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Renishaw PLC Interim / Quarterly Report 2012

Dec 31, 2011

5268_ir_2011-12-31_99514d9b-7760-4ee3-a61f-9d44c2e8cdc0.pdf

Interim / Quarterly Report

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Interim report 2012

Highlights

  • Record first half year revenue of £147.1m, up 11% from £132.2m last year, which was also a record
  • Increased investment in research and development to support growth
  • Growth in marketing and distribution infrastructure
  • Further investment in manufacturing capacity
  • Continuing strong balance sheet with net cash balances of £26.6m (including pension fund escrow account of £11.1m)
6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 change 2011
£'000 £'000 % £'000
(note 1) (note 2)
Revenue 147,149 132,236 +11% 288,750
Adjusted operating profit 29,696 34,715 -14% 79,286
Adjusted profit before taxation 31,170 35,180 -11% 80,410
Adjusted earnings per share 34.7p 39.0p -11% 88.5p
Statutory
Operating profit 29,696 34,715 -14% 80,954
Profit before taxation 31,170 35,180 -11% 82,078
Earnings per share 34.7p 39.0p -11% 90.8p
Proposed dividend per share 10.3p 10.3p - 35.0p

Notes

  1. The comparable period ended 31st December 2010 has been restated to account for the inclusion of Measurement Devices Limited from July 2010, which was initially accounted for as an associate company.

  2. Adjusted figures are only in respect of the year ended 30th June 2011, which excludes the exceptional reversal of the impairment writedown, made in the second half of that year.

Half year management report Chairman's statement

Revenue for the six months ended 31st December 2011 was a record £147.1m, up 11% on the £132.2m for the corresponding period last year.

Geographically, revenue in Europe increased strongly by 25% over the comparable period and the Americas also showed strong growth of 23%. In the Far East we saw 12% growth in Japan, but a fall of 17% in the rest of the Far East which includes China; this was principally due to an industry and world-wide slowdown in the micro-electronics and opto-electronics markets.

The Group's profit before tax was £31.2m, 11% below the £35.2m reported last year reflecting the impact of continued investment in staff and infrastructure to support growth. Earnings per share were 34.7p, compared with 39.0p last year.

Metrology

Revenue from our metrology business for the first six months was £135.9m, compared with £123.4m last year, an increase of 10%.

All product lines reported growth, apart from encoder products, where, as stated above there has been an industry-wide slowdown of the electronics market, especially in the Far East.

The acquisitions made last year, i.e., Measurement Devices Limited and MTT Investments Limited (the latter now operating as the Renishaw additive manufacturing products division), contributed to the growth in this segment.

New product releases during the period include the Resolute™ ETR, which is our Resolute encoder with extended temperature range for operation in very cold environments such as aerospace, the XR20-W rotary axis calibrator, the REVO® SFP1 surface finish probe and a multiaxis option for our Productivity+™ software.

Operating profit for our metrology business was £35.7m, compared with £38.9m for the comparable period last year.

Healthcare

Revenue from our healthcare business for the first six months was £11.2m, compared with £8.9m last year, an increase of 27%.

During the period, the Board undertook a review of the Group's healthcare business and refocused part of the activities to a smaller number of projects, particularly in our neurological products line.

The Group has withdrawn from the supply of radio frequency coils for use in MRI scanning research which was no longer considered core to our business strategy. This and the outcome of the neurological business review have resulted in a number of staff being reallocated to our metrology business.

Good growth was seen in our spectroscopy product line. In December, we introduced a new integrated Raman AFM package.

In November, Renishaw Diagnostics Limited, which is developing the RenDx™ multiplex assay system for infectious disease research and diagnosis, achieved certification to ISO 13485:2003, an international standard that sets the requirements for a comprehensive management system for the design and manufacture of medical devices.

In our neurological business, the next generation of neuro | inspire™ surgical planning software was CE marked in January 2012 and can now support more variations of surgical planning.

Operating loss for our healthcare business was £6.0m, after restructuring costs of £0.6m, compared with a loss of £4.2m for the comparable period last year.

Balance sheet

Net cash balances at 31st December 2011 were £26.6m, compared with £34.6m at 30th June 2011, which includes an escrow account amounting to £11.1m (30th June 2011 £10.8m) relating to the provision of security to the Group's defined benefit pension scheme.

Employees

The directors would like to thank the Group's employees for their continuing support and significant contribution during these turbulent times.

