Final Results

Taylor Woodrow PLC 13 March 2001 Embargoed: 07:00 hrs 13 March 2001 TAYLOR WOODROW plc PRELIMINARY RESULTS STATEMENT (for the year ended 31 December 2000) Taylor Woodrow announces record profits Highlights * Operating profits from continuing operations up to £163.5 million (1999: £132.4 million) * Profit before tax up 64 per cent to a record £201.5 million (1999: £ 122.6 million) * International housing operating profits up 32 per cent to £113.6 million (1999: £86.2 million) * UK housing operating profits up by 35 per cent to £43.6 million (1999: £ 32.4 million) * Return on average capital employed increased to 18 per cent (1999: 15 per cent) * Earnings per share adjusted for the sale of businesses up 17 per cent to 24.3 pence * Full year dividend up 12.3 per cent to 6.12 pence per share * Acquisition of Bryant Group plc Housing and property group Taylor Woodrow, which earlier this month acquired Bryant Group plc, today (13 March 2001) announced a 64 per cent increase in pre-tax profits to a record £201.5 million (1999: £122.6 million) for the year ending 31 December 2000. This figure included profits of £47.9 million from the disposals of the Greenham businesses. Operating profits from continuing businesses rose 23 per cent to £163.5 million (1999: £132.4 million) on Group turnover of £1,457.1 million from continuing operations, an increase of seven per cent. The board is recommending a final dividend of 4.3 pence per share, making a total dividend for the year of 6.12 pence, an increase of 12.3 per cent on 1999. The Group's international housing businesses, predominantly focused in the UK and North America, recorded a 32 per cent increase in operating profit to £ 113.6 million (1999: £86.2 million), fuelled by strong sales on both sides of the Atlantic. World-wide, Taylor Woodrow sold 5,864 homes and lots (1999: 5,531) and its housing operations now account for 69 per cent of Group operating profit. The UK housing operation posted operating profits of £43.6 million (1999: £ 32.4 million) on housing and lot completions of 2,252, up 12 per cent (1999: 2,013). Its average UK selling price rose during the year to £162,800 (1999: £ 134,200). The Group's American housing operations earned £46.7 million of operating profit (1999: £35.7 million) on home completions up 14 per cent to 1,008 (1999: 882) with an average selling price of £418,200 (1999: £330,600). Taylor Woodrow's Monarch housing subsidiary in Canada returned a £13.9 million contribution, up 29 per cent on 1999. Despite the reduction of rental income as it sold off investment properties - part of a commitment to reduce significantly its portfolio - Taylor Woodrow's property business achieved a 12 per cent increase in operating profits to £ 48.8 million (1999: £43.4 million) on turnover of £141.9 million. The year-end valuation of the investment property portfolio was £346.7 million and the Group confirmed it is 'on track' with its property disposals programme and expects that the value of retained properties will be below £200 million by the end of 2001. Property development contributed £28 million of operating profits, up 65 per cent. Taylor Woodrow said it had scaled back its construction and engineering business in 2000 as part of a plan to refocus it on higher margin and less risk-oriented projects. As a result, turnover fell by 27 per cent to £390 million. Operating profit was depressed by the cost of the restructuring and fell to £1.1 million (1999: £2.8 million). Operating profit excludes the share of joint ventures and interest. If these were included, profit before tax would have been £6.6 million (1999: £4.2 million). Commenting on the Group's results, Keith Egerton, Group Chief Executive, said: '2000 has been a year of delivery for Taylor Woodrow. Against all of our main strategic goals, we have produced an excellent financial and business performance for the year. With the acquisition of Bryant, Taylor Woodrow now has a balanced international housing business. We will be a powerful new force in UK home building with the aim of delivering excellence in product quality and customer service. 