TIDMJDG
RNS Number : 9771M
Judges Scientific PLC
20 September 2023
Judges Scientific plc
("Judges Scientific", "the Company", or "the Group")
Interim results for the six months ended 30 June 2023
Solid Organic and acquisition growth
23% increase to interim dividend
Judges Scientific, the group focused on acquiring and developing
companies in the scientific instrument sector, announces its
unaudited interim results for the six months ended 30 June
2023.
Key financials
Period ended 30 June H1 2023 H1 2022 Change
Revenue GBP61.3m GBP46.4m 32%
----------- ----------- ------
Adjusted* pre-tax profit GBP12.8m GBP9.6m 33%
----------- ----------- ------
Adjusted* basic earnings per
share 152.8p 124.6p 23%
----------- ----------- ------
Cash generated from operations GBP11.5m GBP8.2m 40%
----------- ----------- ------
Interim dividend per share 27.0p 22.0p 23%
----------- ----------- ------
Statutory pre-tax profit GBP0.8m GBP3.9m
----------- ----------- ------
Statutory basic (loss)/earnings
per share (18.7)p 44.4p
----------- ----------- ------
As at: 30 Jun 2023 31 Dec 2022
----------- -----------
Adjusted* net debt (excl. IFRS
16) GBP50.0m GBP52.0m
----------- -----------
Cash balances GBP14.6m GBP20.8m
----------- -----------
Statutory net debt (excl. IFRS
16) GBP48.4m GBP34.8m
----------- -----------
Statutory net debt (incl. IFRS
16) GBP55.1m GBP39.1m
----------- -----------
Other financial highlights
-- Organic** revenue increased 16.5% against H1 2022.
-- Organic** order intake up 14% compared with H1 2022.
-- Organic** order book at 22.4 weeks (H1 2022: 21.3 weeks).
Strategic highlights
-- Completion of two small acquisitions: Henniker and Bossa Nova
for a combined consideration of up to GBP3.6m plus excess cash.
-- Full GBP35.0m earnout (50% cash, 50% new shares) settled in respect of Geotek.
-- Moderate progress with supply chain challenges.
-- Strengthening of Judges Executive team following the
recruitment of Dr Tim Prestidge as Group Business Development
Director.
Outlook
-- Business environment still in recovery mode.
-- Strong second half anticipated for the Group due to the
timing of the next Geotek coring expedition.
-- Strong H1 Organic order intake and solid Organic order book
(21.4 weeks at the end of August) augur positively for H2.
-- The Board expects that the Group will meet market expectations for the full year.
* Adjusted earnings figures are stated before adjusting items
relating to hedging of risks materialising after the end of the
period, amortisation of acquired intangible assets, share based
payments and acquisition-related costs. Adjusted net debt includes
acquisition-related cash payables which had yet to be settled at
the balance sheet date and excludes IFRS 16 debt.
** Organic denotes Group performance excluding the businesses
which were not part of the Group on 1 January 2022.
Alex Hambro, Chairman of Judges Scientific, commented:
"During the period all the measures of Organic performance were
again beaten, with results bolstered by the contribution from
Geotek. While we have not yet returned to a pre-pandemic trading
environment and we continue to operate in a challenging world, we
have seen improving prospects across our markets. We are well
configured moving forwards, strengthened by a reinforced executive
team and a solid order book, with a strong second half anticipated
for the Group."
Investor Presentation
Judges Scientific is hosting a webinar, available to all
existing and potential shareholders, covering the interim results
for the six months to 30 June 2023, on 20 September at 16:45 UK
time. Investors can register for the webinar here:
https://bit.ly/JDG_H123_webinar
For further information please contact:
Judges Scientific plc Shore Capital (Nominated Adviser
David Cicurel, CEO & Joint Broker)
Brad Ormsby, CFO Stephane Auton
Tel: +44 (0) 20 3829 6970 Iain Sexton
Tel: +44 (0) 20 7408 4090
Liberum (Joint Broker) Investec Bank plc (Joint Broker)
Edward Mansfield Virginia Bull
Nikhil Varghese Carlton Nelson
Tel : +44 (0) 20 3100 2222 Tel: +44 (0) 207 597 4000
Alma PR (Financial Public
Relations)
Sam Modlin
Joe Pederzolli
Rebecca Sanders-Hewett
Tel: +44 (0) 20 3405 0205
judges@almapr.co.uk
Chairman's statement
In an improving business environment, the Group's operations
continued to progress from the difficulties caused by the pandemic
and the war in Ukraine with the first half of 2023 establishing new
records in Organic order intake, Organic revenues and Organic EBITA
contribution. Adjusted pre-tax profits and Adjusted earnings per
share also reached new records, including a full six-month
contribution from Geotek together with a modest maiden contribution
from the two small acquisitions which were completed in the first
half, Henniker Scientific Limited ("Henniker") and Bossa Nova
Vision LLC ("Bossa Nova").
In February we were pleased to welcome Dr Tim Prestidge to the
Board as Group Business Development Director. With his significant
experience in leadership and innovation, Tim's appointment serves
as a reinforcement of the executive team.
Order intake
As we entered this six-month period China ended its national
lockdown which edged Organic order intake toward normality. Not all
Organic businesses reached a complete recovery but, as a whole,
bookings were successful and 14% up on H1 2022. Organic intake for
the first half was 28% above H1 2019, the last pre-pandemic
comparative; this shows a compound annual growth rate of 6.3%,
although still not quite the 9% pre-Covid Organic revenue trend
yet.
All regions showed progress, the most successful being
China/Hong Kong, which grew 78% after two years of stagnation and
produced more than half of the total absolute increase. North
America was up 6.6% including 10.3% in the US. Rest of Europe grew
7.5% with the best country performance in Germany. The UK
progressed 4.5% and the Rest of the World advanced 3.5% including
an excellent increase in Japan (+103%).
Revenues
The revival in order intake and the large order book at the
start of H1 drove strong Organic sales revenues. Revenue growth was
tempered by the ongoing supply chain difficulties but these
attenuated during the period, enabling Organic revenues to reach
GBP53.3m, which was a 16.5% increase over H1 2022. Total Group
revenues for the period increased to GBP61.3m (H1 2022: GBP46.4m),
including a much larger six-month contribution from Geotek (against
only one month in H1 2022).
