Preliminary Results Part 2
Vodafone Group PLC
28 May 2002
PART 2
FINANCIAL UPDATE
Profit and loss account
Total Group operating profit / loss
Total Group operating profit, before goodwill amortisation and
exceptional items, increased 35% from £5,204m to £7,044m,
comprising £6,438m from continuing operations and £606m in
respect of the acquisitions made during the year. Excluding
the growth arising from acquisitions in the year to 31 March
2002, the growth from continuing operations on the comparable
period was 24%.
Total Group operating loss, after goodwill amortisation and
exceptional items, increased to £11,834m (31 March 2001:
£6,989m), primarily as a result of the charge for amortisation
of goodwill of £13,470m (31 March 2001: £11,873m) and
exceptional operating costs of £5,408m (31 March 2001: £320m).
Total Group operating loss for the comparable period to 31
March 2001 has been restated, following the adoption of FRS
19, resulting in a £9m reduction to the charge for goodwill
amortisation.
Amortisation of goodwill
The increase in the goodwill amortisation charge to £13,470m
is primarily due to the amortisation of goodwill arising on
the acquisitions made in the period, most notably the
acquisitions of Eircell, Japan Telecom and the J-Phone Group,
and to a full year's charge for amortisation of goodwill in
respect of the Mannesmann acquisition. These charges for
goodwill amortisation do not affect the cash flows of the
Group or the ability of the Group to pay dividends.
Exceptional items
Exceptional operating costs of £5,408m comprise impairment
charges of £5,100m in relation to the carrying value of
goodwill for Arcor, Cegetel, Grupo Iusacell and Japan Telecom,
and £222m representing the Group's share of exceptional items
of its associated undertakings and joint ventures, comprising
£107m of, principally, asset write downs in J-Phone Vodafone
and £115m of reorganisation costs in Verizon Wireless and
Vizzavi Europe Limited. A further £86m of reorganisation costs
was also incurred, principally in respect of the Group's
operations in Australia and the UK. The prior year
exceptional operating charge of £320m primarily comprises
impairment charges of £91m in relation to the carrying value
of certain assets within the Group's Globalstar service
provider business, £85m of reorganisation costs relating to
the Group's operations in Germany and the US, and £141m in
relation to the Group's share of restructuring costs incurred
by Verizon Wireless.
Exceptional non-operating items of £860m include an impairment
charge of £900m in respect of the Group's investment in China
Mobile (Hong Kong) Limited, a £41m profit on disposal of
businesses, principally relating to the reduction in the
Group's interest in Vodafone Greece from 55% to 51.9% and a
£9m profit on disposal of the Group's investment in the Korean
mobile operator, Shinsegi Telecom, Inc. The prior year
exceptional non-operating items of £80m comprise predominantly
of a profit on termination of a hedging instrument of £261m
offset by an impairment charge of £193m in relation to the
Group's interests in Globalstar and Shinsegi Telecom, Inc.
In accordance with accounting standards the Group regularly
monitors the carrying value of its fixed assets. In November
2001, the review resulted in an impairment charge of £4,750
million. A further review was undertaken at 31 March 2002 at
a time when certain companies in the telecommunications sector
were showing signs of deteriorating performance in difficult
market conditions.
The review assessed whether the carrying value of assets was
supported by the net present value of future cash flows
derived from assets using cash flow projections for each asset
in respect of the period to 31 March 2011.
For mobile businesses, projections reflect investment in
network infrastructure to provide enhanced voice services and
a platform for new data products and services, enabled by GPRS
and 3G technologies, which are forecast to be significant
drivers of future revenue growth. Capital expenditure is
heaviest in the early years of the projections, but in most
countries is expected to fall to below 10% of revenues by the
year ended 31 March 2008. Revenue growth is forecast from a
combination of new data products and services and strong
underlying voice ARPU. Data revenue is expected to increase
significantly to 2006 but grow at more modest rates to 2011.
Voice ARPU is forecast to benefit from new services and
traffic moving from fixed networks to mobile networks and
reflects the impact of price declines. Accordingly, the
directors believe that it is appropriate to use projections in
excess of five years as growth in cash flows for the period to
31 March 2011 is expected to exceed relevant country growth in
nominal GDP.
