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PRES Pressure Technologies Plc

37.50
0.00 (0.00%)
Last Updated: 08:00:18
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Pressure Technologies Plc LSE:PRES London Ordinary Share GB00B1XFKR57 ORD 5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 37.50 36.00 39.00 37.50 37.00 37.50 10,250 08:00:18
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Fluid Powr Cylindrs,actuatrs 31.94M -679k -0.0219 -17.12 11.65M

Pressure Technologies PLC Final Results (0386K)

11/12/2018 7:01am

UK Regulatory


Pressure Technologies (LSE:PRES)
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TIDMPRES

RNS Number : 0386K

Pressure Technologies PLC

11 December 2018

11 December 2018

Pressure Technologies plc

("Pressure Technologies" or the "Group")

2018 Full-Year Results

Pressure Technologies (AIM: PRES), the specialist engineering group, announces its full-year results for the year ended 29 September 2018.

Chris Walters, Chief Executive of Pressure Technologies, said:

"The Group is well placed to take advantage of improving market conditions and realise the benefits of investment in people, new equipment and supporting processes. Beyond the organic growth seen in our rising order book, increasing our capability, scale and reach through acquisitions remains a strategic focus."

Financial

   --    Revenue* of GBP32.2 million (2017: GBP34.6 million) 
   --    Adjusted operating profit** at GBP0.5 million (2017: GBP1.6 million) 
   --    Reported loss before tax of GBP(3.1) million (2017: GBP(1.4) million ) 
   --    Adjusted earnings per share* of 0.7p (2017:  10.0p) 
   --    Reported basic loss per share* of (13.9)p (2017: (4.0)p) 
   --    Adjusted net operating cash inflow*** GBP0.5 million (2017: GBP0.9 million) 
   --    Closing net debt at GBP6.7 million (2017: GBP11.1 million ) 

* continuing operations

** Operating profit excluding acquisition costs, amortisation on acquired businesses and exceptional charges and credits.

***before cash outflow for exceptional costs

Operational

-- Manufacturing revenue up 13% year on year with second-half 32% up on the first-half as the businesses experience an uplift in activity from core markets

-- Precision Machined Components Division's closing order book up 54% on 2017, with highest intake levels in October 2018, since April 2014

-- Completed sale of Hydratron, the Group's Engineered Products Division for GBP1.1 million initial consideration

-- Post year-end conditional sale of the Alternative Energy Division for GBP11.1 million to a Canadian TSX Venture Exchange listed company

For further information, please contact:

 
 Pressure Technologies plc             Today Tel: 020 7920 3150 
  Chris Walters, Chief Executive        Thereafter, Tel: 0114 257 
  Joanna Allen, Chief Financial         3622 
  Officer                               www.pressuretechnologies.com 
  Keeley Clarke, Investor Relations 
 Cantor Fitzgerald Europe (Nominated   Tel: 020 7894 7000 
  Adviser and Broker) 
 Philip Davies / Will Goode 
 Tavistock                             Tel: 020 7920 3150 
  Simon Hudson 
 

COMPANY DESCRIPTION

Company description - www.pressuretechnologies.com

With its head office in Sheffield, Pressure Technologies was founded on its leading market position as a designer and manufacturer of high-pressure components and systems serving the global energy, defence and industrial gases markets.

Precision Machined Components - www.pt-pmc.com

   --     Al-Met, Mid Glamorgan, acquired in 2010 www.almet.co.uk 
   --     Roota Engineering, Rotherham, acquired in March 2014 www.roota.co.uk 
   --     Quadscot, Glasgow, acquired in October 2014 www.quadscot.co.uk 
   --     Martract Limited, Barton-on-Humber, acquired in December 2016 www.martract.co.uk 

Cylinders

-- Chesterfield Special Cylinders, Sheffield, IPO cornerstone in 2007 and includes, CSC Deutschland Gmbh, which is based in Dorsten, Germany and Chesterfield Special Cylinders Inc. which is based in Houston, USA www.chesterfieldcylinders.com

CHAIRMAN'S STATEMENT

Overview

It's fair to say that the much anticipated up-turn in the oil and gas industry took slightly longer to gain momentum than we had anticipated towards the end of last year. However, it's pleasing to report that the past few months have seen improved order intake trends and order book levels, supported by markedly higher bid activity throughout the Group.

As previously announced, John Hayward, CEO, stepped down from his role and Phil Cammerman, Non-Executive Director, retired during the year. Chris Walters was appointed as Chief Executive in September, bringing a wealth of experience in building successful global businesses and we look forward to him making a significant contribution in leading the Group.

Further substantiation of Chesterfield Special Cylinders' (CSC) market leadership was reinforced during the year when they became the only company from their peer group that managed to deliver unique, highly specialised cylinders for the Dreadnought Class of nuclear-powered submarines. The level of technical and manufacturing skills involved in such an undertaking is remarkable and it can only be offered from CSC - a company of master craftsmen!

During the past year, we have reviewed our portfolio of companies, with the view to refocusing our efforts on where we can achieve market leadership and deliver more predictable growth in sales and profits. In June, we announced the sale of Hydratron, which formed the Group's Engineered Products Division, for an initial cash consideration of GBP1.1 million, with an additional consideration of up to GBP2.25 million, which may become payable in cash, contingent on the company's future trading performance.

In the second-half of the year, focus turned to reviewing the strategic options for the Alternative Energy Division (AE) to realise the full potential of the Greenlane Biogas business in the expanding market for renewable natural gas (RNG), acknowledging that the nature of RNG development projects and plant installation contracts are no longer strategically compatible with the Group's focus on highly specialised manufacturing in oil and gas and defence markets.

We conducted a comprehensive review of divestment options, including an outright sale, a merger or a stock market listing. After generating positive interest in the business, the Board opted to proceed with a listing on the Canadian TSX Venture Exchange (TSX-V) as the most attractive approach, primarily due to deal deliverability, timing and value realisation. This option also allows the Group to retain a minority stake in the listed entity and benefit from the anticipated upside potential. I am pleased to report that on 10 December 2018, the Group announced it had commenced a process to spin out Greenlane and list it on the TSX-V, which will be accomplished by selling it to Creation Capital. We will remain a supportive minority shareholder and anticipate retaining our holding for the medium term. We anticipate this will conclude during the first quarter of 2019.

Results

Group revenue was GBP32.2m in the year, a 7% decline from last year, mostly as a result of lower turnover in AE. The turnover from our manufacturing divisions was up by 13%. Operating profits were modest at GBP0.5 million, however, returning a positive result on such low sales is clear evidence of the efforts taken in the past few years to align costs and improve operating efficiency.

The manufacturing divisions achieved returns on sales of between 11% and 13%, which is commendable in what were tough trading conditions in oil and gas. The AE Division recorded a small overall operating loss in the year, primarily due to low order intake in the first-half, but it was profitable throughout the second-half following its restructure.

The modest operating cash flow of GBP0.3 million reflects the phasing of large contract revenues around the year-end.

The Board has again resolved that no dividend shall be paid to shareholders this year as investment in the core manufacturing businesses remains the priority for capitalising on the improving markets conditions.

Outlook

Clearly, the opportunities for growth that we anticipated at the beginning of last year didn't materialise until later in the year. However, recent trading performance, order intake and general bidding activity indicates that we're seeing a period of increased market activity, particularly for oil and gas, so the Board expects a much better trading performance from the Group this year.

This increase in activity has been fuelled by greater confidence in the global oil and gas market, where most international oil companies have recently reported strong quarterly profits, which has in turn spurred a flurry of investment in capital projects. Time will tell whether these promising signs gather further momentum, in an environment where the USA Government is actively lobbying some of the world's largest crude oil producers to increase production in order to push prices down, thereby stimulating economic growth. This is an economic model that is more suited to heavily industrialised nations, but not for those who are reliant on oil revenues to fund domestic spending. The tensions are obvious.

When reflecting upon factors within the Board's control, the past year could be considered transformational, with the strategic divestment of two Divisions. Once the Greenlane Biogas deal has concluded, the Group will be in a stronger position to realise the efficiency benefits gained from recent restructuring and performance improvement measures, thereby capitalising on improving market conditions.

It is worth highlighting that the trading outlook for next year is much more encouraging, with year-end order books in our core manufacturing Divisions between 36-54% higher than at the same time last year.

The Board anticipates that funds generated from the portfolio rationalisation will provide the Group with a strengthened balance sheet, so we are actively looking at how we may be able to leverage that to accelerate growth in target markets.

Alan Wilson

Chairman

10 December 2018

CHIEF EXECUTIVE'S STATEMENT 2018

This is a very exciting time for the Group and I am delighted to join the team. During my first few weeks, I have met proud and committed colleagues in a business with unrivalled heritage and a leading reputation for craftsmanship and quality.

