Interim Results

Carillion PLC 19 September 2000 Carillion plc 2000 interim results Construction to services group Carillion plc today announces its interim results for the first six months of 2000. Highlights * Significant successes in growth segments: New Private Finance contracts worth over £450 million New alliance contracts with Railtrack worth over £200 million £500 million facilities management contract for BT * Operating profit before exceptional items up 13% to £15.8 million * Improved margins in construction * £3.1 million profit on sale of non-core businesses * Restructuring in Crown House Engineering well under way Chairman Sir Neville Simms, says, 'Carillion made further significant progress with its strategy to deliver good quality earnings growth by developing its activities in private finance, support services and infrastructure management, while maintaining a selective approach to traditional construction and implementing prudent financial and risk management processes. 'The Board is therefore confident that Carillion's performance in the second half of the year will be in line with our expectations. Furthermore, with the outlook for the UK economy remaining positive and increasing opportunities in our chosen markets, we expect to deliver our strategy, creating a portfolio of contracts with a reducing risk profile that will generate a growing stream of more visible and predictable earnings.' For further information Carillion Chris Girling Finance Director John Denning Head of Corporate Affairs and Communications 19 September 2000 until 1200 noon City Presentation Centre 020 7628 5646 Thereafter from 3.00 pm on 01902 422431 Shandwick Bobby Leach 020 7905 2537 Juliet Clarke 020 7905 2498 CHAIRMAN'S STATEMENT In the first six months of 2000, Carillion made further significant progress with its strategy to deliver good quality earnings growth by developing its activities in private finance, support services and infrastructure management, maintaining its selective approach to traditional construction and implementing prudent financial and risk management processes. Turnover was some 6% higher at £926 million, primarily as a result of an almost three-fold increase in our Private Finance activities, partly offset by a reduction in our traditional contracting activities, consistent with our strategy to secure better quality work at sensible margins. Operating profit before exceptional operating items increased by 13% to £15.8 million, compared with the first half of 1999, with operating margins before exceptional operating items up from 1.6% to 1.7%. These increases were achieved after restructuring costs of £3.2 million to improve operational efficiency in our joint venture rail maintenance company, GTRM, and our building business. Underlying margins, therefore, moved ahead to over 2.0%. In contrast to the rest of the Group, the performance of our mechanical and electrical engineering business, Crown House Engineering (CHE), about which a separate announcement was made on 15 August 2000, has been unacceptable. However, we are confident that the historical problems, identified as a result of implementing new risk management processes, have been fully recognised and that the decisive and prudent action we have taken should increasingly enable CHE to deliver financial performance commensurate with its strong market position. This action includes the introduction of a new senior management team to implement major restructuring, for which there will be a second half exceptional cost of approximately £9 million, to focus the business on larger contracts for key customers. Exceptional first half operating items included the exceptional charge of £25 million taken to cover losses on Crown House Engineering contracts, as announced on 15 August 2000. As most of these contracts are well advanced, we do not expect this to have any further significant cash impact. After exceptional operating items there was a first half operating loss of £10.5 million. The net cash outflow in the first half was the result of the problems in Crown