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REG - Volex PLC - Preliminary Announcement of Volex plc <Origin Href="QuoteRef">VLX.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSH4870Ha 

8        29,565     30,738     
                                                        127,641    136,342    
 Total assets                                           152,546    175,769    
 Current liabilities                                                          
 Borrowings                                    8        -          5,164      
 Trade payables                                         51,156     53,814     
 Other payables                                         24,993     20,784     
 Current tax liabilities                                5,346      6,183      
 Retirement benefit obligation                          719        763        
 Provisions                                    9        358        1,771      
 Derivative financial instruments                       -          76         
                                                        82,572     88,555     
 Net current assets / (liabilities)                     45,069     47,787     
 Non-current liabilities                                                      
 Borrowings                                    8        18,230     28,823     
 Other payables                                         432        393        
 Deferred tax liabilities                               1,239      2,133      
 Retirement benefit obligation                          3,682      2,567      
 Provisions                                    9        84         1,946      
                                                        23,667     35,862     
 Total liabilities                                      106,239    124,417    
 Net assets                                             46,307     51,352     
 Equity attributable to owners of the parent                                  
 Share capital                                          39,755     39,755     
 Share premium account                                  7,122      7,122      
 Non-distributable reserves                             2,455      2,455      
 Hedging and translation reserve                        (4,254)    (7,964)    
 Own shares                                             (867)      (867)      
 Retained earnings                                      2,096      10,851     
 Total equity                                           46,307     51,352     
                                                                                    
 
 
 Consolidated Statement of Changes in Equity                              
 For the 52 weeks ended 2 April 2017 (52 weeks ended 3 April 2016)        
                                                                          Share capital  Share premium account  Non-distributable reserves  Hedging and translation reserve  Own shares  Retained earnings  Total equity    
                                                                          $'000          $'000                  $'000                       $'000                            $'000       $'000              $'000           
                                                                                                                                                                                                                            
 Balance at 5 April 2015                                                  39,755         7,122                  2,455                       (8,566)                          (867)       14,609             54,508          
 Profit / (loss) for the period attributable to the owners of the parent  -              -                      -                           -                                -           (2,312)            (2,312)         
 Other comprehensive income / (loss) for the period                       -              -                      -                           602                              -           (405)              197             
 Total comprehensive income / (loss) for the period                       -              -                      -                           602                              -           (2,717)            (2,115)         
 Reserve entry for share option charge / (credit)                         -              -                      -                           -                                -           (1,041)            (1,041)         
 Balance at 3 April 2016                                                  39,755         7,122                  2,455                       (7,964)                          (867)       10,851             51,352          
 Profit / (loss) for the period attributable to the owners of the parent  -              -                      -                           -                                -           (7,048)            (7,048)         
 Other comprehensive income / (loss) for the period                       -              -                      -                           3,710                            -           (2,143)            1,567           
 Total comprehensive income / (loss) for the period                       -              -                      -                           3,710                            -           (9,191)            (5,481)         
 Reserve entry for share option charge / (credit)                         -              -                      -                           -                                -           436                436             
 Balance at 2 April 2017                                                  39,755         7,122                  2,455                       (4,254)                          (867)       2,096              46,307          
 
 
 Consolidated Statement of Cash Flows                                    
 For the 52 weeks ended 2 April 2017 (52 weeks ended 3 April 2016)              
                                                                                            
                                                                         Notes  2017 $'000  2016 $'000  
                                                                                                        
 Net cash generated from / (used in) operating activities                7      15,897      1,798       
                                                                                                        
 Cash flow generated from / (used in) investing activities                                              
 Interest received                                                              19          18          
 Proceeds on disposal of intangible assets, property, plant & equipment         201         22          
 Purchases of property, plant & equipment                                       (2,464)     (5,961)     
 Purchases of intangible assets                                                 (68)        (626)       
 Net cash generated / (used in) investing activities                            (2,312)     (6,547)     
                                                                                                        
