Half year results for the six months to 30th Ju...
Half year results for the six months ended 30 June 2013
Good growth in first half; anticipate full year performance in line with
expectations
John Wood Group PLC ("Wood Group" or the "Group") is an international energy
services company employing around 43,000 people worldwide and operating in over
50 countries. The Group has three businesses - Wood Group Engineering, Wood
Group PSN and Wood Group GTS - providing a range of engineering, production
support, maintenance management and industrial gas turbine overhaul and repair
services to the oil & gas, and power generation industries worldwide.
Financial Summary
Good growth in EBITA in the first half and confident of achieving full year
performance in line with expectations
Revenue from continuing operations of $3,447.1m (2012: $3,346.3m) up 3.0%
EBITA from continuing operations1 of $243.2m (2012: $205.1m) up 18.6%
Profit from continuing operations before tax and exceptional items of $186.6m
(2012: $160.0m) up 16.6%
Adjusted diluted EPS1of 44.5 cents (2012: 37.4 cents) up 19.0%
Interim dividend of 7.1 cents (2012: 5.7 cents) up 24.6%
Divisional Highlights
Wood Group Engineering
Strong first half performance; anticipate EBITA growth of c. 10-15% for the
full year
Mafumeira Sul and Ichthys projects progressing well; completion expected by the
year end
Onshore pipelines benefitting from US shale market; strong activity across
principal subsea hubs
Wood Group PSN
Strong growth in the Americas with significant contribution from US shale
activities
Multiple North Sea contract renewals reinforce our market leading position
International awards include substantial new scope in Papua New Guinea
Wood Group GTS
Improved margins in Maintenance offsetting impact of expected fall in Power
Solutions activity
Maintenance - benefiting from oil & gas activity, and cost reduction
initiatives
Power Solutions - confident of agreeing change orders on Dorad contract; good
performance on NRG and Pasadena
Bob Keiller, CEO commented:
"We have achieved good growth in the first half and remain confident of
achieving full year performance in line with expectations. In March, I talked
about our focus on increasing collaboration across Wood Group; this is
progressing well and we have already seen new business opportunities driven by
people working more closely together. Activity levels generally remain healthy
and we believe the Group is well positioned for future growth."
Enquiries:
Wood Group
Nick Gilman - Group Head of Investor Relations and Corporate Communications
Andrew Rose - Investor Relations Manager
Carolyn Smith - Director of Corporate Communications, Eastern Hemisphere 01224
851 000
Brunswick
Patrick Handley 020 7404 5959
Rosheeka Field
There will be an analyst and investor presentation at the Lincoln Centre, 18
Lincoln's Inn Fields, WC2A 3ED at 09.00. Early registration is advised from
08.30.
A live webcast of the presentation will be available from www.woodgroup.com/
investors. Replay facilities will be available later in the day.
1 See detailed footnotes.
Overview
H1 2013 Trading performance Interim Interim
Jun 2013 Jun 2012 %
$m $m Change
Revenue from continuing operations 3,447.1 3,346.3 3.0%
EBITA from continuing operations1 243.2 205.1 18.6%
EBITA margin from continuing operations % 7.1% 6.1% 1.0pt
Profit from continuing operations before 186.6 160.0 16.6%
tax and exceptional items
Basic EPS 43.5c 33.9c 28.3%
Adjusted diluted EPS2 44.5c 37.4c 19.0%
The Group has delivered good growth in the first half and we remain confident
of achieving full year performance in line with expectations. Revenue from
continuing operations increased by 3% and EBITA from continuing operations was
up 19%. EBITA margin increased by 100bps from 6.1% to 7.1%. Adjusted diluted
EPS increased by 19% to 44.5 cents. Reflecting our confidence in the longer
term outlook for the Group, we have declared an interim dividend of 7.1 cents,
an increase of 25%, which will be paid on 26 September 2013.
In Wood Group Engineering, revenue and EBITA increased by 13% and 15%
respectively, and the division should deliver EBITA growth of c. 10-15% for the
full year. In Wood Group PSN, revenue growth of 8% and EBITA growth of 23%
includes a significant contribution from our US onshore activities in the shale
regions. In Wood Group GTS, revenue decreased by 21% reflecting the anticipated
reduction in Power Solutions, and EBITA increased by 7%, due to improved
margins in Maintenance.
During the period, we made good progress on increasing collaboration across the
divisions. In July, Wood Group Mustang and Wood Group PSN jointly secured a
topsides detailed engineering and procurement scope for an offshore development
in Canada, and we are working more closely together in the US, Australia and
elsewhere.
Developing our combined Group strategy and tactics will continue throughout
2013 and we will provide an update on this as matters progress. Acquisition led
growth will remain part of our strategy. In May, we acquired Intetech Limited,
a niche provider of software and engineering consultancy services for well
integrity and corrosion management, and in July we acquired Pyeroy, to expand
the range of services we provide into specialist coatings and fabric
maintenance which are critical to extend the life of clients' infrastructure.
Overall, the Group has achieved good growth in EBITA in the first half and we
remain confident of achieving full year performance in line with expectations.
Activity levels generally remain healthy and we believe the Group is well
positioned for future growth.
Wood Group Engineering
We provide a wide range of market-leading engineering services to the upstream,
subsea & pipelines, downstream & industrial and clean energy sectors. These
include conceptual and FEED studies, engineering, project & construction
management (EPCM) and control system upgrades.
Interim Interim
Jun 2013 Jun 2012 %
$m $m Change
Revenue 982.6 872.2 12.7%
EBITA 119.8 104.1 15.1%
EBITA margin 12.2% 11.9% 0.3pts
People3 10,500 10,100 4%
In Wood Group Engineering, revenue increased by 13%, reflecting growth across
upstream, subsea & pipelines and downstream, process & industrial. EBITA
increased by 15%.
Headcount increased 3% from December 2012. Additions, notably in Saudi Arabia
and London, were partially offset by continuing reductions in Canada.
Subsea and Pipelines represents around 45% of divisional revenue. We continue
to benefit from US shale related pipeline work in our onshore activities and
have recently won projects with Dow Chemical and Williams. Strength in subsea
related spending is continuing and we are seeing good activity across our
principal subsea hubs in the UK, US and Asia Pacific. In May, we acquired
Intetech Limited, a niche provider of software and engineering consultancy
services for well integrity and corrosion management.
