Final Results - Year Ended 31 December 1999

National Express Group PLC 14 March 2000 National Express Group PLC Preliminary Results for the year ended 31 December 1999 Financial Highlights - Turnover up 11.7% to £1,476.7m (1998: £1,322.4m) - Operating profit before exceptional costs and amortisation of goodwill up 18.2% to £113.2m (1998: £95.8m) - Interest cover 16.4 times - Normalised profit before tax up 9.9% to £107.4m (1998: £97.7m) - Normalised diluted earnings per share up 13.3% to 62.1p (1998: 54.8p) - Final dividend of 12.45p (1998: 11.3p), making a total dividend for the year of 18.2p per share (1998: 16.0p), an increase of 13.8% - Operating cashflow from continuing operations of £100.0m (1998: £98.2m) - Significant investment programme - £295.1m on acquiring new businesses in new markets - £97.9m capital investment for growth in existing businesses - Net debt at 31 December 1999 was £315.9m (1998: net cash of £35.1m) - At 31 December 1999, the Group had net assets of £267.0m (1998: £211.9m) Operational Highlights - International growth strategy implemented - 25% of operations now in international markets: - Leading positions in US bus market - Australia's largest privately-owned public transport company - Investment in new technology: - 10% shareholding in PCL will lead to introduction of travel smartcards - Investment in further enhancement of web site to enable customers to buy rail tickets online - Record passenger numbers - up over 26% on 1998 levels. Over 660m passenger journeys were made on the Group's services during 1999 - One per cent growth in bus passenger numbers for second consecutive year. Strong passenger growth on four existing Quality Partnership schemes in West Midlands with another three being implemented in 2000. Three year £30 million Infrastructure Investment Partnership being implemented - 277 new low floor easy access buses put into service - representing £31m- investment. 40% of bus fleet is now easy access and average age of buses is less than 9 years - Of 122 new trains on order worth £320m, 47 are already in service, with a further 75 due in 2000. 46 of these trains are in excess of franchise commitments. Frequency of rail services increased during 1999 - Operating profits for trains division up 8.1% to £28.0m, despite £30.9m decrease in subsidy. 10% increase in passenger rail revenues across trains division for second successive year - Strengthened senior management team with new appointments to the Board. Commenting on current trading and prospects, Chairman Michael Davies said: '1999 was a successful year and the new year has started in line with our expectations. Passenger numbers are continuing to increase. We can see many opportunities for further profitable growth in all our markets, including increasing transport privatisation worldwide. The SSRA outlined its objectives for the franchise replacement programme at the end of 1999 and announced on 8 March this year that our Central Trains franchise has been selected for renewal. We welcome this announcement and are confident that National Express can make a major contribution to meeting the SSRA's objectives. Provided we can be satisfied that a long term commitment to passenger rail services can deliver good returns for our shareholders, we look forward to working with the SSRA to make its vision for a railway system for the 21st century become reality. We have the quality of management across the Group and the financial headroom to take full advantage of all these opportunities and look forward to the year ahead with confidence.' For further information, please contact: Phil White, Chief Executive William Rollason, Finance Director Helen McCorry, Group Communications Manager National Express Group PLC 020 7529 2000 Nicola Marsden/Steve Jacobs Financial Dynamics 020 7831 3113 There will be an analyst meeting at 0900 hours on 14th March 2000 at Financial Dynamics, Holborn Gate, 26 Southampton Buildings, London WC2 National Express Group PLC Preliminary Results For the year ended 31 December 1999 In 1999 National Express became an international passenger transport company with 25% of our operations now in international markets. Our operating profit before exceptional items was ahead of last year and our strong cash flows funded investment in both new markets and in our existing businesses. 