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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Walker Greenbank Plc | LSE:WGB | London | Ordinary Share | GB0003061511 | 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% | 76.00 | 74.00 | 78.00 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
TIDMWGB
RNS Number : 2826M
Walker Greenbank PLC
12 October 2016
For immediate release 12 October 2016
WALKER GREENBANK PLC
("Walker Greenbank", the "Company" or the "Group")
Interim Results for the 6 months ended 31 July 2016
Walker Greenbank PLC (AIM: WGB), the luxury interior furnishings Group whose brands include Sanderson, Morris & Co., Harlequin, Zoffany, Scion and Anthology, is pleased to announce its interim results for the six month period ended 31 July 2016.
Highlights
-- These interim results include the recognition of GBP7.90 million of insurance reimbursements following the flood at Standfast & Barracks of which
- GBP4.56 million is for exceptional costs and
- GBP3.33 million is a contribution to loss of profits and exceptional gains for plant and equipment replacement leading to an increased profit before tax of GBP4.94 million (H1 2015: GBP2.89 million).
-- Full production restored at the Standfast & Barracks factory, which is benefiting from new, replacement printing machines including faster, higher capacity digital printers.
-- Group sales down 8.7% to GBP41.83 million (H1 2015: GBP45.83 million).
-- Adjusted profit before tax* after insurance proceeds up 2.7% at GBP3.78 million (H1 2015: GBP3.68 million).
-- Earnings per share up 62.1% at 6.55 pence (H1 2015: 4.04 pence). -- Adjusted earnings per share* down 13.6% at 4.62 pence (H1 2015: 5.35 pence). -- Interim dividend up 25.0% to 0.55 pence per share (H1 2015: 0.44 pence per share).
Post Balance Sheet Event - Proposed acquisition of Clarke & Clarke, announced today
-- Proposed earnings-enhancing acquisition of Clarke & Clarke, a UK-based designer and worldwide distributor of interior fabrics and wallcoverings with the brands Clarke & Clarke and Studio G, for an initial cash consideration of GBP25.0 million and a four year performance linked earn-out of up to GBP17.5 million payable in new ordinary shares in Walker Greenbank, giving a total potential consideration of up to GBP42.5 million.
-- Conditional placing of new ordinary shares in the Company to raise GBP17.0 million to part-fund the initial cash consideration of this acquisition.
* Adjusted for accounting charges relating to share-based incentives, defined benefit pension charge and exceptional gain on property, plant and equipment, see note 7.
Terry Stannard, the Chairman of Walker Greenbank, said: "Our fabric-printing factory is back to full production and sales of printed fabric are on an improving trend though the effects of the flood remain evident in current trading. These effects will be mitigated by our insurance policy.
"Brand sales in the first nine weeks of the second half are up 0.7% in reportable currency (down 3.7% in constant currency) compared with the same period last year. Subject to the key Autumn selling period and anticipated insurance payments, the Board is confident of delivering its pre-flood expectations for the full year."
Analyst meeting
A meeting for analysts will be held at 10.00 a.m. today, 12 October 2016, at the offices of Buchanan, 107 Cheapside, London EC2V 6DN. For further details, contact Buchanan on 020 7466 5000.
For further information:
Walker Greenbank PLC +44 (0) 844 543 4668 John Sach, Chief Executive Mike Gant, Chief Financial Officer Caroline Geary, Company Secretary Investec Bank plc +44 (0) 20 7597 4000 Garry Levin/David Anderson/Alex Wright - Nominated Adviser Henry Reast - Corporate Broking Buchanan +44 (0) 20 7466 5000 Mark Court / Sophie Cowles / Catriona Flint
Notes for editors:
About Walker Greenbank
Walker Greenbank PLC is a luxury interior furnishings Group that designs, manufactures and markets wallpapers and fabrics together with a wide range of ancillary interior products. The Group's brand portfolio - comprising Sanderson, Morris & Co, Harlequin, Zoffany, Scion and Anthology - spans heritage and contemporary design and its products are sold in more than 85 countries worldwide. The Group derives significant licensing income from the use of its designs in lifestyle products such as bed linen, rugs and tableware.
The Group employs more than 600 people and has showrooms in London, New York, Paris, Amsterdam and Dubai along with partnership showrooms in Moscow and in Shenzhen, China. Its UK manufacturing base, which includes a wallpaper factory in Loughborough and a fabric printing factory in Lancaster, manufactures product both for the Group and for other wallpaper and fabric brands. Continued investment in manufacturing has allowed the Group to offer a wide range of printing techniques.
Walker Greenbank trades on the AIM market of the London Stock Exchange under the ticker symbol WGB.
For further information please visit: www.walkergreenbank.com/
CHAIRMAN'S AND CHIEF EXECUTIVE'S STATEMENT
Overview
During the half year, management maintained its strategic focus on developing the Group's product offering, manufacturing capabilities, market penetration and international expansion.
We also continued to seek acquisitions to complement our organic growth initiatives and, as notified separately today, we are very pleased to announce the conditional acquisition of Clarke & Clarke, a fabrics and wallcovering business with two international brands, Clarke & Clarke and Studio G. The acquisition, which marks an exciting next step in our growth strategy, is expected to be materially earnings enhancing in the year ending 31 January 2018.
As expected, trading in the six months to 31 July 2016 was impacted by the flood in December 2015 at Standfast & Barracks, the Company's fabric printing business in Lancaster. The financial effect of the flood has been mitigated by our comprehensive insurance policy and, as at the date of this announcement we have received GBP12.05 million in insurance payments.
The adjusted profit before tax for the first six months of the year was GBP3.78 million (2015: GBP3.68 million), an increase of 2.7%.
These financial results include the recognition of GBP7.90 million of insurance reimbursements following the flood at Standfast & Barracks of which GBP4.56 million is for exceptional costs and GBP3.33 million is a contribution to loss of profits and exceptional gains for plant and equipment replacement. Future insurance receipts are expected to cover loss of profits for our Brands business for the current period and up to a period of two years following the flood.
The primary effect of the flood was to halt production at Standfast & Barracks for a period of about 16 weeks, thereby removing the Group's internal capacity to print fabric for its own brands and for third-party customers.
Full production is restored at the factory, which continues to work to clear a backlog of orders.
Whilst our Brand sales in the half year have been affected by the lack of printing capacity, we have been very pleased with the performance of recent launches including the Woodland Walk collection from Sanderson and the Pure collection from Morris & Co.
