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FLO Flowtech Fluidpower Plc

97.50
-0.10 (-0.10%)
19 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Flowtech Fluidpower Plc LSE:FLO London Ordinary Share GB00BM4NR742 ORD 50P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.10 -0.10% 97.50 96.00 99.00 22,583 16:35:26
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Fluid Powr Cylindrs,actuatrs 114.77M -6.25M -0.1017 -9.60 60.02M

Flowtech Fluidpower PLC 2016 HALF-YEAR REPORT - SIX MONTHS TO 30 JUNE (6250J)

13/09/2016 7:01am

UK Regulatory


Flowtech Fluidpower (LSE:FLO)
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TIDMFLO

RNS Number : 6250J

Flowtech Fluidpower PLC

13 September 2016

Tuesday, 13 September 2016

FLOWTECH FLUIDPOWER PLC

(Flowtech, the Group or Company)

Specialist technical fluid power products supplier

2016 HALF-YEAR REPORT FOR THE SIX MONTHSED 30 JUNE 2016

"Group organic growth and acquisition strategy underpins the platform for future development"

 
 FINANCIAL HIGHLIGHTS                     HY2016         HY2015         FY2015      GROWTH 
                                          30.6.16        30.6.15       31.12.15        % 
                                         UNAUDITED      UNAUDITED       AUDITED 
====================================  =============  =============  =============  ======== 
 
         *    REVENUE: 
 
 
        -Flowtechnology                  GBP18.093m     GBP17.488m     GBP33.168m      +3% 
        -Power Motion Control (PMC)      GBP8.268m      GBP3.935m      GBP11.680m     +110% 
        -Process                         GBP1.026m          -              -            - 
        GROUP TOTAL REVENUE              GBP27.387m     GBP21.423m     GBP44.848m     +28% 
------------------------------------  -------------  -------------  -------------  -------- 
 
   *    GROSS PROFIT                    GBP9.551m      GBP7.203m      GBP15.345m     +33% 
 
   *    UNDERLYING OPERATING PROFIT     GBP4.059m      GBP3.404m      GBP6.868m      +19% 
 
   *    OPERATING PROFIT                GBP3.290m      GBP3.012m      GBP5.491m       +9% 
 
   *    HALF-YEAR DIVID                1.84p          1.75p                        +5% 
 
   *    EARNINGS PER SHARE (basic)        5.91p          5.62p                        +5% 
                                         GBP14.1m       GBP7.5m        GBP9.0m 
   *    NET DEBT 
 
 
 OPERATIONAL HIGHLIGHTS 
=========================================================================== 
 
       *    SOLID FIRST HALF PERFORMANCE IN CHALLENGING MARKET 
            CONDITIONS 
 
        *    STRONG MOMENTUM WITHIN THE RECENTLY ESTABLISHED PMC 
             AND PROCESS DIVISIONS 
 *    GROSS MARGINS REMAIN RESILIENT ACROSS ALL DIVISIONS 
 
 
                *    ACQUISITION STRATEGY DELIVERING EXCELLENT 
                     OPPORTUNITIES TO ACQUIRE NICHE BUSINESSES WITH 
                     SPECIALIST SECTOR FOCUS: 
 
 
               - THREE COMPLETED IN 2016 AND SIX SINCE BECOMING A PLC 
               - ALL INTEGRATIONS ON TARGET 
               - CONFIDENT OF FURTHER PROGRESS BEFORE THE OF THE YEAR 
 
                *    EXPANDED CUSTOMER PROFILE INTO NEW USER MARKETS 
                     including: 
 
 
               - AGRICULTURE, RAILWAY, ENVIRONMENTAL, WATER, PHARMACEUTICAL 
 
       *    STRONG FOCUS ON INVESTING IN GROUP RESOURCES FOR THE 
            FUTURE 
 
       *    NET DEBT COMFORTABLY WITHIN AVAILABLE FACILITIES AND 
            COVENANTS 
 

"Flowtech remains confident in its ability to execute its proven strategy to develop in its technically specialised sectors in the UK and internationally. The Company is recognised as a skilled and resilient business operating in a fragmented fluid power distribution market. In addition to organic sales growth there remains a number of opportunities to further enhance Flowtech's multi-channel approach through; its investment in people and increased sales resource, the ongoing development of Exclusive Brand and OEM product offering, as well as through earnings enhancing acquisitions."

SEAN FENNON, CEO

FLOWTECH FLUIDPOWER PLC

The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

 
 ENQUIRIES: 
------------------------------------  ------------------------  ------------------------------- 
 Flowtech Fluidpower plc               Zeus Capital Limited         TooleyStreet Communications 
  AiM: FLO                              (Nominated Adviser and         (IR and media relations) 
  Malcolm Diamond MBE, Non-Executive    Broker)                                    Fiona Tooley 
  Chairman                              Andrew Jones, Dominic          Tel: +44 (0) 7785 703523 
  Sean Fennon, Chief Executive          King                      Email: fiona@tooleystreet.com 
  Officer                               Tel: +44 (0) 207 533 
  Bryce Brooks, Chief Financial         7727 
  Officer 
 
  Today: 13 September 2016 
  Tel: +44 (0) 1695 52796 
  Email: info@flowtechfluidpower.com 
------------------------------------  ------------------------  ------------------------------- 
 
 
 EDITORS NOTE: 
-------------------------------------------------------------------------------------------------------------- 
  Flowtech Fluidpower plc, founded as Flowtech in 1983, is the UK's leading 
   specialist supplier of technical fluid power products. The Group has three 
   divisions: Flowtechnology, Power Motion Control and Process. All three 
   of the Group's divisions have overlapping product sets, allowing procurement 
   synergies to be maximised. The Flowtechnology division focuses on supplying 
   distributors and resellers of industrial MRO (maintenance, repair and operation) 
   products, primarily serving urgent orders rather than bulk offerings. It 
   is formed from Flowtechnology UK, Flowtechnology Benelux and Indequip. 
   It offers an unrivalled range of Original Equipment Manufacturer (OEM) 
   and Exclusive Brand products to over 3,400 distributors and resellers. 
   Its catalogues are recognised as the definitive source for fluid power 
   products, containing approximately 106,000 individual product lines and 
   are distributed to more than 85,000 industrial Maintenance, Repair and 
   Overhaul end users (MRO). The Power Motion Control division specialises 
   in the design, assembly and supply of engineering components and hydraulic 
   systems and is further enhanced by a service and repair function. The division 
   is formed from Primary Fluid Power, Nelson Hydraulics and TSL Fluidpower. 
   The Process division focuses on the supply of industrial components to 
   the process sectors. This is the newest division in the Group, formed by 
   the acquisition of Hydravalve in March 2016. The Group's main distribution 
   centre is in Skelmersdale, Lancashire with further distribution centres 
   in the Netherlands and China. The Power Motion Control Division (PMC) has 
   operations in Merseyside, Northern Ireland, the Republic of Ireland, and 
   Yorkshire; Process operates from the West Midlands. In total the business 
   employs 324 people. 
 
