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OGN Origin Enterprises Plc

3.30
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Origin Enterprises Plc LSE:OGN London Ordinary Share IE00B1WV4493 ORD EUR0.01 (CDI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 3.30 3.20 3.40 3.30 3.30 3.30 597 08:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Origin Enterprises Plc Preliminary Results Statement 2017 (8991R)

27/09/2017 7:01am

UK Regulatory


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TIDMOGN

RNS Number : 8991R

Origin Enterprises Plc

27 September 2017

Origin Enterprises plc

PRELIMINARY RESULTS STATEMENT

Strong underlying performance

27 September 2017

Origin Enterprises plc ('Origin' or 'the Group'), the Agri-Services group, today announces its full year results for the year ended 31 July 2017.

Highlights

-- Adjusted diluted earnings per share up 4.7 per cent to 46.62 cent, ahead of guidance, and up 14.7 per cent on an underlying basis at constant currency

-- Operating profit of EUR70.0 million, an increase of 4.1 per cent and up 12.3 per cent on an underlying basis at constant currency

   --    Group operating margin up 20 basis points to 4.6 per cent 

-- Dedicated research partnership with University College Dublin and acquisition of Digital Agricultural Services group, Resterra, providing complementary extension in crop technology transfer

-- Completion of acquisition of fertiliser blending and nutrition business of Bunn Fertiliser in the UK in August 2017

   --    Proposed final dividend of 17.85 cent, giving a total dividend of 21.0 cent (2016: 21.0 cent) 

Results Summary

 
                                         2017        2016           % 
                                      EUR'000     EUR'000      Change 
 
 
 Group revenue                      1,528,468   1,521,256        0.5% 
 
 Operating profit(1)                   70,009      67,258        4.1% 
 Associates and joint venture(2)        4,366       5,621     (22.3%) 
 Total group operating profit(1)       74,375      72,879        2.1% 
 
 Finance expense, net                 (6,914)     (7,367)        6.1% 
 Profit before tax(1)                  67,461      65,512        3.0% 
 Basic EPS (cent)                       36.33       46.03     (21.1%) 
 Adjusted diluted EPS (cent)(3)         46.62       44.51        4.7% 
 Return on capital employed             13.7%       13.6%       10bps 
 Group net (debt)/cash(4)            (31,450)       3,122           - 
 Dividend per ordinary share 
  (cent)                                21.00       21.00           - 
 
   (1)            Before amortisation of non-ERP intangible assets and exceptional items 

(2) Profit after interest and tax before amortisation of non-ERP intangible assets and before exceptional items

(3) Before amortisation of non-ERP intangible assets, net of related deferred tax (2017: EUR3.9m, 2016: EUR3.1m) and exceptional items, net of tax (2017: EUR9.3m, 2016: EUR4.7m credit)

   (4)         Includes restricted cash of EURNil (2016: EUR2.9m) 

Commenting on the results, Origin's Chief Executive Officer, Tom O'Mahony said:

"Origin has delivered a solid financial result in 2017, recording a 4.7 per cent increase in adjusted diluted earnings per share. While market conditions were highly competitive, a combination of sustained volume growth and higher margins underpinned a strong underlying business performance which more than offset the adverse currency translation impact of sterling depreciation.

Demand for agronomy services and inputs was positively influenced by a more stable near term planning environment for primary producers together with the benefit of generally settled weather leading to good crop planting and growing conditions.

We continue to prioritise growth opportunity in Agri-Services while also focusing on operational and commercial effectiveness. The acquisition development and innovation investments made during the year will broaden the Group's service offer and capabilities in systemised crop technology transfer.

The Group is well positioned to capitalise on its scalable business platforms, development opportunities and strong balance sheet."

S

The preliminary results statement is available on the company website www.originenterprises.com. There will be a live conference call at 8.30am (GMT) today. To listen to this conference call, please dial the number below. Participants are requested to dial in 5 to 10 minutes prior to the scheduled start time.

 
 Confirmation Code:    1203818 
 

Participant access number:

 
 Dublin:Tel:          +353 (0)1 486 0921 
 UK/International:    Tel: +44 (0)20 3427 1903 
 

Replay:

A replay of this call will be available for seven days.

 
 Replay Access Code:    1203818 
 

Replay Access Numbers:

 
 Dublin:              Tel: +353 (0)1 533 9810 
 UK/International:    Tel: +44 (0)20 7984 7568 
 

Enquiries:

 
  Origin Enterprises 
   plc 
  Imelda Hurley 
  Chief Financial                 +353 (0)1 563 
   Officer               Tel:      4959 
 
  Andrew Mills 
  Investor Relations              +353 (0)1 563 
   Officer               Tel:      4900 
 
  Goodbody (ESM 
   Adviser) 
                                  +353 (0)1 641 
  Siobhan Wall           Tel:      6019 
 
  Davy (Nominated 
   Adviser) 
                                  +353 (0)1 614 
  Anthony Farrell        Tel:      9993 
 
  Powerscourt 
  Jack Hickey                     +353 (0)83 448 
   (Ireland)             Tel:      8339 
  Rob Greening                    +44 (0)207 250 
   (UK)                  Tel:      1446 
 

About Origin Enterprises plc

Origin Enterprises plc is a focused Agri-Services group providing specialist On-Farm Agronomy Services, Digital Agricultural Services and the supply of crop technologies and inputs. The Group has leading market positions in Ireland, the United Kingdom, Poland, Romania and Ukraine. Origin is listed on the ESM and AIM markets of the Irish and London Stock Exchanges.

   ESM ticker symbol:       OIZ 
   AIM ticker symbol:        OGN 
   Website:                       www.originenterprises.com 

Financial Review - Summary

 
                                            2017            2016 
                                         EUR'000         EUR'000 
 
 Group revenue                         1,528,468   1,521,256 
 Operating profit(1)                      70,009      67,258 
 Associates and joint venture, 
  net(2)                                   4,366       5,621 
 Group operating profit(1)                74,375      72,879 
 Finance costs, net                      (6,914)     (7,367) 
 Pre-tax profits                          67,461      65,512 
 Income tax                              (8,636)     (9,393) 
 Adjusted net profit                      58,825      56,119 
 
 Adjusted diluted EPS (cent)(3)            46.62       44.51 
 Operating margin(1)                        4.6%        4.4% 
  Return on capital employed               13.7%       13.6% 
 
 Adjusted net profit reconciliation 
 Reported net profit                      45,620      57,801 
 Amortisation of non-ERP intangible 
  assets                                   4,837       4,294 
 Tax on amortisation of non-ERP 
  related intangible assets                (934)     (1,242) 
 Exceptional items (net of 
  tax)                                     9,302     (4,734) 
 Adjusted net profit                      58,825      56,119 
 
 Adjusted diluted EPS (cent)(3)            46.62       44.51 
 

Origin delivered a 4.7 per cent increase in adjusted diluted earnings per share(3) for the year ending 31 July 2017 to 46.62 cent. On a like-for-like basis (adjusted for the impact of currency movements and acquisitions) there was an underlying increase in adjusted diluted earnings per share of 14.7 per cent.

