21st May 2013 07:00
HomeServe plc
Preliminary results for the year ended 31 March 2013
2013 | 2012 | |
Revenue | £546.5m | £534.7m |
Adjusted operating profit1 | £107.6m | £128.2m |
Adjusted profit before tax2 | £105.0m | £126.0m |
Adjusted earnings per share3 | 23.0p | 28.0p |
Statutory profit before tax | £66.5m | £138.0m |
Basic earnings per share | 12.9p | 35.4p |
Dividend per share | 11.3p | 11.3p |
·; Financial summary
- Revenue £547m (2012: £535m)
- Adjusted operating profit1 £108m (2012: £128m):
o UK adjusted operating profit1 down £25m to £78m
o Established International businesses adjusted operating profit1 up 20% to £34m
- Free cash flow4 of £69m with net debt of £43m at 31 March 2013 (31 March 2012: £66m)
- Statutory profit before tax of £67m (2012: £138m) includes exceptional expenditure of:
o £4m relating to UK reorganisation costs
o £6m relating to the costs of the Financial Conduct Authority investigation, including a potential fine
o £15m write down of the carrying value of Société Francaise de Garantie
·; UK business is a more customer focused operation
- 2.3m customers in line with our target
- Retention has been improving in the second half of the year. The full year rate was 79%
- Improved customer satisfaction and service
- Improving sales and marketing effectiveness
- Financial Conduct Authority investigation progressing
·; International businesses now account for 53% of total customers
- Strong growth with customer numbers up 19% to 2.6m:
o USA customer numbers up 25% to 1.3m
o Spain customer numbers up 50% to 0.4m
- Retention rate remains strong at 83%:
o USA retention has increased from 79% to 80%
o Doméo in France has increased its retention rate from 88% to 89%
- Increasing number of International affinity partners:
o 10 new utility affinity partners in the USA across 10 states
o Long-term affinity partner agreement with Enel Energia enabling us to market to over 3.5m households in Italy
Richard Harpin, Chief Executive, commented:
"We have made very good progress in growing our International businesses over the past year and these now account for over 50% of our customers. We continue to increase the number of International affinity partners with 12 new agreements signed during the past year covering over 5m households.
Our UK business has enhanced its controls and governance and significantly improved its customer service over the past year. We have clear Sales and Marketing plans for increasing both customer acquisition and retention and expect UK customer numbers to stabilise at around 1.9m from March 2014.
We remain confident that our plans for stable UK customer numbers together with continued strong growth in our International businesses will allow the Group overall to return to modest growth in 2014/2015."
Enquiries
A presentation for analysts and investors will take place at 9am this morning at UBS, 1 Finsbury Avenue, London, EC2M 2PP.
There will be a listen-only conference call via +44 203 139 4830, pin code 54050844#, and also a live webcast available via www.homeserveplc.com.
HomeServe plc | Tel: 01922 427979 |
Richard Harpin, Chief Executive Johnathan Ford, Chief Financial Officer Mark Jones, Head of Investor Relations |
|
Tulchan Group | Tel: 0207 353 4200 |
Ed Orlebar | |
Martin Robinson |
1. Excluding amortisation of acquisition intangibles and exceptional expenditure and, in the prior period, joint venture taxation, see Financial review and note 3.
2. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, joint venture taxation and the re-measurement of joint venture interest on acquisition of control, see Financial review.
3. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, re-measurement of joint venture interest on acquisition of control, see Financial review and note 7.
4. See Cash flow statement in the Financial review.
CHAIRMAN'S STATEMENT
Over the past twelve months HomeServe has made progress in transitioning its UK business to a more customer focused operation and has grown its International businesses.
In the UK, having significantly improved our customer service over the past year, we are focusing on the effectiveness of our sales and marketing as we increase activity and enhance our existing sales channels. Our International businesses have delivered strong growth over the past year with customer numbers up 19% to 2.6m, and these now represent 53% of the Group's total 4.9m customers.
HomeServe's policies and services continue to free customers from the worry and inconvenience of home emergencies and repairs, with over 1.6m repairs carried out over the past twelve months.
