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Interim Results

8th Dec 2011 07:00

RNS Number : 5638T
Cyril Sweett Group PLC
08 December 2011
 



8 December 2011

Cyril Sweett Group plc

 

("Cyril Sweett" or "the Group")

 

Interim results for the six months ended 30 September 2011

 

Cyril Sweett is a leading international construction and property consultancy offering expertise in cost management, project management and a comprehensive range of specialist services. The Group was founded in 1928 and employs over 1,200 staff across some 50 offices in Europe, the Middle East, North Africa, India, Sri Lanka, Asia Pacific and Australia.

 

The Group is pleased to announce its unaudited interim results for the six months ended 30 September 2011.

 

Financial highlights

H1 2012

H1 2011

FY2011

£m

£m

£m

Revenue

36.1

35.0

72.8

Pre exceptional operating profit ♦

1.0

1.6

3.8

Operating (loss) / profit

(0.1)

1.5

2.4

Pre exceptional EBITDA

1.7

2.2

5.1

(Loss) / profit before tax

(0.2)

1.3

2.3

Net assets

30.4

29.7

30.9

Net debt

10.8

5.0

5.0

Basic earnings per share

(0.5)p

1.6p

2.6p

Dividend per share

0.2p

0.5p

1.3p

 

 before the impact of exceptional administrative expenses of £0.9m and amortisation of acquired intangibles of £0.2m (2011 £0.1m).

 

Operational highlights

 

·; Investment in the Asia Pacific region continues with the opening of offices in mainland China, Thailand and Vietnam; 550 staff are now employed in the region, up from 350 18 months ago

·; Record order book of £91m, up 17% year-on-year

·; Restructuring actions to deliver £2m of annualised cost savings from 1 April 2012

·; Global reach continues to facilitate cross-selling opportunities amongst blue-chip client base

·; Kim Berry appointed Executive Director of the Board and Managing Director, Asia Pacific

·; Further investment in strength of PPP/PFI portfolio

 

Chief Executive Officer Dean Webster said:

 

"The first half of the year was characterised by difficult market conditions. This has not stopped us from investing in the further expansion of our business, in particular across the Asia Pacific region. In China, our presence has grown from 350 to over 550 staff, with the opening of new offices in mainland China, together with Thailand and Vietnam. In Europe, we have continued with our investment in the energy sector and made further PPP investments. Whilst our expansion has increased our debt levels, we expect these to reduce significantly in the second half of the year as our cash generation improves.

 

"Our restructuring actions will deliver £2m of annualised cost savings from 1 April 2012, mainly in the Europe region. We are also encouraged by an improved level of bidding activity across the Group, as evidenced by our growing order book. Whilst our markets remain fiercely competitive, improved trading in our core services, combined with opportunities to recycle some of our PPP investments, means we remain on track to deliver on our current expectations for the full year.

 

"Our order book currently stands at a record £91m, an increase of 17% year on year, and shows a healthy level of diversification, with £41m from our European operations (up £7m from £34m in November 2010) and £50m from our international operations (up £6m from £44m in November 2010). This is as a result of increased bidding activity in Europe and the success of our strategy to expand across the Asia Pacific region.

 

"Despite the challenging conditions, the dedication of our staff, both to the Group and to the clients we serve, has been unwavering. The Group enjoys a long standing reputation for providing clients with independent advice, a crucial differentiator as we continue to develop our presence and service offering across the world's trade and business hubs."

 

 

 

Enquiries

 

Cyril Sweett Group plc

Dean Webster, Chief Executive Officer

Chris Goscomb, Chief Financial Officer

Theo Kjellberg, Group Communications Manager

 

020 7061 9000

 

 

Arbuthnot Securities

Andrew Kitchingman

Tim Willis

Paul Gillam

 

020 7012 2000

FTI Consulting

Billy Clegg

Oliver Winters/Latika Shah

020 7831 3113

 

 

HALF YEAR MANAGEMENT REPORT

 

Review of Operations

During the period, the Group has continued to deliver on its strategy of consolidating its position where it already leads whilst diversifying across new regions and sectors further strengthening its blue-chip client base.

 

The Asia Pacific region continues to provide the Group with significant growth opportunities and we have used these to strategically expand our global footprint. During the period we opened our first offices in Vietnam and Thailand, further increasing our penetration within the Asia Pacific region, where we now have offices in every major business hub. The results for the region as a whole, driven largely by our successful expansion in China, were significantly impacted by our poor performance in Australia, where the Group is exposed to challenging public sector markets, and the investment costs associated with the start-ups in Thailand and Vietnam. The recently announced appointment of Kim Berry, Managing Director with responsibility for Asia Pacific, to the Board recognises the importance of this region and his role in its development.

 

In Europe we continue to experience a highly competitive market environment. Whilst there has been reduction in volumes in the public sector our health and education teams continue to perform well. The private sector continues to show a desire to invest, although the timing and size of projects is being frustrated by macro-economic uncertainty in the region.

 

In the Middle East, the difficult conditions brought about by the Arab Spring and economic environment have had a significant effect on our operations. Nevertheless, we are focusing on developing our presence outside the UAE and are securing new commissions as a result, in addition to being named Construction Week Consultant of the Year, Saudi Arabia.

 

In addition to its globally recognised expertise in the retail, transport, hospitality and leisure sectors, the Group has also reinforced its position as a market leader within the health sector during the period, culminating in Cyril Sweett winning Health Investor's coveted Property Consultant of the Year award. The Group has advised on over 500 separate healthcare projects over the past 12 months, with a construction value of some £4.5bn.

 

The Group has taken significant steps to reduce its administrative cost base during the period, resulting in over £2m in savings on an annualised basis from 1 April 2012. The costs associated with this restructuring have been recognised as exceptional administrative expenses during the period. The funding requirements of the Group's expansion in the Asia Pacific region, particularly China, and development of our Investment business are positive reasons for the increase in net debt from £5m to £10.8m.