   The Group has a clear view of its growth objectives - to create a specialist 
   fluid power organisation that remains focused on its core competencies 
   whilst servicing the varied industrial and manufacturing sectors through 
   its delivery of 'class-leading' service and support. Our long term growth 
   model is based on both organic growth, coupled with complementary acquisitions 
   in a very fragmented marketplace. 
-------------------------------------------------------------------------------------------------------------- 
 
                                                  FLOWTECH FLUIDPOWER PLC 
                              HALF-YEAR FINANCIAL REPORT FOR THE SIX MONTHSED 30 JUNE 2016 
 
                                                        INTRODUCTION 
                           It is pleasing to report that since joining AiM in 2014 the Group has: 
 
                          ü Expanded its portfolio through the launch of over 3,000 new lines 
                                         across existing and new product categories 
                           ü Completed six acquisitions: Primary, Albroco, Nelson, Indequip, 
                                                     Hydravalve and TSL 
                         ü Established three clearly-focussed divisions: Flowtechnology, Power 
                                              Motion Control and Process; and 
                       ü Developed new strategic sales refinements and data processing resources 
                         which will deliver improved operating efficiencies across the organisation 
                                                      in the long term 
 
                                                       As a business: 
                          Ø We are in a unique position within the fluid power supply chain, 
                       as we are aligned to both the global supply base and its distributor network. 
                         We are in an exciting phase. Our offer continues to develop to the varied 
                          industrial and manufacturing customers we supply everyday around the UK 
                                                       and overseas. 
 
                                                        As a Board: 
                      Ø We remain optimistic that our wide range of revenue enhancing development 
                     programmes, when linked to our acquisition strategy based on a clear multi-channel 
                        approach, will continue to create significant opportunity for further growth 
                         and increased market penetration. By developing our offer, we ensure that 
                          the Group maintains its competitive advantage in each of the markets in 
                                                      which it trades. 
 
 
                                            2016 HALF-YEAR FINANCIAL PERFORMANCE 
                          We are pleased to report an encouraging first half trading performance, 
                          all achieved against a backdrop where the economic conditions have been 
                          challenging in most industrial markets across the key territories of the 
                      UK and mainland Europe. Whilst accomplished primarily on the back of acquisition 
                           activity, overall turnover growth year on year of 28% has continued to 
                          raise our profile across new channels, assisting the business in adding 
                          market share and reinforcing our position as one of the leading players 
                                                 in the fluid power sector. 
 
                         Although not defined under IFRS, the Directors believe that the underlying 
                        operating results give a better understanding of the business' performance. 
                      The table below details this is in summary and further information is contained 
                                                 in note 3 of this Report. 
                          Continuing operations    Six months   Six months         %     Year ended 
                           Underlying operating         ended        ended    Change    31 December 
                           result*                    30 June      30 June                     2015 
                                                         2016         2015                   GBP000 
                                                                   GBP000       GBP000 
                         -----------------------  -----------  -----------  --------  ------------- 
                          Flowtechnology                4,164        4,086        2%          7,571 
                           Power Motion Control           930          284      227%          1,228 
                           Process                        150            -         -              - 
                           Central costs              (1,185)        (966)       23%        (1,931) 
                         -----------------------  -----------  -----------  --------  ------------- 
                                                    Underlying operating 
                           result*                      4,059        3,404       19%          6,868 
                         -----------------------  -----------  -----------  --------  ------------- 
 
 
                          * Underlying operating result is continuing operations' operating profit 
                        before acquisition costs, amortisation of acquired intangibles, share-based 
                      payment costs and restructuring costs. Underlying operating result is reconciled 
                                 to statutory profit before tax in note 3 to the HY Report. 
 
                          At divisional level, Flowtechnology UK was able to replace business lost 
                          mainly in larger accounts with exposure to more difficult sectors, such 
                           as the oil and gas industry. In addition, the acquisition of the trade 
                           and assets of Indequip has added to our product portfolio, and allowed 
                          a more direct market approach with significant sections of the potential 
                          customer base. There remain many opportunities to develop our offer and 
                       the Group has continued to invest in sales and marketing functions to exploit 
                           these. In the Benelux, sales grew by 11.3% (5.3% in constant currency) 
                              which has again lifted bottom line contribution proportionately. 
 
                          In the Power Motion Control division, revenue in the first half grew by 
                          110% to GBP8.3m, with the majority coming from the year on year effects 
                         of the acquisitions of Nelson and Albroco. However, Primary also continued 
                          to expand its sales profile after the erosion of its oil and gas related 
                           business in early 2015. The Process division, established in the first 
                           half of the 2016 has started well and contributed GBP1.0m to revenue. 
 
                          Gross profit margins across all divisions remained consistent and strong 
                                                with no erosion experienced. 
 
                         Our cost profiles in people, property and administration remain on target. 
                       Central costs have increased year on year by GBP0.219m which includes bonuses 
                        of GBP0.113m paid to the executive directors to reflect the increased scale 
                        and complexity of the Group achieved since 2014. Overall the Group continues 
                     to ensure that its central resources are able to support an expanding operational 
                          profile as necessary whilst obtaining appropriate "economies of scale", 
                         and it is firmly believed that the current resources available can support 
                                   considerable further growth in the Group's activities. 
 
                          The Group is therefore able to report an underlying operating profit of 
                               GBP4.059m (2015: GBP3.404m), an increase of 19% year on year. 
 
                          Restructuring costs of GBP0.118m (2015: GBP0.010m) relate exclusively to 
                           the cost of integration of new acquisitions into the Group and include 
                          redundant short term property lease costs and redundancy of back office 
                                                         services. 
 
                       The Group outsources all professional services required to cover due diligence 
                           and administrative integration, including IT, of new acquisitions into 
                         the group and with three completed in the year to the date of this report 
                            these costs have therefore increased to GBP0.238m (2015: GBP0.050m). 
 
                                              OUR BUSINESS STRATEGY FOR GROWTH 
                        Our Group's core philosophy is unchanged - ie. to deliver profitable growth 
                        while maintaining consistent high levels of service to our diverse customer 
                         base. We have a solid technically based and resilient business model which 
                       is underpinned by its ability to deliver strong cash generation and profitable 
                                               returns for all stakeholders. 
 
                          During the last six months, we have added three successful businesses to 
                       the Group further enhancing our exposure to specialist hydraulics, pneumatics 
                                           and the process industrial sectors: - 
                           DATE             BRAND              FINANCIALS ON                  TOTAL 
                                                               ACQUISITION               CONSIDERATION 
                                                                                 (net of cash in balance 
                                                                                              sheet) 
                  ----------  ---------------------  ---------------------  ----------------------------- 
 
                                                                         Revenue: GBP2.6m 
                         FEBRUARY           Indequip           PBT: GBP0.1m                  GBP0.9m 
                                      2016                             Net assets: GBP0.5m 
                  ----------  ---------------------  ---------------------  ----------------------------- 
 
                                                         Revenue: GBP4.0m       GBP3.8m of which GBP1.7m 
                      MARCH            Hydravalve          PBT: GBP0.6m        is contingent on financial 
                      2016                             Net assets: GBP1.2m    performance in the two-year 
                                                                                   period to March 2018 
                  ----------  ---------------------  ---------------------  ----------------------------- 
 
                                                          Revenue: GBP1.2m        GBP0.90m which GBP0.4m 
                       JULY          TSL Fluidpower*       PBT: GBP0.15m       is contingent on financial 
                      2016                             Net assets: GBP0.5m    performance in the two-year 
                                                                                    period to July 2018 
                  ----------  ---------------------  ---------------------  ----------------------------- 
 
 
                                            *the trading style of Triplesix Ltd 
 
                          There remains significant opportunity to add more niche acquisitions and 
                           enhance organic growth through a mix of product development, value add 
                                          services and new customer opportunities. 
 
