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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Brammer | LSE:BRAM | London | Ordinary Share | GB0001195089 | ORD 20P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 164.50 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
Hot Features
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TIDMBRAM
RNS Number : 5166H
Brammer PLC
23 February 2010
PRELIMINARY RESULTS
STRATEGY CONTINUES TO PROVIDE RESILIENCE
Brammer, the leading pan European added value technical distributor, today
announces its preliminary results for the year ended 31 December 2009.
Brammer's goal is to supply its customers with a consistent quality of products
and services, across the entire bearings, power transmission and fluid power
product range, anywhere in Europe. Brammer presently operates in over 300
locations in 16 countries.
+------------------------------------------+------------+-----------+--------+
| FINANCIAL SUMMARY | | | |
+------------------------------------------+------------+-----------+--------+
| | 2009 | 2008 | |
+------------------------------------------+------------+-----------+--------+
| | GBPm | GBPm | Change |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Revenue | GBP426.1m | GBP478.4m | -10.9% |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Operating profit before amortisation and | GBP18.4m | GBP26.2m | -29.8% |
| exceptional items | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Profit before tax on ordinary activities | GBP13.8m | GBP19.7m | -29.9% |
| (before amortisation and exceptional | | | |
| items) | | | |
| | | | |
+------------------------------------------+------------+-----------+--------+
| Amortisation of acquired intangibles | GBP(1.6)m | GBP(0.8)m | |
| | | | |
+------------------------------------------+------------+-----------+--------+
| Exceptional items - continuing | GBP(13.7)m | - | |
| operations | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| (Loss)/profit before tax from continuing | GBP(1.5)m | GBP18.9m | |
| operations | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Operating cash flow before exceptional | GBP33.3m | GBP29.2m | +14.0% |
| items | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Net debt | GBP39.9m | GBP84.0m | |
+------------------------------------------+------------+-----------+--------+
| | | | |
| | | | |
| | | As | |
| | | restated* | |
+------------------------------------------+------------+-----------+--------+
| Dividend - Interim * | 1.9p | 1.9p | |
+------------------------------------------+------------+-----------+--------+
| - Final | 3.6p | 3.6p | |
| proposed | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Earnings per share - total | | | |
+------------------------------------------+------------+-----------+--------+
| Basic - continuing (0.5)p, discontinued | 0.1p | 17.4p | |
| 0.6p | | | |
+------------------------------------------+------------+-----------+--------+
| Diluted - continuing (0.5)p, | 0.1p | 17.1p | |
| discontinued 0.6p | | | |
+------------------------------------------+------------+-----------+--------+
| | | | |
+------------------------------------------+------------+-----------+--------+
| Earnings per share - on continuing | | | |
| operations before amortisation and | | | |
| exceptional items | | | |
+------------------------------------------+------------+-----------+--------+
| Basic | 13.1p | 18.2p | -28.0% |
+------------------------------------------+------------+-----------+--------+
| Diluted | 13.1p | 17.9p | |
+------------------------------------------+------------+-----------+--------+
* Interim dividend 2009, prior year dividends and earnings per share have been
restated to reflect the effect of a 1 for 1 rights issue completed on 16
November 2009.
Highlights
· Overall revenue down by 10.9%; leading presence across Europe maintained.
· In the UK, sales per working day were flat in a market believed to be
down about 15%, whilst operating profit increased by 24%.
· Brammer's leadership position still only represents around 3% of the
European market and the Company continues to enjoy a sales performance which
betters the market as consolidation continues.
· Key Account sales grew by 9%, now representing 36% of total revenues,
with important new Key Account wins across the group.
· Overhead costs have been reduced by an annualised GBP15.8 million (13%)
whilst maintaining -service levels. There were associated exceptional costs
totalling GBP13.7 million.
· Operating profit (before amortisation and exceptional items) decreased to
GBP18.4 million (2008: GBP26.2 million).
· Inventory levels reduced by GBP32.3 million in total, equating to GBP23.5
million in constant currency terms, a reduction of 26%.
· Strong cash inflow from operating activities (before exceptional items)
of GBP33.3 million (2008: GBP29.2 million), being 181% of operating profit
(before amortisation and exceptional items).
· Net debt reduced by GBP44.1 million to GBP39.9 million following
completion of the rights issue raising net proceeds of GBP35.3 million.
· EPS (on continuing operations before amortisation and exceptional items)
reduced to 13.1p (2008: 18.2p as restated for the effects of the rights issue).
David Dunn, Chairman, said:
"At the time of the July management statement we indicated that signs of
stability were becoming evident. We now believe that June was the low point of
the recent trading cycle. Since that time sales have stabilised and towards the
latter part of 2009 have been increasing. This better trend has continued into
2010.
Although it is early days, the Board is encouraged by this improvement and
coupled with a reduced overhead base and strengthened balance sheet we are
cautiously optimistic for 2010."
Enquiries: Brammer plc 020 7638 9571
(8.00am - 1.00pm)
0161 902 5572 (1.00pm - 4.30pm)
David Dunn, chairman
Ian Fraser, chief executive
Paul Thwaite, finance director
Issued: Citigate Dewe Rogerson Ltd 020 7638 9571
Martin Jackson
Nicola Smith
BRAMMER PLC
2009 PRELIMINARY RESULTS
CHAIRMAN'S STATEMENT
General Summary
Without doubt, 2009 has proved to be the most difficult trading period in recent
times. Whilst the economic environment has prevented Brammer from continuing the
growth of the previous five years, there are some significant achievements in
the year which give the Board confidence in the future. I would summarise the
more important of these as follows:
· our strategy has clearly demonstrated its resilience in a period of great
pressure on the business
· overhead costs have been reduced by GBP15.8 million per annum whilst
maintaining service levels
· the Balance Sheet has been significantly strengthened by a successful
rights issue and a very substantial reduction in inventory levels
· the management team have responded magnificently to the challenges with
which they were faced
These and other topics are discussed more fully in the Chief Executive's
and Finance Director's reports which follow my Chairman's statement.
Trading
Sales for the year at GBP426.1 million were 10.9% lower than last year's
GBP478.4 million. Within this total Key Accounts performed well with overall
growth of 9%, and showed an accelerating trend throughout the year. They now
account for over 36% of total sales compared to less than 30% a year ago.
Growing Brammer's Key Account business is a major strategic objective, and I
believe these figures clearly demonstrate the benefit this has provided in such
a difficult year.
Within the sales mix there have been substantial gains in market sectors which
have been less exposed to the economic recession. Strong double digit increases
in Food and Drink, Pharmaceuticals, Utilities, and Transport have, however, been
offset by large declines in Automotive, Metals, Construction, Engineering, and
Chemicals. Clearly sales mix varies by country but targeted gains have been
achieved by focusing on the more resilient sectors.
Emerging from these changes in the sales mix it is reassuring to be able to
report stable gross margins. Realistic pricing and good support from our
suppliers have combined to create a positive outcome consistent with the levels
of previous years.
A major focus from the early onset of the recession has been to reduce overhead
costs to a level commensurate with the lower activity levels, and ideally in a
manner which would maintain service levels. As the results show, sales,
distribution, and administrative costs have been reduced by an annualised
GBP15.8 million, equivalent to 13% of last year's reported total. This has
involved substantial cuts in employment costs but all categories of overhead
have been affected. These reductions have necessarily incurred significant costs
in themselves and are contained within the reported exceptional item of GBP12.9
million within operating profit. Contraction is never an easy process and I
would like to commend management's determination in achieving such a substantial
saving, and thank our employees for their understanding. It is interesting to
note that sales per employee were GBP183,000 for 2009 which was virtually
identical to the previous year.
Balance Sheet
Net debt at 31 December 2009 was GBP39.9 million compared to GBP84.0 million a
year ago. Net proceeds from the rights issue in November 2009 amounted to
GBP35.3 million and this has greatly strengthened the group's financial
position. Whilst we had renegotiated our borrowing facilities as recently as
November 2008, and were trading within the covenants agreed, it became clear to
the Board that the lending climate had fundamentally changed with the banking
crisis. Accordingly, the Board decided it was prudent to reduce Brammer's
dependence on debt financing and we are grateful for the support received from
shareholders.
In previous reports we have referred to the strategic goal of developing our
systems to improve our management of inventories. With a massive spread of part
numbers across Europe this was a considerable but necessary undertaking. It is
therefore pleasing to report that in 2009 inventories fell from GBP103.1 million
to GBP70.8 million. Whilst currency accounted for GBP8.8 million of this
benefit, the vast bulk of the remainder reflects the tremendous progress made in
utilising our enhanced systems. Operating cash flow before exceptional items
totalled GBP33.3 million which was well ahead of anything previously achieved.
We therefore enter 2010 in the strongest financial position for many years.
Strategy
I believe Brammer's strategy has held up well in 2009. It remains unchanged
under the headings of growth, capabilities, synergies, and costs. As referred to
above, the Key Account and segmental approach to our markets, the focus on costs
and cash, and our investments in systems have demonstrably proved that the
strategy is durable in good times and bad. Whilst it is clearly disappointing to
report lower sales and profits, the Board remains confident in continuing to
pursue the strategy, which has been in place since 2004.
No acquisitions were made in 2009 as we coped with the trading environment.
Nonetheless acquisitions will continue to be part of our growth aspirations and
we will remain vigilant to market opportunities as they occur.
People
Charles Irving-Swift will join the Board as a non executive director on 1 March
2010. We are delighted to welcome Charles who has an extensive international
background in manufacturing and has much experience relevant to Brammer. At the
same time we are sad to lose the services of Paul Forman as a non executive
director. Paul joined Brammer in December 2006. In December 2009 he took up the
position of Chief Executive of Coats plc and is no longer able to allocate the
necessary time to a non executive role. The Board thanks him for his excellent
contribution and wishes him well in his new career.
I have referred to both our management team and employees elsewhere in this
report. I would like to thank them again for their efforts and understanding in
a year of considerable change.
Dividend
At the half year we announced an unchanged interim dividend of 2.6p. Since that
time we have doubled the number of shares in issue through the rights issue. The
Board has decided to recommend a final dividend of 3.6p which is effectively a
maintained dividend on the increased share capital. For both the interim and
final, dividends are adjusted for the extra shares in issue and are respectively
1.9p interim and 3.6p final, giving a total of 5.5p for the year. Whilst
earnings are down in 2009 this maintaining of the dividend reflects the Board's
confidence in Brammer's future.
