(ROM.L) Romag Holdings PLC Buy/Sell

RNS Number : 0185I Romag Holdings PLC 03 March 2010

3 March 2010

Romag Holdings PLC

Share Options

Romag Holdings PLC ("Romag" or the "Company") announces that today options to subscribe for 100,000 ordinary shares of 25p ("Ordinary Shares"), at a price of 63.5p per share, were granted to Lyn Miles, Chief Executive, and that options to subscribe for 20,000 Ordinary Shares, at a price of 63.5p per share, were granted to David Banks, Finance Director.

The exercise of these options is dependent upon increases in basic earnings per share ("EPS") averaging 10 per cent. per annum compound over any three year period. The first base EPS from which the increase in EPS can be calculated is EPS for the year to 30 September 2009.

In addition, Lyn Miles already holds options to subscribe for 100,000 Ordinary Shares at a price of 210p per share and options to subscribe for 100,000 Ordinary Shares at a price of 40.5p per share and David Banks already holds options to subscribe for 20,000 Ordinary Shares at a price of 210p per share and options to subscribe for 20,000 Ordinary Shares at a price of 40.5p per share.

Enquiries:

Romag Holdings plc Lyn Miles, Chief Executive T: 01207 500 000
David Banks, Finance Director

Arbuthnot Securities Tom Griffiths T: 020 7012 2000
Antonio Bossi

Gavin Anderson & Co. Ken Cronin T: 020 5541 400
Michael Turner

This information is provided by RNS The company news service from the London Stock Exchange

RDSUOAURRSAORAR

RNS Number : 4593G Romag Holdings PLC 01 February 2010

ROMAG HOLDINGS PLC

Romag welcomes UK Government announcement of feed-in tariff for photovoltaic installations The Board of Romag Holdings plc, a specialist manufacturer of glass and plastic composites for renewable energy, security, transport and architectural applications, welcomes today*s news from the Department of Energy and Climate Change (DECC) confirming that a feed-in tariff for solar installations up to 5 MW will be introduced from 1st April this year with a minimum lifetime of 25 years. The feed-in tariff, which will be known as the *clean energy cash-back scheme*, rewards households and businesses with a payment for every kWh of electricity generated by a photovoltaic installation. The incentive for solar is banded dependent on the size of the system, whether it is retro-fit or new build and if it is building integrated or standalone. In addition to the tariff for generation, where electricity is exported back to the Grid users will receive a further payment of 3p/kWh. Commenting on the announcement, Lyn Miles, CEO of Romag Holdings Plc said:

RNS Number : 5901F Romag Holdings PLC 14 January 2010

14 January 2010

Romag Holdings plc

("Romag")

Annual accounts and notice of AGM

Romag (AIM: ROM), announces that its annual report and accounts for the year ended 30 September 2009, which includes the notice of the annual general meeting which will be held at Romag's registered office Lope Hill Road, Leadgate Industrial Estate, Consett, County Durham, DH8 7RS at 2.00 pm on 4 February 2010, have been posted to shareholders.

Copies of these documents will also be made available shortly on the Company's website, www.romag.co.uk.

Enquiries:

Romag Holdings plc Lyn Miles, Chief Executive T: 01207 500 000
David Banks, Finance Director
Arbuthnot Securities Tom Griffiths T: 020 7012 2000
Antonio Bossi
Gavin Anderson & Co. Ken Cronin T: 020 7074 1800
Michael Turner

This information is provided by RNS The company news service from the London Stock Exchange

MSCKKQDNABKDADD

RNS Number : 1039E
  Romag Holdings PLC
  15 December 2009
   

    

ROMAG HOLDINGS PLC

Preliminary results for the year to 30 September 2009

Romag Holdings plc, a specialist manufacturer of glass and plastic composites for renewable energy, security, transport and architectural applications, announces its preliminary results for the year to 30 September 2009.

