Cranswick PLC (CWK) - Half Yearly Report RNS Number : 9377R Cranswick PLC 26 November 2012 CRANSWICK plc: INTERIM RESULTS Continued growth Cranswick plc ("Cranswick" or "the Company" or "the Group"), a leading UK supplier of pork products, announces its unaudited results for the six months ended 30 September 2012. Highlights: · Reported revenues up 6 per cent to £418.6m (2011: £393.9m) · Underlying revenues increased by 5 per cent * · Profit before tax rose by 21 per cent to £22.5m (2011: £18.5m) · Earnings per share up 23 per cent to 35.8p (2011: 29.2p) · Adjusted earnings per share 19 per cent higher at 35.8p (2011: 30.1p) · Dividend increased to 9.4p per share (2011: 9.0p) · Net debt £32.2m (30 Sept 2011: £48.2m) · Kingston Foods Limited acquired on 29 June 2012 * Excluding Kingston Foods Cranswick's Chairman, Martin Davey, said: "It is pleasing to report continued growth in sales, in what continues to be a difficult economic and consumer environment, reflecting the ongoing popularity of pork with the consumer, driven by both the versatility and the low relative price of pork to other proteins. "Kingston Foods has made an encouraging contribution to the Group since acquisition and has further extended Cranswick's customer portfolio and strengthened the Group's cooked meat production capability. "Rising input costs were a feature of trading during the period and this has continued into the second half, although efficiency improvements brought about by investment undertaken by the business and ongoing constructive pricing discussions with customers have helped offset the full impact of this. "The Board currently anticipates a more balanced trading performance between the first and second halves compared to last year when there was a strong second half bias. The strategy for the development of the business remains unchanged with future growth being generated by a combination of acquisitions and organic initiatives". -ends- Enquiries: Paul Quade 07947 186 694 CityRoad Communications 0207 248 8010 Note to editors: Cranswick was formed in the early 1970s by farmers in East Yorkshire to produce animal feed and has since evolved into a business focused on the supply of food products to the UK food retail and food service sectors. Well known for the production of gourmet sausages the Company also supplies fresh pork, cooked meats, air-dried bacon, charcuterie, sandwiches and pastry products. Products are sold primarily under retailers own labels including Sainsbury's 'Taste The Difference' and Tesco's 'Finest' as well as under a number of brands such as 'Simply Sausages', 'The Black Farmer', 'Weightwatchers' and 'Red Lion Foods'. Sales in the year to March 2012 were £821 million and have grown more than 350 per cent over ten years. Chairman's statement It is pleasing to report continued growth in sales in what continues to be a difficult economic and consumer environment. Underlying turnover in the six months ended 30 September 2012 was 5 per cent ahead of the same period last year reflecting the ongoing popularity of pork with the consumer, driven by both the versatility and the low relative price of pork to other proteins. Total sales for the six months were 6 per cent higher after taking into account the contribution from Kingston Foods which was acquired on 29 June 2012. Kingston Foods has made, as anticipated, an encouraging contribution to the Group since acquisition and has further extended Cranswick's customer portfolio and strengthened the Group's cooked meat production capability. Profit before taxation for the period increased by 21 per cent to £22.5 million from the £18.5 million achieved in a tough first half a year ago. Earnings per share were up by 23 per cent at 35.8 pence compared to 29.2 pence last year. This has been a solid performance by the business during a period when further investment was undertaken in the asset base to provide the platform for continued growth. Trading highlights and details of capital expenditure are covered in the Review of Activities by the Chief Executive, Adam Couch. Adam was appointed Chief Executive on 1 August 2012 as indicated when reporting to Shareholders in May 2012. Operating cash inflow in the period was £18.1 million compared to £19.0 million in the same period a year ago. At 30 September net debt stood at £32.2 million compared to £48.2 million at the same time last year and £21.7 million at the March financial year end. Interest was covered 60 times. The Group is in a sound financial position further details of which