Interim Results
Wincanton PLC
09 November 2005
For Immediate Release 9 November 2005
WINCANTON plc
Interim Results
for the half year ended 30 September 2005
'Acquisition complements continuing organic growth'
2005 2004 %
£m £m change
Revenue 879.8 800.3
Underlying operating profit (note) 20.0 19.0 5.3%
Net financing costs (4.0) (5.5)
Underlying profit before tax (note) 16.0 13.5 18.5%
Other items (net) (0.8) (5.2)
Profit before tax 15.2 8.3
Underlying earnings per share 9.5p 7.6p 25.0%
Basic earnings per share 9.1p 4.2p
Dividend per share 3.94p 3.66p 7.7%
Note: Underlying profit before tax and earnings per share are stated before
exceptional restructuring costs of £1.4m (2004: £5.2m), exceptional property
profits of £0.8m (2004: nil) and amortisation of acquired intangibles of £0.2m
(2004: nil). Operating profit including these items amounted to £19.2m (2004:
£13.8m).
OPERATIONAL HIGHLIGHTS
• New business activity in UK & Ireland remains high.
• Continuing progress in Continental Europe.
• Recently-announced acquisition strengthens operational capabilities
and customer portfolio in the important French market
FINANCIAL HIGHLIGHTS
• Underlying operating profit up by 5.3% to £20.0m
• Underlying earnings per share up by 25.0%
• 7.7% increase in interim dividend, to 3.94p per share
Commenting on the results, Paul Bateman, Wincanton Chief Executive, said:
'The prospects for continuing organic growth, together with an initial
contribution from our recent French acquisition, give us confidence that the
full year will be another year of operational and strategic progress for
Wincanton.'
For further enquiries please contact:
Wincanton
Paul Bateman, Chief Executive ) +44 (0) 1249 710000
Gerard Connell, Group Finance Director )
Charles Carr, Group Corporate Communications Director )
Buchanan Communications
Charles Ryland/Jeremy Garcia +44 (0) 207 466 5000
Half Year Review
For the 6 months ended 30 September 2005
Introduction
Wincanton's focus on strength in national markets, combined with Pan-European
capability, continues to generate opportunities for growth across Europe. The
six months to 30 September 2005 represented another period of excellent progress
for the Group.
Operationally, we again delivered high levels of service and efficiency for our
customers. Financially, we again reported good profit growth, strong cash flow
and a further reduction in net debt. Strategically, we consolidated our position
as one of the leading European providers of supply chain services through the
acquisition of Premium Logistics ('Premium') shortly after the period end.
UK & Ireland
Levels of activity in our businesses in the UK & Ireland remained high in the
first half. Successful contract start-ups were managed for new and existing
customers such as Argos, GlaxoSmithKline, Matalan, Tulip and Unilever. We saw
both business extension and expansion with other customers such as Pernod
Ricard, Sainsbury, Shell Gas and Tesco. Our re-packing activities expanded
further with new contract gains for Heinz and Procter & Gamble. Other contract
wins included a transport and warehousing operation for Miller Brands UK and a
new distribution operation for Woolworths in Northern Ireland. Other contract
renewals included business extensions with Comet, Dairy Crest, Esso, Procter &
Gamble and Novartis.
Developments with Comet also included a new home delivery platform, a solution
for packaging waste clearance and the establishment of a national sortation
network to handle the implementation of the Waste Electrical and Electronic
Equipment Directive. The reverse logistics and recycling solution developed for
Comet is indicative of the need for significant change in retail supply chains
arising from the new recycling legislation. Given our strong presence in the
retail sector and growing expertise in reverse logistics and recycling,
Wincanton is very well placed to develop new services for customers in this
potentially fast-growing area of the market. Our work with Comet recently won
the 2005 National Recycling Award for Best Partnership Project for Recycling.
Our portfolio of ancillary services also performed well in the period.
Consilium, our consultancy operation, carried out projects for John Lewis,
Musgrave and Unilever, amongst others. Pullman Fleet Services, our fleet
maintenance business, added new contracts with Arla Foods, Cemex, Somerfield and
Tesco. Our data records management business continues to strengthen its market
position and investment in the current year will significantly expand capacity
in both London and Dublin.
Continental Europe
The six months to 30 September also saw further improvement in our Continental
European operations. Actions taken in recent years to improve efficiency and
reduce costs are giving the Group a stronger platform for future growth. Good
progress is being made in leveraging sector expertise across markets, in
developing cross-border relationships with a growing number of customers and in
enhancing our service offering in areas such as national and international
freight management.
The first half saw a very good performance in our intermodal operations on the
Rhine, with record volumes being handled. The German road network remained
profitable, in spite of lower volumes from key automotive customers, and last
year's midiData acquisition is being successfully integrated. New distribution
customers in Germany included Foseco Steel and BK Giulini. Contract renewals in
Germany included Volvo.
The recently announced acquisition of the principal French operations of Premium
significantly strengthens our operational capabilities and customer portfolio in
the important French market. The enlarged French business now offers national
coverage from 29 sites, giving a substantially stronger and broader business
base from which we will be able to serve both the French and cross-border
requirements of our blue-chip customer base. Premium's customers operate
predominantly in sectors in which Wincanton has a strong track record and
acknowledged expertise. Its contract base includes multinational FMCG companies,
leading retailers of grocery, DIY and home furnishing products and major
manufacturers of automotive, chemical and lubricant products. The performance of
our existing French business, which is principally based around Strasbourg and
includes a regional transport operation, was held back in the first half by the
effect of fuel price increases. New business was nonetheless added with
customers such as Alsace Lait, Dow Automotive and Systeme U.
Our Dutch operations benefited in the first half from higher levels of space
utilisation and another good contribution from international freight management.
New contracts have been added in this growth area with customers such as Diolen
Industrial Fibres and Rohm & Haas. We expect further growth opportunities from
these activities.
Following last year's site closure there was an improved performance from our
Spanish business. A new management team has been put in place to seek to
accelerate the recovery programme. Business gains and renewals in the period
included customers such as Alcoa and Thyssen.
New business opportunities led to an active first half for our Central European
operations. Contract gains included a central warehousing operation for Globus,
a leading Czech retailer, and a national warehousing and distribution operation
for Leroy-Merlin in Poland. We are pleased to see Wincanton's industry-leading
expertise in the retail sector beginning to generate contract gains in new
geographic markets.
Financial Review
The results to 30 September 2005 are reported under International Financial
Reporting Standards ('IFRS'). A restatement of the 2004/05 financial information
is available on the Group's website.
Revenue, at £879.8m, was 9.9% higher than for the same period last year.
Underlying operating profit, at £20.0m, was 5.3% ahead of last year.
Our business in the UK & Ireland delivered solid profit progress, with a 4.0%
increase in underlying operating profit, to £18.2m, on revenue up 9.0% to
£574.1m. Continental Europe, with revenue up by 11.7% to £305.7m, also showed
underlying profit growth on last year, up £0.3m to £1.8m. This was a good
performance given the ground to be made up for the lost contribution from PGN
which remains subject to arbitration.
A continuing focus on cash management, combined with lower lending margins,
resulted in a £1.5m reduction in the interest charge, to £4.0m. Net debt at the
half year stood at £47.9m, compared to £59.0m at 30 September 2004, and £56.5m
at 31 March 2005.
Our committed banking facilities, totalling £210m, have recently been extended
to December 2010 at a slightly reduced margin.
The combination of operating profit progress and a lower interest charge gave a
substantial 18.5% increase in underlying profit before tax, to £16.0m. A tax
charge of 31% and a minority interest charge of £0.2m produced underlying
earnings of £10.8m, a 22.7% increase on last year.
Profit before tax of £15.2m was after charging exceptional costs of £1.4m (prior
year £5.2m), relating principally to the move to our new head office in
Chippenham. Further costs in relation to this move, albeit at a lower level than
in the first half, are expected to be incurred in the second half of the
financial year.
First half costs were substantially offset by a £0.8m profit on disposal of a
surplus property for gross proceeds of £5.0m, the first of a number of such
disposals expected over the next 18 months.
Dividend
The Board has declared an interim dividend of 3.94p, an increase of 7.7% on last
year's dividend of 3.66p. This will be paid on 11 January 2006 to shareholders
on the register at 9 December 2005.
The group restructuring referred to in the 2004/05 Annual Report has now been
completed, ensuring that the Group has appropriate levels of distributable
reserves following the transition to IFRS noted above.
Pension Fund
The Board will shortly be considering the preliminary results of the triennial
actuarial pension fund valuation as at 31 March 2005. These results will also be
considered by the trustees of the Wincanton Pension Scheme.
The preliminary results are expected to indicate an increase in the actuarial
deficit relative to the IAS19 deficit of £52.1m, net of deferred tax, at 31
March 2005, principally as a result of the adoption of increased longevity
assumptions.
The Board will be discussing with the pension trustees an up-front contribution
to address this increased deficit and an appropriate programme to address the
balance of the deficit over the remaining active working life of employees. The
Board expects any such up-front contribution to be substantially funded by the
programme of surplus property disposals referred to above. An up-front
contribution, and any higher levels of future contribution, would also be
expected to lead to a reduction in the likely levels of mainstream UK
corporation tax payable by the Group.
A further statement on the Group's pension position is anticipated in the final
quarter of the current financial year.
Outlook
The Group's performance in the first half of the year has been encouraging. We
are expecting to see, in the second half, a continuation of the high levels of
operational activity and new business development opportunities that produced
these strong results. The potential for continuing organic growth, together with
an initial contribution from our recent French acquisition, gives us confidence
that the full year will be another year of operational and strategic progress
for Wincanton.
Board Changes
Further to the announcement of Paul Bateman's decision to retire as Chief
Executive, and of his replacement by Graeme McFaull, currently the Managing
Director of Wincanton's operations in the UK and Ireland, it has now been agreed
that Paul will leave the Board on 14 December, following the presentation of
these interim results to Wincanton's investors.
We welcome Jonson Cox, Group Chief Executive of AWG plc, who joined the Board on
21 October as a Non-executive Director.
David Malpas
Chairman
8 November 2005
Consolidated income statement
for the half year ended 30 September 2005 (unaudited)
Half year Half year Year
ended ended ended
30 Sept 30 Sept 31 March
2005 2004 2005
Note £m £m £m
Revenue 3 879.8 800.3 1,651.5
Underlying
operating
profit 3 20.0 19.0 39.3
Amortisation
of acquired
intangibles (0.2) - (0.1)
Exceptional
restructuring
costs 4 (1.4) (5.2) (9.4)
Exceptional
property
profits 4 0.8 - -
Exceptional
profits on
asset
disposals 4 - - 7.6
Operating
profit 19.2 13.8 37.4
Financial
income 1.3 1.4 2.8
Financial
expenses (5.3) (6.9) (12.7)
Net financing
costs (4.0) (5.5) (9.9)
Share of
profits of
associates - - 0.1
Profit before
tax 15.2 8.3 27.6
Income tax
expense 5 (4.6) (3.3) (8.3)
Profit for the
period 10.6 5.0 19.3
Attributable to:
Equity
shareholders
of Wincanton
plc 10.4 4.8 18.7
Minority
interests 0.2 0.2 0.6
Profit for the
period 10.6 5.0 19.3
Earnings per
share
- 8 9.1p 4.2p 16.4p
basic
- diluted 9.0p 4.1p 16.2p
All operations in the above financial periods were continuing.
The dividend per share proposed in respect of the above period is 3.94p (2004:
3.66p).
Consolidated statement of recognised income and expenses
for the half year ended 30 September 2005 (unaudited)
Half year Half year Year
ended ended ended
30 Sept 30 Sept 31 March
2005 2004 2005
£m £m £m
Actuarial
losses on
defined
benefit
pension
schemes - - (4.9)
Net foreign
exchange gain
on investment
in foreign
subsidiaries
net of hedged
items 0.5 1.4 2.4
Tax on items
taken directly
to or
transferred
from equity - - 0.7
Net
profit/(loss)
recognised
directly in
equity 0.5 1.4 (1.8)
Profit for the
period 10.6 5.0 19.3
Total
recognised
income and
expenses for
the period 11.1 6.4 17.5
Attributable to:
Equity
shareholders
of Wincanton
plc 10.9 6.2 16.9
Minority
interests 0.2 0.2 0.6
Total
recognised
income and
expenses for
the period 11.1 6.4 17.5
Consolidated balance sheet
as at 30 September 2005 (unaudited)
Half year Half year Year
ended ended ended
