RNS Number:1605Y
Silverdell PLC
12 June 2007
12 June 2007
Silverdell plc
("Silverdell" or "the Company")
Interim Results for the half year ended 31st March 2007
Silverdell plc, the UK's leading supplier of asbestos removal and consultancy
services, announces today its first full set of interim results since its
successful flotation on the AIM market in July 2006.
Highlights
* Turnover of #15.6m
* Operating profit before goodwill amortisation and share based payment
charge of #1.8m
* Adjusted earnings per share of 3.5p
* Acquired Redhill Analysts Limited ("Redhill"), completed on 31st December
2006 for a total consideration of up to #10.3m
* Established a unique market position as one of the largest players and the
only consolidator
* Awarded Specialist Contractor of the Year (Asbestos Removal) at
Construction News Awards (May 2007)
* Appointment of Chris Sims as Finance Director
Danny Spicer, Chief Executive, commented:
"We have a first class team and a clear and focussed strategy. During the
period, Silverdell has made significant progress in all areas of its strategy
including the Redhill acquisition. We remain committed to continuing to deliver
on the milestones set out during our IPO, and we look forward to the future with
confidence."
For further information, please contact:
Chris Sims, FD, Silverdell 020 7004 2744
Jonathon Brill, Billy Clegg, Financial Dynamics 020 7831 3113
Chairman's Statement
I am pleased to report our first full six month results as a listed company. For
the half year ended 31 March 2007 we generated an operating profit before
goodwill amortisation and share based payment charge of #1,836,000 (2006: #nil)
and of #1,151,000 after goodwill amortisation and share based payment charge
(2006: #nil) on turnover of #15,580,000 (2006: #nil). With 35.72m shares in
issue this produces basic earnings per share of 0.8p (2006: 0.0p). Adjusted
earnings per share (as defined in note 5) were 3.5p (2006: 0.0p). The
comparative period covers the one week period from the date of incorporation 24
March 2006 to 31 March 2006 as Bow Lane Capital PLC.
During the period under review we acquired Redhill Analysts Limited ("Redhill"),
a long established and well respected asbestos and environmental consultancy
business. This acquisition completed on 31 December 2006 for an initial
consideration of #8.8m (including costs of #0.5m), plus a maximum deferred
contingent consideration of #1.5m. Its business has the benefit of a broad
service offering with revenue from the cyclical surveying work being
approximately equal to that generated by site supervision and air monitoring.
Our aim in making acquisitions is to combine businesses that will provide our
customers with the most efficient and wide range of services and to eventually
become a "one stop shop" for all their asbestos requirements.
Both Redhill and Silverdell (UK) Ltd, the business acquired in July 2006, have
performed very well during this period under review and the management and staff
of both businesses should be congratulated on coping with the increased workload
whilst adapting their businesses to life as a part of a quoted company.
The asbestos marketplace continues to provide plenty of work and it is clear
that with regulation creating even greater awareness of the problems caused by
asbestos, the business has a lot more potential to grow during the coming years.
The significant investment made in staff training and health and safety enables
the group to remain at the forefront of our industry, a fact recognised by the
award of Specialist Contractor of the Year (Asbestos Removal) at last month's
Construction News award ceremony.
It is clear that with our experienced and hard working team we expect to see our
company grow both organically and by appropriate acquisitions. We look forward
to delivering our shareholders a good result for the coming six months and
beyond.
Silverdell Interim Results
Financial Highlights
Six months to 27 weeks to
31 March 2007 30 September
2006
#m #m
Continuing Operations:
Turnover 15.6 6.0
Operating profit before goodwill
amortisation #605,000 (2006: #191,000) and
share based payment charge #80,000 (2006:
#28,000) 1.8 0.4
Operating margin (as defined above) 12% 4%
Operating Profit 1.2 0.2
Profit before tax 0.8 0.1
pence pence
Earnings/(loss) per share:
Adjusted basic* 3.5 0.6
Basic and fully diluted 0.8 (0.3)
* see note 5
There were no material transactions in the one week period to 31 March 2006 and
consequently no comparatives included above.