Results
In the year, revenue was up 2% to £547m (2012: £535m) and adjusted profit before tax2 was £105.0m (2012: £126.0m). Lower profit in our UK business was partially offset by a £6m increase from our established International businesses. Adjusted earnings per share3 was 23.0p (2012: 28.0p). The Group continues to generate high levels of free cash flow4 with net debt at 31 March 2013 reduced to £43m (2012: £66m).
On a statutory basis, revenue was £547m (2012: £535m), profit before tax was £67m (2012: £138m) and earnings per share was 12.9p (2012: 35.4p). The reduction in profit before tax is principally due to lower UK earnings in FY2013 and the prior year £54.9m gain recognised on the on re-measurement of joint venture interest following the acquisition of full control of Doméo. The FY2013 statutory result includes exceptional expenditure of £25m relating to our UK business (£10m) and our French warranty business, Société Francaise de Garantie (SFG), (£15m). In the UK, the exceptional expenditure includes an estimate of a fine arising from the Financial Conduct Authority (FCA) investigation and associated costs, amounting to £6m, together with the costs relating to the reduction in the UK headcount announced in March 2013 of £4m. There remains uncertainty as to the nature or extent of the action that the FCA may seek to take following the conclusion of its investigation and accordingly any related financial effect. In respect of SFG, we have recorded a £15m charge related to the reduction in the carrying value of that business, reflecting the challenging conditions in the electrical retail market in France.
UK
In the UK, we have strengthened our controls and governance, enhanced our focus on the customer and have made good progress improving customer service and customer satisfaction, with 40% fewer complaints received over the financial year compared to the previous period. The UK business is now focusing on the effectiveness of its sales and marketing activity and we are starting to see better results. We have also identified areas for improved operational efficiency and are redesigning processes and systems, as well as ensuring that our resources are aligned with our customer numbers.
The UK management team maintains a positive and constructive day to day relationship with the FCA. We are making good progress in completing the business improvement initiatives; with our customer re-contact exercise on track and in line with our expectations. The FCA's investigation into our past issues is making progress and as a result we have now recorded exceptional expenditure of £6m, which is our estimate for the costs and fine arising from this investigation. We still expect the investigation to take a number of months to complete.
International business development
We have continued to achieve strong growth in our established International businesses. HomeServe USA has increased its customer numbers by 25% over the past 12 months and now has 1.3m customers with over 2m policies. In Spain, Reparalia increased its customer numbers by 50% and policy numbers were up 43%, while in France, Doméo has increased its retention rate to 89%.
We are also continuing to invest in the development of new overseas businesses. In Italy, we are pleased to have signed long-term affinity partner agreements with Enel Energia and Veritas and are planning to significantly increase our marketing activity in FY2014. In Germany, we are focusing on developing affinity partnerships.
Dividend
The Board is proposing a final dividend of 7.67p per share bringing the total dividend for the year to 11.3p (2012: 11.3p).
Board changes
I would formally like to welcome Johnathan Ford to the Board. Johnathan joined the Group as Chief Financial Officer in September 2012 and was previously the Group Finance Director of NWF Group plc, an AIM listed specialist distribution group. He is already making a strong contribution to the business.
People
On behalf of the Board, I would like to thank all our employees for their contribution over the past year.
I would like to particularly note our UK employees' professionalism and commitment during a period of significant change, whilst in our International businesses our teams have again delivered strong growth.
Summary and outlook
HomeServe's products continue to meet clear customer needs and our business model continues to deliver long-term value. Our financial results in FY2013 are in line with expectations. While it remains a challenging time for HomeServe in the UK, we are confident that the actions we are implementing will deliver long-term value to all our stakeholders.
HomeServe continues to be a profitable business with a strong balance sheet and a cash generative business model. We expect to stabilise UK customer numbers at around 1.9m by the end of FY2014 and are planning for continued strong growth in our International businesses. While our performance in FY2014 is expected to reflect the impact of lower UK customer numbers, we remain confident that the plans we are implementing will allow the Group to return to modest growth in FY2015.
