Final Results

Embargoed until 07:00hrs on Wednesday 17 May 2006 FIRSTGROUP PLC PRELIMINARY RESULTS FOR THE YEAR TO 31 MARCH 2006 OPERATIONAL SUMMARY * Strong Group performance in challenging trading conditions * + Increased revenue and profit despite Â£31m fuel cost increase + Dividend increased by 10% * Excellent performance in UK Rail * + Award of 2 new franchises - now the UK's largest rail operator + First ScotRail performance best in 5 years + First TransPennine Express strong passenger growth and introduction of new trains + First Great Western + 7.5% and FGW Link + 9.0% passenger income growth + Shortlisted for South Western Franchise * Continued growth in North America * + Record sales and earnings + First Student - revenue growth and contract renewals at improved margins + First Transit - retention of important contracts and expansion in light transit market + First Services - strong revenue and earnings growth and well placed to grow in federal market * Robust performance in UK Bus * + Strong on-bus revenue growth and increased passenger journeys + Focus on operational efficiencies and higher productivity + Launch of first `ftr' service in York this month + Investment in service reliability delivering benefits - mileage operated at highest level in 4 years FINANCIAL SUMMARY * Turnover Â£3,030.9m (2005: Â£2,693.4m) * Adjusted operating profit1 Â£229.7m (2005: Â£214.8m) * Operating profit Â£210.7m (2005: Â£204.0m) * EBITDA2 Â£351.7m (2005: Â£322.4m) * Adjusted profit before tax1 Â£176.4m (2005: Â£166.5m) * Profit before tax Â£157.4m (2005: Â£155.7m) * Adjusted basic earnings per share1 30.9p (2005: 28.9p) * Basic earnings per share 27.4p (2005: 27.1p) * Interest cover3 6.6x (2005: 6.7x) * Dividend per share 14.1p (2005: 12.815p) * Net debt at 31 March 2006 Â£704.4m (2005: Â£663.1m) 1 Before intangible asset amortisation, bid costs and profit on disposal of fixed assets, as shown in the consolidated income statement page 24. 2 Adjusted operating profit as defined plus depreciation. 3 Calculated as EBITDA divided by the net of finance costs and investment income. Commenting, FirstGroup's Chief Executive, Moir Lockhead said: "I am pleased to report another strong set of results reflecting a very successful year for the Group. Our record EBITDA has enabled us to invest for growth in the business, while increasing the dividend by 10% and returning Â£ 23.0m to shareholders through the further repurchase of equity during the year." "All of our divisions have delivered an extremely robust performance. Our UK Rail Division continues to deliver strong passenger volume and income growth. Through the award of two new major franchises - Greater Western and Thameslink/ Great Northern (now renamed First Capital Connect) - we have secured additional revenue of over Â£1.0bn per annum for up to 10 years. We continue to grow in North America and the Board remains extremely pleased with the consistent returns we have delivered from our businesses there. We have more than doubled EBITDA since we entered the North American market in 1999. In UK Bus we are encouraged to see increased passenger journeys and have delivered strong revenue growth despite ongoing fuel price pressure. The first `ftr' service was launched in York this month and we continue to see encouraging growth in those areas where we can successfully develop partnerships with Local Authorities who are committed to public transport and the reduction of traffic congestion." "The Group is well placed for further growth. It has strong and predictable cash flows with some 50% of our revenues coming from contracted business in the UK and North America. The Board is committed to increasing shareholder value by growing our core businesses, developing opportunities in new markets and dividend growth of 10% per annum for the foreseeable future, at least until 2008. This will be supported, where appropriate, by share repurchases while maintaining a strong balance sheet. Trading in the new financial year has started well and is in line with our expectations." Enquiries FirstGroup plc : Moir Lockhead, Chief Executive Tel: 020 7291 0512 Dean Finch, Finance Director Tel: 020 7291 0512 Rachael Borthwick, Corporate Communications Director Tel: 020 7291 0508 PHOTOGRAPHS FOR THE MEDIA ARE AVAILABLE AT WWW.NEWSCAST.CO.UK NOTES TO EDITORS: FirstGroup plc is a UK based international transport company with a turnover of over Â£3 billion a year and some 74,000* employees throughout the UK and North America. * The Group is Britain's largest bus operator running more than one in five of all local bus services. A fleet of some 9,000 buses carries over 2.8 million passengers a day in more than 40 major towns and cities. * The Group is the UK's largest rail operator with four passenger franchises - First Great Western, First Capital Connect, First TransPennine Express and First ScotRail - and one open access operator Hull Trains. * The Group operates one quarter of the UK passenger rail network, with a balanced portfolio of intercity, commuter and regional services, carrying over 250m passengers per annum. * The Group is shortlisted for the South Western franchise. * The Group operates freight services through GB Railfreight. * The Group operates Croydon Tramlink network which carries over 20 million passengers a year. * In North America the Group has three operating divisions: Yellow School Buses (First Student), Transit Contracting and Management Services (First Transit) and Vehicle Fleet Maintenance and Support Services (First Services). Headquartered in Cincinnati the businesses operate across the US and Canada. * First Student is the second largest provider of student transportation in North America with a fleet of over 21,000 yellow school buses, carrying nearly 2 million students every day across the US and Canada. * First Transit is one of the largest private sector providers of transit management and contracting, managing public transport systems on behalf of transit authorities in cities such as Los Angeles, Houston and Denver. We are one of the largest providers of airport shuttle bus services in the US, serving airports in cities such as Baltimore, Philadelphia and Miami. We also manage call centres, paratransit operations and other light transit activities. * First Services is the largest private sector provider of vehicle maintenance and ancillary support services in the US. We provide fleet maintenance for public sector customers such as the Federal Government, cities and fire and police departments. We also provide a range of support services including vehicle maintenance, logistics support and facilities management to public and private sector clients including the US Navy and US Air Force. * including new employees who joined the Group from Greater Western and Thameslink/Great Northern franchises Chairman's statement This year is marked by the bombings in London in July. On behalf of the Board of FirstGroup plc and all of its employees I would like to express my condolences to the injured and to the bereaved. Although our operations were not directly affected, we are proud of the efforts our staff made to assist passengers in extremely challenging circumstances. I would like to take this opportunity to thank all of our staff involved for their courage and commitment during that very difficult time. The safety of our passengers and employees is our highest priority and we constantly strive to achieve the highest possible standards. I am pleased to report another year of good progress across the Group. Turnover has increased to Â£3,030.9m (2005: Â£2,693.4m) and adjusted profit before tax (before intangible asset amortisation, bid costs and profit on disposal of fixed assets) increased to Â£176.4m (2005: Â£166.5m). Profit before tax increased to Â£157.4m (2005: Â£155.7m). This is a particularly strong performance given the additional cost increases faced by the Group during the year, specifically increases in fuel prices which impacted Group operating profit by Â£31m. Cash generation was again strong. EBITDA (Group operating profit* plus depreciation) increased to a record Â£351.7m (2005: Â£322.4m). Adjusted basic earnings per share has increased by 6.9% to 30.9p (2005: 28.9p) and basic earnings per share increased by 1.1% to 27.4p (2005: 27.1p). The Board has proposed a final dividend, subject to approval by shareholders, of 9.55p making a full year payment of 14.1p, an increase of 10%. The dividend is covered 2.4 times, before intangible asset amortisation, bid costs and profit on disposal of fixed assets. It will be paid on 25 August 2006 to shareholders on the register on 21 July 2006. The dividend increase reflects the Board's confidence in the Group's strong cash generation and growth prospects. The Board is confident that this level of dividend growth is sustainable for the foreseeable future, at least until 2008. This year saw the Group build on its successful rail portfolio with the award of two important rail franchises Greater Western and Thameslink/Great Northern (now renamed First Capital Connect). We were delighted to win both of these franchises as a result of substantial and comprehensive research and the expertise of our bidding team. We are now the UK's largest passenger rail operator, providing services from the north east of Scotland right down to the south west of England, and look forward to building on our record of success. We are shortlisted for the South Western franchise and look forward to submitting a robust and innovative bid. Our North America division continues to perform well with high contract retention and new business won across all of our operations. These businesses have delivered consistent growth since we entered the North American market in 1999. We believe that the bus is the natural solution to the increasing problem of congestion affecting our towns and cities. We continue to promote and develop a partnership approach to tackle the problem of traffic congestion. We have experienced encouraging growth in those areas where we are able to develop quality partnerships with Local Authorities to improve the services we offer passengers through bus priority and other traffic management schemes. During the year we further strengthened the Board with two new appointments. In July Professor David Begg joined the Board as a Non-Executive Director. David has vast experience and an impressive record in public transport and transport policy. Sid Barrie joined the Board as Commercial Director in August and his appointment further strengthens our commercial team. Both bring extensive experience to the Group. I would like to take this opportunity to thank our staff for their continued hard work and commitment in delivering another year of strong growth. I would also like to welcome new employees including those at First Capital Connect