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CARR Carr's Group Plc

125.00
10.50 (9.17%)
18 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Carr's Group Plc LSE:CARR London Ordinary Share GB00BRK01058 ORD 2.5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  10.50 9.17% 125.00 120.50 125.00 125.00 114.50 114.50 297,943 16:21:51
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Animal Specialties, Nec 196.43M -226k -0.0024 -520.83 117.69M

Carr's Group PLC Interim Results (9393K)

16/04/2018 7:25am

UK Regulatory


Carr's (LSE:CARR)
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From Apr 2019 to Apr 2024

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TIDMCARR

RNS Number : 9393K

Carr's Group PLC

16 April 2018

16 April 2018

CARR'S GROUP PLC ("Carr's" or the "Group")

Interim Results

For the six months ended 3 March 2018

"Significant improvement in performance"

Carr's (CARR.L), the Agriculture and Engineering Group, announces its results for the six months ended 3 March 2018.

Financial highlights

 
                                                             Adjusted1 
                                        H1 2018                      H1 2017                               +/- 
                    ---------------------------  ---------------------------  -------------------------------- 
 
 Revenue (GBPm)                           200.1                        176.8                      + 13.2% 
 Operating profit 
  (GBPm)                                    9.2                          7.6                      + 21.0% 
 Profit before 
  tax (GBPm)                               10.9                          9.0                      + 22.0% 
 Adjusted(1) EPS 
  (p)                                       9.2                          7.1                      + 29.6% 
 
 
                                                              Statutory 
                                   H1 2018                            H1 2017                                      +/- 
               ---------------------------------  ---------------------------------  --------------------------------- 
 
 Revenue 
  (GBPm)         200.1                                                     176.8                          + 13.2% 
 Operating 
  profit 
  (GBPm)                                     8.9                                6.9                       + 28.4% 
 Profit 
  before 
  tax (GBPm)     10.6                                                           8.3                       + 28.2% 
 
 Basic EPS 
  (p)            9.0                                                            6.4                       + 40.6% 
 Dividend per 
  share (p)      1.075                                                    0.95                            + 13.2% 
 

Net debt of GBP16.1m (GBP14.1m net debt at 2 September 2017)

Commercial highlights

-- Strong performance in UK Agriculture with steadily increasing farm incomes continuing to reinforce confidence in the outlook for the industry

-- Feed volumes increased 6.3% driven by the successful integration of recent acquisitions and increased market demand

   --     Global feed block sales continued to perform well with sales volumes up 11.2% 
   --     Recovery in the USA feed block market continued as expected 
   --     Strong recovery achieved across our Engineering businesses 
   --     New MD appointed for the Engineering division 
   --     Integration of NuVision continues to progress as planned 

Tim Davies, Chief Executive Officer, commented:

"We are very pleased with the performance of the Group during the first half of the year, which slightly exceeded the Board's expectations for the period. This strong performance demonstrates the excellent recovery made in our Engineering division and builds upon the strategic progress made during the last year.

In UK Agriculture, we now have greater visibility on the impact Brexit may have in relation to direct payments to farmers in the near term, although uncertainty remains on the issue of trade agreements both within the EU and the rest of the world. The clarity relating to direct support, together with improving farm incomes, means we are starting to see renewed confidence in the outlook for the industry. Our Engineering business is recovering well and we have strengthened management to drive further growth.

Trading in the second half has started well and the Board now anticipates that trading for the full year will be slightly ahead of its previous expectations. We are confident that our breadth of product offering, investments in acquisitions and research, and our international footprint leaves us well positioned for further growth across both our divisions in the medium term."

Enquiries:

 
Carr's Group plc                             Tel: +44 (0) 1228 554 600 
 Tim Davies (Chief Executive) 
 Neil Austin (Group Finance Director) 
 
Powerscourt                                  Tel: +44 (0) 20 7250 1446 
 Nick Dibden / Lisa Kavanagh / Sam Austrums 
 

About Carr's Group plc:

Carr's is an international leader in manufacturing value added products and solutions, with market leading brands and robust market positions in Agriculture and Engineering, supplying customers in over 50 countries around the world.

Its Agriculture division manufactures and supplies feed blocks for livestock, farm machinery and runs a UK network of rural stores, providing a one-stop shop for the farming community. Its Engineering division designs and manufactures bespoke equipment and provides technical engineering services into the nuclear, petrochemical, oil and gas, pharmaceutical, process and renewable energy industries, including robotic and remote handling equipment.

Interim Management Report

Introduction

Carr's has delivered a strong set of results for the period, significantly ahead of the prior year and slightly ahead of the Board's expectations. This has been driven by good performances in both Agriculture and Engineering.

Business Review

During the 26 weeks ended 3 March 2018 the Group delivered a strong performance. Group revenues were GBP200.1m, up 13.2% from the prior year (H1 2017: GBP176.8m). Adjusted2 profit before tax increased by 22.0% to GBP10.9m (H1 2017: GBP9.0m); statutory profit before tax after amortisation and non-recurring items was GBP10.6m (H1 2017: GBP8.3m). Amortisation and non-recurring items of GBP0.3m (H1 2017: GBP0.7m) relate to business combination expenses, amortisation of intangible assets and restructuring costs.

Adjusted(2) group operating profit of GBP9.2m (H1 2017: GBP7.6m) was 21.0% ahead of the prior year, and statutory operating profit was 28.4% ahead of the prior year at GBP8.9m (H1 2017: GBP6.9m).

The Group's share of profit after tax from associate and joint venture companies was up 25.3% on the prior year to GBP2.1m (H1 2017: GBP1.7m).

Basic earnings per share increased by 40.6% from 6.4p to 9.0p. On an adjusted(2) basis, earnings per share increased by 29.6% to 9.2p (H1 2017: 7.1p).

Agriculture

As communicated at the time of the January Trading Update, conditions in UK Agriculture have continued to improve with steadily increasing farm incomes continuing to reinforce confidence in the outlook for the industry. Additionally, in the USA, a sustained recovery in the cattle market has provided favourable market conditions. Against this backdrop, the Agriculture division has reported adjusted(2) operating profit before amortisation and non-recurring items of GBP7.8m (H1 2017: GBP7.3m), up 6.3% and slightly ahead of the Board's expectations for the half year. Statutory operating profit was GBP7.6m (H1 2017: GBP7.1m).

UK

UK Agriculture has continued its strong start to the year, as farm incomes continue to steadily improve, reinforcing confidence in the outlook for the UK agriculture sector. Total feed volumes increased 6.3% during the period, which was largely driven by the successful integration of our recent acquisitions and increased market demand.

Feed block sales have continued to perform well in the UK, with sales volumes 9.3% ahead of the prior year.

Despite a slow start to the year in our fuel distribution business, due to milder weather and wet ground conditions impacting agricultural operations, following the colder weather towards the end of the period the business is now trading ahead of last year with volumes up by 5.6%.

Our retail business has performed well in the period with sales 15.7% ahead of the prior year and like for like sales 3.5% ahead. The acquisition of Pearson Farm Supplies in October 2017 and its subsequent integration have been successful. As expected, the acquisition has enabled synergies to be achieved with our existing retail business and the new team has settled in well. Our retail footprint now stands at 43 stores.

Machinery sales remained strong during the period, with revenues 8.9% ahead of the prior year, reflecting the continued improvement in farm incomes and confidence in the outlook.

International

As expected, the recovery in the USA market, witnessed in the second half of last year, continued during the period as cattle prices for producers continued to improve, with feed block volumes 11.0% ahead of the prior year. Following a delayed start, our new low moisture feed block plant at Shelbyville, Tennessee is now in full production and volumes continue to grow. The plant offers the Group broad access across the Eastern and South Eastern states of the USA and has provided us with additional capacity as the market continues to improve.

We are seeing an improvement in our feed block sales in Europe through Crystalyx Products GmbH, our joint venture business based in Germany, as a result of improved farm incomes. Volumes were 21.6% ahead of the prior year.

Our subsidiary in New Zealand, which has established a direct sales operation distributing to farmers through key merchants, has seen a further increase in volumes during the period as we continue to strengthen our presence in this key market. In South America, our trials at research institutes in Brazil continue to make good progress.

ENGINEERING

It is pleasing to report that our Engineering division has made a strong recovery following the difficulties experienced in 2017 largely attributable to a major contract delay. Adjusted operating profit was up 382.5% at GBP1.4m (H1 2017: GBP0.3m); statutory operating profit was GBP1.3m (H1 2017: loss of GBP0.2m). The acquisition and subsequent integration of STABER has been successful and the integration of NuVision is proceeding to plan. Additionally, we have recruited a new Managing Director for our Engineering division to oversee and co-ordinate our operations in the UK, Germany and the USA and to drive further growth.

UK Manufacturing

Our UK Manufacturing business performed significantly ahead of the prior year. Work continues to progress on the significant contract announced last year, with the design phase nearing completion and the project moving towards the main manufacturing phase. The recovery of the oil price, together with strengthened management, more effective business development and increased efficiencies, has given rise to a significant uplift in volumes within our precision engineering business.

Remote Handling

The remote handling businesses have performed well in the first half of the year and in line with the Board's expectations. The substantial orders from China, which were won last year, have now been delivered and the order book remains strong. The extension of our facility in Markdorf, Germany is nearing completion which will provide additional capacity and further integrate STABER into Wälischmiller following the acquisition last year.

USA Engineering

The integration of NuVision, our engineering company focused on providing value in commercial nuclear power plants, government waste remediation facilities and waste clean-up, continues to progress well and the business performed slightly ahead of the Board's expectations during the period. The Group remains enthusiastic about the opportunity to market Wälischmiller remote handling equipment in the USA and the reorganisation of our management and leadership teams has proceeded to plan.

BALANCE SHEET AND CASHFLOW

Net cash generated from operating activities was strong in the first half at GBP5.5m (H1 2017: GBP5.2m). Net debt has risen to GBP16.1m from GBP14.1m at the 2017 financial year end. This is primarily related to seasonal working capital increases and the acquisition of Pearson Farm Supplies Ltd.

The Group's defined benefit pension scheme remains in surplus and this increased from GBP5.2m at 2 September 2017 to GBP6.0m at 3 March 2018.

SHAREHOLDERS' EQUITY

Shareholders' equity at 3 March 2018 was GBP96.1m (2 September 2017: GBP91.5m), with the increase primarily due to profit retained by the Group for the period.

DIVID

A first interim dividend of 1.075 pence per ordinary share (2017: 0.95 pence per ordinary share) will be paid on 21 May 2018 to shareholders on the register on 27 April 2018. The ex-dividend date will be 26 April 2018.

PRINCIPAL RISKS AND UNCERTAINTIES

The Group has a process in place to identify and assess the impact of risks on its business, which is reviewed and updated quarterly. The principal risks and uncertainties for the remainder of the financial year are not expected to change materially from those included on pages 14 to 16 of the Annual Report and Accounts 2017.

The principal risks and uncertainties are as follows:

   --        IT and Cyber Security 
   --        Brexit 
   --        Acquisitions 
   --        Managing Costs 
   --        Reliance on Key Customers 
   --        People 
   --        Strategic Partners 
   --        Customer Demand 
   --        Treasury 
   --        Business Continuity 

OUTLOOK

We will continue to deliver on our stated strategic objectives of investing in our people and our asset base, while continuing to drive product innovation and deliver growth in both of our divisions.

In UK Agriculture, we now have greater visibility on what Brexit might mean in relation to farming support in the near term. However, we are cautious as uncertainty remains as to what future trade agreements will be implemented, both with the EU and the rest of the world. We are responding to this by ensuring we keep our existing product offering relevant to our customers whilst also developing organic growth opportunities.

In the USA, the improved cattle price coupled with our greater geographic reach provides the Board with confidence in the medium term. We will continue to identify suitable acquisitions with a focus on broadening our international footprint.

Our Engineering division has been significantly enhanced by the recent acquisitions and the order books across our businesses remain strong. We are greatly encouraged by the opportunities apparent within the division, particularly in China and the USA, and have confidence in the division's prospects.

We are pleased with the contributions made by both divisions during the first half of the year. Trading in the second half has started well and the Board now anticipates that trading for the full year will be slightly ahead of its previous expectations. The investments we have made in acquisitions and research leaves Carr's well placed for further growth in the medium term.

UNAUDITED CONSOLIDATED INCOME STATEMENT

For the 26 weeks ended 3 March 2018

 
                                                                 26 weeks ended                         52 weeks ended 
                                                                        3 March   26 weeks ended           2 September 
                                                                           2018     4 March 2017                  2017 
                                                         Notes          GBP'000          GBP'000               GBP'000 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 Continuing operations 
 
 Revenue                                                   6            200,108          176,758               346,224 
 Cost of sales                                                        (171,285)        (153,874)             (307,543) 
 
 Gross profit                                                            28,823           22,884                38,681 
 
 Net operating expenses                                                (19,954)         (15,975)              (30,804) 
 
 Adjusted(3) operating profit                              6              9,190            7,592                 9,278 
 Amortisation and non-recurring items                      7              (321)            (683)               (1,401) 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 Operating profit                                          6              8,869            6,909                 7,877 
 
 Finance income                                                             182               95                   176 
 Finance costs                                                            (576)            (430)                 (864) 
 Share of post-tax profit in associates and joint 
  ventures                                                                2,140            1,708                 2,813 
                                                                                                   ` 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 Adjusted(3) profit before taxation                        6             10,936            8,965                11,403 
 Amortisation and non-recurring items                      7              (321)            (683)               (1,401) 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 Profit before taxation                                    6             10,615            8,282                10,002 
 
 Taxation                                                               (1,567)          (1,708)               (1,707) 
 
 
 Profit for the period                                                    9,048            6,574                 8,295 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 
 Profit attributable to: 
 Equity shareholders                                                      8,190            5,802                 7,005 
 Non-controlling interests                                                  858              772                 1,290 
 
                                                                          9,048            6,574                 8,295 
------------------------------------------------------  ------  ---------------  ---------------  -------------------- 
 
 
 Earnings per share (pence) 
 Basic                                                     8                9.0              6.4                   7.7 
 Diluted                                                   8                8.8              6.3                   7.6 
 Adjusted                                                  8                9.2              7.1                   8.9 
 Diluted adjusted                                          8                9.0              7.0                   8.8 
 
 

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the 26 weeks ended 3 March 2018

 
                                                                26 weeks ended                          52 weeks ended 
                                                                       3 March         26 weeks ended      2 September 
                                                                          2018          4 March 2017              2017 
                                                        Notes          GBP'000                GBP'000          GBP'000 
-----------------------------------------------------  ------  ---------------  ---------------------  --------------- 
 
 
 
 Profit for the period                                                   9,048                  6,574            8,295 
-----------------------------------------------------  ------  ---------------  ---------------------  --------------- 
 
 Other comprehensive (expense)/income 
 
 Items that may be reclassified subsequently to 
 profit or loss: 
 Foreign exchange translation (losses)/gains arising 
  on 
  translation of overseas subsidiaries                                 (1,936)                    107            1,835 
 Net investment hedges                                                      53                  1,669             (70) 
 Taxation (charge)/credit on net investment hedges                        (10)                  (327)               14 
 
 Items that will not be reclassified subsequently to 
 profit or loss: 
 Actuarial gains on retirement benefit 
 asset/obligation: 
 - Group                                                 13                698                  5,418            4,951 
 - Share of associate                                                        -                      -            1,070 
 
 Taxation charge on actuarial movement on 
  retirement benefit asset/obligation: 
 - Group                                                                 (119)                  (921)            (842) 
 - Share of associate                                                        -                      -            (211) 
 
 Other comprehensive (expense)/income for the period, 
  net of tax                                                           (1,314)                  5,946            6,747 
-----------------------------------------------------  ------  ---------------  ---------------------  --------------- 
 
 Total comprehensive income for the period                               7,734                 12,520           15,042 
-----------------------------------------------------  ------  ---------------  ---------------------  --------------- 
 
 Total comprehensive income attributable to: 
 Equity shareholders                                                     6,876                 11,748           13,752 
 Non-controlling interests                                                 858                    772            1,290 
 
                                                                         7,734                 12,520           15,042 
-----------------------------------------------------  ------  ---------------  ---------------------  --------------- 
 
 

UNAUDITED CONSOLIDATED BALANCE SHEET

As at 3 March 2018

 
                                                   As at      As at          As at 
                                                 3 March    4 March    2 September 
                                                    2018       2017           2017 
                                       Notes     GBP'000    GBP'000        GBP'000 
------------------------------------  ------  ----------  ---------  ------------- 
 Non-current assets 
 Goodwill                               10        24,228     16,870         24,241 
 Other intangible assets                10         2,048        469          2,266 
 Property, plant and equipment          10        36,775     37,135         37,149 
 Investment property                    10           173        179            176 
 Investment in associates                         12,209      9,570         11,443 
 Interest in joint ventures                        7,359      6,768          6,590 
 Other investments                                    72         75             73 
 Financial assets 
 - Non-current receivables                           627         50            762 
 Retirement benefit asset               13         5,969      5,732          5,209 
                                                  89,460     76,848         87,909 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Current assets 
 Inventories                                      43,701     38,142         37,023 
 Trade and other receivables                      69,967     66,326         59,723 
 Current tax assets                                  116        345            485 
 Financial assets 
 - Derivative financial instruments                    -          -             13 
 - Cash and cash equivalents            11        33,835     21,176         23,887 
                                                 147,619    125,989        121,131 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Total assets                                    237,079    202,837        209,040 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Current liabilities 
 Financial liabilities 
 - Borrowings                           11      (27,269)   (19,579)       (17,060) 
 - Derivative financial instruments                (127)       (83)           (18) 
 Trade and other payables                       (67,349)   (56,633)       (56,008) 
 Current tax liabilities                         (1,612)    (1,789)          (632) 
------------------------------------  ------  ----------  ---------  ------------- 
                                                (96,357)   (78,084)       (73,718) 
------------------------------------  ------  ----------  ---------  ------------- 
 Non-current liabilities 
 Financial liabilities 
 - Borrowings                           11      (22,661)   (13,082)       (20,966) 
 Deferred tax liabilities                        (3,006)    (3,102)        (4,010) 
 Other non-current liabilities                   (3,864)    (4,414)        (4,423) 
                                                (29,531)   (20,598)       (29,399) 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Total liabilities                             (125,888)   (98,682)      (103,117) 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Net assets                                      111,191    104,155        105,923 
------------------------------------  ------  ----------  ---------  ------------- 
 
 Shareholders' equity 
 Share capital                          14         2,285      2,285          2,285 
 Share premium                          14         9,141      9,129          9,130 
 Equity compensation reserve                         900        159            386 
 Foreign exchange reserve                          2,781      4,344          4,674 
 Other reserve                                       204        207            205 
 Retained earnings                                80,792     73,887         74,802 
------------------------------------  ------  ----------  ---------  ------------- 
 Total shareholders' equity                       96,103     90,011         91,482 
 Non-controlling interests                        15,088     14,144         14,441 
 Total equity                                    111,191    104,155        105,923 
------------------------------------  ------  ----------  ---------  ------------- 
 
 

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the 26 weeks ended 3 March 2018

 
                                                         Treasury Share      Equity Compensation       Foreign                                        Total       Non-Controlling 
                          Share         Share Premium        Reserve               Reserve            Exchange      Other Reserve      Retained   Shareholders'      Interests        Total 
                         Capital                                                                       Reserve                         Earnings      Equity                           Equity 
                        GBP'000           GBP'000            GBP'000               GBP'000             GBP'000        GBP'000         GBP'000        GBP'000          GBP'000        GBP'000 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 
 At 3 September 
  2017                       2,285               9,130                 -                        386       4,674                205       74,802          91,482            14,441     105,923 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Profit for the 
  period                         -                   -                 -                          -           -                  -        8,190           8,190               858       9,048 
 Other 
  comprehensive 
  (expense)/income               -                   -                 -                          -     (1,893)                  -          579         (1,314)                 -     (1,314) 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Total 
  comprehensive 
  (expense)/income               -                   -                 -                          -     (1,893)                  -        8,769           6,876               858       7,734 
 
