TIDMSGI
RNS Number : 5899A
Stanley Gibbons Group PLC
29 December 2017
THE STANLEY GIBBONS GROUP PLC
(the "Company")
Interim Results for the six months ended 30 September 2017
The Stanley Gibbons Group plc today announces its interim
results for the six months ended 30 September 2017, the full text
of which is set out below.
Enquiries:
The Stanley Gibbons Group plc
Harry Wilson +44 (0)207 836
Andrew Cook 8444
finnCap Ltd (Nomad and Broker)
Stuart Andrews / Christopher Raggett +44 (0)20 7220
/ Anthony Adams (corporate finance) 0500
Yellow Jersey PR (Financial PR) +44 (0)7747 788
Charles Goodwin 221
stanleygibbons@yellowjerseypr.com
Chairman's Statement
Introduction
This report relates to the interim unaudited results for the six
month period ended 30 September 2017.
As set out in the full year results released on the 1 October,
the end of the period to which this interim statement relates, 2017
has been another difficult year for the Group. Throughout
management has maintained a critical focus upon the restructuring
programme, initiated in 2016, whilst seeking to stabilise our
continuing core trading activities - stamps & coins.
Operating Review
6 months 6 months 6 months 6 months 12 months 12 months
to 30 Sep to 30 to 30 to 30 to 31 to 31
2017 Sep Sep Sep Mar Mar
Sales 2017 2016 2016 2017 2017
Profit Sales Profit Sales Profit
restated restated
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Investments 6,810 390 6,732 789 18,778 989
Philatelic 3,562 (399) 3,184 (391) 7,881 (419)
Publishing 988 (52) 1,078 (24) 2,043 122
Coins & medals 2,068 380 2,631 574 4,975 955
Interiors 3,188 (942) 3,382 (2,056) 8,650 (5,174)
Other & corporate
overheads - (2,585) 312 (2,489) 136 (5,528)
Finance charges - (311) - (286) - (318)
----------------- ------------ --------------- ---------------- -------------- ----------------- ---------------
Trading sales
and losses 16,616 (3,519) 17,319 (3.883) 42,464 (9,373)
Pension service
and share option
charges - (150) - (150) - (623)
Exceptional cost
of sales - - - - - (1,144)
Exceptional
operating
income/(charges) - 579 - (2,327) - (19,017)
----------------- ------------ --------------- ---------------- -------------- ----------------- ---------------
Group total sales
and loss before
tax 16,616 (3,090) 17,319 (6,360) 42,464 (30,157)
----------------- ------------ --------------- ---------------- -------------- ----------------- ---------------
Overview
The performance in the first half of the current year is
slightly improved from that seen in the comparative period last
year.
-- turnover for the six months ended 30 September 2017 down 4%
at GBP16.6m (restated 2016: GBP17.3m).
-- trading losses before exceptional items and before pensions
related finance charges, as detailed in the operating review, were
GBP3.5m for the six months ended 30 September 2017 (restated 2016:
loss of GBP3.9m):
-- gross margin at 40.1% (restated 2016: 46.5%) was lower due to
the impact of continuing to run the business for cash
generation;
-- the adjusted loss before tax was GBP3.1m, after exceptional
income of GBP0.6m, (restated 2016 loss: GBP6.4m);
Investments
For the six months to 30 September 2017, the investments
division which included SG Guernsey, made total sales of GBP6.8
million (2016: GBP6.7million) and a divisional profit, before
exceptional costs, of GBP0.4 million (2016: GBP0.8million), across
this period, the net cash outflows from the investments division
were GBP2.0 million due to payments made under the investment plan
buy-back obligations.
Further to an application made by the Board of Stanley Gibbons
(Guernsey) Limited ("SG Guernsey"), to which the Group's bank (also
the largest creditor of SG Guernsey) did not object, on 21 November
an Administration Order was granted in respect of SG Guernsey
pursuant to Part XXI of the Companies (Guernsey) Law 2008, as
amended. PricewaterhouseCoopers LLP were appointed as
administrators of SG Guernsey and their primary responsibility is
to establish the liabilities of SG Guernsey and to realise its
assets in order to make a distribution to its creditors.
SG Guernsey's assets primarily consisted of GBP12.6 million of
philatelic stock held in Guernsey. It is likely that the
administrators will seek to realise the value of this stock in
order to make a distribution to the creditors of SG Guernsey.