The past year was evidently an unpredictable and challenging one for the Group, but many positive steps have been taken to prepare the business for steadily improving conditions in our core markets. As momentum builds gradually in the oil and gas industry and our presence grows further in global defence markets, we have significantly strengthened our order book and have a clearer view of our customers' project pipeline today than at any point in the past three years.

Operational improvements and continued investment in our people, production capability and Group support underpin our confidence and our ability to realise the tremendous potential in our target markets. I am excited to be leading the Group and our valued colleagues into 2019 and beyond, building on our strong foundation and setting a clear vision for innovation, development and growth.

Performance

Overall Group revenue for the year was GBP32.2 million (2017: GBP34.6 million), down 7% as a result of fewer renewable energy projects. Revenue in our core Manufacturing Divisions increased by 13% to GBP21.2 million (2107: GBP18.8 million). Adjusted operating profit was GBP0.5 million (2017: GBP1.6 million), down as a result of operating losses in our Alternative Energy Division, mix-driven lower gross margins in manufacturing and investment in people and operating structure.

Oil and gas sector

 
 Revenue GBP million    2018    2017   2016   2015 
 Group                  12.5    10.6   11.9   25.1 
                       ======  =====  =====  ===== 
 PMC                    11.0*   9.8    10.2   18.8 
                       ======  =====  =====  ===== 
 Cylinders              1.5     0.8    1.7    6.3 
                       ======  =====  =====  ===== 
 

*casting anomaly due to rounding

Revenue from oil and gas sector customers increased 18% to GBP12.5 million (2017: GBP10.6 million) as activity in this sector made further gains over the low point in 2017, driven by increased order volumes in our Precision Machined Components Division (PMC) and the delivery of drillship air pressure vessels in our Cylinders Division. The recovery in oil and gas exploration and production activity has been unpredictable for the Group and our customers. We experienced a very slow third-quarter as our customers focused internally on planning and resourcing for increased project execution and procurement activity, generating a tendering surge in the fourth-quarter and pressure on lead times to meet project deadlines.

Throughout the downturn, gross margins in our PMC Division, which focuses primarily on this sector have remained above 30% and were 33% in 2018 (2017: 35%), with the cost impact of higher base material content and carbide coatings offsetting efficiency improvements from new equipment and processes. Margins in the year were also affected by new product development work with new and existing customers. These developments have extended our product range and delivered new revenue streams with strong margins. A total of 15 new customers contributed 8% of total PMC revenue in the year.

Defence sector

 
 Revenue GBP million    2018   2017   2016   2015 
 Group                  6.6    6.4    6.5    7.5 
                       =====  =====  =====  ===== 
 PMC                    -      -      -      - 
                       =====  =====  =====  ===== 
 Cylinders              6.6    6.4    6.5    7.5 
                       =====  =====  =====  ===== 
 

Defence sector revenue increased slightly to GBP6.6 million (2017: GBP6.4 million). Delays to several key defence projects resulted in revenue being strongly weighted to the second-half of the year and slipping into 2019. Standard and bespoke cylinders for the Dreadnought submarine programme contributed significantly alongside the Type 26 frigate project, which was secured in the first-half of the year. Export naval revenue increased significantly, driven in particular by successful projects in South Korea.

Integrity management revenue increased 21% to GBP0.8 million (2017: GBP0.7 million) as activity for the UK naval support contract ramped up, having been delayed from the first-half of the year.

Driven by defence project revenues, overall gross margin in our Cylinders Division, which focuses primarily on this sector, remained strong at 35%, but fell below the 41% peak of 2017 due to a reduced volume of high-margin aerospace orders, product development work and increased direct labour costs.

Industrial gas sector

 
 Revenue GBP million    2018   2017   2016   2015 
 Group                  2.0    1.7    1.3    0.6 
                       =====  =====  =====  ===== 
 PMC                    0.3*   0.5    -      - 
                       =====  =====  =====  ===== 
 Cylinders              1.7    1.2    1.3    0.6 
                       =====  =====  =====  ===== 
 

*casting anomaly due to rounding

Revenue increased 16% in this sector, driven by favourable phasing of cyclical refurbishment work for our largest customer off-setting the lower volume in this sector from PMC in the year.

Renewable energy sector

 
 Revenue GBP million    2018   2017   2016   2015 
 Group                  11.1   15.9   11.3   14.0 
                       =====  =====  =====  ===== 
 AE                     11.1   15.8   11.3   14.0 
                       =====  =====  =====  ===== 
 Cylinders              -      0.1    -      - 
                       =====  =====  =====  ===== 
 

Alternative Energy Division (AE) projects dominated Group performance in this sector, with GBP11.1 million overall for the year (2017: GBP15.8 million) and a second-half revenue of GBP8.3 million, as work started on three projects secured earlier in the year.

Overall revenue was adversely impacted in the UK by delays in the Renewable Heat Incentive amendments, complexity and client funding arrangement delays on contract awards in the Americas and the disruption to commercial activity experienced through Divisional restructuring throughout the prior year. However, overall gross margin improved to 22% (2017: 17%) as a direct result of this restructuring.

People

The success of the Group comes from our people. Our performance and our reputation are achieved through their skills, experience and relationships, through their hard work and from the way they collaborate with colleagues and with our customers.

I am personally committed to ensure all colleagues have a safe place to work, where we also positively support their health and well-being. We have further strengthened HSE management across the Group with new roles in our operational sites, supporting more focused workplace risk assessment and performance reporting. A new working group is evaluating improvements to the way we support health and well-being across the Group, with the aim of promoting a positive working environment and fulfilment for existing and prospective colleagues and enhancing our employer brand.

Recruitment to meet the growing workload and new skill requirements has progressed successfully, building on our 230-strong workforce. Several former colleagues who left the business during the downturn have re-joined us and we have invested further in apprenticeships across the Group.

Earlier this year, we carried out a Group-wide engagement survey to objectively gather views from our colleagues on how they feel about a range of factors related to working within the Group. Overall, the results were positive, showing a high degree of colleague engagement and a strong sense of pride in the companies they work for. The survey also identified areas for improvement, which has helped focus management priorities throughout the year.

We recently launched a Group management development programme, bringing directors, managers and supervisors together for a tailored course, focusing on key skills and knowledge of employment legislation and giving our management teams a practical toolkit for best practice in people management.

Further progress has been made with standardising our people management policies and guidelines, giving our managers and staff access to an efficient and supportive centralised resource, improving compliance and consistency across the Group. We also completed an extensive programme of work to bring the Group into compliance with GDPR requirements.

Finally, on people, I would like to thank John Hayward, my predecessor for his time and support during our handover. I very much enjoyed working with John, under whose leadership the Group has been built on core values of honesty and integrity. These values are clearly evident across the business and remain fundamental to everything we do.

Strategy and Outlook

The Group is well placed to take advantage of improving market conditions and realise the benefits of investment in people, new equipment and supporting processes.

Precision Machined Components Division

Delivery of high-quality, safety-critical components for the oil and gas industry remains the predominant focus for PMC in the medium-term, where our expertise is increasingly well recognised and respected. Oil and gas market commentators and our key customers remain cautiously optimistic about the continuing growth in international exploration and production investment, with many major projects due to commence in 2020.

Tendering activity increased sharply towards the end of the year and has continued to rise. The closing order book in September 2018 was 54% up on the same period in 2017, with 14% of the total order book coming from new customers secured through 2018. The Divisional order intake reached its highest level in October 2018 for over four years, with a rolling 12-month order intake 24% higher than at the same time in 2017.

Investment in people to manage our existing customers and drive new product and new customer opportunities in target areas has helped improve our responsiveness and success rates. Closer customer relationships have given us greater visibility of new leads, helping to inform load and capacity planning within our production teams.

Our capex investment programme will accelerate through 2019, further equipping the Division with the very latest high-performance machining centres that allow us to support a widening range of products for our customers, as they seek to consolidate their approved supplier lists and to value-engineer their designs with our input.

Margin improvement remains a focus, supported by further investment in skills and training, the development of innovative manufacturing processes and more effective management of our supply chain and subcontracted services.

Beyond the organic growth seen in our rising order book, increasing our capability, scale and reach through acquisitions remains a strategic focus. Recent standardisation of operating models and experience gained through effective collaboration between our individual brands has helped blueprint an effective Group approach to future acquisitions of highly specialised, niche manufacturing operations in target markets.

Cylinders Division

Our Cylinders Divisional strategy remains firmly on course to achieve greater inroads in target markets.

The diversification into global defence markets from 2014 has proved highly successful, strengthened by the opening of our German office and the development of key relationships and opportunities in new regions. This sector remains the organic growth focus for the foreseeable future with strong potential to replicate the success seen with the Royal Navy across NATO-friendly navies worldwide.

