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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Xpediator Plc | LSE:XPD | London | Ordinary Share | GB00BF6P5V92 | 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% | 43.75 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From Apr 2019 to Apr 2024
TIDMXPD
RNS Number : 8147Y
Xpediator PLC
14 September 2020
The information contained within this announcement is deemed by the Group to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the publication of this announcement via a Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain.
14 September 2020
XPEDIATOR PLC
("Xpediator", the "Company" or the "Group")
CONDENSED INTERIM RESULTS
FOR THE SIX MONTHS TO 30 JUNE 2020
Xpediator Plc (AIM: XPD), a leading provider of freight management services across the UK and Central and Eastern Europe, is pleased to announce its unaudited condensed interim results for the six months ended 30 June 2020.
H1 Financial highlights
-- Group turnover of GBP99.6m (2019: GBP102.4m) with overperformance in Q120 offset by the impact on trading from Covid-19 in Q220.
-- Adjusted profit before tax of GBP2.1m (2019: GBP2.0m) reflecting a resilient first-half performance benefitting from early cost reductions in March 2020, having an asset light structure and the diversity of businesses and customers across our Central and Eastern European (CEE) and UK footprint.
-- Adjusted earnings per share of 1.03 pence (2019: 1.25 pence). -- Basic loss per share of 0.25 pence (H1 2019: loss per share of 0.04 pence).
-- As at 30 June 2020 net cash was GBP4.3m (31 December 2019: GBP7.0m) after paying GBP3.7m in deferred acquisition payments.
-- Strong net cash generation from operations of GBP5.4m (2019: GBP5.5m). -- Interim dividend increased to 0.45 pence per share (H1 2019: 0.28 pence).
Divisional overview
-- Freight Forwarding revenue increased 2.2% to GBP78.4m (2019: GBP76.7m) generating operating profit of GBP2.6m (H1 2019: GBP1.4m), driven by growth in both CEE and UK markets and identifying margin enhancing opportunities through the Covid-19 crisis.
-- Transport Solutions impacted by Covid-19, with revenue decreasing by 19.8% to GBP2.5m (2019: GBP3.1m) and operating profit to GBP0.9m (2019: GBP1.3m) natural reflection of the reduction in traffic and therefore lower requirement for fuel cards, trend now reversing with increase in traffic.
-- Logistics and Warehousing revenue decreased by 16.9% to GBP18.7m (H1 2019: GBP22.6m) giving an operating profit of GBP0.6m (2019: GBP1.2m), while an improvement in operating margin a mix of temporary factors arising from Covid-19 reduced revenues despite another strong performance from Pallex.
Annualised cost savings
-- Mix of temporary and permanent cost reductions made during H120 to counter the impact of Covid-19 with savings made within the IT, M&A and finance teams to be ongoing annualised savings of c.GBP0.5m.
Post period highlights
-- Well placed to achieve an improved performance in the second half of 2020. -- Healthy pipeline of potential acquisitions. -- Benefits from cross-selling services and delivering organic opportunities.
-- The search for a new CEO is well advanced with several high quality external and internal candidates.
(1) Profit before tax has been adjusted for exceptional items of restructuring costs and deferred consideration release of GBP700,000, (H1 2019 - aborted fees on InterEuropa and additional deferred consideration of GBP705,000), non-cash interest on deferred consideration of GBP161,000 (H1 - GBP184,000), GBP726,000 (H1 2019: GBP676,000) amortisation of acquisition related intangibles, additional interest charge of GBP171,000 (H1 2019: GBP198,000) following the application of IFRS 16 and a GBPnil (H1 2019: GBP26,000) credit relating to the non-cash interest charge on the receipt of Income from the vendors of Benfleet Forwarding Limited.
Alex Borrelli, Chairman, commented:
"These results show a resilient performance and demonstrate that there has been good demand for our services both in the UK and on the continent despite the impact of Covid-19. Where business units have been impacted by the pandemic, the effect is largely temporary and since the half-year trading across all three divisions is getting close to normal. That said, the Group is still mindful that a second wave of Covid-19 remains a possibility and we continue to review our contingency plans.
Of the cost savings made in March, c.GBP0.5 million will be maintained as annualised savings which will feed through to an improvement in operating profit, a key ongoing focus alongside strong cash generation across the Group. The pandemic also showed the value of being an asset light and diversified business not reliant on any one sector, market or customer. Particularly impressive was the performance of our Freight Forwarding division as Lithuania, Bulgaria, Estonia, Serbia and our domestic business in the UK showed strong margin growth and identified some good opportunities through the Covid-19 crisis. These businesses have worked in conjunction with our fuel card business (Affinity), which has provided a competitive advantage in identifying those hauliers who are able to run key routes at good rates.
Overall, whilst the impact of Covid-19 reduced profitability in the period, the Company is now trading close to normal levels and has started the traditionally stronger second half of the year well."
Enquiries
Hot Features
Premium
Xpediator plc Tel: +44 (0)330 043
2395
Robert Ross, Joint Interim Chief Executive Email: info@xpediator.com
Officer and Chief Financial Officer
Danor Ionescu, Joint Interim Chief Executive
Officer and Chief Operating Officer Logistics
Romania
Cenkos Securities plc (Nominated Advisor & Tel: +44 (0)20 7397
Broker) 8900
Max Hartley, Max Gould (Corporate Finance)
Nick Searle (Sales)
Novella Communications (Financial Public Relations) Tel: +44 (0)20 3151
7008
Tim Robertson
Fergus Young
About Xpediator:
Xpediator is a well-established international provider of freight management services. Established in 1988 by the current Deputy Chairman Stephen Blyth today the Group's International network of offices provides road, sea and air freight services, together with logistics and warehousing in the UK and Romania. The business offers integrated freight management within the supply chain logistics and fulfilment sector, through their three main areas: freight forwarding, logistics & warehousing and transport solutions. With headquarters in Braintree, Essex and country offices in nine CEE countries across 31 sites, the Group currently employs over 1,000 people and was successfully listed on London's AIM market in August 2017.
For more information, please visit: www.xpediator.com .
Alternatively, do follow us on Twitter at @Xpediator or find us on LinkedIn at Xpediator Plc .
Joint Interim CEO Statement
Introduction
We are pleased to present the Group's financial performance for the first six months of 2020. Whilst market conditions remain competitive and the business has been impacted by Covid-19, demand for the Company's freight management services has remained robust.
Our strategy remains focused around building a scalable and risk adjusted platform to support an expanding portfolio of freight management companies across the UK and Europe with a particular expertise in Central and Eastern Europe ("CEE").
Covid-19
Covid-19 has had an impact on the business, but the Group has traded resiliently through this extraordinary period. Whilst activity levels have been slightly lower, with revenues down by 2.7% during the period, demand from some sectors particularly in the freight forwarding division was strong throughout. Those areas which are dependent on either traffic volumes (Affinity) or are exposed to markets with Government restrictions, such as Easy Managed Transport (UK High Street Fashion) or Benfleet (with China and Italy being key markets) experienced reduced trading levels.
