Interim Financial Statements
RNS Number : 3789S Worthington Group PLC 29 November 2012 WORTHINGTON GROUP PLC Interim Financial Statements for the half year ended 30th September 2012 CHIEF EXECUTIVE'S STATEMENT The Company's revenue increased to £111,000 (2011: £47,000) which resulted in a gross profit of £105,000 (2011: loss of £34,000). However, increased Pension costs, being mainly legal fees, of £140,000 (2011: £28,000), plus fees for the fund raising of £600,000 of new capital and loans described later herein, resulted in the Company recording a net loss for the period of £267,000 (2011: £187,000). This includes non-cash charges in the period of £50,000 (2011: £55,000) in relation to pension scheme finance costs. We are pleased to report that Trimmings by Design, our associated company, continued to trade profitably and the Company recognised a profit of £46,000 (2011: £19,000) in the period. No dividend distribution was received from them in the period (2011: £44,000). Following the demolition of the remaining buildings at the Keighley site, as expected, the rental income reduced to £1,000 (2011: £47,000). The Company is currently in negotiations with the local authority over how to best utilise the now cleared Keighley site. Some land owned by the local authority may need to be included in any planning application. Therefore, before proceeding with an application, it is important that the Company knows what value the local authority place on the parcels of land required for a successful application. In order to fund working capital, on the 9th July 2012, the directors issued 350,000 new ordinary 10p shares at 10.45p each, raising proceeds of £36,575 before costs, for the Company. On 6th August 2012, the directors issued a further 900,000 new ordinary 10p shares at 10.2p each, raising proceeds of £91,800 before costs, for the Company. The subscribers to these new ordinary shares also received warrants to subscribe for 2,500,000 new ordinary shares at 5p each, this subscription price is subject to shareholders approving a capital reorganisation. These warrants are exercisable within 5 years of the dates of subscription of the ordinary shares. In addition, since the period end, the Company has issued £475,000 of Secured Convertible Loan Stock, secured by a first charge on the Company's assets. The Convertible Loan Stock gives holders the right to convert each £1 of Loan Stock into 20 new ordinary shares, within 7 years of issue, this conversion rate is subject to shareholders approving a capital reorganisation. Holders of £13,606.90 of the Convertible Loan Stock have elected in November to convert them into 136,069 new ordinary shares at 10p. The subscribers to the Convertible Loan Stock have also received warrants to subscribe for 9,500,000 new ordinary shares at a price of 5p each, this subscription price is subject to shareholders approving a capital reorganisation. These warrants are exercisable for a period of 5 years from the date of issue. Following completion of the fund raising, as described above, the Pension Scheme funding risk continues to represent the principle risk factor faced by the Company. We continue to monitor the Pension Scheme investments and liabilities, which represent the key risks to the Company at present. Details of our principal risk factors can be found in the director's report on page 3 of the 2012 Annual Report and Accounts. There have been no significant changes to the principal risks in the half year to 30th September 2012. However, the administrators of Rangers FC have now been replaced by BDO as liquidators and litigants. The Company is still confident that the £3m of Pension Scheme funds, currently held under a court order with regard to an uncompleted