15 December 2009

YEAR IN BRIEF

In a year of unprecedented economic and financial turmoil, Romag reports the following:

Results

*     Group revenue £19.7m (2008 - £33.6m)

*     Trading loss for the year £1.0m (2008 - Profit £4.3m)

*     £2.7m profit on disposal of currency hedging contracts no longer required

*     Pre-tax profit £1.1m (2008 - £3.7m)

*     Earnings per share 1.5p (2008 - 5.1p)

Developments

*     Bank facilities extended and renewed demonstrating excellent working relationship with Lloyds Banking Group

*     UK government launch of feed-in tariff scheme for electricity generated from renewable sources to be implemented in April 2010

*     Five year, mutually exclusive agreement entered into to supply bespoke PowerGlaz products to Kingspan, a global leader in environmental building products

*     PowerPark product launched to provide "green" electricity for recharging electric cars

*     Memorandum of understanding signed with British Gas to market, distribute and install PowerPark in the UK

*     Three-year framework agreement with British Gas for supply of certain PowerGlaz products being finalised

Chairman, John Kennair, said

"With continued difficult market conditions, particularly in the first nine months, trading this year was very challenging. In line with wider market trends, we have seen a marked decline in demand and pricing for our PV products and have also experienced a slump in demand for architectural glass. However, as we typically see in times of recession, and as anticipated by management, sales to the specialist transport market have grown in 2009.

Looking forward, we are seeing increasingly positive signs that both the PV and construction markets are starting to show signs of recovery. During the final quarter of 2009 and even more so since the year end, we have experienced an increase in the number of identified opportunities and have witnessed significant price stabilisation in the PV markets. The new products developed by Romag throughout the year and the agreements with Kingspan and British Gas announced today lead the directors to believe that Romag is well-positioned to take advantage of the market recovery in 2010 and beyond."

 ENQUIRIES

 Romag Holdings plc
 Lyn Miles, Chief Executive     Today only:    0207 012 2000
 David Banks, Finance Director  After today:    01207 500000

 Arbuthnot Securities Limited
 Antonio Bossi                  Tel:        0207 012 2000
 Tom Griffiths

 Kreab Gavin Anderson
 Ken Cronin                     Tel:        0207 074 1800
 Michael Turner

Note to editors:

Romag Holdings plc is a leading manufacturer of glass and plastic composites based in Consett, County Durham. Romag has developed a range of photovoltaic glass products (PowerGlaz) for use in the generation of renewable energy.

Romag also manufactures a wide range of products for the security, transport and architecture markets to protect people against a variety of risks and threats. Businesses using the group's high-impact glass products include BAA, Securicor, government departments, banks, building societies and train operators.
      CHAIRMAN'S STATEMENT

The economic recession has significantly impacted on trading in the year to 30 September 2009. In particular, the solar photovoltaic (PV) market has seen a downturn in both demand and pricing, leading to a substantial reduction in sales of the group's PowerGlaz products.

The final quarter of the financial year saw some recovery in PV demand and stabilisation in pricing and this has continued since the year end.

Results

Sales at £19.7m (2008 £33.6m) fell by 41% over last year. Group operating profit was £1.77m (2008 £4.35m).

As announced with the half-year results, lower trading margins were exacerbated by a one-off provision of £0.9m relating to the write-down of certain finished goods inventories. This provision was required due to the rapid decline in prices in the solar PV market in the first few months of 2009.

On a positive note, the group was able to dispose of its currency hedging contracts at a profit of £2.72m, resulting in pre-tax profits of £1.08m (2008 £3.73m) and earnings per share of 1.5p (2008 5.1p).

Trading

The unprecedented conditions in financial markets have led to the greatest volatility I have ever experienced in business. The group's underlying technology and products are amongst the leaders in their fields and this has provided some defence against this volatility. Action was also taken to reduce costs. These included renegotiation of material input prices and laying off approximately seventy employees, some of whom have been re-engaged as business has picked up.

Market changes have also led to a switch in the geographic spread of the group's sales. Sales in the UK grew by 61% over last year and accounted for 53% of total sales (2008 19%).

PowerGlaz

The difficulties in the financial markets led to a reduction in project finance available to customers and consequently the delay and cancellation of a number of contracts, leading to a fall in PowerGlaz sales of 55% over last year. However, in recent months we have seen some recovery in demand for product from the UK and mainland Europe, which in part has been led in the UK market by the announcement this year of the introduction of feed-in tariffs which will commence in April 2010. This is providing a boost for the UK market, bringing it into line with mainland Europe.

During the course of the year the group has received its first, albeit small, orders from the Middle East and developed a new infrastructure product (PowerPark) to provide green electricity for recharging electric vehicles.

