TIDMRNO

RNS Number : 7158F

Renold PLC

12 July 2023

Renold plc

Final results for the year ended 31 March 2023

("Renold", the "Company" or, together with its subsidiaries, the "Group")

Record trading performance and order book....Significant revenue and earnings growth....Successful integration of significant strategic acquisition

Renold (AIM: RNO), a leading international supplier of industrial chains and related power transmission products, is pleased to announce its audited results for the year ended 31 March 2023.

Financial highlights

 
                                                                    Change 
                                                                 (constant 
 GBPm                               2023    2022    Change    currency)(1) 
--------------------------------  ------  ------  --------  -------------- 
 Revenue                           247.1   195.2    +26.6%          +18.8% 
--------------------------------  ------  ------  --------  -------------- 
 Adjusted operating profit(2)       24.2    15.3    +58.2%          +46.4% 
--------------------------------  ------  ------  --------  -------------- 
 Return on sales(2)                 9.8%    7.8%   +200bps         +190bps 
--------------------------------  ------  ------  --------  -------------- 
 Adjusted profit before tax(2)      18.6    11.5    +61.7% 
--------------------------------  ------  ------  --------  -------------- 
 Net debt(3)                        29.8    13.8 
--------------------------------  ------  ------  --------  -------------- 
 Adjusted earnings per share(2)     6.5p    4.3p    +51.2% 
--------------------------------  ------  ------  --------  -------------- 
 Additional statutory measures 
--------------------------------  ------  ------  --------  -------------- 
 Operating profit                   22.9    16.2    +41.4% 
--------------------------------  ------  ------  --------  -------------- 
 Profit before tax                  17.3    12.4    +39.5% 
--------------------------------  ------  ------  --------  -------------- 
 Basic earnings per share           5.7p    4.7p    +21.3% 
--------------------------------  ------  ------  --------  -------------- 
 
 
--  Revenue up 26.6 % to GBP 247.1 m ( 18.8 % at constant exchange rates) 
     (2022: GBP195.2m) 
--  Adjusted operating profit of GBP 24.2 m (2022: GBP 15.3 m), up 58.2 
     %; return on sales 9.8 %, up 200b ps 
--  Reported operating profit up 41.4 % to GBP22.9m (2022: GBP16.2m) 
--  Net debt GBP 29.8 m, GBP 16.0 m increase in the year, facilitating 
     successful YUK acquisition; ratio to adjusted EBITDA 0.8 x (31 March 
     2022: 0.5x) 
--  Adjusted EPS up 51.2 % to 6.5 p (2022: 4.3p); Basic EPS 5.7p (2022: 
     4.7p) 
 

Business highlights

 
--  The Group delivered record results despite the difficult trading and 
     macroeconomic backdrop, with the well-publicised inflation and global 
     supply chain challenges 
--  Order intake of GBP 257.5 m (2022: GBP223.9m), up 15.0 % 
--  Closing order book GBP 99.5 m, up 18.3 % against 31 March 2022 
--  Significant GBP 8.9 m long-term military contract win, following a 
     similar contract win of GBP 11.0m in FY22 
--  Acquisition of Industrias YUK S.A. ("YUK") in August 2022, for EUR24m, 
     increases the Group's access to the Iberian Chain and wider European 
     Conveyor Chain markets. YUK is performing ahead of expectations 
--  Successful capital investment; improving efficiency and capability 
     of manufacturing locations 
 
 

(1) See below for reconciliation of actual rate, constant exchange rate and adjusted figures

(2) See Note 21 for definitions of adjusted measures and the differences to statutory measures

(3) See Note 17 for a reconciliation of net debt which excludes lease liabilities

Robert Purcell, Chief Executive, commented:

"I am delighted with the Group's robust performance during the last financial year which delivered record results and exceeded market expectations, reflecting the benefits of the strategic programmes implemented in recent years. Throughout the reported period, the business performance has been on an improving trend and our order books continue to be healthy though order patterns have been inconsistent in the early part of the new financial year. We recognise that there are still considerable economic challenges in many parts of the world; supply chain issues, although reducing in number and severity, are still prevalent and inflation and prices remain high, for both energy and materials. However, we have entered the new financial year with good momentum and confidence in the excellent fundamentals of the Renold business, although macroeconomic trends add a note of caution. Once again, Renold employees around the world have responded magnificently to the challenges we have faced and I thank them for their dedication and commitment to the Group and our customers."

Meeting for analysts and institutional investors

A virtual meeting for institutional investors and analysts will be held today at 9.30am BST. If you wish to attend this meeting please contact renold@investor-focus.co.uk or call Tim Metcalfe of IFC Advisory Limited (020 3934 6632) before 8.45am to be provided with access details.

Retail investor presentation and Q&A session

Renold management will be hosting an online presentation and Q&A session at 5.30pm BST today, 12 July 2023. This session is open to all existing and prospective shareholders. Those who wish to attend should register via the following link and they will be provided with access details:

https://us02web.zoom.us/webinar/register/WN_eNb9SaJGRC-dlORaIZPwqg

Participants will have the opportunity to submit questions during the session, but questions are welcomed in advance and may be submitted to: renold@investor-focus.co.uk.

Reconciliation of reported and adjusted results

 
                                          Revenue       Operating     Earnings per 
                                                          profit          share 
                                       -------------  ------------  --------------- 
                                         2023   2022   2023   2022     2023    2022 
                                         GBPm   GBPm   GBPm   GBPm    pence   pence 
-------------------------------------  ------  -----  -----  -----  -------  ------ 
 Statutory reported                     247.1  195.2   22.9   16.2      5.7     4.7 
 Amortisation of acquired intangible 
  assets                                    -      -    0.7    0.1      0.3     0.1 
 Acquisition costs                          -      -    0.6      -      0.3       - 
 Tax adjustments relating to 
  prior year                                -      -      -      -      0.2       - 
 US PPP loan forgiveness                    -      -      -  (1.7)        -   (0.8) 
 New lease arrangements on sublet 
  properties                                -      -      -    0.7        -     0.3 
-------------------------------------  ------  -----  -----  -----  -------  ------ 
 Adjusted                               247.1  195.2   24.2   15.3      6.5     4.3 
 Exchange impact                       (15.3)      -  (1.8)      -    (0.9)       - 
-------------------------------------  ------  -----  -----  -----  -------  ------ 
 Adjusted at constant exchange 
  rates                                 231.8  195.2   22.4   15.3      5.6     4.3 
-------------------------------------  ------  -----  -----  -----  -------  ------ 
 

ENQUIRIES:

 
 Renold plc                            IFC Advisory Limited 
 Robert Purcell, Chief Executive       Tim Metcalfe 
 Jim Haughey, Group Finance Director   Graham Herring 
                                       renold@investor-focus.co.uk 
 
 0161 498 4500                         020 3934 6630 
 
 
 Nominated Adviser and Joint Broker   Joint Broker 
 Peel Hunt LLP                        F innCap Limited 
 Mike Bell                            Ed Frisby (Corporate Finance) 
 Ed Allsopp                           Andrew Burdis / Harriet Ward 
                                       (ECM) 
 
 020 7418 8900                        020 7220 0500 
 

Cautionary statement regarding forward-looking statements

Some of the information in this document may contain projections or other forward-looking statements regarding future events or the future financial performance of Renold plc and its subsidiaries (the Group). You can identify forward-looking statements by terms such as "expect", "believe", "anticipate", "estimate", "intend", "will", "could", "may" or "might", the negative of such terms or other similar expressions. Renold plc (the Company) wishes to caution you that these statements are only predictions and that actual events or results may differ materially. The Company does not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in projections or forward-looking statements of the Group, including, among others, general economic conditions, the competitive environment as well as many other risks specifically related to the Group and its operations. Past performance of the Group cannot be relied on as a guide to future performance.

NOTES FOR EDITORS

Renold is a global leader in the manufacture of industrial chains and also manufactures a range of torque transmission products which are sold throughout the world to a broad range of original equipment manufacturers and distributors. The Company has a reputation for quality that is recognised worldwide. Its products are used in a wide variety of industries including manufacturing, transportation, energy, metals and mining.

Further information about Renold can be found on our website at: www.renold.com

Chair's statement

I am pleased to report that 2022/23 was an excellent year for Renold in which we delivered a record financial performance and completed a significant strategic acquisition in Europe. I have also been impressed by the flexibility and adaptability of our people across the world, who have delivered an outstanding result despite the complexities resulting from the Russian invasion of Ukraine and challenging international supply chain and trading conditions.

Our turnover continued to grow strongly through the significant commercial and operational benefits delivered by the execution of our organic growth strategy, while the Group's acquisition strategy bore fruit in the year, and it is pleasing to see that our new acquisition, Industrias YUK S.A. ("YUK") performed ahead of our initial expectations.

Markets and trading performance

Over the year, Group revenue increased by 26.6% to GBP247.1m (2022: GBP195.2m), and adjusted operating profit improved by 58.2% to GBP24.2m (2022: GBP15.3m).

Return on sales improved by 200bps to 9.8% (2022: 7.8%), as the Group demonstrated its ability to successfully recover inflationary cost increases, whilst also benefiting from cost reduction and efficiency programmes, and the benefit of operational gearing.

Encouragingly, Group order intake at GBP257.5m was 15.0% ahead of the equivalent prior year period, and 16.8% ahead excluding the previously announced GBP8.9m long-term military contracts (2022: GBP11.0m), with YUK contributing GBP10.5m or 4.5% to the increase. The order book at 31 March 2023 of GBP99.5m was 18.3% ahead of the prior year figure.

Net debt increased during the period to GBP29.8m (31 March 2022: GBP13.8m) as the Group invested EUR20.0m to satisfy the initial cash consideration for the acquisition of YUK, whilst managing the impact of organic sales growth and inflation on working capital.

Strategic Developments

During the year, the Renold strategic change programmes across the Group once again delivered meaningful benefits, particularly in standardising and simplifying the business.

The completion of several major strategic restructuring initiatives, together with the relatively low level of net debt, puts the Group in a strong position to capitalise on accretive bolt-on acquisitions that augment our existing market position. This will allow us to accelerate growth in revenue, including for our existing products, adjacent sectors and by entry into under-represented applications and geographies. Most importantly, the Group will also benefit from significant production synergies by integrating acquired businesses.

The continuing review of capabilities across the Group has identified opportunities for the upgrade and development of existing manufacturing processes across our international footprint to create higher specification, higher performance products. This review will also facilitate standardisation across more product lines, which, in turn, will enable us to benefit more comprehensively from our geographic footprint and economies of scale. In addition, flexibility between manufacturing locations will aid increasing customer expectations for supply chain diversification for risk mitigation and a changing tariff environment, improving even further our value proposition.

Sustainability

During the year, the Group continued to develop a long-term sustainability strategy, including reduced energy consumption, raw material waste, packaging use and carbon dioxide emissions, whereby Renold is ensuring sustainability is one of its guiding principles. Renold is focussed on making a difference through real actions which, over a period of time, will deliver discernible benefits for the environment, our customers and the business. Our leader for sustainability is helping the Board to develop policies and strategies in this area, aimed at reducing the Group's environmental impact and enhancing social development whilst also ensuring that the Company maintains its existing commitments to its communities and stakeholders. Renold is well positioned to contribute to a more sustainable future; our technical, product development and commercial teams are actively developing a more efficient and environmentally sustainable product offering which helps customers to reduce their carbon footprint by providing highly engineered chains that give longevity and life cycle benefits, or by being cleaner through reducing the need for product lubrication.

The Board

The Chair of the Board is primarily responsible for the composition of the Board and for ensuring high standards of governance. As Chair, I place great importance on the breadth of relevant experience, diversity and complementary skills amongst the Group's Directors and management and on the continued development of the strategy for the Renold business. With this in mind, we welcomed Vicki Potter to the Board as a Non-Executive Director during the financial year. Vicki has broad operational and HR experience in multinational engineering and manufacturing companies. She is currently the Chief Human Resources Officer and Customer Services Director for Oxford Instruments plc; a global FTSE 250 technology and manufacturing business.

Going forward, the Board will continue to ensure that effective succession plans are in place.

Dividend

The Board fully recognises the importance of dividends as part of the overall value creation proposition for shareholders. However, the Board has carefully reviewed its capital allocation priorities, and believes that both organic and inorganic investment opportunities that are available to the Group will deliver higher levels of shareholder return over the medium term than the payment of dividends in the near term. The Board will continue to review this approach over the coming periods. As such, the Board is not recommending the payment of a dividend on the ordinary shares of the Company for the year ended 31 March 2023.

Summary

The Group has performed well in the face of significant economic and social turmoil and continuing inflationary pressures on materials, energy and labour that the war in Ukraine and the pandemic have caused. These pressures will undoubtedly remain in the new financial year. However, the strong financial performance for the year, combined with positive operating cash flow, has generated the freedom to exploit future organic and acquisition-related growth opportunities. I would like to thank all our employees around the world for their diligence and commitment, which have been key to delivering the strong results for the Group.

DAVID LANDLESS

CHAIR

12 July 2023

Chief Executive's review

The strong momentum that the Group achieved in the previous financial year continued in financial year 2023, despite the economic headwinds experienced due in part to the Russian invasion of Ukraine, the subsequent impact on European energy prices and the tail-end pandemic-related economic issues.

In August 2022, the Group acquired YUK for EUR24m, which increases the Group's access to the Iberian Chain and wider European Conveyor Chain markets. The business is performing ahead of the Board's expectations at the time of the acquisition.

Group order intake during the year was GBP257.5m, an increase of 15.0% on a reported basis and 7.8% at constant exchange rates over the prior year. Encouragingly, the Group has now seen order intake grow for each of the last six sequential half year reporting periods. Excluding the recently announced GBP8.9m long-term military contract, and the GBP11.0m military contract announced in the prior year, order intake for the year increased by 16.8%, or 9.2% at constant exchange rates. YUK contributed GBP10.5m (or 4.5%) of Group order intake. The resultant year end order book of GBP99.5m gives the Group a strong foundation upon which to build in the new financial year (31 March 2022: GBP84.1m).

The growth in Group revenue to GBP247.1m was also encouraging, representing a year-on-year increase of 26.6% on a reported basis and 18.8% at constant exchange rates. Excluding the impact of the YUK acquisition, turnover increased by 21.2%, or 13.5% at constant exchange rates. Final quarter revenues at GBP70.0m were particularly strong and were GBP17.0m (32.1%) ahead of the comparable quarter last year, with North America especially delivering a particularly strong performance.

Group adjusted operating profit(1) at GBP24.2m (2022: GBP15.3m) was 58.2% ahead of prior year on a reported basis, and 46.4% ahead on a constant currency basis. Profitability was particularly strong in the second half of the financial year, where the Group reported a return on sales of 11.2%. The incremental operating profit gearing (2) was a creditable 17.1%, despite the impact of the widely reported economic headwinds, impacting raw material availability and inflation. The operating profit gearing was helped significantly by the swift action to pass on cost inflation. Statutory operating profit increased to GBP22.9m (2022: GBP16.2m).

The Group continued to benefit from the impact of the significant efforts undertaken in the year, and previous years, to lower the fixed cost base, increasing flexibility and operational leverage. The Group has successfully managed a period of significant supply chain disruption to materials and transportation, in terms of availability, lead times and increased input costs. Cost increases have been successfully recovered through selling price increases as well as cost reduction, simplification and standardisation programmes. We expect cost pressure on material, labour, energy and transportation to persist in the current financial year.

Renold continues to drive increased performance through specific projects aimed at better levels of operational efficiency and productivity, through automation, improved design and standardisation of products, better utilisation of machinery and people, including more flexible working practices, and leveraging the benefits of improved procurement strategies. The Group's capital investments returned to more normal levels following a period of lower spend in the prior year as a result of the pandemic, and have concentrated on increased automation within all of our facilities. The Group's operational capabilities are steadily improving as consistent levels of investment come to fruition, and we continue to develop our in-house technologies and investments, allowing us to produce higher specification and better performing chain that maintains our market leadership.

The strong focus on cash management remains a key priority for management. Closing net debt was GBP29.8m (31 March 2022: GBP13.8m), with the increase attributable to the GBP17.8m of initial acquisition cash consideration paid during the year for YUK. Excluding this acquisition consideration, the level of net debt reduced during the year by GBP1.8m and in the second half of the year by GBP4.2m. The resulting net debt to EBITDA ratio of 0.8x (2022: 0.5x) affords significant headroom against the Group's banking covenants and, in turn, provides greater flexibility and funding capabilities to transact quickly on investment decisions, both organic and through acquisitions, to drive growth, efficiency and productivity.

Activity in the Chain division continues to be robust, with H2 external order intake showing a 17.4% improvement over the strong levels seen in H2 of the last financial year. Output has also continued to improve with H2 constant currency turnover increasing by 22.3% in comparison to the same period last year. In a similar vein the adjusted profitability of the Chain business in H2 has increased by 69.5% at constant rates, when again compared to the equivalent period in the last financial year, and return on sales for the year at 13.4% (2022: 11.9%) continues to show progress.

The Torque Transmission division is generally a longer lead time, later cycle business. External order intake continued to grow, with the H2 order intake some 44.7% higher than the equivalent prior year comparator. Excluding the impact of the long-term military contract of GBP8.9m announced in January 2023, underlying order intake improved by 14.2%. Similarly, turnover has improved, with sales in H2 30.3% up on the prior year equivalent figure, as the base load work that the military contracts provide is taken to turnover. The return on sales for the division was 11.1% (2022: 10.1%).

(1) See Note 21 for definitions of adjusted measures and the differences to statutory measures

(2) Operational gearing is defined as the year-on-year change in adjusted operating profit, divided by the year-on-year change in revenue.

Current operating environment

The volatile operating environment the Group has faced over recent years abated a little in financial year 2023. The effects of the Covid-19 pandemic, especially in the UK, Europe and the US, were less marked, only to be replaced with new economic uncertainties brought about by the war between Russia and Ukraine.

During the year Covid-related disruption to our Chinese facilities, located in the wider Shanghai region, delayed inventory shipments to other companies in the Group, and at times staff absenteeism in the facility approached 50% which has negatively impacted costs, productivity and service levels from the factory. At other facilities, and following government guidance, the enforcement of our Covid protocols and health measures to try to protect all our staff were relaxed.

Towards the end of the financial year, the impact of previously reported extended shipment times and increased freight costs throughout the world abated, allowing the Group to make inroads into clearing the overdue order backlog. Accordingly, the Group recorded a record turnover of some GBP70.0m in the final quarter of the financial year. The availability of trucks, drivers and container freight services has improved in both reliability and expense, but still remain far from pre-pandemic norms. The upward pressure on goods in transit inventory levels also abated, which together with utilisation of the buffer stocks built up in H1 ahead of potential German energy rationing, allowed the Group to achieve positive cash generation in H2 of GBP4.2m.

As reported in the previous financial year, whilst recognising the human tragedy unfolding during the war between Russia and Ukraine, ceasing trading with sanctioned regions has little direct impact on the Group; sales to Russia and Ukraine during FY22 were low at c.0.5% of Group turnover. The Group continued to support our agents and distributors in the non-sanctioned parts of Ukraine, but obviously maintained close scrutiny on the levels of credit risk to which the Group is exposed.

Chain performance review

Turnover grew markedly during the year, with total Chain turnover increasing 27.1% year-on-year to GBP202.4m; 19.3% at constant exchange rates. In August 2022 the Group acquired YUK and during the period of ownership YUK contributed turnover of GBP10.5m, representing 5.2% of Chain turnover at actual exchange rates and 5.4% at constant exchange rates. The final quarter of the year saw a further step-up in activity for the Chain division, with Q4 turnover some 23.5% higher than the prior year comparator at constant exchange rates, as the impact of extended shipment times abated and both the US and European businesses were able to clear order backlogs. The increased revenue resulted in return on sales improving by 150 basis points, to 13.4% (2022: 11.9%). The operational gearing(1) on the increased activity at constant exchange rates was a creditable 21.8%, as the impact of increased prices, volumes and significant operational efficiency gains fell through to the bottom line. Adjusted operating profit was GBP27.2m (2022: GBP18.9m), GBP8.3m higher than the prior year level.

