP declined by 0.2%. Despite continued headwinds,
it recovered slightly at the start of 2024, with economic activity expected at
0.2% growth quarter on quarter in Q1 of 2024 which is encouraging.
Global trade has been under significant pressure since October 2023, when the
Israel-Hamas war commenced. The disruption that this conflict has brought to
transport routes in the Red Sea has meant higher freight costs and increased
expenses for insuring commercial trade goods.
After three years of extreme volatility, commodities prices are set to broadly
stabilise yet remain high in 2024, according to the Economist Intelligence
Unit. However, adverse weather conditions, escalating geopolitical tensions
and increased shipping costs are among the risks to commodity price forecasts
to watch. On the foreign exchange side, these trading results have been
negatively impacted by fluctuations in the AUS dollar and Euro.
Kettle Controls
Kettle Controls contributed revenues of £30.5m at both CER and AER (HY23:
£28.8m), up 5.9%, on the first half of 2023. The Group has continued to see
growth and a stronger sales mix, with a focus on the higher margin regulated
and less regulated markets. The regulated market, has seen underlying growth
in the period in the USA, the Netherlands and the UK, with similar positive
trends being seen in less regulated markets. Chinese market volumes have
reduced against HY23, as Strix has pivoted away from some of the less
profitable product lines, in line with its strategy. The successful launch of
the new low cost control series is expected to facilitate the improvement of
market share in this key strategic market for the future, with initial sales
in Q3.
It is still too early to confirm whether the improvement in sales across the
regulated and less regulated markets is due to stock refill or an underlying
improvement in consumer demand. We are encouraged by the trends we have seen
in the first six months of the year, although note that trading levels have
been more volatile during Q3, in part due to factory shut downs at a number of
Chinese OEMs. We will continue to monitor this closely and expect to have
clearer visibility of true consumer demand across the whole market as we get
further into the second half. This will also be supported by Strix's
involvement at the Canton Fair, which provides important engagement
opportunities with the Group's key customers and partners.
Following planned capital investments in the second half of FY24, the Group
will be launching its next generation series of controls in FY25. Further
supporting regulated market sales and protecting the long-term resilience of
the division through product diversification.
Copper and silver make up a significant portion of Strix's consumption of raw
materials. Strix sees these prices remaining high in the short term, adding
pressure to gross margins. To mitigate these risks, the Group enters into
forward commodity contracts or makes payments in advance where possible.
Billi
The integration of Billi into the Strix portfolio is progressing well. The
division contributed £22.2m (HY23: £21.4m) to Group revenue at CER (AER:
£21.4m), up 3.7%, with 76.6% of that revenue generated in the Australia
market. According to KPMG, the Australian economy "staggered" into 2024,
edging close to recession with just 0.1% growth over Q1 2024. Notwithstanding
these macro challenges, Billi is performing well against its previously stated
strategy of new product development and geographic expansion. Strix has
secured initial distribution agreements in Europe and first sales to this key
region were reported in HY24. Although subject to some short delays, the Group
has successfully launched a number of new products in the period, including
the Multi-Function Tap, compatible with the full range of Billi under-counter
modules and the new Omni-One under-counter unit, with more in the pipeline.
The Group is in discussions with strategic partners and distributors to
establish a comprehensive platform in Europe to provide the foundation for
ongoing growth in this key region. Due to short delays in the roll out of new
products, Strix now expects the division to grow slightly slower in FY24, to
achieve high single digit growth on a constant currency basis vs FY23.
Consumer Goods
The Consumer Goods division reported a slight decrease in revenues, down by
(1.4)%, to £14.5m at CER (AER: £14.2m; HY23: £14.7m). Strong progress has
been made in HY24 in terms of restructuring the division for future profitable
growth predominantly through the ongoing rationalisation and streamlining of
product lines.
Progress in further expanding our OEM partnerships with new relationships as
well as reinforcing connections with our existing partners has been successful
in the period. This has resulted in the creation of new appliances and
products being developed and manufactured by Strix to be launched in the
second half of the year and continuing into 2025. By expanding our OEM and ODM
partnership base, we expect new product development projects to continue as
well as allowing us to access routes to new markets.
New distribution agreements have been secured for our LAICA brand, opening a
sales channel for Italian manufactured filtration products in China. Progress
has also been made in positioning LAICA as the European leader in products for
consumers wanting to achieve "wellness at home". Product development has
continued at pace and will see a number of products released to the market in
the second half of FY24.
The Group was also delighted to celebrate LAICA's 50(th) Anniversary in June
of this year, representing an important milestone for such a key brand within
the Group's portfolio.
Barriers to Entry and IP
Strix evaluates the risks and threats from the competitive landscape on an
ongoing basis. As a result, the innovative technology produced by Strix is
constantly evolving, supported by a solution led R&D team. Strix protects
its new products and solutions through a robust IP strategy and sustainable
investment, and remains committed to consumer safety. We continue to prompt
regulatory enforcement authorities to remove unsafe and poor quality products
from our major markets. Strix has successfully taken such actions in the first
half of FY24 with more identified for the second half of the year. The Group
also continues to defend its intellectual property, initiating litigation in
China against a control manufacturer it believes to be infringing on patents.
The relationships that Strix has cultivated with its brands, OEMs and
retailers are unique, contributing to its market leading position. The Group's
extensive market knowledge allows it to provide support across the value chain
and throughout the product lifecycle, including product design and advice on
specification and manufacturing solutions. These solution-led and customer
focused services help to foster strong relationships, ensuring brand strength
and positioning Strix as a trusted partner in the market.
Sustainability
Sustainability remains a priority for Strix across its divisions and we
continue to make progress against our stated targets. Strix achieved its
ambitious net zero Scope 1 and 2 targets in 2023 with a reduction in emissions
of 95% over two years and investment to supply 10% of the Group's requirements
from its own solar infrastructure. Scope 1 focus remains on how to further
reduce emissions with investment in more efficient infrastructure such as
boilers and the use of electric vehicles. Scope 2 is now concentrated on the
Group's 100% use of green power or self-generated solar energy; hence the
focus has shifted to absolute reduction in consumption of energy usage and
intensity (both per piece and per £m).
The restructuring of the Group and the relocation of manufacturing
capabilities from Ramsey to China has been positive for all Scopes, including
Scope 3 through reduced transportation emissions.
In 2024 greater focus has been given to biodiversity and nature to ensure
compliance with the forthcoming Taskforce on Nature-related Financial
Disclosures initiative, aligning Strix with the Global Biodiversity Framework.
Furthermore, additional resource will be given to progressing Strix's social
agenda through structure and incentivisation, significantly increasing
employee community engagement and events. Strix's consumer focused subsidiary,
LAICA, is developing a stand-alone sustainability capability and reporting to
assist relationships with local stakeholders including financially focused
audiences.
ISO roll-out across the Group continues with Billi applying for both ISO14001
(Environmental) & ISO45001 (OHSAS) by the year end while work is underway
to evaluate the adoption of ISO14064 (reporting & validation of GHG
emissions).
Outlook
The rebasing of the business has made significant progress in the first half
of the year and we expect to see this continue to the year end. The Board is
very pleased with the accelerated rate in which the leverage position has been
reduced and we now expect the target of 1.5x to be achieved before the end of
FY25.
Following relatively lower trading for parts of Q3, Strix expects to have
further clarity on the sales trends in the Kettle Controls markets as it moves
into its peak season, supported by further product launches to increase the
Group's target addressable market. Billi's expansion sales strategy is on
track, generating initial sales in Europe with the division now expected to
report single digit growth for FY24, following the slightly delayed roll out
of new products to the market.
Currency headwinds and commodity prices continue to present obstacles, the
Group is actioning various strategies to mitigate the effect of these where
possible.
