Final Results

5 June 2013

RPC GROUP PLC

Preliminary results for the year ended 31 March 2013

RPC Group Plc, Europe's leading supplier of rigid plastic packaging, announces today its results for the year ended 31 March 2013.

Key developments:

§ Revenues of £1,051m (2012: £1,130m) reflecting the impact of a weaker euro versus sterling and the strategic exit from certain sectors. Underlying activity levels similar to last year with the sales mix continuing to improve;

§ Adjusted operating profit of £89.7m (2012: £93.5m) at the same level as last year when measured at constant exchange rates. Return on sales improves to 8.5% (2012: 8.3%);

§ Net profit for the year at £25.5m (2012: £44.7m) after incurring £36.0m (2012: £20.6m) of restructuring costs, impairment losses and other exceptional items;

§ Superfos integration and exit from mainland Europe vending cup and automotive business successfully completed. Good progress made with the business optimisation programme 'Fitter for the Future';

§ Net cash flow from operating activities at £85.5m (2012: £100.1m) and net debt at £171.4m (2012: £160.0m);

§ ROCE of 18.3% (2012: 19.3%) adversely impacted by exchange rates;

§ Adjusted basic EPS at 34.8p (2012: 37.3p) with a final dividend of 10.6p recommended giving a total year dividend of 14.9p (2012: 14.4p).

Commenting on the results, Jamie Pike, Chairman, said:

"The Group delivered a robust performance in a challenging economic environment with adverse movements in currency exchange rates and polymer prices. I am confident that the underlying business improvements will continue to be achieved with RPC well positioned to benefit from an economic recovery going forward. The Group's strong market positions and leading technological capabilities provide a solid platform to deliver good medium to long-term growth."

This preliminary announcement contains forward-looking statements, which have been made by the directors in good faith based on the information available to them up to the time of the approval of this report and such information should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying such forward-looking information

CHAIRMAN'S REPORT

Overview of the Year

Against an economic environment which continued to be challenging, I am pleased to report that the Group delivered another robust performance in spite of a number of external factors which adversely affected our profitability in the year. Sales were lower at £1,051m (2012: £1,130m) and adjusted operating profit1 fell by 4% from £93.5m to £89.7m as both were impacted by the translation effect of a weakened euro versus sterling. Overall profits were also affected by the time lag effect in passing through polymer price variations to customers. Underlying activity levels were similar to last year with the sales mix continuing to improve towards higher added value products. Further measures to optimise the cost base and business portfolio were taken. Adjusted earnings per share2 was 34.8p (2012: 37.3p). Cash flow remained well controlled with the Group ending the year with net debt of £171m (2012 restated: £160m).

1 Adjusted operating profit is defined as operating profit before restructuring, closure and impairment charges and other exceptional items.

2 Adjusted earnings per share is defined as adjusted operating profit after interest and tax adjustments divided by the weighted average number of shares in issue during the year.

Strategy

RPC's strategy is to grow and develop leading positions in its chosen product markets and geographical areas in the rigid plastic packaging industry, by maintaining strong long-term relationships with its customers and by developing high quality, innovative products that meet customer needs. The Group achieves and maintains its leading market positions by continued innovation and investment, leveraging RPC's leading technological capability, manufacturing and supplying product efficiently and through strategic corporate development.

Organic growth through innovation, concentrating on high added value products, continues to be a major strategic focus. The impact of the recessionary economic environment however appears to delay investment by customers in new packaging products which has slowed down growth opportunities.

During the year the Group completed the integration of Superfos, successfully withdrew its businesses from the European vending cup market and sold its loss making automotive components business.

In order to sustain the level of return on capital employed on a long-term basis, the Group has embarked on the business optimisation programme, 'Fitter for the Future'. This programme is focused on optimising the Group's mainly European product market combinations and includes a range of closures, cost efficiency measures and business transfers. Under the current scope, the project will cost £30m, of which £19m was incurred in 2012/13, and is expected to realise steady state benefits

of at least £12m per annum by 2015/16.

Opportunities for further growth exist through corporate development. In November 2012, the Group acquired the Manuplastics business (turnover c. £8m pa) enhancing its UK manufacturing and sales base for personal care products. The Board regularly reviews the Group's business portfolio and its associated growth prospects both within and outside of Europe.

Board

In October 2012 Ron Marsh announced his intention to retire from the Group and on 1 May 2013 stepped down as Chief Executive, with Pim Vervaat, Finance Director, assuming the role of Chief Executive from that date. Ron will retire from the Board at the forthcoming AGM on 10 July.

Ron has been Chief Executive of RPC since 1989, leading the management buy-out in 1991 and its flotation in 1993 and so has been responsible for shaping and leading the RPC Group for over 20 years. I would like to take this opportunity to thank Ron, on behalf of the Board, shareholders and employees of the Group, for his very significant contribution to the success of the business.

I am pleased to welcome Simon Kesterton, who joined the Board on 1 April 2013 as Group Finance Director designate and became Group Finance Director on 1 May 2013. Simon was latterly Chief Strategic Officer, European CFO and Director of IAC Group, an international, multi-billion dollar, leading tier one supplier of automotive components and systems.

Governance

Corporate governance continues to evolve and emerging practice has remained a regular subject for discussion at the Board. We seek to run our businesses in a responsible way, recognising that good corporate governance supports the long-term health of the Group. During the year the Board was subject to an independent external board evaluation which confirmed that the Board operates well and with only minor recommendations for improvement made.

The Group is able to provide many opportunities for individuals to make their own contribution to the business. On behalf of the Board I would like to thank all employees for their outstanding efforts, often in challenging circumstances. They have enabled the Group to deliver another robust financial performance for its shareholders, and I look forward to their continued contribution in achieving our strategy for the Group.

Dividend

In line with the progressive dividend policy, the Board is recommending a final dividend of 10.6p per share making a total for the year of 14.9p.

Subject to approval at the forthcoming AGM, the final dividend will be paid on 6 September 2013 to shareholders on the register on 9 August 2013.

J R P Pike

Chairman

OPERATING REVIEW

Group Overview

RPC is a leading supplier of rigid plastic packaging with operations in 17 countries. The business, which comprises 48 manufacturing sites and six separate distribution and sales centres, converts polymer granules into finished packaging product by a combination of moulding and assembly processes. It is organised around the three main conversion processes used within the Group, each site being managed within one of six clusters which are defined along technological and market lines.

Each cluster operates across a wide geographical area for reasons of customer proximity, local market demand and manufacturing resource. Each plant is run autonomously, commensurate with maintaining overall financial control and effective coordination in each market sector. Hence every cluster and most operating sites have a separate management team headed by a cluster or general manager. This structure encourages focus on business issues and delivers enhanced performance.

Group Performance

The Group delivered a creditable performance in 2012/13, in spite of a number of external factors which prevented it from demonstrating growth in underlying profit over the year. On a constant currency basis overall levels of profitability were sustained but as the euro weakened against sterling, the currency translation effect had a circa £4m adverse impact on the Group's reported results which accounted for most of the reduction in adjusted operating profit in the year. In addition polymer prices rose to near record levels during the year. Polymer price variations are generally passed on to the customer base, albeit with a time lag. This time lag effect had a negative overall impact in the year, whereas in 2011/12 it was beneficial.

Last year continued to be a challenging time for many of our customers in Europe. Overall activity levels were flat after taking account of discontinued businesses. The Group was able to offset the negative impact of increased competitive intensity and wage and cost inflation through achieving a better sales mix and additional cost savings from the integration of Superfos, exiting the European vending cup and automotive businesses, purchase cost savings and general business improvements.

The Group completed its integration of the Superfos business during the year with the site at Runcorn closed in June 2012 and its business transferred to other sites within the UKIM cluster. The Group also successfully exited the European vending market, which resulted in the closure of its site at Kajárpéc (Hungary), and restructuring at sites at Deventer (the Netherlands) and Bouxwiller (France). In September the loss making automotive parts business at Neutraubling (Germany) was sold.

Fitter for the Future

The Group launched its 'Fitter for the Future' business optimisation programme during the year, which focuses on optimising the existing business portfolio and realising value from the current and expected future redundant properties. The initial phase has addressed the pan-European thermoforming and injection moulded spreads businesses, which will result in the closure of the sites at Antwerp (Belgium) and Beuningen (the Netherlands) and has led to cost efficiency restructuring improvements at several other sites. Good progress has been made with all of these work streams and it is expected that the investment of £30m in this programme will yield steady state benefits of at least £12m pa by 2015/16, with £2m already reflected in the current year results. During the year £19.2m of restructuring costs, losses and impairments were incurred and these have been charged as exceptional items. Further opportunities are being explored.

