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Brambles Industries (BI.)

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Wednesday 23 February, 2005

Brambles Industries

Interim Results Part 4

Brambles Industries PLC
23 February 2005


Brambles

COMBINED PROFIT AND LOSS ACCOUNT (unaudited)
for the half-year ended 31 December 2004

                                     First half                          First half                 Full year
                                        2005                                2004                       2004
                          ---------------------------------  -------------------------------------  -----------
                           Before                                  Before
                         goodwill       Goodwill                 goodwill      Goodwill
                     amortisation   amortisation             amortisation  amortisation
                    & exceptional  & exceptional            & exceptional & exceptional
                            items          items      Total         items         items      Total       Total
                       £ millions     £ millions £ millions    £ millions    £ millions £ millions  £ millions
                          ---------------------------------  -------------------------------------  -----------
TURNOVER
(including share of 
joint ventures and
associates)
- Continuing operations    1,629             -      1,629         1,545              -       1,545      3,109
- Discontinued operations      -             -          -             4              -           4          3
                          ----------------------------------  ------------------------------------  -----------
                           1,629             -      1,629         1,549              -       1,549      3,112
Less share of turnover of:
- Joint ventures 
  - continuing operations    (24)            -        (24)          (26)             -         (26)       (51)
- Associates
  - continuing operations    (22)            -        (22)          (23)             -         (23)       (38)
                          ----------------------------------  -------------------------------------------------
GROUP TURNOVER             1,583             -      1,583         1,500              -       1,500      3,023
                          ----------------------------------  -------------------------------------------------

OPERATING PROFIT
Continuing operations
  before goodwill
  amortisation and                
  exceptional items          205             -        205           162              -         162        366
Goodwill amortisation          -           (17)       (17)            -            (18)        (18)       (34)
Exceptional items              -             -          -             -            (47)        (47)       (75)
                          -------------------------------------------------------------------------------------
Continuing operations        205           (17)       188           162            (65)         97        257

Discontinued operations        -             -          -             1              -           1          1
                          -------------------------------------------------------------------------------------
GROUP OPERATING PROFIT       205           (17)       188           163            (65)         98        258

Share of operating
profit of:
- Joint ventures               
  - continuing operations      5             -          5             5              -           5         10
- Associates                   
  - continuing operations      1             -          1             2              -           2          3
                          -------------------------------------------------------------------------------------

TOTAL OPERATING PROFIT       211           (17)       194           170            (65)        105        271

EXCEPTIONAL ITEMS
Net profit on sale of
  discontinued operations      -             -          -             -             27          27         27
                          -------------------------------------------------------------------------------------
                               -             -          -             -             27          27         27
PROFIT BEFORE INTEREST
AND TAX                      211           (17)       194           170            (38)        132        298
Net interest payable:
- Group                      (38)            -        (38)          (38)             -         (38)       (72)
- Share of joint ventures
  and associates              (1)            -         (1)           (1)             -         (1)        (2)
                          -------------------------------------------------------------------------------------
                             (39)            -        (39)          (39)             -         (39)       (74)
                          -------------------------------------------------------------------------------------
PROFIT ON ORDINARY
ACTIVITIES BEFORE TAX        172           (17)       155           131            (38)         93        224
Tax on profit on
  ordinary activities        (56)           (3)       (59)          (40)             -         (40)       (99)
                          -------------------------------------------------------------------------------------

PROFIT ON ORDINARY
ACTIVITIES AFTER TAX         116           (20)        96            91            (38)         53        125

Equity minority interests      -             -          -             -              -           -          1
                          -------------------------------------------------------------------------------------

PROFIT ATTRIBUTABLE TO 
PARENT COMPANIES'
SHAREHOLDERS                 116           (20)        96            91            (38)         53        126

Equity dividends
paid and proposed            (69)            -        (69)          (71)             -         (71)      (136)
                          -------------------------------------------------------------------------------------
TRANSFER TO/(FROM)
COMBINED RESERVES             47           (20)        27            20            (38)        (18)       (10)
                          -------------------------------------------------------------------------------------
Basic earnings per
  share (pence)              6.9          (1.2)       5.7           5.4           (2.3)        3.1        7.5
Diluted earnings per
  share (pence)              6.9          (1.2)       5.7           5.4           (2.3)        3.1        7.4
                          -------------------------------------------------------------------------------------

                                        
                                       17




Brambles


COMBINED BALANCE SHEET (unaudited)
as at 31 December 2004


                                             December      December        June
                                                 2004          2003        2004
                                           £ millions    £ millions  £ millions
                                           ------------------------------------
FIXED ASSETS
Intangible assets                                  455         476         451
Tangible assets                                  2,249       2,341       2,220
                                           ------------------------------------ 

                                                 2,704       2,817       2,671
Investments:
Joint ventures:
- Share of gross assets                             74          71          84
- Share of gross liabilities                       (33)        (46)        (43)
                                          -------------------------------------
                                                    41          25          41
Associates                                          28          40          28
Other investments                                    9          10           9
                                          -------------------------------------

Total investments                                   78          75          78
                                          -------------------------------------

TOTAL FIXED ASSETS                               2,782       2,892       2,749
                                          -------------------------------------

CURRENT ASSETS
Stocks                                              37          28          33
Debtors                                            658         662         633
Cash at bank and in hand                            34          61          34
                                          -------------------------------------