The Group's return to balance sheet strength and its resilient cash flows will
allow for the continued pay down of debt as well as ongoing investment in its
technology and innovation, thereby future proofing the business.
CFO's Review
Financial performance - continuing operations
HY24 (CER)(2) HY24 (AER)(2) HY23 (AER)(2)
Adjusted Revenue(1) £m Change Adjusted GP%(1) Change Adjusted Revenue(1) £m Adjusted GP%(1) Change Adjusted Revenue(1) £m Adjusted GP%(1)
Change
Kettle Controls 30.5 5.9% 38.2% 100bps 30.5 5.9% 38.2% 100bps 28.8 37.2%
Billi (previously PFS) 22.2 3.7% 49.1% 280bps 21.4 0.0% 49.3% 300bps 21.4 46.3%
Consumer Goods 14.5 (1.4%) 29.6% 740bps 14.2 (3.4%) 29.5% 730bps 14.7 22.2%
Group 67.2 3.5% 40.0% 320bps 66.1 1.8% 39.9% 310bps 64.9 36.8%
1. Adjusted results from continuing operations exclude adjusting
items, see note 16 and results from discontinued operation, Halosource see
note 15
2. "CER" being Constant Exchange Rate, is calculated by
translating the HY24 figures by the average HY23 exchange rate, and "AER"
being Actual Exchange Rate.
Revenue
Group revenues reached £67.2m, representing a 3.5% increase (at CER) against
the prior half year. At AER, growth was lower at 1.8%, reflecting foreign
exchange headwinds in the form of a weaker AUD and EUR.
Kettle Controls has shown positive growth in the first six months, up 5.9% at
CER to £30.5m (AER: 5.9% to £30.5m). China sales have experienced a marked
decrease of (25.9)%, reflecting both a slowdown in this part of the kettles
market and a degree of market share reduction as the Group continues to walk
away from non-profitable business in this highly price sensitive sector. More
than offsetting this, we have seen strong growth of 11% in the higher margin
regulated/less regulated markets in HY24.
Billi (previously PFS) continues to report growth, up 3.7% at CER to £22.2m
(AER: 0.0% to £21.4m). As expected, this is running below double digit growth
in the first half year, following on from a strong start to HY23, and ahead of
new product introductions and the push into Europe. Both of which are expected
to drive higher growth levels in the second half of the year.
Our Consumer Goods division has seen a small decrease in the first six months,
down (1.4)% at £14.5m at CER (AER: (3.4)% to £14.2m) as ongoing
restructuring activities have continued (see note 16). Looking ahead, actions
taken will see this part of the Group able to focus more effectively on its
core higher margin growth areas.
Trading profit
The Group has performed well at a gross margin level, with a strong increase
of 320bps to 40.0% (AER: 39.9%; HY23: 36.8%) and maintaining margins at FY23
levels, despite lower seasonal trading levels in the first half of the year.
Reflecting the increases in both trading and margin, gross profit of £26.9m
is 12.6% up at CER (AER: 10.5% up at £26.4m; HY23: £23.9m).
Regionally, our Consumer Goods division is showing the biggest improvement in
gross margin with a 740bps increase on HY23 at CER (AER: 730bps). This is
predominantly due to an improved sales mix, with a greater degree of higher
margin sales to key OEMs and lower online trading, improved overhead recovery
and the positive impact of sale price increases secured over the last 12
months.
In Kettle Controls GP% has increased 100bps to 38.2% (HY23: 37.2%), largely
reflecting the positive mix shift to the regulated/less regulated sector. Our
Billi division continues to report the highest gross margin in the Group, with
gross margin increasing by a further 280bps to 49.1% at CER (AER: 49.5%; HY23:
46.3%) as higher margin sales in the UK part of the business continue to grow.
Net overhead and distribution costs are running ahead of the prior half year
at £13.9m at CER (AER: £13.6m; HY23: £12.0m) as a result of additional
costs in Billi UK (annualisation of investments made in FY23), higher freight
costs due to the issues in the Middle East, increased advertising and
promotional spend to support online sales in the Consumer Goods division and
the impact of inflation.
Despite the increase in overheads, operating profits at CER remain 9.2% up at
£13.0m (AER: 7.6% up to £12.8m) HY23: £11.9m) as the positive impacts at
the gross profit level more than offset the increased overhead and
distribution costs.
The Group's adjusted EBITDA margin remains strong at 25.1% at CER (AER: 25.3%;
HY23: 24.0%) reflecting the robust underlying profitability of the Group.
Reflecting all of the commentary above and the impact of finance costs, we
have seen a strong increase in adjusted profit before tax, up 15.9% to £8.0m
at CER (AER: £7.8m; HY23: £6.9m).
Finance costs
Finance costs remain in line with the prior half year at £5.0m (HY23:
£5.0m). We expect costs to be lower in the second half of the year due to the
significant reduction in gross debt following on from the part repayment of
the RCF facility of £9.0m in June, in addition to the ongoing amortising term
loan repayments of £3.6m per quarter.
Lower net debt leverage, has also brought the Group into a lower interest rate
ratchet for the remainder of the year, decreasing the interest margin on the
Group's facilities by 50bps to 2.35%.
Adjusting items from continuing operations
As announced in our FY23 presentation and as part of the Group's subsequent
updates to the market, the restructuring and rebasing of the business has
continued in 2024 to allow us to build strong foundations to support the
Group's medium-term growth opportunities.
A key part of this process has been the ongoing commercial review of product
lines/groups (predominantly within the Consumer Goods division) with the
intention of providing the business with the flexibility to selectively invest
time and resources in those projects with higher returns. As a result of this
process, the business has approved the cessation of a number of product
lines/groups and associated capital development projects, which has resulted
in the impairment of certain items on the balance sheet including capital
development assets, stock and some licensing debtors.
As a result of these activities, in continuing operations the Group has
reported non-recurring adjusting items of £10.9m for the first six months of
the year (HY23: £1.8m) (see note 16).
The largest element of these costs relates to impairments in our Consumer
Goods division of £5.8m, including tooling/intangibles, inventories and
licensing agreements associated with product lines/groups where the Group does
not intend to place further commercial focus or allocate resources. These
decisions have been made based on the level of additional investment in both
time and resources required to ensure specific product lines/groups can be
successfully marketed, including the provision of suitable marketing and
promotional strategies, versus the expected timing and profitability of that
product line/group. Additional personnel costs of £0.6m, relating to the
restructuring of the Consumer Goods division have also been incurred in the
period.
Non-recurring adjusting items have been recognised in our Kettle Controls
division of £1.2m. Certain Kettle Controls capital expenditure projects were
deferred to allow the business to retain additional cash within the group and
reduce net debt levels. This timing change has resulted in the £0.8m
impairment of specific fixed term licensing debtors that related to this
technology. Restructuring costs related to the announced part-closure of our
Ramsey manufacturing site totalled £0.4m.
Central restructuring costs of £0.2m (HY23: £nil) relate to personnel
changes.
The £3.1m of settlements relate predominantly to the Group being in the final
stages of negotiating a commercial settlement with one of its key OEM
customers. The Group expect this process to be completed in the coming weeks,
leading to an estimated settlement amount of £2.2m. We have accrued for this
amount within the 30 June 2024 balance sheet as an adjusting post balance
sheet event for HY24. As this is a non-recurring and material amount, this has
been presented as an adjusting item in the HY24 income statement. The other
£0.9m largely relates to a final settlement agreement with all parties to the
LAICA acquisition, regarding the transfer of a Taiwanese property.
Adjusting items from discontinued operations
Following a comprehensive review of the Group's business unit Halopure
(previously part of our PFS division), it was concluded that the Group would
look to dispose of this business. Disposal is expected to be via sale at a
nominal value in the second half of the year. The net assets of the business
have been reclassified as assets held for sale in the Group's balance sheet
and have been impaired by £2.3m to £nil, reflecting the minimal expected
fair value less costs to sell on disposal. This number will continue to be
reviewed ahead of eventual sale, but is not expected to change significantly.