and the enlarged Greater Western franchise and staff who have joined our businesses in the UK and US during the period. We have a clear strategy to deliver value for shareholders by growing in our core businesses in the UK and North America and exploring opportunities to develop in new markets. We will continue to invest for growth in our businesses while remaining committed to increasing the dividend by 10% per annum, at least until 2008 and, where appropriate, share repurchases while maintaining our strong balance sheet. Martin Gilbert Chairman * Operating profit referred to throughout this document refers to operating profit before intangible asset amortisation, bid costs and profit on disposal of fixed assets. Chief Executive's operating review OVERVIEW Safety The safety and security of our passengers and staff is at the forefront of everything we do and we actively endorse a culture of `Safety First' throughout our business. We continually assess our working practices and procedures to ensure that we are doing everything we can to meet the highest possible standards of safety for our passengers and our staff. We have launched the `Injury Prevention Programme' across the Group and established the `First Safety Principles' to clearly set out the principles of safe working practices throughout the business. The simple message to all employees is `if you cannot do it safely, don't do it'. Results I am pleased to report another successful year of growth in our businesses in the US and UK with record results. Group turnover increased by 12.5% to Â£ 3,030.9m (2005: Â£2,693.4m). Adjusted operating profit was Â£229.7m (2005: Â£ 214.8m). I am particularly pleased with this creditable performance given the strong headwinds we faced during the year, most notably the significant rise in fuel costs. Operating profit was impacted by Â£31m by additional fuel costs as a result of the rise in global oil prices. The Group generated record EBITDA (adjusted operating profit plus depreciation) of Â£351.7m (2005: Â£322.4m) enabling us to continue to invest in the business as well as increasing the dividend by 10% and returning Â£23.0m to shareholders through further repurchase of equity during the year. UK RAIL The UK Rail division operates passenger and freight services in the UK. Passenger rail franchises consist of the new Greater Western franchise (incorporating First Great Western, First Great Western Link and Wessex Trains), First Capital Connect (incorporating Thameslink and Great Northern), First TransPennine Express and First ScotRail. We also operate Hull Trains, a non-franchised open access intercity passenger train operator, and we provide rail freight services through GB Railfreight. We are now the UK's largest rail operator carrying more than 250 million passengers per annum. Results I am very pleased with the excellent performance of our rail division during the year. Our current operations, excluding the new franchises which commenced operation after the year end, performed strongly delivering record turnover and profits. Turnover in the Group's rail division increased to Â£1,164.9m (2005: Â£ 1,059.7m) and operating profit increased by 23% to Â£79.6m (2005: Â£64.5m). The operating margin increased to 6.8% (2005: 6.1%). This is a particularly strong performance, given the effect of the July terrorist attacks on London which had an estimated adverse impact of Â£9.0m on our rail franchises during the first half of the year. We took a number of actions to encourage and promote rail travel and subsequently saw passenger journeys return to normal levels as public confidence recovered. These results demonstrate the strength of all our rail franchises which have continued to deliver strong passenger volume growth. We have now secured additional longer-term revenue for up to 10 years across our UK rail portfolio with the award of two new enlarged rail franchises. New Franchises We were delighted to be awarded both the Greater Western and Thameslink/Great Northern (now renamed First Capital Connect) franchises worth over Â£1bn of revenue per annum. We commenced operation of both franchises on 1 April with a smooth handover reflecting the considerable effort made by the rail teams during the rigorous mobilisation process. Both of these franchises present a significant opportunity for the Group and complement our existing rail portfolio. We are encouraged by the good start up of both franchises and are experiencing strong revenue growth ahead of the projections made at the time of the bids. We are now the only operator to run every type of overground rail service in the UK, from high speed intercity trains and overnight sleepers to local branch lines, regional and commuter services and open access, light rail and freight operations. We will continue to build on our strong reputation of innovation, investment and customer service. The Greater Western franchise, which combines First Great Western, First Great Western Link and Wessex Trains, operates services across the South and West of England and South Wales. We have committed to a Â£200m investment programme, the vast majority of which will be spent in the first 2 years. This investment will deliver significant improvements across the franchise and customer benefits including improved capacity, safety and service. We are upgrading the train fleet to provide a step change in passenger comfort and facilities and to provide over 30% more seats during the morning and evening peak. We are also making a number of station improvements across the network including new ticket machines, improved facilities for customers, new CCTV and help points and an additional 1,700 car parking spaces, representing an increase of 25% on the current mainline availability, and more cycle park facilities. In addition we will work together with Network Rail, the infrastructure provider, to tackle the deep-rooted performance issues on the Greater Western network. We have just completed our most comprehensive and widespread consultation in advance of the introduction of the December 2006 timetable and have already responded to feedback received with the provision of service revisions, and where appropriate, additional services. We are delighted that Sir Chay Blyth has joined us to head the new board of Directors at First Great Western. Sir Chay is a regular user of our services in the region and we look forward to drawing on his vision and inspiration as we continue to grow and develop this important franchise. First Capital Connect operates across London and the South East. We have delivered a successful start up of this new franchise and worked hard to ensure that customers saw improvements to the service right from the outset. We are investing Â£52m, the majority in the first three years of the franchise term, to improve the service offered to passengers. We will be introducing a number of improvements from cleaner, smarter trains to enhanced station facilities including upgraded waiting areas and passenger information systems. Improvements to the timetable will substantially increase capacity at peak times, providing more seats for passengers in the morning and evening peak. Safety and security at our stations is key and we have already conducted a major review of all stations and as a result a number of significant enhancements will be introduced. We are recruiting additional frontline staff, investing in new CCTV equipment, help points and a new control centre to monitor security camera footage from a single central location. Revenue protection is one of our key priorities for this new franchise and we will be providing customers with improved ticketing facilities and will reduce revenue leakage through further ticket checks, additional revenue protection staff and the installation of automatic ticket gates at a number of key stations across the network. These initiatives aim to improve security, reduce ticketless travel and lessen vandalism. Current operations First ScotRail continues to deliver a strong performance, reflecting the dedication to providing service enhancements for passengers and ensuring the highest possible standards of operation across the network. We have continued to focus on minimising delays caused by train performance failures and as result have seen delays for which we are responsible fall by 26%. This excellent result far exceeds the franchise commitment of 2% reduction per annum. We are also pleased to see a marked improvement in the performance of the infrastructure. We are very pleased that reliability and punctuality is now more than 90%, the best performance in five years. Passenger volumes have increased by 11% since the start of the franchise in October 2004 and we were delighted to achieve the highest levels of customer satisfaction recorded for some time. Since we took over the franchise we have focused on improving customer service across all areas. We opened a new customer service centre in Fort William, creating 50 new jobs in rural Scotland, to provide general travel information, ticket sales, customer relations and assistance for disabled travellers. We also introduced an innovative free text alert service for passengers to provide advance warning if their train is expected to be delayed. We have improved training and development for employees and increased the number of frontline staff across the network. The personal safety of our passengers and staff is our main priority. As part of our commitment to safety more than 100 stations across the ScotRail network are being fitted with CCTV, help points and improved car park lighting. The winter timetable we launched in December provided improved commuter services in to Glasgow and Inverness and enhancements to services in Aberdeenshire, the Highlands and Strathclyde. First TransPennine Express continues to outperform with passenger volumes across the network increasing by 6.5% during the period, bringing the total passenger volume growth to 11% since the start of the franchise in February 2004. We continue to benefit from increased road congestion on the commuter corridor between Leeds and Manchester with an estimated 5 million journeys a year now made on this part of the rail network. Substantial volume growth of 30% has been achieved on services to and from Manchester Airport, we now carry 1.2m passengers per annum on this key route. We were delighted to expand our First TransPennine network with the transfer of Manchester International Airport - Blackpool North services from Northern Rail with effect from June 2006. Passengers will benefit from the transfer of these services with the opportunity to travel on new rolling stock. This year a fleet of 51 new 100mph Siemens trains will be introduced on the network and the first of these new trains entered passenger service in March. Passengers in