                                                   729         751         700
                                          -------------------------------------
CREDITORS: amounts falling due within 
one year:
Borrowings                                         (39)        (39)        (39)
Creditors                                         (530)       (470)       (518)
Taxation and dividends payable                    (105)       (105)       (100)
                                          -------------------------------------

                                                  (674)       (614)       (657)
                                          -------------------------------------

NET CURRENT ASSETS                                  55         137          43
                                          -------------------------------------

TOTAL ASSETS LESS CURRENT LIABILITIES            2,837       3,029       2,792

CREDITORS: amounts falling due beyond 
one year:
Borrowings                                      (1,340)     (1,580)     (1,390)
Provisions for liabilities and charges            (292)       (271)       (285)
                                          -------------------------------------

NET ASSETS                                       1,205       1,178       1,117
                                          -------------------------------------

CAPITAL AND RESERVES
Share capital                                      531         545         499
Share premium account                               50          50          50
Other reserves                                      83          83          83
Combined profit and loss account                   537         495         481
                                          -------------------------------------
Equity shareholders' funds                       1,201       1,173       1,113
Equity minority interests                            4           5           4
                                          -------------------------------------

                                                 1,205       1,178       1,117
                                          -------------------------------------


                                        18





Brambles


COMBINED STATEMENT OF TOTAL
RECOGNISED GAINS AND LOSSES (unaudited)
for the half-year ended 31 December 2004

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
Profit attributable to parent companies'              
  shareholders                                        96         53        126
Exchange translation differences                      58         (1)       (67)
                                              ----------------------------------

Total recognised gains and losses for the          
  period                                             154         52         59
                                              ----------------------------------




RECONCILIATION OF MOVEMENTS IN
COMBINED SHAREHOLDERS' FUNDS (unaudited)
for the half-year ended 31 December 2004

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
Combined shareholders' funds at the
  beginning of the period                          1,113      1,185      1,185

Profit attributable to parent companies'              
  shareholders                                        96         53        126
Ordinary dividends paid and proposed                 (69)       (71)      (136)
Reinstatement of goodwill due to sale of               
  businesses                                           -          5          5

Issue of ordinary shares, net of expenses              1          -          -
Shares to be issued                                    2          2          -
Exchange translation difference:
- Brambles Industries Limited share capital           29         16        (28)
- Other                                               29        (17)       (39)
                                              ----------------------------------

Net increase/(decrease) in
  combined shareholders' funds                        88        (12)       (72)
                                              ----------------------------------

Combined shareholders' funds at the
  end of the period                                1,201      1,173      1,113
                                              ----------------------------------



                                        19





Brambles


COMBINED CASH FLOW STATEMENT (unaudited)
for the half-year ended 31 December 2004

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
Net cash inflow from operating activities            376        330        737
                                              ----------------------------------

Dividends received from joint ventures and            
  associates                                           3          2          7
                                              ----------------------------------

Interest received                                      2          3          6
Interest paid                                        (27)       (37)       (74)
Interest element of finance lease rentals             (1)        (1)        (1)
                                              ----------------------------------
Returns on investments and servicing of
  finance                                            (26)       (35)       (69)
                                              ----------------------------------

Taxation paid                                        (46)       (41)       (82)
                                              ----------------------------------

Purchase of tangible fixed assets                   (210)      (222)      (398)
Sale of tangible fixed assets                         26         19         50
Investment loans and other financial                  
  investments                                          1          1          4
                                              ----------------------------------

Capital expenditure and financial
  investment                                        (183)      (202)      (344)
                                              ----------------------------------

Purchase of subsidiary undertakings and
  associates                                         (25)       (27)       (42)
Net cash acquired with subsidiary                    
  undertakings                                         -          -          3
Sale of subsidiary undertakings and                      
  associates                                           4         31         29
                                              ----------------------------------

Acquisitions and disposals                           (21)         4        (10)
                                              ----------------------------------

Equity dividends paid to shareholders of the
parent companies                                     (67)       (69)      (139)
                                              ----------------------------------

Net cash inflow/(outflow) before management
  of liquid resources and financing                   36        (11)       100
                                              ----------------------------------

Management of liquid resources                         -         (4)        (3)
                                              ----------------------------------

Net proceeds from share issues                         1          -          1
(Outflow)/inflow from hedge borrowings                (1)         -         14
(Decrease)/increase in borrowings                    (40)        28       (127)
Capital element of finance lease rentals              (2)        (2)        (5)
                                              ----------------------------------

Financing                                            (42)        26       (117)
                                              ----------------------------------

(Decrease)/increase in cash                           (6)        11        (20)
                                              ----------------------------------


                                        20



                                        


Brambles


MOVEMENT IN COMBINED NET DEBT (unaudited)
for the half-year ended 31 December 2004

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
(Decrease)/increase in cash                       (6)          11          (20)
Decrease/(increase) in borrowings                 40          (28)         127
Capital element of finance lease rentals           2            2            5
Currency variations                               11           49           80
Increase in liquid resources                       -            4            3
Other non-cash changes                             4           12           18
Subsidiaries acquired and sold                    (1)          (1)          (1)
                                              ----------------------------------

Total movement                                    50           49          212

Net borrowings at beginning of period         (1,395)      (1,607)      (1,607)
                                              ----------------------------------

Net borrowings at end of period               (1,345)      (1,558)      (1,395)
                                              ----------------------------------





