Interim Results

IMI PLC 03 September 2007 3 September 2007 IMI plc 2007 First Half Results IMI plc, the international engineering group, today announced its interim results for the six months ended 30 June 2007. 2007 2006 % change Revenue £781m £732m +7 Operating profit * £95.6m £85.9m +11 Profit before tax * £95.5m £88.1m +8 Adjusted earnings per share ** 19.2p 16.9p +14 Basic earnings per share 15.4p 14.5p +6 Restructuring costs £10.9m £7.7m Dividend 7.5p 7.0p +7 * before restructuring costs and intangible amortisation. ** before restructuring costs, change in fair value of financial instruments and intangible amortisation. Norman Askew, Chairman of IMI, commented: 'This is a strong set of results with an organic revenue growth, excluding the impact of exchange rates and acquisitions, of 8%. End markets remain broadly positive and we are benefiting from our cumulative investments of recent years in new products and emerging markets. We remain confident of further progress in the remainder of this year.' 2007 INTERIM REVIEW Introduction In the first half of 2007 IMI has seen encouraging momentum with an organic revenue growth of 8%. Operating profits, including the contribution from acquisitions, increased by 11%, and 17% on a constant currency basis. The operating margin for the period was 12.2%, against 11.7% in the first half of 2006. We completed the acquisition of Kloehn at the end of June, which strengthens our presence within the medical sector of our Fluid Power business. We are now half way through our three year £60m restructuring programme and remain on track to deliver the expected margin improvements. The on-market share buy back programme is also proceeding, which together with our acquisitions activity, will raise net debt levels to between £400m and £500m over the next few years. The Board has decided to increase the interim dividend by 7.1% to 7.5p (2006: 7.0p). Results summary Revenues increased 7% to £781m, which includes a contribution of £27m from acquisitions. Sterling was about 10% stronger against the US Dollar than in the first half of 2006 and exchange rate movements have depressed our reported revenue growth by 5 percentage points and our profits growth by 6 points. Operating profit before restructuring costs and intangible amortisation was £95.6m, an increase of 11% on the prior period. Acquisitions contributed £5.1m to these profits. Interest costs on net borrowings were £5.6m and were covered 15 times. The IAS 19 pension financing credit was £5.3m and the change in fair value of financial instruments under IAS39 was a credit of £0.2m. The total net financing cost was £0.1m, compared to a credit of £2.2m in 2006. Profit before tax, restructuring costs and intangible amortisation was £95.5m, an increase of 8% on the prior period and 14% on a constant currency basis. Restructuring costs were £10.9m and relate to announcements made to transfer more production from the US, UK, and Switzerland to lower cost economies in Mexico, The Czech Republic and China. Intangible amortisation was £7.8m and predominantly relates to acquired intangibles. Profit before tax was £76.8m, an increase of 2%. The estimated effective tax rate for 2007 is 31%, which compares to the rate of 32% applied for the first half of 2006. Adjusted earnings per share, which excludes restructuring costs, intangible amortisation and the change in fair value of financial instruments, was 19.2p, compared to 16.9p, an increase of 14%. Basic earnings per share was 15.4p, up 6% on the prior period's 14.5p. Cash flow The operating cash flow was £49m (2006: £34m). Tax (£18m), the settlement of the European Commission fine levied in respect of a former plumbing fittings business which was sold in 2002 (£33m), acquisitions (£35m), dividends (£39m) and share buy backs (£41m) absorbed £166m. The total cash outflow for the period was £118m. Balance sheet Closing net debt was £192m (June 2006: £130m). The debt to annualised EBITDA ratio at the end of June was 0.92. Shareholders' equity at the end of June was £445m, an increase of £33m since the end of last year, which includes the profit for the period (£51m) less the 2006 final dividend (£39m) paid in May, share buy backs (£41m) and an actuarial gain net of tax on the defined benefit pension plans of £54m. Severe Service investigation As announced on 16 August, the company has initiated an independent investigation into possible irregular payments associated with certain trading contracts entered into by