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DRV Driver Group Plc

26.00
0.00 (0.00%)
24 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Driver Group Plc LSE:DRV London Ordinary Share GB00B0L9C092 ORD 0.4P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 26.00 24.00 28.00 26.00 26.00 26.00 6,086 07:37:29
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Heavy Construction, Nec 42.63M -336k -0.0064 -40.63 13.66M

Driver Group plc Preliminary Results (2774W)

10/12/2019 7:00am

UK Regulatory


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TIDMDRV

RNS Number : 2774W

Driver Group plc

10 December 2019

10 December 2019

DRIVER GROUP PLC

("Driver" or "the Group")

Dividend and Preliminary Results

Driver Group PLC (AIM: DRV), the global professional services consultancy to construction and engineering industries, is pleased to announce the dividend for the full year and its results for the financial year ended 30 September 2019.

The final dividend for the full year of 0.75 pence per share will be paid on 20 March 2020 to shareholders who are on the register of members at the close of business on 21 February 2020, with an ex-dividend date of 20 February 2020 subject to approval at the AGM.

Financial & Operational Highlights

Driver has delivered a robust set of results for the full year, with decent revenue and good profitability for the period, as a result of a markedly improved performance in the second half of the year following a challenging first six months.

   --      Revenue decreased 7% to GBP58.5m (2018: GBP62.6m) 
   --      Underlying*profit before taxation decreased by 22% to GBP3.0m (2018: GBP3.8m) 
   --      Profit for the year increased to GBP2.7m (2018: GBP2.2m) 

-- Net Cash** decreased after funding share buy-back programme and dividend payment totalling GBP1.3m to GBP5.4m (2018: GBP6.9m)

   --      Earnings per share increased to 5.2p (2018: 4.0p) 
   --      Utilisation decreased to 76.8% (2018: 80.0%) 
   --      Prompt actions taken to rationalise & reduce cost base in APAC and ME regions to 

reflect lower activity levels

   --      Another good year in EuAm with both profits and revenues increased 
   --      Increased global footprint by opening office in Riyadh to develop KSA market 

-- Growth of Diales brand still a key strategy with recent appointment of a new Head of Diales in the Middle East and new experts in the UK

-- Development of software solutions to enhance data management and analysis as part of the service to clients

Positive start to the new financial year in line with management expectations.

Gordon Wilkinson, Chief Executive Officer of Driver Group plc, commented: "I am very pleased to be able to report that, following a slow first six months to 2018/19, Driver Group has benefited from a much stronger second half to the financial year, and is continuing to make good progress across markets and sectors. It has been extremely encouraging to see the effects of the review of the business's strategic priorities earlier in the year now feeding through, with a markedly improved performance over the last six months."

* Underlying figures are stated before the share-based payment costs

** Net cash consists of cash and cash equivalents, bank loans and finance leases

*** Utilisation % is calculated by dividing the total hours billed by the total working hours available for chargeable staff

 
 Enquiries: 
 
 Driver Group plc               020 7377 0005 
 Gordon Wilkinson (CEO) 
 David Kilgour (CFO 
 
 N+1 Singer (Nomad & Broker)    020 7496 3000 
 Sandy Fraser 
 
 Acuitas Communications         020 3687 0868 
 Simon Nayyar                   simon.nayyar@acuitsascomms.com 
 Fraser Schurer-Lewis           fraser.schurer-lewis@acuitascomms.com 
 
 
 
 

CHAIRMAN'S STATEMENT

INTRODUCTION

The first six months of this year were a challenge for the Group as turnover fell substantially below anticipated levels. I have made the point several times that our ability to predict income much beyond two months is limited by the nature of the assignments we are asked to undertake. But the senior management team led by Gordon Wilkinson and Mark Wheeler did a sterling job to ensure that in addition to the cost reductions we initiated last year we reduced our break-even point even further. As a result although turnover in the second six months was not markedly different from the first half we were able to produce a thoroughly decent second half profit and a full year which while less than the previous year will stand us in good stead going forward. The broad geographic spread of the business has proved itself to be a strong and resilient business model, meaning that the excellent performance in Europe and Americas ('EuAm region') has offset the fall in the profitability of other regions. We are encouraged by the new business pipeline and by trading activities in the early weeks of the new financial year. Combined with the steps we have taken to reduce operating costs, the Board are confident that the Group can continue to enjoy further success in the coming year.

FINANCIAL RESULTS

The Group's revenue for the year was GBP58.5m (2018: GBP62.6m). The underlying* profit before tax was GBP3.0m (2018: GBP3.8m), which we believe more accurately reflects the underlying operating performance of the Group. The reported profit for the year increased to GBP2.7m (2018: GBP2.2m). The adjusted continuing basic earnings per share before share-based payments was 4.7p (2018: 6.1p).

There have been some regional differences in performances this year, with EuAm region the standout performer. Revenue in EuAm region grew by 3.5% to GBP29.8m (2018: GBP28.8m), and segmental profitability increased significantly by 31% to GBP3.9m (2018: GBP3.0m), reflecting an excellent year across the region. The Middle East ('ME region'), and Asia Pacific ('APAC region') have both had to weather a more challenging financial year. In the ME region, fairly steady levels of revenue and good utilisation rates (81% for the region) in Qatar and Oman were hindered by a weaker performance in UAE and Kuwait, meaning that profit reduced to GBP1.4m (2018: GBP2.1m). APAC region's revenue was down by 17% largely as a result of reduced activity in Singapore and Malaysia where large commissions were delayed during the year. This resulted in a loss for the Group in the region. We remain committed to these regions as there is a positive pipeline of work and opportunities remain that we will look to capitalise on in the coming year.

