Origin Enterprises plc
INTERIM RESULTS STATEMENT
Solid H1 delivery despite challenging northern hemisphere weather conditions and market dynamics
5 March 2024: Origin Enterprises plc ('Origin' or 'the Group'), the international Agri-Services group, providing specialist agronomy advice, crop inputs and digital solutions to promote sustainable land use, today announces its interim results for the half year ended 31 January 2024 ('H1 2024').
| Results Summary |
31 Jan 2024 €'m |
31 Jan 2023 €'m |
Change €'m |
31 Jan 2022 €'m |
|
Group revenue |
854.9 |
1,180.0 |
(325.1) |
877.1 |
| Operating profit1 | 12.7 | 20.3 | (7.6) | 11.1 |
| Associates and joint venture2 | 1.4 | 1.6 | (0.2) | 1.3 |
| Total Group operating profit1 | 14.1 | 21.9 | (7.8) | 12.4 |
| Finance cost, net | (8.8) | (8.6) | (0.2) | (4.8) |
| Profit before tax1 | 5.3 | 13.3 | (8.0) | 7.6 |
| Adjusted diluted earnings per share (cent)3 | 3.75 | 8.70 | (4.95) | 4.99 |
| Group net bank debt4 | (215.8) | (130.9) | (84.9) |
|
| Interim dividend per ordinary share (cent) | 3.15 | 3.15 | - |
|
Highlights
· Underlying business volumes, excluding crop marketing, reduced by 2.6% due to adverse weather conditions impacting autumn/winter planting activity in the northern hemisphere
· Expected correction in global feed and fertiliser raw materials pricing contributed to the decrease in H1 2024 Group revenues to €854.9 million and operating profit of €12.7 million, set in the context of a very strong H1 2023 performance driven by rising commodity markets and strong on-farm demand
· Diversification of profit drivers, geographic and sectoral, continues to reduce the impact of adverse weather events in our core UK and Ireland market on our overall profitability
· Acquisition of Groundtrax Systems Limited further enhances our product capability in the Amenity, Environmental and Ecology portfolio
· Cumulative acquisition spend of €54.2 million in last 12 months, including the completion of put/call option for the residual 35% interest in Fortgreen in Latin America, bringing it under 100% control
· In addition, there was a partial payment of suspended amounts owing in compliance with international sanctions of €34.3 million, contributing to an increase in net bank debt4 to €215.8 million
· Higher interest rates in the period increased finance costs to €8.8 million
· Adjusted diluted earnings per share of 3.75 cent (H1 2023: 8.70 cent)
· Interim dividend of 3.15 cent per share (H1 2023: 3.15 cent per share)
· €20.0 million FY24 share buyback programme approximately 27% complete
· Appointment of TJ Kelly as Divisional Managing Director of Amenity, Environment and Ecology from 1 August 2024 and a search process to recruit a new CFO is well advanced. TJ will continue as an Executive Director of the Board
1 Before amortisation of non-ERP intangible assets and exceptional items
2 Profit after interest and tax
3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2024: €5.2 million, 2023: €4.7 million) and exceptional items, net of tax (2024: charge of €2.7 million, 2023: charge of €1.4 million)
4 Net bank debt excludes IFRS16 Lease liabilities
Commenting on the results, Origin Chief Executive Officer, Sean Coyle said:
"The Group delivered a solid operating profit in H1 2024 compared to a very strong H1 2023 performance. The H1 result was achieved despite challenging planting and weaker in-field conditions across our markets. This performance has been underpinned by the Group's continued focus on the strategic diversification of its earnings base.
A challenging planting profile and a downward-moving price environment resulted in reduced early season volumes across our portfolio, with Ireland and the UK, and Continental Europe experiencing more challenging conditions. Latin America and our Amenity, Environmental and Ecology businesses delivered solid results despite also being impacted by fertiliser price dynamics.
The integration of recent complementary acquisitions in the Amenity, Environmental, and Ecology division continues to progress, including our most recent acquisition, Groundtrax Systems Limited, which extends our product range and offering in the sustainable urban drainage systems sector. Our ambition is for this division to represent 30% of Group operating profit by the end of FY26 and on 1 August 2024 TJ Kelly will move from the CFO role to take up a role as Divisional MD reflecting this ambition.
Outlook
On-farm sentiment remains cautious, as growers shift towards spring planting and seek to optimise yields from a reduced autumn/winter planted area. Whilst progress in spring planting and the main application period in the months through to the end of May will be key to full year results, we now anticipate full year earnings in the range of 44c to 49c, reflecting the effects of adverse weather conditions. We continue to invest in broadening our product portfolio and diversifying our earnings. Further guidance will be provided with our Q3 Trading Update on 13 June 2024."
ENDS
This announcement contains inside information. The person responsible for arranging release of this announcement on behalf of Origin is Barbara Keane, General Counsel & Company Secretary.
Conference Call and Webcast details:
The management team will host a live conference call and webcast, for analysts and institutional investors today, 5 March 2024, at 08:30 (Irish/UK time). Registration details for the Conference Call and Webcast can be accessed at: www.originenterprises.com
Alternatively, please contact FTI Consulting by email at originenterprises@fticonsulting.com
Participants are requested to dial in 5 to 10 minutes prior to the scheduled start time.
Enquiries
| Origin Enterprises plc | | |
| TJ Kelly | | |
| Chief Financial Officer | Tel: | +353 (0)1 563 4900 |
| | | |
| Brendan Corcoran | | |
| Head of Investor Relations and Group Planning | Tel: | +353 (0)1 563 4900 |
| | | |
| Goodbody (Euronext Growth (Dublin) Adviser) | | |
| Joe Gill | Tel: | +353 (0)1 641 9278 |
| | | |
| Davy (Nominated Adviser) | | |
| Anthony Farrell | Tel: | +353 (0)1 614 9993 |
| | | |
| Numis Securities (Stockbroker) | | |
| Stuart Skinner | Tel: | +44 (0)20 7260 1314 |
| | | |
| FTI Consulting (Financial Communications Advisers) | | |
| Jonathan Neilan / Patrick Berkery / Niamh O'Brien | Tel: | +353 (0)86 602 5988 |
About Origin Enterprises plc
Origin Enterprises plc is an international Agronomy-Services group, providing specialist advice, inputs, services and digital solutions to promote sustainable land use. The Group has leading market positions in Ireland, the United Kingdom, Brazil, Poland and Romania. Origin is listed on the Euronext Growth (Dublin) and AIM markets of the Irish and London Stock Exchanges.
Euronext Growth (Dublin) ticker symbol: OIZ
AIM ticker symbol: OGN
Website: www.originenterprises.com
INTERIM RESULTS STATEMENT
Financial Review - Summary
| | 6 months ended 31 Jan 2024 €'m | 6 months ended 31 Jan 2023 €'m |
| | | |
| Group revenue | 854.9 | 1,180.0 |
| Operating profit1 | 12.7 | 20.3 |
| Associates and joint venture, net2 | 1.4 | 1.6 |
| Adjusted Group operating profit1 | 14.1 | 21.9 |
| Finance cost, net | (8.8) | (8.6) |
| Pre-tax profit | 5.3 | 13.3 |
| Income tax charge | (0.9) | (3.0) |
| Adjusted net profit | 4.4 | 10.3 |
|
|
|
|
| Adjusted diluted earnings per share (cent)3 | 3.75 | 8.70 |
| | | |
| | | |
| Adjusted net profit reconciliation | | |
| Reported net (loss)/profit | (3.5) | 4.2 |
| Amortisation of non-ERP intangible assets | 6.5 | 5.5 |
| Tax on amortisation of non-ERP related intangible assets | (1.3) | (0.8) |
| Exceptional items, net of tax | 2.7 | 1.4 |
| Adjusted net profit | 4.4 | 10.3 |
|
|
|
|
| Adjusted diluted earnings per share (cent)3 | 3.75 | 8.70 |
Origin delivered an adjusted diluted earnings per share3 in H1 2024 of 3.75 cent compared to 8.70 cent in H1 2023. On a like-for-like basis (excluding the impact of currency movements and acquisitions) the underlying decrease in adjusted diluted earnings per share3 was 6.08 cent.
Group revenue
Group revenue was €854.9 million in H1 2024 compared to €1,180.0 million in the corresponding period last year, a decrease of 27.6%. On a constant currency basis, revenues decreased by €336.3 million (28.5%).
