Final Results

Wolseley PLC 26 Sep 2000 NEWS RELEASE 26 September 2000 Wolseley announces record trading results for the year ended 31 July 2000 * Group sales up £898 million (16.3%) to £6,403 million * Trading profit up by more than 20% in both European and US distribution divisions * Group trading profit up £60 million (19.2%) to £373.2 million * Pre-tax profit before exceptionals and goodwill amortisation up 9.4% to £357.4 million * Earnings per share before exceptionals and goodwill amortisation up 11.0% to 42.26 pence * Final dividend up 12.3%, giving an increase in total dividends for year of 11.6% to 15.35 pence * £288 million (1999 £310 million) invested in acquisitions. Branch network extended by 252 branches (13%) to 2,244 at 31 July 2000. Commenting on the results, Richard Ireland, Executive Chairman, said: 'I appreciate the dedication of our people who have worked so hard to enable the group to report record sales and profits for the fourth successive year. These results reflect the group's successful implementation of its strategy to exploit its market leading positions in both the USA and Europe. Our continuing expansion programme together with a good start to the year gives me confidence that the group will achieve further progress.' SUMMARY OF RESULTS 2000 1999 Change Sales £6,403.4m £5,505.0m +16.3% Trading profit - before exceptional costs & goodwill amortisation £385.7m £330.2m +16.8% - exceptional costs £ -m £(11.6)m +21.1% £385.7m £318.6m - goodwill amortisation £(12.5)m £(5.5)m Total £373.2m £313.1m +19.2% Exceptional loss on disposal of operations £(42.6)m £(3.1)m Profit before interest £330.6m £310.0m +6.6% Interest £(28.3)m £(3.6)m Profit before tax - before exceptionals & goodwill amortisation £357.4m £326.6m +9.4% - exceptionals & goodwill amortisation £(55.1)m £(20.2)m Total £302.3m £306.4m -1.3% Earnings per share - before exceptionals & goodwill amortisation 42.26p 38.08p +11.0% - exceptionals and goodwill amortisation (8.55)p (3.39)p Total 33.71p 34.69p -2.8% Dividend per share 15.35p 13.75p +11.6% Net borrowings £454.3m £309.0m Gearing 34.7% 28.2% FOR FURTHER INFORMATION PLEASE CONTACT: Richard Ireland - Executive Chairman) c/o International Institute for ) Strategic Studies, WC2 until midday Steve Webster - Group Finance Director) Telephone 020 7379 8781 After 12 pm (07802) 913485 (Mobile)) Tony Knox - Financial Dynamics (Telephone 0207 831 3113) NEWS RELEASE 26 September 2000 Announcement of Preliminary Results Year to 31 July 2000 GROUP RESULTS We are pleased to announce the fourth consecutive set of record trading results for the group. These demonstrate further strong progress in our European and USA building distribution divisions which have increased their operating profits over the past decade by 20% per annum, compound. Group sales increased by 16.3%, compared to last year, from £5,505 million to £6,403 million. Trading profit increased by 19.2% from £313.1 million to £ 373.2 million. The increase in profit before tax (before exceptionals and goodwill amortisation) was 9.4% from £326.6 million to £357.4 million. Sales and profits on continuing activities (after eliminating the effects of certain business disposals) increased by 18.4% and 23.3%, respectively. The interest charge increased from £3.6 million to £28.3 million, reflecting both higher interest rates and the substantial recent investment in the development of the group. There are a number of exceptional items which affect a year on year comparison of the results. An exceptional loss of £42.6 million arose on the disposal of operations, principally relating to the sale of the majority of the group's manufacturing operations in April of this year. An exceptional tax credit relating to the disposal of a business in a prior year reduced the tax charge by £6 million. In the previous year, £11.6 million of acquisition integration costs were treated as exceptional. The increase in earnings per share before exceptionals and goodwill amortisation was 11.0%. Total (FRS 3) earnings per share were slightly down reflecting the exceptional loss on disposal of operations. The movement of sterling against the dollar and the Euro had little overall impact on the year's results. However, currency translation increased borrowings by £33.7 million. DIVIDENDS In line with the strength of the financial performance of the group the board is recommending a final dividend of 11.225 pence (1999 - 10.00 pence) per share, an increase of 12.3%. With the interim dividend of 4.125 pence already paid, total dividends for the year will amount to 15.35 pence per share, an increase of 11.6% over dividends declared in respect of last year. The dividend reinvestment plan will continue to be available to shareholders. The board intends to maintain its progressive dividend policy, reflecting its confidence in the future. STRATEGIC DEVELOPMENT Wolseley is committed to producing long term value for its stakeholders through organic growth, through acquisitions and through the use of technology to increase market share, reduce operating costs