H1 2020 Trading
The Group generated revenue of GBP99.6m during the six months ended 30 June 2020 (H1 2019: GBP102.4m), adjusted operating profit of GBP2.5m (H1 2019: GBP2.4m) and reported profit before tax of GBP0.3m (H1 2019: GBP0.2m).
2 Operating Profit has been adjusted for the exceptional items of GBP700,000 (H1 2019 : GBP705,000) and the amortisation charge of GBP726,000 (H1 2019 : GBP676,000)
Turnover generated in the CEE/non-UK increased by 6.6% to GBP63.4m (H1 2019: GBP59.5m), reflecting the lesser impact Covid-19 had in these markets, whilst demand for services in the UK declined by 15.5% to GBP36.2m (H1 2019 : GBP42.8m).
Net cash (excluding right-of-use assets debt) at 30 June 2020 was GBP4.3m (H1 2019: GBP4.1m, December 2019: GBP7.0m). Whilst net cash decreased by GBP2.7m from December 2019, the Group paid GBP3.7m for deferred consideration payments for Import Services Limited. (GBP3.0m), Anglia Forwarding Group Limited (GBP0.4m) and Regional Express Limited (GBP0.3m).
Days sales outstanding at 30 June 2020 were 66.1 days (H1 2019: 68.6 days) showing a continual improvement in cash collection and greater focus by the finance teams within the Group.
The Group has reviewed its overhead position to ensure that it is positioned for future growth. Significant central overheads savings have been made to date although much of the full benefit is still to come in the second half of the year, with an expected annual benefit of c.GBP0.5m. In addition, a new IT Director will join the business in September as the Group looks to further develop its IT function and digitalisation programme to deliver efficiencies across the divisions.
The Directors are declaring an increased interim dividend of 0.45 pence (H1 2019: 0.28 pence) per share totalling GBP637,000 (H1 2019: GBP381,000) to be paid on 30 October 2020. This dividend has not been accrued in the consolidated Statement of Financial Position.
Operational Review
Freight Forwarding
Revenue H1 2020: GBP78.4m H1 2019: GBP76.7m Operating profit H1 2020: GBP2.6m H1 2019: GBP1.4m
Freight forwarding services are provided under the Delamode, Anglia Forwarding and Benfleet Forwarding brands. The division specialises in moving freight, primarily internationally by road, rail, air and sea, and continues to be the largest core service of the Group.
The division which accounts for approximately 79% of the Group's revenue has continued to grow in 2020 with revenue in H1 2020 increasing by 2.2%, resulting in operating profit increasing 89.7% to GBP2.6m (H1 2019: GBP1.4m). These results also include an operating loss for the Group's e-commerce division (EshopWeDrop and Regional Express) of GBP0.2m (H1 2019: loss GBP0.3m). Whilst e-commerce operates under a separate management structure within Xpediator, its results are currently included in the Freight Forwarding division.
Growth within Freight Forwarding has been principally driven by continued strong performance from H2 19 in Lithuania and Bulgaria, the maturing of the business units in Estonia and Serbia and development of the domestic business within the UK. Demand for services has been high in these markets despite the impact of Covid-19. The freight forwarding businesses sought to take advantage of opportunities during the Covid-19 crisis and used the Affinity business which was able to help identify those hauliers able to move products at competitive rates. The growth in certain markets has been partially offset by a reduction in profit at the Benfleet operation by GBP(0.2)m, which has particular exposure to China and Italy, markets which had earlier and more significant impact from Covid-19.
Transport Solutions (Affinity)
Revenue H1 2020: GBP2.5m H1 2019: GBP3.1m Operating profit H1 2020: GBP0.9m H1 2019: GBP1.3m
Transport Solutions, trading principally under the Affinity brand, provides bundled fuel and toll cards, financial and support services for hauliers in Southern Europe. Affinity is an agent of DKV, one of the world's largest fuel card providers, and supplies the DKV fuel card across the East and West Balkan region to a database of approximately 2,000 Eastern European hauliers and over 14,500 trucks. In addition, Affinity offers a "one stop shop" of transport services including - ferry bookings, insurances and recently, VAT refund services.
As well as acting independently, Affinity's commercial model allows the Group to generate synergies as many of the hauliers who are customers of Affinity also supply haulage services to Group companies. This enables the Group to have a good understanding of its customers and suppliers, and underpins the Group's ability to source transport especially when capacity is low.
During the Covid-19 period, levels of transport traffic reduced in line with industrial production, CEE Governments chose to close borders creating long delays and there was a net 13.6% decline in diesel volumes throughout Europe. All of which combined reduced the use Affinity's DKV fuel card and associated transport services in this period.
Revenue decreased by GBP0.6m (or 19.8%) and operating profit by GBP0.4m (or 29.4%). During the year, Gross Billings in January and February were approximately 5.5% ahead of the prior year but, as the Covid-19 crisis impacted CEE, Gross Billings decreased year on year in Q2 by 34.9%, impacted not only by a reduced use of the fuel cards, but also due to the drop of the diesel price of more than 15% year on year. While volumes were down 21.1% in June and 10.8% in July, the Affinity business is now showing strong signs of improvement. It is anticipated that volumes will return to normal trading levels in the second half of the year.
Logistics & Warehousing
Revenue H1 2020: GBP18.7m H1 2019: GBP22.6m Operating profit H1 2020: GBP0.6m H1 2019: GBP1.2m
The division includes businesses in the UK and Romania under the Delamode brand, Import Services and Easy Managed Transport in the UK, and Delamode and Pallex in Romania Overall, revenue decreased by GBP3.9m (or 16.9%) and Operating Profit decreased by GBP0.6m (or 47.0%) mainly reflecting a net negative impact of Covid-19 in the UK partly offset by strong performance in Romania.
The Group successfully operates the master franchisee of a fast growing pallet distribution network in Romania which trades under the Pall-Ex brand. Pall-Ex contributed strongly during this period and is now moving on average approximately 67,000 pallets of freight monthly (H1 2019: 60,000 per month), servicing mainly manufacturers, retailers and importers in Romania and the surrounding region. Revenue and operating profit increased by 12% and 47% respectively vs H1 2019.
Warehousing activity in Romania has remained robust, with volumes and operating margin exceeding H1 2019 by 14%. There was some impact from Covid-19 on the Pall-Ex and Romanian Logistics volumes but the impact was only in April with volumes returning to pre Covid-19 levels in May. Revenue and operating profit increased 14% and 90% respectively vs H1 2019 due to newly attracted business and close cost controls.
The Covid-19 impact on the UK businesses, has been driven by the exposure to the high street for EMT, which has seen significant reductions in volumes. In response, the EMT business has been restructured and a new warehouse management system introduced. Together these actions will permanently reduce the overhead of the business unit and when high street volumes return it will be a leaner and more efficient business. EMT made a loss for the period of GBP0.2m (H1 2019: profit GBP0.2m) but is expected to return to profit in H2 2020.
The Import Services warehouses in Southampton were also negatively impacted by Covid-19 during H1 2020 as a result of lower inbound and outbound volumes and higher labour costs to ensure social distancing guidelines were met. Together, this resulted in lower profits during H1 2020 of GBP(0.2)m. Profits for H2 2020 are expected to be in line with the prior year. The new warehouse in Southampton is on track to open in late Q1 2021, for which we are developing a good pipeline of business.
