Interim Results

Hunting PLC 01 September 2005 1 September 2005 HUNTING PLC Interim results For the six months to 30 June 2005 Hunting PLC, the international energy services company, today announces its interim results for the six months to 30 June 2005. Turnover Â£668.2m (2004: Â£539.5m) +23.9% Operating profit Â£22.4m (2004: Â£11.9m) +88.2% Pre-tax profit Â£19.1m (2004: Â£10.2m) +87.3% Basic earnings per share 10.9p (2004: 4.4p) +147.7% Ordinary dividend per share 2.0p (2004: 1.5p) +33.3% Commenting on the outlook, Dennis Proctor, Hunting's Chief Executive, said: 'We are very pleased to announce this strong set of results for the first half of the year. Whilst we expect continued improvement the extent of the improvement will be dependent upon light and heavy crude price differentials and the ability to continue raising prices for goods and services. 'We continue to view the future with optimism as the momentum provided by oil company expenditures for exploration and production to replenish dwindling supplies, coupled with growing world demand, should continue to benefit Hunting through the remainder of 2005 and into 2006.' For further information, please contact: Hunting PLC 020 7321 0123 Dennis Proctor, Chief Executive Dennis Clark, Finance Director Hogarth Partnership Limited 020 7357 9477 Andrew Jaques Edward Westropp Notes to Editors: Hunting PLC is an international oil services company providing support solutions to the world's largest oil and gas companies. Hunting PLC ('Hunting'), the international energy services company, announces its interim results for the six months to 30 June 2005. INTRODUCTION As indicated in the circular sent to shareholders on 1 July 2005 in connection with the recent Rights Issue, the first half of 2005 has been a continuum of the activity levels experienced in late 2004. Natural gas and oil prices are significantly up and are the primary catalyst to the activity levels throughout the world. U.S. natural gas prices have remained above US$6/mmbtu with oil prices rising from below US$40 a barrel to above US$60 a barrel. Again, due to high commodity prices, activity levels and investment in Canadian oil sands and natural gas exploration continue to grow with expectations for a third consecutive record year for wells drilled and volume improvement. The increase in commodity prices has driven the U.S. rig count to a 20 year high of 1,355 active rigs in June. International rig count activity is up 13% year-on-year. Accordingly, all divisions of Hunting have seen improvement. RESULTS SUMMARY Operating profit for the six months to 30 June 2005 increased by 88.2% to Â£22.4m (2004 - Â£11.9m). Profit before tax increased by 87.3% to Â£19.1m (2004 - Â£10.2m). Basic earnings per share of 10.9p were 148% higher (2004 - 4.4p). An Interim Dividend of 2.0p (2004 - 1.5p) will be paid on 23 November 2005 to shareholders on the register at the close of business on 4 November 2005. Operational Review The turnover and operating results of each division are included in the financial analysis. Gibson Energy Gibson Energy, based in Alberta, Canada, achieved a strong result with operating profit for the six months increasing by 90% from Â£6.7m to Â£12.7m as the Canadian oil and gas industry is on track to once again establish records for oil and gas well completions. Oil sands investment is growing and providing large volumes for truck transport, pipelines and terminals. In addition, the differential between heavy/sour and light crude oil pricing has enabled Gibson to utilise the synergies of its pipelines, terminals and storage assets. Gibson is one of Canada's premier mid-stream energy service companies providing marketing services, truck