For the years beyond 1 April 2011, forecast growth rates at
nominal GDP have been assumed for mobile businesses and below
nominal GDP for non mobile businesses. The discount rates for
the major markets reviewed were based on company specific pre-
tax weighted average cost of capital percentages and ranged
from 8.8% to 11.5%.
In respect of the Group's investment in China Mobile (Hong
Kong) Limited, the review assessed the carrying value against
external analyst market valuations.
The results of the review indicated that, whilst no impairment
charge was necessary in respect of the Group's controlled
mobile businesses, further impairment charges totalling
£1,250m were necessary in respect of non-controlled mobile and
non-mobile businesses. This brings the total charge for the
year to £6,000m, as detailed below.
Total charge Additional Total
Company for six Charge charge
months ended following for year
30 March 2002 ended
Sept 2001 review 31 March
2002
£m £m £m
Arcor 4,000 - 4,000
Japan Telecom - 400 400
Cegetel - 250 250
Grupo Iusacell 450 - 450
China Mobile (Hong Kong)
Limited 300 600 900
------ ------ ------
4,750 1,250 6,000
====== ====== ======
Interest
Group interest, excluding the Group's share of the net
interest expense of joint ventures and associated
undertakings, reduced by £347m from the comparable period to
£503m. This reflects the reduction in average net debt,
primarily due to proceeds received from the disposal of assets
held for resale in the second half of the year ended 31 March
2001. Group interest is covered 16.2 times by Group EBITDA
(before exceptional items) plus dividends received from joint
ventures and associated undertakings, compared to 6.2 times
for the year to 31 March 2001.
The Group's share of the net interest expense of joint
ventures and associated undertakings increased from £327m to
£342m, primarily due to the Group's share of the interest
costs of its recently acquired interest in Grupo Iusacell.
Taxation
Following the adoption of FRS 19 during the period, the
effective rate of taxation, before goodwill amortisation and
exceptional items, has been restated on a full provision basis
for the year ended 31 March 2001 from 33.9% to 37.5%. The
adoption of FRS 19 has no impact on Group cash flows. Further
information on FRS 19 is provided on page 26. The effective
rate of taxation, before goodwill amortisation and exceptional
items, for the year ended 31 March 2002, reduced by 1.8% to
35.7%, mainly as a result of a one off German tax refund
arising from the distribution of retained earnings.
Exchange rates
The effect of translating the results of overseas
subsidiaries, joint ventures and associates at exchange rates
prevailing in the year ended 31 March 2001, would have been to
increase total Group operating profit, before goodwill
amortisation and exceptional items, for the year ended 31
March 2002 by £52m.
Earnings per share
Following the adoption of FRS 19, basic earnings per share,
before goodwill amortisation and exceptional items, was
restated from 3.75p to 3.54p per ordinary share for the
comparative year ended 31 March 2001. Basic earnings per
share, before goodwill amortisation and exceptional items,
increased 45% from 3.54p to 5.15p for the year ended 31 March
2002.
Basic loss per share, after goodwill amortisation and
exceptional items, increased from 16.09p to a loss per share
of 23.77p for the period to 31 March 2002. The loss per share
of 23.77p includes a charge of 19.82p per share (31 March
2001: 19.32p per share) in relation to the amortisation of
goodwill and a charge of 9.10p per share (31 March 2001: 0.30p
per share) in relation to exceptional items.
Dividends
In considering the level of dividend to declare and recommend,
the Board takes account of the outlook for earnings growth,
operating cash flow generation, capital expenditure
requirements and the possibilities for debt reductions and
share buy-backs. In the current circumstances the Board
believes a 5% increase in the dividend to be appropriate and,
accordingly, it has proposed a final dividend of 0.7497 pence
per share, producing a total for the year of 1.4721 pence per
share.
The record date for the final dividend is 7 June 2002, the ex-
dividend date is 5 June 2002 and the dividend is payable on 9
August 2002. The Company has withdrawn the Scrip Dividend
Scheme and introduced a Dividend Reinvestment Plan in its
place. The last date for elections or variations to mandates
under the Dividend Reinvestment Plan is 19 July 2002, being
fifteen working days before the dividend payment date.