RECONCILIATION OF OPERATING PROFIT TO NET
CASH INFLOW FROM OPERATING ACTIVITIES (unaudited)
for the half-year ended 31 December 2004

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
Group operating profit                             188          98         258

Depreciation charge                                162         168         333
Goodwill amortisation and impairment                17          37          53
Pooling equipment loss provision expense            29          17          39
(Increase)/decrease in working capital              (6)         20          54
(Decrease)/increase in provisions                   (9)         (7)          7
Other                                               (5)         (3)         (7)
                                              ----------------------------------

Net cash inflow from operating activities          376         330         737
                                              ----------------------------------


                                        21





Brambles


COMBINED SEGMENTAL ANALYSIS (unaudited)
for the half-year ended 31 December 2004



Brambles' material business segments are CHEP (pallet and container pooling),
Cleanaway (waste management), Recall (information management) and Brambles
Industrial Services. The Regional Businesses segment comprises Interlake, TCR
and Eurotainer. The 'Discontinued' segment comprises Meineke (sold August 2003).



                                  Turnover             Comparable operating profit 1

                     First half First half  Full year First half   First half Full year
                          2005        2004       2004       2005        2004       2004
                    £ millions  £ millions £ millions £ millions  £ millions £ millions
                    -------------------------------------------------------------------
By business segment
CHEP                      732        694      1,394        137           96        224
Cleanaway                 544        518      1,037         37           43         89
Recall                    143        137        274         22           21         43
Brambles Industrial       
Services                  146        144        287         17           17         34
Regional Businesses        64         52        117          4            -          5
Corporate                   -          -          -         (6)          (8)       (15)
                    -------------------------------------------------------------------
Continuing businesses   1,629      1,545      3,109        211          169        380
Discontinued                -          4          3          -            1          1
                    -------------------------------------------------------------------
                        1,629      1,549      3,112        211          170        381
                    -------------------------------------------------------------------
By geographic origin
Europe                    878        817      1,656         93           83        179
Americas                  440        427        855         66           39        100
Australia/New Zealand     272        263        519         42           39         82
Rest of World              39         42         82         10            9         20
                    -------------------------------------------------------------------

                        1,629      1,549      3,112        211          170        381
                    -------------------------------------------------------------------

1 Comparable operating profit is profit before interest, tax, goodwill
amortisation and exceptional items (EBITA before exceptionals). The difference
between comparable operating profit and profit before interest and tax is due to
goodwill amortisation and exceptional items. Goodwill amortisation by segment is
CHEP £1 million (2004: £1 million), Cleanaway £8 million (2004: £7 million),
Recall £6 million (2004: £7 million), Brambles Industrial Services £2 million
(2004: £2 million), Regional Businesses nil (2004: £1 million). Exceptional
items in first half 2004 by segment were CHEP £(23) million, Cleanaway £(4)
million, Brambles Industrial Services £(3) million, Regional Businesses £(20)
million, and Discontinued operations £30 million.

                                        22





Brambles


COMBINED SEGMENTAL ANALYSIS (unaudited) continued
for the half-year ended 31 December 2004



                      Profit before interest and tax         Non-operating
                     (after goodwill amortisation and      exceptional items
                            exceptional items)

                    First half  First half  Full year First half   First half Full year
                          2005        2004       2004       2005        2004       2004
                    £ millions  £ millions £ millions £ millions  £ millions £ millions
                    -------------------------------------------------------------------
  

By business segment
CHEP                      136         72        179          -            -          -
Cleanaway                  29         32         60          -            -         (3)
Recall                     16         14         30          -            -          -
Brambles Industrial
Services                   15         12         26          -           (3)        (3)
Regional Businesses         4        (21)       (16)         -            -          -
Corporate                  (6)        (8)       (15)         -            -          -
                    -------------------------------------------------------------------
Total continuing
businesses                194        101        264          -           (3)        (6)
Discontinued                -         31         34          -           30         33
                    -------------------------------------------------------------------

                          194        132        298          -           27         27
                    -------------------------------------------------------------------

By geographic origin
Europe                     83         42        105          -           (3)        (2)
Americas                   61         42         97          -           30         30
Australia/New Zealand      40         39         79          -            -         (1)
Rest of World              10          9         17          -            -          -
                    -------------------------------------------------------------------

                          194        132        298          -           27         27
                    -------------------------------------------------------------------



                                        23





Brambles


COMBINED SEGMENTAL ANALYSIS (unaudited) continued
for the half-year ended 31 December 2004


                                                          Net assets

                                              First half  First half  Full year
                                                    2005        2004       2004
                                              £ millions  £ millions £ millions
                                              ----------------------------------
By business segment
CHEP                                           1,550        1,636        1,534
Cleanaway                                        630          671          617
Recall                                           336          333          321
Brambles Industrial Services                     225          232          209
Regional Businesses                               77           85           76
Unallocated                                      (94)         (66)         (83)
                                              ----------------------------------
Total continuing businesses                    2,724        2,891        2,674
Discontinued                                      (3)          (6)          (3)
                                              ----------------------------------

Total segmented net operating assets           2,721        2,885        2,671
                                              ----------------------------------

By geographic origin
Europe                                         1,523        1,590        1,478
Americas                                         894          974          920
Australia / New Zealand                          330          320          291
Rest of World                                     68           67           65
Unallocated                                      (94)         (66)         (83)
                                              ----------------------------------

Total segmented net operating assets           2,721        2,885        2,671
                                              ----------------------------------

Total segmented net operating assets           2,721        2,885        2,671
Net debt                                      (1,345)      (1,558)      (1,395)
Net tax liabilities                             (171)        (149)        (159)
                                              ----------------------------------

Net assets                                     1,205        1,178        1,117
                                              ----------------------------------



The above segment analysis includes Brambles' share of amounts reported by joint
ventures and associates.