The Delamode warehouse in Braintree performed better during Q2 2020 with benefits from customers exposed to e-commerce felt. Trading in the site remains challenging, with a key customer moving to an alternative provider during Q4 2020. Significant progress has been made in the structure of the operation and the pipeline of new customers remains strong, so whilst there may be some trading losses during H2 2020, the businesses is expected to return to profitability once new contracts are secured.
Acquisitions
On 1 January 2020, the Group obtained operational and management control of International Cargo Centre Limited (ICC) and as a result this has been accounted for as a Business Combination on 1 January 2020 under the definition of IFRS 3 "Business Combinations".
On 30 April 2020, the Group acquired the remaining 60% of the issued share capital of ICC, having acquired the original 40% on 4 June 2018.
Brexit
The Freight Forwarding division has been working hard to navigate the uncertain and changing positions regarding Brexit during 2020 with investments in both external and internal resources. A Brexit Committee made up of the senior executives within the division was established in 2018 and has been meeting regularly to manage the Brexit Project. The senior management team believe that the Freight Forwarding division is fully prepared for Brexit taking into account the unknowns that still exist. Depending on the outcome of negotiations between now and January 2021 custom clearance activity may offer a significant opportunity for the division.
Outlook
Xpediator has stabilised during H1 2020 despite Covid-19 with reductions in revenue more than offset by agile selling and purchasing, cost savings and the Group is well placed to continue to expand. Our mix of geographies and freight management services represents a unique combination and provides our customers with solutions to access these markets and store their goods. Despite the ongoing uncertainties around Brexit and Covid-19 we are confident in the future demand for our services and are focused on ensuring we have the right growth disciplines, infrastructure and personnel in place to support the profitable expansion of the Group going forward.
We expect the full year adjusted profit to be in line with or above the level achieved last year.
Joint CEO's
14 September 2020
Financial Review
Revenue
Revenue for the six months to 30 June 2020 was GBP99.6m, a decrease of GBP2.7m or 2.7% on the comparable period (H1 2019: GBP102.4m).
Revenue increased within the Freight Forward business by GBP1.7m, offset by revenue in declines in the Logistics and Warehouse and Affinity operations.
Gross Profit
Although revenue declined by GBP2.7m, gross profit was only GBP0.1m adverse to H1 2019 due to better purchasing and operating cost control partly offset by a change in mix to lower margin Freight Forwarding. Actual Gross Margin increased by 0.6% to 24.8% (H1 2019 - 24.2%).
Operating profit
Statutory operating profit for the period was GBP1.1m (H1 2019: GBP1.1m).
Financing costs
The net interest expense for the period was GBP0.8m (H1 2019: GBP0.8m). In addition, there was a non-cash interest charge relating to deferred consideration payable of GBP0.2m, as a result of the acquisition of ISL and Anglia Forwarding. The ISL deferred consideration was paid in May 2020, and the Anglia Forwarding deferred consideration period finishing also in May 2020, with the likely final payment due to be made in September 2020.
Tax
The tax charge for the period was GBP0.1m (H1 2019: GBP0.1m). This equates to an effective tax rate of 32.4% (H1 2019: 46.3%).
Adjusted profit before tax
A reconciliation between reported profit before tax and adjusted profit before tax is shown below:
Unaudited Unaudited Audited
6 months
6 months to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
Profit before tax (as reported) 302 227 2,175
-------------------------------------- ---------------- ------------
Exceptional items (See note 12) 700 705 856
Unwind and add back of discount
on deferred consideration 161 184 346
Amortisation of intangibles 726 676 1,407
Discount on deferred consideration - (26) (52)
Additional incurred interest
charge - IFRS 16 (3) 171 198 419
-------------------------------------- ---------------- ------------
Total adjustments 1,758 1,737 2,976
-------------------------------------- ---------------- ------------
Adjusted profit before tax 2,060 1,964 5,151
-------------------------------------- ---------------- ------------
(3) The additional incurred interest charge - IFRS 16 represents the difference between the cash rental payments and the accounting charges for depreciation and interest. This is included for comparability purposes.
Adjusted profit after tax
Unaudited Unaudited Audited
6 months
6 months to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
Total adjustments to profit as
identified above 1,758 1,737 2,976
Tax impact on:
Amortisation of on intangibles (138) (128) (267)
Additional interest charge -
IFRS 16 (32) (38) (80)
-------------------------------------- ---------------- ------------
Total tax impact on adjusted
items (170) (166) (347)
-------------------------------------- ---------------- ------------
Adjusted profit after tax 1,588 1,571 2,629
-------------------------------------- ---------------- ------------
Statement of Financial Position
The Group had net assets of GBP29.4m as at 30 June 2020 (31 December 2019: GBP29.0m).
Non-current liabilities decreased by GBP2.2m to GBP25.4m (31 December 2019: GBP27.6m) principally as a result of the utilisation of right-of-use liabilities.
Current trade and other receivables decreased GBP4.3m to GBP56.6m (31 December 2019: GBP60.9m), largely as a result of a decrease in receivable balances in the Affinity Business (GBP2.0m) and improved credit control processes throughout the Group.
Net Cash/(debt) Reconciliation
Unaudited Unaudited Audited
6 months
6 months to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
Cash at Bank 11,586 9,691 11,951
Confidential invoice discounting
facility (3,777) (2,753) (2,382)
Overdraft (1,070) - -
Bank Loans (2,419) (2,821) (2,616)
Right-of-use-assets liabilities (26,212) (30,329) (27,927)
-------------------------------------- ---------------- ------------
Total debt (33,478) (35,903) (32,925)
-------------------------------------- ---------------- ------------
Net Debt (21,892) (26,212) (20,974)
-------------------------------------- ---------------- ------------
Net Cash excluding Right-of-use-assets 4,320 4,117 6,953
-------------------------------------- ---------------- ------------
Net cash was GBP4.3m at 30 June 2020 (GBP4.1m at 30 June 2019), which is GBP2.7m lower than December 2019. During H120 the Group has paid deferred consideration of GBP3.7m for Import Services Limited, Anglia Forwarding Limited and Regional Express Limited.
Board and Senior Management Changes
On 2 January 2020, Robert Ross became Chief Financial Officer having previously worked for Europa Worldwide Group. On 5 June 2020, the Group announced that Stephen Blyth was stepping away from the role of Chief Executive Officer. He has remained in the Group as non-executive Deputy Chairman, as well as chairing a newly formed M&A committee and being appointed as a member of the audit committee. Robert Ross and Danor Ionescu are jointly covering the position of CEO until a full-time successor has been appointed.
Share Capital
On 30 June 2020, the Group issued an additional 5,548,951 Ordinary Shares following the issue of a scrip dividend. As a result, total Ordinary Shares in issue at period end was 141,633,175.
Dividends
The directors are declaring an interim dividend of 0.45pence (H1 2019: 0.28 pence) per share totalling GBP637,000 (H1 2019: GBP381,000). The dividend will be payable to shareholders on the register on 16 October 2020 with the ex div date being 15 October 2020. The dividend will be paid on 30 October 2020.
