Final Results

Babcock International Group PLC 20 May 2004 Thursday 20 May 2004 BABCOCK INTERNATIONAL GROUP PLC 2003/4 PRELIMINARY RESULTS Babcock International Group PLC, the Support Services company, announces its preliminary results for the year ended 31 March 2004: 2003/4 2002/3 % Change Sales (1) £438.0m £377.9m +16 Operating profit (2) £25.5m £23.0m +11 Profit before tax (underlying) (3) £23.1m £18.0m +28 Profit before tax £19.8m £13.4m +48 Earnings per share - basic 11.31p 5.72p +98 - adjusted (3) 13.60p 8.91p +53 Dividend per share 3.35p 3.0p +11.7 Net debt £15.4m £37.2m (1) Before discontinued operations (2004: £14.0 million, 2003: £45.6 million), (2) Before goodwill amortisation (2004: £3.3 million, 2003: £1.9 million) and discontinued operations losses (2004: £0.3 million, 2003: £2.2 million), (3) Before exceptional items (2004 : £Nil, 2003 £2.7 million) and goodwill amortisation. Business Highlights: • Growth in support services businesses continues with sales from continuing businesses up 16% • Profit before tax, goodwill and exceptional items up 28% to £23.1 million • Contract wins increase order book from £0.6 billion to £1.0 billion • Earnings per share up 53% to 13.60p, and dividend increased by 11.7% to 3.35p • Operating cash flow to operating profit conversion rate of 121% reduces net debt to £15.4 million from £37.2 million last year • Rosyth participation in CVF programme confirmed by MoD • Peterhouse acceptances at first close 41.8% Commenting, Peter Rogers, Chief Executive, said: The last year was a good one for Babcock, margins in continuing businesses remained above our target level and cash control was excellent; resulting in a further strengthened balance sheet. We have a healthy bid pipeline and as a result of some significant contract wins our order book has now reached £1.0 billion. The acquisition of Peterhouse will bring further benefits and widen our customer base. Contact: Peter Rogers, Chief Executive Bill Tame, Finance Director Babcock International Group PLC Telephone: 020 7269 7291 (am); 020 7291 5000 (after 3pm) Andrew Lorenz Richard Mountain Financial Dynamics Telephone: 020 7269 7291 Chairman's statement The year ending March 2004 marked the completion of the first phase of Babcock's strategic transformation. Profit before tax increased by 48% and the operating profit of the Training and Support sector rose by 52% exceeding that of Technical Services for the first time. These results amply vindicate the decision taken three years ago to transform Babcock from an engineering conglomerate to a support services business, with organic growth in these new businesses driving an increase in turnover of 16% in the continuing businesses and with the Training and Support sector growing by 41%, more than offsetting the decline in turnover at Rosyth. Ministry of Defence (MoD) contracts already won should enable growth to continue and we have good hopes of further contract wins to sustain this momentum. We are now embarking on the second phase of the Babcock transformation, with our plans to expand into the civil support sector. We announced in March 2004 a recommended offer for Peterhouse Group plc. This business has similar characteristics to that of Babcock, in that it provides project management services to its customers, in operations which have a high technical content. It has, however, a different customer base to that of Babcock and as such the combined group would have a more balanced portfolio of customers. The offer, which comprised approximately 70% in Babcock equity and 30% in cash, would increase issued share capital by some 38%. Your directors believe that this acquisition would be earnings enhancing pre-goodwill and exceptional items in the first full year following completion (*). The MoD is a valued customer of Babcock and we have had notable successes in the last year in concluding contracts for South West Regional Prime and RAF Valley. We have also seen growth in the Single Living Accommodation Modernisation contract and the contract to manage Her Majesty's Naval Bases on the Clyde. These have more than offset the decline in turnover in Babcock Defence Services, as a consequence of the British Army's scale back in Kosovo. However, delays in converting the Royal School of Military Engineering contract from sole bidder to financial close and the lack of progress on the Armoured Vehicle Training System and Airside Support Project highlighted the frustrations experienced in concluding MoD contracts, and reinforce the benefits of a broader customer