Consolidated Profit and Loss Account for the six months to 31 March 2007
Unaudited Audited
One week 27 weeks
Six months to 31 March 2007 to to 30
Existing Operations Acquisition Total 31 March September
2006 2006
Total Total
Note #000 #000 #000 #000 #000
Turnover -
continuing
operations 13,952 1,628 15,580 - 6,046
-------------- ------ ------- ------- ------- ------- --------
Operating
profit before
goodwill
amortisation
and share
based payment
charge 1,553 283 1,836 - 394
Goodwill
amortisation (492) (113) (605) - (191)
Share based
payment charge (72) (8) (80) - (28)
-------------- ------ ------- ------- ------- ------- --------
Operating
profit -
continuing
operations 989 162 1,151 - 175
------- ------- -------
Net interest
payable 3 (333) - (82)
------- ------- --------
Profit on
ordinary
activities
before
taxation 818 - 93
Tax on profit
on ordinary
activities 4 (520) - (141)
------- ------- --------
Profit/(loss)
for the period 298 - (48)
------- ------- --------
PENCE PENCE PENCE
Earnings per
share 5
Basic
earnings/(loss)
per share 0.83 - (0.27)
Fully diluted
earnings/(loss)
per share 0.82 - (0.27)
Consolidated Balance sheet as at 31 March 2007
Unaudited Audited
As at As at As at
Note 31 March 2007 31 March 2006 30 September
2006
#000 #000 #000
Fixed Assets
Goodwill 7 27,940 - 19,539
Tangible fixed
assets 2,152 - 1,014
------- ----------- ---------
Total non-current
assets 30,092 - 20,553
------- ----------- ---------
Current Assets
Stocks and work in
progress 1,848 - 1,445
Debtors 9,506 - 7,336
Cash at bank and in
hand 1,097 50 3,300
------- ----------- ---------
Total current
assets 12,451 50 12,081
------- ----------- ---------
Creditors: amounts
falling due within
one year (6,045) - (5,092)
Net current assets 6,406 - 6,989
------- ----------- ---------
Total assets less
current liabilities 36,498 - 27,542
Creditors: amounts
falling due after
more than one year (5,107) - (336)
Provisions for
liabilities and
charges (7,975) - (6,304)
------- ----------- ---------
Net assets 23,416 - 20,902
------- ----------- ---------
Capital and reserves
Called up share
capital 3,402 50 3,220
Share premium
account 13,649 - 13,649
Other reserves 7 6,115 - 4,081
Profit and loss
account 250 - (48)
------- ----------- ---------
Shareholders' funds 23,416 50 20,902
------- ----------- ---------
Approved by the Board of Directors on 12 June 2007
Consolidated cash flow statement for the six months to 31 March 2007
Unaudited Audited
Six months to 31 March 2007 One week to 31 March 2006 27 weeks to 30 September 2006
#000 #000 #000 #000 #000 #000
Operating 1,151 - 175
profit
Amortisation 605 - 191
of goodwill
Depreciation of 203 - 30
tangible fixed
assets
Share based 80 - 28
payment charge
(Profit)/Loss
on (4) - 3
sale of fixed
assets
Decrease/(incr
ease) 461 - (880)
in stocks and work in progress
(Increase) in
debtors (34) - (1,225)
(Decrease)/inc
rease in
creditors (1,517) - 568
------------- ------- ------- ------- ------- ------- -------
Net cash
inflow/ 945 - (1,110)
(outflow) from
operating activities
------------- ------- ------- ------- ------- ------- -------
Returns on
investments and
servicing of finance
Interest
received 47 - 27
Interest paid
on (92) - (18)
overdrafts and bank borrowings
------- -------
Interest paid
on (38) - (7)
finance leases and
hire purchase
agreements
------- -------
(83) - 2
------------- ------- ------- ------- ------- ------- -------
Taxation
UK corporation - - -
tax paid
Capital expenditure
and financial
investment
Purchase of (165) - (42)
tangible fixed
assets
------- -------
Sale of 2 3
tangible fixed
assets
------- -------
(163) - (39)
------------- ------- ------- ------- ------- ------- -------
Acquisitions
Purchases of (6,627) - (7,349)
subsidiary
undertakings
------- -------
Net
(borrowings)/ (258) - 172
cash acquired
with subsidiary
undertakings
------- -------
(6,885) - (7,177)
------- -------
Cash outflow (6,186) - (8,324)
before
management of
liquid resources
and financing
Management of
liquid resources
and financing
Issue of
ordinary - 50 17,013
share capital
New bank 5,000 - -
loan raised
Repayment - - (6,235)
of loan notes
------- ------- -------
Capital element (131) - (40)
of finance lease
repayment
------- ------- -------
4,869 50 10,738
------- ------- -------
(Decrease)/ (1,317) 50 2,414
increase in
cash in the
period
------- ------- -------
Reconciliation
of net cash
flow to movement
in net debt
(Decrease)/inc
rease (1,317) 50 2,414
in cash in the period
Increase in (5,000) - -
term loans
------- ------- -------
Increase in (674) - (476)
finance leases
Movement in (6,991) 50 1,938
net (debt)/cash
Opening net 1,938 - -
cash
------------- ------- ------- ------- ------- ------- -------
Closing net (5,053) 50 1,938
(debt)/cash
------------- ------- ------- ------- ------- ------- -------
Notes to the Interim Statement
1. Basis of Preparation
The unaudited interim statement for the six months to 31 March 2007 has been
prepared on the basis of accounting policies set out in the Group's annual
report and financial statements for the period ended 30 September 2006.