We are close to finalising a three year framework agreement with British Gas Trading (a division of Centrica plc) for the supply of certain PowerGlaz products throughout the UK and, in addition, a memorandum of understanding has been signed for British Gas to distribute and install PowerPark in the UK on an exclusive basis.

We are particularly pleased to announce that we have also entered into a mutually exclusive, five-year trading arrangement with Kingspan Limited (a subsidiary of Kingspan Group plc) to supply custom-designed PowerGlaz products for use in their projects. Kingspan are global leaders in the design, manufacture and supply of sustainable, high performance, insulated roof, wall and fa?e panel systems.
      

Architectural and specialist transport

Our experience in the past is that the demand for security-related products grows in times of recession and this certainly has been the case during 2009. Consequently, sales to the specialist transport market grew by 13% in the year. Unfortunately, this was more than offset by market conditions in the construction sector, which resulted in a reduction of 17% in sales to the architectural market. Nevertheless, the group has been specified for a number of major projects in the UK.

Cash and gearing

The group maintains an excellent relationship with its principal bankers, Lloyds Banking Group. Banking facilities were renewed and extended during the year, including an extension of the revolving credit facility (£15.0m, formerly £10.0m) until April 2012. 

The cancellation and deferral of a number of PV projects lead to a substantial rise in inventories during the year to £13.7m (2008 £8.0m). Unlike some companies in the PV market, Romag does not consider it necessary to reduce inventories "at any price" when it believes that profitable opportunities to dispose of product are starting to emerge. Indeed the directors do expect inventories to return to more normal levels over the course of 2010.

Romag will itself be taking advantage of the UK's new feed-in-tariff proposals. We are currently constructing a PV installation at Romag's factory in County Durham, which we believe will be the largest PV installation in the UK when it is completed. As well as providing a good return on investment, it will be an excellent "demonstration site" for what can be achieved with PV under the feed-in-tariff regime and complement the PV training centre which is also in course of construction on the site. These developments include £3.1m of own-manufactured PV panels, which are included within capital expenditure for the year.

Gearing (defined as total borrowings divided by equity shareholders' funds) at the year end was 57% (2008 42%) and at that date the group had unused banking facilities of £3.1m.

Dividend

Having regard to the continuing uncertainties in financial markets as we move into 2010 and the wish to conserve cash over this period, the directors feel it prudent not to recommend a dividend for this financial year.

Outlook

The recent recovery in PV demand, combined with the stabilisation in prices and the introduction of the feed-in tariff in the UK market, provides optimism for the future of the PV market. The new products developed by Romag and the agreements with Kingspan and British Gas lead the directors to believe that Romag is well positioned to take advantage of this recovery.

JOHN M. KENNAIR, MBE

Chairman

15 December 2009
      Consolidated income statement

for the year to 30 September 2009

______________________________________________________

                                               Notes       2009           2008
                                                      Unaudited        Audited
                                                          £'000          £'000
                                                                 
 Group revenue                                           19,726         33,634
                                                                 
 Cost of sales                                           17,895         26,299
                                                                 
 Gross profit                                             1,831          7,335
                                                                 
 Distribution costs                                         233            388
 Administrative expenses                                  2,605          2,651
                                                                 
                                                          2,838          3,039
                                                                 
 Group trading (loss)/profit                            (1,007)          4,296
                                                                 
 Other operating income                          3        2,779             57
 Group operating profit from continuing                   1,772          4,353
 operations                                                      
                                                                 
 Finance costs                                            (696)          (619)
                                                                 
 Profit on ordinary activities before                     1,076          3,734
 taxation                                                        
                                                                 
 Tax expense                                     4        (319)       (1,204 )
                                                                 
 Profit for the year from continuing                        757          2,530
 operations                                                      
                                                                 
 Earnings per share:                                             
 Basic and diluted                               5         1.5p           5.1p

      Consolidated statement of recognised income and expense

for the year to 30 September 2009

______________________________________________________

                                                            2009       2008
                                                       Unaudited    Audited
                                                           £'000      £'000
                                                                  
 Income and expense recognised directly in equity                 
                                                                  
 Gain on cash flow hedges                                  1,590      1,132
                                                                  
 Transfers to income statement:                                   
 On cash flow hedges - other operating income            (2,722)          -
                                                                  
 Tax credit/(charge)                                         306     ( 317)
                                                                  