SG Guernsey's potential liabilities primarily consisted of
around GBP54 million contingent liabilities relating to the
buy-back guarantees (or "investment products") that were offered by
SG Guernsey (under previous management) prior to August 2016 and a
further approximate GBP11 million of liabilities included on its
balance sheet;
The outstanding indebtedness currently owed to the Group by SG
Guernsey amounts to approximately GBP6.5 million and the Group will
rank as an unsecured creditor in respect of that amount alongside
other unsecured creditors of SG Guernsey.
Whilst the Board of the Company is disappointed that it was not
possible to avoid the administration of SG Guernsey, it remains
convinced that the Administration Order serves the wider interests
of the Group and its shareholders, given that the effect was to
ring-fence the Group's exposure to SG Guernsey's liabilities.
The Board believe that there is still a market for
non-collectors to purchase stamps and coins as heritage investments
even though all forms of guarantees ended in 2016.
Philatelic
Despite sales increasing slightly the overall loss from this
division increased. In part this reflects the lower margins
achieved as highlighted above and also that the cost cutting and
restructuring of this division was completed after these results.
This culminated with the appointment of the new Managing Director
of Philately in November.
Publishing
The period on period results of the division were largely
consistent but the Board believes that the increase of the on-line
presence of this area, coupled with the digitalisation of some of
its publications will improve returns from this division. The
relaunch of the My Collection product is the first step of this
change, however further cash investment and time will be required
to progress.
Coins & Medals
Baldwins' was restructured in 2016 and has remained profitable
across the period. The auction joint venture, Baldwins' of St
James's was launched in January 2017 so the comparisons with the
previous years' figures are not like for like.
Interiors
Following the sale of the majority of the businesses and brands
within this division, the Group will effectively cease to trade in
this area from January 2018. At that time all associated costs will
also end.
Corporate Overheads
The Board has already far exceeded its original target of
achieving GBP10m of annualised operating cost reductions, with
monthly employment costs falling by some 75% since the inception of
the restructuring programme in January 2016, alongside generating
cash of over GBP6m from the sale of non-core businesses and assets:
enabling total bank debt to remain unchanged whilst management
implemented the dramatic changes deemed necessary. The corporate
overheads include some costs associated with the restructuring plan
and resolution of legacy issues.
Exceptional Operating Charges and Cost of Sales
Exceptional operating charges/(income) and cost of sales, can be
further analysed as follows:
6 months 12 months
to 30 Sep to 31 Mar
6 months to 30 Sep 2017 2016 restated 2017
GBP000 GBP000 GBP000
Impairment of intangible
assets 150 - 11,980
Stock provisions 244 - 3,440
Marketplace net costs and
intangible assets write off - 1,955 2,096
Profit on disposal of investment (1,394) - -
Impairment of receivables - - 650
Reorganisation & restructuring
costs 50 672 589
Professional fees for corporate
activity 221 - 587
Profit on disposal of tangible
fixed assets - (300) (325)
Loss on disposal of subsidiary 150 - -
(579) 2,327 19,017
------------------------------------------------------------------- -------------- ----------------- -------------
Losses on realising inventory
within interiors division - - 1,144
------------------------------------------------------------------- -------------- ----------------- -------------
Funding & Cash Flow
As disclosed in the annual report published on 1 October 2017,
the Group is currently in default on its bank facilities due to the
qualified audit report on the accounts for the year ended 31 March
2017, the Group net assets being below GBP20m and the Group stock
held in the UK being below the required multiple of the total
facility. The Group is therefore dependent upon the bank's ongoing
support, particularly in the event of material adverse short-term
cash movements and as during periods of default the facilities are
repayable on demand, which has not been requested. The bank has
continued to demonstrate this support to the Group in recent months
and remains in constructive dialogue around future financing.
Cash outflows from operations for the six months ended 30
September 2017 were GBP3.3m (2016; GBP11.1m), of this total GBP2.0m
related to the investment division largely as a result of the
investment plan buy-back obligations.
As at the balance sheet date the Group had a revolving credit
facility of GBP10.0m (2016: GBP10.0m) and an additional loan
facility of GBP7.6m (2016: GBP8.3m), totalling GBP17.6m (2016:
GBP18.3m). At the same date the utilised amounts were GBP9.6m and
GBP7.6m respectively totalling GBP17.2m (2016: GBP18.9m).
Total bank debt stood at approximately GBP16.8m as at 27
December 2017.
Litigation
The Group continues to cooperate fully with the U.S. Securities
and Exchange Commission (the "SEC") and the Department of Justice
("DOJ"), following the conclusion of the DOJ's criminal prosecution
against a former client, (arising in part out of his dealings with
Mallett Inc.) and a New York based former director of Mallett plc.
