ROEBUCK FOOD GROUP PUBLIC LIMITED COMPANY

Earnings Release • Mar 6, 2014

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RNS Number : 6213B

Norish PLC

06 March 2014

Norish plc

Preliminary Statement of Annual Results 2013

Results

Norish plc results for the year ended 31st December 2013 as follows:

·   Turnover from continuing operations increased to £22.8m compared with £13.6m for 2012.

·   Turnover from Townview Foods Limited amounted to £11.4m compared to £3.2m in the period 5 October 2012 to 31 December 2012.

·   Turnover from our continuing temperature controlled business increased to £11.2m compared to £10.1m for 2012.

·   Profit from continuing operations increased by £981k, from a loss of (£218k) in 2012, to a profit of £763k in 2013.

·   Net assets increased to £8.3m from £8.1m in 2012.

·   Net debt decreased, in the period, to £7.8m compared with £8m in 2012.

·   Basic Earnings per share increased to 8.4p from a loss of (2.5p) in 2012.

Financial Strength

Shareholders funds at 31 December 2013 were £8.3m compared to £8.1m at 31 December 2012. Net debt at 31 December 2013 was £7.8m compared to £8m at 31 December 2012.

Operations

During the year we decided to exit our ambient site at York, as this site was not a part of our future plans for the business. Following the loss of a major customer at our Leeds site, it was decided to exit this site also and put both properties, at Leeds and York, on the market. A sale price of £1.8m has been agreed for the site at York and the sale is expected to conclude before 30 June 2014. Losses in respect of these properties, of £946k, are included under discontinued operations and compare with profits of £163k in 2012.

Following this decision we have split the business into three divisions - North West Cold Stores, South East Cold Stores and Commodity Trading.

The North West cold store business performed well against last year. The increase of pork exports to China was a significant factor in the improved performance.

The South East cold store business, performed below 2012 levels, mainly due to increased power costs. It is expected that these power cost increases will reverse from April 2014.

Our commodity trading division which we purchased in October 2012 contributed £420,000, however this was below expectations as the results were adversely impacted as a result of the Horse Meat crisis.

Chairman's Statement (Continued)

We currently use R22 refrigeration gas at two of our cold stores.  R22 is a Hydrochlorofluorcarbon (HCFC) which is classed as an ozone depleting gas and with effect from 1st January 2010 it is no longer possible to purchase virgin R22. However, the use of re-cycled R22 is still permitted until 31st December 2014. We currently have a supply agreement to purchase 14,228 kg (2012: 24,868 kg) of re-cycled R22 at £4.05 per kg which is at market value. Under IAS39 we have accounted for a loss of £422,000 on the proportion of the option still held at 31 December 2013.  This is based on a fair value option price of £Nil per kg at 31st December 2013.  The quantity of gas held is expected to be in excess of our own use requirement.

Our pre-tax profits from continuing operations of £763,000 were adversely affected by a non cash write off on the R22 option of £422,000 but benefited from an adjustment to the deferred consideration in respect of our Commodity Trading division of £737,000.

Dividend

The board recommends the payment of a final dividend of 1.25 cent per share. This will be paid on the 24 October 2014 to those shareholders on the register on the 26 September 2014. It will bring the total dividend in respect of the financial year to 1.25 cent per share unchanged from last year.

Personnel

On behalf of the board, I would like to thank the management team and staff for their commitment and contribution in 2013.

Ted O'Neill

Chairman

5 March 2014

The results herein do not represent full accounts.  Full accounts for the year ended 31 December 2013, upon which the Auditors have given an unqualified audit report, have not yet been filed with the Registrar of Companies.  Full accounts for the year ended 31 December 2012 containing an unqualified audit report from the Auditors have been delivered to the Registrar of Companies.

The audited Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity and Consolidated Cash Flow Statement in sterling currency, with comparatives, are attached.

Consolidated STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 December 2013

			2013	2012
			£'000	£'000
Continuing operations
Revenue			22,811	13,552
Cost of sales			(21,744)	(12,857)
Gross profit			1,067	695
Other income			315	109
Acquisition expenses			-	(317)
Administrative expenses			(472)	(418)
Operating profit from continuing operations			910	69
Finance income -fair value gain swaps/caps			134	-
Finance expenses-interest paid			(236)	(215)
Finance expenses- fair value loss swaps/caps			-	(44)
Finance expenses - notional interest			(45)	(28)
Profit/(loss) on continuing activities before taxation			763	(218)
Income taxes - Corporation tax			(79)	(33)
Income taxes - Deferred tax			183	9
Profit/(Loss) for the period attributable to owners of the parent from continuing operations			867	(242)
(Loss)/profits from discontinued operations			(946)	163
Loss for the period			(79)	(79)
Other comprehensive income			-	-
Total comprehensive expense for the period attributable to owners of the parent			(79)	(79)

