(CFX) Colefax

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ISIN Number	GB0002090453
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25-01-12

Colefax Group PLC - Half Year Results

RNS

RNS Number : 1183W

Colefax Group PLC

25 January 2012

CFX

COLEFAX GROUP PLC

("Colefax" or the "Group")

Half Year Results

for the six months ended 31 October 2011

Colefax is an international designer and distributor of furnishing fabrics & wallpapers and owns a leading interior decorating business.

The Group trades under five brand names, serving different segments of the soft furnishings marketplace; these are Colefax and Fowler, Cowtan & Tout, Jane Churchill, Manuel Canovas and Larsen.

Key Points

· Sales of £35.14m (2010: £36.69m)

· Pre-tax profit of £1.98m (2010: £2.98m)

· Earnings per share of 9.9p (2010: 12.4p)

· Net cash of £5.30m (2010: £7.26m)

· Interim dividend held at 1.85p per share (2010: 1.85p per share)

· Weak performance from the Decorating Division

· Recovery in core US market slower than expected

David Green, Chairman, said

"The principal reason for the decline in our pre-tax profit for the six months to 31 October 2011 was a weak performance from the Decorating Division which made a loss of £248,000 for the first half compared to an exceptional profit of £625,000 in the same period last year. In addition, sales in the Product Division's principal markets were weaker than we expected.

Since the half year end trading conditions in the UK and Europe have deteriorated and we expect trading to become more difficult. In the US, which is our major market, we expect the recovery to continue but at a slower pace than we previously anticipated. There are still three important sales months left in this financial year but, as a result of current trading conditions, the Board now believes that this year's pre-tax profits will be significantly below current market expectations.

The Group has a strong balance sheet and we continue to invest in our portfolio of brands but until we have evidence of a return to growth our focus will remain on managing cash flow and controlling costs."

Enquiries:

Colefax Group plc	David Green, Chairman	Tel: 020 3178 6378 (today)
	Robert Barker, Finance Director

Biddicks	Katie Tzouliadis	Tel: 020 3178 6378
	Sophie McNulty

Peel Hunt LLP	Dan Webster	Tel: 020 7418 8900
(NOMAD & Broker)	Matthew Armitt
	Richard Brown

COLEFAX GROUP PLC

CHAIRMAN'S STATEMENT

Financial Results

The Group's pre-tax profit for the six months to 31 October 2011 was £1.98 million (2010: £2.98 million) on sales down by 4% at £35.14 million (2010: £36.69 million). Earnings per share decreased to 9.9p (2010: 12.4p). The Group ended the six months with net cash of £5.30 million (2010: £7.26 million).

During the period, the Group purchased for cancellation 110,000 shares at an average price of £2.46 per share, representing 0.78% of the Group's issued share capital at the start of the year.

The Board has decided to maintain the interim dividend at 1.85p per share. The interim dividend will be paid on 10 April 2012 to shareholders on the register at the close of business on 9 March 2012.

The principal reason for the decline in our pre-tax profit for the six months to 31 October 2011 was a weak performance from the Decorating Division which made a loss of £248,000 for the first half compared to an exceptional profit of £625,000 in the same period last year. In addition, sales in the Product Division's principal markets were weaker than we expected.

Product Division

· Fabric Division - Portfolio of Five Brands: "Colefax and Fowler", "Cowtan and Tout", "Jane Churchill", "Manuel Canovas" and "Larsen"

Sales in the Fabric Division, which represent 88% of the Group's sales, increased by 1% to £30.95 million (2010: £30.69 million) and by 2% on a constant currency basis.

Sales in the US, which represent 50% of the Fabric Division's turnover, increased by 7% on a constant currency basis. The improvement has been slower than we expected and sales are still 26% below the peak sales we achieved in 2007. Although there are encouraging signs of a pick up in the wider US economy we believe the pace of recovery will remain slow. During the period we successfully moved our US operations to new premises in Manhattan resulting in significant capital expenditure during the period.

Sales in the UK, which represent 21% of the Fabric Division's turnover, were flat during the period. This compares to an increase of 16% for the same period last year. The UK market has been more resilient than we expected, especially in London, but there are signs that demand is weakening and we do not anticipate growth over the remainder of the year.

Sales in Continental Europe, which represent 26% of the Fabric Division's turnover, were down 6% on a constant currency basis with some significant variations between countries. Sales in France, our largest European market, were flat during the period whereas in Italy, our second largest market, sales were down by 14%. The performance in Europe clearly reflects the impact of the ongoing Eurozone crisis and current trends suggest that market conditions are likely to deteriorate further.