 

The diverse nature of the Group's operations continues to facilitate cross selling opportunities across disciplines and geographies both with existing offices and alliance and joint venture partners. As a result we are now seeing an improved level of bidding activity and the Group order book has increased by £7m to stand at £91m, with 55% coming from outside Europe.

 

We are an independent, integrated global consultancy that remains focused on delivering on our strategy of developing across growth regions and sectors.

 

Proportion of Group revenue

H1 2012

H1 2011

Public / Private sector

£m

%

£m

%

Public

14.9

41

12.4

35

Private

21.2

59

22.6

65

36.1

35.0

Commercial

7.3

20

5.8

17

Health

6.9

19

8.1

23

Retail & mixed-use

4.5

12

4.3

12

Housing

4.3

12

2.7

8

Hotel & Leisure

3.4

9

2.3

7

Transport and Infrastructure

3.3

10

3.1

9

Education

3.3

9

4.2

12

Other public sector

2.5

7

3.4

10

Life Sciences

0.3

1

0.5

1

Defence

0.2

1

0.5

1

Energy, Waste & Utilities

0.1

-

0.1

-

36.1

35.0

 

Order book

November

 2011

November

2010

£m

£m

Europe

41

34

Middle East, Africa & India (MEAI)

5

10

Asia Pacific

45

34

TOTAL

91

78

 

 

Note: Order book figures do not include non-awarded work under framework appointments

 

Europe

 

Revenue from Europe, which comprises our operations in the UK, Ireland, France and Spain was £20.4m (H1 2011: £22.6m), accounting for 57% of the Group's revenues. Segment profits before exceptional expenses and amortisation of acquired intangibles were £1.7m (H1 2011: £1.4m) and the order book is £41m (H1 2011: £34m).

 

As was highlighted at the Group's AGM, we have taken steps to re-align our European business to the current prevailing market conditions and ensure we are able to service customers with a more appropriate cost base. This process has been successfully completed and we have begun to see improved trading within the UK market during the period.

 

In particular, the Group has made progress within the health sector, securing commissions with both public and private sector clients including a range of NHS Trusts and the London Clinic. The Group has also cemented its leading position within the sector's PFI market by securing four of the five acute PFI schemes that have come to market in the last two years.

 

We have a long history of delivering high profile projects in the retail sector and we are currently engaged on a number of projects across Europe, including new build developments such as Trinity Leeds, extensions to existing developments such as Arndale and West Quay and redevelopments of existing retail parks such as Meteor Park and Forester Park.

 

In the Hotel and Leisure sector our progress has been encouraging, as we have continued with the London Eye refurbishment project and secured commissions with luxury hotel brands such as Shangri-La at The Shard.

 

The Group has also secured a number of high-profile projects from existing clients in the Transport sector during the period, including Transport for London and Network Rail, adding to existing commissions with BAA at Heathrow Airport.

 

The Group has made further progress in developing its presence across Southern Europe where we are capitalising on cross selling opportunities from across the Group as well as securing commissions with locally based clients. We continue to leverage our relationships with existing international clients such as Hilton and Primark to undertake work across a number of geographies including Spain, Portugal and Italy.

 

In terms of our PPP Investment activities the Group has continued to develop its portfolio, which now stands at £5.6m. During the period construction commenced on the Sedbergh Medical Centre in Cumbria, the first of a series of Express LIFT schemes that the Group's consortium is delivering.

 

In October 2011, the Group was selected as preferred bidder on a £180m Social Housing project in Leeds as part of the Sustainable Communities 4 Leeds consortium. Following financial close, we will lead the design, build, finance and maintain 388 new-build dwellings and refurbish in excess of 1,200 existing properties.

 

Our appointment on hub North, which reached financial close in March 2011, is now generating revenue for the Group's consulting activities in the region.

 

Our investment in the South Ayrshire Schools project, the first that we have divested, was sold in June 2011. The profit on disposal was £420,000. Given the resilient nature of this part of the business, we will continue to develop our PPP portfolio, including exploring potential value realisation opportunities as and when they arise.

 

Middle East, Africa and India (MEAI)

 

Revenue from Middle East, Africa and India was £4.7m (H1 2011: £5.2m), accounting for 13% of the Group's revenues. Segment losses before exceptional expenses and amortisation of acquired intangibles were £0.5m (H1 2011: profit of £0.1m) and the order book is £5m (H1 2011: £10m).

 

The Group has been operating in the Middle East since 2001 and has built an exceptional reputation which has enabled it to be engaged on some of the highest profile projects in the region, including the CMA Tower in the Kingdom of Saudi Arabia, one of the region's largest infrastructure projects.

 

Overall, market conditions in the Middle East remain challenging but, following the Arab Spring earlier in the year, we are beginning to see the early stages of increased investment activity in the UAE and are spreading our workload across a wider geographical base.

 

The Group has continued to expand and develop its sector offerings across the region. In particular, the hospitality service offering within the Middle East has been strengthened through commissions for Grand Hyatt and Le Meridien, as well as other regional hotel developers and operators. We also continue to develop our dispute resolution service offering in the region, with commissions on a number of high profile projects.

 

The Kingdom of Saudi Arabia remains one of the Group's target growth markets in the Middle East and a new office was opened in October 2011 in Riyadh, the Kingdom's capital city. We also continue to evaluate opportunities in Qatar and Kuwait and are engaged on Muscat Airport in Oman.

 

The Group's presence in India also dates back to 2001 and we service clients from the major trade and business hubs in Chennai, Bangalore, Delhi and Mumbai. During the period we have secured a number of high profile appointments in the Mixed use, Hospitality, Commercial and Residential sectors, including the 600 key, ITC Grand Chola Hotel and the 1.5 million square feet Eden Park residential development, both in Chennai.

