Back to all announcements

DJ 600 Group PLC Half-year Report

TIDMSIXH

RNS Number : 2318V

600 Group PLC

02 December 2019

The 600 Group PLC

Continued progress against strategy

Unaudited Interim Results for the six months ended 28 September 2019

The 600 Group PLC ("the Group"), the diversified industrial engineering company (AIM: SIXH), today announces its unaudited interim results for the six months ended 28 September 2019.

Summary financials

 
                                 H1 FY20   H1 FY19   Change 
 Revenue                         $35.7m    $31.6m     +13% 
 Underlying* operating profit     $2.5m     $1.8m     +39% 
 Underlying* pre-tax profit       $1.7m     $1.3m     +28% 
 Interim dividend per share       0.25p     0.25p 
 

*from continuing operations, before adjusting items.

Strategic & operational highlights

Improved financial & operational performance and financial position

-- Receipt of $5.2m (net of tax) pension scheme cash surplus improved financial flexibility

-- Operating margin improvement across both divisions

-- Disposal of non-profitable operations and assets of discontinued Gamet Bearings business further reducing UK bank debt

Investing for sustainable growth

-- Acquisition of Control Micro Systems Inc., enhances laser capabilities and performing well

-- Investment in high-caliber new people

-- Continued new product development and improvement in customer offering across both divisions

-- New European Technology Centre fully operational

Positive outlook

-- Interim dividend of 0.25p per share reflecting the Board's confidence.

Paul Dupee, Executive Chairman of the Group, commented:

"This period has seen further progress in our strategy to build a global industrial business. The de-risking of the Group, both operationally and financially, has created a platform from which we are now beginning to leverage the strength of the Group's brands and grow the business into increasingly diversified niche markets worldwide both organically and by acquisition.

The Group has made headway despite certain macro-economic and political uncertainties across our end markets and although these may still create some short term disruption, the Board believes in the long term fundamentals of our businesses and the strategy they are now enacting and is optimistic for the long- term future."

"I am pleased to announce an interim divided of 0.25p per share, reflecting this good performance and the Board's continued confidence in our businesses".

Enquiries:

 
 The 600 Group PLC                 Tel: 01924 415000 
  Paul Dupee, Executive Chairman 
  Neil Carrick, Finance Director 
 Instinctif Partners               Tel: 0207 457 2020 
  Mark Garraway 
  James Gray 
 
 
 Spark Advisory Partners Limited (NOMAD)   Tel: 020 3368 3553 
  Matt Davis 
 WH Ireland (Broker)                       Tel: 020 7220 1666 
  Harry Ansell 
 

About The 600 Group PLC

The 600 Group PLC is a distributor, designer and manufacturer of industrial products with three principle areas of activities:

Machine Tools

The business has a strong reputation in the market for metal turning machines. Products range from small conventional machines for education markets, CNC workshop machines and CNC production machines. Selected outsourcing partners support the manufacturing of these machines and they are marketed through the Group's wholly owned international sales organisation and a global distribution network.

Precision Engineered Components

Machine spares are distributed to customers globally to help maintain the installed base of group machines which number in excess of 100,000. Additionally, work holding products are sold via specialist distributors to OEMs, including other machine builders.

Industrial Laser Systems

Industrial laser systems cover laser marking and processing including cutting, drilling, ablation and a host of other niche applications in the marking and micro machining sectors. They require no consumables, can operate on a continuous high speed basis and can be integrated into customers' production lines. The businesses have their own technology and proprietary software. Customer applications are diverse and range from aerospace to medical and pharmaceuticals. The requirement for increased product and component traceability is one of the market drivers.

More information on the Group can be viewed at: www.600group.com

The 600 Group Plc

Executive Chairman's Statement for the six months ended 28 September 2019

Overview

The six-month period ended 28 September 2019 has seen progress in our strategy .May saw the receipt of the $5.2m post tax pension scheme surplus refund to the Company and June the acquisition of Control Micro Systems Inc. (CMS) with the official opening of the new European Technology Centre in the UK in May. These milestones in the Group's development have enabled it to become financially more stable and accelerate its growth strategy.

Testimony to the Group's improved financial strength and strategic focus the results have shown improvement in both revenue and operational profitability during what has been a difficult trading period, dominated by Brexit issues, trade tariff wars and a global slowdown. Responding to these challenges the Group has invested in high-caliber new people and new product developments in both divisions to continue our strategic goal of leveraging the strength of the Group's brands into increasingly diversified niche markets worldwide.

Results and dividend

Revenue was up 13% to $35.7m (FY 19 H1: $31.6m) with net underlying operating profit (excluding adjusting items) up 39% to $2.5m (FY19 H1: $1.8m).

After taking account of interest on bank borrowings, loan notes and lease liabilities, the underlying Group pre-tax profit before adjusting items was up 28% at $1.7m (FY19 H1: $1.3m) and $1.5m (FY 19 H1: $0.8m) after adjusting items.

The total profit attributable to shareholders of the Group for the financial period on continuing activities was $1.1m (FY19 H1: $1.0m), providing Basic earnings of 0.92 cents (equivalent to 0.72p) per share (FY19 H1: 0.88 cents (equivalent to 0.63p). The underlying continuing earnings per share (excluding adjusting items) were 1.31c

(equivalent to 1.03p)   (FY19 H1: 1.08c (equivalent to 0.77p). 

The Board is pleased to be able to continue to improve returns for shareholders and has declared an interim dividend of 0.25p per share payable on 10 January 2020, to shareholders on the register at 13 December 2019.

Financial position

Net assets increased in the period to $30.9m with the net profit generation being largely offset by the reduction of $0.7m due to the retranslation of non US Dollar denominated assets and liabilities and most of the increase arising due to the shares issued with a value of $1m on the acquisition of CMS.

Working capital levels excluding the effects of the CMS acquisition increased by $1m on the prior half year with a small increase in both inventories and trade receivables whilst trade payables fell slightly.

$0.4m was expended on capital expenditure including the final phase of the Industrial Laser software upgrade and the completion of the new European Technology Centre fit out and machine shop.

The $10m consideration for CMS was funded by $4m of the $5.2m of pension scheme refund along with the utilisation of existing credit lines and a new $3.25m 5-year term loan from Bank of America plus the issue of $1m of shares to the CMS founder, Tim Miller, who remains with the business.

