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ROL Rotala Plc

63.00
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Rotala Plc LSE:ROL London Ordinary Share GB00B1Z2MP60 ORD 25P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 63.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Rotala PLC Half-year Report (8435J)

22/08/2019 7:00am

UK Regulatory


Rotala (LSE:ROL)
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TIDMROL

RNS Number : 8435J

Rotala PLC

22 August 2019

22 August 2019

Rotala Plc

("Rotala" or "the Company" or "the Group")

Unaudited Interim Results

Rotala plc (AIM:ROL), a provider of transport solutions across the UK, announces its unaudited interim results for the six months to 31 May 2019.

Highlights

   --      Gross profit margin increased to 19.1% (2018: 17.9%) 
   --      Profit from operations up 4% to GBP2.33 million (2018: GBP2.25 million)* 
   --      Profit before taxation up 2% to GBP1.53 million (2018: GBP1.50 million)* 
   --      Basic adjusted earnings per share up 3% to 2.64 pence per share (2018: 2.56 pence)* 
   --      Interim dividend increased by 3% to 0.95p per share (2018: 0.92p) 
   --      Key acquisition in Bolton in second half of the year 
   --      Recent placing raising GBP1.15 million 
   --      Current trading in line with market expectations 

*before exceptional items

For further information please contact:

 
 Rotala Plc                                    0121 322 2222 
 John Gunn, Chairman 
 Simon Dunn, Chief Executive 
 Kim Taylor, Group Finance Director 
 
 Nominated Adviser & Joint Broker: 
  Cenkos Securities plc                          020 7397 8900 
 Stephen Keys/Callum Davidson (Corporate 
  Finance) 
  Michael Johnson/Julian Morse (Corporate 
  Broking) 
 Joint Broker: Dowgate Capital Stockbrokers 
  Ltd 
  David Poutney/James Serjeant (Corporate 
  Broking)                                     0203 903 7715 
 
 

Chairman's Statement

I am pleased to present this interim report to shareholders in respect of the six months ended 31 May 2019. However the key event of the current accounting period took place two months into the second half of this year. This was the completion of our acquisition of the Bolton depot of First Manchester Limited on 11 August 2019. Further detail about the acquired business is set out below, but the principal features are that the acquisition will significantly expand Rotala's presence in the Greater Manchester bus market and is in itself an indicator of how the UK bus landscape is beginning to change. The acquisition also demonstrates the Company's ability to capitalise on such opportunities arising out of changes in the UK bus market. This attribute will be important in the successful implementation of the Company's targeted growth strategy. This aspirational goal targets annual revenues in excess of GBP300 million within a five-year period, while maintaining dividend growth and achieving a minimum return on capital employed of 15 per cent per annum.

Results

Revenues for the Group as a whole during the period were GBP30.52 million. This was a slight decrease on the GBP30.99 million recorded in the previous year but resulted from our adherence to group policy, which I highlighted in my statement in the 2018 accounts, of not chasing turnover regardless of profitability. The focus on financial return ensured that the gross profit margin rose to 19.1% for the period (2018: 17.9%). Pre-tax profits before exceptional items rose slightly to GBP1.53 million (2018: GBP1.50 million). I believe it is also worth reminding the reader that, before the recent Bolton acquisition, the Group had a strong seasonal bias to the second half of the year. Contract repricing at renewal is also biased to the first half of the year with the benefit arriving only in the second half.

Contracted Services

Revenues in the Contracted Services division fell overall by 4%, when compared to the first half of 2018, to GBP10.57 million (2018: GBP10.96 million). Revenues in the local authority bus contracts sector continued to increase as we saw the benefit of the contract gains made in the North West in previous years. We also made further advances in the West Midlands in this sector as we were able to take advantage of the sudden demise of a small local competitor in this area and fulfil the emergency tender requests made by Transport for the West Midlands. In contrast, in the corporate contracts sector, as I highlighted in the 2018 annual report, our concentration on maintaining gross margin ensured that revenues from these types of contracts, particularly in our airline business around Heathrow Airport, reduced considerably.

Commercial Services

Revenues in the Commercial Services division, at GBP19.18 million were almost identical to those of the first half of 2018, where they were GBP19.28 million. In the West Midlands we continued to enjoy revenue gains in this sector of our business, whilst revenues in the North West were stable year on year. This was balanced out by a slight fall in traffic at our Heathrow depots which are strongly reliant on passenger movements in and around the airport. This latter business is also particularly subject to seasonal effects and activity increases considerably in the summer months, as it has done this year.

