GOODWIN PLC

IVY HOUSE FOUNDRY, HANLEY, STOKE-ON-TRENT

INTERIM REPORT

31ST OCTOBER 2011

CHAIRMAN'S STATEMENT

I am pleased to report that the pre-tax profits for the Group for the six month period ending 31st October 2011 were £6.1 million  (2010 £5.8 million) on revenue of £54.3 million, which was up by 18% on the revenue of £45.9 million for the same period last year.

Gross margin earned by the Group for the first half year increased by 8.4 %. The order book for the Group remains healthy in these difficult times and represents an order backlog on average of just over six months.

I am happy to report that Goodwin International Ltd and Shell International Global Solutions B.V. have signed a five-year Enterprise Framework Agreement that makes Goodwin International Ltd the single-source supplier of dual plate check valves for Shell's capital expenditure projects and MRO (Maintenance, Repairs and Operations) on a global basis.

Two of our Refractories Engineering companies, Dupré Minerals and Hoben International have performed particularly well in the first half year and are well positioned to complete the year in a similarly satisfactory manner.

Also our Brazilian pump company which we set up three years ago has now started to make significant profits and has achieved good market penetration with companies such as Vale S.A. with the Goodwin submersible pump.

As we wrote in our half yearly report this time last year, our biggest risk / unknown is the relationship of the major currency pairs and with the current topical news on the Euro this situation remains. Our global competitiveness should in part be protected by our overseas manufacturing activities, but the continued volatility of exchange rates remains a concern as it must be to all international trading companies.

As at the time of writing, the order input so far this financial year is 14 % up on this time last year and is at an historical high for the Group.

J. W. Goodwin

Chairman

21st December 2011

Management report

Increased investment by the oil and gas energy industry has enabled us to win increased levels of order input.

The sales order backlog stands at just over six months at the end of October 2011.

Turnover

Sales revenue of £54.3 million for the half year represents a 18% increase over the £45.9 million achieved during the same period last year.

Profit Before Tax

Profit before tax for the six months of £6.1 million is up 5% from the £5.8 million achieved for the same period last year.

Risks and Uncertainties

The Group has in place internal control procedures which, in conjunction with its centralised management structure, identify and manage the key risks and uncertainties affecting the Group.

We would refer you to note 19 (page 33) of the Group annual accounts to 30th April 2011 which describes in detail the key risks and uncertainties affecting the business such as credit risk and foreign exchange risk. This position remains unchanged at the end of October 2011.

As we wrote in our half yearly report this time last year, our biggest risk / unknown is the relationship of the major currency pairs and with the current topical news on the Euro this situation remains. Our global competitiveness should in part be protected by our overseas manufacturing activities, but the continued volatility of exchange rates remains a concern as it must be to all international trading companies.

Report on Expected Developments

This report describes the expected developments of the Group during the year ended 30th April 2012. The report may contain forward-looking statements and information based on current expectations, and assumptions and forecasts made by the Group. These expectations and assumptions are subject to various known and unknown risks, uncertainties and other factors, which could lead to substantial differences between the actual future results, financial performance and the estimates and historical results given in this report. Many of these factors are outside the Group's control. The Group accepts no liability to publicly revise or update these forward-looking statements or adjust them to future events or developments, whether as a result of new information, future events or otherwise, except to the extent legally required.

2012 Outlook

The order input so far this financial year is 14 % up on this time last year and is at an historical high for the Group providing good opportunity for the second half of the year.

Responsibility statement of the directors in respect of the half-yearly financial report

The directors confirm to the best of their knowledge that this condensed set of financial statements has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the Interim Management Report and condensed financial statements include a fair review of the information required by Disclosure and Transparency Rules 4.2.7R (being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year) and 4.2.8R (being related party transactions that have taken place in the first six months of the financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so) of the United Kingdom's Financial Service Authority.