In addition to this, we have also recognised £0.2m (HY23: £nil) of
redundancy costs.
Cash flow
The Group has maintained consistently high operating cash generation, with a
strong adjusted operating cash conversion ratio of 115.4% in the current
period (HY23: 98.7%; FY23: 106.4%).
Ongoing improvements in working capital management have reduced net working
capital by a further £2.8m in the first half year. Reflecting our success in
this area, working capital as a % of sales has reduced significantly to 7.6%
(FY23: 16.7%). A measured and careful deceleration of organic capital
expenditure has further aided cash conservation, leading to reduced investment
outflows of £3.9m (HY23: £6.5m).
Net proceeds from the reverse equity placing generated £8.4m of cash in the
first half of the year, allowing the part repayment of the Group's RCF. As at
30 June 2024, the Group has access to £9.0m of unutilised RCF facilities
(FY23: £nil), providing a much greater security and flexibility of funding.
Net debt and capital allocation
Prioritising cash generation and net debt reduction remains a top priority for
the Group. As a result of that focus, and reflecting all the successes
discussed above, the Group's net debt position (as defined in our banking
facility agreement), decreased by £14.9m to £68.8m (FY23: £83.7m).
Net debt leverage reduced significantly in the period, to 1.76x (FY23: 2.19x),
providing substantial headroom against a covenant of 2.75x. The Group
continues to prioritise cash retention and net debt leverage reduction in the
short term in line with its capital allocation framework. As a result of this
process, a target of initially reducing net debt leverage to 1.5x has been put
in place. After which, leverage appetite will remain at between 1.0x to 2.0x
for the medium term.
The Group has continued to work proactively with its banking partners to
enhance flexibility and security of funds within the existing agreement. Step
one of that process was the March 2024 normalisation of the Group's net debt
leverage covenant to 2.75x for the duration of the remaining facility
(previously: 2.25x). This has been followed up by the approval of a one year
extension on 11 September 2024, for the full £80m of RCF facility, providing
the Group with funding security out to 25 October 2026.
Looking ahead, the Group intends to initiate a full competitive refinancing
process in FY25 to provide appropriate cost effective and flexible funding to
support the Group's medium term investment driven growth aspirations.
Condensed INTERIM consolidated statement of comprehensive income
for the period ended 30 June 2024 (unaudited)
Period ended Period ended
30 June 2024
30 June 2023
Restated*
Income statement Note £000s £000s
Revenue - before adjusting items 66,096 64,948
Revenue - adjusting items 16 (2,200) -
Revenue 63,896 64,948
Cost of sales - before adjusting items (39,702) (41,006)
Cost of sales - adjusting items 16 (1,062) (66)
Cost of sales (40,764) (41,072)
Gross profit 23,132 23,876
Distribution costs (5,489) (4,860)
Administrative expenses - before adjusting items (8,334) (7,283)
Administrative expenses - adjusting items 16 (8,415) (1,829)
Administrative expenses (16,749) (9,112)
Share of losses from joint ventures - (25)
Other operating income 194 135
Operating profit 1,088 10,014
Finance costs 4 (5,009) (5,029)
Finance income 91 67
(Loss)/profit before taxation (3,830) 5,052
Income tax expense (1,200) (1,109)
(Loss)/profit from continuing operations (5,030) 3,943
Loss from discontinued operations - before adjusting items 15 (245) (116)
Loss from discontinued operations - adjusting items 15/16 (2,494) -
Loss from discontinued operations 15 (2,739) (116)
(Loss)/profit for the period (7,769) 3,827
Other comprehensive income
(Loss)/profit for the period (7,769) 3,827
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations (1,035) (794)
Exchange differences on translation of discontinued operation (42) (177)
Total comprehensive (expense)/income (8,846) 2,856
(Loss)/profit for the period attributable to:
Equity holders of the Company (7,796) 3,856
Non-controlling interests 27 (29)
(7,769) 3,827
Total comprehensive (expense)/income for the period attributable to:
Equity holders of the Company (8,858) 2,900
Non-controlling interests 12 (44)
(8,846) 2,856
Total comprehensive (expense)/income for the period attributable to Equity
holders of the Company arises from:
Continuing operations (6,077) 3,193
Discontinued operations 15 (2,781) (293)
(8,858) 2,900
* Prior period numbers have been restated as a result of discontinued
operations, see note 15
Condensed INTERIM consolidated statement of comprehensive income
for the period ended 30 June 2024 (unaudited) (continued)
Period ended Period ended
30 June 2024
30 June 2023
Note Restated*
(Loss)/earnings per share (pence) from continuing operations
Basic 5 (2.3) 1.8
Diluted 5 (2.3) 1.8
(Loss)/earnings per share (pence)
Basic 5 (3.5) 1.8
Diluted 5 (3.5) 1.7
* Prior period numbers have been restated as a result of discontinued
operations, see note 15
Condensed INTERIM consolidated balance sheet
as at 30 June 2024 (unaudited)
Note As at (audited)
As at
30 June 2024
31 December 2023
ASSETS £000s £000s
Non-current assets
Intangible assets 6 68,409 73,409
Property, plant and equipment 7 44,231 46,215
Deferred tax asset 922 957
Investments in joint ventures 1 1
Net investments in finance leases - 11
Total non-current assets 113,563 120,593
Current assets
Inventories 8 27,593 25,440
Trade and other receivables 9 20,816 27,713
Current income tax receivable 354 220
Cash and cash equivalents 19,960 20,114
68,723 73,487
Assets classified held for sale 15 399 -
Total current assets 69,122 73,487
Total assets 182,685 194,080
EQUITY AND LIABILITIES
Equity
Share capital and share premium 32,002 23,642
Share based payment reserve 126 572
Retained earnings 9,879 18,167
Non-controlling interests 665 653
Total equity 42,672 43,034
Current liabilities
Trade and other payables 31,365 27,165
Borrowings 10 16,326 16,062
Future lease liabilities 1,217 1,218
Current income tax liabilities 2,113 2,074
Liabilities associated with assets held for sale 15 826 -
Total current liabilities 51,847 46,519
Non-current liabilities
Future lease liabilities 3,081 3,592
Deferred tax liability 10,145 10,304
Borrowings 10 74,169 89,743
Post-employment benefits 771 888
Total non-current liabilities 88,166 104,527
Total liabilities 140,013 151,046
Total equity and liabilities 182,685 194,080
Condensed INTERIM consolidated statement of changes in equity
as at 30 June 2024 (unaudited)
Share capital and share premium Share-based payment reserve Retained earnings Total equity attributable to owners Non-controlling interests Total equity
£000s £000s £000s £000s £000s £000s
Balance at 1 January 2023 23,861 202 12,479 36,542 707 37,249
Profit/(loss) for the period - - 3,856 3,856 (29) 3,827
Other comprehensive expense - - (956) (956) (15) (971)
Total comprehensive income/(expense) for the period - - 2,900 2,900 (44) 2,856
Transfers between reserves - (47) 10 (37) - (37)
Transaction costs (219) - - (219) - (219)
Share-based payment transactions - 86 - 86 - 86
Total transactions with owners recognised directly in equity (219) 39 10 (170) - (170)
Other transactions recognised directly in equity - 31 (64) (33) - (33)
Balance at 30 June 2023 23,642 272 15,325 39,239 663 39,902
Balance at 1 January 2024 23,642 572 18,167 42,381 653 43,034
(Loss)/profit for the period - - (7,796) (7,796) 27 (7,769)
Other comprehensive expense - - (1,062) (1,062) (15) (1,077)
Total comprehensive (expense)/income for the period - - (8,858) (8,858) 12 (8,846)
Transfers between reserves 2 (572) 570 - - -
Issue of shares 8,748 - - 8,748 - 8,748
Transaction costs (390) - - (390) - (390)
Share-based payment transactions - 129 - 129 - 129
Total transactions with owners recognised directly in equity 8,360 (443) 570 8,487 - 8,487
Other transactions recognised directly in equity - (3) - (3) - (3)
Balance at 30 June 2024 32,002 126 9,879 42,007 665 42,672
Condensed INTERIM consolidated cash flow statement
for the PERIOD ended 30 June 2024 (unaudited)
Period ended Period ended
30 June 2024 30 June 2023
Note £000s £000s
Cash flows from operating activities
Cash generated from operations 13(a) 17,940 14,443
Tax paid (1,365) (1,327)
Net cash generated from operating activities 16,575 13,116
Cash flows from investing activities
Purchase of property, plant and equipment (1,522) (3,338)
Capitalised development costs 6 (2,068) (2,747)
Earnout payments regarding the acquisition of LAICA - (7,499)
Consideration refunded regarding the acquisition of Billi - 1,046
Purchase of other intangibles 6 (321) (463)
Finance income 91 65
Net cash used in investing activities (3,820) (12,936)
Cash flows from financing activities
Repayments of non-current borrowings 13(b) (15,550) (3,661)
Finance costs paid (4,645) (4,358)
Principal elements of lease payments (849) (489)
Net proceeds from issue of new shares 8,418 -
Net cash used in financing activities (12,626) (8,508)
Net increase/(decrease) in cash and cash equivalents 129 (8,328)
Cash and cash equivalents at the beginning of the period 20,114 30,443
Effects of foreign exchange on cash and cash equivalents (281) (684)
Cash and cash equivalents at the end of the period 19,962 21,431
Cash and cash equivalents at the end of the period include £2k (HY23: £145k)
relating to discontinued operations and included in assets held for sale.