Robert Ross (Joint CEO and CFO)
14 September 2020
Condensed income statement Unaudited Unaudited Audited
6 months 6 months Year to
to to
30 June 30 June 31 December
2020 2019 2019
Note GBP000 GBP000 GBP000
---------------------------------------------- ----- ---------------- ---------- ------------
Gross billings 155,908 170,990 350,121
---------------------------------------------- ----- ---------------- ---------- ------------
Revenue 1 99,637 102,376 213,247
Cost of sales (74,976) (77,606) (160,643)
Gross profit 24,661 24,770 52,604
Other operating income 873 440 1,193
Impairment loss on receivables (592) (415) (836)
Administrative expenses (23,875) (23,727) (49,133)
Operating profit 1,067 1,068 3,828
EBIT
---------------------------------------------- ----- ---------------- ---------- ------------
Exceptional items included in administrative
expenses above 12 700 705 856
Operating profit before exceptional
items 1,767 1,773 4,684
---------------------------------------------- ----- ---------------- ----------
Share of loss of equity accounted
associate - (74) (60)
Finance income 4 47 81
Finance costs (120) (163) (319)
Right-of-use asset interest charge (488) (467) (1,009)
Non cash finance costs 12 (161) (184) (346)
Profit before tax 302 227 2,175
Income tax (98) (105) (872)
Profit for period 204 122 1,303
================ ========== ============
(Loss)/Profit attributable to:
Owners of the parent (346) (57) 810
Non-controlling interests 550 179 493
---------------- ---------- ------------
Profit for period 204 122 1,303
EPS attributable to the owners
of the parent
Basic (loss)/earnings pence per
share 3 (0.25) (0.04) 0.60
Diluted (loss)/earnings pence per
share 3 (0.25) (0.04) 0.60
Adjusted basic earnings per share 3 1.03 1.25 2.80
Adjusted diluted earnings per share 3 1.03 1.24 2.79
Condensed Statement of Comprehensive Unaudited Unaudited Audited
Income
6 months 6 months Year to
to to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- ------------
Profit for the period 204 122 1,303
---------- ---------- ------------
Other comprehensive income : items that
may be reclassified to profit or loss
Exchange differences on translation
of foreign operations 656 25 (705)
---------- ---------- ------------
Total comprehensive income for the period 860 147 598
---------- ---------- ------------
Total comprehensive income/(loss) attributable
to:
Owners of the parent 265 (36) 143
Non-controlling interests 595 183 455
---- ----- ----
Total comprehensive income for the period 860 147 598
==== ===== ====
Condensed Statement of Financial
Position Unaudited Unaudited Audited
30 June 30 June 31 December
2020 2019 2019
Note GBP000 GBP000 GBP000
--------------- --------------- --------------
Non-current assets
Intangible assets 5 24,573 25,465 24,706
Property, plant and equipment 6 2,471 2,636 2,516
Right-of-use Assets 7 25,284 29,858 27,385
Investments - unlisted 1 1 1
Investments in equity associated
investments - 60 -
Trade and other receivables 1,541 1,155 1,050
Deferred tax 699 517 210
--------------- --------------- --------------
Total non-current assets 54,569 59,692 55,868
Current assets
Inventories 255 81 118
Trade and other receivables 56,605 64,848 60,927
Cash and cash equivalents 11,586 9,691 11,951
Total current assets 68,446 74,620 72,996
Total assets 123,015 134,312 128,864
--------------- --------------- --------------
Equity
Share capital 8 7,131 6,849 6,854
Share premium 13,139 11,987 11,987
Equity reserve 1 25 16
Translation reserve 681 758 70
Merger reserve 3,102 3,071 3,102
Retained earnings 4,161 6,749 6,094
--------------- --------------- --------------
Total equity 28,215 29,439 28,123
Non-controlling interests 9 1,181 695 887
Total equity 29,396 30,134 29,010
Non-current liabilities
Deferred consideration - 2,031 -
Provisions 1,748 1,599 1,674
Trade and other payables 108 106 101
Interest bearing loans and borrowings 10 2,074 2,463 2,275
Lease liabilities right-of-use
assets 11 19,740 24,178 21,535
Deferred tax 1,748 2,088 1,968
--------------- --------------- --------------
Total Non-current liabilities 25,418 32,465 27,553
--------------- --------------- --------------
Current liabilities
Trade and other payables 55,856 60,146 58,579
Deferred consideration 681 2,305 4,607
Interest bearing loans and borrowings 10 4,122 3,111 2,723
Overdrafts 1,070 - -
Lease liabilities right-of-use
assets 11 6,472 6,151 6,392
--------------- --------------- --------------
Total current liabilities 68,201 71,713 72,301
--------------- --------------- --------------
Total liabilities 93,619 104,178 99,854
--------------- --------------- --------------
Total equity and liabilities 123,015 134,312 128,864
=============== =============== ==============
Condensed Statement of Cash Flows Unaudited Unaudited Audited
6 months 6 months Year to
to to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
--------------- --------------- --------------
Profit before tax before loss on associate 302 301 2,235
Adjustment for:
Loss of equity accounted investment - (74) (60)
Depreciation 3,669 3,375 6,990
Amortisation 878 767 1,587
Finance costs 769 814 1,674
Finance income (4) (47) (81)
Share based payment charge (15) 20 (11)
Deferred consideration adjustment - 519 666
(Profit)/Loss on disposal of property,
plant and equipment 5 (5) 32
--------------- --------------- --------------
5,604 5,670 13,032
Changes in working capital:
(Increase)/decrease in stock (137) (23) (60)
(Increase)/decrease in trade and other
receivables 3,831 (4,499) (473)
Increase/(decrease) in trade and other
payables (3,987) 4,306 3,153
Increase in Provisions 74 76 151
--------------- --------------- --------------
Net cash generated from operating activities 5,385 5,530 15,803
--------------- --------------- --------------
Continuing operations
Cash flows from operating activities
Interest paid (121) (78) (909)
Tax paid (353) (358) (729)
--------------- --------------- --------------
Net cash from operating activities 4,911 5,094 14,165
Cash flows from investing activities
Purchase of tangible fixed assets (350) (866) (1,321)
Proceeds from sale of fixed assets - 32 -
Purchase of intangible fixed assets (355) (300) (498)
Cash paid on deferred consideration
of acquisition (3,711) - (206)
Interest received 4 25 29
Net outflow from investing activities (4,412) (1,109) (1,996)
--------------- --------------- --------------
Cash flows from financing activities
New loans 1,437 - -
Loan repayments - (386) (1,217)
Issue of ordinary shares for cash - 149 150
Dividend paid - - (1,522)
Transactions with non-controlling interests 169 (34) (6)
Non-controlling interest dividends paid (227) (74) (154)
Repayments on Leases (3,593) (3,618) (6,546)
Net cash outflow from financing activities (2,214) (3,963) (9,295)
--------------- --------------- --------------
Condensed Statement of Cash Flows Unaudited Unaudited Audited
6 months 6 months
to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- ------------
Increase/(decrease) in cash and cash
equivalents from continuing operations (1,715) 22 2,874
Cash and cash equivalents at beginning
of period 11,951 9,647 9,647
Effect of foreign exchange rate movements 280 22 (570)
---------- ---------- ------------
Cash and cash equivalents at end of
period 10,516 9,691 11,951
========== ========== ============
Condensed Statement of Changes in Equity
For the six months to 30 June 2020 (unaudited)
Share Share Equity Translation Merger Retained Total
Capital Premium Reserve Reserve Reserve Earnings Total NCI Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------- --------- -------- ------------ -------- ---------- --------- --------- ---------
Balance at
1 January
2020 6,854 11,987 16 70 3,102 6,094 28,123 887 29,010
Acquisition
of subsidiary - - - - - - - (232) (232)
Transfer
