Field Systems Designs Holdings plc Annual Financial Report

 
TIDMFSD 
 
FIELD SYSTEMS DESIGNS HOLDINGS 
PLC 
 
CHAIRMAN'S STATEMENT 
 
The Board presents the results of Field Systems Designs Holdings plc (FSD) for 
the year ended 31 May 2019. 
 
It is pleasing to see the sustained turnover and operating profits reflected by 
the current year's results. Turnover from the water industry improved during 
the year as the cycle of expenditure under Asset Management Programme 6 (AMP6) 
peaked. This activity served to offset the much-reduced sales contribution from 
the Energy from Waste sector (EfW). The Group's move to diversify into the EfW 
sector has proven a difficult venture due to the contractual stance adopted by 
its main customer whose own activities in delivering these complex projects 
have proven so troublesome. 
 
The FSD Group was fully engaged on projects from frameworks in the water sector 
this year and is now looking ahead to 2020 to refresh the pre-qualification 
process as framework plans by water utilities are rolled forward into AMP7. The 
Water Services Regulation Authority, (Ofwat) is taking a tough stance on water 
companies in its latest periodic review (AMP7), covering the five years to 
2025, challenging their budgets as the regulator demands lower bills and 
imposes sector-wide targets on leakage, pollution and flooding. Ofwat has 
approved the business plans of just a few water companies across England and 
Wales and has sent the remainder back to their drawing-boards to revisit their 
figures and revise their expenditure proposals. Those companies appealing 
against the regulator's tougher stance will see a final ruling in December 2019 
and until this point in time their expenditure plans are uncertain. 
 
Whilst FSD is fully committed to assist water companies, and the Tier 1 
framework contractors chosen under AMP7 to manage their expenditure, the 
absence of any solid expenditure forecasts is making planning ahead for FSD 
more complicated than normal. However, FSD is confident that the quality of its 
delivered projects and its well-established business credentials that have 
earned FSD its position on their supply-chain arrangements in the past, 
together with the reputation of its talented engineering and installation 
personnel, will serve us well this time around. 
 
The board is positive about the outlook for Group performance over the next 
financial year and is well-positioned with a strong cash balance and good 
opening order book to maximise the benefits from future opportunities. 
 
D K Bird 
 
Chairman 
 
31 October 2019 
 
PUBLICATION OF NON-STATUTORY ACCOUNTS 
 
The financial information set out in this preliminary announcement does not 
constitute statutory accounts as defined in the Companies Act 2006. 
 
The group statement of financial position as at 31 May 2019 and the unaudited 
group income statement for the year then ended have been extracted from the 
Group's 2019 statutory financial statements upon which the auditors opinion has 
not yet been issued. 
 
These financial statements have not yet been delivered to the registrar of 
companies. 
 
The directors of Field Systems Designs Holdings plc accept responsibility for 
this announcement and confirm compliance with the NEX Exchange Growth Market 
rules. 
 
FIELD SYSTEMS DESIGNS HOLDINGS 
PLC 
 
STRATEGIC REPORT 
 
The directors present the Strategic Report for Field Systems Designs Holdings 
Plc ('the Company') and its subsidiary undertakings (together referred to as 
'the Group') for the year ended 31 May 2019. 
 
OPERATIONAL PERFORMANCE 
 
The Group achieved a turnover of GBP21.8 million for the year to 31 May 2019, a 
reduction of 16% on last year, reflecting the continued pick-up in work from 
the Water Industry offset by the completion of works in the EfW sector with two 
major projects now ending. 
 
Turnover was generated as follows:                         2019            2018 
 
                                                              GBP               GBP 
 
 
Water and Sewerage treatment                         17,415,655      12,509,786 
 
Power generation and Energy from Waste                4,328,449      12,752,185 
 
Transport and Tunnel infrastructure                      21,189         634,495 
 
                                                --------------- --------------- 
 
                                                     21,765,293      25,896,466 
 
                                                      =========       ========= 
 
Gross profit margins improved in the year ended 31 May 2019 to 8% from 6.6% 
last year. Gross margins were under downward pressure due to projects suffering 
from the tough contractual stance adopted by its customer in the Energy from 
Waste sector and have therefore improved as the volumes in this sector have 
reduced. 
 