Total Brand sales for the first half decreased by 2.0% in reportable currency, 4.7% in constant currency to GBP33.84 million compared with the same period last year. In the UK, our largest market, Brand sales decreased by 6.9% to GBP18.76 million compared with the same period last year.
Overseas Brand sales were up 4.0% in reportable currency, down 1.7% in constant currency, to GBP13.97 million. Sales in the US, which is now the Group's second largest market, grew 2.5% in reportable currency, down 6.5% in constant currency, to GBP4.49 million.
Brand sales in Western Europe were up 14.3% in reportable currency, up 5.7% in constant currency, to GBP4.17 million with growth in almost every territory. Sales in the Rest of the World were down 2.9% in constant currency compared with the same period last year.
We have continued to make progress with our market penetration strategy during the half year through the launch of the fourth collection from the Anthology brand, which for the first time includes an extensive range of woven fabrics.
Licensing income in the first six months was up 16.3% in reportable currency, 6.5% in constant currency, to GBP1.11 million. We are making exciting progress in licensing with the recent launch of the first footwear range from a licensing agreement between Sanderson and the well-known US brand Sperry. This, together with recently signed new bed linen licensing agreements in the US and in China, is a very positive step in our licensing strategy and continues to take the Company's brands further into lifestyle products and geographical territories.
We believe that our vertically integrated high quality British manufacturing with innovative printing techniques differentiates us from others in our industry. However, the flood at our fabric printing business had a significant impact on the performance of our manufacturing activities, with the result that total manufacturing sales fell 19.8% over the first six months when compared with the same period last year.
Two interim insurance payments of GBP11.25 million in aggregate were received during the first half with a further GBP0.80 million received in August 2016. Further interim insurance payments will be received in due course.
The Brands
This segment incorporates global trading from our internationally recognised brands including our overseas subsidiaries in the US and France.
Harlequin incorporating Scion & Anthology
Harlequin has seen a reduction in worldwide sales of 3.1% to GBP15.56 million in reportable currency compared with the same period last year. It continues to be the UK's leading mid-market contemporary brand, however, sales were down 8.7% in the UK particularly impacted by the flood at Standfast & Barracks. Export sales grew 6.6% in the first half, positively impacted by currency movements. In the US, Harlequin is up 6.2% in reportable currency but is down 3.1% in constant currency. Sales in Western Europe grew 21.1% in reportable currency, 11.9% in constant currency when compared with the same period last year.
The Scion brand, launched in February 2012, continues to grow well with its fourth collection, Levande, and its first children's collection, Guess Who. Scion continues to be a valuable brand for licensing partners where the contemporary and graphic nature of the designs translates particularly well. Two of the brand's animal images, Mr Fox and Spike the Hedgehog, have been very successful on licensed product such as bedding, tableware and towelling.
The Anthology brand continues to perform strongly. Anthology 04, which has been complemented by an exciting range of innovative wide-width woven fabrics, has generated strong sales growth.
Arthur Sanderson & Sons incorporating the Morris & Co brand
Sales at Sanderson were down 3.5% at GBP10.65 million in reportable currency. Sales in the US were up 3.7% in reportable currency, down 5.6% in constant currency. Sales in Western Europe were up 5.8% in reportable currency, down 2.0% in constant currency. Sanderson's latest collection, Woodland Walk, has been the best-selling collection for several years despite the effects of the flood.
Zoffany
Zoffany, which is positioned at the upper end of the premium market, has delivered sales growth of 2.4% to GBP6.14 million in reportable currency compared with the same period last year, with strong performances from recent collections reflecting the focus on design strategy and direction to position the Zoffany brand for sustained growth. Sales to export markets are up by 6.8% in reportable currency, which reflects the huge amount of work directed towards refreshed colourations.
Manufacturing
The flood at our fabric printing business has resulted in reduced sales and profitability. Total sales declined 19.8% to GBP14.96 million leading to a decrease in profits of GBP1.63 million to GBP0.17 million before receiving a contribution to loss of profits of GBP1.59 million from our insurer. The factory is back in full production and we are working in earnest to fulfil the backlog of printed fabric orders, both for the Company's own brands and third party customers, and in building up stocks of finished fabric at our Milton Keynes warehouse.
Anstey
Anstey, our wallpaper manufacturer, has seen sales in the first half grow by 3.0% in reportable currency to GBP9.30 million compared with the same period last year. The fall in third party sales in the UK of 15.3% have been offset by sales to our own Group Brands which have grown by 26.8% and third party export sales have remained constant.
Investment in digital printing and correlated digital sampling together with finishing equipment for digital product in prior years has contributed to the growth in sales. Digital printed sales now represent 8.6% of Anstey's total sales. These investments have continued to enhance capacity, capability and efficiency.
Standfast
Overall sales at Standfast & Barracks, our fabric printing factory, were 41.2% lower in reportable currency, at GBP5.66 million, compared with the same period last year as a direct result of the flood. Third party sales in the UK were down 49.7% with sales to our own Group Brands decreasing 35.5% compared with the first half last year.
During the half year we received, in aggregate, GBP11.25 million insurance receipts covering costs, business interruption losses and interim cash flow requirements, with further insurance receipts expected to cover future loss of profits up to a period of two years following the flood.
During the period, two new, next-generation digital printers with higher throughput and additional capabilities were commissioned at the factory.
Financials
Total sales in the half year decreased 8.7% to GBP41.83 million, from GBP45.83 million in the prior period. The profit from operations grew 56.2% to GBP5.29 million (2015: GBP3.39 million). Operating profits before an accounting charge relating to the Long Term Incentive Plan (LTIP) have risen 47.5% from GBP3.78 million to GBP5.58 million. The financial results include insurance reimbursements for loss of profits and exceptional gains arising from the replacement of plant and equipment of GBP3.33 million for the period.
The interest charge has decreased from GBP102,000 to GBP60,000 following the Group's refinancing in the previous financial year and reflects the Group's improved working capital management. The defined benefit pension charge has fallen slightly from GBP391,000 to GBP291,000 driven by an increase in the expected return on pension scheme assets. Following the EU referendum on 23 June 2016, there has been considerable market volatility and uncertainty which has impacted pension assumptions. If the pension deficit was remeasured at 31 July 2016 we would expect there to be an increase in the deficit.