Cash flows and funding
During the year ended 31 March 2002, the Group generated
£2,365m of free cash flow. This comprised £8,102m in cash
from operating activities, representing a 77% increase, plus
dividends from joint ventures and associated undertakings of
£139m and dividends from investments of £2m, offset by
payments of £545m in respect of taxation, £854m of interest on
Group debt, £84m of dividends paid to minority shareholders in
subsidiary undertakings and net capital expenditure of £4,395m
in respect of intangible and tangible fixed assets.
The Group also invested a net £6.1 billion in merger and
acquisition activities, an analysis of which is shown below:
Impact on
net debt
£ billion
Acquisition of 21.7% of Japan Telecom and
consolidation of acquired debt 7.3
Stake increases in Airtel, Japan Telecom
and J-Phone 6.4
Second tranche of Swisscom Mobile
consideration 1.0
Acquisition of interest in
Grupo Iusacell 0.7
Disposal of Arcor DB Telematic GmbH (0.7)
Disposal of remaining interest in
Atecs Mannesmann AG (2.2)
France Telecom receivable monetisation (2.9)
Ordinary share placing (3.5)
------
6.1
======
As a result of the positive free cash flow and merger and
acquisition activity above, plus a further £1 billion of
dividend payments, the Group's consolidated net debt position
at 31 March 2002 increased to £12,034m, from £6,722m at 31
March 2001, representing approximately 14% of the Group's
market capitalisation at 31 March 2002, compared with 5.4% as
at 31 March 2001. A further analysis of net debt can be found
in Note 8 on page 29.
The Group remains committed to maintaining a strong financial
position as demonstrated by credit ratings of P-1/F1/A-1 short-
term and A2/A/A long-term from Moody's, Fitch Ratings and
Standard and Poor's, respectively.
The Group's credit ratings enable it to have access to a wide
range of debt finance including commercial paper, bonds and
committed bank facilities. The Group currently has dollar and
euro denominated commercial paper programmes for US$15 billion
and £2 billion, respectively, which are used to meet short-
term liquidity requirements. In addition, the Group has a
US$13.7 billion (£9.6 billion) committed bank facility, which
may be extended for one year from June 2002, and a Yen 225
billion (£1.2 billion) term credit facility, which matures in
January 2007 and which is available for drawing until 28
November 2002. The Group also has approximately £11.6 billion
(pounds sterling equivalent) of capital market debt in issue,
with maturities from July 2002 to February 2030 and other term
loans of £2 billion. At 31 March 2002, no amounts had been
drawn under either bank facility.
Equity shareholders' funds
Total equity shareholders' funds decreased from £145,007m
(restated for FRS 19) at 31 March 2001 to £130,573m at 31
March 2002. The decrease comprises the loss for the period of
£16,155m (after goodwill amortisation of £13,470m and
impairment charges of £6,000m), dividends of £1,025m, net
currency translation losses of £2,263m and a £978m reduction
in amounts in relation to shares to be issued for the
acquisition of an interest in Swisscom Mobile which was
subsequently settled in cash. This was offset by the issue of
new share capital of £5,984m, primarily in relation to the
acquisition of Eircell and the £3.5 billion share placing
during the period.
Transactions
The following significant transactions were undertaken by the
Group in the year ended 31 March 2002:
Acquisitions
Australia - acquisition of minority interest stake in Vodafone
Pacific
On 22 June 2001, the Group announced that it had acquired an
interest in 97.8% of the share capital of Mobile
Communications Holdings (MCH) and, in accordance with the
terms of the agreement, has since compulsorily acquired the
remaining MCH shares. As a result of the transaction the
Group's effective interest in its Australian operations
increased from 91% to 95.5%.
Greece - acquisition of Unifon and NextNet
On 11 May 2001, Vodafone Greece increased its shareholding in
Unifon SA, one of its service providers, from 19.6% to 100%.
The acquisition was funded through the issue of new shares, as
a result of which the Group's ownership interest in Vodafone
Greece was reduced from 55% to 52.8%. Subsequent to this,
Vodafone Greece acquired another service provider, NextNet,
for shares, further reducing the Group's ownership interest to
51.9%.
Ireland - acquisition of 100% shareholding in Eircell
The offer for Eircell was declared unconditional on 14 May
2001 following the receipt of valid acceptances representing
approximately 79.6% of the total shareholding in Eircell. The
offer remained open for acceptance until 27 May 2001 and, in
accordance with Eircell's Articles of Association, all of
Eircell's shareholders were deemed to have accepted the offer
at that date. The Company issued approximately 1,046 million
new ordinary shares to shareholders in consideration for their
ownership interests.
