Flow Traders N.V. — Earnings Release 2017

Apr 11, 2018

National Storage Mechanism | Additional information

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RNS Number : 5623K

Flowgroup plc

11 April 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

11 April 2018

Flowgroup plc

("Flowgroup", the "Group" or the "Company")

Publication of circular and unaudited results

Further to its announcement on 10 April 2018 regarding the conditional sale of Flow Energy Limited ("Flow Energy"), to Co-operative Energy Limited ("Co-op Energy") (the "Sale"), the Company announces that it has today posted an explanatory circular to Shareholders detailing the Sale, together with a notice of the General Meeting to be held at the offices of Hogan Lovells International LLP, Atlantic House, Holborn Viaduct, London EC1A 2FG at 9.00 a.m. on 27 April 2018, in connection with the Sale. The circular is available to view on the Company's website at http://www.flowgroup.uk.com/

The Company also announces a summary of its unaudited results for the financial year ended 31 December 2017, which have been extracted from unaudited management accounts. The Company expects to issue its full audited 2017 results following completion of the disposal of Flow Energy Limited.

The Group expects to report that in the year ended 31 December 2017, its revenues increased by 40% to £138.1 million (2016: £98.8 million) and a gross profit (before exceptional items) of £8.3 million (2016: £7.1 million). After exceptional items totalling approximately £1.9 million (2016: £22.1 million), the Group expects to report a loss before taxation of approximately £20.8 million (2016 £45.8 million). As at 31 December 2017, net liabilities were £23.6 million (31 December 2016: £14.7million).

The summary unaudited management accounts are set out below:

Unaudited Group Income Statement

		Unaudited Year to 31 December  2017 £'000	Unaudited Year to 31 December  2017 £'000	Unaudited Year to 31 December  2017 £'000	Audited   Year to 31 December 2016 £'000	Audited Year to 31 December 2016 £'000	Audited Year to 31 December 2016 £'000
		Before exceptional items	Exceptional items     (Note 2)	Total	Before exceptional items	Exceptional items       (Note 2)	Total
Revenue		138,136	-	138,136	98,796	-	98,796
Cost of sales		(129,822)	-	(129,822)	(91,732)	(3,277)	(95,009)
Gross profit		8,314	-	8,314	7,064	(3,277)	3,787
Administrative expenses		(24,929)	(1,919)	(26,848)	(30,612)	(18,823)	(49,435)
Operating loss		(16,615)	(1,919)	(18,534)	(23,548)	(22,100)	(45,648)
Net finance costs				(2,242)			(119)
Loss before income tax				(20,776)			(45,767)
Income tax				360			1,129
Loss for the financial period / year				(20,416)			(44,638)

Unaudited Group Statement of Financial Position

	Unaudited as at 31 December 2017 £'000	Audited as at 31 December 2016 £'000
	£'000	£'000
ASSETS
Non-current assets
Intangible assets	1,099	1,973
Property, plant and equipment	411	658
	1,510	2,631
Current assets
Inventories	-	495
Trade and other receivables	29,873	20,631
Current tax receivable	722	1,231
Cash and cash equivalents	1,134	5,850
	31,729	28,207
Total assets	33,239	30,838
LIABILITIES
Non-current liabilities
Borrowings	17,687	2,182
Provisions	536	-
	18,223	2,182
Current liabilities
Trade and other payables	37,575	43,402
Provisions	1,027	-
	38,602	43,402
Total liabilities	56,825	45,584
EQUITY
Capital and reserves attributable to equity holders of the Company
Share capital	16,983	15,876
Share premium account	67,981	59,238
Accumulated losses	(113,044)	(92,628)
Reverse acquisition reserve	(821)	(821)
Other reserves	5,315	3,589
Total shareholders' equity	(23,586)	(14,746)
Total equity and liabilities	33,239	30,838

