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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Sceptre | LSE:SCEL | London | Ordinary Share | GB00B3BNQD36 | 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% | 4.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMSCEL
RNS Number : 0277L
Sceptre Leisure PLC
26 July 2011
Sceptre Leisure plc
("Sceptre" or the "Group")
Market share gains, strong cash generation, debt reduction.
Sceptre Leisure plc, an AIM listed company with its principal activities centred on the provision of gaming, lottery and leisure equipment, announces final results for the twelve months to 30 April 2011.
Key Operational and Financial Highlights
-- Underlying business continues to show market share growth
o Awarded new contracts with Punch Pub Company, SA Brains and The McManus Pub Company
o Renewed contracts with Joseph Holt, Daniel Thwaites and De Vere Hotels
o Machine rental business performed strongly with total machines up to 19,000 (Group total 22,500 machines)
-- Acquisition of RV Smith assets for GBP1.2m improved personnel ratios and machine density in Southern England
-- SWP income reduced by GBP1m as a result of regulatory change by HMRC
-- Revenues of GBP38.6m delivering PBT of GBP1.6m despite external factors
-- Net debt further reduced by GBP2.5m to GBP13.4m
KPIs
-- Asset utilisation maintained at 95% (2010: 95%)
-- Machine week average (MWA) GBP25.47 (2010: GBP25.83)
-- Lottery terminals up 4% to 3,500 (2010: 3,400)
-- Pub lottery sales increased 38% to GBP0.23m (2010: GBP0.17m)
Current Trading
-- Early results show Q4 trends continuing into the new financial year
-- Strong cost controls in place to mitigate effects of lower revenues
-- Start of English football season traditionally produces upturn in income
Ken Turner, Chief Executive, said:
"This has been another year of progress for Sceptre Leisure that has seen the business continue to grow in size through both through acquisition and contract wins. Our outperformance is a result of our ability to offer clients a gaming machine solution that is far superior to any of our competition. The contracts that we have won are testament to that. Trading conditions are not easy but through careful management and dedication we continue to progress towards our target to become the largest machine operator within the pub market."
26 July 2011
Enquiries:
Sceptre Leisure plc Ken Turner Today: +44 (0) 20 7457 2020 Mark White Thereafter: +44 (0) 1772 694242 Panmure Gordon (NOMAD) Andrew Burnett Adam Pollock Rakesh Sharma +44 (0) 20 7459 3600 College Hill Matthew Smallwood Jamie Ramsay +44 (0) 20 7457 2020
Chairman's statement
"Sceptre has continued to reduce gearing over the course of the year, with net debt down to GBP13.4m from GBP15.9m, underlining the strong cash generation provided by our core business."
Results
Sceptre has delivered a creditable set of results in another year of challenging trading conditions with the core business performing well. Our prior year comparative figures included the fixed-odds betting terminal machine operation, sold in April 2010 for a substantial profit, and like-for-like comparisons are therefore difficult to make. However, our acquisition of RV Smith in November 2010, and the award of a new contract by Punch's managed division have allowed us to build on the good start reported in our interim statement.
We have continued to reduce gearing further over the course of the year, with net debt down to GBP13.4m in April 2011 from GBP15.9m. This underlines the strong cash generation provided by our core business delivered from our recurring revenue stream from machine rentals.
Acquisition
Sceptre acquired the machine assets and operations of Surrey-based RV Smith (Leisure) Limited in November 2010 for a total consideration of GBP1.2m, paid in a mixture of cash and shares. This transaction further strengthened our position in the south of the UK. As with our previous acquisitions, the additional assets were quickly and efficiently absorbed into our operational infrastructure.
Contract Wins
In addition to the Punch contract win reported previously, Sceptre has been able to announce a number of new or renewed contracts in the second half of the year. Some of these have been with longstanding customers such as Joseph Holt, Daniel Thwaites and De Vere Hotels, whilst others have been with new clients such as the McManus Pub Company. All of these contract awards are the result of our commitment to customer service and the operational know-how provided by our team.
People
It is our employees that set us apart from the competition and give us a critical competitive advantage. Our operational teams are continually raising the bar in delivering customer service and quality. I would like formally to thank all members of the Sceptre team for their continued efforts; they should feel proud of their contribution towards this year's results.
Outlook
We will continue to pursue our strategy of growth through organic contract wins and selected acquisitions financed by internal cash generation. Sceptre remains the first-choice operator in the pub and club market.
Douglas Yates Chairman 26 July 2011
Chief Executive's Review
"We have grown our machine rental business in the core pub market."
I am pleased to be able to report another year of progress for Sceptre Leisure. We have grown our machine rental business in the core pub market through both organic contract wins and selected acquisitions, and we continue to develop the Kelly's Eye brand across a wide range of leisure outlets.