 Dividends paid                  -                   -                 -                          -           -                  -      (2,788)         (2,788)             (245)     (3,033) 
 Equity-settled 
  share based 
  payment 
  transactions, 
  net of tax                     -                   -                 -                        514           -                  -            8             522                34         556 
 Allotment of 
  shares                         -                  11                 -                          -           -                  -            -              11                 -          11 
 Transfer                        -                   -                 -                          -           -                (1)            1               -                 -           - 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 At 3 March 2018             2,285               9,141                 -                        900       2,781                204       80,792          96,103            15,088     111,191 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 
 At 4 September 
  2016                       2,280               9,111               (8)                        706       2,895                207       81,540          96,731            13,357     110,088 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Profit for the 
  period                         -                   -                 -                          -           -                  -        5,802           5,802               772       6,574 
 Other 
  comprehensive 
  income                         -                   -                 -                          -       1,449                  -        4,497           5,946                 -       5,946 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Total 
  comprehensive 
  income                         -                   -                 -                          -       1,449                  -       10,299          11,748               772      12,520 
 Dividends paid                  -                   -                 -                          -           -                  -     (18,599)        (18,599)                 -    (18,599) 
 Equity-settled 
  share based 
  payment 
  transactions, 
  net of tax                     -                   -                 -                      (547)           -                  -          659             112                15         127 
 Allotment of 
  shares                         5                  18                 -                          -           -                  -            -              23                 -          23 
 Purchase of own 
  shares held in 
  trust                          -                   -               (4)                          -           -                  -            -             (4)                 -         (4) 
 Transfer                        -                   -                12                          -           -                  -         (12)               -                 -           - 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 At 4 March 2017             2,285               9,129                 -                        159       4,344                207       73,887          90,011            14,144     104,155 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 
 At 4 September 
  2016                       2,280               9,111               (8)                        706       2,895                207       81,540          96,731            13,357     110,088 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Profit for the 
  period                         -                   -                 -                          -           -                  -        7,005           7,005             1,290       8,295 
 Other 
  comprehensive 
  income                         -                   -                 -                          -       1,779                  -        4,968           6,747                 -       6,747 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 Total 
  comprehensive 
  income                         -                   -                 -                          -       1,779                  -       11,973          13,752             1,290      15,042 
 Dividends paid                  -                   -                 -                          -           -                  -     (19,467)        (19,467)             (245)    (19,712) 
 Equity-settled 
  share based 
  payment 
  transactions, 
  net of tax                     -                   -                 -                      (320)           -                  -          766             446                39         485 
 Allotment of 
  shares                         5                  19                 -                          -           -                  -            -              24                 -          24 
 Purchase of own 
  shares held in 
  trust                          -                   -               (4)                          -           -                  -            -             (4)                 -         (4) 
 Transfer                        -                   -                12                          -           -                (2)         (10)               -                 -           - 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 At 2 September 
  2017                       2,285               9,130                 -                        386       4,674                205       74,802          91,482            14,441     105,923 
------------------  --------------  ------------------  ----------------  -------------------------  ----------  -----------------  -----------  --------------  ----------------  ---------- 
 

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

For the 26 weeks ended 3 March 2018

 
                                                                                               26 weeks       52 weeks 
                                                                                                  ended          ended 
                                                           26 weeks ended                       4 March    2 September 
                                                             3 March 2018                          2017           2017 
                                      Notes                       GBP'000                       GBP'000        GBP'000 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Cash flows from operating 
 activities 
 Cash generated from continuing 
  operations                             16                         6,947                         6,057         15,094 
 Interest received                                                    119                            93            175 
 Interest paid                                                      (560)                         (480)          (896) 
 Tax paid                                                           (978)                         (447)        (1,179) 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Net cash generated from operating 
  activities                                                        5,528                         5,223         13,194 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Cash flows from investing 
 activities 
 Acquisition of subsidiaries (net 
  of overdraft/cash acquired)            15                       (1,562)                       (4,698)       (12,640) 
 Contingent/deferred consideration 
  paid                                                              (561)                             -          (549) 
 Dividend received from associate 
  and joint ventures                                                  245                           627          1,212 
 Loan repaid by associates                                            164                             -             22 
 Other loans                                                           59                            74             80 
 Purchase of intangible assets                                       (61)                          (67)          (371) 
 Proceeds from sale of property, 
  plant and equipment                                                 174                           176            691 
 Purchase of property, plant and 
  equipment                                                       (1,846)                       (1,347)        (2,854) 
 Purchase of own shares held in 
  trust                                                                 -                           (4)            (4) 
 Redemption of preference shares in 
  joint venture                                                         -                             -            150 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Net cash used in investing 
  activities                                                      (3,388)                       (5,239)       (14,263) 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Cash flows from financing 
 activities 
 Proceeds from issue of ordinary 
  share capital                                                        11                            23             24 
 Net proceeds from issue of new 
  bank loans                                                        2,943                             -          6,000 
 Finance lease principal repayments                                 (501)                         (394)          (846) 
 Repayment of borrowings                                          (1,951)                       (5,895)        (3,110) 
 Increase/(decrease) in other 
  borrowings                                                       10,159                           743        (2,804) 
 Dividends paid to shareholders                                   (2,788)                      (18,599)       (19,467) 
 Dividends paid to related party                                    (245)                             -          (245) 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Net cash generated from/(used in) 
  financing activities                                              7,628                      (24,122)       (20,448) 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Effects of exchange rate changes                                   (528)                          (37)            344 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Net increase/(decrease) in cash 
  and cash equivalents                                              9,240                      (24,175)       (21,173) 
 Cash and cash equivalents at 
  beginning of the period                                          18,614                        39,787         39,787 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 Cash and cash equivalents at end 
  of the period                                                    27,854                        15,612         18,614 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 
 Cash and cash equivalents consist 
 of: 
 Cash and cash equivalents per the 
  balance sheet                                                    33,835                        21,176         23,887 
 Bank overdrafts included in 
  borrowings                                                      (5,981)                       (5,564)        (5,273) 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
                                                                   27,854                        15,612         18,614 
-----------------------------------  ------  ----------------------------  ----------------------------  ------------- 
 

Statement of Directors' responsibilities

The Directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

-- an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

   --      material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report. 

The Directors are listed in the Annual Report and Accounts 2017. A list of current Directors is maintained on the website: www.carrsgroup.com

On behalf of the Board

   Tim Davies                                                          Neil Austin 
   Chief Executive                                                  Group Finance Director 
   16 April 2018                                                      16 April 2018 

Unaudited notes to condensed interim financial information

   1.    General information 

The Group operates across two divisions of Agriculture and Engineering. The Company is a public limited company, which is listed on the London Stock Exchange and is incorporated and domiciled in the UK. The address of the registered office is Old Croft, Stanwix, Carlisle, Cumbria CA3 9BA.