Prospects
At the time of the July management statement we indicated that signs of
stability were becoming evident. We now believe that June was the low point of
the recent trading cycle. Since that time sales have stabilised and towards the
latter part of 2009 have been increasing. This better trend has continued into
2010.
Although it is early days, the Board is encouraged by this improvement and
coupled with a reduced overhead base and strengthened balance sheet we are
cautiously optimistic for 2010.
David Dunn
CHIEF EXECUTIVE'S REVIEW
Overview
In 2009 Brammer faced the worst economic conditions since becoming a listed
company. Nevertheless, we believe the strategy developed early in 2004 has
served us well and proven its resilience. Overall, our strategy remains
unchanged, and in 2009 we continued to focus on our four organic growth drivers,
whilst also concentrating on our cost base and our ability to generate cash by
taking advantage of the synergies available to us as a consistent and coherent
European group. We first experienced the effects of the economic slowdown at the
end of the third quarter in 2008, and this slowdown accelerated through the
first half of 2009. Following an inchoate recovery in June, we experienced
modest but continuous sequential growth in the second half. We believe we have
continued to gain market share in most territories throughout this period.
Recognising the serious economic problems ahead, in the fourth quarter of 2008
we initiated programmes, where appropriate, to reduce our cost base to a level
consistent with our anticipated revenues in the first half of 2009. As the
slowdown accelerated, we executed a further set of cost reductions at the start
of the second quarter. Whilst these reductions affected all areas of our
business, not a single branch was closed, and we maintained our ability to serve
our customers. The total exceptional cost taken for these actions is GBP12.9
million, of which GBP6.0 million represents a cash cost in 2009. The resulting
saving in our sales, distribution and administration costs ("SDA"), in constant
currency terms, is GBP14.4 million. As the cost reduction action progressed
throughout the year, we estimate the annualised cost reduction in constant
currency to be in the order of GBP15.8 million. The exceptional cost, therefore,
has produced significantly better than a one year payback.
Even as our markets contracted, we believe that our tried and tested growth
drivers continued to differentiate us from our competition, and enabled us to
win market share in a declining market. We continued to invest in initiatives
to grow in defensive segments such as Food and Drink, Fast Moving Consumer Goods
("FMCG"), and Utilities. Our Key Account activity continued unabated, with our
value and cost saving propositions becoming ever more important to our Key
Account customers. For the first time we experienced pressure from some of our
customers to accelerate contract implementation in order to deliver the agreed
cost savings more quickly. We increased investment in our Insite programme, and
won a record 77 new Insites in 2009. Our product range extension and cross
selling initiatives gave us good growth in product lines such as Mechanical
Power Transmission, Fluid Power, and Tools and General Maintenance products
especially on the continent where we are significantly under-represented in
these product lines.
Finally, our scale, geographic coverage, and focus as a technical specialist in
a core range of products continued to reinforce to our potential customers that
we are a strong partner that adds value to their needs. Our ability to provide a
consistent quality of product and service across the entire bearings, power
transmission and fluid power product range, anywhere in Europe remains
unparalleled.
Operational Review
Brammer is the leading European supplier of technical components and related
services to the maintenance, repair and operations ("MRO") markets. In 2009
revenue decreased by 10.9% to GBP426.1 million (2008: GBP478.4 million), whilst
operating profit before amortisation and exceptional items decreased by 29.8% to
GBP18.4 million (2008: GBP26.2 million). Earnings per share (before
amortisation and exceptional items and restated for the effect of the Rights
Issue) decreased by 28.0% to 13.1 pence per share (2008: 18.2 pence per share).
Cash generated from operations before outflows relating to exceptional items was
GBP33.3 million (2008: GBP29.2 million), driven significantly by a material
reduction in inventory levels.
Operating margin (operating profit before amortisation and exceptional items)
reduced from 5.5% to 4.3% although revenue per head remained constant at
GBP183,000 indicating our ability to flex our cost base in line with volume very
quickly.
+-------------------------------------------------------------------------------+
| |
| Constant exchange rates of |
| EUR1.259 |
| |
| Summary table |
| External Operating Organic |
| Revenue Profit/(loss)* SPWD** |
| Growth/(decline) |
| 2009 2008 2009 2008 2009 2008 |
| GBPm GBPm GBPm GBPm % % |
| UK 130.3 133.5 4.6 3.7 -0.4% 4.1% |
| Germany 82.6 121.8 4.5 9.2 -30.8% 8.1% |
| France 62.9 74.4 2.6 2.9 -14.6% 4.5% |
| Spain 32.7 42.7 2.3 3.3 -22.3% 1.1% |
| Benelux 37.0 46.3 1.6 4.0 -20.0% 13.2% |
| Eastern 40.5 45.9 2.1 3.1 -10.5% 35.5% |
| Europe |
| Other 12.5 13.8 (0.2) 0.0 -7.6% 7.7% |
| Total 398.5 478.4 17.5 26.2 -16.1% 8.5% |
| Exchange 27.6 0.9 -5.8% |
| effect*** |
| As reported 426.1 18.4 -10.3% |
| |
+-------------------------------------------------------------------------------+
In the UK, our largest operation, and one where the Brammer strategy is most
mature, we managed to maintain flat sales per working day (SPWD) in a market we
believe to be down about 15%, whilst increasing operating profit by 24% to
GBP4.6 million. Our low point occurred in the second quarter, and we experienced
year-on-year growth in the final quarter. This proves the resilience of our
strategy, with market share gains being driven by all four Brammer growth
drivers.
Key Account sales grew by 3% in the year, and now represent 55% of sales.
Several new contracts were won, many of which will benefit 2010, with customers
such as Alcoa Howmet, SRCL, Sibelco and Tarmac. Our value proposition continues
to be attractive to customers and we have further honed our skills in delivering
cost savings and value add to our customers. In 2009 we recorded over 2,800
individual cost savings for more than 500 customers, with a combined saving of
GBP21 million.
We opened twenty new full time Insites and increased sales through these Insites
and part-time Insites (those locations where we have several regular clinics
with the customer's staff each week) by 31%. During the year we launched a
managed inventory service offering, providing low cost, fast moving consumable
items to customer sites in a modular storage system, deployed line-side or in
the stores. We expect this to provide good growth opportunities in 2010.
Finally, our cross selling initiatives continued to be successful with growth of
16% in our fluid power range, and 8% in our general maintenance range.
In Germany, SPWD on a constant currency basis declined by 31%, with the low
point occurring in the second quarter. Despite a very significant level of cost
reduction, aided by short term working, operating profit declined by 51%. Our
investments in Key Accounts limited the decline in this segment to 21%, and we
won new contracts with Sudzucker, Bowe, Flamm, Europart, Invista, Emcom, Rexam
and Knorr Bremse. No contracts were lost. Key Accounts now represent 22% of
total revenues.
Our earlier focused investment in mechanical power transmission limited the
decline here to 21%, whilst our new investment in tools and general maintenance
products resulted in modest growth of 2%. We won five new Insites and our focus
on the market segments of Food and Drink, Utilities, and Construction and
Aggregates resulted in several new contract wins and increased market share; 125
customer events were held across Germany addressing more than 1,000 MRO
specialists from those segments, raising the awareness of Brammer as a solution
provider.
In France, SPWD in constant currency declined by 15%, (compared with the GIFEC
trade association reported decline of 25% the low point being the second
quarter, whilst by the final quarter the decline had reduced to 5% compared to
the same period in 2008. Operating profit declined by 10.3%. Key Account sales
declined by just 4%, and now represent 31% of turnover. New contracts were won
with BIC, Arc International, Emin Leydier, Grands Chais de France, Holcim, and
Yoplait. Five new Insites were won, though overall Insite sales declined by 14%
due to a preponderance of automotive customers in this segment. We launched new
product initiatives in motors and tools and general maintenance, with the latter
range achieving an annualised revenue run rate of over GBP1 million by December.
We continued to focus our marketing activity on food and drink and water
utilities, with 38 customer events attracting 850 customers.
In Spain, SPWD on a constant currency basis declined by 22%, whilst operating
profit reduced by 30%. Our Key Account revenues declined by just 4%, and we won
new contracts with Rexam, Emcom, Amcor, Grupo Sada, Knorr Bremse, Heinz and
Sainsa. Key Accounts now represent 25% of sales, and we provided over GBP2
million of cost savings to our Key Account customers. Four new Insites were won,
with Insite sales increasing by 28%. Our marketing focus was on food and drink
and energy, with growth of 3% and 2% respectively. Ten customer symposiums
attracted 206 customers. Good progress was made in product range extension,
with the tools and general maintenance range reaching nearly GBP1 million of
sales, following the introduction of our first maintenance catalogue at the
start of the year.
SPWD in the Benelux countries reduced by 20%, whilst operating profit reduced by
60%, reflecting a difficult environment to achieve cost reductions. We opened a
new branch in Roermond, and established a branch in Terneuzen. We won new
contracts with Coca-Cola Enterprises, Emcon Technologies, Invista, Nutrixo,
Ontex, Danone, Amcor and many others. In Holland we introduced many new product
lines, with mechanical power transmission growing by 15% and fluid power by 13%.
In Belgium, fluid power grew by 29%, and tools and general maintenance by 8%.
We opened three new Insites in Belgium, increasing sales from virtually nothing
to nearly GBP1 million. Our Dutch focus on food and drink gave rise to 47%
growth in this segment.
In our Eastern European businesses (comprising Poland, Hungary, the Czech
Republic and Slovakia), total SPWD in constant currency declined by 11%, whilst
operating profit declined by 32%. In Poland, SPWD increased by 4% at constant
currency. The new Key Account team continued to be successful, with Key Account
growth of 18% and good development with Colgate, Timken, Saint Gobain, Cadbury,
and Michelin. The acquisition of Masterpol is being integrated. In the Czech
Republic and Slovakia, SPWD in constant currency decreased by 29%. In Hungary,
the SPWD decline was 18%.