'Taylor Woodrow is an energised business with a leadership team committed to the exciting challenges and market opportunities ahead of us' Taylor Woodrow confirmed that the integration of Bryant Homes, which will make it the country's fourth largest housebuilder, is progressing with speed and efficiency. The Bryant senior management structure has been confirmed and the business is now under the formal management control of the Taylor Woodrow Group. Mr Egerton also stated that the Bryant acquisition would be earnings enhancing in the first full year of operation and would achieve synergies approaching £15 million a year. On current trading, Mr Egerton said that Taylor Woodrow's operations have got off to a solid start in 2001 with particular strength in the UK. 'With stable consumer confidence and a balanced economic environment, we are well placed for continued growth in the year ahead,' he said. SHAREHOLDER INFORMATION Subject to approval of the shareholders at the annual general meeting, which will be held on Thursday 31 May 2001, the final dividend will be paid on Monday 2 July 2001 to shareholders whose names appear on the register of members at the close of business on Friday 1 June 2001. The Company will again be offering a Dividend Re-investment Plan, which provides shareholders with a facility to use their cash dividends to purchase Taylor Woodrow plc shares in the market. Full details of the facility will be sent to shareholders with the annual report, which is expected to be mailed on 20 April 2001. Copies of the annual report will be available from the company's registered office, Venture House, 42-54 London Road, Staines, Middlesex, TW18 4HF from 20 April 2001. Notes to Editors Attached is: * An extract from the Operating and Financial Review. * Consolidated Profit & Loss Account for year ending 31 December 2000 * Consolidated Balance Sheet for year ending 31 December 2000 * Consolidated Cash Flow Statement for year ending 31 December 2000 * Notes on the Accounts For further information, please contact: Tony McGarahan, Group Director of Corporate Relations, Tel: 07796 276 342 on 13 March and 01784 428 769 thereafter Miranda Bellord, Group Public Relations Manager, Tel 07946 722 381 on 13 March and 0208 575 4033 thereafter Neil Garnett/Jo Forrest Gavin Anderson & Company Tel: 020 7457 2345 Operating and financial review * Group operating profit from continuing operations up 23 per cent to £ 163.5 million * 18 per cent return on average capital employed - up from 15 per cent in 1999 * Profit before tax excluding sale of Greenham businesses up 25 per cent to £153.6 million (1999: £122.6 million) * The business restructured and refocused: proceeds of £152.2 million from the sale of non-core assets and investment properties * Land assets increased to £393.3 million and investment property assets reduced * Earnings per share adjusted for the sale of businesses is 24.3 pence - up17 per cent A very good year In a year of change and refocus, Taylor Woodrow delivered a strong set of results. Group operating profit from continuing operations grew by 23 per cent to £163.5 million. Profit before tax increased by 64 per cent to £201.5 million including £31.7 million from the sale of Greenham Trading and £16.2 million from the disposal of investments. This growth was achieved on turnover from continuing operations that increased by seven per cent to £1,457.1 million. Strong sales growth in housing and property was offset by a planned lower turnover in construction as we reduced the scale of this business to a more appropriate level. Our successful redeployment of capital into housing has helped raise the Group's return on average capital to 18 per cent from 15 per cent in 1999. These strong results, combined with, and in spite of a radical restructuring, have strongly positioned Taylor Woodrow as a major force in housing. Housing Our world-wide housing business continued the strength of recent years. We increased operating profit by 32 per cent to £113.6 million on a turnover of £ 925.4 million. The business generated a return on capital of 21 per cent - up from 18 per cent in 1999. Sales remained buoyant in North America and the UK housing business maintained its track record of delivering strong profit growth. Housing now accounts for 69 per cent of Group operating profit. Our world-wide land bank comprised 21,745 lots with planning permission at year-end representing 3.7 years' supply, up from 20,444 lots the year before. We also held 2,131 acres of raw land at the end of 2000. The Group sold 3,810 houses and 2,054 lots in 2000, up from 