660 million passengers used our services - up over 26% on 1998 levels. We expanded into key geographic markets. In the US we became the third-largest school bus operator when we acquired Durham Transportation in August 1999 and the second-largest public transit company when we added ATC Group to our portfolio in December. In Australia, we became the largest private operator of public transport services. We purchased National Bus Company and Transport Management Group in May, which together operate bus services in Australia's four major cities. In September, we took over three franchises to operate train and tram services in Melbourne. In the UK, we further developed the quality and value for money of our services for passengers and all of our UK divisions increased profits. Our business philosophy centres on encouraging more people to use public transport. To that end, we are working closely with all of our public-sector partners to implement the Government's integrated transport policy. Management During the year we greatly strengthened our senior management team. Richard Brown, previously head of our UK trains division, joined the Board in July as Commercial Director. In November, Ray O'Toole joined from FirstGroup plc to become Chief Operating Officer of our UK businesses and in the following month William Rollason, who was previously at Carlton Communications Plc, joined us as Finance Director. In November we appointed Barry Gibson, Group Chief Executive of Littlewoods, as a non-executive Director. I welcome all the new Board members whose fresh ideas, energy and enthusiasm will help shape our ability to meet our objectives for long term, sustainable growth. Financial Results and Dividend Turnover increased by 11.7% to to £1,476.7m (1998: £1,322.4m). Operating profit, before exceptional costs and the amortisation of goodwill, increased to £113.2m (1998: £95.8m), up 18.2%. Profit before tax, goodwill and exceptional costs was up 9.9% to £107.4m (1998: £97.7m). Diluted, normalised earnings per share increased by 13.3% to 62.1p (1998: 54.8p). We generated cash of £100.0m (1998: £98.2m) from continuing operations and invested £97.9m in new assets and £295.1m in acquiring new businesses. A final dividend of 12.45p per ordinary share (1998: 11.3p) will be paid on 5 May 2000 to shareholders on the register at 31 March 2000. Including the interim dividend, the proposed total dividend for the year is up 13.8% at 18.2p per share. Review of Operations 1999 was a successful year. We invested in new markets, in our existing businesses and in new technology. This has helped us become a leading supplier of high-quality, value for money passenger transport services worldwide. Investing in new markets - United States and Australia In the important US public transport market the acquisitions of Durham and ATC gave us nationwide coverage and critical mass in key sectors. Our new US division, National Express Corporation, is the second-largest provider of public transit bus services and the third-largest student transportation company. With a combined fleet of 8,000 vehicles, these operations serve 210 million passengers a year and employ over 12,500 people, including more than 10,000 drivers. Turnover in 1999 for the new US division, following the acquisition of Durham in August, was £64.6m and operating profit was £9.5m. There are excellent opportunities for further growth in our US markets where only 30% of the student transportation sector and 8% of the public transit sector is privatised. Our new businesses have impressive records for winning contracts and extending existing ones as well as encouraging their customers - the school districts and local municipalities - to contract-out their services. The combination of added-value service provision and attention to working in partnership with customers has enabled our companies to outperform the underlying growth rates in their sectors. We are confident that during this year we will increase our market share by winning new contracts and making further strategic acquisitions. In Australia, we are now the largest privately-owned public transport company. During the year we strengthened the management of our bus operations and established a clear plan