Interim results

27 September 2017

HAVELOCK EUROPA PLC

("Havelock" or the "Company")

Interim Results

Havelock Europa (HVE.L), the international interior solutions provider, announces its results for the half year to 30 June 2017.

This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

Financial and operational review

· Revenue 9% lower at £23.2m (2016: £25.4m) due mainly to a weak opening order book in public sector

· Operating loss increased to £2.4m (2016: £0.7m) reflecting lower revenue, changes to the sales mix and additional costs associated with the implementation of the Enterprise Resource Planning (ERP) system

· As a result, net debt increased to £5.0m from £2.7m at December 2016. The Board remains confident of operating within facilities throughout their term

· Whilst H2 is expected to be profitable, the results for the full year will be significantly below last year

· Changes to commercial model in public sector starting to yield results - the sector 'quote bank' has doubled to over £50m in the last three months, new framework appointments with main contractors and strengthened business development team

Leadership change

· New CEO appointed with immediate effect

· Strategy review will be completed and announced at the end of October

Ian Godden, Chairman of Havelock Europa, said: "Havelock has experienced a difficult first half, with market uncertainty among both public and private sector clients resulting in reduced or delayed activity. I believe, however, that our new leadership team, combined with our developing commercial strategy, will set a strong foundation for the future.''

Enquiries

Rob Ballantyne

David Gaffney

www.havelockeuropa.com

INTERIM STATEMENT

Performance during the period was impacted by a lower opening order book brought forward from 31 December 2016, resulting in lower sales, changes to the sales mix and additional costs incurred as a consequence of the Enterprise Resource Planning (ERP) project implementation. The loss before tax for the period increased to £2.6m (2016: £0.9m), equating to a loss per share of 6.4p (2016: 2.3p).

As announced on 7 September 2017, the Board now believes that results for the full year ending 31 December 2017 will be considerably lower than originally expected, although we do expect to trade profitably in the second half.

FINANCIAL REVIEW

Revenue for the six months ended 30 June 2017 decreased by 9% to £23.2m (2016: £25.4m). A strong performance in the Retail and Lifestyle Sector was more than offset by lower activity in Public Sector and Corporate Services.

Gross profit reduced to £1.1m (2016: £2.5m) due to the combined effect of:

· lower revenues from a weaker order book, in part reflecting increased market uncertainty since mid 2016;

· a different mix of business with a greater contribution from Retail sector programmes, generally at lower margins;

· reduced absorption of fixed costs due to the lower volumes and also disruption to activities on implementation of the ERP project.

Underlying administrative expenses were broadly consistent year on year. Finance costs, however, increased due to the charge relating to the increased pension deficit at 31 December 2016.

The Group has decided not to account for any further deferred tax asset in respect of the losses incurred during the period.

Net debt at 30 June 2017 of £5.0m was higher than that recorded in June 2016 (£3.6m). The increase reflects the trading loss in H1 2017 combined with the investment in the ERP project, particularly in H2 2016. The increase in Group net debt at the half year to £5.0m (December 2016: £2.7m) also demonstrates the seasonality of the business, as revenue is typically summer/second half loaded. This pattern is consistent with previous years. £0.6m of new funding was provided during the period from the Chairman via an issue of new shares (£0.3m) and an unsecured loan (£0.3m). The Board remains confident of operating within our facilities throughout their term.

The pension deficit is £0.2m lower than the year-end position due to cash contributions made during the period and a small revaluation uplift as at 30 June 2017.

Net assets reduced to £3.2m (Dec 2016: £5.4m) as a consequence of the loss incurred during the period.

STRATEGY

The Board has been conducting a comprehensive review of strategy over the last six months. The review will be completed and announced on 31 October 2017.

The Company will be hosting a presentation to shareholders on the new strategy in Edinburgh at 9.30 am on 31 October 2017 and in London at 9.30 am on 1 November 2017. To register for either presentation, please contact the Company at [email protected].

TRADING REVIEW

A slow-down in the number of Public Sector opportunities in Scotland was evident through H2 2016 and, combined with delays in the second phase of the ESFA Priority Schools Building Programme in England, contributed to a lower opening order book at the start of the year and, hence, reduced revenues during the period. A new nursery and early years' education product range was launched earlier this year and was well received by the market.

Furthermore, strong progress has been made in the Public Sector with a number of new main contractor customers in achieving preferred/nominated supplier or framework status throughout the UK. Together with an upgrading of our business development personnel and leaner front end processes, these measures are expected to ensure enhanced order intake going forward. The quote bank for this sector has doubled to more than £50m over the last three months, which bodes well for growth in turnover from this sector next year. The Board is confident that we can further increase the value of outstanding quotations by the end of the year.