JM Barry Gibson
Chairman
21 May 2013
1. Excluding amortisation of acquisition intangibles and exceptional expenditure and, in the prior period, joint venture taxation, see Financial review and note 3.
2. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, joint venture taxation and the re-measurement of joint venture interest on acquisition of control, see Financial review.
3. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, re-measurement of joint venture interest on acquisition of control, see Financial review and note 7.
4. See Cash flow statement in the Financial review.
CHIEF EXECUTIVE'S REVIEW
HomeServe is an international business committed to providing a membership service which frees its customers from the worry and inconvenience of home emergencies and repairs. We have 4.9m members across our operations in the UK, USA, France, Spain, Italy and Germany. Our International businesses now account for over half of our customers, with 2.6m customers based in these markets.
In the UK we have continued to transition to a more customer focused business. Customer numbers have reduced, as expected, to 2.3m at 31 March 2013 and UK adjusted operating profit1 was £78m, down from £103m in FY2012.
Our International businesses' results have shown continued strong growth with customer numbers up 19% to 2.6m and profits1 from our established International businesses, in the USA, France and Spain, 20% higher at £34m (including the benefit of owning 100% of Doméo for the full reporting period).
The reduction in UK customer numbers and earnings has more than offset the strong growth in our International businesses with adjusted profit before tax2 for the Group reducing from £126.0m to £105.0m.
The table below shows our performance metrics on a global basis as at 31 March 2013:
UK | International | Total | Change | |||||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |||
Affinity partner households | m | 24 | 24 | 53 | 47 | 77 | 71 | +7% |
Customers | m | 2.3 | 2.7 | 2.6 | 2.2 | 4.9 | 4.9 | - |
Income per customer* | £ | 106 | 99 | 67 | 71 | 85 | 86 | -2% |
Policies | m | 5.5 | 6.7 | 4.9 | 4.3 | 10.4 | 11.0 | -5% |
Retention rate | % | 79 | 80 | 83 | 83 | 81 | 81 | - |
Operating profit1 | £m | 78.3 | 103.1 | 29.3 | 25.1 | 107.6 | 128.2 | -16% |
*Income per customer is defined as policy revenue net of sales taxes and underwriting divided by the total number of customers.
We have reinforced a customer focused culture across all our operations. In particular, in the UK, customer satisfaction has increased and the number of complaints has reduced by 40%. We are also improving our cost efficiency by reducing complexity, sharing best practice and investing in new systems and technology. In the UK, for example, we have focused our affinity partnerships on utilities, manufacturers of installed appliances and financial services companies and we announced in March that we are going to invest in a new packaged IT system which will be implemented across the entire Group.
The following sections report on the performance of each of our business segments.
UK
·; Customer numbers of 2.3m at 31 March 2013, in line with our expectations
·; Full year retention rate 79%, and was over 80% in the final quarter
·; Plans to stabilise customer numbers at around 1.9m customers from March 2014
·; Improving our operational efficiency and sales and marketing effectiveness
UK performance metrics | 2013 | 2012 | Change | |
Affinity partner households | m | 24 | 24 | - |
Customers | m | 2.3 | 2.7 | -16% |
Income per customer | £ | 106 | 99 | +7% |
Total policies | m | 5.5 | 6.7 | -18% |
Policy retention rate | % | 79 | 80 | -1ppts |
UK policies split by type | 2013 | 2012 | |
Water | m | 3.1 | 3.7 |
Electrical | m | 0.6 | 0.7 |
Heating, ventilation, air conditioning (HVAC) | m | 0.6 | 0.8 |
Manufacturer warranties | m | 0.5 | 0.5 |
Other | m | 0.7 | 1.0 |
Total policies | m | 5.5 | 6.7 |
UK revenue reduced by £45m to £309m (2012: £354m) reflecting the reduction in customer numbers and related repair income. Adjusted operating profit1 in the UK was £78m (2012: £103m) with the reduction in revenue being partially offset by lower costs. The lower costs are a result of a reduced headcount and lower marketing expenditure, partially offset by increased governance and control costs. UK statutory operating profit was £68m (2012: £78m) including exceptional expenditure of £10m, of which £6m is our estimate for the costs and fine arising from the FCA investigation, and the remaining £4m relates to the reduction of around 300 roles announced in March 2013.