The improved contribution from its reduced turnover left the Group with 
operating profits for the year of GBP551,125 (2018: GBP551,389). The directors are 
pleased to report a solid Group profit after tax of GBP423,769 for the year ended 
31 May 2019 (2018: GBP494,863). The directors do not recommend the payment of a 
dividend. (2018: GBPNil) 
 
BUSINESS REVIEW 
 
The Field Systems Designs Group (FSD) focuses on delivering specialist 
mechanical and electrical design and installation works. 
 
Water and Sewerage 
 
FSD successfully secured, engineered, managed and installed a volume of 
Mechanical and Electrical (M&E) installation projects during the year across 
the sector as the Group strives to complete to budget a quality job in a safe 
working manner and maintain its reputation as a respected industry specialist. 
 
Sales volumes improved significantly in the Water Industry in 2019 where 80% of 
turnover was derived (2018: 48%). The Group undertook a diversity of projects 
for a number of different Water Utilities in many regions of the United 
Kingdom, working for multiple Tier One contractors under AMP6 frameworks and 
supply-chain arrangements. 
 
Power generation and Energy from Waste 
 
In 2019 20% of turnover was derived from the Power and EfW sector (2018: 49%). 
FSD worked primarily on Energy from Waste projects, undertaking major 
electrical installation works at Levenseat and Hull on projects which use 
advanced thermal treatment gasification technology. There was also work 
undertaken during the year on generators, and power station outage maintenance 
works supporting installations completed in the past. 
 
Transport and Tunnels 
 
Electrical installation works on cable tunnels have their own complexities due 
to the additional access, egress and safety issues which FSD carefully manage 
with their experienced trained personnel. The Group continues to support such 
tunnelling works as they arise, dealing competently with the complications 
these projects involve. 
 
Telemetry, Building services, Maintenance, Instrumentation, Controls and 
Automation 
 
FSD continues to undertake smaller electrical installation service contracts 
across various sectors offering customers timeliness and value for money. An 
electrical workshop facility with tooling and equipment enables the Group to 
react quickly by producing various in-house components including small isolator 
builds, lighting panels and remote monitoring enclosure pre-assemblies. 
 
Mechanical design, fabrication and installation 
 
The pipework fabrication facility owned by the Group gives its mechanical 
subsidiary the flexibility to respond to customer's needs promptly when taking 
on the mechanical elements of M&E installation contracts, The Group has grown 
its client base by creating a reputation for quality in-house mechanical 
fabrication and site installation services. 
 
PRINCIPAL RISKS AND UNCERTAINTIES 
 
The board regularly undertakes a review of business risks and uncertainties 
confronting the Group and evaluates the significant project risks affecting its 
business. The following issues are the principal risks and uncertainties faced 
by the Group. 
 
Economic 
 
The Group's business may be affected by market forces beyond its control. 
During a downturn all competing companies operating in the same industry 
sectors will be impacted by economic and political change that will alter the 
volume and value of available work. 
 
Brexit 
 
The people of the UK voted to leave the EU (Brexit) on 23 June 2016 and there 
continues to be volatility in financial markets, in currency markets and 
uncertainty over future actions by governments and businesses. The Group has 
completed a review of the implications of the decision to leave the EU and 
assessed scenarios around the ongoing uncertainties as the Brexit deadlines of 
March and October 2019 have passed and we head for the third extension to 31 
January 2020. While there remains uncertainty about the precise terms of 
Brexit, we have considered the impact on our business as part of our risk 
management process. The directors believe that the short-term effects are 
inflationary, primarily on material pricing due to weaker sterling, but that 
the long-term relationships with our supply chain will aid our business to 
remain resilient under the range of most likely scenarios. 
 
Cyclical trading 
 
The Group is heavily reliant on the Water industry and its business is affected 
by the cyclical nature of the UK market caused by the 5-year Asset Management 
Programmes governed by OFWAT. At the beginning and the end of each AMP the 
water industry suffers a downturn as all competing companies operating in this 
industry are chasing a reduced volume of available work. The Group mitigates 
these uncertainties by continually monitoring changes in its market sector, by 
focusing its sales efforts on non-water industry work-flows and reviewing 
regularly forecasted sales opportunities to ensure that adequate sales volumes 
can be secured. 
 