the region will benefit from the step change in quality and the many new features including air conditioning, improved seating, advanced passenger information systems, a first class section, on-board CCTV security cameras and improved access for all. In May the Secretary of State for Transport, Douglas Alexander, opened a Â£28m train-care depot in Manchester to service the new trains. This state of the art facility is designed to deliver optimum train performance and standards of cleanliness. At First Great Western growth has continued to be strong. Passenger income grew by 7.5% despite the impact of the London bombings in July. Passenger income growth has exceeded 8% over the last four years and this encouraging trend provides us with a strong platform for further growth in the new franchise. During the period we have worked hard with Network Rail and our industry partners through the Joint Performance Improvement Plan to prioritise and tackle the issues which impede performance. We have reduced the operator delays for which we are responsible by 30% in the last 5 years. As part of our commitment to integrated transport, and to ensure that public transport is even more convenient and better value, further PlusBus schemes were introduced during the year enabling passengers to switch between different modes of transport using only one ticket. As a result we are encouraged that sales of PlusBus tickets have more than trebled during 2005. During the year we were pleased to receive Secure Station status for a number of stations including Slough, Newbury, Newton Abbott, Cholsey, Exeter St Davids, Plymouth, Totnes, Thatcham and Pangbourne bringing the total number of accredited stations in the region to 27. At First Great Western Link passenger income increased by 9% demonstrating the strong underlying performance of this railway despite the impact of the terrorist attacks in London last July. We invested in a refurbishment programme to improve the travel experience for passengers. A number of stations across the First Great Western Link network benefited from newly refurbished passenger facilities such as waiting rooms and booking halls and improved customer information boards. We also launched a package of security and safety improvements, in partnership with Transport for London (TfL), helping to make rail travel safer across the capital. The Â£400,000 investment programme delivered improvements including new CCTV, help points and new anti-vandal shelters at stations. In March we were pleased to achieve Secure Station status at Oxford station following the accreditation of a number of our other First Great Western Link stations in the Thames Valley. Hull Trains, our non-franchised, open access intercity train company operating between London Kings Cross and Hull, performed well during the year and delivered strong revenue and passenger growth. We now operate six weekday services and have recently introduced new 125mph trains on to the network. In response to demand we are currently expanding the First Class seating capacity offered on our services. We were delighted to win the `Rolling Stock Excellence of the Year Award' and come runner up in the `Rail Business of the Year' category at the recent Rail Business Awards. We also won the National Fleet Reliability Improvement Programme award for `Reliability of Rolling Stock'. GB Railfreight GB Railfreight (GBRf), our freight company, had another successful year building on its reputation for a high level of service combined with a flexible business model. A number of new contracts were won during the year for clients including Royal Mail, Petrochem Carless, Knights Rail and Network Rail. In August GBRf will commence a significant 10-year contract with Metronet to transport infrastructure materials as part of the programme to renew the London Underground network. In January we launched a new daily multi-modal service from the Port of Felixstowe to Exel at Doncaster, providing a `turn up and go' service giving customers the flexibility to use it when they need to. A number of new rolling stock orders such as locomotives and wagons were placed to support the new contracts. The growth of GBRf and its successful tender for these contracts has taken thousands of heavy vehicles off already congested roads as it transports goods and equipment by rail. We are pleased with the development of GBRf and confident that there is scope to further expand our rail freight operations through this innovative and demand-responsive business. Franchise bidding We are delighted to be shortlisted for the South Western franchise. We have an excellent track record of innovation and investment and a highly experienced bidding team. We look forward to consulting widely and working with all of the stakeholders to develop exciting proposals for this franchise. We will be seeking to pre-qualify for the North London Lines concession which will be tendered by Transport for London later in the summer. Outlook UK Rail The strong performance of our rail operations reflects our expertise, innovation and the investment we have made in the businesses. We aim to deliver a high level of service and performance to our existing customers and attract new passengers on to the railways. This year has been particularly successful with the award of two major rail franchises to the Group and we look forward to building on that success in forthcoming franchise rounds. We remain confident about the Group's future opportunities in UK railways. NORTH AMERICA In North America the Group is the second largest operator of student transportation with over 21,000 yellow school buses carrying nearly 2 million students every day across the US and Canada. We operate the largest transit contracting and management business in North America and we have a growing services division providing fleet maintenance and ancillary services to public and private sector clients. Results Our North American division has performed well during the year. Turnover from our three businesses increased to Â£826.3m or $1,476.0m (2005: Â£665.8m or $1,230.2m), an increase in dollar terms of 20.0%. Operating profit was Â£67.1m or $120.2m (2005: Â£62.4m or $115.4m). Operating profit was impacted by $10.0m as a result of increased fuel costs due to the rise in global oil prices and by $8.4m as a result of increasing our insurance reserves. This was partially offset by the recovery of the `lost' operational days from 2004/05 in First Student. Since we acquired our North American business we have delivered consistent returns with EBITDA growth of approximately 13% per annum since 2000. The three businesses generate excellent returns with EBITDA of Â£122.0m or $218.4m (2005: Â£109.3m or $202.1m) and remain self-financing in terms of maintenance capital expenditure, organic growth through new contract wins and acquisitions. All investment for growth, whether it be contract bids or acquisitions, must meet the Group's rigorous internal rate of return targets. First Student This year we are pleased to have continued the growth of our yellow school bus business despite ongoing fuel cost pressures. Strong contract retention remains a feature of this business and we were pleased to retain over 90% of our contracts that came up for renewal during the period. US Dollar turnover increased by 19.6% but operating profit was down by 3.2% as a result of higher fuel costs and the cost of increasing our insurance reserves. During the period we successfully integrated Cardinal, the business we acquired last year, and this continues to provide us with a good base for growth and synergies within our Canadian operations. We continued to grow our market share through a combination of new business wins, organic growth and acquisitions. In addition to the new business won in the first half of the year, we were pleased to win a new contract in Saskatchewan, Canada and to make our first entry in to Arizona. We will be seeking to expand our presence in this new market. In addition we were pleased to retain a number of important contracts including Washington and Massachusetts and we made four in-fill acquisitions in Wisconsin, New Jersey, Ohio and Vermont. Looking ahead we had a successful bidding season and have renewed contracts and won new business on terms which better reflect the cost pressures we face. We are focused on delivering margin enhancement in the business and will continue to drive efficiencies where appropriate and re-profile contracts as they come up for re-tender. We are confident that we will be able to continue to grow our yellow school bus business through our strategy to win new business combined with the organic growth of existing contracts and in-fill acquisitions at our target margins. First Transit US Dollar turnover increased by 13.5% and operating profit by 9.4%. We continue to focus on margin enhancement and during the period have implemented a programme of efficiencies which will also deliver further benefit in the new trading year. During the year we continued to grow with the commencement of new contracts including the provision of shuttle bus services at the University of Texas, additional transit management and contracting services in Washington DC and additional paratransit business in Philadelphia. We were pleased to retain a number of important contracts that came up for renewal including transit management and contracting business in Los Angeles and Denver. We continued to implement our strategy to increase our share of the `light transit' market and we are now one of the largest operators of airport shuttle services in the US, providing bus services at a number of major airports across the US. We recently won a contract to operate a further call centre in Indianapolis bringing our call centre operations to a total of eight in cities such as New York, Portland, Chicago, Denver and Hartford. We are confident that our Transit operation continues to provide opportunities for further growth in the fast growing areas of call centre management, paratransit, logistics consultancy and private shuttle buses. We will continue to develop our management expertise in these areas to exploit future opportunities to grow our presence in these markets. First Services Our Services division, which provides a range of outsourced vehicle maintenance, operations and support services in the private and public sectors, performed well during the year. US Dollar turnover increased by 35.3% and operating profit by 39.6%, reflecting a full year of strong trading performance from our services acquisition and also an improved operating margin. Our fleet maintenance business continued to grow with new business to provide vehicle maintenance services to the State of Oklahoma and Commonwealth of Pennsylvania and a number of private sector customers. We also won new