 Net income recognised directly in equity                  (826)        815
                                                                  
 Profit for the year                                         757      2,530
                                                                  
 Total recognised income and expense for the period         (69)      3,345
                                                                  
 Attributable to:                                                 
 Equity holders of the parent                               (69)      3,345
                                                                  

      Consolidated balance sheet

at 30 September 2009

______________________________________________________

                                       2009       2008
                                  Unaudited    Audited
                                      £'000      £'000
                                             
                                             
 Assets                                      
 Non-current assets                          
 Property, plant and equipment       26,753     26,219
 Intangible assets                    6,134      4,527
 Financial assets                         -        745
 Deferred tax assets                     16         38
                                             
                                     32,903     31,529
 Current assets                              
 Inventories                         13,748      8,031
 Trade and other receivables         10,230     11,958
 Financial assets                         -        387
 Cash                                     -      1,204
                                     23,978     21,580
                                             
 Total assets                        56,881     53,109
                                             
 Equity and liabilities                      
 Current liabilities                         
 Trade and other payables             2,277      1,407
 Financial liabilities                1,846      1,055
 Corporation tax                         46        705
 Government grants                       87         57
                                      4,256      3,224
 Non-current liabilities                     
 Financial liabilities               16,672     13,825
 Government grants                      321         38
 Deferred tax liabilities             3,308      3,344
                                     20,301     17,207
                                             
 Total liabilities                   24,557     20,431
                                             
 Net assets                          32,324     32,678
                                             
 Capital and reserves                        
 Equity share capital                12,505     12,505
 Share premium                       10,924     10,924
 Merger reserve                         406        406
 Hedging reserve                          -        815
 Retained earnings                    8,489      8,028
                                             
 Equity shareholders' funds          32,324     32,678
                                             
                                             

      Consolidated statement of cash flows

for the year to 30 September 2009

______________________________________________________

                                                              2009        2008
                                                  Notes  Unaudited     Audited
                                                             £'000       £'000
 Operating activities                                               
 Profit for the year                                           757       2,530
 Adjustments to reconcile profit for the year to                    
 net cash inflow                                                    
   from operating activities                                        
 Tax on continuing operations                                  319       1,204
 Net finance costs                                             696         619
 Depreciation of property, plant and equipment               2,824       2,382
 Amortisation of intangible assets                             167         153
 Share-based payment charge                                     90          62
 Loss on disposal of property, plant and                         -           5
 equipment                                                          
 Increase in inventories                                   (5,717)     (1,975)
 Decrease/(increase) in trade and other                      1,728     (1,667)
 receivables                                                        
 Increase/(decrease) in trade and other payables               876     (1,121)
 Movement in deferred government grants                       (57)        (57)
                                                                    
 Cash generated from operations                              1,683       2,135
                                                                    
 Income taxes paid                                           (686)           -
                                                                    
 Net cash flow from operating activities                       997       2,135
                                                                    
 Investing activities                                               
 Payments to acquire property, plant and                   (3,360)     (4,694)
 equipment                                                          
 Payments to acquire intangible assets                     (1,774)     (1,934)
 Receipts of government grants                                 370           -
                                                                    
 Net cash flow from investing activities                   (4,764)     (6,628)
                                                                    
 Financing activities                                               
 Interest paid and bank fees                                 (672)       (488)
 Interest element of hire purchase payments                   (28)       (144)
 Dividends paid to equity shareholders of the                (375)       (590)
 parent company                                                     
 New borrowings                                              3,836       7,281
 Repayment of borrowings                                     (427)        (89)
 Repayment of capital element of hire purchase               (669)       (680)
 contracts                                                          
                                                                    
                                                                    
 Net cash flow from financing activities                     1,665       5,290
                                                                    
 (Decrease)/increase in cash and cash                      (2,102)         797
 equivalents                                                        
 Cash and cash equivalents at beginning of year     7        1,204         407
                                                                    
                                                                    
 Cash and cash equivalents at the year end          7        (898)       1,204
                                                                    
                                                                    
                                                                    

                      

Notes

1. Basis of preparation

The preliminary results have been prepared under the historical cost convention and in accordance with applicable accounting standards.

2. Basis of consolidation

The group results consolidate the accounts of Romag Holdings plc and all its subsidiary undertakings drawn up to 30 September 2009.

