Results for the year ended 31 December 2023
Strong results with adjusted
operating profit 61% up on prior year
FINANCIAL HIGHLIGHTS
|
Year ended 31
December
|
change
|
change
(constant
currency)
|
(4)
|
|
2023
|
|
2022
|
|
|
|
REVENUE
|
£963.5m
|
|
£848.4m
|
+14%
|
+14%
|
|
OPERATING PROFIT
|
£37.9m
|
|
£32.5m
|
+17%
|
+17%
|
|
ADJUSTED FOR:
|
|
|
|
|
|
|
AMORTISATION OF
INTANGIBLE ASSETS FROM ACQUISITIONS
|
£2.2m
|
|
£0.2m
|
|
|
|
NET RESTRUCTURING
COST/(INCOME)
|
£5.6m
|
|
£(4.2)m
|
|
|
|
SITE RELOCATION
COST
|
£0.1m
|
|
£nil
|
|
|
|
ADJUSTED OPERATING PROFIT (1)
|
£45.8m
|
|
£28.5m
|
+61%
|
+61%
|
|
ADJUSTED OPERATING MARGIN (1)
|
4.8%
|
|
3.4%
|
+140 bps
|
+140
bps
|
|
PROFIT BEFORE TAX
|
£22.8m
|
|
£22.4m
|
+2%
|
+2%
|
|
ADJUSTED PROFIT BEFORE TAX (1)
|
£38.3m
|
|
£20.1m
|
+91%
|
+92%
|
|
BASIC EARNINGS PER SHARE
|
7.52p
|
|
4.86p
|
+55%
|
|
|
ADJUSTED EARNINGS PER SHARE (1)
|
10.28p
|
|
4.36p
|
+136%
|
|
|
TOTAL DIVIDEND (PAID AND PROPOSED) PER
SHARE
|
2.30p
|
|
1.30p
|
+77%
|
|
|
FREE CASH FLOW (2)
|
£15.5m
|
|
£27.7m
|
-44%
|
|
|
NET DEBT EXCLUDING CAPITALISED LEASES
(2)
|
£132.0m
|
|
£100.5m
|
£32m
increase
|
Net debt /
EBITDA(5)
1.6x
|
|
NET DEBT (2)
|
£203.8m
|
|
£178.9m
|
£25m
increase
|
|
|
ROCE (3)
|
7.1%
|
|
4.7%
|
+240bps
|
|
|
Highlights
●
|
Strong trading performance across
the Group compared to 2022
|
●
|
Adjusted EPS of 10.28p includes
benefit of 2.54p from release of provisions for uncertain tax
positions
|
●
|
Continued ROCE improvement,
increasing by 240 bps
|
●
|
Robust core market demand, with a
healthy book-to-bill of 1.14
|
●
|
Healthy balance sheet with net debt
/ EBITDA(5) of 1.6x
|
●
|
Spencer Aerospace revenues increased
by over 50% year-on-year
|
●
|
The Board anticipates good growth
for the Group in 2024 in line with its expectations
|
●
|
Final dividend of 1.70p, bringing
full year dividend to 2.30p, up 77%, reflecting improved
performance and future prospects
|
Commenting on the results, David Squires, Group Chief
Executive Officer of Senior plc, said:
"Senior has delivered a year of strong trading performance and
profit growth with significant momentum across our two
divisions.
Our Flexonics Division performed well in 2023 with
double-digit margins and strong growth in both land vehicle and
power & energy. In 2024 we expect to maintain good
performance with land vehicle market demand normalising to more
typical levels and continuing robust demand in our downstream oil
& gas business.
Momentum is building in our Aerospace Division. We have
achieved a diversified position across key civil and defence
aircraft platforms and are benefiting from increasing aircraft
build rates which we expect will lead to higher sales in 2024 and
beyond. Supply chain issues are improving as anticipated and
we expect further improvement as 2024 progresses. Beyond
this, we can expect Aerospace performance to continue to improve in
2025 as production rates increase, supply chain continues to
improve, and additional contractually agreed price rises take
effect.
Overall, the Board anticipates good growth for the Group in
2024 in line with its expectations.
Looking further ahead, we remain on track to achieve our
stated ROCE target of at least 13.5%. Our strategy and
positioning in attractive and structurally resilient core markets,
active portfolio management, combined with our sector leading
sustainability credentials and highly relevant technical
capabilities, provides confidence of continuing performance
improvements across our Aerospace and Flexonics Divisions,
enhancing value for our stakeholders."
Further information
Bindi Foyle, Group Finance
Director, Senior plc
|
+44 (0) 1923 714 725
|
Tom Bindloss, Head of Treasury and
Interim Investor Relations, Senior plc
|
+44 (0) 1923 714 743
|
Richard
Webster-Smith, FGS Global
|
+44 (0) 7796 708 551
|
Notes
This Release represents the
Company's dissemination announcement in accordance with the
requirements of Rule 6.3.5 of the Disclosure and Transparency Rules
of the United Kingdom's Financial Services Authority. The
full Annual Report & Accounts 2023, together with other
information on Senior plc, can be found at:
www.seniorplc.com
The information contained in this
Release is an extract from the Annual Report & Accounts 2023,
however, some references to Notes and page numbers have been
amended to reflect Notes and page numbers appropriate to this
Release.
The Directors' Responsibility
Statement has been prepared in connection with the full Financial
Statements and Directors' Report as included in the Annual Report
& Accounts 2023. Therefore, certain Notes and parts of
the Directors' Report reported on are not included within this
Release.
(1)
|
Adjusted operating profit and
adjusted profit before tax are stated before £2.2m amortisation of
intangible assets from acquisitions (2022 - £0.2m), £5.6m net
restructuring costs (2022 - £4.2m net income) and £0.1m site
relocation cost (2022 - £nil). Adjusted profit before tax is
also stated before costs associated with corporate undertakings of
£7.6m (2022 - £1.7m). A reconciliation of adjusted operating
profit to operating profit is shown in Note 4. Adjusted
earnings per share includes the benefit of a release of £10.5m of
provision for uncertain tax positions in the second half of 2023,
of which £3.5m relates to interest (see Note 5 for further
details). Adjusted operating margin is the ratio of adjusted
operating profit to revenue.
|
(2)
|
See Note 12b and 12c for derivation
of free cash flow and of net debt, respectively.
|
(3)
|
Return on capital employed ("ROCE")
is derived from annual adjusted operating profit (as defined in
Note 4) divided by the average of the capital employed at the start
and end of that twelve-month period, capital employed being total
equity plus net debt (as derived in Note 12c).
|
(4)
|
2022 results translated using 2023
average exchange rates - constant currency.
|
(5)
|
The following measures are used for
the purpose of assessing covenant compliance for the Group's
borrowing facilities:
●
|
EBITDA is adjusted profit before
tax and before interest, depreciation, amortisation and profit or
loss on sale of property, plant and equipment. It also
excludes EBITDA from businesses which have been disposed and
includes 12 months EBITDA for businesses acquired and it is based
on frozen GAAP (pre-IFRS 16). EBITDA for 2023 was
£84.1m.
|
●
|
Net debt is defined in Note
12c. It is based on frozen GAAP (pre-IFRS 16) and as required
by the covenant definition, it is restated using 12-month average
exchange rates.
|
●
|
Interest is adjusted finance costs
and finance income before net finance income of retirement
benefits. It also excludes interest from businesses which
have been disposed and it is based on frozen GAAP (pre-IFRS
16).
|
●
|
The definition of adjusted items in
the Consolidated Income Statement is included in Note 4.
|
|
The Group's principal exchange rate
for the US Dollar applied in the translation of Income Statement
and cash flow items at average 2023 rates was $1.24 (2022 - $1.24)
and applied in the translation of balance sheet items at 31
December 2023 was $1.27 (31 December 2022 - $1.21).
Annual Report
The full Annual Report &
Accounts 2023 is now available online at www.seniorplc.com.
Printed copies will be distributed on or soon after 15 March
2024.
Webcast
There will be a presentation on
Monday 4 March 2024 at 11.00am GMT accessible via a live webcast on
Senior's website at www.seniorplc.com/investors.
The webcast will be made available on the website for subsequent
viewing.
Note to Editors
Senior is a FTSE 250 international
manufacturing Group with operations in 12 countries. It is
listed on the main market of the London Stock Exchange (symbol
SNR). Senior's Purpose is "we help engineer the transition to
a sustainable world for the benefit of all our
stakeholders."
Senior designs and manufactures high technology components and
systems for the principal original equipment producers in the
worldwide aerospace & defence, land vehicle and power &
energy markets.
Cautionary Statement
This Release contains certain
forward-looking statements. Such statements are made by the
Directors in good faith based on the information available to them
at the time of their approval of this Release and they should be
treated with caution due to the inherent uncertainties, including
both economic and business risk factors, underlying any such
forward-looking information.
GROUP CHIEF EXECUTIVE OFFICER'S STATEMENT
Overview of 2023 results
Senior made good operational and
strategic progress in 2023. Trading performance was strong
with revenue growing 14% and adjusted operating profit growing 61%
over 2022.
In 2023, Group revenue increased by
14% on a constant currency basis to £963.5m with strong
double-digit growth across both divisions. This year-on-year
increase reflected the strength in our core markets and our
positioning on key growth platforms across both Aerospace and
Flexonics. The Group benefited from growth in land vehicle
and power & energy markets, the increases in civil aircraft
production rates and higher defence spending.
In Flexonics, revenue grew 18%
compared to prior year, on a constant currency basis. This
performance was driven by strong customer demand and market share
gains in land vehicle as well as good momentum in power &
energy markets. In Aerospace, revenue increased 11.5%
year-on-year on a constant currency basis. The increase
reflected ramp up in civil aircraft production rates and growth in
the defence market more than offsetting the reduction in sales to
semiconductor equipment customers (which is included in "Other
Aerospace").
For the third year running, the
Group recorded good order intake reflecting the broad, diversified
and high-quality nature of our business. The 2023
book-to-bill ratio of 1.14 underpins our confidence in further
growth in 2024 and beyond.
We measure Group performance on an
adjusted basis, which excludes items that do not directly reflect
the underlying trading performance in the period (see Note
4). References below therefore focus on these adjusted
measures.
The Group generated an adjusted
operating profit of £45.8m (2022 - £28.5m). Adjusted
operating margin increased by 140 basis points, to 4.8% for the
year. Price increases secured during the period helped to
more than offset the impact of continued inflationary cost
increases, including raw materials. The improved
profitability also reflected volume related operating leverage,
particularly across our Flexonics operating businesses. In
Aerospace, trading performance has been in line with expectations
whilst absorbing the significant impact of the Thailand supplier
fire and other supply chain issues in 2023.
As anticipated, the Aerospace
supply chain has started to improve and we expect further progress
throughout 2024. The volume of parts shortages and specific
supply chain challenges has reduced considerably, however, there
are still some challenges on certain material and component
categories that are affecting some of our operating businesses in
common with the whole industry.
One of the most significant supply
chain challenges in 2023 that we have previously highlighted was
the fire at one of our key suppliers in Thailand. Our team in
Thailand proactively managed the consequences of the fire to help
customers, and the supplier in question, to the very best of their
ability. Nonetheless the fire had a significant effect on
planned growth and performance in our Thailand business and it was
to the credit of our other Aerospace businesses that they stepped
up to ensure we met our expectations for the Division as a
whole. Progress with the factory rebuild at our supplier is
continuing apace and should be near completion by the end of Q1
although, as previously advised, it will be well into the second
half of 2024 before requalification of their parts from the new
factory will allow return to normal operations. Thereafter we
are confident that Thailand will see rapid growth as they have a
compelling value proposition that our customers are keen to take
advantage of.
