TIDMBILB
RNS Number : 0341X
Bilby PLC
21 November 2017
Bilby Plc
("Bilby" or the "Group")
Interim Results
New major contracts help deliver record revenues and EBITDA
Bilby Plc (AIM: BILB.L) the holding company to P&R
Installation Company Limited ("P&R"), Purdy Contracts Limited
("Purdy"), Spokemead Maintenance Limited ("Spokemead") and DCB
(Kent) Limited ("DCB"), a leading gas heating, electrical and
building services provider, is pleased to announce its interim
results for the six months ended 30 September 2017.
Financial Overview
Unaudited Unaudited Audited
6 months 6 months Year
to to ended
30 September 30 September 31 March
Note 2017 2016 2017
GBP'000 GBP'000 GBP'000
Revenue 38,561 30,074 63,981
EBITDA (1) 3,148 1,350 3,908
Underlying operating
profit 2,994 1,186 3,545
Underlying profit
before tax (2) 2,880 1,052 3,318
Statutory profit/(loss)
for the period 1,966 (833) (180)
Statutory diluted
EPS (3) 4.93 (2.13) (0.46)
Normalised diluted
EPS (3) 6.19 2.72 7.66
Interim dividend per
share (4) 0.5p 0.25p 1.75p
(1) EBITDA is earnings before interest, tax, depreciation and
the deduction of exceptional and other items as outlined in note 3
and detailed within the Condensed Consolidated Statement of
Comprehensive Income. EBITDA is a key performance measurement for
management in the Group.
(2) Underlying operating profit less finance costs.
(3) Adjusted for share based payments, changes in fair value of
future contingent consideration, amortisation of customer
relationships, impact of above adjustments on Corporation Tax. For
2016 only, additional adjustments for change in estimate of accrual
income, restructuring costs and acquisition costs.
(4) FY17 full year dividend.
Highlights
-- Achieved record revenues and EBITDA as a result of strong
trading that included the winning of a number of major new
contracts.
-- Interim dividend of 0.5p up 100% (H1 2016: 0.25p) reflecting
the Board's confidence in the Group's long-term prospects.
-- Strong performances from DCB and Spokemead triggered deferred
consideration payments that were settled in full during the period.
DCB's cash consideration was settled out of existing working
capital. An additional further consideration of GBP497,115 was paid
to the vendors of Spokemead in respect of the year ended 30 June
2017. The additional further consideration was settled as
GBP250,000 in cash from existing working capital and the issue of
GBP247,115 in new Bilby shares.
-- Major new clients won during the period included:
o P&R - East Kent Housing, Saxon Weald, Wandsworth and
Bexley Councils, Groveland Care Homes and an additional two MOD
regions.
o DCB - Golding Homes, RSPCA, Islington and Shoreditch Housing
Association.
o Purdy - Notting Hill Housing Group, MHS, Barnet Homes and
Harrow Council.
-- Purdy appointed to Eastern Procurement - a framework of 17
Local Authorities and Housing Associations.
-- Net debt of GBP5.99m as at 30 September 2017 (30 September
2016: GBP6.91m including cash of GBP0.69m)
-- The Group now provides general building, gas maintenance and
electrical services to over 300,000 domestic and commercial
properties across London and South East England.
-- Visible future revenues for the Group are currently in excess of GBP320m.
Commenting on the results, Phil Copolo, Executive Deputy
Chairman of Bilby Plc said:
"The Group has continued to make significant progress in the
period following the successful integration of the Spokemead and
DCB acquisitions. This has been best evidenced by companies within
the Group winning a number of large-scale, long-term contracts. The
success in these tenders is a testament to the high levels of
service delivery and customer satisfaction which the Group is
renowned for. We are continuously assessing and implementing plans
for growth and pursuing selective local opportunities to complement
existing service offerings. This growth is supported by Bilby's
sound financial position and cash generation. Our future visible
revenues continue to grow, which, combined with the significant
operational momentum the Group is achieving, ensures the Board
remains confident in its future prospects".