Group revenue

Group revenue comprises the totality of revenue from the Group's wholly owned operations which are based in Ireland, the United Kingdom, Poland, Romania and Ukraine. These businesses provide Integrated Agronomy and On-Farm Services, Business-to-Business Agri-Inputs and Digital Agricultural Services.

Group revenue increased to EUR1,528.5 million from EUR1,521.3 million in the prior year, an increase of 0.5 per cent. On an underlying basis at constant currency, revenue increased by EUR51.6 million (3.4 per cent), with this movement principally reflecting increased service revenue and input volumes.

Underlying volume growth in agronomy services and inputs (excluding crop marketing volumes) was 5.11 per cent for the year.

Operating profit(1)

Operating profit(1) amounted to EUR70.0 million compared to EUR67.3 million in the previous year, an increase of 4.1 per cent. On an underlying basis at constant currency, operating profit(1) increased by EUR8.3 million (12.3 per cent). This increase was primarily driven by higher volumes in agronomy services and inputs together with improved year-on-year margins. The Group operating margin has increased from 4.4 per cent to 4.6 per cent.

Associates and joint venture(2)

Origin's share of the profit after interest and taxation from associates and joint venture amounted to EUR4.4 million in the period.

Finance costs and net debt

Net finance costs amounted to EUR6.9 million, a decrease of EUR0.5 million (6.1 per cent) on the prior year level. Average net debt amounted to EUR217.0 million compared to EUR190.0 million last year. Actual net debt at 31 July 2017 was EUR31.5 million(4) compared to actual net cash of EUR3.1 million(4) at the end of the previous year. The year-on-year movement in average net debt is driven largely by the timing of the 2016 acquisitions in Continental Europe. The year-on-year movement in year end net debt is driven primarily by the current year acquisition spend of EUR25.5 million and the timing of working capital movements.

Origin's financial position remains strong. At year end the Group had unsecured committed banking facilities of EUR430 million (2016: EUR430 million), of which EUR400m million will expire in May 2022 and EUR30 million will expire in September 2018.

At year end our key banking covenants are as follows:

 
                              Banking     2017     2016 
                             Covenant    Times    Times 
 
 
                              Maximum 
 Net debt to EBITDA               3.5     0.49     -(5) 
 
                              Minimum 
 EBITDA to net interest           3.0    11.45    11.06 
 
 

Working capital

For the year ended 31 July 2017, there was working capital outflow of EUR26.0 million. Investment in working capital remains a key area of focus for the Group given the associated funding costs. The year end represents the low point in the working capital cycle for the Group reflecting the seasonality of the business.

Adjusted diluted earnings per share ('EPS')(3)

EPS(3) amounted to 46.62 cent per share, an increase of 4.7 per cent from 2016. This movement was driven by an increase in like-for-like underlying profits of 14.7 per cent, along with the positive impact of acquisitions of 1.4 per cent. This was partly offset by an 11.4 per cent reduction in EPS as a result of foreign currency translation, most notably the translation of sterling earnings into euro.

Return on capital employed

 
                                2017    2016 
 Return on capital employed    13.7%   13.6% 
 

Return on capital employed is a key performance indicator for the Group and represents Group earnings before interest, tax and amortisation of non-ERP related intangible assets from continuing operations ("EBITA") taken as a percentage of the Group Net Assets. For the purposes of this calculation:

(i) EBITA includes the net profit contribution from associates and joint venture (after interest and tax) and excludes the impact of exceptional and non-recurring items.

(ii) Group Net Assets means total assets less total liabilities as shown in the annual report excluding net debt, derivative financial instruments, put option liabilities, accumulated amortisation of non-ERP related intangible assets and taxation related balances. Net Assets are also adjusted to reflect the average level of acquisition investment spend and the average level of working capital for the accounting period.

Exceptional items

Exceptional items net of tax amounted to EUR9.3 million in the year. These principally relate to restructuring costs in the UK, along with acquisition and integration costs and are summarised in the table below:

 
                                   2017 
                                  EUR'm 
 
 Rationalisation costs, net       8.3 
 Net transaction and other 
  related costs                   2.1 
 Organisation design costs        1.6 
 Fair value adjustment on 
  put option liability          (2.7) 
 Total exceptional items, 
  net of tax                      9.3 
 
 

New reporting segments

In recognition of the increased size of the Group's operations in Continental Europe, a series of changes have been made to internal reporting structures to reflect better how performance is managed, and the Group will now have two separate reporting segments as set out below.

Ireland and the United Kingdom

This segment includes the Group's wholly owned Irish and UK based Business-to-Business Agri-Input operations, Integrated Agronomy and On-Farm Service operations and Digital Agricultural Services business. In addition, this segment includes the Group's associates and joint venture undertakings.

Continental Europe

This segment includes the Group's operations in Poland, Romania and Ukraine.

Dividend

The Board recommends a final dividend of 17.85 cent per ordinary share which, when combined with the interim dividend of 3.15 cent per ordinary share, brings the total dividend for the year to 21.0 cent per ordinary share (2016: 21.0 cent). Subject to shareholder approval at the Annual General Meeting, this final dividend will be paid on 15 December 2017 to shareholders on the register on 1 December 2017.

Brexit

It is too early to assess the longer term implications of Brexit following the UK referendum vote in 2016 to leave the European Union. The Group recognises the period of uncertainty that currently exists until greater clarity on the final outcomes of the Brexit negotiations emerge, notably in relation to the implications for UK domestic agricultural policy, regulation and the future trading relationship between the UK and the European Union. The Group is planning a variety of scenarios which will be updated as Brexit outcomes become clearer. We continue to progress a number of strategic initiatives aimed at providing long term sustainable benefits to the Group. We are confident that our business model is well placed to address the challenges and opportunities that may arise.

Investor relations

The Group continues to focus on effective communications with shareholders. Contact with institutional shareholders is the responsibility of the Chief Executive Officer, Chief Financial Officer and Investor Relations Officer. During the year there were 165 meetings / conference calls with institutional investors across nine financial centres. A visit to Throws Farm Technology Centre in the UK took place, focusing on Origin's direct farm crop research and knowledge transfer capabilities, together with an overview of the Group's Business-to-Business Agri-Inputs business. This visit built on the Group's first Capital Markets Day in 2016.

Following a selection process the Group announces today the appointment of Numis as our London-based Broker.

Annual General Meeting (AGM)

The AGM will be held on 24 November 2017 at 11.00 a.m. in the Westbury Hotel, Grafton Street, Dublin 2.