The Group's adjusted profit before
tax increased by 91% in 2023 to £38.3m (2022 - £20.1m). This
includes £3.5m benefit (2022 - £nil) from interest unwind following
a simplification of our Americas legal entity ownership structure,
that will therefore not repeat in 2024 (see Note 5).
The adjusted tax credit for 2023
was £4.2m (2022 - a charge of £2.0m) and includes £7.0m benefit
(2022 - £nil) from a release of provision for uncertain tax
positions, following the legal entity simplification described
above. Adjusted earnings per share increased by 136% to 10.28
pence (2022 - 4.36 pence) and includes benefit of 2.54 pence from
the above noted release of interest and tax provisions following
the legal entity simplification, that will not repeat in
2024.
Reported operating profit was
£37.9m (2022 - £32.5m) and profit before tax was £22.8m (2022 -
£22.4m). Basic earnings per share increased to 7.52 pence
(2022 - 4.86 pence).
The Group generated
free cash inflow of £15.5m (2022 - £27.7m) in
2023; higher year-on-year profits were offset by increased
investment in working capital reflecting production growth.
Cash outflows from working capital of £27.6m (2022 - £12.1m)
reflected higher receivables as a result of revenue growth and
planned investment in inventory to enable us to meet the strong
increase in demand from our customers, as well as to mitigate
ongoing supply chain issues in Aerospace.
Gross capital expenditure was £35.9m
(2022 - £30.5m) which was 0.9x depreciation (excluding the impact
of IFRS 16). Cash interest paid, net of interest received,
was £12.9m (2022 - £9.0m) reflecting the effect of higher borrowing
costs on variable rate debt.
The Group experienced a net cash
outflow of £25.5m (2022 - £2.6m) in 2023, due to free cash inflow
of £15.5m (2022 - £27.7m), offset by £25.8m cash outflows related
to corporate undertakings; £6.6m dividends paid; £5.6m purchase of
shares held by the employee benefit trust; and £3.0m net outflows
related to restructuring and the US pension settlement.
The Group's balance sheet remains
healthy with a period-end net debt to EBITDA of 1.6x.
The headroom on our committed borrowing
facilities at 31 December 2023 was £142.4m.
Net debt at the end of December 2023 was £203.8m
(including capitalised leases of £71.8m), an increase of £24.9m
from December 2022, after taking into account favourable currency movements of £8.5m and a £7.9m increase
for lease movements.
ROCE increased by 240 basis points
to 7.1% (2022 - 4.7%). The continued increase in ROCE
reflects the 61% increase in adjusted operating profit in
2023. This improvement keeps the Group on track to deliver
our stated ROCE target of at least 13.5%.
The Board has confidence in the
Group's performance, financial position and future prospects, and
has approved a final dividend of 1.70 pence per share (2022 - 1.00
pence). This will be paid on 31 May 2024 to shareholders on
the register at close of business on 3 May 2024. This brings
the total dividends, paid and proposed for 2023, to 2.30 pence per
share (2022 - 1.30 pence). We will continue to follow a
progressive dividend policy reflecting earnings per share, free
cash flow generation, market conditions and dividend
cover.
Market Overview
Our core Flexonics and Aerospace
markets were strong during 2023.
Land Vehicle (21% of Group)
Land vehicle markets experienced
good momentum in 2023 with strong growth in Europe and India and
record heavy-duty truck production in North America.
According to Americas Commercial
Transportation ("ACT") research, the North American heavy-duty
truck market grew by 8% in 2023 compared to 2022 which was ahead of
their earlier expectations. ACT expects this market to
decline by 16% in 2024 reflecting a return to more normal levels of
production before returning to growth in 2025. As stated by
S&P, European truck and bus market production grew by 14% in
2023 and is forecast to decline by 11% in 2024, with growth
resuming in 2025. The global commercial vehicle market is
expected to grow at low single-digit compound annual growth rate
through the cycle.
Passenger vehicle production in
2023 continued to benefit from improving supply chains and pent-up
demand. According to S&P, European passenger vehicle
production grew by 12% in 2023 and it is forecast to decline by 3%
in 2024. Production of electric vehicles (EVs) grew by 32%
during 2023, representing 12% of all new passenger
vehicles.
Power & Energy (15% of Group)
In 2023, power & energy markets
grew with higher levels of activity in upstream oil & gas
continuing and good levels of maintenance and overhaul. In
upstream markets oil producers sought to enhance both their
existing and future production capabilities. Investment in
exploration, appraisal and production was high in multiple
geographies.
Global oil-refining capacity grew
by an estimated 2% in 2023, according to the International Energy
Agency (IEA), with most of this growth in Africa, China, and India.
Capacity growth in North America was flat.
Looking ahead demand for oil in
2024 is anticipated by the IEA to increase by 1%, in line with the
growth in supply. Refining capacity is anticipated to
increase by 1% per annum over the next five years. Wood
McKenzie forecast that oil consumption will peak in 2028 as
improvements in the efficiency of the global-vehicle fleet and the
adoption of EVs lead to lower demand, while renewables and nuclear
represent a greater share of energy supply.
Civil Aerospace (42% of Group)
Air-passenger traffic volumes
continued to recover strongly during 2023. Revenue
Passenger-Kilometres (RPKs) increased by 37% and have now reached
94% of 2019 (pre-pandemic) levels. Domestic passenger traffic
surpassed 2019 RPKs during the year, reaching 104% of 2019 levels,
while international passenger traffic has reached 89% of
pre-pandemic levels. Air traffic will continue to grow driven
in particular by demand in Asia-Pacific.
Both single-aisle and wide-body
aircraft build rates increased in 2023. Airbus has confirmed
that production of the A320-family of aircraft, which represented
10% of Group sales in 2023, are planned to move progressively to 75
per month in 2026. On other important Airbus platforms,
production of the A220 remains on track to reach 14 per month in
2026, the A330 rates of 4 per month in 2024 and the A350 a build
rate of 10 per month in 2026.
Boeing has confirmed that
production of the B737-MAX, which represented 6% of Group sales in
2023, increased from 31 aircraft a month in H1 2023 to 38 aircraft
per month by the end of 2023. Rates will not increase beyond
this level until approved to do so by the Federal Aviation
Administration (FAA). Boeing has previously said that they
plan to increase B737 production to 50 per month over the 2025/2026
timeframe.
During the pause in the expansion
of B737-MAX production, Boeing has said that they will maintain the
current master schedule, which for some suppliers may be above rate
38 per month, to avoid disruptions to the supply chain and support
future production increases once authorised by the FAA.
Production of the B787, currently
at 5 per month, is planned to move steadily to 10 per month by
2025/2026, while production of the B777X has resumed and the
programme's timeline of reaching a build rate of 4 per month by
2025 remains unchanged.
Defence (14% of Group)
Senior's sales to the defence
sector are focused primarily on the US-military aircraft
market.
The Group is well placed with good
content on the F-35 Joint Strike Fighter, mature programmes such as
the C‑130J and A400M transport aircraft, Eurofighter and the newer
T-7A Red Hawk trainer programme.
Lockheed Martin has stated that
they expect to produce F-35 at a rate of 156 aircraft per annum
over the next five years.
The first T-7A advanced trainer
aircraft from the production line was delivered to the US Air Force
(USAF) in November 2023 for flight testing. The USAF have
awarded Boeing a contract for 351 of the aircraft, with entry into
service expected in 2027.
Other Aerospace (Adjacent Markets) (8% of
Group)
Sales from our Aerospace operating
businesses into end markets outside of the civil aerospace and
defence markets are classified under "Other Aerospace" and include
sales into the semiconductor equipment, medical- device and space
markets.
Using our world class bellows
technology, we manufacture highly engineered proprietary products
to provide unique solutions for semiconductor manufacturing
equipment and low-earth orbit satellites. Demand in the
semiconductor equipment market is anticipated to remain flat during
H1 2024 before beginning to recover in the second half.
The low-earth orbit satellite
market is expected to grow at a compound annual growth rate of 15%
between 2023 and 2030 driven by demand for high-speed and low-cost
broadband, growing advancements in satellite network and potential
uses for laser-based space optical communications.
Delivery of Group
Strategy
Senior has a compelling strategy to
maximise value for shareholders. Our Purpose is "we help
engineer the transition to a sustainable world for the benefit of
all our stakeholders", further explained on pages 4 and 5 of the
Annual Report & Accounts 2023.
To achieve our strategy, we will
continue to:
· strengthen our strategic focus on IP-rich fluid conveyance and
thermal management products;
· maintain a strong focus on lean manufacturing and operational
efficiency through our Senior Operating System;
· execute on our portfolio optimisation strategy to maximise
value creation;
· maintain our sector leading sustainability performance;
and
· drive
intrinsic strong cash generation and deliver our stated target
of at least 13.5% ROCE.
Our strategic focus and expertise
in fluid conveyance and thermal management technology and
capabilities is supported by extensive design and manufacturing
process intellectual property and know-how. We develop and
supply proprietary products, sub-systems and systems for our
customers' demanding applications across a range of diverse and
attractive end markets. Our products are key enablers of
pivotal technologies which are delivering emission reductions and
environmental efficiency and are highly relevant as the world
transitions towards a low-carbon economy. Senior has
developed novel solutions for low and zero carbon
applications. We are involved in a range of research and
development projects that support the drive for electrification and
hydrogen propulsion systems on land and in the air. This is
discussed further on pages 42 and 47 of the Annual Report &
Accounts 2023.
As well as our businesses being
actively focused on new product offerings for the transition to a
low carbon world, we continue to be actively involved in making
conventional technology cleaner as part of our 'one foot in today,
one foot in tomorrow' approach. In addition, Senior's
end-markets are evolving to reflect the global effort to achieve
Net Zero carbon emissions. Senior's technology and product
roadmap is aligned to these trends with a product development
strategy that is compatible with our focus on sustainability, see
pages 16 and 37 of the Annual Report & Accounts 2023.
This strategy, along with our well-capitalised businesses,
provides a solid foundation to support our future growth
aspirations.
Spencer Aerospace
Acquired in November 2022, the
integration of Spencer Aerospace is progressing well. Sales
grew over 50% versus prior year and order intake underpins further
strong growth expected in 2024. In addition, Spencer
Aerospace is working collaboratively with our French Aerospace
business, Ermeto, which has qualified hydraulic fittings for
European Aerospace customers.
Considered and effective capital deployment
We understand the importance of
considered and effective capital deployment towards maximising
shareholder value creation. The Group has a financial
objective to maintain an overall ROCE in excess of its cost of
capital and to target a minimum pre-tax return on capital employed
of 13.5% on a post IFRS 16 basis. Our strategy of expanding
Senior's high-quality fluid conveyance and thermal management
businesses remains a priority. All significant investments
are supported by a business case and are assessed using a rigorous
investment appraisal process.
To maximise the Group's operating
efficiency, overall effectiveness and returns, we actively review
our overall portfolio of operating businesses and evaluate them in
terms of their strategic fit within the Group in order to maximise
Group operating efficiency and optimal value to
shareholders.
We continue to explore strategic
options for our Aerostructures business which includes the
potential divestment of the business.
Sustainability
Our dedication to sustainability is
ingrained in our core Values, forming the foundation of our
Purpose.
Our Environmental, Social and
Governance (ESG) programmes are dynamic and continually advancing.
