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SFE Safestyle Uk Plc

0.32
0.00 (0.00%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Safestyle Uk Plc LSE:SFE London Ordinary Share JE00BGP63272 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.32 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Manufacturing Industries,nec 154.32M -6.51M -0.0469 -0.07 444.37k

Safestyle UK PLC Interim Results (8831J)

15/09/2016 7:01am

UK Regulatory


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RNS Number : 8831J

Safestyle UK PLC

15 September 2016

15 September 2016

This announcement contains inside information

Safestyle UK plc

Unaudited Interim Results for the six months ended 30 June 2016

Safestyle UK plc (AIM: SFE), the leading UK-focused retailer and manufacturer of PVCu replacement windows and doors for the homeowner market, today announces its interim results for the six months ended 30 June 2016.

Financial and Operational highlights

 
                             Unaudited         Unaudited    % change 
                        6 months ended    6 months ended 
                          30 June 2016      30 June 2015 
                                  GBPm              GBPm 
--------------------  ----------------  ----------------  ---------- 
 Revenue                          83.5              74.0      +12.8% 
--------------------  ----------------  ----------------  ---------- 
 Gross profit***                  28.2              25.2      +11.9% 
--------------------  ----------------  ----------------  ---------- 
 Gross margin %***               33.7%             34.1%      -40bps 
--------------------  ----------------  ----------------  ---------- 
 EBITDA                           10.1               9.3       +8.6% 
--------------------  ----------------  ----------------  ---------- 
 Underlying EBITDA*               11.1               9.5      +16.8% 
--------------------  ----------------  ----------------  ---------- 
 PBT                               9.5               8.7       +9.2% 
--------------------  ----------------  ----------------  ---------- 
 Underlying PBT**                 10.6               9.0      +17.8% 
--------------------  ----------------  ----------------  ---------- 
 EPS - Basic                      9.4p              9.1p       +3.3% 
--------------------  ----------------  ----------------  ---------- 
 Interim Dividend                3.75p             3.40p      +10.3% 
--------------------  ----------------  ----------------  ---------- 
 

* Underlying EBITDA is defined as earnings before interest, tax, depreciation, amortisation and share based payments charges

** Underlying PBT is defined as earnings before taxation and share based payments charges

*** Cost of sales restated to reflect lead generation costs previously stated as other operating expenses

   --    Volume of frames installed increased by 5.7% to 149,742 (H1 2015: 141,712) 
   --    Continued growth in market share to 10.0% at 30 June 2016 (End 2015: 9.5%) 
   --    Leads generated from media and on-line marketing grew by 26% to 39,118 (H1 2015: 31,095) 
   --    Average unit sales price up 4.7% to GBP556 (FY 2015: GBP531) 
   --    New sales offices opened in Guildford and Norwich 
   --    Pre-tax operating cash flow of GBP9.8 million (2015: GBP8.7 million) 

Commenting on the results, Steve Birmingham, CEO said:

"I am pleased to report that Safestyle UK has delivered another record performance in the first half of 2016 in which our revenue, market share and profit all increased. We have continued to build on the positive momentum generated last year and the Group's cash conversion and balance sheet remain strong. Furthermore, we continue to execute on our strategy of increasing market share and expanding geographically, with new sales branches opened in Guildford and Norwich.

So far in H2 we have seen no change in demand which might be attributed to June's Brexit vote. Order intake since the half year has increased on the previous year, albeit at a lower rate than in the first half due to more challenging comparatives.

We have entered the second half of 2016 in a strong position and the Board remains confident of making further progress and delivering a full year outturn in line with management expectations."

Enquiries:

 
Safestyle UK plc                           Tel: 0207 653 9850 
Steve Birmingham, Chief Executive Officer 
Mike Robinson, Chief Financial Officer 
 
Zeus Capital (Nominated Adviser & Joint    Tel: 0203 829 5000 
 Broker) 
Nick How / Dominic King / Andrew Jones 
 
  Liberum (Joint Broker)                     Tel: 0203 100 2100 
  Neil Patel 
FTI Consulting (Financial PR)              Tel: 0203 727 1000 
Oliver Winters / Alex Beagley / James      safestyle@fticonsulting.com 
 Styles 
 
 
 
 
 

About Safestyle UK plc

The Group is the leading retailer and manufacturer of PVCu replacement windows and doors to the UK homeowner market. For more information please visit www.safestyleukplc.co.uk and www.safestyle-windows.co.uk.