Sales in the rest of the world, which represent just 3% of the Fabric Division's turnover, increased by 4% during the period. We have continued to invest in particular markets, especially Russia, the Middle East and China but they are still a relatively small proportion of overall sales.

· Furniture - Kingcome Sofas

Sales for the six months to 31 October 2011 were down by 8% to £1.12 million (2010: £1.22 million). The majority of furniture sales are made in the UK and the decline in sales reflects difficult trading conditions in this market. The forward order book is currently at a similar level to last year.

Interior Decorating Division

Decorating sales in the first six months decreased by 36% to £3.06 million (2010: £4.77 million). These sales reflect a more normal level of activity following an exceptional performance last year. Decorating Division sales can fluctuate significantly from year to year according to the size and timing of projects. A number of major decorating projects have been delayed until next year and as a result we do not expect this division to make a profit for the current year.

Prospects

David Green

Chairman

25 January 2012

COLEFAX GROUP PLC

INTERIM GROUP INCOME STATEMENT
		Restated
	Unaudited	Unaudited	Audited
	Six months to 31 Oct 2011	Six months to 31 Oct 2010	Year to 30 April 2011
	£'000	£'000	£'000


Continuing operations:
Revenue	35,140	36,685	77,722


Profit from operations	1,978	2,908	6,448
Finance income	4	72	74
Finance expense	(1)	-	(1)
	3	72	73


Profit before taxation	1,981	2,980	6,521
Tax expense	(595)	(956)	(1,765)


Profit from continuing operations	1,386	2,024	4,756


Trading loss on discontinued operations, net of tax	-	(136)	(111)
Loss on disposal, net of tax	-	(104)	(72)


Loss on discontinued operations, net of tax	-	(240)	(183)


Profit for the period attributable to equity holders of the parent	1,386	1,784	4,573



Basic earnings per share	9.9p	12.4p	31.8p
Diluted earnings per share	9.9p	12.2p	31.5p


Continuing operations:
Basic earnings per share	9.9p	14.0p	33.0p
Diluted earnings per share	9.9p	13.8p	32.8p

COLEFAX GROUP PLC

INTERIM GROUP STATEMENT OF COMPREHENSIVE INCOME

	Unaudited	Unaudited	Audited
	Six months to 31 Oct 2011	Six months to 31 Oct 2010	Year to 30 April 2011
	£'000	£'000	£'000


Profit for the period	1,386	1,784	4,573


Other comprehensive income:
Currency translation differences on foreign currency net investments	202	(399)	(610)

Cash flow hedges:
(Losses) / gains recognised directly in equity	(198)	664	1,012
Transferred to profit and loss for the period	(156)	(65)	(235)

Tax on components of other comprehensive income	(10)	(37)	50


Total other comprehensive income	(162)	163	217


Total comprehensive income for the period attributable to equity holders of the parent	1,224	1,947	4,790

COLEFAX GROUP PLC

INTERIM GROUP STATEMENT OF FINANCIAL POSITION

	Unaudited	Unaudited	Audited
	As at 31 Oct 2011	As at 31 Oct 2010	As at 30 April 2011
	£'000	£'000	£'000


Non-current assets:
Property, plant and equipment	7,506	5,395	5,909
Deferred tax asset	1,343	1,349	1,372
	8,849	6,744	7,281

Current assets:
Inventories and work in progress	13,481	11,300	12,283
Trade and other receivables	11,886	12,561	12,640
Cash and cash equivalents	5,661	7,260	7,132
	31,028	31,121	32,055

Current liabilities:
Trade and other payables	13,013	12,423	13,042
Current corporation tax	502	476	388
Provisions	-	-	205
	13,515	12,899	13,635

Net current assets	17,513	18,222	18,420

Total assets less current liabilities	26,362	24,966	25,701

Non-current liabilities:
Pension liability	228	306	241

Net assets	26,134	24,660	25,460

Capital and reserves attributable to equity holders of the Company:
Called up share capital	1,394	1,464	1,405
Share premium account	11,148	11,148	11,148
Capital redemption reserve	1,480	1,411	1,469
ESOP share reserve	(96)	(18)	(96)
Share based payment reserve	19	126	94
Foreign exchange reserve	1,483	1,472	1,383
Cash flow hedge reserve	320	439	583
Retained earnings	10,386	8,618	9,474

Total equity	26,134	24,660	25,460

COLEFAX GROUP PLC

INTERIM GROUP STATEMENT OF CASH FLOWS
	Unaudited	Unaudited	Audited
	Six months to 31 Oct 2011	Six months to 31 Oct 2010	Year to 30 April 2011
	£'000	£'000	£'000