its Severe Service business, which may be in breach of the law and the Company's policies and practices. At this early stage, it is not possible to estimate the amount of possible fines and other liabilities associated with this investigation and, as such, no provision has been made in these accounts. The investigation is not expected to have a material impact on trading for 2007. There will be costs associated with the investigation itself and it is difficult to give a precise estimate of these costs at this early stage. Our provisional estimates are currently of the order of £5m, the bulk of which will be incurred in the second half of 2007. Operations review The following review of our business areas for the six months to 30 June 2007 compares the performance of our operations with the six month period to 30 June 2006. Operating profit is stated before restructuring costs and intangible amortisation. Severe Service Revenues in the first half were up 34% to £171m (2006: £128m) and operating profit rose 60% to £26.1m (2006: £16.3m). Both our power and oil and gas markets remain buoyant and we have seen strong order growth in the Americas. The planned rebalancing of our 2007 shipment profile to lessen the weighting towards the second half resulted in an organic revenue growth of 24%. Order intake grew at about 15% in the period. The Truflo business acquired in April 2006 continues to perform well, particularly in supplying highly engineered valves for Liquefied Natural Gas plants. The Severe Service operating profit margin was 15.3% benefiting from the strong first half volume growth and compares to the prior period margin of 12.7%. Fluid Power Revenues in the first half were in line with last year at £282m (2006: £281m) as was operating profit at £35.7m (2006: £35.7m). The organic growth in revenues was 2%. Our sector business selling customised power train and chassis and cab controls to North American truck manufacturers was down broadly in line with that market by nearly 40%. The organic growth in the remainder of our Fluid Power business was between 5% and 6%. The European commercial vehicle business, together with our other target sectors, is maintaining strong momentum. Our non-sector business has enjoyed good growth in Continental Europe while the US market has softened. The operating profit margin was unchanged from the prior period at 12.7%. The restructuring programme within Fluid Power is now at its peak with the transfer of production from the US Denver site to Mexico nearing completion and transfers from one UK and one Swiss site to The Czech Republic well underway. This programme has involved some parallel production that has held back the margin development. Indoor Climate Revenues in the first half were up 10% to £97m (2006: £88m) and operating profit rose 15% to £14.0m (2006: £12.2m). Organic revenue growth was 12% in the period. Price increases to recover sharply higher metal costs have contributed about one half of this organic revenue growth. The balancing valve business demonstrated good volume growth in all geographies with a useful contribution from new products. Our thermostatic radiator valve business has shown some good growth in Eastern Europe but there has been a marked slowdown in the German market which has moderated the overall progress in this segment of our business. The operating profit margin was 14.4% compared with 13.9% in the prior period. Beverage Dispense Revenues in the first half were £147m (2006: £147m) and operating profit declined by 14% to £11.4m (2006: £13.2m). Organic revenue growth was 7%, reflecting particularly strong shipments in June. There was a strong performance in Continental Europe and Asian markets. The US market was more mixed with some return to previous buying patterns within the Quick Service restaurant sector offset by a general slowdown in the convenience sector. The UK market remains challenging. The operating profit margin was 7.8%. However, adjusting for the £2m financial impact of the flood of our UK Sheffield site in late June, the underlying margin was about 9%, in line with that of the prior period. Closures of a US and a UK site were announced in early 2007 and their restructuring continues alongside an expansion of our facility in Tianjin, China. Merchandising Systems Revenues in the first half were £84m (2006: £88m) with operating profit at £8.4m broadly flat compared to last year. As about 80% of this business is in North America the weaker US dollar impacted