   (1)               Before amortisation of non-ERP intangible assets and exceptional items 

(2) Profit after interest and tax before amortisation of non-ERP intangible assets and before exceptional items

(3) Before amortisation of non-ERP intangible assets, net of related deferred tax (2017: EUR3.9m, 2016: EUR3.1m) and exceptional items, net of tax (2017: EUR9.3m, 2016: EUR4.7m credit)

   (4)            Includes restricted cash of EURNil (2016: EUR2.9m) 
   (5)                The Group was in a net cash position in 2016 

Review of Operations

Commentary is on a constant currency basis throughout

Ireland and the United Kingdom

 
                                                        Change on prior 
                                                              year 
                             2017      2016         Change        Underlying(3) 
                             EURm      EURm            %                % 
-------------------------  -------  ---------  ----------------  -------------- 
 
 Revenue                    955.0    1,023.6        (6.7%)            2.9% 
 Operating profit(1)         53.4      52.7          1.3%             12.2% 
 Operating margin(1)         5.6%      5.1%          50bps              - 
 
 Associates and 
  joint venture(2)           4.4       5.6          (21.4%)          (14.3%) 
 
    (1) Before amortisation of non-ERP intangible 
    assets and exceptional items 
    (2) Profit after interest and tax before 
    amortisation of non-ERP intangible assets 
    and before exceptional items 
    (3) Excluding currency movements and the 
    impact of acquisitions 
---------------------------------------------------------------  -------------- 
 
 

Ireland and the UK delivered a satisfactory performance recording a 12.2 per cent increase in underlying operating profit in a competitive market environment. Underlying volume growth in agronomy services and inputs was 4.8 per cent reflecting favourable demand. Operating margin increased by 50 basis points to 5.6 per cent primarily driven by higher sales of value added technologies.

The positive impact of sterling depreciation on crop output values, along with a favourable year-on-year backdrop to global dairy markets, and lower unit costs for key macro inputs, were the principal drivers of an improvement in farm incomes in the period.

Integrated Agronomy and On-Farm Services

The Group's Integrated Agronomy and On-Farm Services business, Agrii, delivered a satisfactory performance following particularly difficult trading conditions in 2016. Higher output prices in local currency together with lower than expected input cost inflation supported increased agronomy services and input demand. The business responded well to the more challenging market dynamic with a renewed focus on high service channels and value added technologies resulting in higher volumes and improved margins across all service and input portfolios.

Agrii continues to extend the Group's position in the provision of systemised crop technology transfer direct to farm. This is supported by a comprehensive service offer, market leading agronomic research and technical support, and strong software based decision support capabilities.

Digital Agricultural Services

In March 2017 the Group completed the acquisition of Resterra, the Digital Agricultural Services group. Resterra specialises in the delivery of bespoke digital agronomy applications and is a leading provider of agri-tech services to primary producers, input manufacturers and agri-services companies.

Strong progress on integration in the period has complemented a very satisfactory financial performance from Digital Agricultural Services. Priority focus areas since the acquisition of Resterra have included the development of new agronomy applications, organisational design and the launch of precision farming services across Origin's Continental European footprint.

Business-to-Business Agri-Inputs

Business-to-Business Agri-Inputs delivered good growth in operating profits in the period with performance principally supported by higher volumes and margins in fertiliser.

Fertiliser

Strong early season demand drove higher volumes for the year as a whole as primary producers benefitted from greater certainty in raw material pricing and more favourable farm economics.

Speciality nutrition applications maintained solid development momentum and underpinned improved margins in the period. The business is focused on addressing the evolving requirements of primary producers for balanced nutrition planning to restore soil health and optimise crop productivity. Our branded presence on-farm continues to be enhanced, for example, through technologies that facilitate the effective delivery of essential trace elements to animals and arable crops using prescription fertiliser applications.

Amenity

Origin Amenity, which incorporates a market leading portfolio of brands focused on the provision of management and maintenance solutions to the professional sports turf, landscaping, general amenity and niche grassland sectors in the UK, achieved a very satisfactory performance in the year reflecting good underlying volume growth across all business channels.

New customer development continues to be supported through the formation of industry leading partnerships together with comprehensive product development and formulation capabilities, enabling the business to meet the requirements for new and innovative integrated turf improvement programmes.

The integration of Headland Amenity, acquired in 2016, was successfully completed in the period. In July 2017 the Group acquired Linemark in the UK. Linemark is an innovative market leader in advanced sports and amenity marking solutions. The acquisition enhances the existing service offer as well as providing new customer extension opportunity.

Feed Ingredients

Feed Ingredients achieved a satisfactory performance underpinned by good volume growth in competitive trading conditions. Volume improvement largely reflects a more favourable demand backdrop resulting from a combination of higher dairy cow numbers and improved returns for grassland farm enterprises that are seeking to maximise milk production following the abolition of production quotas in 2015.

There was an excellent operational performance from the business in the period including the successful implementation of a new Enterprise Resource Planning system and the commissioning of new grain handling and logistics capacity.

The Group's animal feed manufacturing associate, John Thompson & Sons Limited, in which the Group has a 50% shareholding, delivered a satisfactory performance in the period.

Continental Europe(1)

 
                                                            Change on prior 
                                                                  year 
                                 2017      2016         Change        Underlying(3) 
                                  EURm      EURm           %                % 
-----------------------------  --------  --------  ----------------  -------------- 
 
 Revenue                         397.3     320.3         24.0%            12.2% 
 Operating profit(2)             16.2      14.9          8.7%             10.3% 
 Operating margin(3)             4.1%      4.6%         (50bps)             - 
 
    (1) Excluding crop marketing. While crop marketing 
    has a significant impact on revenue, its impact 
    on operating profit is insignificant. For 
    the year ending 31 July 2017 crop marketing 
    revenues and profits attributable to Continental 
    Europe amounted to EUR176.2 million and EUR0.4 
    million respectively (2016: EUR177.3 million 
    and a loss of EUR0.3 million respectively). 
    An analysis of revenues, profits and margins 
    attributable to agronomy services and inputs 
    more accurately reflects the underlying drivers 
    of business performance. 
    (2) Before amortisation of non-ERP intangible 
    assets and exceptional items 
    (3) Excluding currency movements and the impact 
    of acquisitions 
-------------------------------------------------------------------  -------------- 
 
 

Continental Europe performed satisfactorily in 2017 delivering a 10.3 per cent increase in underlying operating profit. Underlying agronomy services and input volumes (excluding crop marketing volumes) increased by 6.2 per cent reflecting positive growth momentum in the sales of value added technologies. Market conditions were generally highly competitive as farmers responded to volatile output markets and the impact of the challenging growing season in 2016. Operating margin has reduced from 4.6 percent to 4.1 percent in the period primarily reflecting the timing of acquisitions in 2016.

Poland

Poland delivered a solid performance in 2017. Higher margins in the period were underpinned by an improved portfolio mix of value added technologies. On-farm activity showed positive momentum against a weak 2016 comparative, however service and input demand was largely subdued reflecting a delayed start to spring seasonal activity in 2017 and the impact on primary producers of poor harvest yield and quality in 2016. Total winter and spring plantings for the main arable, root and vegetable crops were broadly in line with 2016 levels at approximately 7.4 million hectares.

The new EUR6 million seed processing and input formulation facility is on target to be operational early in the 2018 financial year. This facility will enhance the product capabilities of the business and extend its market leadership in the provision of high performing certified seed varieties to Polish farmers.