Operating activities
Profit before taxation - continuing operations	1,981	2,980	6,521
Loss before taxation - discontinued operations	-	(363)	(278)
Finance income	(4)	(72)	(74)
Finance expense	1	-	1
Depreciation	1,026	922	2,044
Cash flows from operations before changes in working capital	3,004	3,467	8,214
(Increase) / decrease in inventories and work in progress	(1,139)	484	(566)
Decrease in trade and other receivables	447	307	316
Increase / (decrease) in trade and other payables	127	(219)	(205)

Cash generated from operations	2,439	4,039	7,759


Taxation paid
UK corporation tax paid	(649)	(426)	(1,280)
Overseas tax received / (paid)	208	(249)	(279)
	(441)	(675)	(1,559)

Net cash inflow from operating activities	1,998	3,364	6,200


Investing activities
Payments to acquire property, plant and equipment	(2,571)	(1,118)	(2,885)
Receipts from sales of property, plant and equipment	17	14	29
Interest received	4	72	74
Purchase of ESOP shares	-	-	(95)
Net cash outflow from investing	(2,550)	(1,032)	(2,877)


Financing activities
Purchase of own shares	(270)	(119)	(1,840)
Interest paid	(1)	-	(1)
Equity dividends paid	(277)	(224)	(486)
Net cash outflow from financing	(548)	(343)	(2,327)


Net (decrease) / increase in cash and cash equivalents	(1,100)	1,989	996
Cash and cash equivalents at beginning of period	6,298	5,472	5,472
Exchange gains / (losses) on cash and cash equivalents	97	(201)	(170)

Cash and cash equivalents at end of period	5,295	7,260	6,298

COLEFAX GROUP PLC

NOTES

1.	The Group prepares its annual financial statements in accordance with International Financial Reporting Standards (IFRS). These interim results have been prepared in accordance with the accounting policies expected to be applied in the next annual financial statements for the year ending 30 April 2012.

	These standards and interpretations are subject to ongoing review and endorsement by the EU or possible amendment by interpretive guidance from the International Financial Reporting Interpretations Committee ('IFRIC') and are therefore still subject to change.

2.	Revenue has been restated in 2010 to reclassify sampling and freight income which was previously reported within cost of sales and operating expenses. Profit from operations is not affected by this change.

3.	During the financial period ended 31 October 2011, the Company paid a final dividend for the year ended 30 April 2011 of 2.00p per ordinary share amounting to £277,000.

	The proposed interim dividend of 1.85p (2010: 1.85p) per share is payable on 10 April 2012 to qualifying shareholders on the register at the close of business on 9 March 2012.

4.	Basic earnings per share have been calculated on the basis of earnings of £1,386,000 (2010: £1,784,000) and on 13,959,892 (2010: 14,448,476) ordinary shares being the weighted average number of ordinary shares in issue during the period.

5.	Diluted earnings per share have been calculated on the basis of earnings of £1,386,000 (2010: £1,784,000) and on 13,974,892 (2010: 14,633,476) ordinary shares being the weighted average number of ordinary shares in the period adjusted to assume conversion of all dilutive potential ordinary shares of 15,000 (2010: 185,000).

6.	The financial information for the year ended 30 April 2011 does not constitute the full statutory accounts for that period. The Annual Report and Financial Statements for the year ended 30 April 2011 have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Financial Statements for the year ended 30 April 2011 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.

7.	Copies of the interim report are being sent to shareholders and will be available from the Company's website on www.colefaxgroupplc.com. Copies will also be made available on request to members of the public at the Company's registered office at 39 Brook Street, London W1K 4JE.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR LLFVTLDISFIF

28-10-11

Magnetar Financial LLC - Form 8.3 - Colfax Corporation

PRN

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

1. KEY INFORMATION

(a) Identity of the person whose positions/ Magnetar Financial (UK) LLP
dealings are being disclosed:

(b) Owner or controller of interests and short N/A
positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is
insufficient

(c) Name of offeror/offeree in relation to Colfax Corporation
whose relevant securities this form relates:

Use a separate form for each offeror/offeree

(d) If an exempt fund manager connected with N/A
an offeror/offeree, state this and specify
identity of offeror/offeree:

(e) Date position held/dealing undertaken: October 27, 2011

(f) Has the discloser previously disclosed, or Yes
are they today disclosing, under the Code in
respect of any other party to this offer? If YES, specify which: Charter
International Plc

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(a) Interests and short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: Common stock

Interests Short positions

Number % Number %

(1) Relevant 281,210 .645
securities owned and/
or controlled:

(2) Derivatives
(other than options):

(3) Options and
agreements to
purchase/sell:

TOTAL: 281,210 .645

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase
or sell relevant securities, should be given on a Supplemental Form 8 (Open
Positions).