for achieving greater efficiencies. New bus timetables were launched in Melbourne in February 2000, and we are working with other local operators to replace the current ticketing systems with a smartcard system by the end of 2001. We extended our networks in Perth and in Sydney, where we worked closely with our public sector partners to develop a highly successful commuter bus priority route. Turnover for our Australian bus companies for the eight months following acquisition was £32.7m and operating profit was £1.1m. When Victoria's public transport system was privatised last year we won three long-term franchises to operate trains and trams in Melbourne. Over 148 million passenger journeys were made on these services in 1999. Turnover for our Australian train and tram businesses for the four months following acquisition was £59.1m and operating profit was £3.1m. We have already improved performance since we took over these companies at the beginning of September. We launched new products to encourage more off-peak travel and introduced more morning peak services. We are building on this excellent beginning: 150 new trains and trams, worth £310m, are being ordered to be delivered by 2004 onwards and refurbishment of the existing fleet has already commenced. We are committed to making Victoria's public transport system more efficient and to encourage more passengers onto our services. Investing in existing businesses Buses Turnover for our UK bus division was up 3.3% to £196.4m (1998: £190.1m) and operating profit was up 8.7% to £47.6m (1998: £43.8m). For the second successive year one per cent more passengers used Travel West Midlands' (TWM's) services in 1999. In November, the UK Government held a national Bus Summit where a number of commitments were made by the industry. We are already meeting many of these, including investment in new buses and people, partnership initiatives and integration. During the year we invested £31m in 277 new low-floor, easy- access buses including the first high-capacity 'Bendi-Buses' and easy access double deckers. Since embarking on our fleet replacement programme after we acquired TWM four years ago, we have invested over £80m in over 800 new vehicles. The average age of our buses is now less than nine years and 40% of our fleet comprises low floor easy-access buses. The vast majority are in service on our TWM network - making this the largest fleet of easy-access vehicles to be operating on a single bus network in Europe. All of these new buses run on low emission fuel, which reduces their impact on the environment. More frequent and new services were introduced across TWM's network and new fare offers and promotions were introduced during the year. Travelcard sales increased by over 6% when we cut the cost of commuting by bus in and around Birmingham to under £10 a week. We continued to strengthen our partnership programmes with local authorities. Strong growth on all four of our existing quality partnerships in the West Midlands proves that more people will use buses if journey times are improved and quality standards raised. A further three quality partnerships are being implemented in 2000. Construction work has also been completed at the first congestion 'hot spot' in the West Midlands as part of our innovative 'Infrastructure Investment Partnership' under which we have agreed to invest £30m over three years. Further projects will be completed during 2000 and will help to alleviate the impact of congestion and improve the efficiency of bus services across the West Midlands - two of the most important criteria for encouraging more people to travel by bus. At the end of May 1999, the £145m Midland Metro light-rail system, which operates between Wolverhampton and Birmingham, was launched. Three million passenger journeys were made on this service in the first six months. The Midland Metro not only represents a completely new public transport system in its own right but, thanks to the work that has been done to integrate it fully with the existing bus and heavy-rail systems across the region, it also means that the West Midlands can now rightfully claim to have one of Britain's most accessible public transport networks. Trains Total turnover for our trains division was up to £921.8m (1998: £918.0m). However, excluding franchise payments, which reduced in 1999 by £30.9m, turnover was up 8.3% to £453.6m and passenger revenue increased by 10%. Operating profit increased by 8.1% to £28.0m (1998: £25.9m). The first 47 new trains from our £320 million order of 122 were put into service. Of the 122, 46 of these trains are in excess of our franchise commitments. It is disappointing that in some cases the manufacturers have failed to deliver all of our new trains on time as this has delayed our ability to implement fully plans for developing passenger services. The remaining 75 new trains are due to come into service during 2000. Those trains that are now in service have delivered tangible customer benefits. The frequency of many services has doubled and new destinations are being served. This has given greater flexibility and choice of travel options to our customers. In February 2000 we launched 'Airport Express' with BAA. 'Airport Express' will improve public transport links to airports and the two companies will jointly market the Gatwick and Heathrow Express rail links to develop common standards of service quality. We aim to develop this initiative further by integrating our extensive airport coach networks with these businesses. Together with BAA we put forward a proposal to the SSRA, under its franchise replacement programme, to operate Stansted Express as part of an integrated set of London Airport Express services. We developed our sales distribution channels during the year and sales through our train call centres increased by 50% in 1999. We are building on this, and our success at selling our coach services on the internet, by investing in a new web site which, when launched later this year, will enable customers to buy rail tickets online. Good punctuality and reliability performances continued to be achieved across the division. In particular, Silverlink made major improvements to its performance. The SSRA announced on 8 March 2000 that Central Trains was to be included in the second tranche of its franchise replacement programme. We have already submitted a proposal to the SSRA for improving Central's services across its network and look forward to developing these ideas further over the next few weeks. We also submitted proposals to the SSRA for the Silverlink County line and London orbital routes. The safety of our rail services is our priority and is an important part of our culture. National Express was instrumental in helping to establish the National Safety Task Force in November to improve safety across the railway network. One of its first actions was to launch a national confidential telephone hotline for staff concerned about safety. This system was modeled on a ScotRail innovation which has a proven record of success. Coaches Turnover for ongoing businesses within our coach division was up 2.7% to £168.2m (1998: £163.8m) and operating profit increased to £11.0m (1998: £10.3m). Passenger journeys increased by 5% year-on-year. We made coach travel easier by introducing more turn-up-and-ride 'Shuttles' on our core National Express network. These Shuttles help meet the increasing demand for routes which directly link to major towns and cities. We developed our sales and distribution channels and sales through our call centres and internet site - which now account for 17% of sales - grew by 16%. More locations were fitted with our 'Smart' system, which enables ticketing-on-departure. Customers can now book via our call centres or web site and collect their tickets at the point of departure, making it easier to buy tickets and reducing the time between ticket purchase and time of travel. At the start of the year we further developed our range of dedicated branded airport coach services by launching Airlinks. We acquired the net assets of Silverwing, which provides crew and passenger transfers at Heathrow and Gatwick Airports and, together with our existing businesses, we are now able to provide the most complete range of air and landside passenger and crew transportation services to airlines in the UK. We acquired Cambridge Coach Services to expand our express coach links from East Anglia to London's four airports and to enable us to capitalise on the substantial growth which is anticipated at Stansted