are provided in the Financial Review. Rising input costs were a feature of trading during the period and this has continued into the second half. It impacted margins initially although efficiency improvements brought about by investment undertaken by the business and ongoing constructive pricing discussions with customers have helped offset the full impact of this. The interim dividend is being increased to 9.4 pence per share from 9.0 pence previously and will be paid on 25 January 2013 to Shareholders on the register at the close of business on 7 December 2012. Shareholders will once again have the option to receive the dividend by way of scrip issue. The successful performance of the business in the period is a reflection of the expertise, enthusiasm and commitment of the management and their colleagues at each of our product focussed facilities and on behalf of the Board I express our sincere thanks and appreciation. The Board currently anticipates a more balanced trading performance between the first and second halves compared to last year when there was a strong second half bias. The strategy for the development of the business remains unchanged with future growth being generated by a combination of acquisitions and organic initiatives. Martin Davey Chairman 26 November 2012 Review of activities It is pleasing to report continued growth, with underlying revenues increasing by 5 per cent for the 6 months to 30 September 2012. This growth is particularly satisfying when considered against the backdrop of the continuing difficult consumer environment. The retail environment remains challenging with many of the Group's customers reporting flat or, at best, modest sales and earnings growth. This notwithstanding, the value proposition of pork remains strong, particularly compared to both beef and lamb. Pork's health attributes and versatility both as an ingredient and as a complete meal solution continue to find favour with the consumer. Fresh pork sales increased by 1 per cent. This was on top of the 14 per cent growth achieved in the same period last year. Further investment in the infrastructure of both the Norfolk and Hull facilities has led to increased overall capacity and improved efficiencies. At the Hull site, investment in rapid chilling has increased carcass yields and further expenditure in butchery has delivered significant throughput improvements. Both operations now have full approval to export to China and the Asian market is being targeted with a wide ranging portfolio of pork products. In addition, breaded pork products continue to show good growth with further retail listings expected in the coming months. Sausage sales grew by 15 per cent, despite the disappointing summer weather. This strong growth underlines the resilience of the premium sausage category, as consumers continue to recognise and appreciate the quality, value and versatility of Cranswick's gourmet sausage offering. These products are now a shopping basket staple with the top tier, premium range now representing over a third of total retail sausage sales. The strong growth in the first six months of the year was augmented by an exciting new range of gourmet beef burgers which have been developed with the same uncompromising focus on quality with fresh ingredients and an artisan production process. Bacon sales improved by 6 per cent in the first six months of the year across a wide retail client base helped by targeted promotional plans and strong category management. The Group has also successfully developed further retail listings for gammon products which have significantly increased volumes through the factory and which are expected to lead to further opportunities going forward. These developments have been supported by further investment at the Sherburn-in-Elmet site to drive improved yields, increased operational efficiencies and enhanced volume capability going forward. Cooked meats performed strongly during the first half of the year with total sales ahead by 10 per cent including the contribution from Kingston Foods. New product development continues to be a key focus of Group activities and particularly pleasing has been the development of a premium hand-cured, air-dried ham range for one of the Group's principal retail customers. This range is the culmination of work undertaken at the Hull, Sherburn-in-Elmet and Barnsley sites. This premium ham has delivered a new benchmark for taste and visual presentation in the category and sales are showing a pleasing positive trend. Work