Interim Results
Carillion PLC
11 September 2002
11 September 2002
Carillion announces interim results for first half of 2002
UK business and construction services company Carillion plc announces its
interim results for the six months ended 30 June 2002:
• Pre-tax profit almost doubled to £16.1 million
• Record order book increased to £5.3 billion
• GTRM acquisition successfully integrated into Carillion Rail
• Acquisition of Citex Management Services
• Major joint venture opportunity with Nestor Healthcare and General
Healthcare
• Disposal of non core business Maxxiom
• Earnings per share trebled to 4.9p (2001 - 1.6p)
• Interim dividend up 9 per cent to 1.5p
Commenting, Chairman Sir Neville Simms, said, 'Good progress with our strategy
has again delivered an improved financial performance. Therefore, with a £5.3
billion order book and positive trading outlook, the Board expects the Group to
deliver underlying earnings growth for the full year in line with market
forecasts.'
For further information contact
Chris Girling Finance Director 01902 422431
John Denning Director Corporate Affairs 01902 316426
High resolution photographs are available, free of charge, to the media at
www.newscast.co.uk Telephone 020 7608 1000
Chairman's Statement
Carillion continued to make progress in the first six months of 2002 with its
strategy for delivering sustainable, profitable growth through developing its
Business Services and PPP Investment activities alongside a strong and selective
Construction Services capability. The Group has again improved its financial
performance and continued to secure significant new contract awards to increase
its record order book to £5.3 billion.
Following the successful acquisition in September 2001 of the remaining 51 per
cent of GT Railway Maintenance, the Group has pursued further selective
acquisitions to supplement the substantial organic growth already achieved in
its Business Services segment. The recent acquisition of Citex Management
Services for £11.5 million and its portfolio of facilities management contracts
with blue-chip corporate customers complements Carillion's strong public sector
portfolio and experience. This will therefore strengthen the capability of
Carillion's well established Facilities Management business and enhance
opportunities for sustainable growth, both in the UK and internationally.
Since the half year, we have also agreed to pursue a joint venture with General
Healthcare and Nestor Healthcare Group to bid for major new opportunities in the
health sector for the provision of the recently announced Diagnostic and
Treatment Centres.
The Group has continued its strategy of disposing of further non-core
businesses, with the sale of its interests in Maxxiom's hoists, accommodation
and general plant business to Hewden Stuart. This transaction generates £12
million of cash and will result in a second half exceptional charge of up to £5
million.
Financial Results
Profit before tax almost doubled to £16.1 million, primarily due to the earnings
enhancing acquisition of GT Railway Maintenance, organic growth in PPP
Investments and Business Services and a reduction in net PPP bid costs.
Total turnover at £892 million was 8 per cent less than in the comparable period
last year. This was due entirely to lower turnover in Construction Services,
which was attributable to the sale of the Social Housing business in July 2001,
downsizing of Crown House Engineering, withdrawal from the smaller civil
engineering projects market and project selectivity. Once again, the greater
proportion of the Group's profit came from Business Services and PPP
Investments, where activity levels continued to increase.
Earnings per share after goodwill amortisation trebled to 4.9 pence, from 1.6
pence in the first half of 2001.
Group net interest was positive and continues to reflect the focus on cash
management. Interest payable on debt associated with PPP projects increased from
£1.5 million to £2.3 million, in line with the continued development of the
Group's PPP portfolio.
Net cash at 30 June was £26.9 million compared with £51.6 million at 31 December
2001. The first half cash outflow was due primarily to unwinding the positive
cash flow generated on a number of large PPP construction contracts, which are
approaching successful completion.
Outlook and prospects
Our main markets, both in the UK and overseas, are forecast to grow. In the UK,
sectors such as health, defence and transport, where Carillion has a strong
presence, have particularly attractive growth prospects. Based on spending plans
already announced by the Government, the rate of PPP projects reaching preferred
bidder and financial close is expected to increase. Opportunities to bid for
Business Services work and PPP projects in our international regions are also
increasing, particularly in Canada. Therefore, with a £5.3 billion order book
and positive trading outlook, the Board expects the Group to deliver underlying
earnings growth for the full year in-line with market forecasts.
Dividend
In the light of the Group's first half performance and positive outlook for the
second half and beyond, the Board has increased the interim dividend by 8.7 per
cent from 1.38 pence to 1.5 pence.
