TIDMSCPA
RNS Number : 5022F
Scapa Group PLC
17 November 2020
17 November 2020
LEI No. 213800QIPVTK5ES5UU36
Scapa Group plc
("Scapa", the "Company" or the "Group")
Interim Results
First half results ahead of COVID-19 plan
Revenue and profitability expected to continue to improve in the
second half
Scapa Group plc (AIM: SCPA), the diversified Healthcare and
Industrial company focused on bringing best-in-class innovation,
design and manufacturing solutions to its customers, today
announces its unaudited financial results for the six-month period
ended 30 September 2020.
Financial Highlights:
-- As previously disclosed in the October trading update,
revenue declined 24.1% to GBP122.0m (2019: GBP160.8m)
-- Revenue improved 23.0% sequentially from Q1 to Q2 as demand
begins to return to prior year level
-- Trading profit(1) of GBP5.5m (2019: GBP14.2m) impacted by
reduced volumes but offset by targeted cost savings and government
subsidies
-- Basic loss per share improved to 0.2p (2019: loss of 0.6p)
-- Adjusted net debt(2) reduced to GBP21.8m (31 March 2020:
GBP54.4m) due to reduction of working capital and net proceeds from
the equity placement in May 2020 of GBP31.6m
-- Net debt reduced to GBP40.4m (31 March 2020: GBP74.6m) includes IFRS 16 impact of GBP18.6m
-- Bank net debt / EBITDA(3) of 0.7x
Divisional Highlights
Healthcare:
-- Demand across the segments has been impacted by the
postponement of elective surgeries and reduced footfall across the
retail channels; early signs of improvement in Q3, albeit cautious
given the recent global resurgence of COVID-19 infections
-- Revenue decreased 26.2% to GBP55.1m (2019: GBP74.7m) with
declines seen in Wound Care and Medical Devices
-- Consumer grew 2.9% driven by two technology transfers completed last year
-- Trading profit(1) decreased to GBP1.3m (2019: GBP6.6m);
impacted by lower volume but offset by targeted cost control
measures and government subsidies
-- Completed planned consolidation of Dunstable and Inglewood sites into Gargrave and Knoxville, respectively; cost benefit from right-sizing expected in H2
Industrial:
-- Revenue decreased 22.3% to GBP66.9m (2019: GBP86.1m); demand
has recovered to pre-COVID-19 levels at the end of Q2, which is
expected to positively impact revenues in H2
-- The recovery from Q1 has been seen across all segments and
geographies particularly in Construction and Automotive
-- Trading profit(1) decreased to GBP6.1m (2019: GBP10.2m);
impacted by lower volume but offset by a positive product mix and
targeted cost control measures
-- New programme wins in Automotive, Cable and Consumer
-- Product expansion, including facemasks, antibacterial wipes
and eco-friendly roofing solutions, reflecting, as detailed in the
full year results, the Company's flexibility to respond to market
needs
Outlook Highlights
-- Return to pre-COVID-19 demand levels in Industrial and
encouraging progress in Healthcare are driving momentum
-- Whilst uncertainty remains given the recent global resurgence
of COVID-19 infections, revenue in both divisions in H2 is expected
to exceed H1, with earnings benefitting from additional volumes and
cost improvement programmes already implemented
-- As a result of this momentum, we continue to track ahead of our COVID plan
(1) Profit before net finance costs, exceptional items,
amortisation of intangible assets, acquisition costs and legacy
pension costs
(2) Adjusted net debt excludes lease liabilities
(3) EBITDA comprises trading profit before depreciation for the
last 12 months
(4) Adjusting operating profit and taxation for exceptional
items, pension administration costs, amortisation and non-cash
interest
(5) Group results before the impact of IFRS 15 provision release
for the Systagenix acquisition
Commenting on the results Group Chief Executive, Heejae Chae
said:
"We delivered first half results ahead of our COVID-19 plan and
the Board's expectations, demonstrating the herculean effort by
everyone in the organisation in response to the pandemic. As a
designated essential business, we have maintained operations
throughout the pandemic and supported our commercial partners
thanks to the dedication of our colleagues around the world. The
swift actions we took at the beginning of the pandemic have helped
to mitigate effects on our profitability and cash generation, as
well as to continue to service our customers. As demand returns to
pre-COVID-19 levels, we have the agility to meet this demand,
positioning us well to capture additional market share. We have
taken strategic and operational actions to position us better both
in terms of profitability and to further strengthen the Balance
Sheet. Whilst mindful of the recent global resurgence of COVID-19
infections, we expect that revenue and profitability will continue
to improve during the second half of the financial year."
For further information:
Scapa Group plc Heejae Chae - Group Chief Executive Tel: 0161 301
Oskar Zahn - Chief Financial 7430
Officer
Numis Securities Limited Mark Lander, Freddie Barnfield Tel: 020 7260
(Nominated Adviser/Joint 1000
Broker)
Berenberg Chris Bowman, Toby Flaux Tel: 020 3207
(Joint Broker) 7800
FTI Consulting Simon Conway, Victoria Foster Tel: 020 3727
(Media Relations) Mitchell 1000
About Scapa Group plc
Scapa Group plc is a diversified Healthcare and Industrial
company focused on bringing best-in-class innovation, design and
manufacturing solutions to its customers.
Healthcare
Scapa Healthcare is the trusted strategic partner of choice for
the world's leading companies in Advanced Wound Care, Consumer
Wellness and Medical Device Fixation. We partner with the top
global MedTech companies to develop and manufacture innovative skin
friendly medical device fixation and topical solutions, from
inception through to market delivery, from our state-of-the-art
facilities.
For further information, please visit
www.scapahealthcare.com
Industrial
Scapa Industrial is a global supplier of bonding solutions and
manufacturer of adhesive-based products which offer meaningful
value in industrial applications due to their lightweight,
easy-to-apply properties. We are recognised for our unparalleled
range of products, including adhesive tapes, films and foams, and
we can engineer custom designs for even the most unique
applications.
For further information, please visit
www.scapaindustrial.com
Group results
During the COVID-19 pandemic, Scapa has demonstrated the
resilience of both its Industrial and Healthcare business units. As
a designated essential business, we have maintained operations
during the pandemic thanks to the dedication and efforts of our
colleagues around the world. As the world slowly returns to
normality, we have focused on customer engagement and anticipated
market demand, which will help us return to pre-COVID-19 revenue
levels. As we exit the first half of the year, whilst there are
uncertainties with the resurgence of COVID-19 and lockdowns, we are
seeing the demand in Industrial returning to last year's levels
across all segments and geographies. We are also seeing recovery in
the Healthcare segments, albeit slower than Industrial, following
the postponement of elective surgeries across the world. Despite
the challenging environment, we have also continued to focus on
developing our existing and new business pipeline, leveraging our
customer portfolio and creative approaches, including virtual plant
tours and workshops. We believe that our long-standing
relationships and customer knowledge made the engagement possible
during the current environment.
At the onset of the pandemic, we reacted quickly and swiftly to
put in place strategic and operational actions to enable us to
weather the past six months. We raised GBP31.6m through an equity
placement to strengthen our Balance Sheet and focused on
controlling our working capital and cash flow. We accessed
government subsidies in the jurisdictions in which we operate to
support our employees. In addition, we reinvigorated our self-help
agenda to drive cost control and margin optimisation including
price increases and portfolio rationalisation. We have also
right-sized the organisation across the entire Group to better
position us as we emerge from the pandemic.