No criminal or civil charges have been filed against Mallett Inc.
or any Mallett group company to date. The Group continues to retain
the services of US legal counsel to advise it in these matters.
Given the former director's admitted criminal conduct, the Company
is actively considering civil action against the former director
and/or others in respect of losses it has incurred as a result of
these matters, and anticipates that any claims would be brought in
the coming months.
At present the Board's best estimate of the costs in assisting
the US authorities with their investigations, as at 30 September
2017 total GBP0.7m. This amount is the total accrual at the year
end.
On 9 May 2017 the Board announced the sale of a major part of
the Interiors division to Millicent Holdings Limited ("Millicent"),
which transaction subsequently failed to complete as reported on 4
August 2017. The Company is seeking recovery, by enforcing certain
collateral, of a termination fee payable to the Company by
Millicent, under the terms of the relevant agreement.
Dividend
As a result of the trading performance of the Group in the first
half, the Board has not declared an interim dividend for the six
months ended 30 September 2017.
Management Appointment
In November we were pleased to secure the services of Guy Croton
as Managing Director of Philately. Guy is well respected following
a 22 year career in the industry, the last 15 years at Spink,
latterly as Head of The Philatelic Division.
Prior Year Adjustment
These financial statements reflect prior year adjustments in
respect of the previously highlighted issues regarding the
treatment of revenue for some investment products. The adjustment
was necessary following further analysis of the legacy information
used to quantify the adjustments booked in the September 2016
Report and Accounts. The figures for September 2016 have therefore
been restated in these report and accounts,
Outlook
At the heart of the Group are two market leading brands and a
core stamp and coin dealing business consisting of a team with
invaluable industry expertise. In January 2017, Baldwins launched a
joint-venture with St James' for its numismatic auction activities,
and continues to trade profitably with a favourable outlook. The
philatelic business has been affected by the ongoing restructuring,
the build-up of excess inventory from the buy-backs and the
continuing working capital constraints.
The administration of SG Guernsey has fundamentally limited the
exposure of the Group to the buy-back liabilities and removed the
cash-flow burden associated therewith.
Going forwards profitability is likely to remain constrained,
notwithstanding having reached a stabilised operating cost
platform, whilst working capital remains constricted.
Whilst the bank remains supportive of the ongoing efforts to
stabilise the core business, the Board believes that it needs to
refinance the existing facility prior to its expiry in May 2018, in
order to take advantage of the significant restructuring that it
has achieved. In addition to the refinancing of the debt, the Board
believes that the Company requires further investment of
approximately GBP5m in order to enable the growth of the core
business and to normalise working capital. Whilst discussions with
the bank remain constructive there is a risk that the quantum of
debt which needs to be refinanced, together with the investment and
working capital requirement cannot be obtained within the current
capital structure. Whilst the Board has received offers of finance
from both existing and new investors including an offer of equity
conditional on the restructuring of the existing debt, the bank has
requested that the Board explore improved financing options in the
New Year in light of the administration of Guernsey and the
significant reduction in contingent liabilities. As part of these
discussions the Board will consider raising further equity or asset
sales, however the Board is of the view that whilst alternative
finance will be available it is likely to require restructuring of
the current indebtedness as part of the solution.
Finally I would like to thank all staff and stakeholders for
their commitment, contribution and patience in showing their
continuing support for our Group.