Charter Services

Revenues in the Charter Services division increased by 5% compared to the previous year to GBP782,000 (2018: GBP748,000). Although we saw little rail replacement work in the North West, unlike previous years, we did benefit from a sharp increase in the private hire business based at our Heathrow depot.

The board sees the performance of the Group for the first half of the year therefore as entirely satisfactory and we remain well on course to meet market expectations for the year as a whole.

Acquisition of the Bolton Depot of First Manchester Limited

On 27 June 2019 we announced the exchange of contracts on the acquisition from First Manchester Limited ("First") of the Bolton depot of that company and the bulk of the business operating from it. Completion took place on 11 August 2019. The total consideration for the acquisition was GBP5.3 million, payable in cash on completion, satisfied from the Company's existing bank facilities. The fair value of the assets acquired was GBP4.3 million, so that the acquisition generated goodwill of approximately GBP1 million.

The business acquired from First by Rotala turned over about GBP25 million in the twelve months to 31 March 2019 and in First's hands produced EBITDA and profit before tax of GBP2.3 million and GBP0.3 million respectively over the same time period. The business comprises 18 commercial bus routes operating in the Bolton and Bury areas and into the centre of Manchester. The acquisition includes the depot at Weston Street, Bolton, the plant and machinery at that site and the goodwill of the business. The Bolton depot covers an area of 6.7 acres and consists largely of a combination of freehold and long leasehold interests. The depot is a purpose-built bus depot, constructed about 15 years ago, capable of operating up to 200 vehicles. Approximately 500 staff have also transferred to Rotala with the business.

The board believes that the acquisition of this business will strengthen significantly the operations of the Company in the Greater Manchester area. After London, Greater Manchester represents one of the largest bus markets in the country, on a par with the West Midlands where Rotala already has a notable presence. The Bolton acquisition has, taken together with Rotala's existing operations in the area, created a business which has a significant share of the bus market in Greater Manchester. The Group already had two smaller depots in Greater Manchester, in Eccles and in Atherton, operating approximately 90 vehicles between them. The Bolton depot becomes the headquarters of the Rotala Group in the North West and the existing operations of the Group in the region will be re-organised in order to make full use of the facilities and capacity of the Bolton depot. This re-organisation will enable Rotala to benefit from synergies that the directors have identified between the acquired Bolton business and the Company's existing operations in Eccles and Atherton, and enable its expanded services in the Greater Manchester area to operate in the most efficient manner possible.

The board believes that the acquisition provides an exciting opportunity to achieve a significantly larger presence in this key bus market and to improve further the financial performance of the new combined Manchester business in the medium term, once the integration plans we have drawn up have been fully implemented. The acquisition is therefore expected to be earnings enhancing in the first full year following completion and, over time, to improve further its operating profit and profit before tax contributions to the Group.

Under the terms of a separate vehicle leasing agreement, Rotala has agreed with First to lease from it 125 vehicles which are used at the present time to service the 18 commercial bus routes which form the acquired business. These vehicles will be replaced progressively up to 30 June 2021 with more modern vehicles and the leased vehicles will be returned to First by that date. The directors estimate that the capital expenditure to be incurred over that time period in the re-equipment of the business will total approximately GBP26m, which will be financed using the Group's existing panel of providers of hire purchase finance facilities. However, once fully in place, this capital expenditure programme will have equipped this business with all of its replacement vehicle requirement for at least the next decade.

Placing and Subscription

On 1 August 2019 the Company announced a placing and conditional subscription with new and existing investors to raise up to GBP1,144,640 (before fees and expenses) by the issue and allotment of up to 2,044,000 ordinary shares at an issue price of 56 pence per share. Of this share issue, the directors and certain persons closely associated with them took up 838,000 ordinary shares.

Following on from the acquisition in Bolton, as described above, the Company will continue to seek out further acquisition opportunities. In that light, the board considered the current capital structure of the Company and its associated ability to support such deals. Whilst the Company has historically funded acquisitions primarily through hire purchase and other debt financing facilities, the board, having consulted its shareholders, concluded that it was appropriate to seek to deleverage the business over time and to target a longer-term net debt to EBITDA ratio of 2.5 times. Accordingly, the Company undertook the placing and subscription so that it could improve its balance sheet through a reduction in net debt.