Half year management report Chairman's statement (continued)

Continued investment for long-term growth

We continue to grow and expand our global marketing and distribution activities with additional staff recruited to support the new products introduced. Also, we maintain our focus on our research and development programmes and capabilities to support the Group's strategic targets for growth. Headcount at the end of December 2011 was 2,701, an increase of 26 since the start of the financial year and 421 more than the 2,280 at 31st December 2010. As stated in the Group's Interim management statement in October, due to current uncertainties surrounding the global economy, the Board continues to closely monitor the Group's costs and future recruitment strategy in order to improve our profit margins.

The Group has established a new subsidiary company in Mexico to market and support the Group's products in that country and other central American countries. Additionally, we have acquired premises for the Group's Canadian and Italian subsidiaries. We have expanded our working premises in Germany, Brazil and China, and have refurbished and re-occupied a 16,000 square feet building in Schaumburg, USA.

Capital expenditure on property, plant and equipment for the six months was £17.8m, of which £10.6m was spent on property and £7.2m on plant, equipment and vehicles. We completed the purchase of the Miskin premises in South Wales on 30th September and have subsequently commenced refurbishment of 62,500 square feet at this facility for the provision of additional manufacturing space to accommodate growth of our metrology range of products.

Outlook

The outlook for continuing global investment for production systems in automotive, civil aviation, agriculture and energy (including oil, gas and renewables) looks increasingly favourable. Furthermore, we anticipate a recovery in the important electronics sector. The Group is wellpositioned to benefit from these structural growth trends as they should result in increasing demand for Renishaw's systems and products. Following restructuring within the healthcare business, we anticipate an improved performance going forward. We therefore remain focused on positioning the Group for further growth and view the future with great confidence.

Dividends

An interim dividend of 10.3 pence per share will be paid on 10th April 2012, to shareholders on the register on 9th March 2012.

Note.

The previous year has been restated for the inclusion of Measurement Devices Limited, which was initially accounted for as an associate company.

Sir David R McMurtry CBE, RDI, FRS, FREng, CEng, FIMechE Chairman & Chief Executive, 25th January 2012

Consolidated income statement Unaudited

Audited
6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
Notes £'000 £'000 £'000
Revenue 2 147,149 132,236 288,750
Cost of sales (72,614) (59,049) (128,443)
Gross profit 74,535 73,187 160,307
Distribution costs (29,364) (23,672) (52,088)
Administrative expenses including exceptional item (15,475) (14,800) (27,265)
Operating profit excluding exceptional item 29,696 34,715 79,286
Exceptional item - reversal of impairment write-down - - 1,668
Operating profit 29,696 34,715 80,954
Financial income 3 4,451 3,529 7,108
Financial expenses 3 (3,292) (3,248) (6,447)
Share of profits from associates 315 184 463
Profit before tax 31,170 35,180 82,078
Income tax expense 4 (6,234) (7,036) (16,345)
Profit for the period from continuing operations 24,936 28,144 65,733
Profit attributable to:
Equity shareholders of the parent company 25,231 28,414 66,115
Non-controlling interest (295) (270) (382)
Profit for the period from continuing operations 24,936 28,144 65,733
pence pence pence
Dividend per share arising in respect of the period 9 10.3 10.3 35.0
Earnings per share (basic and diluted) 5 34.7 39.0 90.8

Consolidated statement of comprehensive income and expense Unaudited

Audited
6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Profit for the period 24,936 28,144 65,733
Other items recognised directly in equity:
Foreign exchange translation differences (1,538) (101) 339
Actuarial (loss)/gain in the pension schemes (3,116) 5,983 (1,577)
Effective portion of changes in fair value of cash flow
hedges, net of recycling 1,532 (5,386) (5,954)
Comprehensive income and expense of associates - - 164
Deferred tax on income and expense recognised in equity 49 106 1,652
(Expense)/income recognised directly in equity (3,073) 602 (5,376)
Total comprehensive income and expense for the period 21,863 28,746 60,357
Attributable to:
Equity shareholders of the parent company 22,158 29,016 60,739
Non-controlling interest (295) (270) (382)
Total comprehensive income and expense for the period 21,863 28,746 60,357

