RNS Number : 6650Y
Jourdan PLC
08 September 2009
 



Jourdan PLC

(Jourdan or the "Company")


Results for the year ended 30 June 2009




Chairman's Statement


Financial Results

This has been another year of substantial progress with the timely disposal of the assets of the marginally profitable John Corby Limited business, a major increase in underlying profits from the continuing activities and the successful implementation of the agreement for the future funding of the Pension Fund.


Full year sales from continuing activities increased by 3% to £18.1 million (2008: £17.6 million). Operating profit from continuing activities before amortisation and impairment of intangibles was £1,975,000 (2008: £1,452,000 excluding a one off surplus of £410,000 on settlement of certain pension liabilities). Prior year figures have been amended to reflect John Corby Limited as a discontinued activity.


In overall terms profit before tax was £1,394,000 (2008: £344,000). Earnings per share for the year were 27.0p (2008: 9.0p).


The Company remains well capitalised, with net current assets of £561,000 at 30 June 2009 (2008: £358,000). Bank borrowing was reduced by 59% to £814,000 during the year and the Company has agreed new facilities with Lloyds TSB Bank plc for the year ending 1 July 2010.  


I am pleased to announce that your Directors recommend a final dividend of 8.0p per share (2008: 8.0p) making a total of 12.0p per share (2008: 8.0p) for the year. If approved at the Company's AGM on 22 October 2009, the final dividend will be paid on 27 November 2009 to members on the register on 16 October 2009.



Operating Companies


Westfield Medical/Clinipak, a leading UK manufacturer and supplier of single-use sterilisation packaging material to the medical and healthcare industry, achieved substantially improved sales and profits. Particular mention should be made of the growth in Export Sales of 23% from the previous record figure achieved for the year ended 30 June 2008; exports now comprise 40% of Westfield/Clinipak sales. Exports were boosted by the devaluation of sterling. I wish also to point out the excellent reputation both Westfield and Clinipak have developed for product quality and adherence to delivery dates.


Nelsons Labels had a difficult year reflecting the UK economy. The operational results showed some improvement, although the performance was adversely affected by continuing legal expenses arising from disputes with the previous owners of Prime Packaging. The Board anticipates that these will be resolved during the current year. Some of the bad debt from one of Nelsons' major French customers has been recouped, and we anticipate that further amounts will be received in the first half of the year.



Discontinued Activities

As reported last year, in May of 2008 the business of Suncrest was sold to a sister company of Magiglo Limited, which then continued to manufacture Corby trouser presses on behalf of the Company.  Corby remained responsible for all commercial functions but when the new owners of the Suncrest business went into administration in early 2009, the ongoing position became unsustainable. The Corby business was sold in May 2009. £224,000 was received during the 2009 financial year and a further £412,000 is due to be paid in monthly instalments until August 2010. In addition, Jourdan retained the responsibility for collecting outstanding debtors and paying creditors. The disposal of Corby was a further step in focusing our resources on the medical packaging industry.



Group Pensions

As at 30 June 2009 the Company's obligations in respect of the Jourdan Pension Fund (after tax) had increased to £2,318,000 compared with £2,070,000 as at 30 June 2008. In 2009 approximately £900,000 was paid by the Company into the Pension Fund and since 30 June 2009 another injection of £500,000 has been made. In addition the Company is required to make payments of approximately £400,000 per annum and these will continue to be made on a monthly basis. This is in respect of a Pension Fund which has only two active members, reduced from seven last year!  



People

Our employees have worked exceptionally hard to achieve these results in difficult market conditions. Their skill and motivation is essential to Jourdan's success, and we thank them all.



Group Reorganisation

On 26 June 2009 the business and assets of Nelsons Labels, together with the residual assets and liabilities of the Suncrest and Corby businesses, were hived up to Jourdan. Each continues to operate as stand-alone divisions of the Company.


The Company has today separately announced proposals for a delisting of the Company's shares from trading on AIM and an associated partial tender offer to enable the Company to buy in and cancel up to 680,002 ordinary shares at 250 pence per share.  Further details of these proposals are set out in that separate announcement. 


The proposals are subject to shareholder approval. A circular with full details of the proposals, together with a notice convening a general meeting to consider the requisite resolutions to give effect to the proposals will be sent to Shareholders shortly, along with the Company's Annual Report & Accounts for the year ended 30 June 2009



Outlook

Following the disposal of the Suncrest and Corby businesses, the Directors believe Jourdan is well positioned to yield positive returns to shareholders. Whilst trading conditions remain difficult for Nelsons Labels, the medical packaging business of Westfield Medical and Clinipak is a clear leader in a strong market place with excellent prospects. In addition, the Company holds valuable property assets and has taken major steps to manage its obligations in the pensions arena.