contracts to provide specialist mobile communications equipment for both Florida and Tennessee State Highway Patrol. Our Services business, which operates in the large federal market, continued to grow through new business and the securing of further contracted work from existing customers. In October First Services successfully commenced operation of a substantial contract to provide land-based support services to the US Navy. We are encouraged by the growth of our Services business and believe we are well placed to develop further opportunities in the growing US Federal market. Outlook North America Our North American division continues to deliver excellent returns for shareholders. We are confident that we can continue to grow and exploit opportunities in this large and fragmented market through our proven strategy of combining contract wins with well matched acquisitions at our target margins. UK BUS The Group is the largest bus operator in the UK with a fleet of some 9,000 buses, and a market share of approximately 23%. We carry over 2.8 million passengers every day. Results During the year on-bus revenue growth was strong, particularly in the second half of the year where it increased by 7.7% year on year in the last quarter. We have seen an encouraging trend of increased passenger journeys for the bus division overall. Total revenue increased to Â£1,031.2m (2005: Â£960.7m) as a result of revenue and passenger growth initiatives, improved tender results and pricing. Operating profit before lease financing costs was Â£108.6m (2005: Â£ 115.2m). Significant cost increases, in particular fuel, continue to pressure margins in UK Bus. Our aim is to drive down unit costs through operational efficiencies and higher productivity. We are carrying out a detailed review of route profitability to ensure that we closely match service provision with demand and manage our resources as efficiently as possible. While margins in UK Bus remain under pressure, principally through increased fuel costs, our priority is to achieve sustainable growth in profits through high-quality customer service and increased patronage. The new management team has been successful in driving a number of key initiatives through the business. `Performance with Pride' has been a core objective within our UK Bus division this year. We aim to meet customers' travel needs by providing a quality service that is sustainable, profitable and of which we are proud. Our continued focus on service quality together with actions taken by management have delivered improved vehicle reliability, increased mileage operated to its highest level in four years and eliminated driver shortages. We are making significant investment in our maintenance and engineering functions and have rolled out improved processes and best practice across the division through Standard Operating Procedures. I am pleased to report that we are beginning to see the benefit of this increased investment and expect this to continue. London In London our overall punctuality and reliability performance has improved over the year. We are committed to improving our service quality and investing in additional focused supervision of specific routes. We were delighted to be awarded the contract to operate one of the two Heritage Bus Routes on behalf of Transport for London. The routes commenced operation in November and we are proud to be entrusted with operating this high profile contract. The Mayor of London has now approved plans to extend the Congestion Charging zone westward in 2007. We are well placed with depot location and additional capacity to provide further services should they be required in order to meet the needs of passengers. As a major British company, we are delighted that London has been selected to host the 2012 Olympic Games. We have extensive experience of working with Local Authorities to deliver a successful public transport system for the Commonwealth Games in Manchester in 2002, and we look forward to working with the Olympic Transport Authority and others on the development of innovative and comprehensive plans to deliver a first class transport system for the Games. Outside London We continue to promote and develop a partnership approach to tackle the growing problem of traffic congestion affecting our towns and cities. We have seen good growth where we are able to work with Local Authorities to meet passengers' requirements for punctual and reliable services. Our bus operations in York continue to lead the industry's efforts to deliver improved services for passengers through effective partnerships with Local Authorities. In June 2005 our York operation won `Public Transport Operator of the Year' at the National Transport Awards. We are particularly proud that City of York Council nominated us for the award. In May this year we launched ftr - our premium urban travel concept - in York. The ftr scheme introduces state-of-the-art articulated vehicles that look like trams but have the flexibility of a conventional bus and use normal roads. As part of the partnership, City of York Council is introducing a programme of improvements to traffic lights, bus stops and shelters that will enable the ftr vehicles to move people around the city in comfort and without delay. The second ftr service will begin in Leeds later this year and we are evaluating plans for further schemes in cities such as Sheffield, Swansea, Reading, Bath and Glasgow. We are pleased to see continued passenger growth on the first `Showcase route' launched in partnership with the City Council in Bristol. The second Showcase route, supported by South Gloucestershire Council, is due to be launched shortly. We are now working with the four Local Authorities in the area to deliver the Greater Bristol Bus Network, a comprehensive system to provide fast and reliable bus journey times along ten major corridors to compete effectively with the private car. In Glasgow our partnership with the City Council, Strathclyde Passenger Transport and the Scottish Executive delivered the first Statutory Quality Partnership in the UK. The Statutory Quality Partnership, known as `Streamline', will deliver improved bus information and signalling systems, traffic management measures on key corridors. Journey times on the first Streamline route have been reduced by almost 10%, and the system is enabling improvements in reliability. Early indications are that there is an encouraging increase in passenger volumes in the initial months of this partnership scheme. We continue to develop Punctuality Improvement Partnerships (PIPs) with Local Authorities. Our first PIP, in partnership with Greater Manchester Passenger Transport Executive (GMPTE), continues to deliver improved bus services for passengers with further benefits to come. In the Greater Manchester area the PIP process has been used on a number of routes as part of a rolling programme to cover all services. The services have been intensively monitored and, working in partnership with GMPTE, we have drawn up prioritised action plans to tackle key issues. We have revised timetables and implemented other operational changes to address issues within our direct control. We are encouraged that this has contributed to higher levels of customer satisfaction. On many issues, however we require help from our partners, for example, to enable prioritised highway solutions to be pursued. We are working with Local Authorities to introduce PIPs around the country. Aircoach, which operates express coaches between Dublin city centre and the airport and contracted services for airport car parks, performed well during the year. On bus revenue growth was strong particularly in Dublin where we have seen increased patronage on the airport route. A new yield management system for fares and a focus on sales and marketing helped to raise awareness and contributed to increased patronage numbers on our services from Dublin to Cork and Belfast. We were pleased to be awarded the contract to operate park and ride services at Belfast International Airport and continue to explore further opportunities in this marketplace. We are delighted that Brent Humphries, one of our drivers at First Cymru, won the `Bus Driver of the Year' award last year, coming first out of 120 entrants selected from the very best bus and coach drivers across the country. In addition, we are pleased that three out of the top five runners up are drivers employed within our UK Bus division. Our Aberdeen team won the award for innovation at this year's UK Bus Awards for a project aimed at changing young people's attitudes towards bus travel helping to make it a safer and more pleasant experience for all passengers. Investment Our ongoing programme of investment and fleet renewal continued with capital expenditure of Â£95.4m in the period on new vehicles. In Glasgow we have made significant investment in new vehicles to support the UK's first Statutory Quality Partnership. In Manchester, during the period, we have invested in 158 new buses where we can maximise passenger growth. Further investment has been targeted in towns and cities with potential for passenger growth including Aberdeen, Bath, Bristol, Edinburgh and the Borders, Halifax, Huddersfield, Norwich and Stoke-on-Trent. Concessionary fares The Government's new concessionary fares schemes offering free travel on local bus services for people over 60 and disabled people in England was launched on 1 April 2006. Early indications show that the schemes are working well and that concessionary fares passengers are making additional journeys. Our experience in Wales and Scotland indicates that free travel schemes offer substantial benefits to concessionary fare passengers. In some cases the schemes have helped to turn around a long-term decline in the number of bus passenger journeys, resulting in an extension to existing services and the introduction of new ones. We welcome the Government's announcement that free local bus travel will be extended to a nationwide scheme in 2008 which means those entitled will be able to use local bus services anywhere in England. The new Scotland-wide free bus scheme for senior citizens and disabled people came into effect on 1 April 2006 and, we believe, this will benefit concessionaires. In March 2006 the Welsh Assembly Government launched pilot schemes for a half-fare bus travel scheme for 16 to 18 year olds in Bridgend, Wrexham, Denbighshire and Flintshire. As a major bus operator in Bridgend and across South Wales we are delighted to be participating in this innovative scheme and are working with the Welsh Assembly Government and other partners to ensure the success of the two-year pilot. Outlook UK Bus Our UK Bus business continues to be robust generator of cash, despite cost pressures. Revenue growth has been strong and we continue to