We have reduced net debt by some GBP2.5m during the period under review, whilst continuing to invest in our machine estate to ensure that we are able to offer our customers a wide choice of games suitable for varying locations.
Profitability
As reported in our interim statement, we began the financial year with a reduced machine base following the sale of our fixed odds betting terminal (FOBT) estate in April 2010. Revenue and profit for the first half of the year were therefore both at a lower run rate than the second half of the previous year.
In addition, regulatory changes surrounding games offered on quiz machines (SWPs) in April 2010 saw income from these assets reduce as some game content was removed to comply with HMRC requirements. This had an adverse effect on shared income from SWPs which resulted in Sceptre's weekly revenue per machine falling from an average of GBP29.98 in 2010 to GBP23.82 over the past year. On a machine estate of some 3,100 pieces, this equated to fall in revenue of GBP19,000 per week, the full GBP1m effect of which flowed through to reduce our profit for the financial year.
Action was taken to reduce our operating costs, and as a result, staff overhead spend was lower in Q4 than in Q1 in spite of a larger machine estate following the acquisition of RV Smith and the award of the new Punch contract. Accordingly, in spite of an acquisition and organic growth in machine numbers, our income was adversely affected and our full year profitability was therefore at the lower end of our expectations.
Sceptre Leisure Solutions
As discussed above, revenue within our machine rental business reduced year on year. This is due both to the sale of our fixed odds betting terminal (FOBT) machines at the end of FY2010 (which contributed cGBP2.5m turnover in the prior year), and also to pub companies moving away from charging royalties to tenants as part of the machine contract (a reduction of GBP1.3m compared to 2010).
This reduction in royalty revenues had no effect on the division's profitability, as all charges recognised in revenue are passed on directly to the pub company as a cost of sale. For this reason, whilst turnover within Sceptre Leisure Solutions fell during the year under review, the gross margin percentage grew over the same period.
These two changes in our business have necessitated a recalculation of one of our main KPIs; machine week average (MWA). This change is explained fully in the KPI section of the financial review and allows a better comparison of the division's performance over time. We maintained our MWA year-on-year in spite of changes to the games available on our skills with prizes (SWP) terminals as a result of an HMRC ruling on content. These changes resulted in a 20% reduction in revenue from this class of machine equivalent to GBP1m per year - a reduction reflected across the entire machine operating industry. We took swift action to mitigate these losses through the negotiation of new software licenses at reduced cost where possible.
Following the sale of the FOBT operation in April 2010 we took the opportunity to reduce debt with part of the GBP3.75m proceeds. After a period of consolidation in H1, we were pleased to announce the award of a major contract with the Punch Pub Company to supply around 30% of their managed estate. The three-year contract covering around 800 machines marks another important milestone in Sceptre's development.
Our contract pipeline remained strong throughout the remainder of the financial year, and we confirmed the renewal of longstanding relationships with Joseph Holt and Daniel Thwaites whilst also winning new business with de Vere Hotels and The McManus Pub Company.
These contract wins underline our position as the preferred machine operator for most pub companies within the UK. Our figures show that Sceptre consistently generates higher machine income for our customers wherever it competes head-to-head with our main national competitor within a pub company's estate. This outperformance is due to our operational team whose drive for quality and service keeps us at the forefront of the industry. I am proud to work with such a talented group, and would like to take the opportunity to thank them for their hard work and dedication over the course of the year.
Overall performance within the machine rental division was strong given the trading environment, reflecting increased machine numbers in the second half of the year, and also the contribution made by the acquisition of the assets and operations of RV Smith (Leisure) Limited in November 2010. This has allowed us to improve our operational ratios further, increasing machine density in the Southern UK. We also achieved a higher average number of machines operated per person employed within the division; up to 49 at 30 April 2010, from 47 the previous year, and maintaining our asset utilisation rate at our target of 95%.
Acquisition
On 29 November 2010 we announced the acquisition of the machine assets and operations of RV Smith (Leisure) Limited for a total consideration of GBP1.2m. The purchase price was made up of GBP0.8m in cash with the remainder satisfied by the issue of 1.4m shares at the market price of27.7p on the day of completion.
The assets acquired consisted of 925 machines in 277 locations across the south of the UK. Our strong and flexible infrastructure meant that this new business could be absorbed within our existing depot network without the need for new premises. We were pleased to welcome the transferring employees, who were quickly and efficiently incorporated into Sceptre's operation in the days following the acquisition.
The acquisition further strengthened our position in the south of the UK, and provided improved density within our London and Bournemouth depots. We will continue to follow a strategy of growth through selected acquisitions, assuming that the price and overall fit of the targets are right.
