Final Results
Shanks Group PLC
30 May 2001
Company Announcement 30 May 2001
Shanks Group plc - Preliminary Results
* Group grew considerably due to Netherlands acquisition
* Profit Before Tax, Exceptional : £45.1 : UP 20% from £37.5m
Items and Goodwill Amortisation
* Turnover : £502m : UP 60% from £314m
* Earnings Per Share (before : 12.8p : UP 11% from 11.5p
Goodwill Amortisation)
* Final Dividend proposed : 3.7p : UP 6% from 3.5p
* Further progress is expected in current year as a whole
Announcing the Preliminary Results for 2000/2001 Group Chairman Mr G H
Waddell made the following statement:
The Group grew considerably in the year to 31 March 2001, mainly as a result
of the major Netherlands acquisition completed on the last day of the prior
year. Headline profits, before taxation, exceptional items and goodwill
amortisation increased by £7.6m to a record £45.1m (1999/2000 : £37.5m), an
improvement of 20%. Group turnover rose by 60% to £502m, half of which is now
derived from the Benelux.
The strong debut performance from the Dutch acquisition was a major success.
The UK operations had a mixed year with disappointing results in hazardous
waste, Scotland and the North more than offsetting good performanceselsewhere.
Belgium did well to improve its trading profits from the prior year's elevated
level.
The Group's tax rate on profits before goodwill amortisation reduced to 34%
from 36%. Profit after tax was £20.5m after goodwill amortisation of £9.4m
(1999/2000 : £22.7m and £1.4m respectively).
Earnings per share before goodwill amortisation increased by 11% to 12.8
pence (1999/2000 : 11.5 pence) on the greater number of shares in issue. Your
Board recommends a final dividend of 3.7 pence per share (1999/2000 : 3.5
pence per share). If approved by shareholders, aggregate dividends for the
year will be 5.55 pence per share, an increase of 6%.
The Group's financial position remains strong with earnings before interest,
taxation, depreciation and amortisation (EBITDA) rising to £106m (1999/2000 :
£73m). Net debt has increased to £302m from £273m reflecting the continuing
investment in tuck-in acquisitions and major capital projects to enhance long
term shareholder value. Interest expense increased from £5.1m to £18.6m but
interest cover was a satisfactory 3.5 times.
DIVISIONAL REVIEW
United Kingdom
UK trading profit fell by £1.7m to £30.7m (1999/2000 : £32.4m) as a result of
difficult trading conditions in certain markets.
It has been a challenging year for Chemical Services with falling volumes and
prices coupled with significant cost increases on natural gas and other
consumables. Also, no meat and bone meal (MBM) material was received in the
first quarter. However, in July 2000, the original MBM processing contract
was extended until March 2002. The overseas incineration business remained
steady. Faced with these conditions, a cost saving programme was implemented.
Waste Services southern operations performed well with higher volumes and
prices bolstering landfill profits. However, sludge to land operations were
adversely affected by the bad weather and the foot and mouth crisis towards
the end of the year. Recycling losses were eliminated and power benefited
from new generating capacity. In contrast, lower landfill volumes,
particularly contaminated spoil, were experienced in the North and Scotland.
Belgium
Trading profits from Belgian activities increased by £0.1m to £14.7m
(1999/2000 : £14.6m) despite a 5% adverse currency movement. This is a good
result in comparison with the prior year which benefited from temporarily
enhanced volumes, as a result of various health concerns over food in
Belgium. The De Paepe demolition and recycling business, which was acquired
in May 2000 for £9m, produced trading profits of £0.8m. The industrial
cleaning business remained difficult, but the recycling and landfill
operations performed well.
Netherlands
The first year Dutch trading profits of £24.1m were better than expected. All
eight companies showed a material improvement in performance over the prior
year. The original acquisition price of £210m represents a six times multiple
of first year EBITDA, which compares favourably with similar industry
transactions.
The solid waste activities traded strongly as a result of the over threefold
increase in Dutch landfill tax in January 2000. The computer recycling
operation, Flection International, had an excellent year.
The hazardous waste ATM division, has performed satisfactorily and its
principal site at Moerdijk is currently being repermitted. The Group still
retains an indemnity against costs incurred relating to certain events which
occurred under prior ownership.
Other
Central Services costs rose by £0.6m to £3.8m (1999/2000 : £3.2m), mainly due
to tendering costs for local authority contracts. Operating exceptional costs
of £0.8m were incurred as the Group restructured UK operations. An
exceptional non-operating profit of £0.7m arose in Belgium on the disposal of
a joint venture interest.
DEVELOPMENTS
United Kingdom
Preferred bidder status has been granted for the Argyll & Bute 25 year
municipal contract. A replacement landfill site will open in Aberdeen during
the autumn. However, a £2.5m revenue waste by rail contract was lost in April
2001. The £20m investment programme for further electricity generating
stations is progressing.
Commissioning of the new £16m MBM plant is expected to start this summer, the
full benefit of which will be seen in the 2002/3 year.
Benelux
The three Dutch tuck-in acquisitions made during the year for an aggregate
£10m will supplement the organic growth of the solid waste businesses. In
Belgium, the De Paepe acquisition will provide a base to expand the Group's
presence in Flanders.
DIRECTORATE
I am pleased to welcome Mr P Delaunois, a Belgian national, who has today
been appointed to the Board as a non-executive director. He was until
recently Chief Executive of Cockerill Sambre, the Belgian steel maker, and
holds a number of other non-executive posts. He is familiar with the waste
management industry and I am confident he will make a significant
contribution to the conduct of the affairs of the Group.
OUTLOOK
The Group now has a substantial presence in continental Europe and will
continue to benefit from this geographic spread, and in time, from the
adoption in the UK of practices similar to those already in place in the
Netherlands.
The Group is confident of progress in the current year as a whole and expects
a more even performance between the two halves.
G H Waddell
CHAIRMAN
Note:
Copies of the Annual Report and Accounts for Shanks Group plc will be posted
to shareholders prior to the Annual General Meeting on 26 July 2001 and will
be available to the public from the company, on request. Subject to approval
at the AGM, the proposed final dividend of 3.7 pence per share will be paid
on 6 August 2001 to shareholders on the register at close of business on 13
July 2001.
For further information contact:
Gordon Waddell; Chairman, Shanks Group plc
Michael Averill; Group Chief Executive
David Downes; Group Finance Director
or John Shaughnessy; Group Head of External Relations
* On 30 May 2001, telephone: 020 7678 8000
* Thereafter, telephone: 01628 524523
* www.shanks.co.uk
Consolidated Profit and Loss Account
Year ended 31 March 2001
2000/2001 1999/2000
Note Continuing Acquisitions Total Continuing
Operations Operations
£m £m £m £m
Turnover: 492.9 16.0 508.9 320.6
Group and
share of
joint
ventures
Less: share (6.5) - (6.5) (6.1)
of turnover
of joint
ventures
______ ______ ______ ______
Group 2 486.4 16.0 502.4 314.5
turnover
Cost of sales (382.1) (13.0) (395.1) (243.9)
______ ______ ______ ______
Gross profit 104.3 3.0 107.3 70.6
______ ______ ______ ______
Group 63.3 1.3 64.6 43.0
operating
profit before
exceptional
items and
goodwill
amortisation
Exceptional 3 (0.8) - (0.8) (0.5)
costs
Goodwill (8.8) (0.6) (9.4) (1.4)
amortisation
______ ______ ______ ______
Group 53.7 0.7 54.4 41.1
operating
profit
Share of 1.1 - 1.1 0.8
operating
profit of joint
ventures
