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Friday 27 August, 2010

Parkwood Holdings

Half Yearly Report

RNS Number : 7238R
Parkwood Holdings PLC
27 August 2010
 



 

 

 

 

 

 

 

 

Parkwood Holdings plc

Interim Report

For the six months ended 30 June 2010

 

 

                                                       

 

 

 

 

 



 

Financial Summary - continuing operations

 

 

(Unaudited)

30 June 2010

 

Restated

(Unaudited)

30 June 2009

 

 

 

Revenue

£58.0m

£58.3m




Adjusted operating profit/(loss)

£1.85m

(£0.18m)




Operating profit/(loss)

£1.23m

(£0.68m)




Profit/(loss) before taxation

£1.03m

(£0.87m)




Basic earnings/(loss) per share

3.9p

(6.0p)




Interim dividend paid in the period

1.2p

nil

 



Order book

£518m

£500m

 



                                   

The adjusted operating profit/(loss) is stated before amortisation and impairment charges.  The 2009 comparatives have been restated to exclude the results of discontinued operations and for a prior period adjustment detailed in note 2.1.

 

 

 

Financial Calendar

 

Full year results announced                                                                                                 March 2011

Annual General Meeting                                                                                                           May 2011

 

This statement is available from the Company's website at www.parkwood-holdings.co.uk.  Shareholders will be notified in writing when the Interim Report is available unless shareholders have specifically elected to receive paper copies.  Copies can be obtained from the registered office:

 

Parkwood House

Cuerden Park

Berkeley Drive

Bamber Bridge

Preston

PR5 6BY

 


 

Chairman's Statement

 

In the six month period to 30 June 2010, Parkwood has returned to profitability after the losses of 2009.  Parkwood Leisure goes from strength to strength and the Group signed what will probably be its last leisure PFI contract with Bristol City Council in April. Effective cash management has allowed Parkwood to repay loans of £3.3 million and maintain a positive cash balance for most of the period.

 

The change of government in May and the announcement of significant cuts to the budgets of both central and local government provides both opportunity and risk to Parkwood.  The free swimming programme for those under 16 and over 60 has been cancelled, and Glendale is being asked to forego RPI inflation uplifts on its contracts.  However, some local authorities are considering outsourcing their services for the first time since the abolition of CCT (Compulsory Competitive Tendering) and others are seeking to consult with the private sector seeking innovative ideas to help reduce costs.

 

Group results

Revenues were maintained at £58.0 million (2009: £58.3 million restated), although this masked a further rebalancing of the Group with a 7% increase in revenues in Parkwood Leisure and a 5% reduction in Glendale's revenues.  Operating profits of £1.2 million were achieved (2009: operating loss restated of £0.7 million).  Average cash balances of £2.6 million have been maintained throughout the period despite the fact that asset finance has not been available and £0.8 million of capital expenditure has been cash funded.

 

The Group's forward order book at the period end was £518 million (2009: £500 million).

 

Dividend

A dividend of 1.2p per share was paid on 1 April 2010 and the Board is pleased to announce that a further dividend of 1.5p will be paid on 8 October 2010 to all shareholders on the register on 17 September 2010.

 

The Company purchased for cancellation, 52,500 shares in the period, under its share buyback authority.

 

Board and management

There have been no changes to the composition of the Board during the period.  Richard Tolkien became the senior independent non-executive director on 30 April 2010 and will serve as Chair of the Audit and Remuneration Committees.  An advertisement for a new non-executive director was placed in the Financial Times in May and interviews are currently being conducted.  The board will then consist of three executive and three non-executive directors.

 

Leisure

Parkwood Leisure's revenues in the first half increased to £32.1 million (2009: £29.9 million restated) with adjusted operating profits amounting to £2.4 million (2009: £2.1 million restated).  Health and Fitness memberships under the Expressions brand totalled 52,900 at the period end (2009: 48,700), providing £1.8 million of direct debit income per month at an average monthly subscription of £34.

 

The company is bidding for a number of large contracts and in June was successful in retaining the contract that it has held with Exeter City Council for the Riverside Centre, augmented by an additional six facilities. 

 

During May 2010, the Alemo Heron v Parkwood Leisure case was considered for appeal in the Supreme Court.  This important employment law case relates to the nature of the contractual right of an employee to a previously negotiated pay award at the point of transfer of their employment to a new employer.  The Court of Appeal has previously found in favour of Parkwood Leisure which could mean that local government national pay awards need not be recognised by the private sector.  The trade union, Unison brought the appeal to the Supreme Court.

 

Parkwood Leisure is now recognised as one of the top three companies in the local authority leisure market and is well positioned to win more new business in the second half of the year.