Organic revenues increased in all territories, particularly in
North America (up 43%). The Rest of the World grew 16% and the UK
12%. China/Hong Kong increased 5% and the Rest of Europe ahead by
4%. The largest absolute changes by country were the US (up GBP4m)
and Taiwan (up GBP1.1m), followed by the UK, Sweden and Germany (up
GBP0.6m each). Turkey was down GBP0.6m.
Although the growth in Organic intake (14%) was lower than the
growth in Organic revenues (16.5%), in absolute terms Organic order
intake was still larger than Organic revenues, resulting in an
increased Organic order book at 22.4 weeks (21.3 weeks at 30 June
2022). The Group total order book stood at 23.5 weeks.
Geotek's revenues significantly supplemented Organic growth,
together with a small addition from the two acquisitions completed
in H1. As explained at the time of the acquisition, Geotek would
normally generate its revenues in relatively equal measures from
each of its three divisions: instruments, services and coring.
Coring expeditions would typically (but not necessarily) occur once
a year, with the timing of the Coring revenue recognition being
uncertain. As in 2022, coring activity in 2023 is taking place in
H2 and Group revenues and profits will therefore be weighted
towards the second half. Looking further forward, we are envisaging
another expedition during the course of 2024, although it is
currently expected to take place towards the end of the year
causing uncertainty regarding the amount of the related revenue to
be recognised in 2024.
Profits
Adjusted operating profit improved 41% to GBP14.2m (H1 2022:
GBP10.1m) and Adjusted pre-tax profit progressed 33% to GBP12.8m
(H1 2022: GBP9.6m); the lower growth reflects the increase in
Adjusted interest expense resulting from the Geotek
acquisition.
The main drivers of improved profitability were the contribution
of Geotek and the increase in Organic revenue: the EBITA
contribution of the Organic businesses progressed 12% versus H1
2022 despite the delayed effect of measures taken to compensate for
the inflationary pressures.
Return on Total Invested Capital ("ROTIC") improved from 21.3%
at 31 December 2022 to 22.8% for the trailing 12 months ended 30
June 2023 (30 June 2022: ROTIC of 29.6%). The reduction in ROTIC
compared with 30 June 2022 reflects the size and higher multiple
paid for the large Geotek acquisition.
Adjusted basic earnings per share grew 23% to 152.8p (H1 2022:
124.6p) and Adjusted diluted earnings per share progressed
similarly to 150.3p from 123.0p. Adjusted Earnings per share grew
less than pre-tax profit mostly as a result of the increase in UK
corporation tax rates to 25% during the period. The increase in the
issued share capital following settlement of the Geotek earn-out
had a minor impact but this will accentuate in H2.
The Directors continue to publish Adjusted figures alongside the
statutory results, prepared consistently with past reports, in
order to communicate to shareholders what is, in the Directors'
opinion, the true operating performance of the Group. The total
pre-tax adjustments of GBP12.0m (H1 2022: GBP5.7m) consist
primarily of a GBP6.1m charge for amortisation of acquired
intangible assets arising through acquisition and GBP5.5m in
respect of the premium on the shares issued to satisfy the Geotek
earn-out. These adjusting items reduce profit before tax from
GBP12.8m to GBP0.8m (H1 2022: GBP3.9m) and result in a loss per
share of 18.7p basic and 18.4p diluted (H1 2022: earnings of 44.4p
per share basic and 43.8p per share diluted).
Corporate activity
On 3 April 2023, the Group acquired 100% of the share capital of
Henniker Scientific Limited ("Henniker"), a company specialising in
instruments for plasma and surface science applications, based in
Runcorn. The initial consideration was GBP1.85m paid in cash on
completion plus excess cash. A cash earn-out capped at GBP0.46m
will be paid if and to the extent that Henniker achieves an EBIT of
GBP0.58m in 2023 or 2024.
On 2 May 2023, the Group acquired 100% of the share capital of
Bossa Nova Vision LLC ("BNV"), a California based company
specialising in imaging technology for the hair care industry for a
consideration of $1.6m in cash. BNV produced $0.4m EBIT in 2022.
BNV will, over time, be integrated into Dia-Stron as both companies
offer complementary instrumentation to the hair industry.
Cashflow and net debt
The Group saw reasonable cash conversion: cash generated from
operations grew to GBP11.5m (H1 2022: GBP8.2m) representing 81% of
Adjusted operating profit (H1 2022: 81%). Cash generation was still
affected by increased working capital requirements from stockpiling
of components to counteract supply channel difficulties and
increased work in progress (unfinished instruments) due to
component shortages.
The interim balance sheet includes cash balances of GBP14.6m and
Adjusted net debt of GBP50.0m from GBP52.0m at the beginning of
2023.
Dividend
In accordance with the Company's policy of increasing dividends
by no less than 10% per annum, the Board is declaring an interim
dividend of 27p (2022: 22p), which will be paid on Friday 3
November 2023 to shareholders on the register on Friday 6 October
2023. The shares will go ex-dividend on Thursday 5 October 2023.
The interim dividend is covered 5.7 times by Adjusted earnings
(2022: 5.7 times).
Outlook
Last year we said ""Business as usual" in comparison to
pre-pandemic has not returned yet". While this is still the case,
improvement is continuing. Well-documented world tensions are
unresolved and breed a tendency to reshore and buy local, a trend
that is not ideal for the scientific community which thrives on
free exchange and a cosmopolitan atmosphere. Furthermore, vast
government debt worldwide is aggravated by high interest rates, and
those as well as inflation seem to always last longer than
promised. Therefore, growth in research spending may be less smooth
as a result.
That said, we are well configured in the face of uncertainty:
our niche businesses are less vulnerable to inflation, Sterling is
still a very competitive currency and the debt incurred in 2022 was
hedged at an advantageous fixed rate. Higher interest rates on
future deals and higher taxation must sharpen our acquisition
discipline and our focus on cash generation.
At the end of August, Organic order intake remained 13% ahead
and the total order book was 21 weeks. This together with an
anticipated strong H2 contribution from Geotek, provides the Board
with confidence that Adjusted Earnings per Share for the full year
will meet current market expectations.