New Product Development

RPC remains at the forefront of polymer conversion technology in the packaging industry and has developed an enviable reputation in the market place for innovative packaging design and concepts. Through its design and development facilities, the Group is able to develop unique packaging solutions that meet the needs of individual customer demands.

Progress continues to be made in developing light-weight injection moulded products and new designs for packaging delivery systems in personal care and pharmaceuticals. In thermoforming, the Group is among the world-wide leaders in the production of multi-layer, high barrier trays and tubs for oxygen sensitive foods thereby replacing long shelf-life packaging in other materials with light-weight plastic alternatives. In blow moulding, developments in the multi-layer bottle and jar market continue to move forward where there is a significant opportunity for substitution of glass and metal by plastic due to its weight reduction capabilities and more favourable carbon footprint.

The overall innovation capabilities across the range of conversion technologies combined with the ability to continue to invest and the geographical reach of the Group provides RPC with a significant competitive advantage. The Group's commitment to growing higher added value products and investment in innovation was reflected in its higher levels of capital expenditure, which at £63m were significantly ahead of the depreciation level of £46m. The Group remains committed to invest in projects that are innovative, provide a competitive advantage and generate attractive returns.

Injection Moulding

The business comprises the Superfos, Bramlage-Wiko and UKIM clusters. Overall the injection moulding business performed well over the year given the general economic environment. Reported profits fell mainly due to the weakening euro, which reduced sales by £25m and operating profit by £3.0m. Return on sales was maintained at 10.2% and with return on net operating assets (RONOA) at 27.2% it makes this the most profitable business segment within the Group.

Superfos manufactures and distributes open top filled injection moulded containers and has manufacturing facilities in France, Belgium, Spain, Poland, Denmark and Sweden, with joint ventures in Turkey and North Africa. In general the recessionary European economy impacted customer demand, though to some extent this was mitigated by the ongoing conversion of metal to plastic and strong sales within thin wall packaging and barrier products being up 34% on last year. Sales volumes in southern and central Europe were down due to the weak macro-economic environment, particularly within the paint, construction and industrial products segments, but this was mitigated by volume growth in the French region in pet food and sales improvements in the Nordic regions, particularly in the dairy sector.

Bramlage-Wiko, which operates in Germany, France, Belgium, Slovakia, UK and the USA, showed continued volume growth, with further increased sales into the personal care market and coffee capsule market, albeit with lower margins mainly due to polymer time lag effect. Further efficiencies were achieved by increasing production at the Slovakian manufacturing facility and there were significant investments in new product development in pharmaceuticals, such as the building of an extension to the production facility at the Mellrichstadt site (Germany). The cluster remains well positioned to take a significant share of new business opportunities through its strong market positions and leading technological know-how. During the year, the cluster sold its automotive components business at Neutraubling (Germany) and is in the process of transferring the spreads business from its Antwerp site (Belgium) to more efficient sites in Germany and the UK, with the site itself expected to be closed by June 2013. The newly acquired Manuplastics business, based in Wimbledon (UK), has been integrated into the cluster, strengthening its personal care product offering to the market and providing a base for its UK business.

The UKIM cluster, which comprises five sites in the UK, serves a wide range of customers in the food, health care and DIY markets. Overall sales volumes were down compared with last year, with reduced activity in the paint and surface coatings sectors as the housing market remains depressed, and with decorative paint sales falling from already low levels. The final stages of the integration of the Superfos UK business were successfully made, which included the transfer of machinery and products from the Runcorn site, which was closed in the year. A product rationalisation and cost reduction programme commenced at the Oakham site as part of the Fitter for the Future programme, which is expected to improve the profitability of this business.

Thermoforming

The thermoforming operations comprise the Bebo (retail food packaging), Tedeco-Gizeh (food service - UK vending and disposables) and Cobelplast (sheet production) clusters and are largely based in mainland Europe. Although sales volumes were down on last year, the overall thermoforming business performance improved significantly mainly due to the full year impact of exiting the low margin European vending cup market and further growth in coffee capsules. The currency translation impact of stronger sterling through the year reduced sales by £14.6m and operating profit by £0.6m.

The Bebo cluster had a solid performance during the year. The margarine and spreads market is a significant part of its business and the Group has strong market positions in this area. The renewal of major customer contracts in the year has secured this business. To ensure profitability is sustained, the efficiency of the yellow fats and margarine business within the cluster was reviewed as part of the Fitter for the Future programme. As a consequence the manufacturing facility at Beuningen (the Netherlands) which produces tubs and lids has been scheduled for closure and cost efficiency measures have been undertaken at Bremervörde (Germany) to realign demand with capacity and modernise production capabilities to improve profitability within its spreads business.