 
                                                         2023   2022 
                                                         GBPm   GBPm 
-----------------------------------------------------  ------  ----- 
External revenue                                        201.5  158.2 
Inter-segment revenue                                     0.9    1.0 
-----------------------------------------------------  ------  ----- 
Total revenue                                           202.4  159.2 
Foreign exchange                                       (12.5)      - 
-----------------------------------------------------  ------  ----- 
Revenue at constant exchange rates                      189.9  159.2 
-----------------------------------------------------  ------  ----- 
Operating profit                                         26.5   20.5 
US PPP loan forgiveness                                     -  (1.7) 
Amortisation of acquired intangibles                      0.7    0.1 
-----------------------------------------------------  ------  ----- 
Adjusted operating profit                                27.2   18.9 
-----------------------------------------------------  ------  ----- 
Foreign exchange                                        (1.6)      - 
-----------------------------------------------------  ------  ----- 
Adjusted operating profit at constant exchange rates     25.6   18.9 
-----------------------------------------------------  ------  ----- 
 

(1) Operational gearing is defined as the year-on-year change in adjusted operating profit, divided by the year-on-year change in revenue.

Order intake in the Chain division increased by 18.6% year on year, with activity in both the US (+35.8%) and Australasia (+16.2%) showing a marked increase, especially during the final quarter of the year. External order intake in Europe grew by a headline rate of 5.8%, however, this is flattered by the YUK acquisition. Excluding the impact of YUK, underlying order intake in Europe fell 8.0% year-on-year, as the economic disruption of the Ukraine / Russia conflict was felt through the broader European economy, whilst European distributors destocked. In China, despite the Covid-related disruption during the year, external order intake grew by 33.6%, albeit from a low base. Order intake in India fell year-on-year by 6.3%, following a poor year in the agricultural market, coupled with a very tough comparator period.

Closing order books for the division finished the year at GBP60.9m (2022: GBP53.9m), some 13% ahead of last year which positions the Group well for the current financial year.

Chain Europe, which is our largest Chain business, saw a sharp increase in external revenues, which increased 25.0% over the prior year. Excluding the impact of the YUK acquisition, underlying revenues increased by 9.2%. Book and ship sales were depressed in H1, but recovered through the second half of the year due to distributor restocking, with Q4 sales 28.6% above the same prior year period and 26.1% above the average of the first nine months of the year. Targeted sales activity in key sectors saw both our OEM and End User business develop strongly, growing 13.5% and 29.8% respectively, with particularly strong growth in the areas of materials handling increasing 22.4% and manufactured products up 15.3%. Revenue progressively strengthened from the outset of the year, a trend which continued throughout each subsequent quarter.

The increased activity, together with the benefit of cost reduction activities, both in the current year and in the prior year, and new commercial initiatives, resulted in a substantial increase in underlying adjusted constant currency operating profit. Plans are in place to expand the Renold Service Centre footprint through the opening of a location in Turkey, close to Istanbul. The introduction of this new stock-holding location, together with the utilisation of the newly acquired YUK warehouse, should allow reduced delivery times and increased customer service, and hence sales, throughout the southern European region.

In the Americas, activity again increased markedly. External order intake at GBP92.3m was a record high, exceeding the GBP68.0m record achieved in the previous financial year by 35.7%. Turnover at GBP85.5m was 35.8% higher than the prior year comparator, driven by both significant input cost recovery work and an increase in projects related to the marine, food machinery, theme parks and utilities sectors. Sales to OEM customers grew steadily, especially in the escalator and forklift truck market, while increased sales of transmission chain products sold through distributors steadily increased. New business opportunities, especially in the ethanol, grain handling and forestry markets, were enhanced by the introduction of new products. Production capabilities were continually enhanced with further investment in automated equipment and development projects, and a large infrastructure project is being undertaken to see that the Morristown facility is positioned to take advantage of future growth opportunities. Underlying constant currency operating profit increased to a new record high.

In Australasia we continued to deliver revenue growth with the region being less impacted than our other markets by the commercial impacts of the pandemic and recorded revenue growth of 20.8%. Australia itself had a good year with revenue up 19.6%, with continued improvement seen in a number of sectors including mining and sugar. The recent trend of customers increasingly buying more domestically produced goods appears to be continuing, even though ongoing supply chain disruption to imported products appears to be reducing. Customers are increasingly seeing the benefits of our product-enhancing engineering capabilities that deliver real value through better performance and longer chain life. We continue to invest in the production capabilities of our Melbourne factory, with the recent purchase of further CNC equipment. Sales in New Zealand continued to grow strongly during the year, showing a 10.4% increase. Malaysia and Indonesia reversed the decline seen in the last financial year, recording growth rates of 35.3% and 24.5% respectively. Thailand was the only country in the region which recorded a decline in activity, showing a reduction in excess of 10%. We are continuing to expand our sales into more industries in South East Asia, with an initial assessment of commercial potential in Vietnam being undertaken.

Revenue in India grew by 13.1% during the year, helped in part by the opening of the first of a series of regional distribution warehouses in Nagpur to offer our customers and distributors much better and quicker supply. Plans are in place for a further three regional distribution centres to help give significantly improved delivery times to all parts of India over the coming years. Investment plans for the Indian operation include the introduction of state-of-the-art technology used elsewhere in the Group for the manufacture of many component types and assembly. Plans are also taking major steps forward for the introduction of the Group ERP platform, M3, which is expected to provide significant operational benefits within the current year.

Revenues in China grew by 7.9% during the year, driven primarily by a significant 12.9% improvement in domestic Chinese demand. Growth in intra-group demand from Europe and the US also increased significantly in the first half of the financial year, but slowed in the latter part of the year as intra-group order patterns were adjusted to take into account the improving delivery times to Western markets. Activities to correct stock holding patterns in our European and US warehouses, and the Covid-related disruption in the Chinese factory also subdued activity in the second half of the year. Efforts and investments to continue to improve the quality and specification of products manufactured in China bore fruit during the year, as product quality in the Chinese factory improved sufficiently to allow the transfer of the manufacture of several mid-tier Renold standard products and components to China. Manufacture of premium and high specification products will continue in our US and European facilities. During the year, our Chinese team i nitiated a project to upgrade certain component manufacturing processes to use state-of-the-art technology, while making significant investment in automated assembly lines to facilitate high volume sales growth in both domestic and overseas markets.

The Chain division continues to develop and evolve through investment in equipment, processes, training and development of our people, engineering and sales, and this provides us with an excellent base from which to build benefits derived from the many opportunities in this market.

Torque Transmission performance review

Divisional revenues of GBP48.8m were GBP8.4m higher than in the prior year (+20.8%) due to a recovery in demand in our North American markets. Our North American manufacturing and distribution business, based in Westfield NY, saw turnover grow by 35.8% year-on-year. In January 2023, the Group announced it had secured an GBP8.9m long-term agreement to supply large Hi-Tec couplings for the initial phase of a military contract for the Royal Australian Navy, an agreement which followed a similar military contract to supply the second phase of a contract for the Royal Navy in FY22. Progress on both these contracts was recorded during the year, and contributed to a 7.1% increase in the Renold couplings business.

Divisional adjusted operating profit at constant exchange rates increased by 24.4% to GBP5.1m in the year. Return on sales for the division was 11.1% (2022: 10.1%), an increase of 100bps during the year.

Momentum in this division, which has a later trading cycle and generally larger orders than our Chain business, continues to be positive and improving .

 
                                                        2023   2022 
                                                        GBPm   GBPm 
-----------------------------------------------------  -----  ----- 
External revenue                                        45.6   37.0 
Inter-segment revenue                                    3.2    3.4 
-----------------------------------------------------  -----  ----- 
Total revenue                                           48.8   40.4 
Foreign exchange                                       (2.8)      - 
-----------------------------------------------------  -----  ----- 
Revenue at constant exchange rates                      46.0   40.4 
-----------------------------------------------------  -----  ----- 
Operating profit (and adjusted operating profit)         5.4    4.1 
Foreign exchange                                       (0.3)      - 
-----------------------------------------------------  -----  ----- 
Adjusted operating profit at constant exchange rates     5.1    4.1 
-----------------------------------------------------  -----  ----- 
 

Order intake for the year increased 2.1% to GBP53.3m (2022: GBP52.1m), a reduction of 3.2% at constant exchange rates. Excluding the impact of the GBP8.9m long-term military contract, and GBP11.0m military contract announced in FY22, order intake increased by 7.8% or 1.1% at constant exchange rates.

The North American business unit benefitted from a significant increase in demand for gears and couplings supplied intra group from the UK, but also experienced a significant uptick in demand for own manufactured gear spindles and shakers, both in the US domestic market and internationally. Demand for gear couplings to the US mass transit market also strengthened significantly. Demand for group-supplied products in both the Chinese and Australian distribution and service centres also grew by 44.6% and 32.5% respectively, as supply chain issues encountered in the last financial year were resolved.

The Couplings business delivered a 6.7% increase in turnover year-on-year. As expected, turnover in the marine business, which manages the long-term military contracts, increased year-on-year by GBP0.8m, as work commenced on the second phase of the UK military contract, as well as the initial phase of the Australian military contract. Product mix improved markedly in the second half of the year as the lower margin initial phase of the contract was completed, and the higher margin phase of the work commenced. Product development in the couplings division continued with new designs for couplings that expand the performance envelope of current products whilst adding new features and benefits, while sales of the RBI rubber in compression product continued apace.

The Gears business made good progress in order intake, turnover and margin despite facing significant material and energy cost increases. Notable product developments during the year include new products aimed at the escalator market, especially relating to metro systems, and a number of specialist niche products aimed at the water treatment market. Demand from OEM customers, particularly for larger projects in the US and UK which are our key geographic markets, remained strong during the year.

The broad strength of the Torque Transmission division sales and margin performance reflects the later cycle nature of the division in comparison to Chain.

Sustainability

Renold intensified its focus on Group projects during the year and significant efforts were made to collate energy and carbon-related statistics from throughout the Group to gain a proper base line from which to measure progress in both energy and carbon reduction projects. A full inventory of the Group's energy intensive fleet of heat treatment facilities was undertaken, and the Group's technical and operational management have started to formulate a strategy, working with the Group's equipment suppliers, to reduce the environmental footprint of our heat treatment processes as the age of equipment approaches the point where replacement is required. This exercise has already had initial success as our German facilities adopted more energy-efficient working practices during the year, which allowed the number of furnaces continually operating at the plant to be reduced by 25%.

The Group Sustainability Committee drove a packaging project which is aimed at producing new standard transmission chain packaging designs which are made from recycled material and are themselves fully recyclable. All adhesives, inks and labels used in these new designs, which will be common across the world, are also recyclable. The new designs have been produced in such a way that they have significantly reduced the amount of packaging lines that individual plants are required to keep in stock.

At a regional level, our businesses across the world have been asked to develop their own sustainability project roadmaps, seeking to ensure that our efforts are relevant to the highly diverse regions within which we operate. We will continue to build on the considerable momentum we have gained, delivering ever more local successes.

Finally, our technical, product development and commercial teams are actively developing a more efficient and environmentally sustainable product offering for our customers, whether that be in terms of product life and replacement cycle, or through being cleaner by reducing the need for product lubrication. More information on our progress and plans can be found in the Sustainability section of the Annual Report.

Strategic Plan - STEP2 progress

Having created a stronger operational platform for the Group, and with the significant strengthening of our financial position, we have increased our focus on how we can accelerate performance through value-enhancing acquisitions which will allow us to benefit from both increased geographical and product coverage, but also leverage synergies from increasing the throughput of our existing facilities. As a result, we have developed a pipeline of acquisition opportunities which we believe have the ability to meet our financial and operational criteria. Such acquisitions will allow us to expand our product and service offering as well as our customer base, further expand our already diverse product portfolio into adjacent market sectors, and allow us to capitalise on our ability to provide customers with high specification products that deliver real benefits for their own business performance.

The Board is observing disciplined criteria when executing the new acquisition strategy, ensuring that potential targets will enhance the Group's wider strategy and earnings. Additionally, the Board is mindful of retaining a conservative capital structure, especially in light of the current economic backdrop, and will ensure that the long-term net debt to EBITDA ratio is maintained at an acceptable level.

During the year, Renold took the first significant step in the acquisitive growth phase of our strategy. In August 2022, Renold acquired the business of YUK, a Valencia-based manufacturer and distributor of high quality conveyor chain ("CVC") and ancillary products. The acquisition not only provides the Group with high quality European-based CVC manufacturing capability, but also substantially increases the Group's access to the Iberian market where historically we have been under represented. The acquisition will allow Renold to leverage YUK's strong CVC market position in Spain and Portugal to expand sales of the Group's existing range of premium European transmission chain ("TRC") products, and enable sales of YUK products throughout Renold's extensive European sales network beyond Iberia.

Organic growth and business improvement is a fundamental driver in the Group strategy moving forward. Renold is consistently enhancing its operational capabilities through upgrading equipment and processes across the world. Capital expenditure was GBP8.4m in the period, a considerable increase on the prior year and we expect it to rise again in the new year. We have made good progress in difficult circumstances, as supply chain issues have affected our equipment suppliers as much as ourselves.

We have a clear vision of where our Chinese factory fits into our global supply chain and our expectations for growth in the Chinese market itself. External order intake in China grew by 33.6% year on year, while external sales revenue increased by 12.9%. We are constantly upgrading capabilities in the facility and we will be offering higher specification Chinese-made product into the domestic market as well as across the world.

In our Indian business, efforts continue to fully integrate the business into the Group supply chain. Investments in production capabilities, including new press equipment equivalent to the equipment available in our US and European factories, is providing improvements in product quality and uniformity. India offers a very attractive market in its own right and an interesting and effective alternative to our Chinese chain manufacturing site. India provides the Group with an alternative supply base as customers' supply chains flex, driven by an increasing level of concern about international trade tariffs and the concentration of supply from a single region.

These projects highlight the intention in our capital allocation decisions for the Group. With the large infrastructure projects complete, capital allocation decisions are now less frequently limited purely by a site's domestic requirements but are focused on customer service, upgrading product specification capabilities and optimising profitability for the Group. For the Chain division especially, this allows us to access economies of scale and offer a truly global service with increasing relevance to large OEM customers. Renold is increasingly an integrated international supplier and less a series of regional businesses.

The strategic progress made by the Group over recent years has been significant. Investments in both our production capabilities and our IT environment have resulted in significant benefits, with:

 
--  Improvements in productivity and operational efficiency as 
     evidenced by growing sales per employee; 
--  Greater insight into the performance and opportunities in 
     the business due to better and more complete data; 
--  Improvements in the specification and quality of products 
     we are able to make across our multiple manufacturing sites; 
     and 
--  Greater flexibility in the cost base as we start to reduce 
     the correlation between revenue and direct labour. 
 

With the ongoing recovery of our markets, the financial benefits of these improvements will increasingly come to the fore. Renold is well positioned to capitalise on these developments in the years ahead.

Macroeconomic landscape and business positioning

The underlying fundamentals of the Group and the markets we serve provide confidence that Renold is well placed to continue to develop and deliver sustainable profitable growth. Many of these intrinsic qualities have remained consistent over many years but we are now proactively building on these fundamentals. They include:

 
--  Valued and recognised brand with well-respected engineering expertise 
    The Renold brand has been built up over our 150-year history and is 
     trusted by customers to deliver exceptional products due to our world-class 
     engineering and product knowledge. 
--  Global market position and unique geographical manufacturing capability 
    The global market position of Renold has existed for many years, but 
     following significant strategic investments in the Chain division 
     the geographic manufacturing footprint and capabilities we have are 
     unique, permitting us to service customer demand with increasing levels 
     of flexibility - a critical factor in a rapidly changing market environment. 
--  Relatively low cost, but business critical products 
    Chain and Torque Transmission products are fundamental elements of 
     the systems into which they are incorporated. Our products are often 
     a small proportion of the cost of the entire system, but critical 
     to its operation. 
--  Broad base of customers and end-user markets 
    Renold products are used in an extremely diverse range of end applications, 
     sectors, markets and geographies, resulting in a huge spread of customers 
     and industries served. Markets and applications will change and vary 
     in the ever-altering environment we operate in but, with its wide 
     spread of products, geographies, applications and customers, Renold 
     is well positioned. 
--  High specification products delivering environmental benefits for 
     our customers 
    Renold products have always been high specification premium products 
     which deliver exceptional benefits to customers. Whether through greater 
     efficiency leading to lower power usage, longer life providing lower 
     lifetime usage of materials and energy in their manufacture and logistics, 
     or lower lubrication requirements, Renold products are well placed 
     for an increasingly environmentally aware marketplace. Our products 
     are capable of helping our customers meet their sustainability objectives 
     whilst saving them money. 
 

Outlook

I am pleased with the Group's strong performance over the year, which reflects the benefits of the strategic developments completed over prior years and the hard work that all our employees across the world have contributed during a most difficult period. Our employees have responded excellently to the challenges we have faced, and I thank them for their dedication and commitment to the Group and our customers during these extraordinary times.

Throughout the reported period the business performance has been on an improving trend and finished particularly strongly as supply chains eased in the last quarter. We expect the current financial year to be no less challenging, but we remain vigilant in the environment within which we operate; however, we started the new financial year from a positive position with good momentum and confidence in the capabilities and fundamentals of the Renold business and the markets we serve.

Robert Purcell

Chief Executive

12 July 2023

Finance Director's review

Renold delivered a record performance during the year, with Group revenue increasing by 26.6% to GBP247.1m. The business produced an adjusted operating margin of 9.8% (2022: 7.8%) and, following the acquisition of YUK in August 2022 for initial cash consideration of EUR20.0m, achieved a significant reduction in net debt of GBP4.2m during the second half to end the year to GBP29.8m (31 March 2022: GBP13.8m).

Orders, revenue AND OPERATING PROFIT

 
                                              2023                            2022 
                                 ------------------------------  ------------------------------ 
                                    Order             Operating     Order             Operating 
                                   intake   Revenue      profit    intake   Revenue      profit 
------------------------------- 
 Reconciliation of reported 
  to adjusted results                GBPm      GBPm        GBPm      GBPm      GBPm        GBPm 
-------------------------------  --------  --------  ----------  --------  --------  ---------- 
 Reported                           257.5     247.1        22.9     223.9     195.2        16.2 
 US PPP loan forgiveness                -         -           -         -         -       (1.7) 
 New lease arrangements 
  on sublet properties                  -         -           -         -         -         0.7 
 Amortisation of acquired 
  intangible assets                     -         -         0.7         -         -         0.1 
 Acquisition costs                      -         -         0.6         -         -           - 
 Adjusted                           257.5     247.1        24.2     223.9     195.2        15.3 
 Impact of foreign exchange        (16.1)    (15.3)       (1.8)         -         -           - 
-------------------------------  --------  --------  ----------  --------  --------  ---------- 
 Adjusted at constant exchange 
  rates                             241.4     231.8        22.4     223.9     195.2        15.3 
-------------------------------  --------  --------  ----------  --------  --------  ---------- 
 

Group order intake for the year increased by 15.0% to GBP257.5m (2022: GBP223.9m), or 7.8% at constant exchange rates, and included an GBP8.9m long-term military contract win, following a similar contract win of GBP11.0m in FY22.

Group revenue increased by GBP51.9m (26.6%) to GBP247.1m, or GBP36.6m (18.8%) at constant exchange rates. Activity steadily increased throughout the year as manufacturing facilities ramped up production in response to the increased order intake levels. The activity in quarter four was some 32% higher than prior year as the Group's US operations shipped some significant orders which repeat on a four-year cycle, and better lead times on the supply of Group product from China resulted in a reduction in overdue order backlog. Both divisions saw an increase in turnover, with the Chain division recording an increase at constant exchange rates of 19.3%, while the Torque Transmission division, which is a larger order and longer cycle business, increased by 13.9%.

The Group generated an adjusted operating profit for the year of GBP24.2m (2022: GBP15.3m), excluding the impact of adjusting items as detailed below. Reported operating profit for the year was GBP22.9m (2022: GBP16.2m). Operating profit margin, calculated on a statutory basis, was 9.3% (2022: 8.3%) and return on sales increased by 200 bps during the year to 9.8% (2022: 7.8%).

Adjusting items

Adjusting items for the year ended 31 March 2023 comprise acquisition-related intangible asset amortisation of GBP0.7m (2022: GBP0.1m), acquisition costs of GBP0.6m (2022: nil) and re-evaluation of prior year tax positions across the Group of GBP0.4m (2022: nil). Prior year adjusting items, which have not been repeated in the current year, include a GBP1.7m gain from the forgiveness of US Covid-related loans and a GBP0.7m charge from new lease arrangements at previously closed sites, including adjustments relating to the sublease of the closed Bredbury facility and the termination of a lease at a site in Rainham, Essex.

Foreign exchange rates

The majority of Renold's business is denominated in US Dollars and Euro's. The impact of the strengthening of these currencies against Sterling was to benefit Group revenues, profits and net assets in FY23 when translated back into Sterling in the consolidated financial statements.