Airport. Eurolines launched promotional fares to build on its policy of providing the best value-for-money in the cross-channel travel market, against strong competition from no-frills airlines. Passenger numbers on its key London to Paris and London to Amsterdam routes grew strongly. Airports Turnover was up 3.7% to £33.9m (1998: £32.7m) and operating profit increased by 3.2% to £12.9m (1998: £12.5m), despite the loss of duty free sales for the last six months of the year, which affected operating profit by approximately £1.0m. 1999 was another record year for East Midlands Airport (EMA), with passenger numbers up 4% and cargo tonnage up 15%. We continued to improve EMA's facilities. Work began on the joint £70m investment in a new air cargo centre with DHL. This is due to be fully operational in April 2000 when it will be able to handle 20,000 letters and 25,000 parcels each hour. Work also began on extending EMA's runway. Completion is expected later this year and will enable the airport to handle passenger and cargo aircraft to long-haul destinations. The first phase of the Pegasus business park at EMA, which is being jointly developed with a local property company, is due to be completed later this year. Powergen has already chosen the site for its East Midlands Regional Headquarters and we have reached an agreement with Holiday Express for the development of a 90-bedroom hotel. Investing in new technology We made a number of important moves towards using new technology to make public transport easier to use. Our express coach business was the first public transport operator to promote and sell its services on the internet. Since its launch in 1998, the National Express web site has received high praise and, in a recent independent review, was estimated to be among the top 30 fastest growing web sites in the UK. Sales of coach tickets on the internet increased three-fold in 1999. We are now building on our internet skills and experience and are investing in a new web site to be launched this year which will give passengers access to rail service and fare information and enable them to buy tickets for all UK rail services on line. The web site will be extended to enable our customers to buy tickets for all our other UK services online. In January 2000, we took a 10% shareholding in PCL, which is introducing a UK- wide, multi-modal travel smartcard. A similar system has been successfully introduced in Hong Kong where the ability to use a single smartcard across the public transport network has proved to be a major step in delivering a fully- integrated system. Our travel smartcards, which will have multi-application potential, will help us to develop our services to meet passenger needs better by giving us a clearer understanding of their travel patterns. We will be launching a pilot smartcard scheme on our buses in Coventry and we will then roll out the new technology across the whole of our UK operations. Safety The Board regularly reviews the safety of the Group's operations. In 1999 we commissioned an independent report on the effectiveness of our safety systems. We expect to receive this report in the Summer. In addition we established a new Safety Committee of the Board to review, monitor and measure our progress in fulfilling our safety responsibilities and to ensure that best practice is consistently applied across the Group. I am confident that at all levels across the Group we take our primary responsibility - the safety of our passengers and employees - extremely seriously and that our commitment to delivering safe services is an important part of our culture. Investing In People Our most valuable resource is our people. We have capitalised on the quality and strength of our management teams by moving people between businesses, disciplines and, in some cases, countries, with great success. We could not have achieved the successes of the past year without the commitment of our people. It is their constant focus on quality, service and safety which gives us our competitive edge and I thank them for their contribution to the Group's ongoing success. Current Trading and Prospects The new year has started in line with our expectations with passenger numbers continuing to increase. We can see many opportunities for further profitable