These condensed interim financial statements were approved for issue on 16 April 2018.

These condensed interim financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the 52 weeks ended 2 September 2017 were approved by the Board of Directors on 22 November 2017 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.

   2.    Basis of preparation 

These condensed interim financial statements for the 26 weeks ended 3 March 2018 have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34, 'Interim financial reporting' as adopted by the European Union. The condensed interim financial statements should be read in conjunction with the annual financial statements for the 52 weeks ended 2 September 2017, which have been prepared in accordance with IFRSs as adopted by the European Union.

The Directors have made suitable enquiries, and based on financial performance to date and available banking facilities they have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its condensed interim financial statements.

   3.    Accounting policies 

The accounting policies adopted are consistent with those of the previous financial year.

Taxes on income in the interim periods are accrued based on management's estimate of the weighted average annual income tax rate expected for the full financial year.

   4.    Estimates 

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed interim financial statements, the significant judgements 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 for the 52 weeks ended 2 September 2017, with the exception of changes in estimates that are required in determining the provision for income taxes.

   5.    Financial risk management 

The Group's activities expose it to a variety of financial risks: market risk (including currency risk and price risk), credit risk and liquidity risk.

The condensed interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they should be read in conjunction with the Group's annual financial statements as at 2 September 2017. There have been no changes in risk management practices since the year end.

   6.    Operating segment information 

The Group's chief operating decision-maker ("CODM") has been identified as the Executive Directors. Management has determined the operating segments based on the information reviewed by the CODM for the purposes of allocating resources and assessing performance.

The CODM considers the business from a product/services perspective. Operating segments have been identified as Agriculture and Engineering. Performance is assessed using operating profit. For internal purposes the CODM assesses operating profit before amortisation of intangible assets and non-recurring items consistent with the presentation in the financial statements. Sales between segments are carried out at arm's length.

The following tables present revenue, profit and asset information regarding the Group's operating segments for the 26 weeks ended 3 March 2018 and the comparative periods.

 
                                           Agriculture           Engineering     Group 
                                               GBP'000               GBP'000   GBP'000 
 26 weeks ended 3 March 2018 
 Total segment revenue                         178,268                21,867   200,135 
 Inter segment revenue                             (6)                  (21)      (27) 
                                   -------------------  --------------------  -------- 
 Revenue from external customers               178,262                21,846   200,108 
                                   -------------------  --------------------  -------- 
 
 EBITDA(4)                                       9,060                 2,278    11,338 
 
 Depreciation of property, 
  plant and equipment                          (1,320)                 (853)   (2,173) 
 Depreciation of investment 
  property                                         (3)                     -       (3) 
 Profit on the disposal of 
  property, plant and 
  equipment                                         20                     8        28 
 Adjusted(5) operating profit                    7,757                 1,433     9,190 
 Amortisation and non-recurring 
  items (note 7)                                 (198)                 (123)     (321) 
---------------------------------  -------------------  --------------------  -------- 
 Operating profit                                7,559                 1,310     8,869 
                                   -------------------  -------------------- 
 Finance income                                                                    182 
 Finance costs                                                                   (576) 
                                                                              -------- 
                                                                                 8,475 
 Share of post-tax profit 
  of associates                                                                  1,042 
 Share of post-tax profit 
  of joint ventures                                                              1,098 
---------------------------------  -------------------  --------------------  -------- 
 Adjusted(5) profit before 
  taxation                                                                      10,936 
 Amortisation and non-recurring 
  items (note 7)                                                                 (321) 
---------------------------------  -------------------  --------------------  -------- 
 
 Profit before taxation                                                         10,615 
                                                                              -------- 
 
 Segment gross assets                          167,831                69,248   237,079 
                                   -------------------  --------------------  -------- 
 
 
                                          Agriculture        Engineering     Group 
                                              GBP'000            GBP'000   GBP'000 
 26 weeks ended 4 March 2017 
 Total segment revenue                        160,517             16,301   176,818 
 Inter segment revenue                            (4)               (56)      (60) 
                                   ------------------  -----------------  -------- 
 Revenue from external customers              160,513             16,245   176,758 
                                   ------------------  -----------------  -------- 
 
 EBITDA(6)                                      8,581                980     9,561 
 
 Depreciation of property, 
  plant and equipment                         (1,317)              (660)   (1,977) 
 Depreciation of investment 
  property                                        (3)                  -       (3) 
 Profit/(loss) on the disposal 
  of property, plant and 
  equipment                                        34               (23)        11 
 Adjusted(7) operating profit                   7,295                297     7,592 
 Amortisation and non-recurring 
  items (note 7)                                (157)              (526)     (683) 
---------------------------------  ------------------  -----------------  -------- 
 Operating profit                               7,138              (229)     6,909 
                                   ------------------  ----------------- 
 Finance income                                                                 95 
 Finance costs                                                               (430) 
                                                                          -------- 
                                                                             6,574 
 Share of post-tax profit 
  of associates                                                                903 
 Share of post-tax profit 
  of joint ventures                                                            805 
---------------------------------  ------------------  -----------------  -------- 
 Adjusted(7) profit before 
  taxation                                                                   8,965 
 Amortisation and non-recurring 
  items (note 7)                                                             (683) 
---------------------------------  ------------------  -----------------  -------- 
 
 Profit before taxation                                                      8,282 
                                                                          -------- 
 
 Segment gross assets                         147,908             54,929   202,837 
                                   ------------------  -----------------  -------- 
 
 
                                      Agriculture     Engineering            Group 
                                          GBP'000         GBP'000          GBP'000 
 52 weeks ended 2 September 
  2017 
 Total segment revenue                    315,876          30,390          346,266 
 Inter segment revenue                        (9)            (33)             (42) 
                                     ------------  --------------  --------------- 
 Revenue from external customers          315,867          30,357          346,224 
                                     ------------  --------------  --------------- 
 
 EBITDA(6)                                 11,302           2,084           13,386 
 
 Depreciation of property, 
  plant and equipment                     (2,696)         (1,397)          (4,093) 
 Depreciation of investment 
  property                                    (6)               -              (6) 
 Profit/(loss) on the disposal 
  of property, plant and equipment             12            (21)              (9) 
 Adjusted(7) operating profit               8,612             666            9,278 
 Amortisation and non-recurring 
  items (note 7)                            (630)           (771)          (1,401) 
-----------------------------------  ------------  --------------  --------------- 
 Operating profit                           7,982           (105)            7,877 
                                     ------------  -------------- 
 Finance income                                                                176 
 Finance costs                                                               (864) 
                                                                   --------------- 
                                                                             7,189 
 Share of post-tax profit 
  of associates                                                              1,609 
 Share of post-tax profit 
  of joint ventures                                                          1,204 
                                                                   --------------- 
 Adjusted(7) profit before 
  taxation                                                                  11,403 
 Amortisation and non-recurring 
  items (note 7)                                                           (1,401) 
-----------------------------------  ------------  --------------  --------------- 
 