Profit before tax after the two non-cash charges increased 70.6% to GBP4.94 million (2015: GBP2.89 million). Profit before tax, and before the LTIP accounting charge, defined benefit charge and exceptional gain on property, plant and equipment, increased 2.7% to GBP3.78 million (2015: GBP3.68 million). Earnings per share were up 62.1% at 6.55 pence (2015: 4.04 pence). Profit after tax was GBP3.95 million (2015: GBP2.42 million) and adjusted earnings per share were down 13.6% at 4.62 pence (2015: 5.35 pence), after removing the LTIP accounting charge, defined benefit charge and exceptional gain on property, plant and equipment.
The Group maintains a strong balance sheet with net funds at the half year of GBP2.53 million, following a significant inflow of GBP3.10 million over the last 12 month period (31 January 2016: net funds GBP2.31 million).
Dividend
The Board is pleased to announce an interim dividend of 0.55 pence per share which represents an increase of 25.0% on the prior half year reflecting the Board's confidence in the current financial position and future financial performance of the Group. The interim dividend will be payable on 18 November 2016 to shareholders on the register as at 21 October 2016.
Events since the balance sheet date
On 12 October 2016, the Group agreed to conditionally acquire 100% of the issued share capital of Clarke & Clarke, a UK-based designer and worldwide distributor of interior fabrics and wallpapers. The Board believes that there is a strong strategic rationale for the acquisition, which will, among other things, accelerate the Group's market penetration and extend our reach into the US, whilst it is also expected to be materially enhancing earnings in the year ending 31 January 2018. The consideration includes an initial cash consideration of GBP25.0 million and a contingent consideration of up to GBP17.5 million, in aggregate, payable in the Company's shares linked to the performance of the acquired business over a four year period, giving a total potential consideration of up to GBP42.5 million. In order to finance the initial cash consideration, the Group has conditionally raised approximately GBP17.0 million (before expenses) through a placing of a total of 8,947,369 new shares with institutional and other investors whilst the remaining portion of the cash consideration is being funded from the Company's existing accordion tranche of its bank facilities and from the Company's existing cash resources. The proposed acquisition and placing are conditional upon the approval of shareholders.
Outlook
Our fabric-printing factory is back to full production and sales of printed fabric are on an improving trend though the effects of the flood remain evident in current trading. These effects will be mitigated by our insurance policy.
Brand sales in the first nine weeks of the second half are up 0.7% in reportable currency (down 3.7% in constant currency) compared with the same period last year. Subject to the key Autumn selling period and anticipated insurance payments, the Board is confident of delivering its pre-flood expectations for the full year.
Terry Stannard John Sach Chairman Group Chief Executive 12 October 2016 12 October 2016
Unaudited Consolidated Income Statement
For the six months ended 31 July 2016
Hot Features
Premium
Audited
6 months 6 months Year
to 31 to 31 to 31
July July January
2016 2015 2016
Note GBP000 GBP000 GBP000
------------------------------------ ------- ----------- ----------- ---------
Revenue 2 41,826 45,834 87,839
Cost of sales (16,649) (18,924) (35,875)
------------------------------------ ------- ----------- ----------- ---------
Gross profit 25,177 26,910 51,964
------------------------------------ ------- ----------- ----------- ---------
Net operating expenses:
Distribution and selling
expenses (6,175) (7,939) (13,125)
Administration expenses (17,045) (15,584) (32,044)
------------------------------------ ------- ----------- ----------- --------- Standfast flood: Inventory loss, property, plant and equipment impairment and other incremental costs (4,564) - (3,276) Standfast flood: Insurance reimbursements 7,896 - 4,683 ------------------------------------ ------- ----------- ----------- --------- Net other income 4 3,332 - 1,407 ------------------------------------ ------- ----------- ----------- --------- Profit from operations 5,289 3,387 8,202 ------------------------------------ ------- ----------- ----------- --------- Net defined benefit pension charge 5 (291) (391) (685) Finance costs (60) (102) (179) Total finance costs (351) (493) (864) Profit before tax 4,938 2,894 7,338 Tax expense 6 (988) (478) (1,466) ------------------------------------ ------- ----------- ----------- --------- Profit for the period attributable to owners of the parent 3,950 2,416 5,872 Earnings per share - Basic 7 6.55p 4.04p 9.79p Earnings per share - Diluted 7 6.46p 3.95p 9.52p Adjusted earnings per share - Basic 7 4.62p 5.35p 12.47p ------------------------------------ ------- ----------- ----------- --------- Adjusted earnings per share - Diluted 7 4.56p 5.23p 12.13p ------------------------------------ ------- ----------- ----------- ---------
Unaudited Consolidated Statement of Comprehensive Income
For the six months ended 31 July 2016
Audited
6 months 6 months Year
to to to
31 July 31 July 31 January
2016 2015 2016
GBP000 GBP000 GBP000
------------------------------------------- ---------- ---------- ------------
Profit for the period 3,950 2,416 5,872
Other comprehensive income/(expense):
Items that will not be reclassified
to profit or loss:
Remeasurements of defined benefit
pension schemes - - 5,037
Corporation tax credits recognised
in equity 5 - 184
Reduction of deferred tax asset
relating to pension scheme liability - (9) (1,114)
------------------------------------------- ---------- ---------- ------------
Total items that will not be reclassified
to profit or loss 5 (9) 4,107
------------------------------------------- ---------- ---------- ------------
Items that may be reclassified
subsequently to profit or loss:
Currency translation losses 101 103 (191)
Cash flow hedge gains 26 148 169
Total items that may be reclassified
subsequently to profit or loss 127 251 (22)
------------------------------------------- ---------- ---------- ------------
Other comprehensive expense for
the period, net of tax 132 242 4,085
Total comprehensive income for
the period attributable to the
owners
of the parent 4,082 2,658 9,957
------------------------------------------- ---------- ---------- ------------
Unaudited Consolidated Balance Sheet
As at 31 July 2016
Audited
As at As at As at
31 July 31 July 31 January
2016 2015 2016
Note GBP000 GBP000 GBP000
---------------------------------- ------- ---------- ---------- ------------
Non-current assets
Intangible assets 7,118 7,090 7,104
Property, plant and equipment 13,844 12,634 11,687
Deferred income tax assets - 1,087 108
---------------------------------- ------- ---------- ---------- ------------
20,962 20,811 18,899
---------------------------------- ------- ---------- ---------- ------------
Current assets
Inventories 20,840 20,053 18,104
Trade and other receivables 16,010 16,423 19,280
Cash and cash equivalents 2,930 213 2,902
---------------------------------- ------- ---------- ---------- ------------
39,780 36,689 40,286
---------------------------------- ------- ---------- ---------- ------------
Total assets 60,742 57,500 59,185
---------------------------------- ------- ---------- ---------- ------------
Current liabilities
Trade and other payables (17,751) (17,703) (18,966)
Derivative financial instruments - (47) (26)