Dividend

The Company will pay an interim dividend of 0.95 pence per share (2018: 0.92 pence) on 13 December 2019 to all shareholders on the register on 22 November 2019. The board is conscious of the importance of dividend flows to shareholders; the board has set a target for dividend cover of 2.5 times earnings in the longer term.

Fuel hedging

In its budgets for this year and forecasts for next year the Group has assumed a fuel price of GBP1 a litre. The board constantly monitors the price of fuel and takes action to hedge the Company's exposure as and when it seems opportune to do so. At the present time the Group has the following fuel hedges in place:

-- Almost all of the fuel requirement for the remainder of 2019 is covered at an average price of about GBP1 a litre;

-- Some 31% of the fuel requirement for 2020 is covered at an average price of about GBP1 a litre.

Financial review

The following comments on the Condensed Income Statement address the results before any exceptional items. Revenues decreased by 1.5% when compared with the same period in 2018, as explained above. Cost of Sales however decreased by 3%. Consequently Gross Profits increased by 3.5% to GBP5.83 million (2018: GBP5.63 million). The gross profit margin rose to 19.1% for the period, as against 17.9% in the prior year. Administrative Expenses increased by 3%. Profit from Operations was therefore up by 4% and reached GBP2.33 million for the period (2018: GBP2.25 million). Net finance expense rose by 7%, reflecting the increased HP and bank debt being used by the business, compared to the prior period. Profit before Taxation increased by 2% to GBP1.53 million (2018: GBP1.50 million). Note 3 to this statement analyses the exceptional item column in the income statement.

Adjusted basic earnings per share, based on profits after tax and before exceptional items, were 3% up at 2.64 pence per share (2018: 2.56 pence). Basic earnings per share, including all exceptional items, were 1.75 pence per share in the period (2018: 2.62 pence). Exceptional items in the current period include the bulk of the advisory costs incurred to effect the acquisition of the Bolton depot of First which was actually completed in the second half of the year.

The gross assets of the Group were GBP81.8 million at 31 May 2019, compared to GBP75.1 million at the same time in the previous year. This change reflects principally the investment in the vehicle fleet and the switch of the defined benefit pension scheme into an asset position from the liability position seen twelve months before. An analysis of the Group's holdings of property, plant and equipment is set out in Note 5 to this statement.

These factors have had their effect on total liabilities, which have risen to GBP46.5 million at 31 May 2019 (2018: GBP41.9 million). The net loans and borrowings of the Group, including its obligations under hire purchase contracts, stood at GBP35.5 million at 31 May 2019 (31 May 2018: GBP32.7 million). An analysis of these borrowings is set out in Notes 6 and 7 to this statement. Net assets were GBP35.3 million at the period end (31 May 2018: GBP33.2 million). A principal cause of this change is the move of the defined benefit pension scheme into an asset position.

Cash flows from operating activities were 7% up on the same period in the previous year and cash generated from operations reached GBP1.46 million (2018: GBP0.04 million). Hire purchase interest increased to reflect the larger borrowings via this type of financing arrangement. Plant and equipment purchases, net of sales, totalled GBP476,000 (2018: GBP240,000).

Cash flows used in financing activities in the period were not distorted this year, as they were the previous year, by the large flows associated with the change in the Group's bankers. The bank loans repaid consisted largely of a one-off mortgage repayment of GBP1 million occasioned by the sale of the Avonmouth property in late 2018. Bank loan interest rose to reflect the greater use of bank facilities. The capital element of payments on HP agreements increased somewhat as a consequence of the overall rise in HP borrowings. In summary (adjusting for the mortgage repayment referred to above) there was the usual decrease in cash and cash equivalents in the first half of the year. The profitability, and resultant cash flows, of the Group are customarily weighted towards the second half of the year and this pattern can be expected to be repeated in the second half of 2019.

Outlook

Rotala has a proven track record of steady organic growth supplemented by sensibly priced acquisitions. The Bolton acquisition described above conforms to this strategy but in addition significantly enhances Rotala's market share in a key UK bus market, this time in Greater Manchester. Furthermore the deal is an indicator of how the UK bus landscape is beginning to change. We can expect more divestment by the big bus groups in future years, as has been publically stated by certain of these groups. We undoubtedly have the management skills and the resources to capitalise on these opportunities. This makes us confident about the prospects of the Group in 2019 and beyond.

