TIDMTOYE
RNS Number : 2157H
Toye & Co PLC
15 May 2014
TOYE & COMPANY PLC
(AIM: TOYE)
Preliminary Final Results for the Year Ended 31 December
2013
The Board of Toye & Company Plc ("Toye" or "the Company")
announces today Final Results for the year ended 31 December
2013.
Contacts:
Toye & Company plc www.toye.com
Fiona Toye, Chief Executive +44 (0) 20 7242 0471
WH Ireland Limited www.wh-ireland.co.uk
Mike Coe, Ed Allsopp +44 (0) 117 945 3470
Extracts from the Strategic Report
RESULTS
Turnover for the year ended 31 December 2013 amounted to
GBP6,466,927 compared to GBP8,936,996 for the previous year. As
previously reported the prior year included significant contracts
that did not recur in 2013. There was an operating profit of
GBP520,705 in 2012. Because of the decreased turnover in 2013 there
was an operating loss of GBP679,932 before sale of the Great Queen
Street property.
During December 2013 the Board and management began the
implementation of our long-term strategic plan for improving the
operational performance of the Group. Redundancy costs of
GBP172,397 have been included in the 2013 figures which have
adversely affected our trading results.
Investment has been made in sales expertise and initiatives
which might not generate profit until late 2014 and beyond.
The Group has made a profit of GBP942,078 before and after tax.
The key contributor to this result was the disposal of the Great
Queen Street site. The profit on this transaction was
GBP1,603,480.
Our earnings per share for the year therefore increased from
20.19p in 2012 to 41.91p.
SALE OF GREAT QUEEN STREET
On 28 January 2013 the Company entered into an unconditional
loan facility agreement, legal charge, and sale agreement to
dispose of its leasehold property at 19-21 Great Queen Street ("the
Property") to Stability Investments Limited for a consideration of
at least GBP2.75 million. At 28 January 2013, the date of sale, the
Property had a carrying value of GBP942,984.
Subject to certain conditions being met, the Company may be
entitled to additional consideration of GBP500,000 and a share of
any ultimate development profit relating to the property. At the
time of preparing these accounts the Company did not have evidence
to support that the conditions would be met. The Directors
therefore have no alternative other than to consider that the
receipt of the additional consideration is very unlikely and as
such no allowance has been made in these accounts for any
additional consideration.
Under the terms of the agreement, two representatives of
Stability Investments Limited, Robin Edwards and Robert Luck, have
been appointed as Non-Executive Directors of the Company.
Full details of the transaction can be found in note 25 on page
40 of the annual report.
TRADING CONDITIONS
The economic recession shows signs of ebbing. There was some
positive news in the last UK budget and there is cautious
confidence in the financial press. However the reality is that
average wages and salaries have not increased and investment
returns are low. The retail market is a good indicator of recovery,
and though improved it is hardly booming.
We have global competition in all our markets, and our long
heritage, British manufacturing base and Royal Warrant are
effective advantages as we compete for a larger share of the
business. Success will depend on our ability to exploit our
advantages, manage our operating costs and expand our
capabilities.
MANAGEMENT AND STAFF
Mr N K S Wills retired as a non-executive of the Company with
effect from 31 December 2013. Nicholas has been a valuable and long
serving member of the Board since his appointment in 1996. We wish
him well.
During the year we have with regret made further redundancies
throughout all tiers of the business including senior
management.
We have retained all our essential trade skills, and through
training and new recruits we are enhancing our abilities and
capabilities in production, purchasing and sales.
We continue to work a 34 hour week, with sales and
administration working flexible hours to cover customer services.
Surges in requirement for production are effectively handled by
overtime work and the use of outworkers and ancillary
businesses.
Facilities
Our operational facilities in the Midlands are unique not only
in what they do, but in their strong ties to their locations. All
our skilled staff live locally to the sites, and there is an
irreplaceable network of outworkers and small ancillary businesses
that support our production. A London office and Showroom is
essential for the sales Divisions. Our Design Studio is based in
the Birmingham factory, and some marketing services are
out-sourced.