on acquisition
of
non-controlling
interest - - - - - (158) (158) 158 -
Share option
charge - - (15) - - - (15) - (15)
Dividends
paid 277 1,152 - - - (1,429) - (227) (227)
-------- --------- -------- ------------ -------- ---------- --------- --------- ---------
Total
contributions
by and
distributions
to owners 277 1,152 (15) - - (1,587) (173) (301) (474)
(Loss)/Profit
for the period - - - - - (346) (346) 550 204
Exchange
differences
on foreign
operations - - - 611 - - 611 45 656
-------- --------- -------- ------------ -------- ---------- --------- --------- ---------
Total
comprehensive
(Loss)/income
for the period - - - 611 - (346) 265 595 860
-------- --------- -------- ------------ -------- ---------- --------- --------- ---------
Balance at
30 June 2020 7,131 13,139 1 681 3,102 4,161 28,215 1,181 29,396
======== ========= ======== ============ ======== ========== ========= ========= =========
For the six months to 30 June 2019 (unaudited)
Share Share Equity Translation Merger Retained Total
Capital Premium Reserve Reserve Reserve Earnings Total NCI Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------- --------- --------- ------------ --------- --------- --------- ---------- ---------
Balance at 1
January 2019 6,736 11,868 38 737 2,323 6,773 28,475 586 29,061
Distribution
to owners - - - - - - - (74) (74)
Share based
consideration
on
acquisition 83 - - - 748 - 831 - 831
Share options
not yet
exercised - - 20 - - - 20 - 20
Share options
exercised - - (33) - - 33 - - -
Issue of share
capital 30 119 - - - - 149 - 149
--------- --------- --------- ------------ --------- --------- --------- ---------- ---------
Total
contributions
by and
distributions
to owners 113 119 (13) - 748 33 1,000 (74) 926
(Loss)/Profit
for the
period - - - - - (57) (57) 179 122
Exchange
differences
on foreign
operations - - - 21 - - 21 4 25
--------- --------- --------- ------------ --------- --------- --------- ---------- ---------
Total
comprehensive
(Loss)/income
for the
period - - - 21 - (57) (36) 183 147
--------- --------- --------- ------------ --------- --------- --------- ---------- ---------
Balance at 30
June 2019 6,849 11,987 25 758 3,071 6,749 29,439 695 30,134
========= ========= ========= ============ ========= ========= ========= ========== =========
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
FOR THE PERIOD TO 30 JUNE 2020
General information
The financial information included in this condensed interim statement of results does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The unaudited accounts for the six month period ended 30 June 2020 have been prepared on a consistent basis and using the same accounting policies as those adopted in the financial statements for Xpediator PLC for the year ended 31 December 2019, except as noted below for new standards adopted. The statutory accounts of Xpediator PLC for the year ended 31 December 2019 are available on the Xpediator Plc website, www.xpediator.com. The auditors reported on those accounts: their report was unqualified and did not draw attention to any matters by way of emphasis.
Basis of preparation
Xpediator Plc (the 'Company') is a company incorporated in England. The consolidated condensed interim financial statements of the Company for the six month period ended 30 June 2020 comprise the Company and its subsidiaries (together referred to as the 'Group'). The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union. They are unaudited but have been reviewed by the Company's auditor and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2019.
The preparation of the condensed interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expenses. Actual results may differ from these estimates.
Merger accounting
On 25 May 2017, Xpediator entered into a share swap agreement with the ultimate beneficiaries of Delamode Group Holdings Limited, whereby 4,000,000 new ordinary shares of GBP1.00 each were issued to the ultimate beneficiaries of the Delamode Group Holdings Limited in exchange for their shares in Delamode Group Holdings Limited in the same proportion as their shareholding in Delamode Group Holdings Limited. The merger method of accounting is used to consolidate the results of Xpediator and Delamode Group Holdings Limited and subsidiaries.
Accounting policies
The financial statements have been prepared on the historical cost basis except for the revaluation of certain financial instruments that are measured at revalued amounts or fair values at the end of each reporting period.
The principal accounting policies adopted in the preparation of the condensed interim financial information are unchanged from those applied in the company's financial statements for the year ended 31 December 2019. The accounting policies applied herein are consistent with those expected to be applied in the financial statements for the year ended 31 December 2020.
Leased Assets
For contracts entered into on or after 1 January 2019, the Group assesses at inception whether the contract is, or contains, a lease. A lease exists if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Group assessment includes whether:
-- the contract involves the use of an identified asset;
-- the Group has the right to obtain substantially all of the economic benefits from the use of the asset throughout the contract period; and
-- the Group has the right to direct the use of the asset.
At the commencement of a lease, the Group recognises a right-of-use asset along with a corresponding lease liability.
The lease liability is initially measured at the present value of the remaining lease payments, discounted using the individual entities incremental borrowing rate. The lease term comprises the non-cancellable period of the contract, together with periods covered by an option to extend the lease where the Group is reasonably certain to exercise that option based on operational needs and contractual terms. Subsequently, the lease liability is measured at amortised cost by increasing the carrying amount to reflect interest on the lease liability, and reducing it by the lease payments made. The lease liability is remeasured when the Group changes its assessment of whether it will exercise an extension or termination option.
Right-of-use assets are initially measured at cost, comprising the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date, lease incentives received and initial direct costs. Subsequently, right-of-use assets are measured at cost, less any accumulated depreciation and any accumulated impairment losses, and are adjusted for certain remeasurements of the lease liability.
The incremental borrowing rate is calculated on a lease by lease basis. The weighted average lessee's borrowing rate applied to the lease liabilities was 3.42%.
Depreciation is calculated on a straight-line basis over the length of the lease. The Group has elected to apply exemptions for short-term leases and leases for which the underlying asset is of low value. For these leases, payments are charged to the income statement on a straight-line basis over the term of the relevant lease. Right-of-use assets are presented within non-current assets on the face of the balance sheet, and lease liabilities are shown separately on the statement of financial position in current liabilities and non-current liabilities depending on the maturity of the lease payments.
Under IFRS 16, right-of-use assets will be tested for impairment in accordance with IAS 36 Impairment of Assets. This has replaced the previous requirements to recognise a provision for onerous lease contracts.
Payments associated with short-term leases are recognised on a straight-line basis as an expense in the profit or loss. Short term leases are leases with a lease term of 12 months or less.