                                    FINANCIAL POSITION INCLUDING CASH FLOW AND BANK DEBT 
                      Net operating cash flows (note 9) were GBP0.188m (2015: GBP1.659m), a reduction 
                        of GBP1.471m. However, the majority of this variance relates to the expected 
                        build-up of working capital in Indequip following the purchase of the trade 
                       in February 2016, as well as the seasonal nature of working capital movements 
                           in the Nelson operation, which was not included in the comparative due 
                         to the acquisition date being after June 2015. The balance of the variance 
                         represents the heavier bias in stock investment year on year as previously 
                        reported. This was carried out to take advantage primarily of better pricing 
                       opportunities in the Far East. This also has the added advantage of providing 
                          some cushion against recent currency movements following the Brexit vote 
                                                       in June 2016. 
 
                         Net borrowings at 30 June 2016 were GBP14.1m. The extended bank facilities 
                        agreed with Barclays and first reported last year have supported the Group's 
                        acquisition activity and current headroom and covenants remain comfortable. 
                           Overall the Board expects strong cash generation in the second half of 
                                   2016. Cash collections remain good across all sectors. 
 
                                                         OUR PEOPLE 
                        Delivering our goals and objectives we now have over 324 technically-skilled 
                          staff employed across four countries and in nine locations. In order to 
                          continue our development, we need good people with determination, drive 
                       and technical know-how. We take this opportunity to welcome all new colleagues 
                         who joined us during the first half of the year. The Board thanks everyone 
                        around the business for their continuous hard work, dedication and loyalty, 
                         which underpins both the high level customer relationships and the Group's 
                                                    overall performance. 
 
                           At Operating Board level, we congratulate John Farmer in his promotion 
                        to Managing Director of Flowtechnology UK, and, we welcome both Hydravalve's 
                       Managing Director, Andrew Newham and TSL's Managing Director, Steve Rushworth. 
                     In March, we also welcomed Nick Fossey, joining the group from Eaton Corporation, 
                         in his key role leading the future development of the PMC division across 
                          the UK and Europe, where the opportunities for us to grow are extensive. 
 
                                                          OUTLOOK 
                        The Flowtech Group is developing both strength and depth across its product 
                         portfolio, customer reach and, following recent acquisitions, it has been 
                        able to widen the geographical areas and the industrial fluid power markets 
                          it serves. It continues to develop a theme based on being a "specialist" 
                            rather than a "generalist" and the margin opportunities this allows. 
 
                       Low global confidence and economic uncertainty is influencing many industrial 
                           sectors, particularly in the UK. We do believe this hiatus to be short 
                           term, and remain confident for the future. As we previously indicated, 
                         the Group operates in a "live" pricing environment and it is increasingly 
                           certain that input prices for many core product lines will increase in 
                           HY2 and early 2017 on the back of the sterling downgrade. The Board is 
                          confident that we will be able to maintain overall margins by a mixture 
                          of selling price increases and supplier support. The fluid power sector 
                     as a whole has come to expect a heavy bias towards US Dollar and Euro denominated 
                          supply lines and the macro economic situation is well understood by the 
                                                 sector's decision makers. 
 
                          Trading is in line with management expectations despite some disruption 
                          over the immediate post Brexit vote period. Overall, we remain positive 
                          that we can deliver results in line with market consensus forecasts and 
                          are confident about the future. Our acquisition pipeline remains dynamic 
                          and the Group is now established as a very credible option for investors 
                           and owner managers across the sector who wish to exit their position. 
 
                                                          DIVID 
                      As shareholders are aware, the Board is focused on capital growth and increasing 
                         ROCE. We are also committed to a progressive dividend policy based on the 
                        Group's operational performance as a whole whilst balancing our investments 
                                              in the business for the future. 
 
                          The Board is therefore pleased to declare a half-year dividend of 1.84p 
                           (2015: 1.75p), a 5% increase. This interim dividend will be paid on 25 
                           October 2016 to Members on the Register at the close of business on 30 
                          September 2016. The shares will become ex-dividend on 29 September 2016. 
                                       The dividend is covered 3.4 times by earnings. 
 
                        We look forward to keeping investors updated on our progress over the coming 
                                                          months. 
 
                                                   By order of the Board 
                                                     12 September 2016 
 CONSOLIDATED INCOME STATEMENT 
  FOR THE SIX MONTHSED 30 JUNE 2016 
-------------------------------------------------------------------------------------------------------------- 
                                                                     Unaudited      Unaudited          Audited 
                                                      Notes         Six months     Six months       Year ended 
                                                                 ended 30 June          ended      31 December 
                                                                          2016        30 June             2015 
                                                                        GBP000           2015           GBP000 
                                                                                       GBP000 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Continuing operations 
  Revenue                                                 3             27,387         21,423           44,848 
  Cost of sales                                                       (17,836)       (14,220)         (29,503) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Gross profit                                                            9,551          7,203           15,345 
  Distribution expenses                                                (1,318)        (1,065)          (2,245) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Administrative expenses before 
  separately disclosed items: 
  -Acquisition costs                                                   (4,174)        (2,734)          (6,232) 
  -Amortisation of acquired intangibles                   3              (238)           (50)            (299) 
  -Share based payment costs                              3              (264)          (160)            (413) 
  -Restructuring costs                                    3              (149)          (172)            (342) 
                                                          3              (118)           (10)            (323) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Total administrative expenses                                         (4,943)        (3,126)          (7,609) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Operating profit                                         3              3,290          3,012            5,491 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Financial income                                                            -             33               22 
  Financial expenses                                                     (223)           (96)            (233) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Net financing costs                                                     (223)           (63)            (211) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Profit from continuing operations 
  before tax                                              3              3,067          2,949            5,280 
  Taxation                                                4              (521)          (542)          (1,057) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Profit from continuing operations                                       2,546          2,407            4,223 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Loss from discontinued operations, 
  net of tax                                                                 -           (73)            (131) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Profit for the period attributable 
  to the owners of the parent                                            2,546          2,334            4,092 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
  Earnings per share 
   Basic earnings/(loss) per share 
   Continuing operations                                                 5.91p          5.62p            9.85p 
   Discontinued operations                                                   -        (0.17p)          (0.31p) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Basic earnings per share                                 6              5.91p          5.45p            9.54p 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
  Diluted earnings/(loss) per share 
   Continuing operations                                                 5.86p          5.45p            9.73p 
   Discontinued operations                                                   -        (0.17p)          (0.30p) 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 Diluted earnings per share                               6              5.86p          5.38p            9.43p 
-----------------------------------------------  ----------  -----------------  -------------  --------------- 
 