Sir Neville Simms
Chairman
Chief Executive's Review
Three objectives remain central to Carillion's strategy for delivering
sustainable profitable growth.
• Growing our PPP Investment and Business Services activities in the UK and
our international regions, both organically and by acquisitions.
• Maintaining a strong Construction Services capability, focused on larger,
higher value added contracts with long term key customers.
• Improving margins through contract selectivity and operational efficiency.
We have built upon our success in 2001 to deliver a first half margin
improvement together with growth in our Business Services and PPP Investments
segments. Since the half year, we have disposed of our interest in Maxxiom, our
joint venture plant hire company, generating £12 million of cash. This has
funded the acquisition of Citex Management Services for £11.5 million.
Good progress is also being made with our Business Improvement Programme, which
is on course to meet all its objectives and deliver annual savings of £5 million
from 2003 and savings in the region of £2 million in 2002.
Continued success in our chosen markets has increased our record order book to
£5.3 billion. In line with our strategic objectives, around 80 per cent of
orders is in our growth segments of Business Services and Investments. Of our
total order book, over 85 per cent is for 2003 and beyond and some 65 per cent
for 2004 and beyond.
Investments
H1 2002 H1 2001
Turnover £25.0 m £19.7 m
Operating profit/(loss) £4.1 m £(0.3)m
Increased turnover in our Investments segment reflects our maturing portfolio of
successful Public Private Partnership (PPP) contracts, 11 of which are in the
operational phase and performing well. Construction of the remaining five
projects is either on or ahead of schedule, with two of these - the New
Accommodation Project for GCHQ at Cheltenham and Great Western Hospital, Swindon
- nearing successful completion. Operating profit improved as a result of
increased turnover and a reduction in net bid costs.
In February 2002, we achieved financial close on the £190 million University of
Hertfordshire project, on which construction is already progressing well.
Bidding activity remains high and we are currently shortlisted for 16 projects
with a capital investment, maintenance and FM services value of some £3.8
billion. Going forward, we expect the number of PPP projects reaching preferred
bidder and financial close to increase and reverse the slow down in project flow
that has occurred across all sectors of the PPP market over the past 12 months.
Government spending plans announced in its 2002 Spending Review have increased
total PPP investment in the UK sectors on which we are primarily focused,
namely, health, transport, defence, secure establishments and university
accommodation, to around £75 billion over the next 10 years. In addition, we are
now bidding for seven private finance projects in three of our five
International Regions, the Republic of Ireland, the Middle East and Canada,
where the market looks particularly attractive.
Business Services
H1 2002 H1 2001
Turnover £398.5 m £276.7 m
Operating profit £16.3 m £11.8 m
Margins 4.1 % 4.3 %
Turnover in Business Services increased by over 40 per cent as a result of the
earnings enhancing acquisition of GT Railway Maintenance and further organic
growth. Operating profit increased in line with turnover with margins slightly
lower, because in the first half of 2001 we benefited from Monteray operating on
a fee basis, prior to its contract with BT commencing formally in April 2001.
GT Railway Maintenance, in which we acquired the remaining 51 per cent interest
in September 2001, has been successfully integrated into Carillion Rail,
significantly strengthening our rail infrastructure services business and
enhancing its prospects for further growth.
Contract successes in the first six months of 2002 included a £200 million IMC
2000 rail maintenance contract for South Wales and Marches and a £50 million
contract to provide non-clinical services to North Lincolnshire and Goole NHS
Trust. In addition, we have signed two 10-year joint venture agreements in the
Middle East and Caribbean to provide facilities management services worth up to
£500 million.
The recent acquisition of the Citex Management Services business brings to the
Group an experienced management team along with a strong portfolio of contracts
with blue-chip corporate customers. This complements our own skills and
experience, which has to date been largely focused on providing facilities
management to public sector customers. The acquisition will therefore strengthen
our well established FM Services business and enhance opportunities for further
sustainable growth, both in the UK and internationally.
Since the half year, we have agreed to pursue a joint venture with General
Healthcare and Nestor Healthcare Group to bid for major new opportunities in the
health sector for the provision of Diagnostic and Treatment Centres. The
Government is to provide up to 150 such centres and this joint venture will have
the full range of skills and experience necessary to design, build and operate
them. We estimate that this new market will generate up to £3 billion of
construction activity and over £2 billion per annum of medical and support
services work.
Carillion Rail has also secured further new contracts and preferred contractor
positions for projects and maintenance worth around £480 million.
With our target Business Services markets continuing to grow at up to 10 per
cent per annum, the outlook in this segment continues to be very positive.
Construction Services
H1 2002 H1 2001
Turnover £533.8 m £696.3 m
Operating profit £1.6 m £2.1 m
Margins 0.3 % 0.3 %
Margins pre bid costs 1.0 % 0.9 %
Turnover in Construction Services reduced due to the sale of our Social Housing
business in July 2001, downsizing of Crown House Engineering, our withdrawal
from the smaller civil engineering projects market and the effect of project
selectivity. Consistent with our more selective approach, we expect full year
margins to increase and to deliver an overall improvement on our 2001
performance.
PPP bidding activity remains high and we continue to target larger projects in
the health, transport, secure establishments and defence sectors.
In our traditional building markets we remain focused on contracts with
long-term key customers. First half successes included new orders worth some
£600 million, including the Marina Towers and Festival City developments in
Dubai, an MoD PRIME contract for Lucknow Barracks and a number of prestigious
office, retail and residential developments. Since the half year, we have
secured framework contracts for BAA and the Scottish Prison Service worth up to
£290 million.
In line with our strategy of disposing of non-core businesses, we have sold our
interests in Maxxiom's hoists, accommodation and general plant business to
Hewden Stuart for £9 million, which will release £12 million of cash.
Over the next two years, the commercial building sector of our Construction
Services segment, with its regional focus, is expected to remain stable. Public
infrastructure investment is forecast to grow and the number of PPP projects
reaching financial close should increase.
John McDonough
Chief Executive
Unaudited Consolidated Profit and Loss Account
For the half year ended 30 June 2002
Half year to Half year to 30 Year to 31
30 June June December
2002 2001 2001
£m as restated as restated
(see note 1) (see note 1)
£m £m
Total turnover 892.2 970.2 1,889.8
Less: share of joint ventures' turnover (46.7) (112.8) (191.0)
Group turnover 845.5 857.4 1,698.8
===== ===== ======
Group operating profit /(loss) before 27.0
exceptional operating items 12.0 (1.2)
Exceptional operating items - - (8.9)
Group operating profit/(loss) 12.0 (1.2) 18.1
Share of operating profit in joint ventures 6.3 10.9 19.9
Total operating profit 18.3 9.7 38.0
Result on sale of businesses - - -
Net interest receivable/(payable): Group 0.1 - 0.3
Joint ventures (2.3) (1.5) (3.6)
(2.2) (1.5) (3.3)
Profit on ordinary activities before taxation 16.1 8.2 34.7
Taxation on profit on ordinary activities (4.7) (2.8) (10.1)
Profit on ordinary activities after taxation 11.4 5.4 24.6
Equity minority interests (1.3) (2.2) (3.1)
Profit for the financial period 10.1 3.2 21.5
Equity dividends (3.1) (2.7) (8.9)
Retained profit for the Group and its share of 7.0 0.5 12.6
joint ventures
==== ==== ====
Earnings per ordinary share
• Basic 4.9p 1.6p 10.5p
==== ==== ====
• Diluted 4.8p 1.5p 10.4p
==== ==== ====
Adjusted earnings per ordinary share (excluding
exceptional operating items)
• Basic
4.9p 1.6p 13.8p
==== ==== ====
• Diluted 4.8p 1.5p 13.7p
==== ==== ====
Dividends per ordinary share 1.5p 1.38p 4.4p
==== ==== ====
The results set out above relate to continuing operations.
Unaudited Consolidated Balance Sheet
At 30 June At 30 June At 31 December
2002 2001 2001
as restated as restated
(see note 1) (see note 1)
£m £m £m
Fixed assets
Intangible assets 41.7 1.6 42.8
Tangible assets 53.6 41.7 53.0
Investments in joint ventures : Share of gross assets 618.4 587.6 572.0
Share of gross liabilities (559.3) (541.1) (516.7)
59.1 46.5 55.3
Loan advances 5.5 17.3 5.5
64.6 63.8 60.8
Other investments 1.8 4.2 2.7
Total investments 66.4 68.0 63.5
161.7 111.3 159.3
Current assets
Stocks 50.4 49.8 53.7
Debtors 556.3 583.1 570.6
Investments 8.4 8.1 9.4
Cash at bank and in hand 89.0 88.6 94.5
704.1 729.6 728.2
Creditors: amounts falling due within one year
Borrowings (26.4) (19.5) (45.2)
Other creditors (631.2) (669.8) (678.4)
(657.6) (689.3) (723.6)
Net current assets/(liabilities)
Due within one year 18.7 19.7 (26.6)
Debtors due after more than one year 27.8 20.6 31.2
46.5 40.3 4.6
Total assets less current liabilities 208.2 151.6 163.9
Creditors: amounts falling due after more than one year
Borrowings (41.5) (18.4) (4.6)
Other creditors (14.6) (8.7) (11.6)
(56.1) (27.1) (16.2)
Provisions for liabilities and charges (11.6) (3.5) (13.0)
Net assets 140.5 121.0 134.7
==== ==== ====
Financed by:
Capital and reserves
Called up share capital 106.4 106.0 106.3
Reserves 32.1 11.8 25.1
Equity shareholders' funds 138.5 117.8 131.4
Equity minority interests 2.0 3.2 3.3
140.5 121.0 134.7
==== ==== ====
Unaudited Consolidated Statement of Total Recognised Gains and Losses
Half year to 30 Half year to 30 Year to 31 December
June 2002 June 2001 as 2001
restated as restated
(see note 1) (see note 1)
£m £m £m
Profit/(loss) for the financial period
Group 7.1 (5.5) 10.6
Joint ventures 3.0 8.7 10.9
10.1 3.2 21.5
Exchange movements - - 0.5
Total recognised gains and losses for the 10.1 3.2 22.0
period
==== ====
Prior year adjustments (see note 1) (11.9)
Total recognised gains and losses since (1.8)
previous period's financial statements
====
Unaudited Reconciliation of Movements in Consolidated Equity Shareholders' Funds
Half year to 30 Half year to 30 Year to 31
June 2002 June 2001 December 2001
as restated (see as restated (see
note 1) note 1)
£m £m £m
Profit/(loss) for the financial period
Group 7.1 (5.5) 10.6
Joint ventures 3.0 8.7 10.9
10.1 3.2 21.5
Dividends (3.1) (2.7) (8.9)
New share capital subscribed 0.1 2.3 3.3
Exchange movements - - 0.5
Net addition to equity shareholders' funds 7.1 2.8 16.4
Opening equity shareholders' funds (see below) 131.4 115.0 115.0
Closing equity shareholders' funds 138.5 117.8 131.4
==== ==== ====
Opening equity shareholders' funds as 143.3 127.7 127.7
previously reported
Prior year adjustments (see note 1) (11.9) (12.7) (12.7)
Opening equity shareholders' 131.4 115.0 115.0
funds as restated ==== ==== ====
Summarised Unaudited Consolidated Cash Flow Statement
Half year to 30 June Half year to 30 June Year to 31 December
2002 2001 2001
as restated
(see note 1)
£m £m £m
Net cash (outflow) /inflow from (3.1) 14.5 53.8
operating activities
Dividends received from joint 2.1 5.9 13.8
ventures
Net cash outflow from returns on (3.0) (0.1) (0.5)
investments and servicing of
finance
Corporate taxation paid (4.6) (0.8) (2.3)
Net cash outflow from capital (7.0) (1.8) (15.9)
expenditure and financial
investments
Net cash outflow from (1.9) (12.5) (41.2)
acquisitions and disposals
Equity dividends paid (6.2) (3.5) (5.3)
Net cash (outflow)/inflow before (23.7) 1.7 2.4
management of liquid resources
and financing
Net cash (outflow)/inflow from (12.1) 2.2 4.2
management of liquid resources
Financing 19.7 (1.1) (1.9)
(Decrease)/increase in cash in (16.1) 2.8 4.7
the period
===== ==== ====
Reconciliation of Net Cash Flow to Movement in Net Funds
Half year to Half year to 30 June Year to
30 June 2002 2001 31 December 2001
as restated
(see note 1)
£m £m £m
(Decrease)/increase in cash (16.1) 2.8 4.7
and bank overdrafts
Cash outflow/(inflow) from 12.1 (2.2) (4.2)
management of liquid
resources
Cash inflow from drawdown (20.7) - -
of debt
Cash outflow from finance 1.1 1.1 1.9
leases
Movement in net funds (23.6) 1.7 2.4
resulting from cash flows
Finance leases of - - (7.0)
subsidiary undertakings
acquired
Exchange rate movements - - 0.3
Movement in net funds in (23.6) 1.7 (4.3)
the period
Net funds at start of 44.7 49.0 49.0
period
Net funds at end of period 21.1 50.7 44.7
==== ==== ====
Reconciliation of Operating Profit to Operating Cash Flows
Half year to 30 June Half year to 30 Year to 31 December
2002 June 2001 2001
as restated (see as restated
note 1) (see note 1)
£m £m £m
Group operating profit/(loss) 12.0 (1.2) 27.0
before exceptional operating items
Depreciation 7.5 6.1 12.5
Impairment of tangible fixed assets - - 3.5
Profit on disposal of fixed assets (0.2) (1.7) (1.1)
Amortisation of goodwill 1.1 - 0.5
Amortisation of own shares 1.0 - 2.0
Provision against other fixed asset - - 0.5
investments
Decrease/(increase) in stocks 3.3 (4.9) (0.4)
Decrease/(increase) in debtors 14.6 (64.9) (11.1)
(Decrease)/increase in creditors (43.3) 81.3 25.8
due within one year
Increase in creditors due after 3.0 0.7 0.8
more than one year
(Decrease)/increase in bills of (0.7) 1.0 0.6
exchange
Net cash (outflow)/inflow from (1.7) 16.4 60.6
operating activities before
exceptional items
Exceptional operating cash spend (1.4) (1.9) (6.8)
Net cash (outflow)/inflow from (3.1) 14.5 53.8
operating activities
==== ==== ====
Analysis of changes in net funds
As at Cash As at
1 January 2002 Flows 30 June 2002
£m £m £m
Cash at bank and in hand 74.1 (17.6) 56.5
Bank overdrafts (25.7) 1.5 (24.2)
48.4 (16.1) 32.3
Short term deposits 20.4 12.1 32.5
Bank loans (17.2) (20.7) (37.9)
Finance leases (6.9) 1.1 (5.8)
44.7 (23.6) 21.1
==== ==== ====
Notes
1. Basis of preparation
The interim accounts which are unaudited have been prepared using the
accounting policies set out in the 2001 Annual Report, with the exception of
deferred taxation and pre-contract costs as described below.
The financial information included in this report does not constitute
statutory accounts for the purpose of section 240 of the Companies Act 1985.
The comparative figures for the financial year ended 31 December 2001 are
not the company's statutory accounts for that financial year. Those accounts
have been reported on by the company's auditor and have been delivered to
the Registrar of Companies. The report of the auditor was unqualified and
did not contain a statement under Section 237(2) or (3) of the Companies Act
1985.
With effect from 1 January 2002 the Group has adopted Financial Reporting
Standard 19 'Deferred Taxation' which requires full provision to be made for
deferred tax arising from timing differences between the recognition of
gains and losses in the financial statements and their recognition in the
tax computation. As a result of the change in accounting policy the
comparative figures for 2001 have been restated accordingly.
During the period, Urgent Issues Task Force Abstract 34 'Pre-contract costs'
came into effect. The abstract addresses the accounting treatment of
pre-contract costs and represents best practice in accounting for these
costs. Following adoption of the abstract, the Group has changed its
accounting policy and the comparative figures for 2001 have been restated
accordingly. Previously, all pre-contract costs that were estimated to be
recovered on financial close were included in stocks provided the Group had
been selected as preferred bidder and the contract was reasonably certain to
achieve financial close in the next twelve months. Following adoption of the
abstract, pre-contract costs are expensed as incurred until the Group is
appointed as preferred bidder. Provided the contract is expected to generate
sufficient net cash inflows to enable recovery and the award of the contract
is virtually certain, pre-contract costs incurred post the appointment as
preferred bidder are included in stocks. Where pre-contract bid costs that
have been recognised as an asset are reimbursed at financial close, the
proceeds are initially applied against this asset. Any excess recoveries
will be carried forward as deferred income and released to profit over the
period of the contact to which the pre-contract costs relate.
The impact of the above changes in accounting policy on the accounts for the
half year ended 30 June 2002 and on the comparative periods is as follows:
Total Operating Profit Before Taxation Retained Profit Net Assets
Profit Taxation
£m £m £m £m £m
Half year to 30 June 2002
As would have been reported under 19.2 17.0 (4.9) 7.7 153.1
previous accounting policies
UITF 34 (0.9) (0.9) 0.3 (0.6) (3.4)
FRS 19 - - (0.1) (0.1) (9.2)
As presented 18.3 16.1 (4.7) 7.0 140.5
=== === ===
Year ended 31 December 2001
As previously reported 38.3 35.0 (11.2) 11.8 146.6
UITF 34 (0.3) (0.3) 0.1 (0.2) (2.8)
FRS 19 - - 1.0 1.0 (9.1)
As restated 38.0 34.7 (10.1) 12.6 134.7
=== === === ===
Half year to 30 June 2001
As previously reported 10.5 9.0 (3.1) 1.0 134.2
UITF 34 (0.8) (0.8) 0.2 (0.6) (3.2)
FRS 19 - - 0.1 0.1 (10.0)
As restated 9.7 8.2 (2.8) 0.5 121.0
In addition to the above, the comparatives for the half year end 30 June
2001 have been amended to incorporate a change in accounting policy that had
been reflected in the Annual Report for the year ended 31 December 2001.
Following the completion and settlement of certain power and process
contracts of the kind the Group no longer undertakes, it was determined that
the joint ventures involved were acting as agent for the principal companies
and therefore the contracts should be accounted for as joint arrangements.
As a result, the joint venture balances have been reclassified primarily
into stock, debtors and creditors. The profit and loss account and cash flow
statement have also been restated. This reclassification had no effect on
the Group's profit or net assets.
2. Segmental analysis
Half Year to Half Year to Year to
30 June 2002 30 June 2001 31 December 2001
£m £m £m
Turnover
Class of business:
Investments 25.0 19.7 43.9
Business services 398.5 276.7 609.3
Construction services 533.8 696.3 1,335.9
Internal trading (65.1) (22.5) (99.3)
892.2 970.2 1,889.8
==== ==== =====
Half year to Half Year to Year to
30 June 2002 30 June 2001 31 December 2001
£m £m £m
Geographical origin:
UK 763.0 815.4 1,573.7
Europe 62.0 83.4 150.9
Other 67.2 71.4 165.2
892.2 970.2 1,889.8
===== ===== ======
The analysis of turnover by geographical market served is not materially
different from that by geographical origin.
Operating profit/(loss)
Half Year to 30 Half Year to Year to
June 2002 30 June 2001 31 December 2001
£m as restated as restated
£m £m
Class of business:
Investments 4.1 (0.3) 5.5
Business services 16.3 11.8 29.8
Construction services 1.6 2.1 22.0
Corporate centre (3.7) (3.9) (9.2)
Operating profit before 18.3 9.7 48.1
exceptional
operating items
Exceptional operating items - - (10.1)
Total operating profit 18.3 9.7 38.0
==== === ====
Geographical origin:
UK 15.6 7.9 40.9
Europe 0.9 0.2 1.6
Other 1.8 1.6 5.6
Operating profit before 18.3 9.7 48.1
exceptional operating items
Exceptional operating items - - (10.1)
Total operating profit 18.3 9.7 38.0
==== ==== ====
Share of joint ventures
The segmental analysis of the Group's share of joint ventures is set out below:
Half Year to Half Year to Year to
30 June 30 June 31 December
2002 2001 2001
as restated
Turnover Operating Turnover Operating Turnover Operating
£m Profit £m Profit £m Profit
£m £m £m
Class of business:
Investments 24.7 6.3 19.6 4.0 43.7 10.4
Business services - - 67.1 3.9 108.2 5.7
Construction services 22.0 - 26.1 3.0 46.1 5.0
Internal trading - - - - (7.0) -
46.7 6.3 112.8 10.9 191.0 21.1
Exceptional operating - - - - - (1.2)
items _____ _____ _____ _____ _____ _____
46.7 6.3 112.8 10.9 191.0 19.9
===== ==== ==== === ==== =====
3. Exceptional items
Half Year to Half Year to Year to
30 June 30 June 31 December
2002 2001 2001
Gross Tax Gross Tax Credit Gross Tax
Credit Credit
£m £m £m £m £m £m
Operating items:
Subsidiary
undertakings:
Exceptional
administrative
expenses
Reorganisation costs - - - - 8.9 (1.7)
_____ _____ _____ _____ _____ _____
- - - - 8.9 (1.7)
Joint ventures:
Reorganisation costs - - - - 1.2 -
Total exceptional - - - - 10.1 (1.7)
operating items
Non operating items:
Profit on sale of - - - - (5.3) -
businesses
Provisions against
retained contracts - - 5.3 (1.6)
_____ _____ _____ _____ _____ _____
Total exceptional - - - - 10.1 (3.3)
items ==== ==== ==== ===== ==== ====
4. Taxation
Based on profit projections for the year to 31 December 2002 the forecast
full year tax rate is estimated to be 29%. The tax charge in respect of the
profit arising in the six month period to 30 June 2002 has been calculated
by reference to the expected full year tax rate. The forecast full year rate
is lower than the standard rate of UK tax due to utilisation of losses not
previously equalised for deferred tax.
5. Dividends
The interim ordinary dividend of 1.5p per share (2001: 1.38p) will be paid
on 15 November 2002, to shareholders on the register at the close of
business on 20 September 2002.
The Dividend Reinvestment Plan will also be offered to shareholders who
authorise or who have already authorised the company to apply their cash
dividends to the market purchase of additional ordinary shares in Carillion
plc.
6. Earnings per ordinary share
a. Basic
Earnings per ordinary share is calculated by dividing the profit for the
financial period, amounting to £10.1m (six months ended 30 June 2001 as
restated: £3.2m; year ended 31 December 2001 as restated: £21.5m) by
206,418,011 (six months ended 30 June 2001: 205,164,315; year ended 31
December 2001: 205,485,587) ordinary shares being the weighted average
number of shares in issue during the period.
b. Adjusted
A reconciliation of the basic earnings per ordinary share to the
adjusted amounts shown on the face of the profit and loss account to
illustrate the impact of exceptional items is set out below:
Half Year to Half Year to Year Ended
30 June 30 June 31 December 2001
2002 2001 as restated
as restated
£m Pence per share £m Pence per £m Pence per
share share
Profit attributable to 10.1 4.9 3.2 1.6 21.5 10.5
shareholders
Exceptional items:
Operating items - - - - 10.1 4.9
Less result on sale of - - - - - -
businesses
Less taxation in respect - - - - (3.3) (1.6)
of the above ____ _____ _____ __ ___ ___
Earnings before all 10.1 4.9 3.2 1.6 28.3 13.8
exceptional items
(c) Diluted
Diluted earnings per ordinary share have been calculated using the same
numerators as set out in (a) and (b) above and by reference to the
following number of shares:
Number of ordinary shares
30 June 2002 30 June 2001 31 December
2001
m m m
Number of ordinary shares per basic 206.4 205.2 205.5
earnings per share calculations
Adjustments to reflect dilutive shares 2.9 2.9 1.3
under option
Number of ordinary shares per diluted 209.3 208.1 206.8
earnings per share calculations
==== ==== =====
7. Approval of interim statement
The interim statement was approved by the Board of Directors on 11
September 2002.
Independent review report by KPMG Audit Plc to Carillion plc
Introduction
We have been instructed by the company to review the financial information set
out on pages 9 to 17 and we have read the other information contained in the
interim report and considered whether it contains any apparent misstatements or
material inconsistencies with the financial information.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where they
are to be changed in the next annual accounts in which case any changes, and the
reasons for them, are to be disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/
4: 'Review of interim financial information' issued by the Auditing Practices
Board for use in the United Kingdom. A review consists principally of making
enquiries of group management and applying analytical procedures to the
financial information and underlying financial data and, based thereon,
assessing whether the accounting policies and presentation have been
consistently applied unless otherwise disclosed. A review is substantially less
in scope than an audit performed in accordance with Auditing Standards and
therefore provides a lower level of assurance than an audit. Accordingly we do
not express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 June 2002.
KPMG Audit Plc
Chartered Accountants, Birmingham
11 September 2002
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