The Hon. Alexander Hambro
Chairman
20 September 2023
Condensed consolidated interim statement of comprehensive
income
Year to
Adjusting 30 June Adjusting 30 June 31 December
Adjusted items 2023 Adjusted items 2022 2022
Note GBPm GBPm GBPm GBPm GBPm GBPm GBPm
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Revenue 3 61.3 - 61.3 46.4 - 46.4 113.2
Operating costs 3,4 (47.1) (12.4) (59.5) (36.3) (5.2) (41.5) (95.0)
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Operating profit/(loss) 14.2 (12.4) 1.8 10.1 (5.2) 4.9 18.2
Interest income 0.1 - 0.1 - - - 0.2
Interest expense 4 (1.5) 0.4 (1.1) (0.5) (0.5) (1.0) (2.4)
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Profit/(loss) before tax 12.8 (12.0) 0.8 9.6 (5.7) 3.9 16.0
Taxation (charge)/credit (2.8) 1.0 (1.8) (1.5) 0.6 (0.9) (3.2)
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Profit/(loss) for the period 10.0 (11.0) (1.0) 8.1 (5.1) 3.0 12.8
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Attributable to:
Owners of the parent 9.8 (11.0) (1.2) 7.9 (5.1) 2.8 12.5
Non-controlling interests 0.2 - 0.2 0.2 - 0.2 0.3
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Profit/(loss) for the period 10.0 (11.0) (1.0) 8.1 (5.1) 3.0 12.8
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Other comprehensive income
Items that will not be
reclassified
subsequently to profit or
loss
Retirement benefits actuarial
gain 0.2 1.4 2.1
Deferred tax on retirement
benefits actuarial gain - (0.4) (0.5)
Items that may be reclassified
subsequently to profit or
loss
Exchange (loss)/gain on
translation of foreign
subsidiaries (0.1) 0.2 0.1
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Other comprehensive income
for the period, net of tax 0.1 1.2 1.7
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Total comprehensive (loss)/income
for the period (0.9) 4.2 14.5
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Attributable to:
Owners of the parent (1.1) 4.0 14.2
Non-controlling interests 0.2 0.2 0.3
---------------------------------- ---- -------- --------- --------- -------- --------- --------- ------------
Pence Pence Pence Pence Pence
------------------------------ ----- ------ ----- ----- -----
Earnings per share - adjusted
Basic 5152.8 124.6 363.8
Diluted 5150.3 123.0 359.0
------------------------------ ----- ------ ----- ----- -----
Earnings per share - total
Basic 5 (18.7) 44.4 196.1
Diluted 5 (18.4) 43.8 193.5
------------------------------ ----- ------ ----- ----- -----
Condensed consolidated interim balance sheet
30 June 30 June 31 December
2023 2022 2022
Note GBPm GBPm GBPm
-------------------------------------------- ---- ------- ------- -----------
ASSETS
Non-current assets
Goodwill 6 52.6 50.5 51.4
Other intangible assets 7 41.0 49.7 44.4
Property, plant and equipment 16.7 15.3 15.9
Right-of-use leased assets 6.5 4.3 4.2
Retirement benefit surplus 11 1.5 - 1.2
Deferred tax assets - 4.1 -
-------------------------------------------- ---- ------- ------- -----------
118.3 123.9 117.1
-------------------------------------------- ---- ------- ------- -----------
Current assets
Inventories 28.4 21.9 22.3
Trade and other receivables 25.7 20.1 25.6
Cash and cash equivalents 14.6 36.4 20.8
-------------------------------------------- ---- ------- ------- -----------
68.7 78.4 68.7
-------------------------------------------- ---- ------- ------- -----------
Total assets 187.0 202.3 185.8
-------------------------------------------- ---- ------- ------- -----------
LIABILITIES
Current liabilities
Trade and other payables (26.5) (28.4) (25.9)
Payables relating to acquisitions 9 (1.6) (48.2) (34.3)
Borrowings 10 (6.2) (6.7) (6.2)
Right-of-use lease liabilities (1.2) (1.0) (1.0)
Current tax liabilities (3.3) (2.0) (2.2)
-------------------------------------------- ---- ------- ------- -----------
(38.8) (86.3) (69.6)
-------------------------------------------- ---- ------- ------- -----------
Non-current liabilities
Borrowings 10 (56.8) (52.5) (49.4)
Right-of-use lease liabilities (5.5) (3.4) (3.3)
Deferred tax liabilities (8.6) (12.5) (9.0)
-------------------------------------------- ---- ------- ------- -----------
(70.9) (68.4) (61.7)
-------------------------------------------- ---- ------- ------- -----------
Total liabilities (109.7) (154.7) (131.3)
-------------------------------------------- ---- ------- ------- -----------
Net assets 77.3 47.6 54.5
-------------------------------------------- ---- ------- ------- -----------
EQUITY
Share capital 8 0.3 0.3 0.3
Share premium 17.6 17.0 17.2
Other reserves 26.9 4.2 4.1
Retained earnings 32.1 26.0 32.7
-------------------------------------------- ---- ------- ------- -----------
Equity attributable to owners of the parent 76.9 47.5 54.3
Non-controlling interests 0.4 0.1 0.2
-------------------------------------------- ---- ------- ------- -----------
Total equity 77.3 47.6 54.5
-------------------------------------------- ---- ------- ------- -----------
Condensed consolidated interim statement of changes in
equity
Total
attributable Non-
Share Share Other Retained to owners controlling Total
capital premium reserves earnings of parent interests equity
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
At 1 January 2023 0.3 17.2 4.1 32.7 54.3 0.2 54.5
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
Issue of share capital - 0.4 22.9 - 23.3 - 23.3
Purchase of own shares for
Company
reward scheme - - - (0.1) (0.1) - (0.1)
Tax on Company reward scheme
shares
awarded - - - (0.1) (0.1) - (0.1)
Share-based payments - - - 0.6 0.6 - 0.6
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
Transactions with owners - 0.4 22.9 0.4 23.7 - 23.7
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
Loss for the period - - - (1.2) (1.2) 0.2 (1.0)
Retirement benefit actuarial gain - - - 0.2 0.2 - 0.2
Foreign exchange differences - - (0.1) - (0.1) - (0.1)
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
Total comprehensive income for
the
period - - (0.1) (1.0) (1.1) 0.2 (0.9)
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
At 30 June 2023 0.3 17.6 26.9 32.1 76.9 0.4 77.3
--------------------------------- -------- -------- --------- --------- ------------- ------------ -------
At 1 January 2022 0.3 16.7 2.0 23.8 42.8 0.6 43.4
------------------------------------- --- ---- --- ----- ----- ----- -----