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
Enquiries
Bilby Plc 020 3874 7088
Phil Copolo, Deputy Executive Chairman
Sangita Shah, Non-Executive Chairman
David Ellingham, Finance Director
www.bilbyplc.com
Hudson Sandler 0207 796 4133
(Financial PR)
Charlie Jack
Emily Dillon
Northland Capital Partners 0203 861 6625
(Nominated Adviser and Broker)
Corporate Finance:
David Hignell
Matthew Johnson
Patrick Claridge
Broking and Sales:
Bob Pountney
John Howes
Chairman's Statement
Overview
The first half of the current financial year has produced
excellent results with the Group delivering record revenues and
profits. This has been driven by strong organic growth evidenced by
Bilby companies winning a significant number of new large-scale
contracts during the period, underpinned by the acquisitions of
Spokemead and DCB in 2016.
Our Group now employs over 300 full time staff, providing a
range of services predominantly in London and the South East of
England. We now maintain, repair and upgrade over 300,000 domestic
and commercial properties annually.
Business Review
We are pleased to announce our record interim results for the
six months ended 30 September 2017 have exceeded management
expectations. Group revenue increased to GBP38.56m (2016:
GBP30.0m). Profit before taxation and before non-underlying items
increased to GBP2.99m (2016: GBP1.19m) an increase of 151%.
Normalised diluted earnings per share increased by 127% to 6.19p
(2016: 2.72p).
We continue to tender for a number of significant new local
authority and social housing opportunities. Our focus remains on
delivering operational excellence and ensuring customer
satisfaction. Our objective and desire to continue our buy and
build strategy remains.
Dividend
The Board is recommending an Interim dividend of 0.5p per share
(2016: 0.25p per share). The proposed interim dividend for the six
months ended 30 September 2017 was approved by the Board on 21
November 2017. The Group's shares will be marked ex-dividend on 30
November 2017 and the Interim dividend will be paid in January 2018
to shareholders on the register at close of business on 1 December
2017. The Bilby Board continuously reviews the dividend policy to
maximise returns to shareholders whilst maintaining a prudent
capital structure without jeopardising the ability to invest for
growth.
People
I would like to commend and thank all of our employees for the
continued high quality of their work and their commitment to the
success of the Group. As our Group continues to develop and grow,
we look to their professionalism and dedication to support each of
the operating businesses. Respect and diversity remains vital in
our recruitment, induction and customer care initiatives.
Outlook
Bilby continues to tender successfully for a growing number of
important contracts. The Group has, through a combination of
acquisition and organic growth, developed a compelling service
offering to address our clients' complex challenges. Additionally,
we anticipate a consistent level of new bidding opportunities over
the coming period. Furthermore, Bilby has very few significant
contracts coming up for renewal in the next two years.
The social housing sector provides opportunity for growth in new
and existing assets. Bilby is well placed to take advantage of the
increase in demand. This, combined with our enhanced service
offering, customer and geographic reach, together with significant
recent contract wins, underpins the Board's confidence for the
future.
Sangita Shah, Non-Executive Chairman
Operational Review - Phil Copolo Deputy Chairman
Financial Performance
In the six month period ended 30 September 2017, Group revenue
increased by 29% to GBP38.56m (H1 2016: GBP30.0m), with underlying
operating profit increasing to GBP2.99m (H1 2016: GBP1.19m).
Underlying profit before taxation (before share based payments of
GBP0.95m, amortisation of acquisition intangibles of GBP0.9m) was
GBP2.88m (H1 2016: GBP1.05m), an increase of 174%. Reported profit
before taxation was GBP1.97m (H1 2016: loss GBP0.83m).
Normalised diluted earnings per share for the six month period
was 6.19p (H1 2016: 2.72p) and Statutory diluted earnings per share
for the six month period was 4.93p (H1 2016: (2.13)p).