 Cash flows before financing activities                                         13,585      (4,749)     
 Cash generated / (used) before non-recurring items                             19,326      (281)       
 Cash utilised in respect of non-recurring items                                (5,741)     (4,468)     
                                                                                                        
                                                                                                        
 Cash flow generated from / (used in) financing activities                                              
 Refinancing costs paid                                                         (582)       -           
 Repayment of borrowings                                                 8      (9,240)     (3,500)     
 New bank loans raised                                                   8      -           6,872       
 Net cash generated from / (used) in financing activities                       (9,822)     3,372       
                                                                                                        
 Net increase / (decrease) in cash and cash equivalents                         3,763       (1,377)     
                                                                                                        
 Cash and cash equivalents at beginning of period                        8      25,574      26,203      
 Effect of foreign exchange rate changes                                 8      228         748         
 Cash and cash equivalents at end of period                              8      29,565      25,574      
                                                                                                          
 
 
1.       Basis of preparation 
 
The preliminary announcement for the 52 weeks ended 2 April 2017 has been
prepared in accordance with the accounting policies as disclosed in Volex
plc's Annual Report and Accounts 2016, as updated to take effect of any new
accounting standards applicable for the period as set out in Volex plc's
Interim Statement 2017. 
 
The annual financial information presented in this preliminary announcement is
based on, and is consistent with, that in the Group's audited financial
statements for the 52 weeks ended 2 April 2017, and those financial statements
will be delivered to the Registrar of Companies following the Company's Annual
General Meeting. The independent auditors' report on those financial
statements is unqualified and does not contain any statement under section 498
(2) or 498 (3) of the Companies Act 2006. 
 
Information in this preliminary announcement does not constitute statutory
accounts of the Group within the meaning of section 434 of the Companies Act
2006. The full financial statements for the Group for the 52 weeks ended 3
April 2016 have been delivered to the Registrar of Companies. The independent
auditor's report on those financial statements was unqualified and did not
contain a statement under section 498 (2) or 498 (3) of the Companies Act
2006. 
 
Going concern 
 
The key terms of the Group's revolving credit facility, through which it will
meet its day to day working capital requirements, are shown in Note 6. 
Following a post year end amendment and extension to the facility, the
facility has reduced to $30 million but is available until June 2019.  The
facility requires quarterly covenant tests to be performed in relation to
leverage and interest cover. 
 
The Group's forecast and projections, taking reasonable account of possible
changes in trading performance, show that the Group should operate within the
level of the proposed facility for at least 12 months from the date of this
announcement and should comply with covenants over this period. The Group also
has access to and uses additional uncommitted facilities.  Further the Group
has a number of mitigating actions available to it should actual performance
fall below the current financial forecasts.  The Directors have the financial
controls and monitoring available to them to put in place those mitigating
actions in a timely fashion if they see the need to do so. The Directors
therefore believe that the Group is well placed to manage its business within
its covenants. 
 
The Directors have, at the time of approving the financial statements, a
reasonable expectation that the Company and the Group have adequate resources
to continue in operational existence for at least 12 months from the date of
these accounts.  Accordingly, they continue to adopt the going concern basis
in preparing the Annual Report and financial statements. 
 
This preliminary announcement was approved by the Board of Directors on 8 June
2017. 
 
2.       Business and geographical segments 
 
Operating segments 
 
The internal reporting provided to the Group's Board for the purpose of
resource allocation and assessment of Group performance is based upon the
nature of the products supplied. In addition to the operating divisions, a
Central division exists to capture all of the corporate costs incurred in
supporting the operations. 
 