and consolidate its market leading position. The results demonstrate the continued success of the group's strategy. During the year, there has been substantial investment in the development of the group through acquisitions, branch openings and other capital expenditure, all designed to pave the way for further business expansion. In particular, there has been increased focus on our building distribution activities which has been facilitated by the disposal of the majority of our manufacturing division in April of this year. The remaining manufacturing businesses are unlikely to play a part in the group over the longer term. Heidrick & Struggles, a leading international firm of executive search consultants, is actively engaged in the recruitment of a Chief Executive to replace John Young who took early retirement in June following a back operation. We are grateful for the key part John played in taking the group successfully forward in the last four years. BUSINESS EXPANSION A total of 22 acquisitions was completed during the year for an aggregate consideration, including debt, of £288 million. The majority of the acquisition spend was in the USA and included £197 million in lumber distribution activities. These lumber acquisitions enabled Carolina Holdings to consolidate its position as the number one supplier of building materials to the professional contractor in the USA. They included entries into the new markets of California, Florida, Utah, Idaho, Wyoming, Montana, Washington and Oregon. A vital part of Carolina's strategy has been to add capacity during the year to increase its millwork and component product offerings. Carolina now has four stand-alone millwork plants and 34 component facilities providing truss and panel assembly capability. These facilities should become an increasingly important feature of Carolina's service to customers. The other acquisitions in the USA, costing some £73 million, enabled our US plumbing and heating companies to widen their product ranges and extend their geographic coverage. Acquisitions in Europe included entry into the Luxembourg market, through the acquisition of the market leading plumbing and heating distributor, and further expansion of the UK Builder Center branch network. Builder Center is now fully established as a leading national heavyside merchant following the acquisition of Hall & Co in the previous year and is realising all of the benefits expected at the time of that acquisition. Brossette's expertise is proving increasingly beneficial to the development of the businesses in Luxembourg and Italy. A further £32 million has been incurred on acquisitions since the year end. Further details of acquisitions are set out in note 7. Branch numbers increased by 252 (13%) to a total of 2,244 at 31 July 2000. Over 140 new branches were opened during the year. Further investment in distribution centres and IT in the USA accounted for a large portion of the 12% increase in capital expenditure from £104.2 million to £117.0 million. Ferguson opened a new distribution centre in McGregor, Texas. Their new facility in Fort Payne, Alabama will open later this year bringing the total number of large distribution centres to six. Ferguson's distribution centres are delivering benefits to the bottom line through improved purchasing, supply chain efficiencies and enhanced product range available to customers. Familian Northwest is in the process of opening its new distribution centre in Salt Lake City, Utah. Carolina continues to roll out its new IT system with approximately a third of its branches converted by the year end. The system, which should be fully implemented across all lumber locations by the end of calendar 2001, will bring additional operational benefits. The continuing investment in acquisitions, branch openings and the unique infrastructure in Europe and the USA will enable the businesses to capitalise on their market leading positions. E-BUSINESS All of the group's principal distribution companies have well established plans to take full advantage of e-business opportunities. Each of the divisions has established sites which are being developed in consultation with customers. The objective is to strengthen our premier market positions by industry leadership in the development and deployment of web-enabled technology. This will be achieved by creating additional sales channels, enhancing customer service, driving cost out of the supply chain and increasing operational efficiency. In particular, Wolseley Centers in the UK and Ferguson in the USA have been at the forefront of industry developments. Wolseley Centers currently has all its major trading divisions offering transactional internet sites. A key component of these sites, and one which is highly valued by existing customers, is the development of an e-catalogue, allowing easy and efficient product identification and specification. Once products are selected, customers may obtain personally priced information and order for either collection or delivery. The utilisation of these e-services is growing