Ecotherm Insulation (UK) Limited Company Accounts
Ecotherm Insulation (UK) Limited Company Accounts
COMPANY REGISTRATION NUMBER
1873816
OFFICERS AND PROFESSIONAL ADVISERS
The board of directors
Alan Lawlor
Company secretary
Kingspan Group Limited
Registered office
Harvey Road
Auditor
KPMG
Bankers
RBS Bank
Solicitors
Macfarlanes
STRATEGIC REPORT
YEAR ENDED 31 DECEMBER 2014
For some time now, we have been pursuing the following strategy:
-
Conversion from traditional insulation and building techniques to high performance solutions.
-
Innovating within our space to consistently maintain a competitive edge.
The delivery of these objectives, within the scope of a conservatively managed balance sheet which has served the Company and wider Kingspan Group well, will remain the focus of our execution for the foreseeable future.
PRINCIPAL ACTIVITIES AND BUSINESS REVIEW
The principal activity of the company changed during the year from the manufacture of insulation materials, to the sales of insulation materials manufactured by a fellow group company.
During the year Ecotherm outsourced responsibility for manufacturing to another group company. This has allowed the company to exclusively focus on serving its customers and growing sales volumes. The restructuring of activities has resulted in a reduced asset base and headcount in the company.
Some of the company's key financial performance indicators are set out in the table below:
2014
2013
Return on capital employed (excl. interest)
25.03%
320.79%
Return on equity
30.02%
405.17%
Gross Margin
14.44%
24.22%
Trading Margin
0.81%
8.88%
Some other non-financial key performance indicators for the company are set out below:
2014
2013
Employee numbers
24
61
OUTLOOK
The positive momentum experienced in late 2014 has carried through into the early part of 2015, and should lead to a solid first quarter notwithstanding a flat January.
PRINCIPAL RISKS AND UNCERTAINTIES
The Directors confirm that the company's on-going process for identifying, evaluating and managing its significant risks is in accordance with best practice guidance. The process has been in place throughout the accounting period and up to the date of approval of the Financial Statements, and is regularly reviewed by the Board. In particular the principal risks include:
-
Market conditions in the construction sector and volatility in the macro-economic environment;
-
Research and development and quality control;
-
Acquisition and development;
-
Human resources;
-
Legal and regulatory risk.
As part of the annual risk assessment, the Board reviewed the company's internal assessment of the risks to the business under a wide range of headings that included: business and acquisition strategy; financial including transactional and translation foreign exchange risks; compliance; human resources; operational; inventory; sales and purchasing; product development; R&D and quality control; fixed assets; IT; and others including macro-economic issues. The Board identified and reported on the principal risks facing the business, and whilst recognising that these risks cannot be wholly eliminated, the Board is of the view that the risks are being appropriately addressed by the company's internal financial and management controls.
IMPORTANT EVENTS SINCE THE YEAR END
There have been no material events subsequent to 31 December 2014 which would require disclosure in
this report.
Signed on behalf of the directors
____________________
Peter Wilson
Director
Approved by the directors on
30 April 2015
DIRECTORS' REPORT
YEAR ENDED 31 DECEMBER 2014
The directors present their report and the financial statements of the company for the year ended 31 December 2014.
RESULTS AND DIVIDENDS
The profit for the year, after taxation, amounted to £
325,075
. The directors have not recommended a dividend.
FINANCIAL INSTRUMENTS
In the normal course of business, the company has exposures to foreign currency, interest rate and credit risks. The company's focus is to understand these risks and to put in place policies that minimise the economic impact of an adverse event on the company's performance. Meetings are held on a regular basis to review the results of the risk assessment, approve recommended risk management strategies and monitor the effectiveness of such polices.
Foreign exchange risks: transaction exposures are internally hedged by Group as far as possible and to the extent that they are not, such material residual exposures are hedged on a rolling 12 month basis. It is company policy not to hedge translational exposure, which is effectively a non-cash transaction in the accounts.
Credit risks: the company mitigates its exposure to counterparty credit risk through minimum counterparty credit guidelines, diversification of counterparties, working within agreed counterparty limits and restricting transactions with financial institutions which have a minimum designated rating, or better.
ASSET VALUES
The Directors are of the opinion that any difference in value between the market value of the fixed assets comprising an interest in land and the value at which they are included in the balance sheet at the year end is not of such significance as to require it to be drawn to the attention of the members of the company.
RESEARCH AND DEVELOPMENT
Ensuring a continuous flow of new product developments has always been a core theme of the Company, and a key element of the Company's continued differentiation strategy in an increasingly commoditised environment. These projects are primarily focused on leading the field in low energy building envelope solutions.
DIRECTORS
The directors who served the company during the year were as follows:
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Alan Lawlor |
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(Resigned 1 May 2014) |
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(Resigned 9 May 2014) |
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The company is a wholly owned subsidiary and the interests of the group directors are disclosed in the financial statements of the parent company.
The company is a wholly owned subsidiary of the ultimate parent company Kingspan Group Plc, being a company incorporated in the Republic of Ireland. The company, or the Group of which the company forms part, maintains Directors and Officers Liability Insurance and (where applicable) Trustee Liability Insurance as at the date hereof and throughout the financial year ended 31 December 2014, in respect of the above named directors.
None of the directors at the end of the year had any interest in the shares of the Company, or of other group companies in the United Kingdom. The directors are not required to notify the Company of any interest in the shares of group companies outside the United Kingdom.
BRANCHES
The company has no branches outside of the United Kingdom.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
STRATEGIC REPORT
The directors confirm that they have prepared a Strategic Report in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013.
AUDITOR
Each of the persons who is a director at the date of approval of this report confirm that:
-
so far as each director is aware, there is no relevant audit information of which the company's auditor is unaware; and
-
each director has taken all steps that they ought to have taken as a director to make themself aware of any relevant audit information and to establish that the company's auditor is aware of that information.
Signed on behalf of the directors
____________________
Peter Wilson
Director
Approved by the directors on
30 April 2015
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF
YEAR ENDED 31 DECEMBER 2014
We have audited the financial statements of Ecotherm Insulation (UK) Limited for the year ended 31 December 2014 which comprise the Profit and Loss Account, Balance Sheet and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
RESPECTIVE RESPONSIBILITIES OF DIRECTORS AND AUDITOR
As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors.
SCOPE OF THE AUDIT OF THE
FINANCIAL STATEMENTS
OPINION ON
FINANCIAL STATEMENTS
In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2014 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.
OPINION ON OTHER MATTER PRESCRIBED BY THE COMPANIES ACT 2006
In our opinion the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
-
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
-
the financial statements are not in agreement with the accounting records and returns; or
-
certain disclosures of directors' remuneration specified by law are not made; or
-
we have not received all the information and explanations we require for our audit.
PROFIT AND LOSS ACCOUNT
YEAR ENDED 31 DECEMBER 2014
|
2014 |
2013 |
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Note |
£ |
£ |
|
|
TURNOVER |
2 |
|
|
|
Cost of sales |
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------------- |
------------- |
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GROSS PROFIT |
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|
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Distribution costs |
|
|
|
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Administrative expenses |
|
|
|
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------------ |
------------ |
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OPERATING PROFIT |
3 |
|
|
Attributable to:
|
Operating profit before exceptional items |
|
|
||
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Exceptional items |
3 |
(62,357) |
– |
|
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--------- |
------------ |
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--------- |
------------ |
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PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION |
|
|
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Tax on profit on ordinary activities |
6 |
|
|
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--------- |
------------ |
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PROFIT FOR THE FINANCIAL YEAR |
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--------- |
------------ |
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All of the activities of the company are classed as continuing.
The company has no recognised gains or losses other than the results for the
year as set out above.
BALANCE SHEET
|
2014 |
2013 |
||
|
Note |
£ |
£ |
£ |
FIXED ASSETS
|
Tangible assets |
7 |
|
|
|
|
Investments |
8 |
5,350,000 |
5,350,000 |
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------------ |
------------ |
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CURRENT ASSETS
|
Stocks |
9 |
– |
|
|
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Debtors |
10 |
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Cash at bank |
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------------- |
------------- |
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CREDITORS: Amounts falling due within one year |
11 |
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NET CURRENT ASSETS |
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------------- |
------------- |
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TOTAL ASSETS LESS CURRENT LIABILITIES |
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|
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CREDITORS: Amounts falling due after more than one year |
12 |
|
|
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PROVISIONS FOR LIABILITIES
|
Deferred taxation |
13 |
|
– |
|
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Other provisions |
14 |
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CAPITAL AND RESERVES
|
Called up equity share capital |
19 |
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|
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Other reserves |
20 |
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|
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Profit and loss account |
21 |
(
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(
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------------ |
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SHAREHOLDERS' FUNDS |
22 |
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------------ |
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These accounts were approved by the directors and authorised for issue on
30 April 2015
, and are signed on their behalf by:
____________________
Peter Wilson
Director
Company Registration Number:
1873816
NOTES TO THE
FINANCIAL STATEMENTS
YEAR ENDED 31 DECEMBER 2014
1.
ACCOUNTING POLICIES
Basis of accounting
Cash flow statement
The directors have taken advantage of the exemption in Financial Reporting Standard No 1
Cashflow Statements
(Revised 1996) Paragraph 5 (a) from including a cash flow statement in the financial statements on the grounds that the entity is a subsidiary undertaking where 90 per cent or more of the subsidiary's voting rights are controlled within the group, and that consolidated financial statements in which the subsidiary undertakings are included are publicly available.
Turnover
Fixed assets
Depreciation
Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:
Investments
Investments in subsidiary undertakings are shown at valuation less provisions for impairment in value. Any deficit is charged to the profit and loss account.
Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.
Operating lease agreements
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.
Pension costs
The company operates a defined contribution pension scheme for employees. The assets of the scheme are held separately from those of the company. The annual contributions payable are charged to the profit and loss account.
Deferred taxation
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or a right to pay less or to receive more tax, with the following exceptions:
Provision is made for tax on gains arising from the revaluation (and similar fair value adjustments) of fixed assets, and gains on disposal of fixed assets that have been rolled over into replacement assets, only to the extent that, at the balance sheet date, there is a binding agreement to dispose of the assets concerned. However, no provision is made where, on the basis of all available evidence at the balance sheet date, it is more likely than not that the taxable gain will be rolled over into replacement assets and charged to tax only where the replacement assets are sold.
Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.
Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
Share-based payments
The ultimate parent company Kingspan Group plc issues equity-settled and cash-settled share-based payments to certain employees (including directors) within Kingspan Timber Solutions Limited. Equity-settled share-based payments are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, together with a corresponding increase in equity, based upon the company's estimate of the shares that will eventually vest.
Fair value is measured using either the Black Scholes or the Monte Carlo Pricing Model as appropriate. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
Where the terms of an equity-settled transaction are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any increase in the value of the transaction as a result of the modification, as measured at the date of modification.
Where an equity-settled transaction is cancelled, it is treated as if it had vested on the date of the cancellation, and any expense not yet recognised for the transaction is recognised immediately. However, if a new transaction is substituted for the cancelled transaction, and designated as a replacement transaction on the date that it is granted, the cancelled and new transactions are treated as if they were a modification of the original transaction, as described in the previous paragraph.
Consolidation
The company was, at the end of the year, a wholly-owned subsidiary of another company incorporated in the EEA and in accordance with Section 400 of the Companies Act 2006, is not required to produce, and has not published, consolidated accounts. The company is included in the consolidated accounts of the ultimate parent undertaking Kingspan Group Plc., a company incorporated in the Republic of Ireland.
2.
TURNOVER
3.
OPERATING PROFIT
Operating profit is stated after charging/(crediting):
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Depreciation of owned fixed assets |
|
|
Auditor's remuneration
|
- as auditor |
5,000 |
31,040 |
Operating lease costs:
|
- Plant and equipment |
– |
104,319 |
|
Net loss/(profit) on foreign currency translation |
|
(
|
|
Exceptional expenses |
62,357 |
– |
|
-------- |
---- |
|
The exceptional expenses above relate to business restructuring.
The cost of any tax or advisory services provided by the auditors are borne by a related entity.
4.
PARTICULARS OF EMPLOYEES
The average number of staff employed by the company during the financial year amounted to:
|
2014 |
2013 |
|
|
No |
No |
|
|
Production staff |
– |
33 |
|
Distribution staff |
17 |
21 |
|
Administrative staff |
7 |
7 |
|
---- |
---- |
|
|
24 |
61 |
|
|
---- |
---- |
|
The aggregate payroll costs of the above were:
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
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Other pension costs |
|
|
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Equity-settled share-based payments |
|
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------------ |
------------ |
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5.
DIRECTORS' REMUNERATION
The directors' aggregate remuneration in respect of qualifying services were:
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Remuneration receivable |
|
|
|
Value of company pension contributions to money purchase schemes |
|
|
|
--------- |
--------- |
|
|
|
|
|
|
--------- |
--------- |
|
The number of directors who accrued benefits under company pension schemes was as follows:
|
2014 |
2013 |
|
|
No |
No |
|
|
Defined benefit schemes |
1 |
2 |
|
---- |
---- |
|
6.
TAXATION ON ORDINARY ACTIVITIES
(a) Analysis of charge in the year
|
2014 |
2013 |
|
|
£ |
£ |
|
Deferred tax:
|
Origination and reversal of timing differences |
|
|
|
-------- |
-------- |
|
(b) Factors affecting current tax charge
The tax assessed on the profit on ordinary activities for the year is lower than the standard rate of corporation tax in the UK of
21.50
% (2013 -
23.25
%).
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Profit on ordinary activities before taxation |
|
|
|
--------- |
------------ |
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Profit on ordinary activities by rate of tax |
|
|
|
Expenses not deductible for tax purposes |
|
|
|
Timing differences between capital allowances and depreciation |
(
|
(
|
|
Other timing differences |
- |
(
|
|
Group relief |
(
|
(
|
|
--------- |
------------ |
|
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Total current tax (note 6(a)) |
- |
- |
|
--------- |
------------ |
|
(c) Factors that may affect future tax charges
The Finance Act 2013, which was substantively enacted on 17 July 2013, amended the main rate of corporation tax to 20% effective from 1 April 2015. This will reduce the company's future current tax charge accordingly. UK deferred tax balances have been calculated based on the rate of 20% which was substantively enacted at the reporting date.
7.
TANGIBLE ASSETS
|
Freehold Property |
Plant & Machinery |
Total |
|
|
£ |
£ |
£ |
|
COST OR VALUATION
|
At 1 January 2014 |
|
|
|
|
Additions |
– |
|
|
|
Transfers |
(
|
(
|
(
|
|
------------ |
------------ |
------------- |
|
|
At 31 December 2014 |
– |
|
|
|
------------ |
------------ |
------------- |
|
DEPRECIATION
|
At 1 January 2014 |
|
|
|
|
Charge for the year |
|
|
|
|
Transfers |
(
|
(
|
(
|
|
------------ |
------------ |
------------ |
|
|
At 31 December 2014 |
– |
|
|
|
------------ |
------------ |
------------ |
|
NET BOOK VALUE
|
At 31 December 2014 |
– |
|
|
|
---- |
---- |
---- |
|
|
At 31 December 2013 |
|
|
|
|
--------- |
------------ |
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8.
INVESTMENTS
Investments in subsidiaries
|
£ |
|
COST
|
At 1 January 2014 and 31 December 2014 |
5,350,000 |
|
------------ |
|
NET BOOK VALUE
|
At 31 December 2014 and 31 December 2013 |
5,350,000 |
|
------------ |
|
The company owns 100% of the issued share capital of
Building Innovation Group Limited
. Its registered office is at Harvey Road, Burnt Mills Estate, Basildon, SS13 1QJ, England.
9.
STOCKS
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Raw materials |
– |
|
|
Finished goods |
– |
|
|
---- |
------------ |
|
|
– |
|
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|
---- |
------------ |
|
10.
DEBTORS
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Trade debtors |
|
|
|
Amounts owed by group undertakings |
|
|
|
Prepayments and accrued income |
|
|
|
Deferred taxation (note 13) |
– |
|
|
------------ |
------------ |
|
|
|
|
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------------ |
------------ |
|
The amounts due from group undertakings are unsecured, interest free and are considered long term in nature.
11.
CREDITORS:
Amounts falling due within one year
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Trade creditors |
|
|
|
Amounts owed to group undertakings |
|
|
|
Other taxation and social security |
|
|
|
Other creditors |
|
|
|
Accruals and deferred income |
|
|
|
------------ |
------------ |
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------------ |
------------ |
|
12.
CREDITORS:
Amounts falling due after more than one year
|
2014 |
2013 |
||
|
£ |
£ |
||
|
Amounts owed to group undertakings |
|
|
|
|
------------ |
------------- |
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The amounts due to group undertakings are unsecured, interest free and fall due after more than one year.
13.
DEFERRED TAXATION
The deferred tax included in the Balance sheet is as follows:
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Included in debtors (note 10) |
- |
(
|
|
Included in provisions |
|
- |
|
-------- |
-------- |
|
|
11,000 |
(44,000) |
|
|
-------- |
-------- |
|
The movement in the deferred taxation account during the year was:
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Balance brought forward |
(44,000) |
(127,000) |
|
Profit and loss account movement arising during the year |
55,000 |
83,000 |
|
-------- |
--------- |
|
|
Balance carried forward |
11,000 |
(44,000) |
|
-------- |
--------- |
|
The balance of the deferred taxation account consists of the tax effect of timing differences in respect of:
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Excess of taxation allowances over depreciation on fixed assets |
|
(
|
|
-------- |
-------- |
|
|
|
(
|
|
|
-------- |
-------- |
|
14.
OTHER PROVISIONS
|
2014 |
|
|
£ |
|
|
Warranty provisions: |
|
|
Balance brought forward |
|
|
Movement for year |
(36,240) |
|
--------- |
|
|
|
|
|
--------- |
|
Some products carry formal guarantees of satisfactory performance of varying periods following their purchase by customers.
Specific provisions have been made where there are known claims and the estimated cost of rectifying these claims has been provided.
15.
SHARE-BASED PAYMENTS
Equity-settled share-based payments
As at 31 December 2014 certain employees participated in three share-based equity settled payment schemes for employee compensation operated by the company's ultimate parent company, Kingspan Group plc. The first arrangement, the Standard Share Option Scheme ("SSOS"), is part of the remuneration package of key personnel. This scheme has now expired. The second arrangement, the Performance Share Plan ("PSP"), is a new scheme which replaced the Standard Share Option Scheme. The Performance Share Plan (PSP), approved by shareholders of the ultimate parent in May 2008, rewards the performance of managers and executives based on the overall performance of the Group, thus aligning the interests of management and executive directors with the interests of shareholders. The PSP has replaced the Standard Share Option Scheme and the Long-Term Incentive Plan which have both now expired. Under the terms of the PSP, performance shares are awarded to the executive directors and senior management team. The performance shares will vest after three years only if certain stretching performance criteria are achieved over the vesting period. These conditions are:- Up to 50% of the award will vest (on a sliding scale) on achievement of average EPS growth of between CPI plus 3.5% (below which no performance shares will vest) and CPI plus 7% (where all will vest);- Up to 50% of the award will vest (on a sliding scale) on achievement of total shareholder return (TSR) compared to a selected peer group, where no performance shares vest if performance is below the median and 50% vest if performance is at or above 75th percentile point, compared with the selected peer group. The movement on share options and the related weighted average exercise price are as follows for the reporting periods presented:
2014 2013 WAEP WAEP No € No € Employee transfers 29,333 1.09 24,015 1.99 Granted during the year 5,400 0.13 13,000 0.13 Exercised during the year (5,701) 2.27 (7,682) 2.27 ------ ---- ----- ---- Outstanding at the end of the year 29,032 1.09 29,333 1.09 ====== ==== ====== ==== Exercisable at the end of the year 2,000 14.18 2,000 14.18 ===== ===== ===== ===== The weighted average share price at the date of exercise for share options exercised during the year was €14.08. 2014 Number Weighted Weighted of Average Average Options Exercise Remaining Price Contractual € Life 2015 Option Range SSOS €14.18 2,000 14.18 1.7 PSP €0.13 5,306 0.13 4.2 2016 Option Range PSP €0.13 9,000 0.13 5.2 2017 Option Range PSP €0.13 5,400 0.13 6.2 2013 Number Weighted Weighted of Average Average Options Exercise Remaining Price Contractual € Life 2014 Option Range SSOS €14.18 2,000 14.18 2.7 PSP €0.13 5,701 0.13 4.2 2015 Option Range PSP €0.13 8,632 0.13 5.2 2015 Option Range PSP €0.13 13,000 0.13 6.2 All of the above SSOS options were exercisable at year end. The fair values of options granted during the current and prior year were determined using the Black Scholes Model, or the Monte Carlo Pricing Model as appropriate. The key assumptions used in the model were as follows:
|
2014 |
2013 |
|||
|
Weighted average share price - € |
14.53 |
8.59 |
||
|
Weighted average exercise price - € |
0.13 |
0.13 |
||
|
Expected volatility - % |
31.00 |
50.00 |
||
|
Expected life - years |
3.00 |
3.00 |
||
|
Risk free rate - % |
0.30 |
– |
||
|
Expected dividend yield - % |
1.30 |
1.00 |
||
|
------- |
------- |
|||
Expected volatility was determined by calculating the historical volatility of the Group and peer company share prices over the previous 3 years. The company recognised total expenses of £(51,624) (2013 - £(42,950)) related to equity-settled share-based payment transactions during the year.
16.
COMMITMENTS UNDER OPERATING LEASES
At 31 December 2014 the company had annual commitments under non-cancellable operating leases as set out below.
|
2014 |
2013 |
|||
|
Land and buildings |
Other Items |
Land and buildings |
Other Items |
|
|
£ |
£ |
£ |
£ |
|
|
Operating leases which expire: |
||||
|
Within 1 year |
- |
|
- |
|
|
Within 2 to 5 years |
- |
|
|
|
|
---- |
-------- |
-------- |
--------- |
|
|
- |
|
|
|
|
|
---- |
-------- |
-------- |
--------- |
|
17.
CONTINGENCIES
There is a contingent liability on the company in respect of guarantees given for borrowings by fellow subsidiaries and parent. These borrowings amounted to GBP
241,826,747
at 31 December 2014 (2013: GBP248,891,915). The company is also party to the Group Revolving Credit Facility for €300m which was undrawn at 31 December 2014.
18.
RELATED PARTY TRANSACTIONS
No transactions with related parties were undertaken such as are required to be disclosed under Financial Reporting Standard 8 Related Party Disclosures.
19.
SHARE CAPITAL
Allotted, called up and fully paid:
|
2014 |
2013 |
||||
|
No |
£ |
No |
£ |
||
|
|
|
|
|
|
|
|
------------ |
------------ |
------------ |
------------ |
||
|
|
|
|
|
||
|
------------ |
------------ |
------------ |
------------ |
||
20.
OTHER RESERVES
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Balance brought forward |
|
– |
|
Share Based Payments |
51,624 |
42,950 |
|
-------- |
-------- |
|
|
|
42,950 |
|
|
-------- |
-------- |
|
21.
PROFIT AND LOSS ACCOUNT
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Balance brought forward |
(
|
(
|
|
Profit for the financial year |
|
|
|
Adjustment re prior year acquisition costs. |
– |
(94,590) |
|
------------ |
------------- |
|
|
Balance carried forward |
(
|
(
|
|
------------ |
------------- |
|
22.
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
|
2014 |
2013 |
|
|
£ |
£ |
|
|
Profit for the financial year |
|
|
|
Adjustment re prior year acquisition costs. |
– |
(94,590) |
|
Share Based Payments |
51,624 |
42,950 |
|
--------- |
------------ |
|
|
Net addition to shareholders' funds/(deficit) |
|
|
|
Opening shareholders' funds/(deficit) |
|
(
|
|
------------ |
------------ |
|
|
Closing shareholders' funds |
|
|
|
------------ |
------------ |
|
23.
ULTIMATE PARENT COMPANY
The ultimate parent company is
Kingspan Group plc
., a company incorporated in the Republic of Ireland. The immediate parent company is Kingspan Insulation Limited, a company incorporated in the United Kingdom.
24.
APPROVAL OF
FINANCIAL STATEMENTS
The financial statements were approved by the directors on 30 April 2015.