In the UK, submarine and surface warship build programmes remain largely unaffected by cuts in defence spending and we are established suppliers to the extensive Dreadnought submarine and Type 26 frigate projects, with order book visibility to 2023 and project horizons out to at least 2030.

Defence budgets in the US remain robust and our local team continue to drive the qualification of our products, while managing key relationships in US army, navy and air force departments. Our rapid response in providing a solution for the USAF F-22 Raptor has helped promote our reputation in this target market.

Our Integrity Management services have established a strong presence and an enviable reputation in the UK defence market with the in-service submarine programme. This business has tremendous potential for growth outside the UK and Europe and is a focus area for accelerated development.

Strategically we are channelling efforts through our German office to promote safety-critical Integrity Management services to navies worldwide.

In oil and gas markets, we are well positioned to respond to a predicted upturn in drillship and semi-submersible projects from 2020. It is notable that the Cylinders Division recently delivered the only two major air pressure vessel supply contracts awarded globally in this sector and is the 'go to' supplier as the upturn approaches. Customer relationships remain strong and our investment in product R&D continues, keeping us at the forefront of this sector.

As the focus on renewable energy usage grows globally, we are set to build on our breakthrough order in 2018 for the supply of hydrogen refuelling station cylinders in the UK. We recently secured a second major European order and are well positioned with our tendering partners to win further contracts. There are several target customers in the European hydrogen market and we are well positioned as a key supplier, partner and service provider, offering technical advice and support from the very early stages of project development. There are significant growth opportunities for large, high-pressure cylinders in this market as hydrogen power plays an increasing role in mass transport systems worldwide.

Further investment in new technology to advance our production, handling and finishing processes is underway, bringing improved efficiency and reliability. We are also working with academic partners to evaluate innovative production methods for our ultra-large cylinders and assessing improvements to supply chain management for materials and subcontracted services.

Alternative Energy

The global outlook for renewable natural gas (RNG) has improved again throughout the year with governments and energy majors increasing their commitment to renewables in the global energy mix, with RNG playing a significant role, particularly in the US and Europe.

Significant progress has been made in forming relationships with project developers, grid operators and energy majors in these key regions and our strategic decision to centre the Division in Vancouver positions Greenlane Biogas perfectly to take advantage of new opportunities. With a closing order book of GBP7m and a GBP30m pipeline of high-probability opportunities for order placement in 2019, the potential for Greenlane in this growing sector appears to be very strong.

In June 2018, we announced that strategic options would be evaluated for our Alternative Energy Division and Greenlane Biogas that would help unlock value for our shareholders and refocus the Group on core specialist manufacturing activities in defence and oil and gas markets.

As a result of this strategic review and following the appraisal of outright sale and merger options, we have commenced a process to list Greenlane Biogas on the TSX-V. We will remain a supportive minority shareholder and anticipate retaining our holding for the medium term.

Chris Walters

Chief Executive

10 December 2018

CHIEF FINANCIAL OFFICER'S REPORT 2018

Highlights

 
 Group Revenue*      Manufacturing Revenue(*) up 13% to GBP21.2m    Adjusted operating Profit(**)    Return on Revenue*** 
    down 7% to                      (2017: 18.8m)                              GBP0.5m                        2% 
     GBP32.2m                                                                (2017: 1.6m)                 (2017: 5%) 
 (2017: GBP34.6m) 
   Net operating                       Closing                             Fundraising of               R&D tax credit 
       cash                            Net Debt                                GBP4.8m                benefits as a % of 
   inflow(****)                        GBP6.7m                                                            revenue of 
      GBP0.5m                      (2017: GBP11.1m)                                                          2.5% 
  (2017: GBP0.9m)                                                                                        (2017: 1.5%) 
                   =============================================  ===============================  ====================== 
 

* continuing operations only

** operating profit excluding acquisition costs, amortisation on acquired businesses and exceptional charges and credits.

*** adjusted operating profit divided by revenue

****before cash outflow for exceptional costs

I am pleased to present the results of what has been another very busy and transitional year for the Group. We have continued to shape the finance teams to focus on business insight and real-time analysis to support commercial decision making, investing in systems and processes to facilitate this, whilst continuously improving the efficiency of financial reporting.

Following the disposal of the entire issued share capital of Hydratron Limited all results and costs for the Engineered Products Division have been presented as discontinued operations, commentary is in respect of continuing operations.

The continuing Manufacturing Divisions are experiencing an uplift in activity with revenues from these Divisions 13% up on the prior year. Second-half was particularly strong, 32% up on the first-half reflecting both the momentum of work in the oil and gas sector and phasing of large defence projects.

Alternative Energy also had a stronger second-half returning an adjusted operating profit of GBP0.4 million. Four new biogas upgrader projects were awarded and commenced in the year. Non-upgrader sales for after-market support and other products decreased to GBP2.2 million (2017: GBP3.2 million). Whist revenue has reduced significantly to GBP11.1 million in 2018 (2017: GBP15.8 million), profitability in this Division has continued to improve, gross profit margin has increased by 5ppt to 22% in the year.

Across the Group, we have continued to invest in new equipment and technology. GBP1.1 million in new plant and machinery has been invested in the Manufacturing Divisions. A further GBP0.4 million has been invested in IT systems and technology, predominantly to support the AE Division. The R&D tax credit relief has increased with claims in 2018 expected to be in excess of 2.5% of revenue (2017: 1.5%).

In the short-term, the financial priorities continue to focus on the reduction in net debt with working capital management at the fore, whilst investing in new equipment, using efficient finance arrangements where applicable, and maximising available tax credits reflecting the focus on innovation. Debtor days have reduced to 53 (2017: 61) reflecting the continued focus on key account management and mix of customer balances at the year-end. This, along with the phasing of contract revenues, has resulted in a small net investment in working capital for continuing operations in 2018 of GBP0.2 million (2016: GBP1.5 million).

The oversubscribed share placing in November 2017 and the disposal of the EP Division in June 2018, both immediately reduced net debt which closed at GBP6.7 million (2017: GBP11.1 million) and this positions the Group well to capitalise on the clear momentum in market opportunity being experienced in the Manufacturing Divisions.

Trading result

Manufacturing

The Manufacturing Divisions contributed GBP2.6 million of adjusted operating profit in 2018 (2017: GBP2.9 million), whilst the volume of work increased year-on-year the mix of work delivered was at an overall lower gross margin which has reduced return on revenue. Administrative costs remained at 22% of revenue due to the strategic investment in people and skills in readiness for anticipated workload in 2019 and beyond.

Alternative Energy

The benefits of the restructuring in 2017 are visible in Gross Margin improvement with 2018 seeing a 5ppt increase to 22% (2017: 17%). The revenue in the first-half of GBP2.8 million (2017: 8.0 million) was adversely impacted by the restructuring in 2017 but recovered in the second-half to GBP8.3 million (2017: 7.8 million) and the Division was profitable with a Return on Revenue of 5% in this half.

Central Costs

Unallocated central costs (before M&A, amortisation on acquired businesses and exceptional charges) were GBP1.6 million (2017: GBP1.4 million).

In respect of the Group's various share option plans there was a net nil share based payment cost in the year (2017: GBP0.1 million).

Exceptional items

Reorganisation and redundancy costs in the year were GBP0.3 million (2017: GBP0.7 million), which predominantly relate to the final parts of the Alternative Energy Division restructuring.

On 21 July 2018, John Hayward informed the Board of his decision to retire as Chief Executive Officer. John subsequently stepped down from the Board, with effect from 1 October 2018. CEO retirement costs include payment in lieu of contractual notice (GBP216,000) with the balance being settlement costs.

M&A related exceptional items and amortisation costs were GBP2.6 million (2017: GBP2.0 million). The prior year included the GBP0.6 million write-back of the deferred consideration of Martract Limited.

Taxation

The tax credit for the year was GBP0.6 million (2017: GBP0.8 million).

The loss before tax, effect of the change in tax rates in the year and adjustments in respect of prior years have all contributed to the significant credit in the 2018. The applicable current tax rate for the year is 19% (2017: 19.5%). The reduction in rate of tax and the utilisation of losses have resulted in a lower effective tax rate than the current rate of tax.

R&D tax benefits in respect of 2018 are projected to be around GBP0.8 million (2017: GBP0.5 million).

Corporation tax paid in the year totalled GBP0.1 million (2017: refund GBP0.2 million), which relates to the UK. Tax in overseas territories is minimal.

Foreign Exchange

The Group has exposure to movements in foreign exchange rates related to both transactional trading and translation of overseas investments.

In the year under review, the principal exposure which arose from trading activities, was to movements in the value of the Euro, the CA Dollar and the US Dollar relative to Sterling. As the Group companies both buy and sell in overseas currencies, particularly the Euro and the US Dollar, there is a degree of natural hedge already in place.

