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PPK GROUP LIMITED Annual Report 2006

Sep 12, 2006

65603_rns_2006-09-12_ac07a5d7-1751-4e44-ae8e-c0ce35e98e67.pdf

Annual Report

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APPENDIX 4E

PRELIMINARY FINAL REPORT

PPK GROUP LIMITED

ABN 65 003 964 181

FINANCIAL YEAR ENDED 30 JUNE 2006

HIGHLIGHTS OF RESULTS FOR ANNOUNCEMENT TO THE MARKET

(figures are in A$000s)

SALES REVENUES FROM ORDINARY ACTIVITIES. U₽ 10% TO 98,408
OPERATING PROFIT BEFORE INCOME TAXAND INDIVIDUALLY SIGNIFICANT ITEMS DOWN 5.6% TO 3,998
OPERATING PROFIT BEFORE INCOME TAX DOWN 28% TO 2,979
PROFIT AFTER TAX ATTRIBUTABLE TO MEMBERS ШP 36% TO 4.292
EARNINGS PER SHARE 37% TO 6.3 cents
2006 FULLY FRANKED FINAL DIVIDEND PER SHARE 3.76c
2005 FULLY FRANKED FINAL DIVIDEND PER SHARE. 3.75c
RECORD DATE FOR DETERMINING ENTITLEMENT TO DIVIDEND 31-Oct-06

COMMENTARY ON RESULTS

The financial information contained in the Appendix 4E has been separated into Continuing Operations and Discontinued Operations as a result of the sale by the Company of its plastics packaging business and AIFRS requirements.

Discontinued Operations information relates to the plastics packaging business which during the year continued to experience difficult trading conditions. Raw material prices remained at historically high levels and were extremely volatile. Short term spikes made it difficult to recover price increases from customers.

Major long term customers and traditional sources of work continued the trend of sourcing filled product supply from or relocating manufacturing and filling operations to South East Asia and India.

As it became increasingly evident that on a stand-alone basis the plastics packaging business was unable to achieve an acceptable return on shareholders' funds, the directors decided that a sale of that business was appropriate. A conditional contract was entered into on 27 June 2006.

Following shareholder approval at a General Meeting on 16 August 2006, the Company proceeded to completion of the sale of the plastics packaging business on 1 September 2006 and with a name change to PPK Group Limited.

The plastics packaging business was sold for $50 million less lease and hire purchase liabilities of $7.5 million assumed by the purchaser at completion. Additional payments of up to $5 million may also be payable to the Company for the provision of consultancy services assessed by the achievement of agreed performance criteria during the 18 months following completion of the sale ("Consultancy Services").

The sale of the plastics packaging business has enabled the Company to reduce debt to a level where the Company is now virtually debt free.

During the reporting period, total revenue increased by 10% to $98.4 million. This increase was primarily due to the inclusion of a full year's sales by York Precision Plastics Pty Ltd and Rambor Pty Ltd which were both acquired in February 2005 as part of the York Group Limited takeover.

Operating profit before tax and individually significant items was $3.998 million, 5.6% less than in the prior corresponding period. The reduction was due to a decline in the profitability of the plastics packaging business and to the loss of 5 months contribution by Advanced Power Pty Ltd and ERT Pty Ltd which were both acquired as part of the York Group Limited takeover and subsequently sold early in the reporting period.

Individually significant items impacting on operating profit before tax included $970,000.00 in costs incurred on the sale of the plastics packaging business which in accordance with AIFRS were required to be expensed in the 2006 year.

Net profit after tax increased by 36% to $4.292 million (6.3 cents per share). This was as a result of a tax credit of $1.993 million from the recognition of prior year

capital losses (which had not been previously brought to account) but which will now be utilised against the capital gain from the sale of the plastics packaging business.

It is projected that ongoing operating earnings from Continuing Operations in 2007 will be approximately 5.1 cents per share. This is without any contribution to earnings from the sale of the plastic packaging business or the provision of the Consultancy Services.

The directors have resolved to pay a fully franked dividend of 3.75 cents per share for the 6 months to 30 June 2006 representing a total dividend of 6.5 cents per share fully franked for the year.

