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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Creightons Plc | LSE:CRL | London | Ordinary Share | GB0002341666 | 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% | 25.00 | 23.00 | 27.00 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Perfume,cosmetic,toilet Prep | 58.57M | 514k | 0.0075 | 33.33 | 17.11M |
From Apr 2021 to Apr 2024
TIDMCRL
RNS Number : 9784W
Creightons PLC
30 December 2021
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMED
Creightons plc
Unaudited interim financial report
for the six months ended 30 September 2021
Interim Dividend Declaration
Financial highlights
-- Excellent progress in offsetting the loss of the "one off" GBP11.54m hygiene sales over the same period in the previous year.
-- The above success contained the overall sales reduction to GBP2.37m (7.3%). -- The total net sales for the six months were GBP30.00m (2020: GBP32.37m). -- Gross margin percentage increased by 3.4% to 42.7% (2020: 39.3%).
-- The success in closing the GBP11.54m hygiene gap limited the negative impact on operating profit before exceptional costs to GBP0.42m (13.9%). The operating profit before exceptional costs was GBP2.60m (2020: GBP3.01m).
-- Operating profit before exceptional costs as a percentage of sales decreased by 0.7% to 8.6% (2020: 9.3%).
-- Profit after tax as a percentage of sales decreased by 0.9% to 6.6% (2020: 7.5%). -- Diluted EPS 2.61p (2020: 3.31p). -- Short term borrowings and loans of GBP2.90m (2020: Positive net cash on hand of GBP2.38m). -- Interim dividend of 0.15p per ordinary share to be paid in February 2022 (2020: 0.15p).
Operational highlights
-- Better than expected success in replacing the previous year's "one off" hygiene sales generated by the Covid-19 pandemic which were a total of GBP14.59m in the previous full year to March 2021. These hygiene sales were very significant so to have substantially replaced in the first half by growth in core sales across branded, private label and contract business units before the full impact of recent acquisitions reflects the underlying strength and momentum of the business.
-- Successfully completed acquisition of two businesses; Emma Hardie and Brodie & Stone. Their integration is progressing well and the full benefits will emerge by the beginning of the new financial year.
-- The global supply chain issues and raw material cost although challenging are being managed proactively by our team. The management team have developed a real-time cost indexing system which monitors all cost increases. This system facilitates a timely and proactive dialogue with retailers justifying price increases.
-- Costs of Covid 19 defences very much reduced compared to previous year - however management remain vigilant in the face of the ongoing Covid-19 threat.
Chairman's statement
I am pleased to report that the Group has made significant progress in growing its core business during the first half year ended 30 September 2021. Core sales have increased by GBP8.37m (40.2%) which has substantially replaced the Covid-19 related hygiene sales which were a once off feature of the previous half year. We have also successfully completed two acquisitions in the period - Emma Hardie and Brodie & Stone - which will further strengthen the underlying branded business. The Group's performance is a tribute to the agility and resilience of the teams who have again demonstrated the ability to take advantage of available opportunities and manage potential risks.
Sales and margin
Revenue from core business excluding hygiene and acquisitions increased by GBP8.37m to GBP29.21m (2020: GBP20.84m). Overall Group sales were GBP30.00m for the six months ended 30 September 2021 (2020: GBP32.37m) a reduction of GBP2.37m (7.3%). Sales of hygiene products which were a short term feature of the previous year declined by GBP11.54m. We have been successful in substantially replacing the once off hygiene sales by growth in each of the three business units. Branded sales (excluding hygiene and acquisitions) increased by 47.0% from GBP5.47m to GBP8.04m with a strong performance from Feather & Down and Balance Active brands. Private label sales have increased from GBP10.76m to GBP13.09m and have returned to pre-Covid levels with the re-opening of the High street and the addition of a large contract with a key grocer. Contract manufacturing sales have increased from GBP4.60m to GBP8.08m with all major customers responding to increased consumer demand. Sales of Emma Hardie GBP0.77m and Brodie & Stone GBP0.02m have been included from the dates of acquisition of 28(th) July 2021 and 24(th) September 2021 respectively.
Our gross margin was 42.7% in the six months to 30 September 2021 (2020: 39.3%). The main reasons for the increase in margin are a reduction in Covid-19 related costs from the prior period including, reductions in costs related to the airfreighting, reduction in stock provisions set aside relating to hygiene products and a reduction in additional employee welfare cost together with a return to normal levels of productivity.