transportation, processing and distribution. â€¢Marketing achieved an excellent result for the period due to heavy/sour crude differentials and commodity prices while managing inventories through volatile price swings. Operating profit increased by 126%. â€¢Truck Transportation returned to historical levels of activity with an increase of 64% in operating profit due to higher levels of heavy crude hauling and extended contract negotiations. â€¢Oil and Gas Operations have improved due to the overall activity of the region. Operating profit increased by 20%. â€¢Canwest Propane and Natural Gas Liquids ('NGL') benefited from historical acquisitions and expansion to the West coast of Canada with an increase of 114% in operating profit. â€¢Moose Jaw Asphalt's activity, whilst seasonal, continues to perform below expectations due to high crude oil stock prices. Gibson Energy forecasts further growth in overall operations but the marketing division will depend upon crude differentials and blending opportunities during the balance of the year. Hunting Energy Hunting Energy is a leading international supplier of products and related services to the upstream oil and gas companies worldwide. Operating profit in the first half increased by 109% from Â£3.3m to Â£6.9m. Continuing a trend started in 2004 when oil prices were below US$35 a barrel, oil prices crossed over US$60 a barrel in the first half of 2005. Analysts are also raising their near term forecast for gas prices. The 2005 gas price exceeds US$6.5/mmbtu, up 16% from last year and more than double the average in 2002. These prices have led to record drilling activity with the U.S. rig count surpassing its 2001 peak by 6% hitting an average 1,355 active rigs in June 2005. While finding costs have risen for oil and gas exploration, operators indicate that the increase is not expected to impact the demand for drilling components as their margins are still good. â€¢Tubular Products - operating profit increased by 5% on reduced inventories following the sale in May 2004 of the larger diameter range. â€¢Manufacturing Operations - operating profit increased by 222% on the same period in 2004 due to higher utilisation, operating efficiencies and price increases. â€¢International Operations - the continued growth of independent exploration and production operators in the North Sea contributed significantly to the 300% increase in operating profit. Global activity in the second half of 2005 is expected to continue its improvement and benefit all regions where Hunting Energy is positioned. Offices have been opened in the Middle East which are already profitable. Tenkay Resources Tenkay Resources is a non-operating oil and gas exploration company with producing reserves principally in the Southern U.S. Operating profit for the six months increased by 77%. There were 9 successes out of 12 wells drilled during the first half with an increase in reserves. E. A. Gibson Shipbrokers E. A. Gibson Shipbrokers is a leading international shipbroker primarily in the oil and gas tanker market. While transaction volume and rates continue to be strong, rates have declined in the first half of 2005. However, the global supply of, and demand for, crude oil will continue maintaining good tanker rates above the historical average. Hunting Energy France in Paris has continued its reorganisation which has led to earnings improvement. Capital expenditure for the six month period to 30 June 2005 was Â£16.6m (2004 - Â£10.9m). Net debt at 30 June 2005 was Â£137.8m (30 June 2004 - Â£98.9m), with gearing of 108%. Post balance sheet financing On 29 June 2005 the Company announced a Rights Issue to raise approximately Â£45.7m to fund ongoing capital investment in existing and new facilities and to take advantage of new acquisition opportunities. On 18 August 2005 the Company announced the acquisition of Cromar for Â£9.6m, a company that specialises in equipment and support to well service operators worldwide. OUTLOOK We are very pleased to announce this strong set of results for the first half of the year. Whilst we expect continued improvement the extent of the improvement will be dependent upon light and heavy crude price differentials and the ability to continue raising prices for goods and services. The recent acquisition of Cromar will produce additional earnings for Hunting Energy and continued foreign investment in the Alberta oil sands will benefit Gibson Energy. Labour constraints will continue to be an issue for the Company as with all energy service organisations, however, to date, turnover rates have been minimised and training programmes are well established to maintain this position. We continue to view the future with optimism as the momentum provided by oil company expenditures for exploration and production to replenish dwindling supplies, coupled with growing world demand, should continue to benefit Hunting through the remainder of 2005 and into 2006. Richard Hunting Dennis Proctor Chairman Chief Executive 1 September 2005 Consolidated Income Statement (Unaudited) Six months Six months ended ended Year ended 30 June 30 June 31 December 2005 2004 2004 Notes Â£m Â£m Â£m Revenue 2 668.2 539.5 1,159.4 Cost of sales (609.5) (498.0) (1,066.7) ------- ------- ------- Gross profit 58.7 41.5 92.7 Other operating income 1.1 1.5 2.9 Operating expenses* (37.4) (31.1) (69.8) ------- ------- ------- Profit from operations before exceptional items 22.4 11.9 25.8 Exceptional items 3 - - (5.0) ------- ------- ------- Profit from operations 2 22.4 11.9 20.8 Net finance costs (3.3) (1.7) (4.4) Share of profits in associates - - 0.1 ------- ------- ------- Profit before tax 19.1 10.2 16.5 Taxation 4 (6.7) (3.4) (5.1) ------- ------- ------- Profit for the period 12.4 6.8 11.4 ------- ------- ------- Attributable to: Shareholders of the parent 11.8 6.7 10.9 Minority interests 0.6 0.1 0.5 ------- ------- ------- 12.4 6.8 11.4 ------- ------- ------- Earnings per share (restated) (restated) Basic earnings per 25p ordinary 6 10.9p 4.4p 7.9p share Diluted earnings per 25p ordinary 6 10.4p 4.3p 7.7p share The above results relate to continuing operations. The earnings per share numbers include the impact of the bonus element of the Rights Issue, which was announced on 29 June 2005. *Operating expenses include an exceptional charge of Â£3.8m for onerous leases in the year ended 31 December 2004. Consolidated Balance Sheet (Unaudited) At At At 30 June 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m ASSETS Non-current assets ------- ------- ------- Property, plant and equipment 167.4 150.4 155.8 Goodwill 50.7 47.5 47.5 Intangible assets 3.1 3.0 3.1 Interests in associates 4.9 8.8 8.7 Available for sale investments 0.2 5.5 3.6 Retirement benefit assets 27.8 23.6 23.8 Receivables and other assets 3.7 3.1 3.3 Deferred tax assets 14.2 4.7 11.2 ------- ------- ------- 272.0 246.6 257.0 ------- ------- ------- Current assets ------- ------- ------- Inventories 94.5 82.3 76.5 Trade and other receivables 141.4 138.8 140.4 Investments 1.2 - - Cash and cash equivalents 71.0 8.6 15.1 ------- ------- ------- 308.1 229.7 232.0 ------- ------- ------- LIABILITIES Current liabilities ------- ------- ------- Trade and other payables 151.2 141.3 152.8 Current tax liabilities 6.5 4.2 1.1 Borrowings 89.6 7.5 16.4 Provisions 0.6 - 0.6 ------- ------- ------- 247.9 153.0 170.9 ------- ------- ------- Net current