Harry Wilson
Chairman
29 December 2017
Condensed statement of comprehensive income
for the 6 months ended 30 September 2017
6 months 6 months 12 months
to 30 Sep to 30 Sep to 31 Mar
2017 2016 2017
(unaudited) (unaudited) (audited)
(restated)
---------------------------------------- ----------- ----------- ---------
Notes GBP'000 GBP'000 GBP'000
---------------------------------------- ----------- ----------- ---------
Revenue 3 16,616 17,319 42,464
Cost of sales (9,832) (9,259) (29,060)
--------------------------------------- ----------- ----------- ---------
Gross Profit 6,784 8,060 13,404
Administrative expenses
before defined benefit pension
service costs and exceptional
operating costs (2,401) (1,925) (6,048)
Defined benefit pension
service cost - - (188)
Exceptional operating income/(charges) 579 (2,327) (19,017)
--------------------------------------- ----------- ----------- ---------
Total administrative expenses (1,822) (4,252) (25,253)
Selling and distribution
expenses (7,741) (9,882) (17,852)
--------------------------------------- ----------- ----------- ---------
Operating Loss (2,779) (6,074) (29,701)
Finance income - - 170
Finance costs (311) (286) (626)
--------------------------------------- ----------- ----------- ---------
Loss before tax (3,090) (6,360) (30,157)
Taxation 4 - 529 1,357
--------------------------------------- ----------- ----------- ---------
Loss for the period/year (3,090) (5,831) (28,800)
Other comprehensive (loss)/income:
Exchange differences on
translation of
foreign operations 18 (379) 319
Actuarial losses recognised
in
the pension scheme - - (1,064)
Tax on actuarial gains/(losses)
recognised in the pension
scheme - - 166
Revaluation of reference
collection - - 70
Other comprehensive income/(loss)
for the period/year, net
of tax 18 (379) (509)
--------------------------------------- ----------- ----------- ---------
Total comprehensive loss
for the period/year (3,072) (6,210) (29,309)
--------------------------------------- ----------- ----------- ---------
Basic earnings per Ordinary
Share 5 (1.73)p (3.26)p (16.10)p
Diluted earnings per Ordinary
Share 5 (1.73)p (3.26)p (16.10)p
--------------------------------------- ----------- ----------- ---------
All profit and total comprehensive income is attributable to the
owners of the parent; there are no non-controlling interests.
Condensed statement of financial position
as at 30 September 2017
30 Sep 31 Mar
2017 2017 (audited)
30 Sep 2016
(unaudited)
(unaudited) (restated)
GBP'000 GBP'000 GBP'000
------------------------------- ------------ ------------- ------------------------
Non-current assets
Intangible assets 6,906 19,460 7,772
Property, plant and
equipment 3,318 4,783 4,332
Deferred tax asset 1,344 1,923 1,344
------------------------------- ------------ ------------- ------------------------
11,568 26,166 13,454
------------------------------- ------------ ------------- ------------------------
Current assets
Inventories 52,011 64,542 55,225
Trade and other receivables 4,221 13,703 4,044
Assets held for sale 951 - -
Cash and cash equivalents 1,081 2,389 2,349
------------------------------- ------------ ------------- ------------------------
58,264 80,634 61,618
------------------------------- ------------ ------------- ------------------------
Total assets 69,832 106,800 75,072
------------------------------- ------------ ------------- ------------------------
Current liabilities
Trade and other payables 27,846 24,555 29,260
Borrowings 17,369 18,878 16,501
Current tax payable - 282 -
------------------------------- ------------ ------------- ------------------------
45,215 43,715 45,761
------------------------------- ------------ ------------- ------------------------
Non-current liabilities
Trade and other payables 2,904 15,205 4,676
Retirement benefit obligations 6,086 5,222 6,086
Deferred tax liabilities 554 1,852 554
------------------------------- ------------ ------------- ------------------------
9,544 22,279 11,316
------------------------------- ------------ ------------- ------------------------
Total liabilities 54,759 65,994 57,077
------------------------------- ------------ ------------- ------------------------
Net assets 15,073 40,806 17,995
------------------------------- ------------ ------------- ------------------------
Equity
Called up share capital 1,789 1,789 1,789
Share premium account 74,847 74,847 74,847
Share compensation reserve 2,033 1,595 1,883
Capital redemption reserve 38 38 38
Revaluation reserve 346 276 346
Retained earnings (63,980) (37,739) (60,908)
------------------------------- ------------ ------------- ------------------------
Equity shareholders'
funds 15,073 40,806 17,995
------------------------------- ------------ ------------- ------------------------
Condensed statement of changes in equity
for the 6 months ended 30 September 2017
Called Share Share compensation Capital
up share premium reserve Revaluation redemption Retained
capital account GBP'000 reserve reserve earnings Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At April
2017 1,789 74,847 1,883 346 38 (60,908) 17,995
(Loss)/profit
for the financial
year - - - - - (3,090) (3,090)
Exchange
differences
on translation
of foreign
operations - - - - - 18 18
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
Total Comprehensive
income/(loss) - - - - - (3,072) (3,072)
Cost of share
options - - 150 - - 150
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At 30 September
2017 1,789 74,847 2,033 346 38 (63,980) 15,073
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At April