Current Banking Facilities
The Group operates within a working capital facility of
GBP2.25m. During the six month trading period to 30 September 2017,
the Group settled the cash element of the further considerations
due following the acquisitions of DCB and Spokemead (GBP625k) plus
settled the outstanding convertible loan note (GBP515k) both out of
existing working capital facilities. The Group has a 12 month
rolling working capital facility which was renewed in July 2017. As
of today, the Group has an outstanding medium term loan balance of
GBP4.49m with a maturity date of July 2020. The Group also has a
commercial mortgage with an outstanding balance of GBP456,000 and a
maturity date of July 2025.
Deferred Consideration
The maximum final remaining deferred consideration payable to
DCB and Spokemead within the next 12 months from the date of this
announcement is GBP1m (GBP875k deferred cash, GBP125k deferred
equity consideration). In the event the maximum cash consideration
becomes payable it is envisaged it will be paid from available
working capital facilities.
Marketplace
During the period, the Group was delighted to win a significant
number of new and large-scale contracts with both existing and new
customers. This is testament to the consistent recognition that
Bilby companies receive as a result of our dedication to high
standards and customer care. The acquisitions of DCB and Spokemead
continue to make a significant contribution to the Group's service
offering. The Board is pleased to note all companies within the
Group are already working together on joint projects for new and
mutual customers, tendering together for larger contracts and
cross-selling the wider range of services available within the
Bilby Group.
We remain confident the existing initiatives, such as the Decent
Homes Standard and the Right to Repair scheme, will be a critical
focus with investment levels being maintained. These initiatives,
combined with its increased service offering, customer and
geographic reach, provide Bilby with significant opportunities.
The impact of the tragic fire at Grenfell Tower in June 2017 has
undoubtedly led to an ever-greater focus on compliance, with many
organisations within the sector undertaking immediate reviews of
the commissioning and safety practices at their properties.
We continue to review opportunities for strategic acquisitions
in our targeted geographical area which remain subject to market
conditions. Our acquisition policy remains robust, ensuring that
any potential acquisition meets our strict criteria concerning;
service synergies; management strength; geographic and customer
reach; robust margins; cash flow and revenue visibility.
Our Group Services
P&R Installation
P&R is an established, award winning provider of gas heating
and building maintenance services. Founded in 1977, P&R now
provides both planned and responsive services to over 120,000
domestic and commercial properties across London and the South East
of England. It is largely focussed on providing a range of services
to the public sector social housing market and has a number of long
term contracts with local authorities and housing associations. The
company is head-quartered in Sidcup and employs over 100 permanent
staff, many of whom have been employed by P & R for over 10
years. Gas compliancy for P & R's clients is running at 100%
and customer satisfaction at 96.3% across all major contracts.
Purdy Contracts
Purdy is an award-winning Contractor based in London and South
East England, established in 1984. Its three divisions undertake
Electrical, Mechanical and Property Services work in both the
domestic and commercial sectors. Purdy's services include internal
and external refurbishment, repairs for both planned and reactive
works programmes working closely with many local authorities and
housing associations.
Purdy provides a range of services to a wide range of buildings
and properties such as; estates, flats, tower blocks, street
properties, offices, industrial units, schools, colleges, sports
halls and commercial buildings.
Purdy utilises a number of performance monitoring processes in
order to achieve continuous improvement and customer care
throughout the duration of all contracts. Performance is measured
in all contractual partnerships by a formal Service Level Agreement
which contains Key Performance Indicators.
DCB
DCB was established in 1998 and has continually increased
revenues and profit. DCB now contracts for new building housing
contracts and large scale refurbishment projects exceeding GBP7m in
value in London and the South East. Its four divisions undertake
the following activities:
-- Planned Maintenance-large scale term contracts for kitchen
and bathroom replacements for local and housing associations.
-- Reactive Maintenance-serving local authorities through Kent
and Sussex including the Port of Dover.
-- New Construction-high quality design and build housing
schemes for local authorities and housing associations in Kent. DCB
has recently constructed two community centres, one in Maidstone,
the other in Ashford.
-- Refurbishment- re-modelling and refurbishing existing
buildings for housing providers, care homes, universities and
schools.