In the AE Division the currency exposure is actively managed at the outset of a project where possible matching the contract currency with the contracts costs. Where appropriate forward contracts taken out to cover the residual exposure. Exposure (both translational and transactional) to the movements in the USD versus the CAD and GBP are expected to increase as the focus of the AE Division turns to this market.

In 2018 the net gain recognised in adjusted operating profit in respect of realised and unrealised transactions in Euro, US Dollar, Canadian Dollar and New Zealand Dollar was GBP0.1 million (2018: immaterial) . In 2018 a loss of GBP0.1 million (2017: immaterial) was recorded below adjusted operating profit in respect of the retranslation of foreign operations.

As at 29 September 2018 there were no forward contracts in place (2017: none).

At the present time no cover is held against the value of overseas investments or intercompany loans with overseas entities as over the next year dividend flows from these to Group are not expected to be significant.

Disposal of Hydratron

On 7 June 2018, the Group completed the disposal of the entire issued share capital of its subsidiary, Hydratron Limited, to Pryme Group Limited, majority owned by Simmons Private Equity LP. This business was reported by the Group as the Engineered Products Division.

The initial consideration was GBP1.1 million (less costs and retentions), along with potential deferred contingent consideration up to a maximum of GBP2.25m, dependent on revenue in the twelve months post completion. As detailed in Note 5 to these financial statements a goodwill impairment of GBP1.7 million was recognised as a charge in the period ended 29 September 2018.

The GBP2.6 million loss from discontinued operations comprise the operating loss for the period up to disposal, costs to sell and impairment charges associated with the business.

Financing, cash flow and leverage

Operating cash inflow for continuing operations before movements in working capital and reorganisation and redundancy costs was GBP1.8 million (2017: GBP2.5 million). After a net working capital inflow of GBP0.2 million (2017: net investment GBP1.5 million), cash generated from operations was GBP2.0 million (2017: GBP0.9 million). The change in working capital arose from the timing of large contract down payments and phasing of contract revenues in Cylinders and AE Divisions.

Cash outflow in respect of discontinued operations trading up to the point of disposal was GBP0.4 million.

Cash outflow in respect of exceptional costs was GBP1.3 million (2017: GBP0.8 million).

Cash inflows in respect of the disposal of EP was GBP1.1 million. Capital expenditure on plant and machinery was GBP1.1 million, of which GBP0.6 million was in the PMC Division and GBP0.4 million in the Cylinders Division. Where appropriate new machines are now acquired using dedicated equipment finance and these assets are then self-financing through trading cash inflow, in 2018 GBP0.5 million of new finance leases were utilised. GBP1.1 million (2017: GBP0.9 million) of the net debt relates to finance leases in respect of plant and machinery.

Net debt was GBP6.7 million (2017: GBP11.1 million), the decrease driven primarily by the share issue and disposal of the EP Division. The Group's GBP15 million revolving credit facility ("RCF") was GBP11.8 million drawn at the year-end.

The increase in adjusted EBITDA and reduction in net debt means the Net Debt to Adjusted EBITDA leverage ratio in respect of the RCF facility reduced to 2.3:1 at 29 September 2018 (2017: 3.1:1). All facility covenants have been complied with throughout the period and the facility has been extended to January 2020.

Earnings per share and dividends

Adjusted earnings per share decreased to 0.7 pence (2017: 10.0 pence) for continuing operations. Basic loss per share was (13.9) pence (2017: (4.0) loss per share) for continuing operations.

No dividends were paid in the year (2017: nil) and no dividends have been declared in respect of the year ended 29 September 2018 (2017: nil). Distributable reserves in the parent company decreased 23% to GBP16.9 million (2017: GBP22.1 million), driven primarily by the disposal of Hydratron Limited.

Statement of financial position

Goodwill and intangible assets (at cost) decreased by GBP2.1 million to GBP35.8 million (2017: GBP37.9 million). GBP2.5 million related to the disposal of EP, the balance was investment in new product development and investment in IT systems. Amortisation in the year was GBP2.6 million (2017: GBP2.4 million).

Net current assets increased to GBP9.6 million (2017: GBP9.1 million). This increase is predominantly due to an increase in cash and the phasing of large contract balances between years.

Non-current liabilities decreased to GBP14.4 million (2017: GBP18.0 million) after borrowings reduced to GBP12.6 million (2017: GBP15.6 million).

Net assets decreased by 1.2% to GBP33.4 million (2017: GBP33.8 million) and net asset value per share decreased to 180 pence (2017: 233 pence) due to the dilutive impact of the share placing.

Joanna Allen

Chief Financial Officer

10 December 2018

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the 52 week period ended 29 September 2018

 
                                                 Notes        52 weeks        52 weeks 
                                                                 ended           ended 
                                                          29 September    30 September 
                                                                  2018            2017 
                                                               GBP'000         GBP'000 
 
 Revenue                                           1            32,245          34,557 
 
 Cost of sales                                                (22,605)        (24,851) 
 
 Gross profit                                                    9,640           9,706 
 
 Administration expenses                                       (9,093)         (8,137) 
 
 Operating profit before M&A costs, 
  amortisation and exceptional charges 
  and credits                                      1               547           1,569 
 Separately disclosed items of administrative 
  expenses: 
 Amortisation and M&A related exceptional 
  items                                            3           (2,584)         (1,968) 
 Other exceptional charges and credits             4             (688)           (667) 
 
 Operating loss                                                (2,725)         (1,066) 
 Finance income                                                      6               4 
 Finance costs                                                   (400)           (343) 
 
 Loss before taxation                              2           (3,119)         (1,405) 
 Taxation                                          6               589             823 
 
 Loss for the period from continuing 
  operations                                                   (2,530)           (582) 
 
 Discontinued operations 
 Loss for the period from discontinued 
  operations                                       5           (2,558)           (565) 
 
 Loss for the period attributable 
  to owners of the parent                                      (5,088)         (1,147) 
 Other comprehensive income 
  Items that may be reclassified subsequently 
  to profit or loss: 
  Currency translation differences 
  on translation of foreign operations                            (60)             (4) 
 
 Total comprehensive income for 
  the period attributable to the owners 
  of the parent                                                (5,148)         (1,151) 
 
 
 Basic earnings per share 
 From continuing operation                         7           (13.9)p          (4.0)p 
 From discontinued operations                      7           (14.1)p          (3.9)p 
 
 From loss for the period                                      (28.0)p          (7.9)p 
 
 Diluted earnings per share 
 From continuing operation                         7           (13.9)p          (4.0)p 
 From discontinued operations                      7           (14.1)p          (3.9)p 
 
 From loss for the period                                      (28.0)p          (7.9)p 
 

CONSOLIDATED BALANCE SHEET

As at 29 September 2018

 
                                  Notes   29 September   30 September 
                                                  2018           2017 
                                               GBP'000        GBP'000 
 
 Non-current assets 
 Goodwill                           9           14,370         16,062 
 Intangible assets                 10           11,444         13,658 
 Property, plant and equipment                  12,032         12,583 
 Deferred tax asset                 15             402            343 
 
                                                38,248         42,646 
 
 Current assets 
 Inventories                                     4,383          4,986 
 Trade and other receivables       11           11,998         11,339 
 Cash and cash equivalents                       6,140          4,791 
 Current tax                                        35              - 
 
                                                22,556         21,116 
 
 Total assets                                   60,804         63,762 
 
 
 Current liabilities 
 Trade and other payables          12         (12,745)       (11,748) 
 Borrowings                        13            (241)          (219) 
 Current tax liabilities                             -           (23) 
 
                                              (12,986)       (11,990) 
 
 
 Non-current liabilities 
 Other payables                    12            (198)          (238) 
 Borrowings                        13         (12,636)       (15,642) 
 Deferred tax liabilities          15          (1,591)        (2,089) 
 
                                              (14,425)       (17,969) 
 
 
 Total liabilities                            (27,411)       (29,959) 
 
 Net assets                                     33,393         33,803 
 
 
 Equity 
 Share capital                                     930            725 
 Share premium account                          26,172         21,637 
 Translation reserve                             (465)          (405) 
 Retained earnings                               6,756         11,846 
 
 Total equity                                   33,393         33,803 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the 52 week period ended 29 September 2018

 
                                                                             Profit 
                                                     Share                      and 
                              Notes       Share    premium   Translation       loss     Total 
                                        capital    account       reserve    account    equity 
                                        GBP'000    GBP'000       GBP'000    GBP'000   GBP'000 
 
 Balance at 02 October 
  2016                                      724     21,620         (401)     12,872    34,815 
 
 Share based payments                         -          -             -        121       121 
 Shares issued                                1         17             -          -        18 
 
 Transactions with 
  owners                                      1         17             -        121       139 
 
 
   Loss for the period                        -          -             -    (1,147)   (1,147) 
 Other comprehensive 
  income: 
  Exchange differences 
  on translating foreign 
  operations                                  -          -           (4)          -       (4) 
 