Net cash at the close of the year stood at GBP5.4m (2018: GBP6.9m). This is after funding a dividend payment of GBP0.3m and a share buy-back programme of GBP1.0m during the year.

DIVID

The Company's recently reinstated progressive dividend policy remains in place with the Directors approving the payment of an interim dividend for 2019 of 0.5p per share in October 2019 and recommending the payment of a final dividend of 0.75p per share (2018: 0.5p per share), reflecting our confidence in the renewed strength of the Group. The Board are committed to maximising shareholder value, while retaining balance sheet flexibility to fund ongoing operating requirements.

STRATEGY

The Group's strategy remains to focus on those areas of expertise where we have a particularly strong position, in claims and dispute resolution and in expert witness work, and to consolidate the Group's position as one of the leading firms in its areas of expertise. In support of this strategy we also keep under review broadening our sector, geographic and service offerings. We see no reason at this stage to amend our objective or strategy, although of course they remain under continual review. Your Board believes that the current share price does not fully reflect the true value of the business going forward and thus initiated a share buy-back which benefits all shareholders. We remain committed to the share buy-back programme, subject always to our being able to do so from surplus cash and in the absence of alternative uses of capital, such as infill acquisitions, with the potential to deliver higher returns.

BOARD

Driver Group appointed Elizabeth Filkin CBE to its Board as a Non-Executive Director on 1 October 2019 following a rigorous search process. Elizabeth's background and expertise further enhances our sectoral agility and reach, and we are delighted that she has joined us. We intend to appoint a third independent non-executive director in the course of the next few months.

OUTLOOK

As I have highlighted above, in a professional services business such as Driver, it is always difficult to predict activity levels and we have certainly experienced this over the past year, with projects that we expected to convert instead delayed or deferred. I have however, been pleased to see that, as we look to the future the business is capable of being profitable and cash generative in good times and less good times.

The cash position of the business remains strong and with a promising pipeline, the Board is confident that the Company can continue to build on the exceptional progress we have made in the last two years. The new financial year has started in line with expectations, and whilst a certain degree of uncertainty always exists around future projects, we are encouraged by the pipeline that we have. In the short term we continue to be well placed to benefit from the opportunities in our markets and to create value for our shareholders.

I would like to take this opportunity to thank all of the staff of Driver Group across the business for the continued loyalty and dedication that they have shown during this and previous years. Under the leadership of Gordon Wilkinson and Mark Wheeler each and every one has contributed to building a strong and resilient business and I express my profound gratitude to them all.

Finally, I should also like to thank again both our longstanding and new shareholders for their support throughout the year. Your Board will continue to do all it can to reward the confidence you have shown in us.

Steven Norris

Non-Executive Chairman

10 December 2019

* Underlying figures are stated before the share-based payment costs

** Net cash consists of cash and cash equivalents, bank loans and finance leases

*** Utilisation % is calculated by dividing the total hours billed by the total working hours available for chargeable staff

CHIEF EXECUTIVE OFFICER'S REVIEW

INTRODUCTION

I am very pleased to be able to report that, following a slow first six months to 2018/19, Driver Group has benefited from a much stronger second half to the financial year, and is continuing to make good progress across markets and sectors. It has been extremely encouraging to see the effects of the review of the business's strategic priorities earlier in the year now feeding through, with a markedly improved performance over the last six months. I am confident that Driver Group is now well positioned to move into 2019/20 as a more resilient and focused business, where we expect to capitalise on the efficiency gains which have been achieved and to benefit from the added momentum generated within the business during the second half of the year.

The Group's global operating footprint has proven to be a source of significant operational strength and diversified risk with a strong result in the EuAm region offsetting weaker performance in the ME and APAC regions following a slow down in these markets. The Company continues to perform well across markets, regions and sectors with the new business enquiry pipeline at a healthy level, and a significant upturn in the level of enquiries in the second half of the year. We fully expect to make good progress in converting these leads, based on our track record of prudent business planning and management, our exceptional team of world-class professional services experts and our specialist understanding of sectors, markets and disciplines.

The benefits of our focused and targeted restructuring across the Group were evident in the second half of the year, and we expect to continue to see the value of it flowing through in 2019/20, particularly in the APAC and ME regions. As a result of the active management of the business reducing the costs, leading to the improved operating performance that we have seen in the last six months of the year, our underlying* profit before tax was GBP3.0m.

Our utilisation rates, which are as ever, a key performance indicator for a global professional services business such as Driver, remain satisfactory at 76.8%, demonstrating that we have not been adversely impacted by the global slowdown that many have found evident over the past year.

Driver Group's plans for further strategic growth and development remain unaltered. Because the business is now on a firm financial footing, the Company has, over the last 12 months and more, run the slide rule over a number of potential acquisitions to assess whether they might add momentum to our business across key product sets and locations. Ultimately, we have concluded that none of these prospective candidates would generate the required synergies and that proceeding, therefore, with such acquisitions would fail to meet the test of being appropriate and earnings accretive; but we continue to have an open mind about future opportunities.

Your Board's confidence in the business and its strategic vision, and the business's prudent approach to long-term planning and balance sheet management, has led the Company to undertake a successful buy-back programme of GBP1.0m of shares.