(b) Rights to subscribe for new securities (including directors' and other
executive options)

Class of relevant security in
relation to which subscription right
exists:

Details, including nature of the
rights concerned and relevant
percentages:

If there are positions or rights to subscribe to disclose in more than one
class of relevant securities of the offeror or offeree named in 1(c), copy
table 2(a) or (b) (as appropriate) for each additional class of relevant
security.

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

(a) Purchases and sales

Class of relevant Purchase/sale Number of Price per unit
security securities

Common stock Short sale 33,460 USD 22,8478

Common stock Purchase 1,500 USD 22.3613

(b) Derivatives transactions (other than options)

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security e.g. opening/closing a securities
e.g. CFD long/short position,
increasing/reducing a
long/short position

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of Product Writing, Number of Exercise Type Expiry Option
relevant description purchasing, securities price date money
security e.g. call selling, to which per unit e.g. paid/
option varying option American, received
etc. relates European per unit
etc.

(ii) Exercising

Class of relevant Product Number of Exercise price per
security description securities unit

e.g. call option

(d) Other dealings (including subscribing for new securities)

Class of relevant Nature of dealing Details Price per unit
security (if applicable)
e.g. subscription,
conversion

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of
the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in.

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or
understanding, formal or informal, relating to relevant securities which may
be an inducement to deal or refrain from dealing entered into by the person
making the disclosure and any party to the offer or any person acting in
concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state "none"

(b) Agreements, arrangements or understandings relating to options or
derivatives

Details of any agreement, arrangement or understanding, formal or informal,
between the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant
securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? No

Date of disclosure: October 28, 2011

Contact name: Cassie Peterson

Telephone number: 847-905-4692

Public disclosures under Rule 8 of the Code must be made to a Regulatory
Information Service and must also be emailed to the Takeover Panel at
monitoring@disclosure.org.uk. The Panel's Market Surveillance Unit is available
for consultation in relation to the Code's dealing disclosure requirements on
+44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

2

END

19-10-11

Colefax Group PLC - Holding(s) in Company

RNS

RNS Number : 4452Q

Colefax Group PLC

19 October 2011

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESⁱ

1. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are
attached: ⁱⁱ

Colefax Group Plc

2 Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

Company Change in Issue Share Capital

3. Full name of person(s) subject to the
notification obligation: ⁱⁱⁱ

Schroders plc

4. Full name of shareholder(s)
(if different from 3.):^iv

5. Date of the transaction and date on
which the threshold is crossed or
reached: ^v

17.10.11

6. Date on which issuer notified:

18.10.11

7. Threshold(s) that is/are crossed or
reached: ^{vi, vii}

14%-15%

8. Notified details:

A: Voting rights attached to shares ^{viii, ix}

Class/type of
shares

if possible using
the ISIN CODE

Situation previous
to the triggering
transaction

Resulting situation after the triggering transaction

Number
of
Shares

Number
of
Voting
Rights

Number
of shares

Number of voting
rights

% of voting rights ^x

Direct

Direct ^xi

Indirect ^xii

Direct

Indirect

Ordinary

2,144,927

N/A

2,144,927

N/A

15.387%

GB0002090453

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financial
instrument

Expiration
date ^xiii

Exercise/
Conversion Period ^xiv

Number of voting
rights that may be
acquired if the
instrument is
exercised/ converted.

% of voting
rights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments ^{xv, xvi}

Resulting situation after the triggering transaction

Type of financial
instrument

Exercise price

Expiration date ^xvii

Exercise/
Conversion period ^xviii

Number of voting rights instrument refers to

% of voting rights ^{xix, xx}

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

2,144,927

15.387%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: ^xxi
Schroder Investment Management Limited 2,144,927 15.387%

Proxy Voting:
10. Name of the proxy holder:
11. Number of voting rights proxy holder will cease to hold:
12. Date on which proxy holder will cease to hold voting rights:

13. Additional information:	The shares referred to in section 9 are held in portfolios managed by those firms on a discretionary basis for clients under investment management agreements.
14. Contact name:	Taryn O'Donoghue
15. Contact telephone number:	020 7658 6000