As a consequence of these cashflows net debt at the end of September 2019 was $16.9m (March 2019 $14.5m) excluding the IFRS 16 lease liabilities.

UK annual working capital facilities were renewed in September 2019 with HSBC to support the UK machine tool business and Bank of America continue to be very supportive, providing part of the funding for CMS and renewing the annual working capital facilities for the USA businesses.

Adjusting items

Adjusting Items have been noted separately to provide a clearer picture of the Group's underlying trading performance. In the current period a profit of $0.8m has been recorded as the final cash received on the pension scheme wind up was greater than anticipated. The evaluation of the intangible assets on the acquisition of CMS is still in progress but the amortisation of the initial assessed amounts has resulted in a charge of $0.3m in the period since acquisition and costs associated with the acquisition of $0.4m have also been included in adjusting items. The amortisation of the loan note discounting and costs of $0.3m are shown as adjusting items within finance costs. Taxation at 35% ($0.3m), in line with the punitive regulations on pension refunds, was deducted at source on the pension scheme refund and the Group was unable to mitigate this against its substantial brought forward tax losses in the UK.

In the prior half-year, a charge of $1.3m was included as a result of the actuarial effects of transfers by members out of the pension scheme and a profit of $0.3m was recorded on asset sales. Credit interest on the scheme surplus of $0.6m and amortization of $0.1m on the loan notes were recorded in finance costs.

Operating activities

Machine tools and precision engineered components

The UK business has continued to build on the restructured operation and re-launch as Colchester Machine Tool Solutions in the new European Technology Centre. The business saw increases in both revenue and operating profit for the first six months with continued momentum providing an order book currently up over 100% on the same time in the prior year. Given this is against a backdrop of uncertainty created by Brexit and declining industry statistics we believe that he business is gaining market share.

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -2-

The USA business revenue was down 2% on the previous half year in a market which the USMTO is reporting a 17% decline in metal cutting since the start of 2019, with trade war concerns and tariffs weighing heavily on customer sentiment. As a result of efficiency savings, however, the business has been able to increase operating profits by 15% on the same period last year and again the statistics would indicate this business is more than holding its own against the competition.

The Australian business has seen a small decline in revenue against the previous year and is in the process of a period of restructuring in a market which remains affected by sluggish customer sentiment.

The business and asset sale of the discontinued Gamet Bearings operation was concluded on 9 October 2019 with the receipt of the $0.45m proceeds reducing UK bank debt. The sale of the Colchester property is expected to be concluded in the near future. The results of this operation are disclosed as a discontinued operation in the Consolidated Income Statement and the assets held for sale separately disclosed in the Statement of Financial Position.

The results of the division were as follows:

 
                      FY20 H1   FY19 H1 
                                 (Restated) 
                       $m        $m 
 Revenues             22.62     21.96 
 Operating profit*    1.66      1.37 
 Operating margin*    7.3%      6.2% 
 

*from continuing operations, before adjusting items.

Industrial Laser systems

The TYKMA Electrox business has continued to see a change in the mix of its sales with a continuing increase in the commodity end of the market where it has a competitive product in the Lasergear range and a move into the higher end specialist solutions sector where its proprietary software and technical capabilities are proving successful and which has led to an overall improvement in margins.

The acquisition of CMS in June has enhanced the Group's capabilities and added a number of new competencies, in vision and robotics in particular, which provide bespoke solutions to high end customers in the medical, pharmaceutical and aerospace sectors. The CMS business has performed well since acquisition (see note 11) and has a good pipeline of contracts.

The two businesses are benefitting from each other's strengths with a strong sales and marketing team in TYKMA Electrox and an enhanced engineering expertise in CMS combining to give improved laser processing solutions to the market.

 
                      FY20 H1   FY19 H1 
                       $m        $m 
 Revenues             13.04     9.68 
 Operating profit*    1.82      1.12 
 Operating margin*    14.0%     11.6% 
 

*from continuing operations, before adjusting items.

Summary and outlook

This period has seen further progress in our strategy to build a global industrial business. The de-risking of the Group, both operationally and financially, has created a platform from which we are now beginning to leverage the strength of the Group's brands and grow the business into increasingly diversified niche markets worldwide both organically and by acquisition.

The Group has made headway despite certain macro-economic and political uncertainties across our end markets and although these may still create some short term disruption the Board believes in the long term fundamental of our businesses and the strategy they are now enacting and is optimistic for the long-term future.

Paul Dupee

Executive Chairman

2 December 2019

The 600 Group Plc

Condensed consolidated income statement (unaudited)

For the 26 week period ended 28 September 2019

 
                                                                        Restated   Restated   Restated 
                                         Before                 After     Before                 After 
                                      Adjusting  Adjusting  Adjusting  Adjusting  Adjusting  Adjusting 
                                          Items      Items      Items      Items      Items      Items 
                                       26 weeks   26 weeks   26 weeks   26 weeks   26 weeks   26 weeks  52 weeks 
                                       ended 28      ended   ended 28      ended      ended      ended     ended 
                                                        28                    29         29         29        30 
                                      September  September  September  September  September  September     March 
                                           2019       2019       2019       2018       2018       2018      2019 
                                           $000       $000       $000       $000       $000       $000      $000 
------------------------------------  ---------  ---------  ---------  ---------  ---------  ---------  -------- 
Continuing 
Revenue                                  35,657          -     35,657     31,641          -     31,641    65,167 
Cost of sales                          (22,922)          -   (22,922)   (20,095)          -   (20,095)  (41,641) 
Gross profit                             12,735          -     12,735     11,546          -     11,546    23,526 
Net operating expenses                 (10,209)          -   (10,209)    (9,724)          -    (9,724)  (18,269) 
Adjusting Items in operating 
 expenses                                     -      (713)      (713)          -      (964)      (964)   (1,786) 
Operating profit/(loss)                   2,526      (713)      1,813      1,822      (964)        858     3,471 
 
Profit on disposal of pension 
 scheme                                       -        809        809          -          -          -         - 
 