Borrowings 8 (397) (400) (400)
(18,148) (18,150) (19,392)
---------------------------------- ------- ---------- ---------- ------------
Net current assets 21,632 18,539 20,894
---------------------------------- ------- ---------- ---------- ------------
Non-current liabilities
Borrowings 8 - (384) (196)
Deferred income tax liabilities (142) - -
Retirement benefit obligation (3,711) (9,903) (4,313)
---------------------------------- ------- ---------- ---------- ------------
(3,853) (10,287) (4,509)
Total liabilities (22,001) (28,437) (23,901)
Net assets 38,741 29,063 35,284
---------------------------------- ------- ---------- ---------- ------------
Equity
Share capital 606 602 602
Share premium account 457 457 457
Foreign currency translation
reserve (455) (262) (556)
Accumulated losses (2,374) (12,194) (5,700)
Other reserves 40,507 40,460 40,481
Total equity attributable
to owners of the parent 38,741 29,063 35,284
---------------------------------- ------- ---------- ---------- ------------
Unaudited Consolidated Cash Flow Statement
For the six months ended 31 July 2016
Audited
6 months 6 months Year
to to to
31 July 31 July 31 January
2016 2015 2016
Note GBP000 GBP000 GBP000
-------------------------------------- ------- ----------- ----------- ------------
Cash flows from operating activities
Cash inflow generated from
operations 9 3,053 769 7,103
Interest paid (59) (87) (149)
Corporation tax paid (844) (8) (630)
Net cash generated from operating
activities 2,150 674 6,324
-------------------------------------- ------- ----------- ----------- ------------
Cash flows from investing activities
Purchase of intangible fixed
assets (348) (220) (548)
Purchase of property, plant
and equipment (3,073) (1,012) (1,962)
Insurance proceeds relating 1,398 - -
to investing activities
Net cash used in investing
activities (2,023) (1,232) (2,510)
-------------------------------------- ------- ----------- ----------- ------------
Cash flows from financing activities
Debt issue costs - - (100)
Net (repayment)/drawdown of
borrowings 8 (200) (200) (400)
Dividends paid to Company's
shareholders - - (1,444) Net cash used in financing activities (200) (200) (1,944) -------------------------------------- ------- ----------- ----------- ------------ Net (decrease)/increase in cash and cash equivalents (73) (758) 1,870 Cash and cash equivalents at beginning of period 2,902 971 971 Effect of exchange rate fluctuations on cash held 101 - 61 Cash and cash equivalents at end of period 2,930 213 2,902 -------------------------------------- ------- ----------- ----------- ------------
Unaudited Consolidated Statement of Changes in Equity
For the six months ended 31 July 2016
Attributable to owners of the parent
-------------------------------------------------------------------------------------
Other reserves
---------------------------------
Foreign
Share currency
Share premium Accumulated Capital Merger Hedge translation Total
capital account losses reserve reserve reserve reserve equity
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------- ---------- --------- ------------ ---------- ---------- --------- ------------- --------
Balance at 1
February 2016 602 457 (5,700) 43,457 (2,950) (26) (556) 35,284
Profit for the
period - - 3,950 - - - - 3,950
Other
comprehensive
income:
Corporation
tax credits
recognised in
equity - - 5 - - - - 5
Currency
translation
differences - - - - - - 101 101
Cash flow hedge - - - - - 26 - 26
Total
comprehensive
income - - 3,955 - - 26 101 4,082
Transactions
with owners,
recognised
directly
in equity:
Allotment of
share capital 4 - (4) - - - - -
Long-term
incentive
plan charge - - 258 - - - - 258
Long-term
incentive
plan vesting - - (664) - - - - (664)
Related tax
movements on
long-term
incentive
plan - - (219) - - - - (219)
Balance at 31
July 2016 606 457 (2,374) 43,457 (2,950) - (455) 38,741
------------------- ---------- --------- ------------ ---------- ---------- --------- ------------- --------
Attributable to owners of the parent
-----------------------------------------------------------------------------------------------
Other reserves
---------------------------------
Foreign
Share currency
Share premium Accumulated Capital Merger Hedge translation Total
capital account losses reserve reserve reserve reserve equity
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
--------------------- ---------- --------- ------------ ---------- ---------- --------- ------------- --------
Balance at 1
February 2015 598 457 (14,065) 43,457 (2,950) (195) (365) 26,937
Profit for the
period - - 2,416 - - - - 2,416
Other comprehensive
income:
Deferred tax
relating to
pension scheme
liability - - (9) - - - - (9)
Currency translation
differences - - - - - - 103 103
Cash flow hedge - - - - - 148 - 148
Total comprehensive
income - - 2,407 - - 148 103 2,658
Transactions
with owners,
recognised directly
in equity:
Allotment of
share capital 4 - (4) - - - - -
Long-term incentive
plan charge - - 311 - - - - 311
Long-term incentive
plan vesting - - (967) - - - - (967)
Related tax
movements on
long-term incentive
plan - - 124 - - - - 124
Balance at 31
July 2015 602 457 (12,194) 43,457 (2,950) (47) (262) 29,063
--------------------- ---------- --------- ------------ ---------- ---------- --------- ------------- --------
Unaudited Consolidated Statement of Changes in Equity (continued)
Attributable to owners of the parent
----------------------------------------------------------------------------------------------------
Other Reserves
----------------------------------
Foreign
Share currency
Share premium Accumulated Capital Merger Hedge translation Total
capital account losses reserve reserve reserve reserve equity
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
---------------- ---------- ---------- -------------- ---------- ---------- ---------- ------------- ---------
Balance at 1
February 2015 598 457 (14,065) 43,457 (2,950) (195) (365) 26,937
Profit for the
year - - 5,872 - - - - 5,872
Other
comprehensive
Income:
Remeasurements
of defined
benefit
pension
schemes - - 5,037 - - - - 5,037
Corporation
tax credits
recognised in
equity - - 184 - - - - 184
Deferred tax
relating to
pension scheme
liability - - (1,114) - - - - (1,114)
Currency
translation
differences - - - - - - (191) (191)
Cash flow hedge - - - - - 169 - 169
Total
comprehensive
income - - 9,979 - - 169 (191) 9,957
Transactions
with owners,
recognised
directly
in equity:
Dividends - - (1,444) - - - - (1,444)
Allotment of
share capital 4 - (4) - - - - -
Long-term
incentive
plan charge - - 790 - - - - 790
Long-term
incentive
plan vesting - - (967) - - - - (967)
Related tax
movements on
long-term
incentive
plan - - 11 - - - - 11
Balance at 31
January 2016 602 457 (5,700) 43,457 (2,950) (26) (556) 35,284
---------------- ---------- ---------- -------------- ---------- ---------- ---------- ------------- ---------
Unaudited Notes to the interim financial statements
1. Basis of preparation of interim financial statements
The interim financial statements have been prepared in accordance with the accounting policies that the Group expects to apply in its annual financial statements for the year ending 31 January 2017. The Group's accounting policies are based on International Financial Reporting Standards as adopted by the European Union (IFRSs as adopted by the EU) and IFRS Interpretations Committee ("IFRS IC") interpretations and the Companies Act 2006 applicable to companies reporting under IFRS. The consolidated financial statements have been prepared under the historical cost convention, as modified by the valuation of derivative financial instruments at fair value through profit and loss.