assets 60.2 76.7 61.1 ------- ------- ------- Non-current liabilities ------- ------- ------- Borrowings 120.4 100.0 129.3 Deferred tax liabilities 65.6 49.8 59.5 Retirement benefit obligations 1.9 1.5 1.9 Other payables 2.7 1.7 1.9 Provisions 13.8 14.7 13.6 ------- ------- ------- 204.4 167.7 206.2 ------- ------- ------- Net assets 127.8 155.6 111.9 ------- ------- ------- Shareholders' funds ------- ------- ------- Share capital 25.4 73.2 25.3 Share premium 42.3 41.5 41.5 Other reserves 28.4 20.6 22.4 Retained earnings 27.4 17.0 19.0 ------- ------- ------- 123.5 152.3 108.2 Minority interests 4.3 3.3 3.7 ------- ------- ------- Total equity 127.8 155.6 111.9 ------- ------- ------- The Group adopted IAS 32 and IAS 39 on 1 January 2005. As a result, cash and cash equivalents and borrowings as at 30 June 2005 are required to be shown gross even though they are subject to a common legal right of set-off. At 30 June 2004 and 31 December 2004, these are shown net. Consolidated Statement of Recognised Income and Expense (Unaudited) Six months Six months Year ended ended ended 30 June 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m Profit for the period 12.4 6.8 11.4 -------- -------- -------- Currency differences 3.6 (4.2) (2.7) Losses on cash flow hedges (0.1) - - Actuarial gains on defined benefit pension schemes 3.0 4.1 3.5 Transferred to income statement on disposal of (0.3) - - available for sale investments Tax on items taken directly to equity (0.9) (1.3) (1.1) -------- -------- -------- Net income recognised directly in equity 5.3 (1.4) (0.3) -------- -------- -------- Total recognised income and expense for the period 17.7 5.4 11.1 -------- -------- -------- Reconciliation of Movements in Consolidated Shareholders' Funds (Unaudited) Six month Six month ended ended Year ended 30 June 30 June 31 December 2005 2004 2004 Notes Â£m Â£m Â£m Profit attributable to shareholders 11.8 6.7 10.9 Dividends 5 (3.0) (4.3) (6.2) -------- -------- -------- Retained profit for the period 8.8 2.4 4.7 Currency differences 3.6 (4.2) (2.7) Losses on cashflow hedges (0.1) - - Cancellation and repayment of preference shares - - (47.9) Cost of share options 0.3 0.1 0.4 Share capital issued 0.9 - - Allotment of Treasury shares - - 0.1 Actuarial gains on defined benefit pension 2.1 2.8 2.4 schemes (net of tax) Transfer to income statement on disposal (0.3) - - -------- -------- -------- Net addition (reduction) to shareholders' funds 15.3 1.1 (43.0) Opening shareholders' funds 108.2 151.2 151.2 -------- -------- -------- Closing shareholders' funds 123.5 152.3 108.2 -------- -------- -------- Consolidated Cash Flow Statement (Unaudited) Six months Six months ended ended Year ended 30 June 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m Operating activities Profit from operations before exceptional items 22.4 11.9 25.8 Depreciation, amortisation and impairment 10.5 9.2 19.5 (Profit) on disposal of investments (0.4) - (0.4) (Profit) on disposal of property, plant and equipment (0.3) - (0.9) (Increase) in inventories (14.8) (15.8) (10.0) Decrease (increase) in receivables 5.4 (14.3) (14.2) Increase (decrease) in payables (0.8) 12.0 19.2 Taxation (paid) received (1.7) 8.6 6.6 Other non cash flow items 0.3 (0.8) 0.4 -------- -------- -------- Net cash inflow from operating activities 20.6 10.8 46.0 -------- -------- -------- Investing activities Dividends received from associates 3.8 3.5 3.5 Purchase of subsidiary and businesses (1.2) (0.5) (1.5) Cash acquired with subsidiary 0.5 - - Purchase of minority interest in subsidiary - (0.4) (0.1) Purchase of and loans to associates (5.3) (0.2) (0.2) Proceeds from disposal of investments 3.3 - 2.4 Proceeds from disposal