3. Other operating income
        
                                                       2009       2008
                                                  Unaudited    Audited
                                                      £'000      £'000
                                                             
 Profit on disposal of derivatives no longer                 
 required for currency hedging                        2,722          -
 Government grants released                              57         57
                                                      2,779         57

4. Tax

(a) Tax on profit on ordinary activities

The tax charge for the year is made up as follows:
                                                          2009       2008
                                                     Unaudited    Audited
                                                         £'000      £'000
 Current income tax                                             
 UK corporation tax                                         27        705
 Total current income tax                                   27        705
                                                                
 Deferred tax                                                   
 Origination and reversal of timing differences            292        359
 Impact of changes in tax rates and legislation                 
 on opening liability                                        -        140
 Total deferred tax                                        292        499
                                                                
 Tax charge in the income statement                        319      1,204

      

4. Tax (continued)

(b) Reconciliation of total tax charge

The tax expense in the income statement for the year is higher than the standard rate of corporation tax in the UK of 28% (2008: 29%). The difference is reconciled below.

                                                               2009       2008
                                                          Unaudited    Audited
                                                              £'000      £'000
                                                                     
 Profit on ordinary activities before taxation                1,076      3,734
                                                                     
 Accounting profit multiplied by UK standard rate of            301      1,083
 corporation tax of 28% (2008: 29%)                                  
 Expenses not deductible for tax purposes                        28         32
 Depreciation on non-qualifying items                            19         19
 Research and development enhanced tax reliefs                  (9)       (35)
 Differences in tax rates due to availability of small         (20)       (33)
 companies rate                                                      
 Tax (over)/underprovided in previous years                       -       (14)
 Increase in deferred tax resulting from change in                   
 legislation                                                      -        152
 on industrial buildings                                             
                                                                     
 Total tax charge                                               319      1,204

5. Earnings per share

The calculation of basic earnings per share is based on earnings of £757,000 (2008: £2,530,000) and

50,019,813 (2008: 50,019,813) ordinary shares, being the weighted average number of ordinary shares in issue during the year.

The diluted earnings per share is based on the same earnings and on 50,062,843 (2008: 50,040,899) ordinary shares, the difference from the basic calculation being the inclusion of a weighted average of 43,030 (2008: 21,086) dilutive ordinary shares under share option schemes.

6. Dividends

The directors do not recommend payment of a final dividend.

In order to comply with the requirements of International Accounting Standard 10, Events after the balance sheet date, dividends are included in the accounting period in which the dividend is approved for payment.  

Dividends were:
                                                               2009     2008
                                                          Unaudited  Audited
                                                              £'000    £'000

 Final dividend 0.75p per share paid on 29 February 2008          -      375
 Interim dividend 0.43p per share paid on 20 June 2008            -      215
 Final dividend 0.75p per share paid on 6 March 2009            375        -

                                                                ---     ----
                                                                375      590
                                                              *****    *****

      7. Note to the consolidated statement of cash flows

Analysis of changes in net debt

                                 At 1 October       Cash      Other  At 30 September
                                         2008       flow  movements             2009
                                      Audited  Unaudited  Unaudited        Unaudited
                                        £'000      £'000      £'000            £'000

 Cash balances/(overdraft)              1,204    (2,102)          -            (898)
 Bank loans due within one year         (377)        427      (514)            (464)
 Bank loans due after one year       (12,698)    (3,836)        514        ( 16,020)
 Hire purchase contracts              (1,805)        669          -          (1,136)

                                     (13,676)    (4,842)          -         (18,518)

8. Report and financial statements

The above financial information is unaudited and does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. The statutory accounts for the year to 30 September 2009 will be mailed to shareholders shortly and will be available from the registered office at Lope Hill Road, Leadgate Industrial Estate, Lope Hill, Consett, County Durham, DH8 7RS and from the company's website at www.romag.co.uk.

The comparative financial information has been extracted from the 2008 Annual report and financial statements of Romag Holdings plc. The 2008 financial statements, which have been filed with the Registrar of Companies, received an unqualified audit report and did not contain a statement under section 237 (2) and (3) of the Companies Act 1985.

9. Annual general meeting

It is intended that the annual general meeting will take place at the company's offices at Leadgate Industrial Estate, Leadgate, County Durham, DH8 7RS, on 4 February 2010. Notice of the annual general meeting will be sent to shareholders with the annual report and financial statements.

This information is provided by RNS
The company news service from the London Stock Exchange
 
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