Skilled personnel 
 
The Group is dependent on the quality, attention and diligence of its personnel 
across the full spectrum of its skill disciplines. The Group's ability to 
attract, retain, train and motivate its skilled management and personnel will 

be reflected by business growth, profitability and a reputation for quality 
work. The Group offers 'added-value' to its customers by offering a superior 
quality of project management, engineering and supervisory resource to 
complement its installation services. It is this wealth of knowledge and 
experience that sets FSD aside from its competition. 
 
The board reviews personnel issues on a monthly basis and the Safety, Health, 
Environment and Quality manager (SHEQ) ensures there is investment in training 
programmes for site and management to broaden the competence, knowledge and 
experience of its employees. The Group continues to promote the further 
training and improvement of staff; benefitting where applicable from the 
introduction of the government Apprenticeship Levy. 
 
Health and safety 
 
The Group demands effective and successful management of health and safety 
risks by its supply-chain and similar demands are rightly made by its own 
customer base. Constant vigilance is paramount and any accident can have 
serious consequences. The commitment to enforcing safe working and adherence to 
regulation is strong at board level and flows through the organisation through 
qualified specialists, continual instruction and training. The Group is 
extremely aware of the potential for an 'incident' to damage the Group and 
gives constant attention to ensuring that this risk is kept to a minimum. The 
board, supported by a highly qualified health and safety specialist, endorses 
the importance of vigilant health and safety practices. 
 
Long term contracts - bidding 
 
The majority of Group turnover is from fixed price and target price contracts. 
The failure to adequately assess from client's specifications the full scope of 
works, the correct pricing of that work and the time required to complete the 
work may have serious ramifications on profitability. There are specific risk 
management procedures in place to ensure that prices estimated for fixed price 
contracts are accurate and to ensure the correct costing of successful bids as 
the work progresses. The Tender Approval Procedure (TAP) is a key risk 
management tool used to minimise these risks. The TAP completion process 
identifies tender project risks, assesses the probability of their occurrence, 
their impact if they do occur and actions necessary to manage them down to an 
acceptable level. This procedure is used to ensure that commercial and 
contractual risks are monitored and managed by the board. 
 
Long term contracts - costing 
 
Fixed price and target price contracts may also be subject to cost and time 
overruns, and the costs of additional work undertaken on variations may not be 
properly measured or fully recovered from the customer. The Project Summary 
Report (PSR) is a key risk management tool used to minimise these risks. The 
PSR completion process quantifies the value of project work undertaken after 
successful contract award, reviews the potential commercial risks and 
highlights any safety, technical, operational and environmental risks. This 
tool is used to ensure that commercial and contractual risks are monitored and 
managed by the board. 
 
Competitiveness 
 
The Group has a leading market position in sectors such as the water industry, 
and has also penetrated other sectors such as tunnelling, the power industry 
and energy from waste market to ensure a constant pipeline of enquiries. 
Nevertheless in an increasingly competitive environment and with cyclical 
volumes, accurate and competitive pricing is key to a successful contract 
award. The board constantly monitors the competitiveness of its cost base to 
ensure that its pricing remains competitive. Regular benchmarking and framework 
submissions also assist this process of review. 
 
Financial instruments 
 
The Group uses financial instruments when required to provide a financing base 
for the Group's operations and derivatives are used to hedge against known 
commodity price and exchange rate exposures in contractual arrangements secured 
by the Group. There may not always be instruments that provide accurate hedging 
or readily available markets for such hedges. 
 
Cash flow 
 
The Group has a strong balance sheet and access to additional debt funding, and 
trades comfortably within its current working capital. Customers may require 
additional project work to be undertaken and the Group may be required to fund 
this work for a period of time until the additional costs can be formally 
approved and funds received. The Group may also experience an increase in the 
level of credit given to customers as a consequence of a change in their 
financial status or payment systems. In such circumstances there are short-term 
cash-flow consequences which are managed carefully by the finance department 
and any consequences mitigated. 
 