Bank interest                                 -          -          -          -          -          -        35 
Interest on pension surplus                   -          -          -          -        649        649      1255 
Loan note adjustment                          -          -          -          -          -          -       822 
                                      ---------  ---------  ---------  ---------  ---------  ---------  -------- 
Financial income                              -          -          -          -        649        649     2,112 
                                      ---------  ---------  ---------  ---------  ---------  ---------  -------- 
Bank and other interest                   (662)          -      (662)      (523)          -      (523)   (1,236) 
Interest on lease liabilities             (201)          -      (201)          -          -          -         - 
Loan note amortisation                               (259)      (259)          -      (138)      (138)         - 
                                      ---------  ---------  ---------  ---------  ---------  ---------  -------- 
Financial expense                         (863)      (259)    (1,122)      (523)      (138)      (661)   (1,236) 
 
Profit before tax                         1,663      (163)      1,500      1,299      (453)        846     4,347 
 
Income tax charge                         (155)      (283)      (438)       (74)        231        157     (114) 
------------------------------------  ---------  ---------  ---------  ---------  ---------  ---------  -------- 
Profit for the period on 
 continuing activities attributable 
 to equity holders of the 
 parent                                   1,508      (446)      1,062      1,225      (222)      1,003     4,233 
(Loss)/profit on discontinued 
 activity                                  (73)       (93)      (166)       (13)          -       (13)   (1,107) 
Profit for the period attributable 
 to equity holders of the 
 parent                                   1,435      (539)        896      1,212      (222)        990     3,126 
Basic EPS                                 1.31c    (0.39c)      0.92c      1.08c    (0.20c)      0.88c     3.75c 
Diluted EPS                               1.27c    (0.38c)      0.89c      1.07c    (0.19c)      0.88c     3.71c 
Basic EPS after discontinued              1.24c    (0.47c)      0.77c      1.07c    (0.20c)      0.87c     2.77c 
Diluted EPS after discontinued            1.21c    (0.46c)      0.75c      1.06c    (0.19c)      0.87c     2.74c 
 

.

The comparative figures have been adjusted for the result of Gamet Bearings which is shown as a discontinued operation and the effects of the adoption of IFRS 15 and IFRS 9.

 
 Condensed consolidated statement of 
  comprehensive income (unaudited) 
  For the 26 week period ended 28 September                        Restated 
  2019 
                                                    26 weeks       26 weeks   52 weeks 
                                                       Ended          Ended      Ended 
                                                28 September   29 September   30 March 
                                                        2019           2018       2019 
                                                        $000           $000       $000 
---------------------------------------------  -------------  -------------  --------- 
 Profit for the period                                   896            990      3,126 
 Other comprehensive (expense)/income: 
  Items that will not be reclassified 
  to the Income Statement: 
 Re-measurement of the net defined benefit 
  asset                                                    -       (43,476)   (43,083) 
 Deferred taxation                                         -         15,217     15,071 
---------------------------------------------  -------------  -------------  --------- 
 Total items that will not be reclassified 
  to the Income Statement:                                 -       (28,259)   (28,012) 
 Items that are or may in the future 
  be reclassified to the Income Statement: 
 Foreign exchange translation differences              (673)        (1,202)    (3,005) 
---------------------------------------------  -------------  -------------  --------- 
 Total items that are or may be reclassified 

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -3-

  subsequently to the Income Statement:                (673)        (1,202)    (3,005) 
---------------------------------------------  -------------  -------------  --------- 
 Other comprehensive income/(expense) 
  for the period, net of income tax                      223       (29,461)   (31,017) 
 Total comprehensive income/(expense) 
  for the period                                         223       (28,471)   (27,891) 
---------------------------------------------  -------------  -------------  --------- 
 
 
 Condensed consolidated statement of financial position (unaudited) 
  As at 28 September 2019 
                                                             Restated 
                                              As at             As at      As at 
                                       28 September      29 September   30 March 
                                               2019              2018       2019 
                                               $000              $000       $000 
------------------------------------  -------------  ----------------  --------- 
 Non-current assets 
 Property, plant and equipment                4,109             3,914      3,435 
 Goodwill                                    15,112            10,329     10,329 
 Other Intangible assets                      1,260               864      1,110 
 Employee benefits                                -             6,889          - 
 Deferred tax assets                          4,603             4,836      4,578 
 Right of use assets                         10,260                 -          - 
------------------------------------  -------------  ----------------  --------- 
                                             35,344            26,832     19,452 
------------------------------------  -------------  ----------------  --------- 
 Current assets 
 Inventories                                 22,698            19,727     19,030 
 Trade and other receivables                 10,379             8,954      9,163 
 Employee benefits                                -                 -      7,459 
 Taxation                                       189                62        294 
 Assets classified as held for sale             949                 -      1,108 
 Cash and cash equivalents                    2,534               754        948 
------------------------------------  -------------  ----------------  --------- 
                                             36,749            29,497     38,002 
------------------------------------  -------------  ----------------  --------- 
 Total assets                                72,093            56,329     57,454 
------------------------------------  -------------  ----------------  --------- 
 Non-current liabilities 
                                      -------------  ----------------  --------- 
 Employee benefits                          (1,274)           (1,309)    (1,239) 
 Loans and other borrowings                (12,160)          (11,381)   (10,173) 
 Lease Liabilities                          (8,861)                 -          - 
 Deferred tax liability                       (249)           (2,489)          - 
------------------------------------  -------------  ----------------  --------- 
                                           (22,544)          (15,179)   (11,412) 
------------------------------------  -------------  ----------------  --------- 
 Current liabilities 
 Trade and other payables                   (9,059)           (6,371)    (8,095) 
 Deferred tax liability                           -                 -    (2,541) 
 Lease Liabilities                          (1,482)                 -          - 
 Provisions                                   (827)             (302)      (447) 
 Loans and other borrowings                 (7,271)           (6,474)    (5,316) 
                                      -------------  ----------------  --------- 
                                           (18,639)          (13,147)   (16,399) 
------------------------------------  -------------  ----------------  --------- 
 Total liabilities                         (41,183)          (28,326)   (27,811) 
------------------------------------  -------------  ----------------  --------- 
 Net assets                                  30,910            28,003     29,643 
------------------------------------  -------------  ----------------  --------- 
 
   Shareholders' equity 
 Called-up share capital                      1,803             1,746      1,746 
 Share premium account                        3,828             2,885      2,885 
 Revaluation reserve                          1,149             1,149      1,149 
 Equity reserve                                 201               201        201 
 Translation reserve                        (7,197)           (6,130)    (6,524) 
 Retained earnings                           31,126            28,152     30,186 
------------------------------------  -------------  ----------------  --------- 
 Total equity                                30,910            28,003     29,643 
------------------------------------  -------------  ----------------  --------- 
 

The comparative figures have been adjusted for the effects of the adoption of IFRS 15 and IFRS 9.