Overheads
Distribution costs have decreased by 2.3% to GBP1.67m (2020: GBP1.71m) and now represent 5.5% of sales (2020: 5.3%). The overall cost reduction is driven by the reduction in revenue. Underlying costs associated with outsourcing the warehousing are increasing in line with domestic supply pressures. Most of our total finished good's stocks are now stored at third parties.
Administration costs have increased by 6.9% to GBP8.55m (2020: GBP8.00m) with costs increasing to manage the significant increase in core activity over the period. We are continuing to strengthen the management structure through a number of senior appointments to position the Group for future growth and have awarded pay increases to employees in the period.
Overheads include GBP0.09m (2020: GBP0.34m) of additional employee-welfare costs associated with Covid-19.
Acquisition costs
Acquisition costs of GBP0.22m in relation to the purchase of Emma Hardie and Brodie & Stone have been charged to the income statement as exceptional costs during the period.
Operating profit before exceptional costs
Operating profit before exceptional costs was GBP2.60m (2020: GBP3.01m), which represents a decrease of GBP0.42m (13.9%). The reduction in overall sales together with the increased overhead costs results in an operating profit margin before exceptional costs of 8.6% (2020: 9.3%).
Tax
The tax charge provided in the accounts of GBP0.28m (2020: GBP0.48m) represents a rate of 12.3% (2020: 16.4%).
Earnings per share
The result of the above, including the issue of equity on the two acquisitions of 2.6m shares, is a reduction in the diluted earnings per share to 2.61p (2020: 3.31p) a decrease of 21.1%.
Dividend Payments
The Board confirms that it will be paying an interim dividend of 0.15 pence per ordinary share (2020: 0.15 pence per ordinary share), reflecting the continued strong performance of the Group to 30 September 2021. This will be paid in February 2022. This is in addition to the final dividend of 0.50 pence per ordinary share paid in October 2021 (2020: 0.50 pence per ordinary share). The total payment in relation to the dividend paid in October 2021 was GBP0.32m (2020: GBP0.32m).
Working capital
Short term borrowings and loans of GBP2.90m (2020: net cash on hand GBP2.38m). The reduction in net cash on hand is mainly due to the cash utilised to finance the two recent acquisitions which resulted in cash outflows in the period of GBP7.53m. The company has access to cash by way of an invoicing finance facility that is currently in place and could support the cash position by up to a further GBP5m. Also, we have increased our investment in working capital in the period with increase in inventories of 43.7% and trade debtors of 19.3% including the working capital from acquisitions. Trade debtors have increased due to the profile of revenue throughout the period. The second half of the year will see these levels fall as the cash is received. Trade and other payables remain fairly consistent. Borrowings have increased due to utilisation of an overdraft and invoice financing facility. A term loan of GBP3.00m to be repaid over four years has been drawn in the period to fund the investment in acquisitions.
Brexit
Brexit has occurred and has resulted in some increased long-term costs associated with the regulatory management and import and export administration. These have not materially impacted upon the Group's performance.
Covid-19
The Group has continued to respond to the challenges presented by Covid-19 and has ensured continuity of supply to our customers and maintained uninterrupted production at our Peterborough and Tiverton facilities. The sales of hygiene products which were a feature of the previous year's sales have not repeated in the current year.
We will continue to remain vigilant and responsive in the face of the evolving threat from Covid-19 including the Omicron variant, prioritising the health and safety of our employees.
Supply chain
The Group has again demonstrated its ability to respond to market events and opportunities by replacing one off hygiene sales with growth in its core underlying business and the completion of two acquisitions. In common with many UK businesses, we have experienced global supply chain pressures throughout the period which have manifested in the form of delayed deliveries from suppliers, higher input and overhead costs. We have successfully managed these issues in the period and maintained supply to our customers. These pressures are expected to continue into the second half and we will continue to be proactive in our response to these challenges. In particular we will seek out new opportunities and endeavour to mitigate any price increases through price recovery, product reengineering, alternative sourcing and other cost control measures.
I would like to take this opportunity to thank each and every one of the Group's employees who have continued to pull together through an exceptionally difficult period to enable the Group to deliver a strong trading performance. I would also like to thank our customers, shareholders and suppliers for their support and loyalty to the Group.