3,594 and 1,937 respectively in 1999. UK UK housing and lot completions were up 12 per cent to 2,252 including 333 lots (1999: 2,013 including 234 lots), despite a slight drop in completions in the second half of the year compared to the particularly strong equivalent period in 1999. Our UK average sales price increased from £134,200 to £162,800 reflecting our continued focus on product improvement and locations with strong demand. Brownfield and mixed use developments have become increasingly important elements of the business. The housing element of such developments accounted for 985 (44%) of UK completions in 2000. North America There was a 14 per cent increase in US home completions to 1,008 (1999:882) and the average house price increased from £330,600 to £418,200. Our geographical and market positioning, coupled with a balanced approach to land development and house building, provides our US operations with a strong resilience and agility to be able to take advantage of, and react to, changes in market conditions. In Canada return on capital increased from 11 per cent to 13 per cent as we focused on selling property investments and increasing our housing activities. Property Despite the loss of rental income as we sold investment properties, our property division increased operating profits by 12 per cent to £48.8 million on turnover of £141.9 million. Development profits were up 65 per cent to £28 million. Return on capital employed for UK development properties was particularly strong at 27 per cent. We continued to sell investment properties. At the end of the year our portfolio was valued at £346.7 million (UK £288.4 million: Canada £58.3 million), including an upward revaluation of £16.3 million, compared to £378.5 million a year earlier. Construction We scaled down our construction business in 2000 and as a consequence, turnover fell by 27 per cent to £389.8 million. We re-engineered and refocused the business, reducing headcount, cutting central costs and closing unprofitable operations. Operating profit was depressed by the cost of this restructuring and fell to £1.1 million from £2.8 million in 1999. Operating profit excludes the share of construction joint ventures and interest. If these were included, profit before tax would be £6.6 million (1999: £4.2 million). Our order book has grown as a proportion of turnover, with £569 million worth of orders at the end of 2000. Using capital efficiently As we re-shape our business we are also transforming Taylor Woodrow's capital efficiency. We have embraced return on capital as a key measure of the success of the business, alongside profit and sales growth. Capital is being re-deployed from property investments into our more profitable businesses. In 2000 we sold non-core assets, notably Greenham Trading Limited, raising a total of £152.2 million. We bought out the minority interest in Monarch for £ 94.4 million, allowing us to create an integrated North American business focused on housing. Managing cash flows effectively Net gearing at the end of 2000 stood at five per cent. Our year-end gearing ratio was lower than would normally be expected as we preserved cash resources ahead of the acquisition of Bryant. Debt will increase with the purchase of Bryant. However, we have retained sufficient capital capacity to fund future earnings growth. Improved shareholder returns Basic earnings per share grew 79 per cent to 37 pence, inclusive of the profits on disposals (17 per cent increase to 24.3 pence excluding the sale of Greenham businesses). The proposed final dividend for 2000 is 4.3 pence, bringing the full-year dividend to 6.12 pence - up 12.3 per cent on 1999. Shareholders' funds rose by £143.8 million during the year from 195.1 pence to 231.8 pence per share. Taxation Our effective tax rate in 2000 of 27 per cent is well below the standard UK corporation tax rate and was achieved because exceptional profits from disposals will be covered by existing UK capital losses. The tax rate on ordinary profits has continued to rise as tax trading losses have been utilised and increased profits have been generated in countries with tax rates higher than those in the UK. We are expecting the tax rate to be at the standard UK rate in 2001. CONSOLIDATED PROFIT AND LOSS ACCOUNT for the year ended 31 December 2000 1999 as 2000 restated £m £m £m notes Turnover: Group and share of joint ventures 1,557.9 1,522.0 Less: share of joint ventures' turnover (18.2) (18.0) Continuing operations 1,457.1 1,362.4 Discontinued operations 82.6 141.6 8 Group turnover 1,539.7 1,504.0 1 Cost of sales (1,226.7) (1,210.1) Gross profit 313.0 293.9 Distribution costs (46.1) (50.4) Administrative expenses (101.2) (104.2) Continuing operations 163.5 132.4 Discontinued operations 2.2 6.9 8 Group operating profit 165.7 139.3 1 Share of operating profit in joint ventures 5.5 2.0 Profit on disposal of discontinued 31.7 - 8 operations Profit on disposal of investments and 18.6 3.6 2 properties Profit on ordinary activities before 221.5 144.9 interest Interest receivable 8.7 5.2 Interest payable: Group (1999 : £23.1m) (24.3) Joint ventures (1999 as restated : £4.4m) (4.4) 9 (28.7) (27.5) Profit on ordinary activities before 201.5 122.6 1 taxation Tax on profit on ordinary activities (54.4) (34.4) 3 Profit on ordinary activities after taxation 147.1 88.2 Minority equity interests (7.3) (6.0) Profit for the financial year 139.8 82.2 Dividends paid and proposed (31.7) (20.9) 4 Profit retained 108.1 61.3 Basic earnings per share 37.0p 20.7p 5 Diluted earnings per share 36.8p 20.5p 5 CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES for the year ended 31 December 2000 £m £m Profit for the financial year 139.8 82.2 Unrealised surplus on revaluation of properties 18.6 25.9 Tax on realised revaluation surplus - (0.9) 158.4 107.2 Currency translation differences on foreign currency net 13.4 11.7 investments Total recognised gains and losses relating to the year 171.8 118.9 Prior year adjustment (6.4) 9 Total gains and losses recognised since last annual report 165.4 ------------------------------------------------------------------------------ CONSOLIDATED BALANCE SHEET at 31 December 2000 1999 as 2000 restated £m £m £m notes Fixed assets Tangible assets Investment properties 346.7 378.5 Other 75.7 101.6 Investments Joint ventures Share of gross assets (1999 as restated: £ 58.3 58.7m) Share of gross liabilities (1999 as restated : (57.1) £56.4m) 1.2 2.3 9 423.6 482.4 Current assets Stocks 880.1 781.3 Debtors 131.6 153.2 Current asset investments 7.2 5.7 Cash at bank and in hand 204.4 138.6 1,223.3 1,078.8 Creditors: amounts falling due within one year (498.2) (487.8) 9 Net current assets 725.1 591.0 Total assets less current liabilities 1,148.7 1,073.4 Creditors: amounts falling due after one year (237.1) (235.6) Provisions for liabilities and charges (20.8) (14.4) 890.8 823.4 Represented by: Capital and reserves - equity Called up ordinary share capital 95.8 95.3 Capital redemption reserve 14.2 14.2 Share premium account 233.7 232.2 Revaluation reserve 142.5 125.0 Profit and loss account 401.5 277.2 Shareholders' funds 887.7 743.9 Minority interests in equity of subsidiary 3.1 79.5 undertakings 890.8 823.4 Net debt £43.9m £112.6m 6 Net gearing 4.9% 15.1% Shareholders' funds per share 231.8p 195.1p CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December 2000 2000 1999 £m £m £m £m notes Operating activities Cash flow from operating 113.6 92.5 6 activities Dividends from joint ventures 1.2 0.6 Returns on investments and servicing of finance Interest received 8.5 5.2 Interest paid (24.2) (22.5) Dividends paid by subsidiary undertakings to minority shareholders (0.2) (0.9) Net cash outflow from returns on investments and servicing of finance (15.9) (18.2) Taxation UK Corporation tax paid (13.9) (4.6) Overseas tax paid (34.9) (22.2) Tax paid (48.8) (26.8) Capital expenditure and financial investment Purchase of fixed assets and (20.5) (20.7) properties Sale of fixed assets and 92.1 62.5 properties Net cash inflow from capital expenditure and financial investment 71.6 41.8 Acquisitions and disposals Purchase of minority interest (94.4) - 7 in subsidiary undertakings Sale of subsidiary undertakings 67.3 - 8 Net cash sold with subsidiary (3.1) - 8 undertakings Net cash outflow from (30.2) - acquisitions and disposals Equity dividends paid (21.2) (21.1) Net cash inflow before use of 70.3 68.8 liquid resources and financing Management of liquid resources Cash placed on short-term (10.9) (47.8) deposit Purchase of current asset (1.5) (1.3) investments Net cash outflow from (12.4) (49.1) 6 management of liquid resources Financing Issue of ordinary share capital by Taylor Woodrow plc less