Notes to the condensed INTERIM cONSOLIDATED financial statements
for the PERIOD ended 30 June 2024 (unaudited)
1. Basis of preparation
These condensed consolidated interim financial statements have been prepared
in accordance with IAS 34 "Interim Financial Reporting". They do not include
all the information required for a complete set of financial statements
prepared in accordance with International Financial Reporting Standards as
adopted by the European Union. However, explanatory notes are included to
explain events and transactions that are significant to an understanding of
the changes in the Group's financial position and its financial performance
compared with the comparative periods ended 31 December 2023 and 30 June 2023.
These interim financial statements should be read in conjunction with the last
annual consolidated financial statements as at 31 December 2023.
The Group's annual financial statements are prepared in accordance with IFRS
Accounting Standards ("IFRS") and International Financial Reporting Standards
Interpretation Committee ("IFRS IC") interpretations as adopted by the
European Union. The interim financial statements have been prepared in
accordance with the accounting policies set out in the Group's Annual Report
and Accounts for the year ended 31 December 2023, which is available at
www.strixplc.com (http://www.strixplc.com) . The comparative figures for the
financial year ended 31 December 2023 have been extracted from the full Annual
Report and Accounts for that financial year. Those accounts have been
reported on by the Company's auditor. The Independent Auditor's report was
unqualified. These condensed consolidated interim financial statements are
unaudited.
At the date of approval of the interim financial statements, there are no new
standards and interpretations which are relevant to the Group which were in
issue but not yet effective.
Non-current assets held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as assets held for sale
when their carrying amount is to be recovered principally through a sale
transaction and a sale is considered highly probable. They are measured at the
lower of carrying amount and fair value less costs to sell, with the exception
of assets which are scoped out
of the measurement requirements of IFRS 5 'Non-current assets held for sale
and discontinued operations', for example financial assets, which continue to
be measured in accordance with IFRS 9 'Financial instruments'.
Where the carrying amount of a non-current asset or disposal group held for
sale exceeds its fair value less costs to sell, a loss is recognised. This is
allocated firstly against any goodwill attributable to the disposal group, and
then to other non-current assets in the disposal group that are in scope of
IFRS 5's measurement requirements. Any excess loss remaining is recognised
against the remaining assets of the disposal group as a whole.
A component of the Group that is held for sale or disposed of is presented as
a discontinued operation either when it is a subsidiary acquired exclusively
with a view to resale; or it represents, or is part of a coordinated plan to
dispose of, a separate major line of business or geographical area of
operations. The net results of discontinued operations are presented
separately in the Group income statement (and the comparatives restated).
Going concern
These interim financial statements have been prepared on the going concern
basis. The Directors have made enquiries to assess the appropriateness of
continuing to adopt the going concern basis.
In making this assessment they have considered:
· The current and historic trading and profitability performance of the Group;
· Income statement and cash flow forecasts for the period to 31 December 2025,
including current and forecast debt covenant headroom; and
· The current financial position of the Group, including (i) cash and cash
equivalents balances of £20.0m (FY23: £20.1m) and (ii) undrawn and
accessible RCF facilities of £9.0m (FY23: £nil)
Based on these considerations, the Directors have concluded that there is a
reasonable expectation that the Company and the Group have adequate resources
to continue in operational existence for the foreseeable future. The key
entities in the Group have traded profitably, excluding non-cash adjusted
items, for an extended period of time. As a result, the Directors continue to
adopt the going concern basis of accounting in preparing the interim financial
statements and consider there are no material uncertainties about the Group's
ability to continue as a going concern.
Seasonality of operations
The Group's revenue and profit after tax is subject to a degree of seasonality
due to the occurrence of the Chinese New Year public holiday during the first
half of the year and the seasonality of small domestic appliance markets. In
the financial year ended 31 December 2023, 45% (FY22: 42%) of the Group's
revenue and 24% (FY22: 37%) of the Group's profit after tax accumulated in the
first half of the year.
2. Critical accounting judgements and estimates
In the application of the Group's accounting policies, the Directors are
required to make judgements (other than those involving estimations) that have
a significant impact on the amounts recognised and to make estimates and
assumptions about the carrying amounts of assets and liabilities that are not
readily apparent from other sources. The estimates and associated assumptions
are based on historical experience and other factors that are considered to be
relevant. Actual results may differ from these 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 include those disclosed
in the consolidated financial statements for the year ended 31 December 2023.
Alternative performance measures (APMs) - Adjusting items
Management and the Board consider the quantitative and qualitative factors in
classifying items as adjusting items and exercise judgement in determining the
adjustments to apply to IFRS measures. This assessment covers the nature of
the item, cause of occurrence, frequency, predictability of occurrence of the
item or related event, and the scale of the impact of that item on reported
performance.
For the six months to 30 June 2024, the presentation as discontinued
operations and the fair value of assets being held for sale in relation to
discontinued operations is a new key judgement area, due to the planned
disposal of Halosource (see note 15). We have assessed fair value less costs
to sell to be minimal, due to the nominal expected sales price and therefore
have impaired all related non-current assets to £nil, excluding lease ROU
assets. We consider Halosource to be a separate major line of business, as
this represents a discrete business line for the Group, that operates outside
of our normal markets in the industrial farming space, with exclusive
manufacturing facilities located in Shanghai and a separate workforce.
Halosource was the first acquisition that the Group made and we recognise that
the underlying trading results of this business are therefore of specific and
greater interest to stakeholders, notwithstanding its relatively low level of
trading in the period.
2. Critical accounting judgements and estimates (continued)
Alternative performance measures (APMs) - Adjusting items (continued)
The ongoing restructuring and rebasing activities undertaken in HY24, have
also led to additional new judgements and estimates being made with regards to
the impact of the de-prioritisation of specific product lines & groups,
predominantly within the Group's Consumer Goods division. A key area of focus
being the estimation of the fair value of underlying assets, and their related
impairment in the 30 June 2024 balance sheet (see note 16). Creditors relating
to settlement claims have also been recognised in the 30 June 2024 balance
sheet where we consider that the business has a constructive obligation to pay
monies over to third parties at the balance sheet date, to the extent that
amounts are considered to be reasonably certain.