demonstrate the effectiveness of partnerships with Local Authorities to deliver improved services and passenger growth. Our focus on reliability and punctuality and our investment in service quality has already delivered benefits and we expect this to continue. We are optimistic about the opportunities to continue to grow this business with the introduction of innovative new products, improved service quality and reliability while retaining a tight control on costs. CORPORATE RESPONSIBILITY Corporate Social Responsibility is at the core of our business. It is reflected in our vision and values and our aim to transform the way people travel and how they feel about public transport. How we manage key issues such as safety, environment, our relationships with customers and our employees is key to achieving our vision. As a public transport operator we recognise the vital role we play in supporting the needs of society to achieve more sustainable travel. The development of public transport is essential if we are to reduce the growing negative social impacts associated with society's continuing reliance on the private car. We are working hard to reduce these impacts by providing the safest, most reliable service that we can to encourage more people to use public transport. We recognise the significant contribution we make to the communities we serve in providing important social and transport links. We also have an impact on the economy by providing an important and necessary public service, being a major employer both in the UK and North America and influencing the movement of people and goods through the services we provide. We believe that we have a responsibility to influence the views of policy makers by promoting partnerships, policies and initiatives that benefit public transport. Full details of our activities and progress during the year can be found in our Corporate Responsibility Report which can be downloaded at www.firstgroup.com Safety Safety is our highest priority. We are continuously developing and improving our processes to ensure that a `Safety First' culture is embedded throughout the Group. We strive to make our services as safe as possible for our passengers and our staff. This year we have been working on a major safety initiative, the `Injury Prevention Programme', that will drive a significant cultural change in safety across the Group. To support this initiative we have launched the First Safety Principles. These set out in clear, concise terms the principles of safe working practices and have been communicated and endorsed throughout the business. The bombings in London on 7 July demonstrated that public transport remains a target for terrorist attack and reinforced the need for vigilance and awareness. Within our business we have, where appropriate, undertaken independent reviews by security experts to identify where we could implement further measures to improve overall security. We have enhanced our security function through the appointment of a Group Head of Security who will lead the development of our security strategy. In particular, we are looking at the use of new technology to provider greater security on vehicles and at sites. In our rail operations we are working to improve security for our passengers and staff. Employees Our staff are the public face of our business and ambassadors for the Group. I would like to thank all our employees for their continued commitment to the Group. We aim to be the employer of choice in our industry and offer our staff opportunities to develop and grow to reach their full potential. We believe it is vital to engage with staff and promote an ongoing dialogue to better understand their views and concerns. We strive to continuously engage with our staff through a range activities including informal meetings at depot level to a more formal staff satisfaction survey. We make significant investment in training and development of our employees across the Group. We have on-going programmes for employees working towards recognised training in the form of vocational qualifications in the UK including our pioneering Workplace Learning initiative, in partnership with the Transport and General Workers Union. We now have 40 learning centres reaching around 60% of our UK bus employees with plans to further increase the coverage so that more of our UK employees can gain access to flexible, effective and valuable learning opportunities. In North America employees can participate in the Automotive Service Excellence (ASE) Programme designed to train and test technicians. First Student has continued to promote the `Smith System of Defensive Driving'. This specialist training provides the skills for school bus drivers to perform their duties safely in all traffic conditions. The recruitment and retention of high quality staff is a key issue within our industry. We continue to implement a range of initiatives within our businesses to address this important issue. We were the first in the industry to recruit drivers and engineers from Europe. We have recruited some 1000 employees, mainly drivers and some engineers, from Poland, the Czech Republic, Portugal, Malta and Slovakia which eliminated our driver shortage. We were pleased that our initiative has been selected as an example of `best practice' in demonstrating in practical terms how job mobility can support the broader aims of the European Employment Strategy. Environment and Community We are pleased that our hard work has established an environmental management framework within the Group. This year we have achieved significant reductions in energy usage in the UK rail division and in water usage in the UK bus division. In North America we have made significant progress in developing our environmental reporting framework and are able to report on emissions and waste arising for the first time this year. We participate in a number of trials to promote and develop the use of alternative fuels in public transport. In London we operate fuel cell buses as part of a European-wide trial and are pleased that the reliability of the technology has exceeded initial expectations. We also operate a number of gas buses and have been trialling hybrid vehicles. We will be working with BP, our fuel supplier, to introduce, where appropriate, biofuels to the business to further reduce carbon dioxide emissions. We continue to work with `The CarbonNeutral Company' and this year we have been working with a number of schools to support them in understanding their carbon footprint and developing ways to reduce it. In North America we recently joined American Forest an organisation that works to protect, restore and enhance the natural capital of trees and forests. We are proud support the Outward Bound Trust, an educational charity that encourages young people to fulfil their potential through challenging outdoor experiences. Over the past ten years we have funded over 1,000 young people, between the ages of 11-18 years, to take part in an Outward Bound experience. As well as donations to support various fundraiser events for the charity we have also provided workplace accommodation at our facility in Glasgow for the Outward Bound Metro team. The cost of equivalent facilities in the city would otherwise be prohibitive and this support has contributed to the development of over 2000 young people, in 2004/5 alone. During the year the Group and its staff in the UK and North America have continued to support a number of local and national charities and initiatives to benefit their local communities. All of our operating companies support local events either through donations, sponsorship or use of resources and facilities made available to them by the Group. GROUP OUTLOOK We remain confident about our future prospects. Our UK Rail division continues to deliver strong passenger volume and income growth. Through the award of two new major franchises - Greater Western and Thameslink/Great Northern - we have secured additional revenue of over Â£1.0bn per annum for up to 10 years. We look forward to building on our success in UK Railways and are delighted to be shortlisted for the South Western Franchise in this current round. In UK Bus we are encouraged by strong revenue growth and increased passenger journeys. We have seen the benefits of our increased focus on operational performance, service quality and driver recruitment. The first `ftr' service was launched in York in May 2006 and we continue to promote and develop a partnership approach with Local Authorities who are committed to reducing traffic congestion to support successful, modern public transport systems to meet the needs of passengers. We continue to grow our North American businesses and believe that the market continues to offer substantial opportunities for the Group. We are pleased to have delivered consistent returns for shareholders and more than doubled EBITDA since we made our first entry in to the North American market in 1999. During the year we have continued to explore and develop opportunities in Europe. We have created a team to identify and bid for businesses, which represent the right opportunity for entry for us. The Group is well placed for further growth. It has strong and predictable cash flows with some 50% of our revenues coming from contracted business in the UK and North America. The Board is committed to increasing shareholder value by growing our core businesses, developing opportunities in new markets and dividend growth of 10% per annum for the foreseeable future, at least until 2008. This will be supported, where appropriate, by share repurchases while maintaining a strong balance sheet. Trading in the new financial year has started well and is in line with our expectations." Moir Lockhead Chief Executive Finance Director's review Overview The Group has a portfolio of businesses in the United Kingdom and North America that generate strong and predictable profits and cash flows. Our aim is to increase shareholder value by investing these cash flows for growth, increasing dividends and repurchasing shares. Over the course of the year the market capitalisation of the group has increased by 22% from Â£1.37 billion to Â£1.67 billion. 