The Tedeco-Gizeh business, which in the new financial year has been merged with the Bebo cluster, saw a significant improvement in profitability following the exit of the mainland European vending cup market. The site at Kajárpéc (Hungary), was closed and the operation at Deventer (the Netherlands) refocused on the convenience food packaging business and coffee capsules. The discontinued European vending cup business was successfully transferred to a competitor to ensure that there was minimal impact on customers. The site at Port Talbot (UK) performed particularly well in the year as coffee capsule production increased, following investment in three production lines in the previous year that was required to keep pace with the growth in demand.

For the Cobelplast business, the overall demand for sheet products was unchanged from last year, but margins remained under pressure and competitor intensity high. The Lokeren (Belgium) business started a programme of restructuring and reorganisation during the year to restore its profitability under the Fitter for the Future programme. This includes exiting from the supply of certain low value added sheet products and refocusing the business on the higher value added multi-layer products, including new investment in production capacity. The Montonate (Italy) business had a robust performance.

Blow Moulding

The blow moulding business operates from eleven sites based both in the UK and in mainland Europe. The performance was robust with sales volumes up slightly year on year. Overall profits, however, were adversely affected by negative currency effects and the polymer pass through time lag. The currency translation impact of stronger sterling through the year reduced sales by c. £5m and operating profit by £0.2m.

There were good volume increases at Llantrisant (UK) for PET containers in food and beverages, increased demand for extrusion blow moulded products in personal care and business transferred from a major customer who stopped self-manufacturing bottles. The Gent (Belgium) and French sites benefited from the continued upturn in agrochemicals and new business was obtained in lubricants. The UK stock containers business suffered from weaker demand from industrial customers but was able to defend its strong market positions. Kutenholz (Germany) experienced lower demand from their customers in the food segment who export to southern and eastern Europe, but demand for personal care products was stable. The factory in Kerkrade (the Netherlands) experienced an increased demand for multi-layer products in the food sector and the completion of the new warehouse helped the site optimise its logistics operations. Sales volumes at the Corby (UK) site, which receives strong demand for barrier blow moulded plastic jars and bottles, and exports over half its production, was affected by the weaker euro. The Envases site at Madrid relocated to new, more efficient, premises at Campo Real as part of the Fitter for the Future programme aiming to establish a platform for future growth. Envases has become the fourth RPC location equipped for the production of six layer bottles for oxygen sensitive goods. The Group considers the Iberian Peninsula to have significant growth potential for multi-layer containers.

The cluster continues to invest in multi-layer production equipment to help accelerate the conversion of conventional glass and metal packaging to lighter weight plastic. A new generation of high output multi-layer extrusion blow moulding machines has been developed and the first of these machines has been installed at Kutenholz. To improve its position in the agrochemical and lubricant market new machines were also installed in Gent and in the UK a new machine for new five litre standard containers was installed in the Rushden factory. These investments are part of a strategy to consolidate and modernise the cluster's standard container product range. In addition new product designs continue to drive growth; a new 20 and 25 litre standard container with an anti-glug device, which was developed by the UK Stock Container business, has proved very successful in the UK market.

Non-Financial KPIs

RPC has three main non-financial key performance indicators (KPIs). From an environmental and cost control perspective electricity and water usage per tonne produced are measured. From an employee welfare perspective reportable accidents are monitored.

These non-financial KPIs are set out below:

Reportable accident frequency rate is defined as the number of accidents resulting in more than three days off work, excluding accidents where an employee is travelling to or from work, divided by the average number of employees, multiplied by the constant 100,000.

The Group continues to make stringent efforts to improve its efficient usage of electricity and water. The impact of a number of energy saving initiatives to replace older machinery with more modern energy conserving equivalents has been offset by the shift towards a higher consumption per polymer tonne converted associated with the manufacture of higher value added products. Water usage continues to fall as water recycling initiatives including closed loop cooling systems continue to be introduced to manufacturing sites across the Group. The reportable accident frequency rate improved significantly in the year and is at an all-time best due to the continued focus on health and safety matters throughout the Group.