The Group has continued to track ahead of its COVID-19 plan that
was developed as we moved into the global pandemic, acting to
implement structural cost changes across the business, matching
variable costs more closely to the reduced demand. Revenue fell by
24.1% to GBP122.0m (2019: GBP160.8m). Group trading profit fell by
61.1% to GBP5.5m (2019: GBP14.2m). The Group trading profit also
includes a release of GBP1.2m relating to multi-year share options
which will not achieve the vesting performance criteria and have
therefore been reversed in-line with the requirements of IFRS 2
Share Based Payments.
Operating profit was GBP1.0m (2019: GBP0.1m) as a result of
lower exceptional costs compared to last year. Exceptional items
were GBP2.8m (2019: GBP10.6m), with the prior year particularly
impacted by exceptional costs associated with the loss of the
ConvaTec contract. The loss before tax for the period is GBP0.5m
(2019: loss of GBP1.0m), with a tax credit of GBP0.1m (2019:
GBPNil), resulting in a loss for the half year period of GBP0.4m
(2019: loss of GBP1.0m). The underlying effective tax rate for the
period is 25.5% (2019: 19.4%), with an increase in the blended rate
from a movement in profits towards the higher tax rate
jurisdictions. The basic loss per share was 0.2p (2019: loss of
0.6p). When adjusted for exceptional items, pensions administration
costs, acquisition costs, amortisation and non-cash interest,
earnings per share was 2.0p (2019: 7.0p).
Exceptional items (explained further in note 4) in the period
included site closure and reorganisation costs of GBP3.1m relating
to the integration of the Dunstable activities into the Gargrave
site and the integration of the Inglewood site into Knoxville;
legal costs associated with the ongoing litigation against ConvaTec
Inc for breach of contract of GBP1.2m; and the Group released
GBP1.5m held on escrow from the BioMed acquisition which is shown
as an exceptional gain during the period.
A reconciliation between trading profit and statutory operating
profit is shown below:
30 Sept 30 Sept
2020 2019
-------------------- ------- -------
Trading Profit 5.5 14.2
Amortisation (1.4) (3.0)
Exceptional items (2.8) (10.6)
Acquisition costs - (0.1)
Pension admin costs (0.3) (0.4)
-------------------- ------- -------
Operating Profit 1.0 0.1
-------------------- ------- -------
Adjusted net debt stood at GBP21.8m (31 March 2020: GBP54.4m),
reflecting strong cash conversion despite the impact of the
COVID-19 pandemic and allowing for the net proceeds of GBP31.6m
from the equity placement in May 2020. We maintain material
headroom against our banking covenants. Leverage stood at 0.7x
EBITDA based on pre IFRS 16 GAAP, which excludes the impact of
Iease liabilities, and reflects the focus on protecting cash and
effective management of working capital during the first half.
Scapa's Divisions
Scapa is organised into two business units serving the
Healthcare and Industrial markets, primarily in Europe and North
America.
-- Scapa Healthcare is the trusted strategic partner of choice
for the world's leading companies in Advanced Wound Care, Consumer
Wellness and Medical Device Fixation. We partner with market
leaders to design, develop and manufacture innovative skin friendly
medical device fixation and topical solutions, to improve people's
lives.
--
-- Scapa Industrial is a global supplier of bonding solutions
and manufacturer of adhesive-based products, which offer meaningful
value in industrial applications due to their lightweight,
easy-to-apply properties. We are recognised for our unparalleled
range of products, including adhesive tapes, films and foams, and
we can engineer custom designs for even the most unique
applications.
Markets
Healthcare
Statutory Continuing
---------------- ----------------
30 Sept 30 Sept 30 Sept 30 Sept
Six months ended 2020 2019 2020 2019
--------------------------- ------- ------- ------- -------
Revenue (GBPm) 55.1 74.7 51.4 71.1
Trading profit/loss (GBPm) 1.3 6.6 (2.3) 3.0
Trading margin (%) 2.4% 8.8% (4.5%) 4.2%
--------------------------- ------- ------- ------- -------
The strategy of our Healthcare business is to continue to be the
trusted strategic turn-key partner of choice for the world's
leading companies in Advanced Wound Care, Consumer Wellness and
Medical Devices.
Healthcare revenue fell 26.2% and on a continuing basis is 27.6%
below last year, ahead of our COVID-19 plan. Excluding the ConvaTec
revenue in the prior year of GBP3.5m, the difference is 22.6% on a
statutory basis. The decline in revenue compared to the prior year
is the result of the impact of the COVID-19 pandemic in delaying
elective surgeries and dampening consumer demand.
Healthcare trading profit fell to GBP1.3m (2019: GBP6.6m) and on
a continuing basis, a trading loss of GBP2.3m (2019: GBP3.0m
profit), with the business unit having been impacted by the loss of
volume during the first half year. This trading result benefited
from GBP3.2m of government assistance. The second half of the year
will benefit from the cost improvement plans under way and the
anticipated increased sales versus the first half. The business
will also start to see the benefit of operational efficiencies as a
result of the closures of Dunstable in the UK and Inglewood in the
US. In addition, New Product Development initiatives are running at
GBP12.9m on an annualised basis and we are continuing to see early
opportunities from onshoring activities.
Industrial
30 Sept 30 Sept
Six months ended 2020 2019
---------------------- ------- -------
Revenue (GBPm) 66.9 86.1
Trading profit (GBPm) 6.1 10.2
Trading margin (%) 9.1% 11.8%
---------------------- ------- -------
Industrial revenue decreased 22.3% to GBP66.9m (2019: GBP86.1m)
but was ahead of our COVID-19 plan, as the business was impacted by
the global pandemic across all sectors. The gap to prior year
progressively improved in the first half and we anticipate in the
second half that Industrial revenue should meet the prior year's
level.
Trading profit for the period was GBP6.1m (2019: GBP10.2m), a
fall of 40.2% and includes the benefit of GBP1.6m from government
support schemes. Industrial trading margins fell back to 9.1% from
the 31 March 2020 position of 11.6%. The margins in the first half
were impacted by a good product mix driven by Cable and strong
demand for our Barnier(R) and Polyflex(R) brands in Construction
and Consumer, helping to partially offset the overall volume
reduction. Automotive and sales from our Indian business were
significantly lower in the first part of the half before seeing a
strong recovery. We expect this trend to continue in the second
half.
Balance Sheet
Net assets at 30 September 2020 increased by GBP25.2m to
GBP117.6m (31 March 2020: GBP92.4m), mainly as a result of a
movement in equity and the cash proceeds from the recent placement,
with the creation of a new merger reserve for GBP29.6m. Foreign
exchange movements had a negative impact of GBP2.5m during the
first half period.
The Group arranged a GBP15.0m facility from its existing banking
syndicate in June 2020 for a twelve-month period to strengthen its
Balance Sheet as a result of the global pandemic.
The Group net debt balance was GBP40.4m (31 March 2020:
GBP74.6m), with the adjusted net debt reducing to GBP21.8m (31
March 2020: GBP54.4m) excluding the impact of lease liabilities.