Trading for the year to date is satisfactory and, while the outturn for the current year cannot be certain given the prevailing economic climate, the Board anticipates that further progress will be made in the current year. 



  CONSOLIDATED INCOME STATEMENT




Year to
 30 June

2009

Year to
30 June

2008






Notes

£000s

£000s

Continuing operations



(restated)

Revenue

1

18,101

17,551

Cost of sales


(11,601)

(11,442)





Gross profit


6,500

6,109





Net operating costs


(4,609)

(4,714)

Operating profit


1,891

1,395

Finance income


74

109

Finance costs


(220)

(114)





Profit before tax


1,745

1,390

Taxation 


(541)

(533)

Profit for the year from continuing operations


1,204

857





Discontinued operations




(Loss)/profit for the year after taxation

6

(296)

432

Profit/(loss) on disposal after taxation

6

11

(982)

(Loss)/profit for the year from discontinued operations


(285)

(550)





Profit for the year attributable to equity holders of the Parent Company


919

307





Earnings per share from continuing operations


Pence

Pence

Basic

7

35.4

25.2

Diluted

7

35.4

25.1

Loss per share from discontinued operations




Basic

7

(8.4)

(16.2)

Diluted

7

(8.4)

(16.1)

Earnings per share from continuing and discontinued operations




Basic

7

27.0

9.0

Diluted

7

27.0

9.0



  CONSOLIDATED BALANCE SHEET




As at
30 June

 2009

As at
30 June

 2008







£000s

£000s

ASSETS




Non-current assets




Property, plant and equipment


1,501

1,629

Goodwill


4,736

4,736

Other intangible assets


438

522

Deferred tax assets


883

714



7,558

7,601





Current assets




Inventories


1,430

2,029

Trade and other receivables


3,507

4,092

Current tax receivable


-

90



4,937

6,211





Non-current assets classified as held for sale


1,324

1,502





Total assets


13,819

15,314





LIABILITIES




Current liabilities




Trade and other payables


(4,159)

(5,853)

Current tax payable


(217)

-



(4,376)

(5,853)

Non-current liabilities




Long-term provisions


(15)

(44)

Pension liability


(3,219)

(2,875)



(3,234)

(2,919)





Total liabilities


(7,610)

(8,772)





Net assets


6,209

6,542





EQUITY




Share capital


3,400

3,400

Share premium account


260

260

Other reserves


3,145

3,145

Profit and loss reserve


(596)

(263)

Equity attributable to equity holders
of the Parent Company



6,209


6,542



  CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE




Year to
30 June

2009

Year to
30 June

2008







£000s

£000s





Actuarial loss recognised in the Pension Fund


(1,231)

(1,931)

Movement on deferred tax relating to pension actuarial loss


344

522

Net expense recognised directly in equity


(887)

(1,409)

Profit for the year


919

307

Total recognised income and expense in the year attributable to equity holders



32


(1,102)



  CONSOLIDATED CASH FLOW STATEMENT




Year to 
30 June

 2009

Year to
30 June

2008







£000s

£000s

Cash flows from operating activities




Profit after tax


919

307

Adjustments for:




Depreciation


251

445

Amortisation of intangible assets


84

260

Impairment of intangible assets


-

207

Profit on disposal of property, plant and equipment


-

(653)

(Profit)/loss on sale of discontinued activity


(15)

1,364

Pension contributions


(985)

(476)

Other gains


(46)

(23)

Finance income


(74)

(13)

Finance cost


283

238

Tax expense recognised in income statement


475

37

(Increase)/decrease in inventories


(60)

526

Decrease/(increase) in trade and other receivables


473

(181)

Decrease in trade and other payables


(376)

(432)

Impairment of non-current assets classified as held for sale



252


-

Cash generated from operations


1,181

1,606

Interest paid


(185)

(238)

Tax received/(paid)


3

(327)





Net cash inflow from operating activities


999

1,041





Cash flows from investing activities




Acquisition of subsidiaries, net of cash acquired


-

(187)

Purchase of property, plant and equipment


(223)

(206)

Proceeds from sale of non-current assets


-

932

Proceeds from disposal of equipment


-

6

Proceeds from disposal of discontinued operations


748

70

Interest received


74

13





Net cash generated from investing activities


599

628





Cash flows from financing activities




Dividends paid


(408)

(272)





Net cash used in financing activities


(408)

(272)





Net increase in cash and cash equivalents


1,190

1,397

Cash and cash equivalents at beginning of year


(2,004)

(3,401)





Cash and cash equivalents at end of year


(814)

(2,004)



  NOTES TO THE SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS



1.    Basis of preparation

These Summarised Consolidated Financial Statements have been prepared under the historical cost convention.


These Summarised Consolidated Financial Statements have been prepared in accordance with the accounting policies set out below which are based on IFRS in issue as adopted by the European Union and in effect at 30 June 2009. 


Comparative figures in the Income Statement (and notes thereto) have been restated to disclose the results and related operating assets of John Corby Limited (to be re-named Tribulation II Limited) as arising in respect of discontinued activities.


2.    Accounts

For the purpose of Section 435 of the UK Companies Act 2006 this announcement constitutes non-statutory accounts. No statutory accounts dealing with the year ended 30 June 2009 have been delivered to the Registrar of Companies nor have yet been reported on by the auditor. Statutory accounts for the year ended 30 June 2008 have been delivered to the Registrar of Companies and reported on by the auditor, receiving an unqualified opinion.


3.    Report and accounts and AGM

Copies of the Annual Report will be posted to shareholders shortly and copies will also be available from the registered office, Elm House, Elmer Street North, Grantham, Lincolnshire NG31 6RE.


The Annual General Meeting will be held at 10.00 on 22 October 2009 at the offices of Bird &Bird, 15 Fetter Lane, London EC4A 1JP.


4.    Dividends

The Directors propose to declare a final dividend of 8.0p per share (2008: 8.0p) on the issued ordinary shares of £1 each in the Company.


5.    Segmental reporting

The Company's primary reporting format is business segment and its secondary format is geographical segment by origin of revenue.


Business segment analysis:  The financial performance of each of the business segments is summarised below. All assets reside in the UK.


Industrial products include Westfield Medical Limited, Clinipak Limited and Nelsons Labels (Manchester) Limited. Discontinued relates to John Corby Limited (to be re-named Tribulation II Limited) and Tribulation Limited (formerly Suncrest Surrounds Limited).

  

Year ended 30 June 2009






Industrial
products

Central costs
and

consolidation

Continuing
operations

Discontinued
operations


£000s

£000s

£000s

£000s

Revenue

18,073

28

18,101

2,220

Operating profit/(loss) before amortisation and impairment of intangibles



2,068



(93)



1,975



(288)

Operating profit/(loss)

1,984

(93)

1,891

(288)






Assets

14,508

(2,013)

12,495

1,324

Liabilities

(8,722)

1,312

(7,410)

(200)

Total capital employed

5,786

(701)

5,085

1,124

Goodwill

4,736

-

4,736

-

Other intangible assets

438

-

438

-

Capital expenditure

199

-

199

24

Depreciation

219

19

238

13

Amortisation and impairment of intangible assets

84

-

84

-

Share based payment expense

-

43

43

-


Year ended 30 June 2008





(restated)





Revenue

17,531

20

17,551

10,747

Operating profit/(loss) before amortisation and impairment of intangibles



1,607



255



1,862



442

Operating profit/(loss)

1,140

255

1,395

442






Assets

18,842

(7,698)

11,144

4,170

Liabilities

(11,775)

5,180

(6,595)

(2,177)

Total capital employed

7,067

(2,518)

4,549

1,993

Goodwill

4,736

-

4,736

-

Other intangible assets

522

-

522

-






Capital expenditure

174

-

174

32

Depreciation

227

20

247

198

Amortisation and impairment of intangible assets


467


-


467


-

Share based payment expense


-


73


73


-



   6.    Discontinued operations

On 8 May 2009 the business of John Corby Limited (to be re-named Tribulation II Limited) was sold to Adam Fire Surrounds Limited. As at 30 June 2009 this operation is reported within discontinued operations.


On 14 May 2008 the business of Tribulation Limited (formerly Suncrest Surrounds Limited) was sold to Newco 97531 Limited, a subsidiary of CJ Group Limited. The operating profit for the year relates to adjustment to provisions on sale.


In the financial statements for the previous year, disclosures in respect of discontinued operations reflected Tribulation Limited only. However, the 2008 comparatives have now been adjusted to include relevant disclosures for John Corby Limited (to be re-named Tribulation II Limited).



2009

2009

2009


Tribulation

John Corby Limited

Total


£000s

£000s

£000s

Revenue

-

2,220

2,220

Cost of sales

-

(1,621)

(1,621)





Gross profit

-

599

599

Operating costs

48

(698)

(650)

Impairment of non-current asset classified as held for sale

-

(252)

(252)

Net operating costs

48

(950)

(902)


Operating profit/(loss)

48

(351)

(303)

Finance costs

(24)

(39)

(63)






Profit/(loss) before tax

24

(390)

(366)

Taxation 

(3)

73

70

Profit/(loss) for the year from discontinued operations

21

(317)

(296)










2008

2008

2008


Tribulation

John Corby Limited 

Total


£000s

£000s

£000s

Revenue

7,328

3,419

10,747

Cost of sales

(5,458)

(2,457)

(7,915)





Gross profit

1,870

962

2,832

Operating costs

(2,324)

(719)

(3,043)

Profit on disposal of non-current asset classified as held for sale


-


653


653

Net operating costs

(2,324)

(66)

(2,390)

Operating (loss)/profit

(454)

896

442

Finance costs

(89)

(35)

(124)





(Loss)/profit before tax

(543)

861

318

Taxation 

176

(62)

114

(Loss)/profit for the year from discontinued operations


(367)


799


432


  

Cash flows from discontinued operations

2009

2008


£000s

£000s



(restated)

Net cash flow from operating activity

384

(178)

Net cash flow from investing activity

724

970

Net cash flow from financing activity

-

-

Net increase/(decrease) in cash and cash equivalents

1,108

792


In accordance with IAS 7 and IFRS 5, the cash flows above in respect of discontinued operations are included in the Consolidated Cash Flow Statement under their respective headings.


Profit/(loss) on disposal of discontinued operations


2009

2008



£000s

£000s




(restated)

Property, plant and equipment


26

263

Inventories


659

967

Trade and other receivables


-

1,552

Trade and other payables


(124)

(1,031)

Net assets


561

1,751





Disposal proceeds (net of professional fees)


576

387





Profit/(loss) on disposal before taxation


15

(1,364)

Taxation


(4)

382

Profit/(loss) on disposal after taxation


11

(982)


7.    Earnings per share

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


The calculation of diluted earnings per share is based on the basic earnings per share, adjusted to allow for the issue of shares and the post-tax effect of interest on the assumed conversion of all dilutive options and other dilutive potential ordinary shares.


Reconciliations of the earnings and the weighted average number of shares used in the calculations are set out below:


Year ended 30 June 2009

Earnings
attributable

to equity

holders of

the Parent

Company

Weighted
Average

number of

shares

Earnings
per

share






£000s

Number

Pence





Profit after tax for calculation of basic earnings per share


919





Notional taxed interest income accruing on dilution


-





Profit after tax for calculation of diluted earnings per share


919









Number of shares for calculation of basic earnings per share



3,400,010


Dilutive effect of potential shares


-


Number of shares for calculation of diluted earnings per share



3,400,010






Continuing and discontinued operations




Basic earnings per share



27.0

Diluted earnings per share



27.0





Continuing operations




Basic earnings per share

1,204


35.4

Diluted earnings per share



35.4





Discontinued operations




Basic loss per share

(285)


(8.4)

Diluted loss per share



(8.4)



Year ended 30 June 2008

(restated)

Earnings
attributable

to equity

holders of

the Parent

Company

Weighted
average

number of

shares

Earnings per share






£000s

Number

Pence





Profit after tax for calculation of basic earnings per share


307



Notional taxed interest income accruing on dilution


19



Profit after tax for calculation of diluted earnings per share


326







Number of shares for calculation of basic earnings per share



3,400,010


Dilutive effect of potential shares


9,137


Number of shares for calculation of diluted earnings per share



3,409,147






Continuing and discontinued operations




Basic earnings per share



9.0

Diluted earnings per share



9.0





Continuing operations




Basic earnings per share

857


25.2

Diluted earnings per share



25.1





Discontinued operations




Basic earnings per share

(550)


(16.2)

Diluted earnings per share



(16.1)






For the year ended 30 June 2008 the exercise price for the majority of the share options was greater than the average middle market price of the shares. For the remainder the notional interest charge outweighs the number of free shares. As such the shares are anti-dilutive.


For the year ended 30 June 2009 all of the share options are anti-dilutive.



8.    Annual Report 

The financial information above does not constitute statutory accounts within the meaning of Section 434 Companies Act 2006 as amended. 

 

Copies of the Annual Report will be sent to shareholders in due course and will be available on the Company's website www.jourdanplc.co.uk



Contact:


Jourdan plc 

David Abell, Chairman     Tel: 01476 403456 


Charles Stanley Securities     Tel: 020 7149 6000

Nominated Adviser & Broker

Russell Cook / Carl Holmes





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