The Company continues to develop data management software to enhance the service to clients and strengthen its leading global competitive market position. This has already been utilised in the APAC region where its benefits have quickly become apparent, enhancing service to our clients and delivering efficiency gains within the business. We have established an in-house data team, based in Singapore, who prepare bespoke software tools for use within the business. Typically, these tools are used for extensive data mining and add value to our clients by locating critical data quickly which saves money and, at the same time, may allow the discovery of key information within a strict court or arbitration deadline, which might otherwise not be possible. Our data services will be extended to be a direct client service within the next two years, following further development and global roll-out within the business.

I would like to take this opportunity on behalf of your Board to thank all the team at Driver Group for their hard work and commitment to the business during what has been a challenging period, and to our loyal clients around the world. We are appreciative of the support of all of them as we continue to position the business for further growth and an even better advisory offering as we begin the next decade.

Financial Performance HIGHLIGHTS

Revenue remains steady, although reduced year on year at GBP58.5m (2018: GBP62.6m). Underlying* profit before tax, given the issues in the first half of the financial year was respectable at GBP3.0m, although down from GBP3.8m in 2018. However, the reported profit for the year is up 27% on 2018 at GBP2.7m (GBP2.2m in 2018) as a result of the movement in share based payments during the year.

REGIONAL BREAKDOWN

ASIA PACIFIC

The APAC region has experienced a challenging year, and been unable to meet its performance targets. The results are partly a result of a slowdown in those markets and external challenges beyond our control; but they are, nonetheless, disappointing for the Group. Revenue was down across the region with the largest reductions being in Singapore and Malaysia which were a combined 17% below the 2018 position. As a consequence profitability was significantly down for the region and timely and effective measures have been put in place to reduce the cost base accordingly at a cost of GBP0.2m. As a result we hope to move forward with a more positive start to 2019/20 as there remains a strong pipeline of work, and we are well placed to exploit future opportunities in the region.

Middle East

In the ME region whilst Oman's revenue increased slightly by 0.6% to GBP6.1m both Qatar and UAE were down 5.7% and 8.6% at GBP3.2m and GBP9.7m respectively. Additionally the evidence of the ongoing opportunities for the Group in the ME region was hampered by a significantly weaker performance in Kuwait which was largely impacted by a local market slow down and a change in senior management. As a result, regional profit was GBP1.4m for the year, 32% down on the previous year.

The Group still attaches importance to this region, and the potential that it provides for the business; nonetheless, in the short term, decisive action has been taken to reduce overhead in the region at a cost of GBP0.2m and ensure sustainable future presence and trading performance in the ME region.

EUROPE AND AMERICAS

Across the EuAm region, there has again been a strong trading performance, resulting in an overall increase in revenue of 3.5% to GBP29.8m. The UK's revenue was encouraging at GBP21.4m, with a good performance across the whole of the UK market for both claims and project services. Other markets performed well too, but most notably Germany and Canada delivered significant increases in revenues of 35% up to GBP2.2m, and 46% up to GBP1.4m respectively. Profitability in the region rose 32% to GBP3.9m, reflecting the strength of our proposition. Our Technical Services team in London has continued to grow, increasing from 3 people 3 years ago, to 14. The team offers forensic architecture and engineering globally, from the UK. It is likely that this fast growing sector will be supplemented with further disciplines, to include geotechnical and engineering disciplines that relate directly to the exploration, extraction and refinement of oil and gas products. It is also likely that future years will see these services offered locally in our key centres of Dubai and Singapore, as well as in London. We are encouraged by the pipeline for 2019/20, and believe that the business is well positioned for further growth in the year ahead.

outlook

In spite of a challenging first half, the year has finished strongly, which is testimony to the work of all the team. That strong finish, supported by an enquiry rate which remains globally robust, has helped to ensure that there has been strong momentum into the new financial year.

We believe that we are, therefore, well positioned to deliver a sustainable and profitable business for the coming year and beyond, and that we can provide on-going success for all our stakeholders.

Gordon Wilkinson

Chief Executive Officer

10 December 2019

*Underlying figures are stated before the share-based payment costs

** Net cash consists of cash and cash equivalents, bank loans and finance leases

*** Utilisation % is calculated by dividing the total hours billed by the total working hours available for chargeable staff

CHIEF FINANCIAL OFFICER'S REVIEW

 
Income Statement                 2019 GBPm   2018 GBPm 
------------------------------  ----------  ---------- 
Revenue                              58.49       62.62 
Cost of sales                      (44.95)     (46.34) 
Impairment movement                   0.40           - 
------------------------------  ----------  ---------- 
Gross Profit                         13.94       16.28 
Recurring operating expenses       (10.85)     (12.31) 
Net finance costs                   (0.09)      (0.13) 
------------------------------  ----------  ---------- 
Underlying* profit before tax         3.00        3.84 
Share based payments charge           0.25      (1.10) 
------------------------------  ----------  ---------- 
Profit before Tax                     3.25        2.74 
Tax expense                         (0.50)      (0.57) 
------------------------------  ----------  ---------- 
Profit for the year                   2.75        2.17 
------------------------------  ----------  ---------- 
 

In 2019 Driver Group performed well in the EuAm region but faced a slowdown in activity levels in the ME and APAC regions. Overall this resulted in lower revenues and underlying* profit before tax than 2018 however, profit for the year has improved by 27% as a result of the profit and loss account movement in share based payments during the year. The key financial metrics are as follows:

 
Key Metrics                      2019        2018 
-------------------------  ----------  ---------- 
Revenue                     GBP58.49m   GBP62.62m 
Gross Margin %                  23.8%       26.0% 
Profit for the year          GBP2.75m    GBP2.17m 
Utilisation Rates               76.8%       80.0% 
Basic earnings per share         5.2p        4.0p 
-------------------------  ----------  ---------- 
 