CONSOLIDATED INCOME STATEMENT

CURRENT YEAR PRIOR YEAR
$000s $000s
Revenues from continuing operations
Sales Revenue 22.081 9,300
Other Income
Interest Revenue 144 108
Profit on sale of assets 3 10
Foreign exchange gains (89) (4)
Rental Income charged to discontinuing operations 2,108 1.344
Other revenue 3022,468 8282,286
24,549 11.586
Expenses from continuing operations
Cost of sales 15,042 6,292
Warehouse & Distribution expenses 1,819 610
Selling Expenses 1,928 974
Administration Expenses 2,498 1.144
Write-down in investments 220
Borrowing costs 1,167 564
22.674 9,584
Profit from continuing operations before tax 1,875 2,002
Income Tax Expense / (Credit) (1,559) 225
Profit after Income tax from continuing operations 3.434 1,777
Profit after income tax from discontinued operations 858 1,393
Profit after Income tax 4,292 3,170
Outside equity interests in profit after income tax (17)
Net Profit After tax attributable to members 4,292 3,153
The financial performance of the discontinued operations is as follows
Revenue from ordinary activities 76,778 80,704
Expenses from ordinary activities (78, 566)
(75, 674)
Profit before income tax from discontinued operations 1.104 2.138
Income Tax Expense 246 745
Profit after income tax from discontinued operations 858 1,393
Earnings per share 6.3 cents 4.6 cents
Diluted Earnings per share 6.3 cents 4.6 cents
INDIVEDUALLY SIGNIFICANT ITEMS
Sale of import & distribution business 160
Closure of Townsville manufacturing facility (253)
Sale of Advance Power 171
Write down in investment in EZI Automation (220)
Costs associated with disposal of discontinued operations (970)
(1,019) (93)
DEPRECIATION AND AMORTISATION COSTS
Depreciation & amortisation of property, plant & equipment 5,273 5.794
Amortisation of goodwill
Amortisation of other intangibles 110 84
5,383 5,878

CONSOLIDATED BALANCE SHEET

30-Jun-06$000s 30-Jun-05$000s
Current Assets
Cash 218 187
Receivables 6,295 4,163
Inventories 5.550 5,560
Derivatives 13 11
Other 991 1.089
13,067 11,010
Assets classified as held for sale 57,153 67,532
Total Current Assets 70,220 78,542
Non Current Assets
Available-for-sale financial assets 266 266
Property Plant & Equipment 46,665 46,655
Intangibles 2,511 2,131
Tax Assets 3.251 1,059
Other 781 950
Total non current assets 53,474 51,061
TOTAL ASSETS 123,694 129,603
Current Liabilities
Payables 3,010 3,748
Borrowings 5,291 3,906
Tax Liabilities 82
Provisions 545 526
Derivatives
Other
8.846 8.262
Liabilities directly associated with
assets classified as held for sale 22,700 29,101
Total Current Liabilities 31.546 37,363
Non Current liabilities
Borrowings 45.001 44,454
Payables
Tax Liabilities 85
Provisions 723 595
Other
Total Non Current liabilities 45.809 45,049
TOTAL LIABILITIES 77,355 82,412
NET ASSETS 46,339 47,191
Equity
Contributed equity 38,885 38,773
Reserves 32 61
Retained profits 7,271 7,404
Equity attributable to members
of the parent entity 46,188 46,238
Outside equity interests 151 953
TOTAL EQUITY 46,339 47,191