 

 

 

Glendale

Glendale's revenues for the period declined to £24.6 million (2009: £25.9 million restated) with the loss of a number of contracts as a result of fierce price competition.  Losses have continued with an adjusted operating loss in the period of £0.5 million compared to an adjusted operating loss of £0.9 million for the corresponding prior year period.

 

Glendale's core grounds maintenance and Countryside business is trading profitably, but losses have continued to be incurred by the horticultural nursery business known as Coblands, the recycling business in Devon, and Glendale Golf.  At Coblands, stock levels have been reduced to £0.9 million but some horticultural stock has been traded at a loss.  Overall plant sales in the spring and early summer months have also been disappointing.  A new general manager appointed in August 2010 is reviewing the company's cost base.  Glendale Recycling's in-vessel composting (IVC) plant at Exeter is now fully operational, but suffers from feedstock revenues lower than those in the original business model, and the Plymouth based green waste composting facility has had to close as a result of redevelopment.  The company has, however, re-won its contract with Plymouth City Council to process their green waste which is now being transported to Exeter.  Glendale Golf has not recovered its sales to previous levels as a result of both the recession and poor weather, and despite careful management continues to incur losses.  Glendale has reduced its overhead base and growth aspirations in order to meet the challenge of difficult times.  A return to overall profitability is the prime aim of Glendale's senior management.

 

Healthcare

Parkwood Healthcare's revenue for the period was reduced to £1.1 million (2009: £2.4 million) as a result of the company having virtually wound up its activity in its loss making patient transport business.  The 'healthy living agenda' forms a major part of Healthcare's new strategy and two existing health trainer contracts, which commenced at the end of 2009, have been added to with the award of a new health trainer contract for Leicester PCT which will commence in October.

 

The new Coalition Government's White Paper, Equity and Excellence; Liberating the NHS, suggests that the Local Involvement Networks (LINks) will become the local 'Health Watch', commissioned by local authorities to create a strong local infrastructure for patients.  'Health Watch England' will be established as the new independent consumer champion within the Care Quality Commission.  Parkwood Healthcare holds three LINk contracts in London and now expects to build on this service.

 

The nursing agency business has suffered a fall in revenues in the period as there has been less demand for agency work with people being more inclined to stay in post.  Overall adjusted operating losses in Parkwood Healthcare reduced to £0.04 million from £0.3 million in the same period last year.

 

Parkwood Consultancy Services

Parkwood Consultancy Services (PCS) finally signed what will be its last leisure PFI contract to build a £27 million leisure centre for Bristol City Council in April.  At the same time equity in the special purpose company (SPC), Bristol Active Limited, was sold to Equitix, a specialist fund which will also provide the subordinated debt for the project.  Kier Western are to construct the facility with PCS undertaking all project management.  Parkwood Leisure will operate the centre which is scheduled to open in January 2012.  The centre's facilities will include a 'healthy living' suite operated by Parkwood Healthcare.

 

Revenues for the period as a result of this and other transactions amounted to £1.0 million (2009: £0.8 million).  Augmented by the sale of equity in Bristol Active, adjusted operating profits of £0.9 million were recorded (2009: loss of £0.1 million).  Investment income was negligible with the sale at the end of 2009 of most leisure SPCs.  Realm Services (DAC) Limited was placed in administration following a contractual dispute with the Ministry of Defence in 2009 which finally resulted in the termination of the contract to run the Defence Animal Centre in February this year.

 

The company now manages some £22 million of lifecycle funds for various SPCs on which it takes the risk.  PCS is also still actively engaged in project management.  A cemeteries and crematorium project with North Somerset District Council which was scheduled for completion during the period is now expected to close in September.  Environmental consultancy services, in landscaping, arboriculture and environmental management continue with PCS providing the support for the Group's requirement to comply with the Carbon Reduction Commitment Scheme.

 

 

 

Investment funding and strategy

Ongoing investment in machinery and leisure centre facilities requires funding as usual and Parkwood intends to seek new asset finance in the autumn; lease finance for vehicles having already become more available.  The Group will seek to renew its £2.5 million overdraft facility in December 2010, but is expecting to be mainly cash positive for the year. 

 

The focus on cash management over the last eighteen months and the sale of the subordinated debt and equity in the leisure SPCs at the end of 2009 provides Parkwood with security and reduced risk.  Consolidation and stability are at the heart of the Group's strategy for the immediate future.

 

 

A W Hewitt

Executive Chairman

27 August 2010




Financial Review

 

Trading performance

The results for the six months ended 30 June 2010 demonstrate an improvement in the Group's performance.  Whilst revenue remained broadly flat at £58.0 million, the Group reported a profit after tax of £0.7 million compared to a loss of £0.9 million (restated) in the six months ended 30 June 2009. 