Total revenue decreased by 7% to GBP58.49m (2018: GBP62.62m) and gross profit decreased by 14.4% to GBP13.94m (2018: GBP16.28m). The reduction in gross margin was as a result of the lower revenues in the APAC and ME regions the impact of which has been offset by a rationalisation of the cost base. The profit before tax for the year has increased by 19% to GBP3.25m (2018: GBP2.74m) as a result of the movement in share based payments during the year. The net cash** at the year end was GBP5.4m compared to net cash** of GBP6.9m in 2018, after funding a dividend payment of GBP0.27m and a share buy-back programme amounting to GBP1.0m. Underlying* profit before tax benefited from an impairment credit of GBP0.4m during the year as a result of the collection of old previously provided debts. However, this was offset by incurring GBP0.4m of rationalisation costs in the ME and APAC regions.

The EuAm region increased revenue by 3.5% to GBP29.77m (2018: GBP28.75m) and generated an increase in segmental profit of 31.6% to GBP3.91m (2018: GBP2.97m). This excellent performance was driven by good revenues in the UK of GBP21.41m (2018: GBP21.52m) and significant growth in revenues in mainland Europe of 11% to GBP6.93m (2018: GBP6.25m) and strong growth in revenues in Canada of 46% to GBP1.44m (2018: GBP0.98m).

The ME region saw revenues drop during the year by 14.2% to GBP19.65m (2018: GBP22.91m) due to a reduction in market activity in the UAE and Kuwait. Revenues in Oman showed a small increase at GBP6.05m and revenues in Qatar were down 5.7% at GBP3.2m (2018: GBP3.4m). Segmental profit for the region decreased to GBP1.45m (2018: GBP2.14m).

The APAC region saw revenues drop by 17.2% to GBP9.07m (2018: GBP10.96m). The reduction was spread across the region although more pronounced in Singapore as it proved difficult to maintain the performance in 2018. Singapore is now well established as a regional claims and dispute hub, however, these tend to be larger commissions which result in more variable annual revenues. The segmental result for the year was a loss of GBP0.36m (2018: segmental profit GBP0.95m). The APAC region continues to be a target for further growth opportunities.

The utilisation*** rate of chargeable staff across the business as a whole for the year stood at 76.8%, a decrease from 80.0% in the prior year reflecting the weak first half to the year. Utilisation rates displayed a degree of variability throughout the year ranging from a low of 70.8% to a high of 84.2%. This overall decrease in utilisation is clearly a significant factor in the results for 2019 and is one of the businesses' key performance indicators.

After a net interest charge of GBP0.09m (2018: GBP0.13m) the underlying* profit before tax was GBP3.00m (2018: GBP3.84m) and the reported profit before tax was GBP3.25m (2018: GBP2.74m) after a credit of GBP0.24m for share-based payments (2018: charge GBP1.10m). The credit for share-based payments has been due to the criteria for the vesting of share options not being met for the year.

NET WORKING CAPITAL

At the end of the year, net cash** stood at GBP5.4m (2018: GBP6.9m) after dividend payments and a share buy-back programme amounting to GBP1.3m in aggregate during the year. Net working capital has increased slightly during the year due to a reduction in creditors and timing of debtor receipts.

TAXATION

The Group incurred a tax charge of GBP0.50m in the year (2018: GBP0.57m). The tax charge includes the effects of expenses not deductible for tax purposes and is calculated at the prevailing rates for the jurisdictions in which the Group operates. Consequently, the effective tax rate for the year was 15% (2018: 21%). Adjusting for the share-based payments charge the effective tax rate is 17% (2018: 15%).

EARNINGS PER SHARE

Basic earnings per share was 5.2 pence (2018: 4.0 pence). Underlying* continuing basic earnings per share was 4.7 pence (2018: 6.1 pence).

CASH FLOW

There was a net cash inflow from operating activities before changes in working capital of GBP3.44m (2018: GBP4.42m), reflecting the reported profit for the year of GBP2.75m (2018: GBP2.17m) after depreciation and amortisation of GBP0.42m (2018: GBP0.55m) and the share-based payment credit of GBP0.24m (2018: charge GBP1.10m). Within that, there was an increase of GBP0.66m in trade and other receivables (2018: increase of GBP1.29m), and a decrease in trade and other payables of GBP2.05m (2018: increase of GBP2.94m). Net tax paid in the year was GBP0.62m (2018: GBP0.39m).

There was a net cash outflow from investing activities of GBP0.29m (2018: inflow GBP1.5m) principally capital expenditure of GBP0.34m offset by interest received. The inflow in 2018 was principally due to the sale of the head office building and the disposal of a subsidiary which combined amounted to GBP1.85m offset by capital expenditure of GBP0.35m.

Net cashflow from financing activities was an outflow of GBP2.36m (2018: outflow of GBP2.17m) with the current year reflecting the dividend and share buy-back programme of GBP1.27m and scheduled term loan repayments of GBP0.98m.

 
cashflow                                     GBPm 
----------------------------------------  ------- 
Net cash** at 30 September 2018              6.90 
Operating cash flow before changes 
 in working capital                          3.44 
Increase in trade and other receivables    (0.66) 
Decrease in trade and other payables       (2.05) 
Tax paid                                   (0.62) 
Net interest paid                          (0.09) 
Capital spend                              (0.34) 
Repurchase of shares                       (1.00) 
Dividends paid                             (0.27) 
Proceeds from the sale of shares             0.02 
Effects of Foreign Exchange                  0.07 
Net cash** at 30 September 2019              5.40 
----------------------------------------  ------- 
 

DIVIDS

The Directors propose a final dividend for 2019 of 0.75p per share (2018: 0.50p per share). If approved, the dividend will be paid on 20 March 2020 to shareholders on the register on 21 February 2020.