                                        24






Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited)
for the half-year ended 31 December 2004

1      BASIS OF PREPARATION

The dual listed companies structure (DLC Structure) is essentially a contractual
arrangement between Brambles Industries Limited (BIL) and Brambles Industries
plc (BIP) under which they operate as if they are a single economic enterprise,
while retaining their separate legal identities, tax residencies and stock
exchange listings. The combination did not involve the acquisition of one
company by the other or any transfer of shares or other assets between BIL and
BIP. This structure unites the economic interests of the two shareholder groups.

Combined financial information represents the combined businesses of BIL and BIP
and encompasses their respective subsidiaries, associates and joint ventures.
BIL and BIP are referred to collectively throughout these financial statements
as Brambles.

Combined financial information has been presented in order to provide
shareholders with a fuller picture of the combined economic interests of
Brambles. It has been prepared under merger accounting principles, as set out in
Financial Reporting Standard 6: Acquisitions and Mergers. Under merger
accounting the results and cash flows of BIL and BIP have been combined from the
beginning of the 2002 financial year.

Consolidated financial information for BIP is presented on pages 33 to 36.

Where necessary, comparatives have been reclassified and repositioned for
consistency with the 2004 year-end disclosures.


Accounting policies
-------------------

The interim results for the half-year ended 31 December 2004 (First half 2005)
have been prepared on the basis of the accounting policies set out in the 2004
Annual Review.

A reconciliation between UK GAAP and Australian GAAP (AGAAP) is presented in
Note 7.

2      IMPACT OF ADOPTING INTERNATIONAL FINANCIAL REPORTING STANDARDS

Brambles continues the transitioning of its accounting policies and financial
reporting from current UK Standards to International Financial Reporting
Standards (IFRS). Brambles has allocated internal and external resources to the
transition project. Building on diagnostics and impact assessments undertaken at
the start of the project, project teams are currently addressing in detail the
transition issues in the key areas that will be affected by the transition to
IFRS. The IFRS steering committee has met regularly to oversee progress and has
made accounting policy recommendations and presentations to the Audit Committee.
External actuarial consultants are currently performing valuations in relation
to employer sponsored defined benefit superannuation funds and to share-based
payments. Training courses on IFRS have been given to key accounting staff
throughout Brambles.

As Brambles has a 30 June year end, priority has been given to the preparation
of an opening balance sheet in accordance with IFRS as at 1 July 2004. This will
form the basis of accounting for IFRS in the future and is required when
Brambles prepares its first fully IFRS compliant financial report for the year
ending 30 June 2006. Set out below are the key areas where accounting policies
will change and may have an impact on the financial report of Brambles. At this
stage, Brambles is not yet in a position to reliably quantify the impacts on the
financial report.

The following should not be regarded as a complete list of changes in Brambles'
accounting policies that will result from the transition to IFRS, as not all
standards have yet been fully analysed and some decisions have not yet been made
where choices of accounting policies are available. For these reasons it is not
yet possible to quantify the impact of the transition to IFRS on Brambles'
financial position and reported results.

                                        25






Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004


2      IMPACT OF ADOPTING INTERNATIONAL FINANCIAL REPORTING STANDARDS continued

Classification of financial instruments
---------------------------------------

Under IAS 39 'Financial Instruments: Recognition and Measurement', financial
instruments will be carried at either amortised cost or fair value, depending on
which of the four categories set out in the standard applies to the instrument.
Movements in fair value will be either charged to net profit or loss or taken to
equity in accordance with the standard.

This will result in a change to Brambles' current accounting policy which does
not currently classify financial instruments. Current measurement is at
amortised cost, with certain derivative financial instruments not recognised as
assets or liabilities. The future financial effect of this change in accounting
policy is not yet known as the classification and measurement process has not
been completed.

Hedge accounting
----------------

Under IAS 39 'Financial Instruments: Recognition and Measurement', foreign
exchange contracts held for hedging purposes will be classified as cash flow
hedges or fair value hedges, on the basis of the qualifying criteria outlined in
IAS 39. This will result in the recognition of hedging instruments as assets or
liabilities, with resulting gains or losses being charged to net profit or loss
or taken to equity in accordance with the hedge accounting rules in IAS 39.

Currently, costs and gains arising from some contracts used for hedging
purposes, along with any realised or unrealised gains from re-measurement are
included in assets or liabilities as deferred losses or deferred gains.

As permitted by IFRS 1 'First-time adoption of IFRS', Brambles will not apply
IAS 39 to the 2005 comparatives published in its 2006 accounts.

Goodwill
--------

Under IFRS 3 'Business Combinations', goodwill will no longer be amortised but
instead will be subject to rigorous annual impairment testing. This will result
in a change to Brambles' current accounting policy which amortises goodwill over
its useful life but not exceeding 20 years. Under the new policy, amortisation
will no longer be charged, but goodwill will be written down if it becomes
impaired. Reliable estimation of the future financial effects of this change in
accounting policy is not practical because the conditions under which impairment
will be assessed are not yet known.