Foreign exchange rates have remained volatile, with a 3% weakening of Sterling against the Euro and 6% weakening of Sterling against the US Dollar between March 2022 and March 2023.

Phasing of movements over the current and prior year mean the weighted average exchange rate used to translate the Euro and US Dollar varies to the movement in the closing rates. The weighted average exchange rates were 1.20 for the US Dollar and 1.15 for the Euro for the year ended 31 March 2023 (2022: 1.36 and 1.17 respectively).

 
                                31 Mar    31 Mar  31 Mar                    2023 
                                    22        23      23  2022 Average   Average    2023 
FX rates (% of Group sales)    FX rate   FX rate   Var %       FX rate   FX rate   Var % 
----------------------------  --------  --------  ------  ------------  --------  ------ 
GBP/Euro (30%)                    1.18      1.14     -3%          1.17      1.15     -2% 
GBP/US$ (37%)                     1.32      1.24     -6%          1.36      1.20    -12% 
GBP/C$ (5%)                       1.64      1.67      2%          1.71      1.60     -6% 
GBP/A$ (5%)                       1.75      1.85      6%          1.84      1.77     -4% 
----------------------------  --------  --------  ------  ------------  --------  ------ 
 

If the year-end exchange rates had applied throughout the year, there would be an estimated increase of GBP3.4m to revenue and GBP0.4m to operating profit.

FinancE costs

Total finance costs in the year were GBP5.6m (2022: GBP3.8m).

Total loan finance costs include external interest on bank loans and overdrafts of GBP2.3m (2022: GBP1.1m), amortisation of arrangement fees and costs of refinancing and the transition of banking arrangements from LIBOR to SONIA during FY22, of GBP0.3m (2022: GBP0.3m), and GBP0.7m (2022: GBP0.5m) of interest expense on lease liabilities.

The increase in interest payable on external bank loans and overdrafts was driven by the acquisition of YUK for EUR24.0m during August 2023 (cash of EUR20.0m paid in the year), together with the impact of successive increases in the UK base rate during the second half of the financial year.

The net IAS 19 finance charge, which is a non-cash item, was GBP2.1m (2022: GBP1.8m).

Finance costs also include GBP0.2m (2022: GBP0.1m), resulting from the unwind of discounts on the deferred build costs of the Chinese factory.

During May 2023, the Group announced that it had reached agreement with its banking syndicate for the extension of its core banking facilities that were due to mature in March 2024, initially for a three-year term to May 2026 but with an option to extend the term for a further two years. The new GBP85.0m multi-currency revolving credit facility is increased from the previous level of GBP61.5m. There is an additional GBP20.0m accordion option which will allow the Company to access additional funding, subject to further bank/credit approval, in support of its acquisition programme; a key part of the Group's STEP2 strategy. Within the principal facility term the net debt/EBITDA covenant is improved from the previous level of 2.5x EBITDA to 3.0x EBITDA, with other key terms remaining unchanged.

Profit before tax

Profit before tax was GBP17.3m (2022: GBP12.4m).

Taxation

The total tax charge in the year of GBP5.5m (2022: GBP2.2m) is made up of a current tax charge of GBP4.2m (2022: GBP2.0m) and a deferred tax charge of GBP1.3m (2022: GBP0.2m). The increase in the current tax charge is attributable to an increase in Group profit generated in higher tax jurisdictions together with various adjustments to build the Group provision held for uncertain tax matters which reflects a best estimate of amounts to be paid in future tax years. For further details see Note 4.

The increase in the deferred tax charge is primarily attributable to accelerated tax loss utilisation and tax depreciation in excess of book in overseas jurisdictions.

During the year we have re-evaluated various tax positions across the Group for transfer pricing and deferred tax, relating to earlier years, and details of which can be found in Note 4.

The effective tax rate for the year was 32% (2022: 18%), with the increase attributable to the items set out above, coupled with the impact of non-recurring items which reduce profit but are non-taxable items. Excluding the non-recurring items, the effective tax rate on adjusted earnings was 27% (2022: 19%).

EARNINGS PER SHARE

Profit after tax of GBP11.8m was achieved for the financial year ended 31 March 2023 (2022: GBP10.2m). Adjusted earnings per share were 6.5p (2022: 4.3p), which excludes one-off items in the year noted above. Basic earnings per share were 5.7p compared to 4.7p for the year ended 31 March 2022.

 
                                                   2023    2022 
                                                   GBPm    GBPm 
-----------------------------------------------  ------  ------ 
 Adjusted profit after taxation                    13.5     9.3 
 Effect of adjusting items, after tax: 
 - US PPP loan forgiveness                            -     1.7 
 - New lease arrangements on sublet properties        -   (0.7) 
 - Amortisation of acquired intangible 
  assets                                          (0.7)   (0.1) 
 - Acquisition costs                              (0.6)       - 
 - Tax adjustments relating to prior 
  year                                            (0.4)       - 
 Profit after taxation                             11.8    10.2 
-----------------------------------------------  ------  ------ 
 
 Basic adjusted earnings per share                 6.5p    4.3p 
 Basic earnings per share                          5.7p    4.7p 
-----------------------------------------------  ------  ------ 
 

Balance sheet

Net assets at 31 March 2023 were GBP39.1m (31 March 2022: GBP7.0m). A net profit of GBP11.8m was delivered for the year which, together with the impact of the favourable valuation of the Group's pension liabilities and the retranslation of overseas operations, resulted in an increase in net assets of GBP32.1m.

The pension deficit, on an IAS 19 basis, decreased to GBP62.2m (31 March 2022: GBP87.1m). The net liability for pension benefit obligations was GBP57.1m (2022: GBP76.1m) after allowing for a net deferred tax asset of GBP5.1m (31 March 2022: GBP11.0m), largely reflecting the significantly increased yields on corporate bonds during the year which are used to discount future pension liabilities to present values . At the last triennial pension valuation, at 31 March 2022, the technical provisions deficit of the UK scheme, which is how the trustees and regulator evaluate the scheme, was only GBP5.9m; an improvement between triennial valuations of GBP3.2m. This compares to the IAS 19 deficit for the UK pension fund at the date of the triennial valuation of GBP64.1m. The difference primarily represents the valuation of the capital asset reserve (CAR), currently GBP44.0m, being the discounted value of guaranteed future cash contributions to the scheme for a fixed period of 25 years commencing in 2013.

Overseas schemes now account for GBP18.0m (28.9%) of the IAS 19 pension deficits and GBP17.7m of this is in respect of the German scheme, which is unfunded, with payments made as pensions fall due.

During the prior year, and as part of its long-term financial planning, the Company reorganised its balance sheet and reserves through the cancellation of the entire amount of its share premium account and capital redemption reserve. The share premium account and capital redemption reserve are non-distributable reserves and, accordingly, the purposes for which they can be used are restricted. The reduction of capital creates sufficient distributable reserves to provide the Board with greater flexibility with regard to how it manages its capital resources. An order of the High Court confirming the capital reduction became effective on 27 May 2021, increasing distributable reserves by GBP45.5m in FY22.

CASH FLOW AND NET DEBT

 
 
                                                     FY23          FY22 
                                                     GBPm          GBPm 
------------------------------------------------  -------  ------------ 
 Adjusted operating profit                           24.2          15.3 
 Add back depreciation and amortisation              10.4           9.4 
 Add back loss on disposal of property,               0.3             - 
  plant and equipment 
 Add back share-based payments                        1.3           1.1 
------------------------------------------------  -------  ------------ 
 Adjusted EBITDA(1)                                  36.2          25.8 
 Movement in working capital                       (10.5)         (0.2) 
 Net capital expenditure                            (8.4)         (5.1) 
------------------------------------------------  -------  ------------ 
 Operating cash flow(1)                              17.3          20.5 
 Income taxes                                       (2.7)         (1.7) 
 Pensions cash costs                                (5.8)         (4.8) 
 Repayment of principal under lease liabilities     (2.9)         (4.2) 
 Finance costs paid                                 (3.3)         (1.8) 
 Consideration paid for acquisition                (18.0)         (0.5) 
 Own shares purchased                                   -         (4.9) 
 US PPP loan forgiveness                                -           1.7 
 Other movements                                    (0.6)           0.3 
------------------------------------------------  -------  ------------ 
 Change in net debt                                (16.0)           4.6 
------------------------------------------------  -------  ------------ 
 Closing net debt(1)                                 29.8          13.8 
------------------------------------------------  -------  ------------ 
 
 (1) Adjusted EBITDA and operating cash flow are alternative 
  performance measures as defined in Note 21. 
 
 

In the financial year the Group invested GBP18.0m in acquisitions, primarily YUK. When the acquisition consideration is excluded, the Group generated GBP2.0m of net cash during the year, of which a reduction of GBP4.2m occurred in the second half of the financial year. Closing net debt is GBP29.8m (31 March 2022: GBP13.8m). Net debt at 31 March 2023 comprised cash and cash equivalents of GBP19.3m (31 March 2022: GBP10.5m) and borrowings of GBP49.1m (31 March 2022: GBP24.3m).

Within the balance sheet working capital movement, inventory levels increased by GBP4.5m (2022: GBP9.5m). The increase was attributable to the Group replenishing stock levels to ensure increased levels of customer service despite supply chain difficulties. Receivables also increased by GBP2.8m (2022: GBP4.5m), in line with the increased level of turnover. Careful overall working capital management mitigated these increases.

Net capital expenditure of GBP8.4m (2022: GBP5.1m) was increased during the financial year, as the Group's strategic investment programmes gathered pace. The Group sees investments in support of our strategy, aimed at improving heat treatment facilities, broadening manufacturing capabilities, and product assembly automation, especially in our Indian and Chinese facilities, gathering pace in the coming year. Additionally, the installation of the standardised Group IT system continued as planned.

In August 2022 the Group acquired the entire share capital of YUK, a conveyor chain manufacturer based in Valencia, Spain. The total consideration was EUR24.0m, of which EUR4.0m is deferred and to be paid in two tranches of EUR2.0m each, payable 12 and 24 months following completion of the acquisition. Professional fees associated with the acquisition amounted to GBP0.6m. During the prior financial year, the Group acquired the conveyor chain business of Brooks Ltd, based in Manchester, UK, for a total consideration of GBP0.7m, of which GBP0.5m was paid during FY22, and the remaining GBP0.2m paid in the financial year.

Pension deficit recovery plan cash costs of GBP5.8m were higher than the prior year equivalent of GBP4.8m. The increase in contributions is a result of the agreement reached with the UK Pension Trustee in April 2020, whereby GBP2.8m of FY21 contributions due to be paid to the UK scheme were deferred in light of the potential impact of the Covid-19 pandemic. The deferred contributions are being repaid over the five-year period which commenced on 1 April 2022. In addition, the Group took the opportunity to close the Renold New Zealand pension scheme during the year, which resulted in a one-off pension payment of GBP0.3m. Going forward, the Group had previously agreed to increase pension contributions to the UK pension scheme by GBP1.0m per annum once Group adjusted operating profit exceeded GBP16.0m; additional contributions to the UK pension scheme commenced from 1 April 2023.

Corporation tax cash paid was GBP2.7m (2022: GBP1.7m), and was paid in accordance with normal payment on account rules in the countries where the Group has operations.

Net cash flow from operating activities, shown in a statutory format, was GBP16.7m (2022: GBP19.3m).

Debt facility and capital structure

During May 2023, the Group announced that it had reached agreement with its banking syndicate for the extension of its core banking facilities that were due to mature in March 2024 initially for a three-year term, to May 2026, with an option to extend the term for a further two years. The new, GBP85.0m multi-currency revolving credit facility will be increased from the previous level of GBP61.5m. Additionally, there is a GBP20.0m accordion option which will allow the Company to access additional funding in support of its acquisition programme as part of the Group's STEP2 strategy. The principal facility term, the net debt/EBITDA covenant, will be improved from the previous level of 2.5 times EBITDA to 3.0 times EBITDA, with other key terms remaining unchanged.

At 31 March 2023, the Group had unused credit facilities totalling GBP17.3m (31 March 2022: GBP40.1m) and cash balances of GBP19.3m (31 March 2022: GBP10.5m). Total Group credit facilities amounted to GBP65.9m (31 March 2022: GBP64.2m), all of which were committed. In May 2023, following the increase in facilities under the new banking arrangements, total committed facilities were GBP89.7m.

The Group has operated well within agreed covenant levels throughout the year ended 31 March 2023 and expects to continue to operate comfortably within covenant limits going forward.

The net debt/adjusted EBITDA ratio as at 31 March 2023 was 0.9x (31 March 2022: 0.6x), calculated in accordance with the old banking agreement. The adjusted EBITDA/interest cover as at 31 March 2023 was 13.7x (2022: 19.6x), again calculated in accordance with the banking agreement.

Going concern

The financial statements have been prepared on a going concern basis. In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether the Group can continue in operational existence for the foreseeable future.

Further information in relation to the Group's business activities, together with the factors likely to affect its future development, performance and financial position, liquidity, cash balances and borrowing facilities is set out in the Chair's statement, the Chief Executive's review, the Finance Director's review and in the section on principal risks and uncertainties. Additional details of the Group's cash balances and borrowings and facility are included in Notes 13, 14 and 17.

The key covenants attached to the Group's multi-currency revolving credit facility at year end relate to leverage, net debt to EBITDA, maximum 2.5x, and, following agreement of new borrowing covenants by the Group in May 2023, net debt to EBITDA, maximum 3.0x, and interest cover (minimum 4.0x). The Group regularly monitors its financial position to ensure that it remains within the terms of its banking covenants, and has remained within those covenants for the whole of the financial year.

Given the current level of macroeconomic uncertainty stemming from inflation, global supply chain difficulties and geopolitical risks, and being also mindful of the risks discussed in the section on principal risks and uncertainties, the Group has performed financial modelling of future cash flows. The Board has reviewed the cash flow forecasts which cover a period of 12 months from the approval of the 2023 Annual Report, and which reflect forecast changes in revenue across the Group's business units. A reverse stress test has been performed on the forecasts to determine the extent of a downturn which would result in a breach of covenants. Revenue would have to reduce by approximately 28% over the period under review for the Group to be likely to breach the leverage covenant under the terms of its borrowing facility. The reverse stress test does not take into account further mitigating actions which the Group would implement in the event of a severe and extended revenue decline, such as reducing discretionary spend and capital expenditure. This assessment indicates that the Group can operate within the level of its current increased facilities, as set out above, without the need to obtain any new facilities for a period of not less than 12 months from the date of this report.

Following this assessment, the Board of Directors are satisfied that the Group has sufficient resources to continue in operation for a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in relation to this conclusion and preparing the consolidated financial statements. There are no key sensitivities identified in relation to this conclusion.

Treasury and financial instruments

The Group's treasury policy, approved by the Board, is to manage its funding requirements and treasury risks without taking any speculative risks. Treasury and financing matters are assessed further in the section on principal risks and uncertainties.

To manage foreign currency exchange impact on the translation of net investments, certain US Dollar denominated borrowings taken out in the UK to finance US acquisitions are designated as a hedge of the net investment in US subsidiaries. At 31 March 2023 this hedge was fully effective. The carrying value of these borrowings at 31 March 2023 was GBP7.3m (31 March 2022: GBP6.8m).

At 31 March 2023, the Group had GBP0.5m (31 March 2022: GBP0.5m) of its gross debt at fixed interest rates. Cash deposits are placed short-term with banks where security and liquidity are the primary objectives. The Group has no significant concentrations of credit risk, with sales made to a wide spread of customers, industries and geographies. Policies are in place to ensure that credit risk on individual customers is kept to a minimum.

Pension assets and liabilities

The Group has a mix of UK (83% of gross liabilities) and overseas (17% of gross liabilities) defined benefit pension obligations as shown below.

 
                                 2023                          2022 
                     ----------------------------  ---------------------------- 
                     Assets  Liabilities  Deficit  Assets  Liabilities  Deficit 
                       GBPm         GBPm     GBPm    GBPm         GBPm     GBPm 
-------------------  ------  -----------  -------  ------  -----------  ------- 
UK scheme             101.6      (145.8)   (44.2)   134.4      (198.5)   (64.1) 
Overseas schemes       12.9       (30.9)   (18.0)    15.4       (38.4)   (23.0) 
-------------------  ------  -----------  -------  ------  -----------  ------- 
                      114.5      (176.7)   (62.2)   149.8      (236.9)   (87.1) 
Deferred tax asset                            5.1                          11.0 
-------------------  ------  -----------  -------  ------  -----------  ------- 
Net deficit                                (57.1)                        (76.1) 
-------------------  ------  -----------  -------  ------  -----------  ------- 
 

The Group's retirement benefit obligations decreased from GBP87.1m (GBP76.1m net of deferred tax) at 31 March 2022 to GBP62.2m (GBP57.1m net of deferred tax) at 31 March 2023. The largest element of the decrease relates to the UK scheme where the deficit decreased from GBP64.1m to GBP44.2m primarily due to an increase in AA corporate bond yields, which reduces the present value of gross liabilities under IAS 19. This was partially offset by the impact of an increase in the UK inflation assumption . For the purposes of determining scheme pension payments, inflation is capped for the UK and the US schemes. The deficit of the overseas schemes decreased by GBP5.0m to GBP18.0m, reflecting increases in European interest rates, and changes in assumptions for discount and inflation rates. All defined benefit schemes, with the exception of one scheme for blue-collar workers in the US, are closed for future accrual.

UK funded scheme

The deficit of the UK scheme decreased in the year to GBP44.2m (31 March 2022: GBP64.1m), reflecting a number of changes in assumptions and factors.

The decrease in gross liabilities of GBP52.7m arose primarily from a combination of an increase in the rate used to discount the scheme's liabilities (discount rate of 4.85% compared with 2.75% in the prior year) and a reduction in the long-term inflation assumption (CPI of 2.85% compared with 3.25% in the prior year). Partially offsetting the reduction in liabilities was a GBP32.8m decrease in the value of the scheme's assets, which was primarily due to a reduction in value of the Scheme's investment in LDI.

The latest triennial actuarial valuation of the UK scheme, with an effective date of 5 April 2022, was agreed in April 2023 and identified a deficit of GBP5.9m; this compares favourably to the GBP9.1m deficit recorded at 5 April 2019. This is significantly lower than the IAS 19 deficit, largely as the actuarial valuation places a value on the Group's guaranteed future cash payments to the scheme under the central asset reserve structure established in June 2013. The Group had previously agreed to increase pension contributions to the UK pension scheme by GBP1.0m per annum, once Group adjusted operating profits exceeded GBP16.0m, additional contributions to the UK pension scheme commenced from 1 April 2023. It is expected that the actuarial valuation deficit of GBP5.9m can be recovered from these additional cash contributions, together with asset outperformance, above the prudent levels assumed in the valuation, over the remaining life of the scheme.

Contributions in the year ended 31 March 2023 were GBP4.1m (2022: GBP3.4m). The increase in contributions compared to the prior year follows the agreement reached with the Trustee in April 2020 such that GBP2.8m of the prior year contributions due to the UK scheme were deferred in light of the potential impact of the Covid-19 pandemic. The deferred contributions are being repaid over the five-year period which commenced on 1 April 2022. The underlying level of contributions to the UK scheme increases annually by RPI plus 1.5% (capped at 5%).

The next triennial valuation date will be as at 5 April 2025.

Overseas schemes

The largest element of the overseas schemes is the German unfunded scheme, with a total liability and deficit of GBP17.7m (31 March 2022: GBP22.4m). Other overseas funded schemes comprise a number of smaller arrangements around the world, with a combined deficit of GBP0.3m (31 March 2022: GBP0.6m). The combined deficits of all the overseas schemes decreased by GBP5.0m. During April 2022, the Board's decision to close the New Zealand defined benefit pension scheme was enacted by the scheme trustees.

For overseas pension schemes, the contributions in the year were GBP1.7m (2022: GBP1.4m).

JIM HAUGHEY

GROUP Finance Director

12 July 2023

Principal Risks and Uncertainties

We take steps at both a Group and subsidiary level to understand and evaluate potential risks and uncertainties which could have a material impact on our performance in order to mitigate them. We have promoted and encouraged a risk aware culture throughout the Group. Details of the principal risks and uncertainties are summarised below and set out in more detail in the Annual Report.