Going concern
The Directors have concluded that it is appropriate that the financial statements have been prepared on a going concern basis given the cash balances as at 30 June 2020, and funding facilities in place across the group, which it does not envisage will be withdrawn thus there are sufficient funds available to meet its liabilities as they fall due. The financial statements have therefore been prepared on a going concern basis.
The directors believe that based on the current budgets and forecast cash flows, there is sufficient resources to meet its liabilities as they fall due.
1) Turnover analysis by Country & Segment
Unaudited Unaudited Audited
6 months 6 months
to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
----------- ---------- ------------
United Kingdom 36,204 42,844 89,701
Lithuania 29,388 27,035 55,849
Romania 15,153 16,077 33,189
Bulgaria 12,135 10,140 21,819
Other 6,757 6,280 12,689
----------- ---------- ------------
Total Income 99,637 102,376 213,247
----------- ---------- ------------
Unaudited Unaudited Audited
6 months 6 months
to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
----------- --------------------- -------------
Freight Forwarding
United Kingdom 25,770 27,821 58,218
Romania 5,016 6,253 12,558
Lithuania 29,388 27,035 55,849
Bulgaria 12,135 10,140 21,819
Other 6,088 5,465 11,144
----------- --------------------- -------------
Total Income Freight Forwarding 78,397 76,714 159,588
----------- --------------------- -------------
Logistics & Warehousing
United Kingdom 10,434 15,023 31,483
Romania 8,313 7,529 16,009
Total Income Logistics & Warehousing 18,747 22,552 47,492
------- ------- -------
Transport Solutions
Romania 1,824 2,295 4,622
Other 669 815 1,545
------ ------ ------
Total Income Transport Solutions 2,493 3,110 6,167
------ ------ ------
Total Income 99,637 102,376 213,247
------- --------- --------
2) Segmental Analysis
Types of services from which each reportable segment derives its revenues
During the period, the Group had three main divisions: Freight Forwarding, Logistics & Warehousing and Transport Solutions. All revenue is derived from the provision of services.
-- Freight Forwarding - This division is the core business and relates to the movement of freight goods across Europe. This division accounts for the largest proportion of the Group's business, generating 78.7% of its external revenues contributed in 2020 (H1 2019: 74.9%)
-- Logistics & Warehousing - This division provides warehousing and domestic distribution and generated 18.8% of the Group's external revenues in 2020 (H1 2019: 22.1%).
-- Transport Solutions - This division focuses on the reselling of DKV fuel cards, leasing, ferry crossings and other associated transport related solutions. This division accounts for 2.5% of the Group's business in terms of revenue (H1 2019: 3.0%)
Factors that management used to identify the Group's reportable segments
The Group's reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision maker has been identified as the management team comprising the Divisional CEOs, the Chief Executive Officer and the Chief Financial Officer.
No single customer accounted for more than 10% of the Group's total revenue.
Measurement of operating segment profit or loss, assets and liabilities
The Group evaluates segmental performance on the basis of profit or loss from operations calculated in accordance with IFRS.
Inter-segment sales are priced at market rates and on an arm's length basis, along the same lines as sales to external customers. This policy was applied consistently throughout the current and prior period.
Segmental Analysis for the Freight Logistics Transport Unallocated Total
period to 30 June 2020 Forwarding & Warehousing Solutions
2020 2020 2020 2020 2020
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ --------------- ----------- ------------ ---------
Gross billings 78,397 19,116 58,395 - 155,908
Less recoverable disbursements - - (55,902) - (55,902)
Total revenue 78,397 19,116 2,493 - 100,006
Inter-segmental revenue - (369) - - (369)
------------ --------------- ----------- ------------ ---------
Total revenue from external
customers 78,397 18,747 2,493 - 99,637
Depreciation & amortisation
(excluding right-of-use assets
depreciation) (514) (719) (24) (21) (1,278)
Segment Profit before central
overhead allocation (excluding
exceptional items) 2,648 617 891 (2,389) 1,767
Allocation of central overheads (642) (145) (25) 812 -
Segment Profit after central
overhead allocation (excluding
exceptional items) 2,006 472 866 (1,577) 1,767
Net finance costs (765)
Exceptional items (700)
---------
Profit before income tax 302
=========
Segmental Analysis for the Freight Logistics Transport Unallocated Total
period to 30 June 2019 Forwarding & Warehousing Solutions
2019 2019 2019 2019 2019
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ --------------- ----------- ------------ ---------
Gross billings 76,714 22,921 71,355 - 170,990
Less recoverable disbursements - - (68,245) (68,245)
Total revenue 76,714 22,921 3,110 - 102,745
Inter-segmental revenue - (369) - - (369)
------------ --------------- ----------- ------------ ---------
Total revenue from external
customers 76,714 22,552 3,110 - 102,376
Depreciation & amortisation
(excluding right-of-use asset
depreciation) (433) (779) (21) (16) (1,249)
Segment Profit (excluding exceptional
items) 1,396 1,163 1,262 (2,048) 1,773
Share of equity based associate (74)
Net finance costs (767)
Exceptional items (705)
---------
Profit before income tax 227
=========
Segmental Analysis for the year Freight Logistics Transport Unallocated Total
to 31 December 2019 Forwarding & Warehousing Solutions
2019 2019 2019 2019 2019
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------ --------------- ----------- ------------ ----------
Gross billings 159,588 48,239 142,294 - 350,121
Less recoverable disbursements - - (136,127) - (136,127)
Total revenue 159,588 48,239 6,167 - 213,994
Inter-segmental revenue - (747) - - (747)
------------ --------------- ----------- ------------ ----------
Total revenue from external
customers 159,588 47,492 6,167 - 213,247
Depreciation & amortisation
(excluding right-of-use asset
depreciation) (1,326) (1,149) (45) (102) (2,622)
Segment Profit before central
overhead allocation (excluding
exceptional items) 3,447 2,889 2,534 (4,186) 4,684
------------ --------------- ----------- ------------ ----------
Allocation of central overheads (1,120) (301) (47) 1,468 -
Segment Profit after central
overhead allocation (excluding
exceptional items) 2,327 2,588 2,487 (2,718) 4,684
Share of loss of equity accounted
associate (60)
Net finance costs (1,593)
Exceptional items (856)
----------
Profit before income tax 2,175
==========
3) Earnings per share
Unaudited Unaudited Audited
6 months
6 months to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP0004 GBP000 GBP000
------------ ---------- ------------
Weighted average number of shares
- basic 136,867 134,282 135,147
Weighted average number of shares
- diluted 136,867 135,584 135,845
(Loss)/Profit for the period
attributable to equity holders
of the company (346) (57) 810
Profit for the period attributable
to equity holders of the company
excluding exceptional, non trading
and certain one-off items (see
note 12) 1,412 1,680 3,786
(Loss)/Earnings per share - basic
(pence) (0.25) (0.04) 0.60
(Loss)/Earnings per share - diluted
(pence) (0.25) (0.04) 0.60
Adjusted basic earnings per share
(pence) (excluding exceptional
items)* 1.03 1.25 2.80
Adjusted diluted earnings per
share (pence) (excluding exceptional
items)* 1.03 1.24 2.79
*Earnings per share adjusted for exceptional, non-trading and certain
one-off costs (see note 12)
(4) All numbers presented as GBP000's except number of shares (presented
as actual thousands) and Earnings per share (presented as pence)
4) Dividends
The directors are declaring an interim dividend of 0.45pence (H1
2019: 0.28 pence) per share totalling GBP637,000 (H1 2019: GBP381,000).