 Total comprehensive 
  income                                      -          -           (4)    (1,147)   (1,151) 
 
 Balance at 30 September 
  2017                                      725     21,637         (405)     11,846    33,803 
 
 Share based payments                         -          -             -        (2)       (2) 
 Shares issued                              205      4,535             -          -     4,740 
 
 Transactions with 
  owners                                    205      4,535             -        (2)     4,738 
 
 
   Loss for the period                        -          -             -    (5,088)   (5,088) 
 Other comprehensive 
  income: 
  Exchange differences 
  on translating foreign 
  operations                                  -          -          (60)          -      (60) 
 
 Total comprehensive 
  income                                      -          -          (60)    (5,088)   (5,148) 
 
 Balance at 29 September 
  2018                                      930     26,172         (465)      6,756    33,393 
 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the 52 week period ended 29 September 2018

 
                                              Notes        52 weeks        52 weeks 
                                                              ended           ended 
                                                       29 September    30 September 
                                                               2018            2017 
                                                            GBP'000         GBP'000 
 Operating activities 
 Cash flows from operating activities          16               291             319 
 Finance costs paid                                           (394)           (324) 
 Income tax (paid) / refund                                    (56)             216 
 
 Net cash inflow from operating activities                    (159)             211 
 
 
 Investing activities 
 Proceeds from sale of fixed assets                             127              21 
 Purchase of property, plant and equipment                  (1,009)           (961) 
 Cash outflow on purchase of subsidiaries 
  net of cash acquired                                            -         (3,597) 
 Cash inflow on disposal of subsidiaries 
  net of cash disposed of                                     1,088               - 
 
 Net cash used in investing activities                          206         (4,537) 
 
 
 Financing activities 
 New borrowings                                                   -           3,350 
 Repayment of borrowings                                    (3,438)           (324) 
 Shares issued                                                4,740              18 
 
 Net cash from financing activities                           1,302           3,044 
 
 
 Net increase / (decrease) in cash and 
  cash equivalents                                            1,349         (1,282) 
 Cash and cash equivalents at beginning 
  of period                                                   4,791           6,073 
 
 Cash and cash equivalents at end of 
  period                                                      6,140           4,791 
 
 
 

NOTES

Basis of preparation

The financial information set out in this preliminary announcement does not constitute statutory accounts as defined by section 434 of the Companies Act 2006. It has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards (IFRS) adopted for use in the European Union, including IFRIC interpretations issued by the International Accounting Standards Board, and in accordance with the AIM rules and is not therefore in full compliance with IFRS. The principal accounting policies of the Group have remained unchanged from those set out in the Group's 2017 annual report. The financial statements have been prepared under the historical cost convention, except for derivative financial instruments which are carried at fair value.

The financial information for the period ended 29 September 2018 was approved by the Board on 10 December 2018 and has been extracted from the Group's financial statements upon which the auditor's opinion is unmodified and does not include a statement under section 498(2) or (3) of the Companies Act 2006.

The statutory accounts for the period ended 29 September 2018 will be posted to shareholders at least 21 days before the Annual General Meeting and made available on our website www.pressuretechnologies.com. In due course, they will be delivered to the Registrar of Companies. The statutory accounts for the period ended 30 September 2017 have been delivered to the Registrar of Companies.

Going concern

The financial statements have been prepared on a going concern basis.

Management has produced forecasts for all business units which have been reviewed by the Directors. These demonstrate that the Group is forecast to generate profits and cash in 2018/2019 and beyond and that the Group has sufficient cash reserves and bank facilities to enable it to meet its obligations as they fall due for a period of at least 12 months from when these financial statements have been signed.

As such, the Directors are satisfied that the Company and Group have adequate resources to continue to operate for the foreseeable future. For this reason they continue to adopt the going concern basis for preparing the financial statements.

1. Segment analysis

The financial information by segment detailed below is frequently reviewed by the Chief Executive who has been identified as the Chief Operating Decision Maker (CODM). The Manufacturing and Alternative Energy divisions are distinct due to the nature of the underlying businesses and as such are grouped on that basis.

For the 52 week period ended 29 September 2018

 
                               Cylinders     Precision   Manufacturing   Alternative    Central     Total 
                                              Machined       sub total        Energy      costs 
                                            Components 
                                 GBP'000       GBP'000         GBP'000       GBP'000    GBP'000   GBP'000 
 Revenue 
  - total                          9,942        11,551          21,493        11,078          -    32,571 
 - revenue from other 
  segments                             -          (83)            (83)             -          -      (83) 
 - intra segment revenue 
  from discontinued 
  operations                           -         (243)           (243)             -          -     (243) 
 
 Revenue from external 
  customers                        9,942        11,225          21,167        11,078          -    32,245 
 
 Gross Profit                      3,511         3,694           7,205         2,405         30     9,640 
 
 Operating profit 
  / (loss) before M&A 
  costs, amortisation 
  and exceptional charges 
  and credits                      1,099         1,501           2,600         (502)    (1,551)       547 
 Amortisation and 
  M&A related exceptional 
  items                                -       (1,741)         (1,741)         (768)       (75)   (2,584) 
 
 Other exceptional 
  charges                           (27)          (60)            (87)         (177)      (424)     (688) 
 
 
 Operating profit 
  / (loss)                         1,072         (300)             772       (1,447)    (2,050)   (2,725) 
 
 
 Net finance (costs) 
  / income                          (15)           (8)            (23)             6      (377)     (394) 
 
 
 
 Profit / (loss) before 
  tax                              1,057         (308)             749       (1,441)    (2,427)   (3,119) 
 
 
 Segmental net assets 
  *                                6,392        54,254          60,646        11,792   (39,045)    33,393 
 
 
 
 
 Other segment information: 
 Capital expenditure                 410           600           1,010            65         18     1,093 
 Depreciation                        473           635           1,108            72        125     1,305 
 Amortisation                          -         1,741           1,741           768         75     2,584 
 

* Segmental net assets comprise the net assets of each division adjusted to reflect the elimination of the cost of investment in subsidiaries and the provision of financing loans provided by Pressure Technologies plc.

1. Segment analysis (continued)

For the 52 week period ended 30 September 2017

 
                                               Precision 
                                                Machined   Manufacturing   Alternative     Central 
                                 Cylinders    Components       sub total        Energy       costs     Total 
                                   GBP'000       GBP'000         GBP'000       GBP'000     GBP'000   GBP'000 
 Revenue 
  - total                            8,403        10,703          19,106        15,800           -    34,906 
 - revenue from other 
  segments                               -          (79)            (79)             -           -      (79) 
 - intra segment revenue 
  from discontinued 
  operations                             -         (270)           (270)             -           -     (270) 
 
 Revenue from external 
  customers                          8,403        10,354          18,757        15,800           -    34,557 
 
 Gross Profit                        3,408         3,591           6,999         2,731        (24)     9,706 
 
 Operating profit 
  / (loss) before M&A 
  costs, amortisation 
  and exceptional charges 
  and credits                        1,062         1,840           2,902             3     (1,336)     1,569 
 Amortisation and 
  M&A related exceptional 
  items                                  -       (1,691)         (1,691)         (708)         431   (1,968) 
 
 Other exceptional 
  charges                             (34)          (57)            (91)         (413)       (163)     (667) 
 
 
 Operating profit 
  / (loss)                           1,028            92           1,120       (1,118)     (1,068)   (1,066) 
 
 
 Net finance (costs) 
  / income                             (9)           (6)            (15)             4       (328)     (339) 
 
 
 
 Profit / (loss) before 
  tax                                1,019            86           1,105       (1,114)     (1,396)   (1,405) 
 
 
 Segmental net assets 
  *                                  6,271        24,370          30,641        14,736    (14,100)    31,277 
 
 
 
 
 Other segment information: 
 Capital expenditure                  (37)           166             129            72          68       269 
 Depreciation                          403           700           1,103           105         122     1,330 
 Amortisation                            -         1,691           1,691           708           8     2,407 
 

* Segmental net assets comprise the net assets of each division adjusted to reflect the elimination of the cost of investment in subsidiaries, the provision of financing loans provided by Pressure Technologies plc and discontinued operations.

The following table provides an analysis of the Group's revenue by geographical destination.

 
 Revenue                 2018      2017 
                      GBP'000   GBP'000 
 
 United Kingdom        13,329    13,197 
 Europe                 6,430     6,935 
 Rest of the World     12,486    14,425 
 
                       32,245    34,557 
 
 

1. Segment analysis (continued)

The Group's largest customer contributed 9% to the Group's revenue (2017: 12%) and is reported within the Alternative Energy segment.

The following table provides an analysis of the Group's revenue by market.