 

EBITDA was £3.3 million (2009: £1.7 million restated). After non-cash charges for depreciation, amortisation and impairments, an operating profit of £1.2 million was recorded (2009: £0.7 million loss restated). Excluding amortisation and impairments, the adjusted operating profit was £1.8 million (2009: £0.2 million loss restated).

 

After net finance costs of £0.2 million, profit before tax was £1.0 million (2009: £0.9 million loss restated).

 

Revenue and adjusted operating profit are analysed by division in the table below.

 

Leisure continued its strong growth trend and increased its revenue by 7% to £32.1 million.   Adjusted operating profit grew by 17% to £2.4 million. 

 

Glendale's revenue fell by 5% to £24.6 million but its adjusted operating loss reduced by £0.4 million.  The improvement in Glendale's loss was driven by a strong performance in the core Grounds and Countryside businesses which saw profits increase by £0.7 million. The Golf, Recycling and Horticulture businesses reported

 

a combined adjusted operating loss of £1.2 million (2009: £0.9 million) although progress has been made towards reducing the financial burden these businesses place on the rest of the Group.

 

Parkwood Consultancy Services recorded an adjusted operating profit of £0.9 million which was mainly attributable to the successful closure of the Bristol PFI contract in April.

 

Following the cessation of the loss making Staffordshire patient transport contract, Healthcare's revenue has fallen by £1.3 million but its adjusted operating loss has reduced by £0.2 million to almost breakeven.

 

Cash and borrowings

The improved trading performance enabled the Group to make an early repayment of all its bank loans totalling £3.3 million in April. In addition, there was a net reduction of £0.5 million in the Group's hire purchase obligations which now stand at £3.8 million.

 

The average daily cash balance during the period was £2.6 million and the Group's £2.5 million overdraft facility was only utilised for 7 days to a maximum of £1.2 million. 

 

At 30 June 2010, the Group held net positive cash balances of £0.6 million.  With no bank loans, reduced hire purchase borrowings and positive cash balances, the Group is well placed to weather the challenging economic climate.

 


                       

(Unaudited)

Six months to 30 June 2010

Restated

(Unaudited)

Six months to 30 June 2009

Restated

(Unaudited)

Year to 31 December 2009


 

 

Revenue

Adjusted operating profit/(loss)

 

 

Revenue

Adjusted operating profit/(loss)

 

 

Revenue

Adjusted operating profit/(loss)


£000

£000

£000

£000

£000

£000








Leisure

32,088

2,401

29,891

2,054

61,425

4,225

Glendale

24,610

(515)

25,919

(944)

51,117

(1,339)

Healthcare

1,144

(44)

2,444

(290)

3,792

(337)

PCS

1,017

895

752

(113)

1,317

(286)

Other

686

(888)

1,163

(891)

1,760

(2,024)

Inter-segment revenue

(1,511)

-

(1,846)

-

(3,451)

-

 

58,034

1,849

58,323

(184)

115,960

239

 

Accounting adjustments

Historically the Group has capitalised fixed assets which have been funded, either directly or indirectly by local authorities.

 

IFRIC 12, 'Service Concession Arrangements', became effective during the period and requires that such assets should not be capitalised.  IFRIC 12 also requires that the net cost of replacing assets during a service concession arrangement is accrued for evenly over the life of the contract.  The requirements of IFRIC 12 affect certain contracts operated by the Leisure division.

 

The Group's balance sheet as at 31 December 2009 has therefore been restated.  At this date, assets with a net book value of £2.2 million and a creditor of £0.7 million, representing funding not yet amortised, have been derecognised from the balance sheet through a prior period adjustment.  In addition, an asset of £1.1 million has been recognised representing future funding that will be received.  The net impact is a £0.3 million reduction to net assets.

 

Additionally, Glendale Liverpool Limited has been deconsolidated as explained in note 2.2, there was no material impact to the financial statements.

 

Principal risks and uncertainties

The Group's Annual Report for the year ended 31 December 2009 set out the principal risks and uncertainties affecting the Group and its separate businesses.  The Directors consider that these risks and uncertainties remained current throughout the six months to 30 June 2010 and will remain so for the second half of the year together with the announcement of significant cuts to the budgets of both central and local government following the election in May 2010.

