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Final Results

4th Mar 2009 07:00

RNS Number : 2672O
RPS Group PLC
04 March 2009
 



RPS GROUP PLC

Preliminary Results for the Year ended 31 December 2008

Another Year of Strong Growth and Cash Generation

RPS Group Plc ("RPS" or "the Group") today announces a strong set of results for the year ended 31 December 2008, with profit (before tax and amortisation) up 28% and earnings per share (before amortisation) up 25%.

2008

2007

Revenue (£m)

470.5

362.7

+30%

Fee income (£m)

392.1

305.1

+29%

Profit before taxation* (£m) 

57.5

45.0

+28%

Earnings per share* (basic) (p)

18.92

15.17

+25%

Operating cash flow (£m)

67.4

45.4

+48%

Statutory profit before tax (£m)

54.8

44.5

+23%

Statutory earnings per share (basic) (p)

18.00

14.99

+20%

*Adjusted to add back the amortisation of acquired intangible assets arising on business combinations (including tax effects) (2008: £2.7m; 2007: £0.5m).

Highlights

another year of strong profit and earnings growth

all three segments of the Group showed good growth 

excellent conversion of profit to cash

dividend increased 15%; covered 5.2 times

balance sheet remains strong with year end net bank borrowings at £28.6m (2007: £32.6m)

 bank facilities of £125m available until 2013

the acquisition and successful integration of quality businesses continued.

Brook Land, Chairman, commenting on the results, said:

"2008 was another successful year for RPS. Our strategy of supplementing good organic growth with bolt-on acquisitions proved to be robust and resilient. We are particularly pleased that the Group's operating cash flow was strong and that, as a result, our level of bank debt was reduced.

"I would like to thank our staff for another excellent contribution during the year.

 

"We have a flexible business model, an experienced management team, a strong balance sheet and excellent cash flow and have delivered good results in a range of circumstances for many years. The Board believes RPS is well equipped to meet the current economic challenges; both by managing our existing activities to maintain our high level of efficiency and cost management and also by identifying opportunities for future growth in which we may invest. 

"We are leaders in many of the markets in which we operate and have valuable long term client and project relationships with a significant number of substantial organisations. Our strategy of continuing to build a multi-disciplinary RPS on an international basis remains both appropriate and achievable and we expect the Group to perform well in 2009."

4 March 2009

ENQUIRIES

RPS Group plc

Today: 020 7457 2020

Dr Alan HearneChief Executive

Thereafter: 01235 863206

Gary YoungFinance Director

College Hill

Justine Warren

Tel: 020 7457 2020

Matthew Smallwood

RPS is an international consultancy providing independent advice upon: the development of land, property and infrastructure; the exploration and development of oil and gas and other natural resources; the management of the environment and the health and safety of people. We trade in the UKIreland, the Netherlands, the United StatesCanadaSouth East Asia and Australia and undertake projects in many other parts of the world. The Group is a constituent of both the FTSE 250 and FTSE4Good Indices.

In order to assist in the reduction of greenhouse gas emissions and eventually reduce global warming the staff of RPS have set themselves the task of reducing per capita energy consumption by 5% each year, using 2007 as the base. We met that objective in 2008. If we continue to be successful we will have halved our (per capita) energy use by 2020. 

  2008 Results

Profit (before tax and amortisation of acquired intangibles) was £57.5 million (2007: £45.0 million). Basic earnings per share (before amortisation) were 18.92 pence (2007: 15.17 pence).

 

The conversion of profit into cash continued at a high level and our balance sheet remains strong. Operating cash flow was £67.4 million (2007: £45.4 million). Net bank borrowings at the year end were £28.6 million (2007: £32.6 million) after funding acquisitions to the value of £31.2 million in the year (2007: £26.6 million). Our cost of borrowing fell significantly towards the end of the year and looks set to remain at historically low levels.

This strong performance has been achieved after increasing our trade debtors and accrued income provisions from £5.1 million to £10.3 million, taking a charge for redundancy costs of £1.0 million and benefiting by £2.2 million from foreign exchange translation of overseas results, on a like for like basis, compared to 2007.

Funding

We have bank facilities of £125 million available until 2013. Our cash generation, in conjunction with these facilities, means that we are well positioned to continue to develop the Group.