reported revenues; the underlying organic revenue growth was 4%. The cosmetics and grocery sectors saw good growth and there was some improvement in the automotive sector while the food and beverage sector was more mixed. The order book benefited from a number of major contract wins during the period, with shipments scheduled for the back end of 2007 into 2008. The operating profit margin was 10%, up slightly on the 9.7% from the corresponding period last year. The margin development was held back somewhat by the impact of higher metal costs on certain of the older product lines. Outlook The oil, gas and power markets for Severe Service remain buoyant, as do the Continental European and Asian markets for our Fluid Power business, while the general fluid and motion control market in the US is more subdued. The balancing valve business within Indoor Climate continues to see good prospects in Europe, Middle East and Asia, although the German radiator valve market is clearly weakening. The Beverage Dispense business should continue to make progress but shipment growth may slow a little in the second half. The order book within Merchandising is building and includes some new orders for our US cosmetics business. While metal prices remain volatile and other cost pressures persist, margin benefits from our restructuring programme should come through later this year. We do not, at this stage, expect the Severe Service investigation to have a material impact on trading for 2007 albeit there will be costs associated with the investigation itself. Overall, we remain confident of continued progress in the remainder of the year. CONSOLIDATED INTERIM INCOME STATEMENT Notes 6 months to 6 months to Year to 30 June 2007 30 June 2006 31 Dec 2006 (unaudited) (unaudited) £m £m £m __________________________________________ Revenue 1,2 781 732 1,505 __________________________________________ Operating profit before restructuring costs and intangible amortisation 95.6 85.9 191.8 Restructuring costs (10.9) (7.7) (19.7) Intangible amortisation (7.8) (5.1) (17.0) __________________________________________ Operating profit 1,2 76.9 73.1 155.1 Financial income 3 40.0 39.6 73.8 Financial expense 3 (40.1) (37.4) (70.7) __________________________________________ Net financial (expense)/income 3 (0.1) 2.2 3.1 Profit before tax ____________________________________________________________________________________________ Before restructuring costs and intangible amortisation 95.5 88.1 194.9 Restructuring costs (10.9) (7.7) (19.7) Intangible amortisation (7.8) (5.1) (17.0) ____________________________________________________________________________________________ Total 76.8 75.3 158.2 Taxation 4 ____________________________________________________________________________________________ UK taxation (2.6) (2.6) (6.5) Overseas taxation (21.3) (21.5) (42.5) ____________________________________________________________________________________________ Total (23.9) (24.1) (49.0) Profit of continuing businesses after tax 52.9 51.2 109.2 Loss from discontinued operations (net of tax) 5 - - (33.5) __________________________________________ Total profit for the period 52.9 51.2 75.7 __________________________________________ Attributable to: Equity shareholders of the Company 51.3 49.5 72.7 Minority interest 1.6 1.7 3.0 __________________________________________ Total profit for the period 52.9 51.2 75.7 __________________________________________ Earnings per share 6 Basic earnings per share 15.4p 14.5p 21.4p Diluted earnings per share 15.3p 14.4p 21.3p Basic earnings per share (continuing businesses) 15.4p 14.5p 31.3p Diluted earnings per share (continuing businesses) 15.3p 14.4p 31.1p CONSOLIDATED BALANCE SHEET 30 June 30 June 31 Dec 2007 2006 2006 (unaudited) (unaudited) £m £m £m _____________________________________ Assets Intangible assets 317.9 286.6 286.8 Property, plant and equipment 188.0 189.7 190.3 Deferred tax assets 32.9 61.0 55.8 _____________________________________ Total non-current assets 538.8 537.3 532.9 _____________________________________ Inventories 244.1 220.9 217.4 Trade and other receivables 324.1 300.6 295.2 Current tax 8.8 19.4 8.7 Investments 15.4 14.0 15.0 Cash and cash equivalents 83.0 114.2 107.2 _____________________________________ Total current assets 675.4 669.1 643.5 _____________________________________ Total assets 1,214.2 1,206.4 1,176.4 _____________________________________ Liabilities Bank overdraft (5.8) (2.2) (3.6) Interest-bearing loans