The decrease in underlying business volumes, excluding crop marketing, was 2.6% in H1 2024 compared to H1 2023 (increase of 1.2% including crop marketing).
Operating profit1
Operating profit1 in H1 2024 was €12.7 million compared to €20.3 million in H1 2023. On an underlying basis, the decrease in operating profit year-on-year was €9.4 million.
Associates and joint venture2
Origin's share of profit after interest and taxation from associates and joint venture amounted to €1.4 million, a €0.2 million decrease on H1 2023.
Net bank debt and financing costs
Net bank debt5 at 31 January 2024 was €215.8 million compared to €130.9 million at 31 January 2023 and is 2.09 times EBITDA4 for the twelve months to 31 January 2024.
The increase in net bank debt, for the 12-month period ended 31 January 2024, reflects an acquisition spend of €54.2 million, including the settlement of the Fortgreen put/call option, payment of c.50% of outstanding suspended supplier amounts in compliance with sanctions regimes amounting to €34.3 million and cumulative shareholder returns of €29.5 million.
Net finance costs amounted to €8.8 million compared to €8.6 million in H1 2023. The increase in net finance costs in the period was primarily driven by higher interest rates across each of the markets in which the Group operates.
At period end, the Group's key banking covenants are as follows:
| | Banking Covenant | H1 2024 Times | H1 2023 Times | FY 2023 Times |
|
|
|
| | | | | | |
| | | | | | | |
| Net debt to EBITDA | Maximum 3.5 | 2.09 | 1.03 | - | | |
|
| | | | | | |
| EBITDA to net interest | Minimum 3.0 | 9.28 | 9.91 | 8.57 | | |
Working capital
Following the seasonal investment in working capital in the period, the net cash outflow from operating activities was €214.3 million (H1 2023: €131.5 million) and there was an increase in working capital at period end to €164.4 million (H1 2023: €138.3 million). The period end working capital position includes the residual net impact of trade payables which have been suspended in accordance with international sanctions imposed by authorities in response to the Russian invasion of Ukraine in 2022. We continue to closely monitor the situation with regard to sanctions and act accordingly.
Sustainability
We are delighted to announce our participation in a £3.3 million Nitrogen Use Efficiency project sponsored by the Department for Environment, Food and Rural Affairs in the UK to optimise UK grassland farming's mineral nitrogen fertiliser use. As the exclusive fertiliser company in this project, we will leverage our expertise in crop nutrition and digital solutions to enhance farm efficiency and environmental enhancement. Progress on the delivery of our environmental objectives was sustained in the period and we maintained our CDP rating at B.
Dividend
We are pleased to announce that an interim dividend of 3.15 cent per share (H1 2023: 3.15 cent per share) will be paid on 21 June 2024 to shareholders on the register on 31 May 2024.
Share Buyback Programme
On 21 November 2023 the Group commenced a share buyback programme to repurchase up to €20.0 million of ordinary shares. The programme is progressing to plan and is currently approximately 27% complete.
Corporate Development
Subsequent to the period end, we completed the acquisition of Groundtrax Systems Limited, a leading supplier of ground protection and sustainable urban drainage systems, which extends our product range and offering in the Amenity sector. During the period we completed the Fortgreen put/call option, bringing it under 100% control.
Appointment of Divisional Managing Director of Amenity, Environmental and Ecology Services
We are pleased to announce the appointment of TJ Kelly, Group CFO, to the newly established role of Divisional Managing Director of our Amenity, Environmental and Ecology Services division, effective 1 August, 2024. In line with our strategic objectives, and consistent with recent acquisitions, Origin is committed to accelerating its presence in amenity, environmental and ecology markets. Providing sustainable ecological and environmental solutions in the emerging nature economy, in areas such as forestry, landscaping and habitat conservation, represents a significant growth opportunity in existing and new geographies. Our ambition is for this division to represent 30% of Group operating profit by the end of FY26. TJ's appointment to this position reflects this ambition.
The recruitment of a new Group CFO is well advanced and a further update will be provided in due course. To ensure an orderly transition, TJ will continue as Group CFO until the appointment of his successor. In his new role, TJ will continue as an Executive Director of the Board.
1 Operating profit and Group operating profit are stated before amortisation of non-ERP intangible assets and exceptional items
2 Profit after interest and tax
3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2024: €5.2 million, 2023: €4.7 million) and exceptional items, net of tax (2024: charge of €2.7 million, 2023: charge of €1.4 million)
4 Net debt/EBITDA ratio as per the requirements of the Group's syndicated bank loan agreement
5 Net bank debt excludes IFRS16 Lease liabilities
Review of Operations
Group Overview
| |
| | Change on prior period | ||||||||
| |
H1 2024 €'m |
H1 2023 €'m |
Change €'m |
Underlying4 €'m | Constant Currency5 €'m
| ||||||
| |
| | | | | ||||||
| Revenue | 854.9 | 1,180.0 | (325.1) | (350.5) | (336.3) | ||||||
| Operating profit1 | 12.7 | 20.3 | (7.6) | (9.4) | (7.8) | ||||||
| |
| | | | | ||||||
| Associates and joint venture2 | 1.4 | 1.6 | (0.2) | (0.3) | (0.3) | ||||||
| |
| | | | | ||||||
| Adjusted diluted EPS (cent)3 | 3.75 | 8.70 | (4.95) | (6.08) | (5.07) | ||||||
| |
| | | | | ||||||
| 1 Before amortisation of non-ERP intangible assets and exceptional items | |||||||||||
| 2 Profit after interest and tax | |||||||||||
| 3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2024: €5.2 million, 2023: €4.7 million) and exceptional items, net of tax (2024: charge of €2.7 million, 2023: charge of €1.4 million) | |||||||||||
| 4 Excluding currency movements and the impact of acquisitions | |||||||||||
| 5 Excluding currency movements | |||||||||||
Origin delivered a solid operating profit performance in H1, set against an exceptional H1 FY23. Group revenue decreased by 27.6% to €854.9 million on a reported basis and by 28.5% on a constant currency basis. Operating profit and adjusted fully diluted earnings per share reduced to €12.7 million and 3.75 cent, respectively.
The reduction in underlying business volumes, excluding crop marketing, was 2.6% in H1 2024 compared to H1 2023 (increase of 1.2% including crop marketing).
Ireland and the United Kingdom
| |
| | Change on prior period | ||||||
| |
H1 2024 €'m |
H1 2023 €'m |
Change €'m |
Underlying3 €'m | Constant Currency4 €'m
| ||||
| |
| | | | | ||||
| Revenue | 516.1 | 754.0 | (237.9) | (254.8) | (240.6) | ||||
| Operating (loss)/profit1 | (3.1) | 2.9 | (6.0) | (7.6) | (6.1) | ||||
| |
| | | | | ||||
| Associates and joint venture2 | 1.4 | 1.6 | (0.2) | (0.3) | (0.3) | ||||
| |
| | | | | ||||
| 1 Before amortisation of non-ERP intangible assets and exceptional items | |||||||||
| 2 Profit after interest and tax | |||||||||
| 3 Excluding currency movements and the impact of acquisitions | |||||||||
| 4 Excluding currency movements | |||||||||
Ireland and the United Kingdom recorded a decrease in revenues of €237.9 million in the period. Operating profit reduced from €2.9 million in H1 2023 to an operating loss of €3.1 million in H1 2024.
The decreased contribution is a result of a reduced winter planting profile impacting early season volumes across the crop protection and fertiliser portfolios, together with the impact of a further correction in global feed and fertiliser raw material pricing. These factors contributed to a reduction in underlying business volumes of 5.7% in the period.
Integrated On-Farm Agronomy Services
Integrated On-Farm Agronomy Services saw reduced revenues and contribution in the period. Persistent wet weather across the period resulted in delayed in-field activity, and combined with a downward moving price market, led to less purchasing on-farm.
The challenging weather conditions encountered across the UK to date has impacted the planting profile with a shift to spring planting expected. Total autumn and winter plantings for principal crops are estimated to be 20% behind last year at 2.1 million hectares, with the expected area of winter wheat back 24% to 1.4 million hectares, however on-going rainfall puts the viability of a portion of this crop at risk.
At this point in the year, combined autumn/winter and spring plantings for the 2024 crop production year are expected to be 4% behind 2023 at 4.1 million hectares.
Business-to-Business Agri-Inputs
Business-to-Business Agri-Inputs had a steady H1 2024 with reduced revenues, compared to H1 2023 driven by the continued correction in global feed and fertiliser raw material pricing. Volumes have also been impacted by the adverse weather experienced to date.
Fertiliser
Fertiliser delivered a satisfactory result in H1 2024, with reduced volumes set in the context of the continuing global correction in fertiliser raw material pricing. Despite these challenges, the Group continues to execute strongly across the business.
In addition to focusing on growing its speciality and bespoke nutrition product ranges, the Group continues to maintain a focus on sustainable land use and soil health and we will continue to invest in innovative products to meet evolving needs of our customers.
Feed Ingredients
Feed Ingredients delivered a satisfactory performance in H1 2024, in line with expectations.
The Group's animal feed manufacturing associate, John Thompson & Sons Limited, in which the Group has a 50% shareholding, also delivered a solid performance in the period.
Amenity, Environmental and Ecology
The Group's Amenity, Environmental and Ecology business delivered a good result in the period, recording increased revenues and operating profit compared to the prior year. The result reflected a positive operating profit from the Group's recent acquisitions in this sector, with integration progressing to plan.
Continental Europe1
| |
| | Change on prior period | ||||||
| |
H1 2024 €'m |
H1 2023 €'m |
Change €'m |
Underlying3 €'m | Constant Currency4 €'m
| ||||
| |
| | | | | ||||
| Revenue | 139.0 | 222.9 | (83.9) | (86.0) | (86.0) | ||||
| Operating profit2 | 1.5 | 2.6 | (1.1) | (1.2) | (1.2) | ||||
| |
| | | | | ||||
| 1 Excluding crop marketing. While crop marketing has a significant impact on revenue, its impact on operating profit is insignificant. An analysis of revenue and profit attributable to agronomy services and inputs more accurately reflects the underlying drivers of business performance | |||||||||
| 2 Before amortisation of non-ERP intangible assets and exceptional items | |||||||||
| 3 Excluding currency movements and the impact of acquisitions | |||||||||
| 4 Excluding currency movements | |||||||||
Continental Europe had a satisfactory start to the year in the seasonally quieter first half, delivering an operating profit of €1.5 million. Cautious farm sentiment and raw material price uncertainty has resulted in delayed on-farm purchasing decisions in the period compared to 2023 which had seen stronger early season demand in anticipation of on-farm price increases. Consequently, excluding crop marketing volumes, underlying business volumes decreased by 6.1% in H1 2024, compared to H1 2023.
Poland
Poland had a solid start to the year despite reduced volumes and contribution across the business, in the seasonally quiet H1. In 2024 we have experienced more cautious farm sentiment reflecting weather and output price concerns.
Autumn and winter plantings are forecasted to be marginally ahead of FY23 at 5.6 million hectares. Crop establishment to date is generally good across Poland, with the total cropping area for the 2024 growing season expected to be broadly equivalent to last year at 9.0 million hectares.
Romania
Romania had a slow start to the year, recording reduced volumes and earnings compared to the prior period, reflecting cautious farm sentiment from weather and output price concerns.
Dry conditions in autumn led to delayed planting and autumn and winter plantings are expected to be 5% behind of the prior year at 3.4 million hectares. Combined winter and spring plantings for the growing season are currently forecasted to be in line with last year at 8.4 million hectares.
Latin America
| |
|
| | Change on prior period | ||||||||
| |
H1 2024 €'m |
H1 2023 €'m |
Change €'m |
Underlying2 €'m | Constant Currency3 €'m
| |||||||
| |
| | | | | |||||||
| Revenue |
| 94.7 | 89.6 | 5.1 | 4.8 | 4.8 | ||||||
| Operating profit1 |
| 13.9 | 14.2 | (0.3) | (0.4) | (0.4) | ||||||
| |
|
| | | | | ||||||
|
1 Before amortisation of non-ERP intangible assets and exceptional items 2 Excluding currency movements and the impact of acquisitions 3 Excluding currency movements | | | | |||||||||
Latin America delivered a solid performance in the period, recording an increase in underlying business volumes of 32.5%. The Group continues to invest in the sales organisation and operations infrastructure to meet future growth plans, including during the start-up phase of our F1rstAg biologicals business. Volume growth in our lower margin Controlled Release Fertiliser business was stronger than our Physiology and Nutrition business, contributing to a negative mix effect on margin. Market pricing also fell, reflecting the underlying downward movement in global fertiliser raw material prices.
As a result, operating profit decreased marginally to €13.9 million in H1 2024 from €14.2 million in H1 2023, with an underlying reduction of €0.4 million.
The total cropping area dedicated to soya, Brazil's principal crop, is expected to increase by 4% on the prior year to 45.4 million hectares. The expected soya harvest is currently estimated to be 150.1 million tonnes, down from the 154.6 million tonnes in the prior year.
ENDS
Origin Enterprises plc
Condensed Interim Consolidated Income Statement
for the six months ended 31 January 2024
| | |
|
|
|
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|
| | | |
| | | Six months |
| Six months |
| Six months |
| Six months | | Year |
| | | ended |
| ended |
| ended |
| ended | | ended |
| | | January |
| January |
| January |
| January | | July |
| | | 2024 |
| 2024 |
| 2024 |
| 2023 | | 2023 |
| | | Pre-exceptional |
| Exceptional |
| Total |
| Total | | Total |
| | | €'000 |
| €'000 |
| €'000 |
| €'000 | | €'000 |
|
| Notes |
|
| Note 6 |
|
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| Note 8 | | Note 8 |
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| |
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| | | |
| Revenue | 5 | 854,913 |
| - |
| 854,913 |
| 1,180,042 | | 2,456,168 |
| | |
|
|
|
|
|
| | | |
| Cost of sales | | (716,754) |
| - |
| (716,754) |
| (1,030,438) | | (2,122,029) |
| | |
|
|
|
|
|
| | | |
| | |
|
|
|
|
|
| | | |
| Gross profit |
| 138,159 |
| - |
| 138,159 |
| 149,604 | | 334,139 |
| | |
|
|
|
|
|
| | | |
| Operating costs |
| (131,939) |
| (2,762) |
| (134,701) |
| (136,299) | | (261,272) |
| | | |
| |
| |
| | | |
| Share of profit of associates and joint venture | 1,366 |
| - |
| 1,366 | | 1,615 | | 7,732 | |
| | | |
| |
| | | | | |
| | |
|
|
|
|
|
| | | |
| Operating profit | 5 | 7,586 |
| (2,762) |
| 4,824 |
| 14,920 | | 80,599 |
| | |
|
| |
|
|
| | | |
| Finance income | | 3,494 |
| - |
| 3,494 |
| 1,544 | | 2,080 |
| | |
|
| |
|
|
| | | |
| Finance expense | | (12,254) |
| - |
| (12,254) |
| (10,171) | | (15,043) |
| | |
|
|
|
|
|
| | | |
| | |
|
|
|
|
|
| | | |
| (Loss)/profit before income tax | | (1,174) |
| (2,762) |
| (3,936) |
| 6,293 | | 67,636 |
| | |
|
|
|
|
|
| | | |
| Income tax credit/(expense) | | 388 |
| 64 |
| 452 |
| (2,109) | | (16,604) |
| | |
|
|
|
|
|
| | | |
| | |
|
|
|
|
|
| | | |
| (Loss)/profit attributable to equity shareholders | (786) |
| (2,698) |
| (3,484) |
| 4,184 | | 51,032 | |
| | |
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| Six months |
| Six months | | Year |
| | |
|
|
|
| ended |
| ended | | ended |
| | |