J. W. Goodwin

Chairman

21st December 2011

Condensed consolidated income statement

for the half year to 31st October 2011

Condensed consolidated statement of comprehensive income

for the half year to 31st October 2011

Condensed consolidated statement of changes in equity

for the half year to 31st October 2011

Condensed consolidated balance sheet

as at 31st October 2011

Condensed consolidated cash flow statement

for the half year ended 31st October 2011

Notes

 to the condensed consolidated financial statements

1          Reporting entity

Goodwin PLC (the "Company") is a company incorporated in England. The condensed consolidated interim financial statements of the Company as at and for the six months ended 31st October 2011 comprises the Company, its subsidiaries, and the Group's interests in associates (together referred to as the "Group").

The consolidated financial statements of the Group as at and for the year ended 30th April 2011 are available upon request from the Company's registered office at Ivy House Foundry, Hanley, Stoke on Trent ST1 3NR or via the Company's web site:  www.goodwin.co.uk

2          Statement of compliance

These unaudited condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted in the EU.  They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 30th April 2011.

The comparative figures for the financial year ended 30th April 2011 are extracts and not the full Group's statutory accounts for that financial year. Those accounts have been reported on by the company's auditors and delivered to the Registrar of Companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

These condensed consolidated interim financial statements were approved by the Board of Directors on 21st December 2011.

3          Significant accounting policies

The accounting policies applied by the Group in these condensed consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 30th April 2011.

4          Estimates

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense.  Actual results may differ from these estimates.

In preparing these consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 30th April 2011.

5          Business Segments

Products and services from which reportable segments derive their revenues

In accordance with the requirements of IFRS8 "Operating Segments" the Group's reportable segments based on information reported to the Group's Board of Directors for the purposes of resource allocation and assessment of segment performance are as follows:

·      Engineering                          - casting, machining and general engineering

·      Refractories Engineering   - powder manufacture and mineral processing

Information regarding the Group's operating segments is reported below. 

Segment revenues and profits

* Following a review by the directors during the year ended 30th April 2011, where certain administration, finance and treasury costs for the prior year were reclassified in the segmental analysis, the half year figures for 31st October 2010 in the above segmental analysis have been restated to ensure consistency in treatment between the subsidiaries in the Group and comparability with the current half year's segmental figures.

Segmental assets and liabilities

* Segmental total assets and segmental total liabilities at 31st October 2010 have been restated to ensure consistency in treatment between the subsidiaries in the Group and comparability with the current half year's segmental figures. Segmental net assets are not affected by this restatement.

Geographical segments

The Group operates in the above principal locations. In presenting the information on geographical segments, revenue is based on the location of its customers and assets on the location of the assets.

 6       Dividends

The directors do not propose the payment of an interim dividend.

7          Earnings per share

The calculation of the earnings per ordinary share is based on the number of ordinary shares in issue during all periods of 7,200,000 and on the profit for the six months attributable to ordinary shareholders of £4,136,000 (six months to 31st October 2010: £3,593,000). The company has no share options or other diluting interest and accordingly, there is no difference in the calculation of diluted earnings per share.

8.         Issuance and repayment of debt

During the six months to 31st October 2011, the Group has utilised a further £6,633,000 of its borrowing facilities.

9.         Property, Plant and Equipment

During the six month period, the Group incurred fixed asset expenditure of £2,890,000 (six months to 31st October 2010: £2,711,000) on various capital projects throughout the Group. Depreciation in the six months to 31st October 2011 was £1,442,000 (six months to 31 October 2010: £1,231,000). Other movements in the six months to 31st October 2011 were  exchange adjustments of £232,000, disposals of £192,000 and £40,000 of fixed assets as part of the acquisition of new subsidiaries.

10.       Intangible assets

During the six month period, additions to intangible fixed assets were £805,000 of intangibles acquired with acquisitions (note 11). Amortisation of intangible assets in the six months to 31st October 2011 was £342,000 (six months to 31st October 2010: £232,000).

11.       Acquisitions

Three small subsidiaries were acquired during the six months to 31st October 2011 for a consideration of £884,000. Taking into account deferred consideration of £337,000 and net cash acquired of £45,000, this resulted in the cash outflow for acquisitions of £502,000. Assets acquired included a provisional value of intangible assets of £805,000.