John Gunn

Non-Executive Chairman

21 August 2019

 
 
 
 Condensed           Note    Unaudited      Unaudited    Unaudited    Unaudited        Unaudited         Unaudited 
 consolidated                 6 months       6 months     6 months     6 months         6 months          6 months 
 income statement             ended 31        ended       ended 31     ended 31           ended           ended 31 
                              May 2019        31 May      May 2019     May 2018          31 May           May 2018 
                                               2019                   (Restated)     2018 (Restated)     (Restated) 
 
                                 Results   Exceptional     Results        Results        Exceptional         Results 
                                  before         items     for the         before              items         for the 
                             exceptional                    period    exceptional                             period 
                                   items                                    items 
 Continuing                      GBP'000       GBP'000     GBP'000        GBP'000            GBP'000       GBP'000 
 operations 
 
 Revenue              2           30,523             -      30,523         30,996                  -        30,996 
 
 Cost of sales                  (24,698)             -    (24,698)       (25,368)                  -      (25,368) 
 
 Gross profit                      5,825             -       5,825          5,628                  -         5,628 
 
   Administrative 
   expenses                      (3,495)         (386)     (3,881)        (3,379)                 36       (3,343) 
 
 Profit from 
  operations                       2,330         (386)       1,944          2,249                 36         2,285 
 
   Finance expense                 (801)             -       (801)          (748)                  -         (748) 
                           -------------  ------------  ----------  -------------  -----------------  ------------ 
 
   Profit before 
   taxation            3           1,529         (386)       1,143          1,501                 36         1,537 
 
 Tax expense                       (260)          (41)       (301)          (271)               (61)         (332) 
 
 Profit for the 
  period from 
  continuing 
  operations                       1,269         (427)         842          1,230               (25)         1,205 
 Profit for the 
  period from 
  discontinued 
  operations                           -             -           -              -                 54            54 
 Profit for the 
  period 
  attributable 
  to the equity 
  holders of the 
  parent                           1,269         (427)         842          1,230                 29         1,259 
 
 Earnings per 
  share for profit 
  attributable 
  to the equity 
  holders of the 
  parent for the 
  period: 
 Basic - 
  continuing 
  operations 
  (pence)             4             2.64                      1.75           2.56                             2.51 
 Basic - 
  discontinued 
  operations 
  (pence)                              -                         -              -                             0.11 
                           -------------  ------------  ----------  -------------  -----------------  ------------ 
 Total                              2.64                      1.75           2.56                             2.62 
                           -------------  ------------  ----------  -------------  -----------------  ------------ 
 
 Diluted - 
  continuing 
  operations 
  (pence)             4             2.64                      1.75           2.56                             2.51 
 Diluted - 
  discontinued 
  operations 
  (pence)                              -                         -              -                             0.11 
                           -------------  ------------  ----------  -------------  -----------------  ------------ 
 Total                              2.64                      1.75           2.56                             2.62 
                           -------------  ------------  ----------  -------------  -----------------  ------------ 
 
 
 
 
 
 
 
 Condensed consolidated                                   Note         Audited   Audited year   Audited year 
  income statement                                                  year ended       ended 30       ended 30 
                                                                   30 November       November       November 
                                                                          2018           2018           2018 
 
                                                                    Results       Exceptional          Results 
                                                                     before             items          for the 
                                                                   exceptional                            year 
                                                                      items 
                                                                       GBP'000        GBP'000          GBP'000 
 
 Revenue                                         2                      62,408              -           62,408 
 
 Cost of sales                                                        (49,942)              -         (49,942) 
 
 Gross profit                                                           12,466              -           12,466 
 
   Administrative expenses                                             (6,705)          (580)          (7,285) 
                                                                 -------------  -------------  --------------- 
 
   Profit from operations                                                5,761          (580)            5,181 
 
   Finance expense                                                     (1,531)              -          (1,531) 
 
 Profit before taxation                                                  4,230          (580)            3,650 
 Tax expense                                                             (761)           (46)            (807) 
                                                                 -------------  -------------  --------------- 
 Profit for the year from 
  continuing operations                                                  3,469          (626)            2,843 
 Loss for the year from 
  discontinued operations                                                    -          (534)            (534) 
 
 Profit for the year attributable 
  to the equity holders of 
  the parent                                                             3,469        (1,160)            2,309 
 