2016 471 63,682 1,448 276 38 (27,523) 38,932
Prior year
adjustment (4,006) (4,006)
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At 1 April
2016 (restated) 471 63,682 1,448 276 38 (31,529) 33,508
Profit for
the period - - - - - (5,831) (5,831)
Exchange
differences
on translation
of foreign
operations - - - - - (379) (379)
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
Total Comprehensive
income/(loss) - - - - - (6,210) (6,210)
Issue of
new shares 1,318 11,162 - - - - 12,480
Cost of share
options - - 150 - - - 150
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At 30 September
2016 1,789 78,844 1,598 276 38 (37,739) 40,334
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At April
2016 (restated) 471 63,682 1,448 276 38 (31,529) 34,386
(Loss)/profit
for the financial
year - - - - - (28,800) (28,800)
Amounts which
may be subsequently
reclassified
to profit
& loss
Exchange
differences
on translation
of foreign
operations - - - - - 319 319
Amounts which
will not
be subsequently
reclassified
to profit
& loss
Revaluation
of reference
collection - - - 70 - - 70
Remeasurement
of pension
scheme net
of deferred
tax - - - - - (898) (898)
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
Total comprehensive
income/(loss) - - - 70 - (29,379) (29,309)
Share issue 1,318 11,165 - - - - 12,483
Cost of share
options - - 435 - - - 435
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
At 31 March
2017 1,789 74,847 1,883 346 38 (60,908) 17,995
---------------------- ---------- --------- ------------------- ------------- ------------ ---------- ---------
Condensed statement of cash flows
for the 6 months ended 30 September 2017
6 months 6 months 12 months
to 30 Sep to 30 Sep to 31 Mar
2017 2016 2017
(unaudited) (unaudited) (unaudited)
(restated) ------------- ------------- -----------
------------- ------------- -----------
------------- ------------ ------------------------------------------- -------------------------------------------
Notes GBP'000 GBP'000 GBP'000
------------- ------------ ------------------------------------------- -------------------------------------------
Cash outflow
from
operating
activities 6 (3,295) (11,086) (8,248)
Interest
paid (311) (286) (626)
Taxes paid - 500 493
------------ ------------ ------------------------------------------- -------------------------------------------
Net cash
outflows
from
operating
activities (3,606) (10,872) (8,381)
------------ ------------ ------------------------------------------- -------------------------------------------
Investing
activities
Purchase of
property,
plant
and
equipment (6) (92) (301)
Purchase of
intangible
assets (24) - (118)
Sale of
freehold
property - 2,500 2,500
Sale of
financial
asset 1,400 - -
Disposal of
subsidiary 100 - -
Interest
received - - 170
------------ ------------ ------------------------------------------- -------------------------------------------
Net cash
generated
from/(used
in)
investing
activities 1,470 2,408 2,251
------------ ------------ ------------------------------------------- -------------------------------------------
Financing
activities
Net proceeds
from issue
of ordinary
share
capital - 12,380 12,383
Net
borrowings (700) (823) (823)
------------ ------------ ------------------------------------------- -------------------------------------------
Net cash
generated
from/(used
in)
financing
activities (700) 11,557 11,560
------------ ------------ ------------------------------------------- -------------------------------------------
Net decrease
in cash and
cash
equivalents (2,836) 3,093 5,430
------------ ------------ ------------------------------------------- -------------------------------------------
Cash and
cash
equivalents
at start of
period (5,852) (11,282) (11,282)
------------ ------------ ------------------------------------------- -------------------------------------------
Cash and
cash
equivalents
at end of
period (8,688) (8,189) (5,852)
------------ ------------ ------------------------------------------- -------------------------------------------
Notes to the Condensed Financial Statements
for the 6 months ended 30 September 2017
1 Basis of preparation
The interim financial information in this report has been
prepared using accounting policies consistent with IFRS as adopted
by the European Union. IFRS is subject to amendment and
interpretation by the International Accounting Standards Board
(IASB) and the IFRS Interpretations Committee and there is an
ongoing process of review and endorsement by the European
Commission. The financial information has been prepared on the
basis of IFRS that the Directors expect to be adopted by the
European Union and applicable as at 31 March 2018.
The Group's business activities, together with the factors
likely to affect its future development, performance and position
are set out in the Operating Review above. The Group's forecasts
shows that it will remain within current banking facility limits
for the foreseeable future, until the existing facilities have
expired in May 2018. However as highlighted above, the Group is
currently in default on its banking facilities, due to the
qualified audit report in March 2017 financial statements, the
breach of the net asset covenant, as the Group's net assets are
currently below GBP20m and the value of the stock in the UK being
below the required multiple of the total borrowings. In the event
that either trading deteriorates or the Group is unable to
renegotiate a new banking facility with the existing lender, the
Group would require access to additional liquidity.