and borrowings (33.0) (17.0) (43.3) Provisions for liabilities and charges 11.1) - (6.2) Current tax (19.3) (25.1) (18.2) European Commission fine - - (33.5) Trade and other payables (348.0) (295.5) (322.0) _____________________________________ Total current liabilities (417.2) (339.8) (426.8) _____________________________________ Interest-bearing loans and borrowings (235.7) (225.4) (140.7) Employee benefits (40.5) (134.9) (120.6) Provisions for liabilities and charges (33.6) (40.3) (34.3) Deferred tax liabilities (19.6) (8.3) (15.5) Other payables (20.0) (22.6) (21.9) _____________________________________ Total non-current liabilities (349.4) (431.5) (333.0) _____________________________________ Total liabilities (766.6) (771.3) (759.8) _____________________________________ Net assets 447.6 435.1 416.6 _____________________________________ Equity Share capital 90.7 90.1 90.3 Share premium 160.6 153.6 155.2 Other reserves (0.1) 3.1 (0.4) Retained earnings 194.1 184.7 167.6 _____________________________________ Total equity attributable to equity shareholders 445.3 431.5 412.7 of the Company Minority interest 2.3 3.6 3.9 _____________________________________ Total equity 447.6 435.1 416.6 _____________________________________ CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS 6 months to 6 months to Year to Cash flows from operating activities 30 June 30 June 31 Dec 2006 2007 2006 (unaudited) (unaudited) £m £m £m ______________________________________ Profit for the period 52.9 51.2 75.7 Adjustments for: Depreciation 18.9 19.6 38.7 Amortisation 7.8 5.1 17.0 Loss from discontinued operations (net of tax) - - 33.5 Gain on sale of property, plant and equipment - - (2.0) Financial income (40.0) (39.6) (73.8) Financial expense 40.1 37.4 70.7 Equity-settled share-based payment expenses 1.1 1.4 2.9 Income tax expense 23.9 24.1 49.0 Increase in inventories (27.4) (12.5) (14.8) Increase in trade and other receivables (32.3) (32.4) (30.9) Increase/(decrease) in trade and other payables 24.6 (10.7) 19.0 Increase in provisions and employee benefits 2.4 7.8 1.3 ______________________________________ Cash generated from the operations 72.0 51.4 186.3 Income taxes paid (17.8) (21.0) (40.0) ______________________________________ 54.2 30.4 146.3 European Commission fine (32.8) - - Additional pension scheme funding - - (15.6) ______________________________________ Net cash from operating activities 21.4 30.4 130.7 ______________________________________ Cash flows from investing activities Interest received 3.0 4.6 8.4 Proceeds from sale of property, plant and equipment 1.2 5.4 7.7 Sale of investments - - 0.1 Purchase of investments (0.9) (1.4) (2.6) Acquisition of subsidiaries, net of cash acquired (34.8) (117.1) (118.4) Redemption of vendor loan note re Polypipe - 35.9 35.9 Acquisition of property, plant and equipment (20.8) (18.3) (39.7) Capitalised development expenditure (2.1) (3.2) (4.4) ______________________________________ Net cash from investing activities (54.4) (94.1) (113.0) ______________________________________ Cash flows from financing activities Interest paid (8.4) (7.7) (17.0) Purchase of own shares (41.4) (26.4) (42.4) Proceeds from the issue of share capital for employee share schemes 5.8 4.7 6.5 Drawdown of borrowings 91.7 61.6 7.4 Dividends paid to minority interest (1.9) (1.4) (2.1) Dividends paid (39.2) (37.1) (60.7) ______________________________________ Net cash from financing activities 6.6 (6.3) (108.3) ______________________________________ Net decrease in cash and cash equivalents (26.4) (70.0) (90.6) Cash and cash equivalents at start of period 103.6 182.0 182.0 Effect of exchange rate fluctuations on cash held - - 12.2 ______________________________________ Cash and cash equivalents at end of period 77.2 112.0 103.6 ______________________________________ CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE 6 months to 6 months to Year to 30 June 2007 30 June 2006 31 Dec 2006 (unaudited) (unaudited) £m £m £m ___________________________________________ Foreign exchange translation differences 1.0 (2.9) (9.6) Actuarial gains on defined benefit plans (net of tax) 54.1 25.4 23.3 Effective portion of change in fair value of net investment hedges (net of tax) (0.7) (1.3) 1.9 ___________________________________________ Income and expense recognised directly in equity 54.4 21.2 15.6 Profit for the period 52.9 51.2 75.7 ___________________________________________ Total recognised income and expense for the period 107.3 