TIDMOPE

RNS Number : 3027L

Optare PLC

09 August 2013

Optare plc

("Optare" or the "Company")

Preliminary results for the year ended 31 March 2013

Optare is pleased to announce it preliminary audited results for the 12 months ended 31 March 2013.

Operational Highlights

-- Winning the prestigious society of motor manufacturers and traders (SMMT) award for innovation for fast charging Electric vehicle (EV) technology.

   --      Launch of 3 exciting new products, Metrocity, Versa 11.7m and Bonito. 
   --      Completed 10,000th bus since Optare formation in 1985. 

-- Investment in a new paint shop and engineering systems to continue to deliver high quality engineered products.

-- Successfully completed the export of 177 Solo kits to the City of Cape Town, this is the highest ever export order achieved by the company.

Financial Highlights

-- Revenue for the period is GBP75.9m a growth of 6% over prior period of 15 months to 31 March 2012.

-- Direct labour costs were 7.6% of revenue a reduction of 6.0% compared to 13.6% over the previous period.

-- Pre-exceptional gross profit was 6.9% of turnover over the 12 month period (4.9% for 2011-12, 15 month period).

-- Pre-exceptional administration costs were 11.6% of turnover over the 12 month period (15.0% for, 15 month period from 31 December 2011 to 31 March 2012).

-- EBITDA Pre exceptional losses were GBP3.6m (GBP6.8m for 15 month period from 31 December 2011 to 31 March 2012).

-- Exceptional costs of GBP1.8m were for continued Blackburn site closure, redundancy and restructuring costs.

   --      Loss per share reduced from 1.4p per share to 0.3p per share. 

-- New increased banking facilities established with three year term loan and one year overdraft facility.

PG Nilsson Interim CEO commented: "Despite challenging market conditions over the last twelve months, I am pleased to report that we are now seeing the positive rewards resulting from consolidating the manufacturing sites and the significant investment in our new facilities. We have made considerable progress in supply chain cost reduction, implementing manufacturing efficiencies and further improving the quality of our products, and we continue to focus on our processes to drive continuous improvement. We are confident that we have built solid foundations for stability and growth to meet future challenges, secure in the knowledge that we have the support and backing of Ashok Leyland."

For further information, please contact:

   Optare plc                      Tel: 0845 838 9901 

PG Nilsson - Interim Chief Executive

   Cenkos Securities plc        Tel: +44 (0) 20 7397 8900 

Stephen Keys/Camilla Hume

Interim Chief Executive's Statement

I am happy to report that in FY 2012-13 the company continued to deliver improvements to achieve its strategic goal of delivering profitability. The Company posted overall sales of 389 single deck vehicles, a slight decrease on the previous 15 month period. Further to our traditional sales, we also successfully exported 177 kits to our partners in South Africa.

The total sales turnover increased from GBP71.9m to GBP75.9m, representing a growth of 6% over the previous 15 month to 31 March 2012 period. Loss after tax was GBP7.4m, a reduction of GBP6.0m and 45% from the prior period due to continued restructuring progress.

The retail market continues to be suppressed with the overall sale volumes flat across the Company's traditional markets, with higher manufacturing capacity than demand. This continues to put pressure on the both price and volume. The continued financial crisis in the EU last year also put pressure on the volume front due to limited access to funding.

FY 2012-13 saw some exciting products launched Versa 11.7m, Metrocity and Bonito. The full benefits of these products are expected to be seen in the 2013-14 financial year. Metrocity, which was shown in the October bus show, is a perfect example of designing a product for the London market which has been buoyant. This product is undergoing various trials with our customers. Versa 11.7m has been a success story where we have already sold 40 vehicles post the launch. The Bonito enables us to participate in a new segment, with a number of exciting opportunities being pursued on this front.

We ended the year with market share of 36% in the 8-13 ton segment which is our primary market. This is a growth of 5% points from the prior year.