Chairman's Statement

Summary of Performance

I am pleased to report that Safestyle UK has continued to perform well in the six months ended 30 June 2016.

Revenue was up 12.8% to GBP83.5 million (H1 2015: GBP74.0 million) as we continued to increase our market share in the period to 10.02% (9.46% as at 31 December 2015), according to FENSA installations data. Order intake was up 19.7% and we closed the period with a record half-year order book.

Profit before tax increased by 8.9% to GBP9.5 million (H1 2015: GBP8.8 million), after including an unusually high charge related to LTIP share options granted at the time of the company's IPO in 2013, and exercised during the period, of GBP1.05 million (H1 2015: GBP0.22 million). Underlying EBITDA was up 16.5% at GBP11.1 million. EPS for the period is up marginally to 9.4p, reflecting both the option expense and the increased number of shares in issue as a result of the April 2016 exercise of share options and the October 2015 warrant exercise.

The business continues to convert profit into cash, with H1 2016 cash conversion (the ratio of net cashflow from operating activities before taxation to underlying EBITDA) for the period at 88%, compared with 91% for FY 2015. The Group's balance sheet is robust with cash of GBP23.6 million at 30 June 2016 (GBP16.5 million as at 31 December 2015). The special dividend of GBP5.6 million announced with the 2015 full year results was paid on 11 July 2016 alongside the final dividend of GBP5.6 million.

Interim Dividend

We will pay an interim dividend of 3.75 pence per share, an increase of 10.3%, on 31 October 2016. The record date will be 30 September 2016.

Business Review

The market in which the Group operates contracted by 2.2% by volume in H1 2016 (according to FENSA data), albeit with some recovery in Q2, which we expect will continue in Q3. Our own order intake has been very strong in the first half of the year. The second half has started on plan, with the three new frame colours introduced at the beginning of June being well received and current order intake shows growth in line with our expectations. We remain encouraged by the demand for our conservatory refurbishment program which remains on target.

We note the caution expressed by many commentators about the short-term market outlook for RMI related expenditure. We are pleased that we continue to trade well in an uncertain market place, and see some signs of returning consumer confidence. Taking into consideration the record low interest rates in the UK, we consider that the long-term prospects for enhanced RMI expenditure by the homeowner are robust.

Our continued market outperformance reflects our outstanding quality and value proposition, reinforced by our broad product range and ongoing development, geographic expansion, an effective digital strategy, and a market leading finance proposition.

Investment in our new factory extension at Wombwell, South Yorkshire, has commenced, and we are currently on time and on budget. The facility is scheduled to be operational in summer 2017.

Outlook

Our expectation is that the market will show some modest volume growth for the rest of 2016. We expect to continue to gain market share in H2, reflecting our strong order book at 30 June 2016 and our continued sales performance.

The business is well positioned and we expect to deliver a full year outturn in line with management expectations.

RS Halbert

Chairman

15 September 2016

Finance Review

Revenue

Revenue for the period was GBP83.5 million against GBP74.0 million for the same period last year, representing growth of 12.8%. The key factors underpinning this growth were:

   --    26.0% growth in leads generated from direct response from 31,095 to 39,118 
   --    5.7% growth in the volume of frames installed from 141,712 to 149,742 
   --    6.9% growth in average unit price from GBP520 to GBP556 ex VAT 

The price list increase implemented at the start of the year to counterbalance the additional costs of the new consumer finance products has been secured. Unit prices have been further boosted by the sale and installation of 208 conservatory upgrades in the first 6 months of the year.

Gross margin

The basis of calculating gross margin has been changed from the beginning of this year and the prior period comparatives have been restated accordingly. Marketing costs that are directly linked to lead generation and previously included as 'Operating expenses' have been reclassified as 'Cost of sales', as explained in note 4.

On this basis gross profit increased by 11.9% in the period from GBP25.2 million in 2015 to GBP28.2 million in 2016. Gross margin suffered a small drop from 34.1% in the first half of 2015 to 33.7% for the same period in 2016.