Notably, we have earned a distinguished "A" rating from CDP
for our work during 2023 on climate disclosure and action. In
addition, we also attained the highest leadership rating for our
2022 Supplier Engagement programme. These achievements
underscore our ongoing commitment to sustainability, reflecting our
proactive stance in addressing environmental challenges and
fostering positive social and governance practices.
In 2023, our ambitious Net Zero
science-based emission reduction targets received verification from
the Science Based Targets initiative ("SBTi").
Senior's verified SBTi targets,
using 2018 as a base year are:
●
|
commitment to reach Net Zero
greenhouse gas emissions across the value chain by 2040;
|
●
|
near-term, commitment to reduce
absolute Scope 1 and 2 greenhouse gas emissions 30% by 2025, and
that 82% of suppliers by spend covering purchased goods and
services and capital goods will have science-based targets by 2025;
and
|
●
|
commitment to reduce absolute Scope
1, 2 and 3 greenhouse gas emissions 90% by 2040.
|
SBTi's Target Validation Team
assessed Senior's Scope 1 and 2 near-term and long-term target
ambitions and Scope 3 long-term ambition and has determined that
they are in line with the Paris Agreement targets to limit global
warming to a 1.5°C trajectory.
In addition, SBTi commended Senior
on the ambition of their overall target, which is the highest
designation available through the SBTi process.
In 2023, we have again made good
progress with our key sustainability metrics and
activities:
Environment
●
|
We remain on track to achieve our
Scope 1, 2 and 3 Science Based Target initiative ("SBTi") verified
Near Term Targets.
|
●
|
Verification of our long-term Net
Zero carbon reduction targets.
|
●
|
48% of our electricity was sourced
from renewable energy, an increase from 41% in 2022.
|
●
|
Recycled 95.1% of waste produced,
compared to 94.8% in 2022.
|
Social
●
|
Following our 2022 Global Employee
Opinion Survey our operating businesses continue to work on
implementing their action plans and communicate progress to
employees. We will run the next survey in May
2024.
|
●
|
Our Lost Time Injury Illness Rate
reduced to 0.32 in 2023, an improvement from 0.38 at the end of
2022. Our Total Recordable Injury Illness Rate improved from
0.93 in 2022 to 0.63 in 2023.
|
●
|
Currently, 57% of the Board
Directors are female, including the Chair of the Audit Committee,
the Senior Independent Director, who is also Chair of the
Remuneration Committee, and the Group Finance Director. The
Chair of the Audit Committee is also the non-executive Director
with Board responsibility for employee engagement. Two of the
Directors (29%) are from ethnic minority backgrounds.
|
Governance
●
|
The Board approved the Group's
Human Rights Policy, demonstrating commitment to do business in a
responsible way and respecting the human rights of our workers and
everyone we engage with.
|
●
|
Introduction for 2024 of two new
non-financial performance measures (carbon reduction and employee
engagement) to the Company's annual bonus targets.
|
Further information on Senior's
sustainability activities can be found on pages 16 to 37 of our
Annual Report & Accounts 2023.
Outlook
Overall, the Board anticipates good
growth for the Group in 2024 in line with its
expectations.
Momentum is building in our
Aerospace Division. We have achieved a diversified position
across key civil and defence aircraft platforms and are benefiting
from increasing aircraft build rates which we expect will lead to
higher sales in 2024 and beyond. Supply chain issues are
improving as anticipated and we expect further improvement as 2024
progresses. Beyond this, we can expect Aerospace performance
to continue to improve in 2025 as production rates increase, supply
chain continues to improve, and additional contractually agreed
price rises take effect.
Our Flexonics Division performed
well in 2023 with double-digit margins and strong growth in both
land vehicle and power & energy. In 2024 we expect to
maintain good performance with land vehicle market demand
normalising to more typical levels and continuing robust demand in
our downstream oil & gas business.
Looking further ahead, we remain on
track to achieve our stated Group ROCE target of at least 13.5%.
Our strategy and positioning in attractive and structurally
resilient core markets, active portfolio management, combined with
our sector leading sustainability credentials and highly relevant
technical capabilities, provides confidence of continuing
performance improvements across our Aerospace and Flexonics
Divisions, enhancing value for our stakeholders.
DAVID SQUIRES
Group Chief Executive
Officer
DIVISIONAL REVIEW
Flexonics
Division
The Flexonics Division represents
36% (2022 - 35%) of Group revenue and consists of 12 operations
which are located in North America (four), continental Europe
(two), the United Kingdom (two), South Africa, India, and China
(two including the Group's 49% equity stake in a land vehicle
product joint venture). This Divisional review, presented
before the share of the joint venture results, is on a constant
currency basis, whereby 2022 results have been translated using
2023 average exchange rates and on an adjusted basis to exclude net
restructuring costs and site relocation costs. The Division's
operating results on a constant currency basis are summarised
below:
|
2023
|
|
2022
|
(1)
|
Change
|
Revenue
|
£348.0m
|
|
£294.9m
|
|
+18.0%
|
Adjusted operating
profit
|
£37.5m
|
|
£25.3m
|
|
+48.2%
|
Adjusted operating
margin
|
10.8%
|
|
8.6%
|
|
+220bps
|
(1)
|
2022 results translated using 2023
average exchange rates - constant currency.
|
|
|
|
|
|
| |
Divisional revenue increased by
£53.1m (18.0%) to £348.0m (2022 - £294.9m) and adjusted operating
profit increased by £12.2m (48.2%) to £37.5m (2022 - £25.3m).
See Note 3 for a reconciliation of adjusted and reported operating
profit.
Revenue Reconciliation
|
£m
|
2022 revenue
|
294.9
|
Land vehicle
|
37.9
|
Power & energy
|
15.2
|
2023 revenue
|
348.0
|
In Flexonics, strong customer
demand and market share gains in land vehicle as well as good
momentum in power & energy markets increased sales in 2023 by
18.0% compared to the prior year, with double-digit growth in all
core markets.
Group sales to land vehicle markets
increased by 23.1% driven by increased market and customer demand
and market share gains for both commercial and passenger
vehicles. Senior's sales to the truck and off-highway market
increased by £10.4m (11.4%) in North America and by £12.4m (39.6%)
in Europe, whilst also growing in India. Our strong sales in
truck markets were aided by production increases on recently won
contracts. Group sales to passenger vehicle markets increased
by £14.7m (43.1%) in the year, benefiting from the launch and ramp
up of new programmes in North America and Europe.
In the Group's power & energy
markets good momentum continued as sales increased by £15.2m
(11.6%) in the year. Sales to oil & gas customers
increased by £13.0m (31.8%), as a result of higher demand mainly
from upstream activity as well as growth in downstream maintenance
and overhaul activity. Sales to power generation and nuclear
markets decreased by £3.2m (7.3%) as growth in nuclear was offset
by the non-repeat of prior year catch up maintenance activity in
powerplants. Sales to other industrial markets increased by
£5.4m reflecting growth in sales to aerospace, medical and steel
industry customers.
Adjusted operating profit increased
by £12.2m compared to prior year and the divisional adjusted
operating margin increased by 220 basis points to 10.8% (2022 -
8.6%). This significant improvement in profitability
reflected the volume related operating leverage across our
operating business and the benefits from recurring price increases
and one-off cost recoveries which offset inflationary cost
increases.
After a strong performance in 2023,
Senior's overall sales to land vehicle markets in 2024 are expected
to reflect the market outlook for more normalised levels of
production. In terms of the end markets:
●
|
ACT Research is forecasting a 16%
decline in North American heavy-duty truck production in 2024.
Following the strength in the market during 2023, demand is
anticipated to normalise in 2024 before
returning to growth in 2025;
|
●
|
North American medium-duty truck
production is forecast to decline by 11% in 2024 due to the need
for high inventory levels to correct, before growing again in
2025;
|
●
|
S&P forecasts that European
truck and bus production will fall by 11% in 2024 due to macro
headwinds including inflation and higher financing costs.
Subsequently growth will be driven by replacement demand and the
need to comply with new environmental regulations. In 2025,
growth of 4% is expected by S&P; and
|
●
|
Light-vehicle production is
forecast to fall by 3% in Europe and grow by 3% in India in
2024.
|
In power & energy markets we
anticipate a rebalancing of inventory by our upstream oil & gas
customers in 2024, however, activity levels in the more important
downstream and nuclear sectors are likely to remain strong.
In terms of the end markets:
●
|
activity in upstream oil & gas
markets is anticipated to remain positive in 2024 as investment to
increase production continues. Global demand for oil is
forecast to increase by ~1% in 2024, and grow at this rate each
year until 2028, according to the IEA;
|
●
|
oil refining capacity is forecast
to expand by 1% per annum. Growth in Asia will be offset by
rationalisation of refining capacity in OECD countries where the
peak in demand for oil is anticipated to occur first;
and
|
●
|
global demand for petrochemicals is
forecast to increase by ~2% per annum until 2030 according to the
IEA. Growth in production capacity will be concentrated in
certain markets; India, the Middle East and the US.
|
We will monitor end market
conditions carefully across the various regions in which we operate
and seek to maximise growth opportunities.
Aerospace
Division
The Aerospace Division represents
64% (2022 - 65%) of Group revenue and consists of 14
operations. These are located in North America (six), the
United Kingdom (four), France (two), Thailand and Malaysia.
This Divisional review is on a constant currency basis, whereby
2022 results have been translated using 2023 average exchange rates
and on an adjusted basis to exclude amortisation of intangible
assets from acquisitions and net restructuring costs/income.
The Division's operating results on a constant currency basis are
summarised below:
|
2023
|
|
2022
|
(1)
|
Change
|
Revenue
|
£616.5m
|
|
£553.0m
|
|
+11.5%
|
Adjusted operating
profit
|
£27.0m
|
|
£20.3m
|
|
+33.0%
|
Adjusted operating
margin
|
4.4%
|
|
3.7%
|
|
+70bps
|
(1)
|
2022 results translated using 2023
average exchange rates - constant currency.
|
|
|
|
|
|
| |
Divisional revenue increased by
£63.5m (11.5%) to £616.5m (2022 - £553.0m) whilst adjusted
operating profit increased by £6.7m (33.0%) to £27.0m (2022 -
£20.3m). See Note 3 for a reconciliation of adjusted and
reported operating profit.
Revenue Reconciliation
|
£m
|
2022 revenue
|
553.0
|
Civil aerospace
|
72.0
|
Defence
|
10.4
|
Other adjacent markets
|
(18.9)
|
2023 revenue
|
616.5
|
Revenue in the Aerospace Division
increased by 11.5% year-on-year on a constant currency basis.
The year-on-year increase reflected the ramp up in civil
aircraft production rates and growth in the defence market.
As anticipated, sales to semiconductor equipment customers (which
are included in our "Other Aerospace" (adjacent markets) segment
within Aerospace Division) reduced due to lower cyclical market
demand.
The civil aerospace sector had the
strongest growth during the year with Senior's sales increasing by
21.3%. Aircraft production rates were higher in 2023 compared to
2022, with key platforms, both single aisle and widebody aircraft,
contributing to the growth. 22% of civil aerospace sales were
from widebody aircraft in 2023, with the other 78% of sales being
from single aisle, regional and business jets.
Total revenue from the defence
sector increased by £10.4m (8.5%) primarily from the increased
demand for legacy platforms and higher aftermarket.
Revenue in our Aerospace Division
derived from adjacent markets such as space, power & energy,
medical and semiconductor equipment, where the Group manufactures
products using very similar technology to that used for certain
aerospace products, decreased by £18.9m (20.5%). This is
primarily as a result of the decrease in demand from the
semiconductor equipment market.
