REG - Victoria PLC - Interim Results <Origin Href="QuoteRef">VCP.L</Origin> - Part 2
22/11/2016 07:07
- Part 2: For the preceding part double click ID:nRSV7662Pa
8,381 3,855
Tax (2,407) (1,458)
Profit after tax from continuing operations 5,974 2,397
Loss from discontinued operations * ----- (1,746)
Profit for the period 5,974 651
* Loss from discontinued operations relates to the disposal of Westwood Yarns Limited, which was sold on 2 October 2015. Management information is reviewed on a segmental basis to operating profit.
Other segmental information
26 weeks ended 1 October 2016 27 weeks ended 3 October 2015
UK Australia Unallocated Total UK Australia Unallocated Total
central central
liabilities liabilities
re-stated re-stated re-stated
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Depreciation (from continuing operations) 4,612 1,217 ----- 5,829 3,755 934 ----- 4,689
Amortisation of acquired intangibles 1,578 368 ----- 1,946 197 ----- ----- 197
6,190 1,585 ----- 7,775 3,952 934 ----- 4,886
26 weeks ended 1 October 2016 27 weeks ended 3 October 2015
UK Australia Unallocated Total UK Australia Unallocated Total
central central
expenditure expenditure
re-stated re-stated re-stated
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Capital expenditure (from continuing operations) 5,092 938 ----- 6,030 4,298 598 ----- 4,896
4 Exceptional Items from continuing operations
26 Weeks 27 Weeks
ended ended
1 Oct 2016 3 Oct 2015
£000 £000
(a) Acquisition costs 494 1,066
(b) Bank refinancing costs ----- 262
494 1,328
All exceptional items are classified within administrative expenses.
(a) Professional fees in connection with prospecting and completing acquisitions during the period.
(b) The prior year bank refinancing cost was in connection with establishing the Company's multi-currency revolving facility with existing Group bankers, Barclays and HSBC.
5 Finance costs
26 Weeks 27 Weeks
ended ended
1 Oct 2016 3 Oct 2015
£000 £000
Interest on loans and overdrafts wholly repayable within five years 1,512 900
Interest payable on BGF loan 572 586
Hire purchase and finance lease interest 32 45
Underlying interest costs 2,116 1,531
(a) BGF loan and option, redemption premium charge 90 90
(b) Unwinding of present value of deferred and contingent consideration 1,317 885
(c) Mark to market adjustment on foreign exchange forward contracts 63 -----
Non-underlying costs 1,470 975
Total finance costs 3,586 2,506
(a) Non-cash annual cost of the redemption premium in relation to the BGF loan and option.
(b) Deferred and contingent consideration in respect to acquisitions is measured under IFRS 3, initially at fair value discounted for the time value of money. The present value is then re-measured at each half-year and year-end to unwind the time value of money. In addition, any changes arising from actual and forecast business performance are reflected, although such movements form an immaterial portion of the overall annual charge. All such adjustments are non-cash
items.
(c) Non-cash fair value adjustment on foreign exchange forward contracts.
6 Tax from continuing operations
26 Weeks 27 Weeks
ended ended
1 Oct 2016 3 Oct 2015
£000 £000
re-stated
Current tax
- Current year UK 2,392 1,637
- Current year overseas 1,187 637
3,579 2,274
Deferred tax
- Credit recognised in the current year (1,236) (796)
- Adjustments in respect of prior years 64 (20)
(1,172) (816)
Total tax 2,407 1,458
The overall corporation tax rate is 22.8% (2015: 22.9%), representing the best estimate of the weighted average annual corporation tax rate expected for the full financial year.