 Earnings per share for 
  profit attributable to 
  the equity holders of the 
  parent during the year: 
 Basic - continuing operations 
  (pence)                                        4                        7.22                            5.92 
 Basic - discontinued operations 
  (pence)                                                                    -                          (1.11) 
                                                                 -------------  -------------  --------------- 
 Total                                                                    7.22                            4.81 
                                                                 -------------  -------------  --------------- 
 
 Diluted - continuing operations 
  (pence)                                        4                        7.22                            5.92 
 Diluted - discontinued 
  operations (pence)                                                         -                          (1.11) 
                                                                 -------------  -------------  --------------- 
 Total                                                                    7.22                            4.81 
                                                                 -------------  -------------  --------------- 
 
 
 
 
 
 Condensed consolidated statement     Unaudited 6    Unaudited   Audited year 
  of comprehensive income             months ended    6 months       ended 30 
                                      31 May 2019     ended 31       November 
                                                      May 2018           2018 
                                        GBP'000       GBP'000         GBP'000 
 
 Profit for the period                    842          1,259            2,309 
                                    --------------  ----------  ------------- 
 
   Other comprehensive income: 
 Actuarial profit on defined 
  benefit pension scheme                   -             -              1,748 
 
 Deferred tax on actuarial 
  profit on defined benefit 
  pension scheme                           -             -              (315) 
                                    -------------- 
 
 Other comprehensive income 
  for the period (net of tax)              -             -              1,433 
 
 Total comprehensive income 
  for the period attributable 
  to the equity holders of 
  the parent                              842          1,259            3,742 
                                    ==============  ==========  ============= 
 
 
 Condensed consolidated    Called      Share      Merger     Shares         Retained        Total 
  Statement of Changes      up share    premium    reserve    in treasury    earnings 
  in Equity                 capital     account 
                            GBP'000    GBP'000    GBP'000      GBP'000       GBP'000        GBP'000 
 
 At 1 December 2017         12,220      11,779     2,567        (817)         6,602       32,351 
                          ----------  ---------  ---------  -------------  ----------  ------------ 
 
 Profit for the period         -          -          -            -           1,259        1,259 
 Other comprehensive           -          -          -            -             -            - 
  income 
 Total comprehensive 
  income                       -          -          -            -           1,259        1,259 
 Transactions with 
  owners: 
 Share based payment           -          -          -            -             2            2 
 Dividends paid                -          -          -            -           (408)        (408) 
 Transactions with 
  owners                       -          -          -            -           (406)        (406) 
 
 At 31 May 2018             12,220      11,779     2,567        (817)         7,455       33,204 
                          ----------  ---------  ---------  -------------  ----------  ------------ 
 
 Profit for the period         -          -          -            -           1,050        1,050 
 Other comprehensive 
  income                       -          -          -            -           1,433        1,433 
 Total comprehensive 
  income                       -          -          -            -           2,483        2,483 
 Transactions with 
  owners: 
 Share based payment           -          -          -            -             1            1 
 Dividends paid                -          -          -            -           (793)        (793) 
 Transactions with 
  owners                       -          -          -            -           (792)        (792) 
 
 At 30 November 2018        12,220      11,779     2,567        (817)         9,146       34,895 
                          ----------  ---------  ---------  -------------  ----------  ------------ 
 
 Profit for the period         -          -          -            -            842          842 
 Other comprehensive           -          -          -            -             -            - 
  income 
 Total comprehensive 
  income                       -          -          -            -            842          842 
 Transactions with 
  owners: 
 Share based payment           -          -          -            -             -            - 
 Dividends paid                -          -          -            -           (441)        (441) 
 Transactions with 
  owners                       -          -          -            -           (441)        (441) 
 
 At 31 May 2019             12,220      11,779     2,567        (817)         9,547       35,296 
 
 
 
 Condensed consolidated           Notes   Unaudited   Unaudited   Audited as at 
  statement of financial                   as at 31    as at 31    30 November 2018 
  position                                 May 2019    May 2018 
                                          GBP'000     GBP'000     GBP'000 
 Assets 
 Non-current assets 
 Property, plant and 
  equipment                       5       41,518      39,353      39,444 
 Defined benefit pension 
  asset                                   1,737       -           1,737 
 Goodwill and other intangible 
  assets                                  14,620      15,110      14,876 
                                          _____       _____       _____ 
 Total non-current assets                 57,875      54,463      56,057 
 