Dividend

The Board is recommending a final dividend of 1.91 pence per share payable on 28 May 2009 to shareholders on the register on 17 April 2009. The total dividend for the full year will be 3.66 pence, an increase of 15% (2007: 3.18 pence). Our dividend has risen at about this rate for 15 consecutive years, providing shareholders with a significant increase in real income.

Acquisitions

Our acquisition strategy moved forward positively. Ten acquisitions were made in the year. These had a combined historic annualised profit before tax of £7.6 million and were purchased for a maximum consideration of £44.0 million. A summary of these transactions is set out below.

Company

Segment

Country

Historic

Annual

Revenue

(£m's)

Historic Annual

PBT

(£m's)

Maximum

Consideration

(£m's)

Kraan

EM

NL

5.3

0.82

4.7

RW Gregory

P&D

UK

12.1

1.48

10.2

WTW

Energy

UK

3.6

0.3

1.8

OceanFix

Energy

UK

10.6

1.25

7.0

Koltasz Smith

P&D

Australia

2.2

0.5

3.1

RBA

EM

UK, US,

Australia

4.5

0.9

6.0

GeoCet

EM

US

2.1

0.6

1.2

Mountainheath

EM

UK

1.2

0.4

1.9

Paras

Energy

UK

3.0

1.0

6.4

BEC

P&D

Ireland

1.2

0.35

1.7

Total

45.8

7.6

44.0

The integration of these businesses progressed encouragingly.

Operations and Markets

Energy

We provide consultancy services on an international basis to the oil and gas industries from bases in the UKUSACanadaAustraliaMalaysia and Singapore. In the UK we also provide advice to both the onshore and offshore renewables industry. The business had another outstanding year with strong organic growth being coupled with a number of acquisitions.

2008

2007

Fee income (£m's)

 139.6

 101.2

+38%

Underlying profit* (£m's)

25.8

18.7

+38%

Margin 

18.5%

18.4%

* before amortisation of acquired intangible assets of £0.7m (2007: £0.2m)

Demand for our services from our clients in the international oil and gas sector continued to increase. This reflects both positive market conditions and our position as a world leader in this sector, which is increasing our access to higher value work. The oil and gas companies and their advisors increasingly value the breadth and depth of our expertise. We saw, for example, more interest from clients in the combination of our technical, commercial and risk management expertise, particularly related to the environmental and safety aspects of our work. Our reputation within the financial community in respect of determination of oil and gas reserves for reporting purposes, asset evaluation, and in support of corporate activity continued to develop during the year. The acquisitions made during the course of the year, coupled with organic development, have enabled us to develop further our businesses in the UKNorth America and Australia.

Outlook

Many of the projects in which we are involved are of a long term nature, reflecting the complexity of identifying and securing sources of oil and gas in increasingly challenging environments. This provides a solid underpin for our business. Asset and corporate transactions are also likely to remain a good source of income. New opportunities, for example, in relation to unconventional forms of gas, as well as carbon capture and storage are beginning to open up. Even though the prices of oil and gas have fallen significantly from the highs of last year most of our clients remain committed to significant investment programmes and demand for our core services remains strong. The market opportunity in this sector remains encouraging and suggests we will continue to experience organic growth in the coming year. We also anticipate opportunities to make further acquisitions.

 Planning and Development

Within this business we provide consultancy services in respect of town and country planning, building, landscape and urban design, transport planning and environmental assessment. We remain leaders in this market in the UKIrelandNorthern Ireland and Western Australia, operating for blue chip clients in both the public and private sectors.

 2008

 2007

Fee income (£m's)

165.2

138.3

+19%

Underlying profit* (£m's)

30.3

26.2

+16%

Margin 

18.4%

 19.0%

 

* before amortisation of acquired intangibles assets of £1.1m (2007: £0.3m) and

redundancy costs of £1.0m (2007: nil). 

In the UK our market leadership as well as our ability to advise upon the increasingly broad issues necessary to secure planning permission for large complex schemes, particularly infrastructure projects coming forward under the new planning legislation, remains attractive to clients. In consequence, we continued to work on some of the UK's largest projects. The UK Government's investment in social and infrastructure projects has also had a beneficial effect on this business. The lack of availability of finance and the general economic downturn began to be felt by some of our private sector clients during the second half of the year. We have many years experience of managing project driven order books in this sector and are well able to match our capacity to projected fees. We were able, therefore, to reduce, in a timely fashion, the size of our workforce, particularly our building design activities in the regions of England, when this became necessary. Our planning business is also able to assist clients in other parts of the Group secure planning permissions for capital projects, for example, in the energy and water sectors.