 

The Group also has operations in Sri Lanka and is encouraged by the market opportunity developing there in the Hotel and Leisure sector.

 

Asia Pacific

 

Revenue from Asia Pacific was £11.0m (H1 2011: £7.2m), accounting for 30% of the Group's revenues. The Widnell Sweett revenue was £6.8m in the period and £2.7m for the 3 months post-acquisition in 2010. After significant investment in the region, as described earlier in this statement, segment profits before exceptional expenses and amortisation of acquired intangibles were £0.8m (H1 2011: £0.9m) and the order book is £45m (H1 2011: £34m).

 

Markets in the Asia Pacific region have again generally proved to be resilient against the backdrop of the global downturn. The Group now employs over 550 staff in China and Hong Kong, compared with 350 in July 2010 when the Group acquired Widnell Sweett. We continue to improve our depth of service offering in the area having been appointed to provide project management services for the flagship store in Hong Kong of Shanghai Tang, the region's most exclusive independent retailer. We have also secured a number of large scale projects across mainland China during the period, including a two-year framework appointment with New World Developments in Wuhan, and a range of commercial and retail developments for Merck Pharmaceutical, Hutchison Whampoa, Tesco, Huawei Technologies and Tencent Holdings.

 

We have continued to develop our presence across Southeast Asia, including securing commissions in Thailand, where we are currently engaged on two luxury residential developments. In Singapore, where we have been operating since 1989, we enjoy a diverse client base, including Barclays Capital, Blackrock, Pepsi and Nike. Further opportunities in the region are being generated by Meiho Sweett, the Group's joint venture in Japan, and the Group's alliance in Malaysia with Perunding C&T Management.

 

In Australia, the Group operates from offices in Melbourne, Sydney and Brisbane. A recognised market leader in the Health and Aged care sector, we have secured new commissions in both the public and private sectors during the period, including the Healthscope John Fawkner Private Hospital, Victoria Department of Health and Uniting Care Queensland, the biggest provider of aged care and retirement living accommodation in Australia. As described earlier, the profit performance in Australia has been disappointing. However, additional marketing resource is now in place aimed at widening our sector exposure and improving revenue levels.

  

Results

 

Revenue for the period was £36.1m (H1 2011: £35.0m). Operating loss was £0.1m (H1 2011: profit of £1.5m) and operating profit margin was (0.2)% (H1 2011: 4.2%). Loss before tax was £0.2m (H1 2011: profit of £1.3m) and basic earnings per share were (0.5p) (H1 2011: 1.6p). At the period end the Group had net borrowings of £10.8m (H1 2011: £5.0m). Exceptional administrative expenses of £0.9m comprised restructuring initiatives to reduce the ongoing cost base.

 

The operating loss for the period contains the following items that are material to an understanding of the results:

£'000

- Additional work in progress on achievement of preferred

bidder status on the Leeds Social Housing project

362

- Release of work in progress provision held since acquisition

of Widnell Sweett in 2010

 

250

- Part-release of provision for Widnell Sweett vendors' share of profits for the year ending 31 March 2012

 

200

- Bad debt and unfair dismissal claim provisions in Sweett (Australia) Pty Limited

 

(290)

- Investment in Thailand and Vietnam

(144)

378

 

Exchange rate movements in the Group's major trading currencies had a minimal impact on both revenue and results.

 

Consolidated Statement of Cash Flows

 

Net debt increased in the period from £5m to £10.8m predominantly as a result of a £4.4m increase in receivables, much of which relates to increases in work in progress values in the UK and in Widnell Sweett, and £1.3m applied to financial assets.

 

The Group's lock-up (the number of days' trading represented by debtors and work in progress) was 90 days at 31 March 2011 and 109 days at 30 September 2011. Since then additional effort has been employed to effect a reduction, particularly in the UK and Widnell Sweett.

 

Principal risks and uncertainties

 

The principal risks and uncertainties that existed on publication of the Group's audited annual report and accounts in July 2011 and which were itemised in the risk management review are unchanged and comprise market conditions, contract management, professional negligence, pricing, growth and integration, systems and IT, financial reputation and health, safety and environmental risks.

 

A number of specific risks attach to the Group's potential profit performance in the second half-year:

 

·; overall macro economic situation in global markets

·; the value of work in progress on the Leeds Social Housing project on the books at 30 September 2011 is dependent on the project achieving financial close

·; the profit projection is materially dependent on certain asset sales being concluded in the period

·; there is a possibility of non-collection of debtors in Dubai where court judgements have been granted in favour of the Group but appeals have been lodged

 

Dividend

 

The Board has declared an interim dividend of 0.2 pence per share (H1 2011: 0.5 pence per share) payable on 16 January 2012 to shareholders on the register at 16 December 2011. This reduction is in recognition of the trading result in the period and also the risks and uncertainties faced by the Group in the second half-year.

 

Outlook

 

We have aligned the business to the current market conditions and we are anticipating an improved performance in the second half of the year. The order book has continued to grow since the period end and we are encouraged by the level of recent bidding activity across the Group. We also expect improved cash generation in the second half of the year to significantly reduce our net debt level.

 

We are a diverse business both in terms of the sectors and regions we operate in. We also benefit from highly dedicated staff and a client base that values our independence and exceptional levels of service delivery. Whilst we expect market conditions to remain challenging in Europe and the Middle East, our investment in expansion across Asia Pacific will continue to benefit the Group as a whole and we remain on track to deliver on our current expectations for the full year.

 

 

 

 

The financial information contained in this announcement has not been audited. Certain statements made in this announcement are forward looking statements. Such statements are based on current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from any expected future results in forward-looking statements.