In respect of the other segments, Austria, Ireland and Italy, SPWD declined by
7.6%, whilst operating profit was flat. In Austria SPWD were down 32% as we
continued to divest low margin OEM (Original Equipment Manufacturers) business,
and suffered very difficult market conditions. In Italy, SPWD were up 12% but
down 20% like for like, benefiting from the year on year effect of the
Tecnoforniture acquisition. Sales in Ireland declined by 6%.
Strategy
Our strategy remains unchanged under the headings of growth, capabilities,
synergies and costs.
Growth
Overall SPWD decline in constant currency was 16.1%, a result we believe is
significantly better than the market. It is evident that our strategies of
attacking market segments with focused marketing material and specialist sales
people, growth through Key Accounts, the development of Insites, and growth
through cross-selling and product range extension are contributing to
significant market share gains in most territories.
We continued to focus on a market segmentation approach, increasing our
knowledge of customers' processes and selling to their specific needs. In
particular:
* in Food and Drink, a strong focus area for many of our businesses and a key
strategic segment for Brammer, we grew by GBP11.3 million or 34%, to GBP44.3
million, almost offsetting the decline in automotive, down 32% to GBP31 million.
* in Pulp and Paper, we grew by 3% overall to GBP17 million.
* in Utilities, a relativity new segment for many of our businesses, we grew by
17% to GBP17.1 million.
Key Account sales grew by 9%, and now represent 36% of total sales. New
European contracts were won with Coca-Cola Enterprises, Emcon, Heinz, Invista,
Knorr-Bremse, and Rexam. We renewed three year contracts with Ahlstrom,
Alcan-Rio-Tinto, Crown Cork, Eaton, GKN and TRW. We continued to focus our
business on defensive segments and increased our sales to the Pharmaceutical
segment by 74%, Food and Drink by 37%, Utilities by 14%, FMCG by 14% and
Transport by 28%. Our focus on these defensive segments resulted in significant
market share gains and helped ameliorate the inevitable very large sales decline
we experienced in the Automotive, Construction, Capital Goods and general
Engineering sectors.
We opened 77 new Insites, 33 full time and 44 part time, with overall growth of
21% to GBP58 million.
Extending the product range to the full Brammer range in every territory
continued, and whilst bearing sales declined by 16%, non bearing sales declined
by just 8%, suggesting significant market share gains and driven by growth of
8.2% in tools and maintenance to GBP24 million, and a decline of just 5% in
fluid power to GBP67 million.
We made no acquisitions in 2009, but maintained contact with a number of
interesting opportunities.
Capabilities
The focus of our people and organisational capability is on supporting our
growth. To that end, through our pan-European Marketing team we prepared and
launched updated Market Segmentation material for the Food & Drink sectors and
continued implementation work and training on how to use our sector specific
material through a workshop programme with our central and eastern European
businesses. Through our pan-European Sales team we continued our development of
the Brammer Manual for Insite Operations with this manual available in English,
French, German and Spanish. The Insite manual uses the best practice from
across the Group to show our people - and our customers through an Insite
Bulletin - the operational requirements and customer service benefits available
from a well run Insite.
Following feedback from our customer survey, we have continued work on
identifying the energy saving potential of manufacturing and process driven
companies in Europe. The conservative assessment remains that over EUR13 billion
of energy is wasted across Europe in the production processes. We have had great
support from some of our partner suppliers and have set up a research activity
with a German Technical Institute to identify how we can maximise the benefits
from this work. This project work came to its conclusion in 2009 and has
provided us with a unique approach to looking at energy savings with our
customers, which we will be developing and rolling out across the business
during 2010.
We continue to roll out our bespoke suite of Distributed Learning programmes
which is made available to our people in eight languages electronically. In
crucial customer facing areas of the business the goal is to achieve 100% take
up of the two major foundation programmes, which explain the technical aspects
of the product range and the fundamental way the business works. These
foundation programmes have been rebuilt and updated during the year and will be
re-launched during 2010 to provide a better learning experience. We continue to
support those employees who request English language training, for which we have
on-line support.
We conducted our seventh annual internal survey and 66% of our people responded.
The engagement level was around 78% which shows that we have maintained an
excellent link between our strategy and our people in a very difficult year.
We have continued to produce 'One Brammer' Newsletters in the year. This
newsletter, which is sent to each member of Brammer across Europe, informs our
people about developments, activities and matters that concern them about our
performance.
The Brammer European Council of employee representatives meets annually. This
forum facilitates communication between the Works Councils and Employee Forums
from each country in the group, ensuring that the concerns and issues raised by
our people can be responded to.
Synergies
During 2008, we created a pan-European Capital Employed Task Force ("CETF"),
which began work on identifying and delivering opportunities for capital
employed reduction through stock optimisation. The CETF utilises the Brammer
Foundation Systems to identify and implement best practice planning processes
across Europe; to identify excess stocks; to match them using Master Data
Management ("MDM") and to transfer them internally using Brammer Inline to
countries where they can be sold; and to eliminate other excess stocks through a
range of initiatives on both the supply side and sales side.
We continued to roll out the MDM application, which now contains over 2.5
million part numbers and 3 million technical features. We expect data load to
be completed in 2010, with 3.5 million part numbers and over 5 million feature
values loaded. The increasing volume and completeness of the data held in MDM
has supported a 63% increase in the volume of activity traded internally using
our Brammer Inline platform. Brammer Inline provides visibility of stock across
10 European countries, and fully integrated electronic trading between Brammer
country businesses. The Brammer Inline application continued to evolve, with
the focus on reducing order processing times and costs, and progressive
extension to all internal warehouses as well as suppliers' stocks.
The MOMASSE demand forecasting and planning tool continued to be implemented
successfully across Brammer, allowing each country to optimise stock levels, and
deliver higher levels of stock availability for a lower investment in inventory.
Good progress was made in developing pan-European inventory plans for certain
product groups.
The combination of MDM, Inline, and MOMASSE have helped the CETF to deliver
reported inventory reductions in excess of GBP32.3 million in 2009 (GBP23.5
million in constant currency terms) while maintaining and improving stock
availability for customer service. Our customer survey at the end of 2009 has
shown a significant improvement in customers' perceptions of Brammer's stocked
range and availability.
The focus for 2010 will be the extension of pan-European demand forecasts and
the implementation of harmonised inventories across Europe, to further reduce
investment in stock while improving service capability. This will be done in
partnership with key suppliers, improving stock availability and visibility for
Brammer's customers through the supply chain.
Costs
We continued to work on increasing our spend with a smaller number of suppliers,
and improving the level of marketing support, pricing, and cooperation in the
field received from those suppliers.
Control of costs was a key focus of the group in 2009, with an annualised
reduction of GBP15.8 million at constant exchange rates. We believe that in the
process of this large cost reduction we have made significant efficiency
improvements, and that much of the saving made is permanent. As growth resumes,
we believe that we will not need to put all of this cost saved back in to the
business by the time our revenues recover to 2008 levels in constant currency
terms.
The future
Our European footprint and our specialisation in the field of bearings,
mechanical power transmission, fluid power and general maintenance products, is
a strong platform upon which to achieve further gains in market share in our
fragmented market place. This time last year we said "There is no doubt that we
shall experience difficult market conditions throughout 2009, but we believe
those very conditions will prompt our customers to seek productivity improvement
and cost savings, areas where our value proposition has proven to be successful.
We shall continue to invest in sales resource and service delivery skills to
provide ever increasing added value to our customers." This statement turned
out to be accurate and many of our customers are seeking to accelerate contract
implementation to achieve the cost savings available to them as part of their
contract with Brammer - and we have increased the rate at which we are able to
deliver those savings.
Our strategy of developing a focused approach to defensive market segments,
demonstrating a clear understanding of the unique customer needs of that
segment, will continue to improve our new customer win rate and further improve
the retention rate of existing customers. We shall accelerate the development
of our Insite approach to meet the demands of our customers, and will continue
to strengthen the product portfolio in each country, affording greater
opportunities for cross-selling. Our pipeline of acquisition opportunities is
substantial, and we will recommence acquisitive growth when the economic
recovery is clearly confirmed.
The overall decline in our business halted in June 2009, and we have seen
sequential growth in SPWD each month since then. Our Key Account business
remains strong and we expect to achieve healthy double digit growth in this
segment in 2010. The first six weeks of 2010 have continued these trends, and
we are confident that our strategy will continue to give us growth substantially
greater than the market. We will continue to lead the consolidation of the
European market in bearings, mechanical power transmission, fluid power, and
tools and general maintenance products.
Ian R Fraser
FINANCIAL REVIEW
Overview
The financial statements have been prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by the European Union (EU).
Revenue
Revenue declined by 10.9%, of which continental Europe accounted for a 14.2%
decrease and the UK a 2.4% decrease. At constant exchange rates, revenue
decreased by 16.7%. This equates to a decrease in organic revenue per working
day of 16.1%, comprising 21.2% in continental Europe and 0.4% in the UK. There
were no acquisitions during the year.
Gross profit
The gross profit for the year was GBP125.5 million, with gross profit before
exceptional items at GBP128.1 million (2008: GBP143.7 million). Underlying gross
margins before exceptional items were maintained at 30%.
Profit/(Loss)
The loss before tax from continuing operations for the year was GBP1.5 million
(2008: profit of GBP18.9 million) having borne net exceptional costs of GBP13.7
million. Profit before tax, amortisation and exceptional items but after finance
expense was GBP13.8 million (2008: GBP19.7 million).
Return on operating capital employed
The return on operating capital employed, based on operating profit before
amortisation and exceptional items, was 24.1% (2008: 25.7%) for the total group.
Goodwill
Goodwill in the balance sheet stands at GBP76.6 million at the end of the year
(2008: GBP83.6 million). In 2009, goodwill decreased by a net GBP7.0 million;
GBP6.1 million decrease due to exchange movements on goodwill held in foreign
currencies and GBP2.4 million decrease from the recognition of separately
identifiable intangible assets on the acquisitions made in 2008; with increases
of GBP1.0 million of final fair value adjustments to the goodwill on the
acquisitions made in 2008 and GBP0.5 million of earn-out payments. Impairment
reviews have been performed in accordance with IAS 36 and no impairment has been
identified.