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|
| January |
| January | | July |
| | |
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|
|
| 2024 |
| 2023 | | 2023 |
| | |
|
|
|
|
|
| | | |
| Basic (loss)/earnings per share | 7 |
|
|
|
| (3.12c) |
| 3.65c | | 45.24c |
| |
|
|
|
|
|
|
| | | |
| Diluted (loss)/earnings per share | 7 |
|
|
|
| (3.12c) |
| 3.52c | | 43.31c |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Comprehensive Income
for the six months ended 31 January 2024
| |
| | | | |
| | Six months | | Six months | | Year |
| | ended | | ended | | ended |
| | January | | January | | July |
| | 2024 | | 2023 | | 2023 |
| | €'000 | | €'000 | | €'000 |
| |
| | | | |
| | | | | | |
| (Loss)/profit for the period | (3,484) | | 4,184 | | 51,032 |
|
|
| | | | |
| Other comprehensive (expense)/income |
| | | | |
|
|
| | | | |
| Items that are not reclassified subsequently to the Group income statement: |
| | | | |
| Group/Associate defined benefit pension obligations |
| | | | |
| - remeasurements of Group's defined benefit pension schemes | (915) | | (4,334) | | (6,103) |
| - deferred tax effect of remeasurements | 230 | | 1,075 | | 1,506 |
| - share of remeasurements on associate's defined benefit pension schemes | - | | - | | (53) |
| - share of deferred tax effect of remeasurements - associates | - | | - | | 13 |
| |
| | | | |
| Items that may be reclassified subsequently to the Group income statement: |
| | | | |
| Group foreign exchange translation details |
| | | | |
| - exchange difference on translation of foreign operations | (4,020) | | (12,349) | | (1,580) |
| Group/Associate cash flow hedges |
| | | | |
| - effective portion of changes in fair value of cash flow hedges | (2,424) | | 7,570 | | 7,387 |
| - fair value of cash flow hedges transferred to operating costs | (392) | | (7,989) | | (7,801) |
| - deferred tax effect of cash flow hedges | 298 | | 455 | | 394 |
| - share of associates and joint venture cash flow hedges | (71) | | (2,193) | | (1,960) |
| - deferred tax effect of share of associates and joint venture cash flow hedges | 9 | | 273 | | 245 |
| |
| | | | |
| Other comprehensive expense for the period, net of tax | (7,285) |
| (17,492) | | (7,952) |
| |
| | | | |
| Total comprehensive (expense)/income for the period attributable to equity shareholders | (10,769) | | (13,308) | |
43,080 |
| | | | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Financial Position
as at 31 January 2024
| | |
| January | | January | | July |
| | |
| 2024 | | 2023 | | 2023 |
| | Notes |
| €'000 | | €'000 | | €'000 |
| | |
|
| | | | |
| ASSETS | |
|
| | | | |
| Non-current assets | |
|
| | | | |
| Property, plant and equipment | 9 |
| 124,350 | | 111,116 | | 118,107 |
| Right of use asset |
|
| 55,267 | | 46,040 | | 54,037 |
| Investment properties |
|
| 2,270 | | 2,270 | | 2,270 |
| Goodwill and intangible assets | 10 |
| 304,228 | | 256,735 | | 299,906 |
| Investments in associates and joint venture | 11 |
| 42,333 | | 45,296 | | 52,387 |
| Other financial assets |
|
| 903 | | 534 | | 898 |
| Derivative financial instruments | |
| 4,373 | | 6,579 | | 6,960 |
| Deferred tax assets | |
| 7,478 | | 6,407 | | 8,737 |
| Post employment benefit surplus | |
| 2,007 | | 3,688 | | 2,579 |
| | |
|
| | | | |
| | |
|
| | | | |
| Total non-current assets | |
| 543,209 | | 478,665 | | 545,881 |
| | | | | | | | |
| | |
|
| | | | |
| Current assets | |
| | | | | |
| Properties held for sale | |
| 5,800 | | 5,800 | | 5,800 |
| Inventory | |
| 322,334 | | 431,355 | | 232,167 |
| Trade and other receivables | |
| 298,655 | | 360,658 | | 440,398 |
| Derivative financial instruments | |
| 207 | | 325 | | 118 |
| Cash and cash equivalents | 14 |
| 86,552 | | 77,033 | | 151,237 |
| | |
| | | | | |
| | |
|
| | | | |
| Total current assets | |
| 713,548 | | 875,171 | | 829,720 |
| | |
|
| | | | |
| | |
|
| | | | |
| TOTAL ASSETS | |
| 1,256,757 | | 1,353,836 | | 1,375,601 |
| | |
|
| | | | |
| | | | | | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Financial Position (continued)
as at 31 January 2024
| | |
| January | | January | | July |
| | |
| 2024 | | 2023 | | 2023 |
| | Notes |
| €'000 | | €'000 | | €'000 |
| | |
|
| | | | |
| EQUITY | |
|
| | | | |
| Called up share capital presented as equity | 15 |
| 1,253 | | 1,253 | | 1,253 |
| Share premium |
|
| 160,526 | | 160,526 | | 160,526 |
| Retained earnings and other reserves |
|
| 219,282 | | 201,696 | | 248,814 |
| |
|
|
| | | | |
| |
|
|
| | | | |
| TOTAL EQUITY |
|
| 381,061 | | 363,475 | | 410,593 |
| |
|
|
| | | | |
| LIABILITIES |
|
|
| | | | |
| Non-current liabilities | |
|
| | | | |
| Interest-bearing borrowings | 14 |
| 302,166 | | 199,340 | | 96,964 |
| Lease liability | 14 |
| 43,295 | | 35,044 | | 42,835 |
| Deferred tax liabilities | |
| 19,342 | | 18,516 | | 20,720 |
| Provision for liabilities | 12 | | 8,620 | | 6,225 | | 11,331 |
| Derivative financial instruments | |
| 711 | | - | | 25 |
| | |
|
| | | | |
| | |
|
| | | | |
| Total non-current liabilities | |
| 374,134 | | 259,125 | | 171,875 |
| | |
|
| | | | |
| Current liabilities |
|
|
| | | | |
| Interest-bearing borrowings | 14 |
| 229 | | 8,638 | | 1,098 |
| Lease liability | 14 |
| 14,471 | | 11,735 | | 12,081 |
| Trade and other payables | |
| 456,619 | | 653,737 | | 722,605 |
| Corporation tax payable | |
| 2,374 | | 7,031 | | 11,937 |
| Provision for liabilities | 12 |
| 12,114 | | 4,217 | | 11,987 |
| Put option liability |
|
| - | | 29,235 | | 32,382 |
| Dividend payable to shareholders | 16 |
| 15,149 | | 14,506 | | - |
| Derivative financial instruments | |
| 606 | | 2,137 | | 1,043 |
| | |
|
| | | | |
| | | | | | | | |
| Total current liabilities | | | 501,562 | | 731,236 | | 793,133 |
|
| | | | | | | |
|
| | | | | | | |
| TOTAL LIABILITIES | | | 875,696 | | 990,361 | | 965,008 |
|
| | | | | | | |
|
| | | | | | | |
| TOTAL EQUITY AND LIABILITIES | | | 1,256,757 | | 1,353,836 | | 1,375,601 |
|
| | | | | | | |
|
| | | | | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Changes in Equity
for the six months ended 31 January 2024
| |
|
|
|
|
|
|
|
|
|
|
|
| Share- |
|
|
| Foreign |
|
|
| |
| |
|
|
|
|
|
| Capital |
| Cashflow |
|
|
| based |
|
|
| currency |
|
|
| |
| | Share |
| Share |
| Treasury |
| redemption |
| hedge |
| Revaluation |
| payment |
| Re-organisation |
| translation |
| Retained |
| |
| | capital |
| premium |
| shares |
| reserve |
| reserve |
| reserve |
| reserve |
| reserve |
| reserve |
| earnings |
| Total |
| | €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| | | | | | | | | | | | | | | | | | | | | | |
| At 1 August 2023 | 1,253 | | 160,526 | | (51,689) | | 145 | | 2,869 | | 12,843 | | 6,226 | | (196,884) | | (45,328) | | 520,632 | | 410,593 |
| | | | | | | | | | | | | | | | | | | | | | |
| Loss for the period | - | | - | | - | | - | | - | | - | | - | | - | | - | | (3,484) | | (3,484) |
| Other comprehensive expense for the period | - | | - | | - | | - | | (2,580) | | - | | - | | - | | (4,020) | | (685) | | (7,285) |
| Share buyback | - | | - | | (4,560) | | - | | - | | - | | - | | - | | - | | - | | (4,560) |
| Re-issue of treasury shares | - | | - | | 1,772 | | - | | - | | - | | - | | - | | - | | (826) | | 946 |
| | | | | | | | | | | | | | | | | | | | | | |
| Transfer of share-based payment reserve to retained earnings | - | | - | | - | | - | | - | | - | | (214) | | - | | - | | 214 | | - |
| | | | | | | | | | | | | | | | | | | | | | |