7 Earnings per share
The calculation of the basic, adjusted and diluted earnings per share is based on the following data:
26 Weeks 26 Weeks 27 Weeks 27 Weeks
ended 1 ended 1 Oct 2016 ended 3 Oct 2015 ended 3 Oct 2015
Oct 2016
Basic Adjusted Basic Adjusted
£'000 £'000 £'000 £'000
Profit attributable to ordinary equity holders of the parent entity from continuing operations 5,974 5,974 2,397 2,397
Exceptional items:
Amortisation of acquired intangibles ---- 1,946 ---- 197
Acquisition costs ---- 494 ---- 1,066
Unwinding of present value of deferred and contingent consideration ---- 1,317 ---- 885
BGF loan and option, redemption premium charge ---- 90 ---- 90
Release of prepaid finance costs ---- ---- ---- 262
Mark to Market adjustment on foreign exchange forward contracts and interest rate swap ---- 63 ---- ----
Tax effect on adjusted items where applicable ---- (395) ---- ----
Earnings for the purpose of basic and adjusted earnings per share from continuing operations 5,974 9,489 2,397 4,897
Loss attributable to ordinary equity holders of the parent entity from discontinued operations ---- ---- (1,746) ----
Earnings for the purpose of basic and adjusted earnings per share 5,974 9,489 651 4,897
Weighted average number of shares
2016 2015
Number of Number of
shares ('000) shares ('000)
(1) (1)
Weighted average number of ordinary shares for the purposes of basic and adjusted earnings per share 90,967 74,300
Effect of dilutive potential ordinary shares:
BGF share options 2,973 1,215
Weighted average number of ordinary shares for the purposes of diluted earnings per share 93,940 75,515
(1) The number of shares in issue increased by a factor of five on 12 September 2016 following approval of a five-for-one share split at the AGM on 9 September 2016. The weighted average number of shares in issue over the period has been determined on this new basis.
The potential dilutive effect of the share options has been calculated in accordance with IAS 33 using the average share price in the period.
The Group's earnings/(loss) per share are as follows:
2016 2015
re-stated
Pence Pence
Earnings per share from continuing operations
Basic adjusted 10.43 6.59
Diluted adjusted 10.10 6.48
Basic 6.57 3.23
Diluted 1 6.46 3.29
Loss per share from discontinued operations
Basic ---- (2.35)
Diluted 1 ---- (2.35)
Earnings per share
Basic adjusted 10.43 6.59
Diluted adjusted 10.10 6.48
Basic 6.57 .88
Diluted 1 6.46 .98
1 Earnings for the purpose of diluted (basic) earnings per share have been adjusted to add back the Business Growth Fund ('BGF') redemption premium charge as this cost is only incurred if the BGF share options are not exercised.
The prior year earnings per share metrics have been recalculated to reflect the five for one share split which was effective from 12 September 2016.
8 Analysis of net debt
At Cash flow Capital expenditure under finance leases/HP Other Exchange movement At
2 April non-cash 1 October
2016 changes 2016
£000 £000 £000 £000 £000 £000
Cash 19,078 1,973 ---- ---- 450 21,501
Cash and cash equivalents 19,078 1,973 ---- ---- 450 21,501
Finance leases and hire purchase agreements
- Payable less than one year (596) 264 ---- (280) (5) (617)
- Payable more than one year (513) 211 (657) 280 (20) (699)
Bank loans
- Payable more than one year (69,280) (7,385) ---- ---- (1,242) (77,907)
BGF loan
- Payable less than one year ---- ---- ---- ---- ---- ----
- Payable more than one year (9,796) ---- ---- (163) ---- (9,959)
Net debt (61,107) (4,937) (657) (163) (817) (67,681)
Prepaid finance costs 1,067 75 ---- (194) ---- 948
Net debt including prepaid finance costs (60,040) (4,862) (657) (357) (817) (66,733)
9 Acquisition of subsidiaries
Ezi Floor Limited
On 30 September 2016, the Group acquired UK
underlay manufacturer Ezi Floor Limited, for
an initial cash consideration of £6.5m and
deferred cash consideration of £6.5m, payable
in annual instalments over four years.
Additional contingent cash consideration up to
a maximum of £6.5m is wholly dependent on
improved EBITDA over the next four years. The
principal activity of Ezi Floor is the
manufacture and distribution of a range of
underlay and underlay accessories for both the
residential and contract markets. Ezi Floor
sells to wholesalers, retail groups, and
independent stores throughout the UK. The
acquisition is expected to be immediately
accretive to the underlying earnings per share
of the Company.
The Group results for the 26 weeks ended 1
October 2016 do not include any revenue or
profit from Ezi Floor as it was acquired at
the end of the first half period.
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