Interim Results

MITIE Group PLC 28 November 2005 MITIE Group PLC INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2005 'MITIE will continue to grow by listening to our customers, understanding their needs and delivering services that meet those needs.' Ian R Stewart, Chief Executive • Revenue up by 14.5% and profit from continuing operations up by 7.8% • Strong performance from Support Services with profit growth of 18.3% • Property Services increased profits by 12.8% • Challenging six months for Engineering Services • Acquisition of two security companies for up to £12.4m • Dividend up 18.8% to 1.9p FINANCIAL HIGHLIGHTS 2005 2004 Revenue £449.2m £392.4m up 14.5% Profit before tax - continuing operations* £23.4m £21.7m up 7.8% Profit for the period (after tax) £14.1m £12.6m up 11.5% Basic Earnings per share 4.3p 3.6p up 17.6% Dividend per share 1.9p 1.6p up 18.8% *Figures are shown before other operating income of £nil (2004: £1.3m) relating to the profit on sale of a freehold property (shown as exceptional under UK GAAP in the prior year). Notes: MITIE: Management Incentive Through Investment Equity ACTIVITY: MITIE, the support services company, maintains, manages and improves buildings and infrastructure for its customers. FOR FURTHER INFORMATION: Ian Stewart, Chief Executive, MITIE Group PLC Mobile: 07979 701002 Ruby McGregor-Smith, Chief Operating Officer, MITIE Group PLC Mobile: 07979 701004 John Telling, Head of Corporate Affairs, MITIE Group PLC Mobile: 07979 701006 On 28 November at UBS Investment Bank, 1 Finsbury Avenue Press Room: 020 7567 0560 Switchboard: 020 7567 8000 Chief Executive's Review Overview We have seen measured progress in the period and have achieved good levels of growth in revenue and profit. We have grown pre-tax profit before other operating income (£1.3m in the previous year) by 7.8% to £23.4m. Our Engineering Services business has undergone some restructuring and continues to operate in a challenging market. •Revenue was £449.2m, an increase of 14.5% over last year. •Profit before tax (before other operating income) on an IFRS basis grew by 7.8% to £23.4m. •The underlying profit from continuing operations before the impact of acquisitions on a former UK GAAP basis* was £23.6m representing 10.5% growth year on year. •Earnings per share grew by 17.6% to 4.3p •Our forward order book has increased, with 92% of budgeted revenue secured for this financial year as at 30 September 2005. Markets The markets in which MITIE operates cover all parts of the economy with around 40% of work coming from the public sector and 60% from the private sector. This diversified business portfolio helps strengthen the long-term sustainability of our revenue stream and create consistent growth. MITIE has a comparatively low market share of the total outsourced market and therefore good opportunities for growth. Revenue visibility We continue to experience good visibility of earnings due to the long-term nature of contracts in the business, with 92% of budgeted revenue for this financial year secured as at 30 September 2005. Acquisitions MITIE announced the acquisition of two security companies in the six months to 30 September 2005. Intruder International Ltd, a specialist provider of electronic security solutions in the UK, which focuses on networked security solutions, was acquired on 3 May 2005 for up to £4.2m. The Watch Security Ltd, a provider of manned guarding and electronic security solutions, based in Warwick and operating throughout the Midlands, was purchased on 30 June 2005 for up to £8.2m. These acquisitions have advanced the development of a national electronic security business to complement our existing manned guarding business. They have also completed our national footprint for security, enabling us to provide our customers with a more comprehensive service and to compete for larger, national contracts. They are both being successfully integrated into the business and are fully embracing the MITIE ethos and culture. Pensions Subject to the approval of the Pension Trustees, it the intention of the Board to make a one-off contribution of £7.75m in this financial year to fund the current actuarial deficit on the MITIE Group PLC Pension Scheme (the Group's principal defined benefit pension scheme). Discontinued operations Included in discontinued losses this year is a £2.4m settlement relating to the disposal of the Access Contracting businesses in June 2002. This amount was paid in October 2005. * former UK GAAP is based on the Group's accounting policies in existence at 31 March 2005 and does not take account of any changes to UK GAAP since that date. Board Changes I was delighted when the Board accepted the Nomination Committee's recommendation that Ruby McGregor-Smith should be appointed Chief Operating Officer. She will be responsible for all operations and will continue to act as Group Finance Director until a successor is appointed. The recruitment process for her replacement is in progress. Ishbel Macpherson was appointed as a Non-Executive Director on 28 July 2005. She brings considerable financial and banking experience to MITIE. Dividend The Board has declared an interim dividend of 1.9p per share (2004: 1.6p), an increase of 18.8%. The dividend will be paid on 31 March 2006 to Shareholders on the Register at the close of business on 10 March 2006. The dividend cover, based on the Group's profit for the period, is 2.4 times. Business Review Support Services The Support Services activities within MITIE are Cleaning, Catering, Landscape, Pest Control, Security, Managed Services and Engineering Maintenance. Growth is in line with management's expectations. We are experiencing good levels of contract retentions and there are a large number of new opportunities available. Cleaning Cleaning has won new contracts in all regions and had a solid first half. Wins include work with Kellogg's in Manchester, EMI in Kensington, Motorola, City of York Council and Bruntwood Estates. Our retail cleaning business has continued to secure additional work with Tesco and has been awarded work with Homebase Stores in the South of England, the Fishergate Shopping Centre in Preston and St James Shopping Centre in Edinburgh, where the service offering has also been expanded to include engineering maintenance. Contract retentions across the business include North Middlesex Hospital, Lloyds TSB and South Wales Magistrates Courts. The Historic Royal Palaces contract, which comprises prestigious properties such as Hampton Court Palace and Kensington Palace, has recently been retained on re-bid and also extended to include the Tower of London, where MITIE Security also already operates. MITIE Waste & Environmental has been awarded work with Brent Cross Shopping Centre. The University