Lotteryking
We improved market penetration of our lottery terminals over the course of the year, with terminal numbers in pubs and clubs increasing by 4% to 3,500 in the period under review.
We also grew lottery sales within pubs, achieving a 38% increase in sales to GBP0.23m during the financial year. These lotteries also raised over GBP90,000 for charity over the period.
The registered members' club market has contracted significantly over the course of the recession, with many clubs closing and others seeing a reduction in footfall particularly in the past year. For this reason private lottery revenue fell year-on-year, although our restructuring of this division at the end of the 2010 financial year saw losses reduce.
We will continue to work on maximising our return from existing assets within this division, while ensuring that it contributes to overall Group cash flow in the coming year.
Kelly's Eye
October 2010 saw the launch of Kelly's Catalogue which brought together a full range of fundraising, indoor gaming, catering and bar products aimed at the licensed market for the first time. We will continue to use this as a tool in order to increase our penetration of the pub and club market, with an aim to establish Kelly as the leading supplier within the UK.
Outlook
Sceptre continues to grow its installed machine estate, and our ambition is to become the largest machine operator within the pub market over the next eighteen months whilst maintaining or increasing our margins.
The market is ripe for further consolidation, and we will identify suitable acquisition targets that will enhance our existing machine estate.
We will also pursue contracts with both new and existing customers, further cementing our position as the preferred operator for national, regional and local pub companies across the UK.
Finally, we will develop the Kelly's Eye brand within the leisure market using our existing customer base to increase sales and add incremental profit across our divisions in the coming months.
Current trading
Trading in the early part of the new financial year continues the trends seen in Q4 of the period under report. Consumer confidence remains fragile, and this has been reflected in recent trading updates from several national pub companies.
As a result, we have taken steps to reduce our cost base to mitigate the effects of reduced income levels from SWPs and other shared income machines.
However, Sceptre remains well-placed to benefit from the upswing in pub customer spend traditionally seen as the English football season gets underway.
Kenneth Turner
Chief Executive
26 July 2011
Financial Review
I would like to take the opportunity to review some key areas of our financial performance in the year under report.
Revenue
Group turnover decreased GBP4.2m, or 9.8%, to GBP38.6m due to a number of factors. The Fixed Odds Betting Terminal (FOBT) assets, which were sold in April 2010, had contributed GBP2.5m of sales in the previous year. In addition, a decrease in machine royalties charged by national pub companies resulted in a further GBP1.3m of revenue reduction, although this had no effect on gross margin as any revenue is passed on directly as a cost of sale. Finally, the change in legislation affecting the games offered on quiz machines (SWPs) accounted for a further 20%, or GBP1.0m, reduction in revenue. These reductions were offset by gains through organic contract wins and the acquisition of RV Smith's machine assets during the course of the year.
Profitability
Operating profit before exceptional items decreased by 41% to GBP2.4m, whilst profit before tax decreased by 14% to GBP1.6m.
The machine operating division, representing 92% of the Group revenues achieved operating profits of GBP3.9m (2010: GBP5.1m). The principal reason for this reduction was the sale of the fixed odds betting terminal assets at the end of the 2010 financial year, which meant that the division began 2011 with a lower machine asset base (and therefore lower revenue levels) than had been achieved in 2010. The sale of those assets had also provided GBP0.5m of operating profit in 2010. Finally, the division incurred a higher (non-cash) amortisation charge of GBP0.5m (2010: GBP0.2m) as a consequence of recognising and amortising intangible assets under IFRS.
Corporate overheads amounted to GBP0.9m (2010: GBP0.9m) and comprised the costs of the Board, legal, professional and other fees connected with running a public company.
Other divisions improved their year-on-year performance, contributing a reduced operating loss of GBP0.2m (2010: GBP1.0m) following a restructure of the operational functions to reduce costs.
There was also an employee share-based payment charge of GBP0.1m (2010: GBP0.1m) recognised in the year.
Earnings per share
Basic earnings per share reduced to 2.5p (2010: 3.0p).
Finance costs
The net finance costs charged to income were GBP1.1m (2010: GBP1.3m). This is made up of GBP1.3m in cash interest paid (2010: GBP1.4m) with balancing finance income of GBP0.2m relating to a non-cash, interest rate swap movement gain during the year (2010: GBP0.1m gain).
The derivative contract was a condition of the Group's banking agreements with Bank of Scotland (now part of Lloyds Banking Group), and was designed to continue alongside this facility until the end of the term loan in October 2012.
Acquisition
On 29 November 2010 Sceptre Leisure Plc announced the acquisition of the trade and assets of RV Smith (Leisure) Limited in a combined cash and shares deal. The acquisition is disclosed in note 7.
Exceptional Costs
During the year the Group incurred certain one-off restructuring costs. These centred on provisions for redundancy, and other costs associated with corporate restructuring.