2005/06 was a landmark year with Group turnover exceeding Â£3 billion and adjusted operating profit exceeding Â£220 million for the first time. Our UK Rail and North American businesses have reported record earnings and EBITDA is the highest we have ever achieved, up 9.1% year on year to Â£351.7m. The year also saw the Group established as the UK's largest passenger rail operator with the award of two important rail franchises, Greater Western and Capital Connect which have combined turnovers of over Â£1.0 billion per annum. We have now successfully commenced operation of both these franchises and these wins mean that UK Rail profits are secure over the medium term. The pension deficit has decreased over the year by Â£89m to Â£132m partly due to further recovery of the stock market but also because of a major focus on reducing the cost of pension provision going forward and additional cash payments into the schemes during the year. We have invested heavily in new buses during the year with a major fleet renewal in the UK which has lowered the average bus age by 0.4 years. This is the first full year of reporting under International Financial Reporting Standards (IFRS) and a full reconciliation of the opening and closing 2005 balance sheets and the profit and loss for 2005 will be set out in note 38 of the Annual Report and Accounts 2006. Results Turnover was Â£3,030.9m (2005: Â£2,693.4m), an increase of 12.5% and profit before taxation was Â£157.4m (2005: Â£155.7m). Adjusted operating profit was Â£ 229.7m (2005: Â£214.8m), an increase of 6.9%. Rail profits have increased considerably as a result of strong revenue growth. North American profits were up reflecting a high level of contract retention and new contract wins across all the businesses. There were lower profits in UK Bus because of higher fuel costs. For the Group as a whole, fuel costs were up Â£31m year on year. Year to Year to 31 March 2006 31 March 2005 Divisional Turnover Adjusted Operating Turnover Adjusted Operating results Â£m operating margin * Â£m operating margin * profit * % profit * % Â£m Â£m UK Bus 1,031.2 108.6 10.5 960.7 115.2 12.0 UK Rail 1,164.9 79.6 6.8 1,059.7 64.5 6.1 North America 826.3 67.1 8.1 665.8 62.4 9.4 Financing - (10.2) - - (9.0) - element of leases ** Other *** 8.5 (15.4) - 7.2 (18.3) - Total Group 3,030.9 229.7 7.6 2,693.4 214.8 8.0 * Before intangible asset amortisation, bid costs and profit on disposal of fixed assets ** Financing element of UK PCV operating lease costs *** Tram operations, central management, Group information technology and other items Throughout the financial review, operating profit, operating margin and EBITDA are defined as being before intangible asset amortisation, bid costs and profit on disposal of fixed assets UK Bus turnover was Â£1,031.2m (2005: Â£960.7m), an increase of 7.3%. Operating profit was Â£108.6m (2005: Â£115.2m), a reduction of 5.7%. These results reflect a creditable performance against a backdrop of cost increases in particular fuel. Fuel costs were Â£15.5m higher than last year reflecting the sharp increase in commodity prices. Other cost increases were offset by revenue growth and other actions to mitigate costs. On-bus revenue growth grew particularly strongly in the second half with quarter 4 growth of 7.7% compared to 2004/05. UK Rail turnover was Â£1,164.9m (2005: Â£1,059.7m), an increase of 9.9%. Operating profit was Â£79.6m (2005: Â£64.5m), an increase of 23.4%. 2005/06 saw a full year of the ScotRail franchise which commenced in October 2004 and there were strong performances by all existing Rail operations with the division delivering record turnover and profit despite the disruption following the terrorist attacks last summer. We estimate that the London bombings had a consequential adverse impact on operating profit of Â£9m. The two new rail franchises have begun well and with Greater Western in particular continuing to enjoy strong demand. North American turnover was Â£826.3m (2005: Â£665.8m). At constant exchange rates, this represents an increase of 20.0%. Operating profit was Â£67.1m (2005: Â£62.4m). In US Dollar terms this represents an increase of 4.2%. We have continued to grow our Yellow school bus operations and now operate in excess of 21,000 buses. First Student revenue increased by 19.6% in US Dollar terms, however profits were down by 3.2% because of higher fuel and insurance costs. First Transit US Dollar revenue and profits were up 13.5% and 9.4% respectively reflecting a number of important contract retentions and further expansion into the light transit market. First Services revenue increased by 35.3% in US Dollars and profits were 39.6% higher than 2005/06 with growth in both vehicle maintenance and services businesses. The services results were helped by a full year of SKE Support Services which was acquired in August 2004. Central costs were lower than last year due to a number of non-recurring initiatives in 2004/05 including an upgrade of information technology systems, the International Financial Reporting Standards convergence project and development of new human resources policies and procedures. Property Property gains on disposal of Â£14.0m (2005: Â£3.3m) were realised during the year as part of the Group's ongoing programme of disposing of older UK Bus depots. The more significant disposals included bus depots in Leicester and Motherwell. Intangible asset amortisation The intangible asset amortisation charge was Â£4.5m (2005: Â£2.2m) with the increase due to a full year charge for the ScotRail pension intangible and a higher charge for contract intangibles for acquisitions made either during the year or the preceding financial year. Bid costs and other exceptional items Bid costs of Â£28.5m (2005: Â£11.9m) were incurred during the year and comprised principally rail refranchising costs for the Greater Western, Capital Connect, Docklands Light Railway and Integrated Kent franchises. This expenditure represents the full costs of bidding and completing two major rail franchises that are expected to be highly profitable. We do not anticipate incurring these levels of expenditure in the foreseeable future. Interest payable and similar charges The net interest charge was Â£53.3m (2005: Â£48.3m) with the increase of Â£5.0m resulting from a higher average level of net debt and the higher interest costs on US Dollar denominated debt. The net interest charge is covered 6.6 times (2005: 6.7 times) by earnings before interest, taxation, depreciation and amortisation (EBITDA). Taxation The taxation charge on profit before intangible amortisation, bid costs and other exceptional items was Â£45.3m (2005: Â£44.6m) representing an effective rate of 26% (2005: 27%). Tax relief on US intangible amortisation, bid costs and other exceptional items, partly offset by deferred tax on property gains, reduced the tax charge to Â£40.0m (2005: Â£41.1m). The actual cash effect of taxation to the group was a credit of Â£3.3m (2005: a charge of Â£19.0m). The UK cash cost of taxation was reduced by increased pension payments and by favourable UK tax settlements achieved during the year. It is anticipated that the tax to be paid for 2006/07 will remain minimal. The group pays a minimal amount of tax on its profits in the US due to tax losses carried forward and we believe that the level of the cash tax in the US will remain at a similar level for the medium term. Dividends The final dividend of 9.55 pence per ordinary share together with the interim dividend of 4.55 pence per ordinary share, gives a full year dividend of 14.1 pence, an increase of 10.0%. In accordance with IFRS the final dividend has not been provided for in the 2006 balance sheet. The final dividend will be paid on 25 August 2006 to shareholders on the register of members at the close of business on 21 July 2006. EPS Adjusted basic EPS, before intangible asset amortisation, bid costs and profit on disposal of fixed assets, was 30.9 pence (2005: 28.9 pence), an increase of 6.9%. Basic EPS was 27.4 pence (2005: 27.1 pence). EBITDA The Group's businesses continue to generate strong operating profits which are converted into cash. EBITDA for the year was Â£351.7m (2005: Â£322.4m) up 9.1%. EBITDA from North American operations was up 8.1% in US Dollar terms. EBITDA by division is set out below: Year to Year to 31 March 2006 31 March 2005 Turnover EBITDA EBITDA Turnover EBITDA EBITDA Â£m Â£m % Â£m Â£m % UK Bus 1,031.2 167.5 16.2 960.7 168.6 17.5 UK Rail 1,164.9 84.9 7.3 1,059.7 69.4 6.5 North America 826.3 122.0 14.8 665.8 109.3 16.4 Financing element - (10.2) - - (9.0) - of leases Other 8.5 (12.5) - 7.2 (15.9) - Total Group 3,030.9 351.7 11.6 2,693.4 322.4 12.0 Cash flow Cash generated by operations increased to Â£300.7m from Â£247.2m last year due to a lower working capital outflow and a higher depreciation charge compared to 2004/05. The working capital outflow of Â£27.1m (2005: outflow of Â£68.1m) was due to additional pension payments, over and above the profit and loss charge, of Â£34m and growth in North America of Â£13m partly mitigated by the early receipt of cash from the First Capital Connect franchise of Â£21m. Capital expenditure and acquisitions Capital expenditure, as set out in note 6, was Â£209.1m (2005: Â£135.3m). Capital expenditure was predominantly in North American operations of Â£65.6m (2005: Â£ 36.5m), UK Bus operations of Â£102.4m (2005: Â£70.4m), UK Rail Â£16.9m (2005: Â£ 14.1m) and UK properties of Â£15.4m (2005: Â£11.7m). The acquisitions made in 2005/06 were four bolt-on yellow school bus operations in North America and one small UK Bus operator. The total consideration for all acquisitions made during the year was Â£12.4m and provisional goodwill arising on all acquisitions amounted to Â£10.3m. Funding and risk management At the year end, total bank borrowing facilities amounted to Â£597m of which Â£ 527m is committed. Of these committed facilities, Â£316m were utilised at 31 March 2006 leaving committed headroom of Â£211m. The maturity profile of committed banking facilities is regularly reviewed and well in advance of their expiry such facilities are extended or replaced. At 31 March 2006 the Group's debt maturity was 7.8 years (2005: 9.0 years). As the Group is a net borrower, it minimises cash and bank deposits, which arise principally in the Rail companies. The Group can only withdraw cash and bank deposits from the Rail companies on a permanent basis to the lower of retained profits or the amount determined by prescribed liquidity ratios. The Group limits deposits to short terms, and with any one bank to the maximum of Â£ 30m, depending upon the individual bank's credit rating, which must not be less than "A" rated. The Group does not enter into speculative financial transactions and uses financial instruments for certain risk management purposes only. Interest rate risk With regard to net interest rate risk, the Group reduces exposure by using a combination of fixed rate debt and interest rate derivatives to achieve an overall hedged position over the medium term of between 75% to 100%. Commodity price risk In the year, the UK was insulated from the rise in crude oil prices due to a fully hedged position. Looking ahead, we now have 38% coverage of our UK requirements for 2006/07 (total annual usage 2.6 million barrels) at an average rate of $59 per barrel (2005/06: average of $38 per barrel). In North America (total annual usage 0.7m barrels) for 2006/07 we have 36% coverage on crude oil price risk at an average price of $35 per barrel (2005/06: 64% hedged at $27 per barrel). Foreign currency risk Group policies on currency risk affecting cash flow and profits are maintained to minimise exposures to the Group by using a combination of hedge positions and derivative instruments where appropriate. With regard to balance sheet translation risk, the Group hedges part of its exposure to the impact of exchange rate movements on translation of foreign currency net assets by holding currency swaps and net borrowings in foreign currencies. At 31 March 2006 foreign currency net assets were hedged 34% (2005: 35%). Net debt The Group's net debt at 31 March 2006 was Â£704.4m and was comprised as follows: Analysis of net debt Fixed Variable Total Â£m Â£m Â£m Cash - 54.9 54.9 Rail ring-fenced cash and deposits - 119.5 119.5 Sterling bond (2013 6.875%) * (295.9) - (295.9) Bond (2019 6.125%) * (250.3) - (250.3) Sterling bank loans and overdrafts - (246.2) (246.2) US dollar bank and other loans and overdrafts (0.5) (4.5) (5.0) Canadian dollar bank and other loans and (2.4) (36.2) (38.6) overdrafts Euro bank loans and overdrafts - (9.9) (9.9) HP and finance leases (4.7) (7.7) (12.4) Loan notes (8.7) (11.8) (20.5) Interest rate swaps,net (57.0) 57.0 - Total (619.5) (84.9) (704.4) * Excludes accrued interest Balance sheet and net assets Net assets increased by Â£107.4m over the year reflecting retained earnings (after the payment of Â£52.0m of dividends) for the year of Â£55.5m, actuarial gains on defined benefit pension arrangements (net of tax) of Â£25.7m and a net increase in the translation reserve of Â£41.9m. These positive movements were partly offset by a net increase in own shares held of Â£7.7m and a charge to reserves of Â£8.3m in respect of share options exercised during the year. Shares in issue During the year 5.7m shares were repurchased for a total consideration of Â£ 23.0m and were initially held as treasury shares. In 2005/06 4.3m treasury shares were used to satisfy the exercise of Save As You Earn (SAYE) options on the maturity of the 2002 SAYE scheme. As at 31 March 2006 there were 392.0m (2005: 393.6m) shares in issue, excluding 6.6m (2005: 5.2m) shares held in treasury. The weighted average number of shares in issue for the purpose of EPS calculations (excluding own shares held in trust for employees and treasury shares) was 392.6m (2005: 399.2m). Foreign exchange The results of the North American businesses have been translated at an average rate of Â£1:$1.79 (2005: Â£1:$1.85). The period end rate was Â£1:$1.74 (2005: Â£1: $1.87). Pensions The pensions deficit reduced over the course of the year by Â£89m to Â£132m. This reduction had three main elements being the additional cash contributions being paid into the UK Bus schemes, the continuing recovery of the stock market and UK Bus pay deals in many operating companies that cap pensionable pay going forward and therefore reduces the Group's exposure to volatility in pension costs. Dean Finch Finance Director Consolidated income statement Year ended 31 March 2006 Notes Before Amortisation, Total Before Amortisation, Total amortisation, impairment 2006 amortisation, impairment 2005 impairment charges Â£m impairment charges Â£m charges and bid charges and bid and bid costs and bid costs costs 2006 costs 2005 2006 2005 Â£m Â£m Â£m Â£m Revenue Continuing operations 3,030.9 - 3,030.9 2,693.4 - 2,693.4 Operating costs before profit on disposal of fixed assets Continuing operations (2,801.2) (33.0) (2,834.2) (2,478.6) (14.1) (2,492.7) Operating profit before profit on disposal of fixed assets Continuing operations 229.7 (33.0) 196.7 214.8 (14.1) 200.7 Operating profit before 229.7 - 229.7 214.8 - 214.8 amortisation, impairment charges and bid costs Amortisation and - (4.5) (4.5) - (2.2) (2.2) impairment charges Bid costs - (28.5) (28.5) - (11.9) (11.9) Operating profit 229.7 (33.0) 196.7 214.8 (14.1) 200.7 Profit on disposal of - 14.0 14.0 - 3.3 3.3 fixed assets Operating profit 229.7 (19.0) 210.7 214.8 (10.8) 204.0 Investment income 8.5 - 8.5 4.3 - 4.3 Finance costs (61.8) - (61.8) (52.6) - (52.6) Profit before tax 176.4 (19.0) 157.4 166.5 (10.8) 155.7 Tax (45.3) 5.3 (40.0) (44.6) 3.5 (41.1) Profit for the period from 131.1 (13.7) 117.4 121.9 (7.3) 114.6 continuing operations Attributable to: Equity holders of the 121.2 (13.7) 107.5 115.4 (7.3) 108.1 parent Minority interest 9.9 - 9.9 6.5 - 6.5 131.1 (13.7) 117.4 121.9 (7.3) 114.6 Basic earnings per share 3 27.4p 27.1p Diluted earnings per share 3 27.1p 26.9p Dividends of Â£52.0m were paid during the year (2005: Â£48.0m). Dividends of Â£ 37.4m were proposed for approval during the year (2005: Â£34.1m). Consolidated balance sheet Notes 2006 2005 Â£m Â£m Non-current assets Goodwill 4 503.1 465.8 Other intangible assets 5 30.0 29.4 Property, plant and equipment 6 926.5 835.0 Financial assets - derivative financial 13 8.5 - instruments 1,468.1 1,330.2 Current assets Inventories 7 54.2 40.1 Trade and other receivables 8 373.1 368.7 Financial assets - cash and cash equivalents 174.4 154.1 - derivative financial instruments 13 14.1 - 615.8 562.9 Non-current assets classified as held for sale 6.6 5.2 Total assets 2,090.5 1,898.3 Current liabilities Trade and other payables 9 545.1 507.3 Tax liabilities 47.8 52.8 Financial liabilities - obligations under 11 2.3 9.0 finance leases - bank overdrafts and loans 10 30.9 51.4 - loan notes 12 2.8 0.5 - derivative financial instruments 13 1.8 - - current bond liability 10 23.1 - 653.8 621.0 Net current liabilities 38.0 58.1 Non-current liabilities Financial liabilities - bonds 10 553.2 527.9 - bank loans 10 268.8 192.8 - obligations under finance leases 11 10.1 15.1 - loan notes 12 17.7 20.5 - derivative financial instruments 13 0.8 - Retirement benefit obligation 132.0 221.1 Deferred tax liabilities 14 84.6 30.8 Long-term provisions 15 37.6 44.6 1,104.8 1,052.8 Total liabilities 1,758.6 1,673.8 Net assets 331.9 224.5 Equity Share capital 16 19.9 19.9 Share premium account 17 238.8 238.8 Hedging reserves 17 1.9 - Other reserves 17 4.6 4.6 Own shares 17 (26.6) (18.9) Translation reserves 18 27.7 (14.2) Retained earnings 17 52.9 (16.3) Equity attributable to equity holders of the 319.2 213.9 parent Minority interests 12.7 10.6 Total equity 331.9 224.5 Consolidated cash flow statement Year ended 31 March 2006 Notes 2006 2005 Â£m Â£m Net cash from operating activities 19 235.0 193.7 Investing activities Interest received 5.9 6.8 Proceeds of disposal of property, plant and 27.3 27.1 equipment Purchases of property, plant and equipment (196.2) (124.3) Acquisition of businesses (12.4) (14.9) Acquisition of subsidiaries - (22.3) Net cash used in investing activities (175.4) (127.6) Financing activities Repurchase of ordinary share capital (23.0) (29.7) Share purchased by Employee Benefit Trust (1.4) (0.3) Monies received on exercise of options 8.4 - Dividends paid (52.0) (48.0) Dividends paid to minority shareholders (7.2) (3.1) Repayment of obligations under finance leases (11.8) (20.2) Repayment of loan notes (0.5) (0.3) Payment of new bank facility issue costs (1.0) - New bank loans raised 55.7 90.4 Net cash from financing activities (32.8) (11.2) Net increase in cash and cash equivalents 26.8 54.9 Cash and cash equivalents at beginning of 145.9 92.2 year Effect of foreign exchange rate changes (2.8) (1.2) Cash and cash equivalents at end of year 169.9 145.9 Cash and cash equivalents for cash flow 2006 2005 statement purposes comprise: Â£m Â£m Cash and cash equivalents per balance sheet 174.4 154.1 Overdrafts (4.5) (8.2) 169.9 145.9 Note to the consolidated cash flow statement - reconciliation of net cash flows to movement in net debt Year ended 31 March 2006 2006 2005 Â£m Â£m Increase in cash and cash equivalents in year 26.8 54.9 Increase in debt and finance lease financing (43.4) (70.0) Debt acquired on acquisition of businesses - (20.6) Lease and hire purchase contracts acquired with (0.7) (2.2) business/franchise Fees on issue of new loan facility 1.0 - Other non-cash movements in relation to financial (1.9) (1.5) instruments Foreign exchange differences (23.1) 7.0 Movement in net debt in year (41.3) (32.4) Net debt at beginning of year (663.1) (630.7) Net debt at end of year (704.4) (663.1) General information The financial information set out above does not constitute the company's statutory accounts for the years ended 31 March 2006 or 2005, but is derived from those accounts. Statutory accounts for 2005 have been delivered to the Registrar of Companies and those for 2006 will be delivered following the company's annual general meeting. The auditors have reported on both sets of accounts; their reports were unqualified and did not contain statements under s. 237(2) or (3) Companies Act 1985. Copies of the Statutory Accounts for the year ended 31 March 2006 will be sent to all shareholders by early June and will be available thereafter at the Registered Office of the Company at 395 King Street, Aberdeen, AB24 5RP. 2. Business segments The segment results for the year to 31 March 2006 are as follows: UK Bus UK Rail North Group Consolidated America items 2006 2006 2006 2006 2006 Â£m Â£m Â£m Â£m Â£m Revenue 1,031.2 1,164.9 826.3 8.5 3,030.9 Segment results 108.6 79.6 67.1 (15.4) 239.9 Amortisation of intangible - (2.9) (1.6) - (4.5) assets Financing element of (10.2) - - - (10.2) operating leases Bid costs - (26.1) - (2.4) (28.5) Profit on disposal of fixed 14.0 - - - 14.0 assets Operating profit 112.4 50.6 65.5 (17.8) 210.7 Investment income 8.5 Finance costs (61.8) Profit before tax 157.4 Tax (40.0) Profit for the period 117.4 2. Business segments (continued) The segment results for the year to 31 March 2005 are as follows: UK Bus UK Rail North Group Consolidated America items 2005 2005 2005 2005 2005 Â£m Â£m Â£m Â£m Â£m Revenue 960.7 1,059.7 665.8 7.2 2,693.4 Segment results 115.2 64.5 62.4 (18.3) 223.8 Amortisation of intangible - (1.6) (0.6) - (2.2) assets Financing element of (9.0) - - - (9.0) operating leases Bid costs - (10.9) - (1.0) (11.9) Profit on disposal of fixed 3.3 - - - 3.3 assets Operating profit 109.5 52.0 61.8 (19.3) 204.0 Investment income 4.3 Finance costs (52.6) Profit before tax 155.7 Tax (41.1) Profit for the period 114.6 3. Earnings per share (EPS) Basic EPS is calculated by dividing the profit attributable to equity shareholders of Â£107.5m (2005: Â£108.1m) by the weighted average number of ordinary shares of 392.6m (2005: 399.2m) Diluted EPS is calculated by dividing the profit attributable to equity shareholders of Â£107.5m (2005: 108.1m) by the weighted average number of ordinary shares of 396.5m (2005: 402.0m). The difference in the number of shares between the basic calculation and the diluted calculation represents the weighted average number of potentially dilutive ordinary shares. A reconciliation of the number of shares used in the basic and diluted measures is set out below: 2006 2005 no. no. (m) (m) Weighted average number of shares used in basic 392.6 399.2 calculation SAYE share options 3.0 2.6 Executive share options 0.9 0.2 396.5 402.0 3. Earnings per share (EPS) (continued) The adjusted basic EPS and adjusted cash EPS are intended to demonstrate recurring elements of the results of the Group before amortisation of intangible assets, rail bid costs and profit on disposal of fixed assets. A reconciliation of the earnings used in the bases is set out below: 2006 2005 Â£m Earnings Â£m Earnings per share per share (p) (p) Profit for basic EPS calculation 107.5 27.4 108.1 27.1 Amortisation of intangible assets * 4.3 1.1 2.2 0.5 Bid costs 28.5 7.2 11.9 3.0 Profit on disposal of fixed assets (13.5) (3.4) (3.3) (0.8) ** Taxation effect of adjustments (5.3) (1.4) (3.5) (0.9) Profit for adjusted basic EPS 121.5 30.9 115.4 28.9 calculation Depreciation *** 121.6 31.0 107.4 26.9 Profit for adjusted cash EPS 243.1 61.9 222.8 55.8 calculation * Amortisation charge of Â£4.5m less Â£0.2m (2005: Â£2.2m less nil) attributable to equity minority interests. ** Profit on disposal of fixed assets of Â£14.0m less Â£0.5m (2005: Â£3.3m less nil) attributable to equity minority interests. *** Depreciation charge of Â£122.0m (2005: Â£107.6m) per note 6 less Â£0.4m (2005: Â£0.2m) of depreciation attributable to equity minority interests. 