Change in non-controlling interest - - 2.0 (1.4) 0.6 (0.7) (0.1)
Issue of share capital - 0.3 - - 0.3 - 0.3
Purchase of own shares for Company
reward scheme - - - (0.1) (0.1) - (0.1)
Deferred tax on share-based payments - - - (0.4) (0.4) - (0.4)
Share-based payments - - - 0.3 0.3 - 0.3
------------------------------------- --- ---- --- ----- ----- ----- -----
Transactions with owners - 0.3 2.0 (1.6) 0.7 (0.7) -
------------------------------------- --- ---- --- ----- ----- ----- -----
Profit for the period - - - 2.8 2.8 0.2 3.0
Retirement benefit actuarial gain - - - 1.0 1.0 - 1.0
Foreign exchange differences - - 0.2 - 0.2 - 0.2
------------------------------------- --- ---- --- ----- ----- ----- -----
Total comprehensive income for the
period - - 0.2 3.8 4.0 0.2 4.2
------------------------------------- --- ---- --- ----- ----- ----- -----
At 30 June 2022 0.3 17.0 4.2 26.0 47.5 0.1 47.6
------------------------------------- --- ---- --- ----- ----- ----- -----
At 1 January 2022 0.3 16.7 2.0 23.8 42.8 0.6 43.4
------------------------------------- --- ---- --- ----- ----- ----- -----
Dividends - - - (4.4) (4.4) - (4.4)
Change in non-controlling interest - - 2.0 (1.4) 0.6 (0.7) (0.1)
Issue of share capital - 0.5 - - 0.5 - 0.5
Purchase of own shares for Company
reward scheme - - - (0.1) (0.1) - (0.1)
Deferred tax on share-based payments - - - - - - -
Share-based payments - - - 0.7 0.7 - 0.7
------------------------------------- --- ---- --- ----- ----- ----- -----
Transactions with owners - 0.5 2.0 (5.2) (2.7) (0.7) (3.4)
------------------------------------- --- ---- --- ----- ----- ----- -----
Profit for the period - - - 12.5 12.5 0.3 12.8
Retirement benefit actuarial gain - - - 1.6 1.6 - 1.6
Foreign exchange differences - - 0.1 - 0.1 - 0.1
------------------------------------- --- ---- --- ----- ----- ----- -----
Total comprehensive income for the
year - - 0.1 14.1 14.2 0.3 14.5
------------------------------------- --- ---- --- ----- ----- ----- -----
At 31 December 2022 0.3 17.2 4.1 32.7 54.3 0.2 54.5
------------------------------------- --- ---- --- ----- ----- ----- -----
Condensed consolidated interim cashflow statement
Six Six
months months Year
to to to
30 June 30 June 31 December
2023 2022 2022
GBPm GBPm GBPm
-------------------------------------------------------------- -------- -------- ------------
Cashflows from operating activities
(Loss)/profit after tax (1.0) 3.0 12.8
Adjustments for:
Financial instruments measured at fair value: hedging
contracts (1.1) (0.4) (2.3)
Share-based payments 0.6 0.3 0.7
Depreciation of property, plant and equipment 0.8 0.6 1.4
Depreciation of right-of-use leased assets 0.6 0.5 1.1
Amortisation of acquired intangible assets 6.1 2.3 8.4
Amortisation of internally generated intangible assets 0.1 - 0.1
Profit on disposal of property, plant and equipment - - -
Interest income (0.1) - (0.2)
Interest expense 1.4 0.4 1.8
Interest payable on right-of-use lease liabilities 0.1 0.1 0.2
Unwinding of discount on fair value of deferred consideration 0.7 0.5 2.6
Premium on shares issued to fund acquisition 5.5 - -
Retirement benefit obligation net interest cost - - -
Contributions to defined benefit plans - - (0.4)
Tax recognised in the Consolidated Statement of Comprehensive
Income 1.8 0.9 3.2
Increase in inventories (5.9) (3.7) (4.2)
Decrease/(increase) in trade and other receivables 1.4 0.2 (3.1)
Increase in trade and other payables 0.5 3.5 1.9
-------------------------------------------------------------- -------- -------- ------------
Cash generated from operations 11.5 8.2 24.0
Tax paid (1.7) (0.7) (2.1)
-------------------------------------------------------------- -------- -------- ------------
Net cash from operating activities 9.8 7.5 21.9
-------------------------------------------------------------- -------- -------- ------------
Cashflows from investing activities
-------------------------------------------------------------- -------- -------- ------------
Paid on acquisition of subsidiaries (3.2) (45.0) (45.0)
Paid in respect of surplus working capital - - (17.8)
Paid in respect of earn out (17.5) - -
Gross cash inherited on acquisition 1.5 19.6 19.6
-------------------------------------------------------------- -------- -------- ------------
Acquisition of subsidiaries, net of cash acquired (19.2) (25.4) (43.2)
Purchase of property, plant and equipment (1.6) (5.1) (6.4)
Capitalised development costs (0.6) (0.5) (1.5)
Proceeds on disposal of property, plant and equipment - - 0.1
Interest received 0.1 - 0.2
-------------------------------------------------------------- -------- -------- ------------
Net cash used in investing activities (21.3) (31.0) (50.8)
-------------------------------------------------------------- -------- -------- ------------
Cashflows from financing activities
Proceeds from issue of share capital 0.1 0.3 0.3
Purchase of own shares for Company reward scheme (0.1) (0.1) (0.1)
Tax on shares awarded under Company reward scheme (0.1) - -
Finance costs paid (1.4) (0.4) (1.8)
Repayments of borrowings (3.1) (2.9) (6.5)
Repayments of right-of-use lease liabilities (0.6) (0.6) (1.3)
Proceeds from bank loans* 10.5 45.1 45.1
Equity dividends paid - - (4.4)
Paid on acquisition of non-controlling interest in subsidiary - (0.1) (0.1)
-------------------------------------------------------------- -------- -------- ------------
Net cash from financing activities 5.3 41.3 31.2
-------------------------------------------------------------- -------- -------- ------------
Net change in cash and cash equivalents (6.2) 17.8 2.3
Cash and cash equivalents at the start of the period 20.8 18.4 18.4
Exchange movements - 0.2 0.1
-------------------------------------------------------------- -------- -------- ------------
Cash and cash equivalents at the end of the period 14.6 36.4 20.8
-------------------------------------------------------------- -------- -------- ------------
* On 23 May 2022, GBP15.2m of outstanding loans were repaid and
GBP60.3m was simultaneously reborrowed as the Group renewed its
banking facilities.
Notes to the interim report
1. General information and basis of preparation
The Judges Scientific plc Group's principal activities comprise
the design, manufacture and sale of scientific instruments. The
subsidiaries are grouped into two segments: Materials Sciences and
Vacuum.