                                        26





Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004


2      IMPACT OF ADOPTING INTERNATIONAL FINANCIAL REPORTING STANDARDS continued


Employee benefits
-----------------

Under IAS 19 'Employee Benefits', Brambles will be required to recognise the net
surplus or deficit in its employer sponsored defined benefit superannuation
funds as an asset or liability, respectively, based on actuarial calculations of
the position of the funds. Revisions to IAS 19 in December 2004 will allow
additional methods of calculating and recognising actuarial gains and losses.
Brambles has not yet determined which of these choices it will adopt. The
initial adjustment on transition will be made directly against retained profits.

The chosen method of accounting will result in a change to Brambles' current
accounting policy where the expected cost of providing superannuation, as
calculated periodically by professionally qualified actuaries, is recognised in
the profit and loss account so as to spread the cost over the service lives of
employees in the schemes operated within Brambles. This results in a pension
cost which is a substantially level percentage of current and expected future
pensionable payroll.

Reliable estimation of the future financial effects of this change in accounting
policy is not practical because Brambles has not yet determined which of the
methods of accounting for actuarial gains and losses it will adopt.

Share based payments
--------------------

Under IFRS 2 'Share Based Payments', Brambles will be required to determine the
fair value of all share based payments (performance shares and options) to
employees as remuneration and recognise an expense in the profit and loss
account. This treatment will result in a reduction in profits as such items have
not been recognised as expenses under the current accounting policy.
Professional valuers are currently undertaking the necessary actuarial
valuations required to determine fair value. Reliable estimation of the future
financial effects of this change in accounting policy is not practical as the
calculation of fair values under IFRS 2 principles is still being determined.


                                        27






Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004


3      EARNINGS PER SHARE

Earnings per share (EPS) for first half 2005 is based on earnings of £96 million
(2004: £53 million) and calculated on the weighted average number of 1,691.2
million shares in issue and ranking for dividend (2004: 1,690.7 million shares).
Diluted EPS, which takes into account options over shares, is calculated on the
weighted average number of 1,694.5 million shares (2004: 1,691.1 million).

EPS before goodwill amortisation and exceptional items, which the Directors
consider gives a useful additional indication of underlying performance, is
calculated on the earnings of the half-year adjusted as follows:

                                                            Earnings

                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------
Profit for the period                                   96         53        126
Included in operating profit:
- Goodwill amortisation                                 17         18         35
- Exceptional items                                      -         47         75
Non-operating exceptional items                          -        (27)       (27)
Minority interest in exceptional items                   -          -         (1)
Tax attributable to exceptional items                    3          -          2
                                              ----------------------------------
Profit after tax before goodwill
  amortisation and exceptional items                   116         91        210
                                              ----------------------------------

                                                              EPS

                                               First half  First half  Full year
                                                     2005        2004       2004
                                                    pence       pence      pence
                                              ----------------------------------

Profit for the period                                 5.7        3.1         7.5
Included in operating profit:
- Goodwill amortisation                               1.0        1.1         2.0
- Exceptional items                                     -        2.8         4.4
Non-operating exceptional items                         -       (1.6)       (1.6)
Minority interest in exceptional items                  -          -           -
Tax attributable to exceptional items                 0.2          -         0.1
                                              ----------------------------------
Profit after tax before goodwill
  amortisation and exceptional items                  6.9        5.4        12.4
                                              ----------------------------------


                                        28





Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004



4       EXCEPTIONAL ITEMS

                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------
Operating exceptional items:
- Reorganisation costs 1                                -        (28)       (53)
- Goodwill impairment 2                                 -        (19)       (19)
- Write-down of fixed assets 3                          -          -         (3)
                                              ----------------------------------
Total operating exceptional items                       -        (47)       (75)

Non-operating exceptional items:
- Profit on sale of discontinued operations 4           -         30         34
- Loss on sale of discontinued operations               -         (3)        (7)
                                              ----------------------------------

Total non operating exceptional items                   -         27         27
                                              ----------------------------------

Total exceptional items before tax                      -        (20)       (48)
                                              ----------------------------------

Tax on operating exceptional items 5                  (13)        12          9
Tax on non-operating exceptional items:
- Profit on sale of discontinued operations 4          10        (13)       (13)
- Loss on sale of discontinued operations               -          1          2
                                              ----------------------------------
Total tax on exceptional items                         (3)         -         (2)
                                              ----------------------------------
Exceptional items after tax                            (3)       (20)       (50)
                                              ----------------------------------



1 Reorganisation costs in first half 2004 comprise redundancy costs, pallet
write-downs and other related costs in CHEP Europe of £23 million and other
restructuring costs (principally in Cleanaway) of £5 million.

2 An impairment charge of £19 million (£17 million after tax) was booked in
first half 2004 against the carrying value of goodwill in Interlake, which forms
part of the Regional Businesses segment.

3 In second half 2004, the carrying amount of fixed assets in Cleanaway's gas to
energy business in Taiwan was written down to recoverable amount.

4 In August 2003, Brambles completed the sale of Meineke Car Care Centers, Inc
(Meineke) for net proceeds of £42 million. This resulted in a profit on sale of
£30 million (£17 million after tax). During first half 2005, the tax liability
arising on this transaction was reassessed, leading to a reduction in the
liability of £10 million.

5 During first half 2005, a detailed review was undertaken of the allocation of
goodwill and related deferred tax balances to the underlying subsidiaries of
Cleanaway Germany. As a result, an additional deferred tax liability of
£13 million has been recognised.