 
Consolidated statement of changes in equity (unaudited) 
 As at 28 September 2019 
                                  Ordinary    Share 
                                     share  premium  Revaluation  Translation   Equity  Retained 
                                   capital  account      reserve      reserve  reserve  Earnings     Total 
                                      $000     $000         $000         $000     $000      $000      $000 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
At 31 March 2018                     1,746    2,885        1,149      (3,519)      201    56,131    58,593 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Profit for the period                    -        -            -            -        -       990       990 
Other comprehensive income: 
Foreign currency translation             -        -            -      (2,611)        -         -   (2,611) 
Net defined benefit asset mvmt           -        -            -            -        -  (43,476)  (43,476) 
Deferred tax                             -        -            -            -        -    15,217    15,217 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total comprehensive income               -        -            -      (2,611)        -  (27,269)  (29,880) 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Transactions with owners: 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Dividends                                -        -            -            -        -     (738)     (738) 
Credit for share-based payments          -        -            -            -        -        28        28 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total transactions with owners           -        -            -            -        -     (710)     (710) 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
At 29 September 2018                 1,746    2,885        1,149      (6,130)      201    28,152    28,003 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Profit for the period                    -        -            -            -        -     2,136     2,136 
Other comprehensive income: 
Foreign currency translation             -        -            -        (394)        -         -     (394) 
Net defined benefit asset mvmt           -        -            -            -        -       393       393 
Deferred tax                             -        -            -            -        -     (146)     (146) 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total comprehensive income               -        -            -        (394)        -     2,383     1,989 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Transactions with owners: 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Dividends                                -        -            -            -        -     (366)     (366) 
Credit for share-based payments          -        -            -            -        -        17        17 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total transactions with owners           -        -            -            -        -     (349)     (349) 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
At 30 March 2019                     1,746    2,885        1,149      (6,524)      201    30,186    29,643 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Profit for the period                    -        -            -            -        -       896       896 
Other comprehensive income: 
Foreign currency translation             -        -            -        (673)        -         -     (673) 
Net defined benefit asset mvmt           -        -            -            -        -         -         - 
Deferred tax                             -        -            -            -        -         -         - 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total comprehensive income               -        -            -        (673)        -       896       223 

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -4-

--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Transactions with owners: 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Share capital subscribed for            57      943            -            -        -         -     1,000 
Credit for share-based payments          -        -            -            -        -        44        44 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
Total transactions with owners          57      943            -            -        -        44     1,044 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
At 28 September 2019                 1,803    3,828        1,149      (7,197)      201    31,126    30,910 
--------------------------------  --------  -------  -----------  -----------  -------  --------  -------- 
 
 
 Condensed consolidated cash flow statement (unaudited) 
  For the 26 week period ended 28 September 2019                     Restated 
                                                      26 weeks       26 weeks   52 weeks 
                                                         ended          ended      Ended 
                                                  28 September   29 September   30 March 
                                                          2019           2018       2019 
                                                          $000           $000       $000 
-----------------------------------------------  -------------  -------------  --------- 
 Cash flows from operating activities 
 Profit for the period                                     896            990      3,126 
 Adjustments for: 
 Amortisation of development expenditure                    13              5         73 
 Depreciation                                              375            295        540 
 Amortisation of IFRS16 Right of use 
  assets                                                   610 
 Amortisation of acquisition intangibles                   322              -          - 
 Net financial expense/(income)                          1,122             12      (876) 
 Non-cash adjusting items                                    -            294      2,238 
 Net pension charge                                          -          1,308          - 
 Profit on disposal of pension                           (809)              -          - 
 (Profit)/loss on disposal of fixed 
  assets                                                     8          (343)      (461) 
 Equity share option expense                                44             28         45 
 Income tax expense/(credit)                               438          (157)        114 
-----------------------------------------------  -------------  -------------  --------- 
 Operating cash flow before changes 
  in working capital and provisions                      3,019          2,432      4,799 
 (Increase) /decrease in trade and other 
  receivables                                            (577)            308      (451) 
 (increase)/decrease in inventories                    (3,176)          (194)      (730) 
  Increase/(Decrease) in trade and other 
   payables                                                400        (2,531)      (352) 
 Employee benefit contributions                              -           (13)       (13) 
 Cash generated from/(used in) operations                (334)              2      3,253 
 Interest paid                                           (451)          (523)    (1,236) 
 Income tax paid                                          (14)          (382)      (125) 
-----------------------------------------------  -------------  -------------  --------- 
 Net cash flows from operating activities                (799)          (903)      1,892 
-----------------------------------------------  -------------  -------------  --------- 
 Cash flows from investing activities 
 Interest received                                           -              -          1 
 Payment for acquisition of subsidiary,                (6,062)              -          - 
  net of cash acquired 
 Proceeds from pension scheme disposal                   5,213              -          - 
 Proceeds from sale of property, plant 
  and equipment                                              -            344        514 
 Purchase of property, plant and equipment               (253)          (404)    (1,245) 
 Development expenditure capitalised                     (107)          (497)    (1,399) 
 Proceeds from sale of development expenditure               -              -        639 
 Net cash from investing activities                    (1,209)          (557)    (1,490) 
-----------------------------------------------  -------------  -------------  --------- 
 Cash flows from financing activities 
 Dividends paid                                              -          (736)    (1,104) 
 Proceeds from external borrowing                        4,388          1,328          2 
 IFRS 16 Lease payments                                  (716)              -          - 
 Net finance lease expenditure                            (30)           (21)         59 
 Net cash flows from financing activities                3,642            571    (1,043) 
-----------------------------------------------  -------------  -------------  --------- 
 Net increase/(decrease) in cash and 
  cash equivalents                                       1,634          (889)      (641) 
 Cash and cash equivalents at the beginning 
  of the period                                            948          1,676      1,676 
 Effect of exchange rate fluctuations 
  on cash held                                            (48)           (33)       (87) 
-----------------------------------------------  -------------  -------------  --------- 
 Cash and cash equivalents at the end 
  of the period                                          2,534            754        948 
-----------------------------------------------  -------------  -------------  --------- 
 

Notes relating to the condensed consolidated financial statements

For the 26-week period ended 28 September 2019

1. Basis of preparation and accounting policies

These interim consolidated financial statements have been prepared using accounting policies based on International Financial Reporting Standards (IFRS and IFRIC Interpretations) issued by the International Accounting Standards Board ("IASB") as adopted for use in the EU. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 30 March 2019 Annual Report. The financial information for the half years ended 28 September 2019 and 29 September 2018 does not constitute statutory accounts within the meaning of Section 434 (3) of the Companies Act 2006 and both periods are unaudited.