has started on extending the Sutton Fields cooked meats facility in Hull. The extension will provide increased capacity to meet anticipated sales growth and will also improve production flows through the factory which in turn will drive efficiency benefits. Cranswick has a strong reputation for producing premium products of the highest quality. This ethos has been further demonstrated by the development of a range of artisan handmade pastry products. Pastry sales showed a good increase on the same period last year from a modest base. Buoyed by this positive performance and with the existing facilities operating at capacity, construction of a state of the art production facility in Malton, North Yorkshire is now underway. The project, which is earmarked for completion in the spring of 2013, will allow the Group to progress further its ambitions in this sector. Customers have been secured and an exciting range of products is being developed to launch when the site is commissioned next year. Sales of continental products were 2 per cent ahead of the same period last year. This was an outstanding performance given the loss of business with a major retail customer over the last 12 months. Key highlights in this category have been the new listings of fresh pasta with a major grocery retailer and the introduction of a new retail customer for value added lines. Sandwich sales increased by 9 per cent. The business has secured additional listings in the retail convenience market which will be used as a solid base upon which to build. Sales were also boosted by the Atherstone facility supplying sandwiches to key sporting events over the summer period which included the Olympic opening ceremony. As has been widely reported in the media, food inflation is a key area of concern to retailers, processors and pig producers alike. Higher feed costs are being reflected in increased pig prices, not only in the UK but across Europe. In addition, the impending increased welfare legislation in the EU member states, which comes in to force on 1 January 2013, is already impacting availability and pricing of pig meat from that region and may lead to further EU herd contraction in 2013. With firm demand and tightening supply, UK pig prices are currently at record levels. This is an issue affecting the whole supply chain and the scale of the inflation and the need to ensure continuity of supply has necessitated discussions on price increases with the Group's customers; these are underway and progressing well. Despite the well documented challenges faced by the pig industry both at home and across Europe, the business' retail customers and the UK consumer, the Group has delivered a pleasing first half performance through focused alignment with customer and consumer needs. This action is supported by well invested, highly efficient, industry leading facilities and strong management in all areas of the business. Given the difficult wider consumer environment, these key attributes are and will remain imperative to Cranswick's future successful performance and development. Adam Couch Chief Executive 26 November 2012 Financial review The Group is presenting its interim financial information for the six months to 30 September 2012 with comparative information for the six months to 30 September 2011 and the year to 31 March 2012. Revenue Revenue increased by 6 per cent from £393.9 million to £418.6 million. Adjusting for the contribution from Kingston Foods Limited which was acquired on 29 June 2012, underlying sales increased by 5 per cent, with positive contributions from all categories. Group operating profit Group operating profit at £22.8 million was 17 per cent higher. Operating margin at 5.5 per cent of sales was also well above the 5.0 per cent delivered in the same period last year, albeit lower than the 5.7 per cent, before goodwill impairment, reported for the last financial year as a whole. The lower operating margin reported in the first half of the previous financial year reflected a sharp increase in input costs during the first quarter. Input costs eased in the second quarter and this together with some inflation recovery from the Group's customers and robust export sales and margins led to a strong second half performance. There was modest input cost inflation during the first half of the current financial year and this, together with less buoyant export margins, resulted in the Group operating margin falling back from the level achieved in the second half of the last financial year. Interest