______ ______ ______ ______
Total 2 54.8 0.7 55.5 41.9
operating
profit
Exceptional 3 0.7 - 0.7 0.5
profit on
disposal of
operations
______ ______ ______ ______
Profit before 55.5 0.7 56.2 42.4
finance
charges and
taxation
______ ______
Finance 4 (18.6) (5.1)
charges -
interest
Finance 5 (2.0) (1.2)
charges -
other
______ ______
Profit on 35.6 36.1
ordinary
activities
before taxation
Taxation 6 (15.1) (13.4)
______ ______
Profit on 20.5 22.7
ordinary
activities
after
taxation
Equity - (0.1)
minority
interests ______ ______
Profit for 20.5 22.6
the period
Equity 7 (12.9) (12.2)
dividends
paid and
proposed
______ ______
Retained 7.6 10.4
profit
transferred
to reserves ______ ______
Earnings per
share
- basic 8 8.8p 10.8p
- adjusted 8 12.8p 11.5p
basic before
goodwill
amortisation
- diluted 8 8.6p 10.7p
Dividends per 7 5.55p 5.25p
share
Consolidated Balance Sheet
At 31 March 2001
Note 2001 2000
£m £m £m £m
Fixed assets
Intangible assets 185.9 173.8
Tangible assets 289.4 271.1
Investments 0.9 0.3
Investments in joint
ventures:
Share of gross assets 12.8 12.9
Share of gross (9.3) (10.7)
liabilities
______ ______
3.5 2.2
Loans to joint ventures 3.8 4.0
______ ______
Total investment in 7.3 6.2
joint ventures
______ ______
483.5 451.4
Current assets
Stocks 6.3 4.4
Debtors 145.8 122.8
Cash at bank and in 2.2 9.3
hand
______ ______
154.3 136.5
______ ______
Creditors: amounts
falling due within one
year
Borrowings (31.5) (14.3)
Other creditors (131.0) (112.1)
______ ______
(162.5) (126.4)
______ ______
Net current (8.2) 10.1
(liabilities) assets
______ ______
Total assets less 475.3 461.5
current liabilities
Creditors: amounts
falling due after more
than one year
Borrowings (272.5) (267.8)
Other creditors (0.3) (1.1)
______ ______
(272.8) (268.9)
Provisions for 10 (50.1) (50.1)
liabilities and charges
______ ______
Net assets 152.4 142.5
______ ______
Capital and reserves
Called up share capital 23.3 23.2
Share premium account 92.3 91.7
Profit and loss account 36.5 27.3
______ ______
Equity shareholders' 152.1 142.2
funds
Equity minority 0.3 0.3
interests
______ ______
Total equity 152.4 142.5
______ ______
Consolidated Cash Flow Statement
Year ended 31 March 2001
Note 2001 2000
£m £m £m £m
Net cash flow from 11(a) 96.3 63.0
operating activities
Returns from
investments and
servicing of finance
Interest paid (15.5) (5.4)
Interest received 0.2 0.3
Finance costs incurred 11(d) - (1.8)
when raising debt ______ ______
Net cash flow from (15.3) (6.9)
returns on investments
and servicing of
finance
Tax paid (16.2) (15.0)
Capital expenditure and
financial investment
Purchase of tangible (47.1) (33.1)
fixed assets
Sale of tangible assets 3.2 2.9
______ ______
Net cash flow from (43.9) (30.2)
capital expenditure and
financial investment
Acquisitions and
disposals
Purchase of subsidiary 11(b) (27.1) (229.5)
undertakings and
businesses
Cash (overdrafts) 1.7 (1.2)
acquired with purchase
of subsidiary
undertakings and
businesses
Purchase of and (0.8) (2.5)
advances to investments
and joint ventures
Sale of subsidiaries 11(c) 0.7 0.5
and joint ventures
______ ______
Net cash flow from (25.5) (232.7)
acquisitions and
disposals
Equity dividends paid (12.5) (10.4)
______ ______
Net cash flow before (17.1) (232.2)
use of liquid resources
and financing
Management of liquid
resources
Amounts returned from - 4.7
deposit
Financing
Issue of ordinary share 0.7 22.8
capital
Debt financing 11(d) (6.8) 205.2
______ ______
(Decrease) increase in (23.2) 0.5
cash ______ ______
Reconciliation of net 11(e)
cash flow to movement
in net debt
(Decrease) increase in (23.2) 0.5
cash in the year
Cash flow from change - (4.7)
in liquid resources
Debt financing 11(d) 6.8 (203.4)
(including financing
costs)
______ ______
Change in net debt (16.4) (207.6)
resulting from cash
flows
Financing acquired with (4.2) (3.1)
subsidiaries
Loan notes issued - (8.8)