Outlook

The Group is well placed to benefit from economic recovery from a position of sound financial strength, although the immediate outlook is hampered by the continuing lack of growth in Europe. Through the Fitter for the Future programme and an enhanced sales mix further progress is expected to be made in the new financial year, which has started in line with management expectations.

P R M Vervaat

Chief Executive

FINANCIAL REVIEW

Group Overview

Over 75% of the Group's revenues and 70% of the Group's net assets are generated and held in non-UK businesses and these are affected by exchange rate volatility when translated to sterling and comparing the results and balance sheet positions year on year. The major exposure for the Group is to the euro and the weakening in the euro against sterling during the year served to depress revenue and profit (average exchange rate in the year being €1.23 (2012: €1.16)).

Consolidated Income Statement

Group revenue for the year was £78.6m (7%) lower at £1,051.3m due mainly to the translation effect of a weakened euro amounting to £44.5m and the discontinuance of certain businesses such as mainland European vending cups.

Adjusted operating profit (before restructuring costs, impairment and other exceptional items) fell to £89.7m but on a constant currency basis, which excludes the translation impact of a weakened euro of £3.8m, the profit result would have been at the same level. In addition gross margin was impacted by a polymer headwind, as there was a negative time lag in recovering polymer price increases from customers during the year, whereas in 2011/12 this had had a positive impact. Improvements to underlying operating profit were obtained from the realisation of £5m of Superfos synergies, savings from exiting the mainland European vending cup and automotive parts business, further improvements in sales mix arising from increased sales of higher value added products and general cost savings and business improvements across the sites. However these were mitigated by other adverse factors affecting profit, including cost inflation and higher depreciation charges. Return on sales improved from 8.3% to 8.5%.

Exceptional items totalling £36.0m (2012: £20.6m) comprising restructuring and closure costs of £22.1m (2012: £8.5m), impairment losses of £10.7m (2012: £7.2m) and other items of £3.2m (2012: £4.9m) were incurred. The Group incurred £6.3m of costs relating to the disposal of the automotive business in Germany and the restructuring and closure costs and impairments of exiting the vending cup business in mainland Europe, and £2.3m of costs relating to the realisation of further Superfos synergies. In addition the Group incurred £19.2m of charges in delivering the new Fitter for the Future business optimisation programme. These mainly relate to costs and impairment losses at the Antwerp and Beuningen sites which are being closed, restructuring costs at Bremervörde and Lokeren, and reorganisation costs at the new production facility in Madrid (Envases). Goodwill impairment of £5.8m was incurred with respect to the Cobelplast cluster whose business is now being restructured, together with £1.5m of property impairments relating to assets held for sale and there were £0.9m of other items.

Net financing costs at £13.4m were at a similar level to last year (2012: £13.3m). Net interest charges of £11.7m (2012: £11.5m) were slightly higher reflecting the full year impact of the fixed interest charges on the USPP notes on slightly lower levels of debt.

The adjusted profit before tax decreased from £80.3m to £76.3m mainly as a result of the reduction in adjusted operating profit. The tax rate on the adjusted profit before tax for the Group was slightly lower at 24.8% for the year (2012: 25.0%). The Group's overall taxation charge at 36.7% was £14.8m (2012: £14.9m). The resulting adjusted profit after tax was £57.4m (2012: £60.2m) and adjusted basic earnings per share was 34.8p (2012: 37.3p).

A combination of a slightly lower operating profit and higher restructuring and impairment costs resulted in a lower net profit of £25.5m, compared with £44.7m in 2011/12. Basic earnings per share was 15.5p, compared with 27.7p in the previous year.

Consolidated Balance Sheet and Consolidated Cash Flow Statement

Goodwill was lower due to the impairment of £5.8m relating to the Cobelplast cluster where difficult market conditions adversely affected the Group's sheet production business and has necessitated the restructuring of the Lokeren business to return it to profitability. This was offset by a £0.7m addition to goodwill arising on the acquisition of Manuplastics. Other intangible assets increased by £3.7m through capitalisation of new product and process development. Property, plant and equipment increased to £395.3m up 4% compared with the previous year end; capital expenditure levels at £63.4m were £17.6m (38%) ahead of the depreciation charged in the period, as the Group continues to invest in growth sectors such as coffee capsules and pharmaceuticals.

The £9.5m of derivative financial instruments mainly comprise the mark-to-market value of euro currency swaps taken out in 2011 to hedge the US dollar borrowings from the US private placement. The weakening of the euro to the US dollar has served to increase the value of these.