contributions to team member 2.3 (0.4) share trust Repurchase of ordinary share - (33.4) capital Debt due within one year: new loans 7.2 42.7 repayment of loans (23.8) (52.1) Debt due after one year: new loans 82.0 105.2 repayment of loans (79.3) (63.3) Net cash outflow from financing (11.6) (1.3) Increase in cash in the year 46.3 18.4 6 NOTES ON THE ACCOUNTS 1 SEGMENTAL ANALYSIS Group Operating Capital Employed Turnover by origin Profit 2000 1999 2000 1999 2000 1999 £m £m £m £m £m £m By activity Housing 925.4 706.9 113.6 86.2 573.9 508.1 Property 141.9 122.4 48.8 43.4 428.0 474.0 development and investment Construction 389.8 533.1 1.1 2.8 (67.2) (74.2) Continuing 1,457.1 1,362.4 163.5 132.4 934.7 907.9 operations Discontinued operations Greenham 82.6 141.6 2.2 6.9 - 28.1 Trading 1,539.7 1,504.0 165.7 139.3 934.7 936.0 By market United States 453.5 327.1 47.1 38.3 234.7 221.9 of America Canada 130.7 95.1 23.0 16.1 176.3 165.1 Rest of the 149.4 169.0 15.6 11.7 35.0 24.5 world Total 733.6 591.2 85.7 66.1 446.0 411.5 overseas United 806.1 912.8 80.0 73.2 488.7 524.5 Kingdom 1,539.7 1,504.0 165.7 139.3 934.7 936.0 Net debt (43.9) (112.6) Minority (3.1) (79.5) interests Shareholders' funds 887.7 743.9 (1999 as restated - note 9) Turnover by origin represents sales to third parties and is not materially different from turnover to third parties by destination. The focus of the Group has been repositioned to an international housing and property development business with construction being less significant and the Greenham Trading business being sold on 28 July 2000. Consequently it was decided at the half year to present the segmental analysis on a Group operating profit and capital employed basis rather than the profit before tax and net assets basis previously presented. Comparative figures for the year to and at 31 December 1999 have been stated accordingly. In addition Group turnover in 1999 included £21.6m analysed as Other in respect of Greenham Construction Materials Limited which was sold early in 2000; this is now analysed as Construction. Operating profit for construction excludes its share of the construction joint ventures and interest. Profit before taxation for construction would be £6.6m including these items. Analysis of profit and loss account items: 2000 1999 Continuing Discontinued Total Continuing Discontinued Total operations Operations £m operations operations £m £m £m £m £m Cost of (1,168.2) (58.5) (1,226.7) (1,110.5) (99.6) (1,210.1) sales Gross 288.9 24.1 313.0 251.9 42.0 293.9 profit Distribution (30.8) (15.3) (46.1) (26.3) (24.1) (50.4) costs Administrative (94.6) (6.6) (101.2) (93.2) (11.0) (104.2) expenses 2. PROFIT ON DISPOSAL OF INVESTMENTS AND PROPERTIES 2000 1999 £m £m Profit on disposal of Greenham Construction Materials 16.2 - Limited and other investments Profit on disposal of investment and fixed asset 2.4 3.6 properties 18.6 3.6 3 TAX ON PROFIT ON ORDINARY ACTIVITIES 2000 1999 £m £m United Kingdom tax Corporation tax 21.0 11.6 Relief for overseas tax (4.5) (0.7) Deferred tax 2.7 - Overseas tax Current 33.1 24.3 Deferred 2.0 (0.9) Joint ventures 0.1 0.1 54.4 34.4 The tax charges are below standard rates mainly due to the utilisation of tax losses. 4 ORDINARY DIVIDENDS ON EQUITY SHARES £m £m Interim of 1.82p per share (1999 : 1.65p) 6.9 6.6 Proposed final of 4.3p per share (1999 : 3.8p) 24.8 14.3 31.7 20.9 5 EARNINGS PER SHARE 1999 as restated 2000 £m £m Earnings per share has been calculated by dividing: Profit for the financial year 139.8 82.2 by the weighted average number of shares for basic earnings per share 377.6m 396.7m weighted average of dilutive options 1.0m 3.0m weighted average of dilutive awards under the Group Executive Bonus Plan 1.2m 1.1m for diluted earnings per share 379.8m 400.8m 6 CONSOLIDATED CASH FLOW STATEMENT 2000 1999 £m £m Reconciliation of operating profit to net cash flow from operating activities Operating profit 165.7 139.3 Depreciation 9.5 13.8 Increase in stocks (84.3) (93.9) (Increase) / decrease in debtors (8.6) 32.3 Increase / (decrease) in creditors 32.3 (0.3) Exchange adjustments (1.0) 1.3 Continuing operating activities 108.1 81.6 Discontinued operating activities 5.5 10.9 Net cash inflow from operating activities 113.6 92.5 6 CONSOLIDATED CASH FLOW STATEMENT continued 2000 1999 £m £m Reconciliation of net cash flow to movement in net debt