Although volumes were lower in Corporate Services, we have been actively engaged by two major UK Financial Institutions on the initial stages of their new branch refurbishment programmes and expect to see increasing volume starting to flow from these.

The Retail and Lifestyle sector experienced a positive first half. A number of new accounts were secured during the period, both in the UK and internationally. International retail continues to be a significant element of our business and, in the period, accounted for over 20% of revenue, driven in part by growth in demand from existing and new customers in Australia.

Post the Brexit decision, cost reduction has become an even greater focus for retail customers with investment programmes subject to regular review and re-evaluation, with consequent pressure on our margins and cost effective procurement and manufacturing solutions.

The ERP project went 'live' during the period and there have been a number of operational challenges as a consequence. This, combined with lower activity levels, resulted in an under-absorption of costs and therefore had a negative impact on gross profit. Whilst the most significant issues have been resolved, a further period of 'bedding-in' of the new system and related processes will be required before we see the benefits being fully realised.

DIVIDENDS

The Board does not propose to pay any dividend in 2017.

BOARD

David MacLellan resigned as Chairman on 25 January 2017 and was replaced by Ian Godden.

Ciaran Kennedy resigned as a Director and Chief Financial Officer and was succeeded by Donald Borland on 26 April 2017.

David Ritchie resigned as a Director and Chief Executive Officer on 26 September 2017 and has been succeeded by Shaun Ormrod.

I would like to thank my former colleagues for their work on behalf of the Company over many years and look forward to working with the new team.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties are set out in the notes to this statement. The risks and uncertainties are largely unchanged from those set out in the Annual Report for 2016.

GOING CONCERN

The financial position of the Group, its cash flows and liquidity position are set out in the interim financial statements.

During the period the Group operated under a bank overdraft facility, which increased from £4.75m to £6.0m on 1 May 2017. The overdraft facility is subject to review in April 2018. During the six months to 30 June 2017, the conditions of the facilities were met and the Directors expect to be able to comply with the conditions in the future, based on the most recent forecasts and taking account of mitigating actions that could be taken.

The Directors, therefore, have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the Directors continue to adopt the going concern basis in preparing the accounts.

CURRENT TRADING AND OUTLOOK

The delayed schools building programmes and weaker than expected order intake in Public Sector will impact on our full year results. Whilst this will, in part, be mitigated by Retail and Corporate Services, delays to programmes in these sectors have pushed out revenues to 2018. As a consequence, and given the loss incurred in the first half of the year, the Directors expect that results for the year ending 31 December 2017 will fall significantly below last year, although they do expect that the Group will trade profitably in H2 2017.

The outlook for 2018 and beyond, as we implement our forthcoming strategy changes, is more positive, as a result of:

· new leadership of the Company;

· new innovative product ranges, more framework agreements and an enhanced procurement model driving a growing quote bank in the Public Sector throughout the UK;

· the branch refurbishment programmes being rolled out by our key financial institution customers in Corporate Services; and

· continued strong demand from an increased portfolio of clients in the Retail and Lifestyle sector with established investment programmes.

With a reduced cost base following the restructuring of the business over the last 18 months, the Group is well placed to improve its performance, as these changes take effect, and generate a positive return to shareholders.

The Board would like to thank staff for their support and commitment during this difficult period.

Ian Godden

Chairman

CONDENSED CONSOLIDATED INCOME STATEMENT 

for the six months ended 30 June 2017 (unaudited)

CONDENSED CONSOLIDATED INCOME STATEMENT

for the year ended 31 December 2016

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED BALANCE SHEET

as at 30 June 2017

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

for the 6 months ended 30 June 2017

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

NOTES TO THE FINANCIAL STATEMENTS

1. Basis of preparation

These interim financial statements represent the condensed consolidated financial information of the Company and its subsidiaries (together referred to as "the Group") for the 6 months ended 30 June 2017. They have 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 EU and have been prepared on the historical cost basis except for the assets of the defined benefit pension scheme which are stated at their fair value and the liabilities of the defined benefit pension scheme which are measured by the projected unit credit method.

The preparation of the interim statements requires the directors to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and judgements applied have not changed from those used in the 2016 Annual Report.

The interim financial statements were approved by the Board of Directors on 27 September 2017. The interim financial statements do not include all of the information and disclosures required for full annual financial statements. They should be read in conjunction with the Annual Report 2016 which is available on request from the Company's registered office or to download from www.havelockeuropa.com.

The financial information contained in this report in respect of the year ended 31 December 2016 has been extracted from the Annual Report 2016 which has been filed with the Registrar of Companies. The auditor's report on these financial statements was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying his report and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.

The interim statements have been prepared on a going concern basis. The reasons for this are outlined in the Chairman's Statement.

The interim financial statements are unaudited and have not been reviewed by the Company's auditor.