 

 

Mike Quayle

Group Finance Director

27 August 2010

 


 

 



 

Six Months ended 30 June

Year ended 31 December




Restated

Restated



(Unaudited)

(Unaudited)

(Unaudited)



2010

2009

2009



£000

£000

£000

Continuing operations





Revenue


115,960

Cost of sales


(38,779)

(40,049)

(79,059)

Gross profit


19,255

18,274

36,901

Administration expenses


(18,024)

(18,956)

(37,375)

Operating profit/(loss)

 


1,231

(682)

(474)

EBITDA


3,282

1,682

3,662

Depreciation


(1,433)

(1,866)

(3,423)

Operating profit/(loss) before amortisation and impairment


1,849

(184)

239

Amortisation


(62)

Impairment charges


(587)

(461)

(651)

Operating profit/(loss)


1,231

(682)

(474)

 

Finance income


36

152

193

Finance costs


(622)

Share of results of joint venture after taxation


-

(96)

(94)

Profit/(loss) before taxation from continuing operations


1,026

(873)

(997)

Income tax expense


(326)

(200)

(72)

Profit/(loss) for the period from continuing operations


700

(1,073)

(1,069)




Discontinued operations



Gain on disposal of SPCs


5,620

Loss on impairment of Realm


(2,700)

Profit for the period from discontinued operations


-

223

176

Total profit for the period from discontinued operations


-

223

3,096






Profit/(loss) for the period attributable to equity shareholders


700

(850)

2,027












Basic and diluted earnings/(loss) per share


Pence

per share

Pence

per share

Pence

per share

From continuing operations


3.9

(6.0)

(5.9)

From discontinued operations


-

1.2

17.2

Total


3.9

(4.8)

11.3


 



Six months ended 30 June

Year ended 31 December



 

(Unaudited)

2010

£000

Restated

(Unaudited)

2009

£000

Restated

(Unaudited)

2009

£000

Profit/(loss) for the period attributable to equity shareholders


700

(850)

2,027






Other comprehensive income/(losses)



Continuing operations



Actuarial loss on defined benefit pension scheme


(1,933)

Change in derivative valuations - cash flow hedges


62

Income tax relating to components of other comprehensive income


524






Discontinued operations



Actuarial loss on defined benefit pension scheme


(200)

Change in derivative valuations - cash flow hedges


441

Income tax relating to components of other comprehensive income


(67)

Reclassification adjustment - disposal of cash flow hedges


-

-

3,442

Other comprehensive income for the period, net of tax


34

939

2,269

Total comprehensive income for the period


734

89

4,296

 

 

All recognised income and expense is attributable to the equity holders of the parent company.

 


 

 




Restated



(Unaudited)

(Unaudited)



30 June

2010

31 December

2009



£000

£000

Non current assets




Goodwill


1,444

1,868

Intangible assets


154

185

Property, plant and equipment


11,299

11,891

Investments


441

447

Trade and other receivables


1,963

1,244

Deferred tax asset


1,293

1,375



16,594

17,010





Current assets




Inventories


2,334

2,878

Trade and other receivables


12,529

13,236

Cash and cash equivalents


618

4,904



15,481

21,018





Total assets


32,075

38,028





Current liabilities




Trade and other payables


19,151

21,959

Income tax payable


263

33

Obligations under finance leases


1,231

1,503

Borrowings


-

2,639



20,645

26,134





Non current liabilities




Borrowings


-

705

Retirement benefit obligations


2,323

2,440

Long term provisions


371

293

Obligations under finance leases


2,569

2,771

Derivative financial instruments


-

48

Deferred tax liability


49

26



5,312

6,283





Total liabilities


25,957

32,417





Net assets


6,118

5,611









Equity




Share capital


186

187

Share premium account


2,227

2,227

Investment in own shares


(417)

(417)

Capital redemption reserve


411

410

Hedging reserve


-

(34)

Retained earnings


3,711

3,238

Equity attributable to the equity holders of the parent


6,118

5,611

 


 


Share capital

Share premium

Investment in own shares

Capital redemption reserve

Hedging reserve

Reval

-uation reserve

Retained earnings

Total


£000

£000

£000

£000

£000

£000

£000

£000

Balance at 1 January 2010 as originally reported

187

2,227

(417)

410

(34)

-

3,532

5,905

Prior period adjustments (note 2.1)

-

-

-

-

-

-

(294)

(294)

Balance at 1 January 2010 as restated

187

2,227

(417)

410

(34)

-

3,238

5,611

Profit for the period

-

-

-

-

-

-

700

700

Other comprehensive income:









Changes in derivative valuations - Cash flow hedges

-

-

-

-

48

-

-

48

Income tax relating to components of other comprehensive income

-

-

-

-

(14)

-

-

(14)

Total comprehensive income for the period

-

-

-

-

34

-

700

734

Purchase of treasury shares (note 10)