The governments of Ireland and Northern Ireland continued to invest in extensive plans for infrastructure development. We continued to benefit significantly from this investment and have realistic expectations that it will continue in the current year. We are also managing the Climate Change Awareness Campaign, the largest ever public information campaign funded by the Irish government. Work in the private sector in Ireland slowed in the second half and we responded effectively to that.

Our activities in the planning and development market in Australia continued to expand. The Australian economy has suffered less in recent months than the UK or Irish economies. The potential of this market gives us confidence about the opportunities for this part of the Group's business.

Outlook

As climate change, energy efficiency and other environmental issues grow in importance, the competitive advantage we derive in these markets from our broad range of integrated services should continue to increase. However, until our clients experience less economic uncertainty and have better access to credit, it is likely to be difficult to secure organic growth in this sector. Acquisition opportunities may arise in the UK and Ireland as smaller, less well funded competitors see the advantage of being part of a larger group. Elsewhere more strategic opportunities are being kept under review.

 Environmental Management

This business provides consultancy services in respect of health, safety, risk and water management in the UKAustralia, US and the Netherlands. The results in 2008 were excellent and benefitted from a number of acquisitions

2008

2007

Fee income (£m's)

92.7

70.4

+32%

Underlying profit* (£m's)

 13.8

9.2

+50%

Margin 

14.9%

13.0%

* before amortisation of acquired intangible assets of £1.0m (2007: £0.1m)

Our business servicing the UK water industry had a particularly good year. RPS's specific strengths in the water industry coupled with our environmental credentials position us well to help with problems created by water shortages and legislation seeking to secure environmental improvement. We are working on long term commissions for the majority of the water companies. These seem likely to continue to generate good revenues through the Ofwat quinquennial review in the remainder of this year. The demand for health & safety consultancy from the nuclear and oil and gas industries has remained buoyant, driven by increasing statutory obligations and an heightened awareness of the importance of these issues. Our business in the Netherlands had another good year. The acquisitions made during the year have enabled us to develop further our business in the UK, the NetherlandsAustralia, and the US.

Outlook

Much of the work we do in these markets is regulatory driven and to a degree non-discretionary making further organic growth achievable in the coming year. Many of our service lines are also provided by small competitors and so further acquisitions are also possible.

Group Prospects

 

We have a flexible business model, an experienced management team, a strong balance sheet and excellent cash flow and have delivered good results in a range of circumstances for many years. The Board believes RPS is well equipped to meet the current economic challenges; both by managing our existing activities to maintain our high level of efficiency and cost management and also by identifying opportunities for future growth in which we may invest.

We are leaders in many of the markets in which we operate and have valuable long term client and project relationships with a significant number of substantial organisations. Our strategy of continuing to build a multi-disciplinary RPS on an international basis remains both appropriate and achievable and we expect the Group to perform well in 2009.

Board of Directors

RPS Group plc

4 March 2009

  

Consolidated income statement

Notes

year ended 31

December 

year ended 31

December 

2008

2007

audited

audited

£000's

£000's

Revenue 

2

470,465

362,674

Recharged expenses 

2

(78,369)

(57,566)

Fee income 

2

392,096

305,108

Operating profit 

2

58,862

47,975

Finance costs 

3

(4,424)

(3,792)

Finance income 

3

384

296

Profit before tax and amortisation of acquired intangibles

57,512

45,010

Amortisation of acquired intangibles

(2,690)

(531)

Profit before tax

54,822

44,479

Tax expense 

4

(16,933)

(13,569)

Profit for the year attributable to equity 

holders of the parent

37,889

30,910

Basic earnings per share (pence)

5

18.00

14.99

Diluted earnings per share (pence) 

5

17.75

14.78

Basic earnings per share before amortisation of acquired intangibles (pence)

5

18.92

15.17

Diluted earnings per share before amortisation of acquired intangibles (pence)