Amortisation of loan (0.5) -
fees
Exchange rate (loss) (7.9) 3.8
gain on net debt
______ ______
Movement in net debt in (29.0) (215.7)
the year
Net debt at 4 April (272.8) (57.1)
2000
______ ______
Net debt at 31 March (301.8) (272.8)
2001 ______ ______
Reconciliation of Movements in Shareholders' Funds
At 31 March 2001
Note 2001 2000
£m £m
Profit for the period 20.5 22.6
Equity dividends 7 (12.9) (12.2)
______ ______
7.6 10.4
Issue of share capital 0.7 59.2
Currency translation gains (losses) 3.2 (4.1)
Movements in goodwill: currency translation (1.6) 4.6
adjustment
______ ______
Net addition to equity shareholders' funds 9.9 70.1
Opening equity shareholders' funds 142.2 72.1
______ ______
Closing equity shareholders' funds 152.1 142.2
______ ______
Statement of Total Recognised Gains and Losses
At 31 March 2001
2001 2000
£m £m
Profit for the period 20.5 22.6
Currency translation gains (losses) on net 11.1 (7.9)
investments (including goodwill)
Currency translation (losses) gains on borrowings (7.9) 3.8
______ ______
Total recognised gains and losses relating to the 23.7 18.5
period ______ ______
Notes to the Accounts
1. Status of financial statements
The figures and financial information for the year ended 31 March 2001 are
extracted from but do not constitute the statutory financial statements for
that year. Those financial statements have not yet been delivered to the
Registrar, but include the auditors' report which was unqualified and did not
contain a statement under Section 237 (2) or (3) of the Companies Act 1985.
The figures and financial information for the year ended 4 April 2000
included in the preliminary announcement are extracted from but do not
constitute the financial statements for that year. Those financial statements
have been delivered to the Registrar and included the auditors' report which
was unqualified and did not contain a statement under Section 237 (2) or (3)
of the Companies Act 1985.
2. Segmental analysis
The Group operates in one segment, Waste Management, in the United Kingdom,
Belgium and The Netherlands.
2000/2001 1999/2000
Continuing Acquisitions Total Continuing
Operations Operations
£m £m £m £m
(a) Turnover by
origin
United 259.6 - 259.6 239.0
Kingdom
Belgium 75.5 12.7 88.2 75.5
The 151.3 3.3 154.6 -
Netherlands
______ ______ ______ ______
486.4 16.0 502.4 314.5
______ ______ ______ ______
Share of 6.5 - 6.5 6.1
joint
venture
turnover ______ ______ ______ ______
(b) Turnover by
destination
United 256.1 - 256.1 236.7
Kingdom
Europe 229.0 16.0 245.0 76.7
Rest of the 1.3 - 1.3 1.1
World
______ ______ ______ ______
486.4 16.0 502.4 314.5
______ ______ ______ ______
(c) Operating
profits
Trading
profits:
United 30.7 - 30.7 32.4
Kingdom
Belgium 13.9 0.8 14.7 14.6
The 23.6 0.5 24.1 -
Netherlands
Central (3.8) - (3.8) (3.2)
Services
______ ______ ______ ______
Operating 64.4 1.3 65.7 43.8
profit
before
exceptional
costs and
goodwill
amortisation
Exceptional (0.8) - (0.8) (0.5)
costs
Goodwill (8.8) (0.6) (9.4) (1.4)
amortisation
______ ______ ______ ______
Total 54.8 0.7 55.5 41.9
operating
profit ______ ______ ______ ______
United 27.5 - 27.5 30.9
Kingdom
Belgium 13.9 0.3 14.2 14.6
The 17.2 0.4 17.6 -
Netherlands
Central (3.8) - (3.8) (3.6)
Services
______ ______ ______ ______
Total 54.8 0.7 55.5 41.9
operating
profit ______ ______ ______ ______
At 31 March 2001 At 4 April 2000
£m £m
(d) Net assets
United Kingdom 180.6 181.2
Belgium 36.9 25.0
The Netherlands 229.3 216.6
______ ______
Net operating assets 446.8 422.8
Unallocated net assets
(liabilities):
Assets under the course of 29.7 16.8
construction
Net debt (301.8) (272.8)
Other unallocated net (22.3) (24.3)
liabilities
______ ______
152.4 142.5
______ ______
Other unallocated net liabilities include debtors and creditors relating to
taxation and dividends, and an element of capitalised goodwill.