The 8-13 ton is our primary participation market but is only 40% of the overall UK market. To reduce dependency on one section and one market and to improve top line growth, the Company intends to diversify the product range and participate in various bus segments across both the UK and Europe in the future. Optare continues to invest in new products to secure the long term growth of the Company. There are more exciting products that the Company will launch in the FY 2013-14 financial year to expand the range and enable Optare to compete in more than 90% of the market segment in UK.

FY 2012-13 was a year of continuing consolidation from three sites down to one and focusing on short term actions to achieve profitability and minimise cash out flow while maintaining a long term view of having the right product to grow and deliver sustainable profits. We continued to drive our headcount down from 531 in April 2012 to 376 in March 2013 delivering operational efficiencies.

The partnership with Ashok continues to grow through integration with their international operations for export opportunities within the Ashok Global business. We are confident that this will result in an increased presence in new markets and lead to the conversion of major contracts into future sizeable orders through their extensive global sales network. Further, we have exchanged key personnel on critical areas to focus on continuous improvement of quality and efficiency to transfer synergies between the organisations. We have also been successfully working with Ashok's supply chain to benefit from their critical mass and purchasing leverage to source materials from low cost countries to deliver material cost reductions.

Financial Performance

The financial results for the year show a net loss of GBP7.4m compared to a loss of GBP13.4m in the previous 15 month period which represents an improvement of 45%.

The GBP7.4m includes exceptional costs of GBP1.8m primarily relating to further Blackburn site closure costs and redundancy program to deliver operational efficiencies. Improvements in performance were primarily driven by increased revenues combined with improvements in operational efficiency in the period. As a result the gross profit margin saw a 40% improvement on the prior year, before exceptional items.

Current Trading

On the 31(st) March 2013, the order book stood at GBP12.2m, the current order book stands at GBP20.2m. While higher bus manufacturing capacity in UK and continued economic challenges in Europe provides significant headwind, the successful launch of three new products, Metrocity, Versa 11.7m and Bonito should offset the risks and help deliver volume and revenue as per plan.

We are the industry leaders in Electric Vehicles in the UK market. The winning of the SMMT innovation award is a testament to our market leading technology, and recently we won one of the largest single EV bus contract with Nottingham which further enhances our reputation in this technology. With increasing pressure on fuel cost and environmentally conscious customers, this provides the company with an avenue to differentiate and grow in a mature market.

Board and Management Changes

Following the implementation of the three year turnaround plan, Jim Sumner elected to leave the organisation and resign from the Board of Directors. We thank him for his contribution and wish him the very best.

The board are in advanced discussions to appoint a successor as Chief Executive Officer and this is expected to be announced in the coming months.

Outlook

With the consolidation of site and turnaround behind us, it is time for the Company to deliver profitability. This will be driven by the product pipeline including, the Double Decker and other new products for the export market in 2014.

The Board anticipates that the UK market will be flat in the near future but growing opportunities exist in the Middle East, South East Asia and African countries. There are number of contracts that Optare is participating in overseas markets and we are awaiting outcomes that, if positive, could, in the Board's view, significantly change the outlook for the business. We are confident that our quality, unique design and life cycle cost will enable us to win some major tenders in the international market.

The Board looks forward to a profitable future with the successful launch of the new products, increasing demand and participation in the international market given the successful integration with Ashok and recognition of the company's low carbon technology.

Chairman's Statement

Introduction

2012/13 has been a year of success for recognition of the Company's position as a leading supplier of green technology of passenger vehicles and launch of products. Some of the major achievements for the year include:

1. Winning the prestigious Society of Motor Manufacturers and Traders (SMMT) award for innovation for fast charging Electric Vehicle (EV) technology.

   2.     Launch of 3 new exciting products, Metrocity, Versa 11.7m and Bonito. 
   3.     Completed 10,000(th) bus since Optare formation in 1985. 

