Final Results

Wincanton PLC
4 June 2001

                                                                   4 June 2001


                                WINCANTON plc

                  Maiden Preliminary Announcement of Results

                     for the 52 weeks ended 31 March 2001

                   PROGRESS IN A YEAR OF SIGNIFICANT CHANGE

                                                              2001  2000 Change

                                                                £m    £m

Turnover                                                     721.8 685.2   5.3%

Operating profit before exceptional items                     31.6  30.5   3.6%

Illustrative pro forma interest charge (net)                 (4.9)

Illustrative pro forma profit before tax and exceptional      26.7
items

Illustrative pro forma earnings per new Wincanton share
(before exceptional items)                                   16.2p




HIGHLIGHTS

*         Demerger from Uniq plc successfully completed; Wincanton, one of the
UK's leading logistics outsourcers,  independently listed since 18 May.

*         Operating profit in line with forecast on demerger.  Overall profit
progress affected by re-organisation at a major customer.

*         Consolidation of clear market leadership in large automated
warehouses with a new facility successfully delivered for Nestle and a new
site, likely to be one of the largest in Europe, currently in build for Heinz.

*         Strong momentum of  new business wins, including a major entry into
the food service market with Scottish & Newcastle.  Further recent contract
wins include BP Castrol, B&Q, Huhtamaki Van Leer, Safeway and Somerfield.

*         Recent successful contract renewals include Argos, Asda, British
Airways, Tesco and Texaco

*         Wincanton will pay a dividend of 4.6p per new Wincanton share, being
an allocation of the Uniq plc final dividend, on 3 August 2001.

*         Two new non-executive appointments announced this morning



Commenting on the results, Chas Lawrence, Wincanton's Chief Executive, said:



'We have made real progress in a year of significant change for Wincanton.
The demerger opens new opportunities for us and we look to the future with
confidence.'




For further enquiries please contact:




Chas Lawrence, Chief Executive                 Tel: [phone] today
                                               thereafter
Gerard Connell, Group Finance Director         Tel:  [phone]
Wincanton plc

Charles Ryland /Jeremy Garcia
Buchanan Communications Ltd                    Tel: [phone]





RESULTS FOR THE YEAR



A 3.6% increase in operating profit before exceptional items, from £30.5m to £
31.6m, as forecast in the Wincanton Listing Particulars, represents good
progress in a year of significant change.  New business win momentum was
maintained but operating profit progress was significantly held back as a
result of restructuring at a large customer, as explained at the time of the
demerger.



Industrial Logistics again reported good operating profit progress.  A major
new automated warehouse facility was successfully delivered for the Friskies
pet food business of Nestle, further reinforcing Wincanton's leading market
position in the provision of large automated warehouses.  A new automated site
is also currently under development for Heinz.  Other new contract wins
include BP Castrol, B&Q and Huhtamaki Van Leer.  Industrial's strong track
record in contract renewal was successfully maintained with renewals of major
contracts with long-standing customers such as British Airways and Texaco.
Operating profit before exceptional items of £18.4m in Industrial Logistics
represented a 10.2% increase on the prior year.



Consumer Logistics saw good progress in the further diversification of its
customer base with a major entry into the food service sector with Scottish &
Newcastle and other wins and business expansion with General Merchandising
Retail customers.  In Grocery Retail, new business has recently been added
with Safeway and Somerfield.  Consumer has also successfully renewed its
existing contractual relationships with customers such as Argos, Asda and
Tesco.



Good underlying profit progress would have been achieved in the absence of a
major customer re-organisation following a business merger.  The
re-organisation also coincided with the expiry of a closed book contract with
this customer, Wincanton's last major closed book contract in the grocery
retail sector.  Consumer Logistics reported an operating profit of £13.2m,
representing a 4% decline on the prior year.



Interest of £4.9m has been calculated on a pro forma basis, assuming a closing
gross debt position at 31 March 2001 of approximately £65.5m.  Pro forma
interest cover would have been approximately 6.4 times on this basis.


Wincanton's consolidated net debt position of approximately £50m reflects cash
held in Wincanton's captive insurance company.



Exceptional items of £3.3m arose as a consequence of steps taken to re-focus
Wincanton's organisational structure in preparation for demerger, and to
rationalise existing chilled warehousing capacity to meet the revised
contractual arrangements with St Ivel following demerger.



DIVIDEND

A final dividend of 4.6p per new Wincanton share, being an apportionment to
Wincanton of part of the Uniq plc final dividend for the year ending 31 March
2001, will be paid on  3 August 2001 to shareholders on the register at  15
June.  On a pro forma basis, as indicated in the Wincanton Listing
Particulars, it is estimated that Wincanton would have paid a dividend of 9.0p
per new Wincanton share for the whole of the year ended 31 March 2001.



OUTLOOK

Enquiry levels remain encouraging.   We are satisfied with the progress being
made towards our new business targets for the year, although we currently
anticipate new business wins being more weighted to the second half.  We
remain confident of the outlook for the year as a whole.



The demerger opens new opportunities for us and we look to the future with
confidence.



NEW NON-EXECUTIVE DIRECTORS



We are also pleased to announce today the appointment of two further
non-executive directors, David Malpas and Philip Cox.  Following a
distinguished career in the retail industry, David is currently a
non-executive director of Allied Domecq plc and Chairman of DRCM Income Growth
Investment Trust plc.  David brings extensive experience of the sectors in
which we operate.  Philip, currently Chief Financial Officer of International
Power plc and previously Finance Director of Siebe plc, brings a strong
background in City and financial matters.  We are pleased to welcome them both
to the Board.




4 June 2001

FOR THE 52 WEEKS ENDED 31 MARCH 2001

CONSOLIDATED PROFIT AND LOSS ACCOUNT

                                                              Unaudited
                                                           Illustrative
                                                  52 weeks    Pro forma      53
                                                     ended         2001   weeks
                                                  31 March   (see notes   ended
                                                      2001       below)      31
                                                                          March
                                                                           2000
                                                        £m           £m      £m
Turnover (note 1)

Continuing operations                                721.8        721.8   685.2

Operating Profit before pension credit                26.8         26.8    25.7

Pension credit                                         4.8          4.8     4.8

Operating Profit before exceptional items (note
1)                                                    31.6         31.6    30.5
Continuing operations before exceptional items

Exceptional operating costs (note 2)                 (3.3)        (3.3)       -




Profit on ordinary activities before interest         28.3         28.3    30.5

Finance Costs                                        (1.2)        (4.9)   (2.8)

Profit on ordinary activities before taxation         27.1         23.4    27.7

Taxation (note 4)                                    (8.2)        (7.1)   (8.4)

Profit for the financial year                         18.9         16.3    19.3

Dividends (note 8)                                   (6.6)       (10.3)  (55.4)

Retained profit/(loss) for the financial year         12.3          6.0  (36.1)

Illustrative earnings per ordinary share of 10p                   14.2p
(note 3)

Illustrative earnings per ordinary share before
exceptional items (note 3)                                        16.2p



Notes


(i)            The unaudited illustrative pro forma column set out above is
designed to illustrate the impact on financing costs, retained profits and EPS
had the debt assumed on demerger been the basis of Group funding throughout
the year.  The interest charge in Wincanton's statutory accounts for both the
53 weeks ended 31 March 2000 and the 52 weeks ended 31 March 2001 reflects the
level of interest-bearing borrowings from Uniq plc.


(ii)           The unaudited illustrative proforma column also reflects the
total dividend the Directors consider they would have recommended had the new
Wincanton shares been listed for the whole of the 52 weeks ended 31 March
2001.  Uniq has already paid an interim dividend in respect of both the
ongoing Uniq and Wincanton businesses, accordingly the illustrative pro forma
dividend of 9.0 pence per new Wincanton share provides a more meaningful
comparison for the level of future dividends.


(iii)          In the 53 weeks ended 31 March 2000 an intercompany dividend of
£55.4 million was paid to Uniq plc.


(iv)          The pension credit above is the variation credit to the regular
cost arising under SSAP 24 'Accounting for pension costs'.




CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2001

                                                                  2001     2001
                                                                    £m       £m
Fixed Assets

Tangible fixed assets                                                     171.2

Current Assets

Stocks                                                             4.0

Debtors                                                           96.1

Cash and deposits                                                 15.7

                                                                 115.8

Creditors - Amounts falling due within one year

Borrowings and finance leases                                    (1.5)

Other creditors                                                (156.1)

                                                               (157.6)
Net current liabilities                                                  (41.8)

Total assets less current liabilities                                     129.4

Creditors - Amounts falling due after more than one year

Borrowings and finance leases (note 6)                                   (64.0)

Provisions for liabilities and charges                                   (67.8)

                                                                          (2.4)
Capital and reserves

Called up equity share capital                                             11.5

Merger Reserve                                                              3.5

Profit and loss account                                                  (17.4)


Shareholders' funds                                                       (2.4)




RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
                                                                           2001

                                                                             £m

Profit for the financial year                                              18.9

Dividends                                                                 (6.6)

Retained profit for the financial year                                     12.3

Capital contribution from Uniq plc                                          4.8

Net increase in shareholders' funds                                        17.1

Shareholders' funds at beginning of year                                 (19.5)

Shareholders' funds at end of year                                        (2.4)



Note


No comparatives are set out above, as the financing/borrowing structure at 1
April 2000 is not representative of the demerged Wincanton Group going
forward.  Balance sheets and cash flows for prior years are set out in the
Listing Particulars dated 28th March 2001.



FOR THE 52 WEEKS ENDED 31 MARCH 2001

GROUP CASH FLOW STATEMENT

                                                                2001       2001
                                                                  £m         £m

Cash flow from operating activities (see below)                            59.5

Returns on investments and servicing of finance

Net interest paid                                              (1.1)

Interest element of finance lease rental payments              (0.3)

Net cash outflow from returns on investments

and servicing of finance                                                  (1.4)

Taxation

UK corporation tax paid                                                  (10.6)

Capital expenditure

Purchase of tangible fixed assets                             (22.1)

Sale of other tangible fixed assets                             11.0

Net cash outflow from capital expenditure                                (11.1)


Equity dividends paid                                                         -

Cash flow before financing                                                 36.4



Financing

Reduction in inter-company borrowings                                    (20.8)

Increase in net cash                                                       15.6




RECONCILIATION OF OPERATING PROFIT TO OPERATING CASH FLOWS

                                                                 2001      2001
                                                                   £m        £m

Operating profit                                                           28.3

Depreciation                                                               25.9

Increase in stocks                                              (0.7)

Increase in debtors                                            (11.6)

Increase in creditors                                             5.5
                                                                          (6.8)



Increase in provisions                                                     11.8
Profit on sale of fixed assets                                              0.3
Cash flow from operating activities                                        59.5




FOR THE 52 WEEKS ENDED 31 MARCH 2001

NOTES TO THE PRELIMINARY ANNOUNCEMENT


1          ANALYSIS OF RESULTS


                              Operating profit              Operating profit
                        Including pension credit before     Excluding pension
                              exceptional items                 credit
              Turnover
                                                           Before exceptional
                                                                items
              52    53        52 weeks        53 weeks    52 weeks    53 weeks
           weeks weeks
           ended ended           ended        ended 31       ended       ended 
              31    31        31 March           March    31 March    31 March
           March March            2001            2000        2001        2000
            2001  2000              
              £m    £m              £m              £m          £m          £m
By
Business
Segment

Consumer   391.6 348.4            13.2            13.8        11.6        12.2
Logistics
Industrial 330.2 336.8            18.4            16.7        15.2        13.5
Logistics
           721.8 685.2            31.6            30.5        26.8        25.7



                  Consumer Logistics      Industrial             Group
                                           Logisitcs

                  52 weeks  53 weeks  52 weeks  53 weeks  52 weeks  53 weeks
                     ended  ended 31     ended  ended 31     ended  ended 31
                  31 March     March  31 March     March  31 March     March
                      2001      2000      2001      2000      2001      2000

Capital Employed    £34.6m    £32.6m    £92.7m   £101.4m   £127.3m   £134.0m
                 
Return on
Capital
Employed             38.2%     42.3%     19.8%     16.5%     24.8%     22.8%
                
Capital Employed is defined as Total assets less current
liabilities adjusted for short term financing items, tax and dividend
liabilities and trading provisions.  Return on Capital Employed is calculated
as Operating profit including pension credit before exceptional items, over
Capital Employed.



All activities are within the geographical area of the UK and Eire.



2          EXCEPTIONAL OPERATING COSTS


                                                                Total     Total

                                                                 2001      2000

                                                                   £m        £m
Operating profit

Continuing Profit                                               (3.3)         -

Taxation credit on exceptional items                              1.0         -
                                                                (2.3)         -



   The exceptional items relate to:

                -    redundancy and other costs arising on an internal          
                     reorganisation of Wincanton's operating structure

                -    costs of the planned closure of the Chippenham
                     transhipment depot


FOR THE 52 WEEKS ENDED 31 MARCH 2001


3          ILLUSTRATIVE EARNINGS PER ORDINARY SHARE


                Earnings per ordinary share are calculated on the basis of the
weighted average of 114.7 million ordinary new Wincanton shares which have
been issued as part of the Demerger from Uniq plc, and have been assumed to
have been in issue throughout the period.


                Adjusted earnings per share

                Adjusted earnings per new Wincanton share are shown by
reference to earnings before exceptional items and related tax, since the
Directors consider that this gives a more meaningful measure of the underlying
performance of the Group.



4          TAXATION


            The taxation charge on profit before exceptional items for the 52
weeks ended 31 March 2001 is £9.2 million (2000: £8.4 million).


            There is an exceptional credit of £1 million (2000 : £nil) in
respect of exceptional charges made during the year.



5          RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT

                                                                           2001

                                                                             £m

Increase in net cash                                                       15.6

Decrease in borrowings                                                     25.6
Decrease in net debt resulting from cash flows                             41.2

New finance leases                                                        (0.5)

Allocation of provisions on Demerger from Uniq plc                         39.9
Decrease in net debt in the year                                           80.6
Net debt at beginning of year                                           (130.4)
Net debt at end of year                                                    49.8



6          ANALYSIS OF NET DEBT

                                                                           2001

                                                                             £m

                Cash at bank                                               15.7
                Finance leases      -   due within one year               (1.5)
                                    -   due after one year                (2.0)
                Amounts owed to Uniq plc group                           (60.2)
                Net debt at end of year                                  (49.8)



7          SUBSEQUENT EVENTS


            On 17 May 2001 the logistics business of Uniq plc (Wincanton
Logistics) was transferred to Wincanton plc and the amounts due to Uniq plc
group were repaid utilising Wincanton plc's medium term loan facilities. Uniq
shareholders received one Wincanton share of 5 pence each for every Uniq share
held at Demerger Record Time.  The Wincanton shares were then consolidated on
a one for two basis into new Wincanton shares of 10 pence each.



FOR THE 52 WEEKS ENDED 31 MARCH 2001



8          DIVIDENDS


            A final dividend of 4.6p per new Wincanton share will be paid on 3
August 2001 to ordinary shareholders on the register as at 15 June.


                As part of the settlement of intra-group borrowings, an
interim dividend of 1.2p per new Wincanton share was paid to Uniq plc on 17
May 2001.


9          FINANCIAL INFORMATION


            The financial information set out in this preliminary announcement
does not constitute the Group's statutory accounts for the years 2001 and
2000.  The financial information includes the companies, which following the
Demerger, are owned by Wincanton plc.  Wincanton plc did not form a legal
subgroup during the period under review, accordingly it has been necessary to
compile proforma financial information.  The auditors have reported on the
non-statutory proforma accounts for the  52 weeks ended 31 March 2001 and
their opinion was not qualified.  The financial information for the year ended
31 March 2000 has been extracted from the Listing Particulars dated 28 March
2001.