5

18.66

14.95

  

Consolidated balance sheet

as at

31 December

as at 

31 December

2008

2007

audited

Audited

Notes

£000's

£000's

 Assets

Non-current assets

Intangible assets

264,733

210,839

Property, plant and equipment

24,575

21,706

Deferred tax assets

-

114

289,308

232,659

Current assets

Trade and other receivables

157,607

119,504

Cash at bank

8

17,088

10,884

174,695

130,388

 Liabilities

Current liabilities

Borrowings

8

456

174

Deferred consideration

16,585

8,939

Trade and other payables

87,868

62,750

Corporation tax liabilities

2,688

3,434

Provisions

1,417

595

109,014

75,892

Net current assets

65,681

54,496

Non-current liabilities

Borrowings

8

45,187

43,340

Deferred consideration

11,463

10,453

Other creditors

417

1,320

Deferred tax liability

6,746

-

Provisions

3,569

4,508

67,382

59,621

Net assets

287,607

227,534

Equity

Share capital 

6

6,399

6,319

Share premium 

6

95,531

93,225

Other reserves

7

43,551

17,516

Retained earnings 

6

142,126

110,474

Total shareholders' equity

287,607

227,534

  

Consolidated cash flow statement

year

ended 31

December

year

ended 31

December

audited

audited

Notes

2008

£000's

2007

£000's

Cash generated from operations 

8

67,386

45,393

Interest paid 

(3,770)

(3,967)

Interest received

384

296

Income taxes paid

(15,574)

(12,925)

Net cash from operating activities

48,426

28,797

Cash flows from investing activities

Purchases of subsidiaries net of cash acquired

(22,332)

(15,758)

Deferred consideration

(8,854)

(10,846)

Purchase of property, plant and equipment

(5,935)

(5,811)

Sale of property, plant and equipment

1,094

4,239

Net cash used in investing activities

(36,027)

(28,176)

Cash flows from financing activities

Proceeds from issue of share capital

464

1,730

Proceeds from sale of own shares

-

1,293

(Repayments)/proceeds from bank borrowings

(2,174)

3,001

Payment of finance lease liabilities

(117)

(149)

Dividends paid

(7,211)

(6,144)

Payment of pre-acquisition dividend

(1,471)

-

Net cash used in financing activities

(10,509)

(269)

Net increase in cash and cash equivalents 

1,890

352

Cash and cash equivalents at beginning of year

8

10,884

9,805

Effect of exchange rate fluctuations

8

3,933

727

Cash and cash equivalents at end of year

8

16,707

10,884

Cash and cash equivalents comprise:

Cash at bank

17,088

10,884

Bank overdraft

(381)

-

Cash and cash equivalents at end of year

8

16,707

10,884

  

Consolidated statement of recognised income and expense

Notes

year ended 31

December

year ended 31

December

2008

2007

audited

audited

£000's

£000's

Exchange differences 

6

23,811

5,787

Tax recognised directly in equity 

6

(573)

743

Income recognised directly in equity

23,238

6,530

Profit for the year

37,889

30,910

Total recognised income for the year attributable to equity holders of the parent

61,127

37,440

  

Notes to the consolidated financial statements

1. Basis of preparation 

The consolidated financial statements, as well as comparatives for 2007, have been prepared under International Financial Reporting Standards (IFRS) adopted by the EU. They are presented in pounds sterling, rounded to the nearest thousand. 

The accounting policies used have been applied consistently to all periods presented in these financial statements. The accounting policies used are the same as set out in detail in the Report and Accounts 2007.

2. Business segments

The Group comprises the following business segments:

Planning and Development - consultancy services in the UK, Ireland, Australia and US related to town and country planning, urban design, architecture, transport planning and highway design, environmental impact assessment and provision of water and waste utilities and energy infrastructure.

Environmental Management - consultancy services in the UK, the NetherlandsAustralia and US related to health, safety and risk management, environmental science and the management of water services.

Energy - the provision of consultancy services, on an international basis, to the upstream oil and gas and offshore renewable energy sectors.