Trading during the year
Profit from operations before exceptional items, amortisation, interest and tax
("underlying operating profit") decreased by 29.8% to GBP18.4 million (2008:
GBP26.2 million), of which GBP8.8 million was delivered in the first half and
GBP9.6 million in the second half (see table below).
+--------------------------+-------------+------------+----------------+
| | First half | Second | Full year |
| | | half | |
+--------------------------+-------------+------------+----------------+
| | GBPm | GBPm | GBPm |
+--------------------------+-------------+------------+----------------+
| 2009 | | | |
+--------------------------+-------------+------------+----------------+
| Revenue | 216.3 | 209.8 | 426.1 |
+--------------------------+-------------+------------+----------------+
| Underlying operating | 8.8 | 9.6 | 18.4 |
| profit* | | | |
+--------------------------+-------------+------------+----------------+
| | | | |
+--------------------------+-------------+------------+----------------+
| | | | |
+--------------------------+-------------+------------+----------------+
| 2008 | GBPm | GBPm | GBPm |
+--------------------------+-------------+------------+----------------+
| Revenue | 241.6 | 236.8 | 478.4 |
+--------------------------+-------------+------------+----------------+
| Underlying operating | 14.4 | 11.8 | 26.2 |
| profit* | | | |
+--------------------------+-------------+------------+----------------+
* being profit from operations before exceptional items, amortisation, interest
and tax
Whilst revenue declined in both the first half and second half compared to the
prior year, the first half suffered a declining trend and the second half
enjoyed an improving trend. Brammer's results reflected the difficult economic
and trading conditions experienced as a result of the global recession, which
first manifested itself in late 2008 in the European manufacturing sector and
the associated supply chain in which the group operates. For the first half,
revenue declined by GBP25.3 million resulting in a decline in underlying profit
of GBP5.6 million. For the second half, revenue declined by GBP27.0 million
resulting in a decrease in underlying profit of GBP2.2 million.
Favourable exchange rates had a significant impact on the year's results
offsetting 5.8% of the decline in revenue and 3.4% of the decline in underlying
operating profit.
Exceptional items
In response to the difficult trading conditions during the year, a wide ranging
review of the operating cost base, strategy, working capital and financing was
performed. The costs relating to this exercise totalling GBP12.9 million have
been separately disclosed as exceptional items within operating profit from
continuing operations. There was a GBP0.7 million credit arising from
discontinued operations.
Interest
The net interest charge for the year was GBP5.4 million (2008: GBP6.4 million)
which included a discount unwind charge on deferred consideration of GBP0.5
million (2008: GBP0.4 million) and an exceptional expense of GBP0.8 million.
Excluding the discount unwind charge the effective interest rate on average net
borrowings was 4.7% (2008: 7.2%) reflecting reduced base rates in both sterling
and euro interest rates in 2009. The margin over interbank rates paid by the
group remained unchanged. Profit before tax, on ordinary activities before
amortisation and exceptional items, covers interest by 4.6 times compared to 4.4
times in 2008.
Tax
The overall tax credit for the year of GBP0.9 million (2008: GBP5.9 million
charge) comprises a current year charge of GBP0.4 million and a prior year
credit of GBP1.3 million. The current year tax charge comprises GBP4.3 million
relating to pre exceptional items and a credit of GBP3.9 million relating to
exceptional costs arising in the year. Current year tax on profit before
exceptional items represents an effective tax rate of 35.5% which is higher than
the expected rate of 28% as a result of a higher proportion of non allowable
costs and deferred tax released.
Cash flow
+--------------------------------------------------+--------+--------+
| | 2009 | 2008 |
+--------------------------------------------------+--------+--------+
| | | |
+--------------------------------------------------+--------+--------+
| | GBPm | GBPm |
+--------------------------------------------------+--------+--------+
| Net cash inflow from operating activities | 27.3 | 29.2 |
+--------------------------------------------------+--------+--------+
| | | |
+--------------------------------------------------+--------+--------+
| Cash inflow from operating activities before | 33.3 | 29.2 |
| exceptional items | | |
+--------------------------------------------------+--------+--------+
| Cash outflow from exceptional items | (6.0) | - |
+--------------------------------------------------+--------+--------+
| Net cash inflow from operating activities | 27.3 | 29.2 |
+--------------------------------------------------+--------+--------+
| | | |
+--------------------------------------------------+--------+--------+
| Net capital expenditure (purchases net of | (1.7) | (4.4) |
| disposals) | | |
+--------------------------------------------------+--------+--------+
| Operational cash generation | 25.6 | 24.8 |
+--------------------------------------------------+--------+--------+
| Acquisitions (including net debt acquired) | - | (8.4) |
+--------------------------------------------------+--------+--------+
| Deferred consideration and earn out | (8.8) | (1.4) |
+--------------------------------------------------+--------+--------+
| Tax | (2.3) | (4.2) |
+--------------------------------------------------+--------+--------+
| Interest, dividends, pension obligations & other | (11.5) | (10.6) |
+--------------------------------------------------+--------+--------+
| Net proceeds from rights issue | 35.3 | - |
+--------------------------------------------------+--------+--------+
| Purchase of own shares | (0.3) | (2.3) |
+--------------------------------------------------+--------+--------+
| Net proceeds from issue of shares | - | 0.1 |
+--------------------------------------------------+--------+--------+
| Decrease/(increase) in net debt | 38.0 | (2.0) |
+--------------------------------------------------+--------+--------+
| Opening net debt | (84.0) | (59.4) |
+--------------------------------------------------+--------+--------+
| Exchange | 6.1 | (22.6) |
+--------------------------------------------------+--------+--------+
| Closing net debt | (39.9) | (84.0) |
+--------------------------------------------------+--------+--------+
Net debt decreased by GBP44.1 million from GBP84.0 million to GBP39.9 million
principally as a result of the repayment of debt following receipt of the rights
issue proceeds in November. At the year end, net debt/EBITDA stood at 1.98 times
(2008: 2.7 times).
Net cash inflow from operating activities of GBP27.3 million, which is after
GBP6.0 million outflow associated with exceptional items, decreased by GBP1.9
million from GBP29.2 million in 2008.
The strong operating cash generation reflected a focus on working capital which
contributed GBP17.7 million inflow, reflecting the significant reduction in
stock in the year of GBP32.3 million (of which GBP8.8 million relates to
currency effects). This inflow enabled the payment of GBP8.8 million of deferred
consideration, GBP2.3 million taxation payments, and GBP11.5 million for
dividends, interest and pension obligations. Average net borrowings in 2009 were
GBP87.6 million compared to GBP78.5 million in 2008.
Pensions
The net pension liability relating to the defined benefit pension scheme
increased by GBP12.4 million to GBP25.7 million (2008: GBP13.3 million). The
increase reflects the following changes in actuarial assumptions. Mortality
rates have been changed to reflect increased life expectancies. The other
actuarial assumptions used were a discount rate of 5.75% (2008: 6.4%), a 3.65%
(2008: 2.95%) rate of increase for deferred pensioners and pensions in payment
and an inflation rate 3.65% (2008:2.95%).The charge recognised in the income
statement increased by GBP1.2 million to GBP1.3 million (2008: GBP0.1 million)
as a result of the significantly lower expected return on plan assets.
Treasury
In November 2008 the company renegotiated a three year revolving credit facility
which provided borrowings of up to EUR165million (GBP146.5 million). The facility
can be drawn down until it expires on 28 February 2012. The facility requires
compliance with three financial covenants. These ratios are (1) the ratio of net
debt to EBITDA, (2) consolidated net worth and (3) fixed charge cover.
In November 2009 the group completed a rights issue and GBP16.4 million of the
net proceeds of GBP35.3 million were used to repay external debt. Following the
repayment of debt the group cancelled EUR20.7 million (GBP18.4 million) of
available facilities reducing the fully committed facilities available from EUR165
million to EUR144.3 million (GBP146.5 million to GBP128.2 million).
As at 31 December 2009 the company had EUR72.7 million (GBP64.6 million) of
borrowings drawn down under the central finance facility and was in compliance
with all financial covenants therein.
The companies in the group account in their local currency, principally in
either sterling or euros and mostly trade within their domestic market in their
local currency. Where companies trade internationally, this is generally in
response to the requirements of domestic customers who trade globally.
The group does not enter into speculative currency transactions.
The group hedges investment in overseas companies with debt in the same currency
thereby minimising exchange risk on investments. The company uses forward
exchange contracts to manage market risk. Derivatives used in hedging activities
are considered risk management tools and are not used for trading purposes.
The directors consider the group to have adequate resources to continue
operations for the foreseeable future and therefore continue to use the going
concern basis in the preparation of the financial statements.
We will continue to focus on generating cash to enable us to expand operations
in Europe, organically and by acquisition in the medium term.
Principal risks & uncertainties
The management of the business and the execution of the strategy are subject to
a number of risks and uncertainties.
Operational risks are assessed by Brammer subsidiaries. These are reviewed with
appropriate mitigation considered by Brammer management. The Board reviews
these assessments on a regular basis.
A formal group-wide review of strategic risks is performed by the Board.
Appropriate processes and controls are also put in place to monitor and mitigate
these risks.
The principal risks affecting the group are as follows:
* Slowdown of industrial activity
o The group has a well spread market and geographic presence and has
concentrated growth activities in defensive sectors such as food and drink,
utilities and fast moving consumer goods. The company has demonstrated the
capability to reduce costs and the ability to align the cost base in response to
market conditions.
* Withdrawal of a Major Supplier
o Brammer is dependent on its key suppliers which it represents in a
multi-brand environment to Brammer's existing customer base. The relationship
with strategic suppliers is mutually dependant and enhanced by our partnership
approach to Key Accounts. Brammer is continuing to secure additional support for
its efforts to increase market share and is confident any withdrawal could be
sourced from another supplier.
* Loss of Major Customers
o Brammer does not have dependency on a single customer. Key Account customers
are, however, continually monitored by the senior management team, who also
document the acknowledged cost savings achieved. Further growth in Key Accounts
in the current year suggests the template offering is proving attractive to a
profit conscious customer base.