During the period, adjusted
operating profit increased by 33.0% to £27.0m (2022 - £20.3m) and
the adjusted operating margin increased by 70 basis points to 4.4%
(2022 - 3.7%). Price increases secured during the period more
than offset the impact of continued inflationary cost increases,
including raw materials. As expected, inefficiencies largely
caused by certain supply chain challenges are temporarily dampening
volume related drop through benefits. Overall
trading performance has been in line with
expectations whilst absorbing the significant impact of the
Thailand supplier fire and other supply chain issues in
2023.
As anticipated, the Aerospace
supply chain has started to improve and we expect further progress
throughout 2024. The volume of parts shortages and specific
supply chain challenges has reduced considerably, however, there
are still some issues with certain material and component
categories that are affecting some of our operating businesses in
common with the whole industry.
One of the most significant supply
chain challenges in 2023 that we have previously highlighted was
the fire at one of our key suppliers in Thailand. Our team in
Thailand proactively managed the consequences of the fire to help
customers, and the supplier in question, to the very best of their
ability. Nonetheless the fire had a significant effect on
planned growth and performance in our Thailand business and it was
to the credit of our other Aerospace businesses that they stepped
up to ensure we met our expectations for the Division as a
whole. Progress with the factory rebuild at our supplier is
continuing apace and should be near completion by the end of Q1
although, as previously advised, it will be well into the second
half of 2024 before requalification of their parts from the new
factory will allow return to normal operations. Thereafter we
are confident that Thailand will see rapid growth as they have a
compelling value proposition that our customers are keen to take
advantage of.
Momentum is building in our
Aerospace Division. We have achieved a diversified position
across key civil and defence aircraft platforms and are benefiting
from increasing aircraft build rates which
we expect will lead to higher sales in 2024 and beyond.
Supply chain issues are improving as anticipated and we expect
further improvement as 2024 progresses. Beyond this, we can
expect Aerospace performance to continue to improve in 2025 as
production rates increase, supply chain continues to improve, and
additional contractually agreed price rises take effect.
Both Airbus and Boeing are planning
increases in build rates in 2024 and beyond. In terms of end
markets:
●
|
demand for large commercial
aircraft continued to recover strongly with order levels for
single-aisle aircraft reaching a new peak in 2023. Airbus
received 1,675 net orders for A320 family aircraft during the
year. They confirmed at their FY2023 results that the A320
Family programme continues to progress to a build rate of 75 in
2026 as they attempt to meet this strong demand;
|
●
|
Boeing achieved strong growth in
its single-aisle order book, which increased by 883 in 2023.
Whilst Boeing is having to limit the production of its B737-MAX
model to 38 per month, it has asked suppliers to maintain
production of parts at previously agreed levels. Any further
increase in production needs approval from the FAA. Boeing
had previously stated that, following achieving a production rate
of 38 aircraft per month, it was aiming to increase production of
B737-MAX aircraft to 50 per month by the 2025/2026
timeframe;
|
●
|
the recovery in the long-haul
air-passenger market continued during 2023. International passenger
traffic is now at 89% of 2019 levels according to IATA.
Orders for wide-body aircraft rose significantly as airlines
responded to this recovery by seeking to grow and modernise their
fleets. Both Airbus and Boeing are aiming to meet this demand
by raising production rates of wide-body aircraft;
|
●
|
Airbus has confirmed production
rates of its A330 wide-body aircraft at four per month and is
targeting an increase in the production rate of A350 aircraft from
nine per month currently to 10 per month in 2026; and
|
●
|
Boeing, meanwhile, have announced
the resumption of production of the B777X, with a goal of producing
4 per month in 2025/2026, and an increase in the production of the
B787 from 5 per month currently, to 10 per month in
2025/2026.
|
In the defence market, Senior has a
presence on multiple military aircraft programmes including the
F-35, C-130J and A400M. Lockheed Martin has confirmed that
they anticipate production of 156 F-35 aircraft per annum for the
foreseeable future. Senior is also well positioned on the
T-7A fighter-jet training aircraft with Low-Rate Initial Production
due to begin in 2024.
In other adjacent markets,
demand in the semiconductor equipment
market is anticipated to remain flat during H1 2024 before
beginning to recover in the second half. In the longer term the proliferation of low earth orbit
satellites and semiconductor markets provides growth
opportunities.
OTHER FINANCIAL INFORMATION
Group revenue
Group revenue was £963.5m (2022 -
£848.4m). Excluding the adverse exchange rate impact of
£1.3m, Group revenue increased by £116.4m (13.7%), with growth
across both Aerospace and Flexonics year-on-year.
Operating profit
Adjusted operating profit increased
by £17.3m (60.7%) to £45.8m (2022 - £28.5m). Excluding the
adverse exchange rate impact of £0.1m, adjusted operating profit
increased by £17.4m (61.3%) on a constant currency basis.
After accounting for £2.2m amortisation of intangible assets
from acquisitions (2022 - £0.2m), £5.6m net restructuring cost
(2022 - £4.2m net income) and £0.1m site relocation costs (2022 -
£nil), reported operating profit was £37.9m (2022 -
£32.5m).
The Group's adjusted operating
margin increased by 140 basis points, to 4.8% for the full year.
This improved profitability principally reflected volume
related operating leverage across our businesses, whilst absorbing
the impact of disruption caused by supply chain issues.
Inflationary pressures were successfully more than offset by
increasing prices and surcharges.
Finance costs and income
Finance costs, net of finance
income and before interest unwind of deferred and contingent
consideration decreased to £7.5m (2022 - £8.4m) and comprise IFRS
16 interest charge on lease liabilities of £2.9m (2022 - £2.5m),
net finance income on retirement benefits of £2.1m (2022 - £1.2m),
net interest charge of £10.2m (2022 - £7.1m) and interest unwind on
uncertain tax positions of £3.5m (2022 - £nil), which will not
repeat in 2024 and is described further below in the tax section.
The £3.1m increase in net interest charge was mainly driven
by higher underlying interest rates on variable rate debt and
higher levels of indebtedness in 2023 versus the prior
year.
Gross finance costs, including
interest unwind of deferred and contingent consideration were
£20.5m (2022 - £10.6m) and finance income was £10.1m (2022 -
£1.9m), which includes the benefit of interest unwind on uncertain
tax positions of £3.5m (2022 - £nil).
Tax credit / charge
The adjusted tax rate for the year
was 11.0% credit (2022 - 10.0% charge), being a tax credit of £4.2m
(2022 - £2.0m charge) on adjusted profit before tax of £38.3m (2022
- £20.1m). The adjusted tax rate benefitted from a release of
£7.0m of provision for uncertain tax positions in the second half
of 2023 as described below. The adjusted tax rate also
benefitted from enhanced R&D deductions in the US, the UK
Super-deduction for capital expenditure and the geographical mix of
taxable profits.
Towards the end of 2023, the Group
implemented a series of steps to simplify the legal ownership of
its Americas legal entity holding structure. As part of the
exercise, provisions held for estimated uncertain tax positions
around the historical establishment of the Americas legal structure
were reassessed. As a result, in accordance with IAS 12 and
IFRIC 23 (Uncertainty over Income Tax Treatments), provisions for
the uncertain tax positions of £7.0m and associated interest of
£3.5m have been released to the consolidated income statement
during the year.
The reported tax rate was 36.4%
credit, being a tax credit of £8.3m on reported profit before tax
of £22.8m. This included £7.0m credit related to the release
of provision for uncertain tax positions as described above and
£4.1m net tax credit against items excluded from adjusted profit
before tax, of which £0.6m credit related to amortisation of
intangible assets from acquisitions, £1.5m credit related to net
restructuring costs, £0.1m credit related to site relocation costs
and £1.9m credit related to corporate undertakings in the year.
The 2022 reported tax rate was 9.8% charge, being a tax
charge of £2.2m on reported profit before tax of £22.4m. This
included £0.2m net tax charge against items excluded from adjusted
profit before tax, of which £0.7m charge related to net
restructuring income and a £0.5m credit related to corporate
undertakings in the year.
Cash tax paid was £5.6m (2022 -
£3.5m) and is stated net of refunds received of £2.8m (2022 -
£1.1m) of tax paid in prior periods, arising from the offset of tax
losses against taxable profits of prior periods.
Earnings per share
The weighted average number of
shares, for the purposes of calculating undiluted earnings per
share, decreased to 413.3 million (2022 - 415.3 million). The
decrease arose principally due to the purchase of shares held by
the employee benefit trust partly offset by shares released from
the trust to satisfy the vesting of certain share-based payments
during 2023. The adjusted earnings per share was 10.28 pence
(2022 - 4.36 pence), which includes benefit of 2.54 pence from the
release of the provision for uncertain tax positions as described
above, that will not repeat in 2024. Basic earnings per share
was 7.52 pence (2022 - 4.86 pence). See Note 7 for details of
the basis of these calculations.
Return on capital employed
("ROCE")
ROCE, a key performance indicator
for the Group as defined above, increased by 240 basis points to
7.1% (2022 - 4.7%). The increase in ROCE was mainly a result
of the significant increase in adjusted operating profit compared
to prior year.
Cash flow
The Group generated free cash flow
of £15.5m in 2023 (2022 - £27.7m) as set out in the table
below:
|
2023
£m
|
2022
£m
|
Operating profit
|
37.9
|
32.5
|
Amortisation of intangible assets
from acquisitions
|
2.2
|
0.2
|
Net restructuring
cost/(income)
|
5.6
|
(4.2)
|
Site relocation costs
|
0.1
|
-
|
Adjusted operating
profit
|
45.8
|
28.5
|
Depreciation (including
amortisation of software)
|
49.5
|
49.6
|
Working capital and provisions
movement, net of restructuring items
|
(27.6)
|
(12.1)
|
Pension contributions
|
(1.4)
|
(2.9)
|
Pension service and running
costs
|
1.3
|
1.5
|
Other
items(1)
|
1.6
|
5.6
|
Interest paid, net
|
(12.9)
|
(9.0)
|
Income tax paid, net
|
(5.6)
|
(3.5)
|
Capital expenditure
|
(35.9)
|
(30.5)
|
Sale of property, plant and
equipment
|
0.7
|
0.5
|
Free cash flow
|
15.5
|
27.7
|
Corporate undertakings
|
(25.8)
|
(26.7)
|
Net restructuring (cash
paid)/proceeds
|
(2.1)
|
2.1
|
US pension settlement
|
(0.9)
|
-
|
Dividends paid
|
(6.6)
|
(1.2)
|
Purchase of shares held by employee
benefit trust
|
(5.6)
|
(4.5)
|
Net cash flow
|
(25.5)
|
(2.6)
|
Effect of foreign exchange rate
changes
|
8.5
|
(14.2)
|
IFRS 16 non-cash additions and
modifications including acquisition
|
(7.9)
|
(9.0)
|
Change in net debt
|
(24.9)
|
(25.8)
|
Opening net debt
|
(178.9)
|
(153.1)
|
Closing net debt
|
(203.8)
|
(178.9)
|
(1)
|
Other
items comprises £4.1m share-based payment charges (2022 - £4.3m),
£(1.0m) profit on share of joint venture (2022 - £(0.4m)), £(1.3m)
working capital and provision currency movements (2022 - £1.8m) and
£(0.2m) profit on sale of fixed assets (2022 - £(0.1m)).
|
Capital expenditure
Gross capital expenditure of £35.9m
(2022 - £30.5m) was 0.9 times depreciation excluding the impact of
IFRS 16 (2022 - 0.8 times). The disposal of property,
plant and equipment raised £0.7m (2022 - £0.5m). 2024 capital
investment is expected to be slightly above depreciation (excluding
the impact of IFRS 16). We are prioritising new investment on
growth projects where contracts have been secured, important
replacement equipment for current production and sustainability
related items.