| Dividend payable to shareholders (Note 16) | - | | - | | - | | - | | - | | - | | - | | - | | - | | (15,149) | | (15,149) |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| At 31 January 2024 | 1,253 |
| 160,526 |
| (54,477) |
| 145 |
| 289 |
| 12,843 |
| 6,012 |
| (196,884) |
| (49,348) |
| 500,702 |
| 381,061 |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Changes in Equity
for the six months ended 31 January 2024
| |
|
|
|
|
|
|
|
|
|
|
|
| Share- |
|
|
| Foreign |
|
|
| |
| |
|
|
|
|
|
| Capital |
| Cashflow |
|
|
| based |
|
|
| currency |
|
|
| |
| | Share |
| Share |
| Treasury |
| redemption |
| hedge |
| Revaluation |
| payment |
| Re-organisation |
| translation |
| Retained |
| |
| | capital |
| premium |
| shares |
| reserve |
| reserve |
| reserve |
| reserve |
| reserve |
| reserve |
| earnings |
| Total |
| | €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| | | | | | | | | | | | | | | | | | | | | | |
| At 1 August 2022 | 1,253 | | 160,521 | | (36,005) | | 145 | | 4,604 | | 12,843 | | 4,194 | | (196,884) | | (43,748) | | 495,854 | | 402,777 |
| | | | | | | | | | | | | | | | | | | | | | |
| Profit for the period | - | | - | | - | | - | | - | | - | | - | | - | | - | | 4,184 | | 4,184 |
| Other comprehensive income for the period | - | | - | | - | | - | | (1,884) | | - | | - | | - | | (12,349) | | (3,259) | | (17,492) |
| Share buyback | - | | - | | (13,135) | | - | | - | | - | | - | | - | | - | | - | | (13,135) |
| Share-based payment charge | - | | - | | - | | - | | - | | - | | 2,597 | | - | | - | | - | | 2,597 |
| Change in fair value of put option | - | | - | | - | | - | | - | | - | | - | | - | | - | | (955) | | (955) |
| | | | | | | | | | | | | | | | | | | | | | |
| Shares issued | - | | 5 | | - | | - | | - | | - | | - | | - | | - | | - | | 5 |
| | | | | | | | | | | | | | | | | | | | | | |
| Dividend payable to shareholders (Note 16) | - | | - | | - | | - | | - | | - | | - | | - | | - | | (14,506) | | (14,506) |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| At 31 January 2023 | 1,253 |
| 160,526 |
| (49,140) |
| 145 |
| 2,720 |
| 12,843 |
| 6,791 |
| (196,884) |
| (56,097) |
| 481,318 |
| 363,475 |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Cash Flows
for the six months ended 31 January 2024
| |
| Six months | | Six months | | Year |
| |
| ended | | ended | | ended |
| |
| January 2024 | | January 2023 | | July 2023 |
| |
| €'000 | | €'000 | | €'000 |
| |
|
| | | | |
| Cash flows from operating activities |
|
| | | | |
| (Loss)/profit before tax |
| (3,936) | | 6,293 | | 67,636 |
| Exceptional items |
| 2,762 | | 1,454 | | 797 |
| Finance income |
| (3,494) | | (1,544) | | (2,080) |
| Finance expense |
| 12,254 | | 10,171 | | 15,043 |
| Profit on disposal of property, plant and equipment |
| (204) | | (69) | | 718 |
| Share of profit of associates and joint venture |
| (1,366) | | (1,615) | | (4,040) |
| Depreciation of property, plant and equipment |
| 4,428 | | 4,425 | | 8,678 |
| Depreciation of right of use assets |
| 6,916 | | 5,738 | | 12,810 |
| Amortisation of intangible assets |
| 6,640 | | 5,922 | | 14,218 |
| Employee share-based payment charge |
| - | | 2,597 | | 2,550 |
| Pension contributions in excess of service costs |
| (298) | | (301) | | (834) |
| Payment of exceptional Ukraine related costs |
| (2,334) | | (1,189) | | (1,918) |
| Payment of exceptional acquisition and disposal related costs |
| (552) | | (265) | | (1,537) |
| |
|
| | | | |
| |
|
| | | | |
| Operating cash flow before changes in working capital |
| 20,816 |
| 31,617 | | 112,041 |
| |
|
| | | | |
| (Increase)/decrease in inventory |
| (89,661) | | (62,330) | | 146,884 |
| Decrease in trade and other receivables |
| 139,315 | | 81,692 | | 19,845 |
| Decrease in trade and other payables |
| (270,325) | | (169,012) | | (122,835) |
| |
|
| | | | |
| |
|
| | | | |
| Cash (absorbed)/generated from operating activities |
| (199,855) | | (118,033) | | 155,935 |
|
|
|
| | | | |
| Interest paid |
| (5,654) | | (4,578) | | (11,526) |
| Income tax paid |
| (8,769) | | (8,870) | | (19,631) |
| |
|
| | | | |
| |
|
| | | | |
| Cash (outflow)/inflow from operating activities |
| (214,278) | | (131,481) | | 124,778 |
| |
|
| | | |
|
| |
|
| | | | |
Origin Enterprises plc
Condensed Interim Consolidated Statement of Cash Flows (continued)
for the six months ended 31 January 2024
| |
| Six months | | Six months | | Year |
| |
| ended | | ended | | ended |
| |
| January 2024 | | January 2023 | | July 2023 |
| |
| €'000 | | €'000 | | €'000 |
| |
|
| | | | |
| Cash flows from investing activities |
|
| | | | |
| Proceeds from sale of property, plant and equipment |
| 797 | | 164 | | 235 |
| Purchase of property, plant and equipment |
| (9,842) | | (10,190) | | (18,567) |
| Additions to intangible assets |
| (10,928) | | (5,470) | | (17,683) |
| Consideration relating to acquisition |
| (755) | | (11,162) | | (30,112) |
| Payment of contingent acquisition consideration |
| (2,237) | | (10) | | (115) |
| Purchase of other financial assets |
| - | | - | | (345) |
| Payment of put option liability |
| (31,706) | | - | | - |
| Dividends received from associates |
| 11,435 | | 260 | | 144 |
| Net proceeds from disposal of subsidiary |
| - | | - | | 705 |
| |
|
| | | | |
| |
|
| | | | |
| Cash outflow from investing activities |
| (43,236) | | (26,408) | | (65,738) |
| |
|
| | | | |
|
|
|
| | | | |
| Cash flows from financing activities |
|
| | | | |
| Drawdown of bank loans |
| 265,622 | | 256,020 | | 334,599 |
| Repayment of bank loans |
| (63,308) | | (185,639) | | (369,244) |
| Lease liability payments |
| (5,477) | | (6,569) | | (14,810) |
| Share issued |
| - | | 5 | | 5 |
| Share buyback |
| (4,560) | | (13,135) | | (20,000) |
| Proceeds from re-issue of treasury shares |
| 1,607 | | - | | 1,654 |
| Payment of dividends to equity shareholders |
| - | | - | | (17,990) |
| |
|
| | | | |
| |
|
| | | | |
| Cash inflow/(outflow) from financing activities |
| 193,884 | | 50,682 | | (85,786) |
| |
|
| | | | |
| |
|
| | | | |
| Net decrease in cash and cash equivalents |
| (63,630) | | (107,207) | | (26,746) |
| |
|
| | | | |
| Translation adjustment |
| (186) | | (768) | | 515 |
| |
|
| | | | |
| Cash and cash equivalents at start of period |
| 150,139 | | 176,370 | | 176,370 |
| |
|
| | | | |
| |
|
| | | | |
| Cash and cash equivalents at end of period (Note 14) |
| 86,323 | | 68,395 | | 150,139 |
| |
|
| | | | |
| |
|
| | | | |
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 January 2024
1 Basis of preparation
The Group condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34), as endorsed by the EU. The condensed interim consolidated financial statements have been prepared as information for the shareholders and do not include all the information and disclosures required in the annual financial statements. They should be read in conjunction with the Group's annual financial statements in respect of the year ended 31 July 2023, which have been prepared in accordance with IFRSs. The financial statements for the year ended 31 July 2023 are available on the company's website www.originenterprises.com. Those financial statements contained an unqualified audit report.
The Group condensed interim consolidated financial statements for the six months ended 31 January 2024 and the comparative figures for the six months ended 31 January 2023 are unaudited and have not been reviewed by the Auditors. The summary financial statements for the year ended 31 July 2023 represent an abbreviated version of the Group's full accounts for that year.
A comprehensive review of the Group's performance for the six months ended 31 January 2024 is included in the financial highlights included on pages 4 to 10. The group's business is seasonal and is heavily weighted towards the second half of the financial year.
2 Going concern
The Group condensed interim financial statements have been prepared on the going concern basis of accounting. The Directors have considered the Group's business activities and how it generates value, together with the main trends and factors likely to affect future development, business performance and position of the Group. Having reassessed the principal risks facing the Group, the Directors believe that the Group is well placed to manage these risks successfully. There are no material uncertainties that cast a significant doubt on the Group's ability to continue as a going concern over a period of at least 12 months from the date of these financial statements.
The Directors report that they have satisfied themselves that the Group is a going concern, having adequate resources to continue in operational existence for the foreseeable future. In forming this view, the Directors have reviewed the Group's forecast for a period not less than 12 months and the long-term plans, and have taken into account the cash flow implications, including capital expenditure, and compared these with the Group's borrowing facilities.
3 Accounting policies
The Group condensed interim consolidated financial statements have been prepared on the basis of the accounting policies as set out on pages 127 to 134 of the Group's Annual Report for the year ended 31 July 2023.
There are a number of new standards which are also effective from 1 August 2023. The following amendments, issued by the International Accounting Standards Board ('IASB') and the International Financial Reporting Interpretations Committee ('IFRIC'), are effective for the Group for the first time in the current financial period and where relevant have been adopted by the Group:
· IFRS 17 Insurance Contracts
· Amendments to IAS 1 'Presentation of Financial Statements': Disclosure of Accounting Policies
· Amendments to IAS 8: 'Accounting Policies, Changes in Accounting Estimates and Errors': Definition of Accounting Estimates
· Amendments to IAS 12: 'Income Taxes': Deferred Tax related to Assets and Liabilities arising from a Single Transaction
· Amendments to IAS 12: 'Income Taxes': International Tax Reform-Pillar Two Model Rules
The amendments listed above have had no material impact on the Group condensed interim consolidated financial statements during the period. The Group has not applied early adoption of any standards for which the effective date is not yet required.
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
4 Reporting currency
The Group condensed interim consolidated financial statements are presented in euro (denoted by the symbol '€') and rounded to the nearest thousand, which is the functional currency of the parent. Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the period end date are translated to functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the Consolidated Income Statement.
The principal exchange rates used for translation of results and balance sheets into euro were as follows:
| | Average foreign exchange rate |
| Closing foreign exchange rate | ||||
| | Six months | Six months | |
| Six months | Six months | |
| | ended | ended | Year ended |
| ended | ended | Year ended |
| | Jan 2024 | Jan 2023 | July 2023 |
| Jan 2024 | Jan 2023 | July 2023 |
| | EUR €1= | EUR €1= | EUR €1= |
| EUR €1= | EUR €1= | EUR €1= |
| | | | | | | | |
| Brazilian Real | 5.33018 | 5.35014 | 5.39041 | | 5.35209 | 5.56463 | 5.21903 |
| British Pound Sterling | 0.86309 | 0.86810 | 0.87026 | | 0.85310 | 0.88030 | 0.8574 |
| Polish Zloty | 4.43802 | 4.71946 | 4.65058 | | 4.34210 | 4.71120 | 4.4110 |
| Romanian Leu | 4.96266 | 4.91117 | 4.92264 | | 4.97930 | 4.92350 | 4.9362 |
| Ukrainian Hryvnia | 39.86298 | 37.74349 | 38.90247 | | 40.73693 | 40.02843 | 40.70899 |
| | | | | | | | |
5 Segment information
IFRS 8, 'Operating Segments', requires operating segments to be identified on the basis of internal reports that are regularly reviewed by the Chief Operating Decision Maker ('CODM') in order to allocate resources to the segments and to assess their performance. Three operating segments have been identified: (1) Ireland and the United Kingdom, (2) Continental Europe and (3) Latin America.
Ireland and the United Kingdom
This segment includes the Group's wholly owned Irish and UK based Business-to-Business Agri-Inputs operations, Integrated Agronomy and On-Farm Services operations and Amenity, Environmental and Ecology operations. In addition, this segment includes the Group's associates and joint venture undertakings.
Continental Europe
This segment includes the Group's Business-to-Business Agri-Inputs operations, Integrated Agronomy and On-Farm Services operations in Poland, Romania and Ukraine.
Latin America
The Group's presence in Latin America is through Fortgreen Commercial Agricola Ltda, a business which is focused on the development and marketing of value-added crop nutrition and speciality inputs and which is headquartered in Parana State in southern Brazil.
Information regarding the results of each reportable segment is included below. Performance is measured based on segment operating profit as included in the internal management reports that are reviewed by the Group's CODM, being the Origin Executive Directors. Segment operating profit is used to measure performance, as this information is the most relevant in evaluating the results of the Group's segments.
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
5 Segment information (continued)
| | Ireland & UK | | Continental Europe | | Latin America | | Total Group |
| | Six months | | Six months | | Six months | | Six months | | Six months | | Six months | | Six months | | Six months |
| | ended | | ended | | ended | | ended | | ended | | ended | | ended | | ended |
| | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 |
| | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 |
| |
| | | |
| | | |
| | | |
| | |
| Revenue | 516,126 | | 753,976 | | 244,070 | | 336,506 | | 94,717 | | 89,560 | | 854,913 | | 1,180,042 |
|
|
| | | |
| | | |
| | | |
| | |
| Segment result | (3,138) | | 2,900 | | 1,966 | | 3,157 | | 13,897 | | 14,243 | | 12,725 | | 20,300 |
| Profit from associates and joint venture | 1,366 | | 1,615 | | - | | - | | - | | - | | 1,366 | | 1,615 |
| Amortisation of non-ERP intangible assets | (5,068) | | (3,787) | | (583) | | (706) | | (854) | | (1,048) | | (6,505) | | (5,541) |
| Operating profit before exceptional items | (6,840) | | 728 | | 1,383 | | 2,451 | | 13,043 | | 13,195 | | 7,586 | | 16,374 |
| Exceptional items | (1,009) |
| (265) | | (1,753) | | (1,189) | | - | | - | | (2,762) | | (1,454) |
| Operating profit | (7,849) | | 463 | | (370) | | 1,262 | | 13,043 | | 13,195 | | 4,824 | | 14,920 |
| |
| | | |
| |
|
|
|
| |
| | | |
| Segment earnings before financing and tax |
| | | |
| |
|
|
|
|
|
| 4,824 | | 14,920 |
| Finance income |
| | | |
| |
|
|
|
|
|
| 3,494 | | 1,544 |
| Finance expense |
| | | |
| |
|
|
|
|
|
| (12,254) | | (10,171) |
| Reported profit before tax |
| | | |
| |
|
|
|
|
|
| (3,936) | | 6,293 |
| Income tax credit/(expense) |
| | | |
| |
|
|
|
|
|
| 452 |
| (2,109) |
| Reported profit after tax |
| | | |
| |
|
|
|
|
|
| (3,484) |
| 4,184 |
| |
| | | |
| |
|
|
|
|
|
|
|
| |
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
5 Segment information (continued)
| (ii) Segment assets | Ireland & UK | | Continental Europe | | Latin America | | Total Group |
| | Six months | | Six months | | Six months | | Six months | | Six months | | Six months |
| Six months | | Six months |
| | ended | | ended | | ended | | ended | | ended | | ended |
| ended | | ended |
| | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 |
| Jan 2024 | | Jan 2023 |
| | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 |
| €'000 | | €'000 |
| Assets excluding investment in associates and joint venture | 711,381 | | 788,441 | | 251,140 | | 286,316 | | 152,390 | | 142,905 |
| 1,114,911 | | 1,217,662 |
| Investment in associates and joint venture (including other financial assets) | 43,236 | | 45,830 | | - | | - | | - | | - |
| 43,236 | | 45,830 |
| Segment assets | 754,617 | | 834,271 | | 251,140 | | 286,316 | | 152,390 | | 142,905 |
| 1,158,147 | | 1,263,492 |
Reconciliation to total assets as reported in Condensed Interim Consolidated Statement of Financial Position
| Cash and cash equivalents |
| 86,552 | | 77,033 |
| Derivative financial instruments |
| 4,580 | | 6,904 |
| Deferred tax assets |
| 7,478 | | 6,407 |
| Total assets as reported in Condensed Interim Consolidated Statement of Financial Position |
| 1,256,757 | | 1,353,836 |
|
|
|
| | |
| (iii) Segment liabilities | Ireland & UK | | Continental Europe | | Latin America | | Total Group |
| | Six months | | Six months | | Six months | | Six months | | Six months | | Six months | | Six months | | Six months |
| | ended | | ended | | ended | | ended | | ended | | ended | | ended | | ended |
| | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 | | Jan 2024 | | Jan 2023 |
| | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 | | €'000 |
| Segment liabilities | 342,373 | | 472,112 | | 156,874 | | 206,202 | | 35,872 | | 61,879 | | 535,119 | | 740,193 |
|
|
| | | |
| | | |
| | | |
| | |
Reconciliation of total liabilities as reported in Condensed Interim Consolidated Statement of Financial Position
| Interest-bearing loans | 302,395 | | 207,978 | |
| Derivative financial instruments | 1,317 | | 2,137 | |
| Dividend payable to shareholders | 15,149 | | 14,506 | |
| Current and deferred tax liabilities | 21,716 | | 25,547 | |
| Total liabilities as reported in Condensed Interim Consolidated Statement of Financial Position | 875,696 | | 990,361 | |
|
|
| | |
|
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
6 Exceptional items
Exceptional items are those that, in management's judgement, should be separately presented and disclosed by virtue of their nature or amount. Such items are included within the consolidated income statement caption to which they relate. The following exceptional items arose during the year:
| | Six months | | Six months | |
| | ended | | ended | |
| | January | | January | |
| | 2024 | | 2023 | |
| | €'000 | | €'000 | |
| Acquisition related costs (i) | (553) | | (265) | |
| Ukraine related costs (ii) | (2,209) | | (1,189) | |
| Total exceptional charge before tax | (2,762) | | (1,454) | |
| Tax credit on exceptional items | 64 | | 26 | |
| Total exceptional charge after tax | (2,698) | | (1,428) | |
|
|
| | |
|
(i) Acquisition related costs
These costs principally comprised of costs incurred in relation to the acquisition completed during the period. The tax impact of this exceptional item in the period was a tax credit of €6,000.
(ii) Ukraine related costs
Ukraine related costs comprise of rationalisation costs related to termination payments from cessation of operations in Ukraine along with costs associated with international sanctions imposed by authorities in response to the Russian invasion of Ukraine. The tax impact of this exceptional item in the period was a tax credit of €58,000.
7 Earnings per share
Basic earnings per share
| | Six months | | Six months |
| | ended | | ended |
| | January | | January |
| | 2024 | | 2023 |
| | €'000 | | €'000 |
|
|
| | |
| (Loss)/profit for the financial period attributable to equity shareholders | (3,484) | | 4,184 |
| |
| | |
| | '000 | | '000 |
|
| | | |
| Weighted average number of ordinary shares for the period | 111,666 | | 114,485 |
| |
| | |
| | Cent | | Cent |
|
|
| | |
| Basic (loss)/earnings per share | (3.12) | | 3.65 |
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
7 Earnings per share (continued)
| Diluted earnings per share | Six months | | Six months |
| | ended | | ended |
| | January | | January |
| | 2024 | | 2023 |
| | €'000 | | €'000 |
| |
|
| |
| (Loss)/profit for the financial period attributable to equity shareholders | (3,484) | | 4,184 |
| |
| | |
| | '000 | | '000 |
| |
| | |
| Weighted average number of ordinary shares used in basic calculation | 111,666 | | 114,485 |
| Potential impact of shares with dilutive effect | 3,840 | | 2,463 |
| Potential impact of SAYE scheme with dilutive effect | 1,067 | | 1,759 |
| Weighted average number of ordinary shares (diluted) for the period | 116,573 | | 118,707 |
| |
| | |
| | Cent | | Cent |
|
|
|
| |
| Diluted (loss)/earnings per share | (3.12) | | 3.52 |
|
|
| | |
The effects of potential ordinary shares are not reflected in the calculation of the diluted loss per share as the impact of these is anti-dilutive.
| Adjusted basic earnings per share | |
|
| |
|
| | Six months |
| Six months |
| | | ended |
| ended |
| | | January |
| January |
| | | 2024 |
| 2023 |
| | | €'000 |
| €'000 |
|
| |
|
| |
| (Loss)/profit for the financial period attributable to equity shareholders | | (3,484) |
| 4,184 |
| Amortisation of non-ERP related intangible assets | | 6,505 |
| 5,541 |
| Tax on amortisation of non-ERP related intangible assets | | (1,345) |
| (824) |
| Exceptional items, net of tax | | 2,698 |
| 1,428 |
| Adjusted basic profit | | 4,374 |
| 10,329 |
| | |
|
| |
|
|
| Cent |
| Cent |
|
|
|
|
| |
| Adjusted basic earnings per share |
| 3.92 |
| 9.02 |
| | |
|
| |
|
| |
|
| |
|
| | €'000 |
| €'000 |
|
| |
|
| |
| Total adjusted basic earnings - as above | | 4,376 |
| 10,329 |
| | |
|
| |
| | | Cent |
| Cent |
|
|
|
|
| |
| Total adjusted diluted earnings per share |
| 3.75 |
| 8.70 |
|
|
|
|
| |
The calculation of basic adjusted earnings per share is based on the weighted average number of shares in issue during the period of 111,666,049 (31 January 2023: 114,484,781). The weighted average number of shares used in the calculation of adjusted diluted earnings per share is 116,572,536 (31 January 2023: 118,707,841).
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
8 Condensed Interim Consolidated Income Statements for the six months ended 31 January 2023 and year ended 31 July 2023
An analysis of the Condensed Interim Consolidated Income Statement (including exceptional items) for the six months ended 31 January 2023 and year ended 31 July 2023 is set out below.
| | Six months ended 31 January 2023 | |
| |
|
|
| |
| | | | Six months |
| Six months |
| Six months | |
| | |
| ended |
| ended |
| ended | |
| | | | Jan 2023 |
| Jan 2023 |
| Jan 2023 | |
| | | | Pre-Exceptional |
| Exceptional |
| Total | |
| | | | €'000 |
| €'000 |
| €'000 | |
| | Revenue | | 1,180,042 | | - | | 1,180,042 | |
| | Cost of sales | | (1,030,438) | | - | | (1,030,438) | |
|
| Gross profit |
| 149,604 | | - | | 149,604 | |
| | Operating costs | | (134,845) | | (1,454) | | (136,299) | |
| | Share of profit of associates and joint venture | | 1,615 | | - | | 1,615 | |
|
| Operating profit |
| 16,374 | | (1,454) | | 14,920 | |
| | Finance income | | 1,544 | | - | | 1,544 | |
| | Finance expense | | (10,171) | | - | | (10,171) | |
|
| Profit before income tax |
| 7,747 | | (1,454) | | 6,293 | |
| | Income tax expense | | (2,135) | | 26 | | (2,109) | |
|
| Profit attributable to equity shareholders | | 5,612 | | (1,428) | | 4,184 |
|
| | | | | | | | | |
| |
| | | | | | | |
| | Year ended 31 July 2023 | | | | | | | |
| | | | Year ended | | Year ended |
| Year ended | |
| | | | July 2023 | | July 2023 |
| July 2023 | |
| | | | Pre-Exceptional | | Exceptional |
| Total | |
| | | | €'000 | | €'000 |
| €'000 | |
| | Revenue | | 2,456,168 | | - | | 2,456,168 | |
| | Cost of sales | | (2,122,029) | | - | | (2,122,029) | |
| | Gross profit |
| 334,139 |
| - |
| 334,139 |
|
| | Operating costs | | (256,783) | | (4,489) | | (261,272) | |
| | Share of profit of associates and joint venture | | 4,040 | | 3,692 | | 7,732 | |
| | Operating profit |
| 81,396 |
| (797) | | 80,599 |
|
| | Finance income | | 2,080 | | - | | 2,080 | |
| | Finance expense | | (15,043) | | - | | (15,043) | |
| | Profit before income tax |
| 68,433 |
| (797) | | 67,636 |
|
| | Income tax expense | | (16,770) | | 166 | | (16,604) |
|
| | Profit for the year |
| 51,663 |
| (631) | | 51,032 |
|
| | | | | | | | | |
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
9 Property, plant and equipment
| | January |
| July |
| | 2024 |
| 2023 |
| | €'000 | | €'000 |
| | | | |
| Net book value |
|
| |
| At beginning of period | 118,107 |
| 107,906 |
| Arising on acquisition (Note 13) | 749 | | 1,459 |
| Additions | 10,449 | | 18,891 |
| Disposals | (585) | | (1,014) |
| Depreciation charge | (4,428) | | (8,678) |
| Translation adjustments | 58 | | (457) |
| |
| | |
| |
| | |
| At end of period | 124,350 | | 118,107 |
| | | | |
| | | | |
10 Goodwill and intangible assets
| | January |
| July |
| | 2024 |
| 2023 |
| | €'000 | | €'000 |
| | | | |
| Net book value | | | |
| At beginning of period | 299,906 |
| 251,999 |
| Arising on acquisition (Note 13) | 184 | | 46,650 |
| Purchase adjustment | - | | (58) |
| Additions | 10,928 | | 17,683 |
| Disposals | - | | (886) |
| Amortisation of non-ERP intangible assets | (6,505) | | (13,435) |
| ERP intangible amortisation | (135) | | (783) |
| Translation adjustments | (150) | | (1,264) |
| |
| | |
| |
| | |
| At end of period | 304,228 | | 299,906 |
| | | | |
| | | | |
Included in the total goodwill and intangible assets above is goodwill of €214,147,000 (July 2023: €214,354,000). There have been no indicators of impairment in the first half of the year therefore a full assessment of the carrying value of goodwill and intangibles will be carried out in the second half of the year.