growth in our markets, including increasing transport privatisation worldwide. The SSRA outlined its objectives for the franchise replacement programme at the end of 1999 and announced on 8 March this year that our Central Trains franchise has been selected for renewal. We welcome this announcement and are confident that National Express can make a major contribution to meeting the SSRA's objectives. We have submitted a range of innovative ideas which could help to create additional capacity, improve services and stimulate and cope with the substantial growth which is anticipated over the next two decades. Provided we can be satisfied that a long term commitment to passenger rail services can deliver good returns for our shareholders, we look forward to working with the SSRA to make its vision for a railway system for the 21st Century become reality. We have the quality of management across the Group and the financial headroom to take full advantage of all these opportunities and look forward to the year ahead with confidence. Michael Davies, Chairman 14 March 2000 GROUP PROFIT AND LOSS ACCOUNT For the year ended 31 December 1999 Total Total Total Total before Goodwill after before Goodwill after goodwill and goodwill goodwill and goodwill and exceptio and and exceptio and exceptio nal exceptio exceptio nal exceptio nal items nal nal items nal items 1999 items items 1998 items 1999 1999 1998 1998 Note £m £m £m £m £m £m Turnover - 1,341.2 - 1,341.2 1,313.0 - 1,313.0 continuing operations - acquisitions 135.5 - 135.5 - - - -discontinued operations - - - 9.4 - 9.4 Turnover 1 1,476.7 - 1,476.7 1,322.4 - 1,322.4 Other operating income 10.5 - 10.5 9.5 - 9.5 Other operating costs (1,374.0) (14.7) (1,388.7) (1,236.1) (10.7) (1,246.8) Goodwill - (3.3) (3.3) - (0.2) (0.2) Total operating costs (1,374.0) (18.0) (1,392.0) (1,236.1) (10.9) (1,247.0) Operating profit 113.2 (18.0) 95.2 95.8 (10.9) 84.9 - continuing 101.7 (14.9) 86.8 94.5 (10.9) 83.6 operations - acquisitions 11.5 (3.1) 8.4 - - - - discontinued - - - 1.3 - 1.3 operations 1 113.2 (18.0) 95.2 95.8 (10.9) 84.9 Share of operating loss of joint venture - - - (0.2) - (0.2) Profit on - 0.2 0.2 - 5.4 5.4 sale of investment Release of provision against fixed - - - - 4.8 4.8 asset investment Profit on ordinary activitie s before interest 113.2 (17.8) 95.4 95.6 (0.7) 94.9 Net interest (payable) (5.8) - (5.8) 2.1 - 2.1 / receivable Profit on ordinary activities before taxation 107.4 (17.8) 89.6 97.7 (0.7) 97.0 Tax on profit on ordinary services (27.6) 4.8 (22.8) (26.4) 3.6 (22.8) Profit after 79.8 (13.0) 66.8 71.3 2.9 74.2 taxation Minority interest (0.2) - (0.2) - - - Profit attributable to shareholders 79.6 (13.0) 66.6 71.3 2.9 74.2 Dividends (21.0) - (21.0) (18.1) - (18.1) Retained profit for the financial year 58.6 (13.0) 45.6 53.2 2.9 56.1 Normalised Actual Normalised Actual Earnings per share -diluted 2 62.1p 51.9p 54.8p 57.8p Earnings per -basic 2 share 69.7p 58.3p 63.1p 66.5p GROUP BALANCE SHEET At 31 December 1999 1999 1998 Note £m £m Fixed assets Intangible assets 242.6 9.1 Tangible 503.8 293.8 assets Investments and investments in associate 15.0 6.8 undertakings 761.4 309.7 Current assets Stock 14.8 8.6 Debtors 216.6 137.6 Cash at bank 4 and in hand 101.0 94.2 332.4 240.4 Creditors: amounts falling due within one (394.9) (274.0) year Net current liabilities (62.5) (33.6) Total assets less current liabilities 698.9 276.1 Creditors: amounts falling due after more (408.8) (50.4) than one year Provision for liabilities (23.1) (13.8) and charges 267.0 211.9 Capital reserves Called up share 5.8 5.7 capital Share premium 35.7 30.4 account Capital 17.0 17.0 reserve Share capital to 0.5 0.6 be issued Revaluation reserve 17.9 18.2 Profit and loss account 185.9 140.0 Equity shareholders' funds 262.8 211.9 Equity minority 4.2 - interest 267.0 211.9 GROUP STATEMENT OF CASH FLOWS For the year ended 31 December 1999 1999 1998 Note £m £m Net cash inflow 5 from operating 95.1 98.2 activities Interest 6.2 6.7 received Interest paid (10.1) (4.3) Interest element of finance lease (0.8) (0.5) rentals Return on investments and servicing of (4.7) 1.9 finance UK corporation tax paid (13.7) (4.1) Overseas tax (2.2) (0.3) paid Taxation (15.9) (4.4) Payments to acquire intangible - (0.8) assets Payments to