The gross margin reduction is in line with expectations. The price list increase from 1 January 2016 almost offset the additional cost of the consumer finance products introduced on 1 June 2015. Average sales prices increased steadily through the first half as the pre-increase order book was installed, supporting expectations that gross margin will continue to improve in the second half of the year.

Other operating expenses

Other operating expenses for the period were GBP18.7 million (2015: GBP16.5 million), an increase of 13%. Employer National Insurance costs of GBP0.9 million were incurred in the period as a result of the exercise in April 2016 of LTIP options granted when the company floated in 2013.

The business continued to invest in building its brand profile, particularly in the south of England, and spent an additional GBP0.6 million in TV advertising.

Salary costs increased by GBP0.6 million as a result of the annual pay award and continued investment in organic growth.

EBITDA, PBT and EPS

Underlying EBITDA before share based payments was GBP11.1 million for the period (H1 2015: GBP9.5 million), an increase of 17%. PBT increased by 8% from GBP8.8 million in H1 2015 to GBP9.5 million but this was impacted by the one-off cost GBP0.9 million from the LTIP exercise.

Basic earnings per share for the period were 9.4p compared to 9.1p for the same period last year. The value for the first half of 2016 has been impacted by the one-off LTIP cost and by the dilution effect on the weighted average number of shares of both the LTIP exercise and the October 2015 warrant exercise. The basis for these calculations are detailed in note 6 to the accounts.

Cash

The cash balance at 30 June 2016 was GBP23.6 million, an increase of GBP7.1 million in the period.

Pre-tax operating activities generated GBP9.8 million (2015: GBP8.7 million). Capital expenditure in the period was GBP1.0 million. GBP0.7 million of this total related to the factory expansion project.

Dividends

The Board is declaring an interim dividend of 3.75p per share. The dividend will be paid on 31 October 2016 to shareholders on the register at close of business on 30 September 2016.

Condensed consolidated interim statement of comprehensive income

 
                                                 Unaudited         Unaudited              Audited 
                                                                    Restated             Restated 
                                    Note          6 months          6 months            12 months 
                                             ended 30 June     ended 30 June    ended 31 December 
                                                      2016              2015                 2015 
                                                    GBP000            GBP000               GBP000 
 
  Revenue                                           83,548            73,990              148,902 
  Cost of sales                                   (55,361)          (48,777)             (99,212) 
 
  Gross profit                                      28,187            25,213               49,690 
  Other operating expenses                        (18,697)          (16,485)             (32,205) 
 
  Operating profit                                   9,490             8,728               17,485 
 
 
  EBITDA before share 
   based payments and charges 
   relating to exercised 
   LTIP options                                     11,103             9,528               19,060 
 
  Equity settled share 
   based payments charges            8               (104)             (224)                (443) 
  Charges relating to 
   exercised LTIP options            9               (947)                 -                    - 
  Depreciation and amortisation                      (562)             (576)              (1,132) 
 
 
  Operating profit                                   9,490             8,728               17,485 
 
 
  Finance income                                        55                45                   96 
  Finance expense                                      (7)              (12)                 (18) 
 
  Profit before taxation                             9,538             8,761               17,563 
 
  Taxation                           7             (1,920)           (1,701)              (3,603) 
 
  Profit after taxation 
   for the period                                    7,618             7,060               13,960 
 
  Other comprehensive                                    -                 -                    - 
   income 
 
  Total comprehensive 
   profit for the period 
   attributable to shareholders                      7,618             7,060               13,960 
                                          ================  ================  =================== 
 
  Earnings per share 
  Basic (pence)                      6                 9.4               9.1                 17.8 
  Diluted (pence)                    6                 9.3               8.7                 17.3 
 

All operations were continuing throughout all periods.

