We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Register for real-time alerts, custom portfolio, and market movers
| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Filta Group Holdings Plc | LSE:FLTA | London | Ordinary Share | GB00BDB7J920 | ORD 10P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 170.00 | 165.00 | 175.00 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From Apr 2019 to Apr 2024
TIDMFLTA
RNS Number : 6432Z
Filta Group Holdings PLC
04 September 2018
4 September 2018
Filta Group Holdings plc
("Filta" or the "Company" or the "Group")
Interim Results for the 6-month period ended 30 June 2018
Filta Group Holdings plc (AIM: FLTA), a provider of fryer management and other services to commercial kitchens, is pleased to announce its unaudited Interim Results for the 6 month period ended 30 June 2018.
Financial Highlights - Continuing Operations
-- Revenues up 15% (22% in constant currency) to GBP6.6 million (H1 2017: GBP5.7 million)
-- Gross profit grew 20% (27% in constant currency) to GBP3.4 million, and gross profit margin improved to 51% (H1 2017: GBP49%)
-- Profit before tax increased 13% (22% in constant currency) to GBP1.0 million (2017: GBP0.9 million)
-- Adjusted EBITDA(*) up 24% to GBP1.3 million (H1 2017: GBP1.0 million) -- Deferred income balance increased by GBP0.2 million -- Basic EPS 3.00p (H1 2017: 2.41p) up 24% -- Interim dividend 0.72p per ordinary share (2017: 0.65p)
Operational Highlights
Hot Features
Premium
-- 10 new Franchise sales in the period resulting in a period end franchise count of 192
-- 28 new Mobile Filtration Units ("MFU's") added in the period increasing the total to 422
-- 9% increase in FiltaSeal volumes to 16,225 seals fitted
-- FiltaGMG integration complete, with a 25% increase to revenues over the pre-acquisition run rate
-- Filta Canada continues to expand with two new franchises added in H1 bringing the total franchise count in Canada to three with an MFU count of five
-- Following the acquisition of the master franchisor in Germany, two new franchises were added, bringing the total number of franchises to seven.
*Adjusted EBITDA represents earnings before interest, taxes, depreciation, amortisation, acquisition related costs and share based payment expense
Jason Sayers, CEO of Filta, commented:
"We have successfully completed a number of strategic initiatives during the first half of the year, including the disposal of our lower margin refrigeration business, the integration of GMG and the changed structure of our European activities, all of which will support higher margins and greater recurring revenue going forward.
"We have enjoyed strong trading through the Group despite a weaker US dollar and have been particularly encouraged by the contribution now coming from GMG, as well as the strong response to our initiative in mainland Europe. We continue to seek further growth opportunities through both acquisitions and the development of our existing businesses over the short, medium and long term. "
For further information please contact:
Filta Group Holdings plc Tel: +1 407 996 5550
Jason Sayers, Chief Executive Officer
Brian Hogan, Finance Director
Cenkos Securities (Nomad and Broker) Tel: +44 (0)20 7397 8900
Stephen Keys
Harry Hargreaves
Chief Executive's and Chairman's Statement
Overview
We are pleased to report that strong performances across all our business platforms have resulted in profit before tax for the half year ended 30 June 2018 of GBP1.0 million (H1 2017, Continuing business: GBP0.9 million, including Discontinued business: GBP0.95 million) and revenues up 15% (22% on a constant currency basis) at GBP6.6 million (H1 2017: Continuing business GBP5.7 million, including Discontinued business GBP6.6 million). These discontinued revenues have been replaced through acquisition and organic growth with a consequential improvement in margins, resulting in an increase in overall profitability, the benefits of which will be seen more strongly in the second half of the year.
Although we have seen modest growth in costs, net of the impact of professional fees and higher amortisation related to acquisition activity, this targeted spending has allowed us to deliver a profit before tax in line with expectations and supports future revenue growth. We anticipate a further small increase to overheads in the second half but expect that this will likewise be mitigated by further margin improvements and will enable us to deliver further revenue growth.
We have also experienced growth in our core deferred income balance (the amounts relating to territory fees which will be released over 10 years in North America and, 5 years in the UK and Europe) of GBP0.2 million as a result of GBP0.4 million being added and GBP0.2 million being utilised during the period.
Cash, net of borrowings, was GBP2.4 million at 30 June 2018 (31 December 2017: GBP3.1 million). The Group generated GBP0.8 million of cash from operations, before cash taxes, during the period. This was despite an unfavourable working capital movement of GBP0.4 million due primarily to the payment of our annual national account rebates in the first quarter, costs associated with the sale of Filta Refrigeration and spending related to the establishment of Filta Europe. The principal cash outflow in the period was the payment of GBP0.8 million of US corporation tax being GBP0.6 million in respect of the 2017 tax year and GBP0.2 million paid on account for the current year (thereby reducing the final tax payment to be made in 2019). This, together with net capital investments of GBP0.2 million and the final dividend payment for 2017 of GBP0.2 million, resulted in the reduction in net cash in the period.
Operating Review
The Group has enjoyed strong trading in each of its operating divisions and territories.
Franchise Development
Ten new franchise agreements, 6 in the US, 2 in Canada and 2 in Europe, and five franchise resales, 2 in the US and 3 in the UK, were achieved in H1. We now have 192 franchisees throughout our global network operating 422 MFU's, up 28 during the current period and by 51 since the same time last year. We are pleased to have added two franchises in each of our newer operating territories, Canada and, post-acquisition, in Germany. We continue to see strong interest from potential franchisees in both North America and Europe, and we expect that several more appointments will be made in 2018.
The buy-in of the master franchise in Germany is the first step in our strategy to expand the fryer management franchise business in Europe, by replacing the master franchise structure with a multi-unit franchise model which has been highly effective in the USA over the last 15 years. This provides more direct influence over the marketing and sale of FiltaFry franchises and enables the Group to provide "hands-on" assistance with a central sales and support office to drive the growth of each franchisee within the network.
Fryer Management (FiltaFry)
Royalties and other revenue, most of which is recurring in nature, from our fryer management services increased by 8% over the same period last year to GBP4.3 million (2017: GBP4.0 million). Fryer management revenue in the US, which accounts for just over 80% of the Group's fryer management revenue grew by 15% in local currency. The addition of 28 MFU's during the period will ensure further revenue growth over the second half and into future periods. We also upgraded an additional 12 U.S. franchises to 6,000-gallon (25 metric tonnes) waste oil storage sites, taking the total number of such sites to 52.
Commercial Refrigeration Seals (FiltaSeal)
Our commercial seal operation, FiltaSeal, has experienced increasing business from existing clients as well as a major client win resulting in a 9% uplift in the number of seals fitted in the first half (16,225) over the same period last year (14,869) and generating revenue of GBP0.8 million, also up by 9%.
Drains and Grease Management (FiltaGMG)
We have enjoyed growing demand for our drains and grease management service as customers are forced to comply with ever changing regulations and are attracted by the regular and reliable servicing, which adds to kitchen efficiency. Last year's acquisition of GMG has broadened the scope of our offering, by adding grease trap maintenance, and has increased our customer base, allowing us the opportunity to cross-sell the full range of Filta services. Revenue for the half year was GBP0.7 million, but more importantly, we experienced 46% growth between the first and second quarter of 2018 and whilst we don't anticipate this rate of growth every quarter it reflects a growing pipeline of business and fully justifies the decision to move into this more specialist activity.
Infrastructure
The Company has continued to invest in and expand its customer support capacity by adding to the marketing, information technology and sales support teams. We have also increased marketing spend to accelerate growth across the business.
New field service scheduling software, supporting our FiltaSeal and FiltaGMG businesses, has been implemented and is fully operational. Additionally, we have rolled out a new operations module for our US franchise network. This is fully integrated with our Symphony CRM software and has provided a significant improvement in automation and visibility to real time data. Both investments provide improved efficiencies while affording us the requisite scale to support future growth.
Dividends
In light of the Group's first half performance, and our continued confidence entering the second half of the year, the Board has declared an interim dividend of 0.72 pence per share (2017: 0.65 pence), an increase of 11%. This will be paid on 28 September 2018 to shareholders on the register at the close of business on 14 September 2018.
Outlook
We have delivered increased revenues and improved margins from our businesses in the first half of the year and, with the enlarged MFU base, the strong pipeline of potential franchisees and the increased business levels being enjoyed by our Company-owned activities, FiltaSeal and FiltaGMG, the Board is confident of further progress in the second half of the year. The currency environment appears less challenging in the second half of the year which has begun with a stronger US dollar. Should this continue it would be an encouraging sign supporting higher revenue and profit growth for the second half. We have already made the necessary investment in our infrastructure to support the revenue growth and should therefore experience margin improvements on the incremental revenue.
We continue to seek infill acquisitions which can broaden our offering and customer base in order to support the organic growth being achieved by our core businesses.
Tim Worlledge Jason Sayers
Non-executive Chairman Chief Executive Officer
3 September 2018 3 September 2018
Condensed consolidated statement of comprehensive income
for the six months ended 30 June 2018
Unaudited Unaudited Audited
6 months 6 months Year ended
ended ended 30 31 December
30 June June 2017 2017
2018
Notes GBP GBP GBP
Continuing operations
Revenue 3 6,566,821 5,694,547 11,547,299
Cost of sales (3,200,193) (2,891,005) (5,870,449)
------------ ------------ -------------
Gross profit 3,366,628 2,803,542 5,676,850
Other income 8,305 4,400 38,377
Distribution costs (58,894) (59,969) (124,690)
Administrative expenses (2,283,643) (1,824,251) (3,891,858)
------------ ------------ -------------
Operating profit 1,032,396 923,722 1,698,679
------------------------------------- ------ ------------ ------------ -------------
Analysed as:
Adjusted EBITDA 1,279,283 1,028,187 2,115,953
Acquisition of subsidiaries
costs (64,677) (29,390) (120,280)
Depreciation and amortisation (150,516) (57,388) (209,912)
Share based payments 6 (31,694) (17,687) (87,082)
------------------------------------- ------ ------------ ------------ -------------
1,032,396 923,722 1,698,679
------------------------------------- ------ ------------ ------------ -------------
Finance costs (19,510) (27,529) (90,952)
------------ ------------ -------------
Profit before tax 1,012,886 896,193 1,607,727
Income tax expense (198,458) (246,518) (824,268)
Profit from continuing operations 814,428 649,675 783,459
Discontinued operations
Profit from discontinued operations - 49,427 32,858
------------ ------------ -------------
Net profit attributable to owners 814,428 699,102 816,317
Other comprehensive Income
Exchange differences on translation
of foreign operations (4,855) 143,433 (94,174)
------------ ------------ -------------
Total other comprehensive income (4,855) 143,433 (94,174)
Profit and total comprehensive
income 809,573 842,535 722,143
============ ============ =============
Earnings per share
From continuing operations
* Basic (pence) 2 3.00 2.41 2.90
* Diluted (pence) 2 2.98 2.38 2.87
From continuing and discontinued
operations
* Basic (pence) 2 3.00 2.59 3.03
* Diluted (pence) 2 2.98 2.56 2.99
Filta Group Holdings plc
Condensed consolidated statement of financial position
As at 30 June 2018
Unaudited Audited 31
30 June December
2018 2017
Notes GBP GBP
Non-current assets
Property, plant and equipment 1,229,668 1,216,388
Deferred tax assets 701,490 652,131
Intangible assets 585,695 484,821
Goodwill 7 784,452 631,380
Deposits 2,398 2,344
Trade receivables 4 384,376 302,163
----------- -----------
3,688,079 3,289,227
----------- -----------
Current assets
Trade and other receivables 4 2,915,969 2,506,060
Inventories 403,042 437,716
Cash and cash equivalents 3,298,151 4,031,174
----------- -----------
6,617,162 6,974,950
----------- -----------
Assets classified as held for
sale - 74,372
Total assets 10,305,241 10,338,549
=========== ===========
Current liabilities
Trade and other payables 5 1,415,690 2,142,906
Borrowings 107,687 107,786
Deferred income 623,686 532,682
----------- -----------
2,147,063 2,783,374
----------- -----------
Non-current liabilities
Deferred tax liability 129,322 95,185
Borrowings 784,452 931,765
Deferred income 2,515,848 2,404,645
----------- -----------
3,429,622 3,431,595
Non-current liabilities classified
as held for sale - 66,425
----------- -----------
Total liabilities 5,576,685 6,281,394
----------- -----------
Equity
Share capital 2,714,363 2,713,266
Share premium 153,385 131,400
Retained profits 2,500,961 1,862,967
Translation reserve (359,432) (354,577)
Other reserves 2 (280,721) (295,901)
Total equity 4,728,556 4,057,155
----------- -----------
Total equity and liabilities 10,305,241 10,338,549
=========== ===========
Filta Group Holdings plc
Condensed consolidated statement of changes in equity
for the six months ended 30 June 2018
Foreign
Share Share Other Merger Exchange Retained Total
Capital Premium Reserves Reserve Reserve Earnings Equity
GBP GBP GBP GBP GBP GBP GBP
Balance at 1 January
2018 2,713,266 131,400 43,786 (339,687) (354,577) 1,862,967 4,057,155
Profit for the year 814,428 814,428
Translation differences - - - - (4,855) - (4,855)
---------- -------- --------- ---------- ---------- ---------- ----------
Total comprehensive
income (4,855) 814,428 809,573
---------- -------- --------- ---------- ---------- ---------- ----------
Dividends paid (176,434) (176,434)
Issue of share capital
related
to business combination 1,097 21,985 - - - - 23,082
Shares based payments - - 15,180 - - - 15,180
Balance at 30 June
2018 2,714,363 153,385 58,966 (339,687) (359,432) 2,500,961 4,728,556
---------- -------- --------- ---------- ---------- ---------- ----------
Foreign
Share Share Other Merger Exchange Retained Total
Capital Premium Reserves Reserve Reserve Earnings Equity
GBP GBP GBP GBP GBP GBP GBP
Balance at 1 January
2017 2,695,266 3,480,191 49,400 (339,687) (260,403) (2,256,539) 3,368,228
Profit for the year - - - - - 816,317 816,317
Translation differences - - - - (94,174) - (94,174)
---------- ------------ --------- ---------- ---------- ------------ ----------
Total comprehensive
income - - - - (94,174) 816,317 722,143
---------- ------------ --------- ---------- ---------- ------------ ----------
Dividends paid - - - - - (226,402) (226,402)
Issue of share capital 18,000 131,400 - - - - 149,400
Transfer between
reserves - - (49,400) - - 49,400 -
Share premium reduction - (3,480,191) - - - 3,480,191 -
Share based payments - - 43,786 - - - 43,786
Balance at 31 December
2017 2,713,266 131,400 43,786 (339,687) (354,577) 1,862,967 4,057,155
---------- ------------ --------- ---------- ---------- ------------ ----------
Filta Group Holdings plc
Condensed consolidated statement of cash flows
for the six months ended 30 June 2018
Unaudited Unaudited Audited
6 months 6 months Year
ended 30 June ended 30 ended 31
2018 June December
2017 2017
Notes GBP GBP GBP
Operating activities
Profit before tax 1,012,886 945,620 1,640,585
Adjustments for non-cash operating
transactions:
Finance costs 19,510 37,794 90,952
Depreciation 85,497 18,611 109,911
Amortisation 65,020 26,638 100,001
Gain on disposal of tangible fixed
assets - - 9,992
Share based payment charge 31,694 17,687 87,082
--------- --------- -----------
1,214,607 1,046,350 2,038,523
--------- --------- -----------
Movements in working capital:
Increase in trade and other receivables (457,496) (662,830) (526,864)
Increase/(decrease) in trade and
other payables (248,307) 83,598 210,973
Decrease/(increase) in inventories 86,868 (39,325) (106,743)
(Decrease)/increase in deferred revenue 202,207 (99,470) 225,969
--------- --------- -----------
Cash flow from operations 797,879 328,323 1,841,858
--------- --------- -----------
Taxes paid (813,044) (344,177) (510,187)
--------- --------- -----------
Net cash flow from operations (15,165) (15,854) 1,331,671
--------- --------- -----------
Investing activities
Purchase of property, plant and equipment (135,109) (49,277) (112,941)
Proceeds from disposals of property,
plant and equipment - - 24,836
Disposal of discontinued operation,
net 49,285 - -
of cash disposed of
Purchase of subsidiary undertakings,
net 7 (152,260) - (1,137,901)
of cash acquired
Purchase of other intangible assets (51,303) (13,775) (55,480)
--------- --------- -----------
Net cash used in investing activities (289,387) (63,052) (1,281,486)
--------- --------- -----------
Financing activities
Repayments of borrowings (262,039) (37,357) (47,058)
Net proceeds from issue of share
capital - - 149,400
Dividends paid to shareholders (176,434) (51,210) (226,402)
Interest paid (19,510) (37,794) (90,952)
--------- --------- -----------
Net cash used in financing activities (457,983) (126,361) (215,012)
--------- --------- -----------
Net change in cash and cash equivalents (762,535) (205,267) (164,827)
Cash and cash equivalents, beginning
of period 4,031,174 4,392,350 4,392,350
Exchange differences on cash and
cash equivalents 29,512 (63,074) (196,349)
--------- --------- -----------
Cash and cash equivalents at end
of period 3,298,151 4,124,009 4,031,174
--------- --------- -----------
Filta Group Holdings plc
Notes to the condensed consolidated interim financial statements
for the six months ended 30 June 2018
1. Accounting Policies
Basis of preparation
The condensed consolidated financial statements for the six months ended 30 June 2018 and 2017 are unaudited and were approved by the Directors on 3 September 2018. They do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The financial statements for the year ended 31 December 2017 were prepared in accordance with International Financial Reporting Standards as adopted by the EU and have been delivered to the Registrar of Companies. The report of the auditor on those financial statements was unqualified and did not draw attention to any matters by way of emphasis of matter.
Applicable standards
The interim financial statements have been prepared in accordance with the accounting policies set out in the Group's Annual Report and Accounts for the year ended 31 December 2017, with the exception of the impact due to the adoption of IFRS 9 "Financial Instruments" and IFRS 15 "Revenue from contracts with customers", which are discussed below.
Basis of consolidation
The Group's financial statements consolidate the financial statements of Filta Group Holdings plc and its subsidiaries.
Going concern
The condensed financial statements have been prepared on a going concern basis. At the period end the Group was profitable and had cash and cash equivalents of GBP3.3m. The Directors are satisfied that there are sufficient resources available for the Group to continue for the foreseeable future.
IFRS 9 Financial instruments
IFRS 9 addresses the classification, measurement and derecognition of financial assets and liabilities, introduces new rules for hedge accounting and a new impairment model for financial assets. The Group does not hold complex financial instruments or utilise hedging instruments.
The Group has applied IFRS 9 retrospectively, with the initial application date of 1 January 2018. There has been no impact on the comparatives for the period beginning 1 January 2017.
Cash and cash equivalents, and trade and other receivables: the new rules do not affect the classification and measurement of these financial assets which continue to be recognised at amortised cost.
Financial liabilities: there are no changes to the classification or measurement of financial liabilities under IFRS 9.
The new impairment model requires the recognition of impairment provisions based on forward-looking expected credit losses (ECL) rather than backward-looking incurred losses previously applied under IAS 39. This applies to financial assets classified at amortised cost, namely cash and cash equivalents and trade and other receivables. The only financial asset that is currently impaired under IFRS 9 is trade receivables. A large proportion of trade receivables are covered by credit insurance. The adoption of the ECL requirements of IFRS 9 has resulted in an immaterial change in impairment provisions.
IFRS 15 Revenue from contracts with customers
IFRS 15 has replaced all existing revenue requirements in IFRS and applies to all revenue arising from contracts with customers unless the contracts are within the scope of other standards. The new standard establishes a five-step model to account for revenue arising from contracts with customers. Under IFRS 15, revenue is recognised at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The standard became effective on 1 January 2018. The Group has applied the standard using the modified retrospective method requiring any cumulative impact to be recognised as an adjustment to the opening balances within equity.
The revenue associated with each of the Group's revenue segments falls under the guidance of IFRS 15. The Group has performed the five-step model on each of these elements, identifying the contracts, the performance obligations, transaction price and then allocating this to determine the timing of revenue recognition. For each of these there is no impact on the timing of transfer of control and therefore no impact on the timing of recognition of revenue.
The Group's profit before tax remains unchanged and no adjustments to any line items have been made to the opening balances within equity.
2. Earnings per share
The calculation of earnings per share is based on the following earnings and number of shares:
Unaudited Unaudited Audited
6 months 6 months Year ended
ended 30 June ended 30 31 December
2018 June 2017
2017
GBP GBP GBP
Profit from continuing operations 814,428 649,675 783,459
Profit from continuing and
discontinued
operations 814,428 699,102 816,317
Weighted average number of shares
Basic 27,141,812 26,952,659 26,971,892
Dilutive effect of share options
and awards 232,459 314,600 288,081
----------------------------- ---------------------- -------------------------
Diluted 27,374,271 27,267,259 27,259,973
----------------------------- ---------------------- -------------------------
3. Segmental Analysis
Operating segments have been identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker (which takes the form of the Board of Directors), in order to allocate resources to the segment and to assess its performance. The
Directors consider that the Group currently has four reportable segments: the marketing and execution related to Franchise Development; provision of services and supplies to the Fryer Management sector; servicing the refrigerator seal replacement market (FiltaSeal); and the provision of design, installation and services to the drain and grease management market (FiltaGMG). The Group also has three geographic segments: United Kingdom, North America and Europe.
Revenue and non-current assets by origin of geographical segment for all entities in the Group is as follows:
Revenue
Audited
Unaudited Unaudited Year
6 months 6 months ended
ended 30 June ended 30 June 31 December
2018 2017 2017
GBP GBP GBP
United Kingdom 2,225,383 1,439,286 3,197,973
North America (1) 4,257,501 4,255,261 8,349,325
Europe 83,938 - -
------------------------ --------------- -------------
Total continuing operations 6,566,821 5,694,547 11,547,299
Discontinued operations - 893,106 1,937,440
Total 6,566,821 6,587,653 13,484,739
(1 North American revenue, on a constant currency
basis, is up 9.1%)
Non-current assets
Audited
Year
Unaudited ended
6 months ended 30 June 31 December
2018 2017
GBP GBP
United Kingdom 1,646,488 1,544,785
North America 1,629,921 1,673,329
Europe 295,810 -
------------------------ ---------------
Total 3,572,219 3,218,114
------------------------ ---------------
Product and services revenue analysis
Revenue
Audited
Unaudited Unaudited Year
6 months 6 months ended
ended 30 June ended 30 June 31 December
2018 2017 2017
GBP GBP GBP
Franchise Development 749,447 969,213 1,348,193
Fryer Management 4,329,659 4,025,934 8,434,262
FiltaSeal 761,009 699,400 1,327,835
FiltaGMG 726,706 - 437,008
--------------- --------------- -------------
Total continuing operations 6,566,821 5,694,547 11,547,299
Discontinued operations - 893,106 1,937,440
--------------- --------------- -------------
Total 6,566,821 6,587,653 13,484,739
--------------- --------------- -------------
No customer has accounted for more than 10% of total revenue during the periods presented.
4. Trade and other receivables
Trade and other receivables consist of the following:
Group Unaudited Audited
6 months Year
ended ended
30 June 31 December
2018 2017
GBP GBP
Trade receivables 2,118,665 2,028,107
Prepayments and other receivables 501,131 395,677
Prepaid corporate tax 235,197 -
Franchise payment plans 445,352 384,439
---------- -------------
3,300,345 2,808,223
---------- -------------
Accounts receivable include amounts that the Filta Group has agreed may be settled over extended repayment terms. Accounts receivable subject to these extended repayment terms totaled GBP260,918 and GBP302,163 respectively, at 30 June 2018 and 31 December 2017.
5. Trade and other payables
Group Unaudited Audited
6 months Year
ended ended
30 June 31 December
2018 2017
GBP GBP
Trade payables 700,759 846,564
Taxes and social security 391,855 804,922
Accruals and other payables 323,076 491,420
---------- -------------
1,415,690 2,142,906
---------- -------------
Analysis of trade and other payables
These are classified as short term and are expected to be settled within 12 months from the reporting date.
6. Share option scheme
The Company, on 5 May 2017 ("Grant Date"), introduced a Share Option Scheme to incentivise executives and employees of Filta Group Holdings and its subsidiaries. For U.K. employees, Options were awarded over a total of 330,000 ordinary shares, equivalent to 1.2% of the Company's current issued share capital. The options may vest, subject to the satisfaction of certain conditions, over a period of 3 years between 2019 and 2021 and are exercisable at any time after vesting and within 10 years from the grant date.
Additionally, all qualifying U.S. employees have been awarded share acquisition rights (SAR's). The SAR's are conditional bonuses whose value will be calculated by reference to the amount by which the price of the Company's ordinary shares has risen above the base price at the date of exercise, thus providing holders of SAR's the same reward value as if the SAR's were share options. The qualifying conditions and timing of vesting are identical to those within the share option scheme for UK employees. A total of 360,000 SAR's have been awarded at a base price of 97p or GBP341,925.
In the ordinary course of business, an option will normally only be exercisable to the extent it has fully vested, and any applicable non-market performance conditions have been satisfied or waived. Options shall lapse to the extent unexercised on the tenth anniversary of the date of grant or such earlier date as specified by the Board at the date of grant.
Movement in the number of share options outstanding was as follows:
Share Share Total
acquisition
options rights
Outstanding at 1 January 2017
---------------------------------- ---------- ------------ ----------
Granted on 5 May 2017 (0.97p) 345,000 360,000 705,000
Forfeited during the period (60,000) (7,500) (67,500)
Total outstanding at 30 June
2017 285,000 352,500 637,500
---------------------------------- ---------- ------------ ----------
Granted on 16 October 2017
(1.74p) 97,500 - 97,500
Forfeited during the period (150,000) (22,500) (172,500)
Total outstanding at 31 December
2017 232,500 330,000 562,500
---------------------------------- ---------- ------------ ----------
Granted during the period - - -
Forfeited during the year (7,500) - (7,500)
Total outstanding at 30 June
2018 225,000 330,000 555,000
---------------------------------- ---------- ------------ ----------
Exercisable at 30 June 2018 - - -
---------------------------------- ---------- ------------ ----------
During the period ended 30 June 2018 the Company recognised an expense of GBP31,694 related to the fair value of the share based payment arrangements (2017: GBP17,687).
7. Business Combinations
On 31 January 2018, the Group acquired 100% of the voting equity interest in FiltaFry Deutschland GmbH, the company which owns the master franchise agreement for FiltaFry in Germany. The acquisition is the first step in Filta's strategy to expand its fryer management franchise business in Europe, by replacing the master franchise structure with a multi-unit franchise model which has been highly effective in the USA over the last 15 years. This provides more direct influence over the marketing and sale of FiltaFry franchises and enables the Group to provide "hands-on" assistance with a central sales and support office to drive the growth of each franchisee within the network.
Details of the provisional fair values of the identifiable assets and liabilities acquired, purchase consideration and goodwill are as follows:
Book Value Adjustment FMV
GBP GBP GBP
Customer relationships 114,592 114,592
Property, plant and equipment 37,124 37,124
Inventory 2,909 2,909
Trade and other receivables 28,441 28,441
Cash 3,265 3,265
Trade and other payables (82,418) - (82,418)
Deferred Tax Liability (34,137) (34,137)
Deferred Consideration (44,240) (44,240)
Total provisional fair value 103,912 (78,377) 25,535
------------ ------------ ---------
Consideration paid in cash 155,525
Consideration paid in equity 23,082
Total consideration 178,607
---------
Goodwill 153,072
---------
8. Dividends
An interim dividend of 0.72p per share will be paid, out of the Company's available distributable reserves, on 28 September 2018, to shareholders on the register at 14 September 2018. In accordance with IAS 1, dividends are recorded only when paid and are shown as a movement in equity rather than as a charge to the Income Statement.
9. Date of approval of interim financial statements
The unaudited consolidated interim financial statements were approved by the Board on 3 September 2018. Electronic copies are available on the Filta Group Holdings plc website, www.filtaplc.com.
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
IR BXLLBVKFZBBB
(END) Dow Jones Newswires
September 04, 2018 02:01 ET (06:01 GMT)
1 Year Filta Chart |
1 Month Filta Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions
