TIDMAT.
RNS Number : 1924Y
Ashtead Technology Holdings plc
05 September 2022
5 September 2022
Ashtead Technology Holdings plc
("Ashtead Technology" or the "Group")
Unaudited Half Year Results for the Six-Months Ended 30 June
2022
Strong start to the year with positive outlook
Ashtead Technology Holdings plc (AIM: AT.), a leading subsea
equipment rental and solutions provider for the global offshore
energy sector, announces its unaudited results for the six months
ended 30 June 2022 ("HY22" or "the period").
Financial Performance
GBP'm HY22 HY21 % Movement
Revenue 31.7 24.7 28.5%
Gross profit 23.3 17.8 30.9%
Gross profit % 73.4% 72.0% 140bps
Adjusted EBITDA (1) 12.3 10.1 21.1%
Adjusted EBITDA % 38.6% 41.0% (240bps)
Adjusted EBITA (2) 8.2 5.5 47.7%
Adjusted EBITA % 25.8% 22.4% 340bps
Adjusted profit before
tax (3) 7.6 3.9 95.3%
Adjusted earnings
per share 8.3p 4.1p 102.0%
Return on Invested
Capital (4) 19.1% 10.9% 820bps
Leverage (5) 0.9 1.8
Additional Statutory Accounting Measures
GBP'm HY22 HY21 % Movement
Operating profit 7.5 4.0 85.5%
Profit before
tax 6.9 2.1 233.1%
Basic earnings
per share 7.4p 1.9p 289.5%
(1) Adjusted EBITDA is defined as operating profit adjusted to
add back, depreciation, amortisation, foreign exchange movements
and non-trading items as shown in Note 17 of the HY22 accounts
(2) Adjusted EBITA is defined as operating profit adjusted to
add back, amortisation, foreign exchange movements and non-trading
items as shown in Note 17 of the HY22 accounts
(3) Adjusted profit before tax is defined as profit before tax
adjusted to add back amortisation, foreign exchange movements and
non-trading items as shown in Note 17 of the HY22 accounts
(4) Return on Invested Capital is defined as LTM(6) Adjusted
EBITA divided by Invested Capital. Invested capital is defined as
average net debt plus average equity
(5) Leverage is defined as LTM Adjusted EBITDA divided by net
debt
(6) LTM is defined as latest twelve months to 30 June 2022
-- Strong year-on-year revenue increase (28.5%) delivered
through growth across all geographic markets, enabled by higher
demand in both offshore renewables and offshore oil and gas
o Offshore renewables revenue increased by 25.6% to GBP9.4m
(HY21: GBP7.5m)
o Offshore oil and gas revenue increased by 29.8% to GBP22.4m
(HY21: GBP17.2m)
-- Gross Profit margin increased to 73.4% (HY21: 72.0%)
reflecting higher cost utilisation and improved pricing
-- Adjusted EBITDA rose 21.1% to GBP12.3m (HY21: GBP10.1m), with
EBITDA margin in line with expectations
-- Adjusted EBITA increased by 47.7% to GBP8.2m (HY21: GBP5.5m)
with an adjusted EBITA margin of 25.8% (HY2021: 22.4%) driven by
top line growth
-- Net debt of GBP21.2m with leverage reducing to 0.9x from 1.0x
at year end due to cash generation and growth in LTM EBITDA
Operational Highlights and Outlook
-- LTM average cost utilisation of 44% (H1 2021: 39%),
reflecting an increase in offshore activity across both oil and
gas, and renewables end markets
-- Year to date investment of GBP7.6m in capital expenditure
supporting rental fleet expansion (HY21: GBP2.5m), positioning the
business for continued growth. Spend accelerated in HY22 to capture
market opportunity and minimise delays due to extended lead
times
-- Quoting activity increased with value of quotes in HY22 up 29% compared to HY21
-- Employee headcount at 30 June 2022 of 219, 7% higher than
last year end, positioning the business for continued growth
-- Further strengthening of senior team through appointment of
Phil Middleton as Survey & Robotics Director, Bob Gillespie as
Commercial Director and Ross MacLeod as Integrated Projects
Director
-- Continuing to review M&A opportunities to complement
organic growth and consolidate a highly fragmented market. Separate
announcement made today regarding signing of sale and purchase
agreement to acquire WeSubsea, transaction expected to complete Q4
2022
-- The Board is very encouraged by the Group's performance in
HY22 and expects FY22 to be at least in line with market
expectations
Allan Pirie, Chief Executive Officer, said:
"We are pleased with our half year performance which
demonstrates continued positive momentum in the business against a
supportive backdrop. As governments set out their plans to ensure
energy security, investment in both oil and gas and renewables
offshore infrastructure is expected to continue. We are well placed
to benefit from this, and the market fundamentals remain strong for
Ashtead Technology. Our HY22 results and end market outlook give us
increased confidence in the outlook for our business."
For further information, please contact:
Ashtead Technology (via Vigo Consulting)
Allan Pirie, Chief Executive Officer
Ingrid Stewart, Chief Financial
Officer
Vigo Consulting (financial PR) Tel: +44 (0)20 7390
Patrick d'Ancona 0230
Finlay Thomson
Numis Securities Limited (Nomad Tel: +44 (0)20 7260
and Broker) 1000
Julian Cater
George Price
Jonny Abbott
Kevin Cruickshank (QE)
Notes to editors:
Ashtead Technology is a leading subsea equipment rental and
solutions provider for the global offshore energy sector. Ashtead
Technology's specialist equipment, advanced-technologies and
support services enable its customers to understand the subsea
environment and manage offshore energy production
infrastructure.
The Company's service offering is applicable across the
lifecycle of offshore wind farms and offshore oil and gas
infrastructure.
In the fast-growing offshore wind sector, Ashtead Technology's
specialist equipment and services are essential through the project
development, construction and installation phase. Once wind farms
are operational, Ashtead Technology supports customers with
inspection, maintenance and repair ("IMR") equipment and services.
In the more mature oil and gas sector, Ashtead Technology's focus
is on IMR and decommissioning.
Headquartered in the UK, the Company operates globally,
servicing customers from its nine facilities located in key
offshore energy hubs.
Cautionary Statement
This announcement contains certain forward-looking statements,
including with respect to the Group's current targets, expectations
and projections about future performance, anticipated events or
trends and other matters that are not historical facts. These
forward-looking statements, which sometimes use words such as
"aim", "anticipate", "believe", "intend", "plan", "estimate",
"expect" and words of similar meaning, include all matters that are
not historical facts and reflect the directors' beliefs and
expectations, made in good faith and based on the information
available to them at the time of the announcement. Such statements
involve a number of risks, uncertainties and assumptions that could
cause actual results and performance to differ materially from any
expected future results or performance expressed or implied by the
forward-looking statement and should be treated with caution. Any
forward-looking statements made in this announcement by or on
behalf of Ashtead Technology speak only as of the date they are
made. Except as required by applicable law or regulation, Ashtead
Technology expressly disclaims any obligation or undertaking to
publish any updates or revisions to any forward-looking statements
contained in this announcement to reflect any changes in its
expectations with regard thereto or any changes in events,
conditions or circumstances on which any such statement is
based.
Upon publication of this announcement, this information is now
considered in the public domain.
CEO STATEMENT
I am pleased to present our first half year results statement
following our IPO in November 2021. The focus during HY22 has been
on continued investment in both equipment and people to capitalise
on the positive momentum within the markets in which we operate and
position the business for further growth. We have been delighted
with the progress the business has made in its short period since
listing and believe we are well--placed to take advantage of the
current market dynamics.
The strong market demand has enabled us to improve cost
utilisation and pricing and deliver a strong financial performance
in HY22. We saw a 29% increase in quoting in the first half of this
year from HY21 levels giving us confidence through the remainder of
the year. Our revenues in HY22 were 28.5% higher than the
comparable period, supported by the strong market backdrop and
continued recovery following the COVID pandemic. Of this increase,
3.6% came from positive FX movements in comparison to HY21 and we
expect this trend to continue through H2 2022 given the
strengthening of the US dollar against sterling. Operating profit
increased by 85.5% to GBP7.5m in HY22 compared to GBP4.0m in the
comparable period, and our ROIC has increased to 19.1% from 10.9%
in HY21.
In an ever-evolving energy market, the events of early 2022 have
created a focus on the urgent need for governments globally to
secure energy supply in a sustainable, affordable and responsible
way. This has both heightened the need to accelerate investment in
offshore renewable energy and rejuvenated activity in offshore oil
and gas. The fungibility of Ashtead Technology's equipment rental
fleet and the expertise that has built across both end markets
positions our business well to capture growth across both adjacent
markets.
Our People
Our people are at the heart of Ashtead Technology's success.
Hiring new talent, providing valuable training and development, and
a rewarding place to work, has been, and always will be, a priority
for the business.
Through the course of the period we have made three senior
appointments to further strengthen our market-leading position,
enhance our capabilities and expand our technology offering. Phil
Middleton joined the business in May as Survey & Robotics
Director to lead the Survey & Robotics service line globally
and we have recently announced the appointment of Bob Gillespie as
Commercial Director. Both Phil and Bob are well known figures
within the subsea industry and bring a wealth of experience within
the global oil and gas, and renewables, markets. We are also
delighted to have promoted Ross MacLeod into the newly created role
of Integrated Projects Director, focussing on providing unique
solutions by combining the capabilities of each of our three
business lines, with a particular focus on the offshore renewables
market.
Our Equipment
GBP7.6m of capital expenditure was invested during the first
half of the year. Ashtead Technology is focussed on maintaining its
market position as the leading independent provider of subsea
rental equipment whilst broadening the range of complementary
equipment and services we offer to our customers. With c.85% of our
fleet fungible across both our oil and gas and renewables markets
we are well-placed to service the needs of our customers across
both growth markets.
During the course of the period lead times for new equipment and
spares have continued to increase but our proactive approach to
supply chain management has ensured we have industry-leading levels
of product availability. Tight market conditions are increasing
customer propensity to rent, which has enabled us to increase cost
utilisation from 39% to 44% during the period and through our
pricing increases have offset inflationary pressures in the
business.
Our Strategy
Through our three service lines - Survey & Robotics,
Mechanical Solutions and Asset Integrity - we support the
installation, IMR, and decommissioning of offshore energy
infrastructure through the provision of subsea equipment rental and
solutions. Our target is to achieve low double-digit organic
revenue growth by executing on our proven strategy of:
-- Continuing to support the energy transition and capitalise on
the significant expected increase in expenditure in the global
offshore wind market
-- Maintaining Ashtead Technology's position as the leading
independent subsea equipment rental business, growing and
strengthening our business in subsea technology rental and
solutions, whilst continuing to capitalise on customers' increasing
propensity to rent
-- Continuing to broaden the range of complementary equipment
and services and leveraging the Group's global footprint through
the further internationalisation of Ashtead Technology's products
and services
We remain focused on operational excellence, ensuring the
reliability and availability of equipment, the delivery of
integrated solutions and service agility, employee training and
development, digitisation of internal processes and utilising our
significant domain expertise and product knowledge, increasing
operational benefits through continuous improvement to better serve
our customers.
The Group plans to complement its organic growth through a clear
and focused M&A strategy, building on its strong track record
of value-enhancing transactions. We are focused on strengthening
geographic, equipment and service capability to better support the
Group's customers globally, and continue to review opportunities to
acquire businesses which complement our current offering. The
acquisition target listing contains a number of opportunities
across each of the Group's service lines.
Sustainability
We continue to make progress on our sustainability journey and
have recently obtained ISO 14001 (Environmental) certification. Our
five priorities are aligned with the ten principles of the UN
Global Compact - employee health, safety and wellbeing, labour
practices & human rights, energy transition, ecological impact
and business ethics - and initiatives such as the Ashtead
Technology Star Awards are designed to help achieve our goals and
support our sustainability efforts.
Our revenues from the renewables market continued to grow,
increasing by 25.6% on HY21 and representing 29.5% of our revenues
in the period. Our target remains 50% in the medium term despite
the recent resurgence of activity from the oil and gas market.
Safety is core to our business and we are delighted to have
maintained our zero TRIR (Total Recordable Incident Rate) score
during the period, ensuring our employees are safe whilst at
work.
Outlook
The Board is very encouraged by the Group's performance in HY22
which provides increased confidence in the outlook for the business
and expects FY22 to be at least in line with market
expectations.
Allan Pirie
Chief Executive Officer
CFO STATEMENT
The business has maintained its positive momentum from the FY21
results and continued on its growth trajectory into HY22 with a
28.5% increase in revenue compared to the comparable prior period.
Increased activity levels in both the offshore oil and gas and
renewables markets strengthened demand for Ashtead Technology's
services through HY22 and contributed to underlying revenue growth
of 24.9%. Additionally, positive FX movements contributed a further
3.6% increase in revenue.
Renewables revenues accounted for 29.5% of Group revenue HY22,
representing 25.6% growth from this market compared to prior year.
An increased focus on energy security and affordability has
resulted in a resurgence in the oil and gas market with revenues
from this market increasing by 29.8%. Despite this resurgence, it
is our strong view that renewable energy will grow at a significant
rate and we maintain our target of 50% activity from this market in
the medium term.
Gross profit
The Group achieved gross profit of GBP23.3m (HY21: GBP17.8m)
representing a gross profit margin of 73.4%, up from 72.0% in HY21.
The gross margin improvement predominantly resulted from higher
activity levels and improved pricing. Our average annualised cost
utilisation increased by 5% from 39% to 44% from June 2021 to June
2022, which supported improved pricing.
Administration costs
Administration costs (excluding depreciation, amortisation and
exchange gain/loss) for HY22 were GBP11.7m, a GBP2.9m increase on
the prior year. Personnel costs increased to 28.1% of revenue (from
26.1%) due to the re--introduction of the annual bonus scheme for
FY22. Excluding the bonus accrual, personnel cost reduced as a
percentage of revenue to 24.2%. The Group has continued to invest
in its employees through HY22, increasing headcount from 204 in Dec
2021 to 219 in June 2022. No cost has been booked for the LTIP in
HY22 as the awards have not yet been formalised.
Profitability
Adjusted EBITA of GBP8.2m compares to GBP5.5m in HY21
representing an EBITA margin of 25.8% compared to 22.4% in HY21 and
continued margin growth on our full year FY21 numbers. The increase
in profitability was the principal driver for an increase in ROIC
(Return on Invested Capital) to 19.1% (HY21: 10.9%).
There was an exchange rate benefit year on year of GBP0.3m at
EBITA level, caused predominantly by the strengthening of the US
dollar against our GBP reporting currency. At HY21 FX rates the
EBITA margin was 25.1%.
Where we have provided adjusted figures, they are after the
add-back of various one-off items. The adjustments to determine
Adjusted EBITA total GBP0.7m (HY21: GBP1.5m) and are set out in
note 17 of the accounts.
Profit Before Tax of GBP6.9m compares to GBP2.1m in HY21.
Net finance expense
In addition to reducing leverage through the raising of GBP15m
of primary capital, the Group refinanced its debt as part of the
IPO process in November 2021 significantly reducing its interest
cost. HY22 interest costs were GBP0.6m (HY21: GBP2.0m) with HY21
representing higher interest loans held under the previous private
equity ownership structure.
Taxation
The tax provision for the period was GBP1.0m (HY21: GBP0.7m)
representing an effective tax rate of 14.4% (HY21: 34.2%). The
estimate has been based on the effective tax rates of each entity
in FY21 after removing any adjusting items. The high effective tax
rate in HY21 reflects the non-deductibility of costs relating to
the IPO and higher standard income tax rates in overseas
territories. The low effective tax rate in HY22 reflects the
utilisation of brought forward overseas losses. Going forward, the
directors expect the effective tax rate to be closer to UK
statutory tax rates.
EPS and dividend
We are pleased with our performance during the first half year
trading as a PLC having delivered positive results against our
forecast at the time of our listing. Our adjusted basic earnings
per share was 8.3p in HY22, up from 4.1p in the comparable period
in 2021, supported by improved market conditions.
The company's capital allocation policy encompasses organic
fleet investment, bolt-on M&A and shareholder returns by way of
dividends. Mindful of both the current organic growth and M&A
opportunities, it is the Board's intention to declare its first
dividend in conjunction with the Company's final results for
FY22.
Cash flow and net debt
The Group generated positive cash inflow before financing
activities of GBP2.8m (HY21: GBP1.5m) in the period.
Working capital at 30 June 2022 represented 16% of the last 12
months revenues compared to 18% at 30 June 2021. The working
capital increase from trade debtors represents the ramp up of
activity as we reach our peak summer trading, offset by a slight
decrease to debtor days since year end and an increase in creditors
predominantly due to increased capex spend.
Our net debt has reduced to GBP21.2m from GBP22.7m at 31
December 2021 and our leverage has reduced from 1.0x to 0.9x during
the period.
Ingrid Stewart
Chief Financial Officer
RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF THE
HALF-YEARLY FINANCIAL REPORT
The Directors of Ashtead Technology Holdings plc (set out on
page 28 and 29 of the latest Annual Report and Accounts) confirm
that to the best of their knowledge:
-- the condensed consolidated set of financial statements have
been prepared in accordance with IAS 34 Interim Financial Reporting
as adopted for use in the UK;
-- the interim management report includes a fair review of the information required by:
(i) DTR 4.2.7R of the Disclosure Guidance and Transparency
Rules, being an indication of important events that have occurred
during the first six months of the financial year and their impact
on the condensed consolidated set of financial statements; and a
description of the principal risks and uncertainties for the
remaining six months of the year; and
(ii) DTR 4.2.8R of the Disclosure Guidance and Transparency
Rules, being related party transactions that have taken place in
the first six months of the current financial year and that have
materially affected the financial position or performance of the
entity during that period; and any changes in the related party
transactions described in the last annual report that could do
so.
By order of the Board of Directors
Allan Pirie Ingrid Stewart
Chief Executive Officer Chief Financial Officer
2 September 2022 2 September 2022
Consolidated income statement
for the six-month period ended 30 June 2022
Unaudited Unaudited Audited
six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
Notes GBP000 GBP000 GBP000
Revenue 2 31,730 24,691 55,805
Cost of sales 2 (8,450) (6,904) (15,262)
----------------------------- ----------------------------------------- --------------
Gross profit 2 23,280 17,787 40,543
Administrative
expenses 2 (16,369) (14,340) (33,930)
Other operating
income 2 569 585 995
----------------------------- ----------------------------------------- --------------
Operating profit 2 7,480 4,032 7,608
Finance costs 3 (579) (1,960) (4,019)
----------------------------- ----------------------------------------- --------------
Profit before
taxation 6,901 2,072 3,589
Taxation charge 4 (997) (708) (1,060)
----------------------------- ----------------------------------------- --------------
Profit for the
financial
period 5,904 1,364 2,529
============================= ========================================= ==============
Profit attributable
to:
Equity shareholders
of the Company 5,904 1,364 2,529
============================= ========================================= ==============
Earnings per share
Basic 5 7.4 1.9 3.6
Diluted 5 7.4 1.9 3.6
============================= ========================================= ==============
The below financial measures
are non-GAAP metrics used
by management and are not
an IFRS disclosure:
Adjusted EBITDA^ 17 12,252 10,121 22,437
Adjusted EBITA^^ 17 8,174 5,536 13,724
=========================== ====== ======
^ Adjusted EBITDA is calculated as earnings before interest,
tax, depreciation, amortisation and items not considered part of
underlying trading including share based payments and foreign
exchange gains and losses, is a non-GAAP metric used by management
and is not an IFRS disclosure. See Note 17 to the financial
statements for calculations.
^^ Adjusted EBITA is calculated as earnings before interest,
tax, amortisation and items not considered part of underlying
trading including share based payments and foreign exchange gains
and losses, is a non-GAAP metric used by management and is not an
IFRS disclosure. See Note 17 to the financial statements for
calculations.
All results derive from continuing operations.
Consolidated statement of comprehensive income
for the six-month period ended 30 June 2022
Unaudited Unaudited Audited
six months Six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
GBP000 GBP000 GBP000
Profit for the period 5,904 1,364 2,529
Other comprehensive income:
Items that may be reclassified subsequently
to profit or loss
Exchange differences on translation
of foreign operations 1,036 (45) 163
Net gain on cash flow hedges - 351 351
-------------------------- ----------- ------------
Other comprehensive income for the
period, net of tax 1,036 306 514
Total comprehensive income 6,940 1,670 3,043
========================== =========== ============
Total comprehensive income attributable
to:
Equity shareholders of the Company 6,940 1,670 3,043
========================== =========== ============
Consolidated balance sheet
at 30 June 2022
Unaudited
as at Unaudited Audited
30 June as at 30 June as at 31 December
2022 2021 2021
Notes GBP000 GBP000 GBP000
Non-current assets
Property, plant and equipment 6 25,782 20,300 20,832
Goodwill 7 49,185 48,549 48,651
Intangible assets 7 1,259 2,083 1,760
Right-of-use assets 13 2,746 3,042 2,923
Deferred tax asset 1,059 764 1,010
--------- -------------- ------------------
80,031 74,738 75,176
--------- -------------- ------------------
Current assets
Inventories 8 2,351 1,782 1,778
Trade and other receivables 9 21,748 16,235 17,224
Cash and cash equivalents 4,425 7,702 4,857
--------- -------------- ------------------
28,524 25,719 23,859
--------- -------------- ------------------
Total assets 108,555 100,457 99,035
========= ============== ==================
Current liabilities
Loans and borrowings 11 - 38,901 -
Trade and other payables 10 14,196 9,327 9,415
Income tax payable 551 1,042 821
Lease liabilities 13 791 763 783
--------- -------------- ------------------
15,538 50,033 11,019
--------- -------------- ------------------
Non-current liabilities
Loans and borrowings 11 22,678 1,160 24,425
Lease liabilities 13 2,164 2,493 2,351
Provisions for liabilities 103 310 108
--------- -------------- ------------------
24,945 3,963 26,884
--------- -------------- ------------------
Total liabilities 40,483 53,996 37,903
--------- -------------- ------------------
Equity
Share capital 15 3,979 3,500 3,979
Share premium 15 14,115 - 14,115
Merger reserve 15 9,435 9,435 9,435
Foreign currency translation
reserve 15 (254) (1,498) (1,290)
Retained earnings 15 40,797 35,024 34,893
--------- -------------- ------------------
Total equity 68,072 46,461 61,132
--------- -------------- ------------------
Total equity and liabilities 108,555 100,457 99,035
========= ============== ==================
Consolidated statement of changes in equity
for the six-month period ended 30 June 2022
Share Merger
capital Share premium reserve Hedging reserve Foreign currency translation reserve Retained earnings Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 January
2021 unaudited 3,500 - 9,429 (351) (1,453) 33,660 44,785
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
Profit for
the period - - - - - 1,364 1,364
Other
comprehensive
income - - - 351 (45) - 306
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
Total
comprehensive
income - - - 351 (45) 1,364 1,670
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
Issue of
shares* - - 6 - - - 6
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
At 30 June 2021
unaudited 3,500 - 9,435 - (1,498) 35,024 46,461
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
Profit for the
period - - - - - 1,165 1,165
Other
comprehensive
income - - - - 208 - 208
------- --------------------- ------- ---------------- ------------------------- --------------------------- --------------------------------------------------
Total
comprehensive
income - - - - 208 1 1,165 1,373
------- --------------------- ------- ---------------- ------------------------- --------------------------- --------------------------------------------------
Issue of
shares from
IPO 479 15,044 - - - - 15,523
Transaction
fees on issue
of shares
from IPO - (929) - - - - (929)
Dividends
declared** - - - - - (1,296) (1,296)
------- --------------------- ------- ---------------- ------------------------- --------------------------- --------------------------------------------------
At 31 December
2021 audited 3,979 14,115 9,435 - (1,290) 34,893 61,132
------- --------------------- ------- ---------------- ------------------------- --------------------------- --------------------------------------------------
Profit for
the period - - - - - 5,904 5,904
Other
comprehensive
income - - - - 1,036 - 1,036
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
Total
comprehensive
income - - - - 1,036 5,904 6,940
------- --------------------- ------- ---------------- ------------------------------------------------------ ------------------------- -----------------------
At 30 June 2022
unaudited 3,979 14,115 9,435 - (254) 40,797 68,072
======= ===================== ======= ================ ====================================================== ========================= =========================
*The movement in merger reserve represents the issue of shares
in BP INV2 Pledgeco Limited and Ashtead US Pledgeco Inc pre
IPO.
**The dividends declared relate to the pre-IPO group
restructure.
Consolidated cash flow statement
for the six-month period ended 30 June 2022
Unaudited Unaudited Audited
six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
Notes GBP000 GBP000 GBP000
Cash generated from operating activities
Profit before taxation 6,901 2,072 3,589
Adjustments to reconcile profit before
taxation to net cash from operating
activities
Finance costs 3 579 1,960 4,019
Depreciation 6 4,078 4,586 8,713
Amortisation 7 758 760 1,516
Gain on sale of property, plant and
equipment (569) (585) (995)
Provision for liabilities (17) 157 (28)
----------- ------------------------------------------ ------------
Cash generated before changes in working
capital 11,730 8,950 16,814
Increase in inventories (484) (542) (524)
Increase in trade and other receivables (4,635) (5,507) (6,597)
Increase in trade and other payables 4,716 2,053 2,016
----------- ------------------------------------------ ------------
Cash inflow from operations 11,327 4,954 11,709
Interest paid (426) (1,188) (3,615)
Tax paid (1,112) (115) (858)
Net cash from operating activities 9,789 3,651 7,236
----------- ------------------------------------------ ------------
Cash flow used in investing activities
Purchase of property, plant and
equipment (7,571) (2,498) (6,923)
Purchase of intangible assets (255) (457) (966)
Disposal of property, plant and
equipment 823 779 1,453
Net cash outflow on investing activities (7,003) (2,176) (6,436)
----------- ------------------------------------------ ------------
Cash flow used in financing activities
Proceeds from IPO share issue - - 15,523
Transaction fees on share issue - (49) (929)
Proceeds from share issue - 6 50
Loans received - - 25,107
Transaction fees on loans received (5) - (914)
Repayment of bank loans (3,017) (4,326) (44,121)
Payment of lease liability (520) (453) (1,012)
Repayment of loan notes - - (830)
Net cash outflow from financing
activities (3,542) (4,822) (7,126)
----------- ------------------------------------------ ------------
Net decrease in cash and cash
equivalents (756) (3,347) (6,326)
Cash and cash equivalents at beginning
of the period 4,857 10,958 10,958
Net foreign exchange difference 324 91 225
Cash and cash equivalents at end of the
period 4,425 7,702 4,857
=========== ========================================== ============
Notes to the consolidated interim financial statements
1. General information
Background
Ashtead Technology Holdings plc (the "Company") is a public
limited company incorporated in the United Kingdom under the
Companies Act 2006, whose shares are traded on AIM. The condensed
consolidated interim financial statements of the Company for the
six-month period ended 30 June 2022 comprise the Company and its
interest in subsidiaries (together referred to as the "Group"). The
Company is domiciled in the United Kingdom and its registered
address is 1 Gateshead Close, Sunderland Road, Sandy, Bedfordshire,
SG19 1RS, United Kingdom. The Company registration number is
13424040.
Basis of preparation
The annual consolidated financial statements of Ashtead
Technology Holdings plc will be prepared in accordance with
UK-adopted International Accounting Standards. These condensed
consolidated interim financial statements for the six-month period
ended 30 June 2022 have been prepared in accordance with UK adopted
International Accounting Standard ("IAS") 34, 'Interim Financial
Reporting' and the Disclosure and Transparency Rules of the United
Kingdom's Financial Conduct Authority.
The financial information for the six-month period ended 30 June
2022 is unaudited. It does not constitute statutory financial
statements within the meaning of Section 434 of the Companies Act
2006. This report should be read in conjunction with the Group's
Annual Report and Accounts as at and for the year ended 31 December
2021 ("last Annual Report and Accounts"), which were prepared in
accordance with UK-adopted International Accounting Standards. The
last Annual Report and Accounts have been filed with the Registrar
of Companies and are available from the Group's website (
www.ashtead-technology.com ). The auditors' report on those
accounts was unqualified, did not draw attention to any matters by
way of emphasis, and did not contain a statement under 498(2) or
498(3) of the Companies Act 2006.
The condensed consolidated interim financial statements unless
otherwise stated are presented in sterling, to the nearest
thousand. The functional currency of the Group is sterling.
The condensed consolidated interim financial statements were
approved by the Board of Directors on 2nd September 2022.
Predecessor accounting
Ashtead Technology Holdings plc was incorporated on 27 May 2021
and became the parent entity of the Group on 17 November 2021 when
Ashtead Technology Holdings plc acquired the entire shareholding of
both BP INV2 Pledgeco Limited and Ashtead US Pledgeco Inc by way of
share for share exchange agreement.
This did not constitute a business combination under IFRS 3
'Business Combinations' as it is effectively a combination among
entities under common control. There is currently no guidance in
IFRS on the accounting treatment for combinations among entities or
businesses under common control. IAS 8 requires management, if
there is no specifically applicable standard or interpretation, to
develop a policy that is relevant to the decision making needs of
users and that is reliable. The entity first considers requirements
and guidance in other international standards and interpretations
dealing with similar issues, and then the content of the IASB's
Conceptual Framework for Financial Reporting (Conceptual
Framework). Management might consider the pronouncements of other
standard-setting bodies that use a similar conceptual framework to
the IASB's, provided that they do not conflict with the IASB's
sources of guidance.
Considering facts and circumstances management decided to apply
a method broadly described as predecessor accounting. The
principles of predecessor accounting are:
-- Assets and liabilities of the acquired entity are stated at
predecessor carrying values. Fair value measurement is not
required.
-- No new goodwill arises in predecessor accounting.
-- Any difference between the consideration given and the
aggregate carrying value of the assets and liabilities of the
acquired entity at the date of the transaction is included in
equity in retained earnings or in a separate reserve.
Management used merger accounting and applied merger relief at a
Company level. Under merger accounting principles, the assets and
liabilities of the subsidiaries were consolidated at book value in
the Group financial statements and the consolidated reserves of the
Group were adjusted to reflect the statutory share capital of
Ashtead Technology Holdings plc with the difference presented as
the merger reserve. The cost of investments in subsidiaries is
determined by the historical cost of investments in the
subsidiaries of the Group transferred from the previous owning
entities, including transaction costs. The value of total equity
reflected the combination of the former BP INV2 Pledgeco Limited
and Ashtead US Pledgeco Inc Group.
These last Annual Report and Accounts are the first set of
financial statements for the Group and were presented as a
continuation of the former combined BP INV2 Pledgeco Limited and
Ashtead US Pledgeco Inc Group on a consistent basis as if the Group
reorganisation had taken place at the start of the earliest period
presented. BP INV2 Pledgeco Limited and Ashtead US Pledgeco Inc and
their respective subsidiaries did not form a legal group, however,
they were under common management and control throughout the
period.
Accounting policies
The condensed consolidated interim financial statements have
been prepared in accordance with the accounting policies set out on
pages 57-62 of the last Annual Report and Accounts.
Taxation
Tax on income in the interim periods are accrued using
management's best estimate of the weighted average annual tax rate
that would be applicable to expected total annual earnings.
Critical accounting judgements and estimates
In preparing these condensed consolidated interim financial
statements, management has made judgements, estimates and
assumptions that affect the application of the accounting policies
and the reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates. Estimates
and underlying assumptions are reviewed on an ongoing basis.
Revisions to estimates are recognised prospectively.
The areas of judgement and estimate which have the greatest
potential effect on the amounts recognised in these financial
statements are the provision for bad debts, impairment of goodwill
and carrying value and useful lives of property, plant and
equipment. These are consistent with matters disclosed on page 62
in the last Annual Report and Accounts.
Standards, amendments, and interpretations not yet effective
A number of amendments and interpretations have been issued
which are not expected to have any significant impact on the
accounting policies and reporting.
Standards and amendments effective for the period
There are no new or amended standards or interpretations from 1
January 2022 onwards that have a significant impact on the
accounting policies and reporting.
Going concern
These condensed consolidated financial statements of the Group
are prepared on a going concern basis. The Directors of the Group
assert that the preparation of the condensed consolidated financial
statements on a going concern basis is appropriate, which is based
upon a review of the future forecast performance of the Group for
an eighteen-month period ending 31 December 2023.
During the six months ended 30 June 2022 the Group has continued
to generate positive cash flow from operating activities, repaying
GBP3,017,000 of the RCF during the period, with a cash and cash
equivalents balance of GBP4,425,000 at 30 June 2022 (31 December
2021: GBP4,857,000). The Group has access to a multi currency RCF
and additional accordion facility. The RCF and accordion facility
have total commitments of GBP40,000,000 and GBP10,000,000
respectively, both of which expire in November 2024, with an option
to extend subject to credit approval. As at 30 June 2022 the RCF
had an undrawn balance of GBP16,879,000 and the GBP10,000,000
accordion facility was undrawn.
The Facility Agreement is subject to a leverage covenant of 2.5x
and an interest cover covenant of 4:1, which are both to be tested
on a quarterly basis. The Group has complied with all covenants
from entering the Facility Agreement until the date of these
financial statements.
The Group monitors its funding and liquidity position throughout
the period to ensure it has sufficient funds to meet its ongoing
cash requirements. Cash forecasts are produced based on a number of
inputs such as estimated revenues, margins, overheads, collection
and payment terms, capex requirements and the payment of interest
and capital on its existing debt facilities. Consideration is also
given to the availability of bank facilities. In preparing these
forecasts, the Directors have considered the principal risks and
uncertainties to which the business is exposed.
Taking account of reasonable changes in trading performance and
bank facilities available, the application of severe but plausible
downside scenarios to the forecasts, the cash forecasts prepared by
management and reviewed by the Directors indicate that the Group is
cash generative and has adequate financial resources to continue to
trade for the foreseeable future and to meet its obligations as
they fall due.
2. Segmental analysis
The Chief Operating Decision Maker (CODM) is determined as the
Group's Board of Directors. The Group's Board of Directors reviews
the internal management reports of each geographic region monthly
as part of the monthly management reporting. The operations within
each of the regional segments display similar economic
characteristics. There are no reportable segments which have been
aggregated for the purpose of the disclosure of segment
information.
The Group operates in the following four geographic regions,
which have been determined as the Group's reportable segments. The
operations of each geographic region are similar.
-- Europe
-- Americas
-- Asia-Pacific
-- Middle East
Unaudited for the six-month period ended 30 June 2022
Asia Middle Head Office
Europe Americas Pacific East Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Total revenue 17,178 6,265 5,681 2,606 - 31,730
(4,163) (2,129) (1,172) (986) - (8,450)
Cost of sales -------- -------- -------- -------- -------- --------
Gross profit 13,015 4,136 4,509 1,620 - 23,280
Administrative expenses (5,384) (2,095) (967) (550) (2,693) (11,689)
223 83 267 (4) - 569
Other operating income -------- -------- -------- -------- -------- --------
Operating profit before
depreciation,
amortisation
and foreign exchange
gain/(loss) 7,854 2,124 3,809 1,066 (2,693) 12,160
Foreign exchange gain 156
Depreciation (4,078)
(758)
Amortisation --------
Operating profit Finance
costs 7,480
(579)
--------
Profit before taxation 6,901
Taxation charge (997)
--------
Profit for the financial 5,904
period --------
Total assets 68,545 16,175 12,381 5,873 5,581 108,555
Total liabilities 11,718 3,909 1,339 681 22,836 40,483
Unaudited for the six-month period ended 30 June 2021
Asia Middle Head Office
Europe Americas Pacific East Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Total revenue 14,596 4,697 4,107 1,291 - 24,691
(3,669) (1,685) (853) (697) - (6,904)
Cost of sales -------- -------- -------- -------- -------- --------
Gross profit 10,927 3,012 3,254 594 - 17,787
Administrative
expenses (5,457) (1,780) (447) (439) (640) (8,763)
Other operating 283 227 35 40 - 585
income -------- -------- -------- -------- -------- --------
Operating profit before
depreciation,
amortisation
and foreign exchange
gain/(loss) 5,753 1,459 2,842 195 (640) 9,609
Foreign exchange loss (232)
Depreciation (4,585)
(760)
Amortisation --------
Operating profit Finance
costs 4,032
(1,960)
--------
Profit before taxation 2,072
Taxation charge (708)
--------
Profit for the financial 1,364
period --------
Total assets 61,167 15,773 9,804 3,756 9,957 100,457
Total
liabilities 8,302 2,742 859 553 41,540 53,996
Audited for the year ended 31 December 2021
Asia Middle Head
Europe Americas Pacific East Office Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Total revenue 33,241 11,779 7,911 2,874 - 55,805
(7,723) (4,599) (1,817) (1,123) - (15,262)
Cost of sales -------- -------- -------- -------- -------- --------
Gross profit 25,518 7,180 6,094 1,751 - 40,543
Administrative expenses (9,143) (3,799) (2,169) (1,064) (7,311) (23,486)
351 313 77 254 - 995
Other operating income -------- -------- -------- -------- -------- --------
Operating profit before
depreciation, amortisation
and foreign exchange
gain/(loss) 16,726 3,694 4,002 941 (7,311) 18,052
Foreign exchange loss (215)
Depreciation (8,713)
(1,516)
Amortisation --------
Operating profit Finance
costs 7,608
(4,019)
--------
Profit before taxation 3,589
Taxation charge (1,060)
--------
Profit for the financial 2,529
period --------
Total assets 62,402 15,912 9,669 5,102 5,950 99,035
Total liabilities 8,343 3,014 1,080 644 24,822 37,903
Central administrative expenses represent expenditures which are
not directly attributable to any single operating segment. The
expenditure has not been allocated to individual operating
segments.
The revenues generated by each geographic segment almost
entirely comprise revenues generated in a single country. Revenues
in the Europe, Americas, Asia Pacific and Middle East segments are
almost entirely generated in the UK, USA, Singapore and UAE
respectively. Revenues generated outside of these jurisdictions are
not material to the Group. The basis for the allocation of revenues
to individual countries is dependent upon the depot from which the
equipment is provided.
The carrying value of non-current assets, other than deferred
tax assets, split by the country in which the assets are held is as
follows:
Unaudited Audited
as at 30 Unaudited as at 31 December
June as at 30 June 2021
2022 2021
GBP000 GBP000 GBP000
UK 55,510 50,763 51,411
USA 10,998 12,206 11,394
Singapore 8,470 7,736 7,799
UAE 3,994 3,269 3,562
3. Finance costs
Unaudited Unaudited Audited
six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
GBP000 GBP000 GBP000
Interest on bank loans (held at amortised
cost) 419 1,184 2,261
Amortisation of deferred finance costs 91 345 1,222
Loan note interest - 39 71
Interest expense on lease liability (Note
13) 69 78 151
Hedge reserve movement - 313 313
Other interest and charges - 1 1
579 1,960 4,019
=========== =========== ============
4. Tax
The tax expense for the six-month period ended 30 June 2022 is
based upon management's best estimate of the weighted average
annual tax rate expected for each jurisdiction for the full year
ending 31 December 2022 applied to the profit before tax for the
interim period. The effective tax rate for the six-month period
ended 30 June 2022 is 14.4% and the income tax expense is lower
than the standard UK rate of 19% due to overseas losses carried
forward. The effective tax rate for the year ended 31 December 2021
was 29.5% and the income tax expense was higher than the standard
UK rate due to non-deductible expenses and higher standard income
tax rates in overseas territories.
5. Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of Ordinary Shares in issue during the period.
Diluted earnings per share
For diluted earnings per share, the weighted average number of
Ordinary Shares in issue is adjusted to assume conversion of all
potentially dilutive Ordinary Shares. Up to and including 30 June
2022 the Group had no potentially dilutive Ordinary Shares.
Adjusted earnings per share
Earnings attributable to ordinary shareholders of the Group for
the period, adjusted to remove the impact of adjusting items and
the tax impact of these, divided by the weighted average number of
Ordinary Shares outstanding during the period.
Unaudited Unaudited Unaudited Unaudited Audited Audited
Adjusted Statutory Adjusted Statutory Adjusted Statutory
Six months Six months to 30 Six months to 30 Six months to 30 Year ended 31 Year ended
to 30 June 2022 June 2022 June 2021 June 2021 December 2021 31 December 2021
Earnings
attributable
to equity
shareholders
of the Group:
Profit for
the period
(GBP000) 6,581* 5,904 2,836* 1,364 9,385* 2,529
-------------------------------- ------------------ ----------------- ----------------- ------------------- ---------------------
Number of
shares:
Weighted
average
number of
Ordinary
Shares -
Basic 79,580,000 79,580,000 69,998,000 69,998,000 70,995,578 70,995,578
Weighted
average
number of
Ordinary
Shares -
Diluted 79,580,000 79,580,000 69,998,000 69,998,000 70,995,578 70,995,578
-------------------------------- ------------------ ----------------- ----------------- ------------------- ---------------------
Earnings per
share
attributable
to equity
holders of
the Group -
continuing
operations:
Basic
earnings per
share
(pence) 8.3 7.4 4.1 1.9 13.2 3.6
Diluted
earnings per
share
(pence) 8.3 7.4 4.1 1.9 13.2 3.6
-------------------------------- ------------------ ----------------- ----------------- ------------------- ---------------------
* Refer to Note 17 for the reconciliation of Non-IFRS Profit
Metrics.
6. Property, plant and equipment
Assets held for Leasehold Fixtures and
rental improvements Freehold property fittings Motor vehicles Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Cost:
At 1 January
2021
unaudited 104,906 1,537 197 3,322 245 110,207
Additions 2,481 159 - 236 31 2,907
Disposals (2,781) - - (6) - (2,787)
Foreign
exchange
movements (832) (12) - (56) (2) (902)
At 30 June
2021
unaudited 103,774 1,684 197 3,496 274 109,425
---------------- ------------- ------------------- -------------- -------------------- --------
Additions 4,144 42 - 185 25 4,396
Disposals (3,885) - - (23) - (3,908)
Foreign
exchange
movements 834 13 - 25 6 878
At 31 December
2021 audited 104,867 1,739 197 3,683 305 110,791
---------------- ------------- ------------------- -------------- -------------------- --------
Additions 7,715 190 - 131 - 8,036
Disposals (2,802) - - (64) (30) (2,896)
Foreign
exchange
movements 5,197 71 - 180 35 5,483
At 30 June
2022
unaudited 114,977 2,000 197 3,930 310 121,414
---------------- ------------- ------------------- -------------- -------------------- --------
Accumulated
depreciation:
At 1 January
2021
unaudited (84,593) (974) (60) (2,593) (157) (88,377)
Charge for the
period (3,763) (145) (4) (165) (11) (4,088)
Disposals 2,588 - - 6 - 2,594
Foreign
exchange
movements 711 7 - 27 1 746
At 30 June
2021
unaudited (85,057) (1,112) (64) (2,725) (167) (89,125)
---------------- ------------- ------------------- -------------- -------------------- --------
Charge for the
period (3,395) (99) (4) (131) (13) (3,642)
Disposals 3,664 - - 6 - 3,670
Foreign
exchange
movements (833) (8) - (17) (4) (862)
At 31 December
2021 audited (85,621) (1,219) (68) (2,867) (184) (89,959)
---------------- ------------- ------------------- -------------- -------------------- --------
Charge for the
period (3,349) (112) (4) (162) (19) (3,646)
Disposals 2,549 - - 63 29 2,641
Foreign
exchange
movements (4,452) (50) - (144) (22) (4,668)
At 30 June
2022
unaudited (90,873) (1,381) (72) (3,110) (196) (95,632)
---------------- ------------- ------------------- -------------- -------------------- --------
Net book
value:
At 31 December
2020
unaudited 20,313 563 137 729 88 21,830
================ ============= =================== ============== ==================== ========
At 30 June
2021
unaudited 18,717 572 133 771 107 20,300
================ ============= =================== ============== ==================== ========
At 31 December
2021 audited 19,246 520 129 816 121 20,832
================ ============= =================== ============== ==================== ========
At 30 June
2022
unaudited 24,104 619 125 820 114 25,782
================ ============= =================== ============== ==================== ========
7. Goodwill and intangible assets
Customer Non-compete Computer
Goodwill relationships arrangements software Total
GBP000 GBP000 GBP000 GBP000 GBP000
Cost:
At 1
January
2021
unaudited 48,585 4,447 208 2,801 56,041
Additions - - - 457 457
Foreign exchange movements (36) (7) - 2 (41)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 30 June 2021 unaudited 48,549 4,440 208 3,260 56,457
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Additions - - - 509 509
Foreign exchange movements 102 7 - - 109
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 31 December 2021
audited 48,651 4,447 208 3,769 57,075
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Additions - - - 255 255
Foreign exchange movements 534 2 - 9 545
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 30 June 2022 unaudited 49,185 4,449 208 4,033 57,875
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Amortisation:
At 1 January 2021 unaudited - (2,261) (109) (2,627) (4,997)
Charge for the period - (726) (34) (66) (826)
Foreign exchange movements - - - (2) (2)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 30 June 2021 unaudited - (2,987) (143) (2,695) (5,825)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Charge for the period - (723) (33) (82) (838)
Foreign exchange movements - - - (1) (1)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 31 December 2021
audited - (3,710) (176) (2,778) (6,664)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Charge for the period - (594) (26) (138) (758)
Foreign exchange movements - 1 - (10) (9)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
At 30 June 2022 unaudited - (4,303) (202) (2,926) (7,431)
------------------- -------------------------- ---------------------------- -------------------------- ------------------------
Net book value:
At 31 December 2020
unaudited 48,585 2,186 99 174 51,044
=================== ========================== ============================ ========================== ========================
At 30 June 2021 unaudited 48,549 1,453 65 565 50,632
=================== ========================== ============================ ========================== ========================
At 31 December 2021
audited 48,651 737 32 991 50,411
=================== ========================== ============================ ========================== ========================
At 30 June 2022 unaudited 49,185 146 6 1,107 50,444
=================== ========================== ============================ ========================== ========================
Goodwill has arisen on the acquisition of the following
subsidiaries: Amazon Group Limited (the parent company of the
existing Ashtead Technology Group at the time of acquisition, in
April 2016), TES Survey Equipment Services LLC, Welaptega Marine
Limited, Aqua-Tech Solutions LLC and its subsidiary Alpha Subsea
LLC, and Underwater Cutting Solutions Limited, as well as the
acquisition of the trade and assets of Forum Subsea Rentals, a
division of Forum Energy Technologies (UK) Limited, Forum Energy
Asia Pacific PTE Ltd and Forum US, Inc.
The Group tests annually for impairment, or more frequently if
there are indicators that goodwill might be impaired.
For each of the operating segments to which goodwill has been
allocated, the recoverable amount has been determined on the basis
of a value in use calculation. In each case, the value in use was
found to be greater than the carrying amount of the group of CGUs
to which the goodwill has been allocated. Accordingly, no
impairment to goodwill has been recognised. The value in use has
been determined by discounting future cash flows forecast to be
generated by the relevant regional segment. The key assumptions on
which management has based its cash flow projections are the same
as those used in the last Annual Report and Accounts.
8. Inventories
Unaudited Unaudited Audited
30 June 2022 30 June 2021 31 December 2021
GBP000 GBP000 GBP000
Raw materials and consumables 2,351 1,782 1,778
============= ==================== ===================
The cost of inventories recognised as an expense and included in
cost of sales during the period was GBP1,690,000 (H1 2021:
GBP1,422,000).
9. Trade and other receivables
Unaudited Unaudited Audited
30 June 2022 30 June 2021 31 December 2021
GBP000 GBP000 GBP000
Trade receivables 18,295 11,564 14,212
Prepayments and accrued
income 3,453 3,378 3,012
Amounts due to related parties
(Note 16) - 1,293 -
21,748 16,235 17,224
============= ============= =================
The Directors consider that the carrying amount of trade and
other receivables approximates to fair value. The amounts owed by
related parties bear no interest and are due on demand.
10. Trade and other payables
Unaudited Unaudited Audited
30 June 2022 30 June 2021 31 December 2021
GBP000 GBP000 GBP000
Trade payables 5,775 3,424 3,349
Accruals 8,298 5,903 5,682
Amounts due to related parties
(Note 16) 123 - 384
14,196 9,327 9,415
============= ============== =================
The Directors consider that the carrying amount of trade and
other payables equates to fair value. The amounts due to related
parties bear no interest and are due on demand.
11. Loan and borrowings
Unaudited Unaudited Audited
30 June 2022 30 June 2021 31 December 2021
GBP000 GBP000 GBP000
Bank loans (held at amortised
cost) - 38,901 -
- 38,901 -
============= ======================= ==================
Non-current
Bank loans (held at amortised
cost) 22,678 - 24,425
Related party loan notes
(Note 16) - 1,160 -
22,678 1,160 24,425
============= ====== ===================================
At 30 June 2022 the bank loans comprise a revolving credit
facility of GBP23,121,000 (of which GBP11,430,000 denominated in
USD) which carried interest at SONIA plus 2.2%. The lenders are
HSBC Bank plc and Clydesdale Bank plc. The Facility Agreement is
subject to a leverage covenant of 2.5x and an interest cover
covenant of 4:1. The total commitments are GBP40,000,000 for the
RCF and an additional GBP10,000,000 accordion facility. As at 30
June 2022 the RCF had an undrawn balance of GBP16,879,000 and the
GBP10,000,000 accordion facility was undrawn. A non-utilisation fee
of 0.88% is charged on the non-utilised element of the RCF
facility. The revolving credit facility is fully repayable by
November 2024, with an option to extend subject to credit
approval.
Certain companies within the Group are party to cross guarantees
with respect to bank loans totalling GBP23,121,000 (31 December
2021: GBP24,953,000) advanced to Ashtead Technology Limited and
Ashtead Technology Offshore Inc. The lenders have a floating charge
over certain assets of the Group.
At 30 June 2021 the bank loans comprised senior bank debt of
GBP39,434,000 (of which GBP9,593,000 denominated in USD) and the
senior A, B and revolving credit facility carried interest at LIBOR
plus 3.5%, 4.0% and 5.0% respectively. The senior A, B and
revolving credit facility were repaid in full in November 2021.
The related party loan notes carried interest at 7% which
capitalised quarterly and was repaid in full in November 2021.
Bank loans are repayable as follows:
Unaudited Unaudited Audited
30 June 2022 30 June 2021 31 December 2021
GBP000 GBP000 GBP000
Within one year - 39,434 -
Within one to two years - - -
Within two to three years 23,121 - 24,953
------------- ------------- -----------------
23,121 39,434 24,953
Deferred finance costs (443) (533) (528)
22,678 38,901 24,425
============= ============= =================
12. Financing liabilities reconciliation
Changes in Unaudited
Unaudited Interest Other exchange 30 June
1 January 2021 Cash flows paid non-cash changes rates 2021
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Cash at bank
and in hand 10,958 (3,347) - - 91 7,702
--------------------- -------------------- ----------- --------------------- ---------- -----------
Bank loans (43,008) 4,326 - (345) 126 (38,901)
Related
party loan
notes (1,121) - - (39) - (1,160)
Lease
liabilities (3,052) 453 78 (647) (88) (3,256)
--------------------- -------------------- ----------- --------------------- ---------- -----------
Net debt (36,223) 1,432 78 (1,031) 129 (35,615)
===================== ==================== =========== ===================== ========== ===========
The non-cash movement relates to amortisation of deferred
finance costs, accrual of finance costs on related party loan notes
and lease liability, and addition of new leases during the
period.
Other
Unaudited Cash Interest non-cash Changes in exchange Audited
30 June 2021 flows paid changes rates 31 December 2021
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Cash at bank
and in hand 7,702 (2,979) - - 134 4,857
------------------- --------- -------- -------- ---------------------- ----------------------------
Bank loans (38,901) 15,602 - (877) (249) (24,425)
Related
party loan
notes (1,160) 830 - 330 - -
Lease
liabilities (3,256) 559 73 (272) (238) (3,134)
------------------- --------- -------- -------- ---------------------- ----------------------------
Net debt (35,615) 14,012 73 (819) (353) (22,702)
=================== ========= ======== ======== ====================== ============================
The non-cash movement relates to the amortisation of deferred
finance costs, accrual of finance costs on related party loan notes
and lease liability, and the addition of new leases during the
period.
Audited Other Changes in Unaudited
31 December 2021 Cash flows Interest paid non-cash changes exchange rates 30 June 2022
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
Cash at bank and
in hand 4,857 (756) - - 324 4,425
---------------- ---------- ------------- ---------------- ---------------- ------------------
Bank loans (24,425) 3,022 - (91) (1,184) (22,678)
Lease liabilities (3,134) 520 69 (261) (149) (2,955)
---------------- ---------- ------------- ---------------- ---------------- --------------------
Net debt (22,702) 2,786 69 (352) (1,009) (21,208)
================ ========== ============= ================ ================ ====================
The non-cash movement relates to the amortisation of deferred
finance costs, accrual of finance costs on lease liability and the
addition of new leases during the period.
13. Leases
Leases as lessee
The Group leases warehouses, offices, and other facilities in
different locations (UK, UAE, Singapore, Canada, USA). The lease
term ranges from 2 to 15 years with an option to renew available
for some of the leases. Lease payments are renegotiated every 3-5
years to reflect market terms. The Group has elected not to
recognise right-of-use assets and lease liabilities for leases that
are short-term and/or of low-value items. The Group recognises the
lease payments associated with these leases as an expense on a
straight-line basis over the lease term.
Further information about leases is presented below:
a) Amounts recognised in consolidated balance sheet
Right-of-use assets GBP000
Balance at 1 January 2021 unaudited 2,816
Additions to right-of-use assets 668
Depreciation charge for the period (418)
Effects of movements in exchange (24)
rates ------
3,042
Balance at 30 June 2021 unaudited ------
Additions to right-of-use assets 272
Depreciation charge for the period (417)
Effects of movements in exchange 26
rates ------
2,923
Balance at 31 December 2021 audited ------
Additions to right-of-use assets 180
Depreciation charge for the period (432)
Effects of movements in exchange 75
rates ------
2,746
Balance at 30 June 2022 unaudited ------
Audited
Unaudited Unaudited 31 December
30 June 2022 30 June 2021 2021
Lease liabilities: GBP000 GBP000 GBP000
Current 791 763 783
Non-current 2,164 2,493 2,351
Total lease liabilities 2,955 3,256 3,134
================================= ====================== ============
Lease liabilities are repayable as follows:
Audited
Unaudited Unaudited 31 December
30 June 2022 30 June 2021 2021
GBP000 GBP000 GBP000
Within one year 910 932 966
Within one to two years 690 823 767
Within two to three years 683 620 675
Within three to four years 460 587 568
Within four to five years 335 367 334
Beyond five years 198 481 362
------------- ------------- -------------
3,276 3,810 3,672
Effect of discounting (321) (554) (538)
Total lease liabilities 2,955 3,256 3,134
============= ============= =============
b) Amounts recognised in the income statement
Unaudited Unaudited
six months six months Audited
to 30 June to 30 June year ended 31 December
2022 2021 2021
GBP000 GBP000 GBP000
Depreciation
charge 432 418 835
Interest
expense on
lease
liability 69 78 151
Expenses
relating to
short-term
leases 100 83 165
Total amount
recognised
in the
income
statement 601 579 1,151
=========================== ========================== =======================================
c) Amounts recognised in the cash flow statement
Unaudited Unaudited
six months six months Audited
to 30 June to 30 June year ended 31
2022 2021 December 2021
GBP000 GBP000 GBP000
Total cash payments for leases 589 531 1,163
=========== =========== ==============
14. Capital commitments
Audited
Unaudited Unaudited 31 December
30 June 2022 30 June 2021 2021
GBP000 GBP000 GBP000
Capital expenditure contracted for
but not provided 2,720 1,900 2,825
============= ============= ============
15. Share capital and reserves
The Group considers its capital to comprise its invested
capital, called up share capital, share premium, merger reserve,
retained earnings and foreign exchange translation reserve.
Quantitative detail is shown in the consolidated statement of
changes in equity. The Directors' objective when managing capital
is to safeguard the Group's ability to continue as a going concern
in order to provide returns for the shareholders and benefits for
other stakeholders.
Unaudited Unaudited Audited
30 June 30 June 31 December
Called up share capital 2022 2021 2021
Allotted, called up
and fully paid No. GBP000 No. GBP000 No. GBP000
Ordinary shares of
GBP0.05 each 79,580,000 3,979 69,998,000 3,500 79,580,000 3,979
--------- --------- ------------
3,979 3,500 3,979
========= ========= ============
Ordinary share capital represents the number of shares in issue
at their nominal value. On 23 November 2021 the share capital of
the former Group has been replaced with the newly issued listed
shares following the IPO. Ordinary Shares of 9,582,000 with a
nominal value of GBP479,000 were issued on IPO. The holders of
Ordinary Shares are entitled to receive dividends as declared from
time to time and are entitled to one vote per share at meetings of
the Company.
Share premium
Share premium represents the amount over the par value which was
received by the Group upon the sale of the Ordinary Shares. Upon
listing on 23 November 2021 the par value of the shares was GBP0.05
but the initial offering price was GBP1.62. Share premium is stated
net of direct costs of GBP929,000
relating to the issue of the shares.
Merger reserve
The merger reserve was created as a result of the share for
share exchange under which Ashtead Technology Holdings plc became
the parent undertaking prior to the IPO. Under merger accounting
principles, the assets and liabilities of the subsidiaries were
consolidated at book value in the Group financial statements and
the consolidated reserves of the Group were adjusted to reflect the
statutory share capital, share premium and other reserves of the
Company as if it had always existed, with the difference presented
as the merger reserve.
Foreign currency translation reserve
The assets and liabilities of foreign operations, including
goodwill and fair value adjustments arising on consolidation, are
translated to the Group's presentational currency, sterling, at
foreign exchange rates ruling at the balance sheet date. The
revenues and expenses of foreign operations are translated at an
average rate for each month where this rate approximates to the
foreign exchange rates ruling at the dates of the transactions.
Exchange differences arising from this translation of foreign
operations are reported as an item of other comprehensive income
and accumulated in the translation reserve, within invested
capital. When a foreign operation is disposed of, such that
control, joint control or significant influence (as the case may
be) is lost, the entire accumulated amount in the foreign currency
translation reserve is recycled to the income statement as part of
the gain or loss on disposal.
Retained earnings
The movement in retained earnings is as set out in the
Consolidated Statement of Changes in Equity. Retained earnings
represent cumulative profits or losses, net of dividends and other
adjustments.
16. Related parties
In prior periods the Group transacted with entities which
formerly had significant influence over the Group which are
presented below. There were no transactions with these related
parties in the six-month period ended 30 June 2022.
Transactions during the period with Unaudited Unaudited Audited
related parties: six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
GBP000 GBP000 GBP000
Dividend expense*
BP INV2 Newco Limited - - 476
BP INV2B Bidco Limited - - 820
Interest expense
BP INV2B Bidco Limited - 39 71
============= =========== ============
*The dividend expense related to the pre-IPO group
restructure.
Outstanding balances with related Unaudited Audited
parties as at period end: Unaudited 30 June 31 December
30 June 2022 2021 2021
GBP000 GBP000 GBP000
Receivables from:
BP INV2B Bidco Limited - 820 -
BP INV2 Holdco Limited - 422 -
BP INV2 Newco Limited - 51 -
- 1,293 -
=============== ========= ============
Payables to:
BP INV2B Bidco Limited (101) - (362)
BP INV2 Holdco Limited (20) - (20)
BP INV2 Newco Limited (2) - (2)
(123) - (384)
=============== ========= ==============
Related party loan notes payable to:
BP INV2B Bidco Limited - 1,160 -
=============== ========= ==============
Compensation of key management personnel: Unaudited Unaudited Audited
six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
GBP000 GBP000 GBP000
Salaries and fees 407 238 503
Bonus(1) 200 - -
Additional payments(2) - 9 268
Other benefits 41 34 67
Total 648 281 838
============= =========== ============
(1) Bonus paid was a contractual obligation on the successful
completion of the IPO, which was accrued at 31 December 2021 and
paid during February 2022.
(2) Additional payment paid to fund purchase of MIP shares
pre-IPO.
Key management personnel are also entitled to long-term
investment plan awards which were due to be issued post IPO and
have not as yet been awarded.
17. Reconciliation of Non-IFRS Profit Metrics
Reconciliation of Unaudited Unaudited Audited
Adjusted EBITDA six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
Notes GBP000 GBP000 GBP000
Adjusted EBITDA 12,252 10,121 22,437
Cost associated with
IPO - (88) (3,332)
Restructuring costs - (329) (1,314)
One-off bad debts &
debt collection
costs - (27) (39)
One-off inventory
adjustment - - 205
One-off asset disposal - - 130
(92) (68) (35)
Other exceptional costs -------- -------- --------
Operating profit before
depreciation,
amortisation and
foreign exchange
gain/(loss) 12,160 9,609 18,052
Depreciation on
property, plant
and equipment 6 (3,646) (4,154) (7,878)
Depreciation on (432) (431) (835)
right-of-use asset 13 -------- -------- --------
Operating profit before
amortisation
and foreign exchange
gain/(loss) 8,082 5,024 9,339
Amortisation of
intangible assets 7 (758) (760) (1,516)
Foreign exchange 156 (232) (215)
gain/(loss) -------- -------- --------
Operating profit 7,480 4,032 7,608
================================== ==================== =================================
Reconciliation of Unaudited Unaudited Audited
Adjusted EBITA six months six months year ended
to 30 June to 30 June 31 December
2022 2021 2021
Notes GBP000 GBP000 GBP000
Adjusted EBITA 8,174 5,536 13,724
Cost associated with
IPO - (88) (3,332)
Restructuring costs - (329) (1,314)
One-off bad debts &
debt collection
costs - (27) (39)
One-off inventory
adjustment - - 205
One-off asset disposal - - 130
Other exceptional costs (92) (68) (35)
Amortisation of
intangible assets 7 (758) (760) (1,516)
Foreign exchange 156 (232) (215)
gain/(loss) -------- -------- --------
Operating profit 7,480 4,032 7,608
================================== ==================== =================================
Reconciliation Unaudited Unaudited Audited
of Adjusted six months six months year ended
Profit to 30 June to 30 June 31 December
Before Tax 2022 2021 2021
Notes GBP000 GBP000 GBP000
Adjusted Profit
Before Tax 7,595 3,889 10,822
Cost associated
with IPO - (88) (3,332)
Restructuring
costs - (329) (1,314)
One-off bad
debts & debt
collection
costs - (27) (39)
One-off
inventory
adjustment - - 205
One-off asset
disposal - - 130
One-off hedge
reserve
movement - (313) (313)
Loan repayment
fees - - (100)
Deferred
finance cost
write off - - (704)
Other
exceptional
costs (92) (68) (35)
Foreign
exchange
gain/(loss) 156 (232) (215)
Amortisation of
intangible (758) (760) (1,516)
assets 7 -------- -------- --------
Profit before
taxation 6,901 2,072 3,589
====================================== ============================= =================
Reconciliation Unaudited Audited
of Adjusted Unaudited six months year ended
Profit six months to 30 June 31 December
After Tax to 30 June 2022 2021 2021
Notes GBP000 GBP000 GBP000
Adjusted Profit
After Tax 6,581 2,836 9,385
Cost associated
with IPO - (88) (3,332)
Restructuring
costs - (329) (1,314)
One-off bad
debts & debt
collection
costs - (27) (39)
One-off
inventory
adjustment - - 205
One-off asset
disposal - - 130
One-off hedge
reserve
movement - (313) (313)
Loan repayment
fees - - (100)
Deferred
finance cost
write off - - (704)
Other
exceptional
costs (92) (68) (35)
Foreign
exchange
gain/(loss) 156 (232) (215)
Amortisation of
intangible
assets 7 (758) (760) (1,516)
Tax impact of
the
adjustments 17 345 377
above -------- -------- --------
Profit for the
financial
period 5,904 1,364 2,529
====================================== ============================= =================
Adjusted Profit After Tax is used to calculate the Adjusted
basic earnings per share in Note 5.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
IR BKQBDDBKBFCK
(END) Dow Jones Newswires
September 05, 2022 02:00 ET (06:00 GMT)
Grafico Azioni Ashtead Technology (LSE:AT)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Ashtead Technology (LSE:AT)
Storico
Da Giu 2023 a Giu 2024