W O McIlroy
Executive Chairman 29 December 2021
Responsibility statement
The names and functions of the Directors of the Company are as follows:
William O McIlroy Executive Chairman and Chief Executive Bernard JM Johnson Executive Managing Director Nicholas DJ O'Shea Non-executive Director and Group Company Secretary William T Glencross Non-executive Director Martin Stevens Deputy Managing Director Philippa Clark Deputy Managing Director Paul Forster Non-executive Director
The Board confirms that to the best of its knowledge the condensed set of financial statements gives a true and fair view of the assets and liabilities, financial position and profit of the Group and has been prepared in accordance with IAS 34 'Interim Financial Reporting', as endorsed by the UK and that the interim management report includes a fair review of the information required by the Disclosure and Transparency Rules as issued by the Financial Conduct Authority, namely:
-- DTR 4.2.7: An indication of important events that have occurred during the first six months of the financial year, 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.
-- DTR 4.2.8: Details of related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the enterprise during that period. Together with any changes in the related parties transactions described in the last annual report that could have a material effect on the enterprise in the first six months of the current financial year.
Going Concern
The directors are pleased to report that the Group continues to meet its debt obligations and expects to operate comfortably within its available borrowing facilities. The Group's cash on hand at 30 November 2021 is GBP0.27m. A reduction in revenue of 33%, which is significantly more severe than was seen in the first two months of the Covid-19 pandemic, without management tackling current overhead levels, over the next 12 months, would not fully utilise the Group's available working capital resources. The directors have therefore formed a judgement, at the time of approving the financial statements, that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future being at least twelve months from the date of this report. For this reason, the directors continue to adopt the going concern basis in preparing the financial statements.
By order of the Board
Nicholas O'Shea
Company Secretary and Director 29 December 2021
Principal risks and uncertainties
The Board regularly monitors exposure to key risks, such as those related to production efficiencies, cash position and competitive position relating to sales. It has also taken account of the economic situation over the past 6 months, and the impact that has had on costs and consumer purchases.
It also monitors those risks not directly or specifically financial, but capable of having a major impact on the business's financial performance if there is any failure, such as product contamination and manufacture outside specification, maintenance of satisfactory levels of customer and consumer service, accident ratios, failure to meet environmental protection standards or any of the areas of regulation mentioned above.
The principal risks and uncertainties and their associated mitigating and monitoring controls which may affect the Group's performance in the next six months are consistent with those detailed in the Annual Report and Financial Statements 2021. The main two risks facing the Group relate to the Covid-19 pandemic and the global and domestic supply chain issues, which are covered in detail in the Chairman's statement.
Creightons plc
Unaudited interim financial report
for the six months ended 30 September 2021
Consolidated income statement - unaudited
Hot Features
Premium
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
Note GBP000 GBP000 GBP000
----- -------------- -------------- ------------
Revenue 30,005 32,375 61,605
----- -------------- -------------- ------------
Cost of sales (17,201) (19,650) (36,623)
----- -------------- -------------- ------------
Gross profit 12,804 12,725 24,982
----- -------------- -------------- ------------
Distribution costs (1,662) (1,713) (3,353)
----- -------------- -------------- ------------
Administrative expenses (8,547) (7,998) (16,236)
----- -------------- -------------- ------------
Operating profit - before
exceptional costs 2,595 3,014 5,393
----- -------------- -------------- ------------
Exceptional costs - acquisition (221) - -
expenses
----- -------------- -------------- ------------
Operating profit 2,374 3,014 5,393
----- -------------- -------------- ------------
Finance costs 6 (108) (119) (222)
----- -------------- -------------- ------------
Profit before tax 2,266 2,895 5,171
----- -------------- -------------- ------------
Taxation 4 (278) (475) (837)
----- -------------- -------------- ------------
Profit for the year from operations
attributable to the equity
shareholders of the parent
Company 1,988 2,420 4,334
------------------------------------- ----- -------------- -------------- ------------
Dividends
Note Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
Paid in year (GBP000) - - 421
-------------- -------------- ------------
Paid in year (pence per share) - - 0.65p
-------------- -------------- ------------