Working capital
Working capital increased by £29.6m
in 2023 to £160.9m as at 31 December 2023 (31 December 2022 -
£131.3m), of which £6.6m decrease related to foreign currency
movements. The underlying increase reflects increased trading
in the period. Receivables were higher as a result of revenue
growth and inventory was higher with planned investment to enable
us to meet the strong increase in demand from our customers, as
well as to mitigate ongoing supply chain issues in Aerospace.
In 2023, working capital increased as a percentage of sales
by 120 basis points to 16.7% (2022 - 15.5%). We are likely to
see an increase in working capital over the coming year to support
the growth anticipated in Aerospace. Our medium term target
remains for working capital as a percentage of sales to reduce
towards the 15% level.
Retirement benefit
schemes
The retirement benefit surplus in
respect of the Group's UK defined benefit pension plan ("the UK
Plan") decreased by £3.3m to £48.5m (31 December 2022 - £51.8m) due
to £5.0m net actuarial losses and £0.8m running costs partly offset
by £2.5m net interest income. Retirement benefit deficits in
respect of the US and other territories decreased by £4.1m to £8.0m
(31 December 2022 - £12.1m). During 2023, one of the US
defined benefit plans was settled following a combination of lump
sum payments and annuity purchase. A net expense of £nil and
cash outflow of £0.9m was recorded in 2023 in relation to this
settlement.
The latest triennial actuarial
valuation of the UK Plan as at 5 April 2022 showed a surplus of
£24.5m (5 April 2019 - deficit of £10.2m). The Group's
deficit reduction cash contributions, including administration
costs, to the UK Plan ceased on 30 June 2022.
The estimated cash contributions
expected to be paid during 2024 in the US funded plans is £0.9m
(£0.9m was paid in 2023, excluding the contribution related to the
US pension settlement).
Net debt
Net debt which includes IFRS 16
lease liabilities increased by £24.9m to £203.8m at 31 December
2023 (31 December 2022 - £178.9m). As noted in the cash flow
above, the Group generated net cash outflow of £25.5m (as defined
in Note 12c), after £8.5m favourable foreign currency movements and
£7.9m non-cash changes in lease liabilities due to additions and
modifications.
Net debt excluding IFRS 16 lease
liabilities of £71.8m (31 December 2022 - £78.4m) increased by
£31.5m to £132.0m at 31 December 2023 (31 December 2022 - £100.5m),
due to free cash inflow of £15.5m and £4.2m favourable foreign
currency movements being more than offset by £25.8m cash outflow in
respect of corporate undertakings, £10.2m capital repayment of
leases and £15.2m net cash outflows for dividends, purchase of
shares, restructuring and US pension settlement.
Funding and Liquidity
As at 31 December 2023, the Group's
gross borrowings excluding leases and transaction costs directly
attributable to borrowings were £181.0m (31 December 2022 -
£145.3m), with 61% of the Group's gross borrowings denominated in
US Dollars (31 December 2022 - 64%). Cash and bank balances
were £47.6m (31 December 2022 - £43.2m).
The maturity of these borrowings,
together with the maturity of the Group's committed facilities, can
be analysed as follows:
|
Gross
borrowings £m
|
(2)
|
Committed
facilities £m
|
Within one year
|
1.8
|
|
-
|
In the second year
|
78.1
|
|
111.5
|
In years three to five
|
101.1
|
|
162.9
|
After five years
|
-
|
|
-
|
|
181.0
|
|
274.4
|
(2)
|
Gross
borrowings include other loans and committed facilities, but
exclude leases of £71.8m and transaction costs directly
attributable to borrowings of £(1.4)m.
|
At the year-end, the Group had
committed facilities of £274.4m comprising private placement debt
of £122.2m and revolving credit facilities of £152.2m. The
Group is in a strong funding position, with headroom at 31 December
2023 of £142.4m in cash and undrawn facilities.
During the second half of 2023, the
Group extended the maturity of the sustainability linked UK
revolving credit facility to November 2027 with a continued
commitment of £115m. New private placement loan notes of $50m
(£39.4m) were issued and drawn down in February 2024. These
notes carry an interest rate of 6.26% and are due for repayment in
February 2030.
The weighted average maturity of
the Group's committed facilities at 31 December 2023 was 2.9 years.
The current weighted average maturity of the Group's
facilities, updated for the February 2024 loan notes of $50m, is
3.2 years.
The Group has £1.8m (2022 - £0.5m)
of uncommitted borrowings which are repayable on demand.
The Group has two covenants for
committed borrowing facilities, which are tested at June and
December: the Group's net debt to EBITDA (defined in the Notes to
the Financial Headlines) must not exceed 3.0x and interest cover,
the ratio of EBITDA to interest must be higher than 3.5x. At
31 December 2023, the Group's net debt to EBITDA was 1.6x and
interest cover was 12.6x, both comfortably within covenant
limits.
Going concern and
viability
In accordance with provisions 30
and 31 of the 2018 UK Corporate Governance Code, the Directors have
concluded that there is a reasonable expectation as to the Group's
longer-term viability and have continued to adopt the going concern
basis in preparing the Financial Statements. The full
viability statement can be found on page 78 of the Annual Report
& Accounts 2023.
In assessing going concern, taking
into account the level of cash and available committed facilities
the Directors concluded that the Group has sufficient funds, and is
forecast to be in compliance with debt covenants at all measurement
dates, to allow it to operate for the foreseeable future (a period
of at least 12 months from the date of approval of the Financial
Statements), even in a severe but plausible downside
scenario.
In forming their conclusion, the
Board has undertaken a rigorous assessment of the financial
forecasts, key uncertainties, sensitivities, and has reviewed a
severe but plausible downside scenario, which reflects the
probability weighted and cumulative estimated effects of the
Group's principal risks and uncertainties as disclosed on pages 62
to 69 of the Annual Report & Accounts 2023.
Risks and uncertainties
The principal risks and
uncertainties faced by the Group are set out in detail on pages 62
to 69 of the Annual Report & Accounts 2023.
Responsibility statement of
the Directors in respect of the Annual Report & Accounts
2023
We confirm that to the best of our
knowledge:
1.
|
the Financial Statements, as
included in the Annual Report & Accounts 2023, prepared in
accordance with the applicable set of accounting standards, give a
true and fair view of the assets, liabilities, financial position
and profit or loss of the company and the undertakings included in
the consolidation taken as a whole; and
|
2.
|
the Strategic Report, set out in
the Annual Report & Accounts 2023, includes a fair review of
the development and performance of the business and the position of
the issuer and the undertakings included in the consolidation taken
as a whole, together with a description of the principal risks and
uncertainties that they face.
|
By Order of the Board
David Squires
|
Bindi Foyle
|
Group Chief Executive
Officer
|
Group Finance Director
|
1 March 2024
|
1 March 2024
|
Consolidated Income Statement
For the year ended 31 December
2023
|
|
Notes
|
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
|
|
|
|
|
|
|
Revenue
|
|
3
|
|
963.5
|
|
848.4
|
Trading profit
|
|
|
|
36.9
|
|
32.1
|
Share of joint venture
profit
|
|
9
|
|
1.0
|
|
0.4
|
Operating profit
(1)
|
|
3
|
|
37.9
|
|
32.5
|
Finance income
|
|
|
|
10.1
|
|
1.9
|
Finance costs
|
|
|
|
(20.5)
|
|
(10.6)
|
Corporate undertakings
|
|
4
|
|
(4.7)
|
|
(1.4)
|
Profit before tax
(2)
|
|
|
|
22.8
|
|
22.4
|
Tax credit/(charge)
|
|
5
|
|
8.3
|
|
(2.2)
|
Profit for the period
|
|
|
|
31.1
|
|
20.2
|
Attributable to:
|
|
|
|
|
|
|
Equity holders of the
parent
|
|
|
|
31.1
|
|
20.2
|
Earnings per share
|
|
|
|
|
|
|
Basic (3)
|
|
7
|
|
7.52p
|
|
4.86p
|
Diluted (4)
|
|
7
|
|
7.32p
|
|
4.73p
|
(1) Adjusted operating profit
|
|
4
|
|
45.8
|
|
28.5
|
(2) Adjusted profit/(loss) before tax
|
|
4
|
|
38.3
|
|
20.1
|
(3) Adjusted earnings per share
|
|
7
|
|
10.28p
|
|
4.36p
|
(4) Adjusted and diluted earnings per share
|
|
7
|
|
10.00p
|
|
4.24p
|
Consolidated Statement of Comprehensive
Income
For the year ended 31 December
2023
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Profit for the period
|
31.1
|
|
20.2
|
Other comprehensive
income:
|
|
|
|
Items that may be reclassified
subsequently to profit or loss:
|
|
|
|
Gains/(losses) on foreign exchange
contracts - cash flow hedges during the period
|
2.7
|
|
(4.5)
|
Reclassification adjustments for
losses included in profit
|
0.9
|
|
2.2
|
Gains/(losses) on foreign exchange
contracts - cash flow hedges
|
3.6
|
|
(2.3)
|
Exchange differences on translation
of overseas operations
|
(16.9)
|
|
24.5
|
Tax relating to items that may be
reclassified
|
(0.9)
|
|
0.7
|
|
(14.2)
|
|
22.9
|
Items that will not be reclassified
subsequently to profit or loss:
|
|
|
|
Actuarial losses on defined benefit
pension schemes
|
(2.6)
|
|
(23.1)
|
Tax relating to items that will not
be reclassified
|
0.6
|
|
5.7
|
|
(2.0)
|
|
(17.4)
|
Other comprehensive income for the
period, net of tax
|
(16.2)
|
|
5.5
|
Total comprehensive income for the period
|
14.9
|
|
25.7
|
Attributable to:
|
|
|
|
Equity holders of the
parent
|
14.9
|
|
25.7
|
Consolidated Balance Sheet