The Board continues to monitor potential emerging or evolving risks on an ongoing basis. A new principal risk has been added this year; relating to product liability. This addition reflects the result of 'bottom up' site risk register reviews, output of the Executive Risk Management and Monitoring Committee ("ERMMC") where compliance with contractual sales terms is regularly flagged as a key control, horizon scanning which identified our increasing success of obtaining large multi-year supply contracts, and benchmarking against our peer group. Whilst product liability has been added as a principal risk, we believe that we have sufficient and robust controls in place such that this risk is mitigated to an acceptable level.

In addition, we have also combined two risks that were previously reported separately: strategy execution and corporate transactions/business development. This change reflects the Groups overall strategy, of which a core element focuses on acquisitions, and also that major restructuring exercises completed in previous years have come to an end.

The effect of climate change is an area that has been subject to additional focus during the year, across all levels of the business. Renold recognises the importance of considering climate risks and opportunities in our business decisions, and we have undertaken specific projects over the last 12 months in order to better and more formally understand the extent to which climate change impacts our business. We will continue to develop these processes over time, in order to continually aim to ensure the completeness of our risk management processes and to identify those topics that are most significant for our operations, such that we prioritise our risk mitigation efforts accordingly.

Climate change truly represents both risk and opportunity for the Group. For example, continued environmental activism around climate change has started to influence some consumers to reduce their carbon footprints, and there is the potential that this could start to impact some of the sectors we operate in; however, as Renold supports customers in achieving their own sustainability goals through the development and supply of high specification, durable, environmentally responsible products which ultimately minimise the impact on the environment, this is also an opportunity for us.

We do not believe that climate change is a stand-alone principal risk, and instead believe that it should be assessed in an integrated way within our existing risk management processes. We recognise that the effect of climate change will have an impact, to a greater or lesser extent, across all of our existing principal risks; however, we do not believe this to have a material impact on our principal risk assessment at this time. As with all risks, we will continue to monitor the evolving situation over time.

 
1 Macroeconomic and political volatility 
---------------------------------------------------------------------------------------------------------------------- 
DETAILED RISK                                               POTENTIAL IMPACT 
Material changes in prevailing macroeconomic or             Potential touch points include: 
geopolitical conditions could have a detrimental             *    Commodity prices which have a negative impact on 
impact on business performance. We operate in 18 countries        demand in the whole supply chain. 
and sell to customers in over 100, 
therefore we are necessarily exposed to economic and 
geopolitical risks in these territories.                     *    Changes to tariffs and import duties which can 
                                                                  distort customer buying decisions. 
 
 
                                                             *    Foreign exchange volatility can impact customer 
                                                                  buying patterns, leading to lower demand or the need 
                                                                  to rapidly switch supply chains. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Our diversified geographic footprint inherently 
       exposes us to more countries where risks arise but 
       conversely provides some degree of resilience and 
       flexibility. 
 
 
  *    Actions to lower the Group's overall break-even point 
       also serve to reduce the impact of any global 
       economic slowdown. 
 
 
  *    A focus on 'predict and respond', e.g. sales 
       forecasting and raw material price monitoring, 
       leading to operational change such as sales price 
       increases or cost reductions. 
 
 
  *    Active monitoring of stock levels and customers in 
       relevant geographies to identify any issues early. 
 
 
  *    We have a good level of liquidity, with access to 
       sufficient multi-currency debt facilities. 
 
 
 The FY23 risk trend is unchanged. 
 Renold has demonstrated the ability to manage costs in response to revenue shocks, protecting 
 profitability and returns. 
 Rising interest rates and inflation increase the cost of borrowing, however, this is offset 
 with some stabilisation of the high-cost inflation previously experienced on raw material, 
 freight and energy prices. 
 Growth in the global economy, following stabilisation of the Covid-19 pandemic, presents opportunity 
 though this growth may not continue. 
 Greater geopolitical risk with the war in Ukraine, and previous supply chain disruption during 
 the pandemic, has resulted in customers shortening their supply chains and moving supply closer 
 to their main operating locations. Renold benefits from manufacturing locations across several 
 continents, which are often in close proximity to our customers' locations. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
2 Strategy execution 
DETAILED RISK                                              POTENTIAL IMPACT 
The Group's ongoing strategy requires the co-ordinated      *    While these projects are designed to deliver targeted 
delivery of a number of complex projects.                        benefits, they have the potential to negatively 
Part of the Group's strategy is to grow through selective        impact the Group's operations if not appropriately 
acquisitions. Performance of acquired                            managed. 
businesses may not reach expectations, impacting Group 
profitability and cash flows. Similarly, 
poorly managed asset sales may result in                    *    When completing acquisitions, value can be lost 
under-achievement of value.                                      through over-paying, missing key issues in due 
                                                                 diligence or potential value leakage through poor 
                                                                 contract negotiation. Value can also be lost through 
                                                                 a poorly planned or executed integration phase, or 
                                                                 failure to deliver anticipated benefits during 
                                                                 'business as usual'. 
---------------------------------------------------------  ----------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    The Strategic Plan has been developed to deliver a 
       sustained improvement in performance and to make that 
       performance more stable and less exposed to revenue 
       volatility. 
 
 
  *    The Board reviews progress against the different 
       strategic projects in each of its meetings. This is 
       based on a regularly updated report from the CEO, 
       which groups the individual projects into themes 
       linked directly to our strategic objectives. 
 
 
  *    Major projects are all managed in accordance with 
       best practice project management techniques. 
 
 
  *    External advisers are utilised where special 
       expertise is required, where new capabilities are 
       required, or where insufficient capacity is available 
       'in house'. 
 
 
  *    Monitoring of specific acquisition targets: Business 
       acquisition process incorporating concept evaluation, 
       business case, indicative offer/heads of terms, due 
       diligence (covering a range of criteria), and 
       integration, planning, execution and post integration 
       appraisal which in turn feeds back to the business 
       acquisition process. 
 
 
 The FY23 risk trend remains stable. 
 Stable management team, with appropriate skills and experience, are in place to deliver the 
 well-defined Group Strategy. This is supported by a long- term credit facility which was renewed 
 in May 2023. 
 The acquisition of YUK in August 2022 has performed ahead of expectations. This acquisition, 
 coupled with the successful acquisition of the Brooks Conveyor Chain business in April 2021, 
 demonstrates our ability to manage risk associated with our acquisition strategy well. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
3 Product liability 
DETAILED RISK                                                             POTENTIAL IMPACT 
A failure in one of our products results in serious injury, death,          *    Non-compliance with quality standards 
damage to property or non-compliance 
with product regulations. 
The risk that products are not manufactured to contractually agreed         *    Financial loss 
specification or additional 
customers' requirements. 
                                                                            *    Reputational damage 
------------------------------------------------------------------------  -------------------------------------------- 
MITIGATION AND CONTROL 
  *    Standard Terms and Conditions of Sale are utilised, 
       which are appropriately reviewed by in house Legal 
       Counsel and external advisers as appropriate. These 
       cap financial exposure and exclude consequential 
       losses. 
 
 
  *    Non-standard Terms and Conditions of Sale must be 
       approved by senior executives in line with the Group 
       Authority Matrix, following thorough legal and 
       commercial review. 
 
 
  *    Strict quality processes are adhered to, and our 
       manufacturing locations maintain industry-relevant 
       accreditations. 
 
 
  *    Potential damages resulting from this risk are fully 
       or partially covered through the Group's various 
       insurance policies. 
 
 
  *    Legal self-assessment checklists are completed by all 
       operating locations and are reviewed by in house 
       legal counsel, in order to identify any potential 
       non-standard terms and conditions. 
 
 
 Product Liability has been included in our principal risks during the year. This reflects 
 the output of our: 
  *    'Bottom up' site risk register reviews to identify 
       common themes. 
 
 
  *    Output of the ERMMC review process; compliance with 
       contractual sales terms being frequently raised as a 
       key internal control. 
 
 
  *    Horizon scanning, which identified our increasing 
       success of obtaining large multi-year supply 
       contracts which are conducted on non-standard terms 
       of sale. 
 
 
  *    Benchmarking of risk against peer group. 
 
 
 Whilst the inherent impact and likelihood of this risk occurring would be high, we believe 
 that we have sufficient and robust controls in place, such that the risk is mitigated to an 
 acceptably low level. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
4 Health and safety in the workplace 
DETAILED RISK                                               POTENTIAL IMPACT 
The risk of death or serious injury to employees or third   Accidents caused by a lack of robust safety procedures 
parties associated with Renold's                            could result in life-changing impacts 
worldwide operations.                                       for employees, visitors or contractors. This will always 
We are proud of the progress we have made in recent years,  be unacceptable. In addition, accidents 
but recognise that we have more                             could result in civil or criminal liability for both the 
to do.                                                      Group and the Directors and officers 
                                                            of the Group and Group companies, leading to financial 
                                                            loss or reputational damage. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Group policies and a Group-wide management system 
       known as the Framework, to set control expectations, 
       with a support training programme for all managers. 
 
 
  *    The Group operates a rolling programme of health and 
       safety audits to assess compliance against the 
       Framework. These audits have largely returned to 'in 
       person' site visits, following previous Covid-19 
       related travel restrictions. 
 
 
  *    Continual hazard assessments to ensure awareness of 
       risks. 
 
 
  *    Live tracking of accident rates and root cause 
       analysis via our Group reporting system, plus monthly 
       Board reporting focused on a range of KPIs. 
 
 
  *    Specific initiatives include the BAT (Be safe; Act 
       safe; Think safe) safety logo and the Annual Health 
       and Safety Awards Scheme to recognise success. 
 
 
  *    Proactive identification and management of emerging 
       risks. 
 
 
 The FY23 risk trend is unchanged. No matter what mitigating actions are undertaken, there 
 remains a risk of death or serious injury. We therefore continue to assess the risk as the 
 highest possible impact, but through the mitigation actions seek to reduce the likelihood. 
 Significantly improving our health and safety performance continues to be our number one strategic 
 objective. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
5 Security and effective deployment and utilisation of information technology systems 
DETAILED RISK                                               POTENTIAL IMPACT 
We seek to leverage the use of IT to achieve competitive     *    Interruption or failure of IT systems (including the 
advantage. The Group continues to                                 impact of a cyber-attack) would negatively impact or 
implement a global ERP system to replace numerous legacy          prevent some business activities from occurring. If 
systems which inherently brings with                              the interruption was long lasting, significant damag 
it the risks associated with a large-scale change           e 
programme.                                                        could be done to the business. 
The threat from cyber-attacks, and therefore security of 
our IT systems, is constantly evolving. 
The frequency of attacks is increasing, and the nature of    *    It is essential that we are able to rely on the data 
such attacks are becoming more sophisticated.                     derived from our business system to feed routine but 
The risk to our Group, our supply chains and our customers        fundamental business performance monitoring. 
is ever present. 
 
                                                             *    An unsuccessful implementation of the global ERP 
                                                                  system has the potential to materially impact that 
                                                                  site's, and possibly the Group's, performance. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Short-term maintain stability of existing hardware 
       and legacy software platforms. 
 
 
  *    Governance and control arrangements operating over 
       the Group's ERP implementation programme. 
 
 
  *    New ERP system is successfully implemented at several 
       locations. 
 
 
  *    Use of specialist external consultants and 
       recruitment of experienced personnel. 
 
 
  *    Phased implementation rather than 'big bang', along 
       with project assurance and 'lessons learned' reviews 
       to continuously improve the quality of successive 
       rollouts. 
 
 
  *    Steering Committee in operation with cascading 
       project management disciplines. 
 
 
  *    A range of preventative and detective controls to 
       manage the risk of a cyber-attack, including 
       technical solutions in addition to employee training 
       programmes. 
 
 
  *    Regular system maintenance and upgrades, including 
       patching, to ensure known vulnerabilities are 
       protected. 
 
 
 The overall risk for FY23 is unchanged. 
 Whilst we recognise that cyber threat is ever increasing, we have continued to invest in additional 
 capability and controls designed to defend against such threats. There is a continued focus 
 on managing and reducing the impact of any potential attack. 
 We have also successfully removed another one of our legacy ERP systems during the year. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
6 Prolonged loss of a major manufacturing site 
DETAILED RISK                                               POTENTIAL IMPACT 
A catastrophic loss of the use of all or a significant        *    In the short and long term, a related risk event 
portion of a strategic production facility.                        could adversely affect the Group's ability to meet 
The prolonged loss of certain larger plants has the                the demands of its customers. 
ability to impact the viability of the 
Group. This could result from an accident, a strike by 
employees, a significant disease outbreak,                    *    Specifically, this could entail significant repair 
major disruption to supply chains, fire, severe weather or         costs or costs of alternative supply. A significant 
other causes outside of management                                 proportion of the Group's revenue is on relatively 
control.                                                           short lead times and a break in our supply chain 
                                                                   could result in loss of revenue. All of this 
                                                                   translates into lower sales and profits and reduced 
                                                                   cash flow. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Preventative maintenance programmes and new 
       investments to reduce risk of interruption of 
       manufacturing. 
 
 
  *    A Group Fire Safety Policy mandating preventative, 
       detective and containment controls. 
 
 
  *    Alternative manufacturing capacity exists for a 
       growing portion of the Group's product range, with 
       this manufacturing capability spread across 
       geographic territories. 
 
 
  *    Inventory maintained to absorb and flatten out 
       shorter-term raw material supply and production 
       volatility risks. 
 
 
  *    Comprehensive insurance policies to mitigate the 
       impact of a number of these risks, albeit subject to 
       carve-out of cover for specific risks (e.g. SARS and 
       related disease outbreak) and claim limits. 
 
 
  *    Amendments to operational processes, whenever and 
       wherever required, to mitigate emerging risks and 
       country-specific requirements. 
 
 
 The risk trend for FY23 is unchanged, largely as a result of already being classified at maximum 
 risk levels. 
 We have continued to enhance the manufacturing capabilities at a number of our manufacturing 
 locations through investment in equipment and additional training during the year, with the 
 aim of reducing reliance on single geographical locations. 
 This is coupled with a Group-wide programme to continually maintain, develop and enhance our 
 business continuity plans, such that the impact of business interruption is minimised in the 
 event it occurs. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
7 People and change 
DETAILED RISK                                               POTENTIAL IMPACT 
The Group's operations are dependent upon the ability to     *    Failure to retain, attract or motivate the required 
attract and retain the right people                               calibre of employees will negatively impact business 
with an appropriate range of skills and experience.               performance. 
Succession planning and the ability to swiftly replace 
staff retiring or leaving is also critical. 
                                                             *    The delivery of the Strategic Plan and our strategic 
                                                                  goals may also be delayed. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Competitive reward programmes, focused training and 
       development, and a talent retention programme. 
 
 
  *    Ongoing reviews of succession plans based on business 
       needs. 
 
 
  *    Performance management and personal development 
       programmes introduced alongside training initiatives. 
 
 
  *    Management team strengthened with new capability from 
       external hires and internal promotions. 
 
 
  *    The Renold Values, launched in 2015, continue to be 
       embedded and are linked to recruitment processes for 
       new employees. 
 
 
 The FY23 risk trend is reducing. 
 The employment market remains competitive, however, we continue to attract and retain high 
 calibre individuals. 
 Whilst industrial action across a range of sectors has been increasingly publicised during 
 the year, we have tried to maintain positive relationships with our employees and have, where 
 possible, worked in partnership to achieve mutually agreeable pay awards and working arrangements. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
8 Liquidity, foreign exchange and banking arrangements 
DETAILED RISK                                               POTENTIAL IMPACT 
A lack of sufficient liquidity and flexibility in banking    *    Potentially cause under-investment and sub-optimal 
arrangements could inhibit the Group's                            short-term decision making. 
ability to invest for the future or, in extremes, restrict 
day-to-day operations. 
                                                             *    Limiting investment could prevent efficiency savings 
                                                                  and reduce competitiveness. 
 
 
                                                             *    In an extreme situation, the Group's ability to 
                                                                  operate as a going concern could also be jeopardised 
                                                            . 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    The Group's primary banking facility was renewed in 
       May 2023, with long-term financing agreed to May 2026 
       and an option to extend the term for a further two 
       years. The new facility has increased to GBP85.0m 
       from GBP61.5m, and the key net debt/EBITDA covenant 
       was improved from 2.5x to 3.0x. The facility is fully 
       available given current levels of profitability and 
       we continue to maintain a positive relationship with 
       our banking providers. 
 
 
  *    Rolling foreign exchange forward contracts covering 
       committed future cash flows. 
 
 
 The Group remained, with good headroom, within banking covenants throughout the year and retains 
 a strong cash position. 
 The routine renewal of our committed debt facilities was successfully completed in May 2023, 
 increasing both the amount of borrowing available and headroom on the net debt/EBITDA covenant. 
 As a result, the likelihood of this risk crystallising is lower and hence the FY23 risk trend 
 is reducing. 
---------------------------------------------------------------------------------------------------------------------- 
 
 
9 Pensions deficit 
DETAILED                                                                                                          POTENTIAL IMPACT 
RISK                                                                                                               *    Given the Group's cash needs to invest in the 
The                                                                                                                     business, the pace of performance improvement could 
principal                                                                                                               be slowed if cash has to be diverted to the pension 
pensions                                                                                                                schemes. 
risk is that 
short-term 
cash funding                                                                                                       *    The balance sheet pension deficit could act as a 
requirements                                                                                                            disincentive to potential investors and could reduce 
of legacy                                                                                                               the Group's ability to raise new equity or debt 
pension                                                                                                                 financing, limiting the strategic options open to th 
schemes                                                                                                           e 
diverts                                                                                                                 Group. 
much-needed 
investment 
away from 
the Group's 
operations. 
Secondly, 
the size of 
the reported 
balance 
sheet 
deficit can 
operate as a 
disincentive 
to 
potential 
investors or 
other 
stakeholders 
, limiting 
the Group's 
ability to 
raise 
financing 
on capital 
markets. 
------------  -------------------------------------------------------------------------------------------------------------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    We maintain a good relationship with pension 
       trustees. 
 
 
  *    Specialist professional advice is obtained to help us 
       manage the associated liabilities and risks. 
 
 
  *    T he major UK pension cash flows (over 50% of all 
       defined benefit pension cash costs) are stable, known 
       and defined under the 25-year asset-backed funding 
       scheme put in place during 2013. A further 25% of the 
       annual cash flows are pensions in paym ent in Germany 
       in a mature scheme that has passed its peak funding 
       requirement. 
 
 
 The size of the reported balance sheet deficit has considerably lowered in the year, whilst 
 cash contributions have remained known and stable. As such, the FY23 risk trend is reducing. 
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------- 
 
 
10 Legal, financial and regulatory compliance 
DETAILED RISK                                               POTENTIAL IMPACT 
The risk of censure, fine or business prohibition as a      Failure by the Group or its representatives to abide by 
result of any part of the Group failing                     applicable laws and regulations could 
to comply with regulatory or legal obligations.             result in: 
Risks related to regulatory and legislative changes          *    Administrative, civil or criminal liability. 
include the inability of the Group to 
comply with current, changing or new requirements. 
Many of the Group's business activities are subject to       *    Significant fines and penalties. 
increasing regulation and enforcement 
by relevant authorities. 
                                                             *    Suspension of the Group from trading. 
 
 
                                                             *    Reputational damage. 
----------------------------------------------------------  ---------------------------------------------------------- 
MITIGATION AND CONTROL 
  *    Communication and management of a clear compliance 
       culture. 
 
 
  *    Risk assessments and ongoing compliance reviews at 
       least annually at all major locations. 
 
 
  *    Published up-to-date policies and procedures with 
       clear guidance and training issued to all employees. 
 
 
  *    Monitoring of compliance with nominated accountable 
       managers in each business unit. 
 
 
  *    Financial control assurance and legal compliance is 
       obtained through internal audit and a control 
       self-assessment process. 
 
 
  *    Self-certification from every operating region that 
       internal controls have been complied with and that 
       legal compliance has been maintained and is reviewed 
       on at least an annual basis. All units and functions 
       in the Group are subject to internal audit on a 
       regular risk-b ased cycle. Any non-compliance 
       reported is reviewed by the Audit Committee. 
 
 
 The FY23 risk trend is unchanged. 
---------------------------------------------------------------------------------------------------------------------- 
 

Consolidated Income Statement

for the year ended 31 March 2023

 
                                                      2023      2022 
                                            Note      GBPm      GBPm 
-----------------------------------------  -----  --------  -------- 
 Revenue                                     1       247.1     195.2 
 Operating costs                             2     (224.2)   (179.0) 
-----------------------------------------  -----  --------  -------- 
 Operating profit                                     22.9      16.2 
 Finance costs                               3      ( 5.6)     (3.8) 
-----------------------------------------  -----  --------  -------- 
 Profit before tax                                    17.3      12.4 
 Taxation                                    4       (5.5)     (2.2) 
-----------------------------------------  -----  --------  -------- 
 Profit for the financial year                        11.8      10.2 
 
 Earnings per share                          5 
 Basic earnings per share                             5.7p      4.7p 
 Diluted earnings per share                           5.1p      4.4p 
-----------------------------------------  -----  --------  -------- 
 
 Basic adjusted earnings per share (1)                6.5p      4.3p 
 Diluted adjusted earnings per share (1)              5.9p      4.0p 
-----------------------------------------  -----  --------  -------- 
 

(1) Definitions of adjusted measures are provided in alternative performance measures in Note 21.