This positive movement was supported by the equity placement with
net proceeds of GBP31.6m in May 2020, but also represents strong
cash management by the Group, particularly in reducing working
capital to align with the COVID-19 impact on business
performance.
Pensions
The pension deficit reduced to GBP5.8m (31 March 2020: GBP6.1m)
reflecting the unfunded statutory retirement and termination
schemes in France, Italy and the US. The UK defined benefit scheme
remained in a small surplus position; however, the Group does not
recognise this surplus of GBP4.9m (31 March 2020: GBP4.2m) in line
with the requirements of the IFRIC 14 guidance, and therefore the
UK scheme is held at a value of GBPNil (31 March 2020: GBPNil).
Cash resources
Net cash generated from operations was GBP9.3m (2019: GBP13.5m),
which increases to GBP15.3m (2019: GBP18.9m) before exceptional
items, reflecting the continued strong cash generation of the
business despite the impact of COVID-19.
Capital expenditure in the period was GBP3.5m (2019: GBP8.0m) as
a result of cash management.
Pension payments in excess of operating charge was GBP2.6m
(2019: GBP2.3m) and represents the deficit repair payments and
contributions to scheme expenses.
Dividend
The Board recommended that no dividend be declared for the FY20
year to support the process of strengthening the Group Balance
Sheet following the onset of the COVID-19 pandemic. In line with
last year, the Board does not propose an interim dividend.
Principal risks and uncertainties
There are a number of potential risks and uncertainties which
could have a material impact on the Group's performance over the
remaining six months of the financial year and could cause actual
results to differ materially from expected and historical results.
The Directors do not consider that these principal risks and
uncertainties have changed since publication of the annual report
for the year ended 31 March 2020, which included consideration of
the risks associated with both COVID-19 and Brexit.
Going concern
As stated in note 1 to these condensed financial statements, the
Directors are satisfied that the Group has sufficient resources to
continue in operation for the foreseeable future, a period of not
less than 12 months from the date of this report. Accordingly, they
continue to adopt the going concern basis in preparing these
condensed financial statements.
Board changes
I was delighted to join Scapa in August 2020 as Chairman of the
Board. I look forward to building on the Company's strong market
position as a trusted partner to further grow the business. During
the half year, Scapa has undergone additional Board and leadership
changes, including the appointment of John Petreanu as President of
Healthcare. In addition, Heejae Chae, Group Chief Executive of
Scapa, also assumed the role of President of Industrial. Lastly,
David Blackwood, Non-Executive Director, informed the Board of his
intention to step down by the end of the calendar year after four
years with the Company. We welcome all new team members and thank
those who have stepped down for their contribution to the Group. We
wish them all the best in their future endeavours.
Summary and outlook
Scapa delivered a resilient first half performance, ahead of its
COVID-19 plan and the Board's expectations. As we enter the second
half, demand has recovered to pre-COVID-19 levels in Industrial and
there are encouraging signs of improvement in Healthcare, which is
driving momentum across both divisions. Whilst uncertainties remain
given the recent global resurgence of COVID-19, revenue in both
divisions in the second half is expected to exceed the first half,
with earnings benefitting from additional volumes and cost
improvement programmes already implemented. The Group continues to
track ahead of the COVID-19 plan.
C Brinsmead, CBE
Chairman
17 November 2020
Consolidated Income Statement
For the half year ended 30 September 2020
Half year ended Half year ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
unaudited unaudited audited
Note GBPm GBPm GBPm
--------------------------------------- ---- --------------- --------------- ----------
Revenue 2 122.0 160.8 320.6
Operating pro t/(loss) 2 1.0 0.1 (47.3)
--------------------------------------- ---- --------------- --------------- ----------
Trading profit* 5.5 14.2 27.8
--------------------------------------- ---- --------------- --------------- ----------
Amortisation of intangible assets (1.4) (3.0) (5.8)
Exceptional items 4 (2.8) (10.6) (68.4)
Acquisition Costs - (0.1) (0.2)
Pension administration costs (0.3) (0.4) (0.7)
--------------------------------------- ---- --------------- --------------- ----------
Operating profit/(loss) 2 1.0 0.1 (47.3)
--------------------------------------- ---- --------------- --------------- ----------
Net finance costs 7 (1.5) (1.1) (3.7)
--------------------------------------- ---- --------------- --------------- ----------
Loss on ordinary activities before tax (0.5) (1.0) (51.0)
Taxation credit 8 0.1 - 1.5
--------------------------------------- ---- --------------- --------------- ----------
Loss for the period (0.4) (1.0) (49.5)
--------------------------------------- ---- --------------- --------------- ----------
Weighted average number of shares (m) 179.3 155.0 155.1
--------------------------------------- ---- --------------- --------------- ----------
Basic loss per share (p) (0.2) (0.6) (31.9)
--------------------------------------- ---- --------------- --------------- ----------
Diluted loss per share (p) (0.2) (0.6) (31.2)
--------------------------------------- ---- --------------- --------------- ----------
Adjusted earnings per share (p)** 2.0 7.0 12.4
--------------------------------------- ---- --------------- --------------- ----------
* Loss before tax, before net finance costs, exceptional items,
amortisation of intangible assets, acquisition costs and legacy
pension costs
** Adjusted earnings per share is calculated by dividing the
trading profit less cash interest less tax on operating activities
by the weighted average number of ordinary shares in issue during
the year
Consolidated Statement of Comprehensive Income
For the half year ended 30 September 2020
Half year ended Half year ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
unaudited unaudited audited
GBPm GBPm GBPm
--------------------------------------------------------------------- --------------- --------------- ----------
Loss for the period (0.4) (1.0) (49.5)
--------------------------------------------------------------------- --------------- --------------- ----------
Items that may be reclassified subsequently
to profit and loss:
Exchange differences on translating foreign operations (2.5) 8.7 6.3
Actuarial loss (2.2) - (1.3)
Items that will not be reclassified subsequently to profit and loss:
Deferred tax on actuarial loss - - 0.3
--------------------------------------------------------------------- --------------- --------------- ----------
Other comprehensive (loss)/income for the period (4.7) 8.7 5.3
--------------------------------------------------------------------- --------------- --------------- ----------
Total comprehensive (loss)/income for the period (5.1) 7.7 (44.2)
--------------------------------------------------------------------- --------------- --------------- ----------
Consolidated Balance Sheet
As at 30 September 2020
Half year ended Half year ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
unaudited unaudited audited
Note GBPm GBPm GBPm
------------------------------------------- ---- --------------- --------------- ----------
Assets
Non-current assets
Goodwill 59.4 111.2 61.1
Intangible assets 2.0 8.5 3.4
Property, plant and equipment 74.2 87.0 75.7
Right-of-use assets 18.1 8.4 19.9
Deferred tax asset 10.4 7.0 9.5
Other receivables 0.1 0.2 0.1
------------------------------------------- ---- --------------- --------------- ----------
164.2 222.3 169.7
Current assets
Inventory 37.3 48.2 41.5
Trade and other receivables 45.6 55.1 63.7
Current tax asset 0.9 0.1 0.2