As at 31 December 2023
|
|
Notes
|
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Non-current assets
|
|
|
|
|
|
|
Goodwill
|
|
8
|
|
193.3
|
|
199.7
|
Other intangible assets
|
|
|
|
33.1
|
|
36.2
|
Investment in joint
venture
|
|
9
|
|
5.1
|
|
4.4
|
Property, plant and
equipment
|
|
10
|
|
284.7
|
|
307.2
|
Deferred tax assets
|
|
|
|
20.7
|
|
10.9
|
Retirement benefits
|
|
13
|
|
48.5
|
|
51.8
|
Trade and other
receivables
|
|
|
|
0.8
|
|
0.4
|
Total non-current
assets
|
|
|
|
586.2
|
|
610.6
|
Current assets
|
|
|
|
|
|
|
Inventories
|
|
|
|
207.5
|
|
194.3
|
Current tax receivables
|
|
|
|
2.3
|
|
2.1
|
Trade and other
receivables
|
|
|
|
141.7
|
|
126.7
|
Cash and bank balances
|
|
12c)
|
|
47.6
|
|
43.2
|
Total current assets
|
|
|
|
399.1
|
|
366.3
|
Total assets
|
|
|
|
985.3
|
|
976.9
|
Current liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
|
|
|
188.4
|
|
191.2
|
Current tax liabilities
|
|
|
|
10.0
|
|
17.7
|
Lease liabilities
|
|
|
|
12.4
|
|
12.7
|
Bank overdrafts and
loans
|
|
12c)
|
|
1.8
|
|
0.5
|
Provisions
|
|
|
|
10.5
|
|
16.7
|
Contingent/deferred
consideration
|
|
|
|
10.5
|
|
23.4
|
Total current
liabilities
|
|
|
|
233.6
|
|
262.2
|
Non-current liabilities
|
|
|
|
|
|
|
Bank and other loans
|
|
12c)
|
|
177.8
|
|
143.2
|
Retirement benefits
|
|
13
|
|
8.0
|
|
12.1
|
Deferred tax
liabilities
|
|
|
|
7.0
|
|
4.7
|
Lease liabilities
|
|
|
|
59.4
|
|
65.7
|
Provisions
|
|
|
|
15.0
|
|
2.9
|
Contingent
consideration
|
|
|
|
18.5
|
|
28.9
|
Others
|
|
|
|
8.9
|
|
7.8
|
Total non-current
liabilities
|
|
|
|
294.6
|
|
265.3
|
Total liabilities
|
|
|
|
528.2
|
|
527.5
|
Net assets
|
|
|
|
457.1
|
|
449.4
|
Equity
|
|
|
|
|
|
|
Issued share capital
|
|
11
|
|
41.9
|
|
41.9
|
Share premium account
|
|
|
|
14.8
|
|
14.8
|
Equity reserve
|
|
|
|
7.9
|
|
6.4
|
Hedging and translation
reserve
|
|
|
|
37.3
|
|
51.5
|
Retained earnings
|
|
|
|
368.0
|
|
346.5
|
Own shares
|
|
|
|
(12.8)
|
|
(11.7)
|
Equity attributable to equity
holders of the parent
|
|
|
|
457.1
|
|
449.4
|
Total equity
|
|
|
|
457.1
|
|
449.4
|
Consolidated Statement of Changes in Equity
For the year ended 31 December
2023
All equity is attributable to equity holders of the
parent
|
Issued
share
capital
|
Share
premium
account
|
Equity
reserve
|
Hedging
reserve
|
Trans-
lation
reserve
|
Retained
earnings
|
Own
shares
|
Total
equity
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
£m
|
Balance at 1 January
2022
|
41.9
|
14.8
|
5.8
|
(37.2)
|
65.8
|
343.2
|
(9.2)
|
425.1
|
Profit for the year 2022
|
-
|
-
|
-
|
-
|
-
|
20.2
|
-
|
20.2
|
Losses on foreign exchange
contracts - cash flow hedges
|
-
|
-
|
-
|
(2.3)
|
-
|
-
|
-
|
(2.3)
|
Exchange differences on translation
of overseas operations
|
-
|
-
|
-
|
-
|
24.5
|
-
|
-
|
24.5
|
Actuarial gains on defined benefit
pension schemes
|
-
|
-
|
-
|
-
|
-
|
(23.1)
|
-
|
(23.1)
|
Tax relating to components of other
comprehensive income
|
-
|
-
|
-
|
0.7
|
-
|
5.7
|
-
|
6.4
|
Total comprehensive
income/(expense) for the period
|
-
|
-
|
-
|
(1.6)
|
24.5
|
2.8
|
-
|
25.7
|
Share-based payment
charge
|
-
|
-
|
4.3
|
-
|
-
|
-
|
-
|
4.3
|
Purchase of shares held by employee
benefit trust
|
-
|
-
|
-
|
-
|
-
|
-
|
(4.5)
|
(4.5)
|
Use of shares held by employee
benefit trust
|
-
|
-
|
-
|
-
|
-
|
(2.0)
|
2.0
|
-
|
Transfer to retained
earnings
|
-
|
-
|
(3.7)
|
-
|
-
|
3.7
|
-
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
-
|
(1.2)
|
-
|
(1.2)
|
Balance at 31 December
2022
|
41.9
|
14.8
|
6.4
|
(38.8)
|
90.3
|
346.5
|
(11.7)
|
449.4
|
Profit for the year 2023
|
-
|
-
|
-
|
-
|
-
|
31.1
|
-
|
31.1
|
Gains on foreign exchange contracts
- cash flow hedges
|
-
|
-
|
-
|
3.6
|
-
|
-
|
-
|
3.6
|
Exchange differences on translation
of overseas operations
|
-
|
-
|
-
|
-
|
(16.9)
|
-
|
-
|
(16.9)
|
Actuarial losses on defined benefit
pension schemes
|
-
|
-
|
-
|
-
|
-
|
(2.6)
|
-
|
(2.6)
|
Tax relating to components of
other
comprehensive income
|
-
|
-
|
-
|
(0.9)
|
-
|
0.6
|
-
|
(0.3)
|
Total comprehensive
income/(expense) for the period
|
-
|
-
|
-
|
2.7
|
(16.9)
|
29.1
|
-
|
14.9
|
Share-based payment
charge
|
-
|
-
|
4.1
|
-
|
-
|
-
|
-
|
4.1
|
Tax relating to share-based
payments
|
-
|
-
|
-
|
-
|
-
|
0.9
|
-
|
0.9
|
Purchase of shares held by employee
benefit trust
|
-
|
-
|
-
|
-
|
-
|
-
|
(5.6)
|
(5.6)
|
Use of shares held by employee
benefit trust
|
-
|
-
|
-
|
-
|
-
|
(4.5)
|
4.5
|
-
|
Transfer to retained
earnings
|
-
|
-
|
(2.6)
|
-
|
-
|
2.6
|
-
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
-
|
(6.6)
|
-
|
(6.6)
|
Balance at 31 December
2023
|
41.9
|
14.8
|
7.9
|
(36.1)
|
73.4
|
368.0
|
(12.8)
|
457.1
|
Consolidated Cash Flow Statement
For the year ended 31 December
2023
|
|
Notes
|
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Net cash from operating activities
|
|
12a)
|
|
41.4
|
|
57.7
|
Investing activities
|
|
|
|
|
|
|
Interest received
|
|
|
|
4.3
|
|
0.7
|
Proceeds on disposal of property,
plant and equipment
|
|
|
|
0.7
|
|
0.5
|
Purchases of property, plant and
equipment
|
|
|
|
(33.7)
|
|
(28.7)
|
Purchases of intangible
assets
|
|
|
|
(2.2)
|
|
(1.8)
|
Acquisition of Spencer
|
|
14
|
|
(23.9)
|
|
(25.3)
|
Net cash used in investing activities
|
|
|
|
(54.8)
|
|
(54.6)
|
Financing activities
|
|
|
|
|
|
|
Dividends paid
|
|
|
|
(6.6)
|
|
(1.2)
|
New loans
|
|
|
|
136.2
|
|
90.8
|
Repayment of borrowings
|
|
|
|
(96.2)
|
|
(90.4)
|
Purchase of shares held by employee
benefit trust
|
|
|
|
(5.6)
|
|
(4.5)
|
Repayment of lease
liabilities
|
|
|
|
(10.2)
|
|
(9.1)
|
Net cash generated/(used) in financing
activities
|
|
|
|
17.6
|
|
(14.4)
|
Net increase/(decrease) in cash and cash
equivalents
|
|
|
|
4.2
|
|
(11.3)
|
Cash and cash equivalents at beginning of
period
|
|
|
|
42.7
|
|
51.1
|
Effect of foreign exchange rate
changes
|
|
|
|
(1.1)
|
|
2.9
|
Cash and cash equivalents at end of period
|
|
12c)
|
|
45.8
|
|
42.7
|
Notes to the above Financial Statements
For the year ended 31 December
2023
1.
General information
These results for the year ended 31
December 2023 are an excerpt from the Annual Report & Accounts
2023 and do not constitute the Group's statutory accounts for 2023
or 2022. Statutory accounts for 2022 have been delivered to
the Registrar of Companies, and those for 2023 will be delivered
following the Company's Annual General Meeting. The Auditor
has reported on both those accounts; their reports were
unqualified, did not draw attention to any matters by way of
emphasis and did not contain statements under Sections 498(2) or
(3) of the Companies Act 2006 or equivalent preceding
legislation.
2.
Significant accounting policies
Whilst the financial information
included in this Annual Results Release has been prepared in
accordance with UK-adopted international accounting standards, this
announcement does not itself contain sufficient information to
comply with UK-adopted international accounting standards.
Full Financial Statements that comply with UK-adopted international
accounting standards are included in the Annual Report &
Accounts 2023 which is available online at www.seniorplc.com.
Printed copies will be distributed on or soon after 15 March
2024.
At the date of authorisation of the
Group's Financial Statements, there are no relevant and material
new standards, amendments to standards or interpretations which are
effective for the year ended 31 December 2023.
3.
Segment information
The Group reports its segment
information as two operating Divisions according to the market
segments they serve, Aerospace and Flexonics, which is consistent
with the oversight employed by the Executive Committee. The
chief operating decision maker, as defined by IFRS 8, is the
Executive Committee. The Group is managed on the same basis,
as two operating divisions.
Segment information for revenue and
operating profit and a reconciliation to the Group profit after tax
is presented below:
|
Aerospace
|
Flexonics
|
Eliminations
/ central
costs
|
Total
|
|
Aerospace
|
Flexonics
|
Eliminations
/ central
costs
|
Total
|
|
Year
ended
2023
£m
|
Year
ended
2023
£m
|
Year
ended
2023
£m
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Year
ended
2022
£m
|
Year
ended
2022
£m
|
Year
ended
2022
£m
|
External revenue
|
615.7
|
347.8
|
-
|
963.5
|
|
553.0
|
295.4
|
-
|
848.4
|
Inter-segment revenue
|
0.8
|
0.2
|
(1.0)
|
-
|
|
0.6
|
0.2
|
(0.8)
|
-
|
Total revenue
|
616.5
|
348.0
|
(1.0)
|
963.5
|
|
553.6
|
295.6
|
(0.8)
|
848.4
|
Adjusted trading profit
|
27.0
|
37.5
|
(19.7)
|
44.8
|
|
20.3
|
25.4
|
(17.6)
|
28.1
|
Share of joint venture
profit
|
-
|
1.0
|
-
|
1.0
|
|
-
|
0.4
|
-
|
0.4
|
Adjusted operating profit (Note
4)
|
27.0
|
38.5
|
(19.7)
|
45.8
|
|
20.3
|
25.8
|
(17.6)
|
28.5
|
Amortisation of intangible assets
from acquisitions
|
(2.2)
|
-
|
-
|
(2.2)
|
|
(0.2)
|
-
|
-
|
(0.2)
|
Net restructuring (cost)/income
(Note 4)
|
(3.6)
|
(2.0)
|
-
|
(5.6)
|
|
4.2
|
-
|
-
|
4.2
|
Site relocation costs
|
-
|
(0.1)
|
-
|
(0.1)
|
|
-
|
-
|
-
|
-
|
Operating profit
|
21.2
|
36.4
|
(19.7)
|
37.9
|
|
24.3
|
25.8
|
(17.6)
|
32.5
|
Finance income
|
|
|
|
10.1
|
|
|
|
|
1.9
|
Finance costs
|
|
|
|
(20.5)
|
|
|
|
|
(10.6)
|
Corporate undertakings
|
|
|
|
(4.7)
|
|
|
|
|
(1.4)
|
Profit before tax
|
|
|
|
22.8
|
|
|
|
|
22.4
|
Tax credit/(charge) (Note
5)
|
|
|
|
8.3
|
|
|
|
|
(2.2)
|
Profit after tax
|
|
|
|
31.1
|
|
|
|
|
20.2
|
Trading profit and adjusted trading
profit is operating profit and adjusted operating profit
respectively before share of joint venture profit. See Note 4
for the derivation of adjusted operating profit.