College London cleaning contract was retained and extended earlier this year to include MITIE's waste and environmental services. This specialist business has also won four Green Apple Environment Awards for excellence in environmental awareness for clients Novartis Pharmaceuticals, Foster & Partners, United Business Media and Brent Cross Shopping Centre. They also won the Premises and Facilities Management Sustainability Award in partnership with our client Hewlett Packard. Cleaning has once again been nominated for a number of Kimberly-Clark Golden Services Awards and was successful in two categories, for Birmingham Midshires and for the Dover Harbour Board. Catering Catering has launched its 'City Living' concept, developed by our chefs and nutritionists, that looks at how food can help reduce stress, improve energy and beat off illness when commuting and working in the City. Results will be used to redesign menus to provide customers with more information about the food they eat. Catering has been successful in winning a five-year contract with Hamleys Toy Store on Regent Street, London, where our caterers are working with Hamleys to provide a cafe bar with a new kids zone hosting children's parties, themed brunches, afternoon teas and also catering services for corporate events at the store. Landscape Our landscaping business continues to grow and consolidate its position in the marketplace. Notable contract wins include those with Yorkshire Metropolitan Housing, two NHS Trusts in the West Midlands and Shropshire, Keele University and Tyneside Metro. Landscape has also renewed several contracts with King Sturge Management and their ground maintenance contract at BOC, Windlesham that was also extended to include tropical plant maintenance. Their multi-site contract with Lloyds TSB for over 700 sites across the UK has had a successful start. Pest Control Pest Control is experiencing margin pressure as major competitors strive to maintain market share. However, they have been awarded contracts with the Open University and the University of Central England and continue to pursue aggressively new business opportunities. Security The acquisitions of Watch and Intruder have been covered earlier in this Review. These new businesses fit in with our strategy to provide a total security solution nationwide. MITIE Security is now ranked as number seven in the UK guarding market by revenue and, with the national footprint now complete, aims to increase its market share with more national contracts. During the period, MITIE Security has been awarded contracts with Goodrich, in partnership with MITIE Cleaning, the Royal Liver Building and have extended their contract with the London Borough of Islington. The business is progressing well and is on track to meet the necessary deadlines for the licensing of its employees. Managed Services Working with MITIE Engineering Maintenance, Managed Services has secured a three-year contract with the Department for Culture, Media and Sport, delivering facilities management, full maintenance and fabric services to four of their buildings in central London. It has also been awarded an FM contract with T-Mobile that will cover 10 major T-Mobile buildings, 15 switch centres and 130 retail outlets across the UK. In addition, Managed Services has been awarded an extension to its contract with Monteray in Scotland. MITIE PFI, which provides facilities management to PFI school projects, continues its success. MITIE PFI has invested a total of £20,000 in two PFI schools projects in Darlington and Haverstock. During the first six months of the year MITIE PFI has been awarded facilities management contracts for the Combined Secondary Schools Project for Leeds City Council and the Ealing 2, Boldon in South Tyneside, Argyll & Bute and Kent projects. All contracts are for a period of between 25 and 28 years. MITIE Business Services has recently won a contract to deliver mail and distribution, reprographics and general office services to the London office of 3i and have been awarded the management of the mail and distribution services at ABN Amro, an extension to the central reprographic services currently provided to the bank. It has also been awarded the contract to provide reception services to Osborne Clarke's London offices, where MITIE already provides cleaning and hospitality catering services. MITIE's work with East London Business Alliance was recently recognised when we were awarded one of Morgan Stanley's highest awards for Corporate Social Responsibility, the Local Community Initiative Award 2005. MITIE has already placed 27 people from disadvantaged areas of East London into full-time employment through ELBA. The new 'Real Apprentice' scheme is the first of its kind in London and highlights the power of public and private sector businesses working in harmony to benefit the local community. Engineering Maintenance Engineering Maintenance has been successful in winning a five-year contract to provide full mechanical and engineering (M&E) and fabric maintenance services to four major United States Air Force bases. Other contracts awarded in the period include a three-year contract with AIG and a five-year contract for 23 NHS buildings in and around Barnet and Enfield, both to provide full M&E and fabric maintenance services. Engineering Maintenance has also been awarded an M&E maintenance and reactive repairs contract with MOD sites at Warminster and Larkhill. Engineering Maintenance retained its contract with Microsoft, where MITIE Cleaning also provides services, for a further three years. The contract covers Microsoft's main head office campus in Thames Valley Park, Reading, as well as regional offices in London, Chertsey and Edinburgh. The Alliance & Leicester customer service centre at Carlton Park, Leicester was also retained for a further five years. Property Services Property Services is achieving success in the social housing market. Property Services has made a substantial investment in the social housing market and is beginning to see increased activity and success in this market sector. It has secured significant contract awards from housing associations, registered social landlords and arm's-length management organisations in Leeds, Glasgow, Dumfries and Galloway, Brunel, Southampton and with Family Housing Association. These contracts span across the Decent Homes initiative, responsive and planned maintenance and are, in the main, governed by partnering agreements. Other significant awards include a major refurbishment for Brunel Care, a contract renewal for maintenance with Sentinel Housing Group and cyclical painting contracts with Ipswich Borough Council and Cambridge Services. A major fit-out of the Media Centre at BBC Broadcast Centre in White City has been