Spokemead
Spokemead has been established for over 35 years and specialises
in electrical installation, repairs and maintenance services for
local authority owned housing assets. It is committed to providing
high quality, cost effective solutions encompassing all aspects of
design, installation and commissioning of electrical services.
These services range from new build to existing real estate across
social, domestic and commercial sectors.
The core activities of Spokemead include planned and reactive
maintenance, remedial works (including fault finding), testing and
inspection, installation and out of hours call out service.
Certification, asset management implementation and monitoring,
component warranty compliance and remedial repairs are all
important services provided by Spokemead.
People
As the Group continues to expand, Bilby's total headcount
continues to increase. We remain wholly committed to ensuring a
best in class approach across the Group and I am proud to report
that we remain committed to constantly investing in the training
and development of our employees, ensuring they have the necessary
technical skills to ensure we continue to deliver the highest
standards our customers expect. The Group keeps a firm eye on the
future and is pleased to report that its apprentice scheme has
continued to grow.
Current Trading and Outlook
Whilst we are pleased to announce record Revenues and EBITDA for
the six-month period ended 30 September 2017, we have continued to
make significant progress since the period end. The Shepway and
East Kent Housing contract awarded to P&R, which commenced on 1
April 2017 and contributed to the Group's record performance, is
now fully operational. The Group's revenue visibility for 2018 and
beyond is encouraging and reflects the customer service and
operational excellence Bilby offers.
The momentum achieved in the last six months of the financial
year ended 31 March 2017 and in the first six months of the current
financial year enables the Board to look forward with
confidence.
Phil Copolo, Founder and Deputy Chairman
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six month period ended 30 September 2017
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Revenue 38,561 30,074 63,981
Cost of sales (32,722) (25,140) (52,966)
------------- ------------- -----------
Gross Profit 5,839 4,934 11,015
Other operating expenses (2,845) (3,748) (7,470)
------------- ------------- -----------
Operating profit before non-underlying
items 2,994 1,186 3,545
Non-Underlying Items
Framework and contract development
costs - (191) (358)
Change in fair value of future
contingent consideration - - (102)
Amortisation of customer relationships (896) (773) (1,792)
Share based payment charge (95) (306) (341)
Acquisition costs - (360) (395)
Change in estimate of accrued
income - (266) (266)
Adjustment to deferred consideration 488 - -
------------- ------------- -----------
Total non-underlying items (503) (1,896) (3,254)
Operating profit/(loss) 2,491 (710) 291
Finance costs (114) (134) (227)
Profit/(loss) before taxation 2,377 (844) 64
Income tax expenses (411) 11 (244)
Total profit/(loss) for the
period attributable to the
equity holders of the parent
company 1,966 (833) (180)
Other comprehensive income - - -
Total comprehensive income/(loss)
for the period attributable
to the equity holders of the
parent company 1,966 (833) (180)
============= ============= ===========
Earnings/(loss) per share
(note 5)
Basic (pence) 4.94 (2.13) (0.46)
Diluted (pence) 4.93 (2.13) (0.46)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
At 30 September 2017
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Assets
Non current assets
Intangible fixed assets 14,943 16,961 15,843
Property plant and equipment 1,765 1,968 1,821
Deferred tax - 73 -
-------------- -------------- --------------
Total non current assets 16,708 19,002 17,664
Current assets
Inventories 1,638 1,056 1,993
Trade and other receivables 19,789 14,988 15,358
Cash and cash equivalents 368 689 1,895
-------------- -------------- --------------
Total current assets 21,795 16,733 19,246
-------------- -------------- --------------
Total assets 38,503 35,735 36,910
Issued share capital and reserves
Share capital 4,029 3,973 3,973
Share premium 8,391 8,074 8,076
Share based payment reserve 600 469 505