PROGRESS AND OUTLOOK
2013 has been a year of planning and transition. The tough
trading conditions of the last few years have concentrated the
minds of the Board and management on reconfiguring the Company for
the next one hundred years.
Difficult decisions have had to be made concerning personnel,
and Great Queen Street. It is essential that we maintain our
presence in London, and we will be established in a new central
location in 2015.
The key objectives of the Strategic Plan have already been
outlined in this report. The management are implementing the new
Divisional structure which will improve accountability, and focus
the Divisional team members on driving their sector of the business
for optimum performance and profit.
To reflect our streamlined operational structure we are
reviewing the presentation and marketing of our Brand to make it
clear to customers and potential customers what we can do for them,
and make it easy for them to buy from us.
We are enhancing our traditional skills with the latest
technological aides for design and engineering that will allow us
to achieve a consistency in execution and delivery of beautifully
crafted product designed and made in England.
The Strategic Report was approved by the Board on 15 May 2014
and signed on its behalf by:
F A Toye
Chief Executive
Group Statement of Comprehensive Income
for the year ended 31 December 2013
2013 2012
GBP GBP
Revenue 6,466,927 8,936,996
Operating expense (7,146,859) (8,416,291)
---------------------------------------------- -------------- -------------
(Loss) /profit on operations
before profit on sale of property (679,932) 520,705
Profit on sale of leasehold 1,603,480 -
property
---------------------------------------------- -------------- -------------
Profit from operations 923,548 520,705
Finance costs (84,537) (66,833)
Finance income 103,067 -
Profit before taxation 942,078 453,872
Taxation - -
Profit and total comprehensive
income for the year 942,078 453,872
---------------------------------------------- -------------- -------------
All of the comprehensive income for the year is attributable to equity
holders of the parent.
All activities relate to continuing operations.
Earnings per share
Earnings per share (basic and
diluted) 41.91p 20.19p
Statements of Financial Position Company Number 198641
at 31 December 2013
The Group The Company
2013 2012 2013 2012
GBP GBP GBP GBP
Assets
Non-current assets
Property, plant & equipment 938,184 1,959,086 871,760 1,858,786
Investments in subsidiary undertakings - - 1,024,614 1,155,852
----------------------------------------- ----------- ----------- ----------- -------------
938,184 1,959,086 1,896,374 3,014,638
----------------------------------------- ----------- ----------- ----------- -------------
Current assets
Inventories 1,154,248 1,154,462 - -
Trade and other receivables 3,420,234 1,115,709 3,074,218 3,041
Cash and cash equivalents 431,751 4,390 27 -
----------------------------------------- ----------- ----------- ----------- -------------
5,006,233 2,274,561 3,074,245 3,041
----------------------------------------- ----------- ----------- ----------- -------------
Liabilities
Current liabilities
Trade and other payables 1,244,560 1,133,324 175,667 946,760
Current borrowings 2,079,897 559,687 2,079,897 -
Current portion of long term
borrowings - 120,607 - 120,607
----------------------------------------- ----------- ----------- ----------- -------------
3,324,457 1,813,618 2,255,564 1,067,367
----------------------------------------- ----------- ----------- ----------- -------------
Net current assets / (liabilities) 1,681,776 460,943 818,681 (1,064,326)
----------------------------------------- ----------- ----------- ----------- -------------
Non-current liabilities
Non-current borrowings - 742,147 - 742,147
- 742,147 - 742,147
----------------------------------------- ----------- ----------- ----------- -------------
Net assets 2,619,960 1,677,882 2,715,055 1,208,165
----------------------------------------- ----------- ----------- ----------- -------------
Equity attributable to equity
holders of the parent
Ordinary shares 562,000 562,000 562,000 562,000
Share premium 2,677 2,677 2,677 2,677
Retained earnings 2,055,283 1,113,205 2,150,378 643,488
----------------------------------------- ----------- ----------- ----------- -------------
Total equity 2,619,960 1,677,882 2,715,055 1,208,165
----------------------------------------- ----------- ----------- ----------- -------------
Statements of Changes in Equity
for the year ended 31 December
2013
Ordinary Share Retained Total
shares premium earnings equity
GBP GBP GBP GBP
The Group
Balance at 1 January 2012 562,000 2,677 659,333 1,224,010
Changes in equity for 2012
Profit and total comprehensive
income for the year - - 453,872 453,872
Balance at 31 December 2012 562,000 2,677 1,113,205 1,677,882
Changes in equity for 2013
Profit and total comprehensive
income for the year - - 942,078 942,078
Balance at 31 December 2013 562,000 2,677 2,055,283 2,619,960
------------------------------------ ---------- ---------- ----------- -----------
All equity is attributable
to equity holders of the parent.