-

-

(18)

-

-

-

-

(18)

Cancellation of treasury shares (note 10)

(1)

-

18

1

-

-

(18)

-

Share based payments

-

-

-

-

-

-

7

7

Dividends (note 5)

-

-

-

-

-

-

(216)

(216)

Balance at 30 June 2010

186

2,227

(417)

411

-

-

3,711

6,118



















Balance at 1 January 2009 as originally reported

189

2,227

(729)

408

443

819

2,688

6,045

Prior period adjustments (note 2.1)

-

-

-

-

(4,282)

-

(429)

(4,711)

Balance at 1 January 2009 as restated

189

2,227

(729)

408

(3,839)

819

2,259

1,334

Loss for the period

-

-

-

-

-

-

(850)

(850)

Other comprehensive income:









Changes in derivative     valuations - Cash flow hedges

-

-

-

-

21

-

-

21

Changes in derivative valuations - Cash flow hedges (discontinued)

-

-

-

-

1,284

-

-

1,284

Income tax relating to components of other comprehensive income

-

-

-

-

(6)

-

-

(6)

Income tax relating to components of other comprehensive income (discontinued)

-

-

-

-

(360)

-

-

(360)

Total comprehensive income for the period

-

-

-

-

939

-

(850)

89

Cancellation of treasury shares

(2)

-

253

2

-

-

(253)

-

Transfer to retained earnings

-

-

-

-

-

(36)

36

-

Balance at 30 June 2009

187

2,227

(476)

410

(2,900)

783

1,192

1,423










 

 


 

 



 

Six months ended

30 June

2010

Restated

Six months ended

30 June

2009

Restated

Year

ended

31 December

2009



(Unaudited)

(Unaudited)

(Unaudited)



£000

£000

£000

Net cash flow from operating activities


1,017

2,059

8,575




Cash flow from investing activities



Interest received


195

Proceeds on disposal of property, plant and equipment


108

Purchase of property, plant and equipment


(910)

Lifecycle and client funded capital expenditure


(404)

Lifecycle and client funding received for capital expenditure


609

Subordinated debt repaid


9

Net proceeds from sale of SPCs


4,154

Cash disposed of on sale of SPCs


(2,230)

Cash eliminated on Realm deconsolidation


(818)

Acquisition of subsidiary (net of cash acquired)


(104)

Purchase of investment


(393)

Cash flows used in investing activities (discontinued)


-

(58)

(165)

Net cash (used in)/generated by investing activities


(600)

(380)

51






Cash flow from financing activities



Interest paid


(641)

Dividends paid


-

Acquisition of treasury shares


-

Repayment of obligations under finance leases


(1,753)

Repayment of bank loans


(1,115)

Cash flows from financing activities (discontinued)


-

(1,286)

(2,561)

Net cash used in financing activities


(4,703)

(2,831)

(6,070)






Net (decrease)/increase in cash and cash equivalents


2,556






Cash and cash equivalents at beginning of the period


2,348






Cash and cash equivalents at the end of the period


618

1,196

4,904






Comprising:



Cash - continuing


5,604

Overdraft - discontinued


-

(625)

(700)



618

1,196

4,904

 

 


 

1.      General information

Parkwood Holdings plc and its subsidiaries' (together the Group) principal activities include leisure management, grounds management, arboriculture, horticulture, green waste recycling, healthcare provision and consultancy services.  Parkwood Holdings plc is a public limited company incorporated and domiciled in the United Kingdom.  The address of Parkwood Holdings plc's registered office is Parkwood House, Cuerden Park, Berkeley Drive, Bamber Bridge, Preston, PR5 6BY.

 

The financial information for the year ended 31 December 2009 set out in this interim report does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006.  The Group's statutory financial statements for the year ended 31 December 2009 have been filed with the Registrar of Companies.

 

The financial information in respect of the year ended 31 December 2009 has been produced using extracts from the audited statutory accounts prepared under IFRSs for this period as restated for the prior period adjustments described in note 2.1 which are unaudited.  The auditors' report on the Consolidated Financial Statements for the year ended 31 December 2009 was unqualified and did not contain statements under section 498 (2), (3) or (4) of the Companies Act 2006.

 

 

2.      Accounting policies and basis of preparation

The condensed unaudited interim consolidated financial statements were approved by the Board on 27 August 2010 and have not been audited by the Group's auditors or reviewed in accordance with Bullitins issued by the APB.  This consolidated interim financial information for the six months ended 30 June 2010 has been prepared in accordance with IAS 34, 'Interim financial reporting'.  It does not include all of the information required in annual financial statements in accordance with IFRSs and should be read in conjunction with the consolidated financial statements for the year ended 31 December 2009.