Merger reserve (248) (248) (248)
Retained earnings 2,472 617 1,104
-------------- -------------- --------------
Total equity attributable
to the equity of the group 15,244 12,885 13,410
Non current liabilities
Borrowings 3,698 4,782 4,363
Obligations under finance
leases 31 135 78
Deferred consideration - 897 1,000
Deferred tax liabilities 2,023 2,370 2,184
-------------- -------------- --------------
5,752 8,184 7,625
Current liabilities
Overdraft 1,025 570 -
Borrowings 1,498 1,949 1,276
Obligations under finance
leases 108 160 131
Current income tax liabilities 780 481 225
Deferred consideration 1,000 1,500 2,013
Trade and other payables 13,096 10,006 12,230
-------------- -------------- --------------
17,507 14,666 15,875
-------------- -------------- --------------
Total equity and liabilities 38,503 35,735 36,910
CONSOLIDATED STATEMENT OF CASH FLOWS
For the six month period ended 30 September 2017
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Net cash generated from/(used
in) operating activities (81) 658 3,357
Cash flow from investing activities
Interest received - - -
Acquisition of subsidiaries - (8,700) (8,700)
Net cash/(overdraft) acquired
on acquisition - 2,066 2,066
Purchases of property, plant
and equipment (79) (82) (120)
Purchase of intangible assets (16) (57) (57)
Proceeds on disposal of property,
plant and equipment - 65 69
------------- ------------- -----------
Net cash used in investing
activities (95) (6,708) (6,742)
Cash flow from financing activities
Proceeds from borrowings 250 2,500 2,500
Repayment of borrowings (693) (544) (1,182)
Interest paid (140) (134) (219)
Capital element of finance
lease payments (70) (141) (211)
Issue of ordinary shares - 5,000 5,000
Issue costs - (161) (158)
Dividends paid (598) (795) (894)
Payment of deferred consideration (1,125) - -
------------- ------------- -----------
Net cash (used in)/generated
from financing activities (2,376) 5,725 4,836
Net increase/(decrease) in
cash and cash equivalents (2,552) (325) 1,451
Cash and cash equivalents
at beginning of period/year 1,895 444 444
Cash and cash equivalents
at end of period/year (657) 119 1,895
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six month period ended 30 September 2017
Share based
Issued share Share payment Merger Retained Total
capital premium reserve reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 April 2017 3,973 8,076 505 (248) 1,104 13,410
Profit and total comprehensive
income for the period - - - - 1,966 1,966
Issue of share capital 56 315 - - - 371
Issue costs - - 95 - - 95
Share-based payment charge - - - - - -
Tax credit relating to - - - - - -
share option scheme
Dividends paid - - - - (598) (598)
------------ ------------ ------------ ------------ ------------ ------------
Balance at 30 September
2017 4,029 8,391 600 (248) 2,472 15,244
For the six month period ended 30 September 2016 (unaudited)
Balance at 1 April 2016 3,425 3,659 163 (1,624) 2,382 8,005
Profit and total comprehensive
income for the period - - - - (833) (833)
Issue of share capital 548 4,576 - 1,376 - 6,500
Issue costs - (161) - - - (161)
Share-based payment charge - - 306 - - 306
Tax debit relating to
share option scheme - - - - (137) (137)
Dividends paid - - - - (795) (795)
------------ ------------ ------------ ------------ ------------ ------------
Balance at 30 September
2016 3,973 8,074 469 (248) 617 12,885
For the year ended 31 March 2017
Balance at 1 April 2016 3,425 3,659 163 (1,624) 2,382 8,005
Profit and total comprehensive
income for the period - - - - (180) (180)
Issue of share capital 548 4,575 - 1,376 - 6,499
Issue costs - (158) - - - (158)
Share-based payment charge - - 342 - - 342
Tax debit relating to
share option scheme - - - - (204) (204)
Dividends paid - - - - (894) (894)
------------ ------------ ------------ ------------ ------------ ------------
Balance at 31 March 2017 3,973 8,076 505 (248) 1,104 13,410
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of preparation
Bilby Plc and its subsidiaries (together 'the Group') operate in
the gas heating, electrical and general building services
industries. The Group is a public company operating on the AIM
Market of the London Stock Exchange and is incorporated and
domiciled in England and Wales (registered number 09095860). The
address of its registered office is 6-8 Powerscroft Road, Sidcup,
DA14 5DT.