Proposed (GBP000) 98 97 324
-------------- -------------- ------------
Proposed (pence per share) 0.15p 0.15p 0.50p
-------------- -------------- ------------
Earnings per share
Note Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
Basic 3 3.05p 3.74p 6.69p
----- -------------- -------------- ------------
Diluted 2.61p 3.31p 5.89p
----- -------------- -------------- ------------
Consolidated statement of comprehensive income - Unaudited
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
GBP000 GBP000 GBP000
---- -------------- -------------- ------------
Profit for the year 1,988 2,420 4,334
-------------- -------------- ------------
Items that may be subsequently
reclassified to profit and
loss:
---- -------------- -------------- ------------
Exchange differences on translating
foreign operations (39) (33) 9
-------------- -------------- ------------
Other comprehensive income
for the year (39) (33) 9
-------------- -------------- ------------
Total comprehensive income
for the year attributable
to the equity shareholders
of the parent 1,949 2,387 4,343
------------------------------------------- -------------- -------------- ------------
Consolidated balance sheet - unaudited
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
Note GBP000 GBP000 GBP000
----- -------------- -------------- ------------
Non-current assets
----- -------------- -------------- ------------
Goodwill 331 331 331
----- -------------- -------------- ------------
Other intangible assets 8 10,951 940 818
----- -------------- -------------- ------------
Property, plant and equipment 6,012 6,011 5,857
----- -------------- -------------- ------------
Right-of-use assets 977 1,023 1,090
----- -------------- -------------- ------------
Deferred tax asset 503 59 339
----- -------------- ------------
18,774 8,364 8,435
----- -------------- -------------- ------------
Current assets
----- -------------- -------------- ------------
Inventories 13,178 9,170 8,318
----- -------------- -------------- ------------
Trade and other receivables 15,608 13,087 10,236
----- -------------- -------------- ------------
Cash and cash equivalents 1,013 2,751 6,558
----- -------------- -------------- ------------
29,799 25,008 25,112
----- -------------- -------------- ------------
Total assets 48,573 33,372 33,547
----- -------------- -------------- ------------
Current liabilities
----- -------------- -------------- ------------
Trade and other payables 12,192 10,800 9,177
----- -------------- -------------- ------------
Corporation tax payable 200 428 329
----- -------------- -------------- ------------
Lease liabilities 249 206 237
----- -------------- -------------- ------------
Borrowings 3,669 162 166
----- -------------- -------------- ------------
Deferred and contingent consideration 7 1,628 - -
----- -------------- -------------- ------------
17,938 11,596 9,909
----- -------------- -------------- ------------
Net current assets 11,861 13,412 15,203
----- -------------- -------------- ------------
Non-current liabilities
----- -------------- -------------- ------------
Lease liabilities 777 870 906
----- -------------- -------------- ------------
Borrowings 4,827 2,735 2,646
----- -------------- -------------- ------------
5,604 3,605 3,552
----- -------------- -------------- ------------
Total liabilities 23,542 15,201 13,461
----- -------------- -------------- ------------
Net assets 25,031 18,171 20,086
----- -------------- -------------- ------------
Equity
----- -------------- -------------- ------------
Share capital 675 647 648
----- -------------- -------------- ------------
Share premium account 3,886 1,406 1,410
----- -------------- -------------- ------------
Other reserves 25 25 25
----- -------------- -------------- ------------
Translation reserve (9) (12) 30
----- -------------- -------------- ------------
Retained earnings 20,454 16,105 17,973
----- -------------- -------------- ------------
Total equity attributable
to the equity shareholders
of the parent Company 25,031 18,171 20,086
--------------------------------------- ----- -------------- -------------- ------------
Statement of changes in shareholders' equity - unaudited
Share Share Other Translation Retained Total
capital premium reserves reserve earnings equity
account
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
--------- --------- ---------- ------------ ---------- --------
At 1 April 2020 647 1,406 25 21 13,467 15,566
--------- --------- ---------- ------------ ---------- --------
Comprehensive income for
the six months ended 30
September 2020
--------- --------- ---------- ------------ ---------- --------
Profit for the six months
ended 30 September 2020 - - - - 2,420 2,420
--------- --------- ---------- ------------ ---------- --------
Exchange differences on
translation of foreign operations - - - (33) - (33)
--------- --------- ---------- ------------ ---------- --------
Total comprehensive income
for the six months ended
30 September 2020 - - - (33) 2,420 2,387
--------- --------- ---------- ------------ ---------- --------
Contributions by and distributions
to owners
--------- --------- ---------- ------------ ---------- --------
Share-based payment charge - - - - 80 80