 

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.  

 

These condensed interim consolidated financial statements have been prepared in accordance with the accounting policies adopted in the last annual financial statements for the year to 31 December 2009 except for the adoption in the period of IFRIC 12 'Service Concession Arrangements'.  Significant effects on the current period and prior periods arising from the first-time adoption of this new interpretation are described below.

 

Other amendments and interpretations which are also effective for the first time in the current period but have had no impact on the reported results or financial position of the Group are:

- IFRS 3 'Business Combinations' (revised 2008);

- IAS 27 'Consolidated and separate financial statements' (revised 2008); and

- 'Improvements to IFRS 2009'.

 

The Group's overdraft facility expires in December 2010 and is expected to be renewed on similar terms. After making reasonable enquiries and reviewing cash flow forecasts, the directors have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future. Accordingly they continue to adopt the going concern basis in preparing the interim financial statements.  The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these interim consolidated financial statements.

 

2.1.   Prior period adjustments

 

In addition to the prior period adjustments recognised in the financial statements for the year ended 31 December 2009, the Group has recognised further prior period adjustments as noted below.

 

2.1.1.   IFRIC 12 'Service concession arrangements'

IFRIC 12 requires assets which are purchased by an operator of a service concession arrangement for use by the public in return for a fee from a public body or for the right to charge the public to use the assets, to be derecognised from property, plant and equipment if the public body to some extent:

- controls or regulates what services the operator must provide with those assets, to whom it must provide them and at what price; and

2.      Accounting policies and basis of preparation (continued)

- controls through ownership, beneficial entitlement or otherwise any significant residual interest in the asset at the end of the arrangement.

 

Instead, the cost of purchasing assets during the contract is accrued for evenly over the life of the

contract in accordance with IAS 37 'Provisions contingent liabilities and contingent assets'.  If spend on assets is higher than the cumulative provision, a financial asset is held on the balance sheet, being the spend in excess of the cumulative provision.

 

Provisions are assessed on a contract by contract basis using management's judgement of the expected future spend as at the balance sheet date.

 

As a result, assets with a net book value of £2.2 million have been derecognised from the Group's balance sheet, a creditor representing lifecycle income received to date of £0.7 million has been derecognised and a financial asset of £1.1 million has been recognised as at 31 December 2009.  Under the Group's previous revenue recognition policy, monies received for lifecycle spend on assets were not recognised as revenue.  Under the new policy, monies received are recognised as revenue and a corresponding amount is recognised as an expense, resulting in a nil impact on gross profit.

 

The following summarises the impact on the Group's results in prior periods:

 


Six months ended

30 June

(Unaudited)

2009

Year ended

31 December

(Unaudited)

2009


£000

£000

Revenue

136

404

Cost of sales - depreciation

77

132

Cost of sales - other

(404)

(949)

Administration expenses - depreciation

155

364

Administration expenses - other

(6)

(16)

Profit before taxation

(42)

(65)

Taxation

12

18

Profit after taxation

(30)

(47)

 

In addition to the prior period adjustment reported in 2009, net assets as at 31 December 2008 have been reduced by £243,000 as a result of the adoption of the new policy.  In the current period a depreciation charge of £251,000 would have been recognised in the income statement relating to assets which have been derecognised as a result of adopting IFRIC 12.  Additional revenue of £312,000 has been recognised in the six months to 30 June 2010 under the new accounting policy, representing income received for spend on lifecycle, a corresponding expense has been recognised in cost of sales of £312,000.  A charge of £296,000 has been recognised to provide for the expense relevant to the period for the estimated future spend on council owned assets.  The net effect on income in the six months to June 2010 is a reduction in profit before tax for continuing operations of £45,000.

 

2.1.2.   Glendale Liverpool Limited

Glendale Liverpool Limited is a joint venture company set up to operate a grounds management contract in Liverpool.  After review, it has been concluded that the Group does not have control as defined by IAS 17 'Consolidated and separate financial statements' and accordingly Glendale Liverpool Limited should not be consolidated in the Group financial statements.  The impact of deconsolidating Glendale Liverpool Limited is to reduce revenue in the six months to 30 June 2009 by £1.1 million and in the year ended 31 December 2009 by £2.4 million.  There is no impact on profit and no material impact on the statement of financial position as a result of this restatement.

 

 

 


 

3.      Business segments

During the six month period to 30 June 2010 there have been no changes from prior periods in the measurement methods used to determine operating segments and reported segment profit or loss.  Adjusted operating profit is operating profit prior to amortisation and impairment charges.