                                        29






Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004



5       EQUITY DIVIDENDS

An interim dividend of 4.156 pence per BIP share has been declared and will be
paid on 14 April 2005 to shareholders on the register at 18 March 2005.

                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------
BIP:
- Interim declared 4.156 pence per share
    (2004: 4.155 pence)                                30         30         30
- 2004 second interim 3.918 pence per share             -          -         28
                                               ---------------------------------
                                                       30         30         58
BIL:
- Interim declared 10.0 cents per share (2004:         
    10.0 cents)                                        39         41         41
- 2004 final 10.0 cents per share                       -          -         37
                                               ---------------------------------
                                                       39         41         78
                                               ---------------------------------
Total                                                  69         71        136
                                               ---------------------------------


6       CONTINGENT LIABILITIES

There have been no material changes in Brambles' contingent liabilities set out
in the 2004 Annual Review.


                                        30





Brambles


NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004


7       GAAP RECONCILIATION - UK GAAP to AGAAP


(a)     First half 2005

                                                  GAAP adjustments in A$ millions
                                                  -------------------------------
                         First half   First half     Joint                             First half
                               2005         2005  ventures                     Total         2005
                            UK GAAP      UK GAAP       and                    adjust        AGAAP
                         £ millions  A$ millions     assoc.  Goodwill  Other  -ments  A$ millions
                         ------------------------------------------------------------------------
TURNOVER
(including
share of joint ventures
and associates)              1,629      4,075.6         -         -       -       -       4,075.6
                         ------------------------------------------------------------------------
OPERATING PROFIT
Continuing operations
  before goodwill
  amortisation and
  exceptional items            205        511.0         -         -     6.4      6.4        517.4

Goodwill amortisation          (17)       (42.1)        -      (8.4)      -     (8.4)       (50.5)
                         ------------------------------------------------------------------------
Continuing operations          188        468.9         -      (8.4)    6.4     (2.0)       466.9

Discontinued operations          -            -         -         -       -       -            -
                         ------------------------------------------------------------------------
GROUP OPERATING PROFIT         188        468.9         -      (8.4)    6.4     (2.0)       466.9

Share of operating profit
  of joint ventures and 
  associates                     6         15.4      (6.6)        -       -     (6.6)         8.8
                         ------------------------------------------------------------------------
TOTAL OPERATING PROFIT         194        484.3      (6.6)     (8.4)    6.4     (8.6)       475.7


NON-OPERATING
EXCEPTIONAL ITEMS
Net profit on sale of
  discontinued operations       -          -           -          -       -       -            -
                         ------------------------------------------------------------------------
PROFIT BEFORE
INTEREST AND TAX               194        484.3      (6.6)     (8.4)    6.4     (8.6)       475.7

Net interest                   (39)       (96.4)      2.4         -       -      2.4        (94.0)
                         ------------------------------------------------------------------------
PROFIT BEFORE TAX              155        387.9      (4.2)     (8.4)    6.4     (6.2)       381.7

Tax                            (59)      (147.9)      4.2      (2.7)      -      1.5       (146.4)
                         ------------------------------------------------------------------------
PROFIT AFTER TAX                96        240.0        -      (11.1)    6.4     (4.7)       235.3

Minority interests               -         (0.5)       -          -       -       -          (0.5)
                         ------------------------------------------------------------------------
ATTRIBUTABLE PROFIT             96        239.5        -      (11.1)    6.4     (4.7)       234.8
                         ------------------------------------------------------------------------

A$ balances are presented to one decimal place to conform with the Australian
Stock Exchange release.

                                        31






Brambles

NOTES TO THE COMBINED FINANCIAL INFORMATION (unaudited) continued
for the half-year ended 31 December 2004


7       GAAP RECONCILIATION - UK GAAP to AGAAP continued

(b)     First half 2004

                                                  GAAP adjustments in A$ millions
                                                  -------------------------------
                         First half   First half     Joint                             First half
                               2004         2004  ventures                     Total         2004
                            UK GAAP      UK GAAP       and                    adjust        AGAAP
                         £ millions  A$ millions     assoc.  Goodwill  Other  -ments  A$ millions
                         ------------------------------------------------------------------------
           

TURNOVER
(including
share of joint ventures
and associates)             1,549        3,761.4         -         -       -       -      3,761.4
                         ------------------------------------------------------------------------
OPERATING PROFIT
Continuing operations
  before goodwill
  amortisation and
  exceptional items           162          390.6         -         -     3.8     3.8       394.4

Goodwill amortisation         (18)         (42.3)        -      (8.9)      -    (8.9)      (51.2)
Operating exceptional
  items                       (47)        (113.4)        -         -       -       -      (113.4)
                        ------------------------------------------------------------------------
Continuing operations          97          234.9         -      (8.9)    3.8    (5.1)      229.8

Discontinued operations         1            2.2         -         -       -       -         2.2
                        ------------------------------------------------------------------------
GROUP OPERATING PROFIT         98          237.1         -      (8.9)    3.8    (5.1)      232.0

Share of operating profit
  of joint ventures
  and associates                7           16.9      (5.5)        -       -    (5.5)      11.4
                       ------------------------------------------------------------------------