The annual financial statements of The 600 Group plc ('the Group') are prepared in accordance with IFRS as adopted by the European Union. The comparative financial information for the year ended 30 March 2019 included within this report does not constitute the full statutory Annual Report for that period. The statutory Annual Report and Financial Statements for 2019 have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Financial Statements for the year ended 30 March 2019 was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under 498(2) - (3) of the Companies Act 2006.

The Group has applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2019 annual financial statements, except for the adoption of IFRS 16 Leases from 31 March 2019

IFRS 16 - Leases

The Group has initially adopted IFRS 16 Leases from 31 March 2019. The effect of initially applying this standard is to increase both the assets and liabilities of the Group through the recognition on the balance sheet of the operating leases in respect of rented properties, plant and vehicles.

The group has adopted IFRS 16 using the modified retrospective approach from 31 March 2019 and therefore has not restated comparatives for the previous reporting periods, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 31 March 2019.

Adjustments recognised on adoption of IFRS 16

On adoption of IFRS 16, the group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 31 March 2019. The weighted average lessee's incremental borrowing rate applied to the lease liabilities on 31 March 2019 was 4.05%.

 
                                                                               $000 
   Operating lease commitments disclosed as at 30 March 2019                 11,248 
   Discounted using the lessee's incremental borrowing rate of 
    at the date of initial application                                      (1,865) 
   Lease liability recognised as at 31 March 2019                             9,383 
                                                                 ------------------ 
 
    Of which are:                                                               408 
     Current lease liabilities                                                8,975 
     Non-current lease liabilities 
                                                                 ------------------ 
   Lease liability recognised as at 31 March 2019                             9,383 

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -5-

                                                                 ------------------ 
 

At the date of acquisition CMS held $1.476m of right of use assets, all of which related to building leases.

The associated right-of-use assets were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognised in the balance sheet as at 30 March 2019.

The right of use assets relate to the following asset types:

 
                               28 September  31 March 2019 
                                       2019 
                                       $000           $000 
   Properties                        10,106          9,221 
   Plant & Machinery                     54             64 
   Vehicles                             100             98 
                               ------------  ------------- 
   Total right of use assets         10,260          9,383 
                               ============  ============= 
 

The undiscounted payments under the leases fall due as follows:

 
                                                       28 September 2019 
                                                                    $000 
   Up to one year                                                  1,482 
   One to five years                                               5,635 
   Over five years                                                 5,275 
                                                  ---------------------- 
   Total undiscounted payments due under leases                   12,392 
                                                  ====================== 
 

The change in accounting policy affected the following items in the balance sheet on 31 March 2019:

 
                                       31 March 2019 
                                                $000 
   Right of use assets                         9,383 
   Lease liabilities                         (9,383) 
                                       ------------- 
   Net impact upon retained earnings               - 
                                       ============= 
 

The introduction of IFRS16 did not have an impact upon the Group's recognised deferred tax balances.

Impact on segment disclosures and earnings per share

Adjusted EBITDA, segment assets and segment liabilities for September 2019 all increased as a result of the change in accounting policy. Lease liabilities are now included in segment liabilities. The impact on the segments affected by the change in policy are:

 
                                       Adjusted EBITDA  Segment assets  Segment liabilities 
                                                  $000            $000                 $000 
 Machine Tools & Precision Engineered 
                           Components              437           7,485              (7,544) 
Industrial Laser Systems                           187           2,100              (2,119) 
Head Office & unallocated                           92             675                (680) 
                                       ---------------  --------------  ------------------- 
Total                                              716          10,260             (10,343) 
                                       ---------------  --------------  ------------------- 
 

Profit for the period was reduced by $0.08m and Basic Earnings per share was reduced by 0.08c for the six months to 28 September 2019 as a result of the adoption of IFRS 16.

Practical expedients applied

In applying IFRS 16 for the first time, the Group has used the following practical expedients permitted by the standard:

-- the use of a single discount rate to a portfolio of leases with reasonably similar characteristics;

   --      reliance on previous assessments on whether leases are onerous; 

-- the accounting for operating leases with a remaining lease term of less than 12 months as at 31 March 2019 as short-term leases;

-- the exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application: and

-- the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

The group has also elected not to reassess whether a contract is, or contains, a lease at the date of initial application. Instead, for contracts entered into before the transition date the group relied on its assessment made applying IAS 17 and IFRIC 4 Determining whether an Arrangement contains a Lease.

The Group's leasing activities and how these are accounted for.

The Group leases various properties, equipment and cars. Rental contracts are typically made for fixed periods of 3 to 5 years for cars and equipment and 5-15 years for properties. These may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.

Until the 2019 financial year, leases of property, plant and equipment were classified as either finance or operating leases. Payments made under operating leases (net of any incentives received from the lessor) were charged to profit or loss on a straight-line basis over the period of the lease. From 31 March 2019, leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments (where they exist within a lease):

-- fixed payments (including in-substance fixed payments), less any lease incentives receivable;

   --      variable lease payments that are based on an index or a rate; 
   --      amounts expected to be payable by the lessee under residual value guarantees; 

-- the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and

-- payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee's incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.

Right-of-use assets are measured at cost comprising the following:

   --      the amount of the initial measurement of lease liability; 

-- any lease payments made at or before the commencement date less any lease incentives received;

   --      any initial direct costs; and 
   --      restoration costs. 

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise small items of workshop equipment, office furniture and machines.

2. SEGMENT ANALYSIS

IFRS 8 - "Operating Segments" requires operating segments to be identified on the basis of internal reporting about components of the Group that are regularly reviewed by the chief operating decision maker to allocate resources to the segments and to assess their performance. The chief operating decision maker has been identified as the Executive Directors. The Executive Directors review the Group's internal reporting in order to assess performance and allocate resources.