The financial information set out in this Interim Report for the
six months ended 30 June 2023 and the comparative figures for the
six months ended 30 June 2022 are unaudited. The Interim Report has
been prepared in accordance with IAS 34 'Interim Financial
Reporting'. The Interim Report does not contain all the information
required for full annual financial statements and should be read in
conjunction with the consolidated financial statements of the Group
for the year ended 31 December 2022, which have been prepared in
accordance with international accounting standards in conformity
with the requirements of the Companies Act 2006 (IFRS).
The financial information for the year ended 31 December 2022
set out in this Interim Report does not constitute statutory
accounts as defined in section 434 of the Companies Act 2006. The
Group's statutory financial statements for the year ended 31
December 2022 have been filed with the Registrar of Companies. The
Auditor's Report in respect of those financial statements was
unqualified and did not contain statements under section 498 of the
Companies Act 2006.
Judges Scientific plc is the Group's ultimate parent company.
The Company is a public limited company incorporated and domiciled
in the United Kingdom. Its registered office and principal place of
business is 52c Borough High Street, London SE1 1XN and the
Company's shares are quoted on the Alternative Investment Market.
The Interim Report is presented in Sterling, which is the
functional currency of the parent company. The Interim Report has
been approved for issue by the Board of Directors on 19 September
2023.
Going concern
The consolidated financial statements have been prepared on a
going concern basis. The Group ended the first half of 2023 with
adjusted net debt of GBP50.0m compared to adjusted net debt of
GBP52.0m at 31 December 2022, after paying GBP3.2m in cash in
respect of the Henniker and BNV acquisitions (see note 9) and
having settled the full GBP35m earn-out from the Geotek
acquisition. The Group uses adjusted net debt rather than statutory
net debt for this comparison, as this figure includes actual cash
liabilities arising from acquisitions which are due within one
year. The reduction in net debt arose as a result of consistent
cash generation arising from strong performance of the Group's
principal operating companies, supported by Organic order intake
greater than revenue, and is after payment of our fair share of tax
(GBP1.7m) and ongoing investment into capital expenditure
(including property refurbishment) for the businesses
(GBP2.2m).
The Directors have considered the ongoing impact of the war in
Ukraine, the Covid-19 pandemic, the continued inflationary
challenges and subsequent increases in interest rates. The Group is
in a strong financial position with high cash balances, low gearing
and a solid future order book enabling it to face the challenge of
the continued uncertain global economic environment. The Directors
have planned for reasonably foreseeable worsening scenarios
including a repetition of the same level of reduction in orders in
2024 as happened after the first outbreak of Covid-19 in 2020,
which would not cause any significant challenges to the Group's
continued existence.
The Directors therefore have a reasonable expectation that the
Group has adequate resources to continue in operational existence
for the foreseeable future. They therefore continue to adopt the
going concern basis in preparing the Interim Report.
2. Significant accounting policies
The Interim Report has been prepared in accordance with the
accounting policies adopted in the last annual financial statements
for the year ended 31 December 2022, except for the taxation policy
where, for the purposes of the interim results, the tax charge on
adjusted business performance is calculated by reference to the
estimated effective rate for the full year.
3. Segmental analysis
Materials Head
Sciences Vacuum office Total
For the period ended 30 June 2023 Note GBPm GBPm GBPm GBPm
---------------------------------- ---- --------- ------ ------- ------
Revenue 31.0 30.3 - 61.3
Operating costs (23.7) (21.4) (2.0) (47.1)
---------------------------------- ---- --------- ------ ------- ------
Adjusted operating profit 7.3 8.9 (2.0) 14.2
Adjusting items 4 (12.4)
---------------------------------- ---- --------- ------ ------- ------
Operating profit 1.8
Net interest expense (1.0)
---------------------------------- ---- --------- ------ ------- ------
Profit before tax 0.8
Income tax charge (1.8)
---------------------------------- ---- --------- ------ ------- ------
Loss for the period (1.0)
---------------------------------- ---- --------- ------ ------- ------
Materials Head
Sciences Vacuum office Total
For the period ended 30 June 2022 Note GBPm GBPm GBPm GBPm
---------------------------------- ---- --------- ------ ------- ------
Revenue 21.9 24.5 - 46.4
Operating costs (17.3) (17.5) (1.5) (36.3)
---------------------------------- ---- --------- ------ ------- ------
Adjusted operating profit 4.6 7.0 (1.5) 10.1
Adjusting items 4 (5.2)
---------------------------------- ---- --------- ------ ------- ------
Operating profit 4.9
Net interest expense (1.0)
---------------------------------- ---- --------- ------ ------- ------
Profit before tax 3.9
Income tax charge (0.9)
---------------------------------- ---- --------- ------ ------- ------
Profit for the period 3.0
---------------------------------- ---- --------- ------ ------- ------
Materials Head
Sciences Vacuum office Total
For the year ended 31 December 2022 Note GBPm GBPm GBPm GBPm
------------------------------------ ---- --------- ------ ------- ------
Revenue 59.9 53.3 - 113.2
Operating costs (41.6) (38.2) (3.3) (83.1)
------------------------------------ ---- --------- ------ ------- ------
Adjusted operating profit 18.3 15.1 (3.3) 30.1
Adjusting items 4 (11.9)
------------------------------------ ---- --------- ------ ------- ------
Operating profit 18.2
Net interest expense (2.2)
------------------------------------ ---- --------- ------ ------- ------
Profit before tax 16.0
Income tax charge (3.2)
------------------------------------ ---- --------- ------ ------- ------
Profit for the year 12.8
------------------------------------ ---- --------- ------ ------- ------
Unallocated items relate to the Group's head office costs.