Our Upstream business represents around 40% of divisional revenue. The
Mafumeira Sul and Ichthys projects will make a significant contribution to
Engineering EBITA for the year and are expected to complete by the year end. We
were awarded a number of new contracts in the Gulf of Mexico during the period,
including the FEED for Hess Stampede and the detailed engineering on Anadarko
Heidelberg, although we did see project delays. In the Norwegian market, we are
working on Ivar Assen for SMOE. In Canada, we secured the topsides detailed
engineering for an offshore development. Our business in Western Canada, which
represents just over 5% of divisional revenue, has weakened further and we do
not expect it to recover during 2014.
Downstream, process & industrial activities accounted for over 15% of revenue.
We have seen some improvement in performance, although the market looks set to
remain competitive.
Outlook
Wood Group Engineering continues to perform well and should deliver EBITA
growth of c. 10-15% for the full year, following annual EBITA growth of over
30% in 2011 and 2012. This compares to our previous estimate of around 15% and
reflects some project delays and, most recently, further weakening in Canada.
These factors, and the expected completion of the Mafumeira Sul and Ichthys
projects by the year end, are challenges to growth in 2014. Looking further
ahead, global exploration activity continues at a healthy level, which we
believe should provide good opportunities.
Wood Group PSN
We provide life of field support to producing assets through brownfield
engineering & modifications, production enhancement, operations and
maintenance, training, maintenance management and abandonment services.
Interim Interim
Jun 2013 Jun 2012 %
$m $m Change
Revenue 1,913.7 1,774.1 7.9%
EBITA 111.1 90.0 23.4%
EBITA margin 5.8% 5.1% 0.7pts
People 28,600 28,000 2%
In Wood Group PSN, revenue and EBITA growth of 8% and 23% respectively,
includes a significant contribution from our US onshore activities. On a pro
forma basis, restating the 2012 results to include Mitchells and Duval as if
they had been acquired on 1 January 2012 and to apply the average exchange
rates used to translate the 2013 results, revenue and EBITA grew by 3% and 4%.
The Americas represents around 35% of revenues, and is expected to be the
largest region by EBITA for Wood Group PSN in 2013. Our US onshore business is
showing strong growth, led by performance in the shale regions where we are
seeing a good contribution from the Duval and Mitchells acquisitions made in
2012. Offshore US, we secured operations & maintenance work for Hess in the
Gulf of Mexico, an important award in the emerging deepwater production support
market.
The North Sea represents around 40% of revenue, and continues to see robust
activity levels. We secured a number of contract renewals in the period with
customers including CNR, Conoco Phillips, Nexen, Teekay and Total which
reinforce our position as the leading operations management provider in the
region. We also renewed our duty holder contract with Ithaca Energy for the
Beatrice platforms and Nigg terminal, our first "life of asset" contract
covering operations through to decommissioning. In July, we acquired Pyeroy,
marking a strategic move into specialist coatings and fabric maintenance
services which are particularly relevant for extending asset lives.
Internationally, we were recently awarded the brownfield engineering and
procurement support work for ExxonMobil's operations in Papua New Guinea,
expected to create around 500 jobs. We also secured commissioning work with
Shell for the Manjoon field in Southern Iraq. In Oman, as anticipated, we have
seen underlying losses reduce, and are working to deliver operational
efficiency and cost reductions initiatives required to achieve profit.
Outlook
Wood Group PSN is expected to generate good growth in 2013, benefitting from
strong performance in the US led by our activities in the shale regions,
together with recovery in Oman. Looking ahead, we have an established leading
position in the North Sea market, and see further opportunities in the US,
including in the shale regions, and internationally.
Wood Group GTS
We are a leading independent provider of rotating equipment services and
solutions for clients in the power and oil & gas markets. These services
include facility operations & maintenance, repair & overhaul of gas turbines
and other rotating equipment, power plant engineering, procurement &
construction and construction management services to owners of power generation
facilities.
Interim Interim
Jun 2013 Jun 2012 %
$m $m Change
Revenue 550.8 700.0 (21.3)%
EBITA 40.6 38.1 6.6%
EBITA margin 7.4% 5.4% 2.0pts
People 3,600 3,700 (3)%
Revenue decreased by 21%, reflecting the anticipated reduction in Power
Solutions. EBITA increased by 7%, due to improved margins in Maintenance.
Maintenance revenue was broadly in line with the first half of 2012 and
benefited from strength in oil and gas related work. Engine overhaul deferrals
from the first quarter began to come through towards the end of the half, which
contributed to our aero derivative joint ventures performing in line with H1
2012 overall. Elsewhere in Maintenance we saw improved performance due to cost
reduction initiatives, particularly in our power plant services business.
In Power Solutions, revenues were down to around $150m as expected which
reflects the completion of GWF and the later stage of Dorad. The NRG and
Pasadena contracts have progressed well and made a good contribution to EBITA,
although this was offset by the recognition of increased costs on Dorad. The
Dorad contract is scheduled for completion around the year end, and we remain
confident that we will soon finalise change orders which should benefit the
full year position. We also reached final agreement on the outstanding change
orders on GWF, which resulted in a strong EBITA contribution from the project
overall.
Outlook
In Wood Group GTS we anticipate that 2013 EBITA will be slightly ahead of 2012,
with the expected lower contribution from Power Solutions being offset by the
successful delivery of planned performance improvements in Maintenance. We
continue to pursue a number of smaller opportunities in Power Solutions, some
of which have reached conditional agreement and should contribute to 2014.
Financial Review
Trading performance
Interim Interim Full Year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Revenue from continuing operations 3,447.1 3,346.3 6,821.3
EBITA from continuing operations 243.2 205.1 461.1
EBITA margin from continuing operations 7.1% 6.1% 6.8%
Amortisation (48.8) (39.0) (85.5)
Operating profit from continuing 194.4 166.1 375.6
operations before exceptional items
Net finance expense (7.8) (6.1) (12.9)
Profit from continuing operations before 186.6 160.0 362.7
tax and exceptional items
Taxation on continuing operations before (51.3) (46.4) (103.9)
exceptional items
Profit for the period from continuing 135.3 113.6 258.8
operations before exceptional items
(Loss)/profit from discontinued - (1.1) (1.2)
operations, net of tax
Profit for the period before exceptional 135.3 112.5 257.6
items
Exceptional items, net of tax 26.6 10.2 0.6
Profit for the period 161.9 122.7 258.2
Basic EPS (cents) 43.5c 33.9c 71.4c
Adjusted diluted EPS (cents) 44.5c 37.4c 85.2c
The review of our trading performance is contained within the Divisional
commentary above.
Financial performance
The financial performance of the Group on a pro forma constant currency basis
is shown below. The 2012 results have been restated to include the results of
acquisitions made in 2012 as if they had been acquired on 1 January 2012 and
also to apply the average exchange rates used to translate the 2013 results.
Unaudited Interim Interim Interim Interim
Jun 2013 Jun 2013 Jun 2012 Jun 2012
Revenue EBITA Revenue EBITA
$m $m $m $m
Wood Group Engineering 982.6 119.8 875.9 104.6
Wood Group PSN 1,913.7 111.1 1,864.5 106.5
Wood Group GTS 550.8 40.6 702.9 38.6
Central costs (28.3) (27.3)
Pro forma 3,447.1 243.2 3,443.3 222.4
Acquisitions (68.4) (15.3)
Constant currency (28.6) (2.0)
Continuing operations as 3,447.1 243.2 3,346.3 205.1
reported
Amortisation
The amortisation charge for the half year of $48.8m (2012: $39.0m) includes
$28.3m (2012: $27.4m) of amortisation relating to intangible assets arising
from acquisitions, of which $19.6m (2012: $23.1m) is in relation to the PSN
acquisition. We currently anticipate that the amortisation charge for the full
year will be around $95m.
Net finance expense
Net finance expense from continuing operations is analysed further below.
Interim Interim Full year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Interest on debt 4.2 4.8 9.8
Non utilisation fees 0.9 0.8 1.4
Non-cash charges on pension and 2.6 0.7 1.8
deferred consideration
Bank fees and charges 0.7 0.7 1.4
Total finance expense from 8.4 7.0 14.4
continuing operations
Finance income (0.6) (0.9) (1.5)
Net finance expense from continuing 7.8 6.1 12.9
operations
Interest cover4, based on EBITA from continuing operations, was 31.2 times
(June 2012: 33.6 times).
Exceptional items
Interim Interim Full year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Lease termination income (15.3) - -
Integration and restructuring - - 14.6
charges
Impairment of goodwill - - 1.9
Bad debt (recoveries)/write offs (2.0) 9.3 10.0
Gain on divestment (14.0) (21.2) (27.2)
Total exceptional items pre-tax (31.3) (11.9) (0.7)
Tax on exceptional items 4.7 1.7 0.1
Total exceptional items net of tax (26.6) (10.2) (0.6)
An exceptional credit of $15.3m has been recorded in the period in respect of a
one-off compensation payment received by the Group for vacating sub-let office
space.
A credit of $2.0m has been recorded in respect of cash recovered against bad
debt write offs treated as exceptional charges in previous periods.
In the first half the provision for warranty claims in relation to the sale of
a business in prior years was reduced by $14.0m, following a reassessment of
the likelihood of claims being made in respect of certain matters.
Taxation
The effective tax rate on continuing operations before exceptional items was
27.5% (June 2012: 29.0%).
Interim Interim Full year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Profit from continuing operations 186.6 160.0 362.7
before tax (pre-exceptional items)
Tax charge (pre-exceptional items) 51.3 46.4 103.9
Effective tax rate on continuing 27.5% 29.0% 28.6%
operations (pre-exceptional items)
Earnings per share
Adjusted diluted EPS for the six months to 30 June 2013 increased by 19% to
44.5 cents per share, due to growth in EBITA from continuing operations. The
average number of fully diluted shares used in the EPS calculation for the
period was 374.7m (June 2012: 371.4m) and the closing balance was 374.9m.
Reconciliation of number of fully diluted shares
(All figures are in million shares) Weighted
average
2013
Ordinary shares 373.2
Shares held by employee share trusts (9.6)
Basic shares for EPS purposes 363.6
Effect of dilutive shares 11.1
Fully diluted shares for EPS purposes 374.7
Dividend
An interim dividend of 7.1 cents per share (2012: 5.7 cents) has been declared
which will be paid on 26 September 2013.
Summary Balance Sheet
Interim Interim Full year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Non-current assets 2,064.4 1,880.7 2,131.8
Current assets 2,194.9 2,101.5 2,029.3
Current liabilities (1,381.2) (1,412.5) (1,303.4)
Net current assets 813.7 689.0 725.9
Non-current liabilities (609.0) (494.6) (622.4)
Net assets 2,269.1 2,075.1 2,235.3
Equity attributable to owners of 2,260.5 2,066.6 2,227.1
the parent
Non-controlling interests 8.6 8.5 8.2
Total equity 2,269.1 2,075.1 2,235.3
The increase in net current assets since December 2012 is due primarily to the
increase in working capital in the period.
Capital efficiency
The continuing Group's Return on Capital Employed ("ROCE")5 increased from
17.8% at 30 June 2012 to 18.1% as a result of the increased profit in the
period.
Cash flow and net debt
Interim Interim Full year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Opening net debt (154.5) (3.9) (3.9)
Cash generated from operations pre 281.5 226.7 520.1
working capital
Working capital movements (148.3) (172.9) (192.9)
Cash generated from operations 133.2 53.8 327.2
Acquisitions, capex and (81.5) (71.4) (315.9)
intangibles
Disposals - 38.4 40.6
Tax paid (55.8) (84.9) (134.7)
Interest, dividends and other (59.1) (39.4) (67.8)
Increase in net debt (63.2) (103.5) (150.6)
Closing net debt (217.7) (107.4) (154.5)
Throughout the period the Group has maintained a level of debt as set out
below.
Interim Interim Full Year
Jun 2013 Jun 2012 Dec 2012
$m $m $m
Average net debt 221.6 127.7 140.7
Average gross debt 391.8 323.9 356.5
Closing net debt 217.7 107.4 154.5
Closing gross debt 372.7 287.5 326.8
Cash generated from operations pre-working capital increased by $54.8m to
$281.5m and post-working capital increased by $79.4m to $133.2m. The working
capital outflow of $148.3m in the first half of 2013 was primarily due to
increased receivables in the Engineering division and higher GTS inventory.
$16.6m was paid in relation to acquisitions made in the period (2012: $26.0m).
$4.6m relates to the acquisition of Intetech Limited, a technical and
engineering consultancy based in north-west England and $12.0m relates to
payments made in respect of companies acquired in prior periods.
In early July, the Group acquired Pyeroy, a company based in the north-east of
England which provides specialist coatings, access and fabric maintenance
services to the oil & gas and other industries.
Payments for capex and intangible assets increased to $64.9m (2012: $45.4m).
Tax payments in the period totalled $55.8m (2012: $84.9m) and interest,
dividends and other amounted to $59.1m (2012: $39.4m). The reduction in tax
paid from 2012 relates to payments made in the prior year in respect of the
gains made on the disposal of the Well Support business in 2011.
Principal risks and uncertainties
The principal risks and uncertainties facing the Group in the second half of
2013 that could lead to a significant loss of reputation or could impact on the
performance of the Group, along with our approach to managing and mitigating
these risks, remain broadly unchanged from those described in the Group's 2012
Annual Report.
The key risks are in the following areas:
Safety excellence and process assurance
Delivering expected operational performance
An internal or external event leading to a breakdown in our financial controls
An environmental incident
Inappropriate pricing, contract terms, or failure to comply with contract terms
A substantial ethical breach or non-compliance with laws
The availability of appropriately skilled personnel
A cyclical downturn or prolonged recession
The mitigating factors set out in the 2012 Annual Report are designed to
reduce, but cannot be relied upon to eliminate, the risk areas identified. For
further details on the management of risk and the principal risks and
uncertainties see pages 18, 19 and 31 of the Group's 2012 Annual Report.
***********************
Footnotes
1 EBITA from continuing operations represents operating profit from continuing
operations pre-exceptional items of $194.4m (2012: $166.1m) before the
deduction of amortisation of $48.8m (2012: $39.0m) and is provided as it is a
key unit of measurement used by the Group in the management of its business.
2 Adjusted diluted earnings per share ("AEPS") is calculated by dividing
earnings before exceptional items and amortisation, net of tax, by the weighted
average number of ordinary shares in issue during the period, excluding shares
held by the Group's employee share ownership trusts and adjusted to assume
conversion of all potentially dilutive ordinary shares.
3 Number of people includes both employees and contractors at 30 June 2013.
4 Interest cover is EBITA from continuing operations divided by the net finance
charge from continuing operations.
5 Return of Capital Employed ("ROCE") is EBITA divided by average capital
employed.
John Wood Group PLC
Interim Financial Statements 2013
John Wood Group PLC
Group income statement
for the six month period to 30 June 2013
Unaudited Interim June 2013 Unaudited Interim June 2012 Audited Full Year December 2012
Pre- Exceptional Pre- Exceptional Pre- Exceptional
exceptional items Total exceptional items exceptional items
items (note 3) items (note 3) Total items (note 3) Total
Note $m $m $m $m $m $m $m $m $m
Revenue from
continuing
operations 2 3,447.1 - 3,447.1 3,346.3 - 3,346.3 6,821.3 - 6,821.3
Cost of sales (2,896.1) - (2,896.1) (2,825.3) - (2,825.3) (5,702.6) - (5,702.6)
Gross profit 551.0 - 551.0 521.0 - 521.0 1,118.7 - 1,118.7
Administrative
expenses (356.6) 17.3 (339.3) (354.9) (9.3) (364.2) (743.1) (26.5) (769.6)
Operating
profit 2 194.4 17.3 211.7 166.1 (9.3) 156.8 375.6 (26.5) 349.1
Finance income 0.6 - 0.6 0.9 - 0.9 1.5 - 1.5
Finance expense (8.4) - (8.4) (7.0) - (7.0) (14.4) - (14.4)
Profit before
taxation from
continuing
operations 186.6 17.3 203.9 160.0 (9.3) 150.7 362.7 (26.5) 336.2
Taxation 7 (51.3) (4.7) (56.0) (46.4) 3.9 (42.5) (103.9) 4.1 (99.8)
Profit for the
period from
continuing
operations 135.3 12.6 147.9 113.6 (5.4) 108.2 258.8 (22.4) 236.4
Profit/(loss)
from
discontinued
operations
net of tax - 14.0 14.0 (1.1) 15.6 14.5 (1.2) 23.0 21.8
Profit for
the period 135.3 26.6 161.9 112.5 10.2 122.7 257.6 0.6 258.2
Profit
attributable to:
Owners of
the parent 131.5 26.6 158.1 111.3 10.2 121.5 256.4 0.6 257.0
Non-controlling
interests 3.8 - 3.8 1.2 - 1.2 1.2 - 1.2
135.3 26.6 161.9 112.5 10.2 122.7 257.6 0.6 258.2
Earnings
per share
(expressed
in cents
per share)
Basic 6 36.2 7.3 43.5 31.0 2.9 33.9 71.2 0.2 71.4
Diluted 6 35.1 7.1 42.2 30.0 2.7 32.7 68.8 0.2 69.0
The income statements for June 2012 and December 2012 have been restated to reflect reclassifications of $47.9m and
$83.0m respectively from administrative expenses to cost of sales.
The notes on pages 6 to 10 are an integral part of the interim financial statements
John Wood Group PLC
Group statement of comprehensive income
for the six month period to 30 June 2013
Unaudited Unaudited Audited
Interim Interim Full Year
June June December
2013 2012 2012
$m $m $m
Profit for the period 161.9 122.7 258.2
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurement of retirement benefit obligations - - (8.5)
Movement in deferred tax relating to retirement benefit obligations - - 2.1
Total items that will not be reclassified to profit or loss - - (6.4)
Items that may be reclassified subsequently to profit or loss
Net exchange movements on retranslation of foreign currency net assets (95.2) 2.1 41.3
Net exchange movements on retranslation of non-controlling interests (0.6) - 0.1
Cash flow hedges 0.6 0.4 3.7
Total items that may be reclassified subsequently to profit or loss (95.2) 2.5 45.1
Other comprehensive (expense)/ income for the period, net of tax (95.2) 2.5 38.7
Total comprehensive income for the period 66.7 125.2 296.9
Total comprehensive income for the period is attributable to:
Owners of the parent 63.5 124.0 295.6
Non-controlling interests 3.2 1.2 1.3
66.7 125.2 296.9
Exchange movements on the retranslation of foreign currency net assets would only be reclassified
through profit or loss in the event of the disposal of a business.
The notes on pages 6 to 10 are an integral part of the interim financial statements.
John Wood Group PLC
Group balance sheet
as at 30 June 2013
Unaudited Unaudited Audited
Interim Interim Full Year
June June December
2013 2012 2012
Note $m $m $m
Assets
Non-current assets
Goodwill and other intangible assets 1,756.7 1,606.0 1,839.1
Property plant and equipment 206.1 161.8 198.6
Long term receivables 62.0 48.5 54.7
Deferred tax assets 39.6 64.4 39.4
2,064.4 1,880.7 2,131.8
Current assets
Inventories 469.3 435.9 439.5
Trade and other receivables 1,536.3 1,446.9 1,392.5
Income tax receivable 34.3 38.6 25.0
Cash and cash equivalents 11 155.0 180.1 172.3
2,194.9 2,101.5 2,029.3
Liabilities
Current liabilities
Borrowings 11 50.3 56.2 45.3
Trade and other payables 1,210.7 1,242.8 1,155.8
Income tax liabilities 120.2 113.5 102.3
1,381.2 1,412.5 1,303.4
Net current assets 813.7 689.0 725.9
Non-current liabilities
Borrowings 11 322.4 231.3 281.5
Deferred tax liabilities 6.4 4.3 9.4
Retirement benefit obligations 8 52.3 47.3 55.0
Other non-current liabilities 141.6 121.5 163.7
Provisions 86.3 90.2 112.8
609.0 494.6 622.4
Net assets 2,269.1 2,075.1 2,235.3
Equity attributable to owners of the parent
Share capital 23.5 23.4 23.5
Share premium 54.3 8.1 54.3
Retained earnings 1,768.7 1,569.0 1,640.7
Other reserves 414.0 466.1 508.6
2,260.5 2,066.6 2,227.1
Non-controlling interests 8.6 8.5 8.2
Total equity 2,269.1 2,075.1 2,235.3
The balance sheet at December 2012 has been restated to reflect a reclassification
of $32.2m from trade and other payables to provisions.
The notes on pages 6 to 10 are an integral part of the interim financial statements.
John Wood Group PLC
Group statement of changes in equity
for the six month period to 30 June 2013
Equity
attributable Non-
Share Share Retained Other to owners of controlling Total
capital premium earnings reserves the parent interests equity
Note $m $m $m $m $m $m $m
At 1 January 2012 23.4 7.7 1,469.8 463.6 1,964.5 10.0 1,974.5
Profit for the period - - 121.5 - 121.5 1.2 122.7
Other comprehensive income:
Cash flow hedges - - - 0.4 0.4 - 0.4
Net exchange movements
on retranslation of foreign
currency net assets - - - 2.1 2.1 - 2.1
Total comprehensive
income for the period - - 121.5 2.5 124.0 1.2 125.2
Transactions with owners:
Dividends paid 4 - - (34.6) - (34.6) (0.8) (35.4)
Credit relating to share
based charges 12 - - 9.2 - 9.2 - 9.2
Shares disposed of by
employee share trusts - - 4.5 - 4.5 - 4.5
Exchange movements in
respect of shares held by
employee share trusts - - (1.0) - (1.0) - (1.0)
Adjustment relating to
options exercised
undershare symmetry
scheme - 0.4 (0.4) - - - -
Transactions with
non-controlling interests - - - - - (1.9) (1.9)
At 30 June 2012 23.4 8.1 1,569.0 466.1 2,066.6 8.5 2,075.1
At 1 January 2013 23.5 54.3 1,640.7 508.6 2,227.1 8.2 2,235.3
Profit for the period - - 158.1 - 158.1 3.8 161.9
Other comprehensive income:
Cash flow hedges - - - 0.6 0.6 - 0.6
Net exchange movements
on retranslation of foreign
currency net assets - - - (95.2) (95.2) (0.6) (95.8)
Total comprehensive - - 158.1 (94.6) 63.5 3.2 66.7
income for the period
Transactions with owners:
Dividends paid 4 - - (41.4) - (41.4) (2.8) (44.2)
Credit relating to share
based charges 12 - - 11.4 - 11.4 - 11.4
Shares purchased by
employee share trusts - - (12.7) - (12.7) - (12.7)
Shares disposed of by
employee share trusts - - 5.7 - 5.7 - 5.7
Exchange movements in
respect of shares held by
employee share trusts - - 7.7 - 7.7 - 7.7
Transactions with
non-controlling interests - - (0.8) - (0.8) - (0.8)
At 30 June 2013 23.5 54.3 1,768.7 414.0 2,260.5 8.6 2,269.1
The figures presented in the above tables are unaudited.
Other reserves include the capital redemption reserve, capital reduction reserve, currency
translation reserve and the hedging reserve.
The notes on pages 6 to 10 are an integral part of the interim financial statements.
John Wood Group PLC
Group cash flow statement
for the six month period to 30 June 2013
Unaudited Unaudited Audited
Interim Interim Full Year
June June Dec
2013 2012 2012
Note $m $m $m
Cash generated from operations 10 133.2 53.8 327.2
Tax paid (55.8) (84.9) (134.7)
Net cash from/(used in) operating activities 77.4 (31.1) 192.5
Cash flows from investing activities
Acquisition of subsidiaries (net of cash and
borrowings acquired) 5 (16.6) (26.0) (188.7)
Proceeds from divestment of subsidiaries
(net of cash and borrowings divested and
divestment costs) - 38.4 40.6
Purchase of property plant and equipment (38.9) (30.7) (69.4)
Proceeds from sale of property plant and
equipment 1.0 - 0.4
Purchase of intangible assets (26.0) (14.7) (57.8)
Net cash used in investing activities (80.5) (33.0) (274.9)
Cash flows from financing activities
Proceeds from bank loans 59.0 57.9 89.0
Return of cash to shareholders - (7.7) (7.7)
Purchase of shares by employee share trusts (12.7) - -
Disposal of shares by employee share trusts 5.7 4.5 6.5
Interest received 0.6 0.9 1.5
Interest paid (13.6) (5.4) (11.3)
Dividends paid to shareholders 4 (41.4) (34.6) (55.2)
Dividends paid to non-controlling interests (2.8) (0.8) (1.2)
Net cash (used in)/from financing activities (5.2) 14.8 21.6
Net decrease in cash and cash equivalents (8.3) (49.3) (60.8)
Effect of exchange rate changes on cash and
cash equivalents (9.0) 2.8 6.5
Opening cash and cash equivalents 172.3 226.6 226.6
Closing cash and cash equivalents 155.0 180.1 172.3
The notes on pages 6 to 10 are an integral part of the interim financial statements.
John Wood Group PLC
Notes to the interim financial statements
for the six month period to 30 June 2013
1. Basis of preparation
The interim report and financial statements for the six months ended 30 June
2013 have 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 interim report and financial
statements should be read in conjunction with the Group's 2012 Annual Report
and Accounts which have been prepared in accordance with IFRSs as adopted by
the European Union.
The interim report and financial statements have been prepared on the basis of
the accounting policies set out in the Group's 2012 Annual Report and Accounts
and those new standards discussed below which are applicable from 1 January
2013. The interim report and financial statements do not comprise statutory
accounts within the meaning of section 434 of the Companies Act 2006. The
interim financial statements were approved by the Board of Directors on 19
August 2013. The results for the six months to 30 June 2013 and the
comparative results for six months to 30 June 2012 are unaudited. The
comparative figures for the year ended 31 December 2012 do not constitute the
statutory financial statements for that year. Those financial statements have
been delivered to the Registrar of Companies and include the auditor's report
which was unqualified and did not contain any statement under Section 498 of
the Companies Act 2006.
In preparing these interim financial statements, the significant judgements
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 December 2012.