2. Significant accounting policies

The accounting policies applied by the Group in these condensed consolidated interim financial statements are the same as those applied by the Group as disclosed in its consolidated financial statements as at and for the year ended 31 December 2016. 

3. Income tax

The Group has decided not to recognise further deferred tax assets in respect of losses incurred during the period.

A reduction in the main UK Corporation tax rate to 18% from 1 April 2020 had been substantively enacted by the balance sheet date. The Group and Company's deferred tax assets and liabilities are therefore recognised at 18%.

4. Earnings per share

The calculation of basic loss per share for the period ended 30 June 2017 is based on the loss attributable to ordinary shareholders as follows:

The weighted average number of shares used in each calculation is as follows:

Basic earnings per share

Diluted earnings per share

5. Equity dividends

No dividends have been declared or proposed for 2017.

6. Property, plant and equipment

 Contracts placed for future capital expenditure not provided in the financial statements amount to £nil (30 June 2016: £nil,

31 December 2016: nil)

7. Intangible assets

8. Related parties

Transactions with key management personnel

Group key management personnel receive compensation in the form of salaries and short-term benefits, compensation for loss of office, post-employment benefits and share-based payments. Group key management received total compensation of £419,000 for the six months ended 30 June 2017 (six months ended 30 June 2016: £420,000).

9. Pension liabilities

During the period, the pension deficit, net of deferred tax, decreased to £7.5 million (December 2016: £7.7 million). On 24 April 2017, the Group agreed with the trustees of the pension scheme the deferral of deficit funding payments of £0.7m, scheduled in 2017, into 2018.

10. Exceptional costs

11. Financial instruments - fair value

The methods and assumptions used in estimating the fair value of financial instruments are described in note 20 of the Annual Report 2016. There have been no changes in the valuation methods during the period.

Fair values versus carrying amounts

The fair values of financial assets and liabilities, together with the carrying amounts shown in the balance sheet, are as follows:

Group

On 31 January 2017, 3,000,000 new ordinary shares were issued to the Chairman at par value in consideration for cash. £32,000 of share issue costs have been charged directly to Revenue Reserve.

During June 2017, the Chairman provided an unsecured loan of £0.3m to the Company. The loan carries an interest rate of 6%, is for a two year term and can be converted into shares in the event of a future rights issue or placing.

13. Principal risks and uncertainties

The principal risks and uncertainties facing the Group for the remainder of 2017 are shown below and have not changed from those disclosed in the Annual Report for 2016.

The Group must operate within its bank facilities. The Group's financial forecast shows that this can be achieved. A material disruption to the Company's business or a shortfall in operational or financial performance or a reduction in the ability to secure appropriate credit terms could mean that the Group's ability to operate within its overdraft facility would be at risk. The Group addresses this risk by detailed monitoring of financial performance and of the expected outcome for each measurement period. The Group's bank facilities are subject to review on 30 April 2018.

The Group's business has a strong seasonal element, with a peak of activity in the middle and second half of the year. This could result in peak output requirements exceeding the available capacity. The Group manages this risk by detailed and regular capacity planning reviews, with additional shifts and early production being planned.

The Group has a number of major clients each of which constitute materially to Group revenue. The loss of a major client would adversely impact the Group's profitability and cash flow. The business focusses on maintaining a good working relationship with all its customers, in particular these larger clients. We are continuing to pursue our strategy of diversifying the business across and within sectors to increase resilience and reduce dependence on particular markets and customers.

The Group operates in highly competitive markets and deals with major customers which increasingly employ procurement strategies designed to ensure that all purchases, and not just those of stock items, are acquired at the lowest possible cost. The business is addressing this risk by seeking production cost savings including, where appropriate, procurement from lower cost overseas suppliers.

The Group is involved as a supplier to major construction projects which can be subject to programme delays at Government level as well as time delays and slippage caused by both commercial and weather-related issues. The business addresses this risk by building allowance for slippage into its production forecasts and budgets.

The Group undertakes work as a sub-contractor under industry standard written contracts. The risks involved in working under such contracts are controlled by the employment of qualified and knowledgeable contract managers and quantity surveyors.

The largest element of working capital employed by the Group is trade receivables and accrued income. These are subject to credit risk and, as a consequence, the Group employs credit insurance to cover the risk on most of its commercial debtors. However, in addition to debt owed by the public sector and local government, the Group bears the credit risk on a proportion of receivables where its credit insurers are unwilling to provide cover. The Group's procedures require that material uninsured credit limits are approved by the Board. The Group also monitors the credit status of its major customers.

RESPONSIBILITY STATEMENT

We confirm that to the best of our knowledge:

· the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union;

· the interim management report includes a fair review of the information required by:

(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

Ian Godden Donald Borland

Chairman Chief Financial Officer

27 September 2017