The Group's financial statements have been prepared on a going
concern basis under the historical cost convention, and in
accordance with International Financial Reporting Standards
("IFRSs") as adopted by the European Union, the International
Financial Reporting Interpretations Committee ("IFRIC")
interpretations issued by the International Accounting Standards
Boards ("IASB") that are effective or issued and early adopted as
at the time of preparing these financial statements and in
accordance with the provisions of the Companies Act 2006. The Group
has adopted all of the new and revised standards and
interpretations issued by the IASB and the International Financial
Reporting Interpretations Committee ("IFRIC") of the IASB, as they
have been adopted by the European Union, that are relevant to its
operations and effective for accounting periods beginning on 1
April 2016.
The interim financial information does not include all the
information and disclosures required in the annual financial
statements and should be read in conjunction with the Group's
annual financial statements, being the statutory financial
statements for Bilby Plc as at 31 March 2017, which have been
prepared in accordance with IFRS as adopted by the European
Union.
The interim financial information for the six months ended 30
September 2017 do not comprise statutory accounts within the
meaning of Section 434 of the Companies Act 2006. The interim
financial information has not been audited.
Significant accounting policies
The accounting policies adopted in the preparation of the
interim financial information is consistent with those set out in
the preparation of the Group's annual financial statements for the
year ended 31 March 2017.
Going concern
The Directors have prepared detailed financial forecasts and
cash flows looking beyond twelve months from the date of these
consolidated financial statements. In developing these forecasts
the Directors have made assumptions based upon their view of the
current and future economic conditions that will prevail over the
forecast period.
On the basis of the above projections, the Directors are
confident that the Group has sufficient working capital to honour
all of its obligations to creditors as and when they fall due.
Accordingly, the Directors continue to adopt the going concern
basis in preparing these consolidated financial statements.
Publication of non-statutory financial statements
The results for the six months ended 30 September 2017 and 30
September 2016 are unaudited and have not been reviewed by the
auditor. Statutory accounts for the year ended 31 March 2017, on
which the auditors gave an audit report which was unqualified and
did not contain a statement under section 498(2) or (3) of the
Companies Act 2006, have been filed with the Registrar of
Companies
The interim financial information has been prepared on the basis
of the same accounting policies as published in the audited
financial statements for the year ended 31 March 2017. The annual
financial statements of the Group are prepared in accordance with
International Financial Reporting Standards and International
Financial Reporting Interpretations Committee ("IFRIC")
pronouncements as adopted by the European Union Comparative figures
for the year ended 31 March 2017 have been extracted from the
statutory financial statements for that period.
2. Corporate governance, principal risks and uncertainties
The Corporate Governance Report included with our Annual Report
and Financial Statements for 2017 detailed how we embrace
governance. The Bilby Board continues to demand high standards of
corporate governance.
The nature of the principal risks and uncertainties faced by the
Group have not changed significantly from those set out within the
Bilby Plc annual report and accounts for the year ended 31 March
2017. The main points are listed below:
-- The Group's trading operations are dependent on UK and Local
government policy with regard to expenditure on maintaining and
improving social housing and other public buildings;
-- The Group continues to compete effectively on gaining
additional new work as well as maintaining existing contracts. Some
of these contracts are zero value or piece work contracts which
means that work levels are not guaranteed;
-- There is a growing trend towards tendering for frameworks
with multiple participants. Contracts are then secured either by
rotation or further mini tenders;
-- The Group relies on recruiting, training, motivating and
retaining skilled and competent personnel to ensure continued
success;
-- The Group could suffer an impact on performance if it is
unable to maintain long term relationships with its principal
sub-contractors and suppliers; and
-- The Group has a buy and build acquisition strategy. No
assurance can be given that future acquisitions will be
successfully integrated within the Group without incurring
additional costs or delays following acquisition.