After making enquiries, the directors have a reasonable expectation that the
Group has adequate resources to continue in operational existence for the
foreseeable future.
The Group therefore continues to adopt the going concern basis in preparing
the consolidated interim financial statements.
Functional currency
The Group's earnings stream is primarily US dollars and the principal
functional currency is the US dollar, being the most representative currency
of the Group. The Group's financial statements are therefore prepared in US
dollars.
The following exchange rates have been used in the preparation of these
accounts:
June 2013 June 2012
Average rate £1 = $ 1.5467 1.5752
Closing rate £1 = $ 1.5167 1.5685
Disclosure of impact of new and future accounting standards
(a) Amended standards and interpretations
The following revisions and amendments to standards and
interpretations are mandatory as of 1 January 2013:
- IAS 1 (amended 2012) `Financial statement presentation'
- IAS 19 (revised 2011) `Employee benefits'
- IAS 34 (amended 2012) `Interim financial reporting'
- IFRS 13 (amended 2012) `Fair value measurement'
The amendments to IAS 1 relate to other comprehensive income. The main change
resulting from these amendments is a requirement for entities to group items
presented in `other comprehensive income' (OCI) on the basis of whether they
will be potentially reclassified to profit or loss in subsequent periods. The
amendments do not address which items are presented in OCI.
The revision to IAS 19 does not have a material impact on the
financial statements. The revision has been adopted in the current period and
has resulted in an increase in net finance expense in the income statement. As
the impact of this revision is not material in both the current and prior
period, no restatement of the comparative information has been made.
IFRS 13 measurement and disclosure requirements are applicable for periods
commencing from January 2013, and IAS 34 has been amended to take account of
this. The Group has included the disclosures required by IAS 34 para 16A(j).
Please refer to note 13.
(b) Standards, amendments and interpretations to existing standards
that are not yet effective and have not been early adopted by the Group
The following relevant standards and amendments and interpretations
to existing standards have been published and are mandatory for the Group's
accounting periods beginning on or after 1 January 2014 or later periods, but
the Group has not early adopted them:
- IFRS 10 `Consolidated financial statements'
- IFRS 11 `Joint arrangements'
- IFRS 12 `Disclosure of interests in other entities'
The Group currently accounts for its interests in joint ventures using
proportional consolidation. IFRS 11 does not permit proportional consolidation
and therefore from 1 January 2014, for all periods presented, the Group will
account for its interests in joint ventures using equity accounting. The use
of equity accounting will have no impact on Group profit for the year or
earnings per share, but will impact the presentation of the Group's interests
in joint ventures in the income statement and in the balance sheet.
John Wood Group PLC
Notes to the interim financial statements
for the six month period to 30 June 2013
2. Segmental reporting
The segment information provided to the Chief Operating Decision Maker for the
reportable operating segments for the period included the following:
Reportable operating segments
Revenue EBITDA (1) EBITA (1) Operating profit
Unaudited Unaudited Audited Unaudited Unaudited Audited Unaudited Unaudited Audited Unaudited Unaudited Audited
Interim Interim Full Interim Interim Full Interim Interim Full Interim Interim Full
June June Year June June Year June June Year June June Year
2013 2012 2012 2013 2012 2012 2013 2012 2012 2013 2012 2012
$m $m $m $m $m $m $m $m $m $m $m $m
Wood
Group
Engineering 982.6 872.2 1,787.3 126.7 109.0 231.2 119.8 104.1 220.0 121.8 87.4 187.8
Wood
Group
PSN 1,913.7 1,774.1 3,690.7 119.4 96.0 219.9 111.1 90.0 205.0 83.2 63.8 146.1
Wood
Group
GTS 550.8 700.0 1,343.3 48.4 45.1 102.4 40.6 38.1 88.6 36.1 33.5 69.5
Central
costs (2) - - - (26.4) (25.6) (48.9) (28.3) (27.1) (52.5) (29.4) (27.9) (54.3)
Total
continuing
operations 3,447.1 3,346.3 6,821.3 268.1 224.5 504.6 243.2 205.1 461.1 211.7 156.8 349.1
Finance
income 0.6 0.9 1.5
Finance
expense (8.4) (7.0) (14.4)
Profit
before
taxation
from
continuing
operations 203.9 150.7 336.2
Taxation (56.0) (42.5) (99.8)
Profit for
the period
from
continuing
operations 147.9 108.2 236.4
Profit from
discontinued
operations
net of tax 14.0 14.5 21.8
Profit for
the period 161.9 122.7 258.2
Notes
1. Total continuing EBITDA represents operating profit of $211.7m (2012:
$156.8m) before the charge for continuing depreciation of property, plant and
equipment of $24.9m (2012: $19.4m), amortisation of $48.8m (2012: $39.0m) and
continuing exceptional credits of $17.3m (2012: charge of $9.3m). EBITA
represents EBITDA less depreciation. EBITA and EBITDA are provided as they are
units of measurement used by the Group in the management of its business.
2. Central costs include the costs of certain management personnel in both the
UK and the US, along with an element of Group infrastructure costs.
3. Revenue arising from sales between segments is not material.
John Wood Group PLC
Notes to the interim financial statements
for the six month period to 30 June 2013
2. Segmental reporting (continued)
Segment assets Unaudited Unaudited Audited
Interim Interim Full Year
June 2013 June 2012 December 2012
$m $m $m
Wood Group Engineering 944.9 829.9 807.2
Wood Group PSN 2,129.3 1,987.9 2,203.9
Wood Group GTS 1,073.0 996.3 1,034.2
Unallocated 112.1 168.1 115.8
4,259.3 3,982.2 4,161.1
Unallocated segment assets includes cash, income tax and deferred tax balances.
3. Exceptional items
Unaudited Unaudited Audited
Interim Interim Full Year
June 2013 June 2012 December 2012
$m $m $m
Exceptional items included in continuing operations
Lease termination income (15.3) - -
Integration and restructuring charges - - 14.6
Impairment of goodwill - - 1.9
Bad debt (recoveries)/write offs (2.0) 9.3 10.0
(17.3) 9.3 26.5
Taxation 4.7 (3.9) (4.1)
Continuing operations exceptional items, net of tax (12.6) 5.4 22.4
Exceptional items included in discontinued operations
Gain on divestment - Well Support (14.0) (21.2) (27.2)
Taxation - 5.6 4.2
Discontinued operations exceptional items, net of tax (14.0) (15.6) (23.0)
Total exceptional items, net of tax (26.6) (10.2) (0.6)
An exceptional credit of $15.3m has been recorded in the period in respect of a one-off
compensation payment received by the Group for vacating sub-let office space.
A credit of $2.0m has been recorded in respect of cash recovered against bad
debt write offs treated as exceptional charges in previous periods.
In the first half the provision for warranty claims in relation to the sale of
a business in prior years was reduced by $14.0m, following a reassessment of
the likelihood of claims being made in respect of certain matters.
For further details of the 2012 exceptional items please see the 2012 Annual
Report and Accounts.
4. Dividends
Unaudited Unaudited Audited
Interim Interim Full Year
June 2013 June 2012 December 2012
$m $m $m
Dividends on ordinary shares
Final paid 41.4 34.6 34.6
Interim paid - - 20.6
Total dividends 41.4 34.6 55.2
After the balance sheet date, the directors declared an interim dividend of
7.1 cents per share (2012: 5.7 cents) which will be paid on 26 September
2013. The interim financial statements do not reflect the interim dividend,
which will be recognised in equity attributable to owners of the parent as an
appropriation of retained earnings in the financial statements for the year
ended 31 December 2013.
John Wood Group PLC
Notes to the interim financial statements
for the six month period to 30 June 2013
5. Acquisitions
In May 2013, the Group acquired Intetech Limited, a technical and engineering
consultancy based in Chester, England for an initial consideration of $4.6m
(net of $2.4m cash acquired). Contingent consideration of $5.5m has been
provided. Net assets acquired amounted to $5.1m with goodwill of $7.4m being
recorded on the acquisition.
Contingent consideration payments amounting to $12.0m were made during the
period in relation to acquisitions completed in previous years.
6. Earnings per share
Unaudited Interim Unaudited Interim Audited Full Year
June 2013 June 2012 December 2012
Earnings Earnings Earnings
attributable Number Earnings attributable Number Earnings attributable Earnings
to equity of per to equity of per to equity Number of per
shareholders shares share shareholders shares share shareholders shares share
($m) (millions) (cents) ($m) (millions) (cents) ($m) (millions) (cents)
Basic pre-exceptional 131.5 363.6 36.2 111.3 358.7 31.0 256.4 360.0 71.2
Exceptional items,
net of tax 26.6 - 7.3 10.2 - 2.9 0.6 - 0.2
Basic 158.1 363.6 43.5 121.5 358.7 33.9 257.0 360.0 71.4
Effect of dilutive
ordinary shares - 11.1 (1.3) - 12.7 (1.2) - 12.6 (2.4)
Diluted 158.1 374.7 42.2 121.5 371.4 32.7 257.0 372.6 69.0
Exceptional items,
net of tax (26.6) - (7.1) (10.2) - (2.7) (0.6) - (0.2)
Diluted pre-
exceptional items 131.5 374.7 35.1 111.3 371.4 30.0 256.4 372.6 68.8
Amortisation, -
net of tax 35.4 9.4 27.7 - 7.4 61.0 - 16.4
Adjusted diluted 166.9 374.7 44.5 139.0 371.4 37.4 317.4 372.6 85.2
Adjusted basic 166.9 363.6 45.9 139.0 358.7 38.8 317.4 360.0 88.2
Basic discontinued earnings per share for the period is 3.9 cents (2012: 4.0 cents) and diluted discontinued
earnings per share is 3.7 cents (2012: 3.9 cents).
The calculation of basic earnings per share (`EPS') is based on the earnings
attributable to equity shareholders divided by the weighted average number of
ordinary shares in issue during the period, excluding shares held by the
Group's employee share trusts. For the calculation of diluted EPS, the
weighted average number of ordinary shares in issue is adjusted to assume
conversion of all potentially dilutive ordinary shares. The Group has two
types of dilutive ordinary shares - share options granted to employees under
Employee Share Option Schemes, the Long Term Retention Plan and the 2013 Long
Term Plan; and shares issuable under the Group's Long Term Incentive Plan.
Adjusted basic and adjusted diluted EPS are disclosed to show the results
excluding the impact of exceptional items and amortisation, net of tax.
7. Taxation
The taxation charge for the six months ended 30 June 2013 reflects an
anticipated effective rate of 27.5% on continuing profit before taxation and
exceptional items for the year ending 31 December 2013 (June 2012 : 29.0%).
Legislation to reduce the main rate of UK corporation tax from 24% to 23% from
1 April 2013 was included in the Finance Act 2012. Further reductions to the
main rate were announced in the 2012 Autumn Statement and the March 2013
Budget Statement to reduce the rate to 21% from 1 April 2014 and to 20% from 1
April 2015. These further changes had not been substantively enacted at the
balance sheet date and, therefore, are not reflected in these financial
statements.
8. Retirement benefit obligations
No interim revaluation of the pension liability has been carried out at 30
June 2013 and accordingly there is no actuarial gain/loss in the Group
statement of comprehensive income. The figures for gains and losses for the
full year together with the surplus/deficit at the year end will be presented
in the 2013 Annual Report and Accounts.
9. Related party transactions
The following transactions were carried out with the Group's joint ventures in
the six months to 30 June. These transactions comprise sales and purchase of
goods and services in the ordinary course of business. The receivables include
loans to certain joint venture companies.
Unaudited Unaudited Audited
Interim Interim Full Year
June 2013 June 2012 December 2012
$m $m $m
Sales of goods and services to joint ventures 13.4 15.5 35.5
Purchase of goods and services from joint ventures 4.0 9.5 33.3
Receivables from joint ventures 73.8 58.5 83.1
Payables to joint ventures 2.4 11.7 20.8
John Wood Group PLC
Notes to the interim financial statements
for the six month period to 30 June 2013
10. Cash generated from operations
Unaudited Unaudited Audited
Interim Interim Full Year
June June December
2013 2012 2012
$m $m $m
Reconciliation of operating profit to cash
generated from operations:
Operating profit from continuing operations 211.7 156.8 349.1
Operating loss from discontinued operations - (2.0) (2.0)
Adjustments for:
Depreciation 24.9 19.7 43.8
Loss on disposal of property plant and equipment 1.2 0.1 1.3
Amortisation of intangible assets 48.8 39.0 85.5
Share based charges 14.2 11.7 26.2
Decrease in provisions (11.0) (2.7) (8.1)
Exceptional items - non-cash impact - 9.3 26.0
Changes in working capital (excluding effect
of acquisition and divestment of subsidiaries)
Increase in inventories (35.1) (31.2) (43.7)
Increase in receivables (191.0) (133.4) (50.1)
Increase/(decrease) in payables 77.8 (8.3) (99.1)
Exchange movements (8.3) (5.2) (1.7)
Cash generated from operations 133.2 53.8 327.2
11. Reconciliation of cash flow to movement in net debt
At 1
January Exchange At 30 June
2013 Cash flow movements 2013
$m $m $m $m
Cash and cash equivalents 172.3 (8.3) (9.0) 155.0
Short term borrowings (45.3) (10.3) 5.3 (50.3)
Long term borrowings (281.5) (48.7) 7.8 (322.4)
Net debt (154.5) (67.3) 4.1 (217.7)
12. Share based charges
Share based charges for the period of $14.2m (2012: $11.7m) relate to options
granted under the Group's executive share option schemes and awards under the
Long Term Incentive Plan, the Long Term Plan and the Long Term Cash Incentive
Plan (`LTCIP'). The charge is included in administrative expenses in the
income statement. The liability of $2.8m in respect of the LTCIP is included
in non-current liabilities with the balance of the charge, $11.4m being
credited to equity.