Working capital (the sum of inventories, trade and other receivables and trade and other payables) increased by £3.9m to £37.8m compared with the previous year and represents 3.6% of sales (2012: 3.0%). Increasing the proportion of higher value added production generally necessitates higher working capital.

The long-term employee benefit liabilities increased from £56.3m at the previous year end to £62.1m, mainly due to an increase in the UK net pension deficit of the RPC Containers defined benefit scheme. The increase is a result of a reduction in the discount rate from the prior year and increases in inflation and salary growth rates, only partially offset by gains on the scheme's assets over the year.

Capital and reserves increased in the period by £0.1m, the net profit for the period of £25.5m, the share and share-based payments from employee share schemes of £1.8m and favourable exchange movements on translation of £5.8m being offset by pension related net actuarial losses of £5.3m, dividends paid of £23.9m, and £3.8m of adverse net fair value movements on derivatives. Further details are shown in the Consolidated statement of changes in equity which is included in the financial statements.

Net cash from operating activities (after tax and interest) was £85.5m compared with £100.1m in the previous year, with lower cash generated from operations, including exceptional cash flows of £20m, being reduced further by higher interest payments and higher tax payments as tax losses from prior years have been utilised.

Net debt, which includes the fair value of the cross currency swaps used to repay the USPP funding, increased by £11.4m and at the end of the year stood at £171.4m (2012 restated: £160.0m). The fair value of the swaps increased by £7.2m in the year due to the weakening of the euro against the US dollar. Net cash from operating activities was utilised, among other things, for purchasing property, plant & equipment of £63.4m, in acquiring the Manuplastics business for £6.1m (of which £0.7m was paid in April 2013), and for paying dividends of £23.9m. Gearing stood at 63% (2012: 59%) and the net debt to EBITDA ratio was 1.30. The average net debt for the year was £228m (2012: £249m).

The Group has total finance facilities of approximately £527m with an amount of £336m undrawn at 31 March 2013. The facilities are unsecured and comprise a revolving credit facility of up to £200m with nine major UK and European banks maturing in 2015, US notes of $216m and €60m issued by 17 US life assurance companies maturing in 2018 and 2021, a bilateral term loan of £60m with a major UK bank, mortgages of £15m and other credit and overdraft arrangements of £59m. The US notes were a debut issue raised in the US Private Placement (USPP) market in December 2011, providing the Group with 7 year and 10 year dated borrowings and strengthening the financial position of the Group for future growth. The £60m term loan was arranged in January 2013, is currently undrawn, and is expected to be used for bolt-on acquisitions. The Group has a NAIC-2 credit rating by the US National Association of Insurance Commissioners.

Financial Key Performance Indicators (KPIs)

The Group's main financial KPIs focus on return on investment, business profitability and cash generation.

(1) Return on capital employed (ROCE), which is measured over the previous 12 months, is defined as adjusted operating profit divided by the average of opening and closing shareholders' equity, after adjusting for net retirement benefit obligations, assets held for sale and net debt for the year concerned.

(2) Return on net operating assets (RONOA) which is measured over the previous 12 months, is defined as adjusted operating profit divided by the average of opening and closing property, plant and equipment, working capital and capital expenditure creditors for the year concerned.

(3) Added value per tonne is the difference between production sales value per tonne produced and the cost of polymer per tonne produced. The comparative numbers have been restated using 2012/13 exchange rates.

(4) Return on sales is defined as adjusted operating profit divided by sales revenue.

(5) Free cash flow is defined as cash generated from operations less net capital expenditure, net interest and tax, adjusted to exclude exceptional cash flows and one-off pension deficit reduction payments.

(6) Cash conversion is defined as the ratio of cash generated from operations less net capital expenditure excluding exceptional cash flows and one-off pension deficit reduction payments, to adjusted operating profit.

*restated for change in net debt definition which now excludes the fair value of cross currency swaps used to repay the USPP dollar funding

The key measures of the Group's financial performance are return on capital employed (ROCE) and return on net operating assets (RONOA). The aim is, with the current portfolio of businesses, to achieve a 20% ROCE in a non-recessionary environment without significant volatility in raw material prices. The improvement in added value per tonne reflects the impact of an improved sales mix in spite of the higher polymer costs and an adverse time lag effect of passing through polymer price increases to the customer base. The increase in return on sales resulted from an improved gross margin and lower costs. Free cash flow was slightly lower than last year but cash conversion improved mainly due to the lower level of capital expenditure compared with the previous year.