 
 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 
  FOR THE SIX MONTHSED 30 JUNE 2016 
----------------------------------------------------------------------------------------------- 
                                                         Unaudited     Unaudited        Audited 
                                                        Six months    Six months     Year ended 
                                                     ended 30 June      ended 30    31 December 
                                                              2016          June           2015 
                                                            GBP000          2015         GBP000 
                                                                          GBP000 
-------------------------------------------------  ---------------  ------------  ------------- 
 Profit for the period                                       2,546         2,334          4,092 
 Other comprehensive income/ (expense) 
  - items that will be reclassified subsequently 
  to profit or loss 
  Exchange differences on translating foreign 
  operations                                                   302          (95)             85 
-------------------------------------------------  ---------------  ------------  ------------- 
 Total comprehensive income in the period 
  attributable to the owners of the parent                   2,848         2,239          4,177 
-------------------------------------------------  ---------------  ------------  ------------- 
 
 
 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
  AS AT 30 JUNE 2016 
--------------------------------------------------------------------------------------- 
                                                  Unaudited    Unaudited        Audited 
                                                    30 June      30 June    31 December 
                                                       2016         2015           2015 
                                                     GBP000       GBP000         GBP000 
----------------------------------------  ----  -----------  -----------  ------------- 
 Assets 
  Non-current assets 
  Goodwill                                           48,312       44,962         46,412 
  Other intangible assets                             4,889        3,342          4,179 
  Property, plant and equipment                       3,702        3,014          3,265 
 Total non-current assets                            56,903       51,318         53,856 
----------------------------------------------  -----------  -----------  ------------- 
 Current assets 
  Inventories                                        16,752       10,466         13,254 
  Trade and other receivables                        14,718       11,601         10,367 
  Prepayments                                           725          224            316 
  Other financial assets                                 32           31             32 
  Cash and cash equivalents                           1,711          784          1,841 
----------------------------------------------  -----------  -----------  ------------- 
 Total current assets                                33,938       23,106         25,810 
----------------------------------------------  -----------  -----------  ------------- 
 Liabilities 
  Current liabilities 
  Interest-bearing loans and borrowings              10,905        2,957          5,986 
  Trade and other payables                            9,313        5,151          6,625 
  Deferred and contingent consideration               1,068        2,277          1,250 
  Tax payable                                           937          904            758 
  Provisions                                             50           63             86 
  Other financial liabilities                            16            -             15 
----------------------------------------------  -----------  -----------  ------------- 
 Total current liabilities                           22,289       11,352         14,720 
----------------------------------------------  -----------  -----------  ------------- 
 Net current assets                                  11,649       11,754         11,090 
----------------------------------------------  -----------  -----------  ------------- 
 Non-current liabilities 
  Deferred and contingent consideration               2,789           85            898 
  Interest-bearing loans and borrowings               4,950        5,286          4,874 
  Provisions                                            130          121            130 
  Deferred tax liabilities                            1,042          702            901 
----------------------------------------------  -----------  -----------  ------------- 
 Total non-current liabilities                        8,911        6,194          6,803 
----------------------------------------------  -----------  -----------  ------------- 
 Net assets                                          59,641       56,878         58,143 
----------------------------------------------  -----------  -----------  ------------- 
 Equity directly attributable to 
  owners of the parent 
  Share capital                                      21,539       21,414         21,539 
  Share premium                                      46,880       46,664         46,880 
  Share-based payment reserve                           529          307            380 
  Merger reserve                                        293          293            293 
  Shares owned by the EBT                             (338)            -          (338) 
  Merger relief reserve                               2,086        2,086          2,086 
  Currency translation reserve                          209        (273)           (93) 
  Retained losses                                  (11,557)     (13,613)       (12,604) 
----------------------------------------------  -----------  -----------  ------------- 
 Total equity                                        59,641       56,878         58,143 
----------------------------------------------  -----------  -----------  ------------- 
 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
 FOR THE SIX MONTHSED 30 JUNE 2016 
---------------------------------------------------------------------------------------------------------------------- 
                            Share    Share  Share-based   Merger    Merger     Currency   Shares   Retained      Total 
                          capital  premium      payment  reserve    relief  translation    owned     losses     equity 
                                                reserve            reserve      reserve   by EBT 
                           GBP000   GBP000       GBP000   GBP000    GBP000       GBP000   GBP000     GBP000     GBP000 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
 
  Six months ended 30 
  June 2015 - unaudited 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Balance at 1 January 
 2015                      21,414   46,664          148      293     2,086        (178)        -   (14,521)     55,906 
 Profit for the period          -        -            -        -         -            -        -      2,334      2,334 
 Other comprehensive 
  expense                       -        -            -        -         -         (95)        -          -       (95) 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Total comprehensive 
 income for the period          -        -            -        -         -         (95)        -      2,334      2,239 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Transaction with owners 
 Share-based payment 
  charge                        -        -          159        -         -            -        -          -        159 
 Equity dividends paid 
  (note 5)                      -        -            -        -         -            -        -    (1,426)    (1,426) 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Total transactions with 
 owners                         -        -          159        -         -            -        -    (1,426)    (1,267) 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Balance at 30 June 2015    21,414   46,664          307      293     2,086        (273)        -   (13,613)     56,878 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
 
Year ended 31 December 
 2015 - audited 
Balance at 1 January 
 2015                      21,414   46,664          148      293     2,086        (178)        -   (14,521)     55,906 
 Profit for the year            -        -            -        -         -            -        -      4,092      4,092 
 Other comprehensive 
  expense                                -            -        -         -           85        -          -         85 
Total comprehensive 
 income for the year            -        -            -        -         -           85        -      4,092      4,177 
Transaction with owners 
 Issue of share capital       125      216            -        -         -            -        -          -        341 
 Shares owned by the 
  EBT                           -        -            -        -         -            -    (338)          -      (338) 
 Share-based payment 
  charge                        -        -          342        -         -            -        -          -        342 
 Share options settled          -        -        (110)        -         -            -        -          -      (110) 
 Equity dividends paid 
  (note 5)                      -        -            -        -         -            -        -    (2,175)    (2,175) 
Total transactions with 
 owners                       125      216          232        -         -            -    (338)    (2,175)    (1,940) 
Balance at 31 December 
 2015                      21,539   46,880          380      293     2,086         (93)    (338)   (12,604)     58,143 
 
Six months ended 30 
 June 2016 - unaudited 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Balance at 1 January 
 2016                      21,539   46,880          380      293     2,086         (93)    (338)   (12,604)     58,143 
 Profit for the period          -        -            -        -         -            -        -      2,546      2,546 
 Other comprehensive 
  income                        -        -            -        -         -          302        -          -        302 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Total comprehensive 
 income for the period          -        -            -        -         -          302        -      2,546      2,848 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Transaction with owners 
 Share-based payment 
  charge                        -        -          149        -         -            -        -          -        149 
 Equity dividends paid 
  (note 5)                      -        -            -        -         -            -        -    (1,499)    (1,499) 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Total transactions with 
 owners                         -        -          149        -         -            -        -    (1,499)    (1,350) 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
Balance at 30 June 2016    21,539   46,880          529      293     2,086          209    (338)   (11,557)     59,641 
------------------------  -------  -------  -----------  -------  --------  -----------  -------  ---------  --------- 
 