Whilst the bank remains supportive of the ongoing efforts to
stabilise the core business, the Board believes that it needs to
refinance the existing facility prior to its expiry in May 2018 in
order to take advantage of the significant restructuring that it
has achieved. In addition to the refinancing of the debt, the Board
believes that the Company requires further investment of
approximately GBP5m in order to enable the growth of the core
business and to normalise working capital. Whilst discussions with
the bank remain constructive there is a risk that the quantum of
debt which needs to be refinanced, together with the investment and
working capital requirement cannot be obtained within the current
capital structure. Whilst the Board has received offers of finance
from both existing and new investors including an offer of equity
conditional on the restructuring of the existing debt, the bank has
requested that the Board explore improved financing options in the
New Year in light of the administration of Guernsey and the
significant reduction in contingent liabilities.
The Directors acknowledge that the above risks may be considered
material uncertainties which could cast significant doubt on the
Group's ability to continue as a going concern. They recognise that
the bank has remained supportive across the recent period and have
additionally anticipated a number of mitigating courses of action.
As part of these discussions the Board will consider raising
further equity or asset sales, however the Board is of the view
that whilst alternative finance will be available it is likely to
require restructuring of the current indebtedness as part of the
solution.
As such, having regard to the matters above, and after making
reasonable enquiries and taking account of uncertainties discussed
above, the Directors have a reasonable expectation that the Company
and the Group have access to adequate resources to continue
operations and to meet its liabilities, as and when they fall due,
for the foreseeable future. For that reason, they continue to adopt
the going concern basis in the preparation of the accounts.
2 Significant accounting policies
The accounting policies applied by the Group in this interim
report are the same as those applied by the Group in the
consolidated financial statements for the year ended 31 March
2017.
Income tax
Taxes on income in the interim periods are accrued using the tax
rate that would be applicable to expected total annual
earnings.
3 Segmental analysis
As outlined in the Operating Review the company has five main
business segments, as shown below. This is based upon the Group's
internal organisation and management structure and is the primary
way in which the Board of Directors is provided with financial
information.
Segmental income statement
Coins
Investments Philatelic Publishing & Medals Interiors Unallocated Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
6 months to
30 September
2017
Revenue 6,810 3,562 988 2,068 3,188 - 16,616
Operating
costs (6,420) (3,961) (1,040) (1,688) (4,130) (2,735) (19,974)
Exceptional
costs (40) (209) - (72) 1,394 (494) 579
Net finance
costs - - - (1) (73) (237) (311)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
before tax 350 (608) (52) 307 379 (3,466) (3,090)
Tax - - - - - - -
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
for the period 350 (608) (52) 307 379 (3,466) (3,090)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
6 months to 30 September
2016 (restated)
Revenue 6,732 3,184 1,078 2,631 3,382 312 17,319
Operating
costs (5,943) (3,575) (1,102) (2,057) (5,438) (2,951) (21,066)
Exceptional
costs - - - - 112 (2,439) (2,327)
Net finance
costs - - - - (166) (120) (286)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
before tax 789 (391) (24) 574 (2,110) (5,198) (6,360)
Tax - - - 529 - - 529
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
for the period 789 (391) (24) 1,103 (2,110) (5,198) (5,831)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
12 months to 31
March 2017
Revenue 18,779 7,881 2,043 4,975 8,650 136 42,464
Operating
costs (17,790) (8,300) (1,921) (4,020) (13,824) (7,293) (53,148)
Exceptional
costs (1,199) (1,358) - (506) (1,290) (14,664) (19,017)
Net finance
costs - (140) - (5) (354) 43 (456)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
before tax (210) (1,917) 122 444 (6,818) (21,778) (30,157)
Tax - 186 - 965 (1) 207 1,357
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Profit/(loss)
for the period (210) (1,731) 122 1,409 (6,819) (21,571) (28,800)
--------------------- ----------- ------------------- ---------- ------------ -------- --------------- --------
Geographical Information
Analysis of revenue by origin and destination
6 months 6 months 6 months 6 months 12 months 12 months
to 30 to 30 Sep to 30 to 30 to 31 to 31
Sep 2017 2017 Sales Sep 2016 Sep 2016 Mar 2017 Mar 2017
Sales by origin Sales Sales Sales Sales
by destination by destination by origin by destination by origin
(restated) (restated)
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------- --------------- ----------- ---------------- ------------ ---------------- -----------
Channel
Islands 391 6,811 7,139 6,732 654 19,145
United Kingdom 9,486 9,230 7,210 10,498 31,235 21,888
Hong Kong 840 - 178 78 725 2,645
Europe 812 - 1,150 - 1,934 37
North America 3,650 575 539 - 4,838 1,394
Singapore 293 - 161 11 463 -
Asia 304 - 258 - 662 -
Rest of
the World 840 - 684 - 1,953 -
--------------- --------------- ----------- ---------------- ------------ ---------------- -----------
16,616 16,616 17,319 17,319 42,464 42,464
--------------- --------------- ----------- ---------------- ------------ ---------------- -----------
Destination is defined as the location of the customer. Origin
is defined as the country of domicile of the Group company making
the sale. All of the sales relate to external customers.