The Executive Directors consider there to be two continuing operating segments being machine tools and precision engineered components and industrial laser systems.

The Executive Directors assess the performance of the operating segments based on a measure of operating profit/(loss). This measurement basis excludes the effects of Special Items from the operating segments. Head Office and unallocated represent central functions and costs.

The following is an analysis of the Group's revenue and results by reportable segment:

 
                                                     Continuing 
                                 -------------------------------------------------- 
26 Weeks ended 28 September           Machine 
 2019                                   Tools 
                                  & Precision  Industrial 
                                   Engineered       Laser     Head Office 
                                   Components     Systems   & unallocated     Total    Discontinued    Group Total 
Segmental analysis of 
 revenue                                 $000        $000            $000      $000            $000           $000 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
Total revenue                          22,621      13,036               -    35,657             867         36,524 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
Operating profit/(loss) 
 pre adjusting items                    1,661       1,825           (960)     2,526            (73)          2,453 
 Adjusting items                            -           -           (713)     (713)            (93)          (806) 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -6-

Operating profit/(loss)                 1,661       1,825         (1,673)     1,813           (166)          1,647 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
Other segmental information: 
Reportable segment assets              51,381      18,359           1,404    71,144             949         72,093 
Reportable segment liabilities       (23,969)     (6,222)        (10,992)  (41,183)               -       (41,183) 
Intangible & Property, 
 plant and equipment additions            204         155               1       360               -            360 
Depreciation and amortisation             494         416             410     1,320               -          1,320 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
 

2. SEGMENT ANALYSIS (continued)

 
Restated                                             Continuing 
                                 -------------------------------------------------- 
26 Weeks ended 29 September           Machine 
 2018                                   Tools 
                                  & Precision  Industrial 
                                   Engineered       Laser     Head Office 
                                   Components     Systems   & unallocated     Total    Discontinued    Group Total 
Segmental analysis of 
 revenue                                 $000        $000            $000      $000            $000           $000 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
Total revenue                          21,956       9,685               -    31,641             739         32,380 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
Operating profit/(loss) 
 pre adjusting items                    1,367       1,121           (666)     1,822            (13)          1,809 
 Adjusting items                          344           -          (1308)     (964)               -          (964) 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
Operating profit/(loss)                 1,711       1,121         (1,974)       858            (13)            845 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
Other segmental information: 
Reportable segment assets              38,105       9,274           8,950    56,329               -         56,329 
Reportable segment liabilities       (10,529)     (5,017)        (12,780)  (28,326)               -       (28,326) 
Intangible & Property, 
 plant and equipment additions            264         637               -       901               -            901 
Depreciation and amortisation             153         146               1       300               -            300 
-------------------------------  ------------  ----------  --------------  --------  --------------  ------------- 
 
 
 
 
                                                      Continuing 
                                  -------------------------------------------------- 
                                       Machine 
  52 Weeks ended 30 March 2019           tools 
                                   & precision  Industrial 
                                    engineered       laser     Head Office                             Group 
                                    components     systems   & unallocated     Total  Discontinued     Total 
Segmental analysis of revenue             $000        $000            $000      $000          $000      $000 
--------------------------------  ------------  ----------  --------------  --------  ------------  -------- 
Total revenue                           44,575      20,592                    65,167         1,572    66,739 
--------------------------------  ------------  ----------  --------------  --------  ------------  -------- 
 
Segmental analysis of operating 
 profit/(loss) before Adjusting 
 Items                                   3,610       2,563           (916)     5,257         (146)     5,111 
--------------------------------  ------------  ----------  --------------  --------  ------------  -------- 
Adjusting Items                        (1,355)                       (431)   (1,786)         (961)   (2,747) 
--------------------------------  ------------  ----------  --------------  --------  ------------  -------- 
Group operating profit/(loss)            2,255       2,563         (1,347)     3,471       (1,107)     2,364 
--------------------------------  ------------  ----------  --------------  --------  ------------  -------- 
 
Other segmental information: 
Reportable segment assets               38,666       9,492           8,188    56,346         1,108    57,454 
Reportable segment liabilities        (11,560)     (4,496)        (11,755)  (27,811)             -  (27,811) 
Fixed asset additions                      686         559               -     1,245             -     1,245 
Depreciation and amortisation              275         292              46       613             -       613 
 
 

3. Adjusting ITEMS

The directors have highlighted transactions which are material and unrelated to the normal trading activity of the Group.

In the opinion of the directors the disclosure of these transactions should be reported separately for a better understanding of the underlying trading performance of the Group. These underlying figures are used by the Board to monitor business performance, form the basis of bonus incentives and are used for the purposes of the bank covenants.

These consist of the entries in relation to the UK final salary scheme in all periods and the profit on the disposal of the Pension scheme. In addition, the adjustment to the carrying value of the amortised loan notes in the prior full year, as a result of the extension of these instruments by a further two years, and the current and prior half-year's amortisation have been included as adjusting items. The items below correspond to the table below;

a) The wind up of the Group pension scheme was completed in May 2019 but during the year ended March 2019 the trustees undertook a number of exercises to reduce the liabilities of the scheme which had an actuarial cost. Given these had a beneficial effect on the ultimate buy out cost of the scheme they were supported by the Group. A charge of $1.3m was included as a result of work by the Trustees of the UK pension scheme and the Group in reducing pension liabilities. In the current period a profit on the final scheme wind up of $0.8m was reported.

b) In the prior year as a result of the outsourcing of manufacturing in the UK, the existing premises were vacated, and a sublet is in the process of completion. An onerous lease provision of $0.4m was provided as a result of this and shown in adjusting items.

c) In the prior periods, credits of $1.26m and $0.65m were recorded in financial income in respect of credit interest on the surplus in the final salary pension scheme. No cash was paid to or received from the scheme in respect of these transactions which arise as a pension accounting entry under the required standard.

d) In the prior year an adjustment to the carrying value of the amortised loan notes was shown as a credit of $0.8m in financial income with the corresponding charge for amotisation shown in the FY2019 and FY2020 half-years as a financial expense.

e) In the prior year an amount of $0.96m was recorded against the value of the Gamet Bearings assets available for sale to bring their carrying value into line with the expected proceeds of sale, less costs to sell which was further adjusted in the current period.

f) Cost associated with the acquisition of CMS amounted to $0.38m and amortisation of the acquired intangibles was $0.32m.