All results are from continuing operations.

Consolidated Statement of Comprehensive Income

for the year ended 31 March 2023

 
                                                                2023    2022 
                                                                GBPm    GBPm 
------------------------------------------------------------  ------  ------ 
 Profit for the financial year                                 11. 8    10.2 
 Items that may be reclassified to the income statement 
  in subsequent years: 
 Exchange differences on translation of foreign operations       2.7     3.2 
 Loss on hedges of the net investment in foreign operations    (0.8)   (0.3) 
 Cash flow hedges: 
  Gain/(loss) arising on cash flow hedges during the 
   year                                                          0.3   (0.5) 
  Less: Cumulative gain arising on cash flow hedges 
   reclassified to profit and loss                               0.6     0.1 
 Income tax relating to items that may be reclassified 
  subsequently to profit or loss                               (0.2)     0.1 
------------------------------------------------------------  ------  ------ 
                                                                 2.6     2.6 
 Items not to be reclassified to the income statement 
  in subsequent years: 
 Remeasurement gains/(losses) on retirement benefit 
  obligations                                                   22.2    12.3 
 Tax on remeasurement gains/losses on retirement benefit 
  obligations - excluding impact of statutory rate change      (5.8)   (3.1) 
 Effect of changes in statutory tax rate on deferred 
  tax assets                                                       -     2.3 
------------------------------------------------------------ 
                                                                16.4    11.5 
------------------------------------------------------------  ------  ------ 
 Other comprehensive income for the year, net of tax            19.0    14.1 
------------------------------------------------------------  ------  ------ 
 Total comprehensive income for the year, net of tax            30.8    24.3 
------------------------------------------------------------  ------  ------ 
 

Consolidated Balance Sheet

as at 31 March 2023

 
                                                      Restated(1) 
                                               2023          2022 
                                     Note      GBPm          GBPm 
----------------------------------  -----  --------  ------------ 
 ASSETS 
 Non-current assets 
 Goodwill                             7        28.2          22.7 
 Intangible assets                    8        10.9           5.1 
 Property, plant and equipment        9        56.8          49.3 
 Right-of-use assets                  10       16.5           8.0 
 Deferred tax assets                           11.8          17.9 
                                              124.2         103.0 
----------------------------------  -----  --------  ------------ 
 Current assets 
 Inventories                          11       61.8          48.4 
 Trade and other receivables          12       43.5          35.7 
 Current tax                                    0.6             - 
 Derivative financial instruments               0.3             - 
 Cash and cash equivalents            13       19.3          10.5 
                                              125.5          94.6 
----------------------------------  -----  --------  ------------ 
 TOTAL ASSETS                                 249.7         197.6 
----------------------------------  -----  --------  ------------ 
 LIABILITIES 
 Current liabilities 
 Borrowings                           14     (47.3)         (1.0) 
 Trade and other payables             15     (57.2)        (48.5) 
 Lease liabilities                    10      (2.7)         (2.8) 
 Current tax                                  (6.6)         (4.1) 
 Derivative financial instruments                 -         (0.5) 
 Provisions                           16      (0.9)         (0.2) 
                                            (114.7)        (57.1) 
----------------------------------  -----  --------  ------------ 
 NET CURRENT ASSETS                            10.8          37.5 
----------------------------------  -----  --------  ------------ 
 Non-current liabilities 
 Borrowings                           14      (1.3)        (22.8) 
 Preference stock                     14      (0.5)         (0.5) 
 Trade and other payables             15      (2.5)         (4.7) 
 Lease liabilities                    10     (17.5)         (9.2) 
 Deferred tax liabilities                     (7.8)         (5.4) 
 Retirement benefit obligations              (62.2)        (87.1) 
 Provisions                                   (4.1)         (3.8) 
                                             (95.9)       (133.5) 
----------------------------------  -----  --------  ------------ 
 TOTAL LIABILITIES                          (210.6)       (190.6) 
----------------------------------  -----  --------  ------------ 
 NET ASSETS                                    39.1           7.0 
----------------------------------  -----  --------  ------------ 
 EQUITY 
 Issued share capital                          11.3          11.3 
 Currency translation reserve                  11.5           9.8 
 Other reserves                               (4.5)         (5.4) 
 Retained earnings                             20.8         (8.7) 
----------------------------------  -----  --------  ------------ 
 TOTAL SHAREHOLDERS' FUNDS                     39.1           7.0 
----------------------------------  -----  --------  ------------ 
 

(1) See Note 20 for details of prior period restatement

Approved by the Board on 12 July 2023 and signed on its behalf by:

 
Robert Purcell   Jim Haughey 
CHIEF EXECUTIVE  FINANCE DIRECTOR 
 

Consolidated Statement of Changes in Equity

for the year ended 31 March 2023

 
                                                                                                           Restated(1) 
                                         Share   Restated(1)       Currency       Capital                        Total 
                              Share    premium      Retained    translation    redemption       Other    shareholders' 
                            capital    account      earnings        reserve       reserve    reserves            funds 
                               GBPm       GBPm          GBPm           GBPm          GBPm        GBPm             GBPm 
------------------------  ---------  ---------  ------------  -------------  ------------  ----------  --------------- 
 At 31 March 2021              11.3       30.1        (77.0)            6.8          15.4       (0.1)           (13.5) 
 Profit for the year              -          -          10.2              -             -           -             10.2 
 Other comprehensive 
  income/ (expense)               -          -          11.5            3.0             -       (0.4)             14.1 
------------------------  ---------  ---------  ------------  -------------  ------------  ----------  --------------- 
 Total comprehensive 
  income/ (expense) 
  for the year                    -          -          21.7            3.0             -       (0.4)             24.3 
 Own shares purchased             -          -             -              -             -       (4.9)            (4.9) 
 Capital reorganisation           -     (30.1)          45.5              -        (15.4)           -                - 
 Share based payments             -          -           1.1              -             -           -              1.1 
------------------------  ---------  ---------  ------------  -------------  ------------  ----------  --------------- 
 At 31 March 2022              11.3          -         (8.7)            9.8             -       (5.4)              7.0 
 Profit for the year              -          -          11.8              -             -           -             11.8 
 Other comprehensive 
  income                          -          -          16.4            1.7             -         0.9             19.0 
 Total comprehensive 
  income for the year             -          -          28.2            1.7             -         0.9             30.8 
 Share based payments             -          -           1.3              -             -           -              1.3 
 At 31 March 2023              11.3          -          20.8           11.5             -       (4.5)             39.1 
------------------------  ---------  ---------  ------------  -------------  ------------  ----------  --------------- 
 

(1) See Note 20 for details of prior period restatement

Included in retained earnings is GBP2.7m (31 March 2022: GBP1.9m) relating to a share option reserve .

The other reserves include Renold shares held by the Renold plc Employee Benefit Trust. The Renold Employee Benefit Trust holds Renold plc shares and satisfies awards made under various employee incentive schemes when issuance of new shares is not appropriate.

At 31 March 2023 16,888,938 (31 March 2022: 18,422,509) ordinary shares of 5p each were held by the Renold Employee Benefit Trust and, following recommendations by the employer, are provisionally allocated to satisfy awards under employee incentive schemes. The market value of these shares at 31 March 2023 was GBP4.3m (31 March 2022: GBP3.7m).

Consolidated Statement of Cash Flows

for the year ended 31 March 2023

 
                                                                  2023     2022 
                                                         Note     GBPm     GBPm 
------------------------------------------------------  -----  -------  ------- 
 Cash flows from operating activities                     17 
 Cash generated from operations                                   19.4     21.0 
 Income taxes paid                                               (2.7)    (1.7) 
 Net cash flow from operating activities                          16.7     19.3 
------------------------------------------------------  -----  -------  ------- 
 Cash flows used in investing activities 
 Proceeds from property disposals                                    -      0.2 
 Purchase of property, plant and equipment                       (7.0)    (4.1) 
 Purchase of intangible assets                                   (1.4)    (1.2) 
 Consideration paid for acquisitions net of cash 
  acquired                                                19    (14.5)    (0.5) 
 Net cash flow used in investing activities                     (22.9)    (5.6) 
------------------------------------------------------  -----  -------  ------- 
 Cash flows from financing activities 
 Repayment of principal under lease liabilities                  (2.9)    (4.2) 
 Finance costs paid                                              (3.0)    (1.5) 
 Own shares purchased                                                -    (4.9) 
 Proceeds from borrowings                                         28.3      4.7 
 Repayment of borrowings                                         (8.3)   (16.0) 
 Net cash flow from/(used in) financing activities                14.1   (21.9) 
------------------------------------------------------  -----  -------  ------- 
 Net increase/(decrease) in cash and cash equivalents              7.9    (8.2) 
 Net cash and cash equivalents at beginning of 
  year                                                             9.5     17.3 
 Effects of exchange rate changes                                  0.1      0.4 
------------------------------------------------------                  ------- 
 Net cash and cash equivalents at end of year             13      17.5      9.5 
------------------------------------------------------  -----  -------  ------- 
 

Accounting Policies

Basis of preparation

The financial information for the year ended 31 March 2023 and the year ended 31 March 2022 does not constitute the Company's statutory accounts for those years but is derived from those accounts. Statutory accounts for the year ended 31 March 2022 have been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

The statutory accounts for the year ended 31 March 2023 have been authorised for issue and signed by the Board of Directors at the time of this announcement. They are expected to be published on or before 4 August 2022 and will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

Going concern

The financial statements have been prepared on a going concern basis. In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether the Group can continue in operational existence for the foreseeable future.

Further information in relation to the Group's business activities, together with the factors likely to affect its future development, performance and financial position, liquidity, cash balances and borrowing facilities is set out in the Strategic Report section of the Annual Report. In addition, the financial statements within the Annual Report include the Group's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities and its exposure to foreign exchange, credit and interest rate risk. Information relating to post balance sheet events is disclosed in Note 18.

The key covenants attached to the Group's multi-currency revolving credit facility relate to leverage (net debt to EBITDA, maximum 2.5x) and interest cover (minimum 4.0x), which are measured on a pre-IFRS 16 basis. The Group regularly monitors its financial position to ensure that it remains within the terms of its banking covenants. Following the acquisition of Industrias YUK S.A. ("YUK") on 3 August 2022, the Group's net debt increased by GBP16.0m to GBP29.8m (31 March 2022: GBP13.8m). The Group has accordingly remained within the borrowing covenant levels throughout the year ended 31 March 2023.

Given the current level of macroeconomic uncertainty stemming from Covid-19, inflation, the global supply chain crisis and geopolitical risks, and being also mindful of the risk matrix disclosed in the section on principal risks and uncertainties, the Group has performed financial modelling of future cash flows. The Board has reviewed the cash flow forecasts, which cover a period of 12 months from the approval of the 2023 Annual Report, and which reflect forecasted changes in revenue across the Group's business units. A reverse stress test has been performed on the forecasts to determine the extent of downturn which would result in a breach of covenants. Revenue would have to reduce by 28% over the period under review for the Group to breach the leverage covenant under the terms of its borrowing facility. The reverse stress test does not take into account further mitigating actions which the Group would implement in the event of a severe and extended revenue decline, such as reducing discretionary spend and capital expenditure. This assessment indicates that the Group can operate within the level of its current facilities, as set out above, without the need to obtain any new facilities for a period of not less than 12 months from the date of this report.

Following this assessment, the Board of Directors are satisfied that the Group has sufficient resources to continue in operation for a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in relation to this conclusion and preparing the Consolidated Financial Statements. There are no key sensitivities identified in relation to this conclusion.

Notes to the Consolidated Financial Statements

   1.   Segmental information 

For management purposes, the Group is organised into two operating segments according to the nature of their products and services and these are considered by the Directors to be the reportable operating segments of Renold plc as shown below:

-- The Chain segment manufactures and sells power transmission and conveyor chain and also includes sales of torque transmission products through Chain National Sales Companies (NSCs); and

-- The Torque Transmission segment manufactures and sells torque transmission products, such as gearboxes and couplings.

No operating segments have been aggregated to form the above reportable segments.

The Chief Operating Decision Maker (CODM) for the purposes of IFRS 8 'Operating Segments' is considered to be the Board of Directors of Renold plc. Management monitor the results of the separate reportable operating segments based on operating profit and loss which is measured consistently with operating profit and loss in the consolidated financial statements. The same segmental basis applies to decisions about resource allocation. Disclosure has been included in respect of working capital as opposed to operating assets of each segment as this is the measure reported to the CODM on a regular basis. However, Group finance costs, retirement benefit obligations and income taxes are managed on a Group basis and therefore are not allocated to operating segments. Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.

 
                                                                      Head office 
                                                           Torque       costs and 
                                        Chain (2)    Transmission    eliminations   Consolidated 
 Year ended 31 March 2023                    GBPm            GBPm            GBPm           GBPm 
-------------------------------------  ----------  --------------  --------------  ------------- 
 Revenue 
 External customer - transferred 
  at a point in time                        201.5            43.4               -          244.9 
 External customer - transferred 
  over time                                     -             2.2               -            2.2 
 Inter-segment(1)                             0.9             3.2           (4.1)              - 
------------------------------------- 
 Total revenue                              202.4            48.8           (4.1)          247.1 
-------------------------------------  ----------  --------------  --------------  ------------- 
 Operating profit/(loss)                     26.5             5.4           (9.0)           22.9 
 Finance costs                                                                             (5.6) 
------------------------------------- 
 Profit before tax                                                                          17.3 
 Taxation                                                                                  (5.5) 
                                       ----------  --------------  --------------  ------------- 
 Profit after tax                                                                           11.8 
-------------------------------------  ----------  --------------  --------------  ------------- 
 
 Other disclosures 
 Working capital(3)                          44.0            10.9           (6.8)           48.1 
 Capital expenditure(4)                       5.6             2.2             1.2            9.0 
 Total depreciation and amortisation          6.9             1.6             2.6           11.1 
-------------------------------------  ----------  --------------  --------------  ------------- 
 
   1.   Segmental information (continued) 
 
                                                                              Head office 
                                                                                costs and 
                                           Chain(2)   Torque Transmission    eliminations      Consolidated 
 Year ended 31 March 2022                      GBPm                  GBPm            GBPm              GBPm 
----------------------------------------  ---------  --------------------  --------------  ---------------- 
 Revenue 
 External customer - transferred 
  at a point in time                          158.2                  35.6               -             193.8 
 External customer - transferred 
  over time                                       -                   1.4               -               1.4 
 Inter-segment(1)                               1.0                   3.4           (4.4)                 - 
---------------------------------------- 
 Total revenue                                159.2                  40.4           (4.4)             195.2 
----------------------------------------  ---------  --------------------  --------------  ---------------- 
 Operating profit/(loss)                       20.5                   4.1           (8.4)              16.2 
 Finance costs                                                                                        (3.8) 
---------------------------------------- 
 Profit before tax                                                                                     12.4 
 Taxation                                                                                             (2.2) 
 Profit after tax                                                                                      10.2 
----------------------------------------  ---------  --------------------  --------------  ---------------- 
 
 Other disclosures 
 Working capital(3)                            30.0                   9.0           (3.4)              35.6 
 Capital expenditure(4)                         3.4                   2.0             0.9               6.3 
 Total depreciation and amortisation            6.2                   1.9             1.4               9.5 
----------------------------------------  ---------  --------------------  --------------  ---------------- 
1    Inter-segment revenues are eliminated on consolidation. 
2    Included in Chain external sales is GBP5.2m (2022: GBP4.2m) of Torque 
      Transmission product sold through the Chain NSCs, usually in countries 
      where Torque Transmission does not have its own presence. 
3    The measure of segment assets reviewed by the CODM is total working 
      capital, defined as inventories and trade and other receivables, less 
      trade and other payables. Working capital is also measured as a ratio 
      of rolling annual sales. 
4    Capital expenditure consists of additions to property, plant and equipment 
      and intangible assets. 
 
 

In addition to statutory reporting, the Group reports certain financial metrics on an adjusted basis (alternative performance measures, APMs). Definitions of adjusted measures, and information about the differences to statutory metrics are provided in Note 21. Current year adjusting items include a GBP0.7m (2022: GBP0.1m) of amortisation of acquired intangibles (Chain segment) and GBP0.6m (2022: GBPnil) of acquisition costs.

Constant exchange rate results are current period results retranslated using prior year exchange rates. A reconciliation is provided below and in Note 21.

Future performance obligations

The transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied at 31 March 2023 is GBP99.5m (2022: GBP84.1m). This mostly comprises of the obligation to manufacture and supply standard Group products. The majority of this revenue is recognised at a point in time.

An amount of GBP17.0m (2022: GBP11.7m) relates to revenue from a small number of large customer contracts, for which revenue is recognised over time in line with progress against performance obligations. This revenue is expected to be recognised over the next eight years (2022: over the next eight years).

 
                                                                   Head office 
                                                        Torque       costs and 
                                         Chain    Transmission    eliminations   Consolidated 
 Year ended 31 March 2023                 GBPm            GBPm            GBPm           GBPm 
-------------------------------------  -------  --------------  --------------  ------------- 
 Revenue 
 External customer - transferred 
  at a point in time                     201.5            43.4               -          244.9 
 External customer - transferred 
  over time                                  -             2.2               -            2.2 
 Inter-segment                             0.9             3.2           (4.1)              - 
 Foreign exchange retranslation         (12.5)           (2.8)               -         (15.3) 
 Total revenue at constant exchange 
  rates                                  189.9            46.0           (4.1)          231.8 
-------------------------------------  -------  --------------  --------------  ------------- 
 
 Operating profit/(loss)                  26.5             5.4           (9.0)           22.9 
 Foreign exchange retranslation          (1.6)           (0.3)             0.1          (1.8) 
 Operating profit/(loss) at constant 
  exchange rates                          24.9             5.1           (8.9)           21.1 
-------------------------------------  -------  --------------  --------------  ------------- 
 
   1.   Segmental information (continued) 

Geographical analysis of external sales by destination, non-current asset location and average employee numbers

The UK is the home country of the parent company, Renold plc. The principal operating territories, the proportions of Group external revenue generated (customer location), external revenues, non-current assets (asset location) and average employee numbers in each are as follows:

 
                     Revenue ratio     External revenues     Non-current          Average 
                                                                assets        employee numbers 
                   ----------------  --------------------  --------------  -------------------- 
                      2023     2022       2023       2022     2023   2022       2023       2022 
                         %        %       GBPm       GBPm     GBPm   GBPm 
-----------------  -------  -------  ---------  ---------  -------  -----  ---------  --------- 
 United 
  Kingdom              7.7      8.4       19.1       16.4     13.3   13.9        280        282 
 Rest of 
  Europe              29.6     31.2       73.2       60.9     42.1   17.2        585        499 
 US & Canada          42.1     39.1      103.9       76.4     33.5   30.5        282        279 
 Australasia          10.2     10.5       25.3       20.5      4.7    4.8        125        133 
 China                 5.0      4.9       12.4        9.5     14.3   14.3        247        259 
 India                 3.8      4.2        9.3        8.2      4.5    4.4        335        362 
 Other countries       1.6      1.7        3.9        3.3        -      -          -          - 
-----------------  -------  -------  ---------  ---------  -------  -----  ---------  --------- 
                     100.0    100.0      247.1      195.2    112.4   85.1      1,854      1,814 
-----------------  -------  -------  ---------  ---------  -------  -----  ---------  --------- 
 

All revenue relates to the sale of goods and services. No individual customer, or group of customers, represents more than 10% of Group revenue (2022: None more than 10%).

Non-current assets consist of goodwill, other intangible assets and property, plant and equipment. Deferred tax assets and right-of-use assets are not included above.

Employees are categorised as direct or indirect. The split of average employee numbers are direct 1,038 (2022: 1,063) and indirect 816 (2022: 751).