Increase in cash in the year 46.3 18.4 Cash outflow / (inflow) from decrease / (increase) in debt 13.9 (32.5) Cash outflow from increase in liquid resources 12.4 49.1 Change in net debt resulting from cash flows 72.6 35.0 Amortisation of discount on issue of 9.5% first mortgage debenture (0.3) (0.3) stock 2014 and expenses of issue for the year Exchange movement (3.6) (5.6) Movement in net debt in the year 68.7 29.1 Net debt at 1 January (112.6)(141.7) Net debt at 31 December (43.9)(112.6) Analysis of net debt At 1 Cash Non-cash Exchange At 31 January flow changes movement December 2000 2000 £m £m £m £m £m Cash at bank 138.6 61.6 - 4.2 204.4 and in hand less Deposits due (88.0) (10.9) - (1.5) (100.4) after one day Overdrafts on (6.7) (4.4) - (0.2) (11.3) demand 46.3 Debt due after one year Debenture (180.2) 1.0 8.4 (4.3) (175.1) loans Bank loans (48.6) (3.7) 0.3 (2.4) (54.4) Debt due within one year Debenture (12.6) 7.2 (8.7) (0.6) (14.7) loans Bank loans (15.5) 5.0 (0.3) (0.5) (11.3) and overdrafts add back Overdrafts on 6.7 4.4 - 0.2 11.3 demand 13.9 Liquid resources Deposits due 88.0 10.9 - 1.5 100.4 after one day Current asset 5.7 1.5 - - 7.2 investments 12.4 Total (112.6) 72.6 (0.3) (3.6) (43.9) 7 ACQUISITION OF MINORITY INTEREST IN SUBSIDIARY UNDERTAKINGS On 22 May 2000, the Group acquired the 45% of the Monarch Development Corporation Group held by other shareholders for £94.4m (C$213.3m) in cash which was equivalent to the fair value of the minority interest acquired. £m Book value of minority interest acquired 85.2 Fair value adjustment to stocks of residential land 9.2 Acquisition cost 94.4 8 DISPOSAL OF GREENHAM TRADING Following the disposal of Greenham Trading on 28 July 2000, this business segment has been shown as discontinued. Net assets disposed of and the related sale proceeds were as follows: £m Fixed assets 15.4 Current assets 48.6 Creditors (29.8) Net assets 34.2 Related goodwill previously written off to retained profit and loss 1.4 account Profit on sale 31.7 Sale proceeds (satisfied by cash) 67.3 The profit on sale of Greenham Trading had no effect on the amounts charged to the profit and loss account for taxation and minority interests. Net cash inflows in respect of the sale comprised: Cash consideration net of sale expenses 67.3 Cash at bank and in hand sold (4.1) Bank overdrafts sold 1.0 64.2 9 PRIOR YEAR ADJUSTMENT Following the promulgation of Financial Reporting Standard No. 15, Tangible Fixed Assets, all interest payable is now fully expensed immediately it accrues. Previously interest payable by joint ventures was capitalised during the construction phase of Private Finance Initiative projects where these were financed by specific borrowings. Accordingly prior years' interest payable capitalised by joint ventures of £6.5m (including 1999 : £2.5m) less £0.1m which had already been depreciated in 1999 has been fully expensed as a prior year adjustment. The Group's share of gross assets of joint ventures at 31 December 1999 has been reduced by £6.4m and the Group's share of gross liabilities of joint ventures deducted from this figure has been reduced by £5.0m with a compensating increase of £5.0m in creditors falling due within one year in respect of joint ventures. 10 POST BALANCE SHEET EVENT On 2 March 2001, the Group declared its offer for Bryant Group plc unconditional. The company offered 0.72 shares and 80 pence in cash for each issued and to be issued share in Bryant Group plc. As at 8 March 2001 Bryant Group plc had 270,838,473 shares in issue and options outstanding over 1,724,500 shares. 11 GENERAL The preliminary accounts have been prepared on a basis which is consistent with the accounting policies adopted for the year to 31 December 1999 except as noted in note 9. The preliminary accounts were approved by the board of directors on 13 March 2001. These accounts do not constitute the company's statutory accounts for the years ended 31 December 2000 or 1999 but are derived from those accounts. Statutory accounts for 1999 have been delivered to the Registrar of Companies and those for 2000 will be delivered following the company's annual general meeting. The auditors have reported on these accounts; their reports were unqualified and did not contain a statement under section 237 (2) or (3) of the Companies Act 1985.

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