Earnings per share expressed in pence per share:
From continuing operations - basic			8.4p	(2.5)p
- diluted			8.4p	(2.5)p
From discontinued operations - basic			(9.1)p	1.7p
- diluted			(9.1)p	1.7p

Consolidated Statement of financial position

at 31 December 2013

			2013	2012
			£'000	£'000
Assets
Non current assets
Goodwill			2,338	2,554
Property, plant and equipment			12,951	16,299
Derivative financial instruments			-	422
			15,289	19,275
Current assets
Trade and other receivables			3,560	4,244
Inventories			5	84
Cash and cash equivalents			49	103
Assets of disposal group classified as held for sale			2,434	-
			6,048	4,431
Liabilities
Current liabilities
Trade and other payables			(3,313)	(3,904)
Financial liabilities  at fair value through profit or loss			(172)	(450)
Current tax liabilities			(28)	(566)
Borrowings			(2,531)	(2,216)
Borrowings of disposal group classified as held for sale			(1,375)
Liabilities of disposal group classified as held for sale			(92)	-
			(7,512)	(7,136)
Net current liabilities			(1,464)	(2,705)
Non-current liabilities
Borrowings			(3,901)	(5,890)
Financial liabilities  at fair value through profit or loss			(593)	(1,422)
Provisions			(185)	(145)
Deferred tax			(863)	(1,046)
			(5,543)	(8,503)
Net assets			8,282	8,067
Equity
Share capital			2,056	1,841
Share premium account			3,463	3,276
Capital conversion reserve fund			23	23
Retained earnings			2,740	2,927
Equity attributable to equity holders of the parent			8,282	8,067

Consolidated Statement of Changes in Equity

For the year ended 31 December 2013

			Capital
	Share	Share	Conversion	Retained
	capital	premium	Reserve	earnings	Total
	£'000	£'000	£'000	£'000	£'000
At 1 January 2012	1,674	3,229	23	3,099	8,025
Net profit for the year	-	-	-	(79)	(79)
Total comprehensive income  for the year	-	-	-	(79)	(79)
Issue of share capital	167	83	-	-	250
Transactions with owners	167	83	-	(79)	171
Share issue costs	-	(36)	-	-	(36)
Equity dividends paid (recognised directly in equity)	-	-	-	(93)	(93)
At 31 December 2012	1,841	3,276	23	2,927	8,067
Net loss for the year	-	-	-	(79)	(79)
Total comprehensive income  for the year	-	-	-	(79)	(79)
Issue of share capital	215	190	-	-	405
Transactions with owners	215	190	-	(79)	326
Share issue costs	-	(3)	-	-	(3)
Equity dividends paid (recognised directly in equity)	-	-	-	(108)	(108)
At 31 December 2013	2,056	3,463	23	2,740	8,282

Consolidated Cash Flow Statement

for the year ended 31 December 2013		2013	2012
		£'000	£'000
Profit/(loss) on continuing activities before taxation		763	(218)
Loss on discontinued activities		(946)	163
Finance expenses		281	287
Finance income		(134)	-
Other Income		(315)	(109)
Unrealised gain on derivative financial instrument		422	49
Deferred consideration		(737)	-
Goodwill impairment		216	-
Depreciation - property, plant and equipment-net		1,331	595
		1,196	767
Changes in working capital and provisions:
Decrease/(increase) in inventories		79	(39)
Decrease in trade and other receivables		550	725
Increase in current liabilities held for sale		92	-
Decrease in payables		(589)	(1,155)
Increase in provisions		40	6
Cash generated from operations		1,368	304
R22 income received		-	356
Interest paid - bank loans and overdrafts		(236)	(215)
Taxation paid		(617)	(69)
Net cash from operating activities		515	376
Investing activities Payments to acquire subsidiary		(110)	(3,500)
Cash acquired as part of acquisition		-	3,312
Disposal of plant and equipment		41	-
Purchase of property, plant and equipment		(324)	(1,515)
Net cash used in investing activities		(393)	(1,703)
Financing activities
Dividends paid to shareholders		(108)	(93)
Deferred consideration payments		(171)	-
Share issue proceeds		405	250
Share issue costs		(3)	(36)
Invoice finance receipts		370	1,142
Overdraft receipts		128	-
Finance lease capital repayments		(51)	(46)
Term loan advance		-	900
Term loan repayments		(746)	(737)
Net cash (used)/from in financing activities		(176)	1,380
Net (decrease)/ increase  in cash and cash equivalents		(54)	53
Cash and cash equivalents and bank overdrafts, Beginning of period		103	50
Cash and cash equivalents end of period		49	103

Enquiries:

Norish plc
Aidan Hughes, Finance Director	Telephone: + 44 1293 862 498
Davy
Anthony Farrell, Director	Telephone: + 353 1 679 6363

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