 
                                                28 September  29 September  30 March 
                                                        2019          2018      2019 
                                                        $000          $000      $000 
----------------------------------------------  ------------  ------------  -------- 
Items included in operating profit: 
Pensions charge (a)                                        -       (1,308)   (1,277) 
Profit on sale of assets                                   -           344         - 
Acquisition costs (f)                                  (384) 
Amortisation of acquisition intangibles (f)            (322) 
Pensions legal costs (a)                                 (7)             -      (78) 
Onerous lease charges (b)                                  -             -     (431) 
----------------------------------------------  ------------  ------------  -------- 
                                                       (713)         (964)   (1,786) 
----------------------------------------------  ------------  ------------  -------- 
 
Items included in financial income/(expense): 
Pensions interest on surplus (c)                           -           649     1,255 
Adjustment to loan notes (d)                               -             -       822 
----------------------------------------------  ------------  ------------  -------- 
Financial income                                           -           649     2,077 
----------------------------------------------  ------------  ------------  -------- 
Amortisation of loan note expenses (d)                 (259)         (138)         - 
Profit on disposal of pension scheme (a)                 809             -         - 
Total adjusting items before tax                       (163)         (453)       291 
----------------------------------------------  ------------  ------------  -------- 
Income tax on adjusting items                          (283)           231      (48) 
----------------------------------------------  ------------  ------------  -------- 

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -7-

Total adjusting items after tax                        (446)         (222)       243 
Loss on discontinued activity (e)                       (93)             -     (961) 
----------------------------------------------  ------------  ------------  -------- 
                                                       (539)         (222)     (718) 
----------------------------------------------  ------------  ------------  -------- 
 

4. Financial income and expensE

 
                                    28 September  29 September  30 March 
                                            2019          2018      2019 
                                            $000          $000      $000 
Bank and other interest                        -             -        35 
Loan note adjustment                           -             -       822 
Interest on Pension surplus                    -           649     1,255 
----------------------------------  ------------  ------------  -------- 
Financial income                               -           649     2,112 
----------------------------------  ------------  ------------  -------- 
Bank overdraft and loan interest           (206)          (26)     (236) 
Loan note interest                         (451)         (496)     (948) 
Other finance charges                          -             -       (1) 
Finance charges on finance leases            (5)           (1)       (6) 
Pensions interest on deficit                   -             -      (45) 
IFRS 16 - Lease interest                   (201) 
Amortisation of loan note costs            (259)         (138)         - 
Financial expense                        (1,122)         (661)   (1,236) 
----------------------------------  ------------  ------------  -------- 
 

5. Taxation

 
                                           28 September  29 September  30 March 
                                                   2019          2018      2019 
                                                   $000          $000      $000 
-----------------------------------------  ------------  ------------  -------- 
Current tax: 
Corporation tax at 19% (2018: 19%):                   -             -         - 
Overseas taxation: 
- current period                                  (155)          (50)        77 
-----------------------------------------  ------------  ------------  -------- 
Total current tax charge                          (155)          (50)        77 
-----------------------------------------  ------------  ------------  -------- 
Deferred taxation: 
- current period                                  (283)           231        92 
- prior period                                        -             -     (283) 
-----------------------------------------  ------------  ------------  -------- 
Total deferred taxation charge                    (283)           231     (191) 
-----------------------------------------  ------------  ------------  -------- 
Taxation charged to the income statement          (438)           181     (114) 
-----------------------------------------  ------------  ------------  -------- 
 

6. Earnings per share

The calculation of the basic earnings per share of 0.92c (2018: 0.88c) is based on the earnings for the financial period attributable to the Parent Company's shareholders of a profit of $1,062,000 (2018 $1,003,000) and on the weighted average number of shares in issue during the period of 115,421,143 (2018 112,973,341). At 28 September 2019, there were 8,400,000 (2018: 6,650,000) potentially dilutive shares on option and 43,950,000 (2018: 43,950,000) share warrants exercisable at 20p. The weighted average effect of these as at 28 September 2019 was 2,969,376 shares (2018: 1,187,462) giving a diluted earnings per share of 0.89c (2018: 0.88c).

 
                                               28 September  29 September     30 March 
                                                       2019          2018         2019 
---------------------------------------------  ------------  ------------  ----------- 
Weighted average number of shares                    Shares        Shares       Shares 
Issued shares at start of period                112,973,341   112,973,341  112,973,341 
Effect of shares issued in the period 
 (4,500,000 on 21 June 2019)                      2,447,802             -            - 
---------------------------------------------  ------------  ------------  ----------- 
Weighted average number of shares 
 at end of period                               115,421,143   112,973,341  112,973,341 
---------------------------------------------  ------------  ------------  ----------- 
Weighted average number of potentially 
 dilutive shares 8,400,000 (2018: 6,650,000)      2,969,376     1,187,462    1,191,415 
---------------------------------------------  ------------  ------------  ----------- 
Total Weighted average diluted shares           118,390,519   114,160,803  114,164,756 
---------------------------------------------  ------------  ------------  ----------- 
 
 
                                             28 September  29 September  30 March 
                                                     2019          2018      2018 
                                                     $000          $000      $000 
-------------------------------------------  ------------  ------------  -------- 
Underlying earnings 
Total post tax earnings                             1,062         1,003     4,233 
Profit on sale of assets                                -         (344)         - 
Pensions Interest on surplus/deficit                    -         (649)   (1,255) 
Profit on sale of pension scheme                    (809) 
Onerous lease charges                                   -             -       431 
Amortisation of Shareholder loan expenses             259           138         - 
Adjustments to amortisation of loan notes               -             -     (822) 
Pensions charge                                         -         1,308     1,277 
Pensions legal costs                                    7             -        78 
Acquisition costs                                     384             -         - 
Amortisation of intangible assets acquired            322             -         - 
Associated taxation on adjusting items                283         (231)        48 
-------------------------------------------  ------------  ------------  -------- 
Underlying earnings after tax                       1,508         1,225     3,990 
-------------------------------------------  ------------  ------------  -------- 
 