Japan - increased stakes in Japan Telecom and the J-Phone
Group
On 12 April 2001, following the second payment of Yen 125.1
billion (£0.7 billion), the acquisition of a 15% stake in
Japan Telecom from West Japan Railway Company and Central
Japan Railway Company was completed. The initial payment of
Yen 124.6 billion (£0.7 billion) was made on 31 January 2001.
On 27 April 2001, the Group completed the acquisition of a
further 10% stake in Japan Telecom from AT&T for a cash
consideration of $1.35 billion (£0.9 billion).
On 2 May 2001, Vodafone announced that it had agreed to
acquire BT's ownership interests in Japan Telecom and the J-
Phone Group for a total cash consideration of £3.7 billion.
The acquisition of BT's interests in Japan Telecom and J-Phone
Communications Co. Ltd was completed on 1 June 2001, and the
acquisition of BT's interests in the operating subsidiaries of
J-Phone Communications was completed on 12 July 2001.
On 20 September 2001, the Group announced an agreed tender
offer to acquire up to 693,368 Japan Telecom ordinary shares,
representing 21.7% of the ordinary shares of Japan Telecom,
for a total cash consideration of up to Yen 312 billion (£1.8
billion). The offer successfully completed on 12 October
2001.
As a result of these transactions, Vodafone's shareholding in
Japan Telecom has increased to 66.7%, and the Group's
effective interest in the J-Phone Group is now approximately
70%.
Mexico - acquisition of an interest in Grupo Iusacell
On 4 April 2001, the Group completed its acquisition of a
34.5% stake in Grupo Iusacell, S.A. de C.V., the second
largest mobile operator in Mexico, for a cash consideration of
$973m (£0.7 billion).
Spain - increased stake in Airtel Movil S.A.
The Group increased its interest in Airtel Movil S.A. to 91.6%
with the acquisition of BT's 17.8% shareholding for a cash
consideration of £1.1 billion. The transaction completed on 29
June 2001 following the receipt of regulatory approval.
Disposals
Austria - disposal of tele.ring
On 8 May 2001, the Group announced that agreement had been
reached to sell its 100% equity stake in the Austrian
telecommunications company, tele.ring Telekom Service GmbH.
The transaction completed on 29 June 2001, following receipt
of regulatory approval.
Germany - disposal of Arcor rail business
On 25 January 2002, the Group announced that Arcor, the
Group's German fixed line business, had agreed to sell its
railway specific businesses to the German rail operator
Deutsche Bahn for Euro 1.15 billion (£713 million).
Germany - disposal of 50% plus 2 shares stake in Atecs
Mannesmann AG
On 17 April 2001, the Group announced the completion of the
disposal of a 50% plus 2 shares stake in Atecs Mannesmann AG,
following approval from the relevant European and US
regulatory authorities. On 15 January 2002, the Group
announced that it had exercised put options over its remaining
stake in Atecs Mannesmann AG. The proceeds from the latter
disposal amounted to Euro 3.66 billion, and were received on 1
March 2002.
Korea - disposal of Shinsegi Telecom, Inc.
On 24 August 2001, the Group announced that agreement had been
reached to sell its 11.7% equity stake in Shinsegi Telecom,
Inc. for an undisclosed amount to SK Telecom, Ltd. The value
of net assets disposed represented less than 1% of the Group's
net assets.
Subsequent events
Spain - increased stake in Vodafone Spain
On 2 April 2002, Vodafone Group Plc announced that it had
acquired a further 2.2% stake in Airtel Movil S.A., for the
Euro equivalent of £0.4 billion, following the exercise of a
put option held by Torreal, S.A.. This increased the Group's
equity interest in Airtel Movil S.A. to 93.8%.
Germany - buy-out of outstanding minority shareholders in
Vodafone AG
On 22 April 2002, Vodafone Group Plc announced that its
subsidiary, Vodafone Deutschland GmbH, intends to buy-out the
outstanding minority shareholders in Vodafone AG. The Group
already owns more than 99.6% of Vodafone AG and the cost of
this transaction is expected to be approximately Euro 430m.