4. Goodwill 2006 2005 Â£m Â£m Cost At 1 April 465.8 461.2 Additions 10.3 15.2 Exchange rate differences 27.0 (10.6) At 31 March 503.1 465.8 Accumulated impairment losses At 31 March 2005 and 31 March 2006 - - Carrying amount At 31 March 503.1 465.8 5. Other intangible assets Contracts Franchise Total acquired agreements Â£m Â£m Â£m Cost At 1 April 2005 10.6 21.0 31.6 Additions 4.3 - 4.3 Exchange rate differences 0.8 - 0.8 At 31 March 2006 15.7 21.0 36.7 Amortisation At 1 April 2005 0.6 1.6 2.2 Charge for period 1.6 2.9 4.5 Exchange rate differences - - - At 31 March 2006 2.2 4.5 6.7 Carrying amount At 31 March 2006 13.5 16.5 30.0 Contracts Franchise Total acquired agreements Â£m Â£m Â£m Cost At 1 April 2004 - 4.1 4.1 Additions 10.6 16.9 27.5 Exchange rate differences - - - At 31 March 2005 10.6 21.0 31.6 Amortisation At 1 April 2004 - - - Charge for period 0.6 1.6 2.2 Exchange rate differences - - - At 31 March 2005 0.6 1.6 2.2 Carrying amount At 31 March 2005 10.0 19.4 29.4 6. Property, plant and equipment Land and Passenger Other Total buildings carrying plant and Â£m Â£m vehicle equipment fleet Â£m Â£m Cost At 1 April 2005 149.1 1,228.7 161.4 1,539.2 Subsidiary undertakings and - 4.0 - 4.0 businesses acquired Additions 16.2 155.5 37.4 209.1 Disposals (5.1) (64.2) (2.9) (72.2) Reclassifications (5.1) - 5.1 - Reclassified as held for - (27.3) - (27.3) sale Exchange rate differences 1.9 35.2 2.7 39.8 At 31 March 2006 157.0 1,331.9 203.7 1,692.6 Accumulated depreciation and impairment At 1 April 2005 23.7 581.2 99.3 704.2 Subsidiary undertakings and - - - - businesses acquired Charge for period 3.6 99.0 19.4 122.0 Disposals (0.6) (52.1) (2.3) (55.0) Reclassifications (5.1) - 5.1 - Reclassified as held for - (21.5) - (21.5) sale Exchange rate differences 0.5 14.5 1.4 16.4 At 31 March 2006 22.1 621.1 122.9 766.1 Carrying amount At 31 March 2006 134.9 710.8 80.8 926.5 Land and Passenger Other Total buildings carrying plant and Â£m Â£m vehicle equipment fleet Â£m Â£m Cost At 1 April 2004 141.5 1,156.3 154.6 1,452.4 Subsidiary undertakings and 2.9 29.5 2.4 34.8 businesses acquired Additions 12.2 96.5 26.6 135.3 Disposals (6.9) (25.6) (21.1) (53.6) Reclassified as held for - (15.5) - (15.5) sale Exchange rate differences (0.6) (12.5) (1.1) (14.2) At 31 March 2005 149.1 1,228.7 161.4 1,539.2 Accumulated depreciation and impairment At 1 April 2004 21.5 536.8 102.5 660.8 Subsidiary undertakings and - - - - businesses acquired Charge for period 3.0 88.0 16.6 107.6 Disposals (0.7) (23.4) (19.2) (43.3) Reclassified as held for - (14.8) - (14.8) sale Exchange rate differences (0.1) (5.4) (0.6) (6.1) At 31 March 2005 23.7 581.2 99.3 704.2 Carrying amount At 31 March 2005 125.4 647.5 62.1 835.0 7. Inventories 2006 2005 Â£m Â£m Spare parts and consumables 41.7 30.7 Property development work in progress 12.5 9.4 54.2 40.1 8. Trade and other receivables 2006 2005 Â£m Â£m Amounts due within one year Trade debtors 279.3 258.2 Other debtors 38.8 61.1 Other prepayments and accrued income 55.0 49.4 373.1 368.7 9. Trade and other payables 2006 2005 Â£m Â£m Amounts falling due within one year Trade creditors 129.7 122.4 Other creditors 106.5 47.0 Accruals and deferred income 294.9 324.6 Season ticket deferred income 14.0 13.3 545.1 507.3 10. Financial liabilities - borrowings 2006 1 April 31 March Â£m 2005 2005 Â£m Â£m Current financial liabilities Short-term bank loans 26.4 43.2 43.2 Bank overdrafts 4.5 8.2 8.2 30.9 51.4 51.4 Finance leases (note 11) 2.3 9.0 9.0 Loan notes (note 12) 2.8 0.5 0.5 Bond 6.875% (repayable 2013) - accrued 20.1 19.5 - interest Bond 6.125% (repayable 2019) - accrued 3.0 3.0 - interest 23.1 22.5 - Total current financial liabilities 59.1 83.4 60.9 Non-current financial liabilities Syndicated unsecured bank loans 264.9 180.0 180.0 Other loans 3.9 12.8 12.8 268.8 192.8 192.8 Finance leases (note 11) 10.1 15.1 15.1 Loan notes (note 12) 17.7 20.5 20.5 Bond 6.875% (2013) 295.9 296.1 296.0 Bond 6.125% (2019) 257.3 247.1 231.9 553.2 543.2 527.9 Total non-current financial liabilities 849.8 771.6 756.3 Total financial liabilities 908.9 855.0 817.2 Gross borrowings repayment profile Within one year or on demand 59.1 83.4 Between one and two years 21.1 25.6 Between two and five years 271.8 193.1 Over five years 556.9 552.9 908.9 855.0 11. Finance leases The Group had the following obligations under finance leases as at the balance sheet dates: 2006 2005 Â£m Â£m Maturing under 1 year 2.3 9.0 Maturing 1 - 2 years 2.2 2.6 Maturing 2 - 5 years 4.6 7.4 Maturing after 5 years 3.3 5.1 Total 12.4 24.1 12. Loan notes The Group had the following loan notes issued as at the balance sheet dates: 2006 2005 Â£m Â£m Maturing in less than one year 2.8 0.5 Maturing 1 - 2 years 17.7 20.5 Total 20.5 21.0 13. Derivative financial instruments 2006 1 April Â£m 2005 Â£m Non-current assets Cross currency swaps (net investment hedge) - 16.7 Coupon swaps (fair value hedge) 8.1 - Interest rate collars (cash flow hedges) 0.4 - Fuel derivatives (cash flow hedge) - 3.6 8.5 20.3 Current assets Cross currency swaps (net investment hedge) - 3.5 Coupon swaps (fair value hedge) 3.3 - Fuel derivatives (cash flow hedges) 10.8 27.8 14.1 31.3 Total assets 22.6 51.6 Current liabilities Interest rate swaps (cash flow hedge) 0.9 0.7 Cross currency swaps (net investment hedge) 0.9 - Coupon swaps (fair value hedge) - 4.5 1.8 5.2 Non-current liabilities Interest rate swaps (cash flow hedge) 0.4 0.9 Cross currency swaps (net investment hedge) 0.4 - Coupon swaps (fair value hedge) - 1.5 0.8 2.4 Total liabilities 2.6 7.6 14. Deferred tax The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period. Accelerated Other Tax Total temporary tax differences losses Â£m depreciation Â£m Â£m Â£m At 1 April 2004 124.8 (77.6) (41.1) 6.1 Charge/(credit) to income 11.5 11.5 (0.9) 22.1 Charge to equity - 5.4 - 5.4 Acquisition of subsidiary - (2.2) - (2.2) Exchange differences (2.0) (0.1) 1.5 (0.6) At 31 March 2005 134.3 (63.0) (40.5) 30.8 Adoption of IAS 39 - 9.9 - 9.9 At 1 April 2005 134.3 (53.1) (40.5) 40.7 Charge/(credit) to income 32.9 32.0 (21.6) 43.3 Charge to equity - 2.6 - 2.6 Acquisition of subsidiary - (3.6) - (3.6) Exchange differences 4.9 (0.3) (3.0) 1.6 As 31 March 2006 172.1 (22.4) (65.1) 84.6 15. Provisions Insurance Pensions Total claims * Â£m Â£m Â£m At 1 April 2005 34.5 10.1 44.6 Provided in the period 25.4 0.2 25.6 Utilised in the period (37.4) (3.4) (40.8) Notional interest 6.1 - 6.1 Exchange rate differences 2.1 - 2.1 At 31 March 2006 30.7 6.9 37.6 * Insurance claims accruals due within one year at 31 March 2006 amounted to Â£ 50.0m (2005: Â£39.8m) and are included in "accruals and deferred income" within note 20. The amount included within provisions represents the estimate of amounts due after more than one year. 16. Called up share capital 2006 2005 Â£m Â£m Authorised: Ordinary shares of 5p each 30.0 30.0 Allotted, called up and fully paid Ordinary shares of 5p each 19.9 19.9 No. Â£m m At beginning and end of year 398.8 19.9 6,630,500 shares (2005: 5,200,000) shares were being held as treasury shares at 31 March 2006. The Company has one class of ordinary shares which carry no right to fixed income. 17. Statement of changes in equity Hedging Share Own Retained shares earnings reserve premium Â£m Â£m Â£m account Â£m At 1 April 2004 - 238.8 (0.6) (82.5) Share repurchases - - - (12.0) Retained profit for the financial year - - - 108.1 Dividends paid - - - (48.2) Movement in EBT, QUEST and treasury - - (18.3) - shares during the year Actuarial gain on defined benefit pension - - - 20.8 schemes Share based payments provision - - - 2.9 Deferred tax on actuarial gains - - - (6.3) Deferred tax on share based payments - - - 0.9 At 31 March 2005 - 238.8 (18.9) (16.3) Financial instrument recognition 37.0 - - (9.0) At 1 April 2005 (as restated) 37.0 238.8 (18.9) (25.3) Retained profit for the financial year - - - 107.5 Dividends paid - - - (52.0) Movement in EBT, QUEST and treasury - - (7.7) (8.3) shares during the year Current tax on share based payments - - - 1.8 Actuarial gain on defined benefit pension - - - 36.7 schemes Deferred tax on actuarial gains - - - (11.0) Derivative hedging instrument movements (35.1) - - - Share based payments provision - - - 3.2 Deferred tax on share based payments - - - 0.3 At 31 March 2006 1.9 238.8 (26.6) 52.9 Capital Capital Total other redemption reserve reserves reserve Â£m Â£m Â£m At 31 March 2006 and 31 March 2005 1.9 2.7 4.6 18. Translation reserves Total Â£m At 1 April 2004 - Movement for the financial year (14.2) At 31 March 2005 (14.2) Reclassify to hedging reserve on financial instrument recognition (7.7) Movement for the financial year 49.6 At 31 March 2006 27.7 19. Notes to the consolidated cash flow statement 2006 2005 Â£m Â£m Operating profit 196.7 200.7 Adjustments for: Depreciation charges 122.0 107.6 Amortisation of intangible assets 4.5 2.2 Share based payments 3.2 2.9 Loss on disposal of property, plant and equipment 1.4 1.9 Operating cash flows before working capital 327.8 315.3 Increase in inventories (9.6) (2.6) Decrease/(increase) in receivables 3.9 (41.0) Decrease in payables (21.4) (24.5) Cash generated by operations 300.7 247.2 Corporation tax paid (3.5) (16.1) Interest paid (61.3) (35.1) Interest element of hire purchase contracts and finance (0.9) (2.3) lease payments Net cash from operating activities 235.0 193.7

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