 
 Revenue                  2018      2017 
                       GBP'000   GBP'000 
 
 Oil and gas            12,477    10,608 
 Defence                 6,620     6,404 
 Industrial gases        2,019     1,745 
 Alternative energy     11,129    15,800 
 
                        32,245    34,557 
 
 

The above table is provided for the benefit of shareholders. It is not provided to the PT board or the CODM on a regular monthly basis and consequently does not form part of the divisional segmental analysis.

 
 Revenue                                   2018      2017 
                                        GBP'000   GBP'000 
 
 Sale of goods                           28,213    30,694 
 Rendering of services                    4,032     3,863 
 
 Total sales - continuing operations     32,245    34,557 
 
 
 

The following table provides an analysis of the carrying amount of non-current assets and additions to property, plant and equipment.

 
                               2018                           2017 
                  -----------------------------  ----------------------------- 
                     United   Rest of     Total     United   Rest of     Total 
                    Kingdom       the              Kingdom       the 
                                World                          World 
                    GBP'000   GBP'000   GBP'000    GBP'000   GBP'000   GBP'000 
 
 Non-current 
  assets             38,194        54    38,248     42,594        52    42,646 
 
 Additions 
  to property, 
  plant and 
  equipment           1,030        63     1,093        240        52       292 
 

2. Loss before taxation

Loss before taxation is stated after charging / (crediting):

 
                                                       2018      2017 
                                                    GBP'000   GBP'000 
 Depreciation of property, plant and equipment 
  - owned assets                                      1,318     1,382 
 Depreciation of property, plant and equipment 
  - assets under finance lease and hire purchase 
  agreements                                             60        56 
 (Profit)/Loss on disposal of fixed assets             (69)        21 
 Amortisation of intangible assets acquired 
  on business combinations                            2,584     2,407 
 Amortisation of grants receivable                     (86)      (94) 
 Staff costs - excluding share based payments        12,031    11,058 
 Cost of inventories recognised as an expense        17,420    21,418 
 Operating lease rentals: 
 - Land and buildings                                   306       353 
 - Machinery and equipment                               86        89 
 Foreign currency (gain)/loss                         (102)        37 
 Share based payments                                   (2)       121 
 
 
   3.   Amortisation and M&A related exceptional items 
 
                                         2018      2017 
                                      GBP'000   GBP'000 
 Amortisation of intangible assets    (2,584)   (2,407) 
 M&A costs                                  -     (158) 
 Deferred consideration write back          -       597 
 
                                      (2,584)   (1,968) 
 
 

The deferred consideration write back in the prior period related to the deferred consideration arising from the acquisition of Martract Limited. The payment of these considerations are contingent on the future results of the acquired entities. The Directors reviewed forecasts in relation to Martract Limited and considered that it was unlikely that the consideration would be paid, and as such it was released. Given the magnitude of the amount released and the fact it was non-trading, the Directors considered it appropriate to disclose it as an exceptional item.

4. Other exceptional (charges) / credits

 
                                                   2018      2017 
                                                GBP'000   GBP'000 
 Reorganisation and redundancy                    (333)     (674) 
 CEO retirement costs                             (346)         - 
 Costs in relation to HSE investigation             (9)      (21) 
 Write back of KGTM loan previously provided 
  for                                                 -        28 
 
                                                  (688)     (667) 
 
 

The reorganisation costs relate to costs of restructuring across the Group, the Divisional split is given in Note 1. They are recognised in accordance with IAS 19.

On 21 July 2018, John Hayward informed the Board of his decision to retire as Chief Executive Officer. John subsequently stepped down from the Board, with effect from 1 October 2018. CEO retirement costs include payment in lieu of contractual notice (GBP216,000) with the balance being settlement costs.

Costs in relation to the HSE investigation are costs borne by the Group as a direct result of the accident at Chesterfield Special Cylinders which are over and above those recoverable through insurance. Given the non-trading nature of these costs, the Directors consider it appropriate to disclose this as an exceptional item. Further details on the HSE investigation can be found in note 18.

The write back of KGTM loan previously provided for, related to a receipt from KGTM for a loan amount that was previously provided for (reversal of the provision).

   5.   Results of discontinued operation 
 
                                              2018      2017 
                                           GBP'000   GBP'000 
 Revenue                                     2,375     3,861 
 Expenses                                  (2,623)   (4,333) 
                                           _______   _______ 
 Operating Profit pre-exceptional costs      (248)     (472) 
 Exceptional costs: 
 Reorganisation and redundancy                (15)      (36) 
 Costs to sell                               (457)         - 
 Loss after tax on disposal (Note 17)        (114)         - 
 Goodwill impairment                       (1,692)         - 
                                           _______   _______ 
 Loss before taxation                      (2,526)     (508) 
 
 Taxation                                     (32)      (57) 
                                           _______   _______ 
 Loss for the year                         (2,558)     (565) 
 
 

On 7 June 2018, and as separately communicated to Shareholders on that date, the Group completed the disposal of the entire issued share capital of its subsidiary, Hydratron Limited, to Pryme Group Limited, majority owned by Simmons Private Equity LP. This business was reported by the Group as the Engineered Products segment.

The Goodwill impairment relates to a full write down of the goodwill which arose on the acquisition of Hydratron Limited. The strategic decision to dispose of Hydratron Limited (note 17) provided an indicator of impairment, with the divestment crystallising a fair market value assessment.

 
                                               2018      2017 
                                            GBP'000   GBP'000 
 Cash flows from discontinued operations 
 Net cash used in operating activities        (481)     (527) 
 Net cash from investing activities               -      (25) 
 Net cash from financing activities             290       726 
                                            _______   _______ 
  Net cash flows for the year                 (191)       174 
 
 

6. Taxation

 
                               2018            2018              2018                 2017                2017              2017 
                            GBP'000         GBP'000           GBP'000              GBP'000             GBP'000           GBP'000 
                         Continuing    Discontinued             Total           Continuing        Discontinued             Total 
 Current tax 
 (credit)/expense 
 Current tax                      -               -                 -                    -                   -             - 
 Over provision in 
  respect of 
  prior years                     -               -                 -                (336)                (69)             (405) 
 Foreign tax                      -               -                 -                   49                   -                49 
 
                                  -               -                 -                (287)                (69)             (356) 
 
 Deferred tax 
 (credit)/expense 
 Origination and 
  reversal of 
  temporary 
  differences                 (524)               -             (524)                (527)                 (7)             (534) 
 Deferred tax 
  assets no longer 
  recognised                     20              32                52                    -                   -                 - 
 Over provision in 
  respect of 
  prior years                  (85)               -              (85)                  (9)                 133               124 
 
                              (589)              32             (557)                (536)                 126             (410) 
 
 
 Total taxation 
  credit                      (589)              32             (557)                (823)                  57             (766) 
 
 

Corporation tax is calculated at 19% (2017: 19.5%) of the estimated assessable profit for the period. Deferred tax is calculated at the rate applicable when the temporary differences unwind.

The charge for the period can be reconciled to the profit per the consolidated statement of comprehensive income as follows:

 
                                                                       2018            2018        2018          2017            2017        2017 
                                                                    GBP'000         GBP'000     GBP'000       GBP'000         GBP'000     GBP'000 
                                                                 Continuing    Discontinued       Total    Continuing    Discontinued       Total 
  Loss before taxation                                              (3,119)         (2,526)     (5,645)       (1,405)           (508)     (1,913) 
 
  Theoretical tax at UK corporation 
   tax rate 19% (2017: 19.5%)                                         (593)           (480)     (1,073)         (274)            (99)       (373) 
  Effect of (credits) / charges: 
 
    *    non-deductible expenses and other timing differences           269             321         590           190              14         204 
 
    *    disallowable release of deferred consideration                   -               -           -         (113)               -       (113) 
   - other disallowable acquisition 
    costs                                                                 -               -           -          (49)               -        (49) 
   - research and development 
    allowance                                                          (68)               -        (68)             -               -           - 
 
    *    adjustments in respect of prior years                         (85)               -        (85)         (351)              70       (281) 
 
    *    effect of unrealised losses on discontinued 
         operations                                                   (108)             159          51          (72)              72           - 
 
    *    change in taxation rates                                       (5)               -         (5)           (2)               -         (2) 
 
    *    differences in corporation tax rates                            54               -          54          (68)               -        (68) 
 
    *    losses not previously recognised now utilised                 (73)               -        (73)          (84)               -        (84) 
 
    *    deferred tax assets no longer recognised                        20              32          52             -               -           - 
 
  Total taxation credit                                               (589)              32       (557)         (823)              57       (766) 
 
 

7. Earnings per ordinary share

The calculation of the basic earnings per share is based on the earnings attributable to ordinary shareholders divided by the weighted average number of shares in issue during the period. The adjusted earnings per share is also calculated based on the basic weighted average number of shares.

The calculation of diluted earnings per share is based on the basic earnings per share, adjusted to allow for the issue of shares on the assumed conversion of all dilutive options.