 Power Cords       The sale and manufacture of electrical power products to manufacturers of electrical / electronic devices and appliances. These include laptop / desktop computers, printers, televisions, power tools and floor cleaning equipment.                                                                                                  
 Cable Assemblies  The sale and manufacture of cables permitting the transfer of electronic, radio-frequency and optical data. These cables can range from simple USB cables to complex high speed cable assemblies. Data cables are used in numerous devices including medical equipment, data centres, telecoms networks and the automotive industry.  
 Central           Corporate costs that are not directly attributable to the manufacture and sale of the Group's products but which support the Group in its operations. Included within this division are the costs incurred by the executive management team and the corporate head office.                                                            
 
 
The Board believes that the segmentation of the Group based upon product
characteristics allows it to best understand the Group's performance and
profitability. 
 
                                                                         52 weeks to 2 April  2017  52 weeks to 3 April  2016  
                                                                         Revenue                    Profit / (loss)            Revenue  Profit / (loss)  
                                                                         $'000                      $'000                      $'000    $'000            
 Power Cords                                                             188,256                    3,228                      230,205  2,293            
 Cable Assemblies                                                        131,328                    10,528                     137,329  9,842            
 Unallocated central costs                                               -                          (4,677)                    -        (4,963)          
 Divisional results before share-based payments and non-recurring items  319,584                    9,079                      367,534  7,172            
 Non-recurring operating items                                                                      (15,232)                            (4,742)          
 Share-based payment credit / (expense)                                                             (468)                               1,009            
 Operating profit / (loss)                                                                          (6,621)                             3,439            
 Finance income                                                                                     19                                  18               
 Finance costs                                                                                      (1,898)                             (1,915)          
 Profit / (loss) before taxation                                                                    (8,500)                             1,542            
 Taxation                                                                                           1,452                               (3,854)          
 Profit / (loss) after taxation                                                                     (7,048)                             (2,312)          
 
 
Credits / charges for share-based payments and non-recurring items have not
been allocated to divisions as management report and analyse division
profitability at the level shown above. 
 
Geographical segments 
 
The Group's revenue from external customers and information about its
non-current assets (excluding deferred tax assets) by geographical location
are provided below: 
 
                         Revenue    Non-Current Assets  
                         2017$'000  2016$'000           2017$'000  2016$'000  
 Asia (excluding India)  182,079    225,053             16,914     32,068     
 North America           78,084     80,802              1,090      1,532      
 Europe                  52,752     50,305              3,179      3,614      
 India                   4,929      6,878               774        897        
 South America           1,740      4,496               -          493        
                         319,584    367,534             21,957     38,604     
                                                                                
 
 
3.       Non-recurring items 
 
                                             2017$'000  2016$'000  
 Impairment / product portfolio realignment  12,491     1,498      
 Restructuring costs                         1,656      2,693      
 Manufacturing optimisation consultancy      815        -          
 Movement in onerous lease provisions        270        1,151      
 Provision for historic sales tax claims     -          (600)      
 Total non-recurring items                   15,232     4,742      
 
 
Following a further downturn in Power Cords revenue (particularly with the
Group's largest customer) resulting in significant surplus capacity at our
Power factories, a full review of the Group's cost base was performed. As a
result of this, the largest Power factory was downsized with one of the three
available buildings returned to the landlord.  This resulted in impairment of
the associated fit-out costs.  Further the number of production lines running
in the remaining two buildings was reduced resulting in the impairment of the
redundant plant, machinery and tooling.  Finally, given the reduced sales from
the largest customer and the already thin margins, the forecast profitability
from the continuing lines was assessed and deemed insufficient to support the
associated fixed asset cost base. As a consequence of the above factors, an
impairment charge of $11,987,000 was recorded in the Power Cords division.  In
the Cable Assemblies division, $491,000 of impairment charge has been recorded
following the closure of Volex Do Brasil Ltda. 
 
During the current year, the Group has incurred $1,656,000 (2016: $2,693,000)
of restructuring spend in response to the reduced revenues of the Group. The
non-recurring cost can be split into several distinct elements: 
 
•       An operational element of $1,604,000 (2016: $1,372,000) which included
reductions to the direct and indirect manufacturing headcount in a number of
our factories following the downturn in volumes, the removal of certain
middle-management roles and redundancies associated with the closure of our
Brazil, Ireland, Austin and Jakarta operations. 
 