Cash and cash equivalents 14 14.4 8.0 16.3
------------------------------------------- ---- --------------- --------------- ----------
98.2 111.4 121.7
Liabilities
Current liabilities
Borrowings and other nancial liabilities (16.1) (12.3) (0.1)
Lease liabilities (2.4) (1.9) (2.5)
Trade and other payables (45.1) (54.9) (56.8)
Current tax liabilities (1.1) (0.6) (2.0)
Provisions 12 (11.7) (14.9) (13.6)
------------------------------------------- ---- --------------- --------------- ----------
(76.4) (84.6) (75.0)
------------------------------------------- ---- --------------- --------------- ----------
Net current assets 21.8 26.8 46.7
------------------------------------------- ---- --------------- --------------- ----------
Non-current liabilities
Borrowings and other financial liabilities (20.4) (57.3) (71.0)
Lease liabilities (16.2) (6.7) (17.7)
Trade and other payables (0.6) (0.6) (0.6)
Deferred tax liabilities (6.2) (6.5) (6.1)
Non-current tax liabilities (2.3) (3.8) (2.1)
Retirement bene t obligations 11 (5.8) (6.4) (6.1)
Provisions 12 (16.9) (24.6) (20.4)
------------------------------------------- ---- --------------- --------------- ----------
(68.4) (105.9) (124.0)
------------------------------------------- ---- --------------- --------------- ----------
Net assets 117.6 143.2 92.4
------------------------------------------- ---- --------------- --------------- ----------
Shareholders' equity
Ordinary shares 13 9.4 7.8 7.8
Share premium 1.3 1.0 1.0
Merger reserve 13 29.6 - -
Retained earnings 44.6 96.8 48.4
Translation reserve 32.7 37.6 35.2
------------------------------------------- ---- --------------- --------------- ----------
Total shareholders' equity 117.6 143.2 92.4
------------------------------------------- ---- --------------- --------------- ----------
Consolidated Statement of Changes in Equity (unaudited)
For the half year ended 30 September 2020
Share Share Translation Retained Total
capital premium Merger reserves earnings equity
GBPm GBPm reserve GBPm GBPm GBPm
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Balance at 31 March 2019 7.7 1.0 - 28.9 101.8 139.4
Employee share option scheme - value of employee
services - - - - 0.6 0.6
Equity-settled share based payments - - - - (0.1) (0.1)
Dividends - - - - (4.5) (4.5)
Issue of shares 0.1 - - - - 0.1
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
0.1 - - - (4.0) (3.9)
Currency translation differences - - - 8.7 - 8.7
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Net income recognised directly in equity - - - 8.7 - 8.7
Loss for the period - - - - (1.0) (1.0)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Total comprehensive
income/(expense) - - - 8.7 (1.0) 7.7
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Balance at 30 September 2019 7.8 1.0 - 37.6 96.8 143.2
Employee share option scheme - value of employee
services - - - - 1.0 1.0
Equity-settled share based payments - - - - 0.1 0.1
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Issue of shares - - - - - -
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
- - - - 1.1 1.1
Currency translation differences - - - (2.4) - (2.4)
Actuarial loss on pension schemes - - - - (1.3) (1.3)
Deferred tax on actuarial loss - - - - 0.3 0.3
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Net income recognised directly in equity - - - (2.4) (1.0) (3.4)
Loss for the period - - - - (48.5) (48.5)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Total comprehensive
expense - - - (2.4) (49.5) (51.9)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Balance at 31 March 2020 7.8 1.0 - 35.2 48.4 92.4
Employee share option scheme
- value of employee services - - - - (1.1) (1.1)
Equity-settled share based payments - - - - (0.1) (0.1)
Issue of shares 1.6 0.3 29.6 - - 31.5
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
1.6 0.3 - - (1.2) 30.3
Currency translation differences - - - (2.5) - (2.5)
Actuarial gain on pension schemes - - - - (2.2) (2.2)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Net income recognised directly in equity - - - (2.5) (2.2) (4.7)
Loss for the period - - - - (0.4) (0.4)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Total comprehensive
expense - - - (2.5) (2.6) (5.1)
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Balance at 30 September 2020 9.4 1.3 29.6 32.7 44.6 117.6
------------------------------------------------------- -------- -------- -------- ----------- --------- -------
Consolidated Cash Flow Statement
For the half year ended 30 September 2020
Half year ended Half year ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
unaudited unaudited audited
Note GBPm GBPm GBPm
-------------------------------------------------------- ---- --------------- --------------- ----------
Cash flows from operating activities
Net cash ow from operations 14 9.3 13.5 20.6
-------------------------------------------------------- ---- --------------- --------------- ----------
Cash generated from operations before exceptional items 14 15.3 18.9 37.7
Cash out ow from exceptional items 14 (6.0) (5.4) (17.1)
-------------------------------------------------------- ---- --------------- --------------- ----------
Net cash ow from operations 9.3 13.5 20.6
-------------------------------------------------------- ---- --------------- --------------- ----------
Interest paid (1.6) (0.8) (3.4)
Income tax paid (2.1) (2.0) (3.3)
-------------------------------------------------------- ---- --------------- --------------- ----------
Net cash generated from operating activities 5.6 10.7 13.9
-------------------------------------------------------- ---- --------------- --------------- ----------
Cash ows (used in)/from investing activities
Acquisition of subsidiary, net of cash acquired - (1.4) (1.4)
Purchase of property, plant and equipment (3.5) (8.0) (16.5)
Purchase of capitalised development costs - - -
Proceeds from disposal of fixed assets - 0.2 -
-------------------------------------------------------- ---- --------------- --------------- ----------
Net cash used in investing activities (3.5) (9.2) (17.9)
-------------------------------------------------------- ---- --------------- --------------- ----------
Cash ows (used in)/generated from financing activities
Issue of shares 31.6 - 0.1
Dividends - (4.5) (4.5)
Increase in borrowings and other finance liabilities 7.1 14.7 28.8
Repayment of borrowings and other finance liabilities (42.6) (14.9) (15.2)
-------------------------------------------------------- ---- --------------- --------------- ----------
Net cash (used in)/generated from financing activities (3.9) (4.7) 9.2
-------------------------------------------------------- ---- --------------- --------------- ----------
Net (decrease)/increase in cash and cash equivalents (1.8) (3.2) 5.2
Cash and cash equivalents at beginning of the period 16.3 10.8 10.8
Exchange (losses)/gains on cash and cash equivalents (0.1) 0.4 0.3
-------------------------------------------------------- ---- --------------- --------------- ----------
Total cash and cash equivalents at end of period 14 14.4 8.0 16.3
-------------------------------------------------------- ---- --------------- --------------- ----------
Notes
1. General information
Scapa Group plc ('the Company') and its subsidiaries (together
'the Group') manufacture bonding products and adhesive components
for applications in the healthcare and industrial markets. The
Group has manufacturing plants around the world and sells mainly in
countries within Europe, North America and Asia.
The Company is a limited liability company incorporated and
domiciled in the UK. The address of its registered office is 997
Manchester Road, Ashton-under-Lyne, Greater Manchester OL7 0ED. The
Company has its listing on the Alternative Investment Market.
The financial information for the period ended 30 September 2019
has been neither audited nor reviewed by the auditor. The financial
information for the year ended 31 March 2020 has been based on
information in the audited financial statements for that
period.