Segment results for the year ended 31 December 2008

Planning & Development

Environmental Management

Energy

Eliminations

Consolidated

£000's

£000's

£000's

£000's

£000's

Segment revenue

206,521

107,967

161,388

(5,411)

470,465

Recharged expenses

(41,341)

(15,226)

(21,802)

-

(78,369)

Fee Income

165,180

92,741

139,586

(5,411)

392,096

Underlying profit

30,316

13,841

25,842

-

69,999

Redundancy cost

(1,013)

-

-

-

(1,013)

Amortisation

(1,057)

(970)

(663)

-

(2,690)

Segment result

28,246

12,871

25,179

-

66,296

Unallocated expenses

(7,434)

Operating profit

58,862

  Segment results for the year ended 31 December 2007

Planning & Development

Environmental Management

Energy

Eliminations

Consolidated

£000's

£000's

£000's

£000's

£000's

Revenue

164,972

83,199

119,327

(4,824)

362,674

Recharged expenses

(26,721)

(12,754)

(18,091)

-

(57,566)

Fee Income

138,251

70,445

101,236

(4,824)

305,108

Underlying profit

26,209

9,174

18,662

-

54,045

Amortisation

(296)

(80)

(155)

-

(531)

Segment result

25,913

9,094

18,507

53,514

Unallocated expenses

(5,539)

Operating profit

47,975

3. Net financing costs

year ended

31 Dec

2008

£000's

year ended

31 Dec

2007

£000's

Finance costs

Interest on loans, overdraft and finance leases

(3,121)

(2,838)

Interest imputed on deferred consideration

(793)

(655)

Interest payable on deferred consideration

(510)

(299)

(4,424)

(3,792)

Finance income

Deposit interest receivable

384

296

Net financing costs

(4,040)

(3,496)

4. Income taxes

year ended

31 Dec

2008

year ended

31 Dec

2007

£000's

£000's

Current tax

UK corporation tax

7,046

7,817

Foreign tax

7,465

5,394

14,511

13,211

Deferred tax expense

2,422

358

Tax expense for the year

16,933

13,569

  5. Earnings per share

The calculations of basic and diluted earnings per share were based on the profit attributable to ordinary shareholders and a weighted average number of ordinary shares outstanding during the related period as shown in the tables below:

year ended 

31 Dec

year ended 

31 Dec

2008

2007

£000's

£000's

Profit attributable to ordinary shareholders

37,889

30,910

000's

000's

Weighted average number of ordinary shares 

210,546

206,256

Dilutive shares to be issued as deferred consideration

886

92

Diluted effect of employee shares schemes

2,049

2,827

Diluted weighted average number of ordinary shares 

213,481

209,175

Basic earning per share (pence)

18.00

14.99

Diluted earnings per share (pence)

17.75

14.78

The directors consider that earnings per share before amortisation provides a more meaningful measure of the Group's performance than statutory earnings per share. The calculation of basic and diluted earnings per share before amortisation were based on the weighted average number of ordinary shares outstanding during the year as shown above and the profit attributable to ordinary shareholders before the amortisation on acquired intangible assets and the tax thereon as shown in the table below:

year ended

31 Dec

2008

year ended

31 Dec

2007

£000's

£000's

Profit attributable to ordinary shareholders

37,889

30,910

Amortisation of acquired intangibles

2,690

531

Tax on amortisation of acquired intangibles

(752)

(159)

Adjusted profit attributable to ordinary shareholders 

39,827

31,282

Basic earnings before per share before amortisation (pence)

18.92

15.17

Diluted earnings per share before amortisation (pence)

18.66

14.95

  6. Statement of changes in equity

Share capital

Share premium

Retained earnings

Other reserves

Total equity

£000's

£000's

£000's

£000's

£000's

At 1 January 2007

6,163

89,836

79,828

11,107

186,934

Changes in equity during 2007

Tax recognised directly in equity

-

-

743

-

743

Exchange differences

-

-

-

5,787

5,787

Net income recognised directly in equity

-

-

743

5,787

6,530

Profit for the year

-

-

30,910

-

30,910

Total recognised income and expense for the year

-

-

31,653

5,787

37,440

Transfer

-

-

4,053

(4,053)

-

Issue of new ordinary shares

156

3,451

(1,281)

4,057

6,383

Sale of own shares

-

-

671

622

1,293

Share based payment expense

-

-

2,142

-

2,142

Tax on share based payment expense

-

-

(448)

-

(448)