CONSOLIDATED CASH FLOW STATEMENT

Year Ended30-Jun-06$000s Year Ended30-Jun-05$000s
Cash flows related to operating activities
Receipts from customers 109,551 97,004
Payments to suppliers and employees (95, 645) (82,097)
Other Revenue 620 1,015
Interest Revenue 149 113
Income taxes paidOther (902)(1, 849) (544)(1, 729)
Net Operating Cash Flows 11,924 13,762
Cash flows related to investing activities
Payment for purchases of property, plant and equipment (761) (3,623)
Proceeds from sale of property, plant and equipment 174 207
Payment for purchases of equity investments net of cash acquired (13,261)
Proceeds from sale of Advance Power 797
Purchase of other investments (219)
Purchase of minority interest (1,087)
Other (445) (33)
Net Investing cash flows (1, 541) (16, 710)
Cash flows related to financing activities
Proceeds from issues of securities (shares, options, etc) 112 155
Proceeds from borrowings 3,600 14,124
Repayment of borrowings (5, 672) (4,408)
Dividends paid (4.425) (4, 437)
Interest and costs of borrowings (4.077) (3,009)
Net financing cash flows ${10,462}$ 2,425
Net increase (decrease) in cash held (79) (523)
Cash at beginning of period (1,308) (785)
Cash at end of period (1, 387) (1,308)
Reconciliation of cash
Reconciliation of cash at the end of the period (as shown inthe consolidated statement of cash flows) to the related items
in the accounts is as follows.Continuing operations
Cash on hand and at bank 218 187.
Bank Overdraft (1,649) (1, 515)
Continuing operations (1,431) (1, 328)
Olscontinuing operationsCash on hand and at bank 44 159
Bank Overdraft (139)
Discontinuing operations 44 20
Total cash at end of period (1, 387) (1, 308)
Non Cash Financing and Investing Activities $000s
Addition to Plant & Equipment under finance leases and

hire purchase agreements.

3,074

Earnings per security (EPS)

Details of basic and diluted EPS reported separately in accordance with paragraph 9 and 18 olAASB 1027: Earnings per share are as follows:

2006 2005
Earnings used in the calculation of basic EPS 4,292,000 3,153,000
Earnings used in the calculation of diluted EPS 4.292.000 3.153.000
Weighted average number of ordinary shares outstandingDuring the year used in the calculation of:
Basic EPS 68,067,420 67,925,420
Diluted EPS 68.067.420 67.985.441
Basic EPS - Cents 6.3 4.6
Diluted EPS - Cents 6.3 4.6
NTA Backing Current period Previous correspondingperiod
Net tangible asset backing per share 61.1 cents 63.3 cents

OIVIDENDS

Final dividend resolved to be paid 3.75 cents / share fully franked
Date dividend is payable 10 November 2006
Record date 31 October 2006
CurrentYear PreviousYear
Interim DividendFinal Dividend 2.75 cents3.75 cents $2.75$ cents3.75 cents
6.5 cents 6.5 cents

The amount of retained profits and reserves that could be distributed as fully franked dividends from franking credits thatexist or will arise after payment of income tax in the next year in respect to the 2006 year is $1

CurrentYear$000s PriorYear$000s
Amount of final dividend payable - fully franked 2.556 2.550
Both current and prior year dividends were fully franked.
CONSOLIDATED RETAINED PROFITS CurrentYear$000s PriorYear$000s
Retained profits at the beginning of the financial year 7.404 8,671
Net profit attributable to members 4.292 3,153
Dividends paid (4, 425) (4, 420)
Retained profits at the end of the financial year 7,271 7,404
ORDINARY SHARES ON ISSUE NUMBER
Number of securities on issue at beginning of year 68,003.105
Shares issued through exercise of options granted to employees underthe Plaspak Executive Incentive Schemes at an average price of $0.73 150,000
68,153,105

OPTIONS

There were 1,475,000 options outstanding as at balance date.

These consisted of:

  • 375,000 executive share options with exercise prices ranging from 83 cents to $1.21;

  • 900,000 non-executive director options with an exercise price of $1.65; and

  • 200,000 executive director options granted to the Managing Director, David Hoff, in 2003with an exercise price of $1.40.

150,000 executive options were exercised during the year at an average exercise price of $0.73.

IMPACT OF ADOPTING AUSTRALIAN EQUIVALENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS ("AIFRs"

(a) AASB 1 Transitional Exemptions

.The Group bas elected to use the following transitional exemptions allowed by AASR 1: Eirst-Time Adoption of Australian Equivalents to International Financial Reporting Standards:

Share-based payments

AASB 2: Share-Based payments has only been applied to equity instruments granted after 7 November 2002 that had not vested by 1 January 2005.