The interim condensed financial statements for the period ended
30 September 2020 do not constitute statutory accounts as defined
in section 434 of the Companies Act 2006. A copy of the statutory
accounts for the year ended 31 March 2020 has been delivered to the
Registrar of Companies. The auditor's report on those accounts was
not qualified, did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying
the report and did not contain statements under section 498 (2) or
(3) of the Companies Act 2006.
Basis of preparation
These consolidated interim financial statements for Scapa Group
plc have been prepared in accordance with International Accounting
Standard 34 Interim Financial Reporting. The annual consolidated
financial statements of the Group are prepared in accordance with
IFRS as adopted the the EU.
Accounting policies
The same accounting policies, presentation and methods of
computation are followed in the interim condensed financial
statements as applied in the Group's latest annual audited
financial statements.
Critical accounting estimates, judgements and risks
The preparation of the interim condensed financial statements
requires management to make judgements, estimates and assumptions
that affect the application of accounting policies and the reported
amounts of assets and liabilities, income and expense. Actual
results may differ from these estimates.
In preparing these interim condensed financial statements, the
significant judgements made by management in applying the Group's
accounting policies and the key sources of estimation uncertainty
were the same as those that applied to the consolidated financial
statements for the year ended 31 March 2020.
A summary of the principal risks and uncertainties is below
broken down into specific categories and a more detailed
explanation and how the Group seeks to mitigate the risks can be
found on pages 33 to 36 of the Annual Report, which is available at
www.scapa.com.
Regulatory and compliance risks
Health and safety - failure to work safely could result in
significant injury or loss of life, damage the reputation of the
Group and incur regulator intervention or fines
Environment - failure to mitigate environmental impacts could
damage the reputation of the Group and result in the financial loss
associated with clean-up, fines and sanctions
Product quality - failure to meet regulatory standards could
lead to regulatory action, restricting our ability to manufacture
and sell products. The Group is also exposed to financial risk
around product liability claims, customer returns and ultimately
customer trust in Scapa as a supplier
Strategic Risks
Economic and political - economic and political uncertainty,
e.g. COVID-19 outbreak and Brexit trade negotiations, which affect
market and financial stability
Business strategy - development of the wrong strategy by the
Board or the failure to implement its strategy effectively could
negatively impact on the Group's long-term growth prospects
Acquisitions and disposals - poor decision-making on
organisational restructuring could adversely affect the Group's
position and prospects, weakening shareholder value
Financial Risks
Financial and treasury - unavailability and cost of funding, and
foreign exchange exposes the company to the risk of not having
access to sufficient funds to permit trading as a going concern
Pensions - liabilities increase due to increasing life
expectancy, inflation and poor performance in investments
compounded by fluctuations in the discount rate, the associated
cash requirements could have a material adverse impact on the
Group's cash flows
Market Risks
Customers - Over reliance on a specific customer places pressure
on pricing, margins and profitability
Operations Risks
Suppliers - over reliance on specific suppliers risks supplier
failure or unavailability/discontinuation of key raw material
products, particularly as a result of COVID-19, which would have a
detrimental impact on business performance
Human resources - failure to attract, develop and retain people
with the necessary skills to support sustainable growth could lead
to the inability to achieve our business objectives or to loss of
skills, knowledge and experience
Technology - the business risks being subjected to a
cyber-attack or other event that results in data loss and/or
systems outage could lead to significant disruption to direct
manufacturing and support processes
Disruption to operations - pandemic natural disaster or extreme
weather events could lead to significant disruption to direct
manufacturing or support processes
Going concern
In assessing the viability of the Group the Board has continued
to assess and monitor the above principal risks of the business,
and moreover the Group has taken into account the potential impact
of the COVID-19 pandemic on the Group's results across a three year
period. In a challenging environment to forecast accurately, the
Group has updated the internal forecasts to take account of the
current impact of COVID-19 and the Group are tracking ahead of this
internal COVID-19 scenario. The Group moved quickly to strengthen
its Balance Sheet at the start of the global pandemic, securing
additional loan facilities from its existing banking Group,
completing an equity placement in May 2020 securing net proceeds of
GBP31.6m, suspending ordinary dividends for the 2020 year, and
securing a deferment of the regular UK deferred pension CAR
payment. The Directors are satisfied that the Group's forecasts and
projections show that the Group should be able to operate within
its banking facilities and comply with its banking covenants, which
were revised for a nine-month period to March 2021 when the
additional GBP15m facility was secured (repayable in June 2021),
and the Group has significant headroom against its current RCF. The
Group is exposed to a number of significant risks and uncertainties
as outlined above, which could affect the Group's ability to meet
its banking covenants. The Directors have a reasonable expectation
that the Group has adequate resources to continue in operational
existence for a period of not less than 12 months from the date of
this report. Accordingly, they continue to adopt the going concern
basis in preparing the interim condensed financial statements.
2. Segmental reporting
The Group operates two standalone business units: Healthcare and
Industrial, supported by a strategic Corporate function. All
inter-segment transactions are made on an arm's length basis.
The Board relies primarily on turnover and trading profit to
assess the performance of the Group and make decisions about
resources to be allocated to each segment; assets and liabilities
are looked at geographically. Trading profit is reconciled to
operating profit on the face of the Income Statement.
The Board reviews the performance of the business using
information presented at constant exchange rates. The prior year
results have been restated at constant currency as shown on the
following pages.