TOTAL OPERATING PROFIT        105          254.0      (5.5)     (8.9)    3.8   (10.6)     243.4

NON-OPERATING
EXCEPTIONAL ITEMS
Net profit on sale of
  discontinued operations      27           67.8         -      12.4       -    12.4       80.2
                       ------------------------------------------------------------------------
PROFIT BEFORE
INTEREST AND TAX              132          321.8      (5.5)      3.5     3.8     1.8      323.6

Net interest                  (39)         (94.5)      2.0         -       -     2.0      (92.5)
                       ------------------------------------------------------------------------
PROFIT BEFORE TAX              93          227.3      (3.5)      3.5     3.8     3.8      231.1

Tax                           (40)         (96.9)      3.5       1.0       -     4.5      (92.4)
                       ------------------------------------------------------------------------

PROFIT AFTER TAX               53          130.4         -       4.5     3.8     8.3      138.7

Minority interests              -           (1.1)        -         -       -       -       (1.1)
                       ------------------------------------------------------------------------
ATTRIBUTABLE PROFIT            53          129.3         -       4.5     3.8     8.3      137.6
                       ------------------------------------------------------------------------
A$ balances are presented to one decimal place to conform with the Australian
Stock Exchange release.

                                        32






Brambles Industries plc
Company No 4134697


CONSOLIDATED PROFIT AND LOSS ACCOUNT (unaudited)
for the half-year ended 31 December 2004


                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------

TURNOVER (including share of joint ventures 
and associates)
- Continuing operations                            1,153      1,083      2,187
- Discontinued operations                              -          2          2
                                              ----------------------------------

                                                   1,153      1,085      2,189

Less share of joint ventures and
associates - continuing operations                   (26)       (28)       (48)
                                              ----------------------------------

GROUP TURNOVER                                     1,127      1,057      2,141
                                             -----------------------------------

OPERATING PROFIT
Continuing operations before goodwill
  amortisation and exceptional items                 130         91        220
Goodwill amortisation                                 (8)        (8)       (16)
Exceptional items                                      -        (47)       (71)
                                             -----------------------------------
Continuing operations                                122         36        133
Discontinued operations                                -          1          1
                                             -----------------------------------
GROUP OPERATING PROFIT                               122         37        134

Share of operating profit of joint ventures 
and associates
- continuing operations                                3          2          4
                                              ----------------------------------

TOTAL OPERATING PROFIT                               125         39        138

EXCEPTIONAL ITEMS
Net profit on sale of discontinued operations          -         30         27
                                              ----------------------------------

PROFIT ON ORDINARY ACTIVITIES BEFORE INTEREST        
AND TAX                                              125         69        165

Net interest payable                                 (34)       (33)       (67)
                                              ----------------------------------

PROFIT ON ORDINARY ACTIVITIES BEFORE TAX              91         36         98

Tax on profit on ordinary activities                 (33)       (22)       (56)
                                              ----------------------------------

PROFIT ON ORDINARY ACTIVITIES AFTER TAX               58         14         42

Equity minority interest                             (21)        (1)       (15)
                                              ----------------------------------

PROFIT ATTRIBUTABLE TO SHAREHOLDERS                   37         13         27

Equity dividends paid and proposed                   (30)       (30)       (58)
                                              ----------------------------------

RETAINED PROFIT/(LOSS) FOR THE PERIOD
TRANSFERRED TO/(FROM) RESERVES                         7        (17)       (31)
                                              ----------------------------------

Basic earnings per share (pence)                     5.1        1.8        3.7
Diluted earnings per share (pence)                   5.1        1.8        3.7
                                              ----------------------------------


                                        33





Brambles Industries plc
Company No 4134697


CONSOLIDATED BALANCE SHEET (unaudited)
as at 31 December 2004

                                                 December    December       June
                                                     2004        2003       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------
FIXED ASSETS
Intangible assets                                  211          225          209
Tangible fixed assets and investments            1,785        1,874        1,783
                                              ----------------------------------

                                                 1,996        2,099        1,992
                                              ----------------------------------
CURRENT ASSETS
Stocks                                              27           19           24
Debtors                                            435          440          431
Cash at bank and in hand                            14           52           15
                                              ----------------------------------

                                                   476          511          470
                                              ----------------------------------

CREDITORS: amounts falling due within
  one year                                        (842)        (903)        (854)
                                              ----------------------------------

NET CURRENT LIABILITIES                           (366)        (392)        (384)
                                              ----------------------------------
TOTAL ASSETS LESS CURRENT LIABILITIES            1,630        1,707        1,608

CREDITORS: amounts falling due after
  more than one year                              (655)        (904)        (782)
Provisions for liabilities and charges            (203)        (184)        (207)
                                              ----------------------------------

NET ASSETS                                         772          619          619
                                              ----------------------------------

CAPITAL AND RESERVES
Share capital                                       36           36           36
Share premium account                               50           50           50
Other reserves                                      83           83           83
Profit and loss account                            157          168          138
                                              ----------------------------------
Equity shareholders' funds                         326          337          307
Equity minority interests                          446          282          312
                                              ----------------------------------
                                                   772          619          619
                                              ----------------------------------

CONSOLIDATED STATEMENT OF TOTAL
RECOGNISED GAINS AND LOSSES (unaudited)
for the half-year ended 31 December 2004

                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------

Profit attributable to parent companies'              
  shareholders                                        37         13         27
Exchange translation differences                      12         (7)       (23)
                                              ----------------------------------

Total recognised gains and losses for the           
  period                                              49          6          4
                                              ----------------------------------