72.4 91.3 ___________________________________________ Attributable to: Equity shareholders of the Company 105.7 70.7 88.3 Minority interest 1.6 1.7 3.0 ___________________________________________ Total recognised income and expense for the period 107.3 72.4 91.3 RECONCILIATION OF CHANGES IN SHAREHOLDERS' EQUITY 6 months to 6 months to Year to 30 June 2007 30 June 2006 31 Dec 2006 (unaudited) (unaudited) £m £m £m ____________________________________________ Shareholders' equity at start of the period 412.7 417.6 417.6 Total recognised income and expense for the period 105.7 70.7 88.3 Dividends paid (39.2) (37.1) (60.7) Share based payments (net of tax) 1.7 2.0 3.4 Issue of ordinary shares net of costs 5.8 4.7 6.5 Purchase of own shares (41.4) (26.4) (42.4) ____________________________________________ (73.1) (56.8) (93.2) ____________________________________________ Shareholders' equity at end of the period 445.3 431.5 412.7 ____________________________________________ NOTES TO THE INTERIM FINANCIAL STATEMENTS 1. Segmental analysis Segmental information is presented in the consolidated interim financial statements in respect of the Group's continuing business segments, which are the primary basis of segment reporting. The business segment reporting format reflects the Group's management and internal reporting structures. Inter-segment revenue is insignificant. The Group comprises the following main business segments and activities: Severe Service Design, manufacture, supply and service of high performance critical control valves and associated equipment for power generation plants, oil & gas producers and other process industries. Fluid Power Design, manufacture and supply of motion and fluid control systems, principally pneumatic devices, for original equipment manufacturers in commercial vehicle, medical, print, packaging and other industries. Indoor Climate Design, manufacture and supply of indoor climate control systems, principally balancing valves for large commercial buildings and thermostatic radiator valves for residential buildings. Beverage Dispense Design, manufacture and supply of still and carbonated beverage dispense systems and associated merchandising equipment for brand owners and retailers. Merchandising Systems Design, manufacture and supply of point of purchase display systems for brand owners and retailers. Revenue Operating Profit ______________________________ ______________________________ 6 months 6 months Year 6 months 6 months Year to to to to to to 30 June 30 June 31 Dec 30 June 30 June 31 Dec 2007 2006 2006 2007 2006 2006 £m £m £m £m £m £m ______________________________ ______________________________ Before restructuring costs and intangible amortisation Fluid Controls 550 497 1,043 75.8 64.2 147.0 _________________________________________________________________________________________ Severe Service 171 128 300 26.1 16.3 45.1 Fluid Power 282 281 557 35.7 35.7 72.4 Indoor Climate 97 88 186 14.0 12.2 29.5 _________________________________________________________________________________________ Retail Dispense 231 235 462 19.8 21.7 44.8 _________________________________________________________________________________________ Beverage Dispense 147 147 282 11.4 13.2 25.4 Merchandising Systems 84 88 180 8.4 8.5 19.4 _________________________________________________________________________________________ Segment result 781 732 1,505 95.6 85.9 191.8 _________________________________________________________________________________________ After restructuring costs and intangible amortisation Fluid Controls 60.4 53.3 116.6 _________________________________________________________________________________________ Severe Service 21.1 13.2 33.4 Fluid Power 25.5 28.5 55.9 Indoor Climate 13.8 11.6 27.3 _________________________________________________________________________________________ Retail Dispense 16.5 19.8 38.5 _________________________________________________________________________________________ Beverage Dispense 8.6 11.8 22.0 Merchandising Systems 7.9 8.0 16.5 _________________________________________________________________________________________ Segment result 76.9 73.1 155.1 Net financial (expense) (0.1) 2.2 3.1 /income Taxation (23.9) (24.1) (49.0) ______________________________ Profit of continuing operations after tax 52.9 51.2 109.2 ______________________________ 2. Acquisitions of subsidiaries Of the reported increase in revenue and operating profit of continuing operations (before restructuring costs and intangible amortisation), £27m of revenue and £5.1m of profit result from acquisitions. These comprise the 2006 acquisitions. The acquisition of Kloehn Company Limited was completed on Friday 29 June 2007 and has no effect on the trading results for this period. 