acquire (97.9) (52.6) tangible assets Receipts from sales of 7.5 4.3 tangible assets Purchase of shares to satisfy (7.8) - employee share scheme Payment to acquire other (7.5) (5.0) investments Receipts from the sale of 0.1 - investments Receipts from investment in preference - 0.1 shares Capital expenditure and financial investment (105.6) (54.0) Payments to 3 acquire subsidiary (264.9) (8.9) undertakings Cash acquired in companies 8.7 0.9 purchased Disposal of subsidiary undertakings - 12.0 Net cash of subsidiaries - (1.2) sold Deferred consideration for businesses (3.4) (0.4) acquired Acquisitions and disposals (259.6) 2.4 Equity dividends paid (19.4) (15.7) Cash withdrawn from / (deposited in) 3.9 (11.2) short term deposits Management of liquid 3.9 (11.2) resources Financing Issue of share capital 1.3 3.8 Repayment of capital element of finance (4.9) (2.8) lease rentals Repayment of loan notes (9.9) (3.6) Movement on bank deposits and loan notes (0.5) (0.6) Loans advanced 373.3 24.2 Loans repaid (45.9) (10.6) Net cash inflow from financing 313.4 10.4 Increase in 7.2 27.6 cash GROUP STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES For the year ended 31 December 1999 1999 1998 £m £m Profit attributable to members of the parent 66.6 74.2 company Exchange differences on retranslation of net assets of 0.4 0.1 subsidiary undertakings Exchange difference on hedging loan (0.4) - Total recognised gains and losses for the 66.6 74.3 year RECONCILIATION OF MOVEMENTS IN GROUP SHAREHOLDERS' FUNDS For the year ended 31 December 1999 1999 1998 £m £m Total recognised gains 66.6 74.3 and losses Dividends (21.0) (18.1) New share capital issued 5.4 3.9 Goodwill write back on - 6.2 disposals Other goodwill - (0.4) adjustments Shares to be issued (0.1) (0.1) Net addition to 50.9 65.8 shareholders' funds Shareholders' funds at 1 211.9 146.1 January Shareholders' funds at 31 December 262.8 211.9 Notes 1. Turnover and segmental analysis The turnover of the Group comprises revenue from road passenger transport, airport operations, train passenger services and related activities in the UK, Australia and the US. Within the Trains division, franchise agreement receipts from the Shadow Strategic Rail Authority and local Passenger Transport Executive services within the West Midlands region and Scotland are treated as turnover. Franchise agreement payments are treated as an operating cost. During the year franchise agreement receipts amounted to £468.2m (1998: £499.1m) and £27.9m (1998: £nil) from the Victoria Department of Public Transport in Australia. Turnover and operating profit are analysed as follows: Operating profit before Turnover exceptional items and goodwill 1999 1998 1999 1998 £m £m £m £m UK Buses - 196.4 190.1 47.6 43.8 continuing UK Trains - 921.8 918.1 28.0 25.9 continuing UK Coaches - 167.7 163.8 10.9 10.3 continuing - 0.5 - 0.1 - acquisitions - - 9.4 - 1.3 discontinued 168.2 173.2 11.0 11.6 UK Airports - 33.9 32.7 12.9 12.5 continuing UK 1,320.3 1,314.1 99.5 93.8 operations US - 21.4 8.4 2.3 2.0 continuing - 43.2 - 7.2 - acquisitions 64.6 8.4 9.5 2.0 Australia - 91.8 - 4.2 - acquisitions 1,476.7 1,322.5 113.2 95.8 Less: turnover of joint venture - (0.1) - - 1,476.7 1,322.4 113.2 95.8 Exceptional items (see (14.7) (10.7) table below) Goodwill (3.3) (0.2) 95.2 84.9 Exceptional items can be analysed as follows: UK UK UK US Buses Trains Airports Other Total Buses 1999 New Trains - 4.9 - - - 4.9 Year 2000 - - - - 2.1 2.1 Reorganisation 1.5 5.8 0.2 0.2 - 7.7 1.5 10.7 0.2 0.2 2.1 14.7 1998 New Trains - 0.9 - - - 0.9 Year 2000 - - - - 1.0 1.0 Reorganisation 1.2 7.5 0.1 - - 8.8 1.2 8.4 0.1 - 1.0 10.7 2. Earnings per share Basic earnings per share: The calculation of basic earnings per share is based on earnings of £66.6m (1998: £74.2m) and on 114,232,918 (1998: 111,638,886) ordinary shares, being the weighted average number of ordinary shares in issue in the year. Basic normalised earnings per share: The calculation of basic normalised earnings per share is based on normalised earnings of £79.6m (1998: £70.4m) and on 114,232,918 (1998: 111,638,886) ordinary shares, being the weighted average number of ordinary shares in issue in the year. Diluted earnings per share: The calculation of diluted earnings per share is based on earnings of £66.6m (1998: £74.2m). An adjustment has been made to the weighted average number of ordinary shares to reflect the number of dilutive potential ordinary shares. The weighted average diluted number of shares in issue during the year was 128,266,998 (1998: 128,404,691). Diluted normalised earnings per share: The calculation of diluted normalised earnings per share is based on normalised earnings of £79.6m (1998: £70.4m) and on the weighted average number of potential dilutive ordinary shares in issue during the year, which was 128,266,998 (1998: 128,404,691). The normalised profits after tax and minority interest is summarised below: 1999 1998 £m £m Profit after tax and minority interest 66.6 74.2 Exceptional costs 10.7 7.2 Release of provision against a fixed asset - (4.8) investment Profit on sale of investments / (0.2) (5.4) discontinued operations Discontinued - (0.9) operations Goodwill 2.5 0.1 Normalised profits 79.6 70.4 3. Acquisitions during the year During the year the group acquired the entire share capital of Robinson Bus Services Inc (2 February 1999), National Bus Company Pty Limited (7 May 1999), Transport Management Group Pty Limited (31 May 1999), Kenneth E Bauman Inc (31 July 1999), Durham Transportation Inc (13 August 1999), National Express Group Australia (Bayside Trains) Pty Limited (1 September 1999), National Express Group Australia (Swanston Trams) Pty Limited (1 September 1999), National Express Group Australia (V/Line Passengers) Pty Limited (1 September 1999), MultiSystems Inc (13 December 1999) and ATC Group (30 December 1999). The group also acquired the assets and liabilities of various coach division businesses. Durham ATC Other Tota Transportation Group l £m £m £m £m Consideration: Cash 111.2 106.7 44.1 262.0 Other acquisition 1.0 0.3 1.6 2.9 costs Shares issued - - 4.1 4.1 Deferred - 0.9 4.7 5.6 consideration Total cost of investment 112.2 107.9 54.5 274.6 Net assets 26.5 11.5 - 38.0 acquired Goodwill on 85.7 96.4 54.5 236.6 acquisition The net assets acquired are as follows: Book Fair value Fair value Adjustments value to Group £m £m £m Intangible assets 9.9 (9.9) - Tangible assets 134.3 - 134.3 Investments 2.7 - 2.7 Stock 5.4 - 5.4 Debtors 47.2 (1.4) 45.8 Cash 10.4 - 10.4 Total 209.9 (11.3) 198.6 assets Bank overdrafts (1.7) - (1.7) Creditors: amounts falling due within (67.6) - (67.6) one year Creditors: amounts falling due after more than one year (77.3) - (77.3) Total liabilities (146.6) - (146.6) Provisions (15.5) 5.5 (10.0) Minority interest (4.0) - (4.0) Net 43.8 (5.8) 38.0 assets The net debt acquired (including cash and bank overdrafts) amounted to £30.2m. 4. Net (borrowings) / cash 1999 1998 £m £m Borrowings Loan notes (10.3) (10.6) Bank loans (382.9) (42.0) Other loans (0.5) - Bank overdrafts (4.5) (2.0) Finance leases (18.7) (4.5) (416.9) (59.1) Cash Cash at bank in 20.9 5.4 hand Overnight 45.0 50.8 deposits Other short term deposits 32.0 35.6 Bank deposits relating to loan notes 3.1 2.4 101.0 94.2 Net (borrowings) / (315.9) 35.1 cash Gearing 118% n/a 5. Cash flow statement The reconciliation of operating profit to net cash inflow from operating activities is shown below: Continuing operations Acquisitions Total 1999 1999 1999 1998 £m £m £m £m Operating profit 86.8 8.4 95.2 84.9 Depreciation on tangible 20.4 6.2 26.6 17.5 fixed assets Amortisation of 0.4 2.9 3.3 - goodwill Profit on sale of tangible (1.2) (1.2) (2.4) (0.8) fixed assets (Increase) / decrease in stocks (0.8) - (0.8) 0.8 Increase in debtors (21.7) (10.0) (31.7) (21.3) Increase / (decrease) in 15.4 (11.2) 4.2 15.5 creditors Increase in provisions 0.7 - 0.7 1.6 Net cash inflow from operating activities 100.0 (4.9) 95.1 98.2 6. Outstanding litigation On 19 June 1998 Atlantic Express Transportation Group Inc. issued a writ against the Group claiming breach of confidentiality. The claim is for an amount in excess of $75.0m. Based on legal advice that the Group has a strong defence, no provision has been made in these accounts and the Directors are vigorously defending the claim. The preliminary announcement is an abridged version of the full accounts upon which the auditors have given an unqualified opinion. The full accounts will be filed with the Registrar of Companies in due course.

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