S J Kesterton

Group Finance Director

Consolidated income statement

for the year ended 31 March 2013

Consolidated statement of comprehensive income

for the year ended 31 March 2013

Consolidated balance sheet

at 31 March 2013

Consolidated cash flow statement

for the year ended 31 March 2013

Consolidated statement of changes in equity

for the year ended 31 March 2013

NOTES TO THE PRELIMINARY ANNOUNCEMENT

1. Basis of Preparation

The financial information set out in this announcement does not constitute the Company's statutory accounts for the years ended 31 March 2013 or 2012. The financial information for the year ended 31 March 2012 is derived from the statutory accounts for 2012 which have been delivered to the Registrar of Companies. The auditors have reported on the 2013 accounts; their report was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act. The statutory accounts for 2013 will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

2. Accounting Policies

These extracts from the Group financial statements for the year ended 31 March 2013 have been prepared in accordance with International Accounting Standards and International Financial Reporting Standards that were effective as at that date and as adopted by the EU ('Adopted IFRS').

3. Operating Segments

The information reported to the Group's Board of Directors, considered to be the Group's chief operating decision maker for the purpose of resource allocation and assessment of segment performance, is based on manufacturing conversion process. The businesses that use these processes can be found in the Operating Review.

Information regarding the Group's operating segments is reported below.

Segment revenues and results

The accounting policies of the reportable segments are the same as the Group's accounting policies. Segment profit represents the profit earned by each segment with an allocation of central items. Pricing of inter-segment revenue is on an arm's length basis.

The following is an analysis of the Group's revenue and results by reportable segment:

Geographical information

The Group's revenue, profit and non-current assets (other than financial instruments and deferred tax assets) are divided into the following geographical areas:

2013

2012

* Mainland Europe also includes an operation in the USA whose sales are predominantly sourced from intra-group supplies manufactured in Europe.

Revenues from external customers have been identified on the basis of origin and non-current assets on their physical location.

4. Restructuring, Closure Costs and Other Exceptional Items

2013

The closure costs comprise the costs, excluding impairment losses, of the withdrawal from the vending cup business in mainland Europe and the closure and sale of the automotive parts business in Germany, announced in 2011/12, together with the closure costs of the operations at Antwerp (Belgium) and Beuningen (the Netherlands) which commenced in 2012/13 under the Fitter for the Future business optimisation programme. In addition there were restructuring costs under this programme at other sites, including Bremervörde (Germany), Lokeren (Belgium) and Madrid (Spain). Integration / acquisition costs comprise the final closure costs at Runcorn and transfers of business to UKIM sites, together with other integration costs associated with Superfos.

2012

The closure costs in the prior year comprised the costs of the planned withdrawal from the vending cup business in mainland Europe, announced in the previous year. Restructuring of operations included the final restructuring costs under the RPC 2010 programme. Integration / acquisition costs comprised the closure of the Runcorn site and other integration costs associated with Superfos.

Impairment losses

The impairment loss on intangible assets comprises £5.8m write down of goodwill held within the Cobelplast cluster, and £0.5m relating to the disposables business at Offenburg (Germany). The impairment losses on property, plant and equipment of £4.4m include impairments on buildings held for sale and plant & equipment written down as a result of restructuring activities under the Fitter for the Future programme. In the previous year the Group incurred £7.2m of property, plant and equipment impairments relating to exiting the vending cup business in mainland Europe, the automotive components business in Germany and the Runcorn closure.

5. Net Financing Costs

6. Taxation

7. Earnings per Share

Basic

Earnings per share has been computed on the basis of earnings of £25.5m (2012: £44.7.m) and on the weighted average number of shares in issue during the year of 164,882,119 (2012: 161,313,391). The weighted average number of shares excludes shares held by the RPC Group Employee Benefit Trust to satisfy future awards in respect of incentive arrangements.

Diluted

Diluted earnings per share is earnings per share after allowing for the dilutive effect of the conversion into ordinary shares of the weighted average number of options outstanding during the year of 761,052 (2012: 805,559). The number of shares used for the diluted calculation for the year was 165,643,171 (2012: 162,118,950).

Adjusted

The directors believe that the presentation of an adjusted basic earnings per ordinary share assists with the understanding of the underlying performance of the Group. For this purpose the restructuring, closure costs and other exceptional items and impairment losses identified separately on the face of the Consolidated income statement together with the debit or credit for the foreign currency hedging instruments and exchange differences on bonds, adjusted for the tax thereon, have been excluded.