   2.   Operating costs 

Operating profit is stated after charging/(crediting):

 
                                                                2023           2022 
                                                     GBPm    GBPm   GBPm    GBPm 
--------------------------------------------------  -----  ------  -----  ------ 
 Change in finished goods and work in progress              (3.0)          (8.2) 
 Raw materials and consumables                               88.3           73.6 
 Other external charges                                      44.1           32.3 
 Employee costs 
 Gross wages and salaries                            67.9           60.0 
 Social security costs                                8.8            7.3 
 Pension costs 
 - defined benefit                                    0.1            0.1 
 - defined contribution                               1.2            1.1 
 Share-based incentive plans (including related 
  social security costs)                              1.5            1.3 
--------------------------------------------------  -----  ------  -----  ------ 
                                                             79.5           69.8 
 Depreciation of property, plant and equipment 
 - owned assets                                               6.1            5.3 
 - right-of-use assets                                        2.5            2.6 
 Amortisation of intangible assets                            1.8            1.5 
 Amortisation of acquired intangible assets                   0.7            0.1 
 Acquisition costs                                            0.6              - 
 Short-term leases and leases of low-value 
  assets - plant and machinery                                0.2            0.1 
 Income from sub-leasing right-of-use assets                    -          (0.2) 
 Loss on disposal of owned property, plant 
  and equipment                                               0.3              - 
 Loss on disposal of right-of-use assets                        -            0.2 
 Research and development expenditure                         0.7            0.6 
 Auditor's remuneration                                       0.8            0.8 
 Impairment losses and gains (including reversals 
  of impairment losses) on financial assets 
 - impairment of right-of-use asset                             -            1.7 
 - trade receivables impairment                               0.4            0.2 
 Net foreign exchange losses                                  0.5            0.7 
 Pension administration costs                                 0.7            0.7 
 Government assistance support received                         -          (1.7) 
 Non-recurring profit on disposal of right-of-use 
  asset and associated lease liability                          -          (1.1) 
--------------------------------------------------  -----  ------  -----  ------ 
 Total operating costs                                      224.2          179.0 
--------------------------------------------------  -----  ------  -----  ------ 
 
 
   3.   Finance costs 
 
                                                            2023   2022 
                                                            GBPm   GBPm 
---------------------------------------------------------  -----  ----- 
 Finance costs: 
 Interest payable on bank loans and overdrafts(1)            2.3    1.1 
 Interest expense on lease liabilities(1)                    0.7    0.5 
 Amortised financing costs(1)                                0.3    0.3 
                                                           -----  ----- 
 Loan finance costs                                          3.3    1.9 
 Net IAS 19 finance costs                                    2.1    1.8 
 Discount unwind on non-current trade and other payables     0.2    0.1 
                                                           -----  ----- 
 Finance costs                                               5.6    3.8 
---------------------------------------------------------  -----  ----- 
 

(1) Amounts arising on financial liabilities measured at amortised cost.

   4.   Taxation 

Analysis of tax charge in the year

 
                                                                  2023    2022 
                                                                  GBPm    GBPm 
--------------------------------------------------------------  ------  ------ 
 United Kingdom 
 UK corporation tax at 19% (2022: 19%)                           (0.1)   (0.1) 
 Overseas taxes 
 Corporation taxes                                                 2.6     1.9 
 Movement in uncertain tax positions                               0.7   (0.3) 
 Adjustments in respect of prior periods                           0.7     0.3 
 Withholding taxes                                                 0.3     0.2 
 Current income tax charge                                         4.2     2.0 
--------------------------------------------------------------  ------  ------ 
 Deferred tax 
 UK - origination and reversal of temporary differences            0.2     0.1 
 Overseas - origination and reversal of temporary differences      1.5     0.1 
 Effect of changes in corporate tax rates                            -   (0.5) 
 Adjustments in respect of prior periods                         (0.4)     0.5 
 Total deferred tax charge                                         1.3     0.2 
 Tax charge on profit on ordinary activities                       5.5     2.2 
--------------------------------------------------------------  ------  ------ 
 
 
                                                        2023    2022 
                                                        GBPm    GBPm 
-----------------------------------------------------  -----  ------ 
 Tax on items taken to other comprehensive income 
 Deferred tax on changes in net pension deficits         5.8     3.1 
 Effect of changes in statutory tax rate on deferred 
  tax assets                                               -   (2.3) 
 Tax on fair value of derivatives direct to reserves     0.2   (0.1) 
 Tax charge in the statement of other comprehensive 
  income                                                 6.0     0.7 
-----------------------------------------------------  -----  ------ 
 

Factors affecting the Group tax charge for the year

The increase in the current tax charge is attributable to increased taxable profits in jurisdictions where the headline statutory tax rate is higher than the prevailing UK tax rate. The deferred tax charge in the year primarily relates to the continued utilisation of tax losses in jurisdictions for which deferred tax is recognised. At 31 March 2023, the provision for open tax matters totalled GBP1.8m (31 March 2022: GBP1.9m). Adjustments to tax in respect of prior period profit on ordinary activities has not been restated due to the net impact on the current and deferred tax charge being not material.

The Group's tax charge in future years will be affected by the profit mix, effective tax rates in the different countries where the Group operates and utilisation of tax losses. No deferred tax is recognised on the unremitted earnings of overseas subsidiaries in accordance with IAS 12.39.

The actual tax on the Group's profit before tax differs from the theoretical amount using the UK corporation tax rate as follows:

 
                                                        2023    2022 
                                                        GBPm    GBPm 
----------------------------------------------------  ------  ------ 
 Profit on ordinary activities before tax               17.3    12.4 
----------------------------------------------------  ------  ------ 
 Tax charge at UK statutory rate of 19% (2022: 19%)      3.3     2.4 
 Effects of: 
  Non-taxable income                                       -   (1.2) 
  Non-deductible expenditure                             0.7     0.3 
  Other taxable income                                     -     0.8 
  Other deductible                                     (0.1)       - 
  Movement in uncertain tax positions                    0.7   (0.4) 
  Overseas tax rate differences                          0.9     0.9 
  Effect of changes in corporate tax rates                 -   (0.3) 
  Adjustments in respect of prior periods              (1.0)     0.5 
  Movement in unrecognised deferred tax                  0.7   (1.0) 
  Withholding taxes                                      0.3     0.2 
 Total tax charge                                        5.5     2.2 
----------------------------------------------------  ------  ------ 
 

4. Taxation (continued)

Effective tax rate

The effective tax rate of 32% (2022: 18%) is higher than the UK tax rate of 19% (2022: 19%) due to the following factors:

   --      Permanent differences including items that are non-deductible from a tax perspective. 

-- Prior year adjustments arising as tax submissions are finalised and agreed in specific jurisdictions.

-- Increased taxable profits in overseas jurisdictions for which the statutory tax rate is higher than the headline UK rate.

Tax payments

Cash tax paid in the year was GBP2.7m (2022: GBP1.7m). The year on year increase is attributable to higher taxable profits in full cash tax paying territories, including the closure of an historical tax enquiry.

   5.   Earnings per share 

Earnings per share (EPS) is calculated by reference to the earnings for the year and the weighted average number of shares in issue during the year as follows:

 
                                                 2023                                 2022 
                                 -----------------------------------  ----------------------------------- 
                                                           Per share                            Per share 
                                  Earnings        Shares      amount   Earnings        Shares      amount 
                                      GBPm   (thousands)     (pence)       GBPm   (thousands)     (pence) 
-------------------------------  ---------  ------------  ----------  ---------  ------------  ---------- 
 Basic EPS - Profit attributed 
  to ordinary shareholders            11.8       207,242         5.7       10.2       214,795         4.7 
 Effect of adjusting items, 
  after tax: 
 Amortisation of acquired 
  intangible assets                    0.7                       0.3        0.1                       0.1 
 Acquisition costs                     0.6                       0.3          -                         - 
 Tax adjustments relating 
  to prior year                        0.4                       0.2          -                         - 
 US PPP loan forgiveness                 -                         -      (1.7)                     (0.8) 
 New lease arrangements 
  on sublet properties                   -                         -        0.7                       0.3 
 Adjusted EPS                         13.5       207,242         6.5        9.3       214,795         4.3 
-------------------------------  ---------  ------------  ----------  ---------  ------------  ---------- 
 

Inclusion of the dilutive securities, comprising 23,003,207 (2022: 16,908,941) additional shares due to share options, in the calculation of basic and adjusted EPS changes the amounts shown above to 5.1p and 5.9p respectively (2022: basic EPS 4.4p, adjusted EPS 4.0p).

The adjusted EPS numbers have been provided in order to give a useful indication of underlying performance by the exclusion of adjusting items. Due to the existence of unrecognised deferred tax assets there were no associated tax credits on some of the adjusting items and in these instances adjusting items are added back in full.

   6.   Dividends 

No ordinary dividend payments were paid or proposed in either the current or prior year.

   7.   Goodwill 
 
                                            2023   2022 
                                            GBPm   GBPm 
-----------------------------------------  -----  ----- 
 Cost 
 At 1 April                                 26.2   25.1 
 Acquisition of subsidiary (Note 19)         4.2      - 
 Exchange adjustment                         1.3    1.1 
-----------------------------------------  -----  ----- 
 At 31 March                                31.7   26.2 
-----------------------------------------  -----  ----- 
 
 Accumulated amortisation and impairment 
 At 1 April                                  3.5    3.4 
 Exchange adjustment                           -    0.1 
-----------------------------------------         ----- 
 At 31 March                                 3.5    3.5 
----------------------------------------- 
 Carrying amount                            28.2   22.7 
-----------------------------------------  -----  ----- 
 

Impairment testing

The Group performed its annual impairment test of goodwill at 31 March 2023 which compares the current book value to the recoverable amount from the continued use or sale of the related business.

The recoverable amount of each Cash Generating Unit (CGU) has been determined on a value-in-use basis, calculated as the net present value of cash flows derived from detailed financial plans. All business units in the Group have submitted a budget for the financial year ending 31 March 2024 and strategic plan forecasts for the two financial years ending 31 March 2026. The budget and strategic forecasts, which are subject to detailed review and challenge, were approved by the Board. The Group prepares cash flow forecasts based on these projections for the first three years, with years four and five extrapolated based on known future events, recently observable trends and management expectations. A terminal value calculation is used to estimate the cash flows after year five. Sensitivity analysis has been performed including a zero revenue growth scenario (with current year revenue modelled for all future periods of the forecast) and a reverse stress test, to determine the extent of downturn which would result in a potential impairment. Revenue would have to reduce by 28% in the first year of the period under review (worse than the decline seen during the Covid pandemic) for the first CGU containing goodwill to require potential impairment. Under the reverse stress test the first CGU with headroom that eliminated was India. The forecasts used for the impairment review are consistent with those used in the Going Concern review.

The key assumptions used in the value-in-use calculations are:

-- Sales: Forecast sales are built up with reference to expected sales prices and volumes from individual markets and product categories based on past performance, projections of developments in key markets and management's judgement;

-- Margins: Forecast margins reflect historical performance and management's experience of each CGUs profitability at the forecast level of sales including the impact of all completed restructuring projects. The projections do not include the impact of future restructuring projects to which the Group is not yet committed;

-- Discount rate: Pre-tax discount rates have been calculated based on the Group's weighted average cost of capital and risks specific to the CGU being tested; and

-- Long-term growth rates: As required by IAS 36, cash flows beyond the period of projections are extrapolated using long-term growth rates published by the Organisation for Economic Co-operation and Development for the territory in which the CGU is based. The discount rates applied to the cash flows of each of the CGUs are based on the risk-free rate for long-term bonds issued by the government in the respective market. This is then adjusted to reflect both the increased risk of investing in equities and the systematic risk of the specific CGU (using an average of the betas of comparable companies). These rates do not reflect the long-term assumptions used by the Group for investment planning.

The Directors do not consider that any reasonably possible changes to the key assumptions would reduce the recoverable amount to its carrying value for any CGU. No impairment charge has been recognised in the current or prior period for any CGU. The goodwill acquired in the year relating to YUK has been allocated to the Europe & China CGU.

7. Goodwill (continued)

 
                                                     CGU discount 
                                        Growth           rates 
                                         rates         (pre-tax)       Carrying values 
                                     ------------  ----------------  ------------------ 
                                      2023   2022    2023      2022     2023          2022 
                                         %      %       %         %     GBPm          GBPm 
-----------------------------------  -----  -----  ------  --------  -------  ------------ 
 Americas (Jeffrey Chain, USA)         2.0    1.7    15.0      16.2     21.4          20.0 
 Australia (Ace Chains, Australia)     2.2    2.6    12.1      12.0      0.5           0.5 
 India (Renold Chain, India)           6.4    6.2    20.4      20.8      1.6           1.7 
 Europe & China (Renold Tooth 
  Chain, Germany & YUK)                1.7    1.1    15.5      15.5      0.5           0.5 
 Europe & China (YUK)                  2.0      -    14.0         -      4.2             - 
----------------------------------- 
                                                                        28.2          22.7 
-----------------------------------  -----  -----  ------  --------  -------  ------------ 
 
 
   8.   Intangible assets 
 
                                Customer         Customer   Technical   Non-compete    Computer 
                               orderbook    relationships    know-how    agreements    software   Total 
                                    GBPm             GBPm        GBPm          GBPm        GBPm    GBPm 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 Cost 
 At 1 April 2021                     0.3              4.2         0.2             -        19.7    24.4 
 Exchange adjustment                   -                -           -             -       (0.1)   (0.1) 
 Additions                             -                -           -             -         1.2     1.2 
 Disposals                             -                -           -             -       (0.9)   (0.9) 
 Acquisition of subsidiary             -              0.4           -             -           -     0.4 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 At 31 March 2022                    0.3              4.6         0.2             -        19.9    25.0 
 Exchange adjustment                   -              0.3           -             -         0.1     0.4 
 Additions                             -                -           -             -         1.4     1.4 
 Acquisition of subsidiary 
  (Note 19)                            -              5.1           -           1.8           -     6.9 
 At 31 March 2023                    0.3             10.0         0.2           1.8        21.4    33.7 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 
 Accumulated amortisation 
  and impairment 
 At 1 April 2021                     0.3              4.2         0.2             -        14.8    19.5 
 Exchange adjustment                   -            (0.1)           -             -       (0.2)   (0.3) 
 Amortisation charge                   -              0.1           -             -         1.5     1.6 
 Disposals                             -                -           -             -       (0.9)   (0.9) 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 At 31 March 2022                    0.3              4.2         0.2             -        15.2    19.9 
 Exchange adjustment                   -              0.2           -             -         0.2     0.4 
 Amortisation charge                   -              0.5           -           0.2         1.8     2.5 
 At 31 March 2023                    0.3              4.9         0.2           0.2        17.2    22.8 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 
 Net book amount 
 At 31 March 2023                      -              5.1           -           1.6         4.2    10.9 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 At 31 March 2022                      -              0.4           -             -         4.7     5.1 
---------------------------  -----------  ---------------  ----------  ------------  ----------  ------ 
 

During the year amounts have been recognised in accordance with IFRS 3 in relation customer lists and non-compete agreements as a result of the acquisition of Industrias YUK S.A. (Note 19). The customer relationships acquired have been valued using estimates of useful lives and discounted cash flows of expected income, and the non-compete agreements have been valued using the comparative income differential method.

The prior year acquisition of the Brooks business resulted in the recognition of amounts in relation to customer relationships. The remaining amounts recognised for customer relationships, customer orderbook and technical know-how were acquired with the acquisition of the Tooth Chain (Germany) business, which are now fully depreciated.

No brand names have been acquired in the current year acquisition or previous acquisitions.

   9.   Property, plant and equipment 
 
                                              Land and    Plant and 
                                             buildings    equipment   Total 
                                                  GBPm         GBPm    GBPm 
-----------------------------------------  -----------  -----------  ------ 
 Cost 
 At 1 April 2021                                  23.7        119.1   142.8 
 Exchange adjustment                               1.1          1.9     3.0 
 Additions                                         0.3          4.8     5.1 
 Disposals                                           -        (2.3)   (2.3) 
 Acquisition of subsidiary                           -          0.1     0.1 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                 25.1        123.6   148.7 
 Exchange adjustment                               0.3          3.5     3.8 
 Additions                                         0.2          7.4     7.6 
 Disposals                                           -        (1.8)   (1.8) 
 Recategorisation                                  0.3        (0.3)       - 
 Acquisition of subsidiary (Note 19)                 -          5.4     5.4 
 At 31 March 2023                                 25.9        137.8   163.7 
-----------------------------------------  -----------  -----------  ------ 
 
 Accumulated depreciation and impairment 
 At 1 April 2021                                   7.3         87.4    94.7 
 Exchange adjustment                               0.2          1.3     1.5 
 Charge for the year                               0.6          4.7     5.3 
 Disposals                                           -        (2.1)   (2.1) 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                  8.1         91.3    99.4 
 Exchange adjustment                               0.2          2.7     2.9 
 Charge for the year                               0.6          5.5     6.1 
 Disposals                                           -        (1.5)   (1.5) 
 At 31 March 2023                                  8.9         98.0   106.9 
-----------------------------------------  -----------  -----------  ------ 
 
 Net book amount 
 At 31 March 2023                                 17.0         39.8    56.8 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                 17.0         32.3    49.3 
-----------------------------------------  -----------  -----------  ------ 
 

Property, plant and equipment pledged as security for liabilities amounted to GBP34.5m (2022: GBP32.2m).

Future capital expenditure

At 31 March 2023 capital expenditure contracted for but not provided for in these accounts amounted to GBP2.6m (2022: GBP2.4m).

10. Leasing and right-of-use assets

Right-of-use assets

 
                                              Land and    Plant and 
                                             buildings    equipment   Total 
                                                  GBPm         GBPm    GBPm 
-----------------------------------------  -----------  -----------  ------ 
 Cost 
 At 1 April 2021                                  11.8          3.3    15.1 
 Exchange adjustment                               0.2            -     0.2 
 Additions                                         1.7          0.6     2.3 
 Disposals                                       (1.1)        (1.9)   (3.0) 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                 12.6          2.0    14.6 
 Exchange adjustment                               0.1            -     0.1 
 Acquisition of subsidiary (Note 19)               9.5          0.1     9.6 
 Additions                                         1.0          0.4     1.4 
 Disposals                                       (0.4)        (0.8)   (1.2) 
 At 31 March 2023                                 22.8          1.7    24.5 
-----------------------------------------  -----------  -----------  ------ 
 
 Accumulated depreciation and impairment 
 At 1 April 2021                                   2.6          1.8     4.4 
 Exchange adjustment                                 -          0.1     0.1 
 Charge for the year                               1.6          1.0     2.6 
 Disposals                                       (0.5)        (1.7)   (2.2) 
 Impairment                                        1.7            -     1.7 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                  5.4          1.2     6.6 
 Exchange adjustment                               0.1            -     0.1 
 Charge for the year                               2.0          0.5     2.5 
 Disposals                                       (0.4)        (0.8)   (1.2) 
 At 31 March 2023                                  7.1          0.9     8.0 
-----------------------------------------  -----------  -----------  ------ 
 
 Net book amount 
 At 31 March 2023                                 15.7          0.8    16.5 
-----------------------------------------  -----------  -----------  ------ 
 At 31 March 2022                                  7.2          0.8     8.0 
-----------------------------------------  -----------  -----------  ------ 
 

Lease liabilities

 
                                                            2023    2022 
                                                            GBPm    GBPm 
--------------------------------------------------------  ------  ------ 
 Maturity analysis - contractual undiscounted cash 
  flows 
 Less than one year                                          3.5     3.0 
 One to two years                                            3.1     2.5 
 Two to five years                                           6.6     4.9 
 More than five years                                       14.1     3.2 
 Total undiscounted lease liabilities at 31 March           27.3    13.6 
 Less: Interest allocated to future periods                (7.1)   (1.6) 
--------------------------------------------------------  ------  ------ 
 Lease liabilities included in the Consolidated Balance 
  Sheet                                                     20.2    12.0 
--------------------------------------------------------  ------  ------ 
  Current                                                    2.7     2.8 
  Non-current                                               17.5     9.2 
--------------------------------------------------------  ------  ------ 
 

Amounts recognised in profit or loss

 
                                                            2023    2022 
                                                            GBPm    GBPm 
--------------------------------------------------------  ------  ------ 
 Interest on lease liabilities                             (0.7)   (0.5) 
 Non-recurring profit on disposal of right-of-use asset 
  and associated lease liability                               -     1.1 
 Income from sub-leasing right-of-use assets                   -     0.2 
 Expenses relating to short-term leases and leases 
  of low-value assets                                      (0.2)   (0.1) 
--------------------------------------------------------  ------  ------ 
 

10. Leasing and right-of-use assets (continued)

Amounts recognised in the Consolidated Statement of Cash Flows

 
                                                       2023   2022 
                                                       GBPm   GBPm 
----------------------------------------------------  -----  ----- 
 Repayment of principal under lease liabilities         2.9    4.2 
 Repayment of interest on lease liabilities             0.7    0.5 
 Cash outflows in relation to short-term leases and 
  leases of low-value assets                            0.2    0.1 
 Total cash outflows for leases                         3.8    4.8 
----------------------------------------------------  -----  ----- 
 

11. Inventories

 
                                             2023   2022 
                                             GBPm   GBPm 
------------------------------------------  -----  ----- 
 Raw materials                                9.1    6.9 
 Work in progress                             5.8    5.5 
 Finished products and production tooling    46.9   36.0 
                                             61.8   48.4 
------------------------------------------  -----  ----- 
 

Inventories pledged as security for liabilities amounted to GBP43.2m (2022: GBP36.9m).