Consolidated balance sheet Unaudited

Audited
At 31st December At 31st December At 30th June
2011 2010 2011
Notes £'000 £'000 £'000
Assets
Property, plant and equipment 6 93,952 75,379 82,344
Intangible assets 7 49,163 37,697 47,095
Investments in associates 8 7,725 5,316 7,437
Deferred tax assets 23,100 20,151 23,750
Derivatives 9 1,605 1,490 684
Total non-current assets 175,545 140,033 161,310
Current assets
Inventories 56,638 42,165 49,809
Trade receivables 50,719 50,764 61,533
Current tax 2,803 2,036 2,134
Other receivables 7,695 7,772 8,457
Derivatives 9 1,344 1,723 886
Pension fund cash escrow account 10 11,142 - 10,818
Cash and cash equivalents 15,460 31,114 23,733
Total current assets 145,801 135,574 157,370
Current liabilities
Trade payables 10,661 10,600 13,821
Current tax 7,462 5,393 5,591
Provisions 736 562 770
Derivatives 9 3,177 5,399 4,789
Other payables 18,229 15,724 22,126
Total current liabilities 40,265 37,678 47,097
Net current assets 105,536 97,896 110,273
Non-current liabilities
Employee benefits 10 39,065 31,085 37,664
Deferred tax liabilities 19,965 15,336 17,211
Derivatives 3,955 2,961 2,496
Other payables 9 12,494 11,115 12,494
Total non-current liabilities 75,479 60,497 69,865
Total assets less total liabilities 205,602 177,432 201,718
Equity
Share capital 9 14,558 14,558 14,558
Share premium 9 42 42 42
Currency translation reserve 9 2,824 3,922 4,362
Cash flow hedging reserve 9 (3,012) (3,706) (4,115)
Retained earnings 9 192,364 163,555 187,750
Other reserve 9 (389) (237) (389)
Equity attributable to the owners of the Company 206,387 178,134 202,208
Non-controlling interest 9 (785) (702) (490)
Total equity 205,602 177,432 201,718

Consolidated statement of changes in equity Unaudited

Share
capital
£'000
Share
premium
£'000
Currency
translation
reserve
£'000
Cash flow
hedging
reserve
£'000
Retained
earnings
£'000
Other
reserve
£'000
Non
controlling
interest
£'000
Total
£'000
Balance at 1st July 2010 14,558 42 4,023 172 140,459 (201) (432) 158,621
Profit/(loss) for the period - - - - 28,414 - (270) 28,144
Other comprehensive income and expense
Actuarial gain in the pension schemes (net) - - - - 4,581 - - 4,581
Foreign exchange translation differences - - (101) - - - - (101)
Changes in fair value of cash flow hedges (net) - - - (3,878) - - - (3,878)
Total other comprehensive income - - (101) (3,878) 4,581 - - 602
Total comprehensive income - - (101) (3,878) 32,995 - (270) 28,746
Acquisition of non-controlling interest - - - - - (36) - (36)
Dividends paid - - - - (9,899) - - (9,899)
Transactions with owners recorded in equity - - - - (9,899) (36) - (9,935)
Balance at 31st December 2010 14,558 42 3,922 (3,706) 163,555 (237) (702) 177,432
Profit/(loss) for the period - - - - 37,701 - (112) 37,589
Other comprehensive income and expense
Actuarial loss in the pension schemes (net) - - - - (6,173) - - (6,173)
Foreign exchange translation differences - - 440 - - - - 440
Changes in fair value of cash flow hedges (net) - - - (409) - - - (409)
Relating to associates - - - - 164 - - 164
Total other comprehensive income - - 440 (409) (6,009) - - (5,978)
Total comprehensive income - - 440 (409) 31,692 - (112) 31,611
Acquisition of non-controlling interest - - - - - (152) 324 172
Dividends paid - - - - (7,497) - - (7,497)
Transactions with owners recorded in equity - - - - (7,497) (152) 324 (7,325)
Balance at 30th June 2011 14,558 42 4,362 (4,115) 187,750 (389) (490) 201,718
Profit/(loss) for the period - - - - 25,231 - (295) 24,936
Other comprehensive income and expense
Actuarial loss in the pension schemes (net) - - - - (2,638) - - (2,638)
Foreign exchange translation differences - - (1,538) - - - - (1,538)
Changes in fair value of cash flow hedges (net) - - - 1,103 - - - 1,103
Total other comprehensive income - - (1,538) 1,103 (2,638) - - (3,073)
Total comprehensive income - - (1,538) 1,103 22,593 - (295) 21,863
Transactions with owners recorded in equity
Dividends paid - - - - (17,979) - - (17,979)
Balance at 31st December 2011 14,558 42 2,824 (3,012) 192,364 (389) (785) 205,602