rapidly. E-business opportunities have also been exploited by Wolseley Centers within strategic partnerships. Earlier this year, it was the first distributor to announce a partnership with EMAP Digital, and the Construction Plus internet site, enabling full e-commerce to users. As a result of their early adoption of the internet, similar ventures are being continually presented, and evaluated on an individual basis. Over the past year, Ferguson has invested further in internet technologies and web enabled transactions with selected customers. It has developed an e-catalogue and software to allow customers access to real time information and conduct transactions that are fully integrated within its internal operating systems. This allows Ferguson to leverage its existing order fulfilment infrastructure and provide up to the minute information to customers on the status of their account. It has also been partnering with a carefully selected group of major marketplace portals to provide goods and services to customers that prefer to use this method of doing business. The group's businesses will continue to evaluate the wide range of opportunities available to them to capitalise on e-business initiatives. Collaboration across the group will help to shorten development time cycles as each of the companies continues to focus on its unique marketplace and offers customers the service and responsiveness they require in a changing business environment. REVIEW OF OPERATIONS Building Distribution - Europe The division produced 34.2% (1999 35.4%) of the group's turnover and 37.5% (1999 36.4%) of the group's trading profit before exceptionals and goodwill amortisation. Sales for the division increased by 12.5%, including an organic increase of 4.5%. Trading profits increased by 20.2% from £120.2 million to £144.5 million. The resulting trading margin increased from 6.2% to 6.6% of sales. Generally, the product pricing environment for the businesses was marginally favourable. Wolseley Centers produced an excellent performance with a 15.7% increase in sales to over £1.3 billion and a higher comparable trading margin. Trading profit exceeded £100 million for the first time. In lightside, Plumb Center and Drainage Center opened 42 new branches and continued to consolidate their premier market positions and increase market share. Plumb Center improved its trading margin, although the overall lightside margin was little changed due to the effect of acquisitions. Heatmerchants, in Ireland, is now fully integrated into the lightside systems and business processes and a branch expansion programme is underway. Substantial progress was made in the heavyside activities with sales up by over 22% and Builder Center well exceeded its short term trading margin target of 6% for the year as a whole. An improvement in the profitability of the British Fittings acquisition in the second half, together with the introduction of certain value added services not matched by competitors, allowed the Industrial division to report a good increase in comparable trading profits. The Spares division continued to benefit from the opening of implants within Plumb Centers and Builder Centers. It recorded double digit increases in sales and trading profit as well as an improved trading margin. Over the coming year, the UK businesses plan to add around 100 new units (including implants) to the network. This aggressive branch opening programme reflects their confidence in growth prospects for the UK market. Brossette significantly outperformed the market, against the background of an improved French economy. Sales increased by over 7%. The recent reduction in the rate of value added tax on repairs and maintenance expenditure continues to boost sales. Increases in commodity prices contributed to an improved added value percentage. In the second half it exceeded the 6% trading margin it achieved in the first half. The Porcher locations acquired in the previous year moved well into profit and further improvements in profitability are expected over the coming year. Brossette continued to expand its feeder network, opening a new distribution centre in Lille, expanding the existing location in Paris and is in the process of relocating the central feeder in Lyon to new, enlarged facilities. OAG, in Austria, benefited from its cost reduction programme and a steadily improving business environment and reported increases in sales and profits of over 4%. Manzardo, in Italy, completed its first full year with the group having added one new branch to bring the total number to eight. The sales and profit contribution was in line with expectations, giving us the confidence to use Manzardo as a platform for future expansion in Italy. The first time contribution from CFM in Luxembourg, acquired earlier in the financial year, was also in line with expectations. Building Distribution - USA The division produced 61.1% (1999 57.8%) of the group's turnover and 57.4% (1999 53.8%) of the group's trading profit before exceptionals and goodwill amortisation. Sales for the