•       An executive and senior management change element of $52,000 (2016:
$1,321,000). The current year charge relates to the departure of the Head of
Engineering.  The prior period charge relates to the departure of the Group
Chief Executive Officer, the removal of the divisional management structure
and the removal of certain other executive management positions (e.g. Chief
Information Officer). 
 
Following his appointment in November 2016, the Executive Chairman sought to
address the production issues facing our factories across the globe in order
to make them more cost competitive. To support the management function, an
external manufacturing consultancy was employed on a fixed term contract of 9
months, to advise on manufacturing best practice and implementation. This
contract expired in December 2016 and has therefore been classified as
non-recurring.  Costs associated with this contract totalled $815,000. 
 
The Group has incurred an onerous lease charge in the period of $270,000
primarily in relation to the sub-let of a property in North America.  The
sub-lease is for the full head lease term and mirrors the head lease clauses
with the exception of an initial quarter rent free period.  The prior year
charge of $1,151,000 followed a revision to underlying assumptions included in
the provision calculation of a UK onerous property. The lease on this UK
property was exited in the current year with a $50,000 credit arising from the
release of surplus provision. 
 
4.       Taxation 
 
                                                          2017     2016   
 $'000                                                    $'000    
 Current tax - charge for the period                      1,328    3,376  
 Current tax - adjustment in respect of previous periods  (58)     452    
 Total current tax                                        1,270    3,828  
 Deferred tax                                             (2,722)  26     
 Income tax (credit) / expense                            (1,452)  3,854  
 
 
5.       Earnings / (loss) per ordinary share 
 
The calculations of the earnings / (loss) per share are based on the following
data: 
 
 Earnings / (loss)                                                                                                                                 2017        2016        
                                                                                                                                                   $'000       $'000       
 Profit / (loss) for the purpose of basic and diluted earnings / (loss) per share being net profit attributable to equity holders of the parent    (7,048)     (2,312)     
 Adjustments for:                                                                                                                                                          
 Non-recurring items                                                                                                                               15,232      4,742       
 Share-based payments charge / (credit)                                                                                                            468         (1,009)     
 Tax effect of above adjustments                                                                                                                   (214)       (88)        
 Underlying earnings / (loss)                                                                                                                      8,438       1,333       
                                                                                                                                                                           
                                                                                                                                                   No. shares  No. shares  
 Weighted average number of ordinary shares for the purpose of basic earnings per share                                                            88,956,532  88,956,532  
 Effect of dilutive potential ordinary shares / share options                                                                                      281,330     27,370      
 Weighted average number of ordinary shares for the purpose of diluted earnings per share                                                          89,237,862  88,983,902  
                                                                                                                                                                           
                                                                                                                                                   2017        2016        
 Basic earnings / (loss) per share                                                                                                                 Cents       Cents       
 Basic earnings / (loss) per share                                                                                                                 (7.9)       (2.6)       
 Adjustments for:                                                                                                                                                          
 Non-recurring items                                                                                                                               17.1        5.3         
 Share-based payments charge / (credit)                                                                                                            0.5         (1.1)       
 Tax effect of above adjustments                                                                                                                   (0.2)       (0.1)       
 Underlying basic earnings / (loss) per share                                                                                                      9.5         1.5         
 
 
5.       Earnings / (loss) per ordinary share (continued) 
 
                                                                 
 Diluted earnings per share                                      
 Diluted earnings / (loss) per share               (7.9)  (2.6)  
 Adjustments for:                                                
 Non-recurring items                               17.1   5.3    
 Share-based payments charge / (credit)            0.5    (1.1)  
 Tax effect of above adjustments                   (0.2)  (0.1)  
 Underlying diluted earnings / (loss) per share    9.5    1.5    
 
 
The underlying earnings / (loss) per share has been calculated on the basis of
profit / (loss) before non-recurring items and share-based payments, net of
tax. The Directors consider that this calculation gives a better understanding
of the Group's performance in the current and prior period. 
 