3. SEGMENTAL REPORTING
Management has determined the operating segments based on the operating
reports reviewed by the Board of Directors that are used to assess both
performance and strategic decisions. Management has identified that the Board
of Directors is the chief operating decision maker in accordance with the
requirements of IFRS 8 'Operating segments'.
The Group's activities consist of the design, manufacture and sale of
thermostatic controls, cordless interfaces, and other products such as water
dispensers, jugs and filters, water heating and temperature control, steam
management, water filtration and small household appliances for personal
health and wellness, primarily to Original Equipment Manufacturers ("OEMs"),
commercial and residential customers based in China, Italy, Australia, New
Zealand and the United Kingdom.
The Board of Directors has identified 3 reportable segments from a product
perspective, namely: Kettle Controls, Billi (previously classified as Premium
Filtration Systems), and Consumer Goods (made up of water products and
appliances).
The Board of Directors primarily uses a measure of gross profit to assess the
performance of the operating segments, broken down into revenue and cost of
sales for each respective segment which is reported to them on a monthly
basis. Information about segment revenue, cost of sales and gross profit is
disclosed below.
Reported Results
Period ended 30 June 2024
(£000s)
Kettle Controls Billi Consumer Goods Total
Revenue 28,322 21,364 14,210 63,896
Cost of sales (19,078) (10,823) (10,863) (40,764)
Gross profit 9,244 10,541 3,347 23,132
Period ended 30 June 2023
(£000s)
Kettle Controls Billi Consumer Goods Total
Revenue 28,819 21,468 14,661 64,948
Cost of sales (18,127) (11,515) (11,430) (41,072)
Gross profit 10,692 9,953 3,231 23,876
3. SEGMENTAL REPORTING (continued)
Adjusted Results
Period ended 30 June 2024
(£000s)
Kettle Controls Billi Consumer Goods Total
Revenue 30,522 21,364 14,210 66,096
Cost of sales (18,855) (10,823) (10,024) (39,702)
Gross profit 11,667 10,541 4,186 26,394
Period ended 30 June 2023
(£000s)
Kettle Controls Billi Consumer Goods Total
Revenue 28,819 21,468 14,661 64,948
Cost of sales (18,084) (11,518) (11,404) (41,006)
Gross profit 10,735 9,950 3,257 23,942
Results from discontinued operations are not included in these numbers and
were previously reported under Billi.
Below is the geographical analysis of adjusted revenue from external
customers.
Period ended Period ended
30 June 2024
30 June 2023
Australia 14,199 14,490
China 28,455 27,119
Italy 6,177 6,777
UK 8,141 7,477
Others 9,124 9,085
Total 66,096 64,948
Assets and liabilities
No analysis of the assets and liabilities of each operating segment is
provided to the Board of Directors as part of monthly management reporting.
Therefore, no analysis of segmented assets or liabilities is disclosed in this
note.
3. SEGMENTAL REPORTING (continued)
Non-current assets (i) attributed to country of domicile and (ii) attributable
to all other foreign countries
In accordance with IFRS 8, the following table discloses the non-current
assets located in both the Company's country of domicile (the Isle of Man) and
foreign countries, primarily China, Italy Australia, New Zealand, and the
United Kingdom where the Group's main principle operating subsidiaries are
domiciled.
30 June 31 December 2023
2024
£000s £000s
Country of domicile
Intangible assets 11,391 13,084
Property, plant and equipment 2,350 2,599
Total country of domicile 13,741 15,683
Foreign countries
Intangible assets 57,018 60,325
Property, plant and equipment 41,881 43,616
Total foreign countries 98,899 103,941
Total 112,640 119,624
Major customers
In the first half of 2024, no customer individually accounted for at least 10%
of total revenues (HY23: one customer). The revenues relating to this customer
in 6 months ended 30 June 2023 were £6.9m.
4. finance costs
Period ended Period ended
30 June 2024
30 June 2023
£000s £000s
Letter of credit charges 80 89
Lease liability interest 90 75
Borrowing costs 4,839 4,865
Total finance costs 5,009 5,029
Further information about the Group's borrowings is provided in note 10.
Results from discontinued operations are not included in these numbers.
5. (LOSS)/Earnings per share
The calculation of basic and diluted (loss)/earnings per share is based on the
following data.
Period ended 30 June 2024
Continuing operations Discontinued operations Total
Loss (£000s)
Loss for the purpose of basic and diluted earnings per share (5,057) (2,739) (7,796)
Number of shares (000s)
Weighted average number of shares for the purposes of basic earnings per share 219,933 219,933 219,933
Weighted average dilutive effect of conditional share awards 4,654 4,654 4,654
Weighted average number of shares for the purposes of diluted earnings per 224,587 224,587 224,587
share (000s)
Loss per ordinary share (pence)
Basic loss per ordinary share (2.3) (1.2) (3.5)
Diluted loss per ordinary share (2.3) (1.2) (3.5)
Adjusted earnings/(loss) per ordinary share (pence)
Basic adjusted earnings/(loss) per ordinary share 2.9 (0.1) 2.8
Diluted adjusted earnings/(loss) per ordinary share 2.9 (0.1) 2.8
The weighted average dilutive effect of conditional share awards of 4,653,581
are not included in the weighted average calculation for diluted loss per
ordinary share for HY24 because they are anti-dilutive since there is a loss
after tax. These were however considered for diluted adjusted earnings per
ordinary share.
5. (LOSS)/Earnings per share (continued)
The calculation of HY24 basic and diluted adjusted earnings per share is based
on the following data:
Period ended 30 June 2024
Continuing operations Discontinued operations Total
£000s £000s £000s
Loss for the period (5,057) (2,739) (7,796)
Add back adjusting items in revenue: (A) 2,200 - 2,200
Add back adjusting items in cost of sales:
Restructuring/rebasing 1,062 2 1,064
(B) 1,062 2 1,064
Add back adjusting items in administrative expenses:
Restructuring/rebasing 6,716 2,492 9208
Mergers and acquisitions 27 - 27
Settlements 914 - 914
Amortisation charges on acquired intangible assets 629 - 629
Share based payments 129 - 129
(C) 8,415 2,492 10,907
Deduct adjusting items in taxation credits:
Deferred taxation credits relating to amortisation charges on acquired (150) - (150)
intangible assets
(D) (150) - (150)
Total adjusting items (A+B+C+D) 11,527 2,494 14,021
Adjusted earnings/(loss) 6,470 (245) 6,225
5. (LOSS)/Earnings per share (continued)
The calculation of HY23 basic and diluted earnings per share is based on the
following data.
( )
Period ended 30 June 2023
Continuing operations Discontinued operations Total
Earnings (£000s)
Earnings/(loss) for the purpose of basic and diluted earnings per share 3,972 (116) 3,856
Number of shares (000s)
Weighted average number of shares for the purposes of basic earnings per share 218,712 218,712 218,712
Weighted average dilutive effect of conditional share awards 2,578 2,578 2,578
Weighted average number of shares for the purposes of diluted earnings per 221,290 221,290 221,290
share (000s)
Earnings per ordinary share (pence)
Basic earnings per ordinary share 1.8 (0.1) 1.8
Diluted earnings per ordinary share 1.8 (0.1) 1.7
Adjusted earnings per ordinary share (pence)
Basic adjusted earnings per ordinary share 2.7 (0.1) 2.6
Diluted adjusted earnings per ordinary share 2.7 (0.1) 2.6
The calculation of HY23 basic and diluted adjusted earnings per share is based
on the following data:
( )
Period ended 30 June 2023
Continuing operations Discontinued operations Total
£000s £000s £000s
Profit/(loss) for the period 3,972 (116) 3,856
Add back adjusting items in cost of sales:
Restructuring/rebasing 66 - 66
(A) 66 - 66
Add back adjusting items in administrative expenses:
Restructuring/rebasing 39 - 39
Mergers and acquisitions 1,704 - 1,704
Share based payments 86 - 86
(B) 1,829 - 1,829
Total adjusting items (A+B) 1,895 - 1,895
Adjusted earnings/(loss) 5,867 (116) 5,751
( )
The denominators used to calculate both basic adjusted and diluted adjusted
earnings per share are the same as those shown above.