Segment assets and liabilities
Materials Head
Sciences Vacuum office Total
At 30 June 2023 GBPm GBPm GBPm GBPm
------------------------------------------------ --------- ------ ------- -------
Assets 50.4 40.9 95.7 187.0
Liabilities (28.3) (13.7) (67.7) (109.7)
------------------------------------------------ --------- ------ ------- -------
Net assets 22.1 27.2 28.0 77.3
------------------------------------------------ --------- ------ ------- -------
Capital expenditure 0.8 0.8 - 1.6
Depreciation of property, plant and equipment 0.4 0.4 - 0.8
Depreciation of right-of-use leased assets 0.4 0.2 - 0.6
Amortisation of acquired intangible assets 5.8 0.3 - 6.1
Amortisation of internally generated intangible
assets - 0.1 - 0.1
------------------------------------------------ --------- ------ ------- -------
Materials Head
Sciences Vacuum office Total
At 30 June 2022 GBPm GBPm GBPm GBPm
------------------------------------- --------- ------ ------- -------
Assets 62.4 37.8 102.1 202.3
Liabilities (22.1) (13.0) (119.6) (154.7)
------------------------------------- --------- ------ ------- -------
Net assets 40.3 24.8 (17.5) 47.6
------------------------------------- --------- ------ ------- -------
Capital expenditure 0.1 5.0 - 5.1
Depreciation of property, plant and
equipment 0.3 0.3 - 0.6
Depreciation of right-of-use leased
assets 0.3 0.2 - 0.5
Amortisation of acquired intangible
assets 1.6 0.7 - 2.3
Amortisation of internally generated - - - -
intangible assets
------------------------------------- --------- ------ ------- -------
Head
Materials Sciences Vacuum office Total
At 31 December 2022 GBPm GBPm GBPm GBPm
------------------------------------- ------------------ ------ ------- -------
Assets 54.7 38.4 92.7 185.8
Liabilities (24.4) (11.7) (95.2) (131.3)
------------------------------------- ------------------ ------ ------- -------
Net assets 30.3 26.7 (2.5) 54.5
------------------------------------- ------------------ ------ ------- -------
Capital expenditure 0.5 5.9 - 6.4
Depreciation of property, plant and
equipment 0.6 0.7 0.1 1.4
Depreciation of right-of-use leased
assets 0.6 0.4 0.1 1.1
Amortisation of acquired intangible
assets 7.3 1.1 - 8.4
Amortisation of internally generated
intangible assets - 0.1 - 0.1
------------------------------------- ------------------ ------ ------- -------
Head office items are borrowings, intangible assets and goodwill
arising on acquisition, deferred tax, defined benefit obligations
and parent company net assets.
Six months Six months
to to Year to
30 June 30 June 31 December
2023 2022 2022
Geographic analysis GBPm GBPm GBPm
-------------------- ---------- ---------- ------------
UK (domicile) 7.4 5.9 13.3
Rest of Europe 16.0 14.5 32.3
North America 16.4 10.2 31.9
China/Hong Kong 6.7 6.2 13.9
Rest of the World 14.9 9.6 21.8
-------------------- ---------- ---------- ------------
Revenue 61.4 46.4 113.2
-------------------- ---------- ---------- ------------
4. Adjusting items
Six months Six months
to to Year to
30 June 30 June 31 December
2023 2022 2022
GBPm GBPm GBPm
------------------------------------------------ ---------- ---------- ------------
Amortisation of acquired intangible assets 6.1 2.3 8.4
Financial instruments measured at fair value:
hedging contracts - (0.4) (0.1)
Share-based payments 0.6 0.3 0.7
Employment taxes arising from share-based
payments - 0.1 (0.1)
Contingent consideration measured at fair
value (see note 9) 5.5 - -
Acquisition costs (see note 9) 0.2 2.9 3.0
------------------------------------------------ ---------- ---------- ------------
Total adjusting items within operating profit 12.4 5.2 11.9
Unwinding of discount on fair value of deferred
consideration 0.7 0.5 2.6
Retirement benefits obligation net interest - - -
(credit)/cost
Financial instruments measured at fair value:
interest rate swaps (1.1) - (2.1)
------------------------------------------------ ---------- ---------- ------------
Total adjusting items 12.0 5.7 12.4
Taxation (1.0) (0.6) (1.7)
------------------------------------------------ ---------- ---------- ------------
Total adjusting items net of tax 11.0 5.1 10.7
------------------------------------------------ ---------- ---------- ------------
Attributable to:
Owners of the parent 11.0 5.1 10.6
Non-controlling interests - - 0.1
------------------------------------------------ ---------- ---------- ------------
11.0 5.1 10.7
------------------------------------------------ ---------- ---------- ------------
5. Earnings per share
Six months Six months
to to Year to
30 June 30 June 31 December
2023 2022 2022
Note GBPm GBPm GBPm
--------------------------------------------- ---- ---------- ---------- ------------
Profit for the period attributable to owners
of the parent
Adjusted profit 9.8 7.9 23.1
Adjusting items 4 (11.0) (5.1) (10.6)
--------------------------------------------- ---- ---------- ---------- ------------
Profit for the period (1.2) 2.8 12.5
--------------------------------------------- ---- ---------- ---------- ------------
Pence Pence Pence
------------------------------ ------ ----- -----
Earnings per share - adjusted
Basic 152.8 124.6 363.8
Diluted 150.3 123.0 359.0
Earnings per share - total
Basic (18.7) 44.4 196.1
Diluted (18.4) 43.8 193.5
------------------------------ ------ ----- -----
Note Number Number Number
---------------------------------------------- ----- --------- --------- ---------
Issued Ordinary shares at start of the
period 8 6,369,746 6,318,415 6,318,415
Movement in Ordinary shares during the
period 8 237,992 36,002 51,331
---------------------------------------------- ----- --------- --------- ---------
Issued Ordinary shares at end of the period 8 6,607,738 6,354,417 6,369,746
---------------------------------------------- ----- --------- --------- ---------
Weighted average number of shares in issue 6,411,767 6,325,433 6,342,759
Dilutive effect of share options 109,140 85,251 85,077
---------------------------------------------- ----- --------- --------- ---------
Weighted average shares in issue on a diluted
basis 6,520,907 6,410,684 6,427,836
---------------------------------------------- ----- --------- --------- ---------
Adjusted basic earnings per share is calculated on the adjusted
profit, which excludes any adjusting items, attributable to the
Company's shareholders divided by the weighted average number of
shares in issue during the period.
Adjusted diluted earnings per share is calculated on the
adjusted basic earnings per share, adjusted to allow for the issue
of Ordinary shares on the assumed conversion of all dilutive share
options and any other dilutive potential Ordinary shares. The
calculation is based on the treasury method prescribed in IAS 33.
This calculates the theoretical number of shares that could be
purchased at the average middle market price in the period out of
the proceeds of the notional exercise of outstanding options. The
difference between this theoretical number and the actual number of
shares under option is deemed liable to be issued at nil value and
represents the dilution.
Total earnings per share is calculated as above whilst
substituting total profit for adjusted profit.