of subsidiary - 22.9 19.9 Proceeds from disposal of property, plant and equipment 1.6 5.0 6.0 Purchase of property, plant and equipment (16.6) (10.9) (21.9) Purchase of intangible assets (0.2) (0.1) (0.4) -------- -------- -------- Net cash (outflow) inflow from investing activities (14.1) 19.3 7.7 -------- -------- -------- Financing activities Interest received 1.8 1.1 3.1 Interest paid (5.9) (4.0) (8.7) Equity dividends paid (3.0) (2.3) (3.8) Preference dividends paid - (2.0) (2.4) Share capital issued 0.9 - - Cancellation and repayment of preference share capital - - (47.9) (Increase) in deposits maturing after 3 months (1.2) - - Proceeds from borrowings - - 92.9 Repayment of borrowings (10.6) (32.1) (87.9) Capital element of finance leases (0.2) (0.2) (0.3) -------- -------- -------- Net cash (outflow) from financing activities (18.2) (39.5) (55.0) -------- -------- -------- Net (decrease) in cash, cash equivalents and bank overdrafts (11.7) (9.4) (1.3) Cash, cash equivalents and bank overdrafts at beginning of period 10.9 12.4 12.4 Effect of foreign exchange rate changes 0.3 (0.4) (0.2) Adoption of IAS 32 and IAS 39 (0.3) - - -------- -------- -------- Cash, cash equivalents and bank overdrafts at end of period (0.8) 2.6 10.9 -------- -------- -------- Notes to the Interim Report 1 BASIS OF ACCOUNTING This interim report has been prepared in accordance with IAS 34 Interim Financial Reporting and IFRS 1 First-time adoption of International Financial Reporting Standards, as it is part of the period covered by the Group's first IFRS financial statements for the year ended 31 December 2005. These interim financial statements have been prepared in accordance with those IFRS standards and IFRIC interpretations which are effective, or have been adopted early, as at 1 September 2005. The IFRS standards and IFRIC interpretations that will be applicable at 31 December 2005, including those that will be applicable on an optional basis, are not known with certainty at the time of preparing these interim financial statements. Under the transitional arrangements within IFRS 1, reconciliations are required between the IFRS comparative financial information published within this report and the previously published UK GAAP financial information. These are contained within the report Transition to International Financial Reporting Standards also published on 1 September 2005. The comparative information for the year ended 31 December 2004 and the six months ended 30 June 2004 have been prepared in accordance with IFRS and do not constitute statutory accounts as defined in section 240 of the Companies Act 1985. A copy of the statutory accounts for the year ended 31 December 2004, prepared under UK GAAP, has been delivered to the Registrar of Companies. The auditors' report on those accounts was unqualified. Accounting policies The Company's principal IFRS accounting policies are set out within the report Transition to International Financial Reporting Standards. Changes in IFRS Accounting Policies The interim report includes the adoption of IAS 32 Financial Instruments: Disclosure and Presentation and IAS 39 Financial Instruments: Recognition and Measurement with effect from 1 January 2005. There have been no other changes in accounting policies. Notes to the Interim Report Continued 2 SEGMENTAL REPORTING Business Segments Six months ended 30 June 2005 Total gross Inter- Total Profit from segmental revenue revenue revenue operations Â£m Â£m Â£m Â£m Gibson Energy Marketing 485.0 (42.5) 442.5 8.8 Truck Transportation 35.7 (3.0) 32.7 1.8 Oil and Gas Operations 7.9 (1.8) 6.1 2.4 Canwest and Natural Gas Liquids 48.9 (24.1) 24.8 1.5 Moose Jaw Asphalt 34.4 (11.9) 22.5 (1.8) --------- --------- --------- ---------- 611.9 (83.3) 528.6 12.7 --------- --------- --------- ---------- Hunting Energy Services Tubular Products 31.0 (2.3) 28.7 2.0 Manufacturing 31.1 (3.1) 28.0 2.9 International 31.5 (1.4) 30.1 2.0 --------- --------- --------- ---------- 93.6 (6.8) 86.8 6.9 --------- --------- --------- ---------- Tenkay 6.0 - 6.0 2.3 Other operating divisions 46.8 - 46.8 0.5 --------- --------- --------- ---------- 758.3 (90.1) 668.2 22.4 --------- --------- --------- ---------- Six months ended 30 June 2004 Total gross Inter-segmental Total Profit from revenue revenue revenue operations Â£m Â£m Â£m Â£m Gibson Energy Marketing 380.9 (32.2) 348.7 3.9 Truck Transportation 28.7 (1.7) 27.0 1.1 Oil and Gas Operations 7.0 (1.5) 5.5 2.0 Canwest and Natural Gas Liquids 49.1 (23.1) 26.0 0.7 Moose Jaw Asphalt 20.9 (9.1) 11.8 (1.0) --------- --------- --------- ---------- 486.6 (67.6) 419.0 6.7 --------- --------- --------- ---------- Hunting Energy Services Tubular Products 46.7 (2.5) 44.2 1.9 Manufacturing 24.3 (4.5) 19.8 0.9 International 19.1 (0.7) 18.4 0.5 --------- --------- --------- ---------- 90.1 (7.7) 82.4 3.3 --------- --------- --------- ---------- Tenkay 3.9 - 3.9 1.3 Other operating divisions 34.2 - 34.2 0.6 --------- --------- --------- ---------- 614.8 (75.3) 539.5 11.9 --------- --------- --------- ---------- Notes to the Interim Report Continued 2 SEGMENTAL REPORTING continued Year ended 31 December 2004 Total gross Inter- Total Profit from segmental revenue revenue revenue operations Â£m Â£m Â£m Â£m Gibson Energy Marketing 825.3 (78.1) 747.2 7.0 Truck Transportation 60.6 (4.7) 55.9 2.6 Oil and Gas Operations 15.2 (3.2) 12.0 5.3 Canwest and Natural Gas Liquids 104.0 (44.1) 59.9 1.6 Moose Jaw Asphalt 69.3 (31.2) 38.1 (1.0) -------- -------- -------- -------- 1,074.4 (161.3) 913.1 15.5 -------- -------- -------- -------- Hunting Energy Services Tubular Products 85.2 (8.2) 77.0 4.0 Manufacturing 42.8 (4.8) 38.0 2.2 International 45.5 (1.4) 44.1 2.1 -------- -------- -------- -------- 173.5 (14.4) 159.1 8.3 -------- -------- -------- -------- Tenkay 8.5 - 8.5 3.1 Other operating divisions 78.7 - 78.7 2.7 -------- -------- -------- -------- Total 1,335.1 (175.7) 1,159.4 29.6 -------- -------- -------- Exceptional items (including Â£3.8m charged to operating expenses) (8.8) -------- Total profit from operations 20.8 -------- 3 EXCEPTIONAL ITEMS Six Six Year ended months ended months ended 30 June 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m Exceptional items comprise: Settlement of a claim on the disposal of a former subsidiary - - 3.1 Closure of a US subsidiary - - 1.9 -------- -------- -------- - - 5.0 -------- -------- -------- 4 TAXATION The taxation charge for the six months ended 30 June 2005 is calculated by applying the best estimate of the 2005 annual effective rate of tax to the profit for the period. 5 DIVIDENDS Six Six Year ended months ended months ended 30 June 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m Preference dividends: - 2.0 2.4 Ordinary dividends: 2003 final - 2.3 2.3 2004 interim - - 1.5 2004 final 3.0 - - -------- -------- -------- 3.0 4.3 6.2 -------- -------- -------- A proposed 2005 interim dividend of 2.0p per share was approved by the Board, for payment on 23 November 2005. Notes to the Interim Report Continued 6 EARNINGS PER SHARE Basic earnings per share is calculated by dividing the earnings attributable to Ordinary shareholders by the weighted average number of Ordinary shares outstanding during the year. For diluted earnings per share, the weighted average number of outstanding Ordinary shares is adjusted to assume conversion of all dilutive potential Ordinary shares. The