Axor Starck floor standing bath and shower mixer, chrome, for display

Read article : Axor Starck floor standing bath and shower mixer, chrome, for display

Surplus Ex-Display / Unused Bathroom Stock Including Showers, Baths, Vanity Units, Shower Screens / Enclosures, etc.

(Subject to Availability)

NOTICE TO PURCHASERS

VIEWING:
• The lots may be viewed as follows: Thursday 5th March 2015, 10am to 4pm

• Located at Bathrooms 365 Limited, Unit 14 & 15, Walker Way, Thornbury Industrial Estate, Thornbury, Bristol, BS35 3US

BIDDING ENDS:
• Bidding will end at: 3pm on Tuesday 10th March 2015 [subject to the normal 10 min extension]
AT WHICH TIME ALL HIGHEST BIDS WILL BE CONSIDERED.

ACCEPTANCE OF FINAL HIGHEST BIDS – IMPORTANT NOTE:
• Acceptance of all final highest bids is subject to approval by our client.
• ES (Group) Ltd reserves the right to reject any bids which they feel does not reflect reasonable value
• Successful bidders will be notified by email by 3pm on Wednesday 11th March 2015

INSTRUCTIONS FOR BIDDING:
• Access for bidding can be obtained through our website www.es-group.com, Machinery Sales
• Full details including valid email address must be provided in order to receive approval for bidding
• In the event of a bid being received within 10 minutes of the scheduled closing time, the bidding period on that lot will automatically extend by a further 10 minutes and for a further 10mins for any bid received thereafter.
• MAXIMUM BIDS: If more than one maximum bid is placed of the same amount, the maximum bid placed first will be considered the highest bid and a further bid will need to be to be placed to take the lead. Bidders are notified by an automated message which appears on their screen

• IMPORTANT: When bidding, do not forget to ‘REFRESH’ your screen to ensure you are aware of current bids.

• MAILING: All approved bidders will automatically have their details placed on our database for notification of futures sales undertaken by ES (Group) Ltd only. In the event that you wish to have your details excluded from our database, please use the ‘unsubscribed’ feature within our website (as above) alternatively please notify our Sales Administration Team mbaaccounts@es-group.com

BUYERS PREMIUM:
• The purchaser will pay a buyers premium of 15% plus VAT, which will be charged on all lots.
• The premium is not negotiable and will be paid by all buyers
• VAT on buyers premium is payable on buyers premium where goods are exported in all instances.

PAYMENT TERMS:
• All purchases are to be paid in full, no later than 2pm on Monday 16th March 2015
• All queries regarding payment should be directed to our Sales Accounts team, mbaaccounts@es-group.com

Please refer to the page headed “PAYMENT DETAILS” for acceptable methods of payment

VALUE ADDED TAX:
• Purchasers will be charged Value Added Tax on all lots, where applicable, at the current rates

DEPOSITS:
• Purchasers are required to pay a deposit on lots which will cause damage or leave a hole in the fabric of the building after removal. These lots will be specified in the sale catalogue. The deposit will be returned once the purchaser has made good in a satisfactory manner.

RISK:
• The bidder / buyer is at risk once the buyer is notified of his successful purchases and is strongly advised to effect insurance at once, irrespective of whether title has passed. Title does not pass to the purchaser until payment has been received in full.

RECORDED “USEAGE” READINGS: The hour and odometer readings on machinery and vehicles in this sale cannot be warranted and should not be relied upon.

COMPUTER SOFTWARE: Due to the Data Protection Act, all software and data will be removed from computers prior to selling.

CLEARANCE TERMS AND ARRANGEMENTS

• All lots must be removed between Monday 16th March 2015
• The premises will be open from 9am to 4.30pm - No further access will be available after this time
• ES (Group) Ltd does not undertake packaging, postage, delivery or shipment of goods and the bidder must make his own arrangements to comply with the clearance terms
• Clearance of all lots must be undertaken in accordance with Health & Safety at Work Regulations and, where necessary, Construction Design and Management Regulations 1994. You may be required to provide a Work Method Statement and Risk Assessment approved by ES (Group) Ltd, prior to removal of any lots.
• ES (Group) Ltd reserve the right to stop clearance if in their opinion, they believe it is being carried out in an unsafe manner or without the Method Statement and Risk Assessment.
• The purchaser should ensure that their contractors hold sufficient public liability insurance, copies of which should be made available to ES (Group) Ltd if demanded.
• Any fluids remaining in any lots purchased MUST be removed from site in conformity with the Control of Substances Hazardous to Health (COSHH) Regulations.

CONDITIONS OF SALE
All lots will be sold subject to the Conditions of Sale as printed on the catalogue cover. Bidders are strongly advised to read them carefully.

TRANSFER OF LOTS:
ES (Group) Ltd will only accept payment from and permit removal of lots purchased by the successful purchaser or their duly appointed agent.

OVERSEAS PURCHASERS:
Overseas purchasers must, on acceptance of offers, advise of their intentions to export their good immediately and notify our Sales Co-ordinator, Elaine Allan [ elaine.allan@es-group.com ]

Overseas purchasers will be required to provide details of :
(a) Their passport(s)
(b) One other method confirming their identity, ie drivers licence, name,
address, UK agent (if any), telephone and fax numbers.
(c) Full details of their national bank and their UK corresponding bank.
(d) Details from their bank confirming method of payment, etc.

Please also ensure that:
(e) Your country, or the country to which the items are destined, holds no import restrictions on the goods that you wish to purchase.
(f) The country has no import licence restrictions or a restriction on currency allocation.
(g) The country has no prolonged inspection procedure, which might cause excessive delay in allowing your goods to be imported.
(h) You receive a fully descriptive invoice in order that you may arrange payment as soon as possible with our bank.
(i) You employ a reputable freight-forwarding organisation. Please note that many of the machinery removal companies in this country are not necessarily freight forwarders. We will be pleased to advise accordingly.
(j) You have read the Conditions of Sale.

Please Note:
(a) We will not allow removal of any Lot from the Sale site until our Accounts Department has received notification from our bankers that your payment has been properly cleared in full. Monies must be transferred to ourselves within the time stated in the “Notice to Purchasers”
(b) If there are any special arrangements that you wish to make with us, you must contact us at least three days before the Sale date.
(c) Our terms regarding payment of VAT and subsequent refunds.

VAT on Goods Destined for Export:
All purchasers intending to export their purchases will be charged a deposit equal to that of the VAT due on each lot purchased.

In order to qualify for a refund, the goods must be exported in accordance with regulations under “Indirect Export” and valid evidence of export received by ES (Group) Ltd within one month of the date of export. Where satisfactory evidence is not provided, goods will be subject to UK VAT at the standard rate of export and the deposit will not be refunded.

We are unable to refund the VAT on the buyers premium in any circumstances. Please ensure that the cashier has been notified of your intentions to export prior to removal of goods.

The above information must be supplied in writing to our Sales Co-ordinator, Ms Elaine Allan, ES (Group) Ltd, 3 Lake Court, Hursley, Hampshire, SO21 2LD on your official company notepaper and signed by the contact name quoted.

If you intend to export your purchases using your own transport (either by sea, rail or air), then VAT will be levied and refunded upon receipt of satisfactory documentation, supporting removal of the goods purchased.

ES (Group) Ltd reserve the right to refuse to accept the bid of any bidder should they be unable to satisfy ES (Group) Ltd on any of the above.

In bidding you are accepting the terms detailed in our NOTICE TO PURCHASERS and OUR TERMS AND CONDITIONS OF SALE

Details of viewing arrangements, acceptance of bids, payment & clearance terms are detailed in our NOTICE TO PURCHASERS

CONDITIONS OF SALE BY ON-LINE AUCTION

1: Conditions

These conditions, together with any special conditions or ‘Notices to Purchasers’, are the only terms and conditions subject to which Edward Symmons LLP acting as agents for the Vendor will contract with buyers. Bidding for any lot shall be deemed to be an acceptance of these conditions and any conditions in the Notices to Purchasers. If there is any inconsistency between any of these conditions and anything in the Notices to Purchasers, then those in the Notices to Purchasers shall prevail.

2: Inspection and Description

2.1Buyers have a responsibility to make their own inspection and investigation of the lots at the time(s) and at the premises specified, and to satisfy themselves on all matters affecting the lots, and to inspect and satisfy themselves prior to the sale, as to the condition and description of a lot, its fitness and suitability for purpose.

2.2Goods are believed to be correctly described but all goods are sold with all faults, imperfections and errors of description.

2.3Neither the Vendor nor the Auctioneers, their servants or agents makes or gives, nor has any person in the employment of the Auctioneers any authority to make or give, any representation or warranty in relation to any lots.

3: Limitation of Liability

3.1Neither the Vendor nor the Auctioneers, their servants or agents shall be liable for any loss or damage suffered by the Buyer arising out of or in connection with any defects or deficiencies in any lots purchased, errors of description in the auction catalogue, any mis-statements as to any matter affecting the lots or the failure of the lots to fulfill the functions for which they were intended

3.2The Auctioneer’s and the Vendor’s total liability for breach of contract or negligence is limited to the Bid Price.

3.3Neither the Auctioneers nor the Vendor shall be liable for any indirect or consequential loss or damage (whether for loss of profit, loss of business or otherwise) incurred by the Buyer whatsoever.

3.4Nothing in these conditions excludes or limits the liability of the Auctioneers or Vendor for death or personal injury caused by their negligence or fraudulent misrepresentation.

3.5Nothing in these conditions shall prejudice the statutory rights of a consumer who shall be bound by these conditions only insofar as they are consistent with such statutory rights.

4: Conduct of Sale

The Auctioneers reserve the right in their absolute discretion to refuse admission to the premises and grounds to any person.

The conduct of the sale shall be at the Auctioneer`s sole discretion and the Auctioneers reserve the right to refuse any bids without giving any reason. If any dispute of whatsoever nature relating to a bid shall arise, such dispute shall be determined by the Auctioneers in their absolute discretion and whose decision shall be final and binding on all parties.

Each bidder must register prior to submitting any bids in On-Line sales. Edward Symmons LLP reserves the right to reject any registration at its sole discretion.

The Vendor and the Auctioneers reserve the right to fix a reserve price for any lot.

No bid may be withdrawn after the close of bidding.

The Vendor or the Auctioneers have absolute discretion to withdraw consolidate or divide at any time any lot.

The highest bidder for each lot at the close of bidding shall be the Buyer, subject to approval by the Auctioneers and the Vendor. The Sale Price is exclusive of the buyer’s premium and VAT. The highest bid at the close of bidding subject to approval by the Auctioneers and Vendor also marks a conclusion of a contract of sale between the Vendor and the Buyer.

In making a bid for any lots, the Buyer does so as principal. The Buyer will be held personally and solely liable for a bid unless the Auctioneers have previously agreed in writing with the Buyer that that bidder will do so on behalf of an identified third party acceptable to the Auctioneers. In circumstances where the Auctioneers have so agreed, the Buyer and the third party will jointly and severally be liable for all obligations arising from the bid where a third party shall be bound by these conditions by the individual bidding as his agent in the same way as if he were bidding personally.

5: Risk and Title

As from the date and time the Buyer is declared, all risks in and relating to the Goods purchased, shall pass to the Buyer and the Buyer is strongly advised to effect insurance for these risks at once. In no circumstances will the Auctioneers or the Vendor be responsible if any Goods or part thereof be lost, stolen, damaged or destroyed after the Buyer is declared.

The Vendor shall only sell such title to the Goods as he may have. Neither the Auctioneers nor the Vendor warrants the Vendor’s good title to any of the Goods and if it is found that the Vendor does not have title or unencumbered title to any of the Goods purported to be sold under these conditions the Buyer expressly agrees that it shall have no right either to rescind the contract or to claim damages or a reduction in the consideration paid or payable under the contract.

Title to each of the Goods will not pass until:-

(a)all debts owed by the Buyer to the Auctioneers (whether part-paid secured or otherwise) are settled, for the avoidance of doubt the debts shall not be settled until (where payment or part payment is made by cheque) all cheque(s) in question have been cleared; and

(b)such Goods have been removed from the premises at which the sale is held or where the Goods are being stored in their entirety.

6: Removal

No lot or part thereof can be removed until payment in cash or approved Bankers Draft has been made in full or (where any part of the payment was made by cheque) the cheque has cleared in the Auctioneer`s account. No lot shall be removed without the authority of the Auctioneer and unless under the supervision of the Auctioneer`s servants or agents.

Removal shall take place only up to 5.00 pm and must be completed by 5.00 pm on the day following the sale (and in every case time shall be of the essence) unless the Notice to Purchasers otherwise specify or written authority is obtained from the Auctioneers for clearance after that time.

The Buyer has no right to anything not described in the auction catalogue.

Delivery of lots sold will be made only to the declared Buyer and no transfer of any lot or part of a lot to any other person will be recognised.

Prior to the removal of any lot the Vendor may rescind the contract for the sale of that lot and refund to the Buyer any money paid by the Buyer for the lot should any third party claim title to or possession of any part of the lot.

The Buyer will be responsible for removal of lots at his own expense and must provide his own labour, and equipment.

The Auctioneers require that in pursuit of safe working practice all equipment used for lifting and transportation should be covered by appropriate insurance and registration documents (in particular but not limited to lifting equipment and fork lift trucks). Such documentation shall be produced to the Auctioneers by the Buyer on request for inspection and if the Buyer fails to produce such documentation the Auctioneers reserve the right to refuse to clear the lot and/or rescind the sale in which event the provisions of condition 8 will apply. Furthermore appropriate personal protective equipment must be worn during these activities and due regard paid to safe material handling practices.

7: Damage to Premises

The Buyer shall be responsible for the removal of all goods purchased at his own expense and risk and such removal must be carried out safely and lawfully and in accordance with any conditions of sale of which the Buyer is notified. For the avoidance of doubt removal includes where applicable disconnection from the mains electricity supply and the detachment of any lots which are fixed. All electrical installations must be left in a safe condition during and after the removal and the use of explosives or flame cutting equipment or any other potentially hazardous or inflammatory process shall not be permissible on the site without the express written consent of the Auctioneers. The Buyer shall be responsible to insure against and to make good any injury or damage to persons or property caused by the Buyer, their carriers, servants or agents detaching, disconnecting or removing any goods purchased by the Buyer. The Buyer shall produce his insurance documentation to the Auctioneers on request and if the Buyer fails to produce such documentation the Auctioneers reserve the right to refuse to clear the lot and/or rescind the sale. The Buyer shall indemnify the Auctioneers for any damage or loss which the Auctioneers may suffer in respect of loss, damage or injury suffered by the Buyer’s agents or employees or any third party arising from the removal. At its discretion the Auctioneers may require the payment of a deposit to the Auctioneers prior to and/or during the removal which will be refunded on the removal being completed to the Auctioneer`s satisfaction. If the Buyer refuses to deposit such monies, the Vendor or the Auctioneers may refuse the Buyer access to the premises for the purposes of removing the lot purchased by them and/or rescind the sale in which event the provisions of condition 8 will apply. The Auctioneers reserve the right to stop the removal of a lot by a Buyer, his agents or employees, if it appears to the Auctioneers or its agents or employees that the removal is being carried out in an unsafe or unsatisfactory way.

8: Default by Buyer

Upon failure by the Buyer for whatsoever reason:-

(i)to pay a deposit in full if required under the Conditions of Sale; or

(ii) to pay the purchase price in full on the due date; or

(iii) to provide any documentation required under these conditions; or

(iv) to remove the goods in a safe or satisfactory way; or

(v) to remove any lot from the premises on or before the date specified for removal,

The Vendor will be entitled to rescind the contract forthwith without incurring any liabilities to the Buyer and, without prejudice to any claims of the Vendor and/or the Auctioneers against the Buyer arising from breach of contract or otherwise, upon rescission as aforesaid the following provisions apply:

(a)all monies deposited in part payment will be forfeited and used to pay the Vendor`s and/or Auctioneer`s expenses referred to in paragraph (d) below;

(b)if the lots have been removed in breach of these conditions, the Vendor and/or the Auctioneers, their servants or agents may enter the premises of the Buyer to recover such lots;

(c)lots may be re-sold or otherwise disposed of by the Auctioneers in the manner they feel appropriate at their sole discretion and any deficiency arising upon the resale together with the expenses of it shall be due as a debt from the Buyer in default upon the first sale. The Buyer consents to such a resale on the Auctioneer’s conditions of business applicable at the time of resale. Neither the Auctioneers nor the Vendor shall be liable to account to the Buyer in the event of a re-sale at a higher price than the price contracted to be paid by the Buyer. The Buyer waives any claim in such a case that he may have title to the lot and agreed that any re-sale price shall be deemed commercially reasonable;

(d)the Buyer will be responsible from the specified time for final removal for all losses and expense incurred by the Vendor and/or the Auctioneers including storage, security and removal expenses, the costs of re-selling or disposing of lots and Auctioneer`s commission.

9: Auctioneer as Agent

The Auctioneers act only as Agents for and on behalf of the Vendor and shall not be held responsible for any action or default on the part of either the Vendor, bidders or the Buyer. Any concluded contract of sale is made directly between the Vendor and the Buyer.

10: Accident or Damage

Neither the Auctioneers nor the Vendor will accept any responsibility for any accident, (except for that arising out of its negligence, or the negligence of its agents or employees, resulting in death or personal injury) howsoever caused to any person which may occur whilst on the Auctioneer`s premises, the Vendor`s premises or such other premises used to hold the auction or to store the lots before during or after the sale and any person entering the premises does so at his own risk and is deemed to have notice of the condition of the premises and their contents.

11: The Consumer Protection Act 1987

No lots are sold as new.

12: Health & Safety At Work

It is expressly brought to the Buyer’s attention and that of potential buyers, at the time of sale, any item of plant, machinery or equipment contained in the goods may not necessarily comply with the Health and Safety at Work Etc. Act 1974; the Environmental Protection Act 1990; Construction Design and Management Regulations 1994 or any other Act of Parliament or regulations thereunder governing the use of that plant, machinery or equipment in a working environment. Buyers of any such plant, machinery or equipment are hereby required to ensure so far as reasonably practicable that such item will be safe and without risk to health and that the use of any such items at a place of work within the EEC & the United Kingdom does not contravene any such Act of Parliament or regulation applicable to such use.

13: Dangerous Substances

It is expressly brought to the attention of Buyers (and potential buyers) that certain types of plant or main service installations could contain blue and white asbestos, dangerous chemicals and hazardous waste which if not handled correctly during their removal from the premises could be in breach of the Health and Safety at Work Etc. Act 1974 Sections 2-9 Control of Substances Hazardous to Health Regulations 1988 (COSHH) or other current legislation regulating the use of such substances in a working environment. The Buyer shall ensure so far as is reasonably practicable that they comply with the Health and Safety at Work Etc. Act 1974, COSHH and other current legislation in connection with the removal, handling and transport of such dangerous substances and or hazardous waste or shall employ a specialist contractor to remove them. The Buyer shall, on request, satisfy the Auctioneers in relation to its removal procedures, and the removal of waste materials must be undertaken by an approved and licensed contractor. The Buyer will indemnify the Vendor, their servants or agents against any loss, damages or expenses suffered by them as a result of the Buyer’s or a sub-contractor’s failure to comply with this legislation.

14: Notices

Any notices or other communications shall be in writing and, if sent by post, shall be deemed to have been received by the addressee on the second working day after posting or, if the addressee is outside the United Kingdom, on the fifth working day after positing. If any written notice is delivered by hand, it shall be treated as having been received at that time. Any notice sent to the Auctioneers shall be sent to the Auctioneer’s address as set out in the auction catalogue, or displayed on the auctioneer’s web site on the notice specific to that sale. Any notice which the Auctioneers send to the Buyer may be sent to the Buyer’s last address known to the Auctioneer.

15: Third Party Rights

Save as expressly provided in these conditions, no term of these conditions shall be enforceable under The Contracts (Rights of Third Parties) Act 1999 by a third party.

16: Governing Law

These Conditions and any Conditions contained in the Notices to Purchasers, along with all associated transactions and all connected matters shall be governed and construed in accordance with English Law

17: Severability

In the event that any provisions of these conditions shall be held unenforceable for any reason, the remaining conditions shall remain in full force and effect.

Turn your Bathroom into a Spa, by Joseph Pubillones

Read article : Turn your Bathroom into a Spa, by Joseph Pubillones

As Americans hustle and bustle to make ends meet and the work hours extend well beyond 40 hours per week, stress is an all-time high. Stress is responsible for triggering incidents from panic attacks to illness and even cardiac arrest. This is why the spa business is booming at an alarming rate. While some business folks may get the occasional perks of downtime to book a day at a spa, most American families do not have the luxury of time. Bringing the concept of the spa to your home is becoming quite popular.

Creating an at-home getaway is the goal when transforming your bathroom into a spa. There are several factors to consider in such a home improvement project. To get your bathroom to capture the spa feeling, you will want to capture as much room as possible. You will need more room to accommodate a luxurious tub to soak in, a large shower with massaging jet sprays, or perhaps a steam unit to transform your shower into a steam bath, a bench inside the shower, and a place to sit down and relax.

Give good consideration to plumbing fixtures and hardware. These valves and controls are important because they are tactile items, which affect the way you perceive your spa-bathroom. They are also effective to express a sense of luxury and relaxation.

The colors that are used in spas are deliberately chosen to reduce stress. The colors that are most used as those inspired by the sky, ocean and earth. These colors are usually very light. While they may seem washed out, these colors that are dusty and seem to insinuate another are the best. Like a soft white with an aqua green shimmer, or a beige that reflects salmon paired. These pale colors work the best when paired with white, gray or espresso cabinetry and trim.

Today's new spa-bathroom combinations also make a statement with tiles and stone treatments. The more exotic the marble, granite or quartz, the better. Sometimes great slabs are book-matched for an incredible organic pattern on walls and floors. Mosaics are historically tied to baths since pre-Roman times, and today with advances in technology, micro tiles can be laser cut and assembled to create the most incredible and fantastic patterns and designs.

Other items to be considered in the design of a spa-bathroom:

Candles: For burning at specific times, can be soothing. I would suggest a subtle aromatherapeutic scent. Small votive around your bath area can be beautiful, but also give off a relaxing glow.

The Best Linens: Accessorizing you bathroom with a nice bathrobe, thick absorbent towels, and bathmats are both useful and make your slippery surfaces safe.

Flowers and Plants: Are a great invigorating element of nature to add to your spa-bathroom. Plants are great because they help clean the air and give off oxygen.

Music: Part of the spa experience is too soothe your body and soul. Music is the best therapy to aid in relaxation and stress reduction. Spas pipe soft music everywhere for a reason. Add a couple of new jazz CDs to your repertoire and you are well on your way.

Joseph Pubillones is the owner of Joseph Pubillones Interiors, an award-winning interior design firm based in Palm Beach, Fla. To find out more about Joseph Pubillones, or to read features by other Creators Syndicate writers and cartoonists, visit the Creators Syndicate website at www.creators.com.

DESIGN CHOICES: BATHTUB OR SHOWER?

Read article : DESIGN CHOICES: BATHTUB OR SHOWER?

Is it time to ditch the tub? Bathroom trend study reveals tricks for top redesigns

When redecorating your bathroom there are numerous choices you’ll face. The size, shape, style and arrangement of your bathroom furniture is naturally your biggest concern and sometimes finding ways to fit everything in comfortably can seem impossible – so why not cut something out … like the bathtub perhaps?

According to research, 59% of older homeowners ditching baths in favour of showers when they renovate their bathrooms but is this a trend that you should mimic? Or is there a better way to have your cake and eat it in the bathroom?

The bath revolution

While a large number of individuals are opting for showers over baths, research from Houzz has also shown that consumers are becoming more imaginative in their selection of baths when they decide to keep them as part of their bathroom design. Rather than just having a plain white metal tub, many older people invest in a spa type experience or a hydrovescent bath that helps to invigorate them as well as promote good hygiene.

It’s important to remember that not all baths are large and bulky units which prove difficult to fit in the bathroom and if you’re keen to keep this traditional feature part of the room then there are plenty of options to do so.

Firms like Premier Bathrooms offer a great range of hydrovescent bathtubs as well as walk-in baths and shower cubicles designed to help you get the most out of your bathroom; whatever its size. Hydrovescent tubs are also good for those with poor circulation or arthritis so having one installed could do as much good for your health as it does for the design of the room.

If you’re planning to design your bathroom anytime soon then we advise you consider the following trends and ideas when making your decisions:

• Opt for walk-in baths and showers if those using the units suffer from mobility issues or disabilities and remember to leave enough room for doors to open outwards where needed
• Install seats within showers and baths to help people lower themselves into the water but consider how these are arranged so as to create a stylish appearance
• Use lighting carefully to transform the bathroom into an oasis of calm – the development of safe LED lighting systems means that showerheads and bathing areas can all be illuminated safely so it’s a good option to try
• Add an en suite bathroom to the master bedroom if possible – this is a great way to add luxury and convenience to a home and according to Houzz’ research it is a trends that 85% of people are likely to follow
• Pick a bath or shower unit to match the dimensions of the bathroom – remember that there are a vast amount of styles available so give them all equal consideration and remember to consider shape (square, round or corner baths) too
• Install double sinks in bathrooms shared by couples to make morning routines more convenient and to elevate the appearance of the bathroom as a whole
• Make sure flooring is safe and practical – lino, vinyl and tiles are all preferable over carpets but you’ll need to opt for something that is water resistant and which offers a non-slip surface. Underfloor heating is also an important consideration – especially for cold winter mornings

The bathroom is now a popular room

With improvements to walk in-baths and showers, many older homeowners are investing in this type of bathroom furniture in order to retain their independence. If you can have a therapeutic bath in the comfort of your own home, why not install one of these wonderful devices today?

Wet rooms are also growing in popularity so this is something you should consider too. They are easy to use and the shower attachments are at a convenient level for all which means practical showering every day of the week.

Sources: http://info.houzz.com/rs/houzz/images/HouzzBathroomStudy.pdf

Taps very solid brass bath shower taps with thermostatic mixing valve rrp £185.99 Appraisal: New/

Read article : Taps very solid brass bath shower taps with thermostatic mixing valve rrp £185.99 Appraisal: New/

GENERAL CONDITIONS OF SALE

1. Interpretation

1.1. In these General Conditions the following words and expressions shall have the meanings set opposite:

“Auction” any auction (whether a Live Auction or an Online Auction and whether conducted independently or simultaneously) conducted pursuant to these General Conditions and the Special Conditions;

“Auctioneer” the person conducting the Auction or to whom the conduct of the Auction is delegated under General Condition 4.9 below;

“Bidder” any person who offers to purchase any Lot whether by bidding at Auction or offering to purchase by private treaty or tender;

“Bid” an offer to purchase any Lot whether by bidding at Auction or offering to purchase by private treaty or tender, and “Bids” and “Bidding” shall be construed accordingly;

“Buyer” any person who agrees to purchase any Lot whether at Auction or by private treaty or tender and as determined under General condition 4.12 below;

"Buyer`s Premium" a commission payable by the Buyer on the completion of a Sale the amount of which is set out in the Special Conditions; The Auctioneer, when acting as Agent for the Seller, may also receive commission from the Seller.

“Catalogue” the catalogue incorporating these General Conditions and the Special Conditions;

"Clearance Date and Time" the date and time on which all Lots must be removed by the Buyer from the Location as specified in the Special Conditions;

“The Company” Boulton Vehicles Ltd T/A Bpi Associates Auctioneers & Valuers (company number 07279488 ) whose registered office is at Ripley House, Ripley Drive, Normanton Industrial Estate, Wakefield;

"Deposit" the sum payable by the Buyer to the Company as set out in the Special Conditions;

"Live Auction" any auction conducted at the Location or at such other location(s) as shall be notified by the Company in the Special Conditions or in the Catalogue;

“Location” the premises at which the Lots are located, details of which are set out in the Special Conditions;

“Lot” any Lot described in the Catalogue, on the Website or on the Company’s invoice;

"Online Auction" any auction conducted over the internet via the Website pursuant to these General Conditions and the Special Conditions;

"Sale" the sale of any Lot by Auction, private treaty or tender and as determined under General Condition 4.11 below;

“Seller” the person upon whose instructions the Company is conducting the Sale, details of whom are set out in the Special Conditions;

“Special Conditions” any additions to these General Conditions set out or referred to in the Catalogue, announced at Auction or otherwise specified by the Company;

"Website" the website at: www.bidspotter.co.uk;

"VAT" value added tax chargeable under English Law for the time being and any similar additional tax.

2. Application of these General Conditions

2.1. These General Conditions apply to every Sale of plant and machinery, chattels and trade stocks conducted by the Company.

2.2. These General Conditions, the Special Conditions and any terms set out in the Catalogue shall together comprise the "Conditions of Sale".

2.3. To the extent that these General Conditions are inconsistent with any Special Conditions, the General Conditions shall prevail.

2.4. Bidding for any Lot shall be deemed to be an acceptance by the Bidder of these General Conditions and the Special Conditions.

2.5. These General Conditions shall be governed construed and enforced in accordance with the laws of England and Wales unless the Location is in:-

2.5.1 Scotland in which case the laws of Scotland shall apply; or

2.5.2 Northern Ireland in which case the laws of Northern Ireland shall apply.

2.6. A reference to writing or written shall include e-mail.

2.7. Any word or phrase having a meaning defined in these General Conditions shall have the same meaning when used in the Special Conditions.

3. Identity of the Parties

3.1. The Company offers each Lot as agent of the Seller and not as principal unless otherwise indicated in the Catalogue.

3.2. The identity of the Seller is set out in the Special Conditions.

3.3. Unless the Company has previously acknowledged in writing that the Bidder Bids as agent on behalf of a named principal, every Bidder shall be taken to Bid on his own behalf as principal.

3.4. Any Bidder acting as agent on behalf of a named principal shall remain liable to the Seller and the Company for all obligations and liabilities of his principal jointly and severally with the principal. The Bidder warrants that he has the authority of his principal to make each Bid made.

3.5. Every Bidder is required to give his name and address and provide satisfactory proof of identity and such other information and documentation as is required to the Company before making any Bid and in the case of:

3.5.1. a Live Auction by the completion of a registration form;

3.5.2 an Online Auction by online registration at the Website; and

3.5.3 a private treaty or tender by prior registration or notification of details, as and when requested by the Company.

3.6 The Company reserves the right at any time to reject the registration of any persons and refuse access to the Auction at its sole discretion.

3.7 On registration for an Online Auction Bidders will be added to the Company`s mailing list for the purposes of notification of future sales by email. If a Bidder wishes to stop receiving such notifications they can unsubscribe at any time by clicking on the link provided at the bottom of each email.

3.8 On registration in accordance with General condition 3.5 the Bidder acknowledges that only adults aged 18 years and over are entitled to enter into a legally binding contract and as a result they are the only people entitled to register for the Auction. By registering the Bidder warrants that he is aged 18 years or older and is capable of forming a legally binding contract.

4. Conduct of Auctions

4.1 Any Lot may be subject to a minimum bid or reserve price. The Seller is entitled to change these at any time before the conclusion of the Sale.

4.2 The Seller, Auctioneer or any representative, agent or person acting on behalf of the Seller may Bid for any Lot. Persons entitled to Bid pursuant to this condition 4.2 shall be entitled to place Bids on any Lot up to the reserve price including by placing Bids in response to other Bidders.

4.3 Lot descriptions will be amended as appropriate as and when information becomes available to the Company. Prospective Bidders must read Lot descriptions before making a Bid so that they are fully aware of any amendments to the description appearing in the Special Conditions and/or on the Website or in the Catalogue in relation to a particular Lot.

4.4 The Auctioneer may at any time before the conclusion of the Sale withdraw or divide any Lot or combine any Lots.

4.5 The Company may sell any Lot by private treaty or tender before or after the Auction. The Auctioneer may reject any Bid at his sole discretion and without being required to give a reason.

4.6 No Bid shall be retracted without the consent of the Auctioneer.

4.7 The Auctioneer may where there is a dispute between Bidders, summarily determine the dispute or immediately again offer the Lot for sale, in each case without being required to give a reason.

4.8 The Auctioneer shall in every other respect decide how the Auction is to be conducted and without being required to give a reason.

4.9 The Auctioneer may in his sole discretion delegate to a person whom he believes to be competent the conduct of the Auction in accordance with these General Conditions.