Consolidated statement of cash flows Unaudited

Net (decrease)/increase in cash and cash equivalents (8,665) 790 (5,323)
Cash flows from financing activities (18,163) (10,001) (17,604)
(17,979) (9,899) (17,396)
(184) (102) (208)
Financing activities
Cash flows from investing activities (22,161) (12,979) (46,526)
Contributions to pension fund escrow account (net) (324) - (10,818)
Dividend received from associate 27 20 84
Interest received 305 200 372
Sale of property, plant and equipment 149 5 71
Investment in subsidiaries and associates - (755) (8,418)
Purchase of other intangibles (126) (491) (1,203)
Development costs capitalised (4,361) (4,449) (10,123)
Purchase of property, plant and equipment (17,831) (7,509) (16,491)
Investing activities
Cash flows from operating activities 31,659 23,770 58,807
Income taxes paid (4,829) (2,462) (11,698)
(2,736) (17,568) (27,063)
(677) - (667)
(Decrease)/increase in provisions (34) 23 231
(Decrease)/increase in trade and other payables (6,512) (1,779) 5,705
Decrease/(increase) in trade and other receivables 11,316 (6,910) (16,634)
Increase in inventories (6,829) (8,902) (15,698)
14,288 15,656 31,835
Tax expense 6,234 7,036 16,345
Financial expenses 3,292 3,248 6,447
Financial income (4,451) (3,529) (7,108)
- - (1,668)
(485) (354) (803)
(16) - (8)
4,684 3,904 7,575
1,968 2,100 3,855
3,062 3,251 7,200
Cash flows from operating activities
Profit for the period
Amortisation of development costs
Amortisation of other intangibles
Depreciation
Profit on sale of property, plant and equipment
Share of profits from associates
Reversal of exceptional impairment write-down
Defined benefit pension contributions
Interest paid
Dividends paid
24,936 28,144 65,733
£'000 £'000 £'000
2011 2010 2011
31st December 31st December 30th June
Year ended
6 months to 6 months to Audited

Responsibility statement

We confirm that to the best of our knowledge:

  • • the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU;
  • • the Interim report includes a fair review of the information required by:
  • (a) DTR 4.2.7R of the Disclosure Rules and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
  • (b) DTR 4.2.8R of the Disclosure Rules and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

On behalf of the Board

A C G Roberts FCA Group Finance Director 25th January 2012

Notes

1. Status of Interim report and accounting policies

The Interim report, which has not been audited, was approved by the directors on 25th January 2012.

General information

The Interim report has been prepared in accordance with the EU endorsed standard IAS 34, 'Interim financial reporting'. This interim financial information has been prepared on the basis of the accounting policies adopted in the most recent annual financial statements, these being for the year ended 30th June 2011, as revised for the implementation of specified new amended endorsed standards or interpretations.

Given the nature of some forward-looking information included in this report, which the directors have given in good faith, this information should be treated with due caution. The Interim report is available on our website www.renishaw.com.

The interim financial information for the six months to 31st December 2011 and the comparative figures for the six months to 31st December 2010 are unaudited. The comparative figures for the financial year ended 30th June 2011 are not the Company's statutory accounts for that financial year. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006, relating to the accounting records of the Company.

Going concern

The Group has considerable financial resources at its disposal and the directors have considered the current financial projections. As a consequence, the directors believe that the Group is well placed to manage its business risks successfully.

After making enquiries, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Interim report.

Accounting policies

The accounting policies applied and significant estimates used by the Group in this Interim report are the same as those applied by the Group for the year ended 30th June 2011.

There have been no new standards or amendments to standards endorsed by the EU to be applied for the first time for the financial year ending 30th June 2012.

2. Segmental information

Renishaw's business is metrology, the science of measurement. The Group manufactures a comprehensive range of high-precision probing systems and accessories, calibration and measuring systems and other innovative products which enable customers worldwide to carry out dimensional measurements to traceable standards.

In addition to developing the Group's traditional core metrology business, the Group has also been investing in the development of additional applications for new market sectors based upon its core metrology expertise. The additional investment has been focused on the healthcare sector and products for the dental and neurosurgical markets, together with our spectroscopy product offerings. The Group thus manages its business in two business segments, Metrology, being the traditional core business, and Healthcare.