The buy-out requires the approval of Vodafone AG shareholders
and entry into the Commercial Register before it becomes
legally effective, which is expected to be on or around 11
July 2002.
Egypt - Vivendi put option
On 2 May 2002, Vivendi Telecom International notified the
Group that, pursuant to a put option agreement, the Group is
required to purchase 8,400,000 shares in Vodafone Egypt. As a
result of this transaction the Group's interest in Vodafone
Egypt will increase from 60% to 67%.
Australia - purchase of remaining 4.5% interest in Vodafone
Pacific
On 3 May 2002, the Group completed the purchase of the 4.5%
minority interest in Vodafone Pacific, as a result of which
Vodafone Pacific became a wholly owned subsidiary undertaking.
China - increased investment in China Mobile (Hong Kong)
Limited
On 16 May 2002, the Group announced that it has reached
agreement to subscribe US$750 million for new shares in China
Mobile (Hong Kong) Limited, increasing the Group's effective
interest in China Mobile (Hong Kong) Limited to approximately
3.27%. As part of the agreement, China Mobile (Hong Kong)
Limited has announced its intention to commence the payment of
dividends starting in the financial year ended 31 December
2002. The transaction is expected to complete on 18 June
2002.
FINANCIAL STATEMENTS
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2002
Year ended Year ended
31 March 31 March
2002 2001
as restated
£m £m
Turnover: Group and share of joint ventures
and associated undertakings
- Continuing operations 28,485 23,993
- Acquisitions 5,056 -
------- -------
33,541 23,993
Less: Share of joint ventures
and associated undertakings (10,696) (8,989)
--------- ---------
22,845 15,004
========= =========
Group turnover (Note 2)
- Continuing operations 17,940 15,004
- Acquisitions 4,905 -
--------- ---------
22,845 15,004
Operating loss ========= =========
- Continuing operations (9,946) (6,439)
- Acquisitions (431) -
--------- ---------
(10,377) (6,439)
Share of operating loss in joint ventures
and associated undertakings
- Continuing operations (889) (550)
- Acquisitions (568) -
--------- ---------
Total Group operating loss (Note 2) (11,834) (6,989)
Exceptional non-operating items (Note 4) (860) 80
--------- ---------
Loss on ordinary activities before interest (12,694) (6,909)
Net interest payable (845) (1,177)
- Group (503) (850)
- Share of joint ventures
and associated undertakings (342) (327)
--------- ---------
Loss on ordinary activities before taxation (13,539) (8,086)
Tax on loss on ordinary activities (Note 5) (2,140) (1,426)
- Group (1,925) (1,195)
- Share of joint ventures and
associated undertakings (215) (231)
--------- ---------
Loss on ordinary activities after taxation (15,679) (9,512)
Minority interests (including non-equity
minority interests) (476) (373)
--------- ---------
Loss for the financial year (16,155) (9,885)
Equity dividends (1,025) (887)
Retained loss for the Group and its share of --------- ---------
joint ventures and associated undertakings (17,180) (10,772)
========= =========
Basic loss per share (Note 6) (23.77)p (16.09)p
Diluted loss per share (23.86)p (16.10)p
Adjusted basic earnings per share (Note 6) 5.15p 3.54p
CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2002
31 March 2002 31 March 2001
as restated
£m £m
Fixed assets
Intangible assets 105,944 108,853
Tangible assets 18,541 10,586
Investments 28,977 34,769
Loans to joint ventures 321 85
Investments in associated undertakings 27,249 31,729
Other investments 1,407 2,955
--------- ---------
153,462 154,208
Current assets --------- ---------
Stocks 513 316
Debtors 7,053 4,587
Investments 1,792 13,211
Cash at bank and in hand 80 68
--------- ---------
9,438 18,182
Creditors: amounts falling due within
one year (13,455) (12,377)
--------- ---------
Net current (liabilities)/assets (4,017) 5,805
--------- ---------
Total assets less current liabilities 149,445 160,013
Creditors: amounts falling due
after more than one year (13,118) (11,235)
Provisions for liabilities and charges (2,899) (1,350)
Investments in joint ventures:
- Share of gross assets 76 88