4 Taxation
The charge for taxation is based on the results for the period
and takes into account taxation deferred because of timing
differences between the treatment of certain items for taxation and
accounting purposes. Deferred tax is recognised on a full provision
basis in respect of all temporary differences which have
originated, but not reversed at the balance sheet date.
5 Earnings per ordinary share
The calculation of basic earnings per ordinary share is based on
the weighted average number of shares in issue during the period.
For diluted earnings per share, the weighted average number of
ordinary shares in issue is adjusted to assume conversion of all
dilutive potential ordinary shares. The Group has only one category
of dilutive ordinary shares: those share options granted to
employees where the exercise price is less than the average market
price of the Company's ordinary shares during the period.
6 months to 30 6 months to 12 months
Sep 2016 30 Sep 2016 to 31 Mar
(unaudited) (unaudited) 2017 (audited)
(restated)
----------------------------------------------------------------- ---------------------------- ---------------------
Weighted average number
of ordinary shares
in issue (No.) Dilutive
potential ordinary
shares: Employee share
options (No.) 178,916,643 178,916,643 178,916,643
323,959 1,898,559 323,959
------------------------- -------------------------------------- ---------------------------- ---------------------
(Loss)/profit after
tax (GBP) (3,090,000) (5,831,000) (28,800,000)
Pension service costs
(net of tax) 150,000 190,000 150,000
Cost of share options
(net of tax) 150,000 150,000 435,000
Amortisation of customer
lists Exceptional
operating (income)/costs
(net of tax) 180,000 180,000 423,000
(579,000) 2,122,000 18,276,000
------------------------- -------------------------------------- ---------------------------- ---------------------
Adjusted (loss)/profit
after tax (GBP) (3,189,000) (3,189,000) (9,516,000)
------------------------- -------------------------------------- ---------------------------- ---------------------
Basic earnings per (1.73)p (3.26)p (16.10)p
share - (1.73)p (3.26)p (16.10)p
pence per share (p) (1.78)p (1.78)p (5.32)p
Diluted earnings per (1.78)p (1.78)p (5.32)p
share -
pence per share (p)
Adjusted earnings
per share -
pence per share (p)
Adjusted diluted
earnings
per share -
pence per share (p)
------------------------- -------------------------------------- ---------------------------- ---------------------
6. Cash outflows from operating
activities
6 months
to
6 months
30 Sep 2017 to
30 Sep 2016 12 months
(unaudited) to 31 Mar
(unaudited) (restated) 2017 (audited)
GBP'000 GBP'000 GBP'000
-------------------------------- ---------------------- ------------- ----------------------
Operating (loss)/profit (2,779) (6,074) (29,701)
Profit on sale of property - (300) (325)
Profit on disposal of
investment (1,394) - -
Impairment of tangible - - -
assets
Depreciation 201 225 619
Amortisation 340 171 684
Impairment of intangibles 150 - 11,980
Increase/(decrease) in
provisions - - (200)
Net exchange differences 18 (379) (37)
Cost of share options 150 150 435
Decrease in inventories 3,214 1,379 10,696
Increase/(decrease) in
trade and
other receivables (177) 82 9,742
Decrease in trade and
other payables (3,018) (6,340) (12,141)
-------------------------------- ---------------------- ------------- ----------------------
Cash outflows from operating
activities (3,295) (11,086) (8,248)
-------------------------------- ---------------------- ------------- ----------------------
7 Post Balance Sheet Events
Sale of certain assets and liabilities of the Interiors
division
On 1 October the Group sold certain assets and liabilities of
Dreweatts and the intellectual property rights and goodwill in
respect of the Bloomsbury brands, part of the Group's Interiors
division.