4. Investment in a new paint shop and engineering systems to continue to deliver high quality engineered products.

   5.     Successfully completed the export of 177 Solo kits to the City of Cape Town. 

Since the investment of Ashok Leyland, integration with the larger group has been continuing. Through joint participation in a number of tenders for 2013-14 we are confident that we will be successful in new export opportunities. I would like to thank Ashok for their continued support.

Strategic Development

Our strategy is consistent with what we stated last year which is outlined below:

-- Being a European leader in green bus technologies through the development of the full range of options from fuel-efficient diesels to dual fuel, hybrid and electric vehicles.

   --      Consolidating and maintaining the UK leadership in the midi-bus market. 

-- Offering a product portfolio with the full range of buses that is demanded by the UK bus market.

   --      Becoming a significant exporter of buses. 

-- Expanding the market share in the UK and Europe by selling buses made to global standards at competitive prices.

During the year we have made progress on all these key strategic objectives.

Our Customers

Our customers remain key to our business and they continue to provide excellent support to the Company. We are also pleased to have received very good feedback on the quality and performance of the products and will continue to deliver excellent value through lower life time cost by designing and building lighter buses.

We are delighted to continue to strengthen our business with all the major bus groups including supplying to First Group after a gap of eight years. We are confident that this relationship will continue to grow and we remain committed to delivering high quality, innovative, value for money products on time.

Our People

Our workforce are critical to the success of our business. I would like to thank their dedication, commitment and focus on delivering high quality products. They have also been critical in continuing to work with us to deliver the strategic objectives of the Company. Lastly, I would like to thank the shareholders for continuing to support the Company during its turnaround phase.

Summary

In summary 2013-14 will focus on:

-- With Ashok Leyland support developing products for export markets and driving international expansion.

-- Increasing volume in the UK by further expanding the product range and participating in market segments where we do not have a presence.

   --      Continuing to deliver environmentally friendly product technology. 

John Fickling

Non-executive Chairman

Consolidated Income Statement for the year ended 31 March 2013

 
                              Before                                     Before 
                         Exceptional   Exceptional                  Exceptional   Exceptional 
                               items         items      Total             items         items      Total 
 
                                Year          Year       Year            Period        Period     Period 
                               ended         ended      ended             Ended         Ended      Ended 
                              31 Mar        31 Mar     31 Mar            31 Mar        31 Mar     31 Mar 
                                2013          2013       2013              2012          2012       2012 
                             GBP'000       GBP'000    GBP'000           GBP'000       GBP'000    GBP'000 
 
 Revenue                      75,938             -     75,938            71,935             -     71,935 
 
 Cost of sales              (70,695)       (1,483)   (72,178)          (68,370)       (3,823)   (72,193) 
 
 Gross profit/(loss)           5,243       (1,483)      3,760             3,565       (3,823)      (258) 
 
 Administrative 
  expenses                   (8,839)         (328)    (9,167)          (10,812)         (776)   (11,588) 
 Distribution 
  costs                        (512)             -      (512)             (493)             -      (493) 
 Amortisation 
  of 
  intangible 
  assets                       (643)             -      (643)             (422)             -      (422) 
 Loss from 
  operations                 (4,751)       (1,811)    (6,562)           (8,162)       (4,599)   (12,761) 
 
 Finance costs                 (788)             -      (788)             (853)                    (853) 
 Finance income                    -             -          -               222             -        222 
 
 Loss for the 
  period from 
  continuing 
  operations                 (5,539)       (1,811)    (7,350)           (8,793)       (4,599)   (13,392) 
 
 Loss on ordinary 
  activities 
  before taxation            (5,539)       (1,811)    (7,350)           (8,793)       (4,599)   (13,392) 
 
 Taxation                          -             -          -                 -             -          - 
 
 Loss attributable 
  to the equity 
  holders of 
  the parent 
  company                    (5,539)       (1,811)    (7,350)           (8,793)       (4,599)   (13,392) 
 
 
 Loss per share (Note 4):                            Year   Period 
                                                    ended    ended 
                                                   31 Mar   31 Mar 
                                                     2013     2012 
 
 From continuing operations (basic and diluted)    (0.3)p   (1.4)p 
 

There are no other recognised items of income and expense other than those presented above.