3. Financial income and expense 6 months to 30 June 6 months to 30 June Year to 31 Dec 2007 2006 2006 Interest Other Total Interest Other Total Interest Other Total £m £m £m £m £m £m £m £m £m _________________________ _________________________ _________________________ Interest income 3.0 3.0 3.3 3.3 5.5 5.5 Gain on remeasurement of financial instruments 2.4 2.4 5.1 5.1 5.3 5.3 Expected return on defined benefit pension plan assets 34.6 34.6 31.2 31.2 63.0 63.0 _________________________ _________________________ _________________________ Financial income 3.0 37.0 40.0 3.3 36.3 39.6 5.5 68.3 73.8 _________________________ _________________________ _________________________ Interest expense (8.6) (8.6) (6.4) (6.4) (13.0) (13.0) Loss on remeasurement of financial instruments (2.2) (2.2) (4.2) (4.2) (3.0) (3.0) Finance cost of defined benefit pension scheme liabilities (29.3) (29.3) (26.8) (26.8) (54.7) (54.7) _________________________ _________________________ _________________________ Financial expense (8.6) (31.5) (40.1) (6.4) (31.0) (37.4) (13.0) (57.7) (70.7) _________________________ _________________________ _________________________ _________________________ _________________________ _________________________ Net financial (expense)/income (5.6) 5.5 (0.1) (3.1) 5.3 2.2 (7.5) 10.6 3.1 _________________________ _________________________ _________________________ 4. Taxation The interim taxation charge of 31% is calculated by applying the directors' best estimate of the annual tax rate to the taxable profit for the period (six months ended 30 June 2006: 32%) in respect of profit before tax. 5. Discontinued operations There were no businesses discontinued during the period. In September 2006, the European Commission announced the imposition of a fine of €48.3m on IMI in relation to its former copper fittings business, which was sold in 2002. Pending the outcome of an appeal, the full amount of the fine together with associated costs was provided and reported in the 2006 annual income statement as a loss on discontinued operations (net of tax). The fine was paid in January 2007. 6. Earnings per share The weighted average number of shares in issue during the period, net of shares purchased by the Company and held as treasury shares or to satisfy share option vesting was 333.9m, 334.6m diluted for the effect of outstanding share options (six months to 30 June 2006: 341.1m, 343.2m diluted). Basic and diluted earnings per share have been calculated on profit of £51.3m (2006: profit of £49.5m). The directors consider that adjusted earnings per share figures, using earnings as calculated below, give a more meaningful indication of the underlying performance. 6 months to 6 months to Year to 30 June 2007 30 June 2006 31 Dec 2006 £m £m £m ______________________________________________ Profit for the period after tax 52.9 51.2 109.2 Minority interest (1.6) (1.7) (3.0) Charges/(credits) included in profit for the period: Change in fair value of financial instruments (0.2) (0.9) (2.3) Intangible amortisation 7.8 5.1 17.0 Restructuring costs 10.9 7.7 19.7 Taxation on charges/(credits) included in profit before tax (5.7) (3.8) (10.7) ______________________________________________ Earnings for adjusted EPS 64.1 57.6 129.9 ______________________________________________ Weighted average number of shares 333.9m 341.1m 339.3m ______________________________________________ Adjusted EPS 19.2p 16.9p 38.3p ______________________________________________ 7. Dividends The directors have declared an interim dividend for the current year of 7.5p per share (2006: 7.0p) which will be paid on 19 October 2007 to shareholders on the register on 14 September 2007. In accordance with IAS10 'Events after the Balance Sheet Date', this interim dividend has not been reflected in the interim accounts. 8. Reconciliation of cash generated from the operations 6 months to 6 months to Year to 30 June 30 June 31 Dec 2007 2006 2006 (unaudited) (unaudited) £m £m £m _____________________________________ (a) Reconciliation of operating cash flow Cash generated from the operations 72.0 51.4 186.3 Sale of property, plant and equipment 1.2 5.4 7.7 Purchase of investments (0.9) (1.4) (2.5) Acquisition of property, plant and equipment (20.8) (18.3) (39.7) Capitalised development expenditure (2.1) (3.2) (4.4) _____________________________________ Operating cash flow from continuing businesses 49.4 33.9 147.4 _____________________________________ (b) Reconciliation of net cash to movement in net borrowings Net decrease in cash and cash equivalents (26.4) (70.0) (90.6) Drawdown of borrowings (91.7) (61.6) (7.4) _____________________________________ Cash outflow (118.1) (131.6) (98.0) Currency translation differences 7.0 11.8 28.2 _____________________________________ Movement in net borrowings in the period (111.1) (119.8) (69.8) Net borrowings at the start of the period (80.4) (10.6) (10.6) _____________________________________ Net borrowings at the end of the period (191.5) (130.4) (80.4) _____________________________________ 9. Exchange rates The profit and loss accounts of overseas subsidiaries are translated into sterling at average rates of exchange for the period, balance sheets are translated at period end rates. The main currencies are: Average period rates Balance sheet rates ____________________________________________________________ 6 months to 30 June Year 30 June 30 June 31 Dec 2007 2006 2006 2007 2006 2006 ____________________________________________________________ Euro 1.48 1.46 1.47 1.49 1.45 1.48 US Dollar 1.97 1.79 1.85 2.01 1.85 1.96 10. Contingent liability On 16 August 2007 the Company reported that it had initiated an investigation into possible irregular payments associated with certain trading contracts entered into by its Severe Service business, which may be in breach of the law and the Company's policies and practices. The Company has made appropriate proactive notifications to the relevant authorities and will co-operate fully with any enquiry from those authorities relating to this matter. It is too early to be able to estimate the amount of possible fines and other liabilities associated with this investigation and, as such, no provision has been made in these accounts. 11. Financial information This interim financial information has been prepared using the accounting policies and presentation that were applied in the preparation of the Company's published consolidated financial statements for the year ended 31 December 2006. This interim statement has been reviewed by the Company's auditors having regard to the bulletin Review of Interim Financial Information, issued by the Auditing Practices Board. A copy of their unqualified review opinion is attached. The comparative figures for the financial year ended 31 December 2006 are not the Company's statutory accounts for that financial year. Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 237(2) or (3) of the Companies Act 1985. The Interim Report will be posted to shareholders on 14 September 2007 and will be available from the same date at the Company's registered office, Lakeside, Solihull Parkway, Birmingham Business Park, Birmingham, B37 7XZ. NEXT TRADING ANNOUNCEMENT Our next trading update will be issued on 19 December 2007. Enquiries to: Graham Truscott - Communications Director - Tel: 0121 717 3712 Press release available on the Internet at www.imiplc.com Issued by: Nick Oborne - Weber Shandwick Financial - Tel: 020 7067 0700 Independent review report by KPMG Audit Plc to IMI plc We have been instructed by the Company to review the financial information for the six months ended 30 June 2007 which comprises the consolidated income statement, consolidated balance sheet, consolidated statement of cash flows, consolidated statement of recognised income and expense and related notes set out on pages 7 to 15. 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. This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Listing Rules of the Financial Services Authority. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached. 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 financial statements except where any changes, and the reasons for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 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 excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with International Statements on Auditing (UK and Ireland) 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 2007. KPMG Audit Plc Chartered Accountants 2 Cornwall Street Birmingham B3 2DL 3 September 2007 This information is provided by RNS The company news service from the London Stock Exchange OKDKPDBKBPFN

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