 Profit before taxation                                                     10,002 
                                                                   --------------- 
 
 Segment gross assets                     136,545          72,495          209,040 
                                     ------------  --------------  --------------- 
 
   7.    Amortisation and non-recurring items 
 
                                        26 weeks   26 weeks ended       52 weeks 
                                           ended          4 March          ended 
                                         3 March             2017    2 September 
                                            2018                            2017 
                                         GBP'000          GBP'000        GBP'000 
-------------------------------------  ---------  ---------------  ------------- 
 Amortisation of intangible assets           204               49            124 
 Goodwill impairment                           -                -          1,700 
 Business combination expenses               117              589          1,349 
 Release of contingent consideration           -                -        (2,090) 
 Restructuring costs                           -               45            112 
 Loss on property disposal                     -                -            206 
-------------------------------------  ---------  ---------------  ------------- 
                                             321              683          1,401 
-------------------------------------  ---------  ---------------  ------------- 
 

Business combination expenses relate to acquisition costs incurred in the period as well as contingent consideration in relation to prior year acquisitions of Phoenix Feeds Limited and the business and certain assets of Mortimer Feeds Limited which is explained further below.

Phoenix Feeds Limited was acquired on 1 June 2016. The consideration paid included GBP490,000 of contingent consideration linked to the continued employment of key personnel and therefore in accordance with IFRS 3 this was not recognised as consideration in the acquisition accounting in the 53 weeks ended 3 September 2016. It is instead being recognised in the income statement over a two year period with GBP92,000 (H1 2017: GBP134,000) recognised in the 26 weeks ended 3 March 2018. Given the nature of the payment it has been recognised as a non-recurring item.

Mortimer Feeds was acquired on 5 June 2017. The consideration paid included GBP30,000 of contingent consideration linked to the continued employment of key personnel and therefore in accordance with IFRS 3 this was not recognised as consideration in the acquisition accounting in the 52 weeks ended 2 September 2017. It is instead being recognised in the income statement over a one year period with GBP20,000 (H1 2017: GBPnil) recognised in the 26 weeks ended 3 March 2018. Given the nature of this payment it has been recognised as a non-recurring item.

The goodwill impairment and release of contingent consideration recognised in the year ended 2 September 2017 relate to the acquisition of Chirton Engineering Limited which was acquired in year ended 2014.

Restructuring costs in both comparative periods presented comprise redundancy costs.

The loss on property disposal recognised in the year ended 2 September 2017 was in respect of the disposal of a property that was no longer required following the relocation of one of the Group's Agricultural branches.

   8.      Earnings per share 

Amortisation and non-recurring items that are charged or credited to profit do not relate to the underlying profitability of the Group. The Board believes adjusted profit before these items provides a useful measure of business performance. Therefore an adjusted earnings per share is presented as follows:

 
                                                          26 weeks   26 weeks ended       52 weeks 
                                                             ended          4 March          ended 
                                                           3 March             2017    2 September 
                                                              2018                            2017 
                                                           GBP'000          GBP'000        GBP'000 
---------------------------------------  -------------------------  ---------------  ------------- 
 Earnings                                                    8,190            5,802          7,005 
 Amortisation and non-recurring items: 
 Amortisation of intangible assets                             204               49            124 
 Goodwill impairment                                             -                -          1,700 
 Business combination expenses                                 117              589          1,349 
 Release of contingent consideration                             -                -        (2,090) 
 Restructuring costs                                             -               45            112 
 Loss on property disposal                                       -                -            206 
 Taxation effect of the above                                 (43)             (23)           (88) 
 Non-controlling interest in the above                        (89)                -          (175) 
 
 Earnings - adjusted                                         8,379            6,462          8,143 
---------------------------------------  -------------------------  ---------------  ------------- 
 
 
                                                            Number       Number       Number 
-----------------------------------------------------  -----------  -----------  ----------- 
 
 Weighted average number of ordinary shares in issue    91,401,939   91,317,071   91,355,427 
 Potentially dilutive share options                      2,062,033      636,760      769,893 
 
                                                        93,463,972   91,953,831   92,125,320 
-----------------------------------------------------  -----------  -----------  ----------- 
 
 Earnings per share (pence) 
 Basic                                                        9.0p         6.4p         7.7p 
 Diluted                                                      8.8p         6.3p         7.6p 
 Adjusted                                                     9.2p         7.1p         8.9p 
 Diluted adjusted                                             9.0p         7.0p         8.8p 
 
 
   9.   Dividends 

An interim dividend of GBP868,258 that relates to the period to 2 September 2017 was paid on 5 October 2017, and a final dividend of GBP1,919,455 was paid on 12 January 2018.

In addition, an interim dividend of 1.075p per share (2017: 0.95p per share) has been approved by the Directors. It is payable to shareholders on the register on 27 April 2018. This interim dividend, amounting to GBP982,578 (2017: GBP868,258), has not been recognised as a liability in this interim financial information. It will be recognised in shareholders' equity in the 52 weeks to 1 September 2018.

   10.   Intangible assets, property, plant and equipment and investment property 
 
                                                              Other             Property, 
                                                         intangible                 plant     Investment 
                                         Goodwill            assets         and equipment       property 
                                          GBP'000           GBP'000               GBP'000        GBP'000 
-------------------------------  ----------------  ----------------  --------------------  ------------- 
 26 weeks ended 3 March 
  2018 
 Opening net book amount 
  at 3 September 2017                      24,241             2,266                37,149            176 
 Exchange differences                       (687)             (109)                 (706)              - 
 Subsidiary acquired                          674                34                   167              - 
 Additions                                      -                61                 2,383              - 
 Disposals                                      -                 -                  (45)              - 
 Depreciation and amortisation                  -             (204)               (2,173)            (3) 
-------------------------------  ----------------  ----------------  --------------------  ------------- 
 Closing net book amount 
  at 3 March 2018                          24,228             2,048                36,775            173 
-------------------------------  ----------------  ----------------  --------------------  ------------- 
 
 26 weeks ended 4 March 
  2017 
 Opening net book amount 
  at 4 September 2016                      11,440               286                35,811            182 
 Exchange differences                       (144)                 5                   752              - 
 Subsidiary acquired                        5,574               160                   341              - 
 Additions                                      -                67                 2,373              - 
 Disposals                                      -                 -                 (165)              - 
 Depreciation and amortisation                  -              (49)               (1,977)            (3) 
-------------------------------  ----------------  ----------------  --------------------  ------------- 
 Closing net book amount 
  as at 4 March 2017                       16,870               469                37,135            179 
-------------------------------  ----------------  ----------------  --------------------  ------------- 
 

Capital commitments contracted, but not provided for, by the Group at the period end amounts to

GBP772,000 (2017: GBP687,000).