Consolidated Statement of Changes in Equity for the year ended 31 March 2013

 
                                                                          Share 
                                                                          based 
                                         Share     Merger   Retained    payment 
                                       premium    reserve       Loss    reserve      Total 
                            GBP'000    GBP'000    GBP'000    GBP'000    GBP'000    GBP'000 
 
 Balance at 1 January 
  2011                        3,821     26,759      5,542   (31,137)         27      5,012 
 
 Loss for the period              -          -          -   (13,392)          -   (13,392) 
 
   Total comprehensive 
   income for the 
   period                         -          -          -   (13,392)          -   (13,392) 
 
 Transactions with 
  owners in their 
  capacity as owners:- 
 
   Issue of shares 
   and warrants               5,184      6,219          -          -        171     11,574 
 
 Transaction Costs                -      (582)          -          -          -      (582) 
 
 Total transactions 
  with owners in 
  their capacity 
  as owners                   5,184      5,637          -          -        171     10,992 
 
 
 Balance at 31 March 
  2012                        9,005     32,396      5,542   (44,529)        198      2,612 
 
 Loss for the year                -          -          -    (7,350)          -    (7,350) 
 
 Total comprehensive 
  income for the 
  year                            -          -          -    (7,350)          -    (7,350) 
 
 Transactions with 
  owners in their 
  capacity as owners:- 
 
   Transfer between 
   reserves on 
   Forfeiture of options          -          -          -        156      (156)          - 
 
 Total transactions 
  with owners in 
  their capacity 
  as owners                       -          -          -        156      (156)          - 
 
 Balance at 31 March 
  2013                        9,005     32,396      5,542   (51,723)         42    (4,738) 
 

Consolidated Balance Sheet as at 31 March 2013

 
                                                 31 March   31 March 
                                                     2013       2012 
                                                  GBP'000    GBP'000 
 Non - Current Assets 
 Goodwill                                           8,574      8,574 
 Other intangible assets                            8,271      8,032 
 Property, plant and equipment                      3,356      3,126 
 
                                                   20,201     19,732 
 
 Current Assets 
 Inventories                                       10,338     11,275 
 Trade and other receivables                        7,720      8,143 
 Cash & cash equivalents                                -        587 
                                                   18,058     20,005 
 
 Assets held for sale                                   -      1,000 
 
 Total Assets                                      38,259     40,737 
 
 Current Liabilities 
 Trade and other payables                          20,466     20,167 
 Loans and overdrafts                              18,652     15,207 
 Provisions                                         2,217      1,405 
 Obligations under finance leases                      79         49 
 
                                                   41,414     36,828 
 
 Non Current Liabilities 
 Provisions                                         1,394      1,052 
 Obligations under finance leases                     189        245 
 
                                                    1,583      1,297 
 
 Total Liabilities                                 42,997     38,125 
 
 
 Net (Liabilities)/Assets                         (4,738)      2,612 
 
 Equity 
 Share capital                                      9,005      9,005 
 Share premium                                     32,396     32,396 
 Share based payment reserve                           42        198 
 Merger reserve                                     5,542      5,542 
 Retained loss                                   (51,723)   (44,529) 
 
 Total equity attributable to equity holders 
  of the parent                                   (4,738)      2,612 
 

Consolidated Cash Flow Statement for the year ended 31 March 2013

 
                                                                 Period 
                                                 Year ended       ended 
                                                   31 March    31 March 
                                                       2013        2012 
                                                    GBP'000     GBP'000 
 Operating activities 
 Cash absorbed by operations                        (2,537)    (14,946) 
 Interest paid                                        (788)       (853) 
 
 Net cash used in operating activities              (3,325)    (15,799) 
 
