- Part 2: For the preceding part double click ID:nRSB9167Fa
8. DIVIDENDS
Six monthsended30 June2016£'000 Six monthsended30 June2015£'000
Final dividend for the year ended 31 December 2015 of 3.80p(2014: 3.70p) per share 1,664 1,615
The final dividend for the year ended 31 December 2015 was paid on 25 May
2016. The interim dividend of 1.85p (2015: 1.80p) per share, amounting to
£0.8m (2015: £0.79m) has not been recognised as a liability in this interim
financial information. It will be recognised in shareholders' equity in the
year to 31 December 2016.
9. EARNINGS PER SHARE
The calculation of the basic and diluted earnings per share is based on the
following data:
Six months Six months
ended ended
30-Jun 30-Jun
2016 2015
£'000 £'000
Earnings
Earnings for the purpose of basic earnings per share pre-exceptional items being net profit attributable to equity holders of the parent pre-exceptional items 2,528 2,399
Earnings for the purposes of diluted earnings per share pre-exceptional items 2,528 2,399
Earnings for the purpose of basic earnings per share being net profit attributable to equity holders of the parent 2,266 2,399
Earnings for the purposes of diluted earnings per share 2,266 2,399
Number of shares Number Number
Weighted average number of ordinary shares for the purposes of basic earnings per share 43,715,063
43,549,103
Effect of dilutive potential ordinary shares: 603,994
Share options and Long-Term Incentive Plans 598,840
Weighted average number of ordinary shares for the purposes of diluted earnings per share 44,319,057
44,147,943
10. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
The Group's activities expose it to a variety of financial risks including
credit risk, interest rate risk, liquidity risk and foreign currency risk.
The condensed interim financial statements do not include all financial risk
management information and disclosures required in the annual financial
statements; they should be read in conjunction with the Group's annual
financial statements as at 31 December 2015. There have been no changes in any
risk management policies since the year end.
Fair value estimation
The table below analyses financial instruments carried at fair value, by
valuation method. The different levels have been defined as follows:
· Quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1).
· Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (that is, as prices) or
indirectly (that is, derived from prices) (Level 2).
· Inputs for the asset or liability that are not based on observable
market data (that is, unobservable inputs) (Level 3).
The following table presents the Group's financial instruments that are
measured at fair value at 30 June 2016.
Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Assets
Forward exchange contracts - - - -
Total assets - - - -
Liabilities
Forward exchange contracts - (1,110) - (1,110)
Total liabilities - (1,110) - (1,110)
The following table presents the Group's financial instruments that are
measured at fair value at 30 June 2015.
Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Assets
Forward exchange contracts - 456 - 456
Total assets - 456 - 456
Liabilities
Forward exchange contracts - - - -
Total liabilities - - - -
The forward exchange contracts have been fair valued using forward exchange
rates that are quoted in an active market.
Group's valuation process
The Group's finance department performs the valuation of forward exchange
contracts required for financial reporting purposes. This is reported to the
Audit Committee.
The results of the valuation processes are included in the Group's monthly
reporting to the directors which include all members of the Audit Committee.
Fair value of financial assets and liabilities measured at amortised cost
The fair value of borrowings is as follows:
30 June 2016 30 June 2015
£'000 £'000
Current 1,146 726
Non-current 5,765 1,125
Total 6,911 1,851
The fair value of the following financial assets and liabilities approximate
to their carrying amount:
· Trade and other receivables
· Other current financial assets
· Cash and cash equivalents
· Trade and other payables
· Other current liabilities
11. RELATED PARTY TRANSACTIONS
There were no material related party transactions requiring disclosure for the
periods ended 30 June 2016 and 30 June 2015.
12. BORROWINGS
On 1 March 2016 the Group and Company reduced its overdraft facility from
£4.9m to £2.0m and took out a 4 year multi-currency revolving credit facility
('RCF') for £8m secured on the property and book debts of the Company. This
facility has financial covenants on net debt/EBITDA and EBIT/gross financing
costs ratios. The group also took out an $8m mortgage in the prior year, which
is being repaid over 10 years.
13. CAPITAL COMMITMENTS
Capital expenditure commitment of £9.5m has been contracted for at the end of
the reporting period but not yet incurred, and is in respect of Property,
Plant and Equipment.
14. EXCEPTIONAL ITEMS
Items that are material either because of their size or their nature, or that
are non-recurring are considered as exceptional items and are presented within
the line items to which they best relate. During the period, the exceptional
item related to redundancy costs totalling £262k, as a result of the
efficiency improvement programme, which have been included in the income
statement as an operating exceptional cost.
15. EVENTS OCCURING AFTER THE REPORTING PERIOD
An interim dividend of 1.85p per share (2015: 1.80p per share) was proposed by
the board of directors on 1 August 2016. It is payable on 13 October 2016 to
shareholders who are on the register at 16 September 2016. This interim
dividend has not been recognised as a liability in this interim financial
information. It will be recognised in shareholders' equity in the year to 31
December 2016.
INDEPENDENT REVIEW REPORT TO ZOTEFOAMS PLC
Report on the Interim Results
Our conclusion
We have reviewed Zotefoams plc's Interim Results (the "interim financial
statements") in the Interim Report for the 6 month period ended 30 June 2016.
Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as adopted by the European Union and the
Disclosure Rules and Transparency Rules of the United Kingdom's Financial
Conduct Authority.
What we have reviewed
The interim financial statements comprise:
· the condensed consolidated statement of financial position as at 30
June 2016;
· the condensed consolidated income statement and condensed consolidated
statement of comprehensive income for the period then ended;
· the condensed consolidated statement of cash flows for the period then
ended;
· the condensed consolidated statement of changes in equity for the
period then ended; and
· the explanatory notes to the interim financial statements.
The interim financial statements included in the Interim Report have been
prepared in accordance with International Accounting Standard 34, 'Interim
Financial Reporting', as adopted by the European Union and the Disclosure
Rules and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
As disclosed in note 2 to the interim financial statements, the financial
reporting framework that has been applied in the preparation of the full
annual financial statements of the Group is applicable law and International
Financial Reporting Standards (IFRSs) as adopted by the European Union.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The Interim Report, including the interim financial statements, is the
responsibility of, and has been approved by, the directors. The directors are
responsible for preparing the Interim Report in accordance with the Disclosure
Rules and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
Our responsibility is to express a conclusion on the interim financial
statements in the Interim Report based on our review. This report, including
the conclusion, has been prepared for and only for the company for the purpose
of complying with the Disclosure Rules and Transparency Rules of the United
Kingdom's Financial Conduct Authority and for no other purpose. We do not, in
giving this conclusion, accept or assume responsibility for any other purpose
or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.
What a review of interim financial statements involves
financial information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures.
A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK and Ireland) and, consequently,
does not enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
We have read the other information contained in the Interim Report and
considered whether it contains any apparent misstatements or material
inconsistencies with the information in the interim financial statements.
PricewaterhouseCoopers LLP
Chartered Accountants
Gatwick
1 August 2016
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