 
Underlying Earnings Per Share   1.31c  1.08c  3.53c 
Underlying diluted EPS          1.27c  1.07c  3.50c 
 

7. RECONCILIATION OF NET CASH FLOW TO NET DEBT

 
                                                   28 September  29 September  30 March 
                                                           2019          2018      2019 
                                                           $000          $000      $000 
-------------------------------------------------  ------------  ------------  -------- 
Increase/(decrease) in cash and cash equivalents          1,634         (889)     (641) 
(decrease)/Increase in debt and finance leases          (4,358)       (1,307)      (61) 
-------------------------------------------------  ------------  ------------  -------- 
(decrease)/Increase in net debt from cash flows         (2,724)       (2,196)     (702) 
Net debt at beginning of period                        (14,541)      (15,600)  (15,600) 
Loan costs amortisation and adjustments                   (177)         (138)       982 
Exchange effects on net funds                               545           833       779 
-------------------------------------------------  ------------  ------------  -------- 
Net debt at end of period                              (16,897)      (17,101)  (14,541) 
-------------------------------------------------  ------------  ------------  -------- 
 

8. Analysis of net DEBT

 
                                          At  Exchange/                               At 
                                    30 March    Reserve                     28 September 
                                        2019   movement  Other  Cash flows          2019 
                                        $000       $000   $000        $000          $000 
----------------------------------  --------  ---------  -----  ----------  ------------ 
Cash at bank and in hand                 818       (41)      -       1,595         2,372 
Short term deposits (included 
 within cash and cash equivalents 
 on the balance sheet)                   130        (7)      -          39           162 
                                         948       (48)      -       1,634         2,534 
Debt due within one year             (5,189)         43      -     (2,014)       (7,160) 
Debt due after one year                (572)         18      -     (2,374)       (2,928) 
Loan Notes due after one year        (9,517)        526  (177)           -       (9,168) 
Finance leases                         (211)          6      -          30         (175) 
Total                               (14,541)        545  (177)     (2,724)      (16,897) 
----------------------------------  --------  ---------  -----  ----------  ------------ 
 

9. FAIR VALUE

The group considers that the carrying amount of the following financial assets and financial liabilities are

a reasonable approximation of their fair value:

Trade and other receivables

Cash and cash equivalents

Trade and other payables

Loans and other borrowings

10. Principal Risks and Uncertainties

(MORE TO FOLLOW) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)

DJ 600 Group PLC Half-year Report -8-

The principal risks and uncertainties affecting the Group remain those set out in the 2019 Annual Report. Those which are most likely to impact the performance of the Group in the remaining period of the current financial year are the exposure to increased input costs, the dependence on a relatively small number of key vendors in the supply chain and a downturn in its customers' end markets particularly in North America and Europe.

11. Acquisition of control micro systems inc (cms)

On 21 June 2019 600 Group PLC acquired the entire issued share capital of Control Micro Systems Inc ("CMS"), a provider of turnkey, custom-designed and fully-automated laser process machines and systems to a diverse base of US and international blue-chip customers across a range of industries, including industry-leading positions in the high-growth precision medical equipment, pharmaceutical and aerospace sectors, for a consideration of $10m, comprising of $9m in cash and $1m of 600 Group plc shares. It is expected that the acquisition will enhance the Groups laser business and marks a further step forward in the strategy of building a global business across increasingly diversified niche markets worldwide.

Details of the purchase consideration, the net assets acquired, and goodwill are as follows:

 
                                     $000 
   Purchase consideration 
    Cash paid                       9,000 
   600 Group plc shares             1,000 
                                  ------- 
   Total purchase consideration    10,000 
                                  ======= 
 
 

The assets and liabilities recognised as a result of the acquisition are as follows:

 
                                      Provisional 
                                       Fair value 
                                             $000 
   Cash and cash equivalents                2,938 
   Plant and equipment                        690 
   Customer lists and relationships           766 
   Inventories                              1,486 
   Receivables                                779 
   Payables                               (1,442) 
------------------------------------  ----------- 
   Total                                    5,217 
   Add: goodwill                            4,783 
------------------------------------  ----------- 
   Fair value of consideration paid        10,000 
 

The fair values of all of the acquired assets, including the value of the acquired customer relationships and know-how of $0.8m, are provisional pending final valuations for those assets.

The goodwill is attributable to CMS's assembled workforce and its strong position and profitability in the pharmaceutical, healthcare and aerospace sectors. None of the goodwill is expected to be deductible for tax purposes.

Acquisition-related costs

Acquisition-related costs of $0.4m are included in adjusting items in net operating expenses in the income statement.

Revenue and profit contribution

The acquired business contributed revenues of $4.14m and net profit of $0.71m to the group for the period from 21 June 2019 to 28 September 2019. If the acquisition had occurred on 31 March 2019, it is estimated that consolidated revenue and consolidated profit after tax, on continuing activity, for the half-year ended 28 September 2019 would have been $37.4m and $1.2m respectively.

12. ASSETS CLASSIFIED AS HELD FOR SALe and discontinued activities

The Gamet Bearings business is a separate operation within the UK, manufacturing precision bearings. As part of the strategy to reduce the Group's exposure to manufacturing and the requirement for ongoing capital expenditure the business was in the process of being sold to another bearing manufacturer in the UK at the March 2019 year end.

The operations of this business are shown as discontinued in both the current and comparative period and all revenue and costs have been removed from the Consolidated Income Statement and replaced by the after-tax profit or loss from the discontinued operation shown after the results of continuing operations.

The Gamet Bearings business and assets sale was completed on 9 October 2019 and the $0.45m proceeds used to reduce the UK bank debt. The sale of the Colchester property is expected to be concluded in the near future.

The assets for sale have been classified as held for sale in the consolidated statement of financial position at 28 September 2019 and 30 March 2019 and consist of inventory, freehold property and plant equipment.

An impairment loss of $961,000 on the measurement of the disposal group to fair value less cost to sell was recognised and is included in adjusting items in loss attributable to discontinued activity in the consolidated income statement for the year to March 2019. The fair value of net assets are categorised as level 3 non-recurring fair value measurement. The valuation techniques and unobservable inputs used in determining the fair value of assets held for sale are market pricing data for similar assets

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

IR EAPFNAENNFFF

(END) Dow Jones Newswires

December 02, 2019 02:00 ET (07:00 GMT)