David Kilgour

Chief Financial Officer

10 December 2019

* Underlying figures are stated before the share-based payment costs

** Net cash consists of cash and cash equivalents, bank loans and finance leases

*** Utilisation % is calculated by dividing the total hours billed by the total working hours available for chargeable staff

Consolidated Income Statement

For the year ended 30 September 2019

 
                                                        2019      2018 
                                                      GBP000    GBP000 
REVENUE                                               58,486    62,615 
Cost of sales                                       (44,950)  (46,338) 
Impairment movement                                      401         - 
--------------------------------------------------  --------  -------- 
GROSS PROFIT                                          13,937    16,277 
Administrative expenses                             (10,760)  (13,546) 
Other operating income                                   155       139 
--------------------------------------------------  --------  -------- 
 
 Underlying* operating profit                          3,089     3,970 
 Share-based payment charges and associated costs        243   (1,100) 
--------------------------------------------------  --------  -------- 
OPERATING PROFIT                                       3,332     2,870 
Finance income                                            44        17 
Finance costs                                          (131)     (148) 
--------------------------------------------------  --------  -------- 
PROFIT BEFORE TAXATION                                 3,245     2,739 
Tax expense                                            (497)     (567) 
--------------------------------------------------  --------  -------- 
PROFIT FOR THE YEAR                                    2,748     2,172 
--------------------------------------------------  --------  -------- 
Profit attributable to non-controlling Interest            1         3 
Profit attributable to equity shareholders of 
 the Parent                                            2,747     2,169 
--------------------------------------------------  --------  -------- 
                                                       2,748     2,172 
--------------------------------------------------  --------  -------- 
Basic earnings per share attributable to equity 
 shareholders of the Parent (pence)                     5.2p      4.0p 
Diluted earnings per share attributable to equity 
 shareholders of the Parent (pence)                     4.8p      3.8p 
 

*Underlying figures are stated before the share-based payment costs

Consolidated Statement of Comprehensive Income

For the year ended 30 September 2019

 
                                                            2019     2018 
                                                          GBP000   GBP000 
-------------------------------------------------------  -------  ------- 
PROFIT FOR THE YEAR                                        2,748    2,172 
-------------------------------------------------------  -------  ------- 
Other comprehensive income: 
Items that could subsequently be reclassified to 
 the Income Statement: 
Exchange differences on translating foreign operations      (25)       59 
-------------------------------------------------------  -------  ------- 
OTHER COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR NET 
 OF TAX                                                     (25)       59 
-------------------------------------------------------  -------  ------- 
TOTAL COMPREHENSIVE INCOME FOR THE YEAR                    2,723    2,231 
-------------------------------------------------------  -------  ------- 
Total comprehensive income attributable to: 
Owners of the Parent                                       2,722    2,228 
Non-controlling interest                                       1        3 
-------------------------------------------------------  -------  ------- 
                                                           2,723    2,231 
-------------------------------------------------------  -------  ------- 
 
 

Consolidated Statement of Financial Position

For the year ended 30 September 2019

 
                                       2019                2018 
------------------------------- 
                                  GBP000    GBP000    GBP000    GBP000 
-------------------------------  -------  --------  --------  -------- 
NON-CURRENT ASSETS 
Goodwill                           2,969               2,969 
Property, plant and equipment        685                 765 
Deferred tax asset                   268                  69 
-------------------------------  -------  --------  --------  -------- 
                                             3,922               3,803 
CURRENT ASSETS 
Trade and other receivables       20,189              20,445 
Derivative financial asset             2                  42 
Cash and cash equivalents          7,526              10,007 
-------------------------------  -------  --------  --------  -------- 
                                            27,717              30,494 
-------------------------------  -------  --------  --------  -------- 
TOTAL ASSETS                                31,639              34,297 
-------------------------------  -------  --------  --------  -------- 
CURRENT LIABILITIES 
Borrowings                       (2,125)               (646) 
Trade and other payables         (9,197)            (10,623) 
Derivative financial liability     (398)               (639) 
Current tax payable                (428)               (456) 
-------------------------------  -------  --------  --------  -------- 
                                          (12,148)            (12,364) 
-------------------------------  -------  --------  --------  -------- 
NON-CURRENT LIABILITIES 
Borrowings                             -             (2,460) 
-------------------------------  -------  --------  --------  -------- 
                                                 -             (2,460) 
-------------------------------  -------  --------  --------  -------- 
TOTAL LIABILITIES                         (12,148)            (14,824) 
-------------------------------  -------  --------  --------  -------- 
NET ASSETS                                  19,491              19,473 
-------------------------------  -------  --------  --------  -------- 
SHAREHOLDERS' EQUITY 
Share capital                                  216                 215 
Share premium                               11,496              11,475 
Merger reserve                               1,055               1,055 
Currency reserve                             (425)               (400) 
Capital redemption reserve                      18                  18 
Treasury shares                            (1,000)                   - 
Retained earnings                            8,127               7,107 
Own shares                                     (3)                 (3) 
-------------------------------  -------  --------  --------  -------- 
TOTAL SHAREHOLDERS' EQUITY                  19,484              19,467 
NON-CONTROLLING INTEREST                         7                   6 
-------------------------------  -------  --------  --------  -------- 
TOTAL EQUITY                                19,491              19,473 
-------------------------------  -------  --------  --------  -------- 
 

