22 November
2022
PHSC PLC
(“PHSC”, the “Company” or the
“Group”)
Unaudited Interim
Results for the six months ended 30
September 2022
PHSC (AIM: PHSC), a leading provider of health, safety, hygiene
and environmental consultancy services and security solutions to
the public and private sectors, is pleased to announce its
unaudited interim results for the six-month period ended
30 September 2022.
GROUP CHIEF EXECUTIVE OFFICER’S
STATEMENT
Financial Highlights
- Group revenue of £1.679m (H1 FY22: £1.719m).
- EBITDA of £162k (H1 FY22: £163k including £29k of grant
funding).
- Earnings per share of 0.90p (H1 FY22: 0.78p).
- Cash of £691k (H1 FY22: £902k).
- Net asset value (unaudited) of £3.6m following end-of-year
write-downs (H1 FY22: £4.7m).
- Pro-forma net asset value (unaudited) per share of 30.6p,
compared to a mid-market share price as at market close on
30 September 2022 of 19p.
- Interim dividend declared of 0.5p per ordinary share.
Operational Highlights and Business
Outlook
Revenues and EBITDA at the interim stage were little changed
from those in the same period last year. That said, the
contributions from each subsidiary have been different with some
showing improvement and others below where they previously were.
All subsidiaries, however, have traded profitably over the
reporting period. A breakdown of how each subsidiary has performed
is set out in a separate section of this report below.
All subsidiaries were adversely affected by rising costs in many
areas of the group’s business, in particular in relation to travel
and accommodation charges.
The Board took the decision to increase salaries in April 2022 and again in September 2022, although the latter increase did
not impact the halfway stage. It was felt important to
protect employee wellbeing and livelihoods at a time when
inflationary pressures had eroded salary values. Staff retention is
one of the Group’s key performance indicators and with a tight
labour market our longer-term success depends on attracting and
retaining staff of the right calibre.
The retail sector shows no material signs of returning to
pre-pandemic trading levels and the Group continues to closely
monitor the performance of its B2BSG Solutions subsidiary which
offers security solutions to that sector. Profitability has also
been impacted by the weakness of Sterling, as all electronic tags
and associated systems are purchased from abroad.
There has been a marked improvement in the fortunes of RSA
Environmental Health, which predominantly sells into the education
sector. This subsidiary has seen revenues rise by a third and
EBITDA double when compared with the first half of the prior
financial year as schools have returned to a normal way of
trading.
Our Personnel Health and Safety Consultants subsidiary saw a
marked reduction in sales over the equivalent reporting period in
2021, caused by the cessation of a Covid-related testing programme
that ended when the pandemic abated. This led to around 40% lower
EBITDA, although the subsidiary continues to trade very
profitably.
Our leisure sector related subsidiary, Quality Leisure
Management, saw revenues increased by over a third with EBITDA more
than 40% ahead, as activity in leisure facilities returned to
pre-pandemic levels.
The contribution to revenues from our Scottish subsidiary, QCS
International, was also higher than last year and there was a
corresponding rise in profit.
The Board is confident that the Group is well-placed to deal
with the circumstances that it will encounter over the remainder of
the current financial year but acknowledges that cost pressures in
an uncertain economic environment will create challenges.
Dividend
The Board believes that the Group will remain cash generative
and there are sufficient cash reserves to enable the payment of an
interim dividend. Accordingly, the Board has decided to declare an
interim dividend of 0.5p per ordinary share, to be paid on
13 January 2023, to those
shareholders on the register of members on 23 December 2022.
Any recommendation by the Board for a final dividend will be
subject to the Group’s full year performance, cash reserves, and
the outlook at that time.
Cash Flow
Cash at bank on 30 September 2022
stood at £0.7m compared to approximately £0.9m at the same time
last year. Over the 12 month period since the date of the
last Interim results, the Company has made dividend distributions
totalling £130k and undertaken a share buyback costing £312k
inclusive of associated costs.
Despite no current expectation of having to call upon it, the
Group has renewed its £50,000 banking facility with HSBC.
The Group has sufficient cash reserves to service the proposed
interim dividend and all requirements arising in the normal course
of business. There are currently no additional calls on the
Company’s cash. It is noted that authority was obtained at the last
AGM for the Company to potentially undertake a further share
buyback programme(s), however, no decision has been taken on this
matter at the present time.
Discrete Performance by Trading
Subsidiaries
Profit/loss figures for the individual subsidiaries below are
stated before tax and inter-company charges (including the costs of
operating the parent plc which are recovered through management
charges levied on, and dividends received from, trading
subsidiaries), interest paid and received, depreciation and
amortisation.
Inspection Services (UK) Limited
Invoiced sales of £95,620 yielding a profit of £4,962 (H1 FY22:
£94,392 and £10,923).
Personnel Health and Safety Consultants Limited
Invoiced sales of £423,253 yielding a profit of £119,478 (H1 FY22:
£607,906 and £198,579).
RSA Environmental Health Limited
Invoiced sales of £174,625 resulting in a profit of £32,767 (H1
FY22: £130,953 and £15,646).
Quality Leisure Management Limited
Invoiced sales of £192,014 resulting in a profit of £67,769 (H1
FY22: £137,281 and £37,500).
QCS International Limited
Invoiced sales of £408,894 yielding a profit of £138,463 (H1 FY22:
£356,968 and £113,668).
B2BSG Solutions Limited
Invoiced sales of £384,340 resulting in a profit of £2,825 (H1
FY22: £391,729 and loss of £16,738).
For further information please contact:
PHSC plc
Stephen
King
Tel: 01622 717 7000
Stephen.king@phsc.co.uk
www.phsc.plc.uk
Strand Hanson Limited (Nominated
Adviser)
Tel: 020 7409 3494
James Bellman/Matthew Chandler
Novum Securities Limited
(Broker)
Tel: 020 7399 9427
Colin Rowbury
About PHSC
PHSC, through its trading subsidiaries, Personnel Health &
Safety Consultants Ltd, RSA Environmental Health Ltd, QCS
International Ltd, Inspection Services (UK) Ltd and Quality Leisure
Management Ltd, provides a range of health, safety, hygiene,
environmental and quality systems consultancy and training services
to organisations across the UK. In addition, B2BSG Solutions Ltd
offers innovative security solutions including tagging, labelling
and CCTV.
The information contained within this announcement is deemed
by the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by
virtue of the European Union (Withdrawal) Act 2018, as
amended.
Group Statement of
Comprehensive Income |
|
|
Six months
ended |
|
Six months
ended |
|
Year
ended |
|
|
|
30 Sept 22 |
|
30 Sept 21 |
|
31 Mar 22 |
|
Note |
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
|
£’000 |
|
£’000 |
|
£’000 |
Continuing
operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
3 |
|
1,679 |
|
1,719 |
|
3,571 |
|
|
|
|
|
|
|
|
Cost of sales |
|
|
(804) |
|
(888) |
|
(1,939) |
|
|
|
|
|
|
|
|
Gross
profit |
|
|
875 |
|
831 |
|
1,632 |
|
|
|
|
|
|
|
|
Administrative
expenses |
|
|
(744) |
|
(727) |
|
(1,446) |
Goodwill
impairment |
2 |
|
- |
|
- |
|
(793) |
|
|
|
|
|
|
|
|
Government grants |
|
|
- |
|
29 |
|
29 |
Other income |
|
|
1 |
|
- |
|
- |
|
|
|
|
|
|
|
|
Profit from
operations |
|
|
132 |
|
133 |
|
(578) |
|
|
|
|
|
|
|
|
Finance income |
|
|
- |
|
- |
|
- |
|
|
|
|
|
|
|
|
Profit before
taxation |
|
|
132 |
|
133 |
|
(578) |
|
|
|
|
|
|
|
|
Corporation tax
expense |
|
|
(26) |
|
(27) |
|
(53) |
|
|
|
|
|
|
|
|
Profit for the
period after tax attributable to owners of parent |
3 |
|
106 |
|
106 |
|
(631) |
|
|
|
|
|
|
|
|
Total
comprehensive income attributable to owners of the parent |
|
106 |
|
106 |
|
(631) |
|
|
|
|
|
|
|
|
|
Basic and diluted
earnings per share for profit after tax from continuing operations
attributable to the equity holders of the Group during the
period |
5 |
|
0.90p |
|
0.78p |
|
(4.76)p |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Group
Statement of Financial Position |
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
Note |
|
£’000 |
|
£’000 |
|
£’000 |
Non-current
assets |
|
|
|
|
|
|
|
Property, plant and
equipment |
4 |
|
462 |
|
500 |
|
490 |
Goodwill |
|
|
2,235 |
|
3,028 |
|
2,235 |
Deferred tax
asset |
|
|
16 |
|
2 |
|
16 |
|
|
|
2,713 |
|
3,530 |
|
2,741 |
Current
assets |
|
|
|
|
|
|
|
Inventories |
|
|
206 |
|
252 |
|
186 |
Trade and other
receivables |
|
|
660 |
|
686 |
|
726 |
Cash and cash
equivalents |
|
|
691 |
|
902 |
|
649 |
|
|
|
1,557 |
|
1,840 |
|
1,561 |
|
|
|
|
|
|
|
|
Total
assets |
3 |
|
4,270 |
|
5,370 |
|
4,302 |
|
|
|
|
|
|
|
|
Current
liabilities |
|
|
|
|
|
|
|
Trade and other
payables |
|
|
471 |
|
460 |
|
617 |
Right of use lease
liability |
|
|
23 |
|
28 |
|
31 |
Current corporation
tax payable |
|
|
81 |
|
115 |
|
55 |
|
|
|
575 |
|
603 |
|
703 |
Non-current
liabilities |
|
|
|
|
|
|
|
Right of use lease
liability |
|
|
14 |
|
26 |
|
24 |
Deferred taxation
liabilities |
|
|
62 |
|
51 |
|
62 |
|
|
|
76 |
|
77 |
|
86 |
|
|
|
|
|
|
|
|
Total
liabilities |
|
|
651 |
|
680 |
|
789 |
|
|
|
|
|
|
|
|
Net assets |
|
|
3,619 |
|
4,690 |
|
3,513 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital and
reserves attributable to equity holders of the Group |
|
|
|
|
|
|
|
Called up share
capital |
|
|
1,185 |
|
1,468 |
|
1,468 |
Share premium
account |
|
|
1,916 |
|
1,916 |
|
1,916 |
Capital redemption
reserve |
|
|
426 |
|
143 |
|
143 |
Merger relief
reserve |
|
|
134 |
|
134 |
|
134 |
Treasury shares |
|
|
- |
|
(335) |
|
(645) |
Retained earnings |
|
|
(42) |
|
1,364 |
|
497 |
|
|
|
|
|
|
|
|
|
|
|
3,619 |
|
4,690 |
|
3,513 |
Group
Statement of Changes in Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share
Capital |
Share
Premium |
Merger
Relief
Reserve |
Capital
Redemption
Reserve |
Treasury
Shares |
Retained
Earnings |
Total |
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
|
|
|
|
|
Balance at 1 April
2022 |
1,468 |
1,916 |
134 |
143 |
(645) |
497 |
3,513 |
Profit for the period
attributable to equity holders |
- |
- |
- |
- |
- |
106 |
106 |
Cancellation of
treasury shares |
(283) |
- |
- |
283 |
645 |
(645) |
- |
|
|
|
|
|
|
|
|
Balance at 30
September 2022 |
1,185 |
1,916 |
134 |
426 |
- |
(42) |
3,619 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 April
2021 |
1,468 |
1,916 |
134 |
143 |
- |
1,258 |
4,919 |
Profit for the period
attributable to equity holders |
- |
- |
- |
- |
- |
106 |
106 |
Purchase of treasury
shares |
- |
- |
- |
- |
(325) |
- |
(325) |
Cost of share
buyback |
- |
- |
- |
- |
(10) |
- |
(10) |
|
|
|
|
|
|
|
|
Balance at 30
September 2021 |
1,468 |
1,916 |
134 |
143 |
(335) |
1,364 |
4,690 |
|
|
|
|
|
|
|
|
Group Statement of
Cash Flows |
Six months |
Six months |
|
Year |
|
|
ended |
|
ended |
|
ended |
|
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
£’000 |
|
£’000 |
|
£’000 |
Cash flows
generated from operating activities |
|
|
|
|
|
|
Cash generated from
operations |
|
62 |
|
17 |
|
313 |
Tax paid |
|
- |
|
- |
|
(89) |
Net cash generated
from operating activities |
|
62 |
|
17 |
|
224 |
|
|
|
|
|
|
|
Cash flows used in
investing activities |
|
|
|
|
|
|
Purchase of property,
plant and equipment |
|
(2) |
|
- |
|
(22) |
Disposal of fixed
assets |
|
- |
|
- |
|
- |
Interest received |
|
- |
|
- |
|
1 |
Net cash used in
investing activities |
|
(2) |
|
- |
|
(21) |
|
|
|
|
|
|
|
Cash flows used in
financing activities |
|
|
|
|
|
|
Payments on right of
use assets |
|
(18) |
|
(17) |
|
(16) |
Share buyback |
|
- |
|
(335) |
|
(645) |
Dividends paid to
Group shareholders |
|
- |
|
- |
|
(130) |
Net cash used in
financing activities |
|
(18) |
|
(352) |
|
(791) |
|
|
|
|
|
|
|
Net
increase/(decrease) in cash and cash equivalents |
|
42 |
|
(335) |
|
(588) |
Cash and cash
equivalents at beginning of period |
|
649 |
|
1,237 |
|
1,237 |
Cash and cash
equivalents at end of period |
|
691 |
|
902 |
|
649 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the cash
flow statement |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash generated from
operations |
|
|
|
|
|
|
Operating profit -
continuing operations |
|
132 |
|
133 |
|
(578) |
Depreciation
charge |
|
30 |
|
30 |
|
59 |
Goodwill
impairment |
|
- |
|
- |
|
793 |
Loss on sale of fixed
assets |
|
- |
|
- |
|
2 |
(Increase)/decrease in
inventories |
|
(20) |
|
8 |
|
74 |
Decrease/(increase) in
trade and other receivables |
|
66 |
|
(96) |
|
(136) |
(Increase)/decrease in
trade and other payables |
|
(146) |
|
(58) |
|
99 |
Cash generated from
operations |
|
62 |
|
17 |
|
313 |
Notes to the Interim Financial Statements
1. Basis of preparation
These condensed consolidated financial statements are presented
on the basis of International Financial Reporting Standards (IFRS)
as adopted by the European Union and interpretations issued by the
International Financial Reporting Interpretations Committee (IFRIC)
and have been prepared in accordance with the AIM Rules for
Companies and the Companies Act 2006, as applicable to companies
reporting under IFRS.
The financial information contained in this announcement, which
has not been audited, does not constitute statutory accounts as
defined by Section 434 of the Companies Act 2006. The Group’s
statutory financial statements for the year ended 31 March 2022, prepared under IFRS, have been
filed with the Registrar of Companies. The auditor’s report for the
2022 financial statements was unqualified and did not contain a
statement under Section 498 (2) or (3) of the Companies Act
2006.
The same accounting policies and methods of computation are
followed within these interim financial statements as adopted in
the most recent annual financial statements.
Impairment of goodwill
The Board has considered the carrying value of goodwill and is
satisfied that the assumptions made at the time of the last
adjustment remain valid.
2. Exceptional Administrative
Expenses
|
Six
months ended |
|
Six
months ended |
|
Year
ended |
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
Unaudited |
|
Unaudited |
|
Audited |
Impairment of PHSC
plc’s investment in |
£’000 |
|
£’000 |
|
£’000 |
Inspection Services
(UK) Limited |
- |
|
- |
|
117 |
B2BSG Solutions
Limited |
- |
|
- |
|
676 |
|
- |
|
- |
|
793 |
3. Segmental Reporting
|
Six months ended |
|
Six
months ended |
|
Year
ended |
|
|
30 Sept 22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
Revenue |
£’000 |
|
£’000 |
|
£’000 |
|
|
|
|
|
|