dilutive potential Ordinary shares are those options where the exercise price is less than the average market price of the Company's Ordinary shares during the year. Reconciliations of the earnings and weighted average number of Ordinary shares used in the calculations are set out below: Six months Six months Year ended ended 30 June ended 30 June 31 December 2005 2004 2004 Â£m Â£m Â£m Profit attributable to shareholders of the parent 11.8 6.7 10.9 Less: Preference dividends - (2.0) (2.4) ---------- ---------- --------- Net profit attributable to equity holders of the parent 11.8 4.7 8.5 ---------- ---------- --------- Effect of dilutive potential Ordinary shares: Share options - - - ---------- ---------- --------- Earnings for the purposes of diluted earnings per share 11.8 4.7 8.5 ---------- ---------- --------- Weighted Weighted Weighted average number average number average number of shares of shares of shares millions millions millions Weighted average number of Ordinary shares 107.9 107.7 107.7 Dilutive outstanding share options 4.2 1.2 1.9 Long term incentive options 0.9 - 0.9 ---------- ---------- --------- Adjusted weighted average number of Ordinary shares 113.0 108.9 110.5 ---------- ---------- --------- pence pence pence Basic EPS 10.9 4.4 7.9 ---------- ---------- --------- Diluted EPS 10.4 4.3 7.7 ---------- ---------- --------- Basic earnings per share before exceptional items is disclosed to indicate the underlying profitability of the Group as follows: pence pence pence Basic EPS 10.9 4.4 7.9 Effect of exceptional items (after taxation) - - 5.2 ---------- ---------- --------- Basic EPS before exceptional items 10.9 4.4 13.1 ---------- ---------- --------- Earnings per share numbers include the impact of the deemed issue of 6.7 million bonus shares inherent in the Rights Issue. Notes to the Interim Report Continued 7 CHANGES IN DEBT At Adoption of At 31 December IAS 32 1 January Cash flow Exchange At 30 2004 and IAS 39 2005 movements June 2005 Â£m Â£m Â£m Â£m Â£m Â£m Cash and cash equivalents 15.1 59.0 74.1 (3.6) 0.5 71.0 Bank overdrafts (4.2) (59.3) (63.5) (8.1) (0.2) (71.8) ------- ------ ------- (0.3) (11.7) 0.3 ------- ------ ------- Current borrowings (11.8) - (11.8) (4.9) (0.7) (17.4) Non-current borrowings (128.5) (0.5) (129.0) 15.5 (6.3) (119.8) Finance leases (1.2) - (1.2) 0.2 - (1.0) Money market deposits - - - 1.2 - 1.2 ------- ------- ------ ------ ------- ------ Total net debt (130.6) (0.8) (131.4) 0.3 (6.7) (137.8) ------- ------- ------ ------ ------- ------ The adoption of IAS 32 and IAS 39 incorporates the grossing-up of cash and bank overdrafts previously off-set and the recognition of accrued interest within net debt. 8 POST BALANCE SHEET EVENT On 29 June 2005, the Company announced a Rights Issue of 25,373,332 new Ordinary shares at 180 pence per share on a 1 for 4 basis. The gross proceeds were Â£45.7m. With the exception of the earnings per share, which includes the bonus element of the Rights Issue, the financial information in the interim report has not been adjusted. Consolidated Statement of Changes in Equity (Unaudited) Attributable to equity holders of the Parent Minority Total ------------------------- Share Share Other Retained interests equity 6 Months ended 30 June 2005 capital premium reserves earnings Total Â£m Â£m Â£m Â£m Â£m Â£m Â£m At 1 January 2005 25.3 41.5 22.4 19.0 108.2 3.7 111.9 Adoption of IAS 32 and IAS 39 - - 0.5 (0.5) - - - ------- ------- ------- ------- ------ ------- ------ At 1 January 2005 as adjusted 25.3 41.5 22.9 18.5 108.2 3.7 111.9 ------- ------- ------- ------- ------ ------- ------ Depreciation transfer for land and buildings - - 0.7 (0.7) - - - Exchange differences - - 