 

 

 

Cyril Sweett Group plc

Consolidated Income Statement (unaudited)

for the six months ended 30 September 2011

 

Notes

6 months

to 30 September 2011 (unaudited)

6 months

to 30 September 2010 (unaudited)

Year ended

 31 March 2011 (audited)

£'000

£'000

£'000

Revenue

2

36,059

34,959

72,828

Cost of sales

(24,683)

(23,941)

(46,646)

Gross profit

11,376

11,018

26,182

Profit on disposal of available for sale assets

420

-

-

Administrative expenses before the following:

(10,808)

(9,396)

(22,422)

Exceptional administrative expenses

2

(863)

-

(956)

Amortisation of acquired intangibles

(204)

(160)

(368)

Total administrative expenses

(11,875)

(9,556)

(23,746)

Operating profit before the following:

988

1,622

3,760

Exceptional administrative expenses

2

(863)

-

(956)

Amortisation of acquired intangibles

(204)

(160)

(368)

Operating (loss) / profit

(79)

1,462

2,436

Finance income

133

62

244

Finance cost

(247)

(177)

(341)

Net finance expense

(114)

(115)

(97)

(Loss) / profit before taxation

(193)

1,347

2,339

Income tax expense

3

(130)

(353)

(680)

(Loss) / profit for the period from continuing operations attributable to owners of the parent

(323)

994

1,659

 

 

Earnings per share:

Basic earnings per share (pence)

5

(0.5)

1.6

2.6

Diluted earnings per share (pence)

5

(0.5)

1.6

2.6

 

 

Cyril Sweett Group plc

Consolidated Statement of Comprehensive Income (unaudited)

for the six months ended 30 September 2011

 

6 months to 30 September 2011 (unaudited)

6 months to 30 September 2010 (unaudited)

Year ended

 31 March 2011 (audited)

£'000

£'000

£'000

(Loss) / profit for the period

(323)

994

1,659

Other comprehensive (expense) / income:

Exchange differences on translation

of foreign operations

223

(431)

(210)

Valuation adjustment on available for sale

financial assets

478

784

1,015

Actuarial loss on pension scheme

(1,137)

(269)

472

Deferred tax on items taken directly to equity

97

(205)

(526)

Other comprehensive expense for the period,

net of tax

(339)

(121)

751

Total comprehensive (loss) / profit for the period

attributable to owners of the parent

(662)

873

2,410

 

 

Cyril Sweett Group plc

Consolidated balance sheet (unaudited)

 

Notes

30 September

2011

(unaudited)

30 September

2010

(unaudited)

31 March

2011

 (audited)

£'000

£'000

£'000

Non-current assets

Goodwill

8

15,967

16,161

16,080

Other intangible assets

9

3,693

3,496

3,880

Property, plant and equipment

1,393

1,785

1,287

Financial assets

10

5,644

3,686

4,080

Deferred income tax asset

1,367

1,495

1,134

Total non-current assets

28,064

26,623

26,461

Current assets

Trade and other receivables

30,787

28,135

27,836

Cash and cash equivalents

2,485

1,671

3,842

33,272

29,806

31,678

 

Total assets

61,336

56,429

58,139

 

Current liabilities

Financial liabilities

11

(4,717)

(1,507)

(8,123)

Trade and other payables

(14,325)

(15,016)

(14,484)

Current income tax liabilities

(294)

(450)

(314)

Total current liabilities

(19,336)

(16,973)

(22,921)

Non-current liabilities

Financial liabilities

11

(8,567)

(5,135)

(691)

Trade and other payables

-

(1,474)

(1,533)

Deferred income tax liability

(526)

(369)

(390)

Provisions for other liabilities and charges

-

(175)

-

Retirement benefit obligations

(2,552)

(2,612)

(1,659)

Total non-current liabilities

(11,645)

(9,765)

(4,273)

Total liabilities

(30,981)

(26,738)

(27,194)

Net assets

30,355

29,691

30,945

Equity

Share capital

12

6,628

6,455

6,506

Share premium

12

13,464

13,049

13,122

Treasury shares

(60)

(12)

(140)

Share option reserve

563

444

505

Retained earnings

7,576

8,566

9,333

Other reserves

2,184

1,189

1,619

Total equity shareholders' funds

30,355

29,691

30,945

 

 

 

Cyril Sweett Group plc

Consolidated Statement of Changes in Equity (unaudited)

 

 

 

 

Share capital

£'000

 

Share premium £'000

 

Treasury shares

£'000

 

Share option reserves

£'000

 

Other reserves £'000

 

Retained earnings

£'000

 

Total

Equity

£'000

 

At 1 April 2010

5,860

12,142

(11)

369

1,056

8,380

27,796

Comprehensive income:

Profit for the period

-

-

-

-

-

994

994

Other comprehensive income / (expense):

Exchange differences on

translation of foreign operations

-

-

-

-

(431)

-

(431)

Valuation adjustment on available for sale financial assets

784

-

784

Actuarial loss on pension scheme

-

-

-

-

-

(269)

(269)

Deferred tax on items taken

directly to equity

-

-

-

-

(220)

15

(205)

Total other comprehensive

income / (expense)

-

-

-

-

133

(254)

(121)

Total comprehensive income

-

-

-

-

133

740

873

Transactions with owners:

Dividends

-

-

-

-

-

(516)

(516)

Employee share option scheme - value of services provided

-

-

-

75

-

-

75

Excess of the cost of shares awarded under share schemes

over the appropriation price

-

-

-

-

-

(38)

(38)

Acquisition during the period

-

-

(1)

-

-

-

(1)

New shares issued during the period

595

907

-

-

-

-

1,502

Transactions with owners

595

907

(1)

75

-

(554)

1,022

 

At 30 September 2010

6,455

13,049

(12)

444

1,189

8,566

29,691

Comprehensive income:

Profit for the period

-

-

-

-

-

665

665

Other comprehensive income / (expense):

Exchange differences on

translation of foreign operations

-

-

-

-

221

-

221

Valuation adjustment on available

for sale financial assets

-

-

-

-

231

-

231

Actuarial gain on pension

scheme

-

-

-

-

-

741

741

Deferred tax on items taken

directly to equity

-

-

-

-

(22)

(299)

(321)

Total other comprehensive

income / (expense)

-

-

-

-

430

442

872

Total comprehensive income

-

-

-

-

430

1,107

1,537

Transactions with owners:

Dividends

-

-

-

-

-

(325)

(325)

Employee share option scheme - value of services provided

-

-

-

65

-

-

65

- exercise of awards

-

-

-

(4)

-

4

-

Excess of the cost of shares awarded under share schemes

over the appropriation price

-

-

-

-

-

(19)

(19)

Disposal during the period

-

-

(128)

-

-

-

(128)

New shares issued during

the period

51

73

-

-

-

-

124

Transactions with owners

51

73

(128)

61

-

(340)

(283)

 

 

 

Cyril Sweett Group plc

Consolidated Statement of Changes in Equity (unaudited)

 

Share capital

£'000

Share premium £'000

Treasury shares

£'000

Share option reserves

£'000

Other reserves £'000

Retained earnings

£'000

Total

Equity

£'000

 

At 31 March 2011

6,506

13,122

(140)

505

1,619

9,333

30,945

Comprehensive income:

Loss for the period

-

-

-

-

-

(323)

(323)

Other comprehensive income / (expense):

Exchange differences on

translation of foreign operations

-

-

-

-

223

-

223

Valuation adjustment on available

for sale financial assets

478

-

478

Actuarial loss on pension scheme

-

-

-

-

-

(1,137)

(1,137)

Deferred tax on items taken

directly to equity

-

-

-

-

(136)

233

97

Total other comprehensive

income / (expense)

-

-

-

-

565

(904)

(339)

Total comprehensive income

-

-

-

-

565

(1,227)

(662)

Transactions with owners:

Dividends

-

-

-

-

-

(530)

(530)

Employee share option scheme - value of services provided

-

-

-

58

-

-

58

Disposal of shares during

the period

-

-

80

-

-

-

80

New shares issued during the period

122

342

-

-

-

-

464

Transactions with owners

122

342

80

58

-

(530)

72

At 30 September 2011

6,628

13,464

(60)

563

2,184

7,576

30,355

 

 

 

Cyril Sweett Group plc

Consolidated Statement of Cash Flows (unaudited)

 

Notes

6 months to

30 September 2011 (unaudited)

6 months to

30 September 2010 (unaudited)

Year ended 31 March 2011 (audited)

£'000

£'000

£'000

Cash flows from operating activities

Cash flows from operations

7a

(4,072)

(58)

1,470

Interest received

21

62

98

Interest paid

(209)

(122)

(264)

Income taxes paid

-

(380)

(815)

Net cash (used in) / generated from

operating activities

(4,260)

(498)

489

Cash flows from investing activities

Proceeds on disposal of available for sale assets

788

-

-

Purchase of property, plant and equipment

(400)

(182)

(351)

Purchase of computer software

(255)

(212)

(545)

Increase in financial assets

(1,317)

(1,591)

(1,608)

Settlement of deferred consideration

-

(785)

(785)

Acquisition of subsidiaries, net of cash acquired

-

(598)

(598)

Net cash used in investing activities

(1,184)

(3,368)

(3,887)

Cash flows from financing activities

Dividends paid

4

(530)

(516)

(841)

Repayments of borrowings

(5,951)

(91)

(91)

Repayments of obligations under finance leases

(5)

(7)

(12)

Proceeds on issue of Ordinary shares

55

72

112

Purchase of own shares in satisfaction of employee share schemes

-

(38)

-

Decrease / (Increase) in treasury shares

80

(1)

(129)

New bank loans raised

9,400

1,474

2,522

Net cash generated from / (used in)

financing activities

3,049

893

1,561

Net decrease in cash, cash equivalents and bank overdraft

7b

(2,395)

(2,973)

(1,837)

Cash and cash equivalents at beginning

of period

1,467

3,364

3,364

Exchange gains / (losses) on cash and cash equivalents

29

(45)

(60)

Cash and cash equivalents at end

of period

(899)

346

1,467

 

 

 

Cyril Sweett Group plc

Notes to the Financial Information

 

1. Basis of preparation

 

General information

 

Cyril Sweett Group plc is a company incorporated and domiciled in the United Kingdom. The address of the registered office is 60 Gray's Inn Road, London, WC1X 8AQ. The principal activities of the Group include the provision of construction cost consultancy, project management and other specialised consultancy services, including building surveying.

 

This financial information is presented in pounds sterling, the currency of the primary economic environment in which the group operates. The group comprises the company and entities controlled by the company (its subsidiaries).

 

Basis of preparation

 

The condensed consolidated financial information presented is for the six month periods to 30 September 2011 and 2010 and the full year to 31 March 2011.

 

The most recent statutory accounts of the Group, prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union, are for the year ended 31 March 2011, which have been delivered to the Registrar of Companies and on which the auditors gave an unqualified opinion.

 

This condensed interim consolidated financial information has been prepared in accordance with the requirements of the AIM Rules and in accordance with IFRSs as adopted by the European Union and is presented on a basis consistent with the accounting policies adopted in the consolidated financial information of Cyril Sweett Group plc for the year ending on 31 March 2011. It does not constitute accounts as defined by section 434 of the Companies Act 2006. This condensed interim consolidated financial information has not been reviewed or audited.