 Current assets 
 Inventories                              3,916       2,743       3,525 
 Trade and other receivables              19,396      16,628      15,895 
 Derivative financial 
  instruments                             152         752         95 
 Cash and cash equivalents                482         514         446 
                                          _____       _____       _____ 
 Total current assets                     23,946      20,637      19,961 
                                          _____       _____       _____ 
 Total assets                             81,821      75,100      76,018 
 
 Liabilities 
 Current liabilities 
 Trade and other payables                 (8,167)     (6,723)     (6,465) 
 Loans and borrowings             6       (16,152)    (14,571)    (13,830) 
 Obligations under hire 
  purchase agreements             7       (3,951)     (3,682)     (3,843) 
 Derivative financial 
  instruments                             (20)        -           (132) 
 Defined benefit pension 
  obligation                              -           -           (129) 
                                          ______      ______      _____ 
 Total current liabilities                (28,290)    (24,976)    (24,399) 
 
 Non-current liabilities 
 Loans and borrowings             6       (3,982)     (5,204)     (4,068) 
 Obligations under hire 
  purchase agreements             7       (11,861)    (9,840)     (10,159) 
 Provision for liabilities                (334)       (586)       (740) 
 Defined benefit pension                  -           (265)       - 
  obligation 
 Net deferred taxation                    (2,058)     (1,025)     (1,757) 
                                          ______      ______      ______ 
 Total non-current liabilities            (18,235)    (16,920)    (16,724) 
                                          ______      ______      ______ 
 Total liabilities                        (46,525)    (41,896)    (41,123) 
                                          _____       _____       _____ 
 Net assets                               35,296      33,204      34,895 
                                          ======      ======      ===== 
 
 
 Condensed consolidated      Unaudited   Unaudited   Audited as at 
  statement of financial      as at 31    as at 31    30 November 2018 
  position                    May 2019    May 2018 
                             GBP'000     GBP'000     GBP'000 
 
 
 Equity attributable 
  to equity holders 
  of parent 
 Called up share capital     12,220      12,220      12,220 
 Share premium reserve       11,779      11,779      11,779 
 Merger reserve              2,567       2,567       2,567 
 Shares in treasury          (817)       (817)       (817) 
 Retained earnings           9,547       7,455       9,146 
                             ______      ______      _____ 
 Total equity                35,296      33,204      34,895 
                             =====       =====       ==== 
 
 
 Condensed consolidated cash              Unaudited         Unaudited         Audited year 
  flow statement                        6 months ended    6 months ended    ended 30 November 
                                         31 May 2019       31 May 2018            2018 
                                           GBP'000           GBP'000            GBP'000 
 Cash flows from operating 
  activities 
 Profit for the period before 
  tax*                                      1,143             1,603              2,998 
 Finance expense (net)                       801               748               1,531 
 Depreciation                               2,090             1,725              3,391 
 Gain on sale of property, 
  plant and equipment                       (31)              (241)              (172) 
 Acquisition expenses                         -                49                  64 
 Contribution to defined benefit 
  pension scheme                            (129)             (162)              (298) 
 Amortisation of intangibles                 257               153                450 
 Notional expense of defined 
  benefit pension scheme                      -                 -                  11 
 Equity-settled share based 
  payment expense                             -                 2                  3 
                                            ____              ____                ____ 
 Cash flows from operating 
  activities before changes 
  in working capital and provisions         4,131             3,877              7,978 
 
 Increase in trade and other 
  receivables                              (3,501)           (2,980)            (2,250) 
 Increase/(decrease) in trade 
  and other payables                        1,792              281                (41) 
 Increase in inventories                    (391)             (217)              (998) 
 Movement on provisions                     (406)             (617)              (463) 
 Movement on derivative financial 
  instruments                               (169)             (302)               487 
                                            ____              ____                ____ 
                                           (2,675)           (3,835)            (3,265) 
                                            ____              ____                ____ 
 Cash generated from operations             1,456              42                4,713 
 
 Interest paid on hire purchase 
  obligations                               (386)             (299)              (588) 
                                            ____              ____                ____ 
 Net cash flows from operating 
  activities                                1,070             (257)              4,125 
 
 Profit before taxation comprises*      Period ended       Period ended        Year ended 
                                         31 May 2019        31 May 2018        30 November 
                                                                                  2018 
                                           GBP'000           GBP'000            GBP'000 
 Profit before tax in the 
  Consolidated Income Statement             1,143             1,537              3,650 
 Profit/(loss) before tax 
  for discontinued operations                 -                66                (387) 
 Impairment recognized on 
  the re-measurement of the 
  assets of the disposed business, 
  gross of a tax credit of 
  GBP48,000                                   -                 -                (265) 
                                            ____              ____                ____ 
 Profit before taxation for 
  the purposes of the cash 
  flow statement                            1,143             1,603              2,998 
 