Romania

Romania delivered a strong performance in the period with good growth achieved across the principal sales channels. Demand was resilient in the case of the main cropping enterprises underpinned by a 2 per cent increase in the total arable, root and vegetable cropping area to approximately 6.6 million hectares. Crop development was satisfactory, notwithstanding the impact of intermittent unseasonal weather patterns in the third quarter.

Nutrition portfolios performed strongly in 2017 reflecting the focus on meeting demand from primary producers for improved ranges and speciality applications.

Good progress was achieved in business integration with the continued development of trial demonstration farms and knowledge transfer infrastructure supporting the delivery of enhanced technical support on-farm.

Ukraine

Ukraine delivered a good performance in the period, achieving higher revenues and margins underpinned by a favourable portfolio mix of services and input technologies.

An improved macro-economic backdrop contributed to a more favourable financing environment for primary producers. Total winter and spring plantings for the main arable, root and vegetable crops were broadly in line with 2016 levels at approximately 22.0 million hectares.

Soil fertility and seed technology applications maintained good growth momentum with new customer gains supported through an expansion of the agronomy sales force together with an extension of the regional distribution footprint of the business. Solid progress has been made during the year leveraging the Group's supply chain partnerships to secure access to high specification technologies.

Other Developments

During the year, Origin continued its investments in innovation with the appointment of Professor Jimmy Burke as Head of Research and Knowledge Transfer.

The Group also announced the establishment of a dedicated digital, precision agriculture and crop science collaborative research partnership with University College Dublin, supported by Science Foundation Ireland ('SFI'). This five year development programme underpinning the research partnership is being financed by a EUR17.6 million investment which is co-funded by Origin and SFI.

Origin announced in March that it had reached agreement to acquire the fertiliser blending and nutrition business of Bunn Fertiliser in the UK. Bunn is a leading provider of prescription fertiliser blends and nutrition management systems servicing arable, grassland and horticultural enterprises. In August 2017, Origin announced the completion of this transaction following the acceptance by the Competition and Markets Authority of a number of undertakings provided by Origin, including the disposal of one Bunn fertiliser blending facility.

Outlook

While we anticipate a stable operating environment for primary producers in 2018, farm sentiment is expected to remain cautious reflecting general volatility in output markets. Origin remains focused on capturing growth opportunity in systemised crop technology transfer and is well positioned to capitalise on its scalable business platforms, development opportunities and strong balance sheet.

S

Origin Enterprises plc

Consolidated Income Statement

For the financial year ended 31 July 2017

 
                                    Pre-                                      Pre- 
                             exceptional   Exceptional         Total   exceptional   Exceptional         Total 
                                    2017          2017          2017          2016          2016          2016 
                                 EUR'000       EUR'000       EUR'000       EUR'000       EUR'000       EUR'000 
                     Notes                    (Note 3)                                  (Note 3) 
 
 
 Revenue               2       1,528,468             -     1,528,468     1,521,256             -     1,521,256 
 Cost of sales               (1,297,009)             -   (1,297,009)   (1,300,712)             -   (1,300,712) 
 
 
 Gross profit                    231,459             -       231,459       220,544             -       220,544 
 
 Operating costs               (166,287)      (12,524)     (178,811)     (157,580)         4,955     (152,625) 
 Share of profit 
  of associates 
  and joint 
  venture                          4,366             -         4,366         5,621             -         5,621 
 
 
 Operating profit                 69,538      (12,524)        57,014        68,585         4,955        73,540 
 
 Finance income                      703             -           703           453             -           453 
 Finance expense                 (7,617)             -       (7,617)       (7,820)             -       (7,820) 
 
 
 Profit before 
  income tax                      62,624      (12,524)        50,100        61,218         4,955        66,173 
 
 Income tax 
  (expense)/credit               (7,702)         3,222       (4,480)       (8,151)         (221)       (8,372) 
 
 
 
   Profit for the 
   year                           54,922       (9,302)        45,620        53,067         4,734        57,801 
 
 
 
 
                                          2017     2016 
 Earnings per share for the year 
 
 Basic earnings per share           4   36.33c   46.03c 
                                       -------  ------- 
 
 Diluted earnings per share         4   36.15c   45.85c 
                                       -------  ------- 
 

Origin Enterprises plc

Consolidated Statement of Comprehensive Income

For the financial year ended 31 July 2017

 
                                                                                      2017      2016 
                                                                                   EUR'000   EUR'000 
 
Profit for the year                                                                 45,620    57,801 
 
Other comprehensive (expense)/income 
 
Items that are not reclassified subsequently to the Group income statement: 
Group/Associate defined benefit pension obligations 
-remeasurements on Group's defined benefit pension schemes                           3,407   (4,881) 
-deferred tax effect of remeasurements                                               (519)       926 
-share of remeasurements on associate's defined benefit pension schemes              (614)     (356) 
-share of deferred tax effect of remeasurements - associates                           135        71 
 
Items that may be reclassified subsequently to the Group income statement: 
Group foreign exchange translation details 
-exchange difference on translation of foreign operations                         (10,674)  (29,008) 
 
Group/Associate cash flow hedges 
-effective portion of changes in fair value of cash flow hedges                    (2,025)     1,633 
-fair value of cash flow hedges transferred to operating costs and other income      1,754     (473) 
-deferred tax effect of cash flow hedges                                                86     (243) 
-share of associates and joint venture cash flow hedges                            (4,289)     2,405 
-deferred tax effect of share of associates and joint venture cash flow hedges         536     (301) 
 
 
Other comprehensive expense for the year, net of tax                              (12,203)  (30,227) 
 
 
Total comprehensive income for the year attributable to equity shareholders         33,417    27,574 
 
 
 

Origin Enterprises plc

Consolidated Statement of Financial Position

As at 31 July 2017

 
                                                          2017       2016 
                                              Notes    EUR'000    EUR'000 
 
ASSETS 
 
Non-current assets 
Property, plant and equipment                   5      105,271    102,796 
Investment properties                                    9,675      9,675 
Goodwill and intangible assets                  6      205,961    192,696 
Investments in associates and joint venture     7       34,206     39,008 
Other financial assets                                     531      2,550 
Derivative financial instruments                           169          - 
Deferred tax assets                                      3,475      7,376 
 
 
Total non-current assets                               359,288    354,101 
 
 
Current assets 
Inventory                                              159,245    163,438 
Trade and other receivables                            401,303    430,026 
Derivative financial instruments                           560      1,337 
Restricted cash                                10            -      2,948 
Cash and cash equivalents                              162,631    168,199 
 
 
Total current assets                                   723,739    765,948 
 
 
TOTAL ASSETS                                         1,083,027  1,120,049 
 
 
 

Origin Enterprises plc

As at 31 July 2017

 
                                                                2017        2016 
                                                 Notes       EUR'000     EUR'000 
 
 EQUITY 
 
 Called up share capital presented as equity          13       1,264       1,264 
 Share premium                                               160,422     160,399 
 Retained earnings and other reserves                        125,043     117,639 
 
 
 TOTAL EQUITY                                                286,729     279,302 
 
 LIABILITIES 
 
 Non-current liabilities 
 Interest-bearing borrowings                                 177,854     159,124 
 Deferred tax liabilities                                     17,553      19,109 
 Put option liability                                          5,450      10,358 
 Provision for liabilities                         8           8,072       4,010 
 Post employment benefit obligations               9           3,646       7,713 
 Derivative financial instruments                                204         628 
 