6. Intangible assetS
Development costs Software Intellectual property Customer relationships Brands Goodwill Intangible assets under construction Total
Cost £000s £000s £000s £000s £000s £000s £000s £000s
Balance at 1 January 2023 19,428 4,452 1,482 18,549 19,785 20,067 103 83,866
Additions 2,747 114 223 70 - - 142 3,296
Transfers - 5 21 - - - (26) -
Disposals (501) (50) - - - - - (551)
Effect of movement in exchange rates 39 53 4 (220) (556) (487) (9) (1,176)
Balance at 30 June 2023 21,713 4,574 1,730 18,399 19,229 19,580 210 85,435
Balance at 1 January 2024* 22,742 4,848 1,950 18,222 19,674 19,370 329 87,135
Additions 2,068 148 112 - - - 61 2,389
Transfers (123) 389 50 - - - (316) -
Assets held for sale (2,033) (50) - - - (59) - (2,142)
Effect of movement in exchange rates (33) (1) (12) (118) (164) (333) 1 (660)
Balance at 30 June 2024 22,621 5,334 2,100 18,104 19,510 18,978 75 86,722
Amortisation and impairment
Balance at 1 January 2023 7,716 1,817 256 703 - - - 10,492
Amortisation charge for the period 749 318 60 104 - - - 1,231
Disposals (187) (47) - - - - - (234)
Effect of movement in exchange rates 246 (29) 11 (292) - - - (64)
Balance at 30 June 2023 8,524 2,059 327 515 - - - 11,425
Balance at 1 January 2024* 9,066 2,406 408 1,846 - - - 13,726
Amortisation charge for the period 684 365 52 629 - - - 1,730
Impairment 2,866 - 298 - - 325 - 3,489
Assets held for sale (542) (41) - - - - - (583)
Effect of movement in exchange rates (6) (1) (6) (36) - - - (49)
Balance at 30 June 2024 12,068 2,729 752 2,439 - 325 - 18,313
Net book value
At 30 June 2023 13,189 2,515 1,403 17,884 19,229 19,580 210 74,010
At 1 January 2024* 13,676 2,442 1,542 16,376 19,674 19,370 329 73,409
At 30 June 2024 10,553 2,605 1,348 15,665 19,510 18,653 75 68,409
*Equal to 31 December 2023 values
Amortisation charges for continuing operations allocated to cost of sales are
£0.8m (HY23: £0.9m) and administrative expenses £0.8m (HY23: £0.2m).
Amortisation charges for discontinued operations allocated to cost of sales
are £0.1m (HY23: £0.1m) and administrative expenses £nil (HY23: £nil).
There were no reversals of prior year impairments during the period (HY23:
none).
Plant & machinery Fixtures, fittings & equipment Motor vehicles Production tools Land & Buildings Right-of-use assets Point of use dispensers Assets under construction Total
Cost £000s £000s £000s £000s £000s £000s £000s £000s
Balance at 1 January 2023 29,988 8,124 375 13,693 20,690 8,678 1,430 2,247 85,225
Additions - 58 6 - 39 611 66 1,036 1,816
Transfers 593 355 10 509 81 - - (1,548) -
Disposals (221) (345) (56) (33) - (23) - (12) (690)
Effect of movement in exchange rates (86) (157) (15) 139 7 (332) 121 (76) (399)
Balance at 30 June 2023 30,274 8,035 320 14,308 20,817 8,934 1,617 1,647 85,952
Balance at 1 January 2024* 30,530 8,315 289 14,272 21,012 9,573 1,553 1,791 87,335
Additions 106 68 19 24 66 475 113 909 1,780
Transfers 239 103 - 230 - - - (572) -
Disposals (23) (54) (3) - - (57) - - (137)
Assets held for sale (112) (222) - (38) (51) (486) - (8) (917)
Effect of movement in exchange rates (140) (30) (2) (4) (16) (92) - (3) (287)
Balance at 30 June 2024 30,600 8,180 303 14,484 21,011 9,413 1,666 2,117 87,774
Depreciation and impairment
Balance at 1 January 2023 15,775 4,604 331 11,049 978 5,053 71 - 37,861
Depreciation charge for the period 812 483 4 312 225 607 162 - 2,605
Disposals (196) (206) (39) (26) - (3) - - (470)
Effect of movement in exchange rates (116) (223) (24) 123 12 (164) (4) 57 (339)
Balance at 30 June 2023 16,275 4,658 272 11,458 1,215 5,493 229 57 39,657
Balance at 1 January 2024* 17,106 5,265 205 11,640 1,422 5,063 419 - 41,120
Depreciation charge for the period 721 487 8 504 252 785 204 - 2,961
Disposals (23) (54) - - - (38) - - (115)
Impairment 43 - - - - - - 391 434
Assets held for sale (79) (202) - (34) (5) (340) - - (660)
Effect of movement in exchange rates (122) (23) (2) (4) (12) (32) (2) - (197)
Balance at 30 June 2024 17,646 5,473 211 12,106 1,657 5,438 621 391 43,543
Net book value
At 30 June 2023 13,999 3,377 48 2,850 19,602 3,441 1,388 1,590 46,295
At 1 January 2024* 13,424 3,050 84 2,632 19,590 4,510 1,134 1,791 46,215
At 30 June 2024 12,954 2,707 92 2,378 19,354 3,975 1,045 1,726 44,231
7. Property, plant and equipment
*Equal to 31 December 2023 values.
Depreciation charges for continuing operations allocated to cost of sales are
£2.0m (HY23: £1.9m), distribution costs £0.2m (HY23: £0.1m), and
administrative expenses £0.7m (HY23: £0.5m).
Depreciation charges for discontinued operations allocated to cost of sales
are £66k (HY23: £42k), distribution costs £1k (HY23: £nil), and
administrative expenses £1k (HY23: £1k).
8. Inventories
30 June 31 December 2023
2024
£000s £000s
Raw materials and consumables 9,539 9,444
Finished goods and goods in transit 18,054 15,996
27,593 25,440
The cost of inventories recognised as an expense and included in cost of sales
amounted to £24.8m (HY23: £24.5m). Included in this amount is adjusting
items from continuing operations of £0.8m arising from impairment due to
restructuring/rebasing activities (HY23: £nil) and £0.4m (HY23: £nil)
relating to discontinued operations.
9. Trade and other receivables
30 June 31 December 2023
2024
£000s £000s
Amounts falling due within one year:
Trade receivables 16,256 19,914
Loss allowance (204) (222)
Trade receivables - net 16,052 19,692
Prepayments 1,004 1,448
Advance purchases of commodities 615 1,477
VAT receivables 1,963 1,399
Other receivables 1,182 3,697
20,816 27,713
Adjusting items from continuing operations of £1.4m (HY23: £nil) relating to
the impairment of trade and other receivables were recognised in
administrative expenses in relation to restructuring/rebasing activities and
£0.3m (HY23: £nil) relating to discontinued operations.
Trade and other receivables carrying values are considered to be equivalent to
their fair values.