 

(Unaudited)

Total

 revenue

Inter-company revenue

External revenue

Adjusted operating profit/(loss)

Depreciation

Gross assets

Net assets/

(liabilities)

Six months ended 30 June 2010

£000

£000

£000

£000

£000

£000

£000

Leisure

32,088

592

31,496

2,401

202

13,983

     8,001

Glendale core

20,994

209

20,785

Golf

1,706

-

1,706

Recycling

324

55

269

Horticulture

1,586

297

1,289

Healthcare

1,144

-

1,144

PCS

1,017

244

773

All other segments

686

114

572

(888)

47

(1,653)

          96

Total group (continuing)

59,545

1,511

58,034

1,849

1,433

32,075

6,118

 

(Unaudited)

Six months ended 30 June 2009

Total

 revenue

Inter-company revenue

External revenue

Adjusted operating profit/(loss)

Depreciation

Gross assets

Net assets/

(liabilities)

(restated)

£000

£000

£000

£000

£000

£000

£000

Leisure

29,891

1,290

28,601

2,054

229

14,794

5,850

Glendale core

21,547

80

21,467

Golf

2,132

-

2,132

Recycling

491

-

491

Horticulture

1,749

-

1,749

Healthcare

2,444

-

2,444

PCS

752

476

276

All other segments

1,163

-

1,163

(891)

61

(2,084)

(7,272)

Total group (continuing)

60,169

1,846

58,323

(184)

1,866

39,107

1,423

 

(Unaudited)

Year ended 31 December 2009

Total

 revenue

Inter-company revenue

External revenue

Adjusted operating profit/(loss)

Depreciation

Gross assets

Net assets/

(liabilities)

(restated)

£000

£000

£000

£000

£000

£000

£000

Leisure

61,425

2,038

59,387

4,225

426

13,997

5,931

Glendale core

43,024

189

42,835

Golf

4,259

-

4,259

Recycling

830

20

810

Horticulture

3,004

326

2,678

Healthcare

3,792

-

3,792

PCS

1,317

766

551

All other segments

1,760

112

1,648

(2,024)

127

2,799

858

Total group (continuing)

119,411

3,451

115,960

239

3,423

38,028

5,611

 

The above disclosures are derived directly from the income statement and statement of financial position and as a result no reconciliation has been provided.

 

 


 

4.      Tax

A tax charge based on the anticipated annual rate for the period of £0.3 million (2009: £0.2 million) has been provided for in the interim period to 30 June 2010. 

 

5.      Dividends

An interim dividend of 1.2 pence per ordinary share was paid in respect of the year end 31 December 2009 on 1 April 2010.  The total amount paid and charged to equity was £0.2 million.  No dividends were paid or charged to equity during 2009.

 

6.      Earnings/(loss) per share

Earnings/(loss) per share relate to continuing operations and have been calculated on earnings/(losses) for the period divided by the weighted average number of ordinary shares in issue of 17.99 million (December 2009: 18.03 million; June 2009 18.03 million).  The share options in issue at 30 June 2010 are not dilutive as the option prices are all greater than the average share price for the six months to 30 June 2010 and therefore the basic earnings per share is not affected by share options outstanding.

 

7.      Discontinued operations

The results of Glendale Facilities Management Limited are reported as a discontinued operation.  In prior periods the results below also include those from the SPCs disposed of in December 2009 and Realm.

 


Restated

Year ended


Six months ended 30 June

31 December 2009

(Unaudited)


2010

(Unaudited)

2009

(Unaudited)


£000

£000

£000

Profit for the year from discontinued operations




Revenue

-

3,488

6,617

Expenses

-

(3,307)

(6,555)

Share of results of joint ventures after taxation

-

(19)

68

Profit before tax

-

162

130

Taxation

-

61

46

Profit after taxation for the period from discontinued operations

-

223

176

 


Restated

Year ended


Six months ended 30 June

31 December 2009

(Unaudited)


2010

(Unaudited)

2009

(Unaudited)


£000

£000

£000

Cash flows from discontinued operations




Net cash flows from operating activities

-

1,162

3,126

Net cash flows from investing activities

-

(58)

(165)

Net cash flows from financing activities

-

(1,286)

(2,561)

Net cash flows from discontinued operations

-

(182)

400

 

The results of discontinued operations for the six months ended 30 June 2010 are not material and have not been disclosed separately.