The Group's main products within these segments comprise:

Metrology - Co-ordinate measuring machine ("CMM") probes and accessories, which are used for accurate post-process inspection of components on CMMs; Machine tool probes and tool setting systems, used for automated component identification, workpiece and tool setting and component inspection; Laser calibration systems and the QC20-W ballbar, used to determine the accuracy of CMMs, machine tools and other industrial and scientific equipment; Linear and angle encoder systems, for precise linear and rotary motion control; Versatile automated systems for part handling, inspection and material processing; Laser scanning systems for accurate positioning and surveying measurements; Additive manufacturing systems, such as selective laser melting machines; and a broad range of styli for all probes.

Healthcare - Scanning and milling systems applied to the dental sector, offering a complete CAD/CAM system for crown and bridge frameworks; Spectroscopy products, including a Raman microscope, used to identify the composition and structure of materials (including medicinal tablet mapping, molecular diagnostics and DNA analysis); and neurosurgical products for use in neurosurgical procedures.

2. Segmental information (continued)

Revenue Metrology
£'000
Healthcare
£'000
Total
£'000
6 months to 31st December 2011 135,915 11,234 147,149
6 months to 31st December 2010 123,372 8,864 132,236
Year ended 30th June 2011 267,022 21,728 288,750
Depreciation and amortisation Metrology
£'000
Healthcare
£'000
Total
£'000
6 months to 31st December 2011 7,692 2,022 9,714
6 months to 31st December 2010 7,984 1,271 9,255
Year ended 30th June 2011 15,337 3,293 18,630
Operating profit Metrology
£'000
Healthcare
£'000
Total
£'000
6 months to 31st December 2011
Share of profits from associates
Net financial income
35,650
315
(5,954)
-
29,696
315
1,159
Profit before tax 31,170
6 months to 31st December 2010
Share of profits from associates
Net financial income
38,950
184
(4,235)
-
34,715
184
281
Profit before tax 35,180
Year ended 30th June 2011
Exceptional item - reversal of impairment write-down
Share of profits from associates
Net financial income
87,738
1,668
463
(8,452)
-
-
79,286
1,668
463
661
Profit before tax 82,078

There is no allocation of assets and liabilities to operating segments. Depreciation is included within certain other overhead expenditure which is allocated to segments on the basis of the level of activity.

2. Segmental information (continued)

The following table shows the analysis of revenue by geographical market and the effect of exchange rate changes:

6 months to 31st
December 2011 at
actual exchange
rates
£'000
6 months to 31st
December 2011
at previous year's
exchange rates
£'000
6 months to 31st
December 2010 at
actual exchange
rates
£'000
Year ended
30th June 2011 at
actual exchange
rates
£'000
Far East 49,559 49,390 54,172 114,553
Continental Europe 47,158 46,714 37,710 85,751
North & South America 36,474 36,549 29,670 65,113
United Kingdom and Ireland 8,655 8,655 6,801 14,761
Other regions 5,303 5,336 3,883 8,572
Total group revenue 147,149 146,644 132,236 288,750

Revenue in the above table has been allocated to regions based on the geographical location of the customer. Individual countries which comprised more than 10% of Group revenue were:

6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
USA 31,662 26,045 52,796
China 20,925 27,900 54,204
Germany 20,405 16,621 38,612
Japan 17,274 15,394 36,169

There was no revenue from transactions with a single external customer amounting to 10% or more of the Group's total revenue.

The following table shows the analysis of non-current assets, excluding deferred tax and derivatives, by geographical area:

At At At
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
United Kingdom 107,967 78,214 93,071
Overseas 42,873 40,178 43,805
150,840 118,392 136,876

No overseas country had non-current assets amounting to 10% or more of the Group's total non-current assets.

3. Financial income and expenses

Financial income 6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Expected return on assets in the pension schemes 4,146 3,329 6,736
Bank interest receivable 305 200 372
4,451 3,529 7,108

3. Financial income and expenses (continued)

Financial expenses 6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Interest on pension scheme liabilities 3,108 3,146 6,239
Bank interest payable 184 102 208
3,292 3,248 6,447

4. Income tax expense

The income tax expense has been estimated at a rate of 20% (December 2010 20%), the rate expected to be applicable for the full year.

5. Earnings per share

Earnings per share are calculated on earnings of £25,231,000 (December 2010 £28,414,000) and on 72,788,543 shares, being the number of shares in issue during the period.

Earnings per share for the year ended 30th June 2011 are calculated on earnings of £66,115,000 and on 72,788,543 shares, being the number of shares in issue during that year.