For the 52 week period ended 29 September 2018

 
                                      Continuing   Discontinued        Total 
                                         GBP'000        GBP'000      GBP'000 
 
 Loss after tax                          (2,530)        (2,558)      (5,088) 
 
 
                                                                         No. 
 
 Weighted average number of shares 
  - basic                                                         18,178,407 
 Dilutive effect of share options                                     17,944 
 
 Weighted average number of shares 
  - diluted                                                       18,196,351 
 
 
 Basic loss per share                     (13.9)         (14.1)       (28.0) 
 Diluted loss per share                   (13.9)         (14.1)       (28.0) 
 

The Group adjusted earnings per share is calculated as follows:

 
 Loss after tax                                 (2,530)   (2,558)   (5,088) 
 Amortisation and M&A related exceptional 
  items (note 3)                                  2,584     1,692     4,276 
 Other exceptional charges and credits 
  (note 4)                                          688       586     1,274 
 Theoretical tax effect of above adjustments      (622)      (90)     (712) 
 
 Adjusted earnings                                  120     (370)     (250) 
 
 
 Adjusted earnings per share                       0.7p    (2.0)p    (1.4)p 
 

For the 52 week period ended 30 September 2017

 
                                      Continuing   Discontinued        Total 
                                         GBP'000        GBP'000      GBP'000 
 
 Loss after tax                            (582)          (565)      (1,147) 
 
 
                                                                         No. 
 
 Weighted average number of shares 
  - basic                                                         14,485,099 
 Dilutive effect of share options                                         75 
 
 Weighted average number of shares 
  - diluted                                                       14,485,174 
 
 
 Basic loss per share                      (4.0)          (3.9)        (7.9) 
 Diluted loss per share                    (4.0)          (3.9)        (7.9) 
 

The Group adjusted loss per share is calculated as follows:

 
 Loss after tax                                 (582)   (565)   (1,147) 
 Amortisation and M&A related exceptional 
  items (note 3)                                1,968       -     1,968 
 Other exceptional charges and credits 
  (note 4)                                        667      36       703 
 Theoretical tax effect of above adjustments    (599)     (7)     (606) 
 
 Adjusted earnings                              1,454   (536)       918 
 
 
 Adjusted earnings per share                     10.0   (3.7)       6.3 
 

8. Dividends

No dividends have been declared in respect of the year ended 29 September 2018 or 30 September 2017.

9. Goodwill

 
                                                  Total 
                                                GBP'000 
  Cost and gross carrying amount 
 
  At 1 October 2016                              15,020 
  Acquired through business combinations          1,042 
 
  At 30 September 2017                           16,062 
  Removed upon business disposal (note 17)      (1,692) 
 
  At 29 September 2018                           14,370 
 
 
 
                                                      Original cost 
                                Date of acquisition         GBP'000 
Precision Machined components 
    Al-Met Limited              February 2010                   272 
    Roota Engineering Limited   March 2014                    5,117 
    The Quadscot Group          October 2014                  3,079 
    Martract Limited            December 2016                 1,042 
 
Alternative Energy 
    The Greenlane Group         October 2014                  4,860 
 
At 29 September 2018                                         14,370 
 
 
 

Goodwill arising on consolidation represents the excess of the fair value of the consideration given over the fair value of the identifiable net assets acquired. The Group has Goodwill in relation to 5 acquisitions shown above.

The Group tests annually for impairment, or more frequently if there are indicators that goodwill might be impaired.

The recoverable amounts of the cash generating units (CGUs) are determined from value in use calculations, covering a four year forecast and applying a discount rate of 12.5% for Precision Machined Components and 15% for Alternative Energy (2017: 11.6% for both). The same discount rate is used for all the Precision Machined Components CGUs due to the businesses having common sources of finance and operating in very similar markets.

The forecast is approved by management and the Board of Directors, and is based on a bottom up assessment of costs and uses the known and estimated pipeline.

In the manufacturing divisions, the forecasts used for years two to four assume revenue growth, returning to levels achieved in 2014 by 2022 and into perpetuity, no long-term rate of growth or inflation is incorporated into perpetuity. In the Alternative Energy division, the forecasts used for years two onwards, prudently assume no revenue growth. A perpetuity is used as a terminal value in this calculation.

Management's key assumptions are based on their past experience and future expectations of the market over the longer term. The key assumptions for the value in use calculations are those regarding discount rates, growth rates and expected changes to selling prices and direct costs.

Apart from the considerations described in determining the value-in-use of the cash generating unit above, the Group management does not believe that possible changes in the assumptions underlying the value in use calculation would have an impact on the carrying value of goodwill.

After applying sensitivity analysis in respect of the results and future cash flows, in particular for presumed growth rates and discount rates, management believe that no impairment is required for Precision Machined Components. Management is not aware of any other changes that would necessitate changes to its key estimates. At 29 September 2018, no reasonable expected change in the key assumptions (including a 5% decrease in forecast cash flows) would give rise to an impairment charge for Precision Machined Components. The Alternative Energy division was assessed against a number of factors and incorporated the findings of the strategic review undertaken by the Board. The announcement post-year end divesting of the Alternative Energy Division indicated sufficient headroom.

10. Intangible assets

 
                          Intellectual   IT systems         Development   Technology              Non     Total 
                              Property            &         expenditure                   contractual 
                                           Software                                          customer 
                                           Licenses                                     relationships 
 
   Cost                        GBP'000      GBP'000             GBP'000      GBP'000          GBP'000   GBP'000 
 
 At 2 October 
  2016                               -           44                   -        5,316           11,702    17,062 
 
 Additions                           -          432                 564            -                -       996 
 
 Acquired through 
  business combination           2,796            -                   -            -              944     3,740 
 
 At 30 September 
  2017                           2,796          476                 564        5,316           12,646    21,798 
 
 Additions                           -          326                  44            -                -       370 
 
 Removed upon 
  business disposal                  -            -                   -            -            (766)         - 
 
 At 29 September 
  2018                           2,796          802                 608        5,316           11,880    21,402 
 
 Amortisation 
 
 At 2 October 
  2016                               -            1                   -        1,423            4,309     5,733 
 
   Charge for the 
   period                          155            9                   -          708            1,535     2,407 
 
 At 30 September 
  2017                             155           10                   -        2,131            5,844     8,140 
 
 Charge for the 
  period                           187           98                  40          703            1,556     2,584 
 
 Removed upon 
  business disposal                  -            -                   -            -            (766)     (766) 
 
 At 29 September 
  2018                             342          108                  40        2,834            6,634     9,958 
 
 
   Net book value 
 At 29 September 
  2018                           2,454          694                 568        2,482            5,246    11,444 
 
 
 At 30 September 
  2017                           2,641          466                 564        3,185            6,802    13,658 
 
 
 
 Remaining useful 
  economic life 
  at 29 September 
  2018              13 years   4 years   9 years   4 years   5 years 
 

11. Trade and other receivables

 
                                                   2018      2017 
                                                GBP'000   GBP'000 
 Current 
 Trade receivables                                8,384     8,820 
 Amounts due from customers for construction 
  contract work                                   1,106     1,256 
 Other receivables                                  646       216 
 Prepayments and accrued income                   1,862     1,047 
 
                                                 11,998    11,339 
 
 

The average credit period taken on the sale of goods and services was 53 days (2017: 61 days) in respect of the Group. Two debtors individually accounted for over 10% of trade receivables and represented 36% of the total balance. In 2017, one debtor accounted for over 10% of trade receivables and represented 14% of the total balance.

Ageing of past due but not impaired receivables:

 
                      2018      2017 
                   GBP'000   GBP'000 
 Days past due: 
 0 - 30 days           954     1,702 
 31 - 60 days          172       310 
 61 - 90 days          186       360 
 91 - 120 days          87        50 
 121+ days             464        84 
 
 Total               1,863     2,506 
 
 

The Group's doubtful debt provision is not a significant balance.

12. Trade and other payables

 
                                                    2018      2017 
                                                 GBP'000   GBP'000 
 Amounts due within 12 months 
 
 Trade payables                                    3,741     5,030 
 Progress billings on construction contracts 
  in excess of work completed                      3,698     1,368 
 Other tax and social security                       689       757 
 Accruals, deferred income and other payables      4,617     4,593 
 
 Total due within 12 months                       12,745    11,748 
 
 Amounts due after 12 months 
 
 Accruals, deferred income and other payables        198       238 
 
 Total due after 12 months                           198       238 
 
 

Deferred income due after 12 months includes grant income received and customer prepayments for contracts in delivery in a number of years. There are no unfulfilled conditions or other contingencies attached to these grants.

The warranty provision at 29 September 2018 is GBP600,000 (2017: GBP491,000).