--------- --------- ---------- ------------ ---------- --------
Deferred tax through Equity - - - - 138 138
--------- --------- ---------- ------------ ---------- --------
Dividends - - - - - -
--------- --------- ---------- ------------ ---------- --------
Total contributions by and
distributions to owners - - - - 218 218
--------- --------- ---------- ------------ ---------- --------
At 30 Sept 2020 647 1,406 25 (12) 16,105 18,171
--------- --------- ---------- ------------ ---------- --------
Comprehensive income for
the six months ended 30
March 2021
--------- --------- ---------- ------------ ---------- --------
Profit for the six months
ended 31 March 2021 - - - - 1,914 1,914
--------- --------- ---------- ------------ ---------- --------
Exchange differences on
translation of foreign operations - - - 42 - 42
--------- --------- ---------- ------------ ---------- --------
Total comprehensive income
for the six months ended
31 March 2021 - - - 42 1,914 1,956
--------- --------- ---------- ------------ ---------- --------
Contributions by and distributions
to owners
--------- --------- ---------- ------------ ---------- --------
Exercise of options 1 4 - - - 5
--------- --------- ---------- ------------ ---------- --------
Share-based payment charge - - - - 115 115
--------- --------- ---------- ------------ ---------- --------
Deferred tax through Equity - - - - 260 260
--------- --------- ---------- ------------ ---------- --------
Dividends - - - - (421) (421)
--------- --------- ---------- ------------ ---------- --------
Total contributions by and
distributions to owners 1 4 - - (46) (41)
--------- --------- ---------- ------------ ---------- --------
At 31 March 2021 648 1,410 25 30 17,973 20,086
--------- --------- ---------- ------------ ---------- --------
Comprehensive income for
the six months ended 30
September 2021
--------- --------- ---------- ------------ ---------- --------
Profit for the six months
ended 30 September 2021 - - - - 1,988 1,988
--------- --------- ---------- ------------ ---------- --------
Exchange differences on
translation of foreign operations - - - (39) - (39)
--------- --------- ---------- ------------ ---------- --------
Total comprehensive income
for the six months ended
30 September 2021 - - - (39) 1,988 1,949
--------- --------- ---------- ------------ ---------- --------
Contributions by and distributions
to owners
--------- --------- ---------- ------------ ---------- --------
Exercise of options - - - - - -
--------- --------- ---------- ------------ ---------- --------
Issue of shares 27 2,476 - - - 2,503
--------- --------- ---------- ------------ ---------- --------
Share-based payment charge - - - - 165 165
--------- --------- ---------- ------------ ---------- --------
Deferred tax through Equity - - - - 328 328
--------- --------- ---------- ------------ ---------- --------
Dividends - - - - - -
--------- --------- ---------- ------------ ---------- --------
Total contributions by and
distributions to owners 27 2,476 - - 493 2,996
--------- --------- ---------- ------------ ---------- --------
At 30 Sept 2021 675 3,886 25 (9) 20,454 25,031
--------- --------- ---------- ------------ ---------- --------
Consolidated cash flow statement - unaudited
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
GBP000 GBP000 GBP000
---- -------------- -------------- ------------
Profit from operations 2,374 3,014 5,393
-------------- -------------- ------------
Adjustments for:
---- -------------- -------------- ------------
Depreciation on property,
plant and equipment 432 395 846
-------------- -------------- ------------
Depreciation on right of use
assets 113 97 206
-------------- -------------- ------------
Amortisation of intangible
assets 209 252 497
-------------- -------------- ------------
Loss on disposal of property,
plant and equipment 10 - 4
-------------- -------------- ------------
Loss on disposal of Right-of-use
asset - - 5
------------------------------------------- -------------- -------------- ------------
Share based payment charge 165 80 195
-------------- -------------- ------------
3,303 3,838 7,146
------------------------------------------ -------------- -------------- ------------
Increase in inventories (3,211) (1,776) (924)
-------------- -------------- ------------
Increase in trade and other
receivables (3,931) (4,219) (1,369)
-------------- -------------- ------------
Increase in trade and other
payables 1,894 2,960 1,337
-------------- -------------- ------------
Taxation paid (291) (174) (684)
-------------- -------------- ------------
Net cash from operating activities (2,236) 629 5,506
-------------- -------------- ------------
Investing activities
---- -------------- -------------- ------------
Purchase of property, plant
and equipment (608) (450) (869)
-------------- -------------- ------------
Purchase of right of use assets - - (34)
------------------------------------------- -------------- -------------- ------------
Proceeds from sale and lease
back (IAS 17) - - 174
-------------- -------------- ------------
Purchase of intangible assets (167) (221) (344)
-------------- -------------- ------------
Repayment of debt - Brodie (489) - -
& Stone
---- -------------- -------------- ------------
Acquisition of Brodie & Stone (2,807) - -