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
11 Investments in associates and joint venture
| | January |
| July |
| | 2024 |
| 2023 |
| | €'000 |
| €'000 |
| | | | |
| At beginning of period | 52,387 |
| 47,053 |
| Share of profits after tax, before exceptional items | 1,366 | | 4,040 |
| Share of exceptional items, net of tax | - | | 3,692 |
| Dividends received | (11,435) | | (144) |
| Share of other comprehensive income | (62) | | (1,755) |
| Translation adjustments | 77 | | (499) |
| |
| | |
| |
| | |
| At end of period | 42,333 | | 52,387 |
| | | | |
|
| | | |
12 Provision for liabilities
The estimate of provisions is a key judgement in the preparation of the condensed interim consolidated condensed financial statements.
| | January |
| July |
| | 2024 |
| 2023 |
| | €'000 |
| €'000 |
| |
| | |
| At beginning of period | 23,318 | | 5,612 |
| Arising on acquisition (Note 13) Provided in period | - 500 | | 15,199 2,738 |
| Utilised in the period | (912) | | (290) |
| Paid in period | (2,237) | | (115) |
| Translation adjustments | 65 | | 174 |
| |
| | |
| |
| | |
| At end of period | 20,734 | | 23,318 |
| |
| | |
| |
| | |
Provisions primarily relate to contingent acquisition consideration arising on a number of acquisitions completed during prior years.
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
13 Acquisition of subsidiary undertakings
In August 2023, the Group acquired the business and operating assets of Suregreen Limited, a UK based landscape and gardening products supplier for trade professionals and DIY customers from its Administrators.
Details of the net assets acquired are as follows:
|
|
| €'000 |
| Assets |
|
|
| Non-current | | |
| Property, plant & equipment | | 749 |
| Right of use lease assets | | 187 |
| Intangible assets | | 184 |
| Total non-current assets |
| 1,120 |
| | | |
| Current assets | | |
| Inventory | | 448 |
| Total current assets |
| 448 |
|
| | |
| Liabilities | | |
| Trade and other payables | | (615) |
| Lease liabilities | | (198) |
| Total liabilities |
| (813) |
|
| | |
| Total net assets acquired |
| 755 |
| | | |
| Consideration satisfied by: | | |
| Cash consideration | | 755 |
| Total consideration related to acquisitions |
| 755 |
|
|
|
|
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
14 Analysis of net cash / (debt)
| | | 31 July |
|
|
| Non-cash |
| Translation |
| 31 January |
| | | 2023 |
| Cashflow |
| movements |
| adjustment |
| 2024 |
| | | €'000 |
| €'000 |
| €'000 |
| €'000 |
| €'000 |
| | | | | | | | | | | |
| | Cash | 151,237 | | (64,497) | | - | | (188) | | 86,552 |
| | Overdraft | (1,098) | | 867 | | - | | 2 | | (229) |
| | | | | | | | | | | |
| | | | | | | | | | | |
|
| Cash and cash equivalents | 150,139 |
| (63,630) |
| - |
| (186) |
| 86,323 |
| | | | | | | | | |
| |
| | Loans | (96,964) | | (202,314) | | (313) | | (2,575) | | (302,166) |
| | | | | | | | | | | |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net cash / (debt) | 53,175 |
| (265,944) |
| (313) |
| (2,761) |
| (215,843) |
| | | | | | | | | | | |
| | Lease liabilities | (54,916) | | 5,477 | | (8,076) | | (251) | | (57,766) |
| | | | | | | | | | | |
| | | | | | | | | | | |
|
| Net debt including lease liabilities | (1,741) |
| (260,467) |
| (8,389) |
| (3,012) |
| (273,609) |
| | |
| | | | | | | | |
| | |
| | | | | | | | |
As at 31 January 2024, the Group had unsecured committed banking facilities of €400.0 million (July 2023: €400.0 million), which will expire in June 2026.
15 Share capital
|
|
| January |
| July |
| | | 2024 |
| 2023 |
| | | €'000 |
| €'000 |
| | Authorised |
|
|
|
| | 250,000,000 ordinary shares of €0.01 each (i) | 2,500 |
| 2,500 |
| | |
| | |
| | Allotted, called up and fully paid |
| | |
| | 125,320,375 (2023: 125,320,375) ordinary shares of €0.01 each (i) | 1,253 | | 1,253 |
| | |
| | |
| | Number of treasury shares |
| Nominal value of shares |
| Carrying value of shares |
| |
|
| €'000 |
| €'000 |
| Treasury shares in issue |
|
|
| | |
| At 1 August 2023 | (13,558,484) | | (136) | | (51,689) |
| Share buyback (ii) | (1,308,272) | | (13) | | (4,560) |
| Re-issue of treasury shares (iii) | 468,459 | | 4 | | 1,772 |
| | | | | | |
| | | | | | |
| | (14,398,297) |
| (145) |
| (54,477) |
| |
|
|
| | |
(i) Ordinary shareholders are entitled to dividends as declared and each ordinary share carries equal voting rights at meetings of the Company.
(ii) During the financial period, the Group commenced a share buyback programme. The total number of ordinary shares purchased by the Group was 1,308,272 for a total consideration before expenses of €4.6 million. The re-purchased shares are held as treasury shares.
(iii) During the financial period, the Group re-issued 468,459 treasury shares to satisfy the exercise of share options granted under the Group's UK and ROI Savings Related Share Option Schemes.
Origin Enterprises plc
Notes to the Condensed Interim Consolidated Financial Statements (continued)
for the six months ended 31 January 2024
16 Dividends
On 9 February 2024 a dividend of 13.65 cent per ordinary share was paid in respect of the year ended 31 July 2023. The dividend was approved by shareholders at the Annual General Meeting on 16 November 2023.
An interim dividend of 3.15 cent per share will be paid on 21 June 2024 to shareholders on the register on 31 May 2024. These condensed interim consolidated financial statements do not reflect this dividend payable.
17 Taxation
The taxation charge for the interim period is an estimate based on the expected full year effective tax rate on full year profits.
18 Contingent liabilities
The Group is not aware of any major changes with regard to contingent liabilities in comparison with the situation as of 31 July 2023.
19 Related party transactions
Related party transactions occurring in the period were similar in nature to those described in the 2023 Annual Report.
20 Subsequent events
Subsequent to 31 January 2024, the Group announced the acquisition of Groundtrax Systems Limited, which is the UK's number one specialist supplier of ground protection and reinforcement systems.
There have been no other material events that would require adjustment to or disclosure in this report.
21 Release of half yearly condensed interim consolidated financial statements
The Group condensed interim consolidated financial information was approved for release by the Board on 4 March 2024.
22 Distribution of Interim Report
This interim report is available on the Group's website (www.originenterprises.com). A printed copy is available to the public at the Company's registered office.
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