 Investing activities 
  Disposal of assets held for sale                    1,000       1,000 
 Purchase of property, plant and equipment            (800)     (1,920) 
 Internal capitalised costs                           (882)     (1,582) 
 
 Interest received                                        -         222 
 
 Net cash used in investing activities                (682)     (2,280) 
 
 Financing activities 
 Proceeds from issuance of ordinary shares                -      10,821 
 Finance lease repayments                              (60)        (23) 
 Loan repayments                                          -     (3,395) 
 Short term loan                                      2,023       9,995 
 
 Net cash generated from financing activities         1,963      17,398 
 
 Net (decrease) in cash and cash equivalents        (2,044)       (681) 
 
 Cash and cash equivalents at start of 
  year                                              (3,401)     (2,720) 
 
 Cash and cash equivalents at end of 
  period                                            (5,445)     (3,401) 
 
   1.      BASIS OF PREPARATION 

Optare plc is a company incorporated and domiciled in the UK.

The financial information set out in this preliminary announcement is abridged and does not constitute the Company's statutory financial statements for the year ended 31 March 2013. The statutory accounts for 2013 have been prepared following accounting policies consistent with those for the period ended 31 March 2012. The financial information has been extracted from the financial statements for the year ended 31 March 2013, which were approved by the Board on 8 August 2013 and on which the auditors have reported without qualification.

No statement has been made by the auditor under section 498 (2) or (3) of the Companies Act 2006 in respect of these abridged financial statements.

The statutory financial statements for the year ended 31 March 2013 will be posted no later than 19 August 2013 to shareholders and, once approved, will be delivered to the Registrar of Companies following the Annual General Meeting on 24 September 2013.

Copies of the Annual Report and Financial Statements for the year ended 31 March 2013 will be available on the Company's website www.optare.comfrom 19 August 2013 and from the Company Secretary, Optare plc, Unit 3 Hurricane Way South, Sherburn in Elmet, Leeds, North Yorkshire, LS25 6PT.

   2.      GOING CONCERN 

The financial statements have been prepared on the going concern basis, which assumes that the Group will continue to be able to meet its liabilities as they fall due for the foreseeable future. The group made a net loss of GBP7.4m in the year ended 31 March 2013 (2012 GBP13.4m), which has resulted in the group now having net liabilities of GBP4.7m (2012 net assets of GBP2.6m).

The Group has reviewed its strategy in 2013 and put forward a trading forecast through to March 2016 which includes detailed cash flow calculations. The Group has put facilities in place to meet its funding requirements. The forecasts are based on detailed assumptions as to sales performance, variable and fixed costs. The forecasts reflect the introduction of new products from 2014/15, the strength of the current order book and prospects. This includes an increased level of exports, both fully built and kits, and continued sales of Green Bus vehicles - both electric vehicles and hybrids.

The forecast assumes a gradual increase in the level of savings in material costs over the forecast period, achieved both through the Company's own efforts and through joint initiatives with Ashok. Improvement in labour productivity is factored in, recognising what has been achieved so far in 2012/13 and from further expected gains from process improvement and redesigns of the buses for efficient manufacturing.

There is inherent uncertainty in any forecast. In assessing such forecasts the Directors have considered the impact of such uncertainties, including the financial strength of customers, any lack of visibility regarding sales beyond the current order book, the ability of suppliers to meet demand, the achievability of material and labour savings and the possibility that the external economic environment might worsen. The Directors feel that a reasonably conservative approach has been taken in the forecast and that the facilities in place have adequate headroom to allow for these uncertainties..

Against these uncertainties, there are upside opportunities which are not reflected in the forecast but which would offset or mitigate the impact of downside risks which might occur. These include achieving higher than forecast a) sales volumes b) material savings, arising from joint initiatives with Ashok, and c) productivity savings. Further significant high volume sales opportunities exist in Europe, Southern Africa, the Middle East, Asia and Australia in excess of the forecast volumes. Further fixed cost base synergies to integrate the business further with Ashok.