3. Exceptional items
2001 2000
£m £m
Operating items:
Reorganisation costs (0.8) (0.5)
______ ______
Non-operating items:
Profit on sale of operations 0.7 0.5
______ ______
4. Finance charges - interest
2001 2000
£m £m
Net interest payable:
Interest payable on bank loans and overdrafts repayable 16.2 3.8
in five years
Interest payable on other loans 2.3 1.8
Share of interest of joint ventures 0.3 -
______ ______
18.8 5.6
Interest receivable (0.2) (0.5)
______ ______
18.6 5.1
______ ______
5. Finance charges - other
Other finance charges relate to the unwinding of the discount on long term
landfill liabilities of £1.5m (2000: £1.2m) and the amortisation of bank fees
of £0.5m (2000: £Nil).
6. Taxation
The taxation charge based on the profits for the year is made up as follows:
2001 2000
£m £m
Corporation tax: current year
- UK 30% (2000: 30%) 5.5 7.3
- Overseas 10.4 5.9
Deferred tax (1.0) (0.1)
Joint ventures 0.2 0.3
______ ______
15.1 13.4
______ ______
7. Equity dividends
2001 2000
£m £m
Interim dividend of 1.85p per ordinary share (2000: 4.3 3.7
1.75p)
Proposed final dividend of 3.7p per ordinary share 8.6 8.2
(2000: 3.5p)
Additional dividend on shares issued in 2000 - 0.3
______ ______
12.9 12.2
______ ______
8. Earnings per share
Basic earnings per share are calculated by dividing the profit for the period
by the average number of shares in issue during the period.
2001 2000
Calculation of basic earnings per share
Profit for the period (£m) 20.5 22.6
Goodwill amortisation (£m) 9.4 1.4
______ ______
Earnings before goodwill amortisation (£m) 29.9 24.0
______ ______
Average number of shares in issue during the period 232.8m 209.3m
Basic earnings per share (pence) 8.8p 10.8p
Adjusted basic earnings per share before goodwill 12.8p 11.5p
amortisation (pence)
______ ______
Calculation of diluted earnings per share
Average number of shares in issue during the period 232.8m 209.3m
Effect of share options in issue 5.0m 1.9m
______ ______
Total 237.8m 211.2m
______ ______
Diluted earnings per share (pence) 8.6p 10.7p
______ ______
9. Acquisitions
The book values of net assets for the five acquisitions made by the Group
during the year, and their provisional fair value to the Group, were as
follows:
Book value at Accounting Fair value Provisional
date of policy adjustments fair value
acquisition adjustments to the
Group
£m £m £m £m
Tangible assets 8.7 - - 8.7
Stocks 0.3 - - 0.3
Debtors 7.0 - (0.1) 6.9
Other (6.9) (0.7) (0.5) (8.1)
liabilities
Long term - 0.4 0.1 0.5
provisions
Cash 1.7 - - 1.7
Borrowings (4.2) - - (4.2)
______ ______ ______ ______
6.6 (0.3) (0.5) 5.8
______ ______ ______
Capitalised 17.5
goodwill
______
Cash 23.3
consideration
______
10. Provisions for liabilities and charges
Group
Site Aftercare Onerous Deferred Total
restoration leases taxation
£m £m £m £m £m