These interim financial statements for the six months ended 31 July 2016 have been prepared in accordance with IAS 34, 'Interim financial reporting', as adopted by the European Union. The interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 January 2016, which have been prepared in accordance with IFRSs as adopted by the European Union.
The Group's accounting policies for the year ended 31 January 2017 will be set out in the annual report for that year. Since the Group's previous annual financial report for the year ended 31 January 2016, a number of authoritative pronouncements issued by the International Accounting Standards Board and IFRS IC along with new or revised accounting standards are now effective for financial years ending 31 January 2017. None of these have any material impact on either the current or prior period financial statements. Additional authoritative pronouncements have been issued and will become effective in later years; these have not been adopted early by the Group.
Further details of authoritative pronouncements effective for financial years ending 31 January 2017 and additional authoritative pronouncements that have been issued and will become effective in later years will be set out in the financial statements of the Group for the year ending 31 January 2017.
The interim financial statements do not represent statutory accounts for the purposes of section 434 'Requirements in connection with publication of statutory accounts' of the Companies Act 2006. The financial information for the year ended 31 January 2016 is based on the statutory accounts for the financial year ended 31 January 2016, on which the auditors issued an unqualified opinion and did not contain a statement under section 498 'Duties of auditor' of the Companies Act 2006, and have been delivered to the Registrar of Companies. The interim financial statements for the 6 month period ended 31 July 2016 have not been audited, but have been reviewed by the auditors. The auditors' review report is included following the interim financial statements.
After making enquiries, the directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future. Accordingly, the going concern basis has been adopted in preparing the interim statements.
The Board approved the interim financial information on 12 October 2016.
2. Segmental analysis
Walker Greenbank PLC is a designer, manufacturer and distributor of luxury interior furnishings, fabrics and wallpaper. The Board of Walker Greenbank PLC predominantly manages the operations of the Group. The reportable segments of the group are as follows:
-- Brands - comprises the design, marketing, sales, distribution, and licensing activities of Sanderson, Morris & Co, Harlequin, Zoffany, Anthology and Scion brands operating from the UK and its foreign subsidiaries in the US and France;
-- Manufacturing - comprising the wallcovering and printed fabric manufacturing businesses operated by Anstey and Standfast respectively.
This is the basis on which the Group presents its operating results to the Board of Directors which is considered to be the Chief Operating Decision Maker (CODM) for the purposes of IFRS 8 'Operating Segments'. Additional
revenue-only data is also reported to the CODM and is disclosed on the basis explained below. Other group wide activities and expenses, predominantly related to corporate head office costs, defined benefit pension costs, long term incentive plans expenses, taxation and eliminations of intersegment items, are presented within 'Eliminations and unallocated'.
Unaudited Notes to the interim financial statements (continued)
2. Segmental analysis
a) Principal measures of profit and loss - Income Statement segmental information
Eliminations
6 months to Brands Manufacturing and unallocated Total
31 July 2016 GBP000 GBP000 GBP000 GBP000
-------------------- --------- ---------------- ----------------- ---------
UK Revenue 18,756 6,207 - 24,963
International
Revenue 13,973 1,776 - 15,749
Licence Revenue 1,114 - - 1,114
---------------------- --------- ---------------- ----------------- ---------
Revenue - External 33,843 7,983 - 41,826
Revenue - Internal - 6,977 (6,977) -
---------------------- --------- ---------------- ----------------- ---------
Total Revenue 33,843 14,960 (6,977) 41,826
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
from operations 3,605 174 1,510 5,289
Net borrowing
costs - - (60) (60)
Net pension
charge - - (291) (291)
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
before taxation 3,605 174 1,159 4,938
Tax charge - - (988) (988)
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
for the period 3,605 174 171 3,950
---------------------- --------- ---------------- ----------------- ---------
Business interruption reimbursements to cover loss of profits of GBP1,593,000 (GBP2015: GBPnil) are included within 'Eliminations and unallocated'.