A reconciliation from profit after tax as reported in the Consolidated income statement to the adjusted profit after tax is set out below:

Adjusted basic earnings per share 

The weighted average number of shares used in the adjusted basic earnings per share calculation is as follows:

Adjusted diluted earnings per share

The weighted average number of shares used in the adjusted diluted earnings per share calculation is as follows:

8. Assets held for sale

Due to a number of site closures in recent years the company has three properties that are currently being actively marketed for sale. The total value of these properties classified as held for sale was £4.7m (2012: £nil).

9. Net debt

10. Non-current Liabilities

The maturity of current and non-current bank loans, overdrafts and other borrowings is set out below:

These facilities comprise:

(i) a multi-currency revolving credit facility of up to £200.0m at normal commercial interest rates falling due on 30 September 2015;

(ii) US private placement notes of $92m and €35m expiring on 15 December 2018;

(iii) US private placement notes of $124m and €25m expiring on 15 December 2021;

(iv) uncommitted overdraft facilities of £10.0m, €26.8m and other small local facilities; and

(v) mortgages secured on manufacturing facilities totalling £14.5m (2012: £14.8m) as at

31 March 2013.

The currency and interest rate profile of the Group's net debt, after taking account of the impact of interest rate swaps, is as follows:

11. Acquisition

On 21 November 2012 the Group acquired 100% of the share capital of BPSW19 Ltd, the holding company for the Manuplastics group of companies. Manuplastics is a leading UK Company specialising in the design and manufacture of high quality injection moulded containers for the personal healthcare, food and pharmaceutical industries. This transaction has been accounted for using the acquisition method of accounting.

The book and fair value of the net assets of the acquired business were as follows:

The acquisition balance sheet has been adjusted to reflect fair value adjustments.

The adjustment to intangible assets represents customer contacts acquired with Manuplastics and will be amortised over the life of the relationships. The adjustment to property, plant and equipment represents the difference between book value and market value of the assets. The adjustment to provisions relates to out of market contracts and other necessary provisions. Adjustment to taxes relates to additional tax provisions and deferred tax on the fair value adjustments.

Of the total consideration of £ 6.1m, £5.4m was paid on 21 November 2012 with the remaining £0.7m being paid in April 2013. In addition, acquisition costs of £0.3m have been expensed and reported as exceptional costs.

Since the acquisition date, Manuplastics contributed £0.2m to operating profit. If the acquisition of Manuplastics had taken place on 1 April 2012, the Group adjusted operating profit would have been £90.2m and revenue for continuing operations would have been £1,056.3m.

The goodwill recognised above includes certain intangible assets that cannot be separately identified and measured due to their nature. This includes control over the acquired business and assembled workforce and an increase in scale of the Group's injection moulding operations. The goodwill recognised is not deductible for tax purposes.

12. Employee Benefits

The liability recognised in the Consolidated balance sheet for long-term employee benefits and the movement in retirement benefit obligations was:

Retirement Benefit Obligations

The liability recognised in the Consolidated balance sheet for retirement benefit obligations is:

The RPC Containers Limited Pension Scheme, which is the largest of the defined benefit pension schemes in the UK, was closed to new entrants and to future service accrual on 31 July 2010 and replaced with a contract based defined contribution pension plan for future service. The deficit as at 31 March 2013 calculated in accordance with IAS 19 was £29.0m (2012: £25.3m). There are three other much smaller defined benefit schemes in the UK which are all closed to future accrual.

13. Exchange Rates

The closing rate of exchange for the euro at 31 March 2013 was €1.18 (2012: €1.20) and for the US dollar was $1.51 (2012: $1.60). The average rate of exchange for the euro for 2013 was €1.23 (2012: €1.16) and for the US dollar $1.58 (2012: $1.60).

14. Responsibility Statement

The 2013 Annual Report & Accounts contains a responsibility statement which was approved by the Board of Directors and signed by J R P Pike, Chairman and P R M Vervaat, Chief Executive on 5 June 2013.

The directors confirm that to the best of their knowledge, the financial statements are prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and the Director's Report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

The Annual Report & Accounts will be sent to all shareholders in June 2013 and will be published on the Group's website (www.rpc-group.com). Additional copies will be available from the Company's registered office at Sapphire House, Crown Way, Rushden, Northants. NN10 6FB.