In addition, the Directors considered that the brand names of Lotteryking and Kelly's Eye had suffered impairment during the year, giving rise to a cost of GBP49,000 (2010: GBP227,000). Finally, a fair value adjustment under IFRS3 following the acquisition of the trade and assets of RV Smith (Leisure) Limited led to the recognition of a gain on bargain purchase of GBP0.7m. These costs are set out in note 4.
Key Performance Indicators
The Board of Sceptre Leisure plc monitors a range of financial and non-financial performance indicators to measure performance against expected targets.
During the course of the year, it became clear that one of these measures, machine week average (MWA), required restatement to enable meaningful comparisons with the previous year. In the past, this measure included royalty charges which were paid out directly to pub companies. In addition the figure also included contribution from the FOBT operation. Finally, the previous measure of machine week average (MWA) was calculated on a one-week snapshot at the end of the period under review.
We have therefore amended the way we calculate this KPI to allow a better comparison of like-for-like performance over time. The measure now uses adjusted average machine numbers and income levels over a six-month reporting period, and reflects only net machine revenue charged by Sceptre Leisure Solutions.
A summary of the KPIs together with comparatives from the prior year are as follows:
Financial 2011 2010 ------------------------------------ --------- --------- 1. Earnings per share before exceptional items 2.0p 4.1p ------------------------------------ --------- --------- 2. EBITDA GBP12.2m GBP13.8m ------------------------------------ --------- --------- Non-financial ------------------------------------ --------- --------- 3. Machine numbers 22,500 21,300 ------------------------------------ --------- --------- 4. Machine week average GBP25.47 GBP25.83 ------------------------------------ --------- --------- 5. Pieces/personnel ratio 49 47 ------------------------------------ --------- --------- 6. Asset utilisation 95% 95% ------------------------------------ --------- ---------
Financing
Net debt decreased to GBP13.4m from GBP15.9m as at 30 April 2010. This decrease was due to the repayment of the term loan with LBG and the loan note with Crown Leisure.
On 28 June 2011, Sceptre Leisure Plc agreed new facilities with Lloyds Banking Group. GBP3.75m of the outstanding balance on the revolving credit facility at 30 April 2011 was added to the outstanding term loan (also GBP3.75m at the same date) and combined into a new term loan of GBP7.5m repayable over three years to April 2014. In addition, Lloyds Banking Group continues to provide a GBP500,000 working capital facility to the Group, which will next be reviewed in June 2012.
Financial risk treasury management
The majority of the Group's borrowings are fixed through a combination of fixed rate securitised debt and interest rate swaps. The banking and covenants are reviewed throughout the year as part of the internal reporting process with a focus on ensuring appropriate headroom is available.
Interest rate risk
The Group uses an interest rate collar to manage its exposure to interest rate movements on its bank borrowings. Contracts covering notional amounts equivalent to the old term loan of GBP3.75m restrict interest payments at rates between 4.7% and 5.75% over the life of the loan. The fair value of the collar at the reporting date is reflected in the Group balance sheet under the derivative financial instrument heading.
Currency rate risk
The Group buys currency at spot rate. There are few transactions in foreign currencies, and therefore the Group's exposure to foreign exchange risk is considered to be low. The Group would look to minimise any increased exposure to foreign exchange through the use of currency instruments if appropriate.
Liquidity risk
The Group's approach to managing liquidity is to ensure, as far as possible, that it has sufficient liquidity to meet liabilities as they fall due with surplus facilities to cope with any unexpected variances in timing of cash flows. At 30 April 2011, the Group had undrawn borrowing facilities of GBP3.1m (2010: GBP1.3m) of which GBP3.1m (2010: 1.3m) were uncommitted. In addition to undrawn borrowing facilities, as at 30 April 2011 the Group held on deposit cash of GBP1.4m (2010: GBP4.2m).
Taxation
The effective tax rate for the year was 12.5% (2010: 15.3%). This rate is lower than the UK mainstream corporation tax rate of 28% due to a change in the deferred tax rate and the effect of the recognition of a gain on bargain purchase.