|
|
Security
division: B2BSG Solutions Ltd |
384 |
|
392 |
|
749 |
|
|
384 |
|
392 |
|
749 |
|
Health & Safety
division |
|
|
|
|
|
|
Inspection Services
(UK) Ltd |
96 |
|
94 |
|
187 |
|
Personnel Health &
Safety Consultants Ltd |
423 |
|
608 |
|
1,283 |
|
Quality Leisure
Management Ltd |
192 |
|
137 |
|
324 |
|
RSA Environmental
Health Ltd |
175 |
|
131 |
|
304 |
|
|
886 |
|
970 |
|
2,098 |
|
|
|
|
|
|
|
|
Systems
division: QCS International Ltd |
409 |
|
357 |
|
724 |
|
|
|
|
|
|
|
|
Total
revenue |
1,679 |
|
1,719 |
|
3,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) after
taxation, before management charge |
|
|
|
|
|
|
|
|
|
|
|
Security
division: B2BSG Solutions Ltd |
4 |
|
(13) |
|
(55) |
|
|
|
|
|
|
Health & Safety
division |
|
|
|
|
|
Inspection Services
(UK) Ltd |
1 |
|
6 |
|
10 |
Personnel Health &
Safety Consultants Ltd |
102 |
|
166 |
|
294 |
Quality Leisure
Management Ltd |
56 |
|
30 |
|
87 |
RSA Environmental
Health Ltd |
25 |
|
13 |
|
47 |
|
184 |
|
215 |
|
438 |
|
|
|
|
|
|
Systems
division: QCS International Ltd |
107 |
|
87 |
|
158 |
|
|
|
|
|
|
Holding
company: PHSC plc |
(189) |
|
(183) |
|
(379) |
|
|
|
|
|
|
|
106 |
|
106 |
|
162 |
|
|
|
|
|
|
Goodwill
impairment |
- |
|
- |
|
(793) |
|
|
|
|
|
|
Total Group profit
after taxation |
106 |
|
106 |
|
(631) |
|
|
|
|
|
|
|
|
|
|
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
Unaudited |
|
Unaudited |
|
Audited |
Total
assets |
£’000 |
|
£’000 |
|
£’000 |
|
|
|
|
|
|
Security
division: B2BSG Solutions Ltd |
178 |
|
292 |
|
197 |
|
|
|
|
|
|
Safety
division |
|
|
|
|
|
Inspection Services
(UK) Ltd |
97 |
|
108 |
|
110 |
Personnel Health &
Safety Consultants Ltd |
289 |
|
470 |
|
630 |
Quality Leisure
Management Ltd |
185 |
|
166 |
|
226 |
RSA Environmental
Health Limited |
619 |
|
584 |
|
622 |
|
1,190 |
|
1,328 |
|
1,588 |
|
|
|
|
|
|
Systems
division: QCS International Ltd |
395 |
|
337 |
|
454 |
|
|
|
|
|
|
Holding
company: PHSC plc |
3,270 |
|
4,184 |
|
2,826 |
|
|
|
|
|
|
|
5,033 |
|
6,141 |
|
5,065 |
|
|
|
|
|
|
Adjustment of
goodwill |
(765) |
|
(773) |
|
(765) |
Adjustment of deferred
tax |
2 |
|
2 |
|
2 |
|
|
|
|
|
|
Total
assets |
4,270 |
|
5,370 |
|
4,302 |
4. Property, plant and equipment
|
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
£’000 |
|
£’000 |
|
£’000 |
|
|
|
|
|
|
|
Cost or
valuation |
|
|
|
|
|
|
Brought forward |
|
928 |
|
928 |
|
928 |
Additions |
|
2 |
|
- |
|
22 |
Disposals |
|
- |
|
- |
|
(22) |
Carried forward |
|
930 |
|
928 |
|
928 |
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
|
|
Brought forward |
|
438 |
|
398 |
|
398 |
Charge |
|
30 |
|
30 |
|
59 |
Disposals |
|
- |
|
- |
|
(19) |
Carried forward |
|
468 |
|
428 |
|
438 |
|
|
|
|
|
|
|
Net book
value |
|
462 |
|
500 |
|
490 |
5. Earnings per share
The calculation of the basic earnings per share is based on the
following data.
|
|
Six
months ended |
|
Six
months ended |
|
Year ended |
|
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
£’000 |
|
£’000 |
|
£’000 |
|
|
|
|
|
|
|
Earnings |
|
|
|
|
|
|
Continuing
activities |
|
106 |
|
106 |
|
(631) |
|
|
|
|
|
|
|
Number of
shares |
|
30 Sept
22 |
|
30 Sept
21 |
|
31 Mar
22 |
|
|
|
|
|
|
|
Weighted average
number of shares for the purpose of basic earnings per share |
|
11,847,019 |
|
13,646,497 |
|
13,250,966 |
- ENDS -