-- The Group provides services in a range of high risk
environments; in public buildings, domestic and commercial
properties sometimes at height and with lone engineers in vans.
3. Exceptional and other items, including amortisation of acquisition intangibles
Non-Underlying Items
Operating profit includes the following items which are
considered by the Board to be one off in nature, non-cash expenses
or necessary elements of expenditure to derive future benefits for
the Group which have not been capitalised on the Consolidated
Balance Sheet.
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
Note 2017 2016
GBP'000 GBP'000 GBP'000
Change in fair value
of future contingent
consideration (a) - - 102
Restructuring costs including
development costs (b) - 191 358
Amortisation of customer
relationships (c) 896 773 1,792
Share based payment charge (d) 95 306 341
Acquisition costs (e) - 360 395
Change in estimate of
accrued income (f) - 266 266
Adjustment to deferred
consideration (g) (488) - -
503 1,896 3,254
Market risk is the risk of loss that may arise from changes in
market factors such as interest rates.
(a) Change in fair value of future contingent consideration
On initial recognition deferred consideration was discounted to
present value. The difference between the present value and the
amount payable is released to the Statement of Comprehensive Income
over the period the deferred consideration remains outstanding.
This represents a non-recurring and non-cash item.
(b) Restructuring costs including framework development
costs
Restructuring costs comprise redundancy and other related costs
as well as the cost of reorganisation arising from new contracts
awarded during the financial year. Restructuring costs are one-off
and non-recurring. In the previous year significant costs were
incurred in relation to successful tenders for framework contracts.
The costs incurred consisted of the salary of an individual who was
specifically recruited to bring his expertise to the process and
also some management time as the management team assisted with
these tender projects themselves rather than incurring the added
cost of external consultants. The Directors were confident of
deriving future economic benefit from these frameworks and have
therefore separately identified these costs within the Statement of
Comprehensive Income.
(c) Amortisation of customer relationships
Amortisation of acquisition intangibles was GBP896,000 for the
period (H1 2016: GBP773,000) and relates to amortisation of the
customer relationships identified by the Directors on the
acquisition of Purdy Contracts, DCB (Kent) and Spokemead.
(d) Share based payment charge
A group share option scheme is in place and options were granted
during the period. The share based payment charge has been
separately identified as it is a non-cash expense.
(e) Acquisition costs
Acquisition costs comprise legal, professional and other
expenditure in relation to acquisition activity during the year
ended 31 March 2017 and amounted to GBP395,000.
(f) Change in estimate of accrued income
Income totalling GBP266,000 was included in the 2016 financial
statements based on work carried out but not invoiced at the period
end. This amount was subject to dispute with the customer and was
provided for in full in the year ended 31 March 2017.
(g) Adjustment to deferred consideration
An adjustment to deferred consideration of GBP488,000 was made
during the period to recognise the fact that the actual amount paid
was lower than the estimated figure of the previous year end.
4. Cash flows from operating activities
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Profit/(loss) before income tax 2,377 (844) 64
Adjusted for:
Finance costs 114 134 227
Depreciation 135 149 310
Amortisation 915 788 1,824
Share based payments 95 305 342
Gain on deferred consideration (488) - -
Loss on disposal of tangible fixed assets - - 21
Movement in receivables (4,431) 1,147 586
Unwinding of fair value discount - - 102
Movement in payables 847 (728) 1,649
Movement in inventories 355 (178) (1,115)
Tax paid - (115) (653)
------------- ------------- -----------
Net cash from/(used in) operating activities (81) 658 3,357
5. Earnings per share
The calculation of basic and diluted earnings per share is based
on the result attributable to shareholders divided by the weighted
average number of ordinary shares in issue during the year. Basic
earnings per share amounts are calculated by dividing net
profit/(loss) for the year or period attributable to ordinary
equity holders of the parent by the weighted average number of
ordinary shares outstanding during the year.