Segment results - 30 September 2020
The segment results for the half year ended 30 September 2020
are as follows:
Healthcare Industrial Head office Group
GBPm GBPm GBPm GBPm
--------------------------------------- ---------- ---------- ----------- -----
External revenue 55.1 66.9 - 122.0
--------------------------------------- ---------- ---------- ----------- -----
Trading profit/(loss) 1.3 6.1 (1.9) 5.5
Amortisation of intangible assets (1.1) (0.3) - (1.4)
Exceptional items (2.8) - - (2.8)
Pension administration costs - - (0.3) (0.3)
--------------------------------------- ---------- ---------- ----------- -----
Operating (loss)/profit (2.6) 5.8 (2.2) 1.0
Net finance costs (1.5)
--------------------------------------- ---------- ---------- ----------- -----
Loss on ordinary activities before tax (0.5)
Tax credit 0.1
--------------------------------------- ---------- ---------- ----------- -----
Loss for the period (0.4)
--------------------------------------- ---------- ---------- ----------- -----
The revenue analysis below is based on the location of the
customer as follows:
Europe N America Asia Other Group
GBPm GBPm GBPm GBPm GBPm
-------------------------------- ------ --------- ----- ----- -----
External revenue - 30 Sept 2020 61.1 48.5 8.1 4.3 122.0
-------------------------------- ------ --------- ----- ----- -----
External revenue - 30 Sept 2019 71.5 69.9 12.3 7.1 160.8
-------------------------------- ------ --------- ----- ----- -----
External revenue - 31 Mar 2020 141.0 140.3 24.6 14.7 320.6
-------------------------------- ------ --------- ----- ----- -----
The revenue based on the location of the selling company is as
follows:
Europe N America Asia Other Group
GBPm GBPm GBPm GBPm GBPm
-------------------------------- ------ --------- ----- ----- -----
External revenue - 30 Sept 2020 58.2 56.4 6.7 0.7 122.0
-------------------------------- ------ --------- ----- ----- -----
External revenue - 30 Sept 2019 71.0 78.7 10.0 1.1 160.8
-------------------------------- ------ --------- ----- ----- -----
External revenue - 31 Mar 2020 139.2 159.0 20.3 2.1 320.6
-------------------------------- ------ --------- ----- ----- -----
The segment results for the half year ended 30 September 2019
are as follows:
Healthcare Industrial Head office Group
GBPm GBPm GBPm GBPm
----------------------------------------- ---------- ---------- ----------- ------
External revenue 74.7 86.1 - 160.8
----------------------------------------- ---------- ---------- ----------- ------
Trading profit/(loss) 6.6 10.2 (2.6) 14.2
Amortisation of intangible assets (2.6) (0.4) - (3.0)
Exceptional items (10.6) - - (10.6)
Acquisition costs (0.1) - - (0.1)
Pension administration costs - - (0.4) (0.4)
----------------------------------------- ---------- ---------- ----------- ------
Operating profit/(loss) (6.7) 9.8 (3.0) 0.1
Net finance costs (1.1)
----------------------------------------- ---------- ---------- ----------- ------
Profit on ordinary activities before tax (1.0)
Tax charge -
----------------------------------------- ---------- ---------- ----------- ------
Profit for the period (1.0)
----------------------------------------- ---------- ---------- ----------- ------
The Board reviews the performance of the business using
information presented at constant exchange rates. The prior half
year results have been restated using this year's exchange rates as
follows:
Healthcare Industrial Head office Group
GBPm GBPm GBPm GBPm
------------------------------------------- ---------- ---------- ----------- -----
External revenue 74.7 86.1 - 160.8
Foreign exchange (0.1) (0.5) - (0.6)
------------------------------------------- ---------- ---------- ----------- -----
External revenue at constant exchange
rates 74.6 85.6 - 160.2
------------------------------------------- ---------- ---------- ----------- -----
Trading profit/(loss) 6.6 10.2 (2.1) 14.2
Foreign exchange 0.0 (0.1) - (0.1)
------------------------------------------- ---------- ---------- ----------- -----
Trading profit/(loss) at constant exchange
rates 6.6 10.1 (2.1) 14.1
------------------------------------------- ---------- ---------- ----------- -----
Segment results - 31 March 2020
The segment results for the year ended 31 March 2020 are as
follows:
Healthcare Industrial Head office Group
GBPm GBPm GBPm GBPm
------------------------------------- ---------- ---------- ----------- ------
External revenue 152.0 168.6 - 320.6
------------------------------------- ---------- ---------- ----------- ------
Trading profit/(loss) 13.7 19.5 (5.4) 27.8
Amortisation of intangible assets (5.1) (0.7) - (5.8)
Exceptional items (70.1) - 1.7 (68.4)
Acquisition costs (0.2) - - (0.2)
Pension administration costs - - (0.7) (0.7)
------------------------------------- ---------- ---------- ----------- ------
Operating profit/(loss) (61.7) 18.8 (4.4) (47.3)
Net finance costs (3.7)
------------------------------------- ---------- ---------- ----------- ------
Profit on ordinary activities before
tax (51.0)
Tax charge 1.5
------------------------------------- ---------- ---------- ----------- ------
Profit for the year (49.5)
------------------------------------- ---------- ---------- ----------- ------
The Board reviews the performance of the business using
information presented at constant exchange rates. The prior year
results have been restated using this year's exchange rates as
follows:
Healthcare Industrial Head office Group
GBPm GBPm GBPm GBPm
------------------------------------------- ---------- ---------- ----------- -----
External revenue 152.0 168.6 - 320.6
Foreign exchange 0.7 1.0 - 1.7
------------------------------------------- ---------- ---------- ----------- -----
External revenue at constant exchange
rates 152.7 169.6 - 322.3
------------------------------------------- ---------- ---------- ----------- -----
Trading profit/(loss) 13.7 19.5 (5.4) 27.8
Foreign exchange 0.1 - - 0.1
------------------------------------------- ---------- ---------- ----------- -----
Trading profit/(loss) at constant exchange
rates 13.8 19.5 (5.4) 27.9
------------------------------------------- ---------- ---------- ----------- -----
3. Segment assets and liabilities
The Board does not review assets and liabilities by business
unit but by geographical area as reporting entity balance sheets
cannot be split accurately by business unit. The assets and
liabilities at 30 September 2020 and capital expenditure for the
period then ended can be analysed into geographical segments as
follows:
Europe N America Asia Head office Group
GBPm GBPm GBPm GBPm GBPm
----------------------------- ------ --------- ----- ----------- ------
Non-current assets* 67.0 84.2 2.1 0.5 153.8
Inventory 17.5 17.5 2.4 - 37.4
Trade receivables (net) 19.3 17.4 2.5 - 39.2
Trade payables (17.6) (13.8) (1.9) (0.7) (34.0)
Cash 4.2 5.5 2.6 2.0 14.3
Additions of property, plant
and equipment** 3.0 0.4 0.1 - 3.5
----------------------------- ------ --------- ----- ----------- ------
* Non-current assets excluding deferred tax assets
** Additions of property, plant and equipment excludes
Right-of-Use assets and is included in non-current assets above
The assets and liabilities at 30 September 2019 and capital
expenditure for the period then ended were as follows:
Europe N America Asia Head office Group
GBPm GBPm GBPm GBPm GBPm
----------------------------- ------ --------- ----- ----------- ------
Non-current assets* 94.4 118.3 2.0 0.6 215.3
Inventory 21.9 22.8 3.5 - 48.2
Trade receivables (net) 23.8 24.4 2.7 - 50.9
Trade payables (20.8) (17.7) (1.9) (0.9) (41.3)
Cash 2.7 3.2 2.0 0.1 8.0
Additions of property, plant
and equipment** 4.8 2.6 0.6 - 8.0
----------------------------- ------ --------- ----- ----------- ------
* Non-current assets excluding deferred tax assets
** Additions of property, plant and equipment excludes
Right-of-Use assets and is included in non-current assets above
The assets and liabilities at 31 March 2020 and capital
expenditure for the year then ended were as follows:
Europe N America Asia Head office Group
GBPm GBPm GBPm GBPm GBPm
----------------------------- ------ --------- ----- ----------- ------
Non-current assets* 67.6 89.9 2.1 0.6 160.2
Inventory 19.9 18.7 2.9 - 41.5
Trade receivables (net) 23.9 31.8 2.4 - 58.1
Trade payables (24.5) (18.2) (1.6) (0.8) (45.1)
Cash 6.4 4.9 2.8 2.2 16.3
Additions of property, plant
and equipment** 11.2 3.8 1.0 0.5 16.5
----------------------------- ------ --------- ----- ----------- ------
* Non-current assets excluding deferred tax assets
** Additions of property, plant and equipment excludes
Right-of-Use assets and is included in non-current assets above
Unallocated head office items relate to assets and liabilities
incurred in the normal course of business for the Parent
Company.
4. Exceptional items
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
-------------------------------------- --------- --------- ----------
Operating income:
Gain on pension scheme buy-out - - 2.4
BioMed indemnification income 1.5 - -
Operating expenses:
Site closure and reorganisation costs (3.1) (1.4) (8.0)
Asset write-offs - - (0.3)
Loss of major contract (1.2) (6.0) (7.2)
Goodwill impairment - (3.2) (52.2)
Potential HSE penalty - - (0.3)
Intangible asset impairment - - (2.1)
Strategic review - - (0.7)
-------------------------------------- --------- --------- ----------
(2.8) (10.6) (68.4)
-------------------------------------- --------- --------- ----------
Exceptional operating income
The Group released GBP1.5m from escrow relating to
indemnification of the BioMed acquisition which was agreed and
crystallised in September 2020; this is reflected as an exceptional
gain in the period - see contingent asset note 12.