4.10 The Auctioneer may from time to time act jointly with an associated Auctioneer who will be named in the Catalogue and/or in the Special Conditions.

4.11 A Sale is concluded (constituting acceptance of the Bidder`s offer, subject to General Condition 4.12 below) when:

4.11.1 in the case of a Live Auction, on the fall of the Auctioneer`s hammer; and/or,

4.11.2 in the case of an Online Auction, at the close of the timed Online Auction Sale as specified on the Website and as defined by General Condition 4.17.3 below or;

4.11.3 in the case of a private treaty or tender, when the Bidders Bid is accepted by the Company, such acceptance to be communicated to the Bidder in writing by way of receipt of the Company’s invoice.

4.12 The Buyer shall be the person who made the highest Bid before the conclusion of the Sale pursuant to General Condition 4.11 above subject to approval and acceptance by the Company, the Auctioneers and the Seller or such other Bidder as the Auctioneer and/ or the Company may declare to be the Buyer without being required to give a reason. The Auctioneer and/ or the Company and/ or the Seller is not bound to accept the highest Bid or any other Bid placed in the course of the Auction.

4.13 In the case of an Online Auction the Buyer, as determined under General Condition 4.12 above, shall within a reasonable time after the conclusion of the Sale receive by email an invoice in respect of the monies due for the Lot(s) purchased.

4.14 In the event that the reserve price is not met, the Company may consider the Bids received below the reserve price with the Seller who at its sole discretion may accept, reject or place a counteroffer.

4.15 On conclusion of the Sale and acceptance of the Bidders Bid pursuant to General Conditions 4.11 and 4.12 above, the Buyer acknowledges and agrees that he has entered into a contract with the Seller to buy the Lot and the Buyer must complete the transaction to purchase the Lot.

4.16 The Buyer may not remove any Lot he has bought until after the end of the Auction.

4.17 In relation to an Online Auction:

4.17.1 the Company cannot guarantee that the internet services will operate continuously or without interruptions and this could affect the conduct of the Online Auction and the Bidders ability to Bid online. The Company shall not be liable in any respect in the event of any dispute due to errors, omissions or disruptions to internet services or power failures or any other unforeseen circumstances which may occur during the Online Auction;

4.17.2 the Auctioneer may at any time, without notice, postpone or cancel an Online Auction or extend an Online Auction beyond the published closing time (including extension of the timed Online Auction in accordance with General Condition 4.17.3 below);

4.17.3 the timed Online Auction Sale is auto bid extension enabled meaning that where a Bid is placed within ten minutes of the original scheduled close of the timed Online Auction the scheduled close of the timed Online Auction will automatically be extended by an additional ten minutes. This continues with a new scheduled close time each time a Bid is placed until no-one places a Bid before the last scheduled close of the timed Online Auction. Every time a Bid is placed within ten minutes or less left in the Online Auction an additional ten minutes Bidding time is added until there are no more Bids. Such time shall then be deemed to be the close of the timed Online Auction.

4.18 In the event that the Auctioneer unknowingly sells a Lot that was not eligible for Sale (i.e. there is a third party interest that comes to light) then the Auctioneer shall be entitled to immediately rescind that Sale without any further liability to the Auctioneer and/or Company or the Seller.

4.19 Copies of the Auctions (Bidding Agreements) Act 1927 and 1969 are held at the Company’s and/or the Auctioneer’s principal place of business.

5. Sale and Payment

5.1 The Buyer shall pay the following sums to the Company in full and without set off:-

5.1.1 immediately upon the Sale of any Lot the Deposit, if requested by the Company; and

5.1.2 the balance of the price of the Lot purchased, together with the Buyer’s Premium by no later than 48 hours after conclusion of the Sale or, in the case of an Online Auction, after receipt of an invoice in respect of the purchased Lot(s) pursuant to General Condition 4.13 above, or such other time and date as may be specified in the Special Conditions; and

5.1.3 any other payment or amount due to the Seller and/or the Company pursuant to these General Conditions or the Special Conditions on demand.

5.2 In every case time for payment shall be of the essence.

5.3 In view of Money Laundering Regulations the Company reserves the right to refuse payment in cash. Payments in cash of more than £7,500 will not, in any circumstances, be accepted.

5.4 If the Buyer fails to make any payment on the due date for payment then, without limiting any other right or remedy available to the Seller, the Buyer shall pay to the Company interest (both before and after any judgment) on the amount unpaid at the rate of 1.5% above the bank base rate of Barclays Bank Plc per month or any part thereof until payment in full is made.

5.5 Until the Buyer has fully complied with its obligations in this General Condition 5:-

5.5.1 title to any Lot bought shall not pass to the Buyer;

5.5.2 the Seller shall have a lien over any Lot bought by the Buyer in the Auction;

5.5.3 if the Buyer effects or purports to effect a resale or any other disposition of all or part of the Lot, the Buyer shall hold the proceeds of resale or other disposition on trust for the Seller.

5.6 All sums payable under these General Conditions and the Special Conditions are exclusive of any applicable VAT for which the Buyer shall be additionally liable to pay to the Company. On written request by the Buyer the Company will provide a VAT invoice.

5.7 The Company will only accept payment under this General Condition 5 from the Buyer or its authorised agents.

6. Removal of Lots

6.1 Risk of damage to or loss of the Lot shall pass to the Buyer immediately upon the conclusion of the Sale.

6.2 The removal of Lots from the Location shall be undertaken by the Buyer entirely at its own risk and without any liability whatsoever to the Company.

6.3 Buyers are responsible for any and all costs and expenses incurred in relation to the removal of Lots and any other applicable charges, taxes and insurance costs.

6.4 The Buyer may not remove any Lot until the Buyer has:-

6.4.1 paid by cleared funds all amounts payable pursuant to General Condition 5 above in full; and

6.4.2 if requested by the Company produced satisfactory evidence to the Company that the Buyer has adequate public liability insurance in respect of the indemnity set out in General Condition 6.11 below and/or deposited with the Company, by way of security for the costs of making good any damage likely to occur, such sum as the Company may stipulate.

6.5 The Company will only permit the removal of Lots purchased by the Buyer or its authorised agents.

6.6 The Buyer must remove each Lot purchased by the Clearance Date and Time for which time shall be of the essence. Lots may only be removed during normal working hours or such hours as are specified in the Special Conditions. No clearance on Bank or Public Holidays.

6.7 Buyers should co-operate regarding order of removal of Lots in order to comply with the Clearance Date and Time. If it transpires that a Buyer makes no effort to commence dismantling and the particular Lot is preventing other buyers from removing purchased Lots, then the Auctioneer reserves the right to insist that removal take place immediately notwithstanding the specified Clearance Date and Time. In the event the Buyer does not comply with its obligations under this General Condition 6.7, then the Auctioneer reserves the right to arrange for the removal and/or storage of the Lot and charge any attendant costs to the Buyer.

6.8 If any Lot is unsold and has to be dismantled & lowered to allow the removal of any other lot, then such dismantling & lowering shall be the responsibility of the Buyer of the relevant Lot(s).

6.9 Title to computer software sold pursuant to the Sale of a Lot is not transferred under any Sale to the Buyer and use is subject to any licence or copyright restrictions and user conditions. The Sellers, Company and/or Auctioneers reserve the right to erase any private or sensitive information prior to the Sale or at any later date.

6.10 The Buyer and/or his removal contractor must liaise with the Company`s site representative prior to commencing dismantling/removal of a Lot from the Location and must at all times comply with its obligations under clause 6.11 below.

6.11 When removing any Lot from the Location the Buyer shall, or shall procure that its removal contractors shall:

6.11.1 carry out a full assessment of Lot, the Location and the land or buildings to which the Lot is fixed to assess the risks associated with detaching/removing the Lot and shall fully satisfy themselves that they can detach/remove the Lot in compliance with the Buyers obligations under this General Condition 6.11 prior to handling and/or commencing removal of a Lot;

6.11.2 obtain all relevant planning permissions (where required) in relation to the removal of building structures and plant housings;

6.11.3 buyers of Lots will be required to make good holes or voids exposed by the removal of Lots. Cladding taken off buildings for removal of plant & equipment will have to be replaced, unless otherwise specified by the Company;

6.11.4 when detaching any Lot fixed to land or buildings, do so safely and lawfully and must not use flame cutters, explosives or any other dangerous equipment or process without first obtaining written consent of the Company;

6.11.5 remove the Lot in compliance with all relevant legislation, regulations, codes of practice, guidance, orders, rules and other requirements of any relevant government or governmental agency or authority whether Parliamentary, statutory, parochial or local including (without limitation) in compliance with the Health and Safety at Work etc Act 1974, the Environmental Protection Act 1990, The Construction (Design and Management) Regulations 2007, Control of Substances Hazardous to Health Regulations 2002 (COSHH), and the Road Vehicle (Construction and Use) Regulations 1986 and any subsequent amendments thereof and all other health and safety and environmental legislation in existence at the time of the Sale. To the extent that such regulations are advisory rather than mandatory, the standard of compliance to be achieved by the Buyer shall be to the best industry practice;

In all cases arising under this General Condition 6.11 the costs of compliance shall be borne by the Buyer and the Buyer hereby indemnifies the Company and the Seller against all losses, costs, expenses, damages, liabilities, demands, claims, actions and proceedings which the Company and/or the Seller may incur arising directly or indirectly out of any breach by the Buyer to the provisions of this General Condition 6.11 and the Buyer shall make good any damage caused to (without limitation) other lots, the Location or to any property belonging to third parties, in removing any Lot under this General Condition 6.11.

6.12 The Company shall be entitled to halt the clearance of any Lot if in its absolute discretion the removal of a Lot is being carried out in an unsatisfactory manner. Where the clearance is halted by the Company, the Buyer must liaise with the Company`s site representative as to how the Lot should be removed from the Location provided that the Buyer shall at all times ensure that it complies with its obligations under General Condition 6.11 above and the Company shall have no liability in this regard.

6.13 The Buyer shall provide evidence as and when requested by the Company of the Buyer`s insurance policies in respect of the following insurances and at a minimum level of:

6.13.1. Public Liability Cover - limit Two Million Pounds (£ 2,000,000); and

6.13.2. Employers Liability Cover - limit Ten Million Pounds (£10,000,000);

the Company reserves the right to vary the level of insurance cover stated above at any time, as and when required.

6.14 The Buyer shall provide to the Company a Risk Assessment & Method Statement complying with The Construction (Design & Management) Regulations 2007, COSHH or with any subsequent amendments thereof or such other legislation as shall from time to time be in force.

6.15 Electric, gas, water, steam and waste disconnections are the responsibility of the Buyer and MUST be carried out by an approved contractor following consultation with the site representative.

6.16 It is expressly brought to the Buyer’s attention that certain Lots could contain blue or white asbestos, dangerous chemicals etc. which if not handled correctly during their removal could result in breach of Health & Safety at Work legislation and/or Control of Substances Hazardous to Health Regulations or other statutory requirements.

6.17 Any fluids, gases and/ or waste remaining in plant and machinery are the responsibility of the Buyer and MUST be removed from the Location strictly in accordance with any applicable statutory requirements.

6.18 The Buyer must use safe and lawful means of removing the Lot, must comply with all current statutory requirements and regulations including those relating to the disposal and removal if waste, and if required, satisfy the Company in relation to their removal procedures; in particular, the removal of waste materials must be undertaken by an approved and licensed contractor to an approved waste management site.

6.19 It is the purchaser’s or their removal contractors responsibility (i.e. Police, Ministry of Transport, Local Authority) to transport off site long/ wide loads, within sufficient time prior to the commencement of clearance period as stated in the Special Notes & Conditions.

6.20 The Buyer shall indemnify the Company and the Seller against any loss, damages, expenses, claims or liabilities arising directly or indirectly from the possession or use of the Lot after title to the Lot has passed to the Buyer but before it is removed from the Location.

6.21 All Lots are sold on the understanding that the Seller does not represent them as being in a condition which makes them suitable for domestic use. If any Lots are intended for domestic use the Buyer must ensure that they comply with the requirements of the Furniture & Furnishings (Fire) (Safety) Regulations 1988 and any subsequent amendments thereof or such other relevant statutory requirements or regulations as shall from time to time be in force.

6.22 The Buyer undertakes to comply with the provisions of the Data Protection Act 1998 in processing data held by them in connection with any Lot.

7. Default by the Buyer

7.1 If at any time the Buyer has failed to pay the sums specified in General Condition 5 above in full by the due date for payment, or to remove any Lot purchased by the Clearance Date and Time specified in the Special Conditions the Seller may rescind the Sale of that Lot, in which case any Deposit shall be forfeit, and that Lot may be resold.

7.2 If the Seller has rescinded the Sale but the Buyer has removed the Lot purchased, the Seller shall be entitled without previous notice to enter upon any premises where he believes the Lot to be and remove it.

7.3 If the Seller has rescinded the Sale and the Lot has been resold by the Auctioneer and/or the Company or by the Seller, the Buyer shall reimburse the Seller with any shortfall where:-

7.3.1 the resale price less the Sale price; and

7.3.2 the costs incurred by the Seller incidental to the resale.

7.4 If the Buyer fails to remove any Lot by the Clearance Date and Time specified:-

7.4.1 the Seller may remove the Lot from the Location and leave it outside at the Buyer’s risk in all respects;

7.4.2 the Seller may charge the Buyer for the reasonable costs of storage;

7.4.3 the Seller may charge the Buyer rent, taxes, men`s wages and expenses incurred as a result of the Lot(s) remaining at the Location; and

7.4.4 the Buyer shall indemnify the Seller against any loss, damages, expenses, claims or liabilities incurred by the Seller arising from the Buyer’s failure to remove the Lot from the Location.

8. Acknowledgements and Exclusion of Warranties

8.1 The Buyer acknowledges that in agreeing to purchase any Lot he is not relying on any warranties or representations made by the Seller or the Company or any of their employee’s agents or representatives. All representations, warranties and conditions, express or implied, statutory or otherwise in respect of all and any of the Lots are expressly excluded and without limitation any warranties and conditions as to title, quiet possession, satisfactory quality, fitness for purpose and description are excluded to the fullest extent as permitted by law.

8.2 The Buyer further acknowledges that neither the Sellers nor the Company shall in any circumstances be liable to or to compensate the Buyer nor shall the Buyer be entitled to rescind the Sale or reject any Lot for an error omission or misstatement contained in the Catalogue and/or in the Special Conditions.

8.3 The Buyer also acknowledges that:-

8.3.1 all the Lots are purchased on the basis that risk of good title to all or any of them passing to the Buyer is at the Buyer’s risk and without limitation the Lots are sold subject to any claims, liens, distraint and execution and subject to all leasing, hire or hire purchase agreements and reservation of title claims (if any) in respect of them;

8.3.2 if it shall be found that the Seller does not have title to all or any of the Lots the Buyer shall have no right to rescind, avoid or vary this agreement or to claim damages or a reduction in the price paid or payable;

8.3.3 anything found in, under, near or in any Lot which is not specifically included in the description of the Lot remains the property of the Seller;

8.3.4 any intellectual property rights or software subsisting in a Lot may be third party property and as such the Seller and/or the Company may be unable to effect transfer. The Buyer will not be authorised to use intellectual property rights or software and any such use or transfer shall be at the Buyers sole risk.

8.4 The Buyer undertakes that it shall ensure that any vehicle comprised in any Lot is in a roadworthy condition in accordance with the Road Vehicle (Construction and Use) Regulations 1986 and any subsequent amendments thereof or such other relevant regulations as shall from time to time be in force before using it on a public road. It is the Buyer’s responsibility to remove Company logos and lettering from vehicles. Odometer readings are not warranted.

8.5 The Buyer acknowledges that any item of plant, machinery or equipment contained in the Lot(s) may not necessarily comply with any statutory requirements or regulations governing the use of that plant, machinery or equipment in their working environment. Neither the Seller nor the Company shall incur any liability to the Buyer because of any default or defect in all or any of the Lots. Buyers are entirely responsible for ensuring that the use of any item of plant, machinery or equipment does not contravene any health and safety and environmental legislation in existence at the time of the Sale.

8.6 The Buyer acknowledges and agrees that the Company is acting only as agent of the Seller and it is expressly agreed and declared that no personal liability in connection with the Sale of any Lot or otherwise shall fall on the Company and the Buyer shall indemnify the Company against all and any liabilities arising under or in connection with the Sale of any Lot. Insolvency Practitioner(s), including Administrative Receiver(s), Administrator(s) and Liquidator(s) act as agent(s) for the Seller without personal liability and shall incur no personal liability whatsoever in relation to a Sale or pursuant to any document relating thereto.

8.7 The Buyer agrees that the General Conditions and the exclusions which they contain are fair and reasonable bearing in mind that:-

8.7.1 the Buyer must rely absolutely on the Buyer’s own opinion and/or professional advice concerning the quality, state, condition, performance and functionality of the Lots any right, title or interest which is sold under the terms of these General Conditions, their fitness and suitability for any particular or any purpose, the possibility that some or all of them may have defects not apparent on inspection and examination including, without limitation, the presence of contamination and the possibility that the Buyer may not acquire title and the fact that the Buyer would have no remedy under this Agreement should that happen;

8.7.2 the Buyer has available to it skilled professional advice and on that basis agrees to purchase a Lot for a consideration calculated to take into account amongst other things the risk to it represented by the fact that the parties believe that all the exclusions and limitations set out in these General Conditions would be recognised as being fully effective by the Courts and the Seller making it clear that it would not have agreed to sell any Lot on any other basis except for a higher consideration;

8.7.3 the Buyer has been given every opportunity which might reasonably be expected to examine and inspect the Lots.

8.8 Notwithstanding anything else in these General Conditions, the Seller’s and the Company’s total liability under or in connection with the Sale of any Lot, whether in respect of breach of contract, tort (including negligence), breach of statutory duty or otherwise, including consequential loss, shall be limited in aggregate to the price paid for the Lot or if no price has been paid then the higher of the market value or reserve price for the Lot. This General Condition 8.8 does not apply to liability for death or personal injury.

8.9 The Buyer acknowledges that a Sale by Auction is not a consumer sale for the purposes of the Sale of Goods Act 1979 (as amended by the Sale and Supply of Goods Act 1994) and the Unfair Contract Terms Act 1977 and the Buyer shall not seek to rely upon and conditions or warranties implied thereby or by any other legislation.

SPECIAL CONDITIONS OF SALE

Seller: As displayed on www.bidspotter.co.uk sale details page or in the catalogue

Location: As displayed on www.bidspotter.co.uk sale details page or in the catalogue

Directions: As displayed in the catalogue

Viewing: As displayed on www.bidspotter.co.uk sale details page or in the catalogue

Access to the Location is allowed on the understanding that all persons attend the Location entirely at their own risk and are responsible for and will indemnify the Seller and the Company against any losses damage or claims occasioned by their presence at the Location.

Children under the age of 16 will not be allowed access to the Location.

Registration:

All bidders must register their details with the Company and provide identification where required. In the case of Live Auctions by way of the registration form provided at the Live Auction or in the Catalogue and in the case of Online Auctions, online at the Website (www.bidspotter.co.uk).

Bidding:

The General Conditions and the Special Conditions apply to all Sales by way of Auction, private treaty and tender and in the case of any Bids placed by way of an Online Auction stress that all Bidders must read and understand Bidspotter’s terms and conditions of registration at www.bidspotter.co.uk.

At the close of the timed Online Auction Sale final Bid figures will be submitted to the Seller for its approval and any Bid shall be subject to approval and acceptance by the Company and/or the Seller. No Bid may be withdrawn and the Company/Seller does not bind himself to accept the highest Bid or any other Bid placed in the course of the Online Auction Sale.

Buyer`s Premium:

Buyers will pay a Buyer`s premium of 10% or 15% (as displayed on www.bidspotter.co.uk sale details page or in the catalogue) (plus VAT) of the purchase price for each Lot purchased whether by Auction or, private treaty or tender. The Buyer`s Premium is payable by the Buyer to the Company in accordance with the General Conditions and, for the avoidance of doubt is payable in addition to the purchase price for the Lot. The Buyer`s Premium is not negotiable and is payable by all Buyers.

Deposit:

Buyers shall pay a deposit of 25% (plus VAT) of the purchase price for each Lot purchased as requested by the Company pursuant to the General Conditions and these Special Conditions. The company reserve the right to take a deposit by way of a credit/ debit card payment from the card presented for registration if the payment terms below are not complied with.

Payment:

All Lots shall be paid for in full within 48 hours of the conclusion of the Sale and shall be at the Buyer`s risk immediately upon the conclusion of the sale.

Cash - In view of Money Laundering Regulations the Company reserves the right to refuse payment in cash. Payments in cash of more than £7,500 will not, in any circumstances, be accepted.

Bankers Draft/ Cheques: (made payable to Bpi & Associates Auctioneers & Valuers ) will only be accepted on the basis that any Lots are not removed until cleared funds are in the Company`s client account.

Debit Cards: The Company accepts debit cards for payment of invoices (subject to a surcharge of 2.5% - £5 minimum fee). Credit cards will only be accepted for deposit payments referred to under the ‘Deposit’ section above.

All sums payable under the General Conditions and these Special Conditions are exclusive of any applicable VAT for which the Buyer shall be additionally liable to pay to the Company.

Clearance:

All lots must be cleared without fail by the date as displayed on www.bidspotter.co.uk sale details page or in the catalogue, such date and time being the Clearance Date and Time as referred to in the General Conditions, REMOVAL OF ALL LOTS WILL BE STRICTLY BY APPOINTMENT, please see the Company`s invoice for contact details.

Collection from site is the Buyer’s responsibility, the Company/ Seller do not provide a packing/ delivery service.

Reserve Removal:

Lots sold subject to a reserve removal will either be indicated in the Catalogue with the date of availability or will be identified by the Auctioneer at the point of Sale. A Deposit will be payable as with other lots but in this instance payment in full can be left until five (5) working days prior to availability. Unless specified to the contrary such Lots must be removed from the Location not later than the Clearance Date and Time specified for final removal in these Special Conditions.

Fire Alarm:

In case of a fire alarm all visitors and contractors are to exit buildings and report to the Muster Point.

Smoking:

No smoking on site. Food and Drink is only to be consumed in designated areas.

Safety:

All persons including Buyers, their employees, agents, representatives and contractors are reminded that they are responsible for their own safety on site and enter at their own risk and should take the precaution of wearing protective clothing as appropriate.

Finance:

If Buyers wish to purchase Lots with the help of a finance company they should make arrangements well in advance of the Sale to ensure that they are able to make payment in accordance with the General Conditions.

Overseas Buyers:

Overseas Buyers should ensure that the country to which the items are destined:-

• holds no import restrictions on the goods to be purchased;

• has no import licence restrictions or a restriction on currency allocation;

• has no prolonged inspection procedure which might cause excess delay or refusal in allowing your goods to be imported.

Overseas Buyers will receive a fully descriptive invoice in order that they may arrange payment as soon as possible with the Company`s bank.

Overseas Buyers should employ a suitable freight forwarding organisation. Please note that many of the machinery removal companies in the United Kingdom are not necessarily freight forwarders. The [Seller and/or Company] will be pleased to advise accordingly.

The Company makes no representation and accepts no liability whatsoever to any Buyer in respect of the issuance or validity of any exportation or importation permits or the existence and exercise of exportation or importation regulations or any compulsory purchasing regimes.

VAT Payments and Returns:

All overseas Buyers (EU and non EU) will be charged VAT at the current rate on each Lot purchased. This will be refunded to the overseas Buyer as soon as the Seller receives a copy of the bill of lading as proof of export, providing this documentation is received within 3 months of the sale date. The Seller is unable to refund the VAT on the Buyer’s Premium to non EU countries.

Misrepresentation:

Whilst every effort has been made to provide reliable information, Bpi & Associates do not warrant the information contained herein and prospective purchasers must satisfy themselves by inspection as to its correctness.

How to Get Rid of Mold And Mildew

Read article : How to Get Rid of Mold And Mildew

(Like what you're reading? Sign up for our newsletter to get health insights, clever kitchen tricks, gardening secrets, and more—delivered straight to your inbox. And follow along on Facebook and Instagram.)

How to get rid of mold and mildew

I started by tossing the mats and fabric shower curtains and cotton shower curtain liner in the washing machine and hanging them out on the line, where the sunshine emerged to do its mold-killing magic. If your curtain is a bit musty, you may want to give it a presoak for a few hours, or even overnight, in a bucket of water with a cup of white vinegar added before tossing it into the washer.

Then, I tackled the grout. No matter how diligent you are at giving your bathroom its weekly once-over (and I am very not diligent), the joints where one material meets another are prone to dirt buildup and mildew. A number of natural cleaners are equal to the challenge, but the type and condition of your grout, tile, and other surfaces need to be taken into consideration when you select one so you don’t damage them. Also, steer clear of scrubby pads if you have materials that could be scratched (my surfaces are tough and were marred long before I owned them, so I don’t sweat a little more scrubbing once in a while to get rid of mold. If yours can also take the abuse, you can even use epsom salt to scrub grout).

(Here are two easy ways to clean a cast iron pan!)

A good basic cleaner to start with is baking soda dissolved in water for spraying or sponging (1/8 cup per quart of water), sprinkled dry on a damp sponge, or made into a paste with a little water for tough areas. Baking soda has been found to kill certain types of mildew, and for the types it can't kill, its mild abrasiveness allows you to scrub the stuff away. It's safe for most surfaces, but you might want to test a small area first if you have any doubts. Apply the baking soda, either in spray or paste form, leave it alone for an hour or so, and then scrub with a soft brush (a retired toothbrush is my favorite). Wipe and rinse well when finished. (Here are 9 more surprising uses for baking soda.)

White vinegar or lemon juice (full strength or mixed with half water) are also good for cleaning mildew-stained grout, but they are acidic and can start to eat away at grout as well as certain hard-surface finishes, so be sure to rinse completely; neither is a good choice for natural marble. To use, sponge on, scrub with a soft brush, and rinse. If you can’t get your grout clean with either of these cleaners, you may want to consider looking for a company that offers professional steam cleaning, which is nontoxic and very effective. Just make sure the company is clear that you don’t want toxic chemicals used.

Related: What's The Better Mold Cleaner—Lemon Juice Or Bleach?

In areas where mildew is a chronic problem, you can keep it from growing by applying citrus or tee-tree oil regularly. Put 10 drops of lemon, orange, grapefruit, or tea tree oil and a few drops of dish soap into an empty quart spray bottle, add warm water almost to the top, and slosh to mix. Spray down areas that are prone to mildew once a week or so. (Here are more essential ingredients for making all of your own cleaning products.)

Related: 6 Times You Should Never Use Essential Oils

How to get rid of hard water stains

Depending on the dissolved minerals in your water, you too may get white, gray, or even rusty stains on bathroom surfaces. If I had a magic bullet that would get rid of hard water stains with no effort, I’d be a millionaire, but I don't. However, with a little trial and error and even more elbow grease, you can take care of soap scum and mineral deposits as effectively with natural products as you could with the latest toxic panacea being pushed on TV (which probably isn’t nearly as effective as they want you to believe it is anyway).

Related: The Only 10 Things You Need To Buy To Make All Your Own Natural Cleaning Products

As with grout, baking soda is a good basic cleaner to start with: Use it dissolved in water for spraying or sponging, sprinkled as is on a damp sponge, or as a paste for tough areas. Apply baking soda to your surface, let it sit for an hour or so, and then remove it with a soft cloth or brush.

Related: How To Wash Your Car Without Nasty Chemicals Or Wasting Water

If baking soda isn’t up to your challenges, vinegar is quite effective at dissolving soap scum and removing hard water stains. Sponge it on full strength (or mixed half and half with water), wipe with a sponge or soft cloth, and then rinse well. To remove hard-water buildup from showerheads, remove the showerhead and let it soak in undiluted vinegar for a few hours while you're cleaning. Vinegar works because it is acidic, but for the same reason it can also eat into grout or damage the finish of marble, tile, and other surfaces. Check with the manufacturer for advice or test it in an inconspicuous area. (Here are 9 times you should never use vinegar around the house.)

Should both of those fail, a good next step is a product called Bar Keepers Friend (the dry, powdered type). Its active ingredient is oxalic acid, a natural chemical found in rhubarb leaves and various other plants. It is very good at dissolving mineral deposits, even rust stains, without a lot of scrubbing. Just remember that even though it is natural, it can still hurt you if you ingest it, or get in on your skin or in your eyes, so be sure to follow the simple label cautions. (Here are 12 more household toxins you should banish from your home.)

A few other alternatives are Bon Ami cleanser,powdered pumice or a pumice stone, or even very fine wet/dry sandpaper. But as with any other cleaning method, test a small area first to make sure they won't damage surfaces. 

Ideas to Remodel a Small Bathroom

Read article : Ideas to Remodel a Small Bathroom

While the main design consideration in a bathroom is functionality, aesthetic appeal is also important, and there are simple and effective ways to make dramatic upgrades to a bathroom's appeal without altering the tub or shower. Wall and floor coverings and electrical fixtures are all examples of features that you can change while keeping demolition to a minimum and remaining within a budget. When replacing plumbing fixtures, keep water conservation and efficiency as priorities.

Bathroom Flooring You can make a dramatic change to a small bathroom with the addition of a new floor covering. If the existing floor is in reasonably good shape and dry, you can install a new laminate floor directly over it without the need for its removal. Laminate wood patterns can blend with a bathroom dominated by woodwork, while a tile pattern can fit with tile or painted walls. Vinyl flooring is also well suited for the bathroom, and a multitude of patterns are available, but the installation will probably require removal of the old flooring and preparation of the subfloor. Walls Tiles make the best bathroom walls, but installing them can be troublesome and expensive. Consider alternatives, like vinyl-coated wallpaper or paint if you're on a budget, or combine materials by tiling the tub and shower stall and using another covering for the rest of the walls. You can create an interesting effect by tiling the lower half of the walls and using paint or paper for the top, similar to wainscoting. If you decide to paint, use a gloss or semi-gloss product, preferably oil-based. Paints with a sheen are easier to clean and are more resistant to mildew. Plumbing Fixtures Unless your plans include relocating the plumbing, you'll be constrained to the original positions of the main fixtures, like the sink, tub, shower and toilet. This doesn't mean you can't replace them, however. Installing a new tub or shower is a formidable job, but replacing the sink cabinet and toilet are relatively easy ones that can make a dramatic difference. Faucets are also easy to replace, and buying a matching set for the sink, tub and shower will give the bathroom a sense of integration. Don't forget to update the P-traps and supply hoses around fixtures you replace. Electrical Fixtures Remodeling the bathroom gives you a chance to update the lighting, and even if you do nothing else, changing the lighting in the bathroom can greatly alter the atmosphere. Whether you decide on recessed or track lighting, wall fixtures or a central globe, bathroom light fixtures should be moisture-proof and grounded. A remodel also gives you the opportunity to update outlets or to add one or two more. Although they are required only around the sink area, it's a good idea to install ground fault interrupting (GFI) outlets throughout the bathroom. Replace all the electrical cover plates with new ones for a final touch.

\ \ \ {! } !}\ \

', image: '', flash: '' }, google_image_size : '336x280' });

How to Get Rid of Mold And Mildew

Read article : How to Get Rid of Mold And Mildew

(Like what you're reading? Sign up for our newsletter to get health insights, clever kitchen tricks, gardening secrets, and more—delivered straight to your inbox. And follow along on Facebook and Instagram.)

How to get rid of mold and mildew

I started by tossing the mats and fabric shower curtains and cotton shower curtain liner in the washing machine and hanging them out on the line, where the sunshine emerged to do its mold-killing magic. If your curtain is a bit musty, you may want to give it a presoak for a few hours, or even overnight, in a bucket of water with a cup of white vinegar added before tossing it into the washer.

Then, I tackled the grout. No matter how diligent you are at giving your bathroom its weekly once-over (and I am very not diligent), the joints where one material meets another are prone to dirt buildup and mildew. A number of natural cleaners are equal to the challenge, but the type and condition of your grout, tile, and other surfaces need to be taken into consideration when you select one so you don’t damage them. Also, steer clear of scrubby pads if you have materials that could be scratched (my surfaces are tough and were marred long before I owned them, so I don’t sweat a little more scrubbing once in a while to get rid of mold. If yours can also take the abuse, you can even use epsom salt to scrub grout).

(Here are two easy ways to clean a cast iron pan!)

A good basic cleaner to start with is baking soda dissolved in water for spraying or sponging (1/8 cup per quart of water), sprinkled dry on a damp sponge, or made into a paste with a little water for tough areas. Baking soda has been found to kill certain types of mildew, and for the types it can't kill, its mild abrasiveness allows you to scrub the stuff away. It's safe for most surfaces, but you might want to test a small area first if you have any doubts. Apply the baking soda, either in spray or paste form, leave it alone for an hour or so, and then scrub with a soft brush (a retired toothbrush is my favorite). Wipe and rinse well when finished. (Here are 9 more surprising uses for baking soda.)

White vinegar or lemon juice (full strength or mixed with half water) are also good for cleaning mildew-stained grout, but they are acidic and can start to eat away at grout as well as certain hard-surface finishes, so be sure to rinse completely; neither is a good choice for natural marble. To use, sponge on, scrub with a soft brush, and rinse. If you can’t get your grout clean with either of these cleaners, you may want to consider looking for a company that offers professional steam cleaning, which is nontoxic and very effective. Just make sure the company is clear that you don’t want toxic chemicals used.

Related: What's The Better Mold Cleaner—Lemon Juice Or Bleach?

In areas where mildew is a chronic problem, you can keep it from growing by applying citrus or tee-tree oil regularly. Put 10 drops of lemon, orange, grapefruit, or tea tree oil and a few drops of dish soap into an empty quart spray bottle, add warm water almost to the top, and slosh to mix. Spray down areas that are prone to mildew once a week or so. (Here are more essential ingredients for making all of your own cleaning products.)

Related: 6 Times You Should Never Use Essential Oils

How to get rid of hard water stains

Depending on the dissolved minerals in your water, you too may get white, gray, or even rusty stains on bathroom surfaces. If I had a magic bullet that would get rid of hard water stains with no effort, I’d be a millionaire, but I don't. However, with a little trial and error and even more elbow grease, you can take care of soap scum and mineral deposits as effectively with natural products as you could with the latest toxic panacea being pushed on TV (which probably isn’t nearly as effective as they want you to believe it is anyway).

Related: The Only 10 Things You Need To Buy To Make All Your Own Natural Cleaning Products

As with grout, baking soda is a good basic cleaner to start with: Use it dissolved in water for spraying or sponging, sprinkled as is on a damp sponge, or as a paste for tough areas. Apply baking soda to your surface, let it sit for an hour or so, and then remove it with a soft cloth or brush.

Related: How To Wash Your Car Without Nasty Chemicals Or Wasting Water

If baking soda isn’t up to your challenges, vinegar is quite effective at dissolving soap scum and removing hard water stains. Sponge it on full strength (or mixed half and half with water), wipe with a sponge or soft cloth, and then rinse well. To remove hard-water buildup from showerheads, remove the showerhead and let it soak in undiluted vinegar for a few hours while you're cleaning. Vinegar works because it is acidic, but for the same reason it can also eat into grout or damage the finish of marble, tile, and other surfaces. Check with the manufacturer for advice or test it in an inconspicuous area. (Here are 9 times you should never use vinegar around the house.)

Should both of those fail, a good next step is a product called Bar Keepers Friend (the dry, powdered type). Its active ingredient is oxalic acid, a natural chemical found in rhubarb leaves and various other plants. It is very good at dissolving mineral deposits, even rust stains, without a lot of scrubbing. Just remember that even though it is natural, it can still hurt you if you ingest it, or get in on your skin or in your eyes, so be sure to follow the simple label cautions. (Here are 12 more household toxins you should banish from your home.)

A few other alternatives are Bon Ami cleanser,powdered pumice or a pumice stone, or even very fine wet/dry sandpaper. But as with any other cleaning method, test a small area first to make sure they won't damage surfaces. 

Norcros PLC Interim Results - ADVFN

Read article : Norcros PLC Interim Results - ADVFN

Norcros (LSE:NXR)
Historical Stock Chart 2 Years : From Oct 2015 to Oct 2017 TIDMNXR RNS Number : 4598F Norcros PLC 12 November 2015 12 November 2015 Norcros plc Results for the six months ended 30 September 2015 'Strong momentum within our businesses' Norcros, the market leading supplier of innovative branded showers, taps, bathroom accessories, tiles and adhesives, today announces its results for the six months ended 30 September 2015. Financial Summary 2015 2014 % change % change as reported at constant currency ----------------------- ---------- ---------- ------------- ------------- Revenue GBP118.7m GBP108.6m +9.3% +12.0% ----------------------- ---------- ---------- ------------- ------------- Underlying* operating profit GBP9.9m GBP7.4m +34% ----------------------- ---------- ---------- ------------- ------------- Underlying* profit before tax GBP9.4m GBP6.7m +40% ----------------------- ---------- ---------- ------------- ------------- Profit before tax GBP7.0m GBP6.3m +11% ----------------------- ---------- ---------- ------------- ------------- Underlying operating cash flow** GBP13.3m GBP11.6m +15% ----------------------- ---------- ---------- ------------- ------------- Diluted underlying EPS * 11.8p 8.1p +46% ----------------------- ---------- ---------- ------------- ------------- Net debt GBP29.2m GBP20.0m ----------------------- ---------- ---------- ------------- ------------- Interim dividend per share 2.2p 1.85p +19% ----------------------- ---------- ---------- ------------- ------------- * Underlying is before IAS 19R administrative expenses, acquisition related costs and exceptional operating items and, where relevant, before non-cash finance costs ** Underlying operating cash flow means cash generated from continuing operations before exceptional cash flows and pension fund deficit recovery contributions Restated for the 10:1 share consolidation completed on 29 September 2015 Highlights -- Strong first half performance -- Revenue increased by 12.0% on a constant currency basis -- Underlying operating profit increased by 34% to GBP9.9m -- Underlying profit before tax increased by 40% to GBP9.4m -- Profit before tax increased by 11% to GBP7.0m -- Continued strong underlying operating cash generation: 104% of underlying EBITDA -- Acquisition of Croydex completed on 25 June 2015 -- Diluted underlying earnings per share 46% higher at 11.8p -- Interim dividend increased by 19% to 2.2p per share Martin Towers, Chairman, commented: "I am pleased to announce a strong set of results for the six months ended 30 September 2015. Not only has the Group continued to make excellent progress in its existing businesses, but it has continued to advance towards its strategic targets with the acquisition of Croydex at the end of June 2015. With our strong brands, leading market positions and continued self-help initiatives focused on market share gain the Group is well positioned to make further progress. Given the strong first half performance and momentum within our businesses, the Board now expects the Group to achieve underlying operating profit marginally ahead of market expectations for the year to 31 March 2016." There will be a presentation today at 9.30 am for analysts at the offices of Hudson Sandler, 29 Cloth Fair, London, EC1A 7NN. The supporting slides will be available on the Norcros website at http://www.norcros.com later in the day. ENQUIRIES Norcros plc Tel: 01625 547700 Nick Kelsall, Group Chief Executive Martin Payne, Group Finance Director Hudson Sandler Tel: 0207 796 4133 Nick Lyon Charlie Jack Katie Matthews Notes to Editors -- Norcros is a leading supplier of high quality and innovative showers, taps, bathroom accessories, ceramic wall and floor tiles and adhesive products with operations primarily in the UK and South Africa. -- Based in the UK, Norcros operates under five brands: - Triton Showers - Market leader in the manufacture and marketing of showers in the UK - Vado - A leading manufacturer and supplier of taps, mixer showers, bathroom accessories and valves - Croydex - A market-leading, innovative designer, manufacturer and distributor of high quality bathroom furnishings and accessories - Johnson Tiles - A leading manufacturer and supplier of ceramic tiles in the UK - Norcros Adhesives - Manufacturer of tile & stone adhesives, grouts and related products -- Based in South Africa, Norcros operates under three brands: - Tile Africa - Chain of retail stores focused on ceramic and porcelain tiles, and associated products such as sanitary ware, showers and adhesives - Johnson Tiles South Africa - Manufacturer of ceramic and porcelain tiles - TAL - The leading manufacturer of ceramic and building adhesives -- Norcros is headquartered in Wilmslow, Cheshire and employs around 1800 people. The Company is listed on the London Stock Exchange. For further information please visit the Company website: http://www.norcros.com/ Chairman's statement I am pleased to announce a strong set of results for the six months ended 30 September 2015. Not only has the Group continued to make excellent progress in its existing businesses, but it has continued to advance towards its strategic targets with the acquisition of Croydex at the end of June 2015. Market conditions in the UK continue to be mixed, with the trade sector continuing to perform well driven by new house build and commercial specifications, although RMI driven demand is muted and retail markets generally remain challenging. In South Africa, market conditions have been impacted by the recent slow-down in China affecting the commodity sector which is a significant part of the South African economy. However, the strong self-help culture evident in all our businesses has continued to offset these challenges and has been a key factor in delivering these strong results. Underlying operating profit rose by 34% to GBP9.9m (2014: GBP7.4m) representing an improved margin of 8.3% (2014: 6.8%). UK performance benefitted from the return to profitability of Johnson Tiles UK following its manufacturing inefficiencies in the prior year and the three month contribution from Croydex. South Africa nearly doubled its underlying operating profit despite a weaker Rand, driven by strong constant currency revenue growth and an improvement in underlying profit performance in all three businesses including a return to profitability at Johnson Tiles South Africa. Through a combination of strong underlying EBITDA and continued prudent management of working capital, underlying operating cash generation was GBP13.3m (2014: GBP11.6m), representing 104% of underlying EBITDA (2014: 112%). This performance and a cash outflow of GBP20.1m relating to the acquisition of Croydex left net debt at GBP29.2m compared to GBP14.2m at 31 March 2015 and represents leverage of 1.1 times underlying proforma EBITDA. Acquisition of Croydex As previously announced, the Group acquired 100% of the ordinary share capital of Croydex Group Limited ("Croydex"), a market leading, innovative designer, manufacturer and distributor of high quality bathroom furnishings and accessories, on 25 June 2015. The acquisition of Croydex is an important next step in the Group's growth strategy to increase revenue to GBP420m by 2018 and follows on from the very successful integration of the Vado business which Norcros acquired in March 2013. The addition of the Croydex business to the Group's existing portfolio has increased the breadth of our product range in the bathroom segment and has enabled the Group to offer an even broader array of complementary bathroom products to our customers. Croydex will also benefit from the global distribution channels, sourcing skills and strong financial position of the enlarged Group. I am excited by the prospects for Croydex within the Norcros Group and have been impressed by the energy and enthusiasm of its management and employees. Results Revenue for the six month period to 30 September 2015 at GBP118.7m (2014: GBP108.6m) was 12.0% higher on a constant currency basis compared to the prior year, and 9.3% on a Sterling reported basis. Of this growth, 5.5% was attributable to a three month contribution from Croydex. On a like for like basis excluding Croydex, constant currency growth was 6.5% and 4.0% on a Sterling reported basis. Underlying operating profit rose by 34% to GBP9.9m (2014: GBP7.4m) reflecting improvements in both the UK and South Africa together with a three month contribution from Croydex. Underlying profit before taxation increased by 40% to GBP9.4m (2014: GBP6.7m) reflecting the higher underlying operating profit and lower interest costs driven by improved margins offset by increased borrowings due to the acquisition of Croydex in June 2015. Profit before taxation for the period was GBP7.0m (2014: GBP6.3m), reflecting increased underlying profit before taxation, higher exceptional operating income of GBP2.3m (2014: GBP0.3m) primarily as a result of settlement in the period of a contractual dispute with Morrisons relating to a previous agreement to sell them freehold land in Tunstall, Stoke on Trent, offset by higher non-underlying interest of GBP1.3m (2014: income of GBP0.6m) and higher acquisition related costs of GBP2.6m (2014: GBP0.5m) relating to the final year of the Vado earn out mechanism of GBP1.3m and the costs of acquiring Croydex of GBP0.8m. (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) Diluted underlying earnings per share were 46% higher at 11.8p (2014: 8.1p restated for the 10:1 share consolidation), reflecting improved underlying earnings. Financial We have continued to demonstrate strong cash conversion with underlying operating cash generated in the period at GBP13.3m (2014: GBP11.6m), representing 104% of underlying EBITDA for the period (2014: 112%). There was a working capital outflow of GBP0.2m in the period which compared to a GBP0.6m inflow in the prior period. A pension deficit recovery payment of GBP1.1m (2014: GBP1.0m) in the period (as part of the GBP2.0m plus CPI per annum contribution agreed with the Trustee in 2013) and cash inflows relating to exceptional items of GBP0.7m (2014: outflows of GBP0.7m) resulted in net cash generated from continuing operations at GBP12.9m (2014: GBP9.9m). Investment in capital expenditure in the period amounted to GBP3.2m (2014: GBP3.4m) and has remained consistent at 1.1 times depreciation. Net debt increased in the six months to 30 September 2015 by GBP15.0m to GBP29.2m principally as a result of the acquisition of Croydex, which, including costs related to the acquisition of GBP0.8m, resulted in a net cash outflow in the period of GBP20.1m. The gross deficit relating to our UK defined benefit pension scheme as calculated under IAS 19R has improved slightly from a deficit of GBP44.3m at 31 March 2015 to a deficit of GBP42.4m at 30 September 2015. The reduction in the deficit principally reflects an increase in the discount rate to 3.8% net of a lower return on scheme assets. During the previous year the plan undertook a number of liability management exercises which resulted in the recognition of a net settlement gain of GBP1.7m. A further gain of GBP0.4m has been recognised in the period as a result of these exercises which has been included within exceptional operating items. Property As highlighted in the Group's 2015 Annual Report, the contractual dispute arising from the conditional sale of part of the surplus land in Tunstall to a subsidiary of Wm Morrison Supermarkets plc was settled on 15 May 2015. The Company has recognised exceptional operating income of GBP1.9m in relation to this settlement. Dividend The Board is declaring an interim dividend of 2.20p per share reflecting the strong first half performance and its confidence in the Group's future prospects. Taking into account the 10:1 share consolidation which took place on 29 September 2015, this represents an increase of 19% over the restated interim dividend from the previous year of 1.85p per ordinary share. The dividend is payable on 7 January 2016 to shareholders on the register on 4 December 2015. The shares will be quoted as ex-dividend on 3 December 2015. Operating review UK For the six months ended 30 September 2015 total revenue in our UK businesses was 9.8% ahead of the prior period at GBP79.9m (2014: GBP72.8m). On a like for like basis excluding Croydex revenue of GBP5.8m, total revenue increased by 1.8%. Underlying operating profit at GBP8.0m was 25% higher than last year at GBP6.4m and represents an improved return on sales of 10.0% (2014: 8.8%). The trends in our UK markets seen in the prior year have continued into the first half of this year, with good growth in the trade sector, but a challenging retail sector. Triton Our market leading shower operation, Triton Showers, recorded revenue growth of 3.1% for the six month period to 30 September 2015 to GBP26.2m (2014: GBP25.4m). UK revenue for Triton was 1.9% higher than the prior year. Revenue from the UK trade sector increased by 3.3% compared to the prior year, with strong trading across major national merchants and electrical wholesale customers and a much improved performance in the specification sector, which has been a key area of focus for the business. The retail sector however remains challenging, principally due to weak consumer demand and the impact of product range changes at some of the major DIY accounts. Notwithstanding this, Triton still delivered marginally higher retail revenue compared to the previous year. Triton has continued to invest significantly in new product development and in product innovation with the recent launch of the T80ZFF thermostatic electric shower range which further strengthens our offer in the growing thermostatic shower market. Export markets account for 17% of Triton's overall revenue and have continued to grow, increasing by 10.0% compared to the prior year. The principal export market for Triton is Ireland, where a revitalised new build and RMI sector has helped drive revenue growth. Markets further afield, principally Latin America, continue to be developed. We have invested in both new product development and marketing including representation at a number of major trade fairs in the region. Triton has continued to generate strong cashflows and delivered underlying operating profits which were marginally ahead of last year. Vado Our leading manufacturer of taps, mixer showers, bathroom accessories and valves, Vado, recorded revenue of GBP15.9m for the period (2014: GBP14.8m), 7.4% higher than the prior year. UK revenue was 16.7% higher than the prior year, with growth in both the retail and trade segments. In the trade sector, we continue to make strong progress in both residential and commercial specifications, benefitting particularly from increased new private housing programmes. In retail, we are beginning to see the benefits of investing in the expansion of the sales team and were recently recognised as tap brand of the year by BKU magazine in its inaugural awards. Export revenue, which accounts for approximately 30% of Vado revenue, was 9.6% lower than the same period last year. This performance reflects a mixed picture with lower revenue outside of our major Middle East market held back by credit issues with a number of sub-Saharan customers and a number of larger projects last year not being repeated this year. However, in the Middle East we grew revenue strongly in the first half of this year reflecting more buoyant construction activity. We have recently increased our presence in this market and established a directly employed resource in the region to strengthen the Vado brand in the important specification sector. Underlying operating profits were ahead of the same period last year driven largely by revenue growth. Croydex Croydex, our market-leading, innovative designer, manufacturer and distributor of high quality bathroom furnishings and accessories, which was acquired on 25 June 2015, recorded revenue of GBP5.8m for the three month period since acquisition to 30 September 2015, in line with our expectations. Whilst it was not under Group ownership for the full period, revenue for the six months ended 30 September 2015 was GBP10.9m, 3.7% higher than the prior year. UK sales at GBP10.3m were in line with the prior year with the challenging retail environment being offset by growth in the trade sector. Export sales of GBP0.6m were GBP0.4m higher than the prior period, reflecting the additional focus employed to target growth outside the UK, with particular success being achieved in Germany. Operationally, Croydex has been integrated into the Norcros group seamlessly, and the performance of the business since acquisition has been highly encouraging, with the business generating an underlying profit performance in line with the Board's expectations. Johnson Tiles Our UK market leading ceramic tile manufacturer and a market leader in the supply of both own manufactured and imported tiles, Johnson Tiles, recorded revenue 4.5% lower than the same period last year at GBP27.9m (2014: GBP29.2m). UK revenue was 2.7% lower than the comparative period last year. Excellent progress continues to be made in the trade segment with revenue 5.0% higher, notwithstanding that last year included the one-off benefit of the supply of ceramic poppies which formed the main part of the World War I commemorations at the Tower of London. Again, good progress has been made in the specification sector, with projects completed in the period for Holiday Inn and Total Fitness. In the retail sector, subdued demand in the DIY sector generally combined with the withdrawal from some unprofitable ranges resulted in revenues 9.6% lower than the prior year. Export revenue was also 16.7% lower than the prior year principally reflecting the combined impact of weak market conditions in France and credit issues in the Middle East. Operationally, the excellent progress made at the end of the last financial year has been sustained throughout this first half period. As a result of management actions manufacturing efficiencies have significantly improved compared to the prior period. This, together with the continued trade revenue growth, have been key factors in delivering a solid underlying operating profit performance for the period, a marked improvement over the small operating loss recorded in the prior period. Norcros Adhesives Norcros Adhesives, our manufacturer and supplier of tile and stone adhesives and ancillary products, once again demonstrated excellent growth with revenue 20.6% higher at GBP4.1m (2014: GBP3.4m). This performance principally reflects further development of our distribution channels in the trade segment, as well as some initial success in the retail DIY sector. The business continues to develop innovative new products to address the technical issues in fixing tiles to different types of substrate, for example the launch of the Ultima8 B+ range, which solves the problem of fixing tiles to bituminous surfaces. Additionally, the business has continued to invest in future growth, achieving the ISO 14001 accreditation for environmental management, commencing the construction of a new training centre and laboratory in the UK and establishing a local presence in the Middle East to better capitalise on the opportunities in the significant specification market in this region. (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) This continued strong growth has delivered an underlying operating profit performance ahead of the same period last year. South Africa Once again our South African businesses reported another period of double digit constant currency growth resulting in revenue 16.9% higher than prior year on a constant currency basis. Reported Sterling revenue was 8.4% higher at GBP38.8m (2014: GBP35.8m), reflecting an 8% weaker Rand. Underlying operating profit at GBP1.9m was 90% higher than the previous period (2014: GBP1.0m) despite the weaker Rand adversely impacting reported profits by GBP0.1m. This represents a significantly improved return on sales of 4.9% (2014: 2.7%). All three businesses delivered an improvement in local currency underlying operating profit performance. Our South African operations have made further progress in the first half of the year with all three businesses growing ahead of the market as we continue to implement our strategy of growing our brands through geographic expansion and range diversification. Gross margins improved against the previous year, with the benefits in our supply chain and production efficiencies delivering tangible benefits over the period. Johnson Tiles South Africa Our tile manufacturing business, Johnson Tiles South Africa, achieved independent sector revenue of GBP5.4m (2014: GBP5.2m), 12.5% higher than prior year on a constant currency basis, and 3.8% higher on a reported Sterling basis. Following the investment in two inkjet printers over the last two years we have successfully enriched our product offer with the launch of a number of additional inkjet ranges and a new rectangular product format in response to market trends. An improved product offer and a consistent manufacturing performance have resulted in a marked improvement in performance. As reported in our last annual report, Johnson Tiles South Africa experienced some manufacturing disruption as a result of the national electricity load-shedding programme. Consequently a new standby diesel generator has been successfully installed in the period which will significantly reduce the impact of being unable to operate the manufacturing facility in the event of a power outage. Notwithstanding the disruption from load shedding prior to the generator being installed, the business delivered an underlying operating profit compared to a small underlying operating loss in the prior period. TAL Our market leading adhesive business, TAL, delivered constant currency independent sector revenue growth of 20.5% in the period, or an 11.9% increase on a Sterling reported basis to GBP9.4m (2014: GBP8.4m). This growth was achieved through market share gain in domestic markets and through continued focus on growing sub-Saharan export markets, as well as product range extensions, such as a new 2kg bag to its grout range and a new powdered bond range, both of which have received a favourable market reaction. In addition to the considerable growth in revenue, we have continued to drive profitability through further improvements in plant and procurement efficiencies. This has been reflected in a stronger underlying operating profit performance than the prior year. Tile Africa Revenue at our leading retailer of wall and floor tiles, adhesives, showers, sanitaryware and bathroom fittings, Tile Africa, increased by 16.5% on a constant currency basis compared to the prior year, and by 8.1% on a Sterling reported basis to GBP24.0m (2014: GBP22.2m). Tile Africa currently operates from 29 stores and four franchises, with a new store in Boksburg, Gauteng, expected to open by the end of this financial year. The new CX format stores that we developed to improve the overall retail customer experience, and were showcased in the last Annual Report, have continued to perform strongly, and consequently there are plans to retrofit this format into further stores. The store at Lenasia has recently been refitted as a factory outlet aimed at the emerging consumer segments following on from the positive results achieved at the existing store of this type in Silverton. The improved CX store layout, together with benefits from our increased focus on in-stock and on-display offering has been reflected in market share gain and revenue growth, and in an improved underlying operating profit compared to the prior year. Share consolidation On 29 September 2015 the Company undertook an exercise to consolidate its existing 1p ordinary shares into new 10p ordinary shares, and the new shares began to be traded on the London Stock Exchange on 30 September. The resolution permitting the Board to effect the consolidation had been passed at the Company's AGM on 22 July. The Board considered it was important to reduce the number of shares in issue to a level more appropriate for a company of Norcros's size, and to make the shares more attractive to investors, whilst having no effect on the relative holdings of individual shareholders. Full details of the share consolidation are provided on the Company's website www.norcros.com. Summary and outlook The Group has made a very pleasing start to the year, with each of our businesses delivering an improvement in underlying operating profit performance. As I have already highlighted, we took decisive management action in our tiles businesses in both the UK and South Africa to address the operational challenges of recent years and now have a much stronger base from which to develop our medium term growth plans. Whilst conditions in our UK retail and export markets remain testing, we continue to capitalise on the demand opportunities in the more positive trade sector where we continue to perform strongly. The acquisition of the Croydex business is a further step in realising our strategic target of generating revenues of GBP420m by 2018 and importantly the business has already been smoothly integrated into the Group. With our strong brands, leading market positions and continued self-help initiatives focused on market share gain the Group is well positioned to make further progress. Given the strong first half performance and momentum within our businesses, the Board now expects the Group to achieve underlying operating profit marginally ahead of market expectations for the year to 31 March 2016. M. G. Towers Chairman 12 November 2015 Condensed consolidated income statement Six months to 30 September 2015 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014* 2015* (unaudited) (unaudited) (audited) Notes GBPm GBPm GBPm ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Continuing operations Revenue 118.7 108.6 222.1 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Underlying operating profit 9.9 7.4 17.0 IAS 19R administrative expenses (0.8) (0.8) (1.7) Acquisition related costs 4 (2.6) (0.5) (2.2) Exceptional operating items 4 2.3 0.3 (2.5) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Operating profit 8.8 6.4 10.6 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Finance costs 7 (1.1) (0.8) (1.4) Exceptional finance costs 7 - (0.4) (0.4) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Total finance costs 7 (1.1) (1.2) (1.8) Finance income 7 - 1.6 3.3 IAS 19R finance cost (0.7) (0.5) (1.1) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Profit before taxation 7.0 6.3 11.0 Taxation 6 (1.6) (1.6) (2.9) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Profit for the period from continuing operations 5.4 4.7 8.1 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Profit for the period from discontinued operations - 0.1 0.1 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Profit for the period 5.4 4.8 8.2 (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Earnings per share attributable to the owners of the Company Basic earnings per share: From continuing operations 5 9.0p 8.0p 13.6p From discontinued operations 5 - 0.2p 0.2p ----------------------------------------------------------------------- ----- ------------ ------------ ---------- From profit for the period 5 9.0p 8.2p 13.8p ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Diluted earnings per share: From continuing operations 5 8.7p 7.7p 13.1p From discontinued operations 5 - 0.2p 0.2p ----------------------------------------------------------------------- ----- ------------ ------------ ---------- From profit for the period 5 8.7p 7.9p 13.3p ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Weighted average number of shares for basic earnings per share (millions) 5 60.1 59.0 59.2 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Non-GAAP measures Underlying profit before taxation (GBPm) 3 9.4 6.7 15.8 Underlying earnings (GBPm) 3 7.3 5.0 13.0 Basic underlying earnings per share 5 12.2p 8.4p 21.9p Diluted underlying earnings per share 5 11.8p 8.1p 21.1p ----------------------------------------------------------------------- ----- ------------ ------------ ---------- * The results of previous periods have been restated where required to reflect the revised presentation of acquisition related costs and the 10:1 share consolidation completed on 29 September 2015. Condensed consolidated statement of comprehensive income Six months to 30 September 2015 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ------------------------------------------------------------------------- ------------ ------------ ---------- Profit for the period 5.4 4.8 8.2 -------------------------------------------------------------------------- ------------ ------------ ---------- Other comprehensive income and expense: Items that will not subsequently be reclassified to the income statement Actuarial gains/(losses) on retirement benefit obligations 1.6 (14.8) (18.8) Items that may be subsequently reclassified to the income statement Foreign currency translation adjustments (6.0) (1.2) (0.6) -------------------------------------------------------------------------- ------------ ------------ ---------- Other comprehensive expense for the period (4.4) (16.0) (19.4) -------------------------------------------------------------------------- ------------ ------------ ---------- Total comprehensive income/(expense) for the period 1.0 (11.2) (11.2) -------------------------------------------------------------------------- ------------ ------------ ---------- Attributable to equity shareholders arising from Continuing operations 1.0 (11.4) (11.4) Discontinued operations - 0.2 0.2 -------------------------------------------------------------------------- ------------ ------------ ---------- 1.0 (11.2) (11.2) ------------------------------------------------------------------------- ------------ ------------ ---------- Items in the statement are disclosed net of tax. Condensed consolidated balance sheet At 30 September 2015 At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) Notes GBPm GBPm GBPm -------------------------------------- ----- ------------ ------------ --------- Non-current assets Goodwill 29.5 22.0 22.2 Intangible assets 12.2 4.8 4.7 Property, plant and equipment 37.5 36.8 37.6 Investment properties - 4.3 - Derivative financial instruments 15 - 0.2 - Deferred tax assets 6 11.2 14.1 13.8 -------------------------------------- ----- ------------ ------------ --------- 90.4 82.2 78.3 -------------------------------------- ----- ------------ ------------ --------- Current assets Inventories 56.3 51.0 52.2 Trade and other receivables 43.6 42.1 40.5 Derivative financial instruments 15 1.0 - 2.1 Cash and cash equivalents 7.8 4.5 5.6 108.7 97.6 100.4 -------------------------------------- ----- ------------ ------------ --------- Current liabilities Trade and other liabilities (60.5) (54.1) (54.9) Derivative financial instruments 15 (0.3) (0.8) (1.0) Current tax liabilities (1.4) (1.7) (1.3) Financial liabilities - borrowings 8 (4.5) (4.1) (1.4) (66.7) (60.7) (58.6) -------------------------------------- ----- ------------ ------------ --------- Net current assets 42.0 36.9 41.8 -------------------------------------- ----- ------------ ------------ --------- Total assets less current liabilities 132.4 119.1 120.1 -------------------------------------- ----- ------------ ------------ --------- Non-current liabilities Financial liabilities - borrowings 8 (32.5) (20.4) (18.4) Pension scheme liability 12 (42.4) (40.6) (44.3) Other non-current liabilities (2.1) (1.5) (1.4) Provisions (3.2) (3.7) (3.3) -------------------------------------- ----- ------------ ------------ --------- (80.2) (66.2) (67.4) -------------------------------------- ----- ------------ ------------ --------- Net assets 52.2 52.9 52.7 -------------------------------------- ----- ------------ ------------ --------- Financed by: Ordinary share capital 9 6.1 5.9 6.0 Share premium 1.0 0.9 1.0 Retained earnings and other reserves 45.1 46.1 45.7 -------------------------------------- ----- ------------ ------------ --------- Total equity 52.2 52.9 52.7 -------------------------------------- ----- ------------ ------------ --------- Condensed consolidated statement of cash flow (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) Six months to 30 September 2015 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) Notes GBPm GBPm GBPm ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Cash generated from operations 10 12.9 10.0 16.2 Income taxes paid (0.6) (0.2) (0.5) Interest paid (0.5) (0.7) (1.3) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Net cash generated from operating activities 11.8 9.1 14.4 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Cash flows from investing activities Proceeds from sale of investment property - - 6.1 Proceeds from sale of property, plant and equipment - 0.4 0.4 Purchase of investment property - - (0.9) Purchase of property, plant and equipment (3.2) (3.4) (7.0) Acquisition of subsidiary undertakings net of cash acquired (20.5) (0.3) (0.5) Disposal of subsidiary undertakings net of cash divested - 3.8 3.8 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Net cash (used in)/generated from investing activities (23.7) 0.5 1.9 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Cash flows from financing activities Net proceeds from issue of ordinary share capital - - 0.2 Drawdown/(repayment) of borrowings 14.0 (10.1) (12.1) Costs of raising debt finance - (0.7) (0.7) Dividends paid to equity shareholders (2.2) (2.0) (3.1) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Net cash generated from/(used in) financing activities 11.8 (12.8) (15.7) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Net (decrease)/increase in cash at bank and in hand and bank overdrafts (0.1) (3.2) 0.6 Cash at bank and in hand and bank overdrafts at beginning of the period 4.2 3.7 3.7 Exchange movements on cash and bank overdrafts (0.8) (0.1) (0.1) ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Cash at bank and in hand and bank overdrafts at end of the period 3.3 0.4 4.2 ------------------------------------------------------------------------------ ------------ ------------ ---------- Non-GAAP measures Underlying operating cash flow 3 13.3 11.6 22.9 ----------------------------------------------------------------------- ----- ------------ ------------ ---------- Condensed consolidated statements of changes in equity Six months to 30 September 2015 (unaudited) Ordinary Retained share Share Treasury Translation earnings/ capital premium reserve reserve (losses) Total GBPm GBPm GBPm GBPm GBPm GBPm ------------------------------------------------- -------- ------- -------- ----------- --------- ----- At 31 March 2015 6.0 1.0 (0.1) (9.1) 54.9 52.7 Comprehensive income: Profit for the period - - - - 5.4 5.4 Actuarial gain on retirement benefit obligations - - - - 1.6 1.6 Other comprehensive expense: Foreign currency translation adjustments - - - (6.0) - (6.0) Total other comprehensive (expense)/ income - - - (6.0) 7.0 1.0 ------------------------------------------------- -------- ------- -------- ----------- --------- ----- Transactions with owners: Dividends paid - - - - (2.2) (2.2) Share option schemes and warrants 0.1 - (0.1) - 0.7 0.7 ------------------------------------------------- -------- ------- -------- ----------- --------- ----- At 30 September 2015 6.1 1.0 (0.2) (15.1) 60.4 52.2 ------------------------------------------------- -------- ------- -------- ----------- --------- ----- Six months to 30 September 2014 (unaudited) Ordinary Retained share Share Treasury Translation earnings/ capital premium reserve reserve (losses) Total GBPm GBPm GBPm GBPm GBPm GBPm ------------------------------------------------- -------- ------- -------- ----------- --------- ------ At 31 March 2014 5.8 0.9 - (8.5) 67.3 65.5 Comprehensive income: Profit for the period - - - - 4.8 4.8 Other comprehensive expense: Actuarial loss on retirement benefit obligations - - - - (14.8) (14.8) Foreign currency translation adjustments - - - (1.2) - (1.2) ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Total other comprehensive expense - - - (1.2) (14.8) (16.0) ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Transactions with owners: Dividends paid - - - - (2.0) (2.0) Share option schemes and warrants 0.1 - (0.1) - 0.6 0.6 ------------------------------------------------- -------- ------- -------- ----------- --------- ------ At 30 September 2014 5.9 0.9 (0.1) (9.7) 55.9 52.9 ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Year ended 31 March 2015 (audited) Ordinary Retained share Share Treasury Translation earnings/ capital premium reserve reserve (losses) Total GBPm GBPm GBPm GBPm GBPm GBPm ------------------------------------------------- -------- ------- -------- ----------- --------- ------ At 31 March 2014 5.8 0.9 - (8.5) 67.3 65.5 Comprehensive income: Profit for the year - - - - 8.2 8.2 Other comprehensive expense: Actuarial loss on retirement benefit obligations - - - - (18.8) (18.8) Foreign currency translation adjustments - - - (0.6) - (0.6) ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Total other comprehensive expense - - - (0.6) (18.8) (19.4) ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Transactions with owners: Shares issued 0.2 0.1 (0.1) - - 0.2 Dividends paid - - - - (3.1) (3.1) (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) Share option schemes and warrants - - - - 1.3 1.3 ------------------------------------------------- -------- ------- -------- ----------- --------- ------ At 31 March 2015 6.0 1.0 (0.1) (9.1) 54.9 52.7 ------------------------------------------------- -------- ------- -------- ----------- --------- ------ Notes to the accounts Six months to 30 September 2015 1. Accounting policies General information The Company is a public limited company which is listed on the London Stock Exchange and incorporated and domiciled in the UK. This condensed consolidated interim financial information was approved for issue on 12 November 2015. This condensed consolidated financial information does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. This condensed consolidated interim financial information has been neither audited nor reviewed. Basis of preparation This condensed consolidated interim financial information for the six months to 30 September 2015 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34, 'Interim financial reporting', as adopted by the European Union. The Directors consider, after making appropriate enquiries at the time of approving the condensed consolidated interim financial information, that the Company and the Group have adequate resources to continue in operational existence and, accordingly, that it is appropriate to adopt the going concern basis in the preparation of the condensed consolidated interim financial information. The condensed consolidated interim financial information should be read in conjunction with the Annual Report and Accounts for the year ended 31 March 2015, which has been prepared in accordance with IFRS as adopted by the European Union. The Annual Report and Accounts was approved by the Board on 18 June 2015 and delivered to the Registrar of Companies. The report of the external auditor on the financial statements was unqualified. Accounting policies The principal accounting policies applied in the preparation of this condensed consolidated interim financial information are included in the financial report for the year ended 31 March 2015. These policies have been applied consistently to all periods presented. Taxes on income in the interim periods are accrued using the tax rate that would be applicable to the expected total annual profits or losses. New standards, amendments to standards and interpretations The following new standards, amendments to standards or interpretations are mandatory for the first time for the financial year beginning 1 April 2015. The Group has adopted the following new standards, amendments and interpretations now applicable. None of these standards and interpretations has had any material effect on the Group's results or net assets. Applicable for financial years Standard or interpretation Content beginning on or after -------------------------------------- ----------------- --------------------- Amendment to IAS 19 (revised) Employee benefits 1 April 2015 Annual improvements to IFRSs 2010-2012 Various 1 April 2015 Annual improvements to IFRSs 2011-2013 Various 1 April 2015 -------------------------------------- ----------------- --------------------- The following standards, amendments and interpretations are not yet effective and have not been adopted early by the Group: Applicable for financial years Standard or interpretation Content beginning on or after --------------------------------- ----------------------------------------------------- --------------------- Amendment to IFRS 10 Consolidated financial statements 1 April 2016 Amendment to IFRS 11 Joint arrangements 1 April 2016 Amendment to IFRS 12 Disclosure of interests in other entities 1 April 2016 IFRS 14 Regulatory deferral accounts 1 April 2016 Amendment to IAS 1 Presentation of financial statements 1 April 2016 Amendment to IAS 16 Property, plant and equipment 1 April 2016 Amendment to IAS 27 Separate financial statements 1 April 2016 Amendment to IAS 28 Investments in associates and joint ventures 1 April 2016 Amendment to IAS 38 Intangible assets 1 April 2016 Amendment to IAS 41 Agriculture 1 April 2016 Annual improvements to IFRSs 2014 Various 1 April 2016 IFRS 15 Revenue from contracts with customers 1 April 2018 IFRS 9 Financial instruments: classification and measurement 1 April 2018 --------------------------------- ----------------------------------------------------- --------------------- None of these standards or interpretations is expected to have a material impact on the Group. Risks and uncertainties The principal strategic level risks and uncertainties affecting the Group, together with the approach to their mitigation, remain as set out on pages 24 to 27 in the 2015 Annual Report, which is available on the Group's website (www.norcros.com). In summary the Group's principal risks and uncertainties are: -- key commercial relationships; -- accounting for customer rebates and other trade promotional spend; -- competition; -- reliance on production facilities; -- staff retention and recruitment; -- foreign currency exchange risk; -- interest rate risk; -- pension scheme management; -- energy price risk; -- additional capital requirements to fund ongoing operations; -- performance against banking covenants; -- changing consumer preferences; -- overseas operations; and -- acquisition risk. The Chairman's Statement in this condensed consolidated interim financial information includes comments on the outlook for the remaining six months of the financial year. Forward-looking statements This condensed consolidated interim financial information contains forward-looking statements. Although the Group believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to be correct. Due to the inherent uncertainties, including both economic and business risk factors underlying such forward-looking information, actual results may differ materially from those expressed or implied by these forward-looking statements. The Group undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Accounting estimates and judgments The preparation of condensed consolidated interim financial information requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing the condensed consolidated interim financial information, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 31 March 2015. 2. Segmental reporting The Group operates in two main geographical areas: the UK and South Africa. All inter-segment transactions are made on an arm's length basis. The chief operating decision maker, which is considered to be the Board, assesses performance and allocates resources based on geography as each segment has similar economic characteristics, complementary products, distribution channels and regulatory environments. Continuing operations - 6 months to 30 September 2015 (unaudited) --------------------------------------------- South UK Africa Group Notes GBPm GBPm GBPm ---------------------------------- ----- ------------- -------------- -------------- Revenue 79.9 38.8 118.7 ---------------------------------- ----- ------------- -------------- -------------- Underlying operating profit 8.0 1.9 9.9 IAS 19R administrative expenses (0.8) - (0.8) Acquisition related costs 4 (2.6) - (2.6) Exceptional operating items 4 2.3 - 2.3 ---------------------------------- ----- ------------- -------------- -------------- (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) Operating profit 6.9 1.9 8.8 ---------------------------------- ----- ------------- -------------- -------------- Finance costs (net) (1.8) ---------------------------------- ----- ------------- -------------- -------------- Profit before taxation 7.0 Taxation 6 (1.6) ---------------------------------- ----- ------------- -------------- -------------- Profit from continuing operations 5.4 ---------------------------------- ----- ------------- -------------- -------------- Net debt 10 (29.2) ---------------------------------- ----- ------------- -------------- -------------- Continuing operations - 6 months to 30 September 2014 (unaudited)* ---------------------------------------------- South UK Africa Group Notes GBPm GBPm GBPm ---------------------------------- ----- ------------- --------------- -------------- Revenue 72.8 35.8 108.6 ---------------------------------- ----- ------------- --------------- -------------- Underlying operating profit 6.4 1.0 7.4 IAS 19R administrative expenses (0.8) - (0.8) Acquisition related costs 4 (0.5) - (0.5) Exceptional operating items 4 0.3 - 0.3 ---------------------------------- ----- ------------- --------------- -------------- Operating profit 5.4 1.0 6.4 ---------------------------------- ----- ------------- --------------- -------------- Finance costs (net) (0.1) ---------------------------------- ----- ------------- --------------- -------------- Profit before taxation 6.3 Taxation 6 (1.6) ---------------------------------- ----- ------------- --------------- -------------- Profit from continuing operations 4.7 ---------------------------------- ----- ------------- --------------- -------------- Net debt 10 (20.0) ---------------------------------- ----- ------------- --------------- -------------- * The results have been restated to reflect the revised presentation of acquisition related costs. Continuing operations - Year ended 31 March 2015 (audited) --------------------------------------- South UK Africa Group Notes GBPm GBPm GBPm ------------------------------------------------ ------ ----------- ------------ ------------ Revenue 149.1 73.0 222.1 ------------------------------------------------ ------ ----------- ------------ ------------ Underlying operating profit 13.8 3.2 17.0 IAS 19R administrative expenses (1.7) - (1.7) Acquisition related costs 4 (2.2) - (2.2) Exceptional operating items 4 (2.3) (0.2) (2.5) ------------------------------------------------ ------ ----------- ------------ ------------ Operating profit 7.6 3.0 10.6 ------------------------------------------------ ------ ----------- ------------ ------------ Finance income (net) 0.4 ------------------------------------------------ ------ ----------- ------------ ------------ Profit before taxation 11.0 Taxation 6 (2.9) ------------------------------------------------ ------ ----------- ------------ ------------ Profit for the year from continuing operations 8.1 ------------------------------------------------ ------ ----------- ------------ ------------ Net debt 10 (14.2) ------------------------------------------------ ------ ----------- ------------ ------------ There are no differences from the last Annual Report in the basis of segmentation or in the basis of measurement of segment profit or loss. 3. Non-GAAP measures Condensed Consolidated Income Statement 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------------------------------------- ------------ ------------ ---------- Profit before taxation from continuing operations 7.0 6.3 11.0 Adjusted for: IAS 19R administrative expenses 0.8 0.8 1.7 Acquisition related costs 2.6 0.5 2.2 Exceptional operating items (2.3) (0.3) 2.5 Amortisation of costs of raising debt finance 0.1 0.1 0.1 Amortisation of costs of raising debt finance - exceptional - 0.4 0.4 Net movement on fair value of derivative financial instruments 0.5 (1.6) (3.3) Discount on property lease provisions - - 0.1 IAS 19R finance cost 0.7 0.5 1.1 --------------------------------------------------------------- ------------ ------------ ---------- Underlying profit before taxation 9.4 6.7 15.8 Taxation attributable to underlying profit before taxation (2.1) (1.7) (2.8) --------------------------------------------------------------- ------------ ------------ ---------- Underlying earnings 7.3 5.0 13.0 --------------------------------------------------------------- ------------ ------------ ---------- The Directors believe that underlying profit before taxation and underlying earnings provide shareholders with additional useful information on the underlying performance of the Group. Underlying profit before taxation is defined as profit before taxation, IAS 19R administrative expenses, acquisition related costs, exceptional operating items, exceptional finance costs, amortisation of costs of raising finance, net movement on fair value of derivative financial instruments, discounting of property lease provisions and finance costs relating to pension schemes. 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm -------------------------------------------- ------------ ------------ ---------- Operating profit from continuing operations 8.8 6.4 10.6 Adjusted for: Depreciation 2.9 3.0 6.0 IAS 19R administrative expenses 0.8 0.8 1.7 Acquisition related costs 2.6 0.5 2.2 Exceptional operating items (2.3) (0.3) 2.5 -------------------------------------------- ------------ ------------ ---------- Underlying EBITDA 12.8 10.4 23.0 -------------------------------------------- ------------ ------------ ---------- (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) EBITDA is a measure commonly used by investors and financiers to assess business performance. Underlying EBITDA has been provided which reflects EBITDA as adjusted for IAS 19R administrative expenses, acquisition related costs and exceptional operating items. The Directors consider that these measures provide shareholders with additional useful information on the performance of the Group. Condensed Consolidated Statement of Cash Flow 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ----------------------------------------------------------------------------- ------------ ------------ ---------- Cash generated from continuing operations (note 10) 12.9 9.9 16.1 Adjusted for: Cash (inflows)/outflows from exceptional items and acquisition related costs (0.7) 0.7 4.7 Pension fund deficit recovery contributions 1.1 1.0 2.1 ----------------------------------------------------------------------------- ------------ ------------ ---------- Underlying operating cash flow 13.3 11.6 22.9 ----------------------------------------------------------------------------- ------------ ------------ ---------- Underlying operating cash flow is defined as cash generated from continuing operations before cash outflows from exceptional items and pension fund deficit recovery contributions. The Directors believe that underlying operating cash flow provides shareholders with additional useful information on the underlying cash generation of the Group. 4. Acquisition related costs and exceptional operating items An analysis of acquisition related costs and exceptional operating items is shown below. 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------- ------------ ------------ ---------- Acquisition related costs Deferred remuneration(1) 1.2 0.3 1.1 Intangible asset amortisation(2) 0.3 0.2 0.3 Staff costs and advisory fees(3) 1.1 - 0.8 --------------------------------- ------------ ------------ ---------- 2.6 0.5 2.2 --------------------------------- ------------ ------------ ---------- 1 Consideration payable to the former shareholders of Vado and Croydex which is required to be treated as remuneration and, accordingly, is expensed to the income statement as incurred. 2 Non-cash amortisation charges in respect of intangible assets recognised following the acquisitions of Vado and Croydex. 3 Costs of maintaining an in-house acquisitions department and professional advisory fees incurred in connection with the Group's business combination activities. In the 6 months to 30 September 2015 this included GBP0.8m in connection with the acquisition of Croydex. 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ------------------------------------------ ------------ ------------ ---------- Exceptional operating items Legal claim(1) (1.9) 0.1 0.3 Pension scheme settlement gain(2) (0.4) - (1.7) Profit on disposal of surplus property(3) - (0.4) (0.4) Sheffield lease surrender(4) - - 2.5 Loss on disposal of property portfolio(5) - - 1.5 Restructuring costs(6) - - 0.3 (2.3) (0.3) 2.5 ------------------------------------------ ------------ ------------ ---------- 1 The legal claim relating to the land at the Highgate site in Tunstall, UK was settled in the period. Under the terms of the settlement with Wm Morrison Supermarkets plc the Group received a payment of GBP2.0m. Costs in connection with the claim of GBP0.1m were incurred in the period (2014: GBP0.1m). 2 The Group implemented a liability management exercise in the previous year in connection with its principal UK defined benefit pension scheme. This resulted in a further settlement gain of GBP0.4m being recognised in the period in addition to the GBP1.7m gain in the previous year. 3 A profit of GBP0.4m was generated in the previous year following the sale of a small parcel of land in Braintree, UK. 4 In the previous year the Group exited its onerous lease in connection with the Orgreave Drive, Sheffield property at a cost of GBP2.5m. 5 The Group's remaining surplus freehold property portfolio was sold to Clowes Developments (UK) Ltd in March 2015 for net proceeds of GBP6.1m, leading to a loss on disposal of GBP1.5m. 6 Restructuring costs related to redundancies and asset write-downs as a result of restructuring initiatives throughout the Group's business units. 5. Earnings per share Basic and diluted earnings per share Basic earnings per share (EPS) is calculated by dividing the profit attributable to shareholders by the weighted average number of ordinary shares in issue during the year, excluding those held in the Norcros Employee Benefit Trust. For diluted EPS, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potential dilutive ordinary shares. As described in note 9, on 29 September 2015 the Company consolidated its existing ordinary shares of 1p each into new ordinary shares of 10p each. In order to effect fair comparison, the comparative figures for share numbers and earnings per share have been restated to reflect the impact of the share consolidation. The calculation of EPS is based on the following profits and numbers of shares: 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------------------------- ------------ ------------ ---------- Profit for the period from continuing operations 5.4 4.7 8.1 Profit for the period from discontinued operations - 0.1 0.1 --------------------------------------------------- ------------ ------------ ---------- Profit for the period 5.4 4.8 8.2 --------------------------------------------------- ------------ ------------ ---------- 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) Number Number Number (restated) (restated) ----------------------------------------------------------------- ------------ ------------ ----------- Weighted average number of shares for basic earnings per share 60,126,284 58,959,370 59,223,135 Share options and warrants 1,902,048 2,159,547 2,303,299 Weighted average number of shares for diluted earnings per share 62,028,332 61,118,917 61,526,434 ----------------------------------------------------------------- ------------ ------------ ----------- 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (audited) (unaudited) (restated) (restated) ----------------------------- ------------ ------------ ----------- Basic earnings per share: From continuing operations 9.0p 8.0p 13.6p From discontinued operations - 0.2p 0.2p ----------------------------- ------------ ------------ ----------- From profit for the period 9.0p 8.2p 13.8p (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) ----------------------------- ------------ ------------ ----------- Diluted earnings per share: From continuing operations 8.7p 7.7p 13.1p From discontinued operations - 0.2p 0.2p ----------------------------- ------------ ------------ ----------- From profit for the period 8.7p 7.9p 13.3p ----------------------------- ------------ ------------ ----------- Basic and diluted underlying earnings per share Basic and diluted underlying earnings per share have also been provided which reflect underlying earnings from continuing operations divided by the weighted average number of shares set out above. 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm -------------------------------------------- ------------ ------------ ---------- Underlying earnings for the period (note 3) 7.3 5.0 13.0 -------------------------------------------- ------------ ------------ ---------- 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) -------------------------------------- ------------ ------------ ---------- Basic underlying earnings per share 12.2p 8.4p 21.9p Diluted underlying earnings per share 11.8p 8.1p 21.1p -------------------------------------- ------------ ------------ ---------- 6. Taxation Taxation comprises: 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm -------------------------------------------------- ------------ ------------ ---------- Current UK taxation 0.5 0.5 0.4 Deferred Origination and reversal of temporary differences 1.1 1.1 2.5 -------------------------------------------------- ------------ ------------ ---------- Taxation 1.6 1.6 2.9 -------------------------------------------------- ------------ ------------ ---------- Current tax expense is recognised based on management's estimate of the weighted average annual income tax rate expected for the full financial year. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. Deferred tax is calculated in full on temporary differences under the liability method. The movement on the deferred tax account is as shown below: 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm -------------------------------------------------------- ------------ ------------ ---------- Deferred tax asset at the beginning of the period 13.8 11.6 11.6 Charged to the income statement (1.1) (1.1) (2.5) (Charged)/credited to statement of comprehensive income (0.4) 3.7 4.7 Acquisitions (see note 13) (0.8) - - Exchange movement (0.3) (0.1) - -------------------------------------------------------- ------------ ------------ ---------- Deferred tax asset at the end of the period 11.2 14.1 13.8 -------------------------------------------------------- ------------ ------------ ---------- At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ----------------------------------------------- ------------ ------------ --------- Accelerated capital allowances 2.6 2.9 2.7 Tax losses 2.5 3.8 3.3 Other timing differences (2.4) (0.7) (1.1) Deferred tax asset relating to pension deficit 8.5 8.1 8.9 ----------------------------------------------- ------------ ------------ --------- 11.2 14.1 13.8 ----------------------------------------------- ------------ ------------ --------- 7. Finance income and costs 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ----------------------------------------------------------- ------------ ------------ ---------- Finance costs Interest payable on bank borrowings 0.5 0.7 1.2 Amortisation of costs of raising debt finance 0.1 0.1 0.1 Movement on fair value of derivative financial instruments 0.5 - - Unwind of discount on property lease provisions - - 0.1 ----------------------------------------------------------- ------------ ------------ ---------- Finance costs 1.1 0.8 1.4 ----------------------------------------------------------- ------------ ------------ ---------- Exceptional finance costs(1) - 0.4 0.4 ----------------------------------------------------------- ------------ ------------ ---------- Total finance costs 1.1 1.2 1.8 ----------------------------------------------------------- ------------ ------------ ---------- Finance income Movement on fair value of derivative financial instruments - (1.6) (3.3) ----------------------------------------------------------- ------------ ------------ ---------- Total finance income - (1.6) (3.3) ----------------------------------------------------------- ------------ ------------ ---------- 1 Following the refinancing of the Group's banking facilities in July 2014, the unamortised costs relating to the previous facility were written off in full. 8. Borrowings At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------- ------------ ------------ --------- Non-current Bank borrowings (unsecured): - bank loans 33.0 21.0 19.0 - less: costs of raising finance (0.5) (0.6) (0.6) --------------------------------- ------------ ------------ --------- Total non-current 32.5 20.4 18.4 --------------------------------- ------------ ------------ --------- Current Bank borrowings (unsecured): - bank overdrafts 4.5 4.1 1.4 --------------------------------- ------------ ------------ --------- Total borrowings 37.0 24.5 19.8 --------------------------------- ------------ ------------ --------- The fair value of bank loans equals their carrying amount as they bear interest at floating rates. (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) The repayment terms of borrowings are as follows: At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ----------------------------------------------------- ------------ ------------ --------- Not later than one year 4.5 4.1 1.4 ----------------------------------------------------- ------------ ------------ --------- After more than one year: - between one and two years - - - - later than two years and not later than five years 33.0 21.0 19.0 - costs of raising finance (0.5) (0.6) (0.6) ----------------------------------------------------- ------------ ------------ --------- 32.5 20.4 18.4 ----------------------------------------------------- ------------ ------------ --------- Total borrowings 37.0 24.5 19.8 ----------------------------------------------------- ------------ ------------ --------- In July 2014 the Group agreed an unsecured GBP70m revolving credit facility with a GBP30m accordion facility with Lloyds Bank plc, Barclays Bank plc and HSBC Bank plc. The banking facility is in force for five years to July 2019. Net debt The Group's net debt is calculated as follows: At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm -------------------------- ------------ ------------ --------- Cash and cash equivalents (7.8) (4.5) (5.6) Total borrowings 37.0 24.5 19.8 -------------------------- ------------ ------------ --------- Net debt 29.2 20.0 14.2 -------------------------- ------------ ------------ --------- 9. Called up share capital At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------------- ------------ ------------ --------- Issued and fully paid 60,995,930 ordinary shares of 10p each 6.1 - - 594,917,377 ordinary shares of 1p each - 5.9 6.0 --------------------------------------- ------------ ------------ --------- Total 6.1 5.9 6.0 --------------------------------------- ------------ ------------ --------- Following the approval by shareholders of the consolidation of 1p ordinary shares into ordinary shares of 10p at the Annual General Meeting of the Company held on 22 July 2015, the Company duly completed the share capital consolidation with a record date of 29 September 2015. As a result of the consolidation, the ordinary shares of 1p each were amended to new ordinary shares of 10p each. The share consolidation had no impact on the value of the Company's issued and fully paid share capital. 10. Consolidated Cash Flow Statements (a) Cash generated from continuing operations 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ------------------------------------------------------------------------------ ------------ ------------ ---------- Profit before taxation 7.0 6.3 11.0 Adjustments for: - IAS 19R administrative expenses included in the above 0.8 0.8 1.7 - acquisition related costs included in the above 2.6 0.5 2.2 - exceptional operating items included in the above (2.3) (0.3) 2.5 - cash inflows/(outflows) from exceptional items and acquisition related costs 0.7 (0.7) (4.7) - depreciation 2.9 3.0 6.0 - pension fund deficit recovery plan contributions (1.1) (1.0) (2.1) - loss on disposal of property, plant and equipment - - 0.1 - total finance costs 1.1 1.2 1.8 - finance income - (1.6) (3.3) - IAS 19R finance cost 0.7 0.5 1.1 - share-based payments 0.7 0.6 1.3 ------------------------------------------------------------------------------ ------------ ------------ ---------- Operating cash flows before movements in working capital 13.1 9.3 17.6 Changes in working capital: - increase in inventories (4.4) (1.4) (2.0) - increase in trade and other receivables (1.0) (0.8) (1.4) - increase in payables 5.2 2.8 1.9 ------------------------------------------------------------------------------ ------------ ------------ ---------- Cash generated from continuing operations 12.9 9.9 16.1 ------------------------------------------------------------------------------ ------------ ------------ ---------- Cash flows from exceptional items includes expenditure charged to exceptional provisions relating to onerous lease costs, acquisition related costs (excluding deferred remuneration) and other business rationalisation and restructuring costs. (b) Cash generated from discontinued operations 6 months to 6 months to Year ended 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm --------------------------------------------------------- ------------ ------------ ---------- Profit before taxation - - - Adjustments for: - depreciation - - - --------------------------------------------------------- ------------ ------------ ---------- Operating cash flows before movements in working capital - - - Changes in working capital: - decrease in inventories - 0.4 0.4 - increase in trade and other receivables - (0.1) (0.1) - decrease in payables - (0.2) (0.2) --------------------------------------------------------- ------------ ------------ ---------- Cash generated from discontinued operations - 0.1 0.1 --------------------------------------------------------- ------------ ------------ ---------- Cash generated from operations 12.9 10.0 16.2 --------------------------------------------------------- ------------ ------------ ---------- (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT) (c) Analysis of net debt Cash included within Cash and assets held-for-sale overdrafts Debt Total GBPm GBPm GBPm GBPm ------------------------- -------------------- ---------- ------ ------ At 1 April 2014 0.5 3.2 (30.6) (26.9) Cash flow (0.5) 1.1 12.1 12.7 Other non-cash movements - - 0.1 0.1 Exchange movement - (0.1) - (0.1) ------------------------- -------------------- ---------- ------ ------ At 31 March 2015 - 4.2 (18.4) (14.2) ------------------------- -------------------- ---------- ------ ------ At 1 April 2014 0.5 3.2 (30.6) (26.9) Cash flow (0.5) (2.7) 10.1 6.9 Other non-cash movements - - 0.1 0.1 Exchange movement - (0.1) - (0.1) ------------------------- -------------------- ---------- ------ ------ At 30 September 2014 - 0.4 (20.4) (20.0) ------------------------- -------------------- ---------- ------ ------ At 1 April 2015 - 4.2 (18.4) (14.2) Cash flow - (0.1) (14.0) (14.1) Other non-cash movements - - (0.1) (0.1) Exchange movement - (0.8) - (0.8) ------------------------- -------------------- ---------- ------ ------ At 30 September 2015 - 3.3 (32.5) (29.2) ------------------------- -------------------- ---------- ------ ------ 11. Dividends A final dividend in respect of the year ended 31 March 2015 of GBP2.2m (0.375p per 1p ordinary share) was paid on 29 July 2015. On 12 November 2015 the Board declared an interim dividend in respect of the year ended 31 March 2016 of GBP1.3m (2.2p per 10p ordinary share). This dividend will be paid on 7 January 2016 and is not reflected in this condensed consolidated interim financial information. 12. Retirement benefit obligations (a) Pension costs Norcros Security Plan The Norcros Security Plan (the "Plan"), the principal UK pension scheme of Norcros plc subsidiaries, is funded by a separate trust fund which operates under UK trust law and is a separate legal entity from the Company. The Plan is governed by a Trustee board which is required by law to act in the best interests of the Plan members and is responsible for setting policies together with the Company. It is predominantly a defined benefit scheme with a modest element of defined contribution benefits. The valuation used for IAS 19R disclosures has been produced by KPMG, a firm of qualified actuaries, to take account of the requirements of IAS 19R in order to assess the liabilities of the scheme at 30 September 2015. Scheme assets are stated at their market value at 30 September 2015. (b) IAS 19R, 'Retirement benefit obligations' The principal assumptions used to calculate the scheme liabilities of the Norcros Security Plan under IAS 19R are: At At At 30 September 30 September 31 March 2015 2014 2015 --------------------- ------------ ------------ -------- Discount rate 3.80% 3.90% 3.30% Inflation rate (RPI) 3.00% 3.05% 2.90% Inflation (CPI) 2.00% 2.05% 1.90% Salary increases 2.25% 3.30% 2.15% --------------------- ------------ ------------ -------- The amounts recognised in the Condensed Consolidated Balance Sheet are determined as follows: At At At 30 September 30 September 31 March 2015 2014 2015 (unaudited) (unaudited) (audited) GBPm GBPm GBPm ------------------------------------ ------------ ------------ --------- Total market value of scheme assets 367.8 385.0 397.0 Present value of scheme liabilities (410.2) (425.6) (441.3) ------------------------------------ ------------ ------------ --------- Pension deficit (42.4) (40.6) (44.3) ------------------------------------ ------------ ------------ --------- 13. Business combinations On 25 June 2015, the Group acquired 100% of the ordinary share capital of Croydex Group Limited ("Croydex"), a market leading, innovative designer, manufacturer and distributor of high quality bathroom furnishings and accessories. The acquisition of Croydex is an important next step in the Group's growth strategy to increase revenue to GBP420m by 2018 and follows on from the very successful integration of the Vado business, which Norcros acquired in March 2013. Adding the Croydex business to the Group's existing portfolio will increase the breadth of our product range in the bathroom segment and enable the Group to offer an even broader range of complementary bathroom products to our customers. Croydex will also benefit from the global distribution channels, sourcing skills and strong financial position of the enlarged Group. Croydex is incorporated in England and is based in Andover, Hampshire. The following table summarises the consideration paid for Croydex and the provisional fair value of the assets acquired and the liabilities assumed: GBPm ------------------------- ----- Consideration Cash 20.8 Deferred consideration 1.1 ------------------------- ----- 21.9 ------------------------ ----- GBPm --------------------------------------------------- --------- Recognised amounts of identifiable assets and liabilities Intangible assets 7.9 Property, plant and equipment 1.6 Inventories 2.8 Trade and other receivables 5.0 Cash 3.5 Trade and other payables (5.7) Current tax liabilities (0.2) Deferred tax liability (0.8) Total identifiable net assets 14.1 --------------------------------------------------- --------- Goodwill 7.8 Total 21.9 --------------------------------------------------- --------- Due to the proximity of the acquisition date to the date of this interim statement it has not been possible for the Group to finalise the fair values of Croydex's assets and liabilities. The provisional fair value adjustments reflect the preliminary assessment of the value of acquired intangible assets of GBP7.9m, the revaluation of the leasehold property of GBP0.9m, and a deferred tax liability of GBP1.0m mainly arising from the recognition of acquired intangible assets. A full review of the fair values of the identifiable assets and liabilities will take place over the coming months with the expectation that a revised position will be presented in the Group's Annual Report for the year ended 31 March 2016. In most business combinations there is an element of cost which cannot be allocated against the individual assets and liabilities acquired. This residual amount is recognised as goodwill and is supported by a number of factors which do not meet the criteria required for them to be treated as intangible assets. In this case the most significant elements relate to Croydex's unique product portfolio and its knowledgeable workforce. It is not expected at this stage that any of the goodwill will be deductible for tax purposes. The fair value of trade and other receivables is GBP5.0m, which includes trade receivables with a fair value of GBP4.6m. The gross contractual amount for trade receivables due is GBP4.8m, of which GBP0.2m is expected to be uncollectible. Costs relating to the transaction of GBP0.8m have been expensed to the Consolidated Income Statement and included within acquisition related costs. The deferred consideration of GBP1.1m is unconditional and will be paid in the year ended 31 March 2019. As part of the transaction, a long-term incentive scheme has been put in place for the Croydex Managing Director which is dependent on the financial performance of Croydex over the next three years. The maximum amount and current expectation is that GBP0.9m will be payable under this scheme which will be treated as deferred remuneration and included within acquisition related costs in the Consolidated Income Statement. The revenue included in the Condensed Consolidated Statement of Comprehensive Income since 25 June 2015 contributed by Croydex was GBP5.8m. Over the same period, Croydex contributed profit after tax of GBP0.6m. Had Croydex been consolidated from the beginning of the period, the Condensed Consolidated Statement of Income would have shown pro-forma revenue of GBP123.7m and pro-forma profit after tax of GBP5.6m. (MORE TO FOLLOW) Dow Jones Newswires November 12, 2015 02:01 ET (07:01 GMT)