loan, will be returned to the Pension Scheme in due course, along with costs. Doug Ware Chief Executive 29 November 2012 Website: www.worthingtongroup.co.uk Enquiries: Anne Aylesbury, PD Cosec Limited Company Secretary, Worthington Group plc on 020 8940 0963 Roland Cornish, Beaumont Cornish Limited on 020 7628 3396 This interim report may contain forward-looking statements based on current expectations of, and assumptions and forecasts made by management. Various known and unknown risks, uncertainties and other factors could lead to substantial differences between the actual future results and, financial situation development or performance of the company and the estimates and historical results given herein. Undue reliance should not be placed on forward looking statements which speak only as at the date of this document. We undertake no obligation publicly to update or revise any forward-looking statements, except as may be required by law. Worthington Group plc Income Statement for the six months ended 30 September 2012
| Unaudited 6 months ended 30 September 2012 £'000 | Unaudited 6 months ended 30 September 2011 £'000 | Audited Year ended 31 March 2012 £'000 | |
| Continuing operations | |||
| Revenue | 111 | 47 | 43 |
| Cost of sales | (6) | (81) | (115) |
| ____ | ____ | ____ | |
| Gross profit/(loss) | 105 | (34) | (72) |
| Administrative expenses | (260) | (89) | (165) |
| Share based payment | - | (61) | (166) |
| Pension expenses | (140) | (28) | (235) |
| ____ | ____ | ____ | |
| Operating loss | (295) | (212) | (638) |
| Investment revenues and management charges | 32 | 61 | 87 |
| Pension finance costs | (50) | (55) | (101) |
| Share of results of associates | 46 | 19 | 27 |
| ____ | ____ | ____ | |
| Loss before taxation | (267) | (187) | (625) |
| Taxation | - | - | - |
| ____ | ____ | ____ | |
| Loss on ordinary activities after taxation | (267) | (187) | (625) |
| ____ | ____ | ____ | |
| Loss per share | |||
| Basic | (2.2p) | (1.6p) | (5.3p) |
| -- | ____ | ____ | ____ |
| Fully diluted | N/A | N/A | N/A |
| -- | ____ | ____ | ____ |
| Statement of Comprehensive Income | Unaudited 6 months ended 30 September 2012 £'000 | Unaudited 6 months ended 30 September 2011 £'000 | Audited Year ended 31 March 2012 £'000 |
| Loss for the period | (267) | (187) | (625) |
| Actuarial loss on retirement benefit obligation | - | - | (979) |
| ____ | ____ | ____ | |
| Total comprehensive loss for the period | (267) | (187) | (1,604) |
| ____ | ____ | ____ | |
| Unaudited 30 September 2012 £'000 | Unaudited 30 September 2011 £'000 | Audited 31 March 2012 £'000 | |
| Non-current assets | |||
| Investment Property | - | 4,000 | - |
| Interests in associates | 187 | 134 | 140 |
| Other financial assets | 800 | 800 | 800 |
| _____ | _____ | _____ | |
| 987 | 4,934 | 940 | |
| _____ | _____ | _____ | |
| Current assets | |||
| Inventories | 4,000 | - | 4,000 |
| Trade and other receivables | 295 | 74 | 34 |
| Cash and bank balance | 101 | 455 | 264 |
| _____ | _____ | _____ | |
| 4,396 | 529 | 4,298 | |
| _____ | _____ | _____ | |
| Total assets | 5,383 | 5,463 | 5,238 |
| Current liabilities | |||
| Trade and other payables | (395) | (110) | (106) |
| Non-current liabilities | |||
| Retirement benefit obligation | (3.928) | (2,842) | (3,933) |
| _____ | _____ | _____ | |
| Total liabilities | (4,323) | (2,952) | ( 4,039) |
| _____ | _____ | _____ | |
| Net assets | 1,060 | 2,511 | 1,199 |
| _____ | _____ | _____ | |
| Equity | |||
| Called up share capital | 1,306 | 1,181 | 1,181 |
| Share premium account | 9,839 | 9,836 | 9,836 |
| Other reserve | 10,626 | 10,626 | 10,626 |
| Share based payment reserve | 166 | 61 | 166 |
| Retained earnings | (20,877) | (19,193) | (20,610) |
| _____ | _____ | _____ | |