The prior year exceptional operating income related to the
buy-out of one of the US defined benefit pension schemes in March
2020.
Exceptional operating expenses
Exceptional operating expenses in the first half year comprised
reorganisation costs of GBP3.1m relating to the integration of the
Dunstable closure activities into the Gargrave site and the
integration of the closure of the Inglewood site into Knoxville. It
is anticipated that site restructuring costs will continue into
FY22. In addition, Scapa Tapes North America LLC incurred legal
costs of GBP1.2m associated with the ongoing litigation against
ConvaTec Inc for breach of contract.
The 31 March 2020 exceptional operating expense included GBP7.2m
costs associated with the loss of the major ConvaTec contract, with
GBP6.0m of this having been booked in the half-year to September
2019. There was also a goodwill impairment of GBP3.2m booked in the
half-year associated with this lost contract, with a further
GBP49.0m goodwill impairments booked at 31 March 2020 relating to
the recoverability review under IAS36, which also included asset
write offs of GBP0.3m and intangible asset impairments of GBP2.1m
all booked as a result of the loss of the ConvaTec contract, weaker
financial performance for the BioMed site in Texas, alongside the
potential global impact of the Covid-19 pandemic. There were
exceptional costs of GBP8.0m (with GBP1.4m having been recognised
in September 2019) for site closure and reorganisation expenses,
plus GBP0.7m for a Group strategic review.
5. Key management compensation and Directors' remuneration
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
------------------------------------------------ --------- --------- ----------
Short-term employment benefits 1.4 1.1 2.0
Post-employment benefits 0.1 0.1 0.2
Share-based payments (including share incentive
plan) (0.8) 0.5 1.2
------------------------------------------------ --------- --------- ----------
0.7 1.7 3.4
------------------------------------------------ --------- --------- ----------
Key management is considered by the Group to be the Executive
Team, which comprises certain senior employees, as defined in the
annual financial statements. The short-term employment benefits
include wages and salaries, bonuses, social security contributions
and non-monetary benefits.
6. Related party transactions
The pension schemes are related parties to the Group. As at 30
September 2020 a deferment of the March 2020 UK scheme CAR
contribution of GBP2.0m was agreed by the UK Pension Trustee. The
funds were held as restricted cash with release subject to legal
agreement with the Scheme Trustee.
On 14 May 2020 the Group placed an aggregate of 30,758,649 new
ordinary shares of 0.5p at a price of 105p per share to raise net
proceeds of approximately GBP31.6m in addition Directors and
members of the senior management team of the Company subscribed for
an aggregate of 319,044 shares at the placing price. Directors (H
Chae, D Blackwood, B McAtamney and T Miller), the Company Secretary
(W Baker) and a member of the senior management team (J Petreanu)
participated in the subscription purchasing 142,857 shares, 14,285
shares, 9,523 shares, 19,047 shares, 14,285 shares and 119,047
shares respectively.
7. Net finance costs
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
---------------------------------------------- --------- --------- ----------
Interest payable on bank loans and overdrafts (0.8) (0.8) (1.7)
Interest income on pension scheme assets less
interest on scheme liabilities - - (0.1)
Discount on provisions (0.1) (0.1) (0.2)
Lease interest (0.6) (0.2) (1.7)
---------------------------------------------- --------- --------- ----------
Net finance costs (1.5) (1.1) (3.7)
---------------------------------------------- --------- --------- ----------
Upon initial recognition of IFRS 16 the Knoxville land and
buildings lease was initially assessed as a short term lease. In
December 2019 the lease was reassessed due to a decision to delay
the procurement of the land and buildings. As a result, in the half
year ended September 2020, lease interest of GBP0.4m (2019: GBPNil)
has been incurred.
8. Taxation
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
------------------------------------------- --------- --------- ----------
Current tax:
Tax on trading activities - current period (1.4) (2.1) (2.9)
Tax on trading activities - prior period 0.7 (0.3) (0.4)
Tax on non-trading items - - -
------------------------------------------- --------- --------- ----------
Total current tax (0.7) (2.4) (3.3)
------------------------------------------- --------- --------- ----------
Deferred tax:
Tax on trading activities - current period (0.7) (0.4) (3.2)
Tax on trading activities - prior period 0.2 0.2 (0.4)
Tax on non-trading items 1.3 2.6 8.4
------------------------------------------- --------- --------- ----------
Total deferred tax 0.8 2.4 4.8
------------------------------------------- --------- --------- ----------
Tax charge on trading activities (1.2) (2.6) (6.9)
------------------------------------------- --------- --------- ----------
Tax income on non-trading activities 1.3 2.6 8.4
------------------------------------------- --------- --------- ----------
Tax credit for the period 0.1 - 1.5
------------------------------------------- --------- --------- ----------
9. Earnings per share
Basic
Basic earnings per share is calculated by dividing the profit
attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the period.
Diluted
Diluted earnings per share is calculated by adjusting the
weighted average number of ordinary shares outstanding to assume
conversion of all potentially dilutive ordinary shares. Diluted
earnings per share has been calculated on share options in
existence at 30 September 2020.
Adjusted
Adjusted earnings per share is calculated by dividing the
trading profit less cash interest less tax on operating activities
by the weighted average number of ordinary shares in issue during
the period.
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
-------------------------------------------- --------- --------- ----------
Loss attributable to equity holders of the
Company (GBPm) (0.4) (1.0) (49.5)
Weighted average number of ordinary shares
in issue (m) 179.3 155.0 155.1
Basic loss per share (p) (0.2) (0.6) (31.9)
Weighted average number of shares in issue,
including potentially dilutive shares (m) 189.8 158.6 158.6
Diluted loss per share (p) (0.2) (0.6) (31.2)
Adjusted earnings per share (p) 2.0 7.0 12.4
-------------------------------------------- --------- --------- ----------
10. Dividends
The Group did not declare a final dividend for the year ended 31
March 2020 as a result of the uncertainty surrounding the global
COVID-19 pandemic.
11. Retirement benefit schemes
Defined benefit schemes
The defined benefit obligation as at 30 September 2020 has been
adjusted for movements in contributions, financial and demographic
assumptions over the period.
The defined benefit plan assets have been updated to reflect
their market value at 30 September 2020. The change in the expected
return on assets has been recognised as an actuarial gain or loss
in the Statement of Comprehensive Income in accordance with the
Group's accounting policy.