Eliminations
6 months to Brands Manufacturing and unallocated Total
31 July 2015 GBP000 GBP000 GBP000 GBP000
-------------------- --------- ---------------- ----------------- ---------
UK Revenue 20,155 9,307 - 29,462
International
Revenue 13,436 1,978 - 15,414
Licence Revenue 958 - - 958
---------------------- --------- ---------------- ----------------- ---------
Revenue - External 34,549 11,285 - 45,834
Revenue - Internal - 7,362 (7,362) -
---------------------- --------- ---------------- ----------------- ---------
Total Revenue 34,549 18,647 (7,362) 45,834
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
from operations 3,335 1,807 (1,755) 3,387
Net borrowing
costs - - (102) (102)
Net pension
charge - - (391) (391)
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
before taxation 3,335 1,807 (2,248) 2,894
Tax charge - - (478) (478)
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
for the period 3,335 1,807 (2,726) 2,416
---------------------- --------- ---------------- ----------------- ---------
Eliminations
12 months to Brands Manufacturing and unallocated Total
31 January 2016 GBP000 GBP000 GBP000 GBP000
-------------------- --------- ---------------- ----------------- ---------
UK Revenue 39,971 16,528 - 56,499
International
Revenue 25,888 3,409 - 29,297
Licence Revenue 2,043 - - 2,043
---------------------- --------- ---------------- ----------------- ---------
Revenue - External 67,902 19,937 - 87,839
Revenue - Internal - 14,392 (14,392) -
---------------------- --------- ---------------- ----------------- ---------
Total Revenue 67,902 34,329 (14,392) 87,839
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
from operations 8,080 2,482 (2,360) 8,202
Net borrowing
costs - - (179) (179)
Net pension charge - - (685) (685)
---------------------- --------- ---------------- ----------------- ---------
Profit/(loss)
before taxation 8,080 2,482 (3,224) 7,338
Tax charge - - (1,466) (1,466) ---------------------- --------- ---------------- ----------------- --------- Profit/(loss) for the year 8,080 2,482 (4,690) 5,872 ---------------------- --------- ---------------- ----------------- ---------
Unaudited Notes to the interim financial statements (continued)
2. Segmental analysis continued
b) Additional segmental revenue information
The segmental revenues of the Group are reported to the CODM in more detail. One of the analysis presented is revenue by export market in the Brands.
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
Brands international revenue
by export market GBP000 GBP000 GBP000
Western Europe 4,173 3,651 6,982
Scandinavia 1,121 933 1,959
Eastern Europe 1,085 1,137 2,105
------------------------------- ----------- ----------- ------------
Europe Total 6,379 5,721 11,046
Middle East 684 682 1,161
Far East 1,533 1,589 3,207
US 4,487 4,379 8,459
Australasia 432 537 394
South America 222 187 1,031
Other 236 341 590
------------------------------- ----------- ----------- ------------
13,973 13,436 25,888
------------------------------- ----------- ----------- ------------
Revenue of the Brands reportable segments - revenue from operations in all territories where the sale is sourced from the United Kingdom and overseas subsidiary operations, excluding internal sales to overseas subsidiaries, together with contract and license revenue:
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
Brands revenue analysis GBP000 GBP000 GBP000
Harlequin, incorporating Anthology
& Scion 15,556 16,049 31,676
Sanderson, incorporating Morris
& Co 10,648 11,029 21,503
Zoffany 6,138 5,993 11,749
Other brands 387 520 931
Licensing 1,114 958 2,043
------------------------------------- ----------- ----------- ------------
33,843 34,549 67,902
------------------------------------- ----------- ----------- ------------
Revenue of the Manufacturing reportable segments - including revenues from internal sales to the Group's Brands:
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
Manufacturing revenue analysis GBP000 GBP000 GBP000
Standfast 5,657 9,615 15,681
Anstey 9,303 9,032 18,648
--------------------------------- ----------- ----------- ------------
14,960 18,647 34,329
--------------------------------- ----------- ----------- ------------
Unaudited Notes to the interim financial statements (continued)
3. Analysis of revenue by category
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
GBP000 GBP000 GBP000
Sale of goods 40,712 44,876 85,796
Licence royalty income 1,114 958 2,043
------------------------- ----------- ----------- ------------
41,826 45,834 87,839
------------------------- ----------- ----------- ------------
4. Net other income
Net other income arising as a result of the flood at Standfast, the Group's fabric printing factory in December 2015 is composed as follows:
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
GBP000 GBP000 GBP000
Inventory loss, property, plant
and equipment impairments and
other incremental costs (4,564) - (3,276)
Insurance reimbursements 7,896 - 4,683
Net other income 3,332 - 1,407
--------------------------------- ----------- ----------- ------------
The balance of GBP3,332,000 (2015: GBPnil) represents a contribution towards loss of profits of GBP1,593,000 and exceptional gains arising from the reimbursement of costs to replace plant and equipment of GBP1,739,000 impaired as result of the flood.
5. Net defined benefit pension charge
6 months 6 months Audited
to to Year to
31 July 31 July 31 January
2016 2015 2016
GBP000 GBP000 GBP000
Expected return on pension
scheme assets 1,040 879 1,829
Interest on pension scheme
liabilities (1,108) (1,067) (2,134)
Scheme expenses met by the
Group (223) (203) (380)
Net charge (291) (391) (685)
---------------------------- ----------- ----------- ------------
Unaudited Notes to the interim financial statements (continued)
6. Income tax expense
Audited
6 months 6 months Year
to to to
31 July 31 July 31 January
2016 2015 2016
GBP000 GBP000 GBP000
Current tax:
- UK, current tax (757) (451) 1,278
- UK, adjustments in respect
of prior years (201) - 130
- overseas, current tax - - 2
------------------------------------------------------------- ----------- ----------- ------------
Corporation tax (958) (451) 1,410
------------------------------------------------------------- ----------- ----------- ------------
Deferred tax:
- current year (268) (112) (253)
* adjustments in respect of prior years 219 84 84
* effect of change in corporation tax rate to 18%
(2015: 20%) 19 1 113
------------------------------------------------------------- ----------- ----------- ------------
Deferred tax (30) (27) (56)
------------------------------------------------------------- ----------- ----------- ------------
Tax charge for the period (988) (478) (1,466)
------------------------------------------------------------- ----------- ----------- ------------
No overseas taxation is anticipated to become payable within the immediate future due to the availability of gross tax losses of approximately GBP1.3 million (2015: GBP1.5 million).
The deferred tax balance at 31 July 2016 included within these interim financial statements has been calculated at a rate of 18%, as this is the rate at which the majority of the balances are expected to unwind.
A change to the UK corporation tax rate was announced in the Chancellor's Budget on 16 March 2016. The change announced is to reduce the main rate to 17% from 1 April 2020. Changes to reduce the UK corporation tax rate to 19% from 1 April 2017 and to 18% from 1 April 2020 had already been substantively enacted on 26 October 2015.
As the change to 17% had not been substantively enacted at the balance sheet date, its effects are not included in these interim financial statements.
A deferred tax charge of GBP30,000 (2015: GBP27,000) arose in the period to 31 July 2016 on the profits for the period.