Segment information for assets and
liabilities is presented below:
Assets
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Aerospace
|
646.5
|
|
647.8
|
Flexonics
|
215.4
|
|
217.3
|
Segment assets for reportable
segments
|
861.9
|
|
865.1
|
Unallocated
|
|
|
|
Central
|
4.0
|
|
3.6
|
Cash
|
47.6
|
|
43.2
|
Deferred and current tax
|
23.0
|
|
13.0
|
Retirement benefits
|
48.5
|
|
51.8
|
Others
|
0.3
|
|
0.2
|
Total assets per Consolidated
Balance Sheet
|
985.3
|
|
976.9
|
Liabilities
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Aerospace
|
183.1
|
|
189.5
|
Flexonics
|
79.9
|
|
79.7
|
Segment liabilities for reportable
segments
|
263.0
|
|
269.2
|
Unallocated
|
|
|
|
Central
|
22.2
|
|
19.2
|
Loans and Overdrafts
|
179.6
|
|
143.7
|
Deferred and current tax
|
17.0
|
|
22.4
|
Retirement benefits
|
8.0
|
|
12.1
|
Deferred/contingent
consideration
|
29.0
|
|
52.3
|
Others
|
9.4
|
|
8.6
|
Total liabilities per Consolidated
Balance Sheet
|
528.2
|
|
527.5
|
Total revenue is disaggregated by
market sectors as follows:
|
Year
ended
2023
|
|
Year
ended
2022
|
|
£m
|
|
£m
|
Civil Aerospace
|
410.5
|
|
339.4
|
Defence
|
132.6
|
|
122.1
|
Other
|
73.4
|
|
92.1
|
Aerospace
|
616.5
|
|
553.6
|
|
|
|
|
Land Vehicle
|
201.7
|
|
164.1
|
Power & Energy
|
146.3
|
|
131.5
|
Flexonics
|
348.0
|
|
295.6
|
|
|
|
|
Eliminations
|
(1.0)
|
|
(0.8)
|
Total revenue
|
963.5
|
|
848.4
|
Other Aerospace comprises space and
non-military helicopters and other markets, principally including
semiconductor, medical, and industrial applications.
4.
Adjusted operating profit and adjusted profit before
tax
The presentation of adjusted
operating profit and adjusted profit before tax measures, derived
in accordance with the table below, has been included to identify
the performance of the Group prior to the impact of amortisation of
intangible assets from acquisitions, net restructuring cost/income,
site relocation costs, and costs associated with corporate
undertakings. The Board has a policy, which has been
clarified in 2023, to separately disclose items it considers are
outside the normal course of management oversight and control on a
day-to-day basis and are not reflective of in-year trading
performance. Indicative criteria such as period to which the
item relates and external driven factors that are outside of the
control of the Group in combination with the magnitude and
consistency of application are also considered.
The amortisation charge relates to
the acquisition of Spencer Aerospace. It is charged on a
straight-line basis and reflects a non-cash item for the reported
year. The Group implemented a restructuring programme in
2019, which continued into 2022 in response to the impact of the
COVID-19 pandemic on some of the Group's end markets. In
2023, some residual restructuring activity took place in response
to further specific end market conditions. Site relocation
costs relate to transfer of business activities into new or
existing cost competitive facilities to support the Group's
strategic initiatives. Corporate undertakings relate to
business acquisition and disposal activities. In the prior
year, the aerospace manufacturing grant within net restructuring
income, represents incentives specific to only part of the Group
for a limited time period. None of these charges are
reflective of in year performance. Therefore, they are
excluded by the Board and Executive Committee when measuring the
operating performance of the businesses.
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Operating profit
|
37.9
|
|
32.5
|
Amortisation of intangible assets
from acquisitions
|
2.2
|
|
0.2
|
Net restructuring
cost/(income)
|
5.6
|
|
(4.2)
|
Site relocation costs
|
0.1
|
|
-
|
Adjusted operating
profit
|
45.8
|
|
28.5
|
Profit before tax
|
22.8
|
|
22.4
|
Adjustments to profit before tax as
above
|
7.9
|
|
(4.0)
|
Corporate undertakings
|
4.7
|
|
1.4
|
Corporate undertakings -
Interest
|
2.9
|
|
0.3
|
Total Corporate
undertakings
|
7.6
|
|
1.7
|
Adjusted profit before
tax
|
38.3
|
|
20.1
|
Net restructuring cost/income
In 2020 the Group had focused on
taking actions to conserve cash to manage through the pandemic,
including curtailing capital expenditure, tightly managing working
capital and implementing further cost cutting actions. In 2023, some residual restructuring activity
took place in response to further specific end market conditions
affecting some of the businesses. The Group has continued to
review inventory and asset exposures on programmes that have been
reduced, cancelled or where the Group will no longer participate.
As part of the restructuring focus, we have assessed
critically any inventory or asset exposures on these programmes and
written down the carrying values on excess holdings and assets
where there is no alternate use.
The restructuring resulted in net
cost of £5.6m (2022 - net income £4.2m; of which £4.0m related to
an aerospace manufacturing grant). Of this, £2.4m related to
consultancy and other costs (2022 - £1.2m net charge). For
certain specific programmes, and in conjunction with the continued
focus on restructuring, management also identified further
inventory impairment of £2.0m where customer demand decreased (2022
- £2.7m reversal reflected separate and specific demand increase),
and impairment provisions on property, plant and equipment of £1.2m
(2022 - £1.3m) to cover the risk where there are no alternative
uses.
Net cash outflow related to
restructuring activities was £2.1m (2022 - £2.1m net cash inflow).
At 31 December 2023, a restructuring provision of £0.5m (31
December 2022 - £0.2m) was recognised and is expected to be
utilised in 2024.
Site relocation costs
In 2023, £0.1m of
site relocation costs have been incurred related
to the initial costs of transferring our Senior Flexonics Crumlin
business to a nearby high-tech facility in Wales to better showcase
its design, development, test and qualification capabilities in
support of the Group's strategic initiatives.
Corporate undertakings
Costs associated with corporate
undertakings were £7.6m (2022 - £1.7m), of which £1.5m acquisition
costs (2022 - £1.2m) and £2.9m interest unwind of deferred and
contingent consideration (2022 - £0.3m) relate to the acquisition
of Spencer Aerospace in November 2022 and £3.2m costs are
associated with potential disposal and other corporate activities
(2022 - £0.2m). See Note 14 for
further details on the financial impact of the acquisition in
2023.
5.
Tax charge
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Current tax:
|
|
|
|
Current year
|
10.7
|
|
8.2
|
Adjustments in respect of prior
periods- Americas uncertain tax positions
|
(7.0)
|
|
-
|
Adjustments in respect of prior
periods- other
|
(4.3)
|
|
(1.9)
|
|
(0.6)
|
|
6.3
|
Deferred tax:
|
|
|
|
Current year
|
(5.8)
|
|
(3.5)
|
Adjustments in respect of prior
periods
|
(1.9)
|
|
(0.6)
|
|
(7.7)
|
|
(4.1)
|
Total tax
(credit)/charge
|
(8.3)
|
|
2.2
|
The adjusted tax rate for the year
was 11.0% credit (2022 - 10.0% charge), being a tax credit of £4.2m
(2022 - £2.0m charge) on adjusted profit before tax of £38.3m (2022
- £20.1m profit). The adjusted tax rate benefitted from a
release of £7.0m of provision for uncertain tax positions in the
second half of 2023 as described below. The adjusted tax rate
also benefitted from enhanced R&D deductions in the US, the UK
Super-deduction for capital expenditure and the geographical mix of
taxable profits.
On 27th November 2023, the Group
implemented a series of steps to simplify the legal ownership of
its Americas legal entity holding structure. As part of the
exercise, provisions held for estimated uncertain tax positions
around the historical establishment of the Americas legal structure
were reassessed. As a result, in accordance with IAS 12 and
IFRIC 23 (Uncertainty over Income Tax Treatments), provisions for
the uncertain tax positions of £7.0m and associated interest of
£3.5m have been released to the consolidated income statement
during the year.
The reported tax rate was 36.4%
credit, being a tax credit of £8.3m on reported profit before tax
of £22.8m. This included £4.1m net tax credit on items
excluded from adjusted profit before tax. The 2022 reported
tax rate was 9.8% charge, being a tax charge of £2.2m on reported
profit before tax of £22.4m.
Cash tax paid was £5.6m (2022 -
£3.5m) and is stated net of refunds received of £2.8m (2022 -
£1.1m) of tax paid in prior periods, arising from the offset of tax
losses against taxable profits of prior periods.
6.
Dividends
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Amounts recognised as distributions
to equity holders in the period:
|
|
|
|
Final dividend for the year ended
31 December 2022 of 1.00p per share (2021 - £nil)
|
4.1
|
|
-
|
Interim dividend for the year ended
31 December 2023 of 0.60p per share (2022 - 0.30p)
|
2.5
|
|
1.2
|
|
6.6
|
|
1.2
|
Proposed final dividend for the
year ended 31 December 2023 of 1.70p per share (2022 -
1.00p)
|
7.0
|
|
4.1
|
7.
Earnings per share
The calculation of the basic and
diluted earnings per share is based on the following
data:
Number of shares
|
Year
ended
2023
million
|
|
Year
ended
2022
million
|
Weighted average number of ordinary
shares for the purposes of basic earnings per share
|
413.3
|
|
415.3
|
Effect of dilutive potential
ordinary shares:
|
|
|
|
Share options
|
11.7
|
|
11.6
|
Weighted average number of ordinary
shares for the purposes of diluted earnings per share
|
425.0
|
|
426.9
|
|
Year
ended 2023
|
Year
ended 2022
|
Earnings and earnings per
share
|
Earnings
£m
|
EPS
pence
|
Earnings
£m
|
EPS
pence
|
Profit for the period
|
31.1
|
7.52
|
20.2
|
4.86
|
Adjust:
|
|
|
|
|
Amortisation of intangible assets
from acquisitions net of tax of £0.6m (2022 - £nil)
|
1.6
|
0.39
|
0.2
|
0.05
|
Net restructuring cost/(income) net
of tax of £1.5m (2022 - £0.7m)
|
4.1
|
0.99
|
(3.5)
|
(0.84)
|
Site relocation costs net of tax of
£0.1m (2022 - £nil)
|
-
|
-
|
-
|
-
|
Corporate undertakings net of tax
of £1.9m (2022 - £0.5m)
|
5.7
|
1.38
|
1.2
|
0.29
|
Adjusted earnings after
tax
|
42.5
|
10.28
|
18.1
|
4.36
|
Earnings per share
|
|
|
|
|
-
basic
|
|
7.52p
|
|
4.86p
|
-
diluted
|
|
7.32p
|
|
4.73p
|
-
adjusted
|
|
10.28p
|
|
4.36p
|
- adjusted
and diluted
|
|
10.00p
|
|
4.24p
|
The denominators used for all
basic, diluted and adjusted earnings per share are as detailed in
the table above.
The presentation of adjusted
earnings per share, derived in accordance with the table above, has
been included to identify the performance of the Group prior to the
impact of amortisation of intangible assets from acquisitions, net
restructuring cost/income, site relocation costs, and costs
associated with corporate undertakings.