- Share of gross liabilities (345) (146)
--------- ---------
(269) (58)
Other provisions (2,630) (1,292)
--------- ---------
133,428 147,428
========= =========
Capital and reserves
Called up share capital 4,273 4,054
Share premium account 52,044 48,292
Merger reserve 98,927 96,914
Other reserve 935 1,024
Profit and loss account (25,606) (6,255)
Shares to be issued - 978
--------- ---------
Total equity shareholders' funds 130,573 145,007
Equity minority interests 1,727 1,292
Non-equity minority interests 1,128 1,129
--------- ---------
133,428 147,428
========= =========
CONSOLIDATED CASH FLOW
FOR THE YEAR ENDED 31 MARCH 2002
Year Year
ended ended
31 March 31 March
2002 2001
£m £m
Net cash inflow from operating
activities (Note 7) 8,102 4,587
Dividends received from joint ventures
and associated undertakings 139 353
Net cash outflow for returns on investments
and servicing of finance (936) (47)
Taxation (545) (1,585)
Net cash outflow for capital expenditure
and financial investment (4,447) (19,011)
Purchase of intangible fixed assets (325) (13,163)
Purchase of tangible fixed assets (4,145) (3,698)
Disposal of tangible fixed assets 75 275
Purchase of investments (44) (3,254)
Disposal of investments 319 513
Other (327) 316
Net cash (outflow)/inflow for acquisitions
and disposals (7,691) 30,653
Purchase of interests in
subsidiary undertakings (3,078) (219)
Net (overdrafts)/cash acquired
with subsidiary undertakings (2,514) 542
Purchase of interests in joint ventures
and associated undertakings (7,159) (79)
Disposal of businesses 5,071 26,002
Disposal of interests in joint ventures
and associated undertakings - 1,878
Proceeds on formation of joint venture - 2,544
Purchase of customer bases (11) (15)
Equity dividends paid (978) (773)
--------- ---------
Cash (outflow)/inflow before management of
liquid resources and financing (6,356) 14,177
Management of liquid resources 7,042 (7,541)
Net cash outflow from financing (675) (6,691)
Issue of ordinary share capital 3,581 65
Debt repayment (4,268) (6,800)
Issue of shares to minorities 12 44
--------- ---------
Increase/(decrease) in cash in the year 11 (55)
========= =========
Reconciliation of net cash flow to movement
in net debt
Increase/(decrease) in cash in the year 11 (55)
Cash outflow from decrease in debt 4,268 6,800
Cash (inflow)/outflow from management
of liquid resources (7,042) 7,541
--------- ---------
(Increase)/decrease in net debt resulting
from cash flows (2,763) 14,286
Net debt acquired on acquisition
of subsidiaries (3,116) (13,726)
Translation difference 517 (629)
Other movements 50 (10)
--------- ---------
Increase in net debt in the year (5,312) (79)
Opening net debt (6,722) (6,643)
--------- ---------
Closing net debt (Note 8) (12,034) (6,722)
========= =========
CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
FOR THE YEAR ENDED 31 MARCH 2002
Year Year
ended ended
31 March 31 March
2002 2001
as restated
£m £m
Loss for the financial year
- Group (14,131) (8,730)
- Share of joint ventures and
associated undertakings (2,024) (1,155)
--------- ---------
(16,155) (9,885)
--------- ---------
Currency translation
- Group (1,980) 2,724
- Share of joint ventures and
associated undertakings (283) 2,448
--------- ---------
(2,263) 5,172
--------- ---------
Total recognised gains and losses
for the year (18,418) (4,713)
=========
Prior year restatement for FRS 19 (386)
---------
Total gains and losses recognised
since last annual report (18,804)
=========
MOVEMENTS IN EQUITY SHAREHOLDERS' FUNDS
FOR THE YEAR ENDED 31 MARCH 2002
Loss for the financial year (16,155) (9,885)
Equity dividends (1,025) (887)
--------- ---------
(17,180) (10,772)
Currency translation (2,263) 5,172
New share capital subscribed 5,984 8,972
Shares to be issued (978) 978
Scrip dividends - 67
Other 3 (4)
--------- ---------
Net movement in equity shareholders' funds (14,434) 4,413
Opening equity shareholders' funds (originally
£145,393m before restatement
for FRS 19 of £386m) 145,007 140,594
--------- ---------
Closing equity shareholders' funds 130,573 145,007
========= =========
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