Condensed consolidated interim statement of financial position

 
                                             Unaudited     Unaudited     Audited 
                                    Note      6 months      6 months   12 months 
                                              ended 30      ended 30    ended 31 
                                             June 2016     June 2015    December 
                                                                            2015 
                                                GBP000        GBP000      GBP000 
 Assets 
 Intangible assets - Trademarks                    504           504         504 
 Intangible assets - Goodwill                   20,283        20,758      20,758 
 Intangible assets - Software                      475           548         609 
 Property, plant and equipment                   8,498         7,212       7,492 
 Deferred tax asset                                 30           746       1,241 
 
 Non-current assets                             29,790        29,768      30,604 
 
 Inventories                                     1,711         1,556       1,500 
 Trade and other receivables                     6,752         5,242       3,858 
 Cash and cash equivalents                      23,552        14,864      16,485 
 
 Current assets                                 32,015        21,662      21,843 
 
 Total assets                                   61,805        51,430      52,447 
                                          ============  ============  ========== 
 
 Equity 
 Called up share capital                           828           778         803 
 Share premium account                          81,979        77,000      79,440 
 Profit and loss account                        18,375        19,311      24,278 
 Common control transaction 
  reserve                                     (66,527)      (66,527)    (66,527) 
 
                                                34,655        30,562      37,994 
 Liabilities 
 Trade and other payables                       12,812        11,673      10,159 
 Dividends accrued                   5          11,263         4,822           - 
 Financial liabilities                              70            94         108 
 Corporation tax liabilities                       521         1,784       1,746 
 Provision for liabilities 
  and charges                                      701           719         668 
 
 Current liabilities                            25,367        19,092      12,681 
 
 Financial liabilities                              35           130          70 
 Provision for liabilities 
  and charges                                    1,748         1,646       1,702 
 
 Non-current liabilities                         1,783         1,776       1,772 
 
 Total liabilities                              27,150        20,868      14,453 
                                          ------------  ------------  ---------- 
 
 Total equity and liabilities                   61,805        51,430      52,447 
                                          ============  ============  ========== 
 

Condensed consolidated interim statement of changes in equity

 
                                  Share      Share      Profit         Common      Total 
                                capital    premium    and loss        control     equity 
                                                       account    transaction 
                                                                      reserve 
                                 GBP000     GBP000      GBP000         GBP000     GBP000 
 
 
 Balance at 30 June 
  2015                              778     77,000      19,311       (66,527)     30,562 
 
 Total comprehensive 
  profit for the period               -          -       6,900              -      6,900 
 
 Transactions with owners 
  of the Company: 
 Issue of shares                     25      2,440           -              -      2,465 
 Equity settled share 
  based payment                       -          -         219              -        219 
 Deferred tax on equity 
  settled share based 
  payments                            -          -         496              -        496 
 Dividends                            -          -     (2,648)              -    (2,648) 
 Balance at 31 December 
  2015                              803     79,440      24,278       (66,527)     37,994 
 
 Total comprehensive 
  profit for the period               -          -       7,618              -      7,618 
 
 Transactions with owners 
  of the Company: 
 Issue of shares                     25      2,539     (2,564)              -          - 
 Equity settled share 
  based payment                       -          -         104              -        104 
 Deferred tax on equity 
  settled share based 
  payments                            -          -         203              -        203 
 Dividends                            -          -    (11,263)              -   (11,263) 
 Balance at 30 June 
  2016                              828     81,979      18,375       (66,527)     34,655 
                              =========  =========  ==========  =============  ========= 
 

Condensed consolidated interim statement of cash flows

 
 
                                       Unaudited     Unaudited     Audited 
                                        6 months      6 months   12 months 
                                        ended 30      ended 30    ended 31 
                                       June 2016     June 2015    December 
                                                                      2015 
                                          GBP000        GBP000      GBP000 
 
 
 Cash flows from operating 
  activities 
 Profit for the year                       7,435         7,060      13,960 
 Adjustments for: 
 Depreciation of plant, 
  property and equipment                     461           493         957 
 Amortisation of intangible 
  fixed assets                               101            83         175 
 Finance income                             (54)          (45)        (96) 
 Finance expense                               7            12          18 
 Profit on sale of plant,                      7             -           - 
  property and equipment 
 Equity settled share based 
  payments                                   104           224         443 
 Tax expense                               2,103         1,701       3,603 
                                    ------------  ------------  ---------- 
                                          10,164         9,528      19,060 
 Increase in inventories                   (211)          (93)        (36) 
 Increase in trade and 
  other receivables                      (2,894)       (1,928)       (544) 
 Decrease in trade and 
  other payables                           2,654         1,356       (160) 
 Decrease in provisions                       79         (147)       (142) 
                                    ------------  ------------  ---------- 
                                           (372)         (812)       (882) 
 Hire purchase interest 
  paid                                       (7)          (11)        (17) 
 Other interest paid                           -           (1)         (1) 
                                             (7)          (12)        (18) 
 Taxation paid                           (1,734)       (1,600)     (3,540) 
 Net cash from operating 
  activities                               8,051         7,104      14,620 
                                    ------------  ------------  ---------- 
 