The Company
Balance at 1 January 2012 562,000 2,677 632,042 1,196,719
Changes in equity for 2012
Profit and total comprehensive
income for the year - - 11,446 11,446
Balance at 31 December 2012 562,000 2,677 643,488 1,208,165
Changes in equity for 2013
Profit and total comprehensive
income for the year - - 1,506,890 1,506,890
Balance at 31 December 2013 562,000 2,677 2,150,378 2,715,055
------------------------------------ ---------- ---------- ----------- -----------
Statements of Cash Flows
for the year ended 31 December
2013
The Group The Company
2013 2012 2013 2012
GBP GBP GBP GBP
Cash flows (used in) / generated
from operating activities
Cash (used in) / generated
from operating activities (97,897) 464,475 (1,171,043) 211,778
Interest received - - 72,000 72,000
Interest paid (4,640) (66,833) (4,640) (66,833)
Net cash (used in) / generated
from operating activities (102,537) 397,642 (1,103,683) 216,945
--------------------------------------- ------------- ------------- ------------- -----------
Cash flows from investing activities
Purchase of property, plant
and equipment (14,125) (121,536) - (95,854)
Payments in respect of disposal
of fixed asset (33,536) - (33,536) -
Net cash flows (used in) investing
activities (47,661) (121,536) (33,536) (95,854)
--------------------------------------- ------------- ------------- ------------- -----------
Cash flows from financing activities
Repayment of borrowings (862,754) (121,091) (862,754) (121,091)
New financing 2,000,000 - 2,000,000 -
--------------------------------------- ------------- ------------- ------------- -----------
Net cash flows generated from
/ (used in) financing activities 1,137,246 (121,091) 1,137,246 (121,091)
--------------------------------------- ------------- ------------- ------------- -----------
Net increase in cash and cash
equivalents 987,048 155,015 27 -
Cash and cash equivalents at
the beginning of the year (555,297) (710,312) - -
--------------------------------------- ------------- ------------- ------------- -----------
Cash and cash equivalents at
the end of the financial year 431,751 (555,297) 27 -
--------------------------------------- ------------- ------------- ------------- -----------
1. Basis of preparation
The consolidated financial statements from which this financial information
is extracted have been prepared in accordance with IFRS and International
Financial Reporting Interpretations Committee ("IFRIC") interpretations
as adopted by the European Union, and those parts of the Companies
Act 2006 applicable to companies reporting under IFRS.
2. Segmental reporting
In identifying its operating segments, management generally follow
the manufacturing or sourcing of the products.
The Group operates in the supply of identity products to a large
and varied market and customer base. The type of products sold into
this market generally fall under either a textile or metals (including
corporate gifts) umbrella. The exception to this being the friendly
societies market.
Each of the textile, metals and friendly societies operating segments
is managed separately as each of these segments requires different
resources and core skills. All transfers between the segments are
carried out at cost.
The measurement policies the Group uses for segment reporting under
IFRS 8 are the same as those used in its financial statements.
Management currently identifies three units as operating segments
as described above. These operating segments are monitored and strategic
decisions are made on the basis of segment operating results.