| Total equity | 1,060 | 2,511 | 1,199 |
| _____ | _____ | _____ |
| Worthington Group plc Statement Of Changes In Equity for the periods to 30 September 2012 | ||||||
| Share capital £'000 | Share premium £'000 | Other Reserve £'000 | Share based Compensation £'000 | Retained earnings £'000 | Total equity £'000 | |
| As at 1 April 2011 11,807 9,836 (20,556) 1,087 | 1,181 | 9,836 | 10,626 | - | (19,006) | 2,637 |
| Share based compensation | - | - | - | 61 | - | 61 |
| Total comprehensive income for the period | - | - | - | - | (187) | (187) |
| ______ | _____ | _____ | _____ | ______ | _____ | |
| As at 30 September 2011 | 1,181 | 9,836 | 10,626 | 61 | (19,193) | 2,511 |
| Share based compensation | - | - | 105 | - | 105 | |
| Total comprehensive income for the period | - | - | - | - | (1,417) | (1,417) |
| ______ | _____ | _____ | _____ | ______ | _____ | |
| As at 31 March 2012 | 1,181 | 9,836 | 10,626 | 166 | (20,610) | 1,199 |
| Issue of ordinary shares | 125 | 3 | - | - | - | 128 |
| Total comprehensive income for the period | - | - | - | - | (267) | (267) |
| ______ | ______ | ______ | ______ | ______ | _____ | |
| As at 30 September 2012 | 1,306 | 9,839 | 10,626 | 166 | (20,877) | 1,060 |
| ______ | ______ | ______ | ______ | ______ | _____ | |
| Unaudited 6 months ended 30 September 2012 £'000 | Unaudited 6 months ended 30 September 2011 £'000 | Audited Year ended 31 March 2012 £'000 | |
| Cash flow from operating activities | |||
| Operating loss for the period | (295) | (212) | (638) |
| Movement in trade and other receivables | (27) | (38) | (99) |
| Movement in trade and other payables | 145 | 23 | 102 |
| Share based payment | - | 61 | 166 |
| Payments to retirement benefit scheme | (55) | (55) | 11 |
| _____ | _____ | _____ | |
| Net cash outflow from operating activities | (232) | (221) | (464) |
| _____ | _____ | _____ | |
| Cash flows from investing activities | |||
| Interest received | 32 | 35 | 87 |
| Dividend received from associated undertaking | - | 44 | 44 |
| Loans advanced | (264) | - | - |
| Loans repaid | 30 | 350 | 350 |
| ____ | _____ | _____ | |
| Net cash (used in)/from investing activities | (202) | 429 | 481 |
| _____ | _____ | _____ | |
| Cash flows from financing activities | |||
| Proceeds from issue of new shares | 128 | - | - |
| Proceeds from new loans | 143 | - | - |
| ____ | _____ | _____ | |
| Net cash generated by financing activities | 271 | - | - |
| _____ | _____ | _____ | |
| (Decrease)/increase in cash and cash equivalents | (163) | 208 | 17 |
| Cash and cash equivalents at the beginning of the period | 264 | 247 | 247 |
| _____ | _____ | _____ | |
| Cash and cash equivalents at end of period | 101 | 455 | 264 |
| _____ | _____ | _____ | |
| Cash and cash equivalents comprise cash held at bank. |
| Unaudited 6 months ended 30 September 2012 No: | Unaudited 6 months ended 30 September 2011 No: | Audited Year ended 31 March 2012 No: | |
| Weighted average number of shares | 12,240,709 | 11,807,013 | 11,807,014 |
| _________ | _________ | _________ | |
| Unaudited 6 months ended 30 September 2012 Pence | Unaudited 6 months ended 30 September 2011 pence | Audited Year ended 31 March 2012 pence | |
| Loss per share | (2.2p) | (1.6p) | (5.3p) |
| _____ | _____ | _____ |
| 6. Share capital | |||
| Unaudited | Unaudited | Audited | |
| 30 September | 30 September | 31 March | |
| 2012 | 2011 | 2012 | |
| £'000 | £'000 | £'000 | |
| Authorised: | |||
| New ordinary shares 10p each | |||
| 52,736,850 (2011: 52,736,850) | 5,274 | 5,274 | 5,274 |
| _________ | _________ | _________ | |
| Allotted, called up and fully paid: | |||
| New ordinary shares 10p each | |||
| 13,057,014 ( 2011: 11,807,014) | 1,306 | 1,181 | 1,181 |
| _________ | _________ | _________ |