 
 CONSOLIDATED STATEMENT OF CASH FLOWS 
  FOR THE SIX MONTHSED 30 JUNE 2016 
--------------------------------------------------------------------------------------------- 
                                                       Unaudited     Unaudited        Audited 
                                              Note    Six months    Six months     Year ended 
                                                           ended         ended    31 December 
                                                         30 June       30 June           2015 
                                                            2016          2015         GBP000 
                                                          GBP000        GBP000 
 Cash flow from operating activities 
 Net cash from operating activities           9              188         1,659          5,943 
-----------------------------------------  -------  ------------  ------------  ------------- 
 Cash flow from investing activities 
  Acquisition of subsidiary, net 
   of cash acquired                                      (3,309)         (477)        (3,063) 
  Acquisition of property, plant 
   and equipment                                           (353)         (351)          (750) 
  Proceeds from sale of property, 
   plant and equipment                                        22             7              7 
  Payment of deferred consideration                            -             -        (1,603) 
-----------------------------------------  -------  ------------  ------------  ------------- 
 Net cash used in investing activities                   (3,640)         (821)        (5,409) 
 Cash flows from financing activities 
  Proceeds from new loan                                       -             -          6,523 
  Repayment of long term borrowings                            -         (430)        (2,357) 
  Net change in short term borrowings                      5,000         (269)        (2,096) 
  Repayment of finance lease liabilities                    (18)          (11)           (32) 
  Cash settled share options                                   -          (12)          (105) 
  Purchase of own shares                                       -             -          (338) 
  Interest received                                            -             -             14 
  Interest paid                                            (110)          (99)          (244) 
  Dividends paid                                         (1,499)       (1,426)        (2,175) 
-----------------------------------------  -------  ------------  ------------  ------------- 
 Net cash generated from/ (used 
  in) financing activities                                 3,373       (2,247)          (810) 
-----------------------------------------  -------  ------------  ------------  ------------- 
 Net change in cash and cash equivalents                    (79)       (1,409)          (276) 
 Cash and cash equivalents at start 
  of period                                                1,725         1,979          1,979 
  Exchange differences on cash and 
   cash equivalents                                           54          (50)             22 
-----------------------------------------  -------  ------------  ------------  ------------- 
 Cash and cash equivalents at end 
  of period                                                1,700           520          1,725 
-----------------------------------------  -------  ------------  ------------  ------------- 
 
 
 Cash and cash equivalents            1,711     784   1,841 
-----------------------------------  ------  ------  ------ 
 Bank overdraft                        (11)   (264)   (116) 
-----------------------------------  ------  ------  ------ 
 Cash and cash equivalents at end 
  of period                           1,700     520   1,725 
-----------------------------------  ------  ------  ------ 
 
 
 NOTES TO THE HALF-YEAR REPORT 
  FOR THE SIX MONTHSED 30 JUNE 2016 
------------------------------------------------------------------------------------------ 
 
 1.            General information 
------------  ---------------------------------------------------------------------------- 
 The principal activity of Flowtech Fluidpower plc (the "Company") and 
  its subsidiaries (together, the "Group") is the distribution of engineering 
  components, concentrating on the fluid power industry. The Company is 
  incorporated and domiciled in the UK. The address of its registered office 
  is Pimbo Road, Skelmersdale, Lancashire WN8 9RB. The registered number 
  is 09010518. 
 
  As permitted, this Interim Report has been prepared in accordance with 
  the AIM rules and not in accordance with IAS 34 "Interim Financial Reporting". 
 
  The consolidated financial statements are prepared under the historical 
  cost convention, as modified by the revaluation of certain financial 
  instruments. 
 
  This consolidated Interim Report and the financial information for the 
  six months ended 30 June 2016 does not constitute full statutory accounts 
  within the meaning of section 434 of the Companies Act 2006 and are unaudited. 
  This unaudited Interim Report was approved by the Board of Directors 
  on 12 September 2016. 
 
  The Group's financial statements for the year ended 31 December 2015 
  have been filed with the Registrar of Companies. The Group's auditor's 
  report on these financial statements was unqualified and did not contain 
  a statement under section 498 (2) or (3) of the Companies Act 2006. 
 
  ELECTRONIC COMMUNICATIONS 
  The Company is not proposing to bulk print and distribute hard copies 
  of this Interim Report for the six months ended 30 June 2016 unless specifically 
  requested by individual shareholders. 
 
  The Board believes that by utilising electronic communication it delivers 
  savings to the Company in terms of administration, printing and postage, 
  and environmental benefits through reduced consumption of paper and inks, 
  as well as speeding up the provision of information to shareholders. 
 
  News updates, Regulatory News, and Financial statements, can be viewed 
  and downloaded from the Group's website, www.flowtechfluidpower.com. 
  Copies can also be requested from; The Company Secretary, Flowtech Fluidpower 
  plc, Pimbo Road, Skelmersdale, Lancashire, WN8 9RB. email: info@flowtechfluidpower.com 
 
 
 2         aCCOUNTING POLICIES 
--------  -------------------------------------------------------------------------- 
 
   Basis of preparation 
   The financial information set out in this consolidated Interim Report 
   has been prepared under International Financial Reporting Standards (IFRS) 
   as adopted by the European Union and in accordance with the accounting 
   policies which will be adopted in presenting the Group's Annual Report 
   and Financial Statements for the year ended 31 December 2016. These are 
   consistent with the accounting policies used in the Financial Statements 
   for the year ended 31 December 2015, except for taxes; taxes on income 
   in the interim periods are accrued using the rate of tax that would be 
   applicable to expected total annual earnings. 
 
   GOING CONCERN 
   The Group meets it day-to-day working capital requirements through its 
   bank facilities. The Directors have carefully considered the banking 
   facilities and their future covenant compliance in light of the current 
   and future cash flow forecasts and they believe that the Group is appropriately 
   positioned to ensure the conditions of its funding will continue to be 
   met and therefore enable the Group to continue in operational existence 
   for the foreseeable future by meeting its liabilities as they fall due 
   for payment. 
 
 
 3.              OPERATING SEGMENTS 
--------------  ------------------------------------------------------------------------------------ 
                 The Group comprises of the following three operating segments which are 
                  defined by geographic area and trading activity: 
                   *    Flowtechnology Division 
 
 
                  distribution and assembly of engineering components, principally to distributors 
                  and end users, split geographically between the UK and Europe 
                   *    Power Motion Control Division 
 
 
                  distribution and assembly of engineering components and hydraulic systems 
                  to distributors and end users in the international market - based in 
                  the UK and Republic of Ireland 
                   *    Process Division 
 
 
                  the distribution of industrial components to the process sectors - based 
                  in the West Midlands 
                  The Board is considered to be the chief operating decision maker (CODM). 
                  The CODM manages the business using an underlying profit figure. Only 
                  finance income and costs secured on the assets of the operating segment 
                  are included in the segment results. Finance income and costs relating 
                  to loans held by the Company are not included in the segment result that 
                  is assessed by the CODM. Transfer prices between operating segments are 
                  on an arm's length basis. 
 