The sale was for a consideration of GBP1.25m million in cash
payable on completion, plus a maximum additional consideration of
GBP0.4m, payable over the next 24 months, alongside the assumption
of other liabilities currently associated with the Interiors
division.
On 8 December the Group sold the intellectual property rights
and goodwill in respect of the Mallett brand, part of the Group's
Interior division.
The sale was for a consideration of GBP100,000 in cash payable
on completion.
Appointment of Administrators to Stanley Gibbons (Guernsey)
Limited
On 21 November, following consultation with the Company and its
bank, Stanley Gibbons (Guernsey) Limited ("SG Guernsey") made an
application to the Royal Court of Guernsey for an administration
order ("Administration Order") in respect of SG Guernsey and the
Administration Order was granted in accordance with the laws of
Guernsey.
The effect of the Administration Order was to place the
operations of SG Guernsey, which comprises the investment division
of the group, in the hands of the appointed joint administrators
whose responsibility will now be to establish the liabilities of SG
Guernsey (including its indebtedness to the Company) and realise
the assets of that company in order to make a distribution to its
creditors.
SG Guernsey's current assets principally comprise approximately
GBP12.6 million of philatelic stock. This stock figure excludes
approximately GBP14 million of stock owned by third parties. SG
Guernsey's potential liabilities primarily consist of around GBP54
million contingent liabilities relating to the buy-back guarantees
(or "investment products") that were offered by SG Guernsey (under
previous management) prior to August 2016 and a further approximate
GBP11 million of liabilities included on its balance sheet. SG
Guernsey's liabilities also include outstanding indebtedness owed
to the Company, amounting to approximately GBP6.5 million, which
will rank alongside other unsecured creditors, mainly consisting of
bank debt and payments due to holders of investment products.
For the six months to 30 September 2017, the investments
division which included SG Guernsey, made total sales of GBP6.8
million and a divisional profit, before exceptional costs, of
GBP0.35 million, across this period, the net cash outflows from the
investments division were GBP2.0 million due to payments made under
the investment plan buy-back obligations.
The following pro forma balance sheet shows what the estimated
theoretical impact of the above events on the Group balance sheet
would have been, if they had occurred on 30 September 2017.
Interim Interiors Guernsey Pro forma
GBP'000 GBP'000 GBP'000 GBP'000
Non-current assets
Intangible assets 6,906 - - 6,906
Property, plant and
equipment 3,318 - - 3,318
Deferred tax asset 1,344 - - 1,344
11,568 0 - 11,568
--------- -------------- --------- ----------
Current Assets
Inventories 52,011 (46) (26,459) 25,506
Trade and other receivables 3,957 (44) (953) 2,960
Assets held for sale 951 (951) - -
Cash and cash equivalents 1,081 740 (313) 1,508
--------- -------------- --------- ----------
58,264 (301) (27,725) 30,238
--------- -------------- --------- ----------
Total assets 69,832 (301) (27,725) 41,806
--------- -------------- --------- ----------
Current liabilities
Trade and other payables 27,846 (653) (17,746) 9,447
Borrowings 17,369 - - 17,369
45,215 (653) (17,746) 28,816
--------- -------------- --------- ----------
Non-current liabilities
Other payables 2,904 - (2,904) -
Retirement benefit
obligations 6,086 - - 6,086
Deferred tax liabilities 554 - - 554
--------- -------------- --------- ----------
9,544 - (2,904) 6,640
--------- -------------- --------- ----------
Total liabilities 54,759 653 (20,650) 33,456
--------- -------------- --------- ----------
Net assets 15,073 352 (7,075) 8,350
--------- -------------- --------- ----------
Equity
Called up share capital 1,789 - - 1,789
Share premium account 74,847 - - 74,847
Share compensation
reserve 2,033 - - 2,033
Capital redemption
reserve 38 - - 38
Revaluation reserve 346 - - 346
Retained earnings (63,980) 352 (7,075) (70,703)
--------- -------------- --------- ----------
Equity shareholders'
funds 15,073 352 (7,075) 8,350
--------- -------------- --------- ----------
8 Further copies of this statement
Copies of this statement are being sent to shareholders and can
be viewed on the Company's website at www.stanleygibbons.com.
Further copies are available on request from: The Company
Secretary, The Stanley Gibbons Group plc, 18 Hill Street, St
Helier, Jersey JE2 4UA.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR LLFILFSLAFID
(END) Dow Jones Newswires
December 29, 2017 06:07 ET (11:07 GMT)
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