Net financing costs at £0.4 million were 24 per cent lower than the first half of the prior year, reflecting lower net borrowings. Interest cover improved from 37.7 times to 59.9 times. Taxation The tax charge as a percentage of profit before tax was 23.3 per cent (2011: 24.7 per cent). The standard rate of corporation tax was 24 per cent (2011: 26 per cent). The charge for both the current and prior periods benefited from a £0.3 million deferred tax credit following a 1 per cent enacted reduction in the UK corporation tax rate from April 2013 (2011: April 2012). Adjusting for this credit the underlying effective rate was 24.6 per cent (2011: 26.5 per cent). Earnings per share Basic earnings per share rose by 23 per cent to 35.8 pence in the six months to 30 September 2012. After adjusting for the impact of the associate, Farmers Boy (Deeside) Limited, in the prior year, adjusted earnings per share were still 19 per cent higher (note 5). The average number of shares in issue was 48,115,000 (2011: 47,634,000). Acquisitions On 29 June 2012 the Group acquired 100 per cent of the issued share capital of Kingston Foods Limited for an initial cash consideration of £6.0 million net of cash acquired of £1.9 million. A further £2.5 million of consideration may become payable contingent on the performance of the business during a three year period from the date of acquisition. Kingston made an encouraging start under Cranswick ownership contributing £0.3 million to the Group's profit after tax in the period following acquisition. Cash flow and borrowings The net cash inflow from operating activities was £18.1 million (2011: £19.0 million) reflecting a £6.9 million working capital increase in the period driven by revenue growth and higher inventory levels which were built ahead of rising input costs. Net debt increased in the six month period by £10.6 million to £32.2 million, but was £16.0 million lower than the previous half year end level. Cash flow included £14.6 million of capital expenditure and the net £6.0 million spent on the acquisition of Kingston Foods Limited. Net debt fell to just 13 per cent of shareholders' funds (2011: 21 per cent) as the Group's balance sheet continues to be conservatively managed. The Group's current bank facility of £100 million extends to July 2015 and provides the business with generous headroom and medium term funding to meet its objectives. Pensions The Group operates a number of defined contribution pension schemes whereby contributions are made to schemes operated by major insurance companies. Contributions to these schemes are determined as a percentage of employees' earnings. The Group also operates a defined benefit pension scheme which has been closed to further benefit accrual since 2004. The deficit on this scheme at 30 September 2012 was £5.7 million which compared to £5.3 million at 31 March 2012. Cash contributions to the scheme during the period, as part of the programme to reduce the deficit, were £0.6 million. The present value of funded obligations was £21.7 million and the fair value of plan assets was £16.0 million. The valuation of the defined benefit pension liability is dependent upon market conditions and actuarial methods and assumptions (including mortality assumptions). Such changes in actuarial assumptions and the performance of the funds may result in changes to amounts charged or released through the income statement and the Group may be required to pay increased pension contributions in the future. The Board will regularly review its pension strategy with reference to the value of assets and liabilities under the pension scheme as well as the potential impact of changes in actuarial assumptions. Principal risks and uncertainties There are a number of risks and uncertainties facing the business in the second half of the financial year. The Board considers these risks and uncertainties to be the same as those described in the Report & Accounts for the year ended 31 March 2012, dated 21 May 2012, a copy of which is available on the Group's website at www.cranswick.co.uk. The principal risks and uncertainties which are set out in detail on pages 14 to 17 of the Report & Accounts for the year ended 31 March 2012 are: Industry risks Operational Human resource Financial risks risks risks · State of the economy · Interest rate, · Food safety · Health & currency, liquidity · Competition, safety and credit risk customer retention and · Business reliance on key customers continuity · Ethical · Granting of management