30 Sept 30 Sept 31 March
2005 2004 2005
Note £m £m £m
Non-current assets
Goodwill and
intangible
assets 49.3 44.2 51.1
Property,
plant and
equipment 235.5 234.9 234.1
Investments 0.8 0.6 0.5
Deferred tax
assets 16.4 16.7 19.6
302.0 296.4 305.3
Current assets
Inventories 6.7 5.6 6.0
Trade and
other
receivables 306.0 269.0 284.3
Cash and cash
equivalents 6 44.2 52.1 61.9
356.9 326.7 352.2
Current liabilities
Income tax
payable (5.6) (4.3) (6.9)
Borrowings 6 (1.8) (2.7) (6.1)
Trade and
other payables (404.8) (372.5) (378.6)
Employee
benefits (3.9) (5.6) (4.6)
Provisions (14.3) (13.1) (13.6)
(430.4) (398.2) (409.8)
Net current
liabilities (73.5) (71.5) (57.6)
Total assets
less current
liabilities 228.5 224.9 247.7
Non-current liabilities
Borrowings 6 (90.3) (108.4) (112.3)
Trade and
other payables (3.2) (2.3) (3.8)
Employee
benefits (98.5) (90.2) (98.4)
Provisions (36.4) (35.2) (36.0)
Deferred tax
liabilities (1.8) (1.5) (1.7)
(230.2) (237.6) (252.2)
Net
liabilities (1.7) (12.7) (4.5)
Equity
Issued capital 11.8 11.7 11.7
Share premium 4.8 3.4 4.4
Merger reserve 3.5 3.5 3.5
Other reserves 3.7 1.6 2.9
Retained
earnings (25.9) (33.2) (27.4)
Equity deficit
attributable
to
shareholders
of Wincanton
plc (2.1) (13.0) (4.9)
Minority
interest 0.4 0.3 0.4
Total equity
deficit (1.7) (12.7) (4.5)
Consolidated statement of cash flows
for the half year ended 30 September 2005 (unaudited)
Half Half Year
year year ended
ended ended 31 March
30 Sept 30 Sept 2005
2005 2004
£m £m £m
Operating activities
Profit before
tax 15.2 8.3 27.6
Adjustments for:
Depreciation
and
amortisation 15.9 17.6 35.1
Interest
expense 4.0 5.5 9.9
Profit on sale
of property,
plant and
equipment (0.8) - (7.6)
Share-based
payments fair
value charges 0.3 - 0.3
Operating
profit before
changes in
working
capital and
provisions 34.6 31.4 65.3
Increase in
trade and
other
receivables (22.3) (31.7) (38.0)
Increase in
inventories (0.7) (0.2) (0.1)
Increase in
trade and
other payables 27.0 37.5 35.7
(Decrease)/inc
rease in
provisions (0.8) 5.0 3.7
Cash generated
from
operations 3.2 10.6 1.3
Cash flows
from operating
activities 37.8 42.0 66.6
Investing activities
Proceeds from
sale of
property,
plant and
equipment 7.9 3.5 20.0
Interest
received 1.2 0.9 2.3
Trans European
completion
settlement - 7.8 7.8
Acquisition of
midiData net
of cash
acquired 0.7 - (6.7)
Acquisition of
property,
plant and
equipment (25.4) (12.3) (34.4)
Interest paid (3.3) (5.4) (10.7)
Income taxes
(paid)/received (2.6) 0.8 (2.0)
Cash flows
from investing
activities (21.5) (4.7) (23.7)
Financing activities
Proceeds from
the issue of
share capital 0.5 1.6 2.6
Purchase of
own shares - (8.5) (8.5)
Decrease in
borrowings (25.2) (23.5) (16.2)
Payment of
finance lease
liabilities (0.5) (0.7) (0.9)
Dividends paid
to minority
interest in
subsidiary
undertakings (0.2) (0.1) (0.4)
Equity
dividends paid (8.8) (8.5) (12.3)
Cash flows
from financing
activities (34.2) (39.7) (35.7)
Net
(decrease)/inc
rease in cash
and cash
equivalents (17.9) (2.4) 7.2
Cash and cash
equivalents at
beginning of
year 61.9 54.2 54.2
Effect of
exchange rate
fluctuations
on cash held 0.2 0.3 0.5
Cash and cash
equivalents at
end of year 44.2 52.1 61.9
Represented by:
Cash at bank
and in hand 12.3 10.6 28.4
Cash deposits
held by the
Group's
captive
insurer to
meet insurance
liabilities 31.9 41.5 33.5
44.2 52.1 61.9
Notes to the Interim Report
for the half year ended 30 September 2005 (unaudited)
1 Status of Interim Report and basis of preparation
The Interim Report was approved by the Board on 8 November 2005. 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 14.
Historically, Wincanton has prepared its consolidated financial statements under
UK Generally Accepted Accounting Practice (UK GAAP). In accordance with the
directive of the Council of the European Union, Wincanton has adopted
International Financial Reporting Standards (IFRS) for the first time this year.