12. Provisions
Reorganisation
and leasehold Contract
commitments liability Environmental Total
GBPm GBPm GBPm GBPm
------------------------ -------------- ---------- ------------- ------
At 31 March 2019 14.4 32.2 0.1 46.7
Exchange differences 0.2 - - 0.2
Charged in the period 2.3 - - 2.3
Released in the period - (3.6) - (3.6)
Utilised in the period (6.1) - - (6.1)
------------------------ -------------- ---------- ------------- ------
At 30 September 2019 10.8 28.6 0.1 39.5
Exchange differences (0.2) - - (0.2)
Charged in the period 10.5 - - 10.5
Released in the period (0.7) (3.6) - (4.3)
Utilised in the period (11.5) - - (11.5)
------------------------ -------------- ---------- ------------- ------
At 31 March 2020 8.9 25.0 0.1 34.0
Charged in the period 1.2 - - 1.2
Released in the period (0.2) (3.6) - (3.8)
Utilised in the period (2.8) - - (2.8)
------------------------ -------------- ---------- ------------- ------
At 30 September 2020 7.1 21.4 0.1 28.6
------------------------ -------------- ---------- ------------- ------
Analysis of provisions:
Current 4.4 7.2 0.1 11.7
Non-current 2.7 14.2 - 16.9
------------------------ -------------- ---------- ------------- ------
At 30 September 2020 7.1 21.4 0.1 28.6
------------------------ -------------- ---------- ------------- ------
Reorganisation and leasehold commitments
The GBP7.1m (2019: GBP10.8m) reorganisation and lease
commitments provisions relates to dilapidations for leasehold
property of GBP2.9m (2019: GBP2.9m), GBP0.1m (2019: GBP0.1m) in
relation to reorganisation costs, GBP2.1m (2019: GBP5.2m) in
relation to site closures in the UK and the US, GBP1.9m (2019:
GBP2.6m) relating to the acquisition provisions for BioMed
Laboratories LLC and Systagenix Wound Management Manufacturing Ltd
and GBP0.1m (2019: GBPNil) relating to the potential HSE penalty.
The expected utilisation of these provisions ranges between one and
three years.
Contract liability provision
The GBP21.4m (2019: GBP28.6m) contract liability provision
relates to the acquisition of Systagenix Wound Management
Manufacturing Ltd in October 2018. This provision will be released
on a straight-line basis over a five-year period, in line with the
exclusive supply contract.
Environmental provision
The environmental provision relates to expected costs required
to clean up environmental contamination on a European site of
GBP0.1m (2019: GBP0.1m). The Group expects the majority of the
spend against the environmental provision to be incurred over the
next 18 months.
Tax provisions
Tax provisions totalling GBP2.0m (2019: GBP3.8m) relate to Group
cross-party transactions which are expected to be utilised over a
four-year period.
Contingent Assets
On 10 July 2019, Scapa Tapes North America LLC filed a complaint
against ConvaTec Inc in the state of Connecticut for a breach of a
material supply agreement alleging damages of $83.8m and a
declatory judgement requesting a court ruling that a non-compete
provision in the agreement is legally impermissible. Scapa Tapes
North America maintains its position robustly asserting its claim
for breach of contract and declatory judgement. Claims raised by
ConvaTec Inc against Scapa Group Plc and Scapa Tapes North America
LLC in new Jersey have been dismissed. ConvaTec Inc has reasserted
certain contract breach, declaratory judgement and other claims
against Scapa Group Plc and Scapa Tapes North America LLC in
Connecticut in response to the complaint Scapa North America LLC
filed. No asset has been recognised in relation to this case on the
grounds that recovery is not deemed virtually certain at this point
in time.
In September 2020 a further payment in relation to the
indemnification of the BioMed acquisition was agreed for GBP0.5m
excluding fees. This amount has not yet been received and is
considered a contingent asset at 30th September 2020.
13. Share capital
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
--------------------------------- --------- --------- ----------
Allotted, issued and fully paid
187,797,885 (2019: 155,242,923) 9.4 7.8 7.8
--------------------------------- --------- --------- ----------
On 14 May 2020 the Group placed an aggregate of 30,758,649 new
ordinary shares of 0.5p at a price of 105p per placing share to
raise net proceeds of GBP31.6m after expenses. The placing shares
represented approximately 19.99% of the Company's existing issued
share capital. The placing utilised a cash box structure, whereby
the cash box entity issued redeemable preference shares in
consideration for the receipt of the cash proceeds (net of issue
costs) arising from the placing. The Company's ordinary shares were
issued as consideration for the transfer to it of the shares, which
it did not already own, in the cash box entity. As a result, in the
opinion of the Board, the placing qualified for merger relief under
section 612 of Companies Act 2006 so that the excess of the value
of the acquired shares in the cash box entity over the nominal
value of the ordinary shares issued by the Company was credited to
a merger reserve which is considered to be distributable.
The placing shares ranked pari passu in all respects with the
existing ordinary shares, including the right to receive all
dividends and other distributions declared, made or paid after the
date of the issue.
14 Reconciliation of operating profit to operating cash flow and
reconciliation of net cash
Half year Half year
ended ended Year ended
30 Sept 30 Sept 31 Mar
2020 2019 2020
GBPm GBPm GBPm
-------------------------------------------------- --------- --------- ----------
Operating profit/(loss) 1.0 0.1 (47.3)
Adjustments for:
Depreciation and amortisation 7.4 8.7 17.7
Loss on disposal of land and buildings - - 0.5
Impairment of tangible fixed assets 0.3 0.6 1.4
Impairment of intangible assets - 0.2 2.3
Impairment of goodwill - 3.2 52.2
Pensions payments in excess of charge (2.6) (2.3) (1.6)
Pension scheme buy out - - (2.4)
Share options (credit)/charge (1.2) 0.6 1.6
Changes in working capital:
-------------------------------------------------- --------- --------- ----------
Inventories 3.8 (0.3) 5.4
Trade debtors 18.4 13.0 5.0
Trade creditors (11.0) (4.5) (0.1)
-------------------------------------------------- --------- --------- ----------
Net movement in trading working capital 11.2 8.2 10.3
Net movement in other current debtors (0.9) 3.7 1.9
Net movement in other current creditors (0.5) (1.4) (2.7)
Net movement in reorganisation provisions (1.8) (4.5) (6.1)
Net movement in contract liability provision (3.6) (3.6) (7.2)
-------------------------------------------------- --------- --------- ----------
Cash generated from operations 9.3 13.5 20.6
-------------------------------------------------- --------- --------- ----------
Cash generated from operations before exceptional
items 15.3 18.9 37.7
Cash outflows from exceptional items (6.0) (5.4) (17.1)
-------------------------------------------------- --------- --------- ----------
Cash generated from operations 9.3 13.5 20.6
-------------------------------------------------- --------- --------- ----------
Analysis of cash and cash equivalents and borrowings
At 1 April Cash Exchange Other At 30 Sept
2020 flow movement movements 2020
GBPm GBPm GBPm GBPm GBPm
--------------------------- ---------- ----- --------- ---------- ----------
Cash and cash equivalents 16.3 (1.8) (0.1) - 14.4
--------------------------- ---------- ----- --------- ---------- ----------
Borrowings within one year (2.6) (0.9) - (15.0) (18.5)
Borrowings after more than
one year (88.3) 36.4 0.6 15.0 (36.3)
--------------------------- ---------- ----- --------- ---------- ----------
Total borrowings (90.9) 35.5 0.6 - (54.8)
--------------------------- ---------- ----- --------- ---------- ----------
Total (74.6) 33.7 0.5 - (40.4)
--------------------------- ---------- ----- --------- ---------- ----------
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END
IR BFBBTMTJBTAM
(END) Dow Jones Newswires
November 17, 2020 02:00 ET (07:00 GMT)
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