 
 Total non-current liabilities                               212,779     200,942 
 
 Current liabilities 
 Interest-bearing borrowings                                  16,227       8,901 
 Trade and other payables                                    548,130     604,404 
 Corporation tax payable                                      11,090      16,140 
 Provision for liabilities                         8           7,392       9,768 
 Derivative financial instruments                                680         592 
 
 
 Total current liabilities                                   583,519     639,805 
 
 
 TOTAL LIABILITIES                                           796,298     840,747 
 
 
 TOTAL EQUITY AND LIABILITIES                              1,083,027   1,120,049 
 
 

Origin Enterprises plc

Consolidated Statement of Changes in Equity

For the financial year ended 31 July 2017

 
                                                                                                      Share-                               Foreign 
                                                               Capital  Cashflow                       based                              currency 
                       Share         Share      Treasury    redemption     hedge        Revaluation  payment          Re-organisation  translation  Retained 
                     capital       premium        shares       reserve   reserve            reserve  reserve                  reserve      reserve  earnings     Total 
                     EUR'000       EUR'000       EUR'000       EUR'000   EUR'000            EUR'000  EUR'000                  EUR'000      EUR'000   EUR'000   EUR'000 
 
At 1 August 2016       1,264       160,399           (8)           134     1,273             12,843        -                (196,884)     (27,402)   327,683   279,302 
 
Profit for the 
 year                      -             -             -             -         -                  -        -                        -            -    45,620    45,620 
Other 
 comprehensive 
 (expense)/income 
 for the year              -             -             -             -   (3,938)                  -        -                        -     (10,674)     2,409  (12,203) 
                   ---------  ------------  ------------  ------------  --------  -----------------  -------  -----------------------  -----------  --------  -------- 
Total 
 comprehensive 
 (expense)/income 
 for the year              -             -             -             -   (3,938)                  -        -                        -     (10,674)    48,029    33,417 
 
Share-based 
 payment charge            -             -             -             -         -                  -      358                        -            -         -       358 
Issue of new 
 shares                    -            23             -             -         -                  -        -                        -            -                  23 
Dividend paid to 
 shareholders              -             -             -             -         -                  -        -                        -            -  (26,371)  (26,371) 
 
 
At 31 July 2017        1,264       160,422           (8)           134   (2,665)             12,843      358                (196,884)     (38,076)   349,341   286,729 
 
 
 

Origin Enterprises plc

Consolidated Statement of Cash Flows

For the financial year ended 31 July 2017

 
                                                            2017      2016 
                                                         EUR'000   EUR'000 
 
Cash flows from operating activities 
Profit before tax                                         50,100    66,173 
Exceptional items                                         12,524   (4,955) 
Finance income                                             (703)     (453) 
Finance expense                                            7,617     7,820 
Profit on disposal of property, plant and equipment        (229)     (143) 
Share of profit of associates and joint venture          (4,366)   (5,621) 
Depreciation of property, plant and equipment              7,099     7,073 
Amortisation of intangible assets                          6,718     6,800 
Employee share-based payment charge/(credit)                 358     (300) 
Pension contributions in excess of service costs           (576)   (3,978) 
Payment of exceptional rationalisation costs            (10,145)   (7,202) 
Payment of employment related incentive costs                  -   (9,312) 
Payment of exceptional acquisition costs                 (1,532)   (1,392) 
 
 
Operating cash flow before changes in working capital     66,865    54,510 
Increase in inventory                                    (2,706)   (3,610) 
Decrease/(increase) in trade and other receivables        13,765  (60,368) 
(Decrease)/increase in trade and other payables         (37,115)    43,328 
 
 
Cash generated from operating activities                  40,809    33,860 
Interest paid                                            (6,336)   (6,575) 
Income tax paid                                          (8,166)  (11,635) 
 
 
Cash inflow from operating activities                     26,307    15,650 
 
 
 
 
                                                          2017       2016 
                                                       EUR'000    EUR'000 
 
Cash flows from investing activities 
Proceeds from sale of property, plant and equipment        409      1,133 
Proceeds from sale of equity investment                    306      1,051 
Purchase of property, plant and equipment             (11,206)    (6,811) 
Additions to intangible assets                         (3,566)    (1,640) 
Arising on acquisition                                (20,305)   (62,461) 
Payment of contingent acquisition consideration        (3,408)    (1,000) 
Payment of put option liability                        (1,746)          - 
Restricted cash                                          2,948     26,410 
Investment in associates and joint venture                   -      (164) 
Dividends received from associates                       3,822      2,942 
 
 
Cash outflow from investing activities                (32,746)   (40,540) 
 
Cash flows from financing activities 
Drawdown of bank loans                                 113,471    166,129 
Repayment of bank loans                               (89,440)  (118,895) 
Bank overdraft arising on acquisition                        -   (10,108) 
Payment of dividends to equity shareholders           (26,371)   (30,327) 
 
 
Cash (outflow)/inflow from financing activities        (2,340)      6,799 
 
 
Net decrease in cash and cash equivalents              (8,779)   (18,091) 
 
Translation adjustment                                 (3,963)   (14,255) 
 
Cash and cash equivalents at start of year             159,457    191,803 
 
 
Cash and cash equivalents at end of year (Note 12)     146,715    159,457 
 
 
 

Origin Enterprises plc

Notes to the preliminary results statement

For the financial year ended 31 July 2017

   1       Basis of preparation 

The financial information included on pages 14 to 37 of this preliminary results statement has been extracted from the Group financial statements for the year ended 31 July 2017 on which the auditor has issued an unqualified audit opinion.

The financial information has been prepared in accordance with the accounting policies set out in the Group's consolidated financial statements for the year ended 31 July 2017, which were prepared in accordance with International Financial Reporting Standards as adopted by the EU.

The consolidated financial information is presented in euro, rounded to the nearest thousand which is the functional currency of the parent.

   2       Segment information 

IFRS 8, 'Operating Segments' requires operating segments to be identified on the basis of internal reports that are regularly reviewed by the Chief Operating Decision Maker ('CODM') in order to allocate resources to the segments and to assess their performance.

Following the acquisition of three businesses in Continental Europe during 2016 and subsequent restructuring of the Group's business, the basis of segmentation was amended during the current financial year to reflect the new business model. The revised basis of segmentation is outlined in the paragraphs below but in all instances the changes were deemed necessary to better enable the CODM to evaluate the results of the business in the context of the economic environment in which the business operates, to make appropriate strategic decisions and to more accurately reflect the business model under which the Group now operates in each of these geographical regions. All comparative amounts have been restated to reflect the new basis of segmentation. The reclassification has no impact on revenue or operating profit reported by the Group.

Ireland and the United Kingdom

This segment includes the Group's wholly owned Irish and UK based Business-to-Business Agri-Inputs operations, Integrated Agronomy and On-Farm Services operations and Digital Agricultural Services business. In addition, this segment includes the Group's Associates and joint venture undertakings.