The dividend will be payable to shareholders on the register on
16 October 2020 with the ex div date being 15 October 2020 The dividend
will be paid on 30 October 2020.
5) Intangible Asset
For the period from 1 January Customer Technology
2020 to 30 June 2020 (unaudited) related Licences Goodwill Related Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cost
At 1 January 2020 12,057 3,248 14,166 510 29,981
Acquisitions - 355 - - 355
Acquired through business combinations - - 155 - 155
Disposals - (155) - - (155)
Exchange differences - 256 - - 256
--------- ----------- ----------- ----------- ----------
At 30 June 2020 12,057 3,704 14,321 510 30,592
Amortisation/Impairment
At 1 January 2020 2,620 660 1,845 150 5,275
Amortisation for the period 676 152 - 50 878
Eliminated on disposal - (154) - - (154)
Exchange differences - 20 - - 20
--------- ----------- ----------- ----------- ----------
At 30 June 2020 3,296 678 1,845 200 6,019
Net Book Value at 30 June 2020 8,761 3,026 12,476 310 24,573
========= =========== =========== =========== ==========
For the period from 1 January Customer Technology
2019 to 30 June 2019 (unaudited) related Licences Goodwill Related Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------- ----------- ----------- ----------- ----------
Cost
At 1 January 2019 12,057 2,871 13,176 510 28,614
Additions - 300 - - 300
Fair value adjustments - - 990 - 990
Disposals - (1) - - (1)
Exchange differences - 14 - - 14
--------- ----------- ----------- ----------- ----------
At 30 June 2019 12,057 3,184 14,166 510 29,917
Amortisation/Impairment
At 1 January 2019 1,315 498 1,845 48 3,706
Amortisation for the period 627 91 - 49 767
Eliminated on disposal - (1) - - (1)
Exchange differences - (20) - - (20)
--------- ----------- ----------- ----------- ----------
At 30 June 2019 1,942 568 1,845 97 4,452
Net Book Value at 30 June 2019 10,115 2,616 12,321 413 25,465
========= =========== =========== =========== ==========
For the period from 1 January Customer Technology
2019 to 31 December 2019 (audited) Related Licences Goodwill Related Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------- --------- --------- ----------- ---------
Cost
At 1 January 2019 12,057 2,871 13,176 510 28,614
Additions - 498 - - 498
Fair Value Adjustments - - 990 - 990
Disposals - (26) - - (26)
Exchange differences - (95) - - (95)
--------- --------- --------- ----------- ---------
At 31 December 2019 12,057 3,248 14,166 510 29,981
Amortisation/Impairment
At 1 January 2019 1,315 498 1,845 48 3,706
Amortisation for the period 1,305 180 - 102 1,587
Disposals - (1) - - (1)
Exchange differences - (17) - - (17)
--------- --------- --------- ----------- ---------
At 31 December 2019 2,620 660 1,845 150 5,275
Net Book Value at 31 December
2019 9,437 2,588 12,321 360 24,706
========= ========= ========= =========== =========
The goodwill included in the above note, relates to the acquisitions of Pallet Express Srl in January 2016, Easy Managed Transport in March 2017, Benfleet Forwarding Limited in October 2017, Regional Express Limited in November 2017, Anglia Forwarding Group Limited in June 2018 , Import Services Limited in July 2018 and International Cargo Centre in January 2020. This is the total value of intangible assets with an indefinite useful life allocated to each respective cash generating unit.
6) Property, plant and equipment
For the period from 1 January Fixtures,
2020 to 30 June 2020 (unaudited) Freehold fittings Motor Computer
Property and equipment Equipment Equipment Total
GBP000 GBP000 GBP000 GBP000 GBP000
----------- --------------- ------------ ------------ --------
Cost
At 1 January 2020 269 2,330 759 2,335 5,693
Additions 14 168 46 122 350
Disposals - (11) (9) (14) (34)
Exchange differences (9) 41 34 37 103
----------- --------------- ------------ ------------ --------
At 30 June 2020 274 2,528 830 2,480 6,112
----------- --------------- ------------ ------------ --------
Depreciation
At 1 January 2020 60 1,078 594 1,445 3,177
Charge for the period 21 199 11 169 400
Eliminated on disposal - (11) (9) (14) (34)
Exchange differences 40 21 17 20 98
----------- --------------- ------------ ------------ --------
At 30 June 2020 121 1,287 613 1,620 3,641
Net book value 30 June 2020 153 1,241 217 860 2,471
=========== =============== ============ ============ ========
For the period from 1 January Fixtures,
2019 to 30 June 2019 (unaudited) Freehold fittings Motor Computer
Property and equipment Equipment Equipment Total
GBP000 GBP000 GBP000 GBP000 GBP000
---------- --------------- ----------- ------------ -------
Cost
At 1 January 2019 204 1,895 895 1,919 4,913
Additions 6 477 97 286 866
Disposals - (27) (33) (28) (88)
Exchange differences (2) (53) (8) (9) (72)
---------- --------------- ----------- ------------ -------
At 30 June 2019 208 2,292 951 2,168 5,619
---------- --------------- ----------- ------------ -------
Depreciation
At 1 January 2019 22 771 567 1,198 2,558
Charge for the period 16 222 57 187 482
Eliminated on disposal - (21) (32) (8) (61)
Exchange differences - 49 8 (53) 4
---------- --------------- ----------- ------------ -------
At 30 June 2019 38 1,021 600 1,324 2,983
Net book value 30 June 2019 170 1,271 351 844 2,636
========== =============== =========== ============ =======
For the period from 1 January Fixtures,
2019 to 31 December 2019 (audited) Freehold fittings Motor Computer
Property and equipment Equipment Equipment Total
GBP000 GBP000 GBP000 GBP000 GBP000
---------- --------------- ----------- ------------ -------
Cost
At 1 January 2019 204 1,895 795 1,919 4,813
Additions 75 707 80 459 1,321
Disposals - (218) (88) (60) (366)
Exchange differences (10) (54) (28) 17 (75)
At 31 December 2019 269 2,330 759 2,335 5,693
---------- --------------- ----------- ------------ -------
Depreciation
At 1 January 2019 22 771 567 1,198 2,558
Charge for the period 38 536 131 330 1,035
Eliminated on disposal - (215) (85) (60) (360)
Exchange differences - (14) (19) (23) (56)
---------- --------------- ----------- ------------ -------
At 31 December 2019 60 1,078 594 1,445 3,177
---------- --------------- ----------- ------------ -------
Net book value 31 December 2019 209 1,252 165 890 2,516
========== =============== =========== ============ =======
7) Right-of-use Assets
For the period from 1 January Property
2020 to 30 June 2020 (unaudited) Premises Equipment Total
GBP000 GBP000 GBP000
---------- ------------ -------
Cost
At 1 January 2020 32,143 1,197 33,340
Additions 93 506 599
Disposals - (6) (6)
Translation 640 25 665
---------- ------------ -------
At 30 June 2020 32,876 1,722 34,598
---------- ------------ -------
Depreciation
At 1 January 2020 5,623 332 5,955
Charge for the period 3,042 227 3,269
Eliminated on disposal - (2) (2)
Revaluations 98 (6) 92
---------- ------------ -------
At 30 June 2020 8,763 551 9,314
---------- ------------ -------
Net book value
---------- ------------ -------
At 30 June 2020 24,113 1,171 25,284