KEY PERFORMANCE INDICATORS (KPI's) 
 
The board uses both financial and non-financial (operational) performance 
indicators in the analysis and management of the business. The indicators 
relate both to financial and contractual performance and to other non-financial 
areas, including but not limited to, employees, health and safety, quality 
assurance, customer satisfaction and the environment. KPI's are used by the 
management to run and monitor the business and many of the trends and results 
provide information which is commercially sensitive or is confidential in 
nature. 
 
Financial 
 
The main financial KPI used by the board is the measure of gross profit margin 
(being the gross project profit contribution as a percentage of turnover), as 
overheads can largely be controlled in line with budget, however margins on 
contractual activity are key to annual profitability.  An overall target margin 
is set annually in advance after review of overhead structure and subsequently 
represents the average bid margin used in pricing projects. It is designed to 
cover Group overheads plus an element of profit. The gross profit margin used 
in the annual budgeting process is used to benchmark monthly performance and 
provides for a degree of margin erosion due to difficulties in fully recovering 
the value of additional works requested by customers. This varies according to 
market conditions. 
 
The actual margin experience is reflected in the reported results and a 
detailed review is contained within the operational performance reported 
earlier in the Strategic Report. 
 
Non-financial 
 
The board measures customer satisfaction using an independent on-line survey 
assessment. A rolling 12-month record is kept of customer feedback on project 
completion with charitable donations used to encourage participation. Customers 
are asked to complete answers to a number of questions regarding the 
performance of FSD as a whole and also at site level, on a scale of 1 (poor) to 
5 (excellent) including such areas as the focus on Safety and the Environment, 
completion of site work to programme, contract financial management and 
standard of workmanship. The responses are used by the board as an independent 
confirmation of group performance levels and negative feedback is vigorously 
followed up and improvement measures implemented. The group targets an average 
score of 4.5 and the overall responses have been very close to this target with 
an average of 4.2 (2018: 4.2) during the year. 
 
The ongoing independent assessments of the Group's Safety, Quality and 
Environmental Standards are key to it maintaining the efficiency of its 
operational performance and adherence to high levels of site safety and 
environmental awareness. The FSD Group is approved to the Quality Management 
Standard ISO 9001:2015, has an environmental management system approved to ISO 
14001:2015, and a safety management system approved to OHSAS 18001:2007 and is 
in the process of transitioning to ISO 45001. Achilles UVDB, the Utilities 
Sector Vendor Database performance assessor, regularly review the Group's 
processes for managing and installing electrical services, as well as its fault 
resolution procedures. The results of the 2019 Achilles audit were again 
excellent, reflecting 100% scores in all 4 areas of the Management System 
Evaluation and 100% in all 4 areas of the Onsite Assessment; these assessments 
look at areas of health & safety, environment, quality and social corporate 
responsibilities. 
 
The Group board has both corporate and personal responsibility to ensure that 
its operations are managed in a safe and environmentally controlled manner. 
 
In common with its industry the Group measures its record on Health & Safety 
using an annual Accident Frequency Rate (AFR) chart showing lost time accidents 
per 100,000 man-hours worked. The AFR is currently 0.17 (2018: Zero). 
 
QUALITY ASSURANCE 
 
FSD is approved to the Quality Management Standard BS EN ISO 9001:2015. The 
British Standards Institute (BSI) and Achilles, the Utilities Sector 
procurement performance assessor, regularly review the group's processes for 
managing and installing electrical services, as well as its fault resolution 
procedures. Recent assessments have again been successfully completed with 
excellent results from the UVDB Verify audits. The Group is committed to a 
strategy that provides its clients with a high-quality service that conforms to 
the client's requirements. This strategy includes a strong management 
commitment to quality, the recruitment and retention of high calibre, 
experienced and well-trained staff, properly documented procedures, processes 
and controls, and compliance with all regulatory and legal requirements. 
Quality Audits continue to be carried out across group sites on a regular basis 
to ensure compliance and to improve the group's activities. The annual 
management review meeting assesses the group's performance against targets and 
sets new targets. 
 
ENVIRONMENT 
 
FSD has an environmental management system approved to the international 
environment standard, ISO 14001:2015. The BSI and Achilles regularly review the 
Group's processes for managing its impact on the environment. The Group 

achieved its CEMARS (Certified Emissions Measurement and Reduction Scheme) 
accreditation in 2010 and now works to the principles of ISO 14064-1:2006 as it 
strives to minimise harm to the environment, prevent pollution and use best 
practice environment solutions wherever possible to minimise its carbon 
foot-print. A risk assessment approach is used to manage environmental matters, 
and to identify and assess key environmental hazards arising from business 
activities and manage them appropriately. 
 