base. Equally, the delays in finalising the contract structure and the build programme on the new aircraft carrier project show how difficult long term planning can be in the Defence sector. Discussions are continuing with the MoD on the extent of our participation in the new aircraft carrier programme and on the workload at Rosyth in the period to project start. We are optimistic as to the outcome of these discussions, which are likely to continue for some time. Earnings per share before goodwill and exceptional items in the year to 31 March 2004 increased by 53% to 13.60p per share and net debt was reduced from £37.2 million to £15.4 million. The directors are recommending a final dividend of 2.1p per share giving a total dividend for the year of 3.35p per share an increase of 11.7% on the previous year. This final dividend would also be payable on the new equity issued to Peterhouse shareholders provided that the offer becomes unconditional before the record date for the final dividend. The Report and Accounts will show a high level of compliance with the Combined Code, which has of course been revised following the Higgs Report of last year. The revised code does not apply to our reporting year under review in the Report and Accounts and we will be considering carefully during the course of the current financial year the few areas in which we are not yet compliant. I said at the beginning of this report that the performance of Babcock justifies the strategy laid out three years ago. However, a strategy is only as good as its implementation and the implementation is a function of the quality and dedication of our employees. The year ending 31 March 2004 has perhaps been more stable than the immediate previous years for Babcock, and we have seen the benefits of a consistent strategy and organic growth. Nevertheless this growth comes as a consequence of the hard work of everyone involved and I would like to thank all the Babcock people. The successful implementation of a consistent strategy has produced an increase in shareholder value. Babcock's shares have out performed the FTSE All-Share Index by 77% over the five years to 31 March 2004. We are committed to continued shareholder value creation and believe the prospective acquisition of Peterhouse would represent an important step in this direction. Gordon Campbell (*) The statement that the acquisition will be earnings enhancing, pre-goodwill and exceptional items, in the first full financial year following completion does not constitute a profit forecast and should not be interpreted to mean that the earnings per share in the first full financial year following the acquisition, or in any subsequent period, would necessarily match or be greater than those for the relevant preceding financial period. Chief Executive's operating statement The past year has been a highly satisfactory one for Babcock. Sales in continuing businesses rose by 16% and continuing operating profit before goodwill and exceptional items by 11%. The last Materials Handling businesses were sold and we have secured a number of significant contract wins. The order book at 31 March 2004 stood at £1.0 billion (excluding Single Living Accommodation Modernisation - SLAM) compared to £0.6 billion at the end of the last financial year. The integration of the two businesses acquired last year (SGI and MEF) has been completed and both are exceeding our expectations. The progress made can probably best be judged by looking back two years to 2001/ 02 when Training and Support sales were £98.7 million and operating profit before goodwill and exceptionals was £6.1 million. The combination of organic growth and acquisitions has resulted in sales for the current year of £252.9 million and operating profit before goodwill and exceptionals of £15.4 million, increases of 156% and 152% respectively. Further contract wins will continue to boost turnover and profits. The decision to re-brand all the constituent parts of our support services businesses under the 'Babcock' name is paying real dividends with the MoD where recognition of the Babcock name is now significantly improved compared with the position of a year ago. This approach to branding has enabled us to build a common culture across our businesses, thus providing a platform to blend the skills and talents of our people with the corporate aim of delivering high quality service to our customers. We continue to invest significant sums in pursuing contracts, particularly with the MoD. This is partly as a result of the complexity of the contracts for which we are bidding and partly a function of the time taken from initial discussions to award. It is essential that we continue to monitor carefully the expenditure required to achieve significant contract wins as the process can generally be measured in years rather than months. We have also invested considerable effort during the year in building alliances to strengthen our total offering. We have formal alliance or partnership agreements with (amongst others) AT&T, Bovis Lend Lease, DynCorp International, Lockheed Martin and Thales. Training and Support Babcock Naval Systems (BNS) is included for a full year in the results, the start of the contract being in September 2002. The progress made is extremely encouraging. All key performance indicators which were in operation during the year were met or exceeded and cost savings are being achieved that are in line with those for which we are contracted over the initial five year period. There is still a significant management task ahead but the road map is clear and the customer is delighted with the progress. The success of the partnering concept and implementation was recognised by the winning of the Insider Magazine / Bank of Scotland Public Private Partnership of the Year award. Babcock Infrastructure Services (BIS) has had an excellent year with the major contract win being South West Regional Prime (SWRP) which will lead to Babcock maintaining and upgrading a significant element of the Ministry Estate in the south west of England for the next seven years. This is the second of the regional primes to be let and there are three more to be awarded over the next two years. SLAM has had a somewhat slower start than we anticipated, but the programme for the 2004/5 year should accelerate the number of units being built. In addition to the SWRP win BIS also won a contract for the maintenance management of the Metropolitan Police Estate in London and secured a two year extension to the contract to provide project management and design services to the London Borough of Ealing. Babcock Defence Services (BDS), the business that largely provides operational support to the Armed Forces, declined in turnover and profit, as anticipated, with the withdrawal of the British Army from Kosovo. Our people based in the Balkans and Afghanistan have, however, done an excellent job in developing new business streams with NATO, the US military and the UN as well as the Ministry of Defence Estates. A small contract for aircraft technician training in the Gulf was secured during the year and is now being successfully operated. The high point for BDS was the win of RAF Valley; a multi-activity contract which results in Babcock now being responsible for the operational maintenance of virtually all of the RAF Hawk Fast Jets - a position on which we will seek to build. Bids are under evaluation for the Armoured Vehicle Training System and the Airside Support Project - both have been significantly delayed. There has been gradual forward movement on the Royal School of Military Engineering (where a Babcock led consortium is sole bidder) during the year. A Babcock led consortium has been selected as one of the three bidders to submit formal bids on the core element of the Defence Training Review - a project which is currently valued at a sum of £5 billion over 25 years. Babcock Africa had another successful year with significant growth in the construction equipment sales division and in the support business for energy generation. Volvo Construction Equipment awarded the 'Dealer of the Year' trophy to Babcock Africa in recognition of their continuing sales growth. Eskom, the South African power utility, as forecast, are planning to bring back on stream significant generation capacity and it is expected that a proportion of the work involved will be captured by Babcock Africa. In addition the successful completion of contracts in Libya should lead to further contract wins and the 'Mondi' co-generation project is moving towards contract. Technical Services The turnover of the Technical Services Division declined by 7% during the year as a result of a decline in the volume of Naval refit work and continuing difficulty in the fast ferry market. This was partially compensated by new business won by Babcock Design and Technology and the new Supply Chain Services business based at Rosyth. Nevertheless profitability, pre-pension costs, has been maintained during the year. Notable wins during the year included the manufacture of steel modules for Heathrow's Terminal 5, the MoD 'Design Alliance' contract won by Babcock Design and Technology and a further Non Project Procurement Organisation (NPPO) contract won by Supply Chain Services. The 'SMIT' training boat contract was completed in the first half of the year, and the programme for the 16 landing craft for the MoD was completed on time in the second half of the year. These vessels are now in service with the Royal Marines. The customer has expressed a high level of satisfaction with the quality and performance of the product. During the period a total of six naval vessels have completed their refits at Rosyth to time and to budget. We have received a number of compliments from the MoD about the quality of the work during the year and in particular in relation to the partnership ethos at Rosyth: which brings together customer and the supplier at all levels in an alliance to ensure successful refits. Following the refit of HMS ARK ROYAL and HMS INVINCIBLE, the third aircraft carrier HMS ILLUSTRIOUS is now well into its refit and is currently ahead of time and under budget. A number of minor war vessel refitting contracts were competitively secured, including HMS CATTISTOCK, GRIMSBY and RAMSAY. Rosyth is the nominated site for the assembly and integration of the new carriers and is also expecting to participate extensively in the modular fabrication programme. However, the construction programme is unlikely to start before 2007/8. Discussions continue with the MoD as to the best solution for filling the work gap between the end of the allocated programme of naval refits during next year and the start of construction of the aircraft carriers. We are optimistic as to a successful outcome to these discussions. The two smaller businesses in Technical Services both had difficult years with New Zealand failing to secure an extension to the current contract and the lack of activity in the US pipeline market resulting in Eagleton making a small loss for the year. Summary & Prospects The transformation of Babcock into a support services business is now complete. We have built an effective relationship with the MoD and other public bodies, which was highlighted by the award of significant contracts. As the public sector budget issues are resolved, further contracts will be awarded and Babcock is well-placed to win additional business. Peter Rogers Financial review Overview I am pleased to report on the conclusion of another successful financial year, which saw group turnover increase by 7% to £452.0 million and profits before tax (before goodwill amortisation and exceptional items) by 28% to £23.1 million. Basic earnings per share (before exceptional items and goodwill) at 13.60p, was up 53% from 8.91p in the year 2002/03. After goodwill and exceptionals, earnings per share grew from 5.72p to 11.31p. The group's cash flow performance was particularly strong, with group net debt ending the year at £15.4 million, down from £37.2 million at the end of the previous year. On the strength of this performance the directors recommend a final dividend of 2.1p per share, making a total dividend payment for the year of 3.35p per share, an increase of 11.7% over 2002/03. Trading Continuing businesses Turnover from continuing business increased by 16% to £438.0 million and generated operating profits before goodwill of £25.5 million, an increase of 11% from 2002/03. A number of milestone events in the year to 31 March 2004 contributed to the continuing financial progress of the group. In Training and Support, the Babcock Naval Services (BNS) business saw the first full year of trading from the HM Naval Base Clyde contract and contributed turnover of £87.6 million and operating profit of £5.3 million (2002/03 £48.7 million, £1.2 million). Similarly, Babcock Infrastructure Services (acquired as SGI in 2002) completed its first full year in the group with turnover of £24.3 million and operating profit of £1.0 million (2002/03 £16.5 million and £0.9 million respectively). Babcock Defence Services (BDS), which contributed turnover of £59.5 million and operating profits (including share of JV's) of £5.6 million (2002/03, £63.7 million, £6.7 million), were successful in their bid for a five year multi-activity contract at RAF Valley, expected to be worth £65.0 million over five years, and this will contribute to turnover from April 2004. Technical Services, with turnover of £185.1 million and operating profit of £14.5 million, completed the refit of the second aircraft carrier, HMS INVINCIBLE and commenced work on the refit of the third carrier, HMS ILLUSTRIOUS, which is due to complete in November 2004. Babcock Africa made significant progress in increasing its share of the heavy earth moving equipment market in South Africa through its Volvo franchise and also secured significant engineering contracts with Eskom and AECI. Babcock Africa increased turnover by 63% to £81.5 million and operating profit by 207% to £3.8 million. Discontinued businesses The last remaining Materials Handling businesses were disposed of during the year, giving rise to a net exceptional loss on disposal of £2.5 million. These businesses, up to the date of disposal, generated turnover of £14.0 million and operating losses of £0.3 million. Cash flow and net borrowings Cash flow from operating activities was £28.0 million (2002/03 £11.3 million). Working capital increased by only £2.1 million in the year and a reduced requirement for net fixed capital investment, which was £1.6 million (2002/03 £2.8 million) yielded an operating profit conversion rate after net capital expenditure of 121% compared to 45% last year. As a consequence, net borrowings decreased to £15.4 million from £37.2 million at the end of last year. A major source of cash from operations remains the MoD and the size of individual cash receipts under these contracts can be very significant. As such, depending upon the timing of receipt relative to period ends, they may have a material effect on the reported working capital and cash position. Last year I referred to certain contracts undertaken in the Rosyth dockyard containing profit sharing clauses. In the year under review, contrary to expectation, no material payments were made to the MoD under the shareline clauses applying to these contracts and it is now anticipated that these payments, which have been fully provided for in calculating the declared profits for the years in which they arose, will be made during 2004/05. After taking into account payments for taxation of £1.6 million (2002/03 £3.0 million), interest on debt £0.4 million (2002/03 £2.5 million) and dividend payments of £4.5 million (2002/03 £4.2 million) as well as the net cash inflow from acquisitions and disposals totalling £1.4 million (2002/03 outflow £26.8 million) the net cash generated, before financing and management of liquid resources, in the twelve months to 31 March 2004 was £20.7 million compared to a net outflow in 2002/03 of £28.2 million. This outturn was the consequence of careful attention to the management of working and fixed capital investment as well as the strong operating result achieved in the year. Financial items Interest The group net interest charge, before exceptional items, at £2.2 million was £0.4 million below the charge in 2002/03 as a result of a lower average cost of funds at 7.5% against 7.8% last year and lower monthly average net debt. In addition the group disposed of an off-balance sheet financial asset during the year giving rise to an exceptional gain of £1.7 million, which is recorded on the interest and similar income line in the group's Profit and Loss statement. Tax The group again benefited from the differential tax rates as between that of the UK and those of overseas jurisdictions as well as tax benefits arising on the utilisation of prior years' tax losses. As such, the underlying tax rate before goodwill and exceptionals for the group in 2003/04 was 15.7% (2002/03 26.0%). The underlying rate next year is expected to be approximately 24.0%. Returns to shareholders During the year Babcock's mid-market share price moved from a low of 88 pence to a high of 138.5 pence and ended the year at 116.5 pence. Compared to the FTSE All-Share index, this represented an out-performance of 3.5%. Fully diluted earnings per share were 11.28p, an increase of 98% from 2002/03. Based on basic earnings pre-goodwill amortisation and exceptional items, earnings per share were 13.60p compared to 8.91p in 2002/03, an increase of 53%. The bases for the calculation of these statistics are set out in note 7. The recommended final dividend of 2.1p per share, would make a total for the year of 3.35p per share, representing a net yield of 2.9% based on the mid-market price at the close of business on 31 March 2004. Consolidated shareholders funds stood at £101.1 million, an increase of £13.7 million since last year end. Acquisitions and disposals As noted above, the group completed the programme of disposals of the Materials Handling businesses in November 2003 with the sale of the BMH Marine and related business assets. Proceeds received were £2.0 million and the loss on disposal was £2.5 million. This was partially offset by a profit of £0.8 million, realised on the sale of a non-trading subsidiary. On the 22 March Babcock announced a recommended offer for Peterhouse Group Plc. At year end the group held £2.5 million of costs on its balance sheet, in debtors, representing costs incurred as at 31 March 2004 from the prospective acquisition. In the event of the acquisition failing, this value and further costs incurred post 31 March 2004 would be written off through the profit and loss account. In the event of the offer not being successful approximately £1.0 million of costs may be recoverable from Peterhouse Group Plc depending on the reasons for such failure. Pensions The group maintains two principal defined benefit pension schemes as well as several money purchase schemes. In calculating the accounting entries for its defined benefit pension funds the group applies SSAP24 in its consolidated accounts, using the latest actuarial valuation of the schemes. Since last year end, the valuation of the Rosyth Royal Dockyard defined benefit scheme, one of the two principal schemes, as at 31 March 2003 was completed. This showed an actuarial surplus of scheme assets over scheme liabilities. The SSAP24 surplus before deferred tax at 31 March 2004 based upon this and the latest valuation of the other schemes was £67.2 million (2002/03 £69.1 million). The net charge in the group profit and loss account in respect of all defined benefit schemes was £2.5 million (2002/03 £0.1 million). The group applies the transitional rules of FRS17 in disclosing information on its defined benefit schemes as a note to the accounts. Under this standard, the net pension surplus of assets over liabilities before deferred tax was £2.0 million compared to a net surplus of £2.3 million last year end and the charge to profit and loss account would have been £7.6 million against a net credit of £8.3 million last year. Bill Tame BABCOCK INTERNATIONAL GROUP PLC GROUP PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 MARCH 2004 Year ended 31 March 2004 Year ended 31 March 2003 Before Before goodwill Goodwill Goodwill Goodwill and and and and exceptional exceptional exceptional exceptional items items Total items items Total £m £m £m £m £m £m Note Group turnover Continuing 438.0 - 438.0 377.9 - 377.9 operations Discontinued 4 14.0 - 14.0 45.6 - 45.6 operations 3 452.0 - 452.0 423.5 - 423.5 Cost of Sales (385.0) - (385.0) (357.8) - (357.8) Gross Profit 67.0 - 67.0 65.7 - 65.7 Net Operating expenses (41.8) (3.3) (45.1) (44.9) (1.9) (46.8) Continuing operations 25.5 (3.3) 22.2 23.0 (1.9) 21.1 Discontinued operations 4 (0.3) - (0.3) (2.2) - (2.2) Group operating profit 3 25.2 (3.3) 21.9 20.8 (1.9) 18.9 Share of operating profit/ (loss) of joint ventures and associates 0.1 - 0.1 (0.2) - (0.2) Loss on sale of operations - (1.7) (1.7) - (2.7) (2.7) Profit or (loss) on ordinary activities before interest 25.3 (5.0) 20.3 20.6 (4.6) 16.0 Net interest and similar (charges)/income (2.2) 1.7 (0.5) (2.6) - (2.6) Profit or (loss) on ordinary activities before taxation 23.1 (3.3) 19.8 18.0 (4.6) 13.4 Tax on profit on ordinary activities 6 (3.4) (5.1) Profit for the financial year 16.4 8.3 Dividends paid and proposed 8 (4.9) (4.4) Retained profit for the financial year 11.5 3.9 Earnings per share 7 - Basic 11.31p 5.72p - Diluted 11.28p 5.69p Earnings per share before exceptional items and goodwill 7 - Basic 13.60p 8.91p - Diluted 13.57p 8.87p BABCOCK INTERNATIONAL GROUP PLC GROUP BALANCE SHEET FOR THE YEAR ENDED 31 MARCH 2004 As at As at 31 March 2004 31 March 2003 £m £m Note Fixed assets Intangible assets Development costs 0.7 1.0 Goodwill - Goodwill 81.5 84.0 - Negative goodwill (4.7) (6.5) 76.8 77.5 77.5 78.5 Tangible assets 12.2 16.5 Investments Investments in joint ventures - Share of gross assets 2.4 1.4 - Share of gross liabilities (2.7) (1.8) - Loans to joint ventures 0.9 0.8 0.6 0.4 Other investments 4.1 3.9 4.7 4.3 94.4 99.3 Current assets Stocks 29.7 23.4 Debtors - due within one year 75.2 88.7 Debtors - due after more than one year 64.0 69.6 139.2 158.3 Cash and bank balances 11 17.5 12.7 186.4 194.4 Creditors - amounts due within one year (134.7) (159.9) Net current assets 51.7 34.5 Total assets less current liabilities 146.1 133.8 Creditors - amounts due after more than one year (16.0) (19.0) Provisions for liabilities and charges (29.0) (27.4) Net assets 101.1 87.4 Capital and reserves Called up share capital 90.1 88.9 Share premium account 38.6 38.1 Capital redemption reserve 30.6 30.6 Profit and loss account (58.2) (70.3) Equity interests 101.1 87.3 Non-equity interests - - Minority interests - 0.1 101.1 87.4 BABCOCK INTERNATIONAL GROUP PLC SUMMARISED GROUP CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2004 Year ended Year ended 31 March 31 March 2004 2003 Note £m £m Cash inflow from operating 9 28.0 11.3 activities Returns on investments and servicing of finance (0.4) (2.5) Taxation (1.6) (3.0) Capital expenditure and financial investment (2.2) (3.0) Acquisitions and disposals 1.4 (26.8) Equity dividends paid (4.5) (4.2) Cash inflow/(outflow) before financing 20.7 (28.2) Management of liquid resources 0.2 (0.2) Financing (18.8) 20.7 Increase/(decrease) in cash in the year 10 2.1 (7.7) BABCOCK INTERNATIONAL GROUP PLC GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES FOR THE YEAR ENDED 31 MARCH 2004 Year ended Year ended 31 March 31 March 2004 2003 £m £m Group profit for the financial year 16.4 8.5 Profit/(loss) on joint ventures - (0.2) Profit for the financial year 16.4 8.3 Currency translation differences on foreign currency net investments and related loans 0.6 2.0 Total recognised gains and losses relating to the year 17.0 10.3 BABCOCK INTERNATIONAL GROUP PLC RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS FOR THE YEAR ENDED 31 MARCH 2004 Year ended Year ended 31 March 31 March 2004 2003 £m £m Shareholders' funds at start of year 87.3 80.9 Ordinary Shares issued in the year 1.7 0.5 Total recognised gains and losses relating to the year 17.0 10.3 Dividends (4.9) (4.4) Net movement in shareholders' funds 13.8 6.4 Shareholders' funds at the end of year 101.1 87.3 BABCOCK INTERNATIONAL GROUP PLC NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2004 1 Basis of Preparation The financial information set out above does not comprise the company's statutory accounts. Statutory accounts for the previous financial year ended 31 March 2003 have been delivered to the Registrar of Companies. The auditors' report on those accounts was unqualified and did not contain any statement under section 237(2) and (3) of the Companies Act 1985. The accounting policies have all been applied consistently throughout the year and the preceding year. 2 Board Approval The Board approved the Annual Report on the 19 May 2004. The auditors have given an unqualified opinion on the accounts for the year ended 31 March 2004, which will be delivered to the Registrar following the Annual General Meeting. 3 Segmental analysis Year ended 31 March 2004 Year ended 31 March 2003 Group Group operating operating profit Group profit Group Group before operating Group before Goodwill operating turnover goodwill Goodwill profit turnover goodwill £m profit £m £m £m £m £m £m £m Continuing operations Technical Services 185.1 14.5 - 14.5 199.1 16.3 - 16.3 Training and Support 252.9 15.4 - 15.4 178.8 10.1 - 10.1 Unallocated costs and other income - (4.4) - (4.4) - (3.4) - (3.4) 438.0 25.5 - 25.5 377.9 23.0 - 23.0 Goodwill amortisation - - (3.3) (3.3) - - (1.9) (1.9) Total continuing operations 438.0 25.5 (3.3) 22.2 377.9 23.0 (1.9) 21.1 Discontinued 14.0 (0.3) - (0.3) 45.6 (2.2) - (2.2) operations Group total 452.0 25.2 (3.3) 21.9 423.5 20.8 (1.9) 18.9 The turnover, not included above, relating to joint ventures was £3.5 million (2003: £0.6 million). The share of operating profit of £0.1 million (2003: loss £0.2 million) from joint ventures represents a loss of £0.1 million with the Technical Services segment (2003: loss £0.2 million) and a profit with the Training and Support segment of £0.2 million (2003: nil). The inter segment sales in 2004 and 2003 were not material. 4 Discontinued operations Discontinued operations comprise the Swedish Materials Handling businesses which were sold on 30 November 2003. BABCOCK INTERNATIONAL GROUP PLC NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE YEAR ENDED 31 MARCH 2004 5 Exceptional items In 2004 there were no operating exceptional items (2003: nil). In 2004 the non-operating exceptional charge of £1.7 million is made up of a loss on sale of Swedish Materials Handling businesses of £2.5 million, offset by a profit on the sale of a non-trading subsidiary of £0.8 million. Net interest and similar income/(charges) includes an exceptional gain of £1.7 million arising on the disposal of a financial asset. In 2003 the non-operating exceptional charge of £2.7 million for the loss on sale of operations represents the loss on disposal of the BMH Chronos Richardson Group. 