 Cash flows from investing 
  activities 
 Acquisition of property, 
  plant and equipment                    (1,007)         (663)     (1,343) 
 Interest received                            54            45          96 
 Proceeds from issue of                       42             -           - 
  property, plant and equipment 
 Acquisition of intangible 
  fixed assets                                 -          (28)       (243) 
                                    ------------  ------------  ---------- 
 Net cash outflow from 
  investing activities                     (911)         (646)     (1,490) 
 
 Cash flows from financing 
  activities 
 Proceeds from the issue 
  of ordinary shares                           -             -       2,465 
 Payment of hire purchase 
  and finance leases                        (73)          (51)        (97) 
 Dividends paid                                -             -     (7,470) 
                                    ------------  ------------  ---------- 
 Net cash outflow from 
  financing activities                      (73)          (51)     (5,102) 
 
 Net increase in cash and 
  cash equivalents                         7,067         6,407       8,028 
 Cash and cash equivalents 
  at start of year                        16,485         8,457       8,457 
 
 Cash and cash equivalents 
  at end of year                          23,552        14,864      16,485 
                                    ============  ============  ========== 
 

Notes to the interim financial information

   1              General information 

The condensed interim financial information set out herein is in respect of Safestyle UK plc and its subsidiaries (the Group) for the period ended 30 June 2016.

Safestyle UK plc is a public listed company incorporated in Jersey. The registered office address of Safestyle UK plc is 47 Esplanade, St Helier, Jersey JE1 0BD.

The financial information presented for the year ended 31 December 2015 is not the statutory accounts for that financial year, these accounts have been reported on by the company's auditor. The report of the auditor was unqualified and did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report.

The company is not required to present parent company information.

   2              Basis of preparation 

The condensed consolidated interim financial information for the period ended 30 June 2016 has been prepared in accordance with IAS 34, 'Interim financial reporting' as adopted by the European Union.

Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the last annual consolidated financial statements as at and for the year ended 31 December 2015.

The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the period ended 31 December 2015 which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The accounting policies adopted in the condensed interim financial information are consistent with those set out in financial statements for the period ended 31 December 2015.

   3              Going concern 

The Group has considerable financial resources and has prepared forecasts that show the Group is expected to continue to trade strongly. As a consequence, the Directors believe that the Group is well placed to manage its business risks successfully.

The assessment of the Group's ability to execute its strategy by funding future working capital requirements involves judgement. The Directors monitor future cash requirements to assess the Group's ability to meet these funding requirements.

The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

   4              Significant  accounting policies 

Accounting Estimates

In preparing this condensed consolidated interim financial report, significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2015.

Reclassification of costs

In the current year costs of GBP3.0m (H1 2015: GBP2.3m, FY 2015: GBP4.8m) relating to the cost of generating of customer leads were reclassified as a 'cost of sale', previously these were classed as 'other operating expenses'. The board of Directors decided this reflected the 'true nature' of the cost. There is no resulting change to operating profit in the period and there are no prior year adjustments to profit. The previous year's figures have been restated to allow comparison with the current year.

   5              Dividends 
 
                                   Unaudited      Unaudited       Audited 
                                    6 months       6 months     12 months 
                                       ended          ended         ended 
                                30 June 2016   30 June 2015   31 December 
                                                                     2015 
 The aggregate amount 
  of dividends comprises:            GBP'000        GBP'000       GBP'000 
 
 Dividends paid in respect 
  of the period                            -              -         4,822 
 Dividends declared                   11,263          4,822         2,648 
 
                                      11,263          4,822         7,470 
                               -------------  -------------  ------------ 
 

A final dividend for the year end 31 December 2015 of 6.8 pence per ordinary share totalling GBP5,630,847 was paid on 11 July 2016.