HEALTH AND SAFETY 
 
A commitment to Health and Safety is the Group's number one priority. Every 
Board meeting starts by focusing on preserving high safety standards and 
promoting a positive safety culture within the Group, to ensure that our 
employees, customers, suppliers and the public are kept safe. FSD has a safety 
management system implemented across all sites that has successfully been 
approved to the Health and Safety Management System BS OHSAS 18001:2007 and are 
currently going through a transition period to update to BS ISO 45001:2018 
Occupational health and safety management systems, by late 2019 (the 
internationally recognised standard for management of occupational health and 
safety risks). The group achieved a ROSPA (Royal Society for the Prevention of 
Accidents) Gold award again this year, and as we have achieved 5 consecutive 
Gold awards we have now attained a Gold Medal Award status. There is a strong 
commitment at Board level, supported by a highly qualified health and safety 
specialist, which endorses the importance of vigilant health and safety 
practices and the investment in training for site and management to broaden the 
competence, knowledge and experience of its employees. This is supported by 
expert guidance provided by the EEF, ECA and CITB. 
 
EMPLOYEES 
 
Group employee numbers have decreased from an average of 199 in 2018 to 180 in 
2019 reflecting the reduction in turnover and a change in the mix of work scope 
during the year. 
 
We are pleased to place on record the appreciation of the efforts and support 
given to the Group by its employees, who continue to make a significant 
contribution to the Group. 
 
PENSIONS 
 
The Scheme's funding position has reduced slightly from a surplus of GBP274,000 
at the start of the year to a surplus of GBP253,000 at the end of the year. The 
Group is not recognising the surplus and so the Group's defined benefit pension 
scheme funding position as at 31 May 2019 has been maintained at GBPNil, a target 
reached in 2017. This is derived from the Group's most recent actuarial review 
and reflects market conditions as at 31 May 2019. There was a settlement gain 
of GBP39,000 (2018: GBP67,000) released to the profit and loss account during the 
year following the payment of a cash equivalent transfer value to deferred 
members withdrawing from the defined benefit scheme; this was offset by a 
one-off provision of GBP47,000 for the potential cost to the scheme arising from 
GMP equalisation. 
 
CORPORATE RESPONSIBILITY 
 
The Group recognises its responsibilities to the people it employs, its 
customers and suppliers, its shareholders, the wider community and to the 
environment. We are a well-managed, responsible and ethical Group and are 
determined to be widely recognised for our quality of installation, the skills 
of our people and the seriousness with which we take our corporate 
responsibilities. 
 
OUTLOOK 
 
The Group entered the new financial year with an opening order book of GBP8.2 
million (2018: GBP12.0 million). 
 
The Group's principal source of revenue historically has been from the Water 
Industry and key to its financial success is its continued participation in the 
various frameworks being formulated by the Water Utilities in selecting their 
preferred supply chain. 
 
The Water Utilities each have their own MEICA frameworks with different 
approaches to their mechanism and methodologies of spend. Sales volumes in the 
Water Industry have been strong this year however AMP6 runs for five years to 
April 2020 when AMP7 will commence and run for a further five years in line 
with Ofwat's business plan approval programme. Consequently FSD is looking 
ahead to next year to restart the process of pre-qualification as plans by 
water utilities for AMP7 begin to emerge. 
 
FSD will continue to be fully involved in the prequalification processes with 
the regional Utilities and will strive to secure its position on frameworks and 
strategic alliances with water process companies as they roll forward their 
arrangements into AMP7. 
 
In the Energy from Waste (EfW) sector volumes have declined during the current 
year and this is set to continue next year. FSD have excellent credentials and 
are continuing to pursue suitable new EfW opportunities; however a number of 
established Engineering, Procurement and Construction (EPC) contractors have 
now decided not to pursue further opportunity from the EfW sector and FSD are 
finding that onerous commercial conditions of contract are limiting the 
remaining available opportunities. 
 