 
 Condensed consolidated cash               Unaudited         Unaudited         Audited year 
  flow statement                         6 months ended    6 months ended    ended 30 November 
                                          31 May 2019       31 May 2018            2018 
                                            GBP'000           GBP'000            GBP'000 
 Cash flows from investing 
  activities 
 Acquisitions of businesses                    -              (2,007)            (2,014) 
 Purchases of property, plant 
  and equipment                              (589)             (752)             (2,174) 
 Sale of property, plant and 
  equipment                                   113               512               2,685 
                                             _____             _____              _____ 
 Net cash flows used in investing 
  activities                                 (476)            (2,247)            (1,503) 
 
 Cash flow from financing activities 
 Dividends paid                              (441)             (408)             (1,201) 
 Proceeds of mortgage and other 
  bank loans                                  750             17,879              18,379 
 Repayment of bank loans                    (1,139)          (14,970)            (15,111) 
 Bank loan interest paid                     (507)             (460)              (942) 
 Hire purchase refinancing 
  receipts                                    354              1,681              1,709 
 Capital settlement payments 
  on vehicles sold                           (115)             (137)              (237) 
 Capital element of lease payments          (2,086)           (1,784)            (3,751) 
                                             _____             _____               ____ 
 Net cash (used in)/generated 
  from financing activities                 (3,184)            1,801             (1,154) 
 
 Net decrease in cash and cash 
  equivalents                               (2,590)            (703)              1,468 
 
 Cash and cash equivalents 
  at start of period                         (231)            (1,699)            (1,699) 
                                             _____             _____              _____ 
 Cash and cash equivalents 
  at end of period                          (2,821)           (2,402)             (231) 
                                            ======             =====               ==== 
 

Notes to the Unaudited Consolidated Interim Financial Statements for the six months ended 31 May 2019

   1.     Basis of preparation: 

The unaudited condensed consolidated interim financial statements have been prepared using the accounting policies set out in the group's 2018 statutory financial statements.

The financial statements of the group for the full year are prepared in accordance with IFRS's as adopted by the European Union and these interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting".

   2.     Turnover: 

Revenue represents sales to external customers excluding value added tax. All of the activities of the group are conducted in the United Kingdom within the operating segment of provision of bus services. Management monitors revenue across the following business streams: contracted services, commercial services and charter services.

 
 
               Six months   Six months    Year ended 
                ended 31     ended 31     30 November 
                May 2019     May 2018        2018 
 
                GBP'000      GBP'000       GBP'000 
 Contracted      10,566       10,964        21,620 
 Commercial      19,175       19,284        38,865 
 Charter          782          748          1,923 
 Total           30,523       30,996        62,408 
              ===========  ===========  ============= 
 
   3.     Profit before taxation: 

Profit before taxation includes the following:

 
 
                                 Unaudited   Unaudited   Audited year 
                                  6 months    6 months       ended 30 
                                  ended 31    ended 31       November 
                                  May 2019    May 2018           2018 
                                   GBP'000     GBP'000        GBP'000 
 
 
 Amortisation of intangible 
  assets                             (257)       (153)          (450) 
 Abortive transaction 
  costs                                  -        (94)           (99) 
 Costs of change of principal 
  bankers                             (57)        (31)           (45) 
 Costs of acquisition 
  and integration                    (397)       (271)          (458) 
 Share based payment expense             -         (2)            (3) 
 Mark to market provision 
  on fuel derivatives                  325         587            475 
 
 
 (Loss)/profit within 
  profit before taxation             (386)          36          (580) 
                                ==========  ==========  ============= 
 

The bulk of the costs of acquisition and integration incurred in the six month period to 31 May 2019 in the above table relate to the costs of the acquisition of the Bolton depot of First Manchester Limited, as described in the Chairman's Statement. This transaction completed on 11 August 2019.

   4.     Earnings per share: 

Basic earnings per share have been calculated on the basis of profit after taxation and the weighted average number of shares in issue for the period of 48,026,580 (May 2018: 48,026,580; November 2018: 48,026,580). Diluted earnings per share have been calculated on the basis of profit after taxation and the weighted average number of shares in issue (including such potential issues as are dilutive) for the period of 48,026,580 (May 2018: 48,095,501; November 2018: 48,026,580).