6. Property, plant and equipment

Freehold
land and
buildings
Plant and
equipment
Motor
vehicles
Assets in the
course of
construction
Total
£'000 £'000 £'000 £'000 £'000
Cost
At 1st July 2011 74,940 84,065 6,516 4,838 170,359
Additions 3,163 2,937 580 11,151 17,831
Transfers 7,715 4,633 - (12,348) -
Disposals - (554) (230) - (784)
Currency adjustment (1,171) (1,294) (241) - (2,706)
At 31st December 2011 84,647 89,787 6,625 3,641 184,700
Depreciation
At 1st July 2011 17,736 66,143 4,136 - 88,015
Charge for the period 1,140 3,104 440 - 4,684
Released on disposals - (459) (192) - (651)
Currency adjustment (451) (719) (130) - (1,300)
At 31st December 2011 18,425 68,069 4,254 - 90,748
Net book value
At 31st December 2011 66,222 21,718 2,371 3,641 93,952
At 30th June 2011 57,204 17,922 2,380 4,838 82,344

Additions to assets in the course of construction of £11,151,000 (December 2010 £2,212,000) comprise £7,438,000 (December 2010 £343,000) for freehold land and buildings and £3,713,000 (December 2010 £1,869,000) for plant and equipment.

At the end of the period, assets in the course of construction, not yet transferred, of £3,641,000 (December 2010 £2,274,000) comprise £709,000 (December 2010 £438,000) for freehold land and buildings and £2,932,000 (December 2010 £1,836,000) for plant and equipment.

7. Intangible assets

Other Internally
generated
Software licences
Goodwill on
intangible
development In the course
consolidation assets costs In use of acquisition Total
£'000 £'000 £'000 £'000 £'000 £'000
Cost
At 1st July 2011 12,694 10,219 46,064 18,516 87 87,580
Additions - - 4,361 19 107 4,487
Adjustment 2,794 - - - - 2,794
Currency adjustment (349) - - (10) - (359)
At 31st December 2011 15,139 10,219 50,425 18,525 194 94,502
Amortisation
At 1st July 2011 - 4,149 27,721 8,615 - 40,485
Charge for the period 198 834 3,062 766 - 4,860
Currency adjustment - - - (6) - (6)
At 31st December 2011 198 4,983 30,783 9,375 - 45,339
Net book value
At 31st December 2011 14,941 5,236 19,642 9,150 194 49,163
At 30th June 2011 12,694 6,070 18,343 9,901 87 47,095

Adjustment to Goodwill on consolidation in the period of £2,794,000 is in respect of the accounting for deferred tax on the intangible assets acquired through business combinations in the year ended 30th June 2011, which was not previously accounted for when assessing the fair value of assets acquired at the time of the acquisitions. During the period, goodwill of £198,000 relating to the acquisition of PulseTeq Limited was written off following a review of the Group's healthcare strategy.

The analysis of acquired goodwill on consolidation is: At
31st December
2011
At At
30th June
2011
£'000
3,120
31st December
2010
£'000 £'000
Acquisition of: 2,886
itp GmbH 2,372
Renishaw Diagnostics Limited (84.8%) 1,784 1,784 1,784
Renishaw Mayfield S.A. (75%) 1,559 1,215 1,674
PulseTeq Limited (2010 75%) - 198 198
Measurement Devices Limited 6,661 5,713 5,713
MTT Investments Limited 405 - 205
Renishaw Software Limited 1,559 - -
Renishaw Advanced Materials Limited 87 - -
Balance at the end of the period 14,941 11,282 12,694

8. Investments in associates

Movements during the period were:
Balance at the beginning of the period
Investments made during the period
Dividends received
Share of profits of associates
Amortisation of intangibles
Other comprehensive income and expense
6 months to
31st December
2011
£'000
6 months to
31st December
2010
£'000
Year ended
30th June
2011
£'000
7,437
-
(27)
485
(170)
-
5,152 5,152
- 74
(20) (84)
354 803
(170) (340)
- 164
Reversal of impairment of investment in Delcam plc - - 1,668
Balance at the end of the period 7,725 5,316 7,437

9. Capital and reserves

Share capital At At At
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Allotted, called-up and fully paid
72,788,543 ordinary shares of 20p each 14,558 14,558 14,558

The ordinary shares are the only class of share in the Company. Holders of ordinary shares are entitled to vote at general meetings of the Company and receive dividends as declared. The Articles of Association of the Company do not contain any restrictions on the transfer of shares nor on voting rights.