 

 

 


 

8.      Property, plant and equipment

(Unaudited)

Land and buildings

Assets under construction

Vehicles

Plant and equipment

Fixtures and fittings

Total


£000

£000

£000

£000

£000

£000

Six months ended 30 June 2010







Opening net book amount at 1 January 2010 as previously reported

3,854

2,027

460

4,200

3,541

14,082

Prior period adjustment

-

-

(10)

(1,638)

(543)

(2,191)

Opening net book amount at 1 January 2010 restated

3,854

2,027

450

2,562

2,998

11,891

Additions

56

42

201

701

110

1,110

Reclassifications

1,767

(1,767)

(2)

(1)

3

-

Disposals

-

-

(2)

(21)

(84)

(107)

Depreciation

(225)

-

(148)

(823)

(237)

(1,433)

Impairments

(160)

-

-

-

(2)

(162)

Closing net book amount at 30 June 2010

5,292

302

499

2,418

2,788

11,299








Year ended 31 December 2009







Opening net book amount at 1 January 2009 as previously reported

13,546

597

719

4,758

2,320

21,940

Prior period adjustment

-

-

-

(1,757)

(498)

(2,255)

Opening net book amount at 1 January 2009 restated

13,546

597

719

3,001

1,822

19,685

Additions

70

79

125

1,328

192

1,794

Acquired with subsidiaries

-

1,733

-

-

-

1,733

Reclassifications

315

(326)

-

(8)

19

-

Disposals

-

(56)

(62)

(21)

(9)

(148)

Depreciation

(577)

-

(332)

(1,737)

(777)

(3,423)

Impairments

(190)

-

-

-

-

(190)

Discontinued operations

(9,310)

-

-

(1)

1,751

(7,560)

Closing net book amount at 31 December 2009

3,854

2,027

450

2,562

2,998

11,891








 

 

 

 

 

 

 

 

 

 

 

 

 


 

9.      Net cash from operating activities


 

Six months ended

30 June

2010

Restated

Six months ended

30 June

2009

Restated

Year

ended

31 December

2009


(Unaudited)

(Unaudited)

(Unaudited)


£000

£000

£000

Continuing operations




Operating profit/(loss)

1,231

(682)

(474)





Depreciation of property, plant and equipment

1,433

1,866

3,423

(Profit)/loss on sale of property, plant and equipment

(112)

4

77

Impairment of goodwill and assets

587

461

651

Amortisation of intangible assets

31

37

62

Costs charged/(credited) in respect of share remuneration

7

14

(8)

Increase in provisions

115

250

87

Operating cash flows before movements in working capital

3,292

1,950

3,818





Decrease in inventories

544

152

866

(Increase)/decrease in receivables

(2,214)

(696)

4,095

Decrease in payables

(626)

(252)

(3,248)

Cash generated by operations

996

1,154

5,531

Income taxes refunded/(paid)

21

(257)

(82)

Net cash generated from operating activities

1,017

897

5,449









Discontinued operations




Operating profit

-

1,122

2,479





Depreciation of property, plant and equipment

-

320

424

Loss on sale of property, plant and equipment

-

-

109

Impairment of assets

-

-

60

Amortisation of intangible assets

-

206

241

Decrease in provisions

-

(46)

(30)

Operating cash flows before movements in working capital

-

1,602

3,283





(Increase)/decrease in inventories

-

(150)

6

Increase in receivables

-

(539)

(1,693)

Increase in payables

-

249

166

Cash generated from operating activities

-

1,162

1,762

Income taxes refunded


-

1,364

Net cash generated from operating activities

-

1,162

3,126





Total cash generated from operations

1,017

2,059

8,575

 

The results of discontinued operations for the 6 months ended 30 June 2010 are not material and have not been disclosed separately.

 

 

 


 

10.    Investment in own shares

On 8 January 2010, the Company purchased 50,000 ordinary 1p shares to hold in treasury at a price of 33p per share.  On 28 January 2010, the Company cancelled 50,000 treasury shares leaving no shares held in treasury.  On 22 June 2010, the Company purchased a further 2,500 ordinary 1p shares at a price of 36.75p for cancellation leaving no shares held in treasury at 30 June 2010.  No further acquisitions or cancellations have been made by the Company since 30 June 2010.

 

11.    Related parties

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

There has been no change to the nature of the related party transactions in the first six months of the financial year that has materially affected the financial position or performance of the Group.

 

 

 

Cautionary Statement

This interim management report has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed.  The interim management report should not be relied on by any other party or for any other purpose.

 

Responsibility Statement

We confirm that to the best of our knowledge:

·      The condensed set of financial statements, which has been prepared in accordance with the applicable set of accounting standards, give a true and fair view of assets, liabilities, financial position and the undertakings included in the consolidation as a whole;

·      The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principle risks and uncertainties for the remaining six months of the year); and

·      The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

 

By order of the board

 

C Stockdale

Company Secretary

27 August 2010


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