Textiles Friendly Metals Total
societies
2013 2013 2013 2013
GBP GBP GBP GBP
Revenue 2,294,414 1,529,754 2,642,759 6,466,927
-------------------------------- ----------- ------------ ----------- -------------
Gross profit 1,487,628 471,239 837,952 2,796,819
Works overheads 504,658 51,250 473,383 1,029,291
-------------------------------- ----------- ------------ ----------- -------------
Manufacturing contribution
by segment 982,970 419,989 364,569 1,767,528
-------------------------------- ----------- ------------ -----------
Selling and administration costs (2,099,888)
-------------
(Loss) before finance, restructuring and redundancy costs,
profit on sale of Great Queen Street property and costs
associated with the AIM listing (332,360)
Restructuring and redundancy
costs (172,397)
Profit on sale of Great Queen
Street 1,603,480
Costs associated with
the AIM listing (107,894)
Other bank charges and leasing costs (67,281)
Interest (84,537)
Finance income 103,067
--------------------------------------------- ------------ ----------- -------------
Net profit 942,078
-------------------------------- ----------- ------------ ----------- -------------
Textiles Friendly Metals Total
societies
2012 2012 2012 2012
GBP GBP GBP GBP
Revenue 3,140,400 1,049,822 4,746,774 8,936,996
----------------------------------------- ------------- -------------- ----------- -------------
Gross profit 1,503,728 384,028 2,156,602 4,044,358
Works overheads 538,755 47,744 564,104 1,150,603
----------------------------------------- ------------- -------------- ----------- -------------
Manufacturing contribution
by segment 964,973 336,284 1,592,498 2,893,755
--------------------------------------------- ------------- -------------- -----------
Selling and administration costs (2,207,490)
-------------
Profit before finance and costs associated with the AIM
listing 686,265
Costs associated with the
AIM listing (83,377)
Other bank charges and leasing costs (82,183)
Interest (66,833)
---------------------------------------------------------------- ---------- ----------- -------------
Net profit 453,872
----------------------------------------- ----------------- ---------- ----------- -------------
The Group's revenues from external customers are divided into the
following geographical markets:
2013 2012
GBP GBP
United Kingdom 4,858,985 7,256,232
Rest of World 1,607,942 1,680,764
----------- -------------
6,466,927 8,936,996
----------- -------------
All non-current assets are held within the United Kingdom.
During 2013 no single customer accounted for 10% or more of the Group's
revenue. During 2012, GBP1,955,450 or 21.9% of the Group's revenues
depended on a single customer whose sales were made from the metals
segment.
The assets of the business have been attributed to the segments on
the following basis.
Textiles Friendly Metals Total
societies
2013 2013 2013 2013
GBP GBP GBP GBP
Inventories 635,969 278,785 239,494 1,154,248
Unallocated assets 4,790,169
Unallocated liabilities (3,324,457)
2012 2012 2012 2012
GBP GBP GBP GBP
Inventories 624,088 258,746 271,628 1,154,462
Unallocated assets 3,079,185
Unallocated liabilities (2,555,765)
Non-current assets are not allocated between segments.
All segments of the Group sell into the same markets and share many
of the same customers and thus receivables are not attributed to
the individual business segments.
Similarly all segments of the Group purchase from the same suppliers
and as such the trade payables are not attributed to the business
segments.
Borrowing and finance costs are arranged centrally by the Group and
are not attributed to the business segments.
3. Operating expenses by nature
2013 2012
GBP GBP
Changes in inventories of finished goods and
work in progress 878 199,824
Raw materials and consumables used 2,596,686 3,697,883
Employee benefits 2,521,330 2,930,599
Depreciation - owned assets 71,631 96,691
Audit and non-audit services 50,300 36,350
Hire of plant and machinery 53,756 35,599
Other expenses 1,852,278 1,419,345
----------------------------------------------- ----------- -----------
7,146,859 8,416,291
----------------------------------------------- ----------- -----------
4. Profit for the financial year
The profit dealt with in the accounts of the Parent Company was GBP1,506,890
(2012: GBP11,446). The Parent Company had no other comprehensive
income for the year other than the profit for the year (2012: GBPnil).
5. Earnings per ordinary 25p share
The earnings per ordinary 25p share is based on the profit or loss
after taxation and the average number of shares in issue throughout
the year.
2013 2012
Profit GBP942,078 GBP453,872
Average number of shares in issue 2,248,000 2,248,000
Profit per share - basic and diluted 41.91p 20.19p
There were no potentially dilutive ordinary shares in issue.