                  The Directors believe that the underlying operating profit provides additional 
                  useful information on underlying trends to Shareholders. The term "underlying" 
                  is not a defined term under IFRS and may not be comparable with similarly 
                  titled profit measurements reported by other companies. A reconciliation 
                  of the underlying operating result to operating profit / (loss) from 
                  continuing operations is shown below. The principal adjustments made 
                  are in respect of the separately disclosed items are as detailed at the 
                  end of this note. Segment information for the reporting periods is as 
                  follows: 
 
 
                                                          Power                                                  Total 
                                                         Motion              Inter-segmental     Central    Continuing 
                                      Flowtechnology    Control    Process      transactions       Costs    Operations 
--------------------------------  ------------------  ---------  ---------  ----------------  ----------  ------------ 
                                        UK    Europe 
                                    GBP000    GBP000     GBP000     GBP000            GBP000      GBP000        GBP000 
 Six months ended 30 June 
  2016 
 Income statement - continuing 
  operations: 
 Revenue from external 
  customers                         16,011     2,082      8,268      1,026                 -           -        27,387 
 Inter segment revenue                 782        77        327         24           (1,210)           -             - 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Total revenue                      16,793     2,159      8,595      1,050           (1,210)           -        27,387 
-------------------------------- 
 Underlying operating result         3,941       223        930        150                 -     (1,185)         4,059 
 Net financing costs                  (92)         -        (1)          5                 -       (135)         (223) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Underlying segment result           3,849       223        929        155                 -     (1,320)         3,836 
 Separately disclosed items          (127)      (11)       (27)       (37)                 -       (567)         (769) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Profit/(loss) before tax            3,722       212        902        118                 -     (1,887)         3,067 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Specific disclosure items 
  Depreciation                         181        14         55          8                 -           -           258 
  Amortisation                           6         -        236         22                 -           -           264 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Reconciliation of underlying 
  operating result to operating 
  profit: 
  Underlying operating result 
  Separately disclosed items         3,941       223        930        150                 -     (1,185)         4,059 
                                     (127)      (11)       (27)       (37)                 -       (568)         (769) 
-------------------------------- 
 Operating profit/(loss)             3,814       212        903        113                 -     (1,753)         3,290 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 
 
                                                          Power                                                  Total 
                                                         Motion              Inter-segmental     Central    Continuing 
                                      Flowtechnology    Control    Process      transactions       Costs    Operations 
--------------------------------  ------------------  ---------  ---------  ----------------  ----------  ------------ 
                                        UK    Europe 
                                    GBP000    GBP000     GBP000     GBP000            GBP000      GBP000        GBP000 
 Six months ended 30 June 
  2015 
 Income statement - continuing 
  operations: 
 Revenue from external 
  customers                         15,617     1,871      3,935          -          -                  -        21,423 
 Inter segment revenue                 430        42        138          -             (610)           -             - 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Total revenue                      16,047     1,913      4,073          -             (610)           -        21,423 
-------------------------------- 
 Underlying operating result         3,916       170        284          -                 -       (966)         3,404 
 Net financing costs                     4         -          -          -                 -        (67)          (63) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Underlying segment result           3,920       170        284          -                 -     (1,033)         3,341 
 Separately disclosed items           (47)      (12)      (172)          -                 -       (161)         (392) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Profit/(loss) before tax            3,873       158        112          -                 -     (1,194)         2,949 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Specific disclosure items 
  Depreciation                       (184)      (13)       (39)          -                 -           -         (236) 
  Amortisation                           -         -      (160)          -                 -           -         (160) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Reconciliation of underlying 
  operating result to operating 
  profit: 
  Underlying operating result 
  Separately disclosed items         3,916       170        284          -                 -       (966)         3,404 
                                      (47)      (12)      (172)          -                 -       (161)         (392) 
-------------------------------- 
 Operating profit/(loss)             3,869       158        112          -                 -     (1,127)         3,012 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
                                                          Power                                                  Total 
                                                         Motion              Inter-segmental     Central    Continuing 
                                      Flowtechnology    Control    Process      transactions       Costs    Operations 
--------------------------------  ------------------  ---------  ---------  ----------------  ----------  ------------ 
                                        UK    Europe 
                                    GBP000    GBP000     GBP000     GBP000            GBP000      GBP000        GBP000 
 Year ended 31 December 
  2015 
 Income statement - continuing 
  operations: 
 Revenue from external 
  customers                         29,439     3,729     11,680          -                 -           -        44,848 
 Inter segment revenue                 860        99        231          -           (1,190)           -             - 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Total revenue                      30,299     3,828     11,911          -           (1,190)           -        44,848 
-------------------------------- 
 Underlying operating result         7,169       402      1,228          -                 -     (1,931)         6,868 
 Net financing costs                  (65)         -          3          -                 -       (149)         (211) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Underlying segment result           7,104       402      1,231          -                 -     (2,080)         6,657 
 Separately disclosed items          (144)      (22)      (505)          -                 -       (706)       (1,377) 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Profit/(loss) before tax            6,960       380        726          -                 -     (2,786)         5,280 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Specific disclosure items 
  Depreciation                         389        23         93          -                 -           -           505 
  Amortisation                           -         -        413          -                 -           -           413 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 Reconciliation of underlying 
  operating result to operating 
  profit: 
  Underlying operating result        7,169       402      1,228          -                 -     (1,931)         6,868 
  Separately disclosed items         (144)      (22)      (505)          -                 -       (706)       (1,377) 
-------------------------------- 
 Operating profit/(loss)             7,025       380        723          -                 -     (2,637)         5,491 
--------------------------------  --------  --------  ---------  ---------  ----------------  ----------  ------------ 
 
 
 SEPARATELY DISCLOSED ITEMS 
 
        *    Acquisition costs relate to stamp duty, due diligence, 
             legal fees, bank fees and other professional costs 
             incurred in the acquisition of businesses 
 
 
        *    Share-based payment costs relate to the provision 
             made in accordance with IFRS 2 "Share-based payment" 
             following the issue of share options to employees 
 
 
        *    Restructuring costs relate to restructuring 
             activities of an operational nature and covers the 
             closure of business units, employee redundancies 
             within these units, continuing property costs post 
             closure and other onerous lease obligations 
                                               Six months      Six months     Year ended 
                                                    ended           ended    31 December 
                                             30 June 2016    30 June 2015           2015 
                                                   GBP000          GBP000         GBP000 
----------------------------------------  ---------------  --------------  ------------- 
 Separately disclosed items within 
  administration expenses: 
  -Acquisition costs                                  238              50            299 
  -Amortisation of acquired intangibles               264             160            413 
  -Share based payment costs                          149             172            342 
  -Restructuring                                      118              10            323 
----------------------------------------  ---------------  --------------  ------------- 
 Total separately disclosed items                     769             392          1,377 
----------------------------------------  ---------------  --------------  ------------- 
 
 
 4.     TAXATION 
-----  -------------------------------------------------------------------------------------- 
                                                 Six months      Six months        Year ended 
                                                      ended           ended       31 December 
                                               30 June 2016    30 June 2015              2015 
                                                     GBP000          GBP000            GBP000 
-------------------------------------------  --------------  --------------  ---------------- 
 Current tax on income for the period 
  - continuing operations: 
  UK tax                                                620             618             1,231 
  Foreign tax                                             -               -                 3 
  Deferred tax credit                                  (45)            (76)             (101) 
  Adjustments in respect of prior years                (54)               -              (76) 
-------------------------------------------  --------------  --------------  ---------------- 
 Total taxation                                         521             542             1,057 
-------------------------------------------  --------------  --------------  ---------------- 
 