                                        34





Brambles Industries plc
Company No 4134697


CONSOLIDATED CASH FLOW STATEMENT (unaudited)
for the half-year ended 31 December 2004

                                               First half  First half  Full year
                                                     2005        2004       2004
                                               £ millions  £ millions £ millions
                                              ----------------------------------

Net cash inflow from operating activities            282         241        524
                                              ----------------------------------

Dividends received from associates                     1           1          4
                                              ----------------------------------

Interest received                                     14          17         31
Interest paid                                        (47)        (47)       (93)
Interest element of finance lease rentals              -           -         (1)
Dividends paid to minority shareholders in
  subsidiary undertakings                              -           -         (4)
                                              ----------------------------------

Returns on investments and servicing of
  finance                                            (33)        (30)       (67)
                                              ----------------------------------

UK corporation tax paid                               (8)         (9)       (22)
Overseas corporate tax paid                          (14)         (7)       (17)
                                              ----------------------------------

Taxation paid                                        (22)        (16)       (39)
                                              ----------------------------------

Purchase of tangible fixed assets                   (150)       (179)      (297)
Sale of tangible fixed assets                         14           9         27
Investment loans and other financial                  
  investments                                          -           3          3
                                              ----------------------------------

Capital expenditure and financial investment        (136)       (167)      (267)
                                              ----------------------------------

Purchase of subsidiary undertakings and
  associates                                          (9)         (1)        (9)
Net cash acquired with subsidiary undertakings         -           -          -
Sale of subsidiary undertakings and                    
  associates                                           -          42         45
                                              ----------------------------------

Acquisitions and disposals                            (9)         41         36
                                              ----------------------------------

Equity dividends paid to shareholders                (28)        (29)       (59)
                                              ----------------------------------

Net cash inflow before management of
  liquid resources and financing                      55          41        132
                                              ----------------------------------

Management of liquid resources                         -           -         (1)
                                              ----------------------------------

Increase in investment in subsidiary by a BIL        
  group company                                      107           -          -
Decrease in borrowings                              (172)        (17)      (148)
                                              ----------------------------------

Financing                                            (65)        (17)      (148)
                                              ----------------------------------

(Decrease)/increase in cash                          (10)         24        (17)
                                              ----------------------------------

                                        35





Brambles Industries plc
Company No 4134697


NOTES TO THE BRAMBLES INDUSTRIES PLC FINANCIAL INFORMATION (unaudited)
for the half-year ended 31 December 2004



1       Basis of preparation

BIP was incorporated on 3 January 2001. On 7 August 2001, the support services
activities of GKN plc were transferred to BIP by way of a court approved
reduction of capital of GKN plc and the issue of ordinary shares in BIP to the
shareholders of GKN plc as part of the combination transaction.

The above transaction was accounted for as a group reconstruction under merger
accounting principles. The results and cash flows of the relevant entities were
combined from the beginning of the 2002 financial year and their assets and
liabilities combined at the amounts at which they were previously recorded.

In preparing the financial information, the results, and assets and liabilities
of the 50 per cent joint ventures (Joint Ventures) with BIL have been included
as subsidiary undertakings. As a result of the DLC arrangements, the Joint
Ventures are managed on a unified basis and are therefore deemed to be
subsidiary undertakings of BIP. The interests of BIL in the Joint Ventures have
been recognised as minority interests.


2       Accounting policies

The interim financial information for the half-year ended 31 December 2004 has
been prepared on the basis of the accounting policies set out in the 2004 Annual
Review.


3       Combined financial information

The combined financial information presented on pages 17 to 32 forms part of the
notes to the financial information for BIP. The DLC structure unites the
economic interests of BIP and BIL shareholder groups. The Directors consider
that to provide a true and fair view of the impact of the DLC arrangements on
BIP it is necessary to provide combined financial information of the combined
businesses of BIP and BIL under merger accounting principles.



4       Status of financial information


The figures included within the financial information for the year ended 30 June
2004 (which do not constitute statutory accounts within the meaning of Section
240 of the Companies Act 1985) have been extracted from the 2004 Annual Review,
which has been filed with the Registrar of Companies. The auditors' opinion on
those accounts was unqualified and did not contain a statement under Section 237
of the Companies Act 1985. The interim financial information was approved by the
Board of Directors on 23 February 2005. It is unaudited but has been reviewed by
the auditors.

                                        36






Independent review report to Brambles Industries plc
====================================================

Introduction
------------

We have been instructed by the company to review the financial information which
comprises the consolidated profit and loss account, the consolidated balance
sheet, the consolidated statement of total recognised gains and losses, the
consolidated cash flow statement and the related notes, including the combined
financial information. We have read the other information contained in the
interim report and considered whether it contains any apparent misstatements or
material inconsistencies with the financial information.

Directors' responsibilities
---------------------------

The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by the Directors. The Directors are
responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.

Review work performed
---------------------

We conducted our review in accordance with guidance contained in Bulletin 1999/4
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 excludes
audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with United Kingdom 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. This report, including the
conclusion, has been prepared for and only for the company for the purpose of
the Listing Rules of the Financial Services Authority and for no other purpose.
We do not, in producing this report, accept or assume responsibility for any
other purpose or to any other person to whom this report is shown or into whose
hands it may come save where expressly agreed by our prior consent in writing.

                                       37





Review conclusion
-----------------

On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 31 December 2004.




PricewaterhouseCoopers LLP
Chartered Accountants
London
23 February 2005


                                        38




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