6. Goodwill
The following tables show the additions to goodwill:
Total
GBPm
---------------------------------- -----
Carrying amount at 1 January 2023 51.4
Acquisitions (see note 9) 1.2
----------------------------------- -----
Carrying amount at 30 June 2023 52.6
----------------------------------- -----
Total
GBPm
---------------------------------- -----
Carrying amount at 1 January 2022 18.7
Acquisitions 31.8
----------------------------------- -----
Carrying amount at 30 June 2022 50.5
----------------------------------- -----
Total
GBPm
------------------------------------ -----
Carrying amount at 1 January 2022 18.7
Acquisitions 32.7
------------------------------------- -----
Carrying amount at 31 December 2022 51.4
------------------------------------- -----
7. Other intangible assets
The following tables show the additions to, and amortisation of,
intangible assets:
Acquired
Internally Acquired brand
generated Acquired sales and Acquired
development distribution Acquired order domain customer
costs agreements technology backlog names relationships Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 1 January
2023 2.1 - 22.1 3.2 2.1 14.9 44.4
Acquisitions (see note 9) - - 1.3 0.2 - 0.7 2.2
Additions 0.6 - - - - - 0.6
Amortisation (0.1) - (2.0) (1.8) (0.3) (2.0) (6.2)
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 30 June
2023 2.6 - 21.4 1.6 1.8 13.6 41.0
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Acquired
Internally Acquired brand
generated Acquired sales and Acquired
development distribution Acquired order domain customer
costs agreements technology backlog names relationships Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 1 January
2022 0.8 0.1 2.0 - 0.9 1.3 5.1
Acquisitions - - 22.8 5.4 1.8 16.5 46.5
Additions 0.5 - - - - - 0.5
Amortisation - (0.1) (0.8) (0.3) (0.3) (0.9) (2.4)
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 30 June
2022 1.3 - 24.0 5.1 2.4 16.9 49.7
----------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Acquired
Internally Acquired brand
generated Acquired sales and Acquired
development distribution Acquired order domain customer
costs agreements technology backlog names relationships Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
------------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 1 January
2022 0.8 0.1 2.0 - 0.9 1.3 5.1
Acquisitions - - 22.8 5.4 1.8 16.5 46.5
Additions 1.4 - - - - - 1.4
Amortisation (0.1) (0.1) (2.7) (2.2) (0.6) (2.9) (8.6)
------------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
Carrying amount at 31 December
2022 2.1 - 22.1 3.2 2.1 14.9 44.4
------------------------------- ------------ ------------- ----------- -------- -------- -------------- -----
8. Share capital
Movements in the Group's Ordinary shares in issue are summarised
as follows:
2023 2022
Ordinary shares of 5p each GBPm GBPm
---------------------------------------------------------------- ----- -----
Allotted, called up and fully paid - Ordinary shares of
5p each
1 January: 6,369,746 shares (2022: 6,318,415 shares) 0.3 0.3
Exercise of share options: 7,851 shares (2022: 3,876 shares) - -
Issue of shares as consideration for shareholding in subsidiary
company: nil shares (2022: 29,197 shares) - -
Issue of shares as settlement of acquisition costs: 2,278
shares (2022: 2,929 shares) - -
Issue of shares as settlement of earn-out (see note 9):
227,863 shares (2022: nil) - -
---------------------------------------------------------------- ----- -----
30 June: 6,607,738 shares (2022: 6,354,417 shares) 0.3 0.3
---------------------------------------------------------------- ----- -----
Allotments of Ordinary shares in the first six months of 2023
were made to satisfy the exercise of 7,851 share options in
aggregate on 14 occasions during the period when the share price
was within the range of 8000p to 9910p (2022: exercise of 3,876
share options when the share price was within the range of 7500p to
8360p).
9. Acquisitions
Acquisition of Geotek Holding Limited and Geotek Coring
Limited
The GBP35m earn-out on the acquisition was achieved in full, and
was settled in June 2023. 50% (GBP17.5m) of the earn-out was
satisfied in cash, partly financed from the Group's existing
banking facilities (see note 10) and 50% was satisfied by the issue
of 227,863 new Ordinary shares, at a price of 7690p per share,
which was the prevailing share price at the time of signing heads
of terms with Geotek's vendors. To the extent that the Judges share
price at the date of issue was higher than the prevailing share
price at the time of signing heads of terms with Geotek's vendors,
a charge of GBP5.5m has been recognised in the Interim statement of
comprehensive income, within adjusting items (see note 4) as no
changes are permitted to the acquisition consideration or goodwill
to reflect the share price movement. The issue of shares also
increased share premium by GBP22.9m .
No changes have been made to the provisional fair values as
presented in the 2022 Annual Report and Accounts.
Acquisition of Henniker Scientific Limited
On 3 April 2023, Judges Scientific acquired 100% of the entire
issued share capital of Henniker Scientific Limited ("Henniker"), a
leading supplier of instruments, systems & technologies for
plasma and surface science applications, supplying solutions for
cleaning, surface activation to improve adhesion, and functional
nano-scale coatings.
The purchase price of Henniker consists of:
-- The initial consideration, paid in cash at completion, of GBP1.85m.
-- Contingent consideration up to a maximum of GBP0.46m to be satisfied in cash.
-- The contingent consideration becomes payable on achievement
of a minimum adjusted EBIT of GBP0.46m for the year to 31 March
2024 increasing pro rata on a 4:1 ratio until it reaches a cap when
an adjusted EBIT of GBP0.58m is achieved.
-- An additional payment for excess cash (surplus working
capital) at completion over and above the ongoing requirements of
the business and will be covered by the cash inherited at
completion.
The summary provisional fair value of the cost of this
acquisition includes the components stated below:
Consideration GBPm
------------------------------------------------------------------ -----
Initial cash consideration 1.8
Contingent consideration 0.5
------------------------------------------------------------------ -----
2.3
------------------------------------------------------------------ -----
Gross cash inherited on acquisition 1.3
Cash retained in the business (0.1)
------------------------------------------------------------------ -----
Payment in respect of surplus working capital 1.2
------------------------------------------------------------------ -----
Total consideration 3.5
------------------------------------------------------------------ -----
Acquisition-related transaction costs charged to the Consolidated
Statement of Comprehensive Income 0.1
------------------------------------------------------------------ -----
The payment in respect of surplus working capital was settled in
July 2023.
Acquisition of Bossa Nova Vision
On 2 May 2023, Judges Scientific acquired 100% of the entire
issued share capital of Bossa Nova Vision LLC ("BNV"), a company
specialising in imaging measurement technology for the cosmetics
industry based in Los Angeles, California, USA.