Continental Europe

This segment includes the Group's Business-to-Business Agri-Inputs operations, Integrated Agronomy and On-Farm Services operations in Poland, Romania and the Ukraine.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment operating profit as included in the internal management reports that are reviewed by the Group's CODM, being the Origin Executive Directors. Segment operating profit is used to measure performance, as this information is the most relevant in evaluating the results of the Group's segments. Segment results include all items directly attributable to a segment.

(i) Segment revenue and results

 
                                          Ireland & the UK       Continental Europe         Total Group 
                                       ----------------------  ---------------------  ---------------------- 
                                             2017        2016        2017       2016        2017        2016 
                                          EUR'000     EUR'000     EUR'000    EUR'000     EUR'000     EUR'000 
 
 Total revenue                          1,266,159   1,337,853     573,483    497,636   1,839,642   1,835,489 
 Less revenue from associates and 
  joint venture                         (311,174)   (314,233)           -          -   (311,174)   (314,233) 
 Revenue                                  954,985   1,023,620     573,483    497,636   1,528,468   1,521,256 
                                       ----------  ----------  ----------  ---------  ----------  ---------- 
 
 Segment result                            53,431      52,705      16,578     14,553      70,009      67,258 
 
 Profit from associates and joint 
  venture                                   4,366       5,621           -          -       4,366       5,621 
 
 Amortisation of non- ERP intangible 
  assets                                  (3,071)     (2,822)     (1,766)    (1,472)     (4,837)     (4,294) 
                                       ----------  ----------  ----------  ---------  ----------  ---------- 
 
 Total operating profit before 
  exceptional items                        54,726      55,504      14,812     13,081      69,538      68,585 
 
 Exceptional items                       (12,145)       (481)       (379)      5,436    (12,524)       4,955 
 
 
 Operating profit                          42,581      55,023      14,433     18,517      57,014      73,540 
                                       ----------  ----------  ----------  ---------  ----------  ---------- 
 

(ii) Segment earnings before financing costs and tax is reconciled to reported profit before tax and profit after tax as follows:

 
                                                                     2017      2016 
                                                                  EUR'000   EUR'000 
 
               Segment earnings before financing costs and tax     57,014    73,540 
 
               Finance income                                         703       453 
               Finance expense                                    (7,617)   (7,820) 
 
 
             Reported profit before tax                            50,100    66,173 
 
               Income tax expense                                 (4,480)   (8,372) 
 
 
               Reported profit after tax                           45,620    57,801 
 
 
   3        Exceptional items 

Exceptional items are those that, in management's judgement, should be separately presented and disclosed by virtue of their nature or amount. Such items are included within the Consolidated Income Statement caption to which they relate. The following exceptional items arose during the year:

 
                                                           2017     2016 
                                                        EUR'000  EUR'000 
 
 Rationalisation costs (i)                             (10,990)  (2,846) 
 Gain on disposal of investment (ii)                          -    1,341 
 Transaction and strategy related costs (iii)           (2,460)  (2,228) 
 Organisational redesign costs (iv)                     (1,740)        - 
 Fair value adjustment on investment properties (v)           -    2,100 
 Fair value adjustment on put option liability (vi)       2,666    6,588 
 
 
       Total exceptional (charge)/credit before tax    (12,524)    4,955 
       Tax credit/(charge) on exceptional items           3,222    (221) 
                                                       --------  ------- 
 
       Total exceptional (charge)/credit after tax      (9,302)    4,734 
                                                       --------  ------- 
 
 
   (i)    Rationalisation costs 

Rationalisation costs comprise the compensation and termination payments arising from the restructuring of our agronomy services businesses in the UK. The tax impact of this exceptional item in the current year is a tax credit of EUR2.1 million (2016: EUR0.6 million).

   (ii)   Gain on disposal of investment 

A gain on disposal of an investment in Adaptris Group Limited was recorded in the prior year of EUR1.3 million. The tax impact of this exceptional item in the prior year was a tax charge of EUR0.3 million.

   (iii)    Transaction and strategy related costs 

Transaction related costs principally comprise costs incurred in relation to the acquisitions completed during the year and post year end. Strategy related costs relate to once off consultancy costs in the prior year associated with the Groups' Agrii Services five-year strategy review. The tax impact of this exceptional item in the current year is a tax credit of EUR0.9 million (2016: EUR0.2 million).

   (iv)    Organisational redesign costs 

During the year the Group incurred costs relating to the commencement of an organisation redesign project, the purpose of which is to enhance the Origin Group's central capabilities to enable it to continue to support the Group as it grows. The primary areas of focus are on how the reporting and management structures, in addition to centralised functions, need to evolve as the Group continues to integrate existing businesses and expands its footprint. The project is expected to complete within the next year. The tax impact of this exceptional item in the current year is a tax credit of EUR0.2 million.

   (v)     Fair value adjustment on investment properties 

During the prior year the Group commissioned an independent valuations expert to conduct a valuation of the Groups' investment properties. The valuation was on the basis of market value and complies with the requirements of the Valuation and Appraisal Standards issued under the auspices of the Society of Chartered Surveyors. This valuation resulted in an increase to the carrying value of investment properties of EUR2.1 million. The tax impact of this exceptional item was a tax charge of EUR0.7 million in the prior year.

   (vi)    Fair value of put option liability 

This gain relates to the movement in fair value of the put option liability in respect of the Agroscope acquisition. The tax impact of this exceptional item in the current year is nil.

   4      Earnings per share 

Basic earnings per share

 
                                                                              2017     2016 
                                                                           EUR'000  EUR'000 
 
       Profit for the financial year attributable to equity shareholders    45,620   57,801 
                                                                           -------  ------- 
 
                                                                              '000     '000 
       Weighted average number of ordinary shares for the year             125,582  125,579 
                                                                           -------  ------- 
 
                                                                              Cent     Cent 
 
       Basic earnings per share                                              36.33    46.03 
                                                                           -------  ------- 
 

Diluted earnings per share

 
                                                                                 2017     2016 
                                                                              EUR'000  EUR'000 
 
       Profit for the financial year attributable to equity shareholders       45,620   57,801 
                                                                              -------  ------- 
 
                                                                                 '000     '000 
 
       Weighted average number of ordinary shares used in basic calculation   125,582  125,579 
       Impact of shares with a dilutive effect                                     77        - 
       Impact of the SAYE scheme                                                  531      495 
       Weighted average number of ordinary shares (diluted) for the year      126,190  126,074 
                                                                              -------  ------- 
 
                                                                                 Cent     Cent 
 
       Diluted earnings per share                                               36.15    45.85 
                                                                              -------  ------- 
 
 
                                                                    2017     2016 
                                                                 EUR'000  EUR'000 
      Adjusted basic earnings per share 
 
 
       Weighted average number of ordinary shares for the year   125,582  125,579 
                                                                 -------  ------- 
 
 
                                                                       2017     2016 
                                                                    EUR'000  EUR'000 
 
       Profit for the financial year                                 45,620   57,801 
 
       Adjustments: 
       Amortisation of non-ERP related intangible assets (Note 6)     4,837    4,294 
       Tax on amortisation of non-ERP related intangible assets       (934)  (1,242) 
       Exceptional items, net of tax                                  9,302  (4,734) 
                                                                    -------  ------- 
       Adjusted earnings                                             58,825   56,119 
                                                                    -------  ------- 
 
                                                                       Cent     Cent 
 
       Adjusted basic earnings per share                              46.84    44.69 
                                                                    -------  ------- 
 

Adjusted diluted earnings per share

 
                                                                                 2017      2016 
                                                                              EUR'000   EUR'000 
 
 
       Weighted average number of ordinary shares used in basic calculation   125,582   125,579 
       Impact of shares with a dilutive effect                                     77         - 
       Impact of the SAYE scheme                                                  531       495 
       Weighted average number of ordinary shares (diluted) for the year      126,190   126,074 
                                                                              -------   ------- 
 
 
 
                                                2017     2016 
                                             EUR'000  EUR'000 
 
       Adjusted earnings (as above)           58,825   56,119 
                                             -------  ------- 
 
                                                Cent     Cent 
 
       Adjusted diluted earnings per share     46.62    44.51 
                                             -------  ------- 
 
   5    Property, plant and equipment 
 
                                          2017       2016 
                                       EUR'000    EUR'000 
 
  At 1 August                          102,796     97,889 
  Arising on acquisition (Note 11)         388     14,804 
  Additions                             11,816      6,780 
  Disposals                              (180)      (990) 
  Depreciation charge for the year     (7,099)    (7,073) 
  Translation adjustments              (2,450)    (8,614) 
 
 
  At 31 July                           105,271    102,796 
 
 
 
   6    Goodwill and intangible assets 
 
                                                 2017      2016 
                                              EUR'000   EUR'000 
 
  At 1 August                                 192,696   161,401 
  Arising on acquisition (Note 11)             25,602    51,216 
  Additions                                     3,566     7,859 
  Amortisation of non-ERP intangible assets   (4,837)   (4,294) 
  ERP intangible amortisation                 (1,881)   (2,506) 
  Translation adjustments                     (9,185)  (20,980) 
 
 
  At 31 July                                  205,961   192,696 
 
 
 
   7    Investments in associates and joint venture 
 
                                                       2017     2016 
                                                    EUR'000  EUR'000 
 
    At 1 August                                      39,008   38,537 
    Share of profits after tax                        4,366    5,621 
    Dividends received                              (3,822)  (2,942) 
    Share of other comprehensive (expense)/income   (4,232)    1,819 
    Translation adjustment                          (1,114)  (4,027) 
 
               At 31 July                            34,206   39,008 
 
 
 
               Split as follows: 
               Total associates      17,620  18,693 
               Total joint venture   16,586  20,315 
                                     ------  ------ 
 
                                     34,206  39,008 
 
 
   8    Provision for liabilities 

The estimate of provisions is a key judgement in the preparation of the financial statements.

 
 
 
                                                                        2017                                2016 
                                                                     EUR'000                             EUR'000 
 
                          At 1 August                                 13,778                              11,470 
           Arising on acquisition                                      5,129                               7,585 
                          Provided in 
                           year                                       11,590                               4,253 
                          Paid in year                              (13,560)                             (8,229) 
                          Released in 
                           year                                        (977)                               (210) 
                          Currency 
                           translation 
                           adjustment                                  (496)                             (1,091) 
                                          ----------------------------------  ---------------------------------- 
 
                          At 31 July                                  15,464                              13,778 
 
 

Provisions primarily relate to contingent acquisition consideration arising on a number of acquisitions completed during the current year and rationalisation costs comprising termination payments arising from the restructuring of Agri-Services in the UK.

   9    Post employment benefit obligations 

The Group operates a number of defined benefit pension schemes and defined contribution schemes with assets held in separate trustee administered funds. All of the defined benefit schemes are closed to new members.

During the prior year the Origin UK Defined Benefit Pension Schemes were merged into one scheme with assets and liabilities transferred to a new single Defined Benefit Scheme. The assets of the scheme continue to be managed under the pre-existing investment arrangements and the liabilities have not changed.

The valuations of the defined benefit schemes used for the purposes of the following disclosures are those of the most recent actuarial valuations carried out at 31 July 2017 by an independent, qualified actuary. The valuations have been performed using the projected unit method.

Movement in net liability recognised in the Consolidated Statement of Financial Position

 
                                     2017     2016 
                                  EUR'000  EUR'000 
 
        At 1 August                 7,713    7,373 
        Current service cost          758      589 
        Past service cost             131      107 
        Contributions             (1,465)  (4,674) 
        Other finance expense         170       91 
        Remeasurements            (3,407)    4,881 
        Translation adjustments     (254)    (654) 
 
 
        At 31 July                  3,646    7,713 
 
 

10 Restricted cash

On 28 July 2015, Origin announced that it had reached agreement to acquire Romanian based Redoxim SRL. On that date, Origin placed in escrow an amount of EUR29,358,000 being the total consideration payable less local withholding tax. The completion of the acquisition was dependent on an approval process which required notification to the Official Gazette of Romania. This approval process was subsequently finalised and the acquisition of Redoxim SRL completed on 17 September 2015. On this date, 90 per cent of the funds in escrow were released to the sellers of Redoxim. The balance of EUR2,948,000 was paid post year end on 17 September 2016.

11 Acquisition of subsidiary undertakings

During the year the Group completed a number of acquisitions. These acquisitions improved the strategic position of the Groups integrated agronomy services business and further the Groups focus on building new capability, systems and process development. Details of the acquisitions are as follows:

1. On 11 November 2016 the Agrii Group completed the acquisition of 100 per cent of David Dumosch Limited. David Dumosch is an agricultural and horticultural merchant.

2. On 9 March 2017 the Group completed the acquisition of 100 per cent of the Resterra Group ('Resterra'). Resterra is a digital agricultural services group that provides an important enhancement to Origin's growing digital technology capabilities with a particular emphasis on expanding the Group's data driven group management solutions framework for the benefit of existing and potential new customers and agronomists.

3. On 1 July 2017 the Group completed the acquisition of 100 per cent of Linemark UK Limited ('Linemark'). Linemark is a sports and amenity paint manufacturer supplying line marking paint, grass marking machines and accessories.