Basic adjusted and diluted adjusted earnings per share before exceptional items have been calculated using the same weighted average numbers of shares in issue, but on the basis of profits after tax and before any exceptional items. This is done in order to aid comparability between the accounting periods.

   5.     Property, plant and equipment 
 
                      Freehold     Long and                    Public 
                      land and        short         Plant     service 
                     buildings    leasehold           and    vehicles     Total 
                                   property     machinery 
                       GBP'000      GBP'000       GBP'000     GBP'000   GBP'000 
 Cost: 
 At 1 December 
  2017                   7,680        1,088         4,888      45,653    59,309 
 Acquisition                 -            -            20       1,463     1,483 
 Additions                 375            1           925       5,638     6,939 
 Transfers                 (5)          (4)             9           -         - 
 Disposals             (2,032)            -         (604)     (1,800)   (4,436) 
 
 
 At 30 November 
  2018                   6,018        1,085         5,238      50,954    63,295 
 
 
 Additions                 115            -           239       3,892     4,246 
 Disposals                   -            -          (67)       (269)     (336) 
 
 
 At 31 May 2019          6,133        1,085         5,410      54,577    67,205 
 
 
 Depreciation: 
 At 1 December 
  2017                     426          230         1,613      20,115    22,384 
 Charge for the 
  year                      66           29           388       2,908     3,391 
 Disposals               (248)            -         (397)     (1,279)   (1,924) 
 
 
 At 30 November 
  2018                     244          259         1,604      21,744    23,851 
 
 
 Charge for the 
  period                    23           14           228       1,825     2,090 
 Disposals                   -            -          (65)       (189)     (254) 
 
 
 At 31 May 2019            267          273         1,767      23,380    25,687 
 
 Net book value: 
 At 31 May 2019          5,866          812         3,643      31,197    41,518 
 
 
 At 30 November 
  2018                   5,774          826         3,634      29,210    39,444 
 
 
   6.     Loans and borrowings: 

Secured bank loans are mortgage-type loans secured by reference to the group's freehold property.

 
                               At 31 May   At 31 May   At 30 November 
                                  2019        2018          2018 
                                GBP'000     GBP'000       GBP'000 
 Current: 
 Overdrafts                      3,303       2,916          677 
 Bank loans (secured)             224         278          1,278 
 Bank loans (unsecured)         12,625      11,377         11,875 
 
                                16,152      14,571         13,830 
 
 
 Non- current: 
 Bank loans (secured)            3,982       5,204         4,068 
 
 Total loans and borrowings     20,134      19,775         17,898 
 
 
 
   7.     Obligations under hire purchase agreements: 

All finance leases are secured by the lessors' rights over the respective leased assets which consist principally of passenger service vehicles.

 
                           At 31 May   At 31 May   At 30 November 
                              2019        2018          2018 
                            GBP'000     GBP'000       GBP'000 
 Present value: 
 Not later than one 
  year                       3,951       3,682         3,843 
 More than one but less 
  than two years             3,182       3,211         3,120 
 More than two but less 
  than five years            6,609       5,672         5,799 
 Later than five years       2,070        957          1,240 
                          ----------  ----------  --------------- 
                            15,812      13,522         14,002 
 
 
 
   8.     Dividends: 

On 7 December 2018 the company paid an interim dividend of 0.92 pence per share in respect of the year ended 30 November 2018; a final dividend in respect of the year was paid on 28 June 2019 at a rate of 1.78 pence per share. All dividends are payable in cash only.

   9.     Additional information: 

The unaudited Consolidated Interim Report was approved by the Board of Directors on 21 August 2019. The consolidated interim financial information for the six months ended 31 May 2019 and for the six months ended 31 May 2018 is unaudited. The financial information in this interim announcement does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The statutory accounts of Rotala Plc for the year ended 30 November 2018 have been reported on by the company's auditors and have been delivered to the Registrar of Companies. The report of the auditors on these accounts was unqualified, did not contain an emphasis of matter and did not include a statement under section 498 of the Companies Act 2006.

 
 
 

10. Copies of this statement are available from the registered office of the company at Rotala Group Headquarters, Cross Quays Business Park, Hallbridge Way, Tividale, Oldbury, West Midlands, B69 3HW or the Company's website www.rotalaplc.com.

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

END

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August 22, 2019 02:00 ET (06:00 GMT)

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