The advance purchase of commodities relates to a payment in advance to secure
the purchase of certain key commodities at an agreed price to mitigate the
commodity price risk.
10. Borrowings
30 June 31 December 2023
2024
£000s £000s
Current bank loans 16,326 16,062
Non-current bank loans 74,169 89,743
90,495 105,805
Current and non-current borrowings are shown net of loan arrangement fees of
£1.0m (FY23: £1.0m) and £0.4m (FY23: £0.9m) respectively.
10. Borrowings (continued)
Net debt as defined in our banking facility agreement is £68.8m (FY23: 83.7m)
as it excludes accrued interest of £1.7m (FY23: £2.0m).
In March 2024, the Group received approval from its banking syndicate to
normalize its net debt leverage covenant to 2.75x (FY23: 2.25x). On 11
September 2024 a one-year extension was approved for the Group's £80m RCF
facility, taking maturity out to 25 October 2026 (FY23: 25 October 2025). In
HY24, the Group has taken a number of actions to prioritise cash generation
and conservation.
As a result of the actions taken, as at 30 June 2024 the Group has:
- significantly improved facility headroom of £9.0m (FY23: £nil)
- reduced net debt to £68.8m (FY23: £83.7m)
- lowered net debt leverage to 1.76x (FY23: 2.19x), providing
substantial covenant headroom
- reduced interest costs on borrowing by 50bps to a margin of
2.35% (previously: 2.85%)
All of the above, have led to a reduction in the Group's liquidity risk.
The fair values of the Group's financial instruments continue to be not
materially different from their carrying amounts.
11. CAPITAL Commitments
30 June 31 December 2023
2024
£000s £000s
Contracted for but not provided in the interim financial statements: Property, 1,934 245
plant and equipment
The above commitments relate to production line automation in the Group's
factory in China in HY24 and FY23.
12. Dividends
As a result of the Group's publicly announced dividend pause during calendar
year 2024, no dividends have been paid or proposed in the period.
The aggregate amount of £7.1m for the proposed final dividend for FY22 was
paid on 11 August 2023 out of retained earnings at 31 December 2022. The
Directors also approved the payment of an interim dividend of 0.9p per share
on 9 October 2023. This was paid on 29 December 2023 but not recognised as a
liability in HY23.
13. Cash flow statement notes
a) Cash generated from operations
Period ended Period ended
30 June 2024
30 June 2023
£000s £000s
Cash flows from operating activities
Operating profit from continuing operations 1,088 10,014
Loss from discontinued operations before interest (2,733) (114)
Operating (loss)/profit (1,645) 9,900
Adjustments for:
Depreciation of property, plant and equipment (note 7) 2,176 1,998
Depreciation of right-of-use assets (note 7) 785 607
Amortisation of intangible assets (note 6) 1,730 1,231
Share of losses from joint ventures - 25
Impairment of intangible assets and PPE from continuing operations 3,923 -
Impairment associated with discontinued operations (note 15) 2,292 -
Profit on disposal of property, plant and equipment - (6)
Other non-cash flow items 5,429 (14)
Share based payment transactions 129 86
Net exchange differences 318 488
15,137 14,315
Changes in working capital:
Increase in inventories (3,721) (147)
Decrease /(increase) in trade and other receivables 3,731 (769)
Increase in trade and other payables 2,793 1,044
Cash generated from operations 17,940 14,443
Other non-cash flow items include inventory provision of £0.9m (HY23: £nil),
receivable write off of £1.8m (HY23: £nil), provision for settlements of
£3.1m (HY23: £nil), redundancy costs associated with discontinued operations
of £0.2m, reductions in warranty provision of £0.7m (HY23: £nil) and others
of £0.1m (HY23: £(14)k).
b) Movement in net debt
Non-cash movements
At 1 January 2024 Cash flows Currency movements Other movements Total Assets/liabilities held for sale At 30 June 2024
£000s £000s £000s £000s £000s £000s £000s
Borrowings, net of loan arrangement fees (105,805) 15,550 20 (260) (90,495) - (90,495)
Lease liabilities (4,810) 849 59 (572) (4,474) 176 (4,298)
Total liabilities from financing activities (110,615) 16,399 79 (832) (94,969) 176
(94,793)
Cash and cash equivalents 20,114 129 (281) - 19,962 (2) 19,960
Net debt (90,501) 16,528 (202) (832) (75,007) 174 (74,833)
Net debt as defined in our banking facility agreement is £68.8m (FY23:
£83.7m) as it excludes accrued interest of £1.7m and right-of-use lease
liabilities of £4.5m (FY23: accrued interest of £2.0m; right-of-use
liabilities of £4.8m).
14. SHARE BASED PAYMENTS
A summary of the share options awarded is shown in the table below.
Period ended Period ended
30 June 2024
30 June 2023
Number of Shares Number of Shares
At 1 January 4,221,520 1,654,667
Granted during the period 2,196,397 2,533,414
Exercised during the period (209,890) (3,448)
Forfeited during the period (891,203) (208,456)
As at 30 June 5,316,824 3,976,177
15. DISCONTINUED OPERATIONS
On 16 May 2024, the Board of Directors approved the disposal of HaloSource
Water Purification Technology (Shanghai) Co. Ltd (known as HSS), a wholly
owned subsidiary. This was announced to the wider business in June 2024.
Following a commercial review, it was determined that the primary product line
of HSS, industrial scale water filtration branded as Halopure, does not align
commercially with the rest of the Group's main focus on smaller scale water
filtration products. The sale of HSS is expected to be completed within a year
from the reporting date. As at 30 June 2024, HSS was classified as a disposal
group held for sale and as a discontinued operation. Before classification as
discontinued, HSS formed part of our Premium Filtration Systems division,
which has been subsequently renamed as Billi (see note 3).
The results of HSS for the period ended are presented below:
Period ended Period ended
30 June 2024
30 June 2023
Trading results £000s £000s
Revenue 95 270
Net expenses (334) (384)
Operating profit (239) (114)
Finance costs (6) (2)
Loss before taxation (245) (116)
Income tax expense - -
Loss after taxation (245) (116)
Impairment loss recognised after classification to held for sale (see note 16) (2,292) -
Redundancy costs (202) -
Adjusting items (2,494) -
Loss from discontinued operations (2,739) (116)
15. DISCONTINUED OPERATIONS (Continued)
The major classes of assets and liabilities of HSS classified as held for sale
as at 30 June are, as follows:
30 June 2024
£000s
Assets
Intangible fixed assets -
Property, plant and equipment 146
Net investments in finance leases 11
Inventories -
Trade and other receivables 240
Cash and cash equivalents 2
Assets held for sale 399
Liabilities
Trade and other payables (650)
Future lease liabilities (176)
Liabilities directly associated with assets held for sale (826)
Net liabilities directly associated with disposal group (427)
Included within the above are assets, which had a carrying value at point of
classification to assets held for sale of £2.3m (intangibles: £1.6m; PPE:
£0.1m; inventories: £0.4m and debtors: £0.3m). These have been subsequently
impaired to £nil in line with IFRS5 - Non-current Assets Held for Sale and
Discontinued Operations, to reflect the expected fair value less costs to sell
of the disposal group. Net intercompany creditor positions have been excluded
from the above analysis, as these will be finalised ahead of disposal.