---- -------------- -------------- ------------
Repayment of debt - Emma Hardie (1,457) - -
---- -------------- -------------- ------------
Acquisition of Emma Hardie (2,775) - -
---- -------------- -------------- ------------
Proceeds on disposal of investments - - -
---- -------------- -------------- ------------
Net cash used in investing
activities (8,303) (671) (1,073)
-------------- -------------- ------------
Financing activities
---- -------------- -------------- ------------
Proceeds on issue of shares - - 5
-------------- -------------- ------------
Principal paid on lease liabilities (116) (92) (188)
-------------- -------------- ------------
Interest on leases liabilities (62) (68) (139)
-------------- -------------- ------------
Interest paid on mortgage
loan (44) (47) (89)
-------------- -------------- ------------
Interest paid on overdrafts
and loans (2) (4) (4)
-------------- -------------- ------------
Increase in invoice financing 1,344 - -
utilisation
---- -------------- -------------- ------------
Increase/(decrease) of overdraft 948 (554) (554)
-------------- -------------- ------------
Draw down of loan facility 3,000 - -
---- -------------- -------------- ------------
Repayment on mortgage loan
facility (82) (79) (164)
-------------- -------------- ------------
Dividends paid to owners of
the parent - - (421)
-------------- -------------- ------------
Net cash used in financing
activities 4,986 (844) (1,554)
-------------- -------------- ------------
Net decrease in cash and cash
equivalents (5,553) (886) 2,879
-------------- -------------- ------------
Cash and cash equivalents
at start of year 6,558 3,670 3,670
-------------- -------------- ------------
Effect of foreign exchange
rate changes 8 (33) 9
-------------- -------------- ------------
Cash and cash equivalents
at end of year 1,013 2,751 6,558
-------------- -------------- ------------
Notes to the unaudited interim financial report
1. Basis of preparation
The interim financial statements for the six months ended 30 September 2020 and 30 September 2021 and for the twelve months ended 31 March 2021 do not constitute statutory accounts for the purposes of Section 434 of the Companies Act 2006. The Annual Report and Financial Statements for the year ended 31 March 2021 have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Financial Statements for the year ended 31 March 2021 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under sections 498(2) or 498(3) of the Companies Act 2006. The 30 September 2021 statements were approved by the Board of Directors on 29 December 2021. This unaudited interim report has not been audited or reviewed by auditors pursuant to the Financial Reporting Council guidance on Review of Interim Financial Information.
The condensed financial statements in this Interim Report have been prepared in accordance with the requirements of IAS 34 'Interim Financial Reporting' as endorsed by the UK.
As required by the Disclosure and Transparency Rules of the UK's Financial Conduct Authority, the condensed set of financial statements has been prepared by applying the accounting policies and presentation that were applied in the preparation on the Company's published consolidated financial statements for the year ended 31 March 2021, which were prepared in accordance with International Financial Reporting Standards as endorsed by the UK.
The condensed interim financial statements for the six months ended 30 September 2021 and the comparative figures for the six months ended 30 September 2020 are unaudited. The figures for the year ended 31 March 2021 have been extracted from the Annual Report on which the Auditors issued an unqualified audit report and which have been filed with the Registrar of Companies.
2. Significant accounting policies
Business combinations
Acquisition of subsidiaries and businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of assets transferred to the Group, less liabilities incurred in exchange for control of the entity acquired. Acquisition related costs are recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their fair value, except:
-- deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements that are recognised and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively; and
-- assets that are classified as held for sale in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations are measured in accordance with that standard.
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquired entity, and the fair value of the acquirer's previously held equity interests in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interest in the acquired entity and the fair value of the acquirer's previously held interests in the acquired entity (if any), the excess is recognised immediately in profit or loss as a purchase gain.
Adoption of new and revised accounting standards
No new standards impacting on the Group have been adopted in its financial statements for the year ended 31 March 2021 or the interims ended 30 September 2021.
There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early. The Group does not expect any of the standards issued by the IASB, but not yet effective, to have a material impact on the Group.