6 Taxation The effective rate of tax in respect of continuing profits before goodwill exceptional items and discontinued activities is approximately 15.7%. This is lower than the statutory 30% rate due to the net effect of prior year items, utilisation of tax losses for which no deferred tax asset has been recognised and the difference between the UK rate and the effective overseas rate. 7 Earnings per share The basic earnings per share has been calculated on the profit for the year of £16.4 million (2003: profit of £8.3 million) and the weighted average number of ordinary shares in issue throughout the year of 145,022,090 (2003: 144,812,194). The diluted earnings per share has been calculated after taking account of 353,923 dilutive share options where the exercise price is less than the average market price of the company's own shares during the year. The basic and diluted earnings per share before exceptional items and goodwill have been calculated using the same weighted average number of ordinary shares in issue as above and after adjusting for goodwill amortisation of £3.3 million (2003: £1.9 million), the loss on the sale of operations of £1.7 million (2003: £2.7 million), and the exceptional interest income of £1.7 million. The weighted average number of shares excludes the weighted average shares held in the Babcock Employee Share Trust. 8 Dividends A dividend of 2.1p per 60p ordinary share (2003: 1.85p per 60p ordinary share) will be paid, subject to shareholders' approval, on 9 August 2004 to shareholders registered on 9 July 2004 or, in relation to ordinary shares of 60p issued after that date as consideration to shareholders in Peterhouse Group Plc who accept the offer made by Credit Suisse First Boston (Europe) Limited on behalf of the company to acquire the entire issued or to be issued share capital of Peterhouse Group Plc or whose shares are acquired after that date pursuant to the company's rights under section 428 to 430F (inclusive) of the Companies Act 1985 (as amended), such later date as such ordinary shares of 60p are issued from time to time (in which case payment of the dividend to those shareholders will follow issue). An interim dividend of 1.25 per 60p ordinary share (2003: 1.15p per ordinary share) was paid on 23 January 2004. BABCOCK INTERNATIONAL GROUP PLC NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE YEAR ENDED 31 MARCH 2004 9 Reconciliation of operating profit to cash flow from operating activities Year ended Year ended 31 March 31 March 2004 2003 £m £m Group operating profit 21.9 18.9 Depreciation and amortisation charges 8.2 11.0 Increase in stocks (8.5) (8.8) Decrease/(increase) in debtors 13.7 (20.3) (Decrease)/increase in creditors (7.1) 9.4 (Decrease)/increase in provisions (0.1) 1.1 Other items (0.1) - Cash inflow from operating activities 28.0 11.3 10 Movement in net debt Year ended Year ended 31 March 31 March 2004 2003 £m £m Increase/(decrease) in cash in the year 2.1 (7.7) (Decrease)/Increase in liquid resources in the year (0.2) 0.2 Cash flow from the decrease/(increase) in debt and lease 20.5 (20.2) financing Change in net funds resulting from cash flows 22.4 (27.7) Loans and finance leases acquired with subsidiaries - (0.1) New finance leases (0.1) (0.7) Translation differences (0.5) (0.3) Movement in net debt in the year 21.8 (28.8) Net debt at 1 April (37.2) (8.4) Net debt at 31 March (15.4) (37.2) BABCOCK INTERNATIONAL GROUP PLC NOTES TO THE FINANCIAL STATEMENTS CONTINUED FOR THE YEAR ENDED 31 MARCH 2004 11 Changes in net debt At At 1 April New Finance Acquisitions Exchange 31 March 2003 Cash flow Leases and disposals movement 2004 £m £m £m £m £m £m Cash and bank balances 9.6 5.4 - - (0.4) 14.6 Bank overdrafts (7.9) (3.3) - - (0.1) (11.3) 1.7 2.1 - - (0.5) 3.3 Debt (40.7) 20.1 - - 0.1 (20.5) Finance leases (1.3) 0.4 (0.1) - (0.1) (1.1) (42.0) 20.5 (0.1) - - (21.6) Liquid resources 3.1 (0.2) - - - 2.9 Total (37.2) 22.4 (0.1) - (0.5) (15.4) 12 AGM The Annual General Meeting will be held at The Berkeley Hotel, Wilton Place, Knightsbridge, London, SW1X 7RL, on Friday 16 July 2004, at 11.30 am. Copies of the 2004 Annual Report and Accounts will be distributed to all holders of the company's ordinary shares on or before 17 June 2004. Copies will also be available at the company's registered office: 2 Cavendish Square, London W1G 0PX. In addition, this report will be available on the company's website: www.babcock.co.uk This information is provided by RNS The company news service from the London Stock Exchange
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