========== ============ =======
For the period from 1 January Property
2019 to 30 June 2019 (unaudited) Premises Equipment Total
GBP000 GBP000 GBP000
---------- ------------ -------
Cost
At 1 January 2019 30,205 819 31,024
Additions 1,687 40 1,727
At 30 June 2019 31,892 859 32,751
---------- ------------ -------
Depreciation
At 1 January 2019 - - -
Charge for the period 2,770 123 2,893
At 30 June 2019 2,770 123 2,893
---------- ------------ -------
Net book value
---------- ------------ -------
At 30 June 2019 29,122 736 29,858
========== ============ =======
For the period from 1 January
2019 to 31 December 2019 Property Equipment
(audited) Premises Total
GBP000 GBP000 GBP000
---------- ------------ -------
Cost
At 1 January 2019 30,205 819 31,024
Additions 1,938 378 2,316
At 31 December 2019 32,143 1,197 33,340
---------- ------------ -------
Depreciation
At 1 January 2019 - - -
Charge for the period 5,623 332 5,955
At 31 December 2019 5,623 332 5,955
---------- ------------ -------
Net book value
---------- ------------ -------
At 31 December 2019 26,520 865 27,385
========== ============ =======
8) Share Capital
Unaudited Unaudited
Audited 31
30 June 30 June December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- -----------
Allotted, issued and fully paid
Ordinary shares of GBP0.05p each 141,633 135,994 136,084
Ordinary shares of GBP0.05p each 7,081 6,799 6,804
Deferred Shares of GBP1 each 50 50 50
Total Share Capital 7,131 6,849 6,854
The deferred shares are non-voting shares and have no rights to any distribution or dividend payments.
9) Non-Controlling Interests
Non-Controlling interests held in the group are as follows:
Unaudited Unaudited Audited
30 June 30 June 31 December
2020 2019 2019
Delamode Baltics UAB 20.0% 20.0% 20.0%
Delamode Estonia OÜ 20.0% 20.0% 20.0%
Delamode Bulgaria EOOD 10.0% 10.0% 10.0%
Delamode Service Financare IFN 0.05% 0.05% 0.05%
Delamode Distribution UK Limited 49.0% 49.0% 49.0%
10) Loans Unaudited Unaudited Audited
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- ------------
Current;
Bank Loans & Invoicing Discount
Facility 4,122 3,111 2,723
---------- ---------- ------------
Other Loans;
Loans 1- 2 years 340 355 365
Loans 2- 5 years 1,135 1,053 1,107
Loans due after five years repayable
by instalments 599 1,055 803
---------- ---------- ------------
Total Loans due after one year 2,074 2,463 2,275
Bank loans and overdrafts are secured by a fixed and floating charge over the Group's assets.
11) Leases Unaudited Unaudited Audited
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- ------------
Current;
Current Balances 6,472 6,151 6,392
---------- ---------- ------------
Other Loans;
Leases 1- 2 years 5,774 6,056 5,575
Leases 2- 5 years 12,080 15,241 13,825
Leases due after five years
repayable by instalments 1,886 2,881 2,135
---------- ---------- ------------
Total Leases due after one year 19,740 24,178 21,535
12) Exceptional Costs
The Group incurred non-recurring costs totalling GBP700,000 (H1 2019: GBP705,000) due to GBP893,000 (H1 2019: GBPnil) redundancy and restructuring, Anglia deferred consideration GBP(244,000) (H1 2019: GBP304,000), closure of the Buzzbrand business GBP51,000 (H1 2019: GBPNil), aborted acquisition of Intereuropa DD GBPNil (H1 2019: GBP186,000), and additional deferred consideration due on the Regional Express acquisition GBPNil (H1 2019: GBP215,000).
Adjusted earnings per share has been calculated as follows:-
Unaudited Unaudited
6 months 6 months Audited
to to Year to
30 June 30 June 31 December
2020 2019 2019
GBP000 GBP000 GBP000
---------- ---------- ------------
(Loss) / Profit for the period attributable
to the owners of the parent (346) (57) 810
Exceptional costs 700 705 856
Amortisation relating to acquisitions 726 676 1,407
Non-cash interest 161 184 346
Discount on deferred consideration - (26) (52)
Additional IFRS 16 interest charge 171 198 419
---------- ---------- ------------
Adjusted Profit for the period 1,412 1,680 3,786
---------- ---------- ------------
13) Business Combinations
On 1 January 2020, the Group obtained operational and management control of International Cargo Centre Limited (ICC) and as a result this has been accounted for as a Business Combination on 1 January 2020 under the definition of IFRS 3 "Business Combinations". Goodwill
When determining the goodwill arising on the acquisition, the following calculations were used.
Purchase Consideration GBP'000 Consideration -
Assets Acquired
Current Assets 300 Non-Current Assets 18
Current Liabilities (705)
Non-controlling interests 232
Goodwill 155
The goodwill recognised will not be deductible for tax purposes.
On 30 April 2020, the Group acquired the remaining 60% of the issued share capital of International Cargo Centre (ICC) Limited, having acquired the original 40% on 4 June 2018.
INDEPENDENT REVIEW REPORT TO XPEDIATOR PLC
Introduction
We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2020 which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of cash flows, the consolidated statement of changes in equity and the related notes.
We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
Directors' responsibilities
The condensed interim report, including the financial information contained therein, is the responsibility of and has been approved by the directors. The directors are responsible for preparing the condensed interim report in accordance with the rules of the London Stock Exchange for companies trading securities on AIM which require that the half-yearly report be presented and prepared in a form consistent with that which will be adopted in the company's annual accounts having regard to the accounting standards applicable to such annual accounts.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.
Our report has been prepared in accordance with the terms of our engagement to assist the company in meeting the requirements of the rules of the London Stock Exchange for companies trading securities on AIM and for no other purpose. No person is entitled to rely on this report unless such a person is a person entitled to rely upon this report by virtue of and for the purpose of our terms of engagement or has been expressly authorised to do so by our prior written consent. Save as above, we do not accept responsibility for this report to any other person or for any other purpose and we hereby expressly disclaim any and all such liability.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Financial Reporting Council for use in the United Kingdom. A review of the condensed interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2020 is not prepared, in all material respects, in accordance with the rules of the London Stock Exchange for companies trading securities on AIM.
Crowe U.K. LLP
Statutory Auditors
London
United Kingdom
14 September 2020
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September 14, 2020 02:00 ET (06:00 GMT)
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