   The taxation for the period has been calculated by applying the estimated 
   tax rate for the financial year ending 31 December 2016. Deferred tax 
   liabilities have also been adjusted to GBP1,042,000 to reflect capital 
   allowances in excess of depreciation and other short term timing differences. 
--------------------------------------------------------------------------------------------- 
 
 
 
 5.    DIVIDS 
----  ------------------------------------------------------------------------------- 
                                       Six months   Six months ended       Year ended 
                                            ended            30 June      31 December 
                                          30 June               2015             2015 
                                             2016             GBP000           GBP000 
                                           GBP000 
 Final dividend of 3.50p (2015: 
  3.33p) per share                          1,499              1,426            1,426 
 Interim dividend of 1.75p per 
  share                                         -                  -              749 
                                            1,499              1,426            2,175 
------------------------------------  -----------  -----------------  --------------- 
 
   In addition, the Directors are proposing a half-year dividend in respect 
   of the financial year ended 31 December 2016 of 1.84p per share which 
   will absorb an estimated GBP0.8 million of shareholders' funds. It will 
   be paid on the 25 October 2016 to Shareholders who are on the Register 
   of Members on 30 September 2016. 
 
 
 
 6. EARNINGS PER SHARE 
--------------------------------------------------------------------------------------------------------------------------- 
 Basic earnings/(loss) per share is calculated by dividing the earnings/(loss) 
  attributable to ordinary shareholders by the weighted average number of 
  ordinary shares outstanding during the period. 
 
  For diluted earnings/ (loss) per share the weighted average number of 
  ordinary shares in issue is adjusted to assume conversion of all dilutive 
  potential ordinary shares. The dilutive shares are those share options 
  granted to employees where the exercise price is less than the average 
  market price of the Company's ordinary shares during the period. 
--------------------------------------------------------------------------------------------------------------------------- 
                                   Six months ended                Six months ended                    Year ended 
                                      30 June 2016                    30 June 2015                  31 December 2015 
--------------------------  ------------------------------  -------------------------------  ------------------------------ 
                                        Weighted                        Weighted                        Weighted 
                                         average  Earnings               average                         average 
                                          number       per                number   Earnings               number   Earnings 
                             Earnings  of shares     share   Earnings  of shares  per share  Earnings  of shares  per share 
                               GBP000      000's     Pence     GBP000      000's      Pence    GBP000      000's      Pence 
--------------------------  ---------  ---------  --------  ---------  ---------  ---------  --------  ---------  --------- 
 Basic earnings/(loss) 
  per share 
  Continuing operations         2,546     43,078      5.91      2,407     42,828       5.62     4,223     42,869       9.85 
  Discontinued operations           -     43,078      0.00       (73)     42,828     (0.17)     (131)     42,869     (0.31) 
--------------------------  ---------  ---------  --------  ---------  ---------  ---------  --------  ---------  --------- 
 Basic earnings per 
  share                         2,546     43,078      5.91      2,334     42,828       5.45     4,092     42,869       9.54 
--------------------------  ---------  ---------  --------  ---------  ---------  ---------  --------  ---------  --------- 
 Diluted earnings/(loss) 
  per share 
  Continuing operations         2,546     43,472      5.86      2,407     43,413       5.54     4,223     43,387       9.73 
  Discontinued operations           -     43,472      0.00       (73)     43,413     (0.17)     (131)     43,387     (0.30) 
--------------------------  ---------  ---------  --------  ---------  ---------  ---------  --------  ---------  --------- 
 Diluted earnings per 
  share                         2,546     43,472      5.86      2,334     43,413       5.38     4,092     43,387       9.43 
--------------------------  ---------  ---------  --------  ---------  ---------  ---------  --------  ---------  --------- 
 
 
                                                  Six months      Six months     Year ended 
                                                       ended           ended    31 December 
                                                30 June 2016    30 June 2015           2015 
                                                      GBP000          GBP000         GBP000 
--------------------------------------------  --------------  --------------  ------------- 
 Weighted average number of ordinary shares 
  for basic and diluted earnings per share 
  Impact of share options                             43,078          42,828         42,869 
                                                         394             585            518 
--------------------------------------------  --------------  --------------  ------------- 
 Weighted average number of ordinary shares 
  for diluted earnings per share                      43,472          43,413         43,387 
--------------------------------------------  --------------  --------------  ------------- 
 
 
 7.    ACQUISITIONS 
----  -------------------------------------------------------------------------------------------------- 
 7.1 INDEQUIP 
 On 19 February 2016, the Group acquired 100% of the trade and certain 
  assets of Indequip, a UK-based business. The acquisition was made to enhance 
  the Group's position in the pneumatic market and bring new customers to 
  the Group. The total consideration was GBP893,000 and was paid in cash. 
 
  GOODWILL 
  Goodwill of GBP345,000 is primarily related to expected future profitability 
  and expected cost synergies. Goodwill has been allocated to the Flowtechnology 
  operating segment and is not expected to be deductible for tax purposes. 
 
  INTANGIBLE ASSET 
  An intangible asset of GBP96,000 has been provisionally identified related 
  to the brand identity of Indequip. The estimated useful life has been 
  determined as five years based on the expected future cash flows that 
  it would generate in arriving at their fair value. The components of the 
  brand considered in the valuation comprised the website, catalogue and 
  awareness of brand in the industry. Sales growth over the five-year period 
  has been assumed to be 1% with an attrition rate of 3% for customers. 
  Growth and attrition rates are based on management experience and expectations. 
  Amortisation of the brand is not expected to be deductible for tax purposes. 
 
  Details of the provisional fair value of identifiable assets and liabilities 
  acquired, purchase consideration, goodwill and intangible assets are as 
  follows: 
-------------------------------------------------------------------------------------------------------- 
                                                                              Intangible 
                                                          Fair value    asset recognised     Provisional 
                                           Book value     adjustment      on acquisition      fair value 
                                               GBP000         GBP000              GBP000          GBP000 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 
 Property, plant and equipment                     68              -                   -              68 
 Intangible assets                                  -              -                  96              96 
 Inventories                                      392              -                   -             392 
 Trade and other receivables                       11              -                   -              11 
 Deferred tax liability                             -              -                (19)            (19) 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 Total net assets                                 471              -                  77             548 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 
                                                                                                  GBP000 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 Fair value of consideration paid 
 Amount settled in cash                                                                              893 
 Total consideration                                                                                 893 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 Less net assets acquired                                                                          (548) 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 Goodwill on acquisition                                                                             345 
--------------------------------------  -------------  -------------  ------------------  -------------- 
 
 
 
 7.2 HYDRAVALVE 
 On 18 March 2016, the Group acquired 100% of the share capital of Hydravalve 
  Limited, a UK-based business, thereby obtaining control. The acquisition 
  was made to establish the Group's position in the process market. The 
  total consideration was GBP3,814,000. This comprised GBP2,105,000 in cash 
  and GBP1,709,000 contingent cash consideration. The additional consideration 
  is based on profit targets for the Company's customer base and is payable 
  on the first and second anniversaries of the acquisition. The fair value 
  of GBP1,709,000 has been calculated using management forecasts of Hydravalve's 
  Limited's performance discounted at the weighted average cost of capital. 
 