Mark White
Finance Director
26 July 2011
Consolidated statement of comprehensive income
for the year ended 30 April 2011
30 April 30 April 2011 2010 Continuing operations Note GBP000 GBP000 --------------------------------------------------- ---- -------- -------- Revenue 2,3 38,627 42,808 Direct costs (26,683) (29,498) --------------------------------------------------- ---- -------- -------- Gross profit 3 11,944 13,310 Distribution costs (37) (93) Administrative expenses - normal (9,477) (9,748) Administrative expenses - exceptional items 4 375 (803) (Loss) / profit on disposal of property, plant and equipment and intangible assets (59) 535 --------------------------------------------------- ---- -------- -------- Operating profit 3 2,746 3,201 --------------------------------------------------- ---- -------- -------- Operating profit before exceptional items 2,371 4,004 Exceptional items 4 375 (803) --------------------------------------------------- ---- -------- -------- Finance income 170 124 Finance costs (1,276) (1,414) --------------------------------------------------- ---- -------- -------- Net finance expense (1,106) (1,290) --------------------------------------------------- ---- -------- -------- Profit before taxation 1,640 1,911 Tax expense 5 (205) (293) --------------------------------------------------- ---- -------- -------- Profit and total comprehensive income for the financial year 1,435 1,618 --------------------------------------------------- ---- -------- -------- Profit and total comprehensive income attributable to: - Equity holders of the parent 1,413 1,587 - Non-controlling interest 22 31 --------------------------------------------------- ---- -------- -------- 1,435 1,618 --------------------------------------------------- ---- -------- -------- Earnings per Ordinary Share - Basic 6 2.5p 3.0p --------------------------------------------------- ---- -------- -------- - Diluted 6 2.4p 2.8p --------------------------------------------------- ---- -------- --------
Consolidated balance sheet
at 30 April 2011
30 April 30 April 2011 2010 GBP000 GBP000 GBP000 GBP000 --------------------------------------- ------- -------- ---------- -------- Assets Non-current assets Intangible assets 6,231 5,675 Property, plant and equipment 27,302 26,975 Total non-current assets 33,533 32,650 Current assets Inventories 1,306 1,276 Trade and other receivables 5,266 5,771 Cash and cash equivalents 1,366 4,163 --------------------------------------- ------- -------- ---------- -------- Total current assets 7,938 11,210 --------------------------------------- ------- -------- ---------- -------- Total assets 41,471 43,860 --------------------------------------- ------- -------- ---------- -------- Liabilities Current liabilities Trade and other payables (7,722) (7,533) Corporation tax (52) (612) Interest bearing loans and borrowings (8,373) (7,887) --------------------------------------- ------- -------- ---------- -------- Total current liabilities (16,147) (16,032) Non-current liabilities Trade and other payables (1,289) (130) Interest bearing loans and borrowings (6,404) (12,193) Deferred taxation (2,502) (1,976) Derivative financial instruments (120) (290) --------------------------------------- ------- -------- ---------- -------- Total non-current liabilities (10,315) (14,589) --------------------------------------- ------- -------- ---------- -------- Total liabilities (26,462) (30,621) --------------------------------------- ------- -------- ---------- -------- Net assets 15,009 13,239 --------------------------------------- ------- -------- ---------- -------- Equity Share capital 5,466 5,394 Share premium account 5,168 4,840 Merger reserve (2,232) (2,232) Retained earnings 6,514 5,166 --------------------------------------- ------- -------- ---------- -------- Equity attributable to equity holders of the parent 14,916 13,168 Non-controlling interest 93 71 --------------------------------------- ------- -------- ---------- -------- Total equity 15,009 13,239 --------------------------------------- ------- -------- ---------- --------
These financial statements were approved and authorised for issue by the Board of Directors on 26 July 2011 and were signed on its behalf by:
Kenneth Turner Director Sceptre Leisure Plc Company no: 03189747
Consolidated statement of cash flows
for the year ended 30 April 2011
30 April 30 April 2011 2010 Note GBP000 GBP000 GBP000 GBP000 ----------------------------------- ---- ------- ------- -------- ------- Cash flows from operating activities Profit before taxation 1,640 1,911 Adjustments for: Depreciation 9,047 9,344 Amortisation 672 372 Recognition of gain on bargain purchase 7 (670) (225) Impairment of intangible assets (brand names) 49 227 Equity-settled share options 97 131 Loss / (profit) on disposal of property, plant and equipment and intangible assets 59 (535) Finance gain on derivative financial instruments (170) (124) Finance costs 1,276 1,414 ----------------------------------- ---- ------- ------- -------- ------- Cash flows from operating activities before changes in working capital 12,000 12,515 Changes in working capital: Increase in inventories (30) (180) Decrease / (increase) in trade and other receivables 505 (946) Increase / (decrease) in trade and other payables 1,348 (2,612) ----------------------------------- ---- ------- ------- -------- ------- Cash generated from operations 13,823 8,777 Finance costs (1,276) (1,414) Income tax paid (622) (250) ----------------------------------- ---- ------- ------- -------- ------- Net cash from operating activities 11,925 7,113 Cash flows from investing