* Customers relocating to lower cost Eastern European countries
o Brammer continues its strategy to grow its business successfully by expanding
in a fragmented market and Brammer's operations in Poland reported continued
growth throughout the difficult trading conditions of 2009. We will continue to
review suitable opportunities in this region as they arise.
* Loss of Infrastructure/Systems
o As with most large organisations that depend on Information Technology (IT)
for their day to day operations, there are disaster recovery plans in place for
the major countries where Brammer operates. In these territories, there are
overnight back up systems in place which can be expected to mitigate the worst
effects of such disruption.
* Adverse Euro Exchange Rates
o Brammer reports its results in sterling however the Company trades
significantly in euros. Whilst there is a natural hedge between buying and
selling for the majority of our business the ultimate profitability is expressed
at the year's average exchange rate.
* Financial & Capital Risks
o The inherent interest rate risks associated with the group's net debt are
discussed above. Following the successful rights issue during 2009 the group has
reduced its level of external debt. Along with the established facility already
in place, Brammer has sufficient available resources to meet its foreseeable
requirements.
o The closed defined benefit scheme in the UK continues to be subject to
various financial risks, principally based around the value of the current
deficit in the scheme. The company may be required to make exceptional
additional contributions outside the scope of its current funding plan by The
Pensions Regulator. Brammer is participating in a payment scheme with trustees
to pay additional contributions up to the year 2017 and expects the results of a
full funding valuation which in 2010 is expected to clarify the overall position
further.
* Expected benefits from acquisitions may not be realised
o Acquisitions involve a number of risks related to the performance of the
acquired business and challenges arising from integration. Brammer has a track
record of successfully integrating acquired businesses with an established
integration plan and an experienced management team. Potential acquisitions are
carefully researched prior to any purchase and closely monitored by Brammer's
management subsequent to acquisition.
* Loss of Key Employees
o The group regularly reviews its succession plan arrangements to ensure that
key managers are recognised and developed. The group remains committed to a
number of incentive schemes linked to the group's results, which have been
designed to retain key managers.
* Risk of bad debt
o Along with most businesses Brammer is exposed to bad debt risk. Debtors are
monitored both locally and at a central level and on an ongoing basis. Working
capital and debt management forms a key part of how Brammer manages its cash to
cash cycle.
* Litigation, environmental, employment and health and safety related issues
o Brammer is exposed to the risk of litigation through the ordinary course of
business and operates in countries and sectors requiring compliance with various
laws and regulations. Brammer maintains insurance coverage for a wide range of
potential claims and maintains legal advisors to address issues arising. Brammer
is focused on employee safety and compliance with applicable laws and
regulations and is currently working to ensure all its businesses across the
Group achieve environmental accreditation.
Earnings per share
Basic earnings per share decreased by 17.3p from 17.4p to 0.1p in 2009 after
adjusting for the effects of the rights issue during the year. Earnings per
share, on profit before amortisation and exceptional items, decreased by 28.0%
from 18.2p in 2008 to 13.1p in 2009.
Paul Thwaite
Brammer Preliminary results announcement
Consolidated income statement for the year ended 31 December 2009
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | Pre | Exceptional | Total | Year |
| | | Exceptional | items | | to 31 |
| | | items | Note 4 | | December |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | 2009 | 2009 | 2009 | 2008 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | Note | GBP'000 | GBP'000 | GBP'000 | GBP'000 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Continuing operations | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Revenue | 2 | 426,093 | - | 426,093 | 478,409 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Cost of sales | | (298,039) | (2,560) | (300,599) | (334,728) |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Gross profit | | 128,054 | (2,560) | 125,494 | 143,681 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Distribution costs | | (109,610) | (10,367) | (119,977) | (117,528) |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Amortisation of acquired | | (1,641) | - | (1,641) | (848) |
| intangibles | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Total sales distribution and | | (111,251) | (10,367) | (121,618) | (118,376) |
| administrative costs | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Operating profit | 2 | 16,803 | (12,927) | 3,876 | 25,305 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Operating profit before | | 18,444 | (12,927) | 5,517 | 26,153 |
| amortisation of acquired | | | | | |
| intangibles | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Amortisation of acquired | | (1,641) | - | (1,641) | (848) |
| intangibles | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Operating profit | 2 | 16,803 | (12,927) | 3,876 | 25,305 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Finance expense | | (4,679) | (753) | (5,432) | (6,534) |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Finance income | | 63 | - | 63 | 118 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| (Loss)/profit before tax from | | 12,187 | (13,680) | (1,493) | 18,889 |
| continuing operations | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | 13,828 | (13,680) | 148 | 19,737 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Profit before tax before | | | | | |
| amortisation of acquired | | | | | |
| intangibles | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Amortisation of acquired | | (1,641) | - | (1,641) | (848) |
| intangibles | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| (Loss)/profit before tax | | 12,187 | (13,680) | (1,493) | 18,889 |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Taxation | | (3,007) | 4,081 | 1,074 | (5,925) |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| (Loss)/profit for the year from | | 9,180 | (9,599) | (419) | 12,964 |
| continuing operations | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Discontinued operations | | - | 477 | 477 | - |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Profit for the year attributable | 2 | 9,180 | (9,122) | 58 | 12,964 |
| to equity shareholders | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | As |
| | | | | | restated |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Earnings per share | 3 | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Basic - continuing (0.5)p, | | | | 0.1p | 17.4p |
| discontinued 0.6p | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Diluted - continuing (0.5)p, | | | | 0.1p | 17.1p |
| discontinued 0.6p | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Earnings per share - from | 3 | | | | |
| continuing operations before | | | | | |
| amortisation and exceptional | | | | | |
| items | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| | | | | | |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Basic | | 13.1p | | | 18.2p |
+----------------------------------+------+-------------+-------------+-----------+-----------+
| Diluted | | 13.1p | | | 17.9p |
+----------------------------------+------+-------------+-------------+-----------+-----------+
Brammer
Consolidated statement of comprehensive income for the year ended 31 December
2009
+-------------------------------------------+----+---+----------+---------+
| | | | 2009 | 2008 |
+-------------------------------------------+----+---+----------+---------+
| | | | GBP'000 | GBP'000 |
+-------------------------------------------+----+---+----------+---------+
| | | | | |
+-------------------------------------------+----+---+----------+---------+
| Profit for the year | | | 58 | 12,964 |
+-------------------------------------------+----+---+----------+---------+
| Other comprehensive income | | | |
+------------------------------------------------+---+----------+---------+
| Net exchange differences on translating | | (4,627) | 8,209 |
| foreign operations | | | |
+------------------------------------------------+---+----------+---------+
| Actuarial losses on pension schemes | | | (10,047) | (1,062) |
+-------------------------------------------+----+---+----------+---------+
| | | | | |
+-------------------------------------------+----+---+----------+---------+
| Other comprehensive (expense)/income for | | | (14,674) | 7,147 |
| the year, net of tax | | | | |
+-------------------------------------------+----+---+----------+---------+
| | | | |
+------------------------------------------------+---+----------+---------+
| Total comprehensive (expense)/income for the | | (14,616) | 20,111 |
| year | | | |
+-------------------------------------------+----+---+----------+---------+
Brammer Consolidated balance sheet as at 31 December 2009
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | | 2009 | 2008 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | Note | GBP'000 | GBP'000 |
+------------------------------------+----------+-----------+-----------+
| Assets | | | |
+------------------------------------+----------+-----------+-----------+
| Non-current assets | | | |
+------------------------------------+----------+-----------+-----------+
| Goodwill | | 76,570 | 83,586 |
+------------------------------------+----------+-----------+-----------+
| Acquired intangible assets | | 6,617 | 5,320 |
+------------------------------------+----------+-----------+-----------+
| Other intangible assets | | 4,556 | 4,888 |
+------------------------------------+----------+-----------+-----------+
| Property, plant and equipment | | 12,533 | 16,190 |
+------------------------------------+----------+-----------+-----------+
| Deferred tax assets | | 8,245 | 3,722 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | | 108,521 | 113,706 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Current assets | | | |
+------------------------------------+----------+-----------+-----------+
| Inventories | | 70,772 | 103,113 |
+------------------------------------+----------+-----------+-----------+
| Trade and other receivables | | 71,218 | 93,938 |
+------------------------------------+----------+-----------+-----------+
| Cash and cash equivalents | 6 | 33,272 | 21,715 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | | 175,262 | 218,766 |
+------------------------------------+----------+-----------+-----------+
| Liabilities | | | |
+------------------------------------+----------+-----------+-----------+
| Current liabilities | | | |
+------------------------------------+----------+-----------+-----------+
| Financial liabilities - borrowings | 6 | (6,248) | (7,693) |
+------------------------------------+----------+-----------+-----------+
| Trade and other payables | | (82,305) | (116,386) |
+------------------------------------+----------+-----------+-----------+
| Provisions | | (2,156) | - |
+------------------------------------+----------+-----------+-----------+
| Deferred consideration | | (7,880) | (8,340) |
+------------------------------------+----------+-----------+-----------+
| Current tax liabilities | | (761) | (3,939) |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | | (99,350) | (136,358) |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Net current assets | | 75,912 | 82,408 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Non-current liabilities | | | |
+------------------------------------+----------+-----------+-----------+
| Financial liabilities - borrowings | 6 | (66,898) | (97,971) |
+------------------------------------+----------+-----------+-----------+
| Deferred tax liabilities | | (8,856) | (8,067) |
+------------------------------------+----------+-----------+-----------+
| Provisions | | (325) | (1,030) |
+------------------------------------+----------+-----------+-----------+
| Deferred consideration | | (7,742) | (16,623) |
+------------------------------------+----------+-----------+-----------+
| Retirement benefit obligations | | (25,668) | (13,333) |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| | | (109,489) | (137,024) |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Net assets | | 74,944 | 59,090 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Shareholders' equity | | | |
+------------------------------------+----------+-----------+-----------+
| Share capital | | 21,257 | 10,590 |
+------------------------------------+----------+-----------+-----------+
| Share premium | | 18,092 | 18,092 |
+------------------------------------+----------+-----------+-----------+
| Translation reserve | | 5,384 | 10,011 |
+------------------------------------+----------+-----------+-----------+
| Retained earnings | | 30,211 | 20,397 |
+------------------------------------+----------+-----------+-----------+
| | | | |
+------------------------------------+----------+-----------+-----------+
| Total equity | 7 | 74,944 | 59,090 |
+------------------------------------+----------+-----------+-----------+
Brammer Consolidated statement of changes in equity for the year ended 31
December 2009
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | Share | Share | Treasury | Translation | Retained | |
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | Capital | Premium | Shares | reserve | Earnings | Total |
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 |
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Balance at 1 January 2008 | 10,575 | 18,017 | (53) | 1,802 | 13,966 | 44,307 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Profit for the year | - | - | - | - | 12,964 | 12,964 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Other comprehensive | - | - | - | 8,209 | (1,062) | 7,147 |
| income | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Total comprehensive | - | - | - | 8,209 | 11,902 | 20,111 |
| income | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Transactions with owners | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Shares issued during the | 15 | 75 | - | - | - | 90 |
| year | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Purchase of own shares | - | - | (2,320) | - | - | (2,320) |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Transfer on vesting of | - | - | 1,746 | - | (1,746) | - |
| own shares | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Tax on share option | - | - | - | - | - | - |
| scheme movements | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Value of employee | - | - | - | - | 965 | 965 |
| services | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Dividends | - | - | - | - | (4,063) | (4,063) |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Total transactions with | 15 | 75 | (574) | - | (4,844) | (5,328) |
| owners | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Movement in year | 15 | 75 | (574) | 8,209 | 7,058 | 14,783 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| At 31 December 2008 | 10,590 | 18,092 | (627) | 10,011 | 21,024 | 59,090 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Profit for the year | - | - | - | - | 58 | 58 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Other comprehensive | - | - | - | (4,627) | (10,047) | (14,674) |
| income | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Total comprehensive | - | - | - | (4,627) | (9,989) | (14,616) |
| income | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Transactions with owners | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Shares issued during the | 10,628 | - | - | - | 24,677 | 35,305 |
| year: | | | | | | |
| rights issue* | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| other | 39 | - | - | - | - | 39 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Purchase of own shares | - | - | (301) | - | - | (301) |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Transfer on vesting of | - | - | 680 | - | (680) | - |
| own shares | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Tax on share option | - | - | - | - | 201 | 201 |
| scheme movements | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Value of employee | - | - | - | - | (696) | (696) |
| services | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Dividends | - | - | - | - | (4,078) | (4,078) |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Total transactions with | 10,667 | - | 379 | - | 19,424 | 30,470 |
| owners | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| Movement in year | 10,667 | - | 379 | (4,627) | 9,435 | 15,854 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| | | | | | | |
+---------------------------+---------+---------+----------+-------------+----------+----------+
| At 31 December 2009 | 21,257 | 18,092 | (248) | 5,384 | 30,459 | 74,944 |
+---------------------------+---------+---------+----------+-------------+----------+----------+
*Ordinarily, the excess of the net proceeds over the nominal value of the share
capital issued would be credited to a non-distributable share premium account.