Consolidated Cashflow Statement

For the year ended 30 September 2019

 
                                                             2019     2018 
                                                           GBP000   GBP000 
--------------------------------------------------------  -------  ------- 
CASH FLOWS FROM OPERATING ACTIVITIES 
Profit for the year                                         2,748    2,172 
--------------------------------------------------------  -------  ------- 
Adjustments for: 
Depreciation                                                  418      551 
Exchange adjustments                                         (69)     (46) 
Profit on disposal of property, plant & equipment               -     (52) 
Finance income                                               (44)     (17) 
Finance expense                                               131      148 
Tax expense                                                   497      567 
Equity settled share-based payment (credit)/charge          (243)    1,100 
--------------------------------------------------------  -------  ------- 
OPERATING CASH FLOW BEFORE CHANGES IN WORKING CAPITAL 
 AND PROVISIONS                                             3,438    4,423 
Increase in trade and other receivables                     (658)  (1,291) 
(Decrease)/increase in trade and other payables           (2,053)    2,939 
--------------------------------------------------------  -------  ------- 
CASH GENERATED IN OPERATIONS                                  727    6,071 
Tax paid                                                    (623)    (385) 
--------------------------------------------------------  -------  ------- 
NET CASH INFLOW FROM OPERATING ACTIVITIES                     104    5,686 
--------------------------------------------------------  -------  ------- 
CASH FLOWS FROM INVESTING ACTIVITIES 
Interest received                                              44       17 
Acquisition of property, plant and equipment                (338)    (350) 
Proceeds on sale and operating leaseback of property, 
 plant and equipment                                            -    1,650 
Disposal of subsidiary net of cash acquired                     -      195 
--------------------------------------------------------  -------  ------- 
NET CASH (OUTFLOW)/INFLOW FROM INVESTING ACTIVITIES         (294)    1,512 
--------------------------------------------------------  -------  ------- 
CASH FLOWS FROM FINANCING ACTIVITIES 
Interest paid                                               (131)    (148) 
Repayment of borrowings                                     (981)  (2,004) 
Repurchase of share options                                     -     (17) 
Proceeds from issue of new shares                              22        - 
Purchase of Treasury shares                               (1,000)        - 
Dividends paid to equity shareholders of the parent         (270)        - 
--------------------------------------------------------  -------  ------- 
NET CASH OUTFLOW FROM FINANCING ACTIVITIES                (2,360)  (2,169) 
--------------------------------------------------------  -------  ------- 
Net (decrease)/increase in cash and cash equivalents      (2,550)    5,029 
Effect of foreign exchange on cash and cash equivalents        69       46 
Cash and cash equivalents at start of period               10,007    4,932 
--------------------------------------------------------  -------  ------- 
CASH AND CASH EQUIVALENTS AT OF PERIOD                  7,526   10,007 
--------------------------------------------------------  -------  ------- 
 

Consolidated Statement of Changes in Equity

For the year ended 30 September 2019

 
                                                            Other                                        Non- 
                   Share     Share  Treasury    Merger   reserves   Retained      Own             controlling    Total 
                 capital   premium    shares   reserve        (2)   earnings   shares  Total(1)      interest   Equity 
                  GBP000   GBP0000    GBP000    GBP000     GBP000     GBP000   GBP000    GBP000        GBP000   GBP000 
CLOSING 
 BALANCE AT 
 30 SEPTEMBER 
 2017                215    11,475         -     1,055      (441)      3,937    (107)    16,134             3   16,137 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
Profit for the 
 year                  -         -         -         -          -      2,169        -     2,169             3    2,172 
Other 
 comprehensive 
 income for 
 the year              -         -         -         -         59          -        -        59             -       59 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
Total 
 comprehensive 
 income for 
 the year              -         -         -         -         59      2,169        -     2,228             3    2,231 
Transfer of 
 reserves(3)           -         -         -         -          -       (82)       82         -             -        - 
Share-based 
 payment               -         -         -         -          -      1,100        -     1,100             -    1,100 
Proceeds from 
 sale 
 of own shares         -         -         -         -          -          -       22        22             -       22 
Repurchase of 
 share 
 options               -         -         -         -          -       (17)        -      (17)             -     (17) 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
CLOSING 
 BALANCE AT 
 30 SEPTEMBER 
 2018                215    11,475         -     1,055      (382)      7,107      (3)    19,467             6   19,473 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
Accounting 
 policy change 
 - IFRS 9              -         -         -         -          -      (953)        -     (953)             -    (953) 
OPENING 
 BALANCE AT 
 1 OCTOBER 
 2018                215    11,475         -     1,055      (382)      6,154      (3)    18,514             6   18,520 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
Profit for the 
 year                  -         -         -         -          -      2,747        -     2,747             1    2,748 
Other 
 comprehensive 
 income for 
 the year              -         -         -         -       (25)          -        -      (25)             -     (25) 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
Total 
 comprehensive 
 income for 
 the year              -         -         -         -       (25)      2,747        -     2,722             1    2,723 
Dividends              -         -         -         -          -      (531)        -     (531)             -    (531) 
Share-based 
 payment               -         -         -         -          -      (243)        -     (243)             -    (243) 
Purchase of 
 Treasury 
 shares                -         -   (1,000)         -          -          -        -   (1,000)             -  (1,000) 
Issue of new 
 shares                1        21         -         -          -          -        -        22             -       22 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
CLOSING 
 BALANCE AT 
 30 SEPTEMBER 
 2019                216    11,496   (1,000)     1,055      (407)      8,127      (3)    19,484             7   19,491 
--------------  --------  --------  --------  --------  ---------  ---------  -------  --------  ------------  ------- 
 

(1)Total equity attributable to the equity holders of the Parent

(2) 'Other reserves' combines the currency reserve and capital redemption reserve. The movement in the current and prior year relates to the translation of foreign currency equity balances and foreign currency non-monetary items.