Customer numbers in the UK have fallen to 2.3m, in line with our expectations (2012: 2.7m). The reduction is a result of the low level of marketing activity in FY2013, which was insufficient to replace those customers that did not renew in the ordinary course. As we increase our marketing activity we expect the number of new customers acquired to at least equal the number not renewing, which should enable us to stabilise the UK customer base at around 1.9m customers from March 2014.
Our UK gross new policy sales and customer and policy numbers have all reduced during the year as a result of lower marketing activity whilst we focused on the development and testing of new marketing materials, sales channel enhancements, new product development, the restructuring of our call centre operations and the implementation of improved governance and controls. Gross new customers in FY2013 were 0.1m (2012: 0.3m) and gross new policy sales were 0.2m (2012: 0.7m). Total policies at the end of March 2013 were 5.5m, a reduction of 18% on the prior year (2012: 6.7m), similar to the reduction in customer numbers.
Income per customer increased to £106 (2012: £99), reflecting the benefit from price rises and the mix of policies.
The policy retention rate increased from 78% in the first half of the year to 79% for the full year (2012: 80%) and was above 80% in the final quarter. The increase in the second half of the year is a result of the high levels of customer satisfaction across all our touch points and the implementation of a number of ongoing retention initiatives as well as a reduction in the number of first year policies, which have a lower retention rate.
During the year, our network of 289 directly employed engineers and over 450 sub-contractors completed 0.7m repairs. 80% of our plumbing and drains repairs were completed by our directly employed engineers, who typically received the highest levels of customer satisfaction.
Our affinity partners continue to remain supportive of our plans and actions and we are pleased to confirm that two of our larger water utilities have signed new long-term agreements.
During the second half of FY2013, the UK business saw improvements in the effectiveness of its sales and marketing activity. We are now planning to significantly increase the scale of our marketing activity in FY2014 as we aim to double the number of new customers to around 0.2m, up from 0.1m in FY2013, but compared to 0.6m in FY2011.
Direct mail marketing activity is expected to more than double in FY2014 and we are also planning to increase sales through our partner call centres and continue the development of our internet and digital sales channels. We have, during FY2013, recommenced policy sales through our partner call centres and during FY2014 we expect to increase the number of partners who operate this sales channel and to build on the call conversion rates achieved during the final quarter of FY2013.
We are increasing our investment in internet and digital channels. We have already recruited and have in place a new team who have significant experience and expertise in internet and digital marketing activity. During FY2014, we will be refocusing our internet site on customer acquisition, improving our search engine optimisation and enhancing the HomeServe pages within our affinity partners' websites. We will continue to use the outbound telephony channel primarily for selling to existing customers.
The planned increase in new customer acquisition volumes and retention will also be supported by the roll-out of new products, including an improved Plumbing and Drainage product, which includes cover for non-emergency items such as dripping taps and leaking overflows.
As customer numbers have reduced in the UK we have taken action to reduce our operating costs and improve our operating efficiency. The average number of UK employees has reduced by 377 over the past year and we announced a further reduction of 300 roles in March 2013 reflecting the expected reduction in customer numbers from 3m in September 2011 to around 1.9m by March 2014. We have also started a number of process re-engineering projects to simplify processes to further improve the customer experience and improve efficiency.
In November 2011, we commenced a number of business improvement initiatives, which were consistent with the feedback received from our Supervisory team at the FCA. These initiatives focused on our sales and marketing, controls and governance and complaints handling issues. Our customer re-contact exercise is the only initiative still to be completed and this is progressing as planned.
We are now close to completing the review of the complaints that were received during winter 2010 and we are also making progress in contacting customers who may have suffered detriment as a result of the way in which they were sold their policy. This exercise is expected to be completed by March 2014.
The FCA investigation into our past issues in the UK business is ongoing and is expected to take a number of months to complete.