Details of the net assets acquired and goodwill arising from the business combinations are as follows:

 
                                                           Provisional 
                                                                  Fair 
                                                                 value 
 Assets                                                        EUR'000 
 Non-current 
 Property, plant and equipment                                     388 
 Intangible assets                                               9,870 
                                                          ------------ 
 
 Total non-current assets                                       10,258 
                                                          ------------ 
 
 Current assets 
 Inventory                                                         864 
 Trade receivables (i)                                           1,118 
 Other receivables                                                 159 
 
 Total current assets                                            2,141 
                                                          ------------ 
 
 Liabilities 
 Trade payables                                                  (588) 
 Other payable                                                   (374) 
 Corporation tax                                                 (111) 
 Deferred tax liability                                        (1,666) 
                                                          ------------ 
 
 Total liabilities                                             (2,739) 
                                                          ------------ 
 
 Total identifiable net assets at fair value                     9,660 
 Goodwill arising on acquisition                                15,732 
                                                          ------------ 
 
   Total net assets acquired (excluding debt acquired)          25,392 
                                                          ------------ 
 
 Consideration satisfied by: 
 Cash consideration                                             22,249 
 Cash acquired                                                 (2,378) 
                                                          ------------ 
 Net cash outflow                                               19,871 
 
 Final cash settlement due                                         392 
 Contingent consideration                                        5,129 
 
 Consideration                                                  25,392 
                                                          ------------ 
 

(i) Gross trade receivables acquired were EUR1.1 million. All amounts are deemed to be recoverable.

During the prior year the Group completed a number of acquisitions in Romania and Poland, with some additional bolt on acquisitions in the United Kingdom. Details of the acquisitions are as follows:

1. On 17 September 2015 the Group completed the acquisition of 100 per cent of Redoxim SRL. Based in Romania, Redoxim SRL is a leading provider of agronomy services, macro and micro inputs to arable, vegetable and horticulture growers.

2. On 23 November 2015 the Group completed the acquisition of 100 per cent of the Kazgod Group. Based in Poland, the Kazgod Group is a leading provider of agronomy services, inputs, crop marketing solutions as well as a manufacturer of micro nutrition applications.

3. On 16 December 2015 the Group completed the acquisition of 100 per cent of Comfert SRL. Based in Romania, Comfert SRL is a leading provider of agronomy services, integrated inputs and crop marketing support to arable and vegetable growers.

4. On 20 August 2015 the Group completed the acquisition of 100 per cent of ReSo Seeds Limited. Based in the United Kingdom, ReSo Seeds Limited is a leading mobile seed cleaning and processing specialist company.

5. On 1 July 2016 the Group completed the acquisition of 100 per cent of Headland Amenity Limited. Based in the United Kingdom, Headland Amenity Limited is a technically advanced supplier of products and synergistic programmes to improve sports turf surfaces.

12 Analysis of net debt

 
                                                                         Non-cash   Translation 
                                                    2016     Cashflow   movements    adjustment         2017 
                                                 EUR'000      EUR'000     EUR'000       EUR'000      EUR'000 
 
    Cash                                         168,199      (1,349)           -       (4,219)      162,631 
    Overdrafts                                   (8,742)      (7,430)           -           256     (15,916) 
 
 
    Cash and cash equivalents                    159,457      (8,779)           -       (3,963)      146,715 
    Finance lease obligations                      (358)        (417)           -            36        (739) 
    Loans                                      (158,925)     (24,031)       (695)         6,225    (177,426) 
 
    Net cash/(debt)                                  174     (33,227)       (695)         2,298     (31,450) 
    Restricted cash                                2,948      (2,948)           -             -            - 
 
 
    Net cash/(debt) including restricted 
     cash                                          3,122     (36,175)       (695)         2,298     (31,450) 
 
 
 
13 Share capital                                                                           2017     2016 
                                                                                        EUR'000  EUR'000 
       Authorised 
       250,000,000 ordinary shares of EUR0.01 each (i)                                    2,500    2,500 
 
 
       Allotted, called up and fully paid 
       126,382,206 (2016: 126,378,777) ordinary shares of EUR0.01 each (i) (ii) (iii)     1,264    1,264 
 
 
 
 
 

(i) Ordinary shareholders are entitled to dividends as declared and each ordinary share carries equal voting rights at meetings of the Company.

(ii) In December 2012, the issued ordinary share capital was increased by the issue of 1,212,871 ordinary shares of nominal value of EUR0.01 each, at an issue price of EUR4.04 each, pursuant to a share subscription by a wholly owned subsidiary for the purposes of the Origin Long Term Incentive Plan 2012 ( "2012 LTIP Plan"). Under the terms of 2012 LTIP Plan, 412,541 of these shares were transferred to the directors and senior management as a result of certain financial targets having been achieved. The remaining 800,330 ordinary shares continue to be held as treasury shares.

(iii) In July 2017, the issued ordinary share capital was increased by the issue of 3,429 ordinary shares of nominal value EUR0.01 each, at an issue price of EUR5.48 each pursuant to the terms of the Origin Save As You Earn Scheme 2016.

           14    Return on invested capital 

Return on invested capital is a key performance indicator for the Group and represents Group earnings before interest, tax and amortisation of non-ERP related intangible assets taken as a percentage of Group net assets and is consistent with the definition approved as part of the 2015 Long Term Incentive Plan.

 
                                              2017        2016 
                                           EUR'000     EUR'000 
 
       Total assets                      1,083,027   1,120,049 
       Total liabilities                 (796,298)   (840,747) 
       Adjusted for: 
       Net debt/(cash)                      31,450     (3,122) 
       Tax, put option and derivative 
        financial instruments, 
        net                                 30,773      38,114 
       Accumulated amortisation             42,300      39,446 
       Invested capital                    391,252     353,740 
       Average invested capital            543,812     534,643 
 
       Operating profit (excluding 
        exceptional items)                  65,172      62,964 
       Amortisation of non-ERP 
        intangible assets                    4,837       4,294 
       Share of profit of associates 
        and joint venture                    4,366       5,621 
       Return                               74,375      72,879 
 
       Return on invested capital            13.7%       13.6% 
 
 

In years where the Group makes significant acquisitions or disposals, the return on invested capital calculation is adjusted accordingly to ensure that the impact of the acquisition or disposal is time apportioned appropriately.

   15   Related party transactions 

Related party transactions occurring in the year were similar in nature to those described in the 2016 Annual Report.

   16   Dividend 

The Board is recommending a final dividend of 17.85 cent per ordinary share which, when combined with the interim dividend of 3.15 cent per ordinary share, brings the total dividend for the year to 21.0 cent per ordinary share (total dividend of EUR26.5 million) (2016: 21.0 cent per ordinary share). Subject to shareholders' approval at the Annual General Meeting, the dividend will be paid on 15 December 2017 to shareholders on the register on 1 December 2017. In accordance with IFRS this dividend has not been provided for in the Consolidated Statement of Financial Position as at 31 July 2017.

   17   Financial commitments 

The Group has a financial commitment of EUR8.8 million attributable to a strategic partnership with University College Dublin ('UCD'). The commitment is over a five year period.

   18   Subsequent events 

On 10 August 2017 Origin announced it had completed the acquisition of the fertiliser activities and certain assets of Bunn Fertiliser Limited ('Bunn'). Based in the United Kingdom, Bunn is a leading producer of prescription fertiliser blends and nutrition management system servicing the arable grassland and horticultural sector. Under the terms of the transaction, Origin acquired the Business on a debt free and cash basis for a consideration of GBP9 million. Due to the short time frame between completion date and the date of issuance of this report, it was not possible to reliably estimate the fair values of assets and liabilities or the goodwill amount associated with this acquisition.

There have been no other material events subsequent to 31 July 2017 that would require adjustment to or disclosure in this report.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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