These accounts are the first Wincanton has prepared under IFRS and have been
prepared in accordance with the IFRS accounting policies Wincanton expects to
apply in the IFRS-compliant full year financial statements to 31 March 2006.
The financial information contained in the Interim Report does not constitute
statutory accounts. The comparative figures for the half year ended 30 September
2004 and for the year ended 31 March 2005 have been extracted from the IFRS
Transition Statement issued on 8 November 2005.
The UK GAAP financial information for the year ended 31 March 2005 contained
within the IFRS Transition Statement does not constitute the Group's statutory
accounts for that financial year. Those accounts, which were prepared under UK
GAAP have been reported on by the Group's auditors and delivered to the
Registrar of Companies. The report of the auditors was unqualified and did not
contain statements under Section 237 (2) or (3) of the Companies Act 1985.
Similarly the UK GAAP financial information for the half year ended 30 September
2004 contained within the IFRS Transition Statement also does not constitute the
Group's statutory accounts. This information has been extracted from the interim
report for the half year ended 30 September 2004, which was reviewed by the
auditors.
The IFRS Transition Statement also gives details of the revised IFRS accounting
policies and reconciliations required under IFRS 1 'First time adoption of
International Financial Reporting Standards'. This statement is available on the
website, at www.wincantonplc.co.uk or from the Company Secretarial department at
the registered office in Chippenham.
Wincanton plc (the Company) is a company domiciled in England and Wales. The
Interim Report of the Group for the half year ended 30 September 2005 comprise
the Company (together referred to as the Group) and the Group's interest in
associates and joint ventures.
2 Segment reporting
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 which encompasses the entire scope of Wincanton's operations,
no further segment analysis is required.
The Group operates in two principal geographical areas, the United Kingdom and
Ireland, and Continental Europe where the business operates in 13 separate
countries. In presenting information on the basis of geographical segments,
segment revenue and assets are based on the geographical location of the
business operations.
Segment results include items directly attributable to a segment as well as
those that can be allocated on a reasonable basis.
Notes to the Interim Report (continued)
3. Segment information
UK & Ireland Continental Europe Consolidated
Half Half Year Half Half Year Half Half Year
year year ended 31 year year ended year year ended 31
ended ended March ended ended 31 ended ended March
30 Sept 30 Sept 2005 30 Sept 30 Sept March 30 Sept 30 Sept 2005
2005 2004 2005 2004 2005 2005 2004
£m £m £m £m £m £m £m £m £m
Revenue 574.1 526.7 1,097.8 305.7 273.6 553.7 879.8 800.3 1,651.5
Underlying
operating
profit by
segment 18.2 17.5 36.5 1.8 1.5 2.8 20.0 19.0 39.3
Amortisation
of acquired
intangibles - - - (0.2) - (0.1) (0.2) - (0.1)
Exceptional
restructuring
costs (1.4) (1.6) (4.3) - (3.6) (5.1) (1.4) (5.2) (9.4)
Exceptional
property
profits 0.8 - - - - - 0.8 - -
Exceptional
profits on
asset
disposals - - 7.6 - - - - - 7.6
Operating
profit 17.6 15.9 39.8 1.6 (2.1) (2.4) 19.2 13.8 37.4
4 Exceptionals
Half year Half Year
ended year ended
30 Sept ended 31 March
2005 30 Sept 2005
2004
£m £m £m
Exceptional restructuring costs
Reorganisation
of operating
structure
post-acquisiti
on - - (2.0)
Relocation of
UK head office
and UK
rationalisation (1.4) (1.6) (2.6)
Closure of
operations in
Spain, France
and UK - (3.6) (4.8)
(1.4) (5.2) (9.4)
Exceptional
property
profits - sale
of freehold
land &
buildings 0.8 - -
Exceptional
profits on
asset
disposals -
sale of
trailer assets - - 7.6
Notes to the Interim Report (continued)
5 Income tax expense
Half Half year Year
year ended ended
ended 30 Sept 31 March
30 Sept 2004 2005
2005
Recognised in the income statement £m £m £m
Current tax expense
Current year 4.0 2.7 6.6
Adjustments
for prior
years - - 1.0
4.0 2.7 7.6
Deferred tax expense
Current year 0.6 0.6 2.2
Adjustments
for prior
years - - (1.5)
0.6 0.6 0.7
Total income
tax expense in
the income
statement 4.6 3.3 8.3
6 Analysis of net debt
Half Half year Year
year ended ended
ended 30 Sept 31 March
30 Sept 2004 2005
2005
£m £m £m
Cash at bank
and in hand 12.3 10.6 28.4
Cash deposits
held by
captive
insurer 31.9 41.5 33.5
Cash and cash
equivalents 44.2 52.1 61.9
Borrowings due within one year
Finance leases (1.0) (1.0) (1.2)
Debt (0.8) (1.7) (4.9)
(1.8) (2.7) (6.1)
Borrowings due after one year
Finance leases (4.9) (5.4) (5.2)
Debt (85.4) (103.0) (107.1)
(90.3) (108.4) (112.3)
Total net debt (47.9) (59.0) (56.5)
Notes to the Interim Report (continued)
7 Dividends
An interim dividend is proposed of 3.94p per share to be paid on 11 January 2006
to shareholders on the register on 9 December 2005.