There are other avenues for growth opening up to the Group following recent 
investment in the development of a team of specialists who will complement 
existing business services by enabling FSD to offer telemetry and process 
automation services in both the water and power industries. The momentum for 
new opportunities is growing and should receive a boost when new spend budgets 
are released under AMP7. 
 
The board continues to react to customer demands and invest in training to keep 
quality standards high, whilst pursuing operational efficiencies to best 
position the business for the opportunities ahead. 
 
On behalf of the board 
 
Nigel Billings 
 
Managing Director 
 
31 October 2019 
 
FIELD SYSTEMS DESIGNS HOLDINGS PLC 
 
 
GROUP INCOME STATEMENT 
 
for the year ended 31 May 2019 
 
                                                            2019        2018 
 
                                                               GBP           GBP 
 
 
 
TURNOVER                                                21,765,293    25,896,466 
 
Cost of sales                                         (20,005,388)  (24,176,037) 
 
                                                           _______       _______ 
 
GROSS PROFIT                                             1,759,905     1,720,429 
 
Operating expenses                                     (1,208,780)   (1,169,040) 
 
                                                           _______       _______ 
 
GROUP OPERATING PROFIT                                     551,125       551,389 
 
 
Defined benefit scheme settlements and                     (8,000)        67,000 
past service costs 
 
Interest receivable and similar income                      13,300         9,696 
 
Interest payable and similar charges                       (3,799)       (3,552) 
 
                                                           _______       _______ 
 
PROFIT ON ORDINARY 
 
ACTIVITIES BEFORE                                          552,626       624,533 
TAXATION 
 
Taxation                                                 (128,857)     (129,670) 
 
                                                           _______       _______ 
 
PROFIT ON ORDINARY 
 
ACTIVITIES AFTER TAXATION 
ATTRIBUTABLE TO THE OWNERS OF THE PARENT 
COMPANY                                                    423,769       494,863 
 
                                                            ======        ====== 
 
EARNINGS PER 
SHARE 
 
Basic                                                       7.9p         9.2p 
 
                                                          ======       ====== 
 
Diluted                                                     7.8p         9.1p 
 
                                                          ======       ====== 
 
              All operations are continuing. 
 
FIELD SYSTEMS DESIGNS HOLDINGS PLC 
 
GROUP STATEMENT OF FINANCIAL POSITION 
 
As at 31 May 2019 
 
                                                     2019              2018 
 
                                                        GBP                 GBP 
 
FIXED ASSETS 
 
Tangible assets                                   680,632           504,133 
 
CURRENT ASSETS 
 
Stock - raw materials                              58,257           151,379 
 
Debtors                                         5,343,066         7,598,742 
 
Cash at bank and in hand                        4,798,845         3,972,722 
 
                                                 ________          ________ 
 
                                               10,200,168        11,722,843 
 
                                                 ________          ________ 
 
CREDITORS 
 
Amounts falling due within one year             6,886,434         8,631,719 
 
                                                 ________          ________ 
 
NET CURRENT ASSETS                              3,313,734         3,091,124 
 
                                                 ________          ________ 
 
TOTAL ASSETS LESS CURRENT 
 
LIABILITIES                                     3,994,366         3,595,257 
 
CREDITORS 
 
Amounts falling due after more than                19,082             4,742 
one year 
 
PROVISIONS FOR LIABILITIES 
 
Deferred taxation                                  59,000            39,000 
 
Post-employment employee benefits                       -                 - 
 
                                                 ________          ________ 
 
NET ASSETS                                      3,916,284         3,551,515 
 
                                                  =======           ======= 
 
CAPITAL AND RESERVES 
 
Called up share capital                           569,250           569,250 
 
Share premium account                             158,750           158,750 
 
Other reserves                                    370,033           370,033 
 
Profit and loss account                         2,818,251         2,453,482 
 

                                                 ________          ________ 
 
TOTAL SHAREHOLDERS' EQUITY                      3,916,284         3,551,515 
 
                                                  =======           ======= 
 
Approved by the board and signed on behalf of the board and authorised for 
issue on 
 
31 October 2019 by:- 
 
Bruce Smith.........................................Director 
 
Nigel Billings.......................................Director 
 
 
 
END 
 

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November 01, 2019 03:00 ET (07:00 GMT)