United States of America
·; 25% increase in customer numbers to 1.3m
·; 10 new affinity partnerships across 10 states
·; Step change in marketing activity with the number of mailings more than doubled
USA performance metrics | 2013 | 2012 | Change | |
Affinity partner households | m | 22 | 21 | +3% |
Customers | m | 1.3 | 1.1 | +25% |
Income per customer | $ | 112 | 113 | -1% |
Total policies | m | 2.1 | 1.7 | +25% |
Policy retention rate | % | 80 | 79 | +1ppts |
USA policies split by type | 2013 | 2012 | |
Water | m | 1.1 | 0.8 |
Electrical | m | 0.2 | 0.1 |
Heating, ventilation, air conditioning (HVAC) | m | 0.3 | 0.3 |
Other | m | 0.5 | 0.5 |
Total policies | m | 2.1 | 1.7 |
Revenue in the USA was £101m (2012: £82m), 22% higher than a year ago driven by a 25% increase in customer numbers. Adjusted operating profit1 was £9.5m (2012: £9.0m).
We are a national business, working with 35 partners in the USA and Canada. Over the past year we have signed ten new utility affinity partnerships in ten states with a mix of gas, electric and water utilities across both public and municipality ownership.
The new partnerships include a long-term marketing agreement with Montana Dakota Utilities (MDU), which serves 260k households in the states of North and South Dakota, Montana and Wyoming. This agreement was part of the acquisition of MDU's policy book, which was completed in March 2013. MDU's 52k home assistance policies, which provided protection for a property's primary heating appliance and water heater across 26k customers, have now transferred to HomeServe.
Gross new policy sales (excluding acquired policies) during the year were 0.7m (2012: 0.6m). This growth, together with a good retention performance, has resulted in customer numbers increasing by 25% to 1.3m (2012: 1.1m) and policy numbers also increasing by 25% to 2.1m (2012: 1.7m).
We are making good progress in broadening the range of sales channels used in North America. Direct mail remains the main channel for new customer acquisition although during the year we have significantly increased the number of partners who either use their call centres to sell our policies or transfer potential sales calls to our agents. We have also commenced online policy sales via our HomeServe USA website. We expect to increase sales through our partners' call centres in the future as well as significantly grow sales via our USA internet and digital channels.
Over the past 12 months we have more than doubled the number of marketing mailings as a result of the increase in the number of affinity partners and our own brand marketing activity. Despite the significant growth in direct mail activity, our response rates and payback periods have continued to be attractive and in line with our expectations.
Raising the awareness of homeowners' responsibilities for the pipes and wires in and around their home is key to the continued strong growth in customer numbers. We were therefore pleased to announce in February 2013 an association with Giuliani Partners and former New York City Mayor Rudy Giuliani. Giuliani Partners and Mayor Giuliani will advise us on increasing awareness of the need for water and sewer infrastructure investment and consumer protection across the USA.
The USA retention rate has increased to 80% (2012: 79%). In the USA, we continue to achieve retention rates of around 90% where we bill the customer via their utility bill and therefore we are planning to increase the number of partners who use 'on bill' payment collection for our products in FY2014. A key benefit from the system improvements being planned across the Group will be the ability to more quickly integrate our billing processes with those of utilities in the future.
There remain significant opportunities for growth in North America and we are therefore continuing to invest in people and infrastructure as well as additional marketing activity. Over the past year, we have strengthened our business development team, increased our IT and digital expertise as well as enhanced our senior management team with a number of new positions. As we grow the number of customers and policies, we also need to ensure we maintain and improve our operational efficiency and have, for example, outsourced the processing of postal policy applications to a specialist and have recently announced the closure of our Miami administration centre. The work currently undertaken in Miami will be transferred to our other USA locations, in Stamford and Chattanooga, and a third party specialist outsourcer.
Our 134 directly employed technicians and network of around 700 high quality sub-contractors completed 0.27m jobs during FY2013.
Doméo
·; Retention rate up to 89%
·; Launched a new range of water policies with positive customer feedback
·; Increased focus on signing new affinity partnerships
Doméo performