Interim Results

Wincanton PLC 08 November 2007 For immediate release 8 November 2007 WINCANTON plc Half Year Results for the six months to 30 September 2007 (unaudited) 'Focusing on continued growth' 2007 2006 % increase £m £m Revenue 1,030.2 931.8 10.6% ======= ====== Underlying operating profit 25.5 21.4 19.2% Net financing costs (5.4) (4.4) Share of results of associates 0.1 - ------- ------ Underlying profit before tax 20.2 17.0 18.8% ------- ------ Net other items (note) 1.9 (1.9) Profit before tax 22.1 15.1 Underlying earnings per share 11.7p 10.1p 15.8% Basic earnings per share 13.1p 8.8p Proposed interim dividend per share 4.60p 4.26p 8.0% Note: Underlying profit before tax and earnings per share are stated before net other items of £1.9m (2006: £(1.9)m), comprising exceptional restructuring costs of £nil (2006: £1.8m), exceptional income of £4.5m (2006: £0.7m) and amortisation of acquired intangibles of £2.6m (2006: £0.8m). Operating profit, including these items, amounted to £27.4m (2006: £19.5m) up 40.5%. Profit before tax, including these items, amounted to £22.1m (2006: £15.1m), up 46.4%. FINANCIAL HIGHLIGHTS • Underlying operating profit up 19.2% to £25.5m • Underlying earnings per share up 15.8% to 11.7p • Dividend growth again significantly in excess of inflation at 8.0% OPERATIONAL HIGHLIGHTS • Business development momentum in the UK remains strong; very high levels of new contract start-ups successfully delivered. • Continuing investment in Mainland European businesses in people, systems and marketing; development pipeline beginning to build and profit improvement plans on track. • Recent acquisitions performing well; further infills under active review. Commenting on the results, Graeme McFaull, Wincanton Chief Executive, said: 'We are successfully targeting growth opportunities in our focus markets, both organically and through infill acquisitions. We remain encouraged by this further period of strong profit and cash flow performance and by the new business momentum being sustained, or developing, across all of our operations. We expect the full year to be another year of strategic and operational progress for Wincanton.' For further enquiries please contact: Wincanton Graeme McFaull, Chief Executive ) +44 (0) 1249 710000 Gerard Connell, Group Finance Director ) Buchanan Communications Charles Ryland / Jeremy Garcia +44 (0) 207 466 5000 Half Year Review for the six months to 30 September 2007 Introduction We are successfully targeting growth opportunities in our focus markets, both organically and through infill acquisitions. Our track record of organic growth is built upon our commitment to long-term relationships with our customers, the ability to develop new solutions to address their changing supply chain needs, and the project management skills and operational excellence that ensure the successful implementation of these new solutions. The first half has seen a record number of operational start-ups, all delivered for customers on time and to budget. More than 40 successful project implementations have seen in excess of 3 million sq ft of additional warehousing space seamlessly commissioned for customers across Europe. Infill acquisitions, at reasonably-priced entry multiples, continue to complement this organic growth and accelerate our overall rate of profit progress. Our two most recent acquisitions in the UK, which expanded our home delivery activities and gave us a strong position in the construction sector, have been rapidly integrated and delivered good operational and financial performances in the first half. A further small infill acquisition in the UK construction sector is today being separately announced. A number of further such opportunities remain under active review, both in the UK and Mainland Europe. Our UK & Ireland activities again reported a double-digit percentage increase in underlying operating profit. The first half result of £23.4m represented a net 17.0 per cent increase on the prior year, with a limited number of contract losses and pricing pressure on certain renewals more than offset by very strong new business momentum and the benefit of successful acquisition integration. Our operations in Mainland Europe also reported an improved performance, with underlying operating profit increasing from £1.4m to £2.1m. Some margin pressure remains in our transport activities as a consequence of a continuing shortage of sub-contractor capacity, but the elimination of our Spanish losses allowed profit progress to be made even after significant additional business development and marketing investment and the further strengthening of our management teams in a number of countries. Another period of strong profit and cash flow performance, building further on Wincanton's successful track record since demerger, has again enabled the Board to recommend a dividend increase significantly in excess of inflation. The Board has declared an interim dividend of 4.60p, an increase of 8.0 per cent on last year's dividend of 4.26p. UK & Ireland Growth in new services, expansion into new sectors and strong continuing momentum within our existing customer portfolio resulted in another period of excellent performance in the UK & Ireland. Both last year's acquisitions, which were made early in the second half of the financial year, contributed well. The home delivery business was rapidly integrated, operational standards were materially improved and a significant new customer, Hoover Candy, will shortly be added to the network. Our construction acquisition benefited from higher volumes from existing customers such as Cemex and Ibstock and is also successfully generating contract gains, including a significant win with a major new customer, confirmed shortly after the period end. Our recycling business had a very active first half, with the new WEEE Directive finally going live on 1 July. Our new WEEE plant is fully operational and initial volumes being processed by the plant are encouraging. Our fridge-recycling plant is also seeing the benefit of higher volumes, as local authorities, waste management companies and producer compliance schemes award integrated contracts to manage the disposal of all white goods and WEEE materials. Interesting opportunities are beginning to emerge, in addition to the physical handling of the flows, to advise customers on the overall management of their recycling responsibilities under the new legislation. We are also pleased with encouraging signs of early progress in our new joint venture with Kerry Logistics. Discussions are under way with customers, in both the UK and Mainland Europe, and we expect to be able to announce our first major business win early in the second half. The new contract, with a UK retailer, will cover pre-consolidation warehousing in China, shipping from Asia, and distribution and transportation to all UK stores. Good progress was made in most areas of our existing UK & Ireland operations, with only our chilled consolidation activities reporting lower year-on-year profits as a result of lower volumes being processed by the network and a contract lost in the prior year. Pullman Fleet Services delivered higher profits after a disappointing year last year. Our food service business benefited from the major renewal with Punch, a 5-year extension of our contract to manage the order processing and physical distribution of food products to their managed estate across the UK. A new customer, Tragus, was added to the food service operations in the first half. A 3-year contract will see Wincanton managing an additional 2.6 million cases and 30,000 deliveries each year through the network to Tragus outlets including Cafe Rouge and Bella Italia. In addition to growing our food service portfolio we have been expanding further in the drinks sector with a new warehousing, distribution and co-packing contract for E. & J. Gallo. Other growth opportunities included new collaborative solutions implemented for existing customers such as Pernod Ricard and Mattel, the expansion of our transport management operations for Unilever and an extension of our business with Procter & Gamble, with a contract awarded to Wincanton to manage their Northern Service Centre in Skelmersdale. Wincanton already manages Procter & Gamble's Southern Service Centre in West Thurrock. Other gains with existing customers saw us add the warehousing of bathroom products to our kitchen home delivery operations for Homebase, a new e-fulfilment and multi-channel retailing centre for Woolworths, successfully implemented in only 16 weeks, and a significant expansion of the scale and scope of the activities managed for Dunnes Stores in Ireland. Having progressively taken over a number of facilities from other logistics providers to Dunnes, we now operate 500,000 sq ft of space across four sites, processing some 8 million cases per annum of boxed and hanging garments. Also in Ireland we renewed our existing Superquinn contract for a further two years. The Wincanton Retail Solutions team has, in addition, been supporting Superquinn with its store refurbishment programme. This team has also been working with Marks & Spencer in the UK in respect of its major store refurbishment programme, building on an existing contract to manage all of Marks & Spencer's shop-fitting requirements in the UK. Other renewals included four major contract extensions in the fuel and gas sector, with ConocoPhillips, Esso, Total and Shell Gas, confirming our ability to sustain the highest levels of quality assurance and industry-leading health and safety standards which are so critical in the petroleum sector. Business gains in the period with new customers included a 3-year transport management contract awarded to Wincanton by adidas UK and a 7-year contract to manage a new 320,000 sq ft facility in Milton Keynes for Jenks, the grocery and pharmacy brands broker. Mainland Europe We have continued to invest in people, processes, systems, business development and marketing to strengthen our platform for growth across Mainland Europe, in accordance with our profit improvement plan. We remain confident that more significant growth can be delivered from these operations, which provide the Group with the operational presence to serve the supply chain requirements of its customers on a national, regional and Pan-European basis. We believe there to be attractive opportunities for future growth for Wincanton, both in our current focus markets of France, Germany and Poland and, in due course, from an enhanced presence in other markets. Current profitability continues to be held back by the cost of under-utilised space, particularly in France and Germany, but we are generally encouraged by both progress on this shorter-term issue and indications of the higher levels of new business momentum that will be required to deliver more substantial profit improvement in the medium term and beyond. Our continuing investment in strengthening our management teams has seen the appointments of new managing directors in several countries, a new regional managing director for our operations in France and the Benelux countries, and increased and improved resource in a number of support functions such as finance, IT and business development. Our investment in raising brand awareness has funded trade press advertising in key markets, an active programme of conference sponsorship and stands at major trade fairs in Paris, Munich and Shanghai. Our investment in processes and systems is consolidating the progress already made in customer account planning disciplines, project management and operational excellence. We are also developing the next generation of warehousing and transport management software. Our German operations reported a very good performance in our intermodal and container management activities and steady progress in our contract logistics portfolio. Overall performance continues to be held back, however, by disappointing results at several of the depots in our road transport network. New business wins in our intermodal operations included gains with German Pellets, CMA CGM and Van Donge & de Roo. For German Pellets, for example, we are organising bulk barge and coaster transports, principally to Belgium and the Netherlands and also managing the handling and storage products for two manufacturing facilities in Southern Germany. For CMA CGM we are handling some 16,000 containers per annum through our Mannheim terminal and also managing container movements by rail between Mannheim and Le Havre. Our high-tech operations added new business with NCR, Wincor Nixdorf and Diebold, amongst others, and we expanded our contract logistics activities elsewhere with customers such as Dow and M-Real. For Dow, for example, we added the management of new activities in Italy and Romania to our existing Pan-European operation. Our road operations combine both warehousing activities on certain sites and a national network of cross-docking facilities which allow us to offer next-day delivery across Germany. Good progress was made in certain areas of these activities, including new wins with Exxon Mobil, Plastal, a major supplier of engineered plastics to the automotive industry, and Lorenz, a leading snack food manufacturer. The Exxon Mobil win in particular will bring significant volume to our Duisburg site, one of the currently under-utilised warehouses which has been hindering our ability to make more significant profit progress. Action plans are being implemented to address the performance of the remaining under-utilised sites. Our strategic review of the German market has also identified a number of potentially attractive infill acquisition targets, several of which are currently being actively reviewed. We are pleased with the progress being made by our enlarged French business in the building of a more substantial pipeline of development opportunities. Under-utilised space at certain sites, as in Germany, prevents more substantive short-term profit progress, but we are encouraged by the early signs of enhanced new business momentum. Contract gains in the period included wins with EDF Energies Nouvelles, HSS and Mister Gooddeal, Jardiland and Total. For EDF Energies Nouvelles we are managing the warehousing of a new range of solar panels in our Toulouse facility and organising transport flows throughout the South of France and into Spain. For HSS and Mister Gooddeal, both parts of the Bertelsmann Group and leaders in e-commerce and internet shopping in France, we have successfully taken over both the running of their in-house warehousing operations and also expanded an existing Wincanton warehouse in Caudebec, including an investment in automation to handle the high levels of growth in this fast-expanding sector. The addition of Jardiland to our growing customer base in DIY retailing will secure additional volume for one of our sites with spare capacity in the Orleans area. More investment, and time, will be required to accelerate the improvement of Wincanton's brand awareness in France, but contract wins such as these, together with our growing pipeline of new business opportunities, give us confidence that a sizeable and profitable operation can be built successfully in this important focus market. In Central & Eastern Europe we have resolved the contractual issues relating to the project start-ups in Hungary last year that have had an adverse effect upon our financial performance. We are now again able to concentrate our efforts, having also reinforced our management resource across the region, on taking profitable advantage of the many opportunities for new business in these fast-growing economies. Wins and renewals in the period included a 2-year extension of our warehousing and distribution contract with Leroy Merlin and new wins to manage the warehousing and distribution requirements of OBI in Poland and also national distribution for Electrolux in Poland. We were awarded a new 3-year contract with JohnsonDiversey, a 5-year contract with Rieber Food and new transport management operations, both nationally and internationally, for Kraft Foods, Kingspan and Cussons. High rates of wage inflation and labour shortages in certain areas are creating operational challenges, but our reputation for the quality and reliability of our service performance is of increasing importance in the generation of new business opportunities. Our international transport hub, at s'Heerenberg on the Dutch/German border, successfully brought on-stream a major Pan-European contract for the consolidation and delivery of automotive components into Pininfarina in Northern Italy. Good new business wins were also recorded with Akzo Nobel and Ciba-Geigy. A project to significantly expand the capacity of this hub is now under way, with our new facility expected to be operational from the middle of next year. We believe there to be attractive growth potential for Wincanton in the management and operation of international transport flows and this is another area in which we have been strengthening our management resource for the future. Work to establish the potential in Mainland Europe for some of our higher growth activities in the UK has led to us to focus, initially, on Consilium, our consultancy business. Consilium has developed rapidly and profitably in the UK and is making good early progress in extending the scope of its operations outside of the UK. The first half, for example, saw projects successfully completed for a Scandinavian brewer and food importer and also a European supply chain review for a major international brewer. Financial review Group turnover, at £1,030.2m, was 10.6 per cent higher than for the same period last year. Underlying operating profit, at £25.5m, was 19.2 per cent ahead of last year. In a strong first half, the UK & Ireland delivered a 17.0 per cent increase in underlying operating profit, to £23.4m, on turnover up by 16.2 per cent to £668.3m. Underlying operating profit in Mainland Europe increased from £1.4m to £2.1m on turnover broadly unchanged at £361.9m. Exceptional income of £4.5m has been generated in the first half. £3.7m of this is derived from the expected receipt of a monetary award in respect of arbitration proceedings. A joint venture, 50 per cent owned by Wincanton, has been seeking compensation for the early termination of a contract. Final resolution of these arbitration proceedings, which may lead to further monies being awarded to the joint venture, is expected in the final quarter of the current financial year. The balance of the exceptional profit, £0.8m, was the result of the sale of a UK property which had become surplus to operational requirements. We expect to review possible restructuring options in respect of certain areas of our activities in the second half, which may lead to exceptional costs being incurred. Net financing costs increased from £4.4m to £5.4m, giving underlying profit before tax, including associates, of £20.2m, up 18.8 per cent. An underlying tax charge of 31 per cent and minority interest charge of £0.2m produced underlying earnings of £13.7m, a 17.1 per cent increase on last year. Underlying earnings per share increased at the slightly lower rate of 15.8 per cent, to 11.7p per share, as a consequence of an increase of approximately 1.9m shares in the Group's average issued share capital through the exercise of share options. As a result of another period of good cash flow generation, net debt, at £62.0m, was down both compared to the year end and the first half last year. The compensation monies referred to above were received following the period end. Dividend The Board has declared an interim dividend of 4.60p, an increase of 8.0 per cent on last year's dividend of 4.26p. This will be paid on 8 January 2008 to shareholders on the register at 7 December 2007. Risks The key risks and uncertainties facing Wincanton in the second half of the current financial year have not changed from those outlined in the Annual Report for the year ended 31 March 2007. Outlook We expect to see the encouraging momentum of our UK & Ireland business continue into the second half. The improved first half performance in Mainland Europe is also expected to be sustained in the second half, although the costs of empty space will continue to limit the speed of profit progress. The second half will again be a very active period for new project implementations, including a new 650,000 sq ft multi-temperature site for Sainsbury's in Northampton and an additional 500,000 sq ft of warehousing for an automotive customer in Germany. We expect the full year to be another year of operational and strategic progress for Wincanton, with attractive opportunities for further development, both organically and through acquisition. Wincanton is well-placed, with leading positions in fragmented markets, to build further on its strong track record of consistent profit growth and cash flow generation. Board change I am pleased to announce that David Edmonds, currently the Senior Independent Director, has agreed to become Chairman following my retirement from the Board at the next Annual General meeting. David will become Deputy Chairman with immediate effect. David Malpas Chairman 7 November 2007 Statement of Directors' responsibilities The Board confirms to the best of their knowledge: • that the consolidated half year financial statements for the six months to 30 September 2007 have been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the EU; and • that the Half Year Report includes a fair review of the information required by sections 4.2.7R and 4.2.8R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the period and their impact on the consolidated half year financial statements; a description of the principal risks and uncertainties for the remainder of the current financial year; and the disclosure requirements in respect of material related party transactions. The Board of Directors has remained unchanged since the publication of the Annual Report in June 2007. The above Statement of Directors' responsibilities was approved by the Board on 7 November 2007. Consolidated income statement for the six months to 30 September 2007 (unaudited) Note Six months to Six months to Year 30 Sept 30 Sept ended 2007 2006 31 March 2007 £m £m £m Revenue 2 1,030.2 931.8 1,933.1 ======= ======= ======= Underlying operating profit 2 25.5 21.4 45.5 ------------------------------- ----- ------- ------- ------- Amortisation of acquired intangibles 2 (2.6) (0.8) (3.2) Exceptional restructuring costs 3 - (1.8) (6.0) Exceptional income 3 4.5 0.7 6.2 ------------------------------- ----- ------- ------- ------- Operating profit 27.4 19.5 42.5 Financing income 4 1.9 1.7 3.7 Financing cost 4 (7.3) (6.1) (13.6) ------------------------------- ----- ------- ------- ------- Net financing costs (5.4) (4.4) (9.9) ------------------------------- ----- ------- ------- ------- Share of results of associates 0.1 - - ------- ------- ------- Profit before tax 22.1 15.1 32.6 Income tax expense 5 (6.6) (5.0) (9.6) ------- ------- ------- Profit for the period 15.5 10.1 23.0 ======= ======= ======= Attributable to - equity shareholders of Wincanton plc 15.3 10.1 22.9 - minority interests 0.2 - 0.1 ------- ------- ------- Profit for the period 15.5 10.1 23.0 ======= ======= ======= Earnings per share 6 - basic 13.1p 8.8p 19.7p - diluted 12.8p 8.6p 19.4p Dividend declared and paid in the period (£m) 7 10.9 9.9 14.9 ======= ======= ======= All operations in the above financial periods were continuing. The dividend per share proposed in respect of the above period is 4.60p (2006: 4.26p). Consolidated statement of recognised income and expense for the six months to 30 September 2007 (unaudited) Six months to Six months to Year 30 Sept 30 Sept ended 2007 2006 31 March 2007 £m £m £m Actuarial gains on defined benefit pension schemes (net of deferred tax) - 14.9 9.4 Net foreign exchange gain/(loss) on investments in foreign subsidiaries net of hedge instruments 0.2 (0.8) - Tax taken directly to equity - - 0.7 ------- ------- ------- Net gain recognised directly in equity 0.2 14.1 10.1 Profit for the period 15.5 10.1 23.0 ------- ------- ------- Total recognised income and expense for the period 15.7 24.2 33.1 ======= ======= ======= Attributable to - equity shareholders of Wincanton plc 15.5 24.2 33.0 - minority interests 0.2 - 0.1 ------- ------- ------- Total recognised income and expense for the period 15.7 24.2 33.1 ======= ======= ======= Consolidated balance sheet at 30 September 2007 (unaudited) Note 30 Sept 30 Sept 31 March 2007 2006 2007 £m £m £m Non-current assets Goodwill and intangible assets 112.8 68.8 113.2 Property, plant and equipment 8 207.8 226.7 211.4 Investments 0.7 0.6 0.6 Deferred tax assets 9.4 21.9 11.8 ------- ------- ------- 330.7 318.0 337.0 ------- ------- ------- Current assets Inventories 8.1 7.6 8.2 Trade and other receivables 365.2 330.8 331.1 Cash and cash equivalents 9 67.8 50.6 60.9 ------- ------- ------- 441.1 389.0 400.2 ------- ------- ------- Current liabilities Income tax payable (7.2) (5.2) (4.4) Borrowings 9 (1.7) (16.3) (1.6) Trade and other payables (477.2) (419.5) (444.1) Employee benefits (6.9) (6.4) (7.7) Provisions (19.5) (17.5) (20.1) ------- ------- ------- (512.5) (464.9) (477.9) ------- ------- ------- Net current liabilities (71.4) (75.9) (77.7) ------- ------- ------- Total assets less current liabilities 259.3 242.1 259.3 ------- ------- ------- Non-current liabilities Borrowings 9 (128.1) (120.0) (125.1) Other payables (1.1) (1.0) (5.0) Employee benefits (95.1) (95.7) (99.6) Provisions (41.6) (44.5) (42.0) Deferred tax liabilities (1.3) (1.1) (1.3) ------- ------- ------- (267.2) (262.3) (273.0) ------- ------- ------- Net liabilities (7.9) (20.2) (13.7) ======= ======= ======= Equity Issued share capital 12.0 12.0 12.0 Share premium 9.8 8.5 9.6 Merger reserve 3.5 3.5 3.5 Translation reserve 2.9 1.9 2.7 Retained earnings (36.4) (46.4) (41.8) ------- ------- ------- Equity deficit attributable to shareholders of Wincanton plc (8.2) (20.5) (14.0) Minority interest 0.3 0.3 0.3 ------- ------- ------- Total equity deficit (7.9) (20.2) (13.7) ======= ======= ======= Consolidated statement of cash flows for the six months to 30 September 2007 (unaudited) Six months to Six months to Year 30 Sept 30 Sept ended 2007 2006 31 March 2007 £m £m £m Operating activities Profit before tax 22.1 15.1 32.6 Adjustments for - depreciation and amortisation 18.6 17.1 35.1 - interest expense 5.4 4.4 9.9 - share of results of associates (0.1) - - - profit on sale of property, plant and equipment (1.0) (0.7) (9.3) - share-based payments fair value charges 1.0 0.7 1.6 ------- ------- ------- Operating profit before changes in working capital and provisions 46.0 36.6 69.9 Increase in trade and other receivables (29.4) (23.7) (10.3) Decrease/(increase) in inventories 0.1 (0.3) (0.4) Increase in trade and other payables 26.5 12.2 15.0 (Decrease)/increase in provisions (2.5) 1.5 (3.1) Decrease in employee benefits (5.3) (28.2) (29.6) Income taxes paid (1.4) (1.3) (1.4) ------- ------- ------- Cash generated from operations (12.0) (39.8) (29.8) ------- ------- ------- Cash flows from operating activities 34.0 (3.2) 40.1 ======= ======= ======= Investing activities Proceeds from sale of property, plant and equipment 4.0 3.8 32.2 Proceeds from sale of unlisted trade investments - 0.1 0.1 Interest received 0.9 0.7 1.7 Acquisitions net of cash acquired and debt repaid on acquisition (1.6) - (29.7) Acquisition of property, plant and equipment (13.3) (16.7) (29.5) ------- ------- ------- Cash flows from investing activities (10.0) (12.1) (25.2) ======= ======= ======= Financing activities Proceeds from the issue of share capital 0.2 2.2 3.1 Disposal of own shares on exercise of options - 0.3 1.2 Increase in borrowings 0.1 22.3 13.4 Payment of finance lease liabilities (0.5) (0.3) (1.6) Dividends paid to minority interest in subsidiary undertakings (0.2) - (0.1) Equity dividends paid (10.9) (9.9) (14.9) Interest paid (6.6) (4.4) (10.9) ------- ------- ------- Cash flows from financing activities (17.9) 10.2 (9.8) ======= ======= ======= Net increase/(decrease) in cash and cash equivalents 6.1 (5.1) 5.1 Cash and cash equivalents at beginning of the period 60.9 56.1 56.1 Effect of exchange rate fluctuations on cash held 0.8 (0.4) (0.3) ------- ------- ------- Cash and cash equivalents at end of period 67.8 50.6 60.9 ======= ======= ======= Represented by - cash at bank and in hand 37.6 21.3 33.5 - restricted cash, being deposits held by the Group's captive insurer 30.2 29.3 27.4 ------- ------- ------- 67.8 50.6 60.9 ======= ======= ======= Notes to the consolidated half year financial statements for the six months to 30 September 2007 (unaudited) 1 Basis of preparation and Statement of compliance Wincanton plc (the 'Company') is a UK company incorporated in England and Wales. The consolidated half year financial statements of the Company for the six months to 30 September 2007 comprise the Company and its subsidiaries (together referred to as the 'Group') and the Group's interests in associates and jointly controlled entities. These consolidated half year financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting', as adopted by the EU, and on the basis of the accounting policies applied by the Group in its consolidated financial statements for the year ended 31 March 2007, which are in accordance with IFRS as adopted by the EU (Adopted IFRS). There have not been any significant changes to Adopted IFRS since 31 March 2007 which give rise to any changes to the Group's accounting policies. These consolidated half year financial statements do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements for the year ended 31 March 2007. The comparative figures for the year ended 31 March 2007 have been extracted from those accounts but do not comprise the full statutory accounts for that financial year. Except for the 31 March 2007 comparatives, the financial information set out herein is unaudited but has been reviewed by the auditors and their report to the Company is set out on page 18. The consolidated financial statements for the year ended 31 March 2007 have been reported on by the Group's auditors; delivered to the Registrar of Companies; and are available upon request from the Company's registered office at Methuen Park, Chippenham, Wiltshire, SN14 0WT or at www.wincanton.co.uk. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under Section 237 (2) or (3) of the Companies Act 1985. The preparation of these consolidated half year financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these consolidated half year financial statements, the significant judgements made by management in applying the Group's accounting policies and the key areas of estimation were the same as those that applied to the consolidated financial statements for the year ended 31 March 2007. The Half Year Report was approved by the Board on 7 November 2007. 2 Segment information Segment information is presented in respect of the Group's geographical segments, being the primary segmentation format based on the Group's management and internal reporting structure. As the secondary segment is the business of contract logistics services which encompasses the entire scope of Wincanton's operations, no further segment analysis is required. The Group operates in two principal geographical areas, the UK & Ireland, and Mainland Europe. In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of the business operations. Underlying operating profit by segment includes items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Notes to the consolidated half year financial statements (continued) for the six months to 30 September 2007 (unaudited) 2 Segment information (continued) UK & Ireland Mainland Europe Consolidated Six Six Year Six Six Year Six Six Year months months ended months months ended months months ended to to 31 to to 31 to to 31 30 Sept 30 Sept March 30 Sept 30 Sept March 30 Sept 30 Sept March 2007 2006 2007 2007 2006 2007 2007 2006 2007 £m £m £m £m £m £m £m £m £m Revenue* 668.3 575.1 1,214.5 361.9 356.7 718.6 1,030.2 931.8 1,933.1 ======= ======= ======= ======= ======= ====== ======= ======= ======= Underlying operating profit by segment 23.4 20.0 42.0 2.1 1.4 3.5 25.5 21.4 45.5 Amortisation ======= ====== ======= ======= ======= ====== ======= ======= ======= of acquired intangibles (1.8) - (1.7) (0.8) (0.8) (1.5) (2.6) (0.8) (3.2) Exceptional restructuring costs - - (2.0) - (1.8) (4.0) - (1.8) (6.0) Exceptional income 0.8 0.7 5.8 3.7 - 0.4 4.5 0.7 6.2 Operating ------- ------- ------- ------- ------- ------ ------- ------- ------- profit 22.4 20.7 44.1 5.0 (1.2) (1.6) 27.4 19.5 42.5 ======= ======= ======= ======= ======= ====== ======= ======= ======= * Revenue derived from sales to external parties only. 3 Exceptionals Six months to Six months to Year 30 Sept 2007 30 Sept 2006 ended £m £m 31 March 2007 £m Exceptional restructuring costs Reorganisation of operating structures - (0.2) (4.0) post-acquisition Relocation of UK head office and business rationalisation - - 0.2 Closure and reorganisation of operations - (1.6) (2.2) (2006 : Spain) -------- -------- -------- - (1.8) (6.0) ======== ======== ======== Exceptional income Property profits - sale of freehold land 0.8 0.7 6.2 and buildings Partial settlement of the PGN Logistics 3.7 - - Ltd arbitration case -------- -------- -------- 4.5 0.7 6.2 ======== ======== ======== The arbitration involving PGN Logistics Ltd, a jointly owned entity of the Group, has been successfully concluded and a partial settlement awarded of £27.4m, which was received after the period end. The Group's 50% share of this expected receipt has been utilised to settle various amounts receivable and reimburse certain accrued costs. The balance of the £13.7m receivable by the Group, as its share of the £27.4m, has given rise to the above exceptional income. Notes to the consolidated half year financial statements (continued) for the six months to 30 September 2007 (unaudited) 4 Net financing costs Six months to Six months to Year 30 Sept 2007 30 Sept 2006 ended £m £m 31 March 2007 £m Interest income 1.3 0.7 1.7 Expected return on defined benefit pension scheme assets 17.7 16.1 32.0 Interest on defined benefit pension scheme obligations (17.1) (15.1) (30.0) -------- -------- -------- 1.9 1.7 3.7 ======== ======== ======== Interest expense (5.8) (4.7) (11.0) Finance charges payable in respect of (0.2) (0.2) (0.5) finance leases Unwinding of discount on insurance and (1.3) (1.2) (2.1) other provisions -------- -------- -------- (7.3) (6.1) (13.6) Less finance costs capitalised - - - -------- -------- -------- (7.3) (6.1) (13.6) ======== ======== ======== Net financing costs (5.4) (4.4) (9.9) ======== ======== ======== 5 Income tax expense Six months to Six months to Year 30 Sept 30 Sept ended 2007 2006 31 March 2007 £m £m £m Current tax expense Current year 4.3 0.7 1.5 Adjustments for prior years (0.1) - (1.5) ------- ------ -------- 4.2 0.7 - ======= ====== ======== Deferred tax expense Current year 2.4 4.3 8.8 Adjustments for prior years - - 0.8 ------- ------ -------- 2.4 4.3 9.6 ======= ====== ======== Total income tax expense in the income statement 6.6 5.0 9.6 ======= ====== ======== In accordance with IAS 34 the tax expense recognised in the income statement for the half year is calculated on the basis of the estimated effective full year tax rate. Notes to the consolidated half year financial statements (continued) for the six months to 30 September 2007 (unaudited) 6 Earnings per share Earnings per share are calculated on the basis of earnings attributable to the equity shareholders of Wincanton plc of £15.3m (2006: £10.1m) and the weighted average of 117.2m (2006:115.3m) shares which have been in issue throughout the period. The diluted earnings per share are calculated on the basis of an additional 2.3m (2006: 2.0m) shares deemed to have been issued at £nil consideration under the Company's share option schemes. The weighted average number of ordinary shares for both basic and diluted earnings per share are calculated as follows: Weighted average number of ordinary Six months to Six months to Year ended 31 shares March 2007 30 Sept 2007 30 Sept millions millions 2006 millions Issued ordinary shares at the beginning of the period 116.1 114.9 114.9 Net effect of shares issued during the period 1.1 0.4 1.2 -------- ------- ------- 117.2 115.3 116.1 ======== ======= ======= Weighted average number of ordinary shares (diluted) Weighted average number of ordinary shares at the end of the period 117.2 115.3 116.1 Effect of share options in issue but not exercised 2.3 2.0 1.8 -------- ------- ------- 119.5 117.3 117.9 ======== ======= ======= An alternative earnings per share number is shown below, being before exceptionals, amortisation of acquired intangibles and related tax, since the Directors consider that this provides further information on the underlying performance of the Group. Six months to Six months to Year ended 31 March 2007 30 Sept 2007 30 Sept pence pence 2006 pence Underlying earnings per share - basic 11.7 10.1 21.0 - diluted 11.5 10.0 20.7 ======== ======= ======= Notes to the consolidated half year financial statements (continued) for the six months to 30 September 2007 (unaudited) 6 Earnings per share (continued) Underlying earnings are determined as follows: Six months to Six months to Year ended 31 March 2007 30 Sept 2007 30 Sept £m £m 2006 £m Profit for the period attributable to equity shareholders of Wincanton plc 15.3 10.1 22.9 Exceptional restructuring costs (note 3) - 1.8 6.0 Exceptional income (note 3) (4.5) (0.7) (6.2) Amortisation of acquired intangibles 2.6 0.8 3.2 Tax on the above items 0.3 (0.3) (1.5) -------- ------- ------- Underlying earnings 13.7 11.7 24.4 ======== ======= ======= 7 Dividends An interim dividend is proposed of 4.60p per share to be paid on 8 January 2008 to shareholders on the register on 7 December 2007. Under Adopted IFRS dividends are only provided in the financial statements when they are declared and become a liability of the Company. The total of the interim dividend is expected to be £5.4m (2006: Interim £5.0m). In August 2007 the final dividend of 9.29p per share was paid to shareholders, a total of £10.9m. 8 Property, plant and equipment Acquisitions and disposals During the half year to 30 September 2007 the Group acquired assets with a cost of £12.4m (2006: £15.1m). Assets with a carrying amount of £3.0m were disposed of during the half year ended 30 September 2007 (2006: £3.0m) Capital commitments At 30 September 2007 the Group had entered into contracts to purchase property, plant and equipment for £16.6m (2006: £5.5m); delivery is expected in the second half of the year to 31 March 2008. Notes to the consolidated half year financial statements (continued) for the six months to 30 September 2007 (unaudited) 9 Analysis of net debt 30 Sept 30 Sept 31 March 2007 2006 2007 £m £m £m Cash and cash equivalents Cash at bank and in hand 37.6 21.3 33.5 Restricted cash, being deposits held by the Group's captive insurer 30.2 29.3 27.4 ------- ------- ------- 67.8 50.6 60.9 ------- ------- ------- Borrowings === === Current === === Bank loans and overdrafts (1.0) (15.2) (1.0) Finance lease liabilities (0.7) (1.1) (0.6) ------- ------- ------- (1.7) (16.3) (1.6) ------- ------- ------- Non-current === US$ private placement (88.7) (86.4) (86.7) Bank loans (36.9) (29.7) (35.3) Finance lease liabilities (2.5) (3.9) (3.1) ------- ------- ------- (128.1) (120.0) (125.1) ------- ------- ------- Total net debt (62.0) (85.7) (65.8) ======= ======= ======= Independent review report to Wincanton PLC Introduction We have been engaged by the Company to review the consolidated half year financial statements in the Half Year Report for the six months to 30 September 2007 which comprises the consolidated income statement, the consolidated balance sheet, the consolidated statement of recognised income and expense, the consolidated statement of cash flows and the related explanatory notes. We have read the other information contained in the Half Year Report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the consolidated half year financial statements. This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Disclosure and Transparency Rules ('the DTR') of the UK's Financial Services Authority ('the UK FSA'). Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached. Directors' responsibilities The Half Year Report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the Half Year Report in accordance with the DTR of the UK FSA. As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the EU. The consolidated half year financial statements included in this Half Year Report have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU. Our responsibility Our responsibility is to express to the Company a conclusion on the consolidated half year financial statements in the Half Year Report based on our review. 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 UK. 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 consolidated half year financial statements in the Half Year Report for the six months to 30 September 2007 are not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the DTR of the UK FSA. KPMG Audit Plc Chartered Accountants 100 Temple Street Bristol BS1 6AG 7 November 2007 Shareholder information Shares traded ex-dividend 5 December 2007 Record date for interim dividend 1 7 December 2007 Interim dividend paid 8 January 2008 Preliminary announcement of full year results June 2008 Annual General Meeting July 2008 Half year results and dividend announced November 2008 1 Shareholders on the register at this date will receive the dividend. Shareholders' enquiries All administrative enquiries relating to shareholdings should, in the first instance, be directed to the Registrar at the following address: Equiniti Aspect House Spencer Road Lancing West Sussex BN15 8AH This information is provided by RNS The company news service from the London Stock Exchange

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