6.          Bank facilities 
 
The Group had a $45.0 million multi-currency combined revolving overdraft and
guarantee facility with a syndicate of three banks (Lloyds Banking Group plc,
HSBC Bank plc and Clydesdale Bank plc - together 'the Syndicate'). This
facility was available until 15 June 2018. 
 
The amount available under the facility at 2 April 2017 was $45.0 million
(2016: $45.0 million). The facility was secured by fixed and floating charges
over the assets of certain Group companies. 
 
The terms of the facility required the Group to perform quarterly financial
covenant calculations with respect to leverage (adjusted net debt to adjusted
rolling 12-month EBITDA) and interest cover (adjusted rolling 12-month EBITDA
to adjusted rolling 12-month interest). Breach of these covenants could have
resulted in cancellation of the facility. 
 
Post year end the facility has been extended to 30 June 2019.  As part of the
extension, Clydesdale Bank plc exited the syndicate with the total facility
reducing from $45.0 million to $30.0 million.  The leverage covenant has been
amended to calculate using total debt rather than net debt with the ratios
adjusted accordingly. 
 
In the current year, professional fees of $582,000 were incurred in relation
to the extension of the facility to June 2018.  Of this $150,000 was paid to
the Syndicate to agree to the amendment.  The $582,000 was capitalised and is
charged to the income statement on a straight line basis over the remaining
period to facility expiry. 
 
7.          Notes to cash flow statement 
 
                                                                        2017 $'000  2016 $'000  
 Profit / (loss) for the period                                         (7,048)     (2,312)     
 Adjustments for:                                                                               
 Finance income                                                         (19)        (18)        
 Finance costs                                                          1,898       1,915       
 Income tax expense                                                     (1,452)     3,854       
 Depreciation on property, plant and equipment                          4,927       6,162       
 Amortisation of intangible assets                                      441         1,018       
 Impairment loss                                                        12,491      1,498       
 (Gain) / Loss on disposal of property, plant and equipment             61          25          
 Share option payment (credit) / charge                                 468         (1,009)     
 Decrease / (increase) in provisions                                    (3,837)     (1,203)     
 Effects of foreign exchange rate changes                               407         126         
 Operating cash flow before movement in working capital                 8,337       10,056      
 Decrease / (increase) in inventories                                   5,382       1,897       
 Decrease / (increase) in receivables                                   2,376       10,609      
 (Decrease) / increase in payables                                      3,070       (14,433)    
 Movement in working capital                                            10,828      (1,927)     
                                                                                                
 Cash generated from / (used in) operations                             19,165      8,129       
 Cash generated from / (used in) operations before non-recurring items  24,906      12,597      
 Cash utilised by operating non-recurring items                         (5,741)     (4,468)     
                                                                                                
 Taxation paid                                                          (2,102)     (4,489)     
 Interest paid                                                          (1,166)     (1,842)     
 Net cash generated from / (used in) operating activities               15,897      1,798       
 
 
8.          Analysis of net debt 
 
                         Cash and cash equivalents $'000  Bank loans  Debt issue costs$'000  Total    
                                                          $'000                              $'000    
 At 5 April 2015         26,203                           (25,159)    836                    1,880    
 Cash flow               (1,377)                          (3,372)     -                      (4,749)  
 Exchange differences    748                              (734)       (19)                   (5)      
 Other non-cash changes  -                                -           (375)                  (375)    
 At 3 April 2016         25,574                           (29,265)    442                    (3,249)  
 Cash flow               3,763                            9,240       582                    13,585   
 Exchange differences    228                              1,305       (113)                  1,420    
 Other non-cash changes  -                                -           (421)                  (421)    
 At 2 April 2017         29,565                           (18,720)    490                    11,335   
 
 
8.          Analysis of net debt (continued) 
 
Debt issue costs relate to bank facility arrangement fees. Amortisation of
debt issue costs in the period amounted to $421,000 (FY2016: $375,000). 
 