3. Earnings per share
The calculation of the basic and diluted earnings per share is based on the following data:
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
GBP000 GBP000 GBP000
---- -------------- -------------- ------------
Earnings
---- -------------- -------------- ------------
Net profit attributable to
the equity holders of the
parent company 1,988 2,420 4,334
-------------- -------------- ------------
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
Number Number Number
---- -------------- -------------- ------------
Number of shares
---- -------------- -------------- ------------
Weighted average number of
ordinary shares for the purposes
of basic earnings per share 65,196,505 64,746,143 64,757,807
----------------------------------------- -------------- -------------- ------------
Effect of dilutive potential
ordinary shares relating
to share options 10,915,679 8,356,145 8,788,756
-------------- -------------- ------------
Weighted average number of
ordinary shares for the purposes
of diluted earnings per share 76,112,184 73,102,288 73,546,563
-------------- -------------- ------------
4. Taxation
Six months Six months Year ended
ended 30 ended 30 September 31 March
September 2020 2021
2021
(Unaudited) (Unaudited) (Audited)
----
GBP000 GBP000 GBP000
---- -------------- -------------------- ------------
Current tax 162 441 782
-------------- -------------------- ------------
Deferred tax liability 116 34 55
-------------- -------------------- ------------
Total 278 475 837
-------------- -------------------- ------------
5. Notes to cash flow statement
Analysis of changes in net debt
6 months ended 30 September Overdraft Invoice Mortgage Total
2021 Financing & Term Loan
GBP000 GBP000 GBP000 GBP000
---------- ----------- ------------- -------
At 1 April 2021 - - 2,812 2,812
---------- ----------- ------------- -------
Cash flows 948 1,818 2,874 5,640
---------- ----------- ------------- -------
Interest accruing - - 44 44
---------- ----------- ------------- -------
At 30 September 2021 948 1,818 5,730 8,496
----------------------------- ---------- ----------- ------------- -------
6 months ended 30 September Overdraft Invoice Mortgage Total
2020 Financing
GBP000 GBP000 GBP000 GBP000
---------- ----------- ------------- -------
At 1 April 2020 554 - 2,975 3,529
---------- ----------- ------------- -------
Cash flows (554) - (126) (680)
---------- ----------- ------------- -------
Interest accruing - - 47 47
---------- ----------- ------------- -------
At 30 September 2020 - - 2,896 2,896
----------------------------- ---------- ----------- ------------- -------
12 months ended 31 March Overdraft Invoice Mortgage Total
2021 Financing
GBP000 GBP000 GBP000 GBP000
---------- ----------- ------------- -------
At 1 April 2020 554 - 2,975 3,529
---------- ----------- ------------- -------
Cash flows (554) - (252) (806)
---------- ----------- ------------- -------
Interest accruing - - 89 89
---------- ----------- ------------- -------
At 31 March 2021 - - 2,812 2,812
----------------------------- ---------- ----------- ------------- -------
6. Finance costs
Six months Six months Year ended
ended 30 ended 30 31 March
September September 2021
2021 2020
(Unaudited) (Unaudited) (Audited)
GBP000 GBP000 GBP000
---- -------------- -------------- ------------
Interest on bank overdrafts
and loans 2 4 4
-------------- -------------- ------------
Interest on mortgage 44 47 79
-------------- -------------- ------------
Interest on lease liabilities 62 68 139
-------------- -------------- ------------
Total 108 119 222
-------------- -------------- ------------
7. Business combinations
The provisional amounts recognised in respect of the estimated fair value of identifiable assets and liabilities for the acquisitions made during the six months to September 2021 was:
Brodie and Emma Hardie Total
Stone Limited Limited
Fair value Fair value Fair value
--------------- ------------ -----------
GBP000 GBP000 GBP000
--------------- ------------ -----------
Property, plant and equipment - 1 1
--------------- ------------ -----------
Intangible assets - 58 58
--------------- ------------ -----------
Inventory 304 1,344 1,648
--------------- ------------ -----------
Trade receivable 434 758 1,192
--------------- ------------ -----------
Other debtors - 249 249
--------------- ------------ -----------
Cash at bank - 85 85
--------------- ------------ -----------
Borrowings (463) (474) (937)
--------------- ------------ -----------
Trade payables (141) (426) (567)
--------------- ------------ -----------
Taxation and social security (19) (93) (112)
--------------- ------------ -----------
Other creditor (242) (1,225) (1,467)
--------------- ------------ -----------
Redemption of C shares - (544) (544)
--------------- ------------ -----------
Total net assets (127) (267) (394)
--------------- ------------ -----------
Intangible assets on business combination
- Brand value 4,980 5,127 10,107
--------------- ------------ -----------
Total consideration due 4,853 4,860 9,713
--------------- ------------ -----------
The consideration was satisfied
as follows:
--------------- ------------ -----------
Cash consideration 2,807 2,775 5,582
--------------- ------------ -----------
Property retention 700 - 700
--------------- ------------ -----------
Deferred consideration 200 84 284
--------------- ------------ -----------
Contingent consideration - 644 644
--------------- ------------ -----------
Share issue 1,146 1,357 2,503
--------------- ------------ -----------
4,853 4,860 9,713
--------------- ------------ -----------
Business combinations made in 2021
Emma Hardie
On 28th July 2021, the Group acquired 100% of the issued share capital of Emma Hardie Limited. Total consideration was GBP4.86m, of which GBP2.77m was paid in cash, GBP1.36m was settled by the issue of 1,600,000 shares in Creightons PLC at a price of GBP0.8478 per share, and there was GBP0.084m of deferred consideration and a further GBP0.644m in contingent consideration. There was cash acquired of GBP0.09m and debt acquired at fair value of GBP2.34m.
