REG - Macfarlane Group PLC - Half-year Report
22/08/2024 07:01
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RNS Number : 3185B Macfarlane Group PLC 22 August 2024
22 August 2024
MACFARLANE GROUP PLC
("MACFARLANE GROUP", "THE COMPANY", "THE GROUP")
INTERIM RESULTS FOR THE SIX MONTHS TO 30 JUNE 2024
Resilient performance in the period; trading broadly in line for the full year
Aleen Gulvanessian, Chair of Macfarlane Group PLC, commented on the interim
results: "As outlined in our AGM trading update in May, the challenging market
conditions experienced in the latter part of 2023 have continued in 2024.
The management team has responded effectively through an improvement in new
business growth, the management of price deflation and actions to control
operating costs. In addition, the Group continues to execute its strategy,
making two further high-quality acquisitions.
The strength of our balance sheet and the cash generative nature of our
business underpins our ongoing investment in actions to grow sales both
organically and through acquisition and increase the interim dividend.
Despite market headwinds, our operational and strategic performance is
progressing, and the Group is well-positioned to benefit as the macroeconomic
outlook improves."
Increase/ (decrease)
Financial Highlights H1 2024 H1 2023 %
£000 £000
Statutory Measures
Revenue 129,598 141,612 (8)%
Gross Profit 51,458 51,320 0%
Operating profit 10,606 10,800 (2)%
Profit before tax 9,701 9,987 (3)%
Profit for the period 7,237 7,510 (4)%
Interim dividend (pence) 0.96p 0.94p 2%
Basic earnings per share (pence) 4.55p 4.74p (4)%
Alternative performance measures
Adjusted operating profit(1) 12,533 12,839 (2)%
Adjusted profit before tax 11,628 12,026 (3)%
1 See note 2 for reconciliation of Alternative Performance Measures
(before charging amortisation and deferred contingent consideration
adjustments) to Statutory Measures.
Key Financial Highlights
· Group revenue reduced by 8% to £129.6m (H1 2023: £141.6m).
· Group profit before tax reduced by 3% to £9.7m (H1 2023: £10.0m).
· Group adjusted operating profit as a percentage of revenue improved to
9.7% (H1 2023: 9.1%).
· Basic and diluted earnings per share were 4.55p per share (H1 2023:
4.74p per share) and 4.51p per share (H1 2023: 4.70p per share) respectively.
Packaging Distribution
· Packaging Distribution revenue decreased by 11% to £110.9m (H1 2023:
£124.0m)
· Continued weak customer demand and price deflation have been partially
offset by the benefit of the acquisitions of Gottlieb in April 2023 and
Allpack Direct in March 2024.
· Adjusted operating profit decreased by 1% to £9.3m (H1 2023: £9.4m)
through effective management of input pricing and control of operating
expenses.
Manufacturing Operations
· Manufacturing Operations achieved revenue growth of 6% to £18.7m (H1
2023: £17.7m).
· Contributions from B&D Group and Suttons, both acquired 2023, have
been partially offset by price deflation.
· Adjusted operating profit decreased 5% to £3.2m (H1 2023: £3.4m) due
to higher operating expenses.
· The acquisition of Polyformes completed in early July 2024 and will be
earnings enhancing in H2 2024.
Group
· Effective management of working capital resulted in net cash inflow
from operating activities of £14.0m (H1 2023: £20.3m).
· Net bank funds on 30 June 2024 of £0.8m - this reflects a cash inflow
of £0.3m since 31 December 2023, after £3.6m of investment in acquisitions
and £1.4m of capital expenditure. The Group is operating well within its
bank facility of £35.0m which runs until 31 December 2025.
· The pension scheme surplus increased to £10.2m at 30 June 2024 (31
December 2023: £9.9m). The improvement is due to an increase in the
discount rate, offset by lower investment returns in H1 2024.
· Interim dividend of 0.96p per share (H1 2023: 0.94p per share) - to be
paid on 10 October 2024 to shareholders on the register as at 13 September
2024 (ex-dividend date 12 September 2024).
Outlook
The actions taken in H1 2024 and continuing through the remainder of the year
should enable the performance of the Group to be broadly in line with market
expectations for 2024.
Further enquiries: Macfarlane Group Tel: 0141 333 9666
Aleen Gulvanessian Chair
Peter Atkinson Chief Executive
Ivor Gray
Finance Director
Spreng Thomson
Callum Spreng Mob: 07803 970103
Legal Entity Identifier (LEI): 213800LVRYDERSJAAZ73
Notes to Editors:
· Macfarlane Group PLC has been listed on the
Premium segment of the Main Market of the London Stock Exchange (LSE: MACF)
since 1973 with over 70 years' experience in the UK packaging industry.
· Through its two divisions, Macfarlane Group
services a broad range of business customers, supplying them with high quality
protective packaging products which help customers reduce supply chain costs,
improve operational efficiencies and sustainability and enhance their brand
presentation. The divisions are:
o Packaging Distribution - Macfarlane Packaging Distribution is the
leading UK distributor of a comprehensive range of protective packaging
products; and
o Manufacturing Operations - Macfarlane Design and Manufacture is a UK
market leader in the design and production of protective packaging for high
value and fragile products.
· Headquartered in Glasgow, Scotland, Macfarlane
Group employs over 1,000 people at 40 sites, principally in the UK, as well as
in Ireland, Germany and the Netherlands.
· Macfarlane Group supplies more than 20,000
customers, principally in the UK and Europe.
· In partnership with 1,700 suppliers, Macfarlane
Group distributes and manufactures 600,000+ lines supplying to a wide range of
sectors, including: retail e-commerce; consumer goods; food; logistics; mail
order; electronics; defence; medical; automotive; and aerospace.
Interim Results - Management Report
Macfarlane Group's trading activities comprise Packaging Distribution and
Manufacturing Operations.
Macfarlane's Packaging Distribution business is the UK's leading specialist
distributor of protective packaging materials, with a growing presence in
Europe. Macfarlane operates in the UK, Ireland, the Netherlands, and Germany
from 27 Regional Distribution Centres ("RDCs") and three satellite sites,
supplying industrial and retail customers with a comprehensive range of
protective packaging materials on a local, regional, and national basis.
Competition in the packaging distribution market is from local and regional
protective packaging specialist companies as well as national and
international distribution generalists who supply a range of products,
including protective packaging materials.
Macfarlane competes effectively on a local basis through its strong focus on
customer service, its breadth and depth of product offering and through the
recruitment and retention of high-quality staff with good local market
knowledge. On a national and international basis, Macfarlane has market focus,
expertise and a breadth of product and service knowledge, all of which enable
it to compete effectively against non-specialist packaging distributors.
Packaging Distribution benefits its customers by enabling them to ensure their
products are cost-effectively protected in transit and storage through the
supply of a comprehensive product range, single source stock and serve supply,
just-in-time delivery, tailored stock management programmes, electronic
trading and independent advice on both packaging materials and packing
processes. Through the 'Significant Six' sales approach we reduce our
customers' 'Total Cost of Packaging', improve their sustainability performance
and reduce their carbon footprint. This is achieved through supplying
effective packaging solutions, optimising warehousing and transportation,
reducing damages and returns, and improving packaging efficiency.
"Significant Six" represents the six key costs in a customers' packing process
being transport, warehousing, administration, damages and returns,
productivity and customer experience.
H1 2024 H1 2023
£000 £000
Revenue 110,902 123,955
Cost of sales (68,888) (81,563)
Gross margin 42,014 42,392
Overheads (32,705) (32,954)
Adjusted operating profit (1) 9,309 9,438
Amortisation (1,516) (1,461)
Deferred contingent consideration adjustments (12) -
Operating profit 7,781 7,977
1. See note 2 for reconciliation of Alternative Performance Measures
(before charging amortisation and deferred contingent consideration
adjustments) to Statutory Measures.
The main features of Packaging Distribution performance in H1 2024 were:
· Weak demand and price deflation resulting in lower organic revenue than
the same period in 2023.
· Revenue growth from the acquisitions of Allpack Direct in March 2024
and Gottlieb in April 2023.
· New business in H1 2024 10% higher than H1 2023, with continued success
from our Innovation Labs and Significant Six programme.
· Effective management of input prices and control of costs.
· Marginal reduction in adjusted operating profit of 1%.
· Improvement in adjusted operating profit as a percentage of revenue to
8.4% (H1 2023: 7.6%).
The key areas we will focus on in H2 2024 are to:
· Accelerate new business momentum through effective use of our leading
sales tools and processes - "Packaging Optimiser" ', Significant Six and our
Innovation Labs.
· Accelerate the progress we have made in Europe through our "Follow the
Customer" programme and the PackMann acquisition.
· Preparation for the second major site consolidation in the East
Midlands.
· Progress further high-quality acquisitions in the UK and Europe.
· Support our customers to reduce their carbon footprint through offering
more sustainable packaging solutions.
· Continue to effectively manage input price changes.
· Strengthen our key supplier relationships.
· Develop both sales and cost synergies through the relationship with our
Manufacturing Operations.
· Achieve benefits from our information technology investments in
Microsoft Dynamics, and Warehouse Management.
· Relaunch our web-based solutions offer to provide customers with more
effective online access to our full range of products and services.
· Reduce operating costs through efficiency programmes in sales,
logistics and administration.
· Maintain our focus on working capital management to facilitate future
investment and manage effectively the ongoing bad debt risk within the current
economic environment.
' Packaging Optimiser is a Macfarlane developed software tool that measures
the financial and carbon benefits of the Significant Six selling approach.
Manufacturing Operations comprises our Macfarlane Packaging Design and
Manufacture business, GWP acquired in February 2021, Suttons acquired in March
2023, B&D Group acquired in September 2023 and Polyformes acquired in July
2024.
Manufacturing Operations designs, manufactures, assembles, and distributes
bespoke protective packaging solutions for customers requiring cost-effective
methods of protecting high value products in storage and transit. The primary
components we use are corrugate, timber, foam and specialist cases. The
businesses operate from six manufacturing sites, in Grantham, Westbury,
Swindon, Salisbury, Chatteris and Leighton Buzzard, and a sales/design office
in Barnstaple supplying both directly to customers and through the national
RDC network of the Packaging Distribution business.
Key market sectors are aerospace, space, medical equipment, electronics,
automotive, e-commerce retail and household equipment. The markets we serve
are highly fragmented, with a range of locally based competitors. We
differentiate our market offering through technical expertise, design
capability, industry accreditations and national coverage through the
Packaging Distribution business.
H1 2024 H1 2023
£000 £000
Revenue 21,329 20,194
Inter-segment revenue (2,633) (2,537)
External revenue 18,696 17,657
Cost of sales (9,252) (8,729)
Gross margin 9,444 8,928
Overheads (6,220) (5,527)
Adjusted operating profit (1) 3,224 3,401
Amortisation (638) (578)
Deferred contingent consideration adjustments 239 -
Operating profit 2,825 2,823
1. See note 2 for reconciliation of Alternative Performance Measures
(before charging amortisation and deferred contingent consideration
adjustments) to Statutory Measures.
Interim Results - Management Report (continued)
The main features of Manufacturing Operations performance in H1 2024 were:
· Increase in revenue with growth from Suttons and B&D Group acquired
in 2023 being offset by price deflation.
· Effective management of input pricing, maintaining strong gross
margins.
· Higher operating expenses, due to the impact of the acquisitions.
· Decrease in adjusted operating profit of 5%.
· Reduction in adjusted operating profit as a percentage of revenue to
15.1% (H1 2023: 16.8%).
The priorities for Manufacturing Operations in the second half of 2024 are to:
· Increase momentum of new business growth in target sectors, e.g.
medical, aerospace and space.
· Prioritise new sales activity in our higher added-value bespoke
composite pack product range.
· Work with our customers to effectively manage material price changes.
· Continue to strengthen the relationship with our Packaging Distribution
businesses to create both sales and cost synergies.
· Achieve both sales and cost synergies through closer working with the
recently acquired businesses - Suttons and B&D Group, acquired in 2023,
and Polyformes, acquired in July 2024.
· Supplement organic growth through progressing further high-quality
acquisitions in the UK.
Summary and Future Prospects
The Group continues to invest in actions to grow sales both organically and
through acquisition. Despite the challenging market conditions our
operational and strategic performance is progressing. The Group is well
positioned to benefit from improvements in the macroeconomic outlook.
Risks and Uncertainties
The Group operates a formal framework for the identification and evaluation of
the major business risks faced by each business and determines an appropriate
course of action to manage these risks.
The principal risks and uncertainties which could impact on the performance of
the Group, together with the mitigating actions, were outlined on pages 26 to
30 in our Annual Report and Accounts for 2023 (available on our website at
www.macfarlanegroup.com (http://www.macfarlanegroup.com) ). These remain the
same for the remaining six months of the current financial year and are
summarised below:
· Failure to respond to strategic shifts in the market, including the
impact of weaknesses in the economy as well as disruptive behaviour from
competitors and changing customer needs (e.g. changing customer priorities
between online and physical buying) could limit the Group's ability to
continue to grow revenues.
· The markets we operate in are changing, with: customers increasingly
aware of the environmental impact of their packaging; increasing environmental
regulatory requirements for packaging suppliers, such as the Plastic Tax
introduced from April 2022 and the introduction of the Extended Producer
Responsibility ("EPR") requirements; increasing likelihood of disruption to
the operations of the Group through extreme weather events such as flooding,
storm damage and water stress, impacting the business directly and disrupting
supply chains; investors looking to invest in companies that demonstrate
strong environmental credentials; and UK Government's commitment to net zero
carbon emissions by 2050 and the profound changes this will drive across the
economy.
· The Group's businesses are impacted by commodity-based raw material
prices and manufacturer energy costs, with profitability sensitive to input
price changes including currency fluctuations. The principal components are
corrugated paper, polythene films, timber, and foam, with changes to paper and
oil prices having a direct impact on the price we pay to our suppliers.
· The Group's growth strategy has included a number of acquisitions in
recent years. There is a risk that such acquisitions may not be available on
acceptable terms in the future. It is possible that acquisitions will not be
successful due to the loss of key people or customers following acquisition or
acquired businesses not performing at the level expected. This could
potentially lead to impairment of the carrying value of the related goodwill
and other intangible assets. Execution risks around the failure to
successfully integrate acquisitions following conclusion of the earn-out
period also exist.
· The Group has a property portfolio comprising 1 owned site and 52
leased sites. This multi-site portfolio gives rise to risks in relation to
ongoing lease costs, dilapidations, and fluctuations in value.
· The increasing frequency and sophistication of cyber-attacks is a risk
which potentially threatens the confidentiality, integrity and availability of
the Group's data and IT systems. These attacks could also cause reputational
damage and fines in the event of personal data being compromised.
· The Group needs access to funding to meet its trading obligations and
to support organic growth and acquisitions. There is a risk that the Group may
be unable to obtain funds and that such funds will only be available on
unfavourable terms. The Group's borrowing facility comprises a committed
facility of up to £35m. This includes requirements to comply with specified
covenants, with a breach potentially resulting in Group borrowings being
subject to more onerous conditions.
· The Group has a significant investment in working capital in the form
of trade receivables and inventories. There is a risk that this investment is
not fully recovered.
· The Group's defined benefit pension scheme is sensitive to a number of
key factors including volatility in equity and bond/gilt markets, the discount
rates used to calculate the scheme's liabilities and mortality assumptions.
Small changes in these assumptions could cause significant movements in the
pension surplus.
· Given the range of prolonged geopolitical and economic uncertainties
within the UK and other markets, there is an ongoing risk this will adversely
affect our ability to deliver upon agreed strategic initiatives. We may also
need to adapt our business quickly in order to limit the impact upon the
Group's results, prospects and reputation.
Cautionary Statement
This announcement has been prepared solely to provide additional information
to shareholders to assess the Group's strategy and the potential for the
strategy to succeed. It should not be relied on by any other party or for
any other purpose.
This report and the condensed financial statements contain certain
forward-looking statements relating to operations, performance and financial
status. By their nature, such statements involve risk and uncertainty
because they relate to events and depend upon circumstances that will occur in
the future. There are a number of factors, including both economic and
business risk factors that could cause actual results or developments to
differ materially from those expressed or implied by these forward-looking
statements. These statements are made by the Directors in good faith based
on the information available to them up to the time of their approval of this
report. Nothing in this Interim Results Statement should be construed as a
profit forecast or an invitation to deal in the securities of the Group.
Responsibility Statement
The Directors of Macfarlane Group PLC during the first six months of 2024 were
A. Gulvanessian
Chair
P.D. Atkinson Chief Executive
I. Gray Finance Director
J.W.F. Baird Non-Executive
Director
L.D. Whyte Non-Executive Director
The Directors confirm that, to the best of their knowledge:-
(i) the condensed set of financial statements has been
prepared in accordance with IAS 34 Interim Financial Reporting;
(ii) the interim management report includes a fair review
of the information required by DTR 4.2.7R of the Disclosure and Transparency
Rules, being an indication of important events that have occurred during the
first six months of the financial year and their impact on the condensed set
of financial statements; and a description of the principal risks and
uncertainties for the remaining six months of the year; and
(iii) the interim management report includes a fair review
of the information required by DTR 4.2.8R of the Disclosure and Transparency
Rules, being related party transactions that have taken place in the first six
months of the current financial year and that have materially affected the
financial position or performance of the entity during that period; and any
changes in the related party transactions described in the last annual report
that could do so.
Approved by the Board of Directors on 22 August 2024 and signed on its behalf
by
…………………………..
………………………
Peter D. Atkinson Ivor Gray
Chief Executive Finance Director
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED INCOME STATEMENT (UNAUDITED)
FOR THE SIX MONTHS ENDED 30 JUNE 2024
Six Six Year
months to months to to 31
30 June 30 June December
2024 2023 2023
£000 £000 £000
Note
Continuing operations
Revenue 4 129,598 141,612 280,714
Cost of sales (78,140) (90,292) (175,033)
Gross profit 51,458 51,320 105,681
Distribution costs (5,609) (5,265) (10,485)
Administrative expenses (35,243) (35,255) (73,128)
Operating profit 4 10,606 10,800 22,068
Finance costs 5 (905) (813) (1,788)
Profit before tax 9,701 9,987 20,280
Tax 6 (2,464) (2,477) (5,306)
Profit for the period 7,237 7,510 14,974
Earnings per share 8
Basic 4.55p 4.74p 9.44p
Diluted 4.51p 4.70p 9.34p
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)
FOR THE SIX MONTHS ENDED 30 JUNE 2024
Six Six Year
months to months to to 31
30 June 30 June December
2024 2023 2023
£000 £000 £000
Items that may be reclassified to profit or loss Note
Foreign currency translation differences (76) (64) (45)
Items that will not be reclassified to profit or loss
Remeasurement of pension scheme liability 11 270 1,700 (1,967)
Tax recognised in other comprehensive income
Tax on remeasurement of pension scheme liability 12 (68) (425) 492
Other comprehensive income for the period, net of tax
126 1,211 (1,520)
Profit for the period 7,237 7,510 14,974
Total comprehensive income for the period 7,363 8,721 13,454
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
FOR THE SIX MONTHS ENDED 30 JUNE 2024
Note Share Share Revaluation Own Translation Retained
Capital Premium Reserve Shares Reserve Earnings Total
£000 £000 £000 £000 £000 £000 £000
At 1 January 2024 39,738 13,981 70 (16) 171 60,632 114,576
Comprehensive income
Profit for the period - - - - - 7,237 7,237
Foreign currency
translation differences - - - - (76) - (76)
Remeasurement of
pension scheme liability 11 - - - - - 270 270
Tax on remeasurement of
pension scheme liability 12 - - - - - (68) (68)
Total comprehensive income - - - - (76) 7,439 7,363
Transactions with shareholders
Dividends 7 - - - - - (4,221) (4,221)
New shares issued 162 515 - (21) - (656) -
Purchase of own shares - - - (392) - - (392)
Share-based payments - - - - - 74 74
Total transactions with
shareholders 162 515 - (413) - (4,803) (4,539)
At 30 June 2024 39,900 14,496 70 (429) 95 63,268 117,400
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
FOR THE SIX MONTHS ENDED 30 JUNE 2023
Note Share Share Revaluation Own Translation Retained
Capital Premium Reserve Shares Reserve Earnings Total
£000 £000 £000 £000 £000 £000 £000
At 1 January 2023 39,584 13,573 70 (7) 216 52,584 106,020
Comprehensive income
Profit for the period - - - - - 7,510 7,510
Foreign currency
translation differences - - - - (64) - (64)
Remeasurement of
pension scheme liability 11 - - - - - 1,700 1,700
Tax on remeasurement of
pension scheme liability 12 - - - - - (425) (425)
Total comprehensive income - - - - (64) 8,785 8,721
Transactions with shareholders
Dividends 7 - - - - - (3,990) (3,990)
Share-based payments - - - - - 254 254
Total transactions with
Shareholders - - - - - (3,736) (3,736)
At 30 June 2023 39,584 13,573 70 (7) 152 57,633 111,005
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
Note Share Share Revaluation Own Translation Retained
Capital Premium Reserve Shares Reserve Earnings Total
£000 £000 £000 £000 £000 £000 £000
At 1 January 2023 39,584 13,573 70 (7) 216 52,584 106,020
Comprehensive income
Profit for the period - - - - - 14,974 14,974
Foreign currency
translation differences - - - - (45) - (45)
Remeasurement of
pension scheme liability 11 - - - - - (1,967) (1,967)
Tax on remeasurement of
pension scheme liability 12 - - - - - 492 492
Total comprehensive income - - - - (45) 13,499 13,454
Transactions with shareholders
Dividends 7 - - - - - (5,484) (5,484)
New shares issued 154 408 - (9) - (553) -
Share-based payments - - - - - 586 586
Total transactions with
shareholders 154 408 - (9) - (5,451) (4,898)
At 31 December 2023 39,738 13,981 70 (16) 171 60,632 114,576
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED) AT 30 JUNE 2024
30 June 30 June 31 December
2024 2023 2023
Note £000 £000 £000
Non-current assets
Goodwill and other intangible assets 88,674 86,531 87,495
Property, plant and equipment 9,713 9,076 9,210
Right of use assets 42,105 35,287 35,001
Trade and other receivables 35 35 35
Deferred tax assets 12 172 106 335
Retirement benefit surplus 11 10,164 12,771 9,921
Total non-current assets 150,863 143,806 141,997
Current assets
Inventories 18,626 19,929 17,523
Trade and other receivables 51,012 54,878 53,792
Current tax asset 1,175 540 225
Cash and cash equivalents 10 9,782 5,863 7,691
Total current assets 80,595 81,210 79,231
Total assets 4 231,458 225,016 221,228
Current liabilities
Trade and other payables 49,023 53,176 50,623
Provisions 366 723 401
Current tax liabilities 1,563 1,024 983
Lease liabilities 10 7,487 7,042 7,307
Bank borrowings 10 8,977 9,190 7,164
Total current liabilities 67,416 71,155 66,478
Net current assets 13,179 10,055 12,753
Non-current liabilities
Deferred tax liabilities 12 9,527 10,517 9,472
Deferred contingent consideration - 1,576 504
Provisions 1,239 1,583 1,329
Lease liabilities 10 35,876 29,180 28,869
Total non-current liabilities 46,642 42,856 40,174
Total liabilities 114,058 114,011 106,652
Net assets 4 117,400 111,005 114,576
Equity
Share capital 39,900 39,584 39,738
Share premium 14,496 13,573 13,981
Revaluation reserve 70 70 70
Own shares (429) (7) (16)
Translation reserve 95 152 171
Retained earnings 63,268 57,633 60,632
Total equity 117,400 111,005 114,576
MACFARLANE GROUP PLC
CONDENSED CONSOLIDATED CASH FLOW STATEMENT (UNAUDITED)
FOR THE SIX MONTHS ENDED 30 JUNE 2024
Six Six months to Year
months to 30 June to 31
30 June December
2024 2023 2023
Note £000 £000 £000
Profit before tax 9,701 9,987 20,280
Adjustments for:
Amortisation of intangible assets 2,154 2,039 4,034
Depreciation of property, plant, equipment 887 814 1,720
Depreciation of right-of-use assets 4,263 3,843 7,854
Deferred contingent consideration (227) - 1,535
Loss/(gain) on disposal of property,plant,equipment 33 (4) (3)
Share-based payment expense 74 254 586
Finance costs 905 813 1,788
Operating cash flows before movements in working capital
17,790 17,746 37,794
(Increase)/decrease in inventories (918) 3,253 5,733
Decrease in receivables 3,079 5,994 7,453
Decrease in payables (1,015) (1,793) (7,021)
Decrease in provisions (125) (1,023) (1,599)
Pension administration costs 244 (625) (1,179)
Cash generated from operations 19,055 23,552 41,181
Deferred contingent consideration paid 9 (470) - -
Income taxes paid (3,401) (2,192) (5,374)
Interest paid (1,122) (1,060) (2,298)
Net cash inflow from operating activities 14,062 20,300 33,509
Investing activities
Acquisitions 9 (3,598) (11,370) (14,466)
Proceeds on disposal of property, plant and equipment 16 60 90
Purchases of property, plant and equipment (1,416) (1,366) (2,175)
Net cash flows from investing activities (4,998) (12,676) (16,551)
Financing activities
Dividends paid 7 (4,221) (3,990) (5,484)
Purchase of own shares (392) - -
Drawdown/(repayment) of bank borrowings 146 (316) (2,323)
Repayment of lease obligations 10 (4,173) (3,524) (7,510)
Net cash flows from financing activities (8,640) (7,830) (15,317)
Net increase/(decrease) in cash and cash equivalents 424 (206) 1,641
Cash and cash equivalents at beginning of period 6,987 5,346 5,346
Cash and cash equivalents at end of period 7,411 5,140 6,987
MACFARLANE GROUP PLC
SIX MONTHS ENDED 30 JUNE 2024
NOTES TO THE CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
Reconciliation to condensed consolidated cash flow statement
Six months to 30 June 2024 Six months to 30 June 2023 Year to 31 December 2023
£000 £000 £000
9,782 5,863 7,691
Cash and cash equivalents per the balance sheet 10
Bank overdraft (2,371) (723) (704)
Balances per the cash flow statement 7,411 5,140 6,987
1. Basis of preparation
Macfarlane Group PLC is a public company listed on the London Stock Exchange,
incorporated and domiciled in the United Kingdom and registered in Scotland.
The Group's annual financial statements for the year ended 31 December 2023
were prepared in accordance with United Kingdom adopted international
accounting standards. This condensed set of interim financial statements has
been prepared in accordance with United Kingdom adopted International
Financial Reporting Standard IAS 34 Interim Financial Reporting.
This condensed set of interim financial statements has been prepared applying
the accounting policies that were applied in the preparation of the company's
published consolidated financial statements for the year ended 31 December
2023. There were no major changes from the adoption of new IFRS's in 2024.
Key sources of estimation uncertainty
The preparation of financial statements requires management to make estimates
and assumptions that affect the amounts reported for assets and liabilities as
at the balance sheet date and the amounts reported for revenues and expenses
during the year. Due to the nature of estimation, the actual outcomes may well
differ from these estimates. The directors have assessed the impact of climate
change and consider that this does not have a significant impact on these
financial statements. The key sources of estimation uncertainty that have a
significant effect on the carrying amounts of assets and liabilities are
discussed below:
Retirement benefit obligations
The determination of any defined benefit pension scheme liability is based on
assumptions determined with independent actuarial advice. The key assumptions
used include discount rate and inflation rate, for which a sensitivity
analysis is provided in Note 11. The directors consider that those
sensitivities represent reasonable sensitivities which could occur in the next
financial period.
Valuation of deferred contingent consideration
The valuation of deferred contingent consideration at both acquisition date
and the balance sheet date is measured at fair value. This involves the
assessment of forecast future cash flows against earn-out targets agreed with
the sellers of acquired businesses over a period of up to two years. This
assessment is based on the directors' best estimate using the information
available at the effective dates outlined above. However, there remains a risk
that the actual payment differs from the amount assumed as consideration
within the PPA accounting as detailed in note 9 and from the amount recorded
as a liability at the balance sheet date. Deferred contingent considerations
are recognised as a liability in trade and other payables and are remeasured
to fair value of £2.5m at the balance sheet date, all due within one year,
based on a range of outcomes between £Nil and £4.1m. Trading in the
post-acquisition period supports the remeasured value of £2.5m.
Critical accounting judgements
Property provisions
Property provisions of £1.6m have been recognised as at 30 June 2024 (2023:
£2.3m), representing the directors' best estimate of dilapidations on
property leases. The directors have made the judgement that no provision is
required for certain property leases where there is no intention to exit,
having considered a number of factors including the extent of modifications to
the property, the terms of the lease agreement, and the condition of the
property.
No other significant critical judgements have been made in the current or
prior year.
Business activities, risks and financing
The Group's business activities, together with the factors likely to affect
its future development, performance and financial position, are set out in the
Interim Management Report.
The Group's principal financial risks in the medium term relate to liquidity
and credit risk. Liquidity risk is managed by ensuring that the Group's
day-to-day working capital requirements are met by having access to committed
banking facilities with suitable terms and conditions to accommodate the
requirements of the Group's operations. Credit risk is managed by applying
considerable rigour in managing the Group's trade receivables. Although the
current economic climate indicates an increased level of risk, the Directors
believe that the Group is adequately placed to manage its financial risks
effectively.
The Group's banking arrangement with Bank of Scotland PLC comprises a
committed facility of £35m, expiring in December 2025, secured over the
assets of Macfarlane Group UK Limited, GWP Group Limited and GWP Holdings
Limited subsidiaries of Macfarlane Group PLC and bearing interest at
commercial rates. The facility has financial covenants for interest cover
and trade receivables headroom.
The Directors have reviewed the Group's cash and profit projections, which
they believe are based on prudent market data and past experience taking
account of reasonably possible changes in trading performance given current
market and economic conditions. The Directors are of the opinion that these
projections show that the Group should be able to operate within its current
facilities and comply with its banking covenants.
In assessing the going concern basis, the Directors have considered the
Group's business activities, the financial position of the Group and the
Group's risks and uncertainties. The Directors have a reasonable expectation
that the Company and the Group have adequate resources to continue in
operational existence for the foreseeable future, a period of not less than 12
months from the date of this report. For this reason, this condensed set of
financial statements has been prepared on the going concern basis.
Approval and review of condensed financial statements
These condensed financial statements were approved by the Board of Directors
on 22 August 2024. As in previous years, the set of condensed financial
statements for the half-year is unaudited.
2. Alternative performance measure
In addition to the various performance measures defined under IFRS, the Group
reports adjusted operating profit and adjusted profit before tax as measures
to assist in understanding the underlying performance of the Group and its
businesses when compared to similar companies. Adjusted operating profit and
adjusted profit before tax are not defined under IFRS and, as a result, do not
comply with Generally Accepted Accounting Practice ("GAAP") and are therefore
known as APMs. Accordingly, these measures, which are not designed to be a
substitute for any of the IFRS measures of performance, may not be directly
comparable with other companies' APMs.
Adjusted operating profit is defined as operating profit before customer
relationships and brand values amortisation, and deferred contingent
consideration adjustments.
Adjusted profit before tax is defined as profit before tax, customer
relationships and brand values amortisation, and deferred contingent
consideration adjustments.
Customer relationship/ brand values Deferred
Alternative amortisation contingent
performance £000 consideration Statutory
measures adjustments measures
£000 £000 £000
Year to 30 June 2024
Adjusted operating profit 12,533 (2,154) 227 10,606 Operating profit
Adjusted profit before tax 11,628 (2,154) 227 9,701 Profit before tax
Year to 30 June 2023
Adjusted operating profit 12,839 (2,039) - 10,800 Operating profit
Adjusted profit before tax 12,026 (2,039) - 9,987 Profit before tax
Year to 31 December 2023
Adjusted operating profit 27,637 (4,034) (1,535) 22,068 Operating profit
Adjusted profit before tax 25,849 (4,034) (1,535) 20,280 Profit before tax
3. General information
Comparative figures for the year ended 31 December 2023 are extracted from
Macfarlane Group's statutory accounts for 2023. The information for the year
ended 31 December 2023 does not constitute statutory accounts as defined in
Section 434 of the Companies Act 2006. A copy of the statutory accounts for
that year has been reported on by the Company's auditor and delivered to the
Registrar of Companies. The report of the auditor on 29 February 2024 was
(i) unqualified, (ii) did not include a reference to any matters to which the
auditor drew attention by way of emphasis without qualifying their report, and
(iii) did not contain a statement under section 498 (2) or (3) of the
Companies Act 2006.
4. Segmental information
The Group's principal business segment is Packaging Distribution, comprising
the distribution of packaging materials in the UK, Ireland and Europe. This
comprises 86% of Group revenue and 73% of Group operating profit. The Group's
Manufacturing Operations segment comprises the design, manufacture and
assembly of timber, corrugated and foam-based packaging materials in the UK.
This comprises 14% of Group revenue and 27% of Group operating profit.
Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Group segment - total revenue
Packaging Distribution 110,902 123,955 244,938
Manufacturing Operations 21,329 20,194 40,929
Inter-segment revenue (2,633) (2,537) (5,153)
Revenue 129,598 141,612 280,714
Trading results - continuing operations
Packaging Distribution
Total and external revenue 110,902 123,955 244,938
Cost of sales (68,888) (81,563) (157,458)
Gross profit 42,014 42,392 87,480
Net operating expenses (32,705) (32,954) (66,436)
Adjusted operating profit 9,309 9,438 21,044
Amortisation (1,516) (1,461) (2,983)
Deferred contingent consideration adjustments (12) - (1,550)
Operating profit 7,781 7,977 16,511
Manufacturing Operations
Total revenue 21,329 20,194 40,929
Inter-segment revenue (2,633) (2,537) (5,153)
External revenue 18,696 17,657 35,776
Cost of sales (9,252) (8,729) (17,575)
Gross profit 9,444 8,928 18,201
Net operating expenses (6,220) (5,527) (11,608)
Adjusted operating profit 3,224 3,401 6,593
Amortisation (638) (578) (1,051)
Deferred contingent consideration adjustments 239 - 15
Operating profit 2,825 2,823 5,557
Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Operating profit - continuing operations
Packaging Distribution 7,781 7,977 16,511
Manufacturing Operations 2,825 2,823 5,557
Operating profit 10,606 10,800 22,068
Finance costs (note 5) (905) (813) (1,788)
Profit before tax 9,701 9,987 20,280
Tax (2,464) (2,477)7, (5,306)
(note 6)
Profit for the period 7,237 7,510 14,974
30 June 30 June 31 December
2024 2023 2023
£000 £000 £000
Total assets
Packaging Distribution 189,454 183,439 176,740
Manufacturing Operations 42,004 41,577 44,488
Total assets 231,458 225,016 221,228
Net assets
Packaging Distribution 86,809 81,094 81,983
Manufacturing Operations 30,591 29,911 32,593
Net assets 117,400 111,005 114,576
5. Finance costs Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Interest on bank borrowings 342 399 878
Interest on leases 780 661 1,420
Finance income relating to defined benefit pension scheme (note 11) (217) (247) (510)
Total finance costs from continuing operations 905 813 1,788
6. Tax Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Current tax
UK corporation tax 2,390 2,376 5,615
Foreign tax 461 291 460
Prior year adjustments - 24 (38)
Total current tax 2,851 2,691 6,037
Total deferred (387) (214) (731)
tax
(note 12)
Total tax 2,464 2,477 5,306
Tax for the six months ended 30 June 2024 has been charged at 25.00% (2023 -
23.50%) representing the best estimate of the effective tax charge for the
full year. Deferred tax assets and liabilities at 30 June 2024 have been
calculated based on the long-term corporation tax rate of 25%, which had been
substantively enacted at that date.
7. Dividends Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Amounts recognised as distributions to equity holders in the period
Final dividend 2.65p per share (2023: 4,221 3,990 3,990
2.52 per share)
Interim - - 1,494
dividend
(2023: 0.94p per share)
Distributions in the period 4,221 3,990 5,484
An interim dividend of 0.96p per share, payable on 10 October 2024, was
declared on 22 August 2024 and has therefore not been included as a liability
in these condensed financial statements.
8. Earnings per share Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
Earnings £000 £000 £000
Profit for the period 7,237 7,510 14,974
30 June 30 June 31 December 2023
Number of shares '000 2024 2023
Weighted average number of shares in issue 159,321 158,337 158,542
Less shared held by the EBT (226) - -
Weighted average number of shares- basic 159,095 158,337 158,542
Effect of Long-Term Incentive Plan awards in issue 1,475 1,574 1,788
Weighted average number of shares - diluted 160,570 159,911 160,330
Basic earnings per share 4.55p 4.74p 9.44p
Diluted earnings per share 4.51p 4.70p 9.34p
9. Acquisitions
On 13 March 2024, MGUK acquired 100% of Allpack Packaging Supplies Limited
("Allpack Direct"), for a total potential consideration of £4.7m and
inherited net cash/bank balances of £1.9m. Full potential contingent
consideration of £0.75m is payable in the second quarter of 2025, subject to
certain trading targets being met in the twelve-month period ending on 28
February 2025.
£0.5m was paid in 2024 to the sellers of PackMann Gesellschaft für
Verpackungen und Dienstleistungen mbH ("PackMann"), acquired in 2022, as the
profit target was met for the twelve-month period ending 31 May 2023.
£1.25m was paid in 2024 to the sellers of A.E. Sutton Limited ("Suttons"),
acquired in 2023, as the profit target was met for the twelve-month period
ending 29 February 2024.
£0.25m was paid in 2024 to the sellers of A & G Holdings Limited
("Gottlieb"), acquired in 2023, as the profit target was met for the
twelve-month period ending 30 April 2024.
Contingent considerations are recognised as a liability in trade and other
payables and are remeasured to fair value of £2.5m at the balance sheet date,
all due within one year, based on a range of outcomes between £Nil and
£4.1m. Trading in the post-acquisition period supports the remeasured value
of £2.5m. The £2.5m relates to the acquisitions of PackMann (£1.0m),
Gottlieb (£0.5m), B&D Group (£0.3m) and Allpack Direct (£0.7m). The
settlement of the amount initially recognised upon acquisition is reflected in
cash flows from investing activities, with the element of the payment relating
to any subsequent remeasurement included within cash flows from operating
activities.
Fair values assigned to net assets acquired and consideration paid and payable
are set out below:
Allpack Prior Year 2024
Direct Acquisitions Total
£000 £000 £000
Net assets acquired
Other intangible assets 2,128 - 2,128
Tangible assets 24 - 24
Inventories 185 - 185
Trade and other receivables 299 - 299
Cash and bank balances 1,862 - 1,862
Trade and other payables (325) - (225)
Current tax liabilities (185) - (285)
Deferred tax liabilities (note 11) (537) - (537)
Net assets acquired 3,451 - 3,451
Goodwill arising on acquisition 1,205 - 1,205
Total consideration 4,656 - 4,656
Contingent consideration on acquisitions
Current year (701) - (701)
Prior years - 1,975 1,975
Total cash consideration 3,955 1,975 5,930
Net cash outflow arising on acquisitions
Cash consideration (3,955) (1,975) (5,930)
Cash and bank balances acquired 1,862 - 1,862
Net cash outflow - acquisitions (2,093) (1,975) (4,068)
Per Cash Flow Statement
Net cash outflow from operating activities - (470) (470)
Net cash outflow from investing activities (2,093) (1,505) (3,598)
Net cash outflow - acquisitions (2,093) (1,975) (4,068)
10. Analysis of changes in net debt
Cash and
cash Bank Lease Total
equivalents borrowing liabilities debt
£000 £000 £000 £000
Total debt
At 1 January 2023 5,706 (9,143) (34,569) (38,006)
Non-cash movements
Acquisitions - - (1,521) (1,521)
Disposals - - 52 52
New leases - - (634) (634)
Exchange movements - - 57 57
Lease modifications - - (3,131) (3,131)
Cash movements 157 (47) 3,524 3,634
At 30 June 2023 5,863 (9,190) (36,222) (39,549)
Non-cash movements
Acquisitions - - (280) (280)
Disposals - - 175 175
New leases - - (2,387) (2,387)
Exchange movements - - (17) (17)
Lease modifications - - (1,431) (1,431)
Cash movements 1,828 2,026 3,986 7,840
At 31 December 2023 7,691 (7,164) (36,176) (35,649)
Non-cash movements
Disposals - - 108 108
New leases - - (11,504) (11,504)
Exchange movements - - 36 36
Cash movements 2,091 (1,813) 4,173 4,451
At 30 June 2024 9,782 (8,977) (43,363) (42,558)
Total cash movements for 2023 1,985 1,979 7,510 11,474
Net bank funds Net bank
funds
£000
At 30 June 2024 9,782 (8,977) 805
At 31 December 2023 7,691 (7,164) 527
Cash and cash equivalents (which are presented as a single class of asset on
the balance sheet) comprise cash at bank and other short-term highly liquid
investments with maturity of three months or less.
11. Retirement benefit obligations
The figures below have been prepared by Aon based on the results of the
triennial actuarial valuation as at 1 May 2023 updated to 30 June 2023, 31
December 2023 and 30 June 2024. The scheme investments and the scheme's net
surplus position as calculated under IAS 19 are as follows:
30 June 30 June 31 December
Investment class 2024 2023 2023
£000 £000 £000
Equities
UK equity funds - 6,005 -
Overseas equity funds - 15,608 -
Multi-asset diversified growth funds 4,897 12,259 10,198
Bonds
Liability-driven Investment funds 34,690 20,956 32,052
Other investments
European loan fund - 7,024 -
Secured property income fund - 5,638 -
Multi asset credit fund 10,041 1,024 9,824
Securitised credit funds 17,343 - 13,047
Cash 1,305 736 7,402
Fair value of Scheme investments 68,276 69,250 72,523
Present value of Scheme liabilities (58,112) (56,479) (62,602)
Pension scheme surplus 10,164 12,771 9,921
These amounts were calculated using the following principal assumptions as
required under IAS 19:
Assumptions 30 June 2024 30 June 2023 31 December 2023
Discount rate 5.10% 5.30% 4.50%
Rate of increase in pensionable salaries 0.00% 0.00% 0.00%
Rate of increase in pensions in payment 3% or 5% 3% or 5% 3% or 5%
for fixed increases for fixed increases for fixed increases
or 3.10% for LPI or 3.17% for LPI or 3.03% for LPI
PIE take up rate 60% 65% 60%
Inflation assumption (RPI) 3.30% 3.40% 3.20%
Inflation assumption (CPI) 2.80% 2.80% 2.70%
Life expectancy beyond normal retirement age of 65
Scheme member aged 55 22.6 years 22.3 years
Male 22.4 years
24.3 years 24.0 years
Female 24.1 years
Scheme member aged 65 Male 21.9 years 22.1 years 21.8 years
23.4 years 23.5 years 23.3 years
Female
Average uplift for GMP service 0.40% 0.40% 0.40%
Six months Six months Year to 31 December
to 30 June to 30 June 2023
2024 2023 £000
£000 £000
Movement in scheme surplus in the period
At start of period 9,921 10,199 10,199
Administration costs incurred (244) - (71)
Employer contributions - 625 1,250
Net finance income 217 247 510
Re-measurement of pension scheme liability in the period 270 1,700 (1,967)
At end of period 10,164 12,771 9,921
Sensitivity to key assumptions
Key assumptions used for IAS 19 are discount rate, inflation and mortality.
If different assumptions were used, then this could have a material effect on
the surplus. Assuming all other assumptions are held static then a movement
in the following key assumptions would affect the level of the surplus as
shown below:-
30 June 30 June 31 December
Assumptions 2024 2023 2023
£000 £000 £000
Discount rate movement of +3.0% 20,915 20,327 22,531
Inflation rate movement of +0.25% (556) (541) (599)
Mortality movement of +0.1 year in age rating 131 127 141
Positive figures reflect a reduction in scheme liabilities and therefore an
increase in the scheme surplus.
Six months Six months Year to 31
to 30 June to 30 June December
2024 2023 2023
£000 £000 £000
Movement in fair value of Scheme investments
Scheme investments at start of period 72,523 70,486 70,486
Interest income 1,582 1,645 3,313
Return on scheme assets (exc. amount shown in interest income) (3,504) (1,800) 1,543
Contributions from sponsoring companies - 625 1,250
Administration costs incurred (244) - (71)
Benefits paid (2,081) (1,706) (3,998)
Scheme investments at end of period 68,276 69,250 72,523
Movement in present value of Scheme liabilities
Scheme liabilities at start of period (62,602) (60,287) (60,287)
Interest cost (1,365) (1,398) (2,803)
Actuarial gain due to the changes in financial and experience 3,774 3,500 (3,510)
Benefits paid 2,081 1,706 3,998
Scheme liabilities at end of period (58,112) (56,479) (62,602)
Basis of recognition of surplus
Macfarlane Group PLC, based on legal opinion provided, has an unconditional
right to a refund of surplus assets assuming the full settlement of plan
liabilities in the event of a wind up of the Macfarlane Group PLC Pension
& Life Assurance Scheme (1974) (the 'Scheme'). Furthermore, in the
ordinary course of business the trustees have no rights to unilaterally wind
up the Scheme, or otherwise augment the benefits due to members of the
Scheme. Based on these rights, any net surplus in the Scheme is recognised
in full.
Investments
The Trustees review the Scheme investments regularly and consult with the
Company regarding any changes.
Funding
Following the completion of the triennial actuarial valuation at 1 May 2023,
Macfarlane Group PLC is not required to pay further deficit reduction
contributions.
In June 2023, the UK High Court issued a ruling in the case of Virgin Media
Limited v NTL Pension Trustees II Limited and other ("the Virgin Media case")
relating to the validity of certain historical pension changes. The ruling
was upheld at the Court of Appeal in July 2024. At 30 June 2024, it was
unknown if, or to what extent, this ruling would impact the Scheme and
therefore no adjustment was made in accounting for the pension surplus. The
implications of the ruling, if any, are being assessed and, if required, any
adjustment will be made in the Annual Report and Accounts 2024.
12. Deferred tax Tax losses less
accelerated capital allowances Other intangible assets Retirement
£000 £000 Benefit
Obligations Total
£000 £000
At 1 January 2023 (803) (4,763) (2,551) (8,117)
Acquisitions (124) (1,959) - (2,083)
Credited/(charged) in income statement
Current period (31) 462 (217) 214
Charged in other comprehensive income - - (425) (425)
At 30 June 2023 (958) (6,260) (3,193) (10,411)
Acquisitions - (160) - (160)
Credited/(charged) in income statement
Current period 221 501 (205) 517
Credited in other comprehensive income - - 917 917
At 1 January 2024 (737) (5,919) (2,481) (9,137)
Acquisitions (5) (532) - (537)
Credited/(charged) in income statement
Current period (159) 539 7 387
Charged in other comprehensive income - - (68) (68)
At 30 June 2024 (901) (5,912) (2,542) (9,355)
Deferred tax assets 172 - - 172
Deferred tax liabilities (1,073) (5,912) (2,542) (9,527)
At 30 June 2024 (901) (5,912) (2,542) (9,355)
13. Related party transactions
Related party transactions for 2023 are disclosed in note 26 of the 2023
Annual Report. The directors are satisfied that, other than the changes in
the Retirement Benefit Obligations disclosed in note 11 above, there have been
no changes which could have a material effect on the financial position of the
Group in the first six months of the financial year.
Transactions between the Company and its subsidiaries have been eliminated on
consolidation and are not disclosed.
Details of individual and collective remuneration of the Company's Directors
and dividends received by the Directors for calendar year 2024 will be
disclosed in the Group's 2024 Annual Report. Peter Atkinson and Ivor Gray
hold option awards over 1,064,021 and 526,706 ordinary shares respectively
under the Macfarlane Group PLC Long Term Incentive Plan awarded in 2022, 2023
and 2024.
There are no other related party transactions during the six-month period
which require disclosure.
14. Post balance sheet events
On 6 July 2024, the Group's subsidiary, Macfarlane Group UK Limited acquired
the protective packaging manufacturer Polyformes Limited, based in
Bedfordshire, United Kingdom for a maximum cash consideration of £11.5m,
including an earn-out of up to £4.8m over two years. The net assets
acquired amounted to £1.8m.
As disclosed in note 11, the Group is currently assessing the implications, if
any, of the post balance sheet ruling in the Virgin Media case on the pension
surplus recorded. Any adjustment required will be made in the Annual Report
and Accounts 2024.
15. Interim Report
The interim report will be posted to shareholders on 9 September 2024.
Copies will be available from the registered office, 3 Park Gardens, Glasgow
G3 7YE and available on the Company's website, www.macfarlanegroup.com
(http://www.macfarlanegroup.com) , from that date.
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