At 4 April 15.7 20.9 0.6 12.9 50.1
2000
Utilised (1.5) - (0.2) - (1.7)
Acquired - - - (2.4) (2.4)
companies
Provided:
- cost of 1.2 1.9 - - 3.1
sales
- finance 0.7 0.8 - - 1.5
charge
- taxation - - - (1.0) (1.0)
Exchange 0.1 0.1 - 0.3 0.5
rate
movements
______ ______ ______ ______ ______
At 31 March 16.2 23.7 0.4 9.8 50.1
2001 ______ ______ ______ ______ ______
11. Notes to the cash flow statement
2001 2000
(a) Net cash inflow from operating activities £m £m
Total operating profit 55.5 41.9
Amortisation of intangible assets 9.4 1.4
Depreciation of fixed assets 37.9 26.3
Provision for aftercare and site 3.1 3.5
restoration
______ ______
Earnings before interest, taxation, 105.9 73.1
depreciation and amortisation (EBITDA)
Gain on sale of fixed assets (0.2) (0.3)
(Increase) decrease in stocks (1.6) 0.1
Increase in debtors (13.5) (14.0)
Increase in creditors 8.5 7.0
Utilisation of provisions (1.7) (2.0)
Share of profits of joint ventures (1.1) (0.8)
Other non cash movements - (0.1)
______ ______
Net cash flow from operating activities 96.3 63.0
______ ______
(b) Subsidiary undertakings and businesses
purchased during the year
Tangible fixed assets (8.7) (108.1)
Net liabilities assumed 2.9 6.7
______ ______
Net assets acquired (including £2.5m net (5.8) (101.4)
borrowings (2000: £1.0m net cash)
Goodwill capitalised (17.5) (173.3)
______ ______
Total estimated consideration (23.3) (274.7)
Consideration in respect of prior year (3.8) -
acquisitions
Fair value of shares issued - 36.4
Fair value of loan notes issued - 8.8
______ ______
Net cash consideration (27.1) (229.5)
______ ______
(c) Sale of subsidiaries and joint ventures
Proceeds of sale less costs of sale 0.7 0.2
Claims received - 0.3
______ ______
0.7 0.5
______ ______
The settlements comprised cash.
(d) Analysis of financing
Short term loan repayments (3.8) -
Long term loan advances - 261.2
Long term loan repayments (4.9) (55.0)
Finance lease net advances (repayments) 1.9 (1.0)
______ ______
Net cash (outflow) inflow from debt (6.8) 205.2
Finance costs - (1.8)
______ ______
Debt financing including finance costs (6.8) 203.4
______ ______
(e) Analysis of net debt in the balance sheet
At 4 Cash Acquisitions Other At 31
April flows non-cash March
2000 movements 2001
£m £m £m £m £m
Cash at bank 9.3 (7.1) - - 2.2
and in hand
Overdrafts (4.0) (16.1) - - (20.1)
______
(23.2)
______
Debt due (10.0) 3.8 (4.2) - (10.4)
within one
year
Debt due (267.7) 4.9 - (8.4) (271.2)
after more
than one year
Finance (0.4) (1.9) - - (2.3)
leases
______
6.8
______ ______ ______ ______ ______
Total (272.8) (16.4) (4.2) (8.4) (301.8)
______ ______ ______ ______ ______
Other non cash changes comprise the amortisation of loan fees of £0.5m and
exchange losses on translation of long term loans in currencies other than
sterling of £7.9m.