The consideration for BNV was GBP1.3m in cash, which was paid in
May 2023.
Acquisition-related transaction costs charged to the
Consolidated Statement of Comprehensive Income amounted to
GBP0.1m.
The summary provisional fair values recognised for the assets
and liabilities acquired from the two acquisitions during the
period are as follows:
Accounting Fair
Book policy value Fair
value alignments adjustments value
GBPm GBPm GBPm GBPm
---------------------------------------- ------ ----------- ------------ ------
Intangible assets - - 2.2 2.2
Property, plant and equipment - - - -
Right-of-use leased assets - - - -
Deferred tax assets - - - -
Current tax recoverable - - - -
Inventories 0.2 - - 0.2
Trade and other receivables 0.4 - - 0.4
Cash and cash equivalents 1.5 - - 1.5
---------------------------------------- ------ ----------- ------------ ------
Total assets 2.1 - 2.2 4.3
---------------------------------------- ------ ----------- ------------ ------
Deferred tax liabilities - - (0.5) (0.5)
Trade payables (0.1) - - (0.1)
Right-of-use lease liabilities - - - -
Current tax liability (0.1) - - (0.1)
---------------------------------------- ------ ----------- ------------ ------
Total liabilities (0.2) - (0.5) (0.7)
---------------------------------------- ------ ----------- ------------ ------
Net identifiable assets and liabilities 1.9 - 1.7 3.6
---------------------------------------- ------ ----------- ------------ ------
Total consideration 4.8
---------------------------------------- ------ ----------- ------------ ------
Goodwill recognised 1.2
---------------------------------------- ------ ----------- ------------ ------
The intangible assets recognised reflect recognition of acquired
customer relationships, the value of the acquired future committed
order book, together with the acquired technology. A significant
amount of the value of the acquired business is attributable to its
workforce and sales knowhow and contributes to the goodwill
recognised upon acquisition. GBP0.4m of goodwill has been allocated
to the Materials Sciences segment in relation to the acquisition of
BNV and GBP0.8m of goodwill has been recognised within the Vacuum
segment in relation to Henniker.
The majority of the deferred tax liabilities recognised
represent the tax effect which will result from the amortisation of
the intangible assets, estimated using the tax rate substantively
enacted at the balance sheet date.
10. Changes in net debt
Changes in net debt for the six months ended 30 June 2023 were
as follows:
1 January Non-cash 30 June
2023 Cashflow items 2023
GBPm GBPm GBPm GBPm
--------------------------------------------- --------- -------- -------- -------
Cash at bank and in hand 20.8 (6.3) 0.1 14.6
Bank debt (55.6) (7.4) - (63.0)
IFRS 16 right-of-use lease liabilities (4.3) 0.6 (3.0) (6.7)
--------------------------------------------- --------- -------- -------- -------
Statutory net debt (including IFRS 16) (39.1) (13.1) (2.9) (55.1)
Less: IFRS 16 right-of-use lease liabilities 4.3 (0.6) 3.0 6.7
--------------------------------------------- --------- -------- -------- -------
Statutory net debt (excluding IFRS 16) (34.8) (13.7) 0.1 (48.4)
Accrued acquisition consideration payable in
cash (note 9) (17.2) 17.5 (1.9) (1.6)
--------------------------------------------- --------- -------- -------- -------
Adjusted net debt (52.0) 3.8 (1.8) (50.0)
--------------------------------------------- --------- -------- -------- -------
Non-cash items primarily represent foreign exchange differences
on foreign currency bank balances.
The movement in borrowings over the period was as follows:
2023 2022
GBPm GBPm
------------------------------------- ----- -----
At 1 January 55.6 17.0
Net proceeds from drawdown of loans* 10.5 45.1
Repayment of loans (3.1) (2.9)
Interest payable 1.4 0.4
Interest paid (1.4) (0.4)
------------------------------------- ----- -----
At 30 June 63.0 59.2
------------------------------------- ----- -----
* On 23 May 2022, GBP15.2m of outstanding loans were repaid and
GBP60.3m was simultaneously reborrowed as the Group renewed its
banking facilities.
2023 2022
GBPm GBPm
---------------------------- ----- -----
Current 6.2 6.7
Non-current 56.8 52.5
---------------------------- ----- -----
Total borrowings at 30 June 63.0 59.2
---------------------------- ----- -----
11. Defined benefit scheme
The Group's defined benefit pension scheme is a net asset of
GBP1.5m, compared to a net asset of GBP1.2m at 31 December 2022,
and GBP0.0m at 30 June 2022. The increase in the asset is primarily
due to an increase of 0.4% in the discount rate to 5.2% from 4.8%
at 31 December 2022.
12. Dividends
During the period, the Company paid no dividends (period to 30
June 2022: GBPnil).
The Company paid a final dividend of 59.0p per share totalling
GBP3.9mi to shareholders on 7 July 2023 relating to the financial
year ended 31 December 2022.
The Company will pay an interim dividend for 2023 of 27p per
share (2022: interim dividend of 22.0p per share) on 3 November
2023 to shareholders on the register on 6 October 2023. The shares
will go ex-dividend on 5 October 2023.
13. Related party transaction
The acquisition of Geotek was originated by Charles Holroyd, a
Non-Executive Director of Judges. As with all Judges Scientific
Non-Executive Directors, and as disclosed in the Group's Annual
Report and Accounts, he is incentivised to originate acquisitions
on behalf of the Group. Accordingly, at the time of his appointment
to the Board of Judges Scientific in 2018, he entered into an
introduction agreement entitling him to the payment of a fee
amounting to 1% of the enterprise value of any business that he
introduced to the Group and was subsequently acquired by the Group
("Introduction Fee"). Based on the experience of the Group, the
level of the Introduction Fee is materially lower than the fees
charged by independent brokers.
Mr Holroyd was not involved in any part of the decision-making
process in relation to the acquisition. The Introduction Fee in
relation to Geotek was payable at the same time and in the same
proportion as the payments of the initial consideration and the
Earn-out to the sellers. Following settlement of the Earn-out in
June 2023, Mr Holroyd elected to receive one half of his fee of
GBP350,000 in new Ordinary shares, valued at GBP76.80 per Ordinary
share, and the other half in cash to enable him to pay the related
taxation.
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END
IR QKLFFXKLZBBB
(END) Dow Jones Newswires
September 20, 2023 02:00 ET (06:00 GMT)
Judges Scientific (LSE:JDG)
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De Abr 2024 a May 2024
Judges Scientific (LSE:JDG)
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