Currency translation reserve

The currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of the foreign operations, offset by foreign exchange differences on bank liabilities which have been accounted for directly in equity on account of them being classified as hedging items.

Cash flow hedging reserve

The cash flow hedging reserve comprises all foreign exchange differences arising from the valuation of forward exchange contracts which are effective hedges and mature after the year end. These are valued on a mark-to-market basis, are accounted for directly in equity and are recycled through the Consolidated income statement when the hedged item affects the Consolidated income statement. The forward contracts mature over the next three and a half years.

Movements during the period were: 6 months to 6 months to
31st December
2010
£'000
172
Year ended
30th June
2011
£'000
172
31st December
2011
£'000
(4,115)
Balance at the beginning of the period
Amounts transferred to the Consolidated income statement 2,032 1,154 2,188
Revaluations during the period (500) (6,541) (8,142)
Deferred tax movement (429) 1,509 1,667
Balance at the end of the period (3,012) (3,706) (4,115)
The cash flow hedging reserve is analysed as: At At At
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Included in other receivables in non-current assets 1,605 1,490 684
Included in other receivables in current assets 1,344 1,723 886
Included in other payables in current liabilities (3,177) (5,399) (4,789)
Included in other payables in non-current liabilities (3,955) (2,961) (2,496)
(4,183) (5,147) (5,715)
Included in deferred tax assets/liabilities 1,171 1,441 1,600
Balance at the end of the period (3,012) (3,706) (4,115)

9. Capital and reserves (continued)

Dividends 6 months to 6 months to Year ended
31st December 31st December 30th June
Dividends paid during the period were: 2011 2010 2011
£'000 £'000 £'000
2011 final dividend of 24.7p per share (2010 13.6p) 17,979 9,899 9,899
2011 interim dividend of 10.3p - - 7,497
Total dividends paid during the period 17,979 9,899 17,396

An interim dividend for 2012 of £7,497,220 (10.3p per share) will be paid on 10th April 2012, to shareholders on the register on 9th March 2012, with an ex-div date of 7th March 2012.

Other reserve

The other reserve is in relation to additional investments in subsidiary undertakings.

Non-controlling interest 6 months to
31st December
6 months to
31st December
Year ended
30th June
Movements during the period were: 2011 2010 2011
£'000 £'000 £'000
Balance at the beginning of the period (490) (432) (432)
Share of investments - - 324
Share of loss for the period (295) (270) (382)
Balance at the end of the period (785) (702) (490)

10. Employee benefits

The Group operates a number of pension schemes throughout the world. The major scheme, which covers the UK-based employees, was of the defined benefit type. In April 2007, this scheme, along with the Irish defined benefit scheme, ceased any future accrual for current members and was closed to new members. UK and Irish employees are now covered by defined contribution schemes.

The latest full actuarial valuation of the UK defined benefit scheme was carried out at September 2009 and updated to 31st December 2011 by a qualified independent actuary. The major assumptions used by the actuary were:

At At At
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Discount rate 4.7% 5.4% 5.5%
Inflation rate - RPI 3.0% 3.6% 3.6%
Inflation rate - CPI 2.0% 2.9% 2.9%
Expected return on equities 8.3% 8.1% 8.3%
Retirement age 64 64 64

10. Employee benefits (continued)

The assets and liabilities in the defined benefit schemes were:

At At At
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Market value of assets 91,742 99,764 101,049
Actuarial value of liabilities under IAS 19 (120,307) (111,649) (115,013)
(28,565) (11,885) (13,964)
Increase in liability under IFRIC 14 (10,500) (19,200) (23,700)
Deficit in the schemes (39,065) (31,085) (37,664)
Deferred tax thereon 9,421 8,292 9,393

The movements in the schemes' assets and liabilities were:

6 months to 6 months to Year ended
31st December 31st December 30th June
2011 2010 2011
£'000 £'000 £'000
Balance at the beginning of the period (37,664) (37,251) (37,251)
Contributions paid 677 - 667
Expected return on pension schemes' assets 4,146 3,329 6,736
Interest on pension schemes' liabilities (3,108) (3,146) (6,239)
Actuarial (loss)/gain under IAS 19 (16,316) 25,183 22,123
Additional actuarial gain/(loss) under IFRIC 14 13,200 (19,200) (23,700)
Balance at the end of the period (39,065) (31,085) (37,664)

Under the defined benefit deficit funding plans, there are certain UK properties, owned by Renishaw plc, and a property owned by Renishaw (Ireland) Limited, which are subject to registered fixed charges as security for the UK and Irish defined benefit pension schemes' deficits respectively. Renishaw plc has also established an escrow account, which is subject to a registered floating charge as security for the UK defined benefit pension scheme liabilities.