House Engineering and the steps being taken to bring our half and full year cash balances more in line with our average underlying debt position. Despite the cash outflow, average debt in the period was substantially reduced, with net interest payable of £1.9 million, compared with £3.6 million in the first half of 1999. Net cash at 30 June 2000 was £49.1 million. After a profit of £3.1 million on the sale of two non-core businesses, Stanger Science and Environment and Cimage, the net loss before tax was £9.3 million. Earnings per share before all exceptional items were 5.3 pence, compared with 3.4 pence for the same period last year. In view of the Group's continuing good underlying performance, the Board has declared an interim dividend of 1.34 pence, a 3% increase on last year's interim dividend. The dividend will be paid on 22 November 2000. We were delighted to welcome Roger Dickens to the Board in May. His experience of our industry and of other businesses in the services sector will be a considerable asset to the Board. Looking forward, our strategic progress is also reflected in the growing quality of our order book, which by 30 June 2000 was £2.45 billion, some £500 million higher than in June 1999. This increase was due to major new orders in our growth segments that more than offset a further reduction in orders for traditional contracting. Our rail businesses were awarded new contracts worth over £200 million and financial close was achieved on two major PFI projects, GCHQ and Nottingham Express Transit, which involve construction, maintenance and facilities management contracts for Carillion worth over £450 million. These PFI contracts have also increased the turnover we expect to generate from our equity investments in PFI concession companies to around £1.70 billion, which is in addition to our order book figure of £2.45 billion. Another major success was the selection by BT plc of the Carillion led consortium as its partner to supply integrated facilities management and maintenance services to its 8,500 properties. The contract will initially be for a period of five years and be worth over £500 million, making it the largest private sector facilities management contract to be let in the UK. The Board is therefore confident that Carillion is continuing to make satisfactory progress and that its performance in the second half of the year will be in line with our expectations. Furthermore, with the outlook for the UK economy remaining positive and increasing opportunities in our chosen markets, we expect to deliver our strategy, which is creating a portfolio of contracts with a reducing risk profile that will generate a growing stream of more visible and predictable earnings. OPERATING REVIEW Services Turnover in our Services segment was £132 million, some 16% lower than in the first half of 1999 as a result of reduced turnover in Crown House Engineering (CHE). Before the £25 million exceptional operating charge for CHE, operating profit improved by 10% to £4.5 million with margins up from 2.6% to 3.4 % reflecting a further improvement in operating performance by the other businesses in this segment. After the exceptional operating charge there was an operating loss in this segment of £20.5 million. However, as the strategic changes being made in CHE take effect and with our other services businesses continuing to perform well, the outlook for this segment is positive. Infrastructure Management Turnover in Infrastructure Management grew by 25% as a result of increased activity both in rail and road maintenance and renewal. However, operating profit and margins were lower at £1.6 million and 1.1% respectively, compared with £5.2 million and 4.4% in the first half of 1999. This was mainly due to restructuring costs of £2.2 million in GTRM, our joint venture rail maintenance business, a more prudent view of settlements on old track renewal contracts and competitive market conditions. Operating performance is expected to improve as the benefits of restructuring and of newer contracts under which we are working in alliance with Railtrack, increasingly come through. In the longer term, we also expect our road and rail businesses to benefit significantly from the £180 billion transport investment programme, recently announced by the Government. Private Finance Turnover in Carillion Private Finance almost trebled to £126 million compared with the first half of 1999, as more projects moved forward into the construction phase. Operating profit more than trebled to £3.4 million, with margins up from 2.3% to 2.7%. Carillion confirmed its position as the market leader in PFI construction by achieving financial close on GCHQ and Nottingham Express Transit, bringing the total number of financially closed projects to fourteen. With six of these projects now in the operational phase, PFI is demonstrating that it does offer predictable long term cash flows from equity investments and facilities management and maintenance contracts, as well as construction contracts with premium margins. The growing experience and confidence in PFI is leading to an increasing number of opportunities for companies with specialist PFI knowledge and skills. Carillion is currently the preferred bidder for the £30 million Manchester Magistrates Court project and shortlisted on a further seventeen projects. Capital Projects Turnover in Capital Projects was again reduced, by around 3%, primarily reflecting our continuing withdrawal from higher risk power and process projects. Operating profit more than doubled from £1.1 million to £2.5 million, with margins up from 0.5% to 1.1%. Maintaining our selective approach that concentrates on the quality rather than the quantity of the work we undertake, is continuing to reduce our UK civil engineering activities. However, this is being offset by increasing levels of activity in our overseas regions. Looking further ahead, we expect benefit from the increased spending recently announced by the UK Government on new transport infrastructure and maintenance. Building Turnover in our Building segment was reduced by nearly 8 % to £327 million as a result of continuing project selectivity. Operating profit increased by 22% to £6.0 million, with margins up from 1.4% to 1.8%. This improvement has been achieved after restructuring costs in our building business of £1.0 million. The focus in this segment has continued to be on larger contracts for long-term key customers, securing more negotiated work, better supply chain management and improving efficiency. With continuing selective opportunities in our retail, leisure and commercial building markets and the recent Government announcement of increased spending on social housing, the outlook in this segment for the second half of 2000 and beyond remains positive. Sir Neville Simms Chairman Unaudited Consolidated Profit and Loss Account For the half year ended 30 June 2000 Before Exceptional Half year Proforma Year to Exceptional Operating to 30 June Half Year 31 Operating Items 2000 to 30 June December Items 1999 1999 £m £m £m £m £m Total turnover 926.1 - 926.1 873.5 1,802.3 Deduct turnover of (100.3) - (100.3) (88.8) (193.8) joint ventures ----- ----- ------ ------ ------- Group turnover 825.8 - 825.8 784.7 1,608.5 ===== ===== ====== ====== ======= Group operating 10.9 - 10.9 9.2 31.5 profit before exceptional operating items Exceptional - (26.3) (26.3) - (1.5) Operating Items ---- ------ ------ --- ----- Group operating 10.9 (26.3) (15.4) 9.2 30.0 profit/(loss) Group share of 4.9 - 4.9 4.8 11.3 operating profit of joint ventures ----- ------ ------ ------ ----- Total operating 15.8 (26.3) (10.5) 14.0 41.3 profit/(loss) Profit on sale of ----- ------ 3.1 - - businesses Net interest payable: Group (1.3) (1.9) (3.7) Joint Ventures (0.6) (1.7) (2.5) (1.9) (3.6) (6.2) ----- ----- ----- (Loss)/profit on (9.3) 10.4 35.1 ordinary activities before taxation Taxation on 4.6 (3.5) (11.6) (loss)/profit on ordinary activities ----- ----- ------ (Loss)/profit on (4.7) 6.9 23.5 ordinary activities after taxation Equity minority - - 0.1 interests ----- ----- ------ (Loss)/profit for (4.7) 6.9 23.6 the financial period Equity dividends (2.8) (2.7) (8.2) ----- ----- ------ Retained (loss)/profit (7.5) 4.2 15.4 for Group and its share of joint ventures ===== ===== ====== Basic(loss)/earnings per ordinary share - Basic (2.3p) 3.4p 11.5p ====== ===== ===== - Before all exceptional 5.3p 3.4p 12.0p items ====== ===== ===== Diluted (loss)/earnings per ordinary share - Basic (2.3p) n/a 11.5p ====== ===== ===== - Before all exceptional 5.2p n/a 12.0p items ====== ===== ===== Dividends per 1.34p 1.3p 4.0p ordinary share ====== ===== ===== Unaudited Consolidated Balance Sheet At At 30 June 31 December 2000 1999 £m £m Fixed assets Intangible assets 1.6 1.7 Tangible assets 49.3 54.0 Investments in joint ventures: Share of gross assets 449.3 297.4 Share of gross (402.4) (266.7) liabilities 46.9 30.7 Other investments: Own shares held 2.2 - ----- ---- 100.0 86.4 ----- ---- Current assets Stocks 49.1 60.2 Debtors 547.8 510.5 Investments 6.8 5.4 Cash at bank and in hand 137.4 147.3 ----- ----- 741.1 723.4 ----- ----- Creditors: amounts falling due within one year Bank loans and overdrafts (71.1) (5.0) Other creditors (625.9) (658.7) ------- ------- (697.0) (663.7) ------- ------- Net current assets Due within one year 23.0 35.3 Debtors due after more than one year 21.1 24.4 44.1 59.7 ----- ----- Total assets less current liabilities 144.1 146.1 Creditors: amount falling due after more than one year Bank loans (17.2) (10.8) Other creditors (6.3) (7.2) ------ ------ (23.5) (18.0) Provisions for liabilities and charges (3.9) (3.9) ------ ------ Net assets 116.7 124.2 ====== ====== Financed by: Capital and Reserves Called up share capital 103.3 102.5 Reserves 13.4 21.7 ----- ----- Equity shareholders' funds 116.7 124.2 ===== ===== Unaudited Consolidated Statement of Total Recognised Gains and Losses Half year to Proforma Year to 30 June Half year to 31 December 2000 30 June 1999 1999 £m £m £m (Loss)/profit for the financial (4.7) 6.9 23.6 period Exchange movements - (0.4) 0.5 ----- ----- ---- Total recognised gains and (4.7) 6.5 24.1 losses for the period ===== ===== ==== Unaudited Reconciliation of Movements in Consolidated Equity Shareholders' Funds Half year to Proforma Year to 30 June Half year to 31 December 2000 30 June 1999 1999 £m £m £m (Loss)/profit for the financial (4.7) 6.9 23.6 period Dividends (2.8) (2.7) (8.2) ----- ----- ----- (7.5) 4.2 15.4 New share capital subscribed by Quest 1.8 - - Other new share capital subscribed - - 0.5 Exchange movements - (0.4) 0.5 Transfer arising on issue of (1.8) - - shares to Quest Other movements - 0.8 0.9 ----- ----- ---- Net (reduction in)/addition to (7.5) 4.6 17.3 equity shareholders' funds Opening equity shareholders' 124.2 106.9 106.9 funds ----- ----- ----- Closing equity shareholders' 116.7 111.5 124.2 funds ===== ===== ===== Summarised Consolidated Cash Flow Statement and Reconciliation of Net Funds Half year to Proforma Year to 30 June Half year to 31 December 2000 30 June 1999 1999 £m £m £m Net cash outflow from operating (71.1) (84.8) (10.7) activities Debenture advance to a joint - (9.2) (6.1) venture Net cash (outflow)/inflow from (0.4) 18.1 16.9 returns on investments and servicing of finance Corporate taxation paid (0.4) (0.8) (1.7) Net cash outflow from capital (6.3) (6.2) (10.1) expenditure and financial investments Net cash outflow from (3.7) (0.3) (0.2) acquisitions and disposals Equity dividends paid - - (2.2) ----- ----- ----- Net cash outflow before (81.9) (83.2) (14.1) management of liquid resources and financing Net cash inflow from management 7.7 - 2.4 of liquid resources Financing - drawdown/(repayment) 5.9 (0.1) 22.0 of debt ------ ------ ----- (Decrease)/increase in cash in (68.3) (83.3) 10.3 the period ====== ====== ===== Reconciliation of Net Cash Flow to Movement in Net Funds Half year to Proforma Year to 30 June Half year to 31 December 2000 30 June 1999 1999 £m £m £m (Decrease)/increase in cash (68.3) (83.3) 10.3 Cash inflow from management of (7.7) - (2.4) liquid resources Net (drawdown)/repayment of (6.4) 0.1 (10.6) debt Effect of foreign exchange rate - - (0.4) changes ------ ------ ----- Movement in net funds in the (82.4) (83.2) (3.1) period Net funds at start of period 131.5 134.6 134.6 ----- ----- ----- Net funds at end of period 49.1 51.4 131.5 ===== ===== ===== Reconciliation of Operating Profit to Operating Cash Flows Half year to Proforma Year to 30 June Half year to 31 December 2000 30 June 1999 1999 £m £m £m Group operating profit before 15.8 14.0 42.8 exceptional operating items Share of operating profits of (4.9) (4.8) (11.3) joint ventures Depreciation 6.3 6.4 13.1 Loss/(profit) on disposal of 0.1 (0.3) (0.4) fixed assets Amortisation of goodwill 0.1 - - Decrease/(increase) in stocks 10.5 (4.3) (5.2) Increase in debtors (73.3) (25.4) (3.0) Decrease in creditors due (25.0) (68.3) (44.5) within one year Decrease in creditors due after (0.4) (2.0) (0.7) more than one year Decrease in bills of exchange (0.3) (0.1) (1.5) ------ ------ ------ Net cash outflow from operating (71.1) (84.8) (10.7) activities ====== ====== ====== Notes 1 Basis of preparation The interim accounts which are unaudited have been prepared using the accounting policies set out in the 1999 Annual Report. The financial information included in this report does not constitute statutory accounts for the purpose of Section 240 of the Companies Act 1985. The financial information for the year ended 31 December 1999 has been extracted from the statutory accounts for that financial year. These accounts have been reported on by the company's auditors and have been delivered to the Registrar of Companies. The auditor's report was unqualified and did not contain a statement under Section 237(2) or (3) of the Companies Act 1985. 2. Segmental Analysis Half Year Proforma Year Ended Ended Half year Ended 31 December 30 June 2000 30 June 1999 1999 Turnover £m £m £m Class of business: Building 327.0 353.7 711.1 Capital Projects 232.0 238.7 490.4 Services 132.2 157.1 322.7 Infrastructure Management 145.9 117.1 233.6 Private Finance 126.1 44.0 95.1 Internal trading (37.1) (37.1) (50.6) ----- ----- ------- 926.1 873.5 1,802.3 ===== ===== ======= Half Year Proforma Year Ended Ended Half Year Ended 31 December 1999 30 June 2000 30 June 1999 £m £m £m Geographical origin: UK 776.8 728.5 1,494.2 Europe 79.1 80.7 148.9 Other 70.2 64.3 159.2 ----- ----- ------- 926.1 873.5 1,802.3 ===== ===== ======= Operating Profit Half Year Ended Proforma Year Ended 30 June 2000 Half Year 31 December 1999 Ended 30 June 1999 Before Exceptional Before and Before Exceptional Exceptional Operating after Exceptional Operating Operating items Exceptional Operating Items items Items Items Class of £m £m £m £m £m £m £m business: Building 6.3 (0.3) 6.0 4.9 17.0 (0.3) 16.7 Capital 2.6 (0.1) 2.5 1.1 4.4 (0.2) 4.2 Projects Services 4.6 (25.1) (20.5) 4.1 8.7 (0.1) 8.6 Infrastructure 1.7 (0.1) 1.6 5.2 13.3 (0.2) 13.1 Management Private 3.5 (0.1) 3.4 1.0 5.1 (0.1) 5.0 Finance Corporate (2.9) (0.6) (3.5) - (3.4) (0.6) (4.0) Centre Tarmac - - - (2.3) (2.3) - (2.3) management charge ---- ------ ------ ---- ----- ----- ---- 15.8 (26.3) (10.5) 14.0 42.8 (1.5) 41.3 ==== ====== ====== ==== ===== ===== ==== Geographical £m £m £m £m £m £m £m origin: UK 12.6 (26.3) (13.7) 9.1 38.9 (1.5) 37.4 Europe 0.2 - 0.2 0.3 (0.1) - (0.1) Other 3.0 - 3.0 4.6 4.0 - 4.0 ---- ------ ------ ---- ---- ----- ----- 15.8 (26.3) (10.5) 14.0 42.8 (1.5) 41.3 ==== ====== ====== ==== ==== ===== ===== Share of joint ventures The segmental analysis of the Group's share of joint ventures is set out below: Half Year Ended Proforma Year Ended 30 June 2000 Half Year Ended 31 December 1999 30 June 1999 Turnover Operating Turnover Operating Turnover Operating profit profit profit Class of £m £m £m £m £m £m business: Building 3.8 0.1 - 1.4 13.2 2.9 Capital 26.2 1.0 34.9 (2.8) 65.9 (5.1) Projects Services - - - - - - Infrastructure 63.8 1.7 52.2 4.1 104.3 9.2 Management Private Finance 9.7 2.1 7.9 2.1 16.8 4.3 Internal trading (3.2) - (6.2) - (6.4) - ----- --- ---- --- ----- ---- 100.3 4.9 88.8 4.8 193.8 11.3 ===== === ==== === ===== ==== 3. Exceptional operating items Half Year Proforma Year Ended Ended Half Year 