 

Estimates and judgements

 

The preparation of accounts in accordance with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the accounts and the reported amounts of revenues and expenses during the reporting period. These estimates are based on historical experience and various other assumptions that management and directors believe are reasonable under the circumstances, the results of which form the basis for making judgements about the carrying value of assets and liabilities that are not readily apparent from other sources.

 

Areas comprising critical judgements that may significantly affect the Group's earnings and financial position are revenue recognition, valuation of intangibles including goodwill, restructuring activities, provisions for bad debts, provisions for pensions, income taxes, and share-based payments.

 

After making enquiries, the directors have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Interim results and financial statements.

 

Accounting policies

 

The accounting policies and methods of calculation adopted are consistent with those of the annual financial statements for the year ended 31 March 2011, as described in those annual financial statements. The Annual Report and Accounts for the year ended 31 March 2011 contain details of new standards, amendments and interpretations which have been adopted, none of which have had a significant effect on the reported results or financial position of the Group for the six months ended 30 September 2011.

2. Segmental analysis

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as being the Board. The Board reviews the Group's internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on the reports used by the Board. The Board considers Cyril Sweett's business by geography, being Europe, the Middle East North Africa & India and Asia Pacific. All three categories generate revenues from the provision of quantity surveying, project management and specialist services / management consultancy.

6 months to 30 September 2011 (unaudited)

6 months to 30 September 2010 (unaudited)

Year to 31 March 2011 (audited)

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

£'000

£'000

£'000

£'000

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Revenue by geographical regions

External sales

20,405

4,677

10,977

36,059

22,571

5,234

7,154

34,959

44,621

10,557

17,650

72,828

Gross profit

6,636

554

4,186

11,376

7,054

1,401

2,563

11,018

15,225

4,232

6,725

26,182

Profit on disposal of available for sale assets

420

-

-

420

-

-

-

-

-

-

-

-

Administrative expenses

before exceptional expenses

(5,372)

(1,060)

(3,404)

(9,861)

(5,694)

(1,307)

(1,634)

(8,635)

(12,017)

(3,999)

(4,424)

(20,440)

Exceptional administrative expenses

(643)

(188)

(32)

(863)

-

-

-

-

(460)

(267)

(229)

(956)

Amortisation of acquired intangibles

(50)

(15)

(139)

(204)

(75)

-

(85)

(160)

(100)

(33)

(235)

(368)

Total administrative expenses

(6,065)

(1,263)

(3,575)

(10,903)

(5,769)

(1,307)

(1,719)

(8,795)

(12,577)

(4,299)

(4,888)

(21,764)

Segment results

before exceptional expenses

1,684

(506)

782

1,960

1,360

94

929

2,383

3.208

233

2,301

5.742

Segment results

991

(709)

611

893

1,285

94

844

2,223

2,648

(67)

1,837

4,418

Unallocated corporate costs

(972)

(761)

(1,982)

Finance income

133

62

244

Finance income

(247)

(177)

(341)

(Loss) / profit before tax

(193)

1,347

2,339

Taxation

(130)

(353)

(680)

(Loss) / profit for the period

(323)

994

1,659

Widnell Sweett is included within Asia Pacific for the whole of the 6 months to 30 September 2011, for 3 months in the 6 months to 30 September 2010 and for 9 months in the year to 31 March 2011.

The segment results have been significantly impacted by the performance of the Group in Australia and by investment costs associated with the start-ups in Thailand and Vietnam.

 

2. Segmental results (continued)

 

 

 

6 months to 30 September 2011 (unaudited)

6 months to 30 September 2010 (unaudited)

Year to 31 March 2011 (audited)

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

£'000

£'000

£'000

£'000

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

 

Exceptional administrative expenses are analysed as follows:

 

 

Restructuring costs

643

188

32

863

-

-

-

-

460

5

229

694

Impairment loss

recognised on trade

and other receivables

-

-

-

-

-

-

-

-

-

262

-

262

Total exceptional

administrative expenses

643

188

32

863

-

-

-

-

460

267

229

956

 

 

2. Segmental analysis (continued)

 

6 months

6 months

Year

to 30

to 30

ended

September

September

31 March

2011

2010

2011

(unaudited)

(unaudited)

(audited)

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

Europe

Middle East, Africa and India

Asia

Pacific

Total

 

£'000

£'000

£'000

£'000

 

£'000

£'000

£'000

 

£'000

£'000

£'000

£'000

 

£'000

Other information

Capital additions

467

50

138

655

433

93

1,307

1,833

815

75

1,751

2,641

Depreciation and amortisation

407

83

263

753

374

54

176

604

707

194

468

1,369

Balance sheet

Assets

Segmental assets

34,580

6,692

20,064

61,336

36,459

6,950

13,020

56,429

31,943

6,434

19,762

58,139

Liabilities

Segmental liabilities

23,239

1,415

6,327

30,981

15,513

1,093

10,132

26,738

16,808

960

9,426

27,194

 

The assets of the segments include intangible assets, property, plant and equipment, assets from finance leases, financial assets, trade receivables and other receivables and cash and cash equivalents. The liabilities comprise trade and other payables and retirement benefit obligations.

 

3. Income taxes

 

Income tax expense is recognised based on management's best estimate of the weighted average annual income tax rate expected for the full financial year. This is expected to be 29% for the full year on continuing operations (30 September 2010 26% and 31 March 2011: 29.0%) representing the reduced proportion of the Group's profits earned in lower tax jurisdictions.

 

4. Dividends

 

 

 

6 months to

30 September

 2011 (unaudited)

6 months to

30 September

2010

(unaudited)

Year ended

31 March

2011

(audited)

£'000

£'000

£'000

Interim dividend paid

-

-

325

Final dividend paid

530

516

516

530

516

841

 

The board has declared an interim dividend in respect of the half year of 0.2p per share (2011: 0.5p), which is not reflected in this financial information. The interim dividend is payable on 16 January 2012 to ordinary shareholders on the register at the close of business on 16 December 2011 and will be recorded in the financial statements for the year ending 31 March 2012. During the period the final dividend of 0.80p per share (2010: 0.80p per share) in respect of the year ended 31 March 2011 was paid. This amounted to £530,256 (2011: £516,268). Dividends in respect of shares held in treasury amounted to £nil (2011 £nil).