  GOODWILL 
  Goodwill of GBP1,551,000 is primarily related to expected future profitability 
  and expected cost synergies. Goodwill has been allocated to the Process 
  operating segment and is not expected to be deductible for tax purposes. 
 
  INTANGIBLE ASSET 
  An intangible asset of GBP879,000 has been provisionally identified related 
  to customer relationships. The estimated useful life has been determined 
  as ten years based on the expected future cash flows that they would generate 
  in arriving at their fair value. The customer relationships considered 
  in the valuation comprise the sales to significant customers. Long term 
  sales growth over the ten-year period has been assumed to be 1.0% with 
  an attrition rate of 7.5% for customers. Growth and attrition rates are 
  based on management experience and expectations. Amortisation of customer 
  relationships is not expected to be deductible for tax purposes. 
 
  Details of the provisional fair value of identifiable assets and liabilities 
  acquired, purchase consideration, goodwill and intangible assets are as 
  follows: 
---------------------------------------------------------------------------------------------------------- 
                                                                                Intangible 
                                                            Fair value    asset recognised     Provisional 
                                             Book value     adjustment      on acquisition      fair value 
                                                 GBP000         GBP000              GBP000          GBP000 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 
 Property, plant and equipment                      228              -                   -             228 
 Intangible assets                                    -              -                 879             879 
 Inventories                                      1,635              -                   -           1,635 
 Trade and other receivables                        942              -                   -             942 
 Cash and cash equivalents                        (312)              -                   -           (312) 
 Trade and other payables                         (605)              -                   -           (605) 
 Finance leases                                    (71)                                               (71) 
 Current tax balances                             (216)              -                   -           (216) 
 Deferred tax liability                            (41)              -               (176)           (217) 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 Total net assets                                 1,560              -                 703           2,263 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 
                                                                                                    GBP000 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 Fair value of consideration paid 
 Amount settled in cash                                                                              2,105 
 Fair value of contingent consideration                                                              1,709 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 Total consideration                                                                                 3,814 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 Less net assets acquired                                                                          (2,263) 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 Goodwill on acquisition                                                                             1,551 
----------------------------------------  -------------  -------------  ------------------  -------------- 
 
 
 8. SUBSEQUENT EVENTS 
------------------------------------------------------------------------------------- 
  Triplesix Limited ("TSL") was acquired on 29 July 2016 for a total consideration 
   of GBP1.1m comprising GBP0.45m in cash and GBP0.65m contingent cash consideration. 
   This is a provisional figure subject to the finalisation of the completion 
   accounts. Contingent consideration is based on the profitability of the 
   company post acquisition. The acquisition was made to enhance the Group's 
   position in the hydraulic cylinder market. Included within the net assets 
   of TSL was GBP0.4m of cash retained within the business on acquisition. 
   The cash consideration was funded out of existing cash resources. 
 
   The Group will disclose the book value of the identifiable assets and 
   liabilities and their fair values in the 2016 full year financial statements 
   as required under IFRS 3 "Business Combinations". The initial accounting 
   and fair value exercise is incomplete at the time of this announcement 
   due to the proximity of the accounting date. 
 
 
 9.     NET CASH FROM OPERATING ACTIVITIES 
-----  ----------------------------------------------------------------------------------------- 
                                                       Six months      Six months           Year 
                                                            ended           ended          ended 
                                                     30 June 2016    30 June 2015    31 December 
                                                           GBP000          GBP000           2015 
                                                                                          GBP000 
-------------------------------------------------  --------------  --------------  ------------- 
 Reconciliation of profit before taxation 
  to net cash flows from operations: 
  Profit from continuing operations before 
   tax 
  Loss from discontinued operations before 
   tax                                                      3,067           2,949          5,280 
  Depreciation                                                  -            (73)          (131) 
  Financial income                                            258             236            505 
  Financial expense                                             -            (33)           (22) 
  Profit on sale of plant and equipment                       223              96            232 
  Amortisation                                                (8)               -            (7) 
  Equity settled share-based payment charge                   264             160            413 
                                                              149             172            342 
-------------------------------------------------  --------------  --------------  ------------- 
 Operating cash inflow before changes 
  in working capital and provisions                         3,953           3,507          6,612 
  Change in trade and other receivables                   (3,696)         (1,720)          1,628 
  Change in stocks                                        (1,299)           1,068          (688) 
  Change in trade and other payables                        1,915           (499)          (136) 
  Change in provisions                                       (36)            (48)           (60) 
-------------------------------------------------  --------------  --------------  ------------- 
 Cash generated from operations                               837           2,308          7,356 
  Tax paid                                                  (649)           (649)        (1,413) 
-------------------------------------------------  --------------  --------------  ------------- 
 Net cash generated from operating activities                 188           1,659          5,943 
-------------------------------------------------  --------------  --------------  ------------- 
 
 
 
 10. TOTAL VOTING RIGHTS 
----------------------------------------------------------------------------- 
 For the purposes of the Disclosure and Transparency Rules, the Company's 
  total issued share capital at the date of this announcement is 43,078,282 
  ordinary shares of GBP0.50 each. The total number of voting rights in 
  the Company is therefore 43,078,282. There are no ordinary shares held 
  in Treasury. This figure may be used by shareholders as the denominator 
  for the calculations by which they will determine if they are required 
  to notify their interest in, or a change to their interest in, the Company, 
  under the FCA's Disclosure and Transparency Rules. 
 
 
 PRINCIPAL RISKS AND UNCERTAINTIES 
------------------------------------------------------------------------------- 
 In common with all organisations, Flowtech faces risks which may affect 
  its performance. The Group operates a system of internal control and risk 
  management in order to provide assurance that we are managing risk whilst 
  achieving our business objectives. No system can fully eliminate risk 
  and therefore the understanding of operational risk is central to management 
  processes. The long term success of the Group depends on the continual 
  review, assessment and control of the key business risks it faces. The 
  Directors set out in the 2015 Annual Report and Financial Statements the 
  principal risks identified during this exercise, including quality control, 
  systems and site disruption and employee retention. The Board does not 
  consider that these risks have changed materially in the last six months. 
                           FORWARD-LOOKING STATEMENTS 
     This document contains certain forward-looking statements which reflect 
  the knowledge and information available to the Company during the preparation 
     and up to the publication of this document. By their very nature, these 
    statements depend upon circumstances and relate to events that may occur 
   in the future thereby involving a degree of uncertainty. Although the Group 
  believes that the expectations reflected in these statements are reasonable, 
    it can give no assurance that these expectations will prove to have been 
  correct. Given that these statements involve risks and uncertainties, actual 
     results may differ materially from those expressed or implied by these 
                           forward-looking statements. 
 
   The Group undertakes no obligation to update any forward-looking statements 
       whether as a result of new information, future events or otherwise. 
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This information is provided by RNS

The company news service from the London Stock Exchange

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September 13, 2016 02:01 ET (06:01 GMT)

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