activities Purchase of business net of cash acquired (800) (996) Purchase of property, plant and equipment (9,002) (12,389) Sale of property, plant and equipment and intangible assets 383 4,557 ----------------------------------- ---- ------- ------- -------- ------- Net cash used in investing activities (9,419) (8,828) Cash flows from financing activities Movement in bank loans and loan notes (3,200) (2,775) Revolving credit facility (repayments) / drawdowns (2,200) 5,999 Net finance lease rental drawdowns/(payments) 567 (1,576) Equity dividends paid - (100) New shares issued - 5,497 ----------------------------------- ---- ------- ------- -------- ------- Net cash (used in)/generated from financing activities (4,833) 7,045 ----------------------------------- ---- ------- ------- -------- ------- Net (decrease) / increase in cash and cash equivalents (2,327) 5,330 Cash and cash equivalents at start of period 3,693 (1,637) ----------------------------------- ---- ------- ------- -------- ------- Cash and cash equivalents at end of period 1,366 3,693 ----------------------------------- ---- ------- ------- -------- -------
Consolidated statement of changes in equity
At 30 April 2011
Equity attributable Share to equity Non- Share premium Merger Retained holders of controlling Total capital account reserve earnings the parent interest equity 30 April 2010 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 -------------- ------- ------- ------- -------- ------------ ----------- ------ At 1 May 2009 4,554 173 (2,332) 3,485 5,880 40 5,920 Net proceeds from the issue of Ordinary Shares 830 4,667 - - 5,497 - 5,497 Shares issued on the acquisition of Australian 8 Ball Company Limited 10 - 100 - 110 - 110 Employee share-based payments - - - 131 131 - 131 Taxation effect of employee share-based payment - - - (37) (37) - (37) -------------- ------- ------- ------- -------- ------------ ----------- ------ Transactions with owners 840 4,667 100 94 5,701 - 5,701 -------------- ------- ------- ------- -------- ------------ ----------- ------ Profit for the financial year and total comprehensive income - - - 1,587 1,587 31 1,618 -------------- ------- ------- ------- -------- ------------ ----------- ------ At 30 April 2010 5,394 4,840 (2,232) 5,166 13,168 71 13,239 -------------- ------- ------- ------- -------- ------------ ----------- ------ Equity attributable Share to equity Non- Share premium Merger Retained holders of controlling Total capital account reserve earnings the parent interest equity 30 April 2011 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 -------------- ------- ------- ------- -------- ------------ ----------- ------ At 1 May 2010 5,394 4,840 (2,232) 5,166 13,168 71 13,239 Shares issued on the acquisition of the trade and assets of RV Smith (Leisure) Limited 72 328 - - 400 - 400 Employee share-based payments - - - 97 97 - 97 Taxation effect of employee share-based payment - - - (162) (162) - (162) -------------- ------- ------- ------- -------- ------------ ----------- ------ Transactions with owners 72 328 - (65) 335 - 335 -------------- ------- ------- ------- -------- ------------ ----------- ------ Profit for the financial year and total comprehensive income - - - 1,413 1,413 22 1,435 -------------- ------- ------- ------- -------- ------------ ----------- ------ At 30 April 2011 5,466 5,168 (2,232) 6,514 14,916 93 15,009 -------------- ------- ------- ------- -------- ------------ ----------- ------
Notes
1 Basis of preparation
The financial information has been prepared and approved by the Directors in accordance with International Financial Reporting Standards as adopted by the EU ('Adopted IFRSs').
The financial information set out in this announcement does not constitute the Group's statutory accounts, as defined in Section 435 of the Companies Act 2006, for the years ended 30 April 2011 or 30 April 2010, but is derived from the 2011 Annual Report that was authorised for issue by the Board of Directors on 26 July 2011. Statutory accounts for 2010 have been delivered to the Registrar of Companies and those for 2011 will be delivered in due course. The auditors have reported on those accounts; their reports were unqualified.
Going concern
The Group meets its day-to-day working capital requirements from a bank loan, and overdraft facility, together with revolving credit and asset finance facilities from various providers. The majority of the Group's banking facilities remain available to the Group until 2014.The current economic conditions create uncertainty particularly over (a) the level of demand for the Group's products and services; and (b) the availability of bank and asset finance in the foreseeable future.
The Directors have prepared trading and cash flow forecasts to 30 April 2013. The forecasts make assumptions in respect of future trading conditions and in particular the Directors' estimates of number of machines operated and the income derived therefrom. The forecasts take into account the amended facilities agreed with Lloyds Banking Group on 28 June 2011, which had the effect of deferring the repayment date of the revolving credit facility originally due in June 2012, by combining the existing term loan and increasing the repayment period to April 2014.
Taking into account sensitivities in relation to income derived from the number of machines operated, reduction in cost base and covenant compliance, the prepared forecasts suggest that the Group retains sufficient headroom within the revised facilities that are available to it for a period in excess of one year from the date of approval of these financial statements.