Unaudited Group Statement of Cash Flows

	Unaudited Year to 31 December 2017 £'000	Audited Year to 31 December 2016 £'000
Cash flows from operating activities
Cash consumed by operations	(27,012)	(6,839)
Cash flows from investing activities
Expenditure on intangible assets	(2,872)	(5,524)
Purchase of property, plant and equipment	(187)	(644)
Interest received	5	13
Net cash used in investing activities	(3,054)	(6,155)
Cash flows from financing activities
Net proceeds from the issue of ordinary shares	9,850	-
Issue of convertible unsecured loan notes	15,500	-
Net cash generated from financing activities	25,350	-
Net decrease in cash and cash equivalents	(4,716)	(12,994)
Cash and cash equivalents at beginning of the year	5,850	18,844
Cash and cash equivalents at end of the year	1,134	5,850

Unaudited Group Statement of Changes in Equity

	Share capital £'000	Share premium £'000	Accumulated losses £'000	Reverse acquisi-tion reserve £'000	Other reserves £'000	Total Share-holders' Equity £'000
Balance at 1 January 2016	15,876	59,238	(47,990)	(821)	2,686	28,989
Share based payments	-	-	-	-	903	903
Transactions with owners	-	-	-	-	903	903
Loss for the financial period	-	-	(44,638)	-	-	(44,638)
Balance at 31 December 2016	15,876	59,238	(92,628)	(821)	3,589	(14,746)
Proceeds from shares issued	1,107	9,954	-	-	-	11,061
Share issue costs	-	(1,211)	-	-	-	(1,211)
Issue of convertible unsecured loan notes	-	-	-	-	1,038	1,038
Share based payments	-	-	-	-	688	688
Transactions with owners	1,107	8,743	-	-	1,726	11,576
Loss for the financial period	-	-	(20,416)	-	-	(20,416)
Balance at 31 December 2017	16,983	67,981	(113,044)	(821)	5,315	(23,586)

Notes to the Unaudited Group Management Accounts

1 Basis of preparation and accounting policies

The financial information for the year ended 31 December 2017 has been extracted from unaudited management accounts and does not constitute the Group's financial statements. Financial statements for the year ended 31 December 2017 have not yet been prepared, audited or delivered to the Registrar of Companies.

The accounting policies used in the preparation of the unaudited financial information are consistent with those used in the interim report for the 6 months ended 30 June 2017 and expected to be adopted in the annual financial statements for the year ended 31 December 2017.

The comparative figures are derived from the Group's financial statements for the year ended 31 December 2016 which carried an unqualified audit report, did not contain a statement under section 498(2) or section 498(3) of the Companies Act 2006 and have been filed with the Registrar of Companies.

2 Exceptional items

	Unaudited Year to 31 December 2017 £'000	Audited Year to 31 December 2016 £'000
Adjustments to recognised assets and liabilities	(483)	22,100
Reorganisation costs	2,402	-
	1,919	22,100

Further reorganisation costs comprising redundancy, empty property and contract settlements have been recognised during the year ended 31 December 2017 in respect of both the Flow Products and Flow Energy businesses. Adjustments to recognised assets and liabilities comprise the net of release of previous provisions, the gain on the settlement of long term creditors and the write off of fixed assets.

Exceptional items recognised during the year ended 31 December 2016 arise from the scaling back of the operations of the Flow Products division and comprise reductions in the balance sheet value of inventories and intangible assets together with adjustments to the carrying values of directly related prepayments and liabilities.

Enquiries

Flowgroup plc Alan Lovell, Chairman Nigel Canham, Chief Financial Officer Smith Square Partners LLP (Financial adviser) Jonathan Coddington / Matt Alexander Cenkos Securities plc (Nominated adviser and broker) Stephen Keys / Mark Connelly / Callum Davidson (Corporate Finance) Walbrook PR Ltd (Financial PR advisers) Paul McManus / Nick Rome	+44 (0)20 3817 3637  +44 (0)20 3696 7260 +44 (0)20 7397 8900 +44 (0)20 7933 8780

This information is provided by RNS

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