The contingent consideration of GBP0.644m relates to the share issue on acquisition of Emma Hardie Limited. The company has guaranteed to the sellers of Emma Hardie Limited a share price for Creightons PLC at GBP1.25 per share as at 28th July 2022. The contingent consideration has been accrued based on the difference between GBP1.25 and the market price on date of acquisition.
The provisional fair value of acquired intangible assets is GBP5.13m and relates to the Emma Hardie brand acquired. The intangible asset is deemed to have an indefinite useful life so no amortisation is charged but will be subject to an annual impairment review.
Brodie & Stone
On 24th September 2021, the Group acquired 100% of the issued share capital of Brodie and Stone Holdings Limited, and its wholly owned subsidiary Brodie and Stone International Limited. Total consideration was GBP4.85m, of which GBP2.81m was paid in cash, GBP1.15m was settled by the issue of 1,000,000 shares in Creightons PLC at a price of GBP1.146 per share, GBP0.70m in relation to a property retention payment paid in October, and there was GBP200k of deferred consideration. There was no cash acquired and debt acquired at fair value of GBP0.72m.
The provisional fair value of acquired intangible assets is GBP4.98m and relates to various brands acquired. The intangible asset is deemed to have an indefinite useful life so no amortisation is charged but will be subject to an annual impairment review.
8. Other intangible assets
Note Computer Intellectual Product Brand Total
software property development
costs
GBP000 GBP000 GBP000 GBP000 GBP000
----- ----------------- ---------------- ----------------- ---------------- ------------
Cost
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2020 251 10 2,847 508 3,616
----- ----------------- ---------------- ----------------- ---------------- ------------
Additions 2 - 219 - 221
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2020 253 10 3,066 508 3,837
----- ----------------- ---------------- ----------------- ---------------- ------------
Additions 9 - 114 - 123
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2021 262 10 3,180 508 3,960
----- ----------------- ---------------- ----------------- ---------------- ------------
Additions 5 2 - 233 10,107 10,342
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2021 264 10 3,413 10,615 14,302
----- ----------------- ---------------- ----------------- ---------------- ------------
Accumulated
amortisation
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2020 167 - 2,478 - 2,645
----- ----------------- ---------------- ----------------- ---------------- ------------
Amortisation in
period 14 - 238 - 252
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2020 181 - 2,716 - 2,897
----- ----------------- ---------------- ----------------- ---------------- ------------
Amortisation in
period 14 - 231 - 245
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2021 195 - 2,947 - 3,142
----- ----------------- ---------------- ----------------- ---------------- ------------
Amortisation in
period 14 - 195 - 209
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2021 209 - 3,142 - 3,351
----- ----------------- ---------------- ----------------- ---------------- ------------
Carrying value
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2020 84 10 369 508 971
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2020 72 10 350 508 940
----- ----------------- ---------------- ----------------- ---------------- ------------
At 31 March 2021 67 10 233 508 818
----- ----------------- ---------------- ----------------- ---------------- ------------
At 30 September
2021 55 10 271 10,615 10,951
----- ----------------- ---------------- ----------------- ---------------- ------------
9. Related party transactions
The related party transactions that occurred in the six months ended 30 September 2021 are not materially different in size or nature to those reported in the Company's Annual Report for the year ended 31 March 2021.
10. Availability of Interim Report
The Interim Report is being made available to shareholders on the Company website www.creightonsplc.com. Further copies can be obtained from the Company's Registered Office, 1210 Lincoln Road, Peterborough, PE4 6ND.
Interim Dividend Declaration
Creightons plc wishes to confirm that the Company has declared and will pay an interim dividend of 0.15p per ordinary share as per the timetable below:
Ex-dividend date Thursday 13 January 2022 Record date Friday 14 January 2022 Payment date Friday 11 February 2022
For more information:
Nicholas O'Shea, Director, Creightons plc 01733 281000 Roland Cornish, Beaumont Cornish Limited 0207 628 3396
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