3.6 - 3.6 - 3.6 Actuarial gains on defined benefit pension schemes - - 3.0 - 3.0 - 3.0 Losses on cash flow hedges - - (0.1) - (0.1) - (0.1) Transfer to income statement on disposal - - (0.3) - (0.3) - (0.3) Tax on items taken directly to equity - - (0.9) - (0.9) - (0.9) ------- ------- ------- ------- ------ ------- ------ Net income recognised directly in equity - - 4.6 0.7 5.3 - 5.3 Profit for the period - - - 11.8 11.8 0.6 12.4 ------- ------- ------- ------- ------ ------- ------ Total income for the period - - 4.6 12.5 17.1 0.6 17.7 ------- ------- ------- ------- ------ ------- ------ Dividends - - - (3.0) (3.0) - (3.0) Shares issued 0.1 0.8 - - 0.9 - 0.9 Transfer operating gains on defined - - 0.6 (0.6) - - - benefit pensions schemes Reserve for cost of share options - - 0.3 - 0.3 - 0.3 ------- ------- ------- ------- ------ ------- ------ At 30 June 2005 25.4 42.3 28.4 27.4 123.5 4.3 127.8 ------- ------- ------- ------- ------ ------- ------ Attributable to equity holders of the Parent Minority Total ------------------------- Share Share Other Retained interests equity 6 Months ended 30 June 2004 capital premium reserves earnings Total Â£m Â£m Â£m Â£m Â£m Â£m Â£m At 1 January 2004 73.2 41.5 22.2 14.3 151.2 3.2 154.4 ------- ------- ------- ------- ------ ------- ------ Depreciation transfer for land and buildings - - (1.3) 1.3 - - - Exchange differences - - (4.2) - (4.2) - (4.2) Actuarial gains on defined benefit pension schemes - - 4.1 - 4.1 - 4.1 Tax on items taken directly to equity - - (0.8) (0.5) (1.3) - (1.3) ------- ------- ------- ------- ------ ------- ------ Net income recognised directly in equity - - (2.2) 0.8 (1.4) - (1.4) Profit for the period - - - 6.7 6.7 0.1 6.8 ------- ------- ------- ------- ------ ------- ------ Total income for the period - - (2.2) 7.5 5.3 0.1 5.4 ------- ------- ------- ------- ------ ------- ------ Dividends - - - (4.3) (4.3) - (4.3) Transfer between reserves - - 0.5 (0.5) - - - Reserve for cost of share options - - 0.1 - 0.1 - 0.1 ------- ------- ------- ------- ------ ------- ------ At 30 June 2004 73.2 41.5 20.6 17.0 152.3 3.3 155.6 ------- ------- ------- ------- ------ ------- ------ Consolidated Statement of Changes in Equity (Unaudited) Attributable to equity holders of the Parent Minority Total -------------------------- Share Share Other Retained interests equity Year ended capital premium reserves earnings Total 31 December 2004 Â£m Â£m Â£m Â£m Â£m Â£m Â£m At 1 January 2004 73.2 41.5 22.2 14.3 151.2 3.2 154.4 ------- ------- ------- ------- ------ ------- ------ Depreciation transfer for land and - - (1.7) 1.7 - - - buildings Exchange differences - - (2.7) - (2.7) - (2.7) Actuarial gains on defined benefit - - 3.5 - 3.5 - 3.5 pension schemes Tax on items taken directly - - (0.6) (0.5) (1.1) - (1.1) to equity ------- ------- ------- ------- ------ ------- ------ Net income recognised directly in - - (1.5) 1.2 (0.3) - (0.3) equity Profit for the - - - 10.9 10.9 0.5 11.4 year ------- ------- ------- ------- ------ ------- ------ Total income for the year - - (1.5) 12.1 10.6 0.5 11.1 ------- ------- ------- ------- ------ ------- ------ Dividends - - - (6.2) (6.2) - (6.2) Allotment of Treasury shares - - 0.1 - 0.1 - 0.1 Cancellation and repayment (47.9) - - - (47.9) - (47.9) of preference shares Transfer between reserves - - 1.2 (1.2) - - - Reserve for cost of share - - 0.4 - 0.4 - 0.4 options ------- ------- ------- ------- ------ ------- ------ At 31 December 25.3 41.5 22.4 19.0 108.2 3.7 111.9 2004 ------- ------- ------- ------- ------ ------- ------ This information is provided by RNS The company news service from the London Stock Exchange

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