credit and · Raw material price · Legislation recoverability of fluctuations · Staff debt · Overseas recruitment and · Environmental markets retention · Business matters acquisitions · Technology · Access to · Food scares and workforce product contamination · Business integration · Supplier standards Country and currency risk The Board continues to be mindful of the current difficult global economic conditions and in particular those facing the Eurozone. The Board considers the risk facing the Group in this respect to be limited, with all of the Group's operations located in the UK and more than 95 per cent of the Group's sales being to UK customers. However, the Board continues to closely monitor the Group's policies on granting of credit to overseas customers and terms of trade with foreign suppliers including hedging foreign currency purchases and considers that the associated risks are being managed appropriately. Forward looking information This interim report contains certain forward looking statements. These statements are made by the Directors in good faith based on the information available to them at the time of their approval of this report and such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward looking information. Going concern The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the 'Review of activities'. The financial position of the Group, its cash flows, liquidity position and borrowing facilities are described above. The Group has considerable financial resources together with strong trading relationships with its key customers and suppliers. As a consequence, the Directors believe that the Group is well placed to manage its business risk successfully, despite the current uncertain economic outlook. After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the condensed consolidated interim financial statements. Mark Bottomley Finance Director 26 November 2012 Cranswick plc: Group income statement (unaudited) for the six months ended 30 September 2012 Notes Half year Year to 2012 2011 31 March 2012 £'000 £'000 £'000 Revenue 418,645 393,932 820,775 Cost of sales (367,649) (348,143) (718,605) Gross profit 50,996 45,789 102,170 Operating expenses excluding impairment (28,162) (26,269) (55,434) Group operating profit before impairment 22,834 19,520 46,736 Impairment of goodwill - - (4,924) Group operating profit 22,834 19,520 41,812 Share of results of associate - (514) (712) Profit on disposal of associate - - 8,254 Profit before net finance costs and tax 22,834 19,006 49,354 Finance revenue 39 78 151 Finance costs (420) (582) (1,154) Profit before tax 22,453 18,502 48,351 Taxation 4 (5,238) (4,575) (10,871) Profit for the period 17,215 13,927 37,480 Earnings per share (pence) On profit for the period: Basic 5 35.8p 29.2p 78.6p Diluted 5 35.7p 29.2p 78.4p Adjusted (excluding effect of associate and goodwill impairment): Basic 5 35.8p 30.1p 72.9p Diluted 5 35.7p 30.1p 72.7p Cranswick plc: Group statement of comprehensive income (unaudited) for the six months ended 30 September 2012 Half year Year to 31 March 2012 2011 2012 £'000 £'000 £'000 Profit for the period 17,215 13,927 37,480 Other comprehensive income Movement on hedging items: Losses arising in the period (15) (3) (69) Reclassification adjustment for losses/ (gains) included in the income statement 69 (146) (146) Actuarial losses on defined benefit pension scheme (899) (1,835) (3,504) Deferred tax relating to components of other comprehensive income 195 496 892 Other comprehensive income for the (650) (1,488) (2,827) period, net of tax Total comprehensive income for the period attributable to owners of the parent 16,565 12,439 34,653 Cranswick plc: Group balance sheet (unaudited) at 30 September 2012 Half year As at 31 March 2012 2011 2012 £'000 £'000 £'000 Non-current assets Intangible assets 130,382 127,763 122,839 Property, plant and equipment 138,003 124,569 130,853 Investment in associate - 5,277 - Financial assets 1,050 3,846 1,398 Total non-current assets 269,435 261,455 255,090 Current assets Inventories 44,311 39,302 38,516 Trade and other receivables 91,161 85,611 85,534 Financial assets 696 1,321 696 Cash and short-term deposits 10,705 7,351 20,100 Total current assets 146,873 133,585 144,846 Assets held for sale - - 221 Total assets 416,308 395,040 400,157 Current liabilities Trade and other payables (94,572) (92,271) (91,078) Financial liabilities (326) (335) (1,624) Income tax payable (6,015) (5,182) (5,936) Provisions (189) (410) (389) Total current liabilities (101,102) (98,198) (99,027) Non-current liabilities Other payables (434) (526) (462) Financial liabilities (46,741) (59,236) (42,301) Deferred tax liabilities (6,446) (7,595) (7,093) Provisions (188) - - Defined benefit pension scheme deficit (5,725) (4,220) (5,342) Total non-current liabilities (59,534) (71,577) (55,198) Total liabilities (160,636) (169,775) (154,225) Net assets 255,672 225,265 245,932 Equity Called-up share capital 4,833 4,772 4,803 Share premium account 60,221 57,033 58,642 Treasury shares - (136) - Share-based payments 6,579 4,819 5,603 Hedging reserve (15) (3) (69) Retained earnings 184,054 158,780 176,953 Equity attributable to owners of the parent 255,672 225,265 245,932 Cranswick plc: Group statement of cash flows (unaudited) for the six months ended 30 September 2012 Half year Year to 31 March 2012 2011 2012 £'000 £'000 £'000 Operating activities Profit for the period 17,215 13,927 37,480 Adjustments to reconcile Group profit for the period to net cash inflows from operating activities: Income tax expense 5,238 4,575 10,871 Net finance costs 381 504 1,003 Fair value adjustment to put option in - (95) (95) relation to associate Share of result of associate - 514 712 Gain on sale of associate - - (8,254) Gain on sale of property, plant and equipment (32) (22) (140) Depreciation of property, plant and equipment 7,579 6,750 13,972 Impairment of goodwill - - 4,924 Amortisation of intangibles 40 - - Share-based payments 976 717 1,501 Difference between pension contributions paid and amounts recognised in the income statement (516) (529) (1,076) Release of government grants (32) (18) (55) Increase in inventories (5,362) (3,608) (2,822) Increase in trade and other receivables (3,758) (6,812) (6,610) Increase in trade and other payables 2,261 9,016 5,405 Cash generated from operations 23,990 24,919 56,816 Tax paid (5,937) (5,955) (11,283) Net cash from operating activities 18,053 18,964 45,533 Cash flows from investing activities Interest received 39 77 173 Principal amounts received in relation to 348 - 1,906 loans advanced Acquisition of subsidiary, net of cash (5,986) - - acquired Purchase of property, plant and equipment (14,596) (8,764) (20,311) Receipt of government grants 4 156 149 Proceeds from sale of property, plant and 48 37 308 equipment Proceeds from sales of associate - - 14,500 Proceeds from sale of investment classified as 221 - - held for sale Net cash used in investing activities (19,922) (8,494) (3,275) Cash flows from financing activities Interest paid (455) (698) (1,305) Proceeds from issue of share capital 56 33 702 Purchase of own shares - (136) (136) Proceeds from borrowings 2,000 10,000 - Issue costs of long term borrowings - (1,005) (1,005) Repayment of borrowings - - (7,000) Dividends paid (7,828) (8,511) (11,831) Repayment of capital element of finance leases (183) (193) (272) Net cash used in financing activities (6,410) (510) (20,847) Net (decrease)/ increase in cash and cash (8,279) 9,960 21,411 equivalents Cash and cash equivalents at beginning of 18,788 (2,623) (2,623) period Cash and cash equivalents at end of period 10,509 7,337 18,788 Cranswick plc: Group statement of changes in equity (unaudited) for the six months ended 30 September 2012 Share Share Treasury Share- Hedging Retained Total capital premium shares based reserve earnings equity payments £'000 £'000 £'000 £'000 £'000 £'000 £'000 At 1 April 2012 4,803 58,642 - 5,603 (69) 176,953 245,932 Profit for the - - - - - 17,215 17,215 period Other - - - - 54 (704) (650) comprehensive income Total - - - - 54 16,511 16,565 comprehensive income Share-based - - - 976 - - 976 payments Scrip dividend 19 1,534 - - - - 1,553 Share options 11 45 - - - - 56 exercised Dividends - - - - - (9,381) (9,381) Deferred tax - - - - - (68) (68) relating to changes in equity Corporation tax relating to changes in - - - - - 39 39 equity At 30 September 4,833 60,221 - 6,579 (15) 184,054 255,672 2012 At 1 April 2011 4,764 56,609 - 4,102 146 155,311 220,932 Profit for the - - - - - 13,927 13,927 period Other - - - - (149) (1,339) (1,488) comprehensive income Total - - - - (149) 12,588 12,439 comprehensive income Own shares - - (136) - - - (136) acquired Share-based - - - 717 - - 717 payments Scrip dividend 5 394 - - - - 399 Share options 3 30 - - - - 33 exercised Dividends - - - - - (8,910) (8,910) Deferred tax - - - - - (255) (255) relating to changes in equity Corporation tax relating to changes in - - - - - 46 46 equity At 30 September 4,772 57,033 (136) 4,819 (3) 158,780 225,265 2011 At 1 April 2011 4,764 56,609 - 4,102 146 155,311 220,932 Profit for the - - - - - 37,480 37,480 year Other - - - - (215) (2,612) (2,827) comprehensive income Total - - - - (215) 34,868 34,653 comprehensive income Own shares - - (136) - - - (136) acquired Share-based - - - 1,501 - - 1,501 payments Scrip dividend 19 1,351 - - - - 1,370 Share options 20 682 - - - - 702 exercised (proceeds) Share options - - 136 - - (136) - exercised (transfer) Dividends - - - - - (13,201) (13,201) Deferred tax - - - - - (52) (52) relating to changes in equity Corporation tax relating to changes in - - - - - 163 163 equity At 31 March 2012 4,803 58,642 - 5,603 (69) 176,953 245,932 Responsibility statement The Directors confirm that to the best of their knowledge the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting and includes a fair review of the information required by DTR 4.2.7R (an indication of important events during the first six months and a description of the principle risks and uncertainties for the remaining six months of the year) and by DTR 4.2.8R (a disclosure of related party transactions and changes therein) of the Disclosure and Transparency Rules. On behalf of the Board Martin Davey Mark Bottomley Chairman Finance Director 26 November 2012 Notes to the interim accounts 1. Basis of preparation This interim report was approved by the Directors on 26 November 2012 and has been prepared in accordance with the Disclosure and Transparency Rules of the UK's Financial Services Authority and the requirements of IAS 34 Interim Financial Reporting as adopted by the European Union. The information does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The statutory accounts for the year ended 31 March 2012 prepared under IFRS as adopted by the European Union have been filed with the Registrar of Companies. The report of the auditors on the statutory accounts was not qualified and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006. The interim report has not been reviewed pursuant to the Auditing Practices Board guidance on 'Review of Interim Financial Information' and does not include all of the information required for full annual financial statements. 2. Accounting policies The accounting policies applied by the Group in this interim report are the same as those applied by the Group in the financial statements for the year ended 31 March 2012. The following accounting standards and interpretations became effective for the current reporting period: International Accounting Standards (IAS / IFRSs) Effective date IAS 12 Income Taxes (Amendment) - Deferred taxes: Recovery of 1 January 2012 underlying assets The application of this standard has not had a material effect on the net assets, results and disclosures of the Group. 3. Segmental analysis IFRS 8 requires operating segments to be identified on the basis of the internal financial information reported to the Chief Operating Decision Maker ('CODM'). The Group's CODM is deemed to be the Executive Directors on the Board, who are primarily responsible for the allocation of resources to segments and the assessment of performance of the segments. The CODM assesses profit performance using profit before taxation measured on a basis consistent with the disclosure in the Group accounts. The Group reported on just one reportable segment during the period and the preceding financial year. The revenues of the Group are not significantly impacted by seasonality. Additions to property plant and equipment during the period totalled £14.1 million (2011: £8.1 million). Future capital expenditure under contract at 30 September 2012 was £5.0 million (2011: £3.4 million). 4. Taxation The tax charge for the period was £5.2 million and represents a rate of 23.3 per cent (2011: 24.7 per cent). The tax charge for the period benefited from a £0.3 million deferred tax credit reflecting the enacted reduction in the UK corporation tax rate to 23 per cent from April 2013. Adjusting for this item the overall effective rate was 24.6 per cent. 5. Earnings per share Basic earnings per share are based on profit attributable to shareholders and on the weighted average number of shares in issue during the period of 48,115,168 (2011: 47,634,237) excluding treasury shares and shares held by Cranswick Trustees Limited on behalf of the Cranswick plc Employee Benefit Trust. The calculation of diluted earnings per share is based on 48,236,454 shares (2011: 47,730,268). Adjusted earnings per share The Group acquired an interest in associate Farmers Boy (Deeside) Limited on 9 July 2010 and disposed of the investment on 30 March 2012. In addition, in the year ended 31 March 2012 the Group impaired the carrying value of goodwill in relation to its Sandwiches cash generating unit. As the investment in the associate and the goodwill impairment do not form part of the ongoing business of the Group the Directors consider it appropriate to present an adjusted EPS on the face of the income statement which excludes the effect of the associate and goodwill impairment to facilitate a more meaningful comparison with prior and future periods. Adjusted earnings per share are calculated using the weighted average number of shares for both basic and diluted amounts as detailed above. Net profits excluding the effect of the associate and goodwill impairment are derived as follows: Half year Year to 31 March 2012 2011 2012 £'000 £'000 £'000 Profit for the period 17,215 13,927 37,480 Share of results of associate - 514 712 Profit on disposal of associate - - (8,254) Fair value adjustment to put option in relation to - (95) (95) associate Impairment of goodwill - - 4,924 Profit for the period excluding effect of associate and goodwill impairment 17,215 14,346 34,767 6. Dividends - half year ended 30 September Year Half year to 31 March 2012 2011 2012 £'000 £'000 £'000 Interim dividend for year ended 31 March 2012 of 9.0p per share - - 4,291 Final dividend for year ended 31 March 2012 of 19.5p (2011: 18.7p) per share 9,381 8,910 8,910 9,381 8,910 13,201 The interim dividend for the year ending 31 March 2013 of 9.4p per share was approved by the Board on 26 November 2012 for payment to shareholders on 25 January 2013 and therefore has not been included as a liability as at 30 September 2012. 7. Analysis of Group net debt At Cash Non-cash At 31 March flow movements 30 September 2012 2012 £'000 £'000 £'000 £'000 Cash and short-term deposits 20,100 (9,395) - 10,705 Overdrafts (1,312) 1,116 - (196) Net cash and cash equivalents 18,788 (8,279) - 10,509 Other financial assets 2,094 (348) - 1,746 20,882 (8,627) - 12,255 Revolving credit (42,246) (2,000) (126) (44,372) Finance leases (298) 183 - (115) Net debt (21,662) (10,444) (126) (32,232) Net debt is defined as cash and cash equivalents, loans receivable and interest rate swaps at fair value less interest bearing liabilities (net of unamortised issue costs). 8. Acquisition On 29 June 2012, the Group acquired 100 per cent of the issued share capital of Kingston Foods Limited for a total consideration of £10.2 million. The principal activity of Kingston Foods Limited is the manufacture and distribution of cooked meat and poultry products. Book and fair values of the net assets at the date of acquisition were as follows: Acquiree's book value before Provisional combination fair value £'000 £'000 Net assets acquired: Customer relationships - 795 Property, plant and equipment 857 682 Inventories 433 433 Trade receivables 1,743 1,743 Bank and cash balances 1,857 1,857 Trade payables (1,615) (1,615) Provisions - (187) Corporation tax liability (97) (97) Deferred tax liability (100) (200) 3,078 3,411 Goodwill arising on acquisition 6,788 Total consideration 10,199 Satisfied by: Cash 7,843 Contingent consideration 2,356 10,199 Net cash outflow arising on acquisition: Cash consideration paid 7,843 Cash and cash equivalents acquired (1,857) 5,986 The fair values on acquisition are provisional due to the timing of the transaction and will be finalised within twelve months of the acquisition date. From the date of acquisition, the acquired business has contributed a net profit after tax of £0.3 million to the Group. If the combination had taken place at the beginning of the period, the Group's profit after tax for the period would have been £17.5 million and revenues would have been £422.7 million. Included in the £6,788,000 of goodwill recognised above, are certain intangible assets that cannot be individually separated from the acquiree and reliably measured due to their nature. These items include the expected value of synergies and an assembled workforce. 9. Related party transactions During the period the Group entered into transactions, in the ordinary course of business, with its subsidiaries which are related parties. Balances and transactions with subsidiaries are eliminated on consolidation. This information is provided by RNS The company news service from the London Stock Exchange END IR UOVNRUKAAUAA -0- Nov/26/2012 07:00 GMT
Cranswick PLC CWK Half Yearly Report
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