Expenses of issue of equity shares

-

(62)

-

-

(62)

Shares to be issued

-

-

-

(4)

(4)

Dividends

-

-

(6,144)

-

(6,144)

At 31 December 2007

6,319

93,225

110,474

17,516

227,534

Changes in equity during 2008

Tax recognised directly in equity

-

-

(573)

-

(573)

Exchange differences

-

-

-

23,811

23,811

Net income recognised directly in equity

-

-

(573)

23,811

23,238

Profit for the year

-

-

37,889

-

37,889

Total recognised income and expense for the year

-

-

37,316

23,811

61,127

Issue of new ordinary shares

80

2,306

(1,247)

2,224

3,363

Share based payment expense

-

-

2,794

-

2,794

Dividends

-

-

(7,211)

-

(7,211)

At 31 December 2008

6,399

95,531

142,126

43,551

287,607

7. Other reserves

Merger reserve

Employee trust shares

Share scheme reserve

Shares to be issued

Translation reserve

Total other reserves

£000's

£000's

£000's

£000's

£000's

£000's

At 1 January 2007

10,642

(3,042)

4,053

1,997

(2,543)

11,107

Changes in equity during 2007

Exchange differences

-

-

-

-

5,787

5,787

Transfer to retained earnings

-

-

(4,053)

-

-

(4,053)

Issue of new shares

6,351

(523)

-

(1,771)

-

4,057

Sale of own shares

-

622

-

-

-

622

Shares to be issued

-

-

-

(4)

-

(4)

At 31 December 2007

16,993

(2,943)

-

222

3,244

17,516

Changes in equity during 2008

Exchange differences

-

-

-

-

23,811

23,811

Issue of new shares

3,086

(640)

-

(222)

-

2,224

At 31 December 2008

20,079

(3,583)

-

-

27,055

43,551

8. Notes to the consolidated cash flow statement

year ended

31 Dec

year ended

31 Dec

2008

2007

£000's

£000's

Profit before tax

54,822

44,479

Adjustments for:

Interest payable and similar charges

4,424

3,792

Interest receivable

(384)

(296)

Depreciation 

6,112

4,758

Amortisation of acquired intangibles

2,690

531

Share based payment expense

2,794

2,142

Profit on sale of property, plant and equipment

(179)

(3,224)

Provision for dilapidations 

-

2,514

Provision for onerous lease

-

585

Increase in trade and other receivables

(8,175)

(14,018)

Increase in trade and other payables

5,282

4,130

Cash generated from operations

67,386

45,393

The table below provides an analysis of net borrowings, comprising cash and cash equivalents, interest bearing bank loans and finance leases, during the year ended 31 December 2008.

At 31 Dec 2007

Cash flow

Other

Foreign exchange

At 31 Dec 2008

£000's

£000's

£000's

£000's

£000's

Cash and cash equivalents

10,884

1,890

-

3,933

16,707

Bank loans

(43,346)

2,174

-

(4,002)

(45,174)

Finance lease creditor 

(168)

117

(38)

1

(88)

Net borrowings

(32,630)

4,181

(38)

(68)

(28,555)

9. The financial information set out above does not constitute the company's full statutory accounts for the year ended 31 December 2008 for the purposes of section 240 of the Companies Act 1985, but it is derived from those accounts that have been audited. Statutory accounts for 2007 have been delivered to the Registrar of Companies. The auditors have reported on those accounts; their report was unqualified and did not include an emphasis of matter statement. The auditor's report did not contain statements under the Companies Act 1985, S237 (2) or (3).

10. It is expected that the annual report and accounts will be posted to shareholders on or before 17  April 2009. Further copies may be obtained after that date from the Company Secretary, RPS Group plc, Centurion Court, 85 Milton Park, Abingdon, Oxfordshire OX14 4RY.

 

Forward looking statements

This announcement contains certain forward looking statements with respect to the financial condition, results

of operations and businesses of RPS. These statements involve risk and uncertainty because they relate to events

and depend upon circumstances that may occur in the future. There are a number of factors that could

cause actual results or developments to differ materially from those expressed or implied by these forward looking

statements. The current uncertainty in global economic outlook inevitably increases the risks to which the Group is

exposed. Nothing in this announcement should be construed as a profit forecast.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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