A deferred tax charge of GBPnil (2015: GBP9,000) arising on the pension scheme liability has been recognised within the Statement of Comprehensive Income in accordance with the Group's accounting policy.
A deferred tax charge of GBP219,000 (2015: GBP469,000) has been recognised for movements in the deferred tax relating to the long-term incentive plan. The movements in deferred tax relating to the long-term incentive plan have been recorded in equity in accordance with the Group's accounting policy.
Unaudited Notes to the interim financial statements (continued)
7. Earnings per share
Basic earnings per share ('EPS') is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of shares outstanding during the year, excluding those held in the Employee Benefit Trust ('EBT') and those held in treasury, which are treated as cancelled. The adjusted basic earnings per share is calculated by dividing the adjusted earnings by the weighted average number of shares. As a result of the improved profitability of the Group, PBT performance criteria within LTIPs 8 and 9 are now being met and as a consequence these LTIP awards are now dilutive.
6 months 6 months
to to Year
31 31 to
July July January
2016 2015 2016
--------- --------- ------- --------- --------- ------- --------- ------------------
Weighted Weighted Weighted
average average average
number Per number Per number Per
of Share of Share of Share
Earnings shares Amount Earnings shares Amount Earnings shares Amount
GBP000 (000s) Pence GBP000 (000s) Pence GBP000 (000s) Pence
------------- --------- --------- ------- --------- --------- ------- --------- --------- -------
Basic
earnings
per share 3,950 60,351 6.55 2,416 59,819 4.04 5,872 59,997 9.79
Effect of - - - - - -
dilutive - - -
securities
Shares under
LTIP - 767 - - 1,390 - - 1,675 -
--------- --------- ------- --------- --------- ------- --------- --------- -------
Diluted
earnings
per share 3,950 61,118 6.46 2,416 61,209 3.95 5,872 61,672 9.52
--------- --------- ------- --------- --------- ------- --------- --------- -------
Adjusted
basic and
diluted
earnings
per share:
Add back
LTIP
accounting
charge 286 393 924
Add back
Net defined
benefit
pension
accounting
charge 291 391 685
(1,739) - -
Less
Exceptional
gain on
property,
plant and
equipment
Adjusted
basic
earnings
per share 2,788 60,351 4.62 3,200 59,819 5.35 7,481 59,997 12.47
------------- --------- --------- ------- --------- --------- ------- --------- --------- -------
Adjusted
diluted
earnings
per share 2,788 61,118 4.56 3,200 61,209 5.23 7,481 61,672 12.13
------------- --------- --------- ------- --------- --------- ------- --------- --------- -------
Add back
Tax charge
for the
period 988 478 1,466
------------- --------- --------- ------- --------- --------- ------- --------- --------- -------
Adjusted
profit
before
tax 3,776 3,678 8,947
------------- --------- --------- ------- --------- --------- ------- --------- --------- -------
On 16 May 2016, 773,393 shares vested under the Company's Long Term Incentive Plan. To satisfy the vesting, 431,788 shares of 1 pence each were allotted at par value.
Following these transactions Walker Greenbank's issued ordinary share capital with voting rights consists of 60,604,309 (2015: 60,172,521) ordinary shares of which no (2015: nil) ordinary shares are held in treasury and 4,909 (2015: nil) ordinary shares are held by the Walker Greenbank PLC EBT. Shares held in treasury or by the EBT are treated as cancelled when calculating EPS.
On 18 May 2015, 1,090,326 shares vested under the Company's LTIP of which 188,272 shares were issued from the Walker Greenbank PLC EBT.
The market value of shares held by the EBT at 31 July 2016 was GBP9,352 (2015: nil). The total number of shares held in the EBT at the period end represented 0.01% (2015: 0%) of the issued shares.
Unaudited Notes to the interim financial statements (continued)
8. Analysis of net funds
Current
portion
Net of term Other
1 February cash loan non-cash 31 July
2016 flow facilities changes 2016
GBP000 GBP000 GBP000 GBP000 GBP000
--------------------------- ----------- -------- ------------- ---------- --------
Cash and cash equivalents 2,902 28 - - 2,930
Borrowings due within
1 year (400) 200 (200) 3 (397)
Borrowings due after
1 year (196) - 200 (4) -
--------------------------- ----------- -------- ------------- ---------- --------
(596) 200 - (1) (397)
--------------------------- ----------- -------- ------------- ---------- --------
Net funds/(debt) 2,306 228 - (1) 2,533
--------------------------- ----------- -------- ------------- ---------- --------
In December 2015, the Group entered into a new GBP12,500,000 multi-currency revolving credit facility with Barclays Bank PLC for a five year period and cancelled the existing Receivables facilities. The agreement also includes a GBP10,000,000 accordion facility option to further increase available credit which provides substantial headroom for future growth. A total bank arrangement fee of GBP100,000 was incurred in arranging the facility and will be amortised over the life of the loan. The total facilities from Barclays Bank PLC comprises: a variable rate Term Loan secured on the Group's freehold property which is being repaid on a five year profile and a revolving credit facility which may be drawn down in either sterling or euro. The term loan bears interest at variable rates based on a margin above the Bank of England base rate. The revolving credit facility bears interest at a variable rate based on a margin above LIBOR (for sterling loans) or the EURIBOR (for euro loans).
Under the Barclays Bank PLC facilities, the Group is subject to a financial covenant which applies to the term loan, being interest cover. The revolving credit facility is also subject to compliance of two financial covenants, being interest cover and leverage. Any non-compliance with covenants could, if not remedied or waived, constitute an event of default with respect to any such arrangements. The Group has reported to Barclays Bank PLC that it was in full compliance with its covenants throughout each of the periods presented.