13. Fair value of non-derivative financial assets and financial liabilities
The fair value of short-term borrowings, trade and other payables, trade and
other receivables, short-term deposits and cash at bank and in hand
approximates to the carrying amount because of the short maturity of interest
rates in respect of these instruments. Drawdowns under long-term bank
facilities are for periods of three months or less and as a result, book value
and fair value are considered to be the same.
Details of derivative financial instruments are not disclosed in the financial
statements as they are not material.
14. Capital commitments
At 30 June 2013 the Group had entered into contracts for future
capital expenditure amounting to $12.3m. The capital expenditure relates to
property plant and equipment and has not been provided in the financial
statements.
15. Contingent liabilities
From time to time, the Group is notified of claims in respect of work carried
out. Where management believes we are in a strong position to defend these
claims no provision is made. In addition, the Group is currently cooperating
in an investigation into a facility where it previously provided services,
however management do not believe that it is probable that any material
liability will arise from this matter.
16. Post balance sheet events
On 2 July 2013, the Group acquired Pyeroy Group Limited, a company based in
Gateshead, England which provides specialist coatings, access and fabric
maintenance services to the oil and gas and other industries. The initial
consideration for Pyeroy was £44.8m ($67.9m).
Statement of directors' responsibilities
for the six month period to 30 June 2013
The directors confirm that the interim financial statements have
been prepared in accordance with IAS 34 `Interim Financial Reporting' as
adopted by the European Union and that the interim management report includes
a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
— an indication of important events that have occurred during the first six
months and their impact on the financial statements and a description of
the principal risks and uncertainties for the remaining six months of the
financial year; and
— material related party transactions in the first six months and any
material changes in the related party transactions described in the
last annual report.
The directors of John Wood Group PLC are listed in the Group's 2012 Annual
Report and Accounts.
R Keiller
Chief Executive
A G Semple
Chief Financial Officer
19 August 2013
Independent review report
to John Wood Group PLC
for the six month period to 30 June 2013
Introduction
We have been engaged by the company to review the condensed set of financial
statements in the interim financial report for the six months ended 30 June
2013, which comprises the Group income statement, Group statement of
comprehensive income, Group balance sheet, Group statement of changes in
equity, Group cash flow statement and the related notes. We have read the
other information contained in the interim report and considered whether it
contains any apparent misstatements or material inconsistencies with the
information in the condensed set of financial statements.
Directors' responsibilities
The interim financial report is the responsibility of, and has been approved
by, the directors. The directors are responsible for preparing the interim
financial report in accordance with the Disclosure and Transparency Rules of
the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the Group are
prepared in accordance with IFRSs as adopted by the European Union. The
condensed set of financial statements included in this interim financial
report have been prepared in accordance with International Accounting Standard
34, "Interim Financial Reporting", as adopted by the European Union.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed
set of financial statements in the interim financial report based on our
review. This report, including the conclusion, has been prepared for and only
for the company for the purpose of the Disclosure and Transparency Rules of
the Financial Conduct Authority and for no other purpose. We do not, in
producing this report, accept or assume responsibility for any other purpose
or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.
Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410, `Review of Interim Financial Information
Performed by the Independent Auditor of the Entity' issued by the Auditing
Practices Board for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK and Ireland) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly,
we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the interim
financial report for the six months ended 30 June 2013 is not prepared, in all
material respects, in accordance with International Accounting Standard 34 as
adopted by the European Union and the Disclosure and Transparency Rules of the
United Kingdom's Financial Conduct Authority.
PricewaterhouseCoopers LLP
Chartered Accountants
Aberdeen
19 August 2013
Notes:
a) The maintenance and integrity of the John Wood Group PLC website is the
responsibility of the directors; the work carried out by the auditors
does not involve consideration of these matters and, accordingly, the
auditors accept no responsibility for any changes that may have occurred
to the financial statements since they were initially presented on the website.
b) Legislation in the United Kingdom governing the preparation and dissemination
of financial statements may differ from legislation in other jurisdictions.
John Wood Group PLC
Shareholder information
Payment of dividends
The Company declares its dividends in US dollars. As a result of
the shareholders being mainly UK based, dividends will be paid in sterling,
but if you would like to receive your dividend in dollars please contact the
Registrars at the address below. All shareholders will receive dividends in
sterling unless requested. If you are a UK based shareholder, the Company
encourages you to have your dividends paid through the BACS (Banker's
Automated Clearing Services) system. The benefit of the BACS payment method is
that the Registrars post the tax vouchers directly to the shareholders, whilst
the dividend is credited on the payment date to the shareholder's Bank or
Building Society account. Shareholders who have not yet arranged for their
dividends to be paid direct to their Bank or Building Society account and wish
to benefit from this service should contact the Registrars at the address
below. Sterling dividends will be translated at the closing mid-point spot
rate on 30 August 2013 as published in the Financial Times on 31 August 2013.
Officers and advisers
Secretary and Registered Office Registrars
R M B Brown Equiniti
John Wood Group PLC Aspect House
John Wood House Spencer Road
Greenwell Road Lancing
Aberdeen West SussexAB12 3AX BN99 6DA
Tel: 01224 851000 Tel: 0871 384 2649
Stockbrokers Independent Auditor
JPMorgan Cazenove Limited PricewaterhouseCoopers LLP
Credit Suisse Chartered Accountants and Statutory Auditors
32 Albyn Place
Company solicitors Aberdeen
Slaughter and May AB10 1YL
Financial calendar
6 months ended Year ending
30 June 31 December
2013 2013
Results announced 20 August 2013 Early March 2014
Ex-dividend date 28 August 2013 April 2014
Dividend record date 30 August 2013 April 2014
Dividend payment date 26 September2013 May 2014
Annual General Meeting May 2014
The Group's Investor Relations website can be accessed at www.woodgroup.com.
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