completed by our specialist fit-out business, MITIE Interiors, together with extensive fast-track projects for Landflex, UBS, CEPOL Centrex, Great Portland Estates and Standard Life. MITIE Roofing has won extensive business from HM Prison Service for buildings in East Anglia, Dorset and Devon. MITIE Fire Protection is providing services to BAA on Terminal 5 at Heathrow Airport. Engineering Services Engineering Services continues to experience difficult trading conditions. The trading climate continues to be challenging, with market changes leading to a need for some restructuring of the business. This includes consolidating businesses in London and the South East, to form a single cohesive company, with an increased capability and wider experience across the full range of activities to take advantage of increased opportunities. The market conditions in the Pharmaceutical and Cleanrooms sector have changed with clients no longer seeing benefits from value added engineering; this has resulted in us closing two of our companies. Our strategy of growth in the specialist retail sector has again shown outstanding results. Increased activity by Primark and Marks & Spencer has resulted in a full order book for the retail business extending into the next financial year. Other notable contracts secured include Land Securities Trillium, Porcelanosa, Surrey County Council, Royal College of Anaesthetists and Care Homes in Gloucestershire and Shropshire. Additional work has also been awarded by the British Library, The Grosvenor House Hotel, The Palace of Westminster, Gloucester Police and Ascot Racecourse. By targeting opportunities in Education we have won work at the universities of Bristol, Birmingham, Plymouth, Middlesex, UCL and Manchester and Filton Colleges, as well as at schools and academies across the UK. Outlook Markets continue to be competitive across all of our businesses. The fact that we are able to achieve good growth levels is a tribute to the determination of our people and the quality of our services. MITIE will continue to grow by listening to our customers, understanding their needs and delivering services that meet those needs. The Board is confident that we will achieve our targets for the year. Consolidated Income Statement Year to Six months to 30 September 31 March 2005 2004 2005 (unaudited) (unaudited) (unaudited) £m £m £m Continuing operations Revenue 449.2 392.4 799.7 Cost of sales (362.8) (319.5) (638.9) Gross profit 86.4 72.9 160.8 Other operating income - 1.3 1.5 Administration expenses (64.5) (52.2) (116.7) Profit from operations 21.9 22.0 45.6 Profit from operations excluding other operating income 21.9 20.7 44.1 Investment income 1.2 0.9 2.1 Finance income 0.3 0.1 0.2 Profit before tax 23.4 23.0 47.9 Tax (6.9) (6.6) (13.9) Profit for the period from continuing operations 16.5 16.4 34.0 Discontinued operations Loss for the period from discontinued operations (2.4) (3.8) (3.8) Profit for the period 14.1 12.6 30.2 Attributable: Equity holders of the parent 13.0 11.2 27.0 Minority interest 1.1 1.4 3.2 14.1 12.6 30.2 Earnings per share (EPS) - basic 4.3p 3.6p 8.8p - diluted 4.2p 3.6p 8.7p EPS excluding discontinued operations: - basic 5.1p 4.9p 10.1p - diluted 5.0p 4.9p 10.0p Consolidated Statement of Recognised Income and Expense Year to Six months to 30 September 31 March 2005 2004 2005 (unaudited) (unaudited) (unaudited) £m £m £m Actuarial losses on defined benefit pension schemes (4.3) (3.5) (1.5) Expense in relation to share-based payments 0.3 0.2 0.5 Tax credit on items taken directly to equity 1.1 1.1 0.3 Net expense recognised directly in equity (2.9) (2.2) (0.7) Profit for the period from operations 14.1 12.6 30.2 Total recognised income for the financial period 11.2 10.4 29.5 Attributable to: Equity holders of the parent 10.1 9.0 26.3 Minority interests 1.1 1.4 3.2 Summary Group Balance Sheet At 30 September At 31 March 2005 2004 2005 (unaudited) (unaudited) (unaudited) £m £m £m Non-current assets Goodwill and intangibles 70.3 52.7 52.7 Property, plant and equipment 31.2 27.6 27.2 Deferred tax assets 4.4 3.6 3.0 Total non-current assets 105.9 83.9 82.9 Current assets Inventories 6.1 6.7 6.3 Trade and other receivables 212.7 164.2 180.0 Cash and cash equivalents 62.6 50.5 61.5 Total current assets 281.4 221.4 247.8 Total assets 387.3 305.3 330.7 Current liabilities Trade and other payables (196.1) (145.3) (159.9) Tax liabilities (8.0) (4.5) (7.4) Obligations under finance leases (0.3) (1.1) (0.2) Total current liabilities (204.4) (150.9) (167.5) Net current assets 77.0 70.5 80.3 Non-current liabilities Retirement benefit obligation (11.4) (10.1) (7.6) Obligation under finance leases (0.8) (0.2) (0.8) Deferred tax liabilities (0.2) - - Long-term provisions (13.7) (9.8) (9.2) Total non-current liabilities (26.1) (20.1) (17.6) Total liabilities (230.5) (171.0) (185.1) Net assets 156.8 134.3 145.6 Equity Share capital 7.7 7.6 7.6 Share premium account 12.4 10.3 11.5 Merger reserve 52.0 44.2 44.1 Revaluation reserve (0.2) (0.3) (0.2) Capital redemption reserve 0.3 0.2 0.3 Other reserve 0.4 1.0 0.6 Share-based payment reserve 1.0 0.4 0.7 Retained earnings 74.0 64.4 71.4 Equity attributable to equity holders of the parent 147.6 127.8 136.0 Minority interests 9.2 6.5 9.6 Total equity 156.8 134.3 145.6 Summary Group Cash Flow Statement Year to Six months to 30 September 31 March 2005 2004 2005 (unaudited) (unaudited) (unaudited) £m £m £m Net cash inflow from operating activities Profit from operations before interest and taxation 21.9 22.0 45.6 (Loss)/profit from discontinued operations (2.4) 1.0 1.0 Depreciation 4.6 5.9 10.7 Share based payment expense 0.3 0.2 0.5 Profit on sale of property, plant and equipment (0.2) (1.4) (1.8) Decrease / (increase) in working capital 5.2 (10.7) (9.3) Cash generated from operations 29.4 17.0 46.7 Minority dividends paid (0.1) (0.1) (0.1) Interest received 1.3 1.0 2.3 Income tax paid (7.5) (6.4) (13.5) Net cash generated from operating activities 23.1 11.5 35.4 Net cash used in investing activities Purchase of property, plant and equipment (7.4) (9.5) (14.0) Purchase of subsidiary undertakings (9.4) (0.2) (0.2) Disposals of property, plant and equipment 0.9 3.2 3.2 Disposal of subsidiary undertaking - 8.9 8.9 Net cash (outflow)/inflow from investing activities (15.9) 2.4 (2.1) Net cash used in financing activities Repayments of obligations under finance leases (0.1) (0.1) (0.3) Issue of share capital 1.0 1.0 3.0 Share buybacks (1.6) (9.6) (14.9) Equity dividends paid (5.4) (4.2) (9.1) Net cash outflow from financing (6.1) (12.9) (21.3) Net increase in cash and cash equivalents 1.1 1.0 12.0 Notes 1 Basis of preparation The Group's interim results for the six months ended 30 September 2005 are the first to be prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. Consequently, a number of the accounting policies adopted in the preparation of these interim financial statements are different from those adopted in the financial statements for the year ended 31 March 2005, which were prepared under UK GAAP. Details of the changes in accounting policies arising from the adoption of IFRS, together with restated information for the six months ended 30 September 2004 and for the year ended 31 March 2005, have been provided in the attached supplementary guidance on IFRS. The accounting policies set out in that document have been consistently applied to all periods presented in these interim financial statements with the exception of the impact of IAS 32 and IAS 39 Financial Instruments. In accordance with IFRS 1 First Time Adoption of International Financial Reporting Standards, the Group has elected not to restate comparative information for the impact of IAS 32 and IAS 39, but has only adopted these standards in the interim financial statements for the six months ended 30 September 2005. This adoption had no impact on the financial statements. These interim financial statements do not constitute full statutory accounts and are unaudited and unreviewed. The financial information for the year ended 31 March 2005 does not represent full accounts within the meaning of Section 240 of the Companies Act 1985. The statutory accounts for this period, which were prepared under UK GAAP, have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified. 2 Segmental analysis Six months to 30 September 2005 Six months to 30 September 2004 Revenue Profit Profit Profit Revenue Profit Profit Profit before before margin before before margin tax interest tax interest and tax and tax £m £m £m % £m £m £m % Support Services 238.7 16.0 15.2 6.7 206.6 13.5 12.9 6.5 Property Services 78.2 4.4 4.3 5.6 64.1 3.9 3.7 6.0 Engineering Services 132.3 3.0 2.7 2.2 121.7 4.3 3.9 3.5 Continuing operations before other operating income 449.2 23.4 22.2 5.2 392.4 21.7 20.5 5.5 Other operating income - - - - - 1.3 1.3 - Continuing operations 449.2 23.4 22.2 5.2 392.4 23.0 21.8 5.9 Discontinued operations - (2.4) (2.4) - 18.9 (3.5) (3.2) - Total 449.2 21.0 19.8 - 411.3 19.5 18.6 - Included within the Support Services segment for the six months ended 30 September 2005 are amounts that relate to companies acquired in the period; turnover of £6,349,000 and pre-tax losses of £31,000 (including integration costs). Six months to 30 September 2005 2004 Total Total Revenue £m £m Support Services Cleaning 98.8 92.6 Catering 7.3 6.4 Landscape 1.8 1.0 Pest Control 2.5 2.4 Security 36.5 24.6 Managed Services 46.6 46.0 Engineering Maintenance 45.2 33.6 Total Support Services 238.7 206.6 Property Services 78.2 64.1 Engineering Services 132.3 121.7 Total continuing operations 449.2 392.4 Discontinued operations - 18.9 Total 449.2 411.3 3 Dividend The proposed interim dividend of 1.9p (2004: 1.6p) per Ordinary Share will be paid on 31 March 2006 to Shareholders on the Register on 10 March 2006. 4 Earnings per share Basic diluted earnings per share have been calculated in accordance with IAS33 'Earnings Per Share'. The calculation of the basic and diluted EPS is based on the following data: 6 months to 6 months to Year to 30 September 30 September 31 March 2005 2004 2005 million million million Number of shares Weighted average number of ordinary shares for the purpose of basic EPS 303.7 308.1 306.4 Effect of dilutive potential ordinary shares:share options 2.8 0.8 4.1 Weighted average number of ordinary shares for the purpose of diluted EPS 306.5 308.9 310.5 6 months ended 6 months ended Year ended 30 September 30 September 31 March 2005 2004 2005 Earnings Per share Earnings Per share Earnings Per share amount amount amount £m pence £m pence £m pence Basic EPS Earnings for the purposes of basic EPS being net profit attributable to the equity holders of MITIE Group PLC 13.0 4.3p 11.2 3.6p 27.0 8.8p Add back: Losses from discontinued activities 2.4 0.8p 3.8 1.3p 3.8 1.3p Basic earnings before discontinued activities 15.4 5.1p 15.0 4.9p 30.8 10.1p Diluted EPS Earnings for the purpose of diluted EPS 13.0 4.2p 11.2 3.6p 27.8 8.7p Diluted earnings before discontinued activities 15.4 5.0p 15.0 4.9p 30.8 10.0p Headline EPS Basic earnings before discontinued activities 15.4 5.1p 15.0 4.9p 30.8 10.1p Other operating income - - (1.3) (0.5p) (1.5) (0.5p) Headline earnings per Ordinary Share 15.4 5.1p 13.7 4.4p 29.3 9.6p 5 Purchase of subsidiary undertakings MITIE MITIE MITIE MITIE Air MITIE Air Business Engineering Engineering MITIE MITIE Conditioning Conditioning Services Services Services Security Security (Wales) Ltd (West) Ltd Ltd (Retail) (Swansea) (North) Scotland) Total Ltd Ltd Ltd Ltd £m £m £m £m £m £m £m £m Minority interest 0.1 0.1 1.1 0.1 0.2 0.2 0.1 1.9 Goodwill 0.4 0.3 4.9 - 0.6 1.2 0.1 7.5 Total purchase 0.5 0.4 6.0 0.1 0.8 1.4 0.2 9.4 consideration Shares issued - MITIE Group PLC 0.4 0.4 5.1 0.1 0.7 1.1 0.2 8.0 Deferred consideration - - 0.7 - 0.1 0.1 - 0.9 Cash consideration being cash outflow in the period 0.1 - 0.2 - - 0.2 - 0.5 5 Purchase of subsidiary undertakings (continued) On 3 May 2005 MITIE acquired a 100% interest in the ordinary share capital of Intruder International Ltd. In the period from 1 November 2004 to acquisition the profit after taxation was £0.1m (Year to 31 October 2004 was £0.3m). The provisional net assets acquired and the related consideration were as follows: £m Intangible assets 0.1 Property, plant and equipment 1.2 Inventories 0.1 Trade and other receivables 1.0 Cash and cash equivalents 0.4 Trade and other payables (0.8) Current tax liabilities (0.1) Loans (0.8) Net assets acquired 1.1 Goodwill 3.1 Total consideration 4.2 Satisfied by: Cash 4.0 Directly attributable costs 0.2 Net cash outflow arising on acquisition: Cash consideration 4.2 Cash and cash equivalents acquired (0.4) Net cash outflow 3.8 On 30 June 2005 MITIE acquired a 100% interest in the ordinary share capital of The Watch Security Ltd. In the period from 1 July 2004 to acquisition the profit after taxation was £0.4m (Year to 30 June 2004 was £0.3m). The provisional net assets acquired and the related consideration were as follows: £m Property, plant and equipment 0.8 Inventories 0.1 Trade and other receivables 1.9 Cash and cash equivalents 1.1 Trade and other payables (2.4) Current tax liabilities (0.1) Loans (0.1) Net assets acquired 1.3 Goodwill 6.9 Total consideration 8.2 Satisfied by: Cash 6.0 Deferred consideration 2.0 Purchase consideration 8.0 Directly attributable costs 0.2 Total consideration 8.2 Net cash outflow arising on acquisition: Cash consideration 6.2 Cash and cash equivalents acquired (1.1) Net cash outflow 5.1 6 Reserves Called Share up Share Capital based share premium Merger