After making enquiries, and considering the uncertainties described above, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements.
2 Revenue
30 April 30 April 2011 2010 Revenue GBP000 GBP000 -------------------------------------------- -------- -------- Equipment sales 370 377 Machine rental 35,013 38,755 Sale of lottery, indoor gaming, and leisure products 3,244 3,676 -------------------------------------------- -------- -------- Total revenues 38,627 42,808 -------------------------------------------- -------- --------
3 Segmental report
The accounting policy for identifying segments is based on internal management reporting information that is regularly reviewed by the chief operating decision maker (The Board of Directors). The Board of Directors manages the Group in three business segments:
-- machine sales and rental (Sceptre Leisure Solutions);
-- the sale of lottery, indoor gaming and other products (Lotteryking, Kelly's Eye and Party House); and
-- the operation of lotteries on behalf of charities (Creative Lotteries).
During the periods under review, over 90% of the Group's activities related to machine sales and rental, and therefore the remaining segments are not reportable as they do not meet the quantitative thresholds. They have been combined and disclosed as 'all other segments'.
All revenue reported in the period under review arose within the United Kingdom.
Segment performance is monitored monthly as part of the management reporting process. The financial performance for each segment is analysed and consolidation adjustments to reach the Group results are shown separately.
Machine Machine sales sales and Central 2011 and Central 2010 rental Other corporate Group rental Other Corporate Group Segmental analysis GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 --------------- -------- ------- --------- -------- -------- ------- --------- -------- External revenue 35,383 3,244 - 38,627 39,132 3,676 - 42,808 Inter-segment revenue - - - - - - - - --------------- -------- ------- --------- -------- -------- ------- --------- -------- Net revenue 35,383 3,244 - 38,627 39,132 3,676 - 42,808 Gross profit 10,058 1,886 - 11,944 11,060 2,250 - 13,310 Operating profit/(loss) 3,888 (204) (938) 2,746 5,080 (978) (901) 3,201 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Segment assets 35,140 6,266 65 41,471 38,750 4,986 124 43,860 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Segment liabilities (20,736) (1,757) (3,969) (26,462) (23,066) (1,325) (6,230) (30,621) --------------- -------- ------- --------- -------- -------- ------- --------- -------- Other segment information: --------------- -------- ------- --------- -------- -------- ------- --------- -------- Capital expenditure 8,846 156 - 9,002 11,541 848 - 12,389 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Intangible assets - additions 1,277 - - 1,277 1,546 - - 1,546 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Depreciation 8,720 327 - 9,047 9,015 329 - 9,344 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Amortisation 524 148 - 672 249 123 - 372 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Interest expense 1,276 - - 1,276 1,404 10 - 1,414 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Impairment - 49 - 49 - 227 - 227 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Equity-settled share options 49 9 39 97 59 27 45 131 --------------- -------- ------- --------- -------- -------- ------- --------- -------- Finance gain on derivative financial instruments (170) - - (170) (124) - - (124) --------------- -------- ------- --------- -------- -------- ------- --------- --------
During the year, two customers contributed more than 10% of Group revenues, both within the 'machine sales and rental' segment:
Customer A - revenue GBP6.1m (15.9%) (2010: GBP6.6m, 15.5%); Customer B - revenue GBP5.7m (14.9%) (2010: GBP6.3m, 14.8%)
4 Exceptional items
30 April 30 April 2011 2010 GBP000 GBP000 ---------------------------------------------------------- -------- -------- Restructuring and redundancy 132 195 Provision for rentals and business rates on onerous leases - 452 Impairment of intangible assets - brands 49 227 Recognition of gain on bargain purchase (670) (225) Professional and financial expenses relating to corporate restructuring 114 154 ---------------------------------------------------------- -------- -------- Exceptional items (credit)/cost (375) 803 ---------------------------------------------------------- -------- --------
5 Taxation
30 April 30 April 2011 2010 -------------- ------------- Recognised in the statement of comprehensive income GBP000 GBP000 GBP000 GBP000 ------------------------------------------- ------ ------ --------- ------ Current tax expense: Current year 56 863 Adjustments for prior years 6 (1,158) ------------------------------------------- ------ ------ --------- ------ Current tax expense 62 (295) Deferred tax expense: Origination and reversal of temporary differences 144 (365) Adjustments in respect of previous years (1) 953 Deferred tax expense 143 588 ------------------------------------------- ------ ------ --------- ------ Total tax expense 205 293 ------------------------------------------- ------ ------ --------- ------ 30 April 30 April 2011 2010 GBP000 GBP000 -------- -------- Reconciliation of effective tax rate ----------------------------------------------- -------- -------- Profit before tax 1,640 1,911 ----------------------------------------------- -------- -------- Profit before tax multiplied by standard rate of corporation tax in the UK of 27.84% (2010: 28%) 457 535 Effects of: Expenses not deductible for tax purposes 115 61 Income not taxable (193) (63) Adjustments in respect of previous years 5 (205) Movement in unrecognised deferred tax assets (5) (34) Rate change (167) - Small company relief (7) (1) ----------------------------------------------- -------- -------- Total tax expense 205 293 ----------------------------------------------- -------- --------
The above tax rate change represents a change in the level of deferred tax from 28% to 26%.6
Dividends
The Directors do not recommend the payment of a dividend in respect of the current year.