 Analysis of cash and cash equivalents:      2017$'000  2016$'000  
 Cash and bank balances                      29,565     30,738     
 Bank overdrafts                             -          (5,164)    
 Cash and cash equivalents                   29,565     25,574     
 
 
9.          Provisions 
 
                                        Property$'000  Corporate restructuring$'000  Other$'000  Total$'000  
                                                                                                             
 At 5 April 2015                        3,826          259                           584         4,669       
 Charge / (credit) in the period        1,151          (6)                           142         1,287       
 Utilisation of provision               (1,652)        (181)                         (343)       (2,176)     
 Unwinding of discount                  52             -                             -           52          
 Exchange differences                   (83)           (5)                           (27)        (115)       
 At 3 April 2016                        3,294          67                            356         3,717       
 Charge / (credit) in the period        (39)           -                             18          (21)        
 Utilisation of provision               (3,014)        -                             (20)        (3,034)     
 Unwinding of discount                  79             -                             -           79          
 Exchange differences                   (268)          (3)                           (28)        (299)       
 At 2 April 2017                        52             64                            326         442         
 Less: included in current liabilities  32             -                             326         358         
 Non-current liabilities                20             64                            -           84          
 
 
Property provisions 
 
During the 52 weeks ended 2 April 2017, the Group negotiated the early release
from its contractual commitments under the lease on Greenfold Way ('GFW'), the
old UK headquarters and factory based in Leigh.  In return for the early
release, the Group paid a surrender premium of $2,481,000.  At prior year end,
an onerous lease provision was held against GFW and following this payment,
surplus provision of $50,000 was released through the non-recurring items
charge. The remaining provision of $32,000 has been retained to cover any
incidental costs associated with this property. 
 
In the prior year, following revisions to assumptions in the onerous lease
provision calculations, a further $1,151,000 onerous lease charge was booked
as a non-recurring item. 
 
Other 
 
Other provisions include the Directors' best estimate, based upon past
experience, of the Group's liability under specific product warranties,
purchase commitments and legal claims. The timing of the cash outflow with
respect to these claims is uncertain. 
 
10.       Reconciliation of operating profit to underlying EBITDA (earnings
before interest, tax, depreciation, amortisation, non-recurring items and
share-based payment charge) 
 
                                                2017     2016     
                                                $'000    $'000    
 Operating profit                               (6,621)  3,439    
 Add back:                                                        
 Non-recurring items                            15,232   4,742    
 Share-based payment (credit) / charge          468      (1,009)  
 Underlying operating profit                    9,079    7,172    
 Depreciation of property, plant and equipment  4,927    6,162    
 Amortisation of acquired intangible assets     441      1,018    
 Underlying EBITDA                              14,447   14,352   
 
 
11.       Events after balance sheet date 
 
The Group has successfully completed an extension of its senior credit
facility to June 2019 (previously due to expire in June 2018).  As part of
this extension, Clydesdale Bank plc exited the syndicate.  Lloyds Banking
Group plc and HSBC Bank plc have both retained their positions and credit
offering with the size of the facility duly reducing from $45.0 million to
$30.0 million.  Given the cash generation in the year, management is confident
that the Group can operate within this facility level. 
 
On 12 April 2017, the Group entered into a shareholder agreement with Kepler
Signaltek Limited to establish a new joint venture and acquired 26.09% of the
voting shares of the company for consideration of $300,000.  This amount was
paid on 19 April 2017.  A commitment to subscribe for $1,700,000 of preference
shares which accrue interest at 10% per annum was also made with $700,000 due
to be paid on 1 August 2017 and $1,000,000 on 1 April 2018.  The preference
shares are redeemable at any point after April 2019 and before April 2022. 
Kepler Signaltek Limited will manufacture both power cords and high speed data
cables exclusively for the healthcare sector and provides Volex with access to
an enhanced healthcare product offering. 
 
This information is provided by RNS
The company news service from the London Stock Exchange

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