However, the rights issue completed in November 2009 was effected through a
structure which resulted in the excess of the net proceeds over the nominal
value of the share capital being recognised within retained earnings under
section 612 of the Companies Act 2006.
Brammer Consolidated cash flow statement for the year ended 31 December 2009
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| | | 2009 | 2008 |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| | Note | GBP'000 | GBP'000 |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Cash generated from operations | 5 | 27,319 | 29,215 |
+--------------------------------------------+------+----------+----------+
| Interest received | | 63 | 118 |
+--------------------------------------------+------+----------+----------+
| Interest paid | | (5,964) | (4,042) |
+--------------------------------------------+------+----------+----------+
| Tax paid | | (2,333) | (4,178) |
+--------------------------------------------+------+----------+----------+
| Decrease in pension obligations | | (1,542) | (2,600) |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net cash generated from operating | | 17,543 | 18,513 |
| activities | | | |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Cash generated from operating activities | | 23,573 | 18,513 |
| before exceptional items | | | |
+--------------------------------------------+------+----------+----------+
| Cash outflow from exceptional items | | (6,030) | - |
+--------------------------------------------+------+----------+----------+
| Net cash generated from operating | | 17,543 | 18,513 |
| activities | | | |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Cash flows from investing activities | | | |
+--------------------------------------------+------+----------+----------+
| Acquisition of subsidiaries (net of | | - | (8,420) |
| cash/excluding debt acquired) | | | |
+--------------------------------------------+------+----------+----------+
| Deferred consideration paid on prior | | (8,294) | (1,424) |
| acquisitions | | | |
+--------------------------------------------+------+----------+----------+
| Earn out paid on prior period acquisitions | | (506) | - |
+--------------------------------------------+------+----------+----------+
| Proceeds from sale of property, plant and | | 906 | 483 |
| equipment | | | |
+--------------------------------------------+------+----------+----------+
| Purchase of property, plant and equipment | | (1,558) | (3,801) |
+--------------------------------------------+------+----------+----------+
| Additions to other intangible assets | | (1,045) | (1,041) |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net cash used in investing activities | | (10,497) | (14,203) |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Cash flows from financing activities | | | |
+--------------------------------------------+------+----------+----------+
| Net proceeds from issue of ordinary share | | 39 | 90 |
| capital | | | |
+--------------------------------------------+------+----------+----------+
| Net proceeds from rights issue | | 35,305 | - |
+--------------------------------------------+------+----------+----------+
| Repayment of loans following rights issue | | (16,355) | - |
+--------------------------------------------+------+----------+----------+
| Net (repayment)/issue of other loans | | (6,623) | 11,433 |
+--------------------------------------------+------+----------+----------+
| Net repayment of finance leases | | (116) | (101) |
+--------------------------------------------+------+----------+----------+
| Dividends paid to shareholders | | (4,078) | (4,063) |
+--------------------------------------------+------+----------+----------+
| Purchase of own shares | | (301) | (2,320) |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net cash generated from financing | | 7,871 | 5,039 |
| activities | | | |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net increase in cash and cash equivalents | | 14,917 | 9,349 |
+--------------------------------------------+------+----------+----------+
| Exchange gains and losses on cash and cash | | (1,655) | 898 |
| equivalents | | | |
+--------------------------------------------+------+----------+----------+
| Net cash at beginning of year | | 18,186 | 7,939 |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net cash at end of year | | 31,448 | 18,186 |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Cash and cash equivalents | | 33,272 | 21,715 |
+--------------------------------------------+------+----------+----------+
| Overdrafts | | (1,824) | (3,529) |
+--------------------------------------------+------+----------+----------+
| | | | |
+--------------------------------------------+------+----------+----------+
| Net cash at end of year | | 31,448 | 18,186 |
+--------------------------------------------+------+----------+----------+
Brammer Accounting policies
General information
Brammer plc is a company incorporated and domiciled in the UK, and listed on the
London Stock Exchange. The address of the registered office is disclosed in note
8.
The principal accounting policies adopted in the preparation of these
consolidated financial statements are unchanged from those applied in the
preparation of the 2008 statements, and will be set out in full in the 2009
published financial statements. These policies have been consistently applied to
all the years presented.
Basis of preparation
This preliminary announcement does not comprise statutory accounts within the
meaning of Section 434 of the Companies Act 2006.
These consolidated financial statements have been prepared in accordance with
International Financial Reporting Standards as adopted by the European Union
(IFRSs as adopted by the EU), IFRIC interpretations and the Companies Act 2006
applicable to companies reporting under IFRS. The financial statements have been
prepared under the historical cost convention.
Accounting policies
No standards have been early adopted by the group. The implications for the
group of new standards, amendments to standards or interpretations which are
mandatory for the first time for the financial year ended 31 December 2009 are
summarised below.
New standards, amendments to standards or interpretations
The following new standards, amendments to standards or interpretations are
mandatory for the first time for the financial year beginning 1 January 2009:
IAS 1 (revised), 'Presentation of financial statements', effective for annual
periods beginning on or after 1 January 2009, has resulted in the Statement of
Recognised Income and Expense being renamed the Statement of Comprehensive
Income and the introduction of the Statement of Changes in Equity as a primary
statement. The group has chosen to present two statements, an income statement
and a statement of comprehensive income.
IFRS 8, 'Operating segments'. IFRS 8 replaces IAS 14, 'Segment reporting'. It
requires a 'management approach' under which segment information is presented on
the same basis as that used for internal reporting purposes.
IFRS 2 (amendment), 'Share-based payment' deals with vesting conditions and
cancellations. The amendment does not have a material impact on the group or
company's financial statements.
IFRIC 16, 'Hedges of a net investment in a foreign operation'. This has not had
any impact on the group.
The following new standards, amendments to standards and interpretations are
mandatory for the first time for the financial year beginning 1 January 2009 but
are not currently relevant for the group:
IFRIC 13, 'Customer loyalty programmes'.
IFRIC 15, 'Agreements for the construction of real estate'.
IAS 39 (amendment), 'Financial instruments: Recognition and measurement'.
The following new standards, amendments to standards and interpretations have
been issued, but are not effective for the financial year beginning 1 January
2009 and have not been early adopted:
IFRS 3 (revised), 'Business combinations' and consequential amendments to IAS
27, 'Consolidated and separate financial statements', IAS 28, 'Investments in
associates' and IAS 31, 'Interests in joint ventures', effective prospectively
to business combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after 1 July
2009.
IFRIC 17, 'Distributions of non-cash assets to owners'
IFRIC 18, 'Transfers of assets from customers'.
IFRIC 19, 'Extinguishing financial liabilities with equity investments'.
Brammer notes to the accounts
1. COMPARATIVE RESULTS
Comparative figures for the year ended 31 December 2008 are taken from the
company's statutory accounts which have been delivered to the Registrar of
Companies with an unqualified audit report. Copies of the 2008 annual report and
the 2009 interim report are available on the company's web site
(www.brammer.biz).
2. SEGMENTAL ANALYSIS
The Board has been identified as the chief operating decision-maker. The Board
reviews the group's internal reporting as the basis for assessing performance
and allocating resources. Management has determined the operating segments based
on these reports. The group is primarily controlled on a country by country
basis, in line with the legal structure, and accordingly the operating segments
are unchanged from those previously reported, except for the inclusion of
Eastern Europe which is now recognised as a reportable operating segment because
it has attained the levels warranting disclosure.