A special dividend for the year end 31 December 2015 of 6.8 pence per ordinary share totalling GBP5,630,847 was also paid on 11 July 2016.

A proposed interim dividend for the half year end 30 June 2016 of 3.75 pence per ordinary share will be paid on 31 October 2016.

   6              Earnings per share 

a) Basic earnings per share

 
 The calculation of basic earnings per share has been based on 
  the following profit attributable to ordinary shareholders and 
  weighted-average number of shares outstanding. 
                                     Unaudited      Unaudited        Audited 
                                      6 months       6 months      12 months 
                                         ended          ended          ended 
                                  30 June 2016   30 June 2015    31 December 
                                                                        2015 
                                       GBP'000        GBP'000        GBP'000 
 
 Profit attributable to 
  ordinary shareholders                  7,618          7,060         13,960 
                                 =============  =============  ============= 
 
 Weighted-average number 
  of ordinary shares (basic) 
 
                                  No of shares   No of shares   No of shares 
                                          '000           '000           '000 
 
 Issued ordinary shares 
  at period end                         81,184         77,778         78,283 
                                 =============  =============  ============= 
 

b) Diluted earnings per share

 
 The calculation of diluted earnings per share has been based 
  on the following profit attributable to ordinary shareholders 
  and weighted-average number of ordinary shares outstanding after 
  adjustment for the effects of all dilutive potential ordinary 
  shares. 
 
                                     Unaudited      Unaudited        Audited 
                                      6 months       6 months      12 months 
                                         ended          ended          ended 
                                  30 June 2016   30 June 2015    31 December 
                                                                        2015 
                                       GBP'000        GBP'000        GBP'000 
 
 Profit attributable to 
  ordinary shareholders                  7,618          7,060         13,960 
                                 =============  =============  ============= 
 
 
                                  No of shares   No of shares   No of shares 
                                          '000           '000           '000 
 
 Weighted-average number 
  of ordinary shares (basic)            81,184         77,778         78,283 
 Effect of dilutive share 
  options and warrants                     385          3,040          2,435 
 
 Weighted-average number 
  of ordinary shares (basic) 
  at period end                         81,569         80,818         80,718 
                                 =============  =============  ============= 
 
 The average market value of the Company's shares for the purpose 
  of calculating the dilutive effect of share options was based 
  on quoted market prices for the period during which the options 
  were outstanding. 
 
 
                                    Unaudited      Unaudited       Audited 
                                     6 months       6 months     12 months 
                                        ended          ended         ended 
                                 30 June 2016   30 June 2015   31 December 
                                                                      2015 
 Earnings per share (pence)               9.4            9.1          17.8 
 Diluted earnings per 
  share (pence)                           9.3            8.7          17.3 
 
 
   7              Taxation 

The condensed interim financial information includes a tax charge based on the management's best estimate of the full year effective tax rate based on expected full year profits to 31 December 2016. The effective tax rate applied in the period was 20.13% (period ended 30 June 2015: 19.4%) which compares to the standard corporation tax rate of 20.00%. The main reason for the effective tax rate being higher than the standard rate is due to movements in deferred tax relating to capital allowances and share based payments.

Reductions in the UK corporation tax rate from 23% to 21% (effective 1 April 2014) and 20% (effective from 1 April 2015) were substantively enacted on 2 July 2013. Further reductions to 19% (effective 1 April 2017) and to 18% (effective 1 April 2020) were substantively enacted on 26 October 2015. This will reduce the Group's future current tax charge accordingly. The deferred tax asset at 30 June 2016 has been calculated based on these rates.

   8              Share Based Payments 

At 30 June 2016 the Group had the following share based payment arrangements:

LTIPS

The Group operates an equity-settled LTIP remuneration scheme for Directors and certain management ("LTIP 2013", "LTIP 2015" & "LTIP 2016").

The only vesting condition attached to the LTIP 2013 scheme was that the individual must remain an employee of the Group for a minimum period. The LTIP 2013 options vested on 5 December 2015. On 22 April 2016 all the members vested their options resulting in the issue of 2,564,427 new shares out of 3,986,110 originally granted. The remaining shares are not exercisable under the criteria used in the issue of the shares and the LTIP 2013 has now closed.