Revaluation redemption Other payment Retained capital account reserve reserve reserve reserve reserve earnings Total £m £m £m £m £m £m £m £m £m At beginning of year 7.6 11.5 44.1 (0.2) 0.3 0.6 0.7 71.4 136.0 Shares issued and net premium arising in respect of acquisitions 0.1 - 7.9 - - - - - 8.0 Shares issued and net premium in connection of exercise of share options - 0.9 - - - (0.2) - - 0.7 Own shares acquired - - - - - - - (1.6) (1.6) Profit for the period attributable to equity holders of the parent - - - - - - - 13.0 13.0 Dividend paid - - - - - - - (5.6) (5.6) Expense in relation to share based payments - - - - - - 0.3 - 0.3 Net actuarial loss on defined benefit pension schemes - - - - - - - (4.3) (4.3) Tax credit on items taken directly to equity - - - - - - - 1.1 1.1 Balance at 30 September 2005 7.7 12.4 52.0 (0.2) 0.3 0.4 1.0 74.0 147.6 Copies of this statement will be posted to all Shareholders and will be available to the public from the Company's Head Office at 8 Monarch Court, The Brooms, Emersons Green, Bristol, BS16 7FH. International Financial Reporting Standards ('IFRS') Supplementary guidance on conversion to IFRS for the year to 31 March 2006. Contents •Summary •Introduction •IFRS 1 - First-time Adoption of International Financial Reporting Standards •Key IFRS adjustments and their impact on the financial statements •Accounting policies under IFRS •Restatement of balance sheet as at 1 April 2004 (the opening balance sheet under IFRS) •Reconciliation for the year ended 31 March 2005 - Profit and loss - Equity Appendix •Unaudited reconciliation for 6 months to 30 September 2004 - Profit and loss - Equity Summary IFRS are new financial reporting standards applicable to the Group for the first time in the interim report for the six months to 30 September 2005. The Group is required to apply these new standards retrospectively to the Group's results for all comparative financial information, as if the Group had reported under IFRS in previous accounting periods. Certain exemptions exist for the first set of accounts prepared on this basis and are detailed in the document below. There is no change to the underlying performance of the Group. The only change to cash or cash flows under IFRS is a reclassification of current asset investments to cash equivalents. The restatements result in the following changes: •an increase of £3.4m in the full-year profit before tax to 31 March 2005 to £47.9m, and an increase of £1.7m for the six-month period ended 30 September 2004 to £23.0m; and •an increase in net assets at 31 March 2005 of £3.8m, a decrease in net assets of £0.3m at 30 September 2004 and a decrease in net assets of £0.2m at 1 April 2004. Restatements arise primarily as a result of: •goodwill is no longer amortised; •goodwill written off directly to reserves under UK GAAP prior to 1998 is not included in determining the loss on disposal of MITIE Generation Ltd; •recognition of defined benefit pension scheme liabilities; •inclusion of fair value charges in relation to share-based payments; •dividend liabilities only recognised in the accounts when authorised; and •change in the recognition of deferred tax assets. Introduction To date the consolidated financial statements of MITIE Group PLC (the Group) have been prepared in accordance with UK Generally Accepted Accounting Principles (UK GAAP). For the current financial year it is required to prepare these in accordance with International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) and related interpretations as adopted by the European Union (EU). References to IFRS throughout this document refer to both IAS and IFRS. The first Annual Report under IFRS will be for the year ending 31 March 2006 and the first interim results reported under IFRS are for the six months ended 30 September 2005. This statement explains the differences that arise when the Group's results are prepared under IFRS compared to UK GAAP. It sets out reconciliations of the Group's balance sheets from UK GAAP to IFRS as at 1 April 2004 (the opening balance sheet as at the date of transition to IFRS), at 30 September 2004 and at 31 March 2005. In addition, this statement sets out reconciliations of the Group's profit and loss accounts prepared under UK GAAP to those prepared in accordance with IFRS for the six months to 30 September 2004 and for the year to 31 March 2005. This statement has been prepared by management using its best knowledge of the expected standards and interpretations of the International Accounting Standards Board (IASB), facts, circumstances and accounting policies that will be applied when the Company prepares its first complete set of IFRS financial statements as at 31 March 2006. Until such time, it is possible that the IFRS comparatives for 2005 and the accompanying opening balance sheet in this document may require adjustment. IFRS 1 - First-time Adoption of International Financial Reporting Standards IFRS 1 establishes the transitional arrangements for the preparation of the first set of financial statements in accordance with IFRS. In general, IFRS is required to be applied retrospectively so that previous financial information is also reported under IFRS for comparative purposes. Outlined below is the Group's effective position on the transitional arrangements under IFRS 1. Business combinations The Group has elected not to apply IFRS 3 retrospectively to business combinations that took place before 1 April 2004. The Group will account for acquisitions prior to 1 April 2004 as follows: •the carrying amount of goodwill recognised under UK GAAP at 1 April 2004 will not be adjusted to reflect any intangible assets acquired; •from 1 April 2004 goodwill will no longer be amortised but will be reviewed annually for impairment; and •goodwill written off directly to reserves under UK GAAP prior to 1998 will not be included in determining any subsequent profit or loss on disposal. Employee benefits Under IFRS 1, the Group will elect to take advantage of the exemption, which allows cumulative actuarial gains or losses on defined benefit pension schemes at the date of transition to IFRS to be recognised immediately. Going forward, actuarial gains and losses will be recognised in full in the period in which they occur, being reported in the consolidated statement of recognised income and expense. Share based payments Following IFRS 2, the Group has applied fair value to all grants of equity instruments after 7 November 2002 that had not vested by 1 April 2005. At 1 April 2004, the cumulative IFRS 2 charge has been shown within a separate Share based Payment Reserve within Equity. Going forward (in accordance with IFRS 2), the imputed fair value at the date of grant of options issued under savings-related and executive share option schemes will