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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 | UР | 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.