The group's internal reporting is primarily based on performance reports run at
'management' exchange rates - exchange rates which are set at the beginning of
each year. For 2009 the primary management rate used was EUR1.259 : GBP1.
Accordingly the segment information below is shown at the 'management' exchange
rates with the exchange effect being a reconciling item between the segment
results and the totals reported in the financial statements at actual average
exchange rates. There is no exchange adjustment in the profit and loss
categories for the comparative year ended 31 December 2008 as the management
rate used is the same as the actual rate as reported for that period. The
management rate applies to income statement, balance sheet and cash flows.
The Board assesses the performance of the operating segments based on their
underlying operating profit, which comprises profit before interest and
taxation, excluding amortisation of acquired intangibles and non-recurring or
exceptional items such as restructuring costs and impairments when the
impairment is the result of an isolated, non-recurring event.
Segment assets include property, plant and equipment, other intangible assets,
inventories, and trade and other receivables. All inter-segmental trading is at
an arms-length basis.
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | UK | Germany | France | Spain | Benelux | Eastern | Other | Total |
| | | | | | | Europe | operating | |
| | | | | | | | segments | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 |
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Year ended 31 | | | | | | | | |
| December 2009 | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Continuing | | | | | | | | |
| operations | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Revenue | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Total revenue | 132,776 | 85,095 | 63,695 | 33,766 | 38,475 | 40,873 | 12,775 | 407,455 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Inter company | (2,506) | (2,453) | (823) | (1,110) | (1,417) | (368) | (301) | (8,978) |
| sales | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Sales to | 130,270 | 82,642 | 62,872 | 32,656 | 37,058 | 40,505 | 12,474 | 398,477 |
| external | | | | | | | | |
| customers | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | 27,616 |
| effect | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Total sales to | | | | | | | | 426,093 |
| external | | | | | | | | |
| customers | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Underlying | 4,600 | 4,523 | 2,568 | 2,334 | 1,613 | 2,060 | (185) | 17,513 |
| operating | | | | | | | | |
| profit | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | 931 |
| effect | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Total | | | | | | | | 18,444 |
| underlying | | | | | | | | |
| operating | | | | | | | | |
| profit | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Amortisation | | | | | | | | (1,641) |
| of acquired | | | | | | | | |
| intangibles | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Exceptional | | | | | | | | (12,927) |
| operating | | | | | | | | |
| items | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Total | | | | | | | | 3,876 |
| operating | | | | | | | | |
| profit | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Finance | | | | | | | | (4,679) |
| expense | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Finance income | | | | | | | | 63 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Exceptional | | | | | | | | (753) |
| finance | | | | | | | | |
| expense | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Loss before | | | | | | | | (1,493) |
| tax | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Tax | | | | | | | | 1,074 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Discontinued | | | | | | | | 477 |
| operations | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Profit for the | | | | | | | | 58 |
| year | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Segment assets | 40,540 | 22,889 | 24,549 | 15,223 | 19,685 | 20,984 | 6,840 | 150,710 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | 8,369 |
| effect | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | 159,079 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Goodwill | | | | | | | | 76,570 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Acquired | | | | | | | | 6,617 |
| intangibles | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Cash | | | | | | | | 33,272 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Deferred tax | | | | | | | | 8,245 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
| Total assets | | | | | | | | 283,783 |
+----------------+----------+---------+---------+---------+---------+---------+-----------+----------+
2. SEGMENTAL ANALYSIS (continued)
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Other segment | | | | | | | | |
| items | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Continuing | | | | | | | | |
| operations | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Capital | | | | | | | | |
| expenditure | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| - intangible | - | 28 | - | - | 180 | 51 | 484 | 743 |
| assets | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| - property , | 312 | 106 | 113 | 186 | 285 | 340 | 142 | 1,484 |
| plant and | | | | | | | | |
| equipment | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Exchange | | | | | | | | 376 |
| effect | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Total capital | | | | | | | | 2,603 |
| expenditure | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Amortisation/depreciation | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| - intangible | - | (150) | - | - | (65) | (27) | (786) | (1,028) |
| assets | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| - property, | (1,499) | (197) | (237) | (356) | (407) | (407) | (262) | (3,365) |
| plant and | | | | | | | | |
| equipment | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Exchange | | | | | | | | (269) |
| effect | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
| Total | | | | | | | | (4,662) |
| amortisation/depreciation | | | | | | | | |
+---------------------------+---------+-------+-------+-------+-------+-------+-------+---------+
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | UK | Germany | France | Spain | Benelux | Eastern | Other | Total |
| | | | | | | Europe | operating | |
| | | | | | | | segments | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 | GBP'000 |
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Year ended 31 | | | | | | | | |
| December 2008 | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Continuing | | | | | | | | |
| operations | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Revenue | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total revenue | 134,336 | 123,894 | 75,189 | 43,605 | 48,161 | 46,141 | 13,909 | 485,235 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Inter company | (821) | (2,100) | (735) | (915) | (1,892) | (236) | (127) | (6,826) |
| sales | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Sales to | 133,515 | 121,794 | 74,454 | 42,690 | 46,269 | 45,905 | 13,782 | 478,409 |
| external | | | | | | | | |
| customers | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | - |
| effect | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total sales to | | | | | | | | 478,409 |
| external | | | | | | | | |
| customers | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Underlying | 3,722 | 9,171 | 2,883 | 3,346 | 3,959 | 3,076 | (4) | 26,153 |
| operating | | | | | | | | |
| profit | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | - |
| effect | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total | | | | | | | | 26,153 |
| underlying | | | | | | | | |
| operating | | | | | | | | |
| profit | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Amortisation | | | | | | | | (848) |
| of acquired | | | | | | | | |
| intangibles | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total | | | | | | | | 25,305 |
| operating | | | | | | | | |
| profit | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Finance | | | | | | | | (6,534) |
| expense | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Finance income | | | | | | | | 118 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Profit before | | | | | | | | 18,889 |
| tax | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Tax | | | | | | | | (5,925) |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Profit for the | | | | | | | | 12,964 |
| year | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Segment assets | 49,402 | 32,860 | 31,851 | 21,490 | 22,002 | 24,973 | 9,328 | 191,906 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | 26,223 |
| effect | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | 218,129 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Goodwill | | | | | | | | 83,586 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Acquired | | | | | | | | 5,320 |
| intangibles | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Cash | | | | | | | | 21,715 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Deferred tax | | | | | | | | 3,722 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total assets | | | | | | | | 332,472 |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Other segment | | | | | | | | |
| items | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Continuing | | | | | | | | |
| operations | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Capital | | | | | | | | |
| expenditure | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| - intangible | - | 173 | 1 | 69 | 74 | - | 724 | 1,041 |
| assets | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| - property , | 1,705 | 267 | 405 | 193 | 547 | 359 | 325 | 3,801 |
| plant and | | | | | | | | |
| equipment | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | - |
| effect | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total capital | | | | | | | | 4,842 |
| expenditure | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Amortisation/depreciation | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| - intangible | - | (183) | (6) | (77) | (67) | (96) | (1,039) | (1,468) |
| assets | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| - property, | (1,419) | (209) | (263) | (271) | (455) | (385) | (337) | (3,339) |
| plant and | | | | | | | | |
| equipment | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Exchange | | | | | | | | - |
| effect | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| Total | | | | | | | | (4,807) |
| amortisation/ | | | | | | | | |
| depreciation | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
| | | | | | | | | |
+---------------------------+----------+----------+---------+---------+---------+---------+-----------+----------+
The table below details the 'management rate' used and the actual exchange rates
used for the primary exchange rate of Sterling to Euro for the year and the
comparative year
+------------+--------+--------+------+
| | 2009 | 2008 | |
+------------+--------+--------+------+
| Management | EUR1.259 | EUR1.259 | |
| rate | | | |
+------------+--------+--------+------+
| Actual | EUR1.117 | EUR1.259 | |
| average | | | |
| rate | | | |
+------------+--------+--------+------+
| Year | EUR1.126 | EUR1.034 | |
| end | | | |
| rate | | | |
+------------+--------+--------+------+
3. EARNINGS PER SHARE
+---------------------------------------------+----------+--------+---------+
| | 2009 |
+---------------------------------------------+-----------------------------+
| | | Earnings |
| | | per share |
+---------------------------------------------+----------+------------------+
| | Earnings | Basic | Diluted |
+---------------------------------------------+----------+--------+---------+
| | GBP'000 | | |
+---------------------------------------------+----------+--------+---------+
| Weighted average number of shares in issue | | 79,351 | 79,351 |
| ('000) | | | |
+---------------------------------------------+----------+--------+---------+
| Total | | | |
+---------------------------------------------+----------+--------+---------+
| -from continuing operations | (419) | (0.5)p | (0.5)p |
+---------------------------------------------+----------+--------+---------+
| -from discontinued operations | 477 | 0.6p | 0.6p |
+---------------------------------------------+----------+--------+---------+
| Profit for the financial year | 58 | 0.1p | 0.1p |
+---------------------------------------------+----------+--------+---------+
| | | | |
+---------------------------------------------+----------+--------+---------+
| Amortisation of acquired intangibles | 1,641 | | |
+---------------------------------------------+----------+--------+---------+
| Exceptional items - (note 4) | 13,018 | | |
+---------------------------------------------+----------+--------+---------+
| Tax on exceptional items | (3,896) | | |
+---------------------------------------------+----------+--------+---------+
| Tax on amortisation of acquired intangibles | (427) | | |
+---------------------------------------------+----------+--------+---------+
| | | | |
+---------------------------------------------+----------+--------+---------+
| Earnings before amortisation of acquired | 10,394 | 13.1p | 13.1p |
| intangibles and exceptional items | | | |
+---------------------------------------------+----------+--------+---------+
The weighted average number of ordinary shares in issue in the prior period has
been adjusted retrospectively for the bonus element of the rights issue
completed in November 2009. The 2008 comparative EPS figures have been divided
by 1.409836 to take account of the bonus element of the rights issue.