division increased by 23.0% from £3,181 million to £3,914 million. Trading profit before exceptionals and goodwill amortisation rose by 24.5%. Whilst housing starts declined slightly from the very high levels of the previous year, the US continues to be an exciting market. The plumbing, heating and pipes, valves and fittings ('PVF') distribution companies, Ferguson and Familian Northwest, increased sales by 15.3% and trading profits by 16.2%. The organic increase in sales was 5.8%. The product pricing environment for these companies was marginally favourable. Ferguson experienced a strong finish to the year helping it to achieve an increase in sales and trading profit of 14.8% and 18% respectively. Further benefits from the investment in distribution centres produced an increase in its added value percentage. Progress with the merged Familian Corp locations on the West coast was achieved with an increase in profitability at the branch contribution level. Whilst the conversion of these locations to Ferguson's computer system and other internal reorganisation resulted in certain one-off costs, the groundwork has been laid for continual progress over the coming year. There are further benefits to come from these reorganisations. Ferguson's innovative investment in technology gained national recognition when it received two awards; the '2000 Excellence in Warehouse Management System Award' from Material Handling magazine, and one of General Motors' '10 Worldwide CIO' awards. Familian Northwest enjoyed one of its strongest growth years of the last decade, benefiting from its strategy of pursuing a combination of acquisitions and new branch openings to complement its already strong position in the marketplace. Twenty seven branches were added, which is a record for any one year in its history. Increasing synergies are being achieved by Ferguson and Familian Northwest through the sharing of best practice and co-operation on a variety of special initiatives. Carolina Holdings, the lumber distribution business, enjoyed another year of outstanding growth, producing a 27% increase in sales, despite fluctuating lumber prices. The average price for framing lumber during the year was lower and had the effect of reducing Carolina's sales by approximately 2.5%. The effect on earnings for the year was mitigated by an increase in the added value percentage. The further drift down in lumber prices since the year end means that they are at their lowest level for the last seven years. Fluctuations in prices are a feature of the lumber business which Carolina has managed highly effectively over many years. In the past seven years, Carolina's sales have totalled $8.7 billion whilst the net effect of lumber price fluctuations on the top line has been merely $4.4 million. Carolina's results benefited from its strategy of acquiring high quality lumber companies with strong positions in new markets. It now has operations in 22 states. The trading margin progressed from 6.3% to 6.4% of sales. The construction loan lending programme continues to give Carolina competitive advantage. It was extended during the year in Colorado, Georgia and Charlotte and continues to generate a good contribution to earnings. Manufacturing The division contributed 4.7% (1999 6.8%) of group turnover and 5.1% (1999 9.7%) of group trading profit before exceptionals. In April of this year, all of the companies in this division, with the exception of the Energy businesses, were sold to Cinven for a cash consideration valuing the businesses at a maximum amount of £136.5 million. This disposal resulted in a reduction in group borrowings (net of costs) of approximately £123 million. A profit of approximately £23 million compared to the net assets of the business was realised but, after taking into account goodwill of approximately £65 million previously written off to reserves, an exceptional loss of £42 million was charged to the group profit and loss account. The results of the businesses sold, up to the date of the disposal, have been treated as discontinued activities in the group profit and loss account. Approximately £2.0 million of costs were charged against the trading profit in relation to the abortive disposal of the energy companies earlier in the financial year. The Energy businesses, which account for less than 2% of group sales and profits, have generally found trading difficult against the background of unhelpful markets and profits were down on the previous year. FINANCIAL Net interest payable of £28.3 million (1999 £3.6 million) reflects the higher level of acquisition spend during the last two financial years and the increase in interest rates on the group's borrowings. Net interest receivable on construction loans amounted to £6.0 million (1999 £6.0 million). The pre-exceptional items interest cover is over 13 times. The benefits from effective tax planning measures have resulted in a reduction in the group's effective tax rate from 33% to 32%, before taking account of the exceptional tax credit of £6 million. It is expected that this lower rate will be held for at least the next two financial years, provided the geographical contributions to group profits remain broadly the same and there are no significant changes to tax rates in individual territories. Before exceptionals and goodwill amortisation, earnings per share increased by 11% from 38.08 pence to 42.26 pence. Total (FRS 3) earnings per share were slightly lower reflecting the exceptional loss on disposal of operations. The average number of shares in issue during the year was 574.3 million (1999 573.3 million). The cost of dividends paid and proposed in respect of the financial year is £ 88.3 million (1999 £78.9 million). The dividend cover is 2.2 times. Based on pre-exceptional earnings, the cover would be 2.6 times. Shareholders' funds increased by £214.4 million from £1,094.5 million to £ 1,308.9 million. Particular focus on the tight control of working capital in the second half contributed to a good cash flow performance for the year as a whole. Cash flow from operating activities increased by 15.2% from £338.6 million to £390.0 million. Working capital increased by £69.6 million (1999 £41.9 million). The 12% increase in capital expenditure from £104.2 million to £117.0 million reflects, in particular, additional investment in IT and distribution centres in the USA. The net disposal proceeds of £122.7 million relate to the sale of certain manufacturing businesses. The reduction in tax paid from £130.4 million to £112.6 million reflects additional ACT recoverable. Net borrowings, excluding construction loan borrowings, increased by approximately £145 million to £454.3 million, giving year-end gearing of 34.7%. Construction loan borrowings relating to our US building distribution activities amounted to £192.1 million (1999 £157.7 million) and are offset by secured construction loans receivable of £193.0 million (1999 £158.0 million). Return on gross capital employed, including goodwill, is just under 17%, well ahead of the group's weighted average cost of capital. The unamortised balance of acquisition goodwill in the balance sheet as at 31 July 2000 is £277.0 million (1999 £179.0 million). The increase reflects the acquisition spend in the current year. OUTLOOK The immediate trading outlook in Europe is positive. The key driver for the group's European businesses is the level of repairs, maintenance and improvement expenditure ('RMI') which remains healthy. The USA continues to be a strong market and is likely to remain helpful to the progress of our businesses in the current year. Each of our businesses enjoys a market leading position with a high degree of diversity in customer base, product range and geographic spread. They each have the necessary critical mass, infrastructure and ability to innovate which will enable them to continue to grow and take market share from the competition. Wolseley has made further significant progress over the last twelve months and is using its strong market positions to deliver an improving level of growth and expansion. Continued investment in the distribution infrastructure, IT and the significant expansion of the branch network should deliver increasing benefits of scale in sourcing, distribution and operating efficiency. We are confident that the group will achieve further good progress in the current financial year. 26 September 2000 GROUP PROFIT AND LOSS ACCOUNT Year to Year to 31 July 31 July 2000 1999 £m £m Turnover (note 5) Continuing operations 5,782.6 5,245.3 Acquisitions 429.7 - 6,212.3 5,245.3 Discontinued activities 191.1 259.7 6,403.4 5,505.0 Trading profit before goodwill amortisation and 385.7 330.2 exceptionals (note 6) Goodwill amortisation (12.5) (5.5) Exceptional items (note 3) - (11.6) Trading profit Continuing operations 338.1 290.5 Acquisitions 20.3 __-._ 358.4 290.5 Discontinued activities 14.8 22.6 373.2 313.1 Loss on disposal of operations (note 4) (42.6) (3.1) Profit on ordinary activities before interest 330.6 310.0 Net interest payable (28.3) (3.6) Profit on ordinary activities before tax 302.3 306.4 Taxation Ordinary activities (114.4) (107.7) Exceptional credit 6.0 0.7 (108.4) (107.0) Profit after tax 193.9 199.4 Minority interests (0.4) (0.5) Profit for the period attributable to ordinary 193.5 198.9 shareholders Dividends (88.3) (78.9) Profit retained 105.2 120.0 Earnings per share Before exceptionals and goodwill amortisation 42.26 p 38.08 p Goodwill amortisation (2.17)p (0.96)p Exceptionals (6.38)p (2.43)p FRS 3 basis 33.71 p 34.69 p Diluted earnings per share 33.67 p 34.65 p Dividends per share 15.35 p 13.75 p Translation rates US dollars 1.5836 1.6360 Euro 1.6017 1.4900 STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES Year to Year to 31 July 2000 31 July 1999 £m £m Profit for the period 193.5 198.9 Currency translation difference 42.2 6.1 235.7 205.0 GROUP BALANCE SHEET AT 31 JULY 2000 2000 1999 Total Total £m £m FIXED ASSETS Intangible assets 277.0 179.0 Tangible assets 531.6 417.0 808.6 596.0 CURRENT ASSETS Stocks 977.7 826.9 Debtors and property awaiting disposal 1,117.2 1,022.2 Construction