9. Cash generated from operations
Restated
Audited
6 months 6 months Year
to to to 31
31 July 31 July January
2016 2015 2016
GBP000 GBP000 GBP000
-------------------------------------------- ----------- ----------- ---------
Profit before tax 4,938 2,894 7,338
Defined benefit pension charge 291 391 685
Net borrowing costs 60 102 179
Depreciation and impairment of
property, plant and equipment 988 1,060 3,024
Insurance reimbursements (7,896) - (4,683)
Amortisation 334 291 602 Loss on disposal of property, plant and equipment - - 3 Charge for LTIP recognised in equity 258 311 790 LTIP vesting (664) (967) (967) Unrealised foreign exchange (gains)/losses included in operating profit (84) 132 (227) Defined benefit pension cash contributions (893) (840) (1,687) --------------------------------------------- ----------- ----------- --------- Cash generated from operations pre insurance proceeds (2,668) 3,374 5,057 Insurance proceeds relating to 9,852 - - operating activities --------------------------------------------- ----------- ----------- --------- Cash generated from operations post insurance proceeds 7,184 3,374 5,057 Changes in working capital (Increase)/decrease in inventories (2,736) 1,951 3,900 Increase in trade and other receivables (219) (2,293) (279) Decrease in trade and other payables (1,176) (2,263) (1,575) --------------------------------------------- ----------- ----------- --------- Cash inflow generated from operations 3,053 769 7,103 --------------------------------------------- ----------- ----------- ---------
Unaudited Notes to the interim financial statements (continued)
10. Retirement benefit obligations
The Group operates the following funded pension schemes in the UK: the Walker Greenbank Pension Plan and the Abaris Holdings Limited Pension Scheme. The Walker Greenbank Pension Plan is the biggest scheme. All schemes contain defined benefits sections, which are closed to new members and the accrual of future benefits, however the Abaris Holdings Limited Pension Scheme also contains a defined contribution section, although this section is relatively small.
The pension costs relating to the UK defined benefit schemes are assessed in accordance with the advice of an independent qualified actuary using the projected unit method. These schemes are subject to triennial actuarial reviews with the most recent ones having been carried out as at 31 January 2016, based on membership data at 5 April 2015, updated to take account of benefit outgo since 5 April 2015, using actuarial assumptions at 31 January 2016.
The assumptions applied for valuation of the defined benefit schemes are fully disclosed in the annual financial statements for the year ended 31 January 2016 and continue to be applied in the half year ended 31 July 2016. The net defined benefit pension charge recognised in the half year represents the relevant proportion of the annual amounts expected to be recognised for the year ending 31 January 2017, and are based on previous actuarial estimates. The net retirement benefit obligation recognised at 31 July 2016 is based on the actuarial valuation under IAS 19 'Employee Benefits' at 31 January 2016 updated for movements in net defined benefit pension charge and contributions paid during the half year period which include additional payments to the pension scheme to reduce the deficit along with regular contributions to fund scheme expenses. The deferred tax effect of movements in the net retirement benefit obligation has also been recognised in the half year. An updated funding valuation for IAS 19 financial reporting purposes will be completed for the next annual financial statements for the year ending 31 January 2017, at which time any actuarial gains and losses arising throughout the year will be recognised, including those arising from a change in the underlying assumptions applied for valuation of the defined benefit schemes.
Following the EU referendum on 23 June 2016, there has been considerable market volatility and uncertainty which has impacted pension assumptions. If the pension deficit was remeasured at 31 July 2016 we would expect there to be an increase in the deficit.
11. Dividends
The directors paid on 5 August 2016, a final dividend of 2.45 pence per share (2015: 1.96 pence), a total of GBP1,485,000 (2015: GBP1,179,000) for the financial year ended 31 January 2016.
The directors have announced an interim dividend of 0.55 pence per share (2015: 0.44 pence), a total of GBP333,000
(2015: GBP265,000) for the six months ended 31 July 2016, which will be payable on 18 November 2016 to shareholders on the register on 21 October 2016.
12. Events after the reporting period
Following the flooding at Standfast in December 2015, the Group experienced a period of disrupted production and a loss of stock, machinery and profits. After the reporting period, the Group has been reimbursed GBP800,000 as an interim payment against a balance of GBP1,329,000 which has been recognised and included within other receivables as at 31 July 2016 to cover approved property, plant and equipment spend. Further business interruption reimbursements are expected to cover future loss of profits up to a period of two years following the flood.
On 12 October 2016, the Group agreed to conditionally acquire 100% of the issued share capital of Clarke & Clarke, a company registered in the UK, for an initial cash consideration of GBP25,000,000 and a contingent consideration of up to GBP17,500,000, in aggregate, payable in the Company's shares linked to the performance of the acquired business over a four year period, giving a total potential consideration of up to GBP42,500,000.
In order to finance the initial cash consideration, a placing of a total of 8,947,369 new ordinary shares of 1p each in the Company was also announced on 12 October 2016. These shares, which will represent approximately 12.9% of the Company's issued ordinary share capital on admission to trading on AIM (excluding treasury shares), were placed at a price of 190.0 pence per share raising proceeds of approximately GBP17,000,000 million. The remaining portion of the cash consideration is being funded from the Company's existing accordion tranche of its bank facilities and from the Company's existing cash resources. The proposed acquisition and placing are conditional upon the approval of shareholders.
The Group is in the process of finalising the fair value of the consideration, the assets acquired and liabilities assumed, and expects to provide full disclosures required under IFRS 3 'Business Combinations' in its Annual Report & Accounts for the year ending 31 January 2017.
Independent review report to Walker Greenbank PLC
Report on the interim financial statements
Our conclusion
We have reviewed Walker Greenbank PLC's interim financial statements (the "interim financial statements") in the interim report of Walker Greenbank PLC for the 6 month period ended 31 July 2016. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34 'Interim Financial Reporting', as adopted by the European Union and the AIM Rules for Companies.
What we have reviewed
The interim financial statements comprise:
-- the consolidated balance sheet as at 31 July 2016;
-- the consolidated income statement and consolidated statement of comprehensive income for the period then ended;
-- the consolidated statement of cash flows for the period then ended;
-- the consolidated statement of changes in equity for the period then ended; and
-- the explanatory notes to the interim financial statements.
The interim financial statements included in the interim report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the AIM Rules for Companies.
As disclosed in note 1 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The interim report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the AIM Rules for Companies which require that the financial information must be presented and prepared in a form consistent with that which will be adopted in the company's annual financial statements.
Our responsibility is to express a conclusion on the interim financial statements in the interim report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the AIM Rules for Companies and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
What a review of interim financial statement involves
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 United Kingdom. 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.
We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.
PricewaterhouseCoopers LLP
Chartered Accountants
St Albans
11 October 2016
a) The maintenance and integrity of the Walker Greenbank PLC website is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the interim financial statements since they were initially presented on the website.
b) Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR UASARNBARAUA
(END) Dow Jones Newswires
October 12, 2016 02:00 ET (06:00 GMT)
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