Business combinations

AASB 3: Business Combinations has not been applied retrospectively to business combinations that were effected prior to transition date.

(b) Reconclilation of total equity presented under AGAAP to that under AIFRs

the impact of adopting Al-RS on the total could be reported under Australian Accounting Standards applicable before 1 July 2004 ("AGAAP") is as follows:

Total equity under AGAAP Notes CONSOLIDATED CONSOLIDATEDENTITY30 June 2005$'00046.960 ENTITY1 Jul 2004$'00846,845
Increase in retained earningsIncrease in option fee reserve 2274 4952
Total equity under AIFRs 47.191 47,342

(c) Reconciliation of retained earnings presented under AGAAP to that under AIFRs

.The impact of adopting AIFRs on the retained earnings as reported under Australian Accounting Standards applicable before 1 July 2004 ("AGAAP") is as follows

Total retained earnings under AGAAF 7.176 8.172
Adjustments to retained earningsShare based payment expense ٠ (2)
Adjustment to current year profit (270)
Recognition of additional deferred tax asset (v) 507 507
Impairment of goodwill (i) (10) (10)
Increase in relained eamings 227 495
Total retained earnings under AIFRs 7.403 8.667

(d) Reconciliation of profit after tax presented under AGAAP to that under AIFRs

The impact of adopting AIFRs on the profit as reported under Australian Accounting Standards applicable before 1 July 2004 ("AGAAP") is as follows:

Profit after tax under AGAAF 3.424
Adjustments to profit:
Reversal of goodwill amortisation (8) 167
Increase in cost of stock acquired (iv) (769)
Foreign exchange gain (ii) 56
Interest rate hedge gain/(loss) (ii) 2
Share-based payment expense (注) (4)
Tax effect of above (iv) 213
Other tax adjustments $\langle v \rangle$ 65
Total adjustment to profit (270)
Profit after tax under AIFRs 3.154

Notes

(i) Goodwill was amortised under AGAAP but is no longer amortised under AASB 3: Business Combinations. This results in a positive impact on profit and retained earnings for the comparative AIFRs period.

Under AGAAP, the recoverable amounts of assets were not determined on the basis of discounted cash flows. Under AASB 136: Impairment of Assets, the recoverable amount is determined as the higher of fair value less costs to sell and value in use (based on discounted cashflows).

The requirement to discount cashflows when determining value in use has resulted in an initial impairment write down of $10,000 in Goodwill, assuming a 12% discount rate

(ii) Under AGAAP Derivatives were not recognised separately on the Balance Sheet. There was no recognition of interest rate swaps. Purchases in foreign currency were taken up in trade creditors at forward cover rates. Under AIFRS Plaspak has elected not to hedge account. As a result the value of foreign currency liabilities is taken up at the spot rate at balance date and the value of all derivatives taken up as a Hedge Asset or Liability.

(iii) Share-based payments must now be expensed under AIFRs. AASB 2: Share-Based Payments.

  • (iv) Under AIFRS the cost of stock purchased following the acquisition of York Group Ltd was increased by $769,000 with a corresponding reduction in the value of goodwill previously disclosed being made. The tax benefit resulting from this increase in the cost of stock was recorded at $231,000.
  • (v) Under AIFRS amounts there is a requirement that a deferred tax asset be recognised for a deductible temporary difference to the extent that it is probable that a taxable profit will be available against which the deduclible temporary difference can be utilised. This has resulted in the recognition of a deferred tax

assel in relation to the difference between the written down value of buildings and the tax cost of such buildings. It has also resulted in an adjustment to theamount initially recorded as goodwill on the acquisition of t

POST BALANCE DATE EVENTS

The previously announced sale of the plastics packaging business was settled on 1st September 2006. At 30 June 2006 the Directors determined that the sale was "highly probable" and as such the company has pepared and disclosed the profits of this business segment as a discontinued operations and disclosed the assets and liabilities of this disposal group separate from those of the continuing operations.

No other matters or circumstances have arisen since the end of the financial year which significantly affected the operations ofthe economic entity, the results of those operations or the state of affairs of the economic

AUDIT STATUS

The accounts are currently in the process of being audited.