The Board has a policy, which has
been clarified in 2023, to separately disclose items it considers
are outside the normal course of management oversight and control
on a day-to-day basis and are not reflective of in-year trading
performance. Indicative criteria such as period to which the
item relates and external driven factors that are outside of the
control of the Group in combination with the magnitude and
consistency of application are also considered. See Note 4
for further details.
8.
Goodwill
Goodwill decreased by £6.4m during
the year to £193.3m (2022 - £199.7m) due to net foreign exchange
differences.
9.
Investment in joint venture
The Group has a 49% interest in
Senior Flexonics Technologies (Wuhan) Limited, a jointly controlled
entity incorporated in China which was set up in 2012. The
Group's investment of £5.1m represents the Group's share of the
joint venture's net assets as at 31 December 2023 (2022 -
£4.4m).
10. Property, plant and equipment
During the period, the Group spent
£33.7m (2022 - £28.7m) on the acquisition of property, plant and
equipment. The Group also disposed of property, plant and
equipment with a carrying value of £0.5m (2022 - £0.4m) for
proceeds of £0.7m (2022 - £0.5m). At 31 December 2023,
right-of-use assets were £64.4m (2022 - £70.8m).
11. Share capital
Share capital as at 31 December
2023 amounted to £41.9m. No shares were issued during 2022
and 2023.
12. Notes to the Consolidated Cash Flow
statement
a) Reconciliation of operating
profit to net cash from operating activities
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Operating profit
|
37.9
|
|
32.5
|
Adjustments for:
|
|
|
|
Depreciation of property, plant and
equipment
|
48.0
|
|
48.1
|
Amortisation of intangible
assets
|
3.7
|
|
1.7
|
Profit on sale of fixed
assets
|
(0.2)
|
|
(0.1)
|
Share-based payment
charges
|
4.1
|
|
4.3
|
Pension contributions
|
(1.4)
|
|
(2.9)
|
Pension service and running
costs
|
1.3
|
|
1.5
|
Corporate undertaking
costs
|
(1.9)
|
|
(1.4)
|
Share of joint venture
|
(1.0)
|
|
(0.4)
|
Increase in inventories
|
(21.7)
|
|
(34.2)
|
Increase in receivables
|
(20.4)
|
|
(18.8)
|
Increase in payables and
provisions
|
16.8
|
|
37.5
|
Restructuring impairment of
property, plant and equipment and software
|
1.2
|
|
1.3
|
US pension settlement
|
(0.9)
|
|
-
|
Working capital and provisions
currency movements
|
(1.3)
|
|
1.8
|
Cash generated by
operations
|
64.2
|
|
70.9
|
Income taxes paid
|
(5.6)
|
|
(3.5)
|
Interest paid
|
(17.2)
|
|
(9.7)
|
Net cash from operating
activities
|
41.4
|
|
57.7
|
b) Free cash flow
Free cash flow, a non-statutory
item, enhances the reporting of the cash-generating ability of the
Group prior to corporate activity such as acquisitions,
restructuring, disposal activities, financing and transactions with
shareholders. It is used as a performance measure by the
Board and Executive Committee and is derived as follows:
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Net cash from operating
activities
|
41.4
|
|
57.7
|
Corporate undertaking
costs
|
1.9
|
|
1.4
|
Net restructuring cash
paid/(received)
|
2.1
|
|
(2.1)
|
Site relocation costs
|
0.1
|
|
-
|
US pension settlement cash
paid
|
0.9
|
|
-
|
Interest received
|
4.3
|
|
0.7
|
Proceeds on disposal of property,
plant and equipment
|
0.7
|
|
0.5
|
Purchases of property, plant and
equipment
|
(33.7)
|
|
(28.7)
|
Purchases of intangible
assets
|
(2.2)
|
|
(1.8)
|
Free cash flow
|
15.5
|
|
27.7
|
c) Analysis of net debt
|
|
At 1
January
2023
|
Net
cashflow
|
Exchange
movement
|
Other
movements(1)
|
At 31
December
2023
|
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
Cash and bank balances
|
|
43.2
|
5.5
|
(1.1)
|
-
|
47.6
|
Overdrafts
|
|
(0.5)
|
(1.3)
|
-
|
-
|
(1.8)
|
Cash and cash
equivalents
|
|
42.7
|
4.2
|
(1.1)
|
-
|
45.8
|
Debt due within one year
|
|
-
|
-
|
-
|
-
|
-
|
Debt due after one year
|
|
(143.2)
|
(39.9)
|
5.3
|
-
|
(177.8)
|
Lease
Liabilities(1)
|
|
(78.4)
|
10.2
|
4.3
|
(7.9)
|
(71.8)
|
Liabilities arising from financing
activities
|
|
(221.6)
|
(29.7)
|
9.6
|
(7.9)
|
(249.6)
|
Total
|
|
(178.9)
|
(25.5)
|
8.5
|
(7.9)
|
(203.8)
|
(1)
|
The change in lease liabilities in
the year ended 31 December 2023 includes lease rental payments of
£13.1m (£2.9m of these payments relates to lease interest), £4.3m
exchange movement and £7.9m other movements which are related to
lease additions and modifications.
|
|
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Cash and cash equivalents
comprise:
|
|
|
|
Cash and bank balances
|
47.6
|
|
43.2
|
Overdrafts
|
(1.8)
|
|
(0.5)
|
Total
|
45.8
|
|
42.7
|
|
|
|
|
| |
Cash and cash equivalents (which
are presented as a single class of assets on the face of the
Consolidated Balance Sheet) comprise cash at bank and other
short-term highly liquid investments with a maturity of three
months or less.
d) Analysis of working capital and
provisions
Working capital comprises the
following:
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Inventories
|
207.5
|
|
194.3
|
Trade and other
receivables
|
141.7
|
|
126.7
|
Trade and other payables
|
(188.4)
|
|
(191.2)
|
Working capital, including
derivatives
|
160.8
|
|
129.8
|
Items excluded:
|
|
|
|
Foreign exchange
contracts
|
0.1
|
|
1.5
|
Total
|
160.9
|
|
131.3
|
|
|
|
|
Working capital and provisions
movement, net of restructuring items, a non-statutory cash flow
item, is derived as follows:
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Increase in inventories
|
(21.7)
|
|
(34.2)
|
Increase in receivables
|
(20.4)
|
|
(18.8)
|
Increase in payables and
provisions
|
16.8
|
|
37.5
|
Working capital and provisions
movement, excluding currency effects
|
(25.3)
|
|
(15.5)
|
Items excluded:
|
|
|
|
(Increase)/decrease in
restructuring related inventory impairment
|
(2.0)
|
|
2.7
|
(Increase)/decrease in net
restructuring provision and other receivables
|
(0.3)
|
|
0.7
|
Total
|
(27.6)
|
|
(12.1)
|
13. Retirement benefit schemes
At 31 December 2023, aggregate
retirement benefit liabilities of £8.0m (2022 - £12.1m) comprise
the Group's US defined benefit pension funded schemes with a total
deficit of £2.8m (2022 - £6.7m) and other unfunded schemes, with a
deficit of £5.2m (2022 - £5.4m). The retirement benefit
surplus of £48.5m (2022 - £51.8m) comprises the Group's UK defined
benefit pension funded scheme.
The liability and asset values of
the funded schemes have been assessed by independent actuaries
using current market values and discount rates.
14. Acquisition and Disposal activities
Acquisition of Spencer Aerospace Manufacturing,
LLC.
On 25 November 2022, the Group
acquired substantially all of the assets of
Spencer Aerospace Manufacturing, LLC, a leading manufacturer of
highly engineered, high-pressure hydraulic fluid fittings for use
in commercial and military aerospace applications, located in
Valencia, California, USA. This acquisition enhances Senior's
industry leading fluid conveyance capabilities and is an important
step in our strategy to optimise our portfolio and maximise value
for shareholders.
The initial consideration was $30m
(£24.8m) paid in cash at completion, with a net working capital
adjustment of $0.2m (£0.2m), of which $0.6m (£0.5m) was paid in
cash initially and $0.4m (£0.3m) cash adjustment was received in
January 2023. A further $30m (£24.2m) was paid in November
2023. Additionally, there is contingent consideration of $40m
(£29.0m) potentially payable, in milestone amounts, dependent on
the financial performance of Spencer Aerospace during the period
between completion and 31 December 2026. The most likely
range of this contingent element is estimated between $30m and
$40m. The fair value of contingent consideration assumes
expanding the relationship with Spencer's established customers and
leveraging Senior's strong relationships with OEMs, Tier 1
integrators and after market customers around the world to exploit
opportunities for Spencer Aerospace.
In 2023, £1.5m costs (2022 - £1.2m)
were incurred related to the acquisition. The movement of
deferred and contingent consideration payable and working capital
receivable since acquisition date is shown below:
|
Year
ended
2023
£m
|
|
Year
ended
2022
£m
|
Balance at 1 January
|
52.0
|
|
-
|
Consideration payable on
acquisition
|
-
|
|
76.9
|
Cash paid net of working capital
received/paid
|
(23.9)
|
|
(25.3)
|
Interest unwind charged to the
Income Statement
|
2.9
|
|
0.3
|
Effects of movements in exchange
rates
|
(2.0)
|
|
0.1
|
Balance at 31 December
|
29.0
|
|
52.0
|
|
|
|
|
Amounts falling due within one
year
|
10.5
|
|
23.4
|
Amounts falling due after one
year
|
18.5
|
|
28.9
|
Deferred and contingent
consideration at 31 December
|
29.0
|
|
52.3
|
Working capital receivable at 31
December
|
-
|
|
(0.3)
|
Also in 2023, £3.2m costs
associated with potential disposal and other corporate activities
were incurred (2022 - £0.2m).
15. Provisions
Provisions include warranty costs
of £17.9m (2022 - £10.8m), restructuring of £0.5m (2022 - £0.2m),
and other provisions including contractual matters, claims and
legal costs that arise in the ordinary course of business of £7.1m
(2022 - £8.6m). The warranty costs include a provision of
£11.0m related to one specific disputed commercial matter. In
2022, this provision was £8.6m, of which £4.8m was recorded in
Legal claims and contractual matters and subsequently reclassified
to warranty in 2023 following a review of the overall nature of the
matter. The range of reasonably possible outcomes considered
by the Board is £5.4m, which reflects a reasonably possible
increase or decrease of £2.7m. No further details on the
matter are disclosed to avoid prejudicing the contractual
position.
16. Contingent liabilities
The Group is subject to various
claims which arise from time to time in the course of its business
including, for example, in relation to commercial matters, product
quality or liability, and tax audits. Where the Board has
assessed there to be a more likely than not outflow of economic
benefits, provision has been made for the best estimate as at 31
December 2023 (see Note 15). For all other matters, the Board
has concluded that it is not more likely than not that there will
be an economic outflow of benefits. While the outcome of some
of these matters cannot be predicted with any certainty, the
Directors do not expect any of these arrangements, legal actions or
claims, after allowing for provisions already made where
appropriate, to result in significant loss to the Group.
17. Related party transactions
Barbara Jeremiah, Senior
Independent non-executive Director and Chair of the Remuneration
Committee, was appointed a non-executive director of Johnson
Matthey Plc with effect from 1 July 2023. Johnson Matthey
Plc, a related party of the Group, has been renting excess car
parking space from one of the Group's operating businesses on a
rolling monthly basis. The lease contract was in place prior
to the acquisition of Thermal Engineering in 2013 by the Group.
In 2023, £0.06m car park rental was received (2022: £0.06m).
There are no outstanding amounts at 31 December 2023 (31
December 2022: £nil).
The Group has related party
relationships with a number of pension schemes and with Directors
and Senior Managers of the Group.