Basic and diluted profit/(loss) per share from continuing
operations is calculated as follows:
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Profit/(loss) used in calculating basic
and diluted earnings/(loss) per share 1,967 (833) (180)
Weighted average number of shares for the
purpose of basic earnings/(loss) per share 39,796,039 39,129,906 39,433,083
Weighted average number of shares for the
purpose of diluted earnings/(loss) per share 39,924,164 41,811,275 39,433,083
Basic earnings/(loss) per share (pence) 4.94 (2.13) (0.46)
Diluted earnings/(loss) per share (pence) 4.93 (2.13) (0.46)
Adjusted EPS
Profit after tax is stated after deducting non-underlying items
totalling GBP0.503m. Exceptional items are either one-off in
nature, non-cash expenses or necessary elements of expenditure to
derive future benefits for the Group which have not been
capitalised in the Consolidated Statement of Financial Position.
These are shown separately on the face of the Consolidated
Statement of Comprehensive Income.
The calculation of adjusted basic and adjusted diluted earnings
per share is based on the result attributable to shareholders,
adjusted for exceptional items, divided by the weighted average
number of ordinary shares in issue during the year.
Unaudited Unaudited Audited
6 months 6 months Year ended
to to 31 March
30 September 30 September 2017
2017 2016
GBP'000 GBP'000 GBP'000
Adjusted Earnings Per Share
Profit/(loss) after tax 1,967 (833) (180)
Add back
Change in fair value of future contingent
consideration (488) - 102
Framework development costs - 45 -
Amortisation of acquisition intangible assets 896 773 1,792
Share based payment charge 95 306 341
Acquisition costs - 360 395
Change in estimate of accrued income - 266 266
Impact of above adjustments on Corporation
Tax - - (53)
Restructuring costs - 146 358
2,470 1,063 3,021
Weighted average number of shares for the
purpose of basic adjusted earnings per share 39,796,039 39,129,906 39,433,083
Weighted average number of shares for the
purpose of diluted adjusted earnings per
share 39,924,164 41,811,275 40,055,023
Basic adjusted earnings per share (pence) 6.21 2.72 7.66
Diluted adjusted earnings per share (pence) 6.19 2.54 7.54
6. Share capital
Ordinary shares of GBP0.10 each Unaudited
6 months
to
30 September
2017
GBP'000
At the beginning of the period 3,973
Issued in the period 56
--------------------
At the end of the period 4,029
Number of shares Unaudited
6 months
to
30 September
2017
At the beginning of the period 39,729,731
Issue of further consideration shares in
connection with DCB* 167,113
Issue of further consideration shares in
connection with Spokemead** 393,183
--------------------
At the end of the period 40,290,027
* 19 July 74.8p GBP125,000
** 30 September 62.85p GBP247,115
7. Dividends
The Board is recommending an interim dividend of 0.5p per share
(2016: 0.25p per share). The proposed interim dividend for the six
months ended 30 September 2017 was approved by the Board on 21
November 2017. The Group's shares will be marked ex-dividend on 30
November 2017 and the Interim dividend will be paid in January 2018
to shareholders on the register at close of business on 1 December
2017. The dividend has not been recognised as a financial liability
in the consolidated financial statements.
8. Taxation
The income tax charge for the six months ended 30 September 2017
is calculated based upon the effective tax rates expected to apply
to the Group for the full year of 18% (2017: 20%). Differences
between the estimated effective rate of 18% and the statutory rate
of 18% are due to non-deductible expenses.
9. Related party transactions
There have been no related party transactions which have
affected the financial position or performance of the Group in the
six months to 30 September 2017.
10. Forward-Looking statements
This report contains certain forward-looking statements with
respect to the financial condition of Bilby Plc. These statements
involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future. There could
be a number of factors which influence the actual results and
developments. These could impact on the forward-looking statements
included in this report.
11. Interim Report
Copies of this Interim Report will be available to download from
the investor relations section on the Group's website
www.bilbyplc.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR LLFETLFLIFID
(END) Dow Jones Newswires
November 21, 2017 02:00 ET (07:00 GMT)
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