loans receivable (secured) 193.0 158.0 Investments 8.3 2.4 Cash at bank, in hand and on deposit 128.2 207.7 2,424.4 2,217.2 CREDITORS: amounts falling due within one year Bank loans, overdrafts and other loans 186.1 327.8 Construction loan borrowings (unsecured) 192.1 157.7 Corporation tax 43.1 49.2 Proposed dividend 64.6 57.4 Other 963.0 865.8 1,448.9 1,457.9 NET CURRENT ASSETS 975.5 759.3 TOTAL ASSETS LESS CURRENT LIABILITIES 1,784.1 1,355.3 CREDITORS: amounts falling due after one year Borrowings 404.7 191.3 PROVISIONS FOR LIABILITIES AND CHARGES 69.0 66.4 473.7 257.7 1,310.4 1,097.6 CAPITAL AND RESERVES Called up share capital 143.7 143.5 Share premium account 156.7 154.3 Profit and loss account 1,008.5 796.7 SHAREHOLDERS' FUNDS 1,308.9 1,094.5 Minority interests 1.5 3.1 1,310.4 1,097.6 Translation rates: 1.4977 1.6200 US Dollars 1.6163 1.5136 Euro SUMMARISED GROUP CASH FLOW STATEMENT Year to Year to 31 July 1999 31 July 2000 £m £m CASH FLOW FROM OPERATING ACTIVITIES* 390.0 338.6 Returns on investments and servicing of finance (24.1) 2.4 Taxation paid (112.6) (130.4) Capital expenditure and financial investment (117.0) (104.2) Acquisitions (285.7) (297.4) Disposals 122.7 7.3 Equity dividends paid (81.1) (73.1) Financing - Issue of shares 2.0 3.2 CHANGE IN NET DEBT RESULTING FROM CASH FLOWS (105.8) (253.6) New loans and finance leases (5.8) (11.3) Translation difference (33.7) (2.5) Movement in net debt in period (145.3) (267.4) Opening net debt (309.0) (41.6) Closing net debt (454.3) (309.0) * RECONCILIATION OF OPERATING PROFIT TO OPERATING CASH FLOWS Year to Year to 31 July 2000 31 July 1999 £m £m Operating profit 373.2 313.1 Depreciation charges 73.9 61.9 Goodwill amortisation 12.5 5.5 Increase in stocks (75.7) (49.7) Increase in debtors (19.9) (59.4) Increase in creditors & provisions 26.5 66.8 Decrease in net construction loans (0.5) 0.4 Net cash flow from operating activities 390.0 338.6 NOTES ON THE ATTACHED PROFIT AND LOSS ACCOUNT AND BALANCE SHEET 1 These accounts have been prepared on the basis of the accounting policies set out in the group's 1999 Annual Report and Accounts. 2 The financial information set out above is extracted from the group's full accounts for the years ended 31 July 1999 and 31 July 2000. Statutory accounts for 1999 have been delivered to the Registrar of Companies, and those for 2000 will be delivered following the Annual General Meeting. The auditors have reported on those accounts; their reports were unqualified and did not contain statements under section 237(2) or (3) of the Companies Act 1985. 3 Exceptional items The 1999 one-off costs of £11.6 million relate to the integration of the acquisitions of Hall & Co, British Fittings Group PLC and Porcher Distribution in the European Distribution division. 4 Loss on disposal of operations The loss relates to the disposal of subsidiaries and is after charging goodwill of £65.0 million, previously written off to reserves. 5 Analysis of change in sales New Acquisi- Movement tions Acquisi-tions Increment in Sales in Dis- continued 1999 Exchange 2000 1999 Operations Organic 2000 Change £m £m £m £m £m £m £m % Building Distribution Europe 1,946.7 (58.9) 43.4 173.8 - 85.4 4.5 2,190.4 USA 3,180.9 105.3 386.3 96.2 - 145.0 4.4 3,913.7 Manufacturing & other 117.7 (5.1) - - - (4.4) (3.9) 108.2 activities 5,245.3 41.3 429.7 270.0 - 226.0 4.3 6,212.3 Discontinued 259.7 2.7 - 2.0 (73.3) - - 191.1 Operations 5,505.0 44.0 429.7 272.0 (73.3)226.0 - 6,403.4 6 Analysis of change in trading profit before goodwill amortisation and exceptionals New Acquisi-tions Movement Organic 2000 1999 Exchange Acquisi-tions Increment in Profit Changes in Discontinued £m % £m £m £m 2000 1999 Operations £m £m £m Building Distribution Europe 120.2 (2.6) 2.4 7.3 - 17.2 14.6 144.5 USA 177.8 6.0 21.0 7.2 - 9.4 5.1 221.4 Manufactur-ing & other activities 9.6 (0.4) - - - (4.2) (45.9) 5.0 307.6 3.0 23.4 14.5 - 22.4 7.2 370.9 Dis-continued 22.6 0.1 - 0.1 (8.0) - - 14.8 Operations 330.2 3.1 23.4 14.6 (8.0) 22.4 - 385.7 7 Summary of acquisitions An analysis of the consideration, including debt, and the expected contribution to turnover in a full year is as follows: Consideration Full year contribution to turnover £m £m Division Building Distribution - Europe 18 79 Building Distribution - USA 270 670 288 749 Since 31 July 2000 further acquisitions have been made for an estimated consideration of £32 million. In a full year, these acquisitions are expected to contribute a further £65 million of turnover. In certain of the above acquisitions, the consideration is subject to adjustment. TIMETABLE FOR AGM AND DIVIDENDS 2000 8 December - Annual General Meeting 2001 8 January - Shares quoted ex dividend 12 January - Record date for dividend 31 January -Dividend paid A copy of this Preliminary Announcement, together with other recent public announcements can be found on Wolseley's web site at www.wolseley.com. Copies of the presentation given to stockbrokers' analysts on that day are also available on that site. - ENDS -

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