On 29 April 2016, a further 448,523 options were granted ("LTIP 2016"). The LTIP 2015 and 2016 schemes require a combination of specific performance based criteria and remaining an employee for a minimum period.

The numbers of share options in existence during the year were as follows:

 
                                    Unaudited               Unaudited                 Audited 
                               6 months ended          6 months ended         12 months ended 
                                 30 June 2016            30 June 2015        31 December 2015 
                        Number      Weighted     Number     Weighted     Number     Weighted 
                        of share     average     of share    average     of share    average 
                        options      exercise    options     exercise    options     exercise 
                                      price                   price                   price 
------------------   ------------  ----------  ----------  ----------  ----------  ---------- 
 Outstanding at 
  start of period       4,581,976     GBP1.10   4,083,333     GBP1.00   4,083,333     GBP1.00 
 Granted during 
  the year                448,533     GBP2.68     595,866     GBP1.79     595,866     GBP1.79 
 Issued in the 
  year                (2,564,427)     GBP0.00           -           -    (97,223)     GBP1.00 
 Cancelled in the 
  year                (1,421,683)     GBP1.00           -           -           -     GBP1.00 
 Lapsed in the 
  year                   (14,265)     GBP1.79           -           -           -     GBP1.00 
 Outstanding at 
  end of period         1,030,134     GBP2.18   4,679,199     GBP1.10   4,581,976     GBP1.10 
 Exercisable at 
  end of period                 -           -           -           -   3,986,110     GBP1.00 
-------------------  ------------  ----------  ----------  ----------  ----------  ---------- 
 
   8              Share Based Payments (continued) 

Options are valued using the Black-Scholes option pricing model. The following information is relevant in the determination of the fair value of the options granted during the period.

 
                                                                          Unaudited 
                                                                     6 months ended 
                                                                       30 June 2016 
                                                LTIP 2016    LTIP 2015    LTIP 2013 
 Grant date                                    29/04/2016   01/04/2015   05/12/2013 
 Vesting date                                  29/04/2019   01/04/2018   05/12/2015 
 Lapsing date                                  01/04/2026   01/04/2025   05/12/2018 
 
 Risk free interest 
  rate                                              1.22%        1.28%        1.19% 
 Expected volatility                               36.93%       43.13%       38.90% 
 Expected option 
  life (in years)                                    6.50         6.50         3.50 
 Weighted average share price after               GBP2.67      GBP1.80      GBP0.77 
  adjusting for PV of dividends 
 Weighted average                                 GBP2.68      GBP1.79      GBP1.00 
  exercise price 
 Weighted average fair value 
  of options granted                               65.79p       44.78p       15.93p 
 Dividend Yield                                     3.60%        5.20%        8.00% 
 Remaining contractual 
  life                                               9.76         8.76         2.43 
 

At the grant date there was limited share price history for the company on which to calculate volatility. Volatility was therefore estimated using both Safestyle and companies classified in the 'Home Improvement Retailers' subsector on the London Stock Exchange.

   8              Share Based Payments (continued) 

SAYE

On 1 April 2016 the company launched a new share save (SAYE) scheme ("SAYE 2016") in addition to the existing schemes ("SAYE 2014" and "SAYE 2015") for employees. All schemes allow employees to acquire a certain number of shares at a discount of 20% of the share price prior to the invitation to join the scheme, using amounts saved under a 'Save As You Earn' savings contract.

The numbers of share options in existence during the year were as follows:

 
                                       Unaudited                         Unaudited                           Audited 
                                  6 months ended                    6 months ended                   12 months ended 
                                    30 June 2016                      30 June 2015                  31 December 2015 
                       Number          Weighted          Number          Weighted          Number          Weighted 
                       of share         average          of share         average          of share         average 
                       options          exercise         options          exercise         options          exercise 
                                         price                             price                             price 
-------------   --------------------  ----------  --------------------  ----------  --------------------  ---------- 
 Outstanding 
  at 
  start of 
  period                     452,460     GBP1.37               262,598     GBP1.31               262,598     GBP1.31 
 Granted 
  during 
  the year                    87,485     GBP2.25               211,657     GBP1.43               211,657     GBP1.43 
 Lapsed during 
  the period                (59,093)     GBP1.49              (21,795)     GBP1.31              (21,795)     GBP1.31 
 Outstanding 
  at 
  end of 
  period                     480,852     GBP1.51               474,255     GBP1.43               452,460     GBP1.37 
 Exercisable 
  at 
  end of 
  period                           -           -                     -           -                     -           - 
--------------  --------------------  ----------  --------------------  ----------  --------------------  ---------- 
 