The Company has been successful in restructuring its debt in June 2013 to provide total bank facilities of GBP23m. These are structured into a term loan for three years for GBP15.0m backed by corporate guarantee provided by Ashok and an overdraft element of GBP8.0m which falls due for renewal in June 2014. There is a fixed charge on the assets of the Company following the re-negotiation of facilities in June 2013. Both of these facilities are placed with Barclays Plc. The directors are confident that the overdraft bank facilities will be renewed.

The Group also has a GBP5.2m short term loan facility from Ashok as at 31(st) March 2013, with a 30 day notice repayment notice subject to banking covenants.

The Directors are confident that the assumptions underlying their forecast are reasonable and that the Group will be able to operate within its increased current funding limits arranged with support from Ashok. The Directors believe that the Group is well placed to manage its business risk successfully.

On the above basis the Board believes that it is appropriate to prepare the financial statements on the going concern basis. The financial statements do not include any adjustment to the value of the balance sheet assets or provisions for further liabilities, which would result should the going concern concept not be valid.

   3.   CRITICAL JUDGEMENTS AND ESTIMATES 

The preparation of historical financial information in conformity with Endorsed IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The key sources of estimation that have a significant impact on the carrying value of assets and liabilities are discussed below:

   1      Provision For Warranty Claims 

Management has estimated the cost of potential warranty claims arising on acquisition of the various businesses, and on new bus sales. This requires an element of judgement about the likely level of claims and their financial impact upon the business. The factors affecting the level of warranty cost are: the number of buses sold; the length in periods and the breadth in cover of the terms of the warranty given with the bus; the ability of the Company to obtain suitable back-to-back warranties from its suppliers; the efficency of the quality processes applied in designing and building the buses; the strictness with which warranty claims from customers are vetted, and the extent to which goodwill claims are allowed. Judgements on the level of warranty provision that is required are based on the number of buses in service and their remaining warranty life, with the key estimation being the likely warranty cost per bus. This is based on historical data, with estimates where necessary for new vehicle designs. If the assumption for likely warranty cost per vehicle was adjusted by 10% this would equate to an under or over provision of GBP292,000.

   2      Impairment Reviews 

Management perform impairment reviews annually on goodwill, other intangible assets and tangible assets. These involve comparing the estimated future cash flows of the business, using a discounted rate, to the carrying value of the Group's noncurrent assets. Where the net present value of the forecast cash flows exceeds the carrying value, no impairment is required. As required by IFRS, no assumption is made that profits growth can exceed national, market or product averages without justification.

Clearly, there is an element of judgement required in assessing the potential future benefits to be derived from these assets. When completing the impairment review the Directors considered the same factors as outlined for the Going Concern review, critical judgements are the discount rate used and the growth in turnover in the next 3 years business plan by the introduction of new products.

4. LOSS PER SHARE

 
 The calculation of the basic and diluted        Year ended   Period ended 
  loss per share is based on the following         31 March       31 March 
  data:                                                2013           2012 
                                                    GBP'000        GBP'000 
 Loss: 
 Loss for the purposes of basic loss per 
  share 
 (net loss for the period attributable 
  to equity holders of the parent)                  (7,350)       (13,392) 
 
                                                     Number         Number 
 Weighted average number of ordinary share 
  for the purposes of basic earnings per 
  share 
                                              2,235,291,827    967,052,981 
 
 Basic and fully diluted loss per share              (0.3)p         (1.4)p 
 
                                                 Year ended   Period ended 
                                                   31 March       31 March 
 Excluding Exceptional Items                           2013           2012 
                                                    GBP'000        GBP'000 
 
 Net loss for the period attributable 
  to equity holders of the parent                   (7,350)       (13,392) 
 Adjustment to exclude exceptional costs              1,811          4,599 
 Loss from continuing operations for the 
  purposes of basic earnings per share              (5,539)        (8,793) 
 
 Basic and fully diluted loss per share              (0.2)p         (0.9)p 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR SSAFDAFDSEDA

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