(3) The shortfall in the market value of the shares held by the EBT and the outstanding loan is transferred from own shares to retained earnings.

NOTES

   1          BASIS OF PREPARATION 

The Financial Statements have been prepared under the historical cost convention, as modified by the revaluation of certain assets, and in accordance with Applicable Accounting Standards.

The financial information set out above does not constitute the Group's statutory accounts for the years ended 30 September 2019 or 2018. Statutory accounts for 2018 have been delivered to the Registrar of Companies, and those for 2019 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

These results were approved by the Board of Directors on 9 December 2019.

   2          SEGMENTAL ANALYSIS 

REPORTABLE SEGMENTS

For management purposes, the Group is organised into three operating divisions: Europe & Americas (EuAm), Middle East (ME) and Asia Pacific (APAC). This has remained unchanged from the previous year. These divisions are the basis on which the Group is structured and managed, based on its geographic structure. The following key service provisions are provided across all three operating divisions: quantity surveying, planning / programming, quantum and planning experts, dispute avoidance / resolution, litigation support, contract administration and commercial advice / management. Segment information about these reportable segments is presented below.

 
                                 Europe &   Middle 
Year ended 30 September          Americas     East  Asia Pacific  Eliminations  Unallocated  Consolidated 
 2019                              GBP000   GBP000        GBP000        GBP000       GBP000        GBP000 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Total external revenue             29,771   19,645         9,070             -            -        58,486 
Total inter-segment revenue            47      121            20         (188)            -             - 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Total revenue                      29,818   19,766         9,090         (188)            -        58,486 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Segmental profit/(loss)             3,908    1,446         (363)             -            -         4,991 
Unallocated corporate 
 expenses(1)                            -        -             -             -      (1,902)       (1,902) 
Share-based payment charge              -        -             -             -          243           243 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Operating profit/(loss)             3,908    1,446         (363)             -      (1,659)         3,332 
Finance income                          -        -             -             -           44            44 
Finance expense                         -        -             -             -        (131)         (131) 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Profit/(loss) before 
 taxation                           3,908    1,446         (363)             -      (1,746)         3,245 
Taxation                                -        -             -             -        (497)         (497) 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Profit/(loss) for the 
 period                             3,908    1,446         (363)             -      (2,243)         2,748 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
 
OTHER INFORMATION 
Non current assets                  3,200      379           129             -          214         3,922 
Reportable segment assets          11,707    9,609         3,832             -        6,491        31,639 
Capital additions(2)                   43      190            77             -           28           338 
Depreciation and amortisation          99      145           100             -           74           418 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
 

(1) Unallocated costs represent Directors' remuneration, administration staff, corporate head office costs and expenses associated with AIM.

(2) Capital additions comprise additions to property, plant and equipment including additions resulting from acquisitions through business combinations.

No client had revenue exceeding 10% of the Group's revenue in the year to 30 September 2019

 
                                 Europe &   Middle 
Year ended 30 September          Americas     East  Asia Pacific  Eliminations  Unallocated  Consolidated 
 2018                              GBP000   GBP000        GBP000        GBP000       GBP000        GBP000 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Total external revenue             28,749   22,910        10,956             -            -        62,615 
Total inter-segment revenue            55       26             2          (83)            -             - 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Total revenue                      28,804   22,936        10,958          (83)            -        62,615 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Segmental profit                    2,968    2,139           952             -            -         6,059 
Unallocated corporate 
 expenses(1)                            -        -             -             -      (2,089)       (2,089) 
Share-based payment charge             13        -             -             -      (1,113)       (1,100) 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Operating profit/(loss)             2,981    2,139           952             -      (3,202)         2,870 
Finance income                          -        -             -             -           17            17 
Finance expense                         -        -             -             -        (148)         (148) 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Profit/(loss) before taxation       2,981    2,139           952             -      (3,333)         2,739 
Taxation                                -        -             -             -        (567)         (567) 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
Profit/(loss) for the 
 period                             2,981    2,139           952             -      (3,900)         2,172 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
 
OTHER INFORMATION 
Non current assets                  3,202      300           151             -          150         3,803 
Reportable segment assets          13,636   10,510         4,302             -        5,849        34,297 
Capital additions(2)                   68      123           128             -           31           350 
Depreciation and amortisation         108      245           114             -           84           551 
------------------------------  ---------  -------  ------------  ------------  -----------  ------------ 
 

(1) Unallocated costs represent Directors' remuneration, administration staff, corporate head office costs and expenses associated with AIM.

(2) Capital additions comprise additions to property, plant and equipment including additions resulting from acquisitions through business combinations.

No client had revenue exceeding 10% of the Group's revenue in the year to 30 September 2018.