Under IFRS the proposed dividend is not shown as a charge to the income
statement, but will be accounted for when paid. The total of the interim
dividend is expected to be £4.5m (2004: Interim £4.2m). In August 2005 the final
dividend of 7.74p per share was paid to shareholders, a total of £8.8m.
8 Earnings per share
Earnings per share are calculated on the basis of earnings of £10.4m (2004:
£4.8m) and the weighted average of 113.9m (2004:115.1m) shares which have been
in issue throughout the period. The diluted earnings per share are calculated on
the basis of an additional 1.4m (2004: 1.1m) shares deemed to have been issued
at £nil consideration under the Company's share option schemes.
A further earnings per share number is shown below, being underlying earnings
before exceptionals, amortisation of intangibles, goodwill impairment and
related tax, since the Directors consider that this provides further information
on the underlying performance of the Group.
Underlying earnings and EPS are as follows:
Half year Half year Year
ended ended ended
30 Sept 30 Sept 31 March
2005 2004 2005
EPS p £m EPS p £m EPS p £m
Profit for the
period
attributable
to
shareholders
of Wincanton
plc 9.1 10.4 4.2 4.8 16.4 18.7
Exceptional
restructuring
costs (note 4) 1.2 1.4 4.5 5.2 8.2 9.4
Exceptional
property
profits (note
4) (0.7) (0.8) - - - -
Exceptional
profits on
asset
disposals
(note 4) - - - - (6.7) (7.6)
Amortisation
of acquired
intangibles 0.2 0.2 - - 0.1 0.1
Tax on above (0.3) (0.4) (1.1) (1.2) (1.7) (2.0)
Underlying EPS
and earnings 9.5p 10.8 7.6p 8.8 16.3p 18.6
Independent review report to Wincanton plc
Introduction
We have been engaged by the Company to review the financial information set out
on pages 6 to 13 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.
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 Listing
Rules of the Financial Services Authority. 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 Interim Report, including the financial information contained therein, is
the responsibility of and has been approved by the Directors. The Directors are
responsible for preparing the Interim Report in accordance with the Listing
Rules which require that the accounting policies and presentation applied to the
interim figures should be consistent with those applied in preparing the
preceding annual financial statements except where any changes, and the reasons
for them, are disclosed.
As disclosed in note 1 to the financial information, the next annual financial
statements of the Group will be prepared in accordance with IFRSs adopted for
use in the European Union. The accounting policies that have been adopted in
preparing the financial information are consistent with those that the Directors
currently intend to use in the next annual financial statements. There is,
however, a possibility that the Directors may determine that some changes to
these policies are necessary when preparing the full annual financial statements
for the first time in accordance with those IFRSs adopted for use by the
European Union.
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
for use in the United Kingdom. A review consists principally of making enquiries
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 half year ended
30 September 2005.
KPMG Audit Plc
Chartered Accountants
100 Temple Street
Bristol
8 November 2005
SHAREHOLDER INFORMATION
Interim results and dividend 9 November 2005
announced
Shares traded ex-dividend 7 December 2005
Record date for interim dividend 1 9 December 2005
Interim dividend paid 11 January 2006
Preliminary announcement of full year June 2006
results
Annual General Meeting July 2006
1 Shareholders on the register at this date will receive the dividend
SHAREHOLDER ENQUIRIES
All administrative enquiries relating to shareholdings should, in the first
instance, be directed to the Registrar at the following address:
Lloyds TSB Registrars
The Causeway
Worthing
West Sussex
BN99 6DA
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