The financial information for the six month period to 31 March 2007 is unaudited
but has been reviewed by the Group's auditors. Comparative financial information
for the period to 31 March 2006 is also unaudited. The comparative period covers
the period from the date of incorporation 24 March 2006 to 31 March 2006 as Bow
Lane Capital PLC.
The financial information does not constitute statutory accounts for the period
within the meaning of Section 240 of the Companies Act 1985. The statutory
accounts for the period ended 30 September 2006 have been filed with the
Registrar of Companies. The Auditors' report on those accounts was unqualified
and did not contain any statement under Section 237 (2) or (3) of the Companies
Act 1985.
2. Segmental Information
The Group's continuing activities are wholly within the UK and in one class of
business: asbestos consulting and remediation, and associated activities.
3. Net interest payable and similar charges
Six months to One week to 27 weeks to
31 March 2007 31 March 2006 30 September
2006
#000 #000 #000
Bank overdraft and term
loan 92 - 18
Interest on finance leases
and hire purchase
agreements 38 - 7
Finance charges on
deferred consideration 250 - 84
---------- ---------- ----------
Total Interest Payable 380 - 109
Bank Interest Receivable (47) - (27)
---------- ---------- ----------
333 - 82
4. Taxation
Taxation has been provided at the statutory rate of 30% on the profit before
taxation, after adjusting for known permanent differences between reported and
taxable profits.
5. Earnings per ordinary share
Basic earnings per share and fully diluted earnings per share are based on the
profit after taxation using weighted average numbers of shares in issue during
the period of 35,717,489 and 36,222,880 respectively. Adjusted earnings per
share are based on earnings of #1,233,000 (2006: #255,000) derived by adding
back goodwill amortisation #605,000 (2006: #191,000), share based payment charge
#80,000 (2006: #28,000) and finance charges on deferred consideration #250,000
(2006: #84,000) to profit after tax of #298,000 (2006: loss (#48,000)).
6. Net borrowings
As at As at As at
31 March 2007 31 March 2006 30 September
2006
#000 #000 #000
Cash at bank and in
hand/bank overdrafts 1,097 50 2,414
Bank Loans (5,000) - -
Finance leases (1,150) - (476)
---------- ---------- -----------
(5,053) 50 1,938
---------- ---------- -----------
7. Acquisition
On 31 December 2006 the company acquired the whole of the issued share capital
of Redhill Analysts Ltd for a consideration of #6.5m in cash, the issue of
1,815,706 ordinary shares and a further consideration of up to #1.125m in cash
and #375,000 in ordinary shares or cash (at the company's option) dependent on
the terms of an earn-out arrangement. The total consideration including costs
was #10.3m in respect of net assets of #1.3m, giving rise to goodwill of #9.0m.
8. Banking arrangements
Contemporaneously with the acquisition of Redhill Analysts Ltd, the company
secured a facility with Barclays Bank PLC under which a #5m term loan facility
was drawn down to part finance the acquisition, and a further #15m revolving
credit facility was established for future acquisitions. The company has entered
into an interest rate swap at the fixed rate of 5.8% for the period. The
interest rate swap has been designated as a hedging instrument and relevant fair
values incorporated in the interim statement.
9. Interim report
A copy of this report is sent to each shareholder and will be made available on
the company's website - www.silverdell.co.uk - and at the company's registered
office at 20 Black Friars Lane, London EC4V 6HD.
INDEPENDENT REVIEW REPORT TO SILVERDELL PLC
Introduction
We have been instructed by the company to review the financial information for
the six months ended 31 March 2007 which comprises the consolidated profit and
loss account, the consolidated balance sheet, the consolidated cash flow
statement, and related notes 1 to 9. We have read the other information
contained in the interim report and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.
This report is made solely to the company, in accordance with Bulletin 1999/4
issued by the Auditing Practices Board. Our work has been undertaken so that we
might state to the company those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than
the company, for our review work, for this report, or for the conclusions we
have formed.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are also responsible for ensuring that the accounting policies and presentation
applied to the interim figures are consistent with those applied in preparing
the preceding annual accounts except where any changes, and the reasons for
them, are disclosed.
Review work performed
We conducted our review in accordance with the guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board for use in the United Kingdom. A
review consists principally of making enquiries of group management and applying
analytical procedures to the financial information and underlying financial data
and, based thereon, assessing whether the accounting policies and presentation
have been consistently applied unless otherwise disclosed. A review excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with International Standards on Auditing (UK and
Ireland) and therefore provides a lower level of assurance than an audit.
Accordingly, we do not express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 31 March 2007.
Deloitte & Touche LLP
Chartered Accountants
London, England
12 June 2007
This information is provided by RNS
The company news service from the London Stock Exchange
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