The Group expensed GBP88.3m (2022: GBP73.6m) of inventories during the period. In the year to 31 March 2023, GBP3.5m (2022: GBP2.3m) was charged for the write-down of inventory and GBP0.2m (2022: GBP0.5m) was released from inventory provisions no longer required.

12. Trade and other receivables

 
                               2023    2022 
                               GBPm    GBPm 
---------------------------  ------  ------ 
 Trade receivables             39.3    31.6 
 Less: Loss allowance         (0.8)   (0.5) 
---------------------------  ------  ------ 
 Trade receivables: net(1)     38.5    31.1 
 Other receivables              1.9     2.8 
 Contract assets                0.1       - 
 Prepayments                    3.0     1.8 
--------------------------- 
                               43.5    35.7 
---------------------------  ------  ------ 
 

(1) Financial assets carried at amortised cost.

The Group has no significant concentration of credit risk but does have a concentration of translational and transactional foreign exchange risk in both US Dollars and Euros; however, the Group hedges against these risks. The carrying amount of trade and other receivables approximates their fair value.

Trade receivables are non-interest bearing and are generally on 30-90 days terms. The average credit period on sales of goods is 49 days (2022: 51 days).

Other receivables largely relate to VAT and hence given that the counterparties are governments, no provision for loss allowance has been made.

Contract assets relate to consideration not yet received upon the completion of the associated performance obligation. Revenue recognised in the reporting period that was included in the contract assets at beginning of the year totalled GBPnil (2022: GBPnil).

The following table details the risk profile of trade receivables based on the Group's provision matrix. As the Group's historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further analysed:

 
                                         Trade receivables - days past due 
                              ------------------------------------------------------- 
                               Not past              30-60   60-90 
 At 31 March 2023                   due   <30 days    days    days   >90 days   Total 
----------------------------  ---------  ---------  ------  ------  ---------  ------ 
 Trade receivables: gross          34.0        3.3     0.6     0.4        1.0    39.3 
 Expected credit loss rate, 
  %                                0.2%       0.0%    1.0%    0.1%      67.7%    2.0% 
 Estimated gross carrying 
  amount at default, GBPm           0.1          -       -       -        0.7 
 Lifetime expected credit 
  loss, GBPm                                                                      0.8 
----------------------------  ---------  ---------  ------  ------  ---------  ------ 
 

12. Trade and other receivables (continued)

 
                                             Trade receivables - days past due 
                             ----------------------------------------------------------------- 
                                  Not past              30-60   60-90 
 At 31 March 2022                      due   <30 days    days    days   >90 days            Total 
-------------------------------  ---------  ---------  ------  ------  ---------  --------------- 
 Trade receivables: gross             27.1        3.2     0.4     0.2        0.7             31.6 
 Expected credit loss rate, 
  %                                   0.1%       2.0%    0.0%   16.2%      47.6%             1.5% 
 Estimated gross carrying 
  amount at default, GBPm                -        0.2       -       -        0.3 
 Lifetime expected credit 
  loss, GBPm                                                                                  0.5 
-------------------------------  ---------  ---------  ------  ------  ---------  --------------- 
 
 

The following table shows the movement in the lifetime expected credit losses; there has been no change in the estimation techniques or significant assumptions made during the current reporting period:

 
                                          2023   2022 
 Loss allowance                           GBPm   GBPm 
--------------------------------------  ------  ----- 
 At 1 April                                0.5    0.4 
 Net remeasurement of loss allowance       0.4    0.1 
 Amounts written off as uncollectable    (0.1)      - 
-------------------------------------- 
 At 31 March                               0.8    0.5 
--------------------------------------  ------  ----- 
 

13. Cash and cash equivalents

In the Group cash flow statement, net cash and cash equivalents are shown after deducting bank overdrafts as follows:

 
                                   2023    2022 
                                   GBPm    GBPm 
-------------------------------  ------  ------ 
 Cash and cash equivalents         19.3    10.5 
 Less: Overdrafts (Note 14)       (1.8)   (1.0) 
 Net cash and cash equivalents     17.5     9.5 
-------------------------------  ------  ------ 
 

14. Borrowings

 
                            2023   2022 
                            GBPm   GBPm 
-------------------------  -----  ----- 
 Current borrowings: 
 Overdrafts (Note 13)        1.8    1.0 
 Bank loans                 45.5      - 
 Current borrowings         47.3    1.0 
-------------------------  -----  ----- 
 Non-current borrowings: 
 Bank loans                  1.3   22.8 
 Non-current borrowings      1.3   22.8 
 Preference stock            0.5    0.5 
                             1.8   23.3 
-------------------------  -----  ----- 
 Total borrowings           49.1   24.3 
-------------------------  -----  ----- 
 

The above loans form part of the Renold plc Group core banking facilities, the UK banking facility matures in March 2024, therefore is classed as current borrowings. These facilities were subsequently renewed for 4 years in May 2023. Refer to Note 18 for more details on the refinancing.

All financial liabilities above are carried at amortised cost.

Core banking facilities

On 29 March 2019 the Group renewed its GBP61.5m Multi-Currency Revolving Facility banking facilities with HSBC UK, Allied Irish Bank (GB), and Citibank. The facility matures in March 2024 and is fully committed and available until maturity.

At the year end, the undrawn core banking facility was GBP16.1m (2022: GBP37.8m). The Group also benefits from a UK overdraft and a number of overseas facilities totalling GBP4.4m (2022: GBP2.7m) with availability at year end of GBP1.2m. The Group pays interest at SONIA (or LIBOR prior to 20 December 2021) plus a variable margin in respect of the core banking facility. The average rate of interest paid in the year was SONIA (20 December 2021 onwards) or LIBOR (prior to 20 December 2021) plus 1.85% for Sterling, Euro and US Dollar denominated facilities (2022: plus 1.6% for Sterling, Euro and US Dollar denominated facilities).

14. Borrowings (continued)

The core banking facility is subject to two covenants, which are tested semi-annually: net debt to EBITDA (leverage, maximum ratio 2.5 times) and EBITDA to net finance charges (interest cover, minimum ratio 4.0 times).

Secured borrowings

Included in Group borrowings are secured borrowings of GBP48.6m (2022: GBP24.1m). Security is provided by fixed and floating charges over assets (including certain property, plant and equipment and inventory) primarily in the UK, USA, Germany and Australia. Certain Group companies have provided cross-guarantees in respect of these borrowings

Preference stock

At 31 March 2023, there were 580,482 units of preference stock in issue (2022: 580,482).

All payments of dividends on the preference stock have been paid on the due dates. The preference stock has the following rights:

i. a fixed cumulative preferential dividend at the rate of 6% per annum payable half yearly on 1 January and 1 July in each year;

ii. rank both with regard to dividend (including any arrears on the commencement of a winding up) and return of capital in priority to all other stock or shares in the Company, but with no further right to participate in profits or assets;

iii. no right to attend or vote, either in person or by proxy, at any general meeting of the Company or to have notice of any such meeting, unless the dividend on the preference stock is in arrears for six calendar months; and

iv. no redemption entitlement and no fixed repayment date.

There is no significant difference between the carrying value of financial liabilities and their equivalent fair value.

15. Trade and other payables

 
                                                  2023                    2022 
                                         ----------------------  ---------------------- 
                                          Current   Non-current   Current   Non-current 
                                             GBPm          GBPm      GBPm          GBPm 
---------------------------------------  --------  ------------  --------  ------------ 
 Trade payables(1)                           22.1             -      23.4             - 
 Other taxation and social security(1)        2.5             -       2.2             - 
 Other payables(1)                            8.9           2.5       3.6           4.7 
 Contract liabilities                         0.3             -         -             - 
 Accruals(1)                                 23.4             -      19.3             - 
                                             57.2           2.5      48.5           4.7 
---------------------------------------  --------  ------------  --------  ------------ 
 

(1) Financial liabilities carried at amortised cost.

Trade payables are non-interest bearing and are normally settled within 60-day terms. The Group does have a concentration of translational foreign exchange risk in both US Dollars and Euros; however, the Group hedges against this risk. The non-current other payable is the deferred element of the construction costs for the Chinese factory in Jintan.

The Group did not operate supplier financing or reverse factoring programmes during the current or prior financial year.

The Directors consider that the carrying amount of trade payables approximates to their fair value.

Contract liabilities relate to consideration received in advance of the completion of the associated performance obligation. Revenue recognised in the reporting period that was included in the contract liability at beginning of the year totalled GBPnil (2022: GBPnil).

16. Provisions

 
                                     Business                      Environmental 
                             Restructuring(1)     Dilapidations    Provisions(1)   Total provisions 
                                         GBPm              GBPm             GBPm               GBPm 
-------------------------  ------------------  ----------------  ---------------  ----------------- 
 At 1 April 2022                            -               2.8              1.2                4.0 
 Arising during the year                  0.8               0.3                -                1.1 
 Utilised in the year                       -             (0.1)                -              (0.1) 
 At 31 March 2023                         0.8               3.0              1.2                5.0 
-------------------------  ------------------  ----------------  ---------------  ----------------- 
 
 
                           2023   2022 
 Allocated as:             GBPm   GBPm 
------------------------  -----  ----- 
 Current provisions         0.9    0.2 
 Non-current provisions     4.1    3.8 
------------------------ 
                            5.0    4.0 
------------------------  -----  ----- 
 

(1) The business restructuring and environmental provision were combined in the prior year, this year we have disaggregated the two amounts to provide greater clarity.

Business restructuring

At the year ended 31 March 2023, a provision is recognised for legal and redundancy costs in relation to the reduction of headcounts within group sites. Substantially all of the provision is recorded as current.

Environmental

At the year ended 31 March 2023, a provision continues to be recognised in relation to site environmental costs in France. Substantially all of the provision is recorded as non-current.

Dilapidations

Provisions are recognised in relation to contractual obligations to reinstate leasehold properties to the state of repair specified in the property lease. The provision includes costs, as required within the lease, to rectify or reinstate modifications to the property and to remediate general wear and tear incurred to the balance sheet date. The provision to rectify or reinstate modifications is recognised on inception, with a corresponding fixed asset that is depreciated in line with the underlying asset. The provision to rectify general wear and tear is recognised as it is incurred over the life of the lease.

The provision is assessed based on the expected cost at the balance sheet date, using recent cost estimates from suitably qualified property professionals. These estimates are adjusted to reflect the impact of inflation between the date of assessment and the expected timing of the payments, and are then discounted back to present value. A range of inflation and discount rates have been used in order to best reflect the circumstances of the lease to which the dilapidation obligation relates. The inflation rate applied ranges from 2.9% to 4.5% and the discount rate ranges from 1.6% to 5.0%. These rates are most notably impacted by the country of lease and length of lease.

The majority of the dilapidation provision relates to cash outflows which are expected to take place at the end of each respective lease term; none of which are expected to end within the next 12 months. The associated outflows are estimated to arise over a period of up to 21 years from the balance sheet date. As a result substantially all of the provision is classed as non-current (GBP3.1m).

17. Additional cash flow information

Reconciliation of operating profit to net cash flows from operations:

 
                                                                  2023    2022 
                                                                  GBPm    GBPm 
--------------------------------------------------------------  ------  ------ 
 Cash generated from operations: 
 Operating profit from continuing operations                      22.9    16.2 
 Depreciation of property, plant and equipment - owned 
  assets                                                           6.1     5.3 
 Depreciation of property, plant and equipment - right-of-use 
  assets                                                           2.5     2.6 
 Amortisation of intangible assets                                 2.5     1.6 
 Loss/(profit) on disposals of plant and equipment                 0.3   (0.9) 
 Impairment of right-of-use asset                                    -     1.7 
 US Government assistance - PPP covid support                        -   (1.7) 
 Equity share plans                                                1.3     1.1 
 Increase in inventories                                         (4.5)   (9.5) 
 Increase in receivables                                         (2.8)   (4.5) 
 (Decrease)/increase in payables                                 (4.2)    13.7 
 Increase in provisions                                            1.0     0.1 
 Cash contribution to pension schemes                            (5.8)   (4.8) 
 Pension current service cost (non-cash)                           0.1     0.1 
 Cash generated from operations                                   19.4    21.0 
--------------------------------------------------------------  ------  ------ 
 

Reconciliation of net change in cash and cash equivalents to movement in net debt:

 
                                                                     2023     2022 
                                                                     GBPm     GBPm 
----------------------------------------------------------------  -------  ------- 
 Increase/(decrease) in cash and cash equivalents (Consolidated 
  Statement of Cash Flows)                                            7.9    (8.2) 
 Change in net debt resulting from cash flows 
  - Proceeds from borrowings                                       (28.3)    (4.7) 
  - Repayment of borrowings                                           8.3     16.0 
 US Government assistance - PPP covid support                           -      1.7 
 Foreign currency translation differences                           (0.7)      0.1 
 Non-cash movement on capitalised finance costs                     (0.3)    (0.3) 
 Net debt acquired as part of the business combination              (2.9)        - 
---------------------------------------------------------------- 
 Change in net debt during the period                              (16.0)      4.6 
 Net debt at start of year                                         (13.8)   (18.4) 
---------------------------------------------------------------- 
 Net debt at end of year                                           (29.8)   (13.8) 
----------------------------------------------------------------  -------  ------- 
 
 Net debt comprises: 
 Cash and cash equivalents (Note 13)                                 19.3     10.5 
 Total borrowings (Note 14)                                        (49.1)   (24.3) 
---------------------------------------------------------------- 
                                                                   (29.8)   (13.8) 
----------------------------------------------------------------  -------  ------- 
 

17. Additional cash flow information (continued )

The table below details changes in the Group's liabilities arising from financing activities, including both cash and non-cash changes. Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group's consolidated cash flow statement as cash flows from financing activities.

 
                                                  Financing                               Net         Other 
                            Opening     Accrued        cash       New       Lease        debt      non-cash    Closing 
                            balance    interest       flows    leases    disposal    acquired    changes(1)    balance 
 2023                          GBPm        GBPm        GBPm      GBPm        GBPm        GBPm          GBPm       GBPm 
------------------------  ---------  ----------  ----------  --------  ----------  ----------  ------------  --------- 
 Bank loans (Note 14)          22.8         2.3        17.7         -           -         2.9           1.1       46.8 
 Capitalised costs (Note 
  14)                             -           -           -         -           -           -             -          - 
 Preference stock (Note 
  14)                           0.5           -           -         -           -           -             -        0.5 
 Lease liabilities (Note 
  10)                          12.0         0.8       (3.6)      11.0           -           -             -       20.2 
------------------------  ---------  ----------  ----------  --------  ----------  ----------  ------------  --------- 
 Total liabilities from 
  financing activities         35.3         3.1        14.1      11.0           -         2.9           1.1       67.5 
 Overdrafts (Note 14)           1.0                                                                                1.8 
 Less: Lease liabilities 
  (Note 10)                  (12.0)                                                                             (20.2) 
------------------------  ---------  ----------  ----------  --------  ----------  ----------  ------------  --------- 
 Total borrowings (Note 
  14)                          24.3                                                                               49.1 
 Add: Cash and cash 
  equivalents 
  (Note 13)                  (10.5)                                                                             (19.3) 
 Net debt                      13.8                                                                               29.8 
------------------------  ---------  ----------  ----------  --------  ----------  ----------  ------------  --------- 
 

(1) Non-cash changes include the amortisation of capitalised finance costs and foreign exchange translation.

 
                                                                              US Government 
                                                                                 assistance 
                                            Financing                                 - PPP           Other 
                      Opening     Accrued        cash       New       Lease           covid        non-cash    Closing 
                      balance    interest       flows    leases    disposal         support      changes(1)    balance 
 2022                    GBPm        GBPm        GBPm      GBPm        GBPm            GBPm            GBPm       GBPm 
------------------  ---------  ----------  ----------  --------  ----------  --------------  --------------  --------- 
 Bank loans (Note 
  14)                    35.7         1.1      (12.2)         -           -           (1.7)           (0.1)       22.8 
 Capitalised costs 
  (Note 
  14)                   (0.5)           -       (0.1)         -           -               -             0.6          - 
 Preference stock 
  (Note 
  14)                     0.5           -           -         -           -               -               -        0.5 
 Lease liabilities 
  (Note 
  10)                    15.4         0.5       (4.7)       2.3       (1.7)               -             0.2       12.0 
------------------  ---------  ----------  ----------  --------  ----------  --------------  --------------  --------- 
 Total liabilities 
  from 
  financing 
  activities             51.1         1.6      (17.0)       2.3       (1.7)           (1.7)             0.7       35.3 
 Overdrafts (Note 
  14)                     2.6                                                                                      1.0 
 Less: Lease 
  liabilities 
  (Note 10)            (15.4)                                                                                   (12.0) 
------------------  ---------  ----------  ----------  --------  ----------  --------------  --------------  --------- 
 Total borrowings 
  (Note 
  14)                    38.3                                                                                     24.3 
 Add: Cash and 
  cash equivalents 
  (Note 13)            (19.9)                                                                                   (10.5) 
 Net debt                18.4                                                                                     13.8 
------------------  ---------  ----------  ----------  --------  ----------  ------------------  ----------  --------- 
 
 

(1) Non-cash changes includes the amortisation of capitalised finance costs and foreign exchange translation.

18. Post balance sheet events

On 9 May 2023, the Group reached an agreement to refinance its core banking facility to a GBP85m multi-currency revolving credit facility. Additionally there is a GBP20m accordion option which will allow the company to access additional funding in support of its acquisition programme. The new facility will be provided by our existing banks: HSBC UK, Allied Irish Bank (GB), Citibank and with the addition of Santander. The duration of the facility is a three year term to May 2026 (contains an option to extend the term for a further two years) and is fully committed and available until maturity.

The core banking facility is subject to two covenants, which are tested semi-annually: net debt to EBITDA (leverage, maximum ratio 3.0 times) and EBITDA to net finance charges (interest cover, minimum ratio 4.0 times).

19. Business combinations

During the year the Group completed the acquisition of 100% of the ordinary share capital of Industrias YUK S.A. for the total consideration of EUR24.0m (GBP20.8m), of which EUR20.0m (GBP17.3m) was paid on the date of the acquisition with the remaining EUR4.0m (GBP3.5m) being deferred, EUR2.0m (GBP1.8m) to be paid on 3 August 2023 and EUR2.0m (GBP1.7m) on 3 August 2024. YUK is a Valencia-based, manufacturer and distributor of high quality conveyor chain ("CVC") and ancillary products.

The transaction has been accounted for as a business combination under IFRS 3 and is summarised below:

 
                                                                     Recognised 
                                                                         values 
                                                                 on acquisition 
                                                                           GBPm 
-------------------------------------------------------------  ---------------- 
 Fair value of net assets acquired: 
 Intangible assets                                                          6.9 
 Property, plant and equipment                                              5.4 
 Right-of-use-assets                                                        9.6 
 Inventories                                                                7.6 
 Trade and other receivables                                                4.2 
 Deferred tax asset                                                         0.5 
 Trade and other payables                                                 (6.4) 
 Lease liabilities                                                        (9.6) 
 Cash and cash equivalents                                                  3.0 
 Borrowings                                                               (2.9) 
 Deferred tax liabilities                                                 (1.7) 
-------------------------------------------------------------  ---------------- 
 Net identifiable assets and liabilities                                   16.6 
 Goodwill                                                                   4.2 
-------------------------------------------------------------  ---------------- 
 Total consideration                                                       20.8 
-------------------------------------------------------------  ---------------- 
 
 Consideration: 
 Cash consideration                                                        17.3 
 Deferred consideration                                                     3.5 
-------------------------------------------------------------  ---------------- 
 Total consideration transferred/to be transferred                         20.8 
-------------------------------------------------------------  ---------------- 
 
 Net cash outflow arising on acquisition: 
 Cash consideration paid                                                 (17.3) 
 Add: cash and cash equivalents acquired                                    3.0 
-------------------------------------------------------------  ---------------- 
                                                                         (14.3) 
-------------------------------------------------------------  ---------------- 
 
 Increase in net debt arising on acquisition: 
 Net cash outflow arising on acquisition                                   (14.3) 
 Less: Borrowings acquired                                                  (2.9) 
 Less: Acquisition costs                                                    (0.6) 
-------------------------------------------------------------  ------------------ 
                                                                           (17.8) 
-------------------------------------------------------------  ------------------ 
 
 

Acquisition related costs amounted to GBP0.6m and have been included in the Income Statement.