The net cash flows incurred by HSS are, as follows:
Period ended Period ended
30 June 2024
30 June 2023
£000s £000s
Operating (109) 7
Investing (284) (285)
Financing (45) -
Net cash outflow (438) (278)
16. ADJUSTING ITEMS
Period ended 30 June 2024
Adjusting items Continuing operations Discontinued operations Total
£000s £000s £000s
Non-recurring items:
Restructuring/rebasing(1):
Kettle Controls 1,186 - 1,186
Consumer Goods 6,362 - 6,362
Billi (previously PFS) - 2,494 2,494
Central costs 230 - 230
Mergers and acquisitions 27 - 27
Settlements(2) 3,114 - 3,114
Total (A) 10,919 2,494 13,413
Recurring items:
Share based payments 129 - 129
Amortisation charges on acquired intangible assets(3) 629 - 629
Total (B) 758 - 758
Total adjusting items (A+B) 11,677 2,494 14,171
Period ended 30 June 2023
Adjusting items Continuing operations Discontinued operations Total
£000s £000s £000s
Non-recurring items:
Restructuring/rebasing(1):
Kettle Controls 66 - 66
Consumer Goods 39 - 39
Mergers and acquisitions 1,704 - 1,704
Total (A) 1,809 - 1,809
Recurring items:
Share based payments 86 - 86
Total (B) 86 - 86
Total adjusting items (A+B) 1,895 - 1,895
(1) £1.1m (HY23: £0.1m) of adjusting items from restructuring are included
in cost of sales and the balance of all other adjusting items are in
administrative expenses.
(2)£2.2m (HY23: £nil) of adjusting items in settlements are against revenue,
in line with IFRS 15 Revenue from Contracts with Customers.
(3)Amortisation charges on acquired intangibles have been presented as
adjusting items in HY24 in line with the change in disclosure at FY23. Also in
line with FY23, comparatives have not been restated.
16. ADJUSTING ITEMS (continued)
Reconciliation of profit before taxation to Non-GAAP Measures
Period ended Period ended
30 June 2024
30 June 2023
£000s £000s
(Loss)/profit before taxation - continuing operations (3,830) 5,052
Add back adjusting items in revenue: settlements 2,200 -
Add back adjusting items in cost of sales: restructuring/rebasing 1,062 66
Add back adjusting items in administrative expenses:
Restructuring/rebasing 6,716 39
Mergers and acquisitions 27 1,704
Settlements 914 -
Amortisation charges on acquired intangible assets 629 -
Share based payments 129 86
8,415 1,829
Total adjusting items 11,677 1,895
Adjusted profit before taxation 7,847 6,947
Add back
Amortisation 994 1,136
Depreciation (excluding Right-of-use asset depreciation) 2,150 1,977
Right-of-use asset depreciation 743 585
Finance costs 5,009 5,029
Finance income (91) (67)
Adjusted EBITDA 16,652 15,607
Balance sheet impact of adjusting items
Intangibles PPE Inventories Debtors Cash Creditors Retained earnings Total
£000s £000s £000s £000s £000s £000s £000s £000s
Continuing operations:
Restructuring/rebasing:
- Kettle Controls - - - 449 335 402 - 1,186
- Consumer Goods 3,488 435 839 973 627 - - 6,362
- Central costs - - - - 230 - - 230
M&A - - - - 27 - - 27
Settlements - - - - - 3,114 - 3,114
Share based payments - - - - - - 129 129
Amortisation charges on acquired intangible assets 629 - - - - - - 629
Total continuing operations (A) 4,117 435 839 1,422 1,219 3,516 129 11,677
Discontinued operations:
Restructuring/rebasing - - - - 2 200 - 202
Impairment to fair value less costs to sell 1,560 110 351 271 - - - 2,292
Total discontinued operations (B) 1,560 110 351 271 2 200 - 2,494
Total adjusting items (A+B) 5,677 545 1,190 1,693 1,221 3,716 129 14,171
16. ADJUSTING ITEMS (continued)
Adjusting Items:
As announced in our FY23 presentations and as part of the Group's subsequent
updates to the market, restructuring and rebasing of the business has
continued into HY24 to build strong foundations for medium-term growth
opportunities as the market continues to recover. The Board is focused on
maximising cash generation to support debt reduction, allocating resources to
optimise commercial success and realigning efforts from commercially less
sustainable projects to commercially more attractive ones.
A key part of this process has been the ongoing commercial review of product
lines/ groups (predominantly within the Consumer Goods division) with the
intention of providing the business with the flexibility to selectively invest
time and resources in those projects with higher returns. As a result of this
process, the business has approved the cessation of a number of product
lines/groups and associated capital development projects, which has resulted
in the impairment of certain items on the balance sheet, including capital
development assets, stock and some licensing debtors.
Adjusting items non-recurring from continuing operations:
1. Restructuring/rebasing of £7.8m (HY23: £nil), includes the following
a) Consumer Goods £6.4m (HY23: £39k) - Impairments amounting to £5.8m
(HY23: £nil) including tooling/intangibles, inventories and licensing
agreements associated with product lines in the Consumer Goods division where
the group does not intend to place further commercial focus or allocate
resources. Decisions have been made based on the level of additional
investment in both time and resources required to get to an end product that
can be successfully marketed, including the provision of a suitable marketing
and promotional strategy versus the expected timing and profitability of that
product line/group.
Additional personnel costs relating to the restructuring of the Consumer Goods
division totalling £0.6m (HY23: £39k).
b) Kettle Controls £1.2m (HY23: £66k) - Certain Kettle Controls capital
expenditure projects were deferred to allow the business to retain additional
cash within the Group and reduce net debt levels. This timing change has
resulted in the £0.8m (HY23: £nil) impairment of specific fixed term
licensing debtors that related to this technology.
Additional restructuring costs related to the announced part-closure of our
Ramsey manufacturing site have totalled £0.4m (HY23: £nil)
c) Central costs of £0.2m - Additional personnel costs relating to the
restructuring of the central team totalling £0.2m (HY23: £nil).
2. Settlements - The £3.1m of non-recurring adjusting costs relates
predominantly to the Group being in the final stages of negotiating a
commercial settlement with one of its key OEM customers. The Group expect this
process to be completed in the coming weeks, leading to the payment of an
estimated £2.2m settlement amount. We have accrued for this amount within the
30 June 2024 balance sheet as an adjusting post balance sheet event for HY24.
As this is a non-recurring and material amount, this has been presented as an
adjusting item in the HY24 income statement as a reduction in revenue. The
other £0.9m relates to a final settlement agreement with all parties to the
LAICA acquisition, regarding the transfer of a Taiwanese property.
Adjusting items from discontinued operations:
Following a comprehensive review of the Group's business unit Halopure (part
of our Premium Filtration Systems division, now classified as Billi), it was
concluded that the Group would look to dispose of this business on the open
market. As an industrial farming filtration product, the Halopure technology
does not fit well with the rest of the group's focus on smaller scale domestic
filtration products. The business has been loss making since acquisition and
is forecasting to continue to be for the medium term, whilst requiring
additional investment to support ongoing growth. Disposal is expected to be
via sale at a nominal value which has led to Halopure being disclosed as a
discontinued operation in the Group's HY24 numbers. The net assets of the
business have been reclassified as assets held for sale in the Group's balance
sheet and have been impaired by £2.3m (HY23: £nil) to reflect the minimal
expected fair value less costs to sell on disposal. This number will continue
to be reviewed ahead of eventual sale, but it is not expected to change
significantly. Redundancy costs of £0.2m have also been recognised in line
with efforts to dispose of the business.
17. RELATED PARTY TRANSACTIONS
Key management compensation
The following table details the aggregate compensation paid in respect of key
management, which includes the Directors and the members of the Operational
Board, representing members of the senior management team from all key
departments of the Group.
Period ended Period ended
30 June 2024
30 June 2023
£000s £000s
Salaries and other short-term employment benefits 1,088 1,045
Post-employment benefits 83 88
Share-based payment transactions 82 -
1,253 1,133
There are no defined benefit schemes for key management.
18. Post balance sheet events (non-adjusting)
On 11 September 2024 a one-year extension was approved for the Group's £80m
RCF facility, taking maturity out to 25 October 2026 (FY23: 25 October 2025).
See note 10 for further details.
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