31 30 June 2000 Ended December 30 June 1999 1999 £m £m £m Founders' Equity 1.3 - 1.5 Plan Provision against contract losses in 25.0 - - Crown House Engineering ---- ---- ---- 26.3 - 1.5 ==== ==== ==== 4. Taxation Based on profit projections for the year to 31 December 2000 the forecast full year tax charge is estimated to be 49.5%. The tax credit in respect of the loss arising in the six month period to 30 June 2000 has been calculated by reference to the expected full year tax rate. The forecast full year tax rate is higher than the standard rate of UK tax due to tax relief being available on only an element of the exceptional operating loss. 5. Dividends The interim ordinary dividend of 1.34p per share (1999: 1.3p) will be paid on 22 November 2000, to shareholders on the register at the close of business on 29 September 2000. 6. (Loss)/earnings per ordinary share (a) Basic (Loss)/earnings per ordinary share is calculated by dividing the loss for the financial period, amounting to £4.7m (six months ended 30 June 1999: £6.9m profit; year ended 31 December 1999: £23.6m profit) by 203,285,592 (six months ended 30 June 1999:204,674,861; year ended 31 December 1999:204,705,786) ordinary shares being the weighted average number of shares in issue during the period. (b) Adjusted A reconciliation of the basic (loss)/earnings per ordinary share to the adjusted amounts shown on the face of the profit and loss account to illustrate the impact of exceptional items is set out below: Half Year Ended Proforma Year Ended 30 June 2000 Half Year Ended 31 December 1999 30 June 1999 £m Pence £m Pence £m Pence per per per share share share (Loss)/profit attributable (4.7) (2.3) 6.9 3.4 23.6 11.5 to shareholders Exceptional items: Operating 26.3 12.9 - - 1.5 0.7 items Less profit on (3.1) (1.5) - - - - sale of business Less taxation (7.8) (3.8) - - (0.5) (0.2) in respect of the above ---- --- --- --- ---- ---- Earnings 10.7 5.3 6.9 3.4 24.6 12.0 before all ==== === === === ==== ==== exceptional items (c) Diluted Diluted (loss)/earnings per ordinary share have been calculated using the same numerators as set out in (a) and (b) above and by reference to the following number of shares: Number of ordinary shares 30 June 2000 31 December 1999 m m Number of ordinary shares per basic (loss)/earnings per share calculations 203.3 204.7 Adjustments to reflect dilutive shares under options 1.7 0.1 Number of ordinary shares diluted (loss)/ ----- ----- earnings per share calculations 205.0 204.8 ===== ===== A comparative figure for the half year ended 30 June 1999 has not been provided, as the dilutive shares under option were not issued until after the demerger from Tarmac. 7. Approval of interim statement The interim statement was approved by the Board of Directors on 19 September 2000. Independent review report by KPMG Audit Plc to Carillion plc Introduction We have been instructed by the company to review the financial information set out on pages 5 to 11 and we have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. Directors' responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by, the directors. The Listing Rules of the Financial Services Authority require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where they are to be changed in the next annual accounts in which case any changes, and the reasons for them, are to be disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4: Review of interim financial information issued by the Auditing Practices Board. A review consists principally of making enquires of group management and applying analytical procedures to the financial information and underlying financial data and, based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review is substantially less in scope than an audit performed in accordance with Auditing Standards and therefore provides a lower level of assurance than an audit. Accordingly we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the six months ended 30 June 2000. KPMG Audit Plc Chartered Accountants, Birmingham

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