The gross contractual value of the trade and other receivables was GBP4.2m. The best estimate at the acquisition date of the contractual cash flows not expected to be collected was GBPnil.

Deferred consideration of EUR4.0m is payable within 2 years.

The goodwill arising on acquisition has been allocated to the Europe and China CGU and is expected to be deductible for tax purposes. The goodwill is attributable to:

-- the anticipated profitability of the distribution of the Group's services in new markets; and

-- the synergies that can be achieved in the business combination including management, processes and maximising site capacities.

The business was acquired on 3 August 2022 and contributed GBP10.5m revenue and GBP1.8m headline operating profit for the period between the date of acquisition and the balance sheet date.

19. Business combinations (continued)

If the acquisition had been completed on the first day of the financial period, the acquisition would have contributed GBP15.9m to Group revenue, GBP2.7m to Group operating profit and GBP4.0m adjusted operating profit (after adding back GBP0.7m for amortisation of acquired intangibles and GBP0.6m acquisition costs).

During the year deferred consideration of GBP0.2m was also paid in relation to the acquisition of the conveyor chain business of Brooks Ltd in the prior year.

 
 
 Total net cash outflow arising on acquisitions: 
 Industrias YUK S.A.                                    (14.3) 
 Brooks Ltd                                              (0.2) 
-----------------------------------------------------  ------- 
                                                        (14.5) 
-----------------------------------------------------  ------- 
 
 Total increase in net debt arising on acquisitions: 
 Industrias YUK S.A.                                    (17.8) 
 Brooks Ltd                                              (0.2) 
-----------------------------------------------------  ------- 
                                                        (18.0) 
-----------------------------------------------------  ------- 
 

20. Prior period adjustments

Following a review of complex tax judgments looking back over a number of years, a prior year adjustment of GBP1.3m has been identified relating to errors in the recognition of deferred tax on certain intragroup and stock consolidation adjustments. Included in this amount is the recognition of deferred tax for losses following errors identified in the profitability forecasts for which increased deferred tax can be ascribed. The prior year adjustment to deferred tax is offset by an equal and opposite adjustment to current tax arising in respect of an error identified in the Group's historic transfer pricing calculation. A final adjustment has been identified in relation to a deferred tax asset in respect of interest restriction of GBP1.2m which should have been recognised historically to the extent it offsets the deferred tax liability in the respective tax jurisdiction. The adjustment recognises this deferred tax asset in the opening balance and opening reserves of the Group.

The impact, on a line-item basis for those affected, on the Consolidated Balance Sheet as at 31 March 2022 and 31 March 2021 is as follows:

 
                                                   2022                                                   2021 
----------------------------  ----------------------------------------------  --------------  ----------------  ------------ 
                                                                        2022                                            2021 
                                                      Deferred                                        Deferred 
 Consolidated Balance sheet    As previously         / Current                 As previously         / Current 
  as at 31 March                    reported   tax recognition    (restated)        reported   tax recognition    (restated) 
                                        GBPm              GBPm          GBPm            GBPm              GBPm          GBPm 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 ASSETS 
 Non-current assets 
 Deferred tax assets                    15.4               2.5          17.9            15.2               2.1          17.3 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
                                        15.4               2.5          17.9            15.2               2.1          17.3 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 TOTAL ASSETS                          195.1               2.5         197.6           188.7               2.1         190.8 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 LIABILITIES 
 Current liabilities 
 Current tax                           (2.8)             (1.3)         (4.1)           (2.3)             (0.9)         (3.2) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
                                       (2.8)             (1.3)         (4.1)           (2.3)             (0.9)         (3.2) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 TOTAL LIABILITIES                   (189.3)             (1.3)       (190.6)         (203.4)             (0.9)       (204.3) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 NET ASSETS/(LIABILITIES)                5.8               1.2           7.0          (14.7)               1.2        (13.5) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 EQUITY 
 Retained earnings                     (9.9)               1.2         (8.7)          (78.2)               1.2        (77.0) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 TOTAL SHAREHOLDERS' EQUITY              5.8               1.2           7.0          (14.7)               1.2        (13.5) 
----------------------------  --------------  ----------------  ------------  --------------  ----------------  ------------ 
 

20. Prior period adjustments (continued)

During the year a prior adjustment was identified relating to various taxation risks and deferred tax positions. This has been analysed as follows:

 
                                            Brought 
                                            forward    2020    2021    2022   Total 
                                               GBPm    GBPm    GBPm    GBPm    GBPm 
----------------------------------------  ---------  ------  ------  ------  ------ 
 Corporation tax                                  -     0.3     0.4     0.6     1.3 
 Deferred tax - tax losses                        -       -   (0.6)   (0.2)   (0.8) 
 Deferred tax - movements in provisions 
  and accruals                                    -   (0.2)   (0.1)   (0.2)   (0.5) 
 Deferred tax - US s163(j) limitation         (1.2)   (0.1)     0.1       -   (1.2) 
 Retained earnings                              1.2     0.1   (0.1)       -     1.2 
                                                  -     0.1   (0.3)     0.2       - 
----------------------------------------  ---------  ------  ------  ------  ------ 
 

These proposed adjustments arose over a period of time and individually no year is materially impacted.

The corporation tax provision relates to transfer pricing risks.

The deferred tax balances relate to the recognition of losses in overseas jurisdictions and a movement in provisions for centrally recognised consolidation adjustments.

The US s163(j) limitation relates to an error on adoption of revised deferred tax asset recognition criteria following publication of FASB accounting standard codification (ASC) 740-10-30-2(b).

21. Alternative performance measures

In order to provide users of the accounts with a clear and consistent presentation of the performance of the Group's ongoing trading activity, the Group uses various alternative performance measures (APMs), including the presentation of the income statement in a three-column format with 'Adjusted' measures shown separately from statutory items. Amortisation of acquired intangibles, restructuring costs, discontinued operations and material one-off items or remeasurements are included in a separate column as management seek to present a measure of performance which is not impacted by material non-recurring items or items considered non-operational. Performance measures for the Group's ongoing trading activity are described as 'Adjusted' and are used to measure and monitor performance as management believe these measures enable users of the financial statements to better assess the trading performance of the business. In addition, the Group reports sales and profit measures at constant exchange rates. Constant exchange rate metrics exclude the impact of foreign exchange translation, by retranslating the comparative to current year exchange rates.

The APMs used by the Group include:

 
 APM                                  Reference   Explanation of APM 
-----------------------------------  ----------  -------------------------------------- 
 -- adjusted operating profit                     Adjusted measures are used by 
                                                   the Group as a measure of underlying 
                                                   business performance, adding 
                                                   back items that do not relate 
                                      A            to underlying performance 
                                                 -------------------------------------- 
 -- adjusted profit before taxation   B 
                                                 -------------------------------------- 
 -- adjusted EPS                      C 
 -- return on sales                   D 
 -- operating profit gearing          D 
-----------------------------------  ----------  -------------------------------------- 
 -- revenue at constant exchange                  Constant exchange rate metrics 
  rates                                            adjusted for constant foreign 
                                                   exchange translation and are 
                                                   used by the Group to better 
                                                   understand year-on-year changes 
                                      E            in performance 
                                                 -------------------------------------- 
 -- adjusted operating profit         F 
  at constant exchange rates 
                                                 -------------------------------------- 
 -- adjusted return on sales          G 
  at constant exchange rates 
-----------------------------------  ----------  -------------------------------------- 
 -- EBITDA                                        EBITDA is a widely utilised 
                                                   measure of profitability, adjusting 
                                      H            to remove non-cash depreciation 
                                       H           and amortisation charges 
                                                 -------------------------------------- 
 -- adjusted EBITDA                   H 
                                                 -------------------------------------- 
 -- operating cash flow               H 
-----------------------------------  ----------  -------------------------------------- 
 -- net debt                                      Net debt, leverage and gearing 
                                                   are used to assess the level 
                                                   of borrowings within the Group 
                                                   and are widely used in capital 
                                      I            markets analysis 
                                                 -------------------------------------- 
 -- leverage ratio                    J 
                                                 -------------------------------------- 
 -- gearing ratio                     K 
-----------------------------------  ----------  -------------------------------------- 
 -- legacy pension cash costs         L           The cost of legacy pensions 
                                                   is used by the Group as a measure 
                                                   of the cash cost of servicing 
                                                   legacy pension schemes 
-----------------------------------  ----------  -------------------------------------- 
 -- average working capital ratio     M           Working capital as a ratio of 
                                                   rolling 12-month revenue is 
                                                   used to measure cash performance 
                                                   and balance sheet strength 
-----------------------------------  ----------  -------------------------------------- 
 

21. Alternative performance measures (continued)

APMs are defined and reconciled to the IFRS statutory measure as follows:

(A) Adjusted operating profit

 
                                                       Year ended 31 March 2023 
                                        ----------------------------------------------------- 
                                                                   Head office 
                                                        Torque       costs and 
                                         Chain    Transmission    eliminations   Consolidated 
                                          GBPm            GBPm            GBPm           GBPm 
--------------------------------------  ------  --------------  --------------  ------------- 
 Operating profit                         26.5             5.4           (9.0)           22.9 
 Add back/(deduct): 
  Amortisation of acquired intangible 
   assets                                  0.7               -               -            0.7 
  Acquisition costs                          -               -             0.6            0.6 
 Adjusted operating profit                27.2             5.4           (8.4)           24.2 
--------------------------------------  ------  --------------  --------------  ------------- 
 
 
                                                               Year ended 31 March 2022 
                                                ----------------------------------------------------- 
                                                                           Head office 
                                                                Torque       costs and 
                                                 Chain    Transmission    eliminations   Consolidated 
                                                  GBPm            GBPm            GBPm           GBPm 
----------------------------------------------  ------  --------------  --------------  ------------- 
 Operating profit                                 20.5             4.1           (8.4)           16.2 
 Add back/(deduct): 
  Amortisation of acquired intangible 
   assets                                          0.1               -               -            0.1 
  US PPP loan forgiveness                        (1.7)               -               -          (1.7) 
  New lease arrangements on sublet properties        -               -             0.7            0.7 
 Adjusted operating profit                        18.9             4.1           (7.7)           15.3 
----------------------------------------------  ------  --------------  --------------  ------------- 
 

(B) Adjusted profit before taxation

 
                                                 2023    2022 
                                                 GBPm    GBPm 
----------------------------------------------  -----  ------ 
 Profit before taxation                          17.3    12.4 
 Add back/(deduct): 
  Amortisation of acquired intangible assets      0.7     0.1 
  Acquisition costs                               0.6       - 
  US PPP loan forgiveness                           -   (1.7) 
  New lease arrangements on sublet properties       -     0.7 
 Adjusted profit before taxation                 18.6    11.5 
----------------------------------------------  -----  ------ 
 

(C) Adjusted earnings per share

Adjusted EPS is reconciled to statutory EPS in Note 5.

(D) Return on sales and operating profit gearing

 
                                                         Year ended 31 March 2023 
                                          ----------------------------------------------------- 
                                                                     Head office 
                                                          Torque       costs and 
                                           Chain    Transmission    eliminations   Consolidated 
                                            GBPm            GBPm            GBPm           GBPm 
----------------------------------------  ------  --------------  --------------  ------------- 
 Adjusted operating profit                  27.2             5.4           (8.4)           24.2 
 Total revenue (including inter-segment 
  sales)                                   202.4            48.8           (4.1)          247.1 
 Return on sales %                         13.4%           11.1%               -           9.8% 
----------------------------------------  ------  --------------  --------------  ------------- 
 
 
                                                         Year ended 31 March 2022 
                                          ----------------------------------------------------- 
                                                                     Head office 
                                                          Torque       costs and 
                                           Chain    Transmission    eliminations   Consolidated 
                                            GBPm            GBPm            GBPm           GBPm 
----------------------------------------  ------  --------------  --------------  ------------- 
 Adjusted operating profit                  18.9             4.1           (7.7)           15.3 
 Total revenue (including inter-segment 
  sales)                                   159.2            40.4           (4.4)          195.2 
 Return on sales %                         11.9%           10.1%               -           7.8% 
----------------------------------------  ------  --------------  --------------  ------------- 
 
 
      21. Alternative performance measures 
       (continued)                                          Year ended 31 March 2023 
                                             ----------------------------------------------------- 
                                                                        Head office 
                                                             Torque       costs and 
                                              Chain    Transmission    eliminations   Consolidated 
                                               GBPm            GBPm            GBPm           GBPm 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Adjusted operating profit - 2023              27.2             5.4           (8.4)           24.2 
 Adjusted operating profit - 2022              18.9             4.1           (7.7)           15.3 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Year-on-year change in adjusted operating 
  profit (a)                                    8.3             1.3           (0.7)            8.9 
 
 Total revenue (including inter-segment 
  sales) - 2023                               202.4            48.8           (4.1)          247.1 
 Total revenue (including inter-segment 
  sales) - 2022                               159.2            40.4           (4.4)          195.2 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Year-on-year change in total revenue 
  (b)                                          43.2             8.4             0.3           51.9 
 Adjusted operating profit gearing 
  % ((a)/(b))                                   19%             15%             n/a            17% 
-------------------------------------------  ------  --------------  --------------  ------------- 
 
 
                                                             Year ended 31 March 2022 
                                             ------------------------------------------------------- 
                                                                        Head office 
                                                             Torque       costs and 
                                              Chain    Transmission    eliminations   Consolidated 
                                               GBPm            GBPm            GBPm           GBPm 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Adjusted operating profit - 2022              18.9             4.1           (7.7)           15.3 
 Adjusted operating profit - 2021              13.6             5.0           (7.2)           11.4 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Year-on-year change in adjusted operating 
  profit (a)                                    5.3           (0.9)           (0.5)            3.9 
 
 Total revenue (including inter-segment 
  sales) - 2022                               159.2            40.4           (4.4)          195.2 
 Total revenue (including inter-segment 
  sales) - 2021                               130.0            39.1           (3.8)          165.3 
-------------------------------------------  ------  --------------  --------------  ------------- 
 Year-on-year change in total revenue 
  (b)                                          29.2             1.3           (0.6)           29.9 
 Adjusted operating profit gearing 
  % ((a)/(b))                                   18%            -69%             n/a            13% 
-------------------------------------------  ------  --------------  --------------  ------------- 
 

(E), (F) & (G) Revenue, adjusted operating profit and adjusted operating profit margin at constant exchange rates

 
                                                         Year ended 31 March 2023 
 
                                                                      Head office 
                                                           Torque       costs and 
                                            Chain    Transmission    eliminations     Consolidated 
                                             GBPm            GBPm            GBPm             GBPm 
---------------------------------------  --------  --------------  --------------  --------------- 
 External customer - transferred at 
  a point in time                           201.5            43.4               -            244.9 
 External customer - transferred over 
  time                                          -             2.2               -              2.2 
 Inter-segment                                0.9             3.2           (4.1)                - 
 Foreign exchange retranslation            (12.5)           (2.8)               -           (15.3) 
 Revenue at constant exchange rates         189.9            46.0           (4.1)            231.8 
---------------------------------------  --------  --------------  --------------  --------------- 
 Adjusted operating profit                   27.2             5.4           (8.4)             24.2 
 Foreign exchange retranslation             (1.6)           (0.3)             0.1            (1.8) 
 Adjusted operating profit at constant 
  exchange rates                             25.6             5.1           (8.3)             22.4 
---------------------------------------  --------  --------------  --------------  --------------- 
 Return on sales at constant exchange 
  rates %                                   13.5%           11.1%               -             9.7% 
---------------------------------------  --------  --------------  --------------  --------------- 
 
 

21. Alternative performance measures (continued)

(H) EBITDA, adjusted EBITDA (earnings before interest, taxation, depreciation and amortisation) and operating cash flow

 
                                                               2023    2022 
                                                               GBPm    GBPm 
----------------------------------------------------------  -------  ------ 
 Statutory operating profit from continuing operations         22.9    16.2 
 Depreciation and amortisation                                 11.1     9.5 
 Share-based payments                                           1.3     1.1 
----------------------------------------------------------           ------ 
 EBITDA (1)                                                    35.3    26.8 
 Deduct: 
  Loss on disposals of plant & equipment                        0.3       - 
  Acquisition Costs                                             0.6       - 
  US PPP loan forgiveness                                         -   (1.7) 
  New lease arrangements on sublet properties                     -     0.7 
 Adjusted EBITDA (1)                                           36.2    25.8 
  Inventories (Note 11)                                       (4.5)   (9.5) 
  Trade and other receivables (Note 12)                       (2.8)   (4.5) 
  Trade and other payables (Note 15)                          (4.2)    13.7 
  Provisions (Note 16)                                          1.0     0.1 
 Movement in working capital                                 (10.5)   (0.2) 
  Purchase of property, plant and equipment (Consolidated 
   Statement of Cash Flows)                                   (7.0)   (4.1) 
  Purchase of intangible assets (Consolidated Statement 
   of Cash Flows)                                             (1.4)   (1.2) 
  Proceeds from property disposals                                -     0.2 
----------------------------------------------------------  -------  ------ 
 Net capital expenditure                                      (8.4)   (5.1) 
----------------------------------------------------------  -------  ------ 
 Operating cash flow                                           17.3    19.4 
----------------------------------------------------------  -------  ------ 
 

(1) The calculation of EBITDA, adjusted EBITDA and operating cash flow deliberately excludes an add back for the non-cash share-based payment charge of GBP1.3m for the year (2022: GBP1.1m). This is done in order to ensure consistency with the metrics used to assess performance against the annual bonus plan targets.

(I) Net debt

Net debt is reconciled to the statutory balance sheet in Note 17.

(J) Leverage ratio

 
                            2023        2022 
                            GBPm        GBPm 
--------------------  ----------  ---------- 
 Net debt (Note 17)         29.8        13.8 
 Adjusted EBITDA            36.2        25.8 
-------------------- 
 Leverage ratio        0.8 times   0.5 times 
--------------------  ----------  ---------- 
 

(K) Gearing ratio

 
                                                 2023            Restated(1) 
                                                                     2022 
                                             GBPm     GBPm    GBPm     GBPm 
----------------------------------------  -------  -------  ------  ------- 
 Net debt (Note 17)                                   29.8             13.8 
  Equity attributable to equity holders 
   of the parent                             39.1              7.0 
  Net debt (Note 17)                         29.8             13.8 
 Total capital plus net debt                          68.9             20.8 
----------------------------------------  -------  -------  ------  ------- 
 Gearing ratio %                                       43%              66% 
----------------------------------------  -------  -------  ------  ------- 
 
 

(1) The results for the year ended 31 March 2022 have been restated. Refer to Note 20 for details of the restatements.

(L) Legacy pension cash costs

 
                                                    2023   2022 
                                                    GBPm   GBPm 
-------------------------------------------------  -----  ----- 
 Cash contributions to pension schemes               4.6    3.7 
 Pension payments in respect of unfunded schemes     1.2    1.1 
 Scheme administration costs                         0.7    0.7 
------------------------------------------------- 
                                                     6.5    5.5 
-------------------------------------------------  -----  ----- 
 

21. Alternative performance measures (continued)

(M) Average working capital ratio

 
                                              2023     2022 
                                              GBPm     GBPm 
-----------------------------------------  -------  ------- 
 Inventories                                  61.8     48.4 
 Trade and other receivables                  43.5     35.7 
 Trade and other payables                   (57.2)   (48.5) 
-----------------------------------------  -------  ------- 
 Total working capital                        48.1     35.6 
 Average working capital(1) (a)               41.9     36.1 
 Revenue (b)                                 247.1    195.2 
----------------------------------------- 
 Average working capital ratio ((a)/(b))       17%      18% 
-----------------------------------------  -------  ------- 
 

(1) Calculated as a simple average of the opening and closing balance sheet working capital.

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July 12, 2023 02:00 ET (06:00 GMT)

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