 

 

5. Earnings per share

 

6 months to

30 September

2011

(unaudited)

6 months to

30 September

2010

(unaudited)

Year ended

 31 March

 2011

(audited)

£'000

£'000

£'000

(Loss) / profit for the financial period attributable to equity shareholders

(323)

994

1,659

Number

Number

Number

Weighted average number of shares in issue

 

65,379,427

61,268,227

62,760,530

Basic earnings per share (pence)

(0.5)

1.6

2.6

Weighted average number of shares in issue

65,379,427

61,268,227

62,760,530

Dilutive effect of share options

258,499

321,409

363,611

65,637,926

61,589,635

63,124,141

Diluted earnings per share (pence)

(0.5)

1.6

2.6

 

 

6. Business combinations

 

There were no business combinations during the 6 month period to 30 September 2011.

 

On 9 July 2010, the Company announced the acquisition by Cyril Sweett International (Holdings) Limited of the entire share capital of Hong Kong-registered Widnell Limited, the third largest quantity surveying business in the Asia Pacific region, employing nearly 400 people in Hong Kong, mainland China and Macau. The maximum consideration, a mixture of cash and shares, is £5.2m, of which 60% was settled at completion on 9 July 2010 with the balance due with regard to post-acquisition performance. Net tangible assets at completion in excess of the minimum HKD15m (approximately £1.3m) in the contract were scheduled for distribution to the vendors by 1 April 2011. An amount of HKD22m is included in trade and other payables in respect of amounts still due. The vendors also retain entitlement to 40% of the post-acquisition profits for the period to 31 March 2011 and 20% for the year to 31 March 2012.

 

The consideration is to be satisfied as follows:

£'000

Shares issued

1,429

Initial cash consideration

1,773

Deferred consideration - cash

1,224

Deferred consideration - shares

817

5,243

Vendors' share of post acquisition profits

1,250

6,493

 

Elements of the deferred consideration are contingent upon the satisfactory outcome of certain financial performance criteria.

 

7a. Cash flow from operations

6 months to 30 September 2011 (unaudited)

6 months to 30 September 2010 (unaudited)

Year ended 31 March 2011 (audited)

 

£'000

£'000

£'000

 

 

Operating (loss) / profit

(79)

1,347

2,339

 

 

Adjustments for:

 

Finance income

(133)

(62)

(244)

 

Finance cost

247

177

341

 

Depreciation of property, plant and equipment

329

351

772

 

Amortisation of intangible assets (including software)

424

253

587

 

Profit on disposal of available for sale assets

(420)

-

-

 

Loss on disposal of property, plant

and equipment

-

-

253

 

Defined benefit pension scheme - excess of

interest cost over expected returns on plan assets

(4)

27

55

 

Share based payments

54

75

140

 

Operating cash flows before movements in

working capital

418

2,168

4,243

 

 

(Increase) / decrease in receivables

(4,446)

(37)

322

 

Decrease in payables (excluding the effect

of payables in respect of acquisitions)

196

(1,949)

(2,615)

 

Payment to fund the defined benefit

pension scheme deficit

(240)

(240)

(480)

 

Cash (outflow) / inflow from operations

(4,072)

(58)

1,470

 

 

7b. Reconciliation of net cash flow to movement in net debt

Group

6 months to 30 September 2011 (unaudited)

6 months to 30 September 2010 (unaudited)

Year ended 31 March 2011 (audited)

£'000

£'000

£'000

Net decrease in cash, cash equivalents

and bank overdraft

(2,395)

(2,973)

(1,837)

New bank loans raised

(9,400)

(1,474)

(2,522)

Repayment of bank loans

5,951

91

91

Redemption of finance leases

5

7

12

Foreign exchange revaluation of bank loans

(42)

(33)

(112)

Exchange gains / (losses) on cash, cash equivalents and bank overdrafts

29

(45)

(60)

Change in net debt

(5,852)

(4,427)

(4,428)

Net (debt) / funds at the beginning of the period

(4,972)

(544)

(544)

Net debt at the end of the period

(10,824)

(4,971)

(4,972)

 

8. Goodwill

Group

£'000

Cost

At 1 April 2010

12,419

Foreign exchange

73

Additions (provisional)

4,217

Reclassification as other intangibles (provisional) (see note 9)

(253)

At 30 September 2010

16,456

Foreign exchange

201

Additions (provisional)

(238)

Reclassification as other intangibles (provisional) (see note 9)

3

Adjustment to deferred consideration

(47)

At 31 March 2011

16,375

Foreign exchange

(136)

Adjustment to deferred consideration

23

At 30 September 2011

16,262

Impairment

At 1 April 2010, 30 September 2010, 1 April 2011 and at 30 September 2011

(295)

Net book amount

At 30 September 2011

15,967

At 31 March 2011

16,080

At 30 September 2010

16,161

 

In view of poor trading in Australia, the goodwill arising on the acquisition of Burns Bridge Holdings Pty Limited and Padgham and Partners Pty Limited together with the amortised value of the acquired intangible assets (approximately £2.5m and £0.5m respectively) are being reviewed for impairment. Any adjustment will be dealt with in the full year financial statements.