Geographical information

 
                                               2019     2018 
External revenue by location of customers    GBP000   GBP000 
------------------------------------------  -------  ------- 
UK                                           16,709   18,553 
UAE                                           9,124    9,979 
Oman                                          6,004    5,836 
Singapore                                     3,608    6,212 
Qatar                                         3,582    3,841 
Germany                                       2,461    3,093 
Netherlands                                   2,294    1,873 
France                                        2,149    1,947 
Malaysia                                      1,812    1,752 
Australia                                     1,559    1,609 
Canada                                        1,298      982 
Spain                                         1,246      707 
Saudi Arabia                                    806      560 
United States                                   771      466 
Belgium                                         570      465 
Ireland                                         533        - 
India                                           518      156 
Italy                                           514      753 
Poland                                          485      163 
Kuwait                                          430    1,843 
Russia                                          365        - 
Hong Kong                                       288      316 
Kazakhstan                                      122       50 
Luxembourg                                      114        - 
Austria                                          97      122 
Vietnam                                          84      324 
Algeria                                          81      211 
South Korea                                      42      151 
Other countries                                 820      651 
------------------------------------------  -------  ------- 
                                             58,486   62,615 
------------------------------------------  -------  ------- 
 

Geographical information of Non current assets

 
                 2019     2018 
               GBP000   GBP000 
------------  -------  ------- 
UK              3,396    3,329 
Oman              129      112 
UAE               184      129 
Singapore          54       76 
Qatar              38       37 
Malaysia           43       42 
Kuwait             28       22 
Hong Kong          21       19 
Netherlands        10       13 
France              3        6 
Australia          11       14 
Canada              5        4 
------------  -------  ------- 
                3,922    3,803 
------------  -------  ------- 
 
 
   3          TAXATION 

Analysis of the tax charge

The tax charge on the profit for the year is as follows:

 
                                                      2019     2018 
                                                    GBP000   GBP000 
-------------------------------------------------  -------  ------- 
Current tax: 
UK corporation tax on profit for the year              165        - 
Non-UK corporation tax                                 568      636 
Adjustments to the prior period estimates             (37)       69 
-------------------------------------------------  -------  ------- 
                                                       696      705 
Deferred tax: 
Origination and reversal of temporary difference     (199)    (138) 
-------------------------------------------------  -------  ------- 
Tax charge for the year                                497      567 
-------------------------------------------------  -------  ------- 
 

Factors affecting the tax charge

The tax assessed for the year varies from the standard rate of corporation tax in the UK. The difference is explained below:

 
                                                           2019     2018 
                                                         GBP000   GBP000 
------------------------------------------------------  -------  ------- 
Profit before tax                                         3,245    2,739 
------------------------------------------------------  -------  ------- 
Expected tax charge based on the standard average 
 rate of corporation tax in the UK of 19% (2018: 19%)       617      521 
 
  Effects of: 
Expenses not deductible                                    (24)      322 
Deferred tax - other differences                          (199)    (138) 
Foreign tax rate differences                                206     (66) 
Adjustment to prior period estimates                       (37)       69 
Utilisation of losses                                     (168)     (60) 
Share options exercised                                    (11)     (17) 
Unprovided losses                                           113     (64) 
------------------------------------------------------  -------  ------- 
Tax charge for the year                                     497      567 
------------------------------------------------------  -------  ------- 
 

Factors that may affect future tax charges

As enacted in the Finance Act 2016, from 1 April 2020 there will be a reduction in the main rate of corporation tax to 17%. This will affect future tax charges accordingly.

   4          EARNINGS PER SHARE 
 
                                                            2019        2018 
                                                          GBP000      GBP000 
----------------------------------------------------  ----------  ---------- 
Profit for the financial year attributable to 
 equity shareholders                                       2,747       2,169 
Share-based payment charges and associated costs           (243)       1,100 
----------------------------------------------------  ----------  ---------- 
Profit for the year before share-based payments            2,504       3,269 
----------------------------------------------------  ----------  ---------- 
Weighted average number of shares: 
      Ordinary shares in issue                        53,942,035  53,862,868 
      Shares held by EBT                                 (3,677)   (108,052) 
      Treasury shares                                  (619,223)           - 
----------------------------------------------------  ----------  ---------- 
Basic weighted average number of shares               53,319,135  53,754,816 
----------------------------------------------------  ----------  ---------- 
Effect of Employee share options                       3,462,087   2,762,696 
----------------------------------------------------  ----------  ---------- 
Diluted weighted average number of shares             56,781,222  56,517,512 
----------------------------------------------------  ----------  ---------- 
Basic earnings per share                                    5.2p        4.0p 
Diluted earnings per share                                  4.8p        3.8p 
Adjusted continuing basic earnings per share before 
 share-based payments                                       4.7p        6.1p 
 
   5          CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS 

Some asset and liability amounts reported in the Consolidated Financial Statements contain a degree of management estimation and assumptions. There is therefore a risk of significant changes to the carrying amounts for these assets and liabilities within the next financial year. The estimates and assumptions are made on the basis of information and conditions that exist at the time of the valuation.

The following are considered to be key accounting estimates.

Impairment reviews

Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units to which goodwill has been allocated. The value in use calculation requires an entity to estimate the future cash flows expected to arise from the cash generating unit and a suitable discount rate in order to calculate present value. An impairment review test has been performed at the reporting date and no impairment is required.

Receivables impairment provisions

The amounts presented in the Consolidated Statement of Financial Position are net of allowances for doubtful receivables, estimated by the Group's management based on the expected credit loss within IFRS 9. This is calculated using a simplified model of recognising lifetime expected losses based on geographical location of the Group's entities and considers historical default rates, projecting these forward taking into account any specific debtors and forecasts relating to local economies. At the Statement of Financial Position date a GBP2,384,000 (2018: GBP2,046,000) provision was required. If management's estimates changed in relation to the recoverability of specific trade receivables the provision could increase or decrease. Any future increase to the provision would lead to a corresponding increase in reported losses and a reduction in reported total assets.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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