+---------------------------------------------+----------+--------+---------+
| | 2008 |
+---------------------------------------------+-----------------------------+
| | | Earnings |
| | | per share |
+---------------------------------------------+----------+------------------+
| | Earnings | Basic | Diluted |
+---------------------------------------------+----------+--------+---------+
| | GBP'000 | | |
+---------------------------------------------+----------+--------+---------+
| Weighted average number of shares in issue | | 74,610 | 75,899 |
| ('000) | | | |
+---------------------------------------------+----------+--------+---------+
| | | | |
+---------------------------------------------+----------+--------+---------+
| | | | |
+---------------------------------------------+----------+--------+---------+
| Profit for the financial year | 12,964 | 17.4p | 17.1p |
+---------------------------------------------+----------+--------+---------+
| Amortisation of acquired intangibles | 848 | | |
+---------------------------------------------+----------+--------+---------+
| Tax on amortisation of acquired intangibles | (204) | | |
+---------------------------------------------+----------+--------+---------+
| | | | |
+---------------------------------------------+----------+--------+---------+
| Earnings before amortisation of acquired | 13,608 | 18.2p | 17.9p |
| intangibles | | | |
+---------------------------------------------+----------+--------+---------+
4. EXCEPTIONAL ITEMS
+---------------------------------------------+------+------+---------+------+
| | | | 2009 | |
+---------------------------------------------+------+------+---------+------+
| | | | GBP'000 | |
+---------------------------------------------+------+------+---------+------+
| Included within operating profit: | | | | |
+---------------------------------------------+------+------+---------+------+
| Headcount restructuring | | | 6,715 | |
+---------------------------------------------+------+------+---------+------+
| Associated restructuring costs | | | 3,321 | |
+---------------------------------------------+------+------+---------+------+
| Stock scrapped | | | 2,560 | |
+---------------------------------------------+------+------+---------+------+
| Impairment of intangible assets | | | 331 | |
+---------------------------------------------+------+------+---------+------+
| Total included in operating profit | | | 12,927 | |
+---------------------------------------------+------+------+---------+------+
| | | | | |
+---------------------------------------------+------+------+---------+------+
| Finance costs | | | 753 | |
+---------------------------------------------+------+------+---------+------+
| Total exceptional items - continuing | | | 13,680 | |
| operations | | | | |
+---------------------------------------------+------+------+---------+------+
| | | | | |
+---------------------------------------------+------+------+---------+------+
| | | | | |
+---------------------------------------------+------+------+---------+------+
| Discontinued operations - before tax | | | (662) | |
+---------------------------------------------+------+------+---------+------+
| | | | | |
+---------------------------------------------+------+------+---------+------+
| | | | 13,018 | |
+---------------------------------------------+------+------+---------+------+
There were no exceptional items in 2008.
During the year, in response to the difficult market conditions in which the
group operated, an extensive review of the group's operating cost base, strategy
and stock management was carried out. As a result of this review actions were
taken to reduce headcount accordingly, with a reorganisation and redundancy
programme undertaken. As part of the reprofiling of stock, brands and product
lines deemed obsolete or no longer considered to be part of the group's trading
strategy were identified and allocated for scrapping. Associated restructuring
costs include vehicle costs, premises costs consultancy costs and other costs
relating to the restructuring. During the year, also reflecting the difficult
market conditions, the group incurred three substantial bad debts which in
aggregate amounted to GBP0.8 million which is included within associated
restructuring costs. Management consider it appropriate to treat the resulting
bad debt charge as exceptional owing to its size.
Following the receipt of the rights issue proceeds in November the group repaid
EUR18.4 million (GBP16.4 million) of Euro borrowings drawn down under the central
facility. Under the terms of the group's central facility the net proceeds of
the rights issue were applied to reduce the committed facilities from EUR165
million (GBP146.5 million) to EUR144.3 million (GBP128.2 million). Accordingly the
GBP0.75 million of capitalised borrowing costs relating to this portion of the
central facility have been charged to the income statement as exceptional
finance cost.
The credit relating to discontinued operations comprises the release of a
substantial part of the provision held in respect of potential warranty claims.
This amount is shown net of taxation on the income statement.
5. CASH FLOW FROM OPERATING ACTIVITIES
+--------------------------------------+---------+---------+---------+
| | | 2009 | 2008 |
+--------------------------------------+---------+---------+---------+
| | | GBP'000 | GBP'000 |
+--------------------------------------+---------+---------+---------+
| | | | |
+--------------------------------------+---------+---------+---------+
| Profit for the year attributable to | | 58 | 12,964 |
| equity shareholders | | | |
+--------------------------------------+---------+---------+---------+
| Tax (credit)/charge on continuing | | (1,074) | 5,925 |
| operations | | | |
+--------------------------------------+---------+---------+---------+
| Tax charge on discontinued | | 185 | - |
| operations | | | |
+--------------------------------------+---------+---------+---------+
| Depreciation of tangible and | | 6,634 | 5,655 |
| intangible assets | | | |
+--------------------------------------+---------+---------+---------+
| Share options - value of employee | | (696) | 965 |
| services | | | |
+--------------------------------------+---------+---------+---------+
| Gain on sale of property, plant and | | (133) | (363) |
| equipment | | | |
+--------------------------------------+---------+---------+---------+
| Financing expense | | 4,616 | 6,416 |
+--------------------------------------+---------+---------+---------+
| | | | |
+--------------------------------------+---------+---------+---------+
| Movement in working capital | | 17,729 | (2,347) |
| (excluding the effect of exchange | | | |
| movements and fair value | | | |
| adjustments) | | | |
+--------------------------------------+---------+---------+---------+
| | | | |
+--------------------------------------+---------+---------+---------+
| Cash generated from operations after | | 27,319 | 29,215 |
| exceptional items | | | |
+--------------------------------------+---------+---------+---------+
| | | | |
+--------------------------------------+---------+---------+---------+
6. CLOSING NET DEBT
+---------------------------------------+---------+----------+----------+
| | | 2009 | 2008 |
+---------------------------------------+---------+----------+----------+
| | | GBP'000 | GBP'000 |
+---------------------------------------+---------+----------+----------+
| | | | |
+---------------------------------------+---------+----------+----------+
| Borrowings - current | | (6,248) | (7,693) |
+---------------------------------------+---------+----------+----------+
| Borrowings - non-current | | (66,898) | (97,971) |
+---------------------------------------+---------+----------+----------+
| Cash and cash equivalents | | 33,272 | 21,715 |
+---------------------------------------+---------+----------+----------+
| | | | |
+---------------------------------------+---------+----------+----------+
| Closing net debt | | (39,874) | (83,949) |
+---------------------------------------+---------+----------+----------+
| | | | |
+---------------------------------------+---------+----------+----------+
| |
+---------------------------------------+---------+----------+----------+
7. CHANGES IN SHAREHOLDERS' EQUITY
The statement of changes in shareholders equity is shown as a primary statement
Rights issue
Under the terms of a fully underwritten rights issue, ordinary shareholders of
the company on the register at the close of business on 27 October 2009 were
offered 53,142,794 new ordinary shares of 20p each at a price of 72p each on the
basis of one new ordinary share for each existing ordinary share held. These
shares were fully subscribed on 13 November 2009, resulting in net proceeds of
GBP35.3 million being gross proceeds on issue of GBP38.3 million, less expenses
of GBP3.0 million.
Ordinarily, the excess of the net proceeds over the nominal value of the share
capital issued would be credited to a non-distributable share premium account.
However, the rights issue was effected through a structure which resulted in the
excess of the net proceeds over the nominal value of the share capital being
recognised within retained earnings under section 612 of the Companies Act 2006.
Purchase of own shares
During the year the company acquired 365,207 of its own shares of 20p each
through the Brammer plc Employee Share Ownership Trust ("the Trust"). The total
amount paid to acquire the shares was GBP181,027 which has been deducted from
shareholders' equity.
The shares are held by the Trust to meet vestings under the group's
performance share plans and share matching plans.
Tranches of these plans vested during the period and 540,299 shares were
transferred to directors and senior managers in order to meet vestings under
these plans.
At 31 December 2009 the Trust held a total of 331,886 shares in the company in
order to meet part of the company's liabilities under the performance share
plans and share matching plans. The Trust deed contains a waiver provision in
respect of these shares.
Ordinary shares issued
As part of the above acquisition, the Trust subscribed for 194,672 ordinary
shares of 20p each at par, and in November 2009 took up its entitlement of
165,943 ordinary shares under the term of the rights issue at 72p per share at a
cost of GBP119,479.
Options exercised during the period under the group's employee share option
schemes resulted in 10,500 ordinary 20p shares being issued with exercise
proceeds of GBP14,595.
The number of ordinary 20p shares in issue at 31 December 2009 was 106,285,588
(31 December 2008: 52,948,122).
Dividends
A dividend, amounting to GBP2,701,000, which related to 2008 was paid on 2 July
2009 (2008: GBP2,689,000). An interim dividend amounting to GBP1,377,000 (2008:
GBP1,374,000) was paid on 5 November 2009. The directors propose a final
dividend of 3.6p per share (2008: 3.6p) payable on 2 July 2010. This final
dividend amounting to GBP3,826,000 (2008: GBP2,701,000) has not been recognised
as a liability in these financial statements.
The 2008 comparative dividend per share amounts have been restated from those
originally reported to reflect the bonus element of the shares issued in the
rights issue completed in November 2009. Previously reported amounts have been
divided by 1.409836.
Retained earnings as disclosed in the Balance Sheet above represent the retained
earnings and treasury share balances above.
8. PRELIMINARY ANNOUNCEMENT
A copy of the preliminary announcement is available for inspection at the
registered office of the company, Claverton Court, Claverton Road, Wythenshawe,
Manchester, M23 9NE and the offices of Citigate Dewe Rogerson Ltd, 3 London Wall
Buildings, London Wall, London EC2M 5SY. It will also be available on the
company's web site www.brammer.biz from 23 February 2010.
9. FINAL DIVIDEND
Relevant dates concerning the payment of the final dividend are:
Annual general meeting 18 May 2010
Record date 4 June 2010
Payment date 2 July 2010
10. STATUTORY ACCOUNTS
This preliminary announcement is taken from the full accounts which have
received an unqualified report by the auditors and will be filed with the
Registrar of Companies following the company's annual general meeting.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR TTMBTMBATTIM
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