 

9. Other intangible assets

Group

Order book

and customer relationships

 

Asset in course of construction

Externally acquired

computer software

Total

£'000

£'000

£'000

£'000

Cost

At 1 April 2010

1,881

322

1,088

3,291

Exchange differences

14

-

1

15

Additions (provisional)

1,253

314

84

1,651

At 30 September 2010

3,148

636

1,173

4,957

Exchange differences

65

-

5

70

Additions

57

310

62

429

Reclassifications

-

(946)

946

-

Acquired on business combinations

-

-

11

11

Transfer from goodwill

250

-

-

250

Disposals

-

-

(342)

(342)

At 31 March 2011

3,520

-

1,855

5,375

Exchange differences

(32)

-

(32)

Additions

-

-

255

255

At 30 September 2011

3,488

-

2,110

5,598

Accumulated amortisation

and impairment

At 1 April 2010

457

-

747

1,204

Exchange differences

4

-

-

4

Charge for the period

160

-

93

253

At 30 September 2010

621

-

840

1,461

Exchange differences

23

-

9

32

Charge for the period

208

-

136

344

Disposals

-

-

(342)

(342)

At 31 March 2011

852

-

643

1,495

Exchange differences

(14)

-

-

(14)

Charge for the period

204

-

220

424

At 30 September 2011

1,042

-

863

1,905

Net book amount

At 30 September 2011

2,446

-

1,247

3,693

At 31 March 2011

2,668

-

1,212

3,880

At 31 March 2010

1,424

322

341

2,087

 

 

10. Financial assets

Group

Available for sale assets

Loans and receivables

Total

£'000

£'000

£'000

Cost or fair value

At 1 April 2010

540

771

1,311

Additions

-

1,591

1,591

Fair value adjustment taken to equity

784

-

784

At 30 September 2010

1,324

2,362

3,686

Additions

40

123

163

Fair value adjustment taken to equity

231

-

231

At 31 March 2011

1,595

2,485

4,080

Additions

-

1,429

1,429

Disposals

(450)

(338)

(788)

Fair value adjustment taken to equity

923

-

923

At 30 September 2011

2,068

3,576

5,644

 

Financial assets available for sale primarily relate to the capital cost or fair value of 19% of the issued share capital of Lift Investments Limited, a company incorporated in England and Wales, 15% of E4D&G Hold Co Limited, a company incorporated in England and Wales and 19% of e4i Holdings Limited, a company incorporated in Scotland.

 

The Group sold its 5% participation in the South Ayrshire Schools PFI project in June 2011.

 

These assets are special purpose vehicles involved in the construction of health and educational facilities under PFI/PPP schemes. The balance of risks and rewards derived from the underlying assets is not borne by the Group, and therefore its interest in the equity and subordinated debt is accounted for as a financial asset and is classified as available-for-sale. Once the construction of these facilities is complete and they are in the operational phase, the fair value of the Group's financial asset is measured at each balance sheet date by computing the forecast project cash flows relevant to the Group's interest, discounted at current market discount rate.

 

Loans and receivables comprise subordinated loans to Lift Investments Limited, e4i Holdings Limited and E4D&G Hold Co Limited, together with accrued interest. The additions during the period comprise accrued interest less interest received of £0.01m and £1.3m advanced to e4i Holdings Limited in the form of a subordinated loan note.

 

11. Financial liabilities

 

As noted in the 2011 Annual Report and Accounts, revised banking arrangements became effective in April 2011. This meant that the majority of the financial liabilities at 31 March 2011, which were subject to these arrangements, were recorded within current liabilities. All drawdowns under the relevant agreements, being a £5m term loan repayable over 5 years, a revolving credit facility repayable in 3 years and an asset financing loan repayable over 3 years, barring the loan repayments due in the next 12 months, are shown as non-current liabilities at 30 September 2011.

 

The overdraft facility of £4m which was due for review on 30 September 2011 was renewed at £5m and is next due for review on 31 October 2012.

 

12. Share capital

 

 

 

Number of shares

(thousands)

Ordinary shares

£'000

Share premium

£'000

 

Total

£'000

 

Opening balance at 1 April 2010

 

58,596

 

5,860

 

12,142

 

18,002

 

New shares issued during the period

5,950

595

907

1,502

 

At 30 September 2010

64,546

6,455

13,049

19,504

New shares issued during the period

514

51

73

124

At 31 March 2011

65,060

6,506

13,122

19,628

New shares issued during the period

1,222

122

342

464

 

Balance at 30 September 2011

66,282

6,628

13,464

20,092

 

 

On 5 August 2011 the company issued 956,637 ordinary shares of 10 pence each at a premium of 32.7 pence per share in part satisfaction of the acquisition of Widnell Limited. These shares were issued on behalf of the Company's wholly owned subsidiary Cyril Sweett International (Holdings) Limited, which acquired Widnell Limited.

 

On 7 April 2011 the company issued 157,233 ordinary shares of 10 pence each at a premium of 5.9 pence per share, 48,077 ordinary shares of 10 pence each at a premium of 10.8 pence per share and 59,701 ordinary shares of 10 pence each at a premium of 23.5 pence per share, all in satisfaction of the exercise of share options.On 27 July 2010 the company issued 248,010 ordinary shares of 10 pence each at a premium of 15 pence per share, in part satisfaction of the appropriation of 'Dividend shares' to employees, in accordance with the terms of the Cyril Sweett All Employee Share Ownership Plan (SIP). The shares were issued to Cyril Sweett Trustee Company Limited, the corporate trustee of the SIP.

 

On 9 July 2010 the company issued 5,626,558 ordinary shares of 10 pence each at a premium of 15.4 pence per share, in part satisfaction of the acquisition of Widnell Limited. These shares were issued on behalf of the Company's wholly owned subsidiary Cyril Sweett International (Holdings) Limited, which acquired Widnell Limited.

 

On 9 July 2010 the company issued 75,000 ordinary shares of 10 pence each at a premium of 3.6 pence per share, in part satisfaction of the exercise of share options.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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