6. Share Capital
2013 2012
GBP GBP
Authorised
3,000,000 Ordinary shares of 25p each 750,000 750,000
----------------------------------------- ----------- -----------
Allotted and fully paid
2,248,000 Ordinary shares of 25p each 562,000 562,000
----------------------------------------- ----------- -----------
7. Cash generated from/(used in) operating
activities
The Group The Company
2013 2012 2013 2012
GBP GBP GBP GBP
Profit from operations 923,548 520,705 1,285,122 6,279
Depreciation - property, plant
and equipment 71,631 96,691 23,630 39,788
(Profit) on sale of fixed assets (1,587,168) - (1,583,068) -
Addition to provision against
investments - - 131,238 -
Decrease in inventories 214 196,842 - -
Decrease/(increase) in trade and
other receivables 382,642 (147,240) (388,110) 365
Increase/(decrease) in trade and
other payables 111,236 (202,523) (639,855) 165,346
---------------------------------------- --------------- ------------- --------------- -----------
(97,897) 464,475 (1,171,043) 211,778
---------------------------------------- --------------- ------------- --------------- -----------
8. Sale of leasehold land and
buildings
On 28 January 2013 the Company entered into an unconditional loan
facility agreement, legal charge, and sale agreement to dispose of
its leasehold property at 19-21 Great Queen Street ("the Property")
to Stability Investments Limited for a consideration of at least
GBP2.75 million. At 28 January 2013, the date of sale, the Property
had a carrying value of GBP942,984.
Subject to certain conditions being met, the Company may be entitled
to additional consideration of GBP500,000 and a share of any ultimate
development profit relating to the property. At the time of preparing
these accounts the Company did not have evidence to support that
the conditions would be met. The Directors therefore have no alternative
other than to consider that the receipt of the additional consideration
is very unlikely and as such no allowance has been made in these
accounts for the additional considerations.
Loan Facility Agreement and Legal Charge
The loan facility agreement provides that Stability Investments Limited
advances to the Company an amount of up to GBP2.5 million. This advance
is secured by a legal charge and all other outstanding charges over
the Company's interest in the Property have been redeemed.
Of the advance, GBP2,000,000 was paid to the Company on 28 January
2013. A further GBP500,000 will be released to the Company, on agreement
of and in line with the business plan and the remaining GBP250,000
on 28 July 2014 or completion of the sale if earlier.
GBP2,000,000 of the advance has been applied by the Company to repay
in full the indebtedness of the Group to Lloyds Bank plc and to meet
the working capital requirements of the Group.
The advance attracts compound interest at a rate of 3.75 per cent
above the Bank of England base rate.
Under the terms of the loan facility agreement, two representatives
of Stability Investments Limited, Robin Edwards and Robert Luck,
have been appointed as Non-Executive Directors of the Company.
Sale Agreement
The sale agreement provides that Stability Investments Limited shall
complete the transaction on or before 28 July 2014. The purchase
price is payable on completion of the transfer of the Company's interest
in the Property, which is then applied to repay in full amounts advanced
under the loan facility agreement, and accrued interest. The Company's
entitlement to such additional consideration and/or to any share
of development profit is contingent upon certain future events occurring
which, if they occur, will be payable at future dates which cannot
yet be determined.
The financial information, which has been prepared on the same basis
as set out in the 2012 Annual Accounts, does not constitute statutory
accounts as defined in section 435 of the Companies Act 2006. The
financial information for the year ended 31 December 2013 has been
extracted from the statutory accounts on which an unqualified audit
opinion has been issued. Statutory accounts for the year ended 31
December 2013 will be delivered to the registrar in due course. The
comparative financial information is based on the statutory accounts
for the financial year ended 31 December 2012. Those accounts, upon
which the auditors issued an unqualified opinion, have been delivered
to the registrar of companies.
The Report and Accounts will be posted later today to Shareholders
and the Annual General Meeting will be held on 19 June 2014 at 12.30
pm at the company's offices at Regalia House, 19-21 Great Queen Street,
London, WC2B 5BE. The Report and Accounts will also be available
from the Company's website, www.toye.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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