6 Earnings per Ordinary Share
The calculations of earnings per share are based on the following profits and number of shares:
Basic Diluted Basic Diluted 30 April 30 April 30 April 30 April 2011 2011 2010 2010 GBP000 GBP000 GBP000 GBP000 ---------------------------------- --------- --------- --------- --------- Profit for the financial year 1,413 1,413 1,587 1,587 Additional disclosures: Exceptional administrative (credits)/expense (375) (375) 803 803 Taxation effect of exceptional administrative expenses 98 98 (225) (225) ---------------------------------- --------- --------- --------- --------- Profit for the financial year before exceptional expenses 1,136 1,136 2,165 2,165 ---------------------------------- --------- --------- --------- --------- 30 April 30 April 2010 2011 Number Number of of Shares shares ---------- ---------- Weighted average number of shares For basic earnings per share 56,150,853 52,426,333 Share options 3,936,554 3,617,694 For diluted earnings per share 60,087,407 56,044,027 ---------------------------------- ---------- ----------
The Group's earnings per share are as follows:
30 April 30 April 2011 2010 pence pence -------- -------- - Basic 2.5 3.0 -------------------------------------- -------- -------- - Diluted 2.4 2.8 -------------------------------------- -------- -------- - Basic before exceptional expenses 2.0 4.1 -------------------------------------- -------- -------- - Diluted before exceptional expenses 1.9 3.9 -------------------------------------- -------- --------
The total number of shares in issue at 30 April 2011 was 56,989,585.
7 Acquisitions
Acquisition of the Trade and Assets of RV Smith (Leisure) Limited
On 29 November 2010, the Group acquired the trade and assets of RV Smith (Leisure) Limited in a cash and shares transaction. The shares were issued at the market price on the day of completion.
Fair value at date of acquisition GBP000 ------------------------------------------------------- ------------ Cash 800 Shares in Sceptre Leisure plc (1,444,043 Ordinary Shares of 5p each issued at 27.7p being market price) 400 ------------------------------------------------------- ------------ Total consideration 1,200 ------------------------------------------------------- ------------ Initial book Fair value value at at date date Fair value of of acquisition adjustment acquisition GBP000 GBP000 GBP000 ---------------------------------- --------------- ----------- ------------ Intangible assets (note 12) - 1,277 1,277 Property, plant and equipment 829 - 829 Total assets 829 1,277 2,106 ---------------------------------- --------------- ----------- ------------ Deferred taxation - (236) (236) ---------------------------------- --------------- ----------- ------------ Total liabilities - (236) (236) ---------------------------------- --------------- ----------- ------------ Net assets 829 1,041 1,870 ---------------------------------- --------------- ----------- ------------ Fair value of consideration paid 1,200 Gain on bargain purchase - recognised in exceptional items within profit or loss (670) ---------------------------------- --------------- ----------- ------------
Owing to the immediate and successful integration of the RV Smith assets into Sceptre Leisure Solutions, it is not possible to determine the profit attributable to the acquisition in the financial year, nor is it possible to calculate the profit that would have been generated had the acquisition been made on 1 May 2010.
Fair value adjustment
Under IFRS 3 at the date of acquisition a value has been applied to identifiable intangible assets that would otherwise have been consumed within goodwill. The fair value adjustment to intangible assets relates to the value of acquired customer contracts and related relationships and is being amortised over five years as management consider that the customer contracts and relationships acquired in the RV Smith (Leisure) Limited acquisition have an estimated useful economic life of that length. This was derived from a review of the historical length of supply for all major customers, adjusted to take into account those with whom the Group already had a trading relationship. Where a trading relationship with a major customer of RV Smith (Leisure) Limited was already in existence, the customer in question was assessed as being equivalent to a non-contractual relationship. The overall value of customer contracts and relationships acquired created a gain on bargain purchase amount of GBP670,000, which was recognised immediately as profit in accordance with the Group's accounting policies. Negative goodwill is included in exceptional administrative expenses in the statement of comprehensive income. The fair value adjustment to deferred taxation relates to the recognition of the customer contracts and related relationships asset. The primary reason for the business combination was to further strengthen the Group's position in the south of the UK.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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