This information is provided by RNS

The company news service from the London Stock Exchange

END

HOLGGGPAUUPGUMB

13-10-11

Colefax Group PLC - Director/PDMR Shareholding

RNS

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Date/Time	Subject	Author
Result Pages: 1
Thu 19:01	Underperformance or Understatement?	The buzz


	View Author's profile Add to favourites Ignore Author's posts
Today WGB issued a trading statement:- "The Company has continued to trade well following its half year results announced in October 2011. It is therefore expected that pre-tax profits will be slightly ahead of analyst forecasts, reflecting an encouraging performance in the UK and strong growth in international markets, particularly the Far East, Eastern Europe and the Middle East. The Company's total sales are expected to be up 7% at £74 million (2011: £69m). Sales of the Company's brands in the UK were up 5%, and in the US were up 4% at constant currency. The Company's emerging international markets performed extremely well. In the Far East, brand sales were up 20%; in Eastern Europe, up 22%; and in the Middle East, up 94%. The Company's manufacturing businesses had another successful year, with third-party sales up 8%." They are in the same business as CFX. They often have showrooms in the same facilities such as at the DDB in Manhattan - well worth a visit and Boston etc:- http://ddbuilding.com/#/visitor-info/ CFX claims that it has had a poor trading performance, so why is this?? In part it might be that they are more focused on the US market and less involved elsewhere were the growth lies. On the other hand they do not seem to have done as well at WGB, so what is wrong? I suspect that the Manhattan refurbishment and reorganisation was disruptive - and mega expensive (one unit at the DDB facility spends at least $2m EACH year for refurbishment). So there would have been a significant outlay. So that would explain why the cash went down. Decorating division - well they have lots of contracts falling into a different financial period, so that understates current performance. The more I look into things the more that I feel that the CFX acounts are ultra conservative as are the trading statements. It makes me wonder if this is a deliberate ploy to subdue to share price and buy the shares on the cheap? With nearly 90% control the company could be taken private with just a few more shares bought on the open market and potentially sold at a huge profit to some US outfit?? But, then come the rub - they need to buy more shares that are in limited supply, and the institutional shareholders are accountable to their shareholders as well, so they would be embarrassed by shareholder questions should such a transaction occur. So I would expect that a 'fair' price would be offered should such an eventuality arise, and at a useful premium to the current share price. I would have thought that something of the order of £3 a share should be the going rate. I will be buying more if the price falls back to the £2 level as to my mind it is becoming a one way bet. The Buzz More View thread 1 Respond Login to Vote up New enhanced Spread Betting platform. Find out more.
Wed 13:14	Re: Ridiculous Price Movement!!	The buzz


	View Author's profile Add to favourites Ignore Author's posts
Update. Spread now 198-215p. Yesterday quote for 1k was 214p. Today it is now 212p. The Buzz More View thread 3 Respond Login to Vote up
27-01-12	Re: Ridiculous Price Movement!!	The buzz


	View Author's profile Add to favourites Ignore Author's posts
Minor correction, I paid 204p (not 205p) for my 1k today. As I said, the buy price was 209p for 1k and someone has just done that. The spread went to 195-215p and is staying there. Online quote to buy 1k is now 214p. I rest my case. The Buzz More View thread 3 Respond Login to Vote up
27-01-12	Ridiculous Price Movement!!	The buzz


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I noticed that a 10k purchase went through this morning at 205p and that the spread had shifted to 195-205p. I have just bought another 1k at 205p - and the spread went to 195-215p!!!! This is absolute nonsense for a company of value of the order of £28m. How can 1k shares move the mid price from 200p to 205p! .. and this is the second time that this has happened to me this week! I conclude that there is very little free stock about and that the MM cannot sell very many. Indeed, I wonder if they had pushed the price down too much to try and bring out some forced sellers to get some cheap stock?. The reality is that there has been very little selling and the market maker needs some stock. I wonder if he has a silent book from the company to accumulate some stock for the next share buy back purchase? Looking back to last year's RNS statements they should start to buy back around 10th February. The big question is, with the diminishing availability of shares, will these buy-backs push the share price up? On the evidence to date this could well be the case. I am quite flush with cash at the moment and on the evidence of the fragility of the share price to purchases, I am now minded to add more if the price falls back to the 200-205p region. Ah, the price is now 195-210p. Real time quote to buy 1k shares was 209p. The Buzz More View thread 3 Respond Login to Vote up Get Level 2 now for only £20.00!

The contents of the postings summarised here represents the opinions of the authors and not of Interactive Investor Trading Limited.
They have not been approved or issued by Interactive Investor Trading Limited.

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(CFX) Colefax

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