be charged to profit from operations on a straight-line basis over the vesting period. Key IFRS adjustments and their impact on the financial statements IFRS 2 - Share based payments Under IFRS 2, share awards must be measured at fair value at grant date and should be recognised as an expense to operating profit on a straight-line basis over the vesting period. No expense was required under UK GAAP. The Group has valued all share option awards granted since 7 November 2002 (a date specified in IFRS 2) that vest after the effective date of IFRS 2 on 1 April 2004. The Group has used the Black-Scholes model for the valuations. The impact is to reduce the Group's reported operating profit. This is £0.5m for the year ended 31 March 2005 and £0.2m for the period ended 30 September 2004. Related deferred tax assets amounting to £0.0m at 1 April 2004, £0.1m at 30 September 2004 and £0.2m at 31 March 2005 have been recognised and will be released when the share options vest and are exercised. IFRS 3 - Business combinations Under IFRS 3, goodwill is no longer amortised and, instead, is assessed annually for impairment. Goodwill arising on acquisitions before 1 April 2004 will not be restated. As a result of this change, the Group's operating profit will be increased by the goodwill previously amortised under UK GAAP. For the year to 31 March 2005, this was £2.8m and for the half year to 30 September 2004, it totalled £1.4m. In the year ended 31 March 2005 the loss on disposal of MITIE Generation Ltd included £5.0m of goodwill which arose on acquisition prior to FRS10 Goodwill and which had previously been written off in reserves. Under IFRS, this goodwill remains written off in reserves and does not get included in the loss on sale. The loss on sale of MITIE Generation Ltd has been adjusted to £3.8m. IAS 10 - Events after the balance sheet date Under IAS 10, dividends proposed after the balance sheet date are not recognised as a liability at the balance sheet date. Dividends are therefore recorded in the Group's financial statements in the period in which they are authorised. Dividends proposed, but not approved at the balance sheet date have been reversed from the financial statements. This increased the net assets of the Group by £4.5m at 1 April 2004, £4.8m at 30 September 2004 and £5.6m at 31 March 2005. IAS 12 - Income taxes Due to the changes required in respect of pension liabilities and share based payments, additional deferred tax on these adjustments has been recognised in full. IAS 19 - Employee benefits The key impact on the Group will be accounting for retirement benefits for defined benefit pension schemes. The Group has previously accounted for these schemes using SSAP 24 and in accordance with the transition rules under FRS 17. The adoption of IAS 19 does not result in a significant change to operating profit. The impact on the Group's balance sheet at 1 April 2004 will be to recognise a pension liability of £7.1m (equal to the deficit in the defined benefit pension schemes). The net impact is to reduce shareholders' equity by £5.0m (after deferred tax). At 30 September 2004 the Group's pension liability amounted to £10.1m (£7.1m, net of deferred tax). At 31 March 2005 the Group's pension liability amounted to £7.6m (£5.3m, net of deferred tax). Presentation of financial statements The income statement and balance sheet contained within this document have been presented substantially in accordance with IAS 1 'Presentation of Financial Statements'. This format and presentation may require modification as best practice develops and any further guidance is issued. Reconciliation of equity at 1 April 2004 UK GAAP IFRS IFRS 2 Share IAS 12 based IAS 10 Deferred IAS 19 payments Dividends tax Pensions £m £m £m £m £m £m Non-current assets Goodwill and intangibles 51.9 - - - - 51.9 Property, plant and equipment 40.3 - - - - 40.3 Deferred tax assets - - - 0.3 2.1 2.4 Total non-current assets 92.2 - - 0.3 2.1 94.6 Current assets Inventories 7.1 - - - - 7.1 Trade and other receivables 151.9 - - - - 151.9 Cash and cash equivalents 49.5 - - - - 49.5 Total current assets 208.5 - - - - 208.5 Total assets 300.7 - - 0.3 2.1 303.1 Current liabilities Trade and other payables (146.3) - - - - (146.3) Tax liabilities (6.5) - - - - (6.5) Obligations under finance leases (0.1) - - - - (0.1) Proposed dividend (4.5) - 4.5 - - - Total current liabilities (157.4) - 4.5 - - (152.9) Net current assets 51.1 - 4.5 0.3 2.1 55.6 Non-current liabilities Retirement benefit obligations - - - - (7.1) (7.1) Deferred tax liabilities (0.1) - - - - (0.1) Long-term provisions (7.4) - - - - (7.4) Total non-current liabilities (7.5) - - - (7.1) (14.6) Total liabilities (164.9) - 4.5 - (7.1) (167.5) Net assets 135.8 - 4.5 0.3 (5.0) 135.6 Equity Share capital 7.7 - - - - 7.7 Share premium account 9.8 - - - - 9.8 Merger reserve 40.9 - - - - 40.9 Revaluation reserves (0.4) - - - - (0.4) Capital redemption reserve - - - - - - Other reserve 1.0 - - - - 1.0 Share based payment reserve - 0.2 - - - 0.2 Retained earnings 70.2 (0.2) 4.5 0.3 2.1 69.8 Equity attributable to equity holders of the parent 129.2 - 4.5 0.3 (5.0) 129.0 Minority interest 6.6 - - - - 6.6 Total equity 135.8 - 4.5 0.3 (5.0) 135.6 Summary of significant accounting policies under IFRS The significant accounting polices adopted in the preparation of the Group's IFRS financial information are set out below. Basis of preparation The consolidated financial information have been prepared on the historical cost basis. The consolidated financial information are presented substantially in accordance with IAS 1 'Presentation of Financial Statements'. However, this format and presentation may require modification as best practice develops and any further guidance is issued. Basis of consolidation The consolidated financial statements comprise the financial statements of MITIE Group PLC and all its subsidiaries. The financial statements of the subsidiaries are in accordance with UK Generally Accepted Accounting Principles (UK GAAP). Adjustments are made in the consolidated accounts to bring into line any dissimilar accounting policies that may exist between UK GAAP and IFRS. All intercompany balances and transactions, including unrealised profits arising from intra-group transactions, have been eliminated in full. Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Goodwill Goodwill arising on consolidation represents the excess of the cost of acquisition over the Group's interest in the fair value of the identifiable assets and liabilities of a subsidiary, associate or jointly-controlled entity at the date of acquisition. Cost of acquisition includes all deferred amounts that become payable in the future. Goodwill is recognised as an asset and reviewed for impairment at least annually. Any impairment is recognised immediately in profit or loss and is not subsequently reversed. On disposal of a subsidiary, associate or jointly-controlled entity, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. Goodwill arising on acquisitions before the date of transition to IFRS has been retained at the previous UK GAAP amounts subject to being tested for impairment at that date. Goodwill written off to reserves under UK GAAP prior to 1998 has not been reinstated and is not included in determining any subsequent profit or loss on disposal. Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation and any impairment in value. Depreciation is charged so as to write off the cost of the assets over their estimated useful lives and is calculated on a straight-line basis as follows: Freehold buildings and long leasehold property - over 50 years Leasehold improvements - period of the lease Plant and equipment - 3-14 years The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash-generating units are written down to their recoverable amount. The recoverable amount of property, plant and equipment is the greater of net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Investments All investments are initially recorded at cost, being the fair value of the consideration given and including acquisition charges associated with the investment. Subsequently, they are reviewed for impairment if events or changes in circumstances indicate the carrying value may not be recoverable. Foreign currency Transactions in foreign currencies are recorded at the rate of exchange at the date of transaction or, if hedged, at the forward contract rate. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date or, if appropriate, at the forward contract rate. Leasing Finance leases, which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased item or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income. Capitalised leased assets are depreciated over the shorter of the estimated life of the asset or the lease term. Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the lease term. Any lease incentives are amortised over the lesser of the life of the operating lease or to the first opportunity for termination. Inventories Inventories are stated at the lower of cost and net realisable value. Costs represent materials, direct labour and overheads. Net realisable value is based on estimated selling price, less further costs expected to be incurred to completion and disposal. Provision is made for obsolete, slow moving or defective items where appropriate. Revenue Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Other than in respect of long-term contracts, described below, revenue represents fee income recognised in respect of services provided during the period (stated net of value added tax). Revenue is earned solely within the United Kingdom. Revenue from long-term contracts represents the sales value of work done in the year, including fees invoiced and estimates in respect of amounts to be invoiced after the year-end. Profits are recognised on long-term contracts where the final outcome can be estimated reliably. In calculating this, the percentage of completion method is used based on the proportion of costs incurred to the total estimated cost. Cost includes direct staff costs and outlays. Full provision is made for all known or anticipated losses on each contract immediately such losses are forecast. Gross amounts due from customers are stated at the proportion of the anticipated net sales value earned to date, less amounts billed on account. To the extent that fees paid on account exceed the value of work performed, they are included in creditors as gross amounts due to customers. Revenue from bundled contracts consists of various components which operate independently of each other and for which reliable fair values can be established. Accordingly, each component is accounted for separately as if it were an individual contractual arrangement. Tax The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available, against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Pension schemes The Group operates two defined benefit pension schemes. The Group also operates a fully insured defined contribution pension scheme, the assets of which are held in independently administered funds. Payments to the defined contribution pension schemes are charged as an expense as they fall due. For the defined benefit pension schemes, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses are recognised in full in the period in which they occur. They are recognised outside profit or loss and presented in the statement of recognised income and expense. Past service cost is recognised immediately to the extent that the benefits are already vested, and otherwise is amortised on a straight-line basis over the average period until the benefits become vested. The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit obligation as adjusted for unrecognised past service cost, and as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost, plus the present value of available refunds and reductions in future contributions to the plan. Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event and it is possible that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost. Pre-contract costs All bid costs are expensed through the income statement up to the point where contract award (or full recovery of costs) is virtually certain. Bid costs incurred after this point are then capitalised within trade and other receivables. On the contract award these bid costs are amortised through the income statement over the contract period by reference to the stage of completion of the contract activity at the balance sheet date. Share based payments The Group operates a number of executive and employee share schemes. For all grants of share options and awards, the fair value as at the date of grant is calculated using the Black-Scholes model and the corresponding expense is recognised over the vesting period. The Group has taken advantage of the transitional provisions of IFRS2 in respect of equity-settled awards and has applied IFRS2 only to equity-settled awards granted after 7 November 2002 that had not vested before 1 April 2005. Reconciliation of profit for the year ended 31 March 2005 UK GAAP IFRS IFRS 2 Share IFRS 3 IAS 12 based Business Deferred IAS 19 payment combinations tax Pensions £m £m £m £m £m £m Continuing operations Revenue 799.7 - - - - 799.7 Cost of sales (638.9) - - - - (638.9) Gross profit 160.8 - - - - 160.8 Other operating income 1.5 - - - - 1.5 Administration expenses (119.9) (0.5) 2.8 - 0.9 (116.7) Profit from operations 42.4 (0.5) 2.8 - 0.9 45.6 Investment income 2.1 - - - - 2.1 Finance income - - - - 0.2 0.2 