Options are valued using the Black-Scholes option pricing model. The following information is relevant in the determination of the fair value of the options granted during the year.

 
                                                                          Unaudited 
                                                                     6 months ended 
                                                                       30 June 2016 
                                                SAYE 2016    SAYE 2015    SAYE 2014 
 Grant date                                    01/04/2016   01/04/2015   27/03/2014 
 Vesting date                                  01/05/2019   01/05/2018   01/05/2017 
 Lapsing date                                  01/11/2019   01/11/2018   01/11/2017 
 
 Risk free interest 
  rate                                              0.56%        0.76%        1.31% 
 Expected volatility                               32.88%       23.80%       52.80% 
 Expected option 
  life (in years)                                    3.35         3.35         3.35 
 Weighted average share price after               GBP2.81      GBP1.80      GBP1.57 
  adjusting for PV of dividends 
 Weighted average                                 GBP2.25      GBP1.43      GBP1.31 
  exercise price 
 Weighted average fair value 
  of options granted                               71.93p       41.52p       58.40p 
 Dividend Yield                                     3.40%        5.20%        8.00% 
 Remaining contractual 
  life                                               3.34         2.34         1.34 
 

At the grant date there was limited share price history for the company on which to calculate volatility. Volatility was therefore estimated using both Safestyle and companies classified in the 'Home Improvement Retailers' subsector on the London Stock Exchange.

   8              Share Based Payment (continued) 

The total share-based expense comprises:

 
                           Unaudited         Unaudited            Audited 
                      6 months ended    6 months ended    12 months ended 
                        30 June 2016      30 June 2015   31 December 2015 
                              GBP000            GBP000             GBP000 
 Equity settled 
  - LTIP                          60               186                369 
 Equity settled 
  - SAYE                          44                38                 74 
 
                                 104               224                443 
                    ----------------  ----------------  ----------------- 
 
   9              Charges relating to exercised LTIP options 

On 22 April 2016 the LTIP 2013 options were exercised resulting in an employer's national insurance contribution charge of GBP920k and GBP27k of associated charges. These have been shown within 'operating profit' but excluded from 'EBITDA before share based payments and charges relating to exercised LTIP options' on the face of the statement of comprehensive income.

   10           Seasonality 

Order intake is subject to small seasonal fluctuations with higher demand in the first and fourth quarters as a result of seasonal weather factors. The business can, within limits, smooth this demand by flexing its order book and aims to level load its operations to minimize costs. As a result revenues and profits would normally be similar for both halves of the year.

INDEPENDENT REVIEW REPORT TO SAFESTYLE UK PLC

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly report for the six months ended 30 June 2016 which comprises the Condensed Consolidated Interim Statement of Comprehensive Income, the Condensed Consolidated Interim Statement of Changes in Equity, the Condensed Consolidated Interim Statement of Financial Position, the Condensed Consolidated Interim Statement of Cash Flows and the related explanatory notes. We have read the other information contained in the half-yearly report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the company in accordance with the terms of our engagement. Our review has been undertaken so that we might state to the company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company for our review work, for this report, or for the conclusions we have reached.

Directors' responsibilities

The half-yearly report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly report in accordance with the AIM Rules.

As disclosed in note 2, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the EU. The condensed set of financial statements included in this half-yearly report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly report based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly report for the six months ended 30 June 2016 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the AIM Rules.

Ian Beaumont

for and on behalf of KPMG LLP

Chartered Accountants

1 Sovereign Square,

Sovereign St,

Leeds

LS1 4DA

15 September 2016

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR USSRRNAAKAUR

(END) Dow Jones Newswires

September 15, 2016 02:01 ET (06:01 GMT)

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