The Company has given a guarantee relating to a recovery plan for the UK scheme and the trustees have the right to enforce the charges to recover any deficit up to £46,800,000 if an insolvency event occurs in relation to the Company before 1st November 2016 or if the Company has not made good any deficit up to £46,800,000 by midnight on 1st November 2016. No scheme assets are invested in the Group's own equity.

The value of the guarantee discussed above is greater than the value of the pension fund's deficit. As such, in line with IFRIC 14, the UK pension fund's liabilities have been increased by £10,500,000, to represent the maximum discounted liability as at 31st December 2011 (30th June 2011 £23,700,000).

11. Related party transactions

The only related party transactions to have taken place during the first half year were normal business transactions between the Group and its associates, which have not had a material effect on the results of the Group for this period.

12. Risks and uncertainties

The principal risks and uncertainties affecting the business activities of the Group are considered to be:

Current trading levels and order book

Whilst the Group has seen revenue growth of 11% in the first half year, compared with the corresponding period last year, it is difficult to predict with any certainty the continuation of this growth, especially as orders from customers generally involve short lead-times with the outstanding order book at any time being around one month's worth of revenue value. This limited forward order visibility leaves the annual revenue forecasts uncertain.

The Chairman and Chief Executive's statement in this Interim report includes a comment on the outlook for the Group.

Research and development

The Group invests heavily in research and development, to develop new products and processes to maintain the long-term growth of the Group. This research and development encompasses new innovative products within the core metrology and emerging healthcare businesses.

The development of new products and processes involves risk, such as with development time, which may take longer than originally forecast and hence involve more cost. Also, being at the leading edge of new technology in metrology and healthcare, there are uncertainties whether new developments will work as planned and in some cases, projects may need to be halted with the consequent non-recoverability of expenditure if the intended deliverables of the project are not forthcoming. Expenditure is only capitalised once the commercial and technical feasibility of a product is proven.

These risks are minimised by operating strictly managed research and development programmes with regular reviews against milestones achieved and against forecast business plans. During the first half year, the Board undertook a review of the Group's healthcare business and have refocused part of the activities towards a smaller number of projects. Research and development also involves beta testing at customers to ensure that new products will meet the needs of the market at the right price.

Defined benefit pension schemes

The Group has previously closed its major defined benefit pension schemes for future accruals, so has eliminated the major risk of growth in liabilities for future accrual of salary increases above inflation and additional years of service. The funds are still subject to fluctuations arising from investment performance and actuarial assumptions. The UK defined benefit scheme is secured by a registered charge on certain of the Group's UK properties and cash held in escrow, but the limit of the exposure under the guarantee is fully reflected in the financial statements.

Treasury

With the concentration of manufacturing in the UK, Ireland and India, but with over 90% of revenue to countries elsewhere around the world, there is an exposure to fluctuating currencies on this export revenue, mainly in respect of the US Dollar, Euro and Japanese Yen.

The Group has mitigated the risks associated with fluctuating exchange rates by the use of forward contracts to hedge a proportion of US Dollar revenue and the majority of forecast Euro and Japanese Yen revenue for the current year. It also has forward contracts in place going forward a further three and a half years in respect of significant proportions of forecast Euro and Japanese Yen revenue, and a further fourteen months in respect of a proportion of forecast US Dollar revenue.

Tax

Significant judgement is required in determining the effective tax rate and in evaluating certain tax positions. Tax provisions are adjusted due to changing facts and circumstances, such as case law, progress of tax audits or when an event occurs requiring a change in tax provisions. Management regularly assesses the appropriateness of tax provisions.

Financial calendar

Record date for 2012 interim dividend 9th March 2012 2012 interim dividend payment 10th April 2012 Announcement of 2012 full year results 25th July 2012 Mailing of 2012 Annual report Late August 2012 Annual general meeting 18th October 2012 2012 final dividend payment 22nd October 2012

Registered office:

Renishaw plc New Mills Wotton-under-Edge Gloucestershire UK GL12 8JR

Registered number: 1106260

Telephone. +44 1453 524524 Fax. +44 1453 524901 email. [email protected] Internet. www.renishaw.com