13. Borrowings

 
                                  2018       2017 
                               GBP'000    GBP'000 
 Non-current 
 Bank borrowings                11,800     15,000 
 Finance lease liabilities         836        642 
 
                                12,636     15,642 
 
 Current 
 Finance lease liabilities         241        219 
 
                                   241        219 
 
 Total borrowings               12,877     15,861 
 
 

The bank loan bears average coupons of 2% above LIBOR annually.

Total borrowings include secured liabilities of GBP15 million. Bank borrowings are secured on the property, plant and equipment of the group. Obligations under finance leases are secured on the plant & machinery assets to which they relate.

The carrying amounts of the group's borrowings are all denominated in GBP.

The maturity profile of long-term loans is as follows:

 
                                         2018      2017 
                                      GBP'000   GBP'000 
 
 Due within one year 
 Finance lease liabilities                241       219 
 
 Due for settlement after one year 
 Bank borrowings                       11,800    15,000 
 Finance lease liabilities                836       642 
 
 

The group has the following undrawn borrowing facilities:

 
                               2018      2017 
                            GBP'000   GBP'000 
 
 Expiring beyond one year     3,200         - 
 
 

14. Construction contracts

Construction contracts are accounted for in accordance with IAS 11, 'Construction Contracts' and IAS18, 'Revenue'. The position on individual contracts is held as 'Amounts due from customers for contract work' within trade and other receivables or as 'Progress billings on construction contracts in excess of work completed' within trade and other payables as applicable.

 
                                                         2018       2017 
                                                      GBP'000    GBP'000 
 
 Costs incurred and profit recognised to date          18,268     19,862 
 Less: Progress billings                             (20,860)   (19,974) 
 
 Net balance sheet position for ongoing contracts     (2,592)      (112) 
 
 
 Representing: 
                                                         2018       2017 
                                                      GBP'000    GBP'000 
 
 Amounts due from customers for construction 
  contract work                                         1,106      1,256 
 Amounts due from customers for construction 
  contract work                                       (3,698)    (1,368) 
 
 Net balance sheet position for ongoing contracts     (2,592)      (112) 
 
 

15. Deferred tax

The following are the major deferred tax assets / (liabilities) recognised by the Group and movements thereon during the current and prior reporting period.

 
                             Accelerated   Intangible          Short     Share    Unused     Total 
                                     tax       assets           term    option    losses 
                            depreciation                   temporary     costs 
                                                         differences 
                                 GBP'000      GBP'000        GBP'000   GBP'000   GBP'000   GBP'000 
 
 At 1 October 
  2016                             (718)      (1,256)             95        66       330   (1,483) 
 
 Prior year 
  adjustment                         (3)            -           (13)        56      (40)         - 
 Credit / (charge) 
  to income                          291          325             68        16     (290)       410 
 Acquired through 
  business combinations                -        (673)              -         -         -     (673) 
 
 
 At 30 September 
  2017                             (430)      (1,604)            150       138         -   (1,746) 
 
 
 Prior year 
  adjustment                           -            -              -         -         -         - 
 Credit / (charge) 
  to income                          244          296           (97)      (33)       147       557 
 Removed upon 
  business disposal 
  (note 17)                            -            -              -         -         -         - 
 
 At 29 September 
  2018                             (186)      (1,308)             53       105       147   (1,189) 
 
 

The net deferred tax balance has been analysed as follows in the consolidated balance sheet:

 
                                    2018        2017 
                                 GBP'000     GBP'000 
 
 Non-current asset 
  Deferred tax asset                 402         343 
 
   Non-current liabilities 
   Deferred tax liabilities      (1,591)     (2,089) 
 
                                 (1,189)     (1,746) 
 
 

Deferred tax is expected to be recoverable against future profits generated by the Group.

16. Consolidated cash flow statement

 
                                                            2018      2017 
                                                         GBP'000   GBP'000 
 Loss after tax                                          (5,088)   (1,147) 
 Adjustments for: 
 Finance costs - net                                         394       339 
 Depreciation of property, plant and equipment             1,378     1,438 
 Amortisation of intangible assets                         2,584     2,407 
 Share option costs                                          (2)       121 
 Income tax credit                                         (589)     (766) 
 (Profit) / loss on disposal of property, plant 
  and equipment                                             (69)        21 
 Goodwill impairment                                       1,692         - 
 Exceptional deferred consideration released 
  and revaluation                                              -     (597) 
 Exceptional impairment of assets                              -        11 
 
 Changes in working capital: 
 (Increase) / decrease in inventories                      (521)       243 
 (Increase) / decrease in trade and other receivables    (1,613)       413 
 Increase / (decrease) in trade and other payables         2,125   (2,164) 
 
 Cash flows from operating activities                        291       319 
 
 

17. Business disposals

On 7 June 2018, the Group completed the disposal of the entire issued share capital of its subsidiary, Hydratron Limited, to Pryme Group Limited, majority owned by Simmons Private Equity LP. This business was reported by the Group as the Engineered Products segment.

The initial consideration was GBP1.1m (less costs and retentions), along with potential deferred contingent consideration up to a maximum of GBP2.3m, dependent on revenue in the twelve months post completion. As detailed in Note 5 to these financial statements a goodwill impairment of GBP1.7m was recognised as an exceptional charge in the period ended 29 September 2018.

The table below summarises the profit on disposal of Hydratron Limited:

 
 
                                           GBP'000 
 Gross Proceeds                              1,112 
 Deferred and contingent consideration           - 
                                          ________ 
 Net proceeds                                1,112 
 
 Net book value of assets disposed 
  of: 
 Goodwill                                        - 
 Property, plant & equipment                   208 
 Inventories                                 1,124 
 Trade and other receivables                   954 
 Cash and cash equivalents                      24 
 Trade and other payables                  (1,084) 
                                          ________ 
 Loss on disposal of Hydratron 
  Limited                                    (114) 
                                          ________ 
 
 

18. Contingent liabilities

Following the fatal accident at Chesterfield Special Cylinders Limited ("CSC") in June 2015, other than the submission by CSC of written responses to questions from the Health and Safety Executive ("HSE"), there have been no further developments since the preliminary statement on 12 June 2018 and the HSE investigation into this accident remains ongoing. On 1 February 2016 the Sentencing Council's new "Health and Safety Offences, Corporate Manslaughter and Food Safety and Hygiene Offences Definitive Guideline" (2016) came into force.

The guidelines set a range of fines dependent on the levels of harm and culpability. These levels are assessed by the Judge when sentencing and not at the time of charges being brought. We continue to cooperate fully with the HSE. Until the HSE investigation is complete CSC's management and legal adviser are not in a position to assess what charges may be brought. As a result of this and the nature of the sentencing guidelines it is not possible to determine with any degree of certainty what, if any, financial penalties may be levied on CSC or any other group company as a result of this investigation. At such time as the quantum and likelihood of any penalty is able to be reliably determined further disclosure or provision will be made in accordance with IAS 37 "Provisions, Contingent Liabilities and Contingent Assets".

19. Related party transactions

Key management personnel are considered to be the Executive and Non-Executive Directors of the Group. Details of their remuneration is set out below:

 
                                                         2018     2017 
                                                      GBP'000  GBP'000 
  Short-term employee benefits (including Employers 
   NI)                                                    975      622 
  Post-employment benefits                                 45       41 
  Share based payments                                   (12)       63 
 
  Total remuneration                                    1,008      726 
 
 

The interests of Directors in dividends paid during the year are disclosed in the Report of the Remuneration Committee.

During the period ended 29 September 2018, Pressure Technologies spent GBP37,108 (2017: GBP64,779) with Vias Digital Limited with which one of the Non-Executive Directors, Alan Wilson, is a connected person.

During the period ended 3 October 2015, Pressure Technologies purchased 5 Gas Transportation Modules (GTMs) from Kelley GTM, LLC, in which the Group owns a 40% stake. These GTMs were purchased at a cost of GBP391,000 with the intention of entering them into a lease fleet of GTMs in operation, in which they remain at the period end. The GTMs owned by the Pressure Technologies Group are disclosed within property, plant and equipment at their carrying value. The transaction was completed on an arm's length basis.

The Group also has loans due from Kelley GTM, LLC of $3,500,000. The Directors consider that the recoverability of these loans is not certain and therefore made full provision against the value of the loans in the period ended 3 October 2015.

20. Post Balance sheet event

On 9 December 2018 entered into a binding letter of intent ("LOI") with Creation Capital Corp (TSX-V: CRN.P) ("Creation Capital") a capital pool company listed on the TSX-V to sell its wholly-owned subsidiary, PT Biogas Holdings Limited, which is the holding company for the Group's Alternative Energy Division for a total consideration of GBP11.1 million. The process is expected to complete in January 2019.

21. Notice of Annual General Meeting

The Annual General Meeting of the Company will be held at Chesterfield Special Cylinders, Meadowhall Road, Sheffield, South Yorkshire, S9 1BT, on Tuesday 12 February 2019.

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

END

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