Profit before tax 44.5 (0.5) 2.8 - 1.1 47.9 Tax (14.1) 0.2 - - - (13.9) Profit for the year from continuing operations 30.4 (0.3) 2.8 - 1.1 34.0 Discontinued operations Loss for the period from discontinued operations (8.8) - 5.0 - - (3.8) Profit for the period 21.6 (0.3) 7.8 - 1.1 30.2 Attributable to: Equity holders of the parent 18.4 (0.3) 7.8 - 1.1 27.0 Minority interest 3.2 - - - - 3.2 21.6 (0.3) 7.8 - 1.1 30.2 Earnings per share Basic 6.0p 8.8p Diluted 5.9p 8.7p Earnings per share before discontinued operations Basic 9.1p 10.1p Diluted 9.0p 10.0p The amount shown above as the loss for the period from discontinued operations on a UK GAAP basis is calculated as follows: £m Revenue 18.9 Cost of sales (12.6) Gross profit 6.3 Administration expenses (5.3) Profit before tax 1.0 Tax (0.2) Profit for the period from discontinued operations 0.8 Exceptional loss on sale of discontinued operations (9.6) Loss for the period from discontinued operations (8.8) Reconciliation of equity at 31 March 2005 (date of last UK GAAP Statements) UK GAAP IFRS IFRS 2 Share IFRS 3 IAS 12 based Business IAS 10 Deferred IAS 19 payment combinations Dividends tax Pensions £m £m £m £m £m £m £m Non-current assets Goodwill and intangibles 49.9 - 2.8 - - - 52.7 Property, plant and equipment 27.2 - - - - - 27.2 Deferred tax assets - 0.2 - - 0.5 2.3 3.0 Total non-current assets 77.1 0.2 2.8 - 0.5 2.3 82.9 Current assets Inventories 6.3 - - - - - 6.3 Trade and other receivables 180.0 - - - - - 180.0 Cash and cash equivalents 61.5 - - - - - 61.5 Total current assets 247.8 - - - - - 247.8 Total assets 324.9 0.2 2.8 - 0.5 2.3 330.7 Current liabilities Trade and other payables (159.9) - - - - - (159.9) Tax liabilities (7.4) - - - - - (7.4) Obligations under finance leases (0.2) - - - - - (0.2) Proposed dividend (5.6) - - 5.6 - - - Total current liabilities (173.1) - - 5.6 - - (167.5) Net current assets 74.7 - - 5.6 - - 80.3 Non-current liabilities Retirement benefit obligation - - - - - (7.6) (7.6) Deferred tax liabilities (0.8) - - - - - (0.8) Long-term provisions (9.2) - - - - - (9.2) Total non-current liabilities (10.0) - - - - (7.6) (17.6) Total liabilities (183.1) - - 5.6 - (7.6) (185.1) Net assets 141.8 0.2 2.8 5.6 0.5 (5.3) 145.6 Equity Share capital 7.6 - - - - - 7.6 Share premium account 11.5 - - - - - 11.5 Merger reserve 44.1 - - - - - 44.1 Revaluation reserves (0.2) - - - - - (0.2) Capital redemption reserve 0.3 - - - - - 0.3 Other reserve 0.6 - - - - - 0.6 Share based payment reserve - 0.7 - - - - 0.7 Retained earnings 68.3 (0.5) 2.8 5.6 0.5 (5.3) 71.4 Equity attributable to equity holders of the parent 132.2 0.2 2.8 5.6 0.5 (5.3) 136.0 Minority interest 9.6 - - - - - 9.6 Total equity 141.8 0.2 2.8 5.6 0.5 (5.3) 145.6 Appendix Unaudited reconciliation of profit for six months to 30 September 2004 UK GAAP IFRS IFRS 2 Share IFRS 3 IAS 12 based Business Deferred IAS 19 payment combinations tax Pensions £m £m £m £m £m £m Continuing operations Revenue 392.4 - - - - 392.4 Cost of sales (319.5) - - - - (319.5) Gross profit 72.9 - - - - 72.9 Other operating income 1.3 - - - - 1.3 Administration expenses (53.8) (0.2) 1.4 - 0.4 (52.2) Profit from operations 20.4 (0.2) 1.4 - 0.4 22.0 Investment income 0.9 - - - - 0.9 Finance income - - - - 0.1 0.1 Profit before tax 21.3 (0.2) 1.4 0.5 23.0 Tax (6.7) 0.1 - - (6.6) Profit for the period from continuing operations 14.6 (0.1) 1.4 - 0.5 16.4 Discontinued operations Loss for the period from discontinued operations (8.8) - 5.0 - - (3.8) Profit for the period 5.8 (0.1) 6.4 - 0.5 12.6 Attributable to: Equity holders of the parent 4.4 (0.1) 6.4 - 0.5 11.2 Minority interest 1.4 - - - - 1.4 5.8 (0.1) 6.4 - 0.5 12.6 Earnings per share Basic 1.4p 3.6p Diluted 1.4p 3.6p Earnings per share before discontinued operations Basic 4.5p 4.9p Diluted 4.5p 4.9p The amount shown above as the loss for the period from discontinued operations on a UK GAAP basis is calculated as follows: £m Revenue 18.9 Cost of sales (12.6) Gross profit 6.3 Administration expenses (5.3) Profit before tax 1.0 Tax (0.2) Profit for the period from discontinued operations 0.8 Exceptional loss on sale of discontinued operations (9.6) Loss for the period from discontinued operations (8.8) Appendix Unaudited reconciliation of equity at 30 September 2004 UK GAAP IFRS IFRS 2 Share IFRS 3 IAS 12 based Business IAS 10 Deferred IAS 19 payment combinations Dividends tax Pensions £m £m £m £m £m £m £m Non-current assets Goodwill and intangibles 51.3 - 1.4 - - - 52.7 Property, plant and equipment 27.6 - - - - - 27.6 Deferred tax assets - 0.1 - - 0.5 3.0 3.6 Total non-current assets 78.9 0.1 1.4 - 0.5 3.0 83.9 Current assets Inventories 6.7 - - - - - 6.7 Trade and other receivables 164.2 - - - - - 164.2 Cash and cash equivalents 50.5 - - - - - 50.5 Total current assets 221.4 - - - - - 221.4 Total assets 300.3 0.1 1.4 - 0.5 3.0 305.3 Current liabilities Trade and other payables (145.3) - - - - - (145.3) Tax liabilities (4.5) - - - - - (4.5) Obligations under finance leases (1.1) - - - - - (1.1) Proposed dividend (4.8) - - 4.8 - - - Total current liabilities (155.7) - - 4.8 - - (150.9) Net current assets 65.7 - - 4.8 - - 70.5 Non-current liabilities Retirement benefit obligation - - - - - (10.1) (10.1) Deferred tax liabilities (0.2) - - - - - (0.2) Long-term provisions (9.8) - - - - - (9.8) Total non-current liabilities (10.0) - - - - (10.1) (20.1) Total liabilities (165.7) - - 4.8 - (10.1) (171.0) Net assets 134.6 0.1 1.4 4.8 0.5 (7.1) 134.3 Equity Share capital 7.6 - - - - - 7.6 Share premium account 10.3 - - - - - 10.3 Merger reserve 44.2 - - - - - 44.2 Revaluation reserves (0.3) - - - - - (0.3) Capital redemption reserve 0.2 - - - - - 0.2 Other reserve 1.0 - - - - - 1.0 Share based payment reserve - 0.4 - - - - 0.4 Retained earnings 65.1 (0.3) 1.4 4.8 0.5 (7.1) 64.4 Equity attributable to equity holders of the parent 128.1 0.1 1.4 4.8 0.5 (7.1) 127.8 Minority interest 6.5 - - - - - 6.5 Total equity 134.6 0.1 1.4 4.8 0.5 (7.1) 134.3 Copies of this statement will be posted to all Shareholders and will be available to the public from the Company's Head Office at 8 Monarch Court, The Brooms, Emersons Green, Bristol, BS16 7FH. Financial Calendar Shares ex-dividend 8 March 2006 Record date for interim dividend 10 March 2006 Payment date for interim dividend of 1.6p per 2.5p share 31 March 2006 Preliminary results for the year to 31 March 2006 22 May 2006 Annual General Meeting 27 July 2006 MITIE Group PLC, 8 Monarch Court, The Brooms, Emersons Green, Bristol, BS16 7FH T 0117 970 8800 F 0117 302 6743 E group@mitie.co.uk www.mitie.co.uk This information is provided by RNS The company news service from the London Stock Exchange

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Mitie Group (MTO)
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