   11.   Borrowings and loans 
 
                                                                     As at      As at          As at 
                                                                   3 March    4 March    2 September 
                                                                      2018       2017           2017 
                                                                   GBP'000    GBP'000        GBP'000 
--------------------------------------------------------------  ----------  ---------  ------------- 
 
 Current                                                            27,269     19,579         17,060 
 Non-current                                                        22,661     13,082         20,966 
--------------------------------------------------------------  ----------  ---------  ------------- 
 Total borrowings and loans                                         49,930     32,661         38,026 
 Cash and cash equivalents                                        (33,835)   (21,176)       (23,887) 
--------------------------------------------------------------  ----------  ---------  ------------- 
 Net debt                                                           16,095     11,485         14,139 
--------------------------------------------------------------  ----------  ---------  ------------- 
 
 Undrawn facilities                                                 22,730     34,494         30,230 
--------------------------------------------------------------  ----------  ---------  ------------- 
  Movements in borrowings are analysed as follows: 
 
 26 weeks ended 3 March 2018                                                                 GBP'000 
 Opening amount as at 3 September 2017                                                        38,026 
 Exchange differences                                                                          (186) 
 Subsidiary acquired                                                                             554 
 New bank loans/RCF drawdown and finance leases                                                3,537 
 Finance lease principal repayments                                                            (501) 
 Repayments of borrowings                                                                    (1,951) 
 Increase in other borrowings                                                                 10,159 
 Release of deferred borrowing costs                                                              29 
 Net increase to bank overdraft (excluding the effects of acquisitions)                          263 
--------------------------------------------------------------------------  ---------  ------------- 
 Closing amount as at 3 March 2018                                                            49,930 
--------------------------------------------------------------  ----------  ---------  ------------- 
 
 
 26 weeks ended 4 March 2017                                          GBP'000 
 Opening amount as at 4 September 2016                                 40,267 
 Exchange differences                                                   (132) 
 Subsidiary acquired                                                       89 
 New finance leases                                                     1,025 
 Finance lease principal repayments                                     (394) 
 Repayments of borrowings                                             (5,895) 
 Increase in other borrowings                                             743 
 Release of deferred borrowing costs                                       18 
 Net decrease to bank overdraft                                       (3,060) 
-----------------------------------------  ---------------------------------- 
 Closing amount as at 4 March 2017                                     32,661 
-----------------------------------------  ---------------------------------- 
 

12. Financial instruments

IFRS 13 requires financial instruments that are measured at fair value to be classified according to the valuation technique used:

   Level 1     -    quoted prices (unadjusted) in active markets for identical assets or liabilities 

Level 2 - inputs, other than Level 1 inputs, that are observable for the asset or liability, either

directly (i.e., as prices) or indirectly (i.e., derived from prices)

   Level 3     -    unobservable inputs 

All derivative financial instruments are measured at fair value using Level 2 inputs. The Group's bankers provide the valuations for the derivative financial instruments at each reporting period end based on mark to market valuation techniques.

Contingent consideration is measured at fair value using Level 3 inputs such as entity projections of future profitability.

The Group holds shares in several private limited companies. These have been classified as unquoted investments for which fair value cannot be reliably measured and are held at cost less accumulated impairment. Had fair value been applied this financial asset would have been Level 3.

Transfers between levels are deemed to have occurred at the end of the reporting period. There were no transfers between levels in the above hierarchy in the period.

Financial instruments recognised at fair value are as follows:

 
                                                    As at      As at          As at 
                                                  3 March    4 March    2 September 
                                                     2018       2017           2017 
 Book value and fair value                        GBP'000    GBP'000        GBP'000 
----------------------------------------------  ---------  ---------  ------------- 
 
 Derivative financial instruments (asset)               -          -             13 
 Derivative financial instruments (liability)       (127)       (83)           (18) 
 Non-current contingent consideration payable     (3,629)    (4,127)        (4,160) 
----------------------------------------------  ---------  ---------  ------------- 
 

The movement on the fair value of non-current contingent consideration since 2 September 2017 is due to a payment of GBP0.3m with the residual movement of GBP0.3m due to changes in foreign currency exchange rates when translating foreign subsidiary balance sheets.

   13.   Retirement benefit asset 

The amounts recognised within the Income Statement were as follows:

 
                                                  26 weeks   26 weeks       52 weeks 
                                                     ended      Ended          ended 
                                                   3 March    4 March    2 September 
                                                      2018       2017           2017 
                                                   GBP'000    GBP'000        GBP'000 
-----------------------------------------------  ---------  ---------  ------------- 
 
 Service cost - administrative cost                      -          -             59 
 Net interest on the net defined benefit asset        (62)        (3)            (6) 
                                                      (62)        (3)             53 
-----------------------------------------------  ---------  ---------  ------------- 
 

Net interest on the defined benefit retirement asset is recognised within interest income.

The amounts recognised in the Balance Sheet were as follows:

 
                                                       As at                     As at                           As at 
                                                     3 March                   4 March                     2 September 
                                                        2018                      2017                            2017 
                                                     GBP'000                   GBP'000                         GBP'000 
-------------------------------------------------  ---------  ------------------------  ------------------------------ 
 
 Present value of funded defined benefit 
  obligations                                       (66,486)                  (68,180)                        (69,921) 
 Fair value of scheme assets                          72,455                    73,912                          75,130 
-------------------------------------------------  ---------  ------------------------  ------------------------------ 
 Surplus in funded scheme                              5,969                     5,732                           5,209 
-------------------------------------------------  ---------  ------------------------  ------------------------------ 
 

Actuarial gains of GBP698,000 (2017: GBP5,418,000) have been reported in the Statement of Comprehensive Income. The surplus has increased over the period since 2 September 2017 mainly as a result of the change in market conditions, with the fall in liabilities outweighing a corresponding fall in assets.

The Group's associate's defined benefit pension scheme is closed to future service accrual and the valuation for this scheme has not been updated for the half year as any actuarial movements are not considered to be material.

   14.       Share capital 
 
 
 
 
      Allotted and fully                    Share              Share 
    paid ordinary shares        Number    capital            premium                Total 
            of 2.5p each     of shares    GBP'000            GBP'000              GBP'000 
------------------------  ------------  ---------  -----------------  ------------------- 
 
 Opening balance as 
  at 3 September 2017       91,395,541      2,285              9,130               11,415 
 Proceeds from shares 
  issued: 
 - share save scheme             7,100          -                 11                   11 
------------------------  ------------  ---------  -----------------  ------------------- 
 At 3 March 2018            91,402,641      2,285              9,141               11,426 
------------------------  ------------  ---------  -----------------  ------------------- 
 
 Opening balance at 
  4 September 2016          91,192,804      2,280              9,111               11,391 
 Proceeds from shares 
  issued: 
 - Treasury/LTIP               178,027          4                  -                    4 
 - share save scheme            24,710          1                 18                   19 
------------------------  ------------  ---------  -----------------  ------------------- 
 At 4 March 2017            91,395,541      2,285              9,129               11,414 
------------------------  ------------  ---------  -----------------  ------------------- 
 

Employee share schemes: options exercised during the period to 3 March 2018 resulted in 7,100 shares being issued (2017: 24,710 shares), with exercise proceeds of GBP10,792 (2017: GBP19,177) under the share save scheme. The related weighted average price of the shares exercised was GBP1.52 (2017: GBP0.776) per share.

In addition 178,027 shares were issued in the prior period and held initially as Treasury shares. These shares were subsequently used to satisfy the share awards under the LTIP scheme which were exercised in November 2016.

   15.       Acquisition 

On 31 October 2017 Carrs Billington Agriculture (Sales) Limited acquired the entire issued share capital of Pearson Farm Supplies Limited for cash consideration of GBP1.2m including deferred consideration of GBP0.2m.

The primary reason for the acquisition was the expansion of the existing agriculture business.

Goodwill represented the excess of the consideration paid over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities acquired.

Pearson Farm Supplies Limited has generated revenue of GBP1,712,000 and profit before taxation of GBP91,000 since the date of acquisition.

Acquisition related costs amounted to GBP5,000 which have been recognised within non-recurring items in the consolidated income statement.

The assets and liabilities recognised in the acquisition accounting are set out below:

 
                                  Fair value 
                                     GBP'000 
-------------------------------  ----------- 
 Intangible assets                        34 
 Property, plant and equipment           167 
 Inventories                             958 
 Receivables                           1,099 
 Assets held for resale                  100 
 Bank overdraft                        (445) 
 Finance leases                        (109) 
 Payables                            (1,196) 
 Taxation 
   Current tax                          (33) 
   Deferred tax                         (37) 
 Net assets acquired                     538 
 Goodwill                                674 
-------------------------------  ----------- 
                                       1,212 
-------------------------------  ----------- 
 
 Satisfied by: 
 Cash consideration                    1,212 
-------------------------------  ----------- 
 

Cash consideration includes GBP0.2m of deferred consideration of which GBP0.1m was paid prior to 3 March 2018.

Intangible assets represent the fair value of customer relationships.

Had the acquisition of Pearson Farm Supplies Limited occurred at the beginning of the accounting period the Group's revenue and profit before taxation for the period would not be materially different to the amounts actually recognised in the consolidated income statement.

16. Cash generated from continuing operations

 
                                                                                26 weeks       52 weeks 
                                                               26 weeks ended      ended          ended 
                                                                      3 March    4 March    2 September 
                                                                         2018       2017           2017 
                                                                      GBP'000    GBP'000        GBP'000 
------------------------------------------------------------  ---------------  ---------  ------------- 
 
 Profit for the period from continuing operations                       9,048      6,574          8,295 
 Adjustments for: 
 Tax                                                                    1,567      1,708          1,707 
 Tax credit in respect of R&D                                            (90)       (63)          (129) 
 Depreciation of property, plant and equipment                          2,173      1,977          4,093 
 Depreciation of investment property                                        3          3              6 
 Goodwill impairment                                                        -          -          1,700 
 Intangible asset amortisation                                            204         49            124 
 (Profit)/loss on disposal of property, plant and equipment              (28)       (11)            215 
 Release of contingent consideration                                        -          -        (2,090) 
 Business combination expenses                                            117          -          1,299 
 Net expense on share based payments                                      556        127            485 
 Other non-cash adjustments                                               112        145          (222) 
 Finance costs: 
 Interest income                                                        (182)       (95)          (176) 
 Interest expense and borrowing costs                                     605        448            901 
 Share of profit from associates and joint ventures                   (2,140)    (1,708)        (2,813) 
 IAS19 income statement charge (excluding interest)                         -          -             59 
 Changes in working capital (excluding the effects of 
  acquisitions): 
 Increase in inventories                                              (6,127)    (3,791)        (2,379) 
 Increase in receivables                                              (9,623)    (8,677)          (383) 
 Increase in payables                                                  10,752      9,371          4,402 
 Cash generated from continuing operations                              6,947      6,057         15,094 
------------------------------------------------------------  ---------------  ---------  ------------- 
 
 

17. Related party transactions

The Group's significant related parties are its associates and joint ventures, as disclosed in the Annual Report and Accounts 2017.

Transactions and balances with the associates and joint ventures were all undertaken on an arm's length basis in the normal course of business and are as follows:

 
                                             Rent         Net management          Interest                    Amounts 
                Sales      Purchases      receivable          charges            receivable       Amounts       owed 
                  to          from           from            from/(to)              from          owed from      to 
               GBP'000      GBP'000        GBP'000           GBP'000              GBP'000         GBP'000     GBP'000 
------------  --------  ---------------  -----------  ---------------------  -----------------  -----------  --------- 
 26 weeks 
  to 
  3 March 2018 
 Associates        427         (56,318)           10                      4                 37          850      (153) 
 Joint 
  ventures         300            (757)            -                    163                  -        1,720       (82) 
 
 26 weeks 
  to 
  4 March 
  2017 
 Associates        485         (51,644)           10                   (18)                  -          164   (21,804) 
 Joint 
  ventures         211            (529)            -                     90                  -        1,889      (151) 
------------  --------  ---------------  -----------  ---------------------  -----------------  -----------  --------- 
 

1Adjusted results are after adding back amortisation of intangible assets and non-recurring items including acquisition costs

2Adjusted results are after adding back amortisation of intangible assets and non-recurring items including acquisition costs

(3) Adjusted results are after adding back amortisation of intangible assets and non-recurring items including acquisition costs

(4) Earnings before interest, tax, depreciation, amortisation and non-recurring items (and before profit/(loss) on the disposal of property, plant and equipment)

(5) Adjusted results are after adding back amortisation of intangible assets and non-recurring items including acquisition costs

(6) Earnings before interest, tax, depreciation, amortisation and non-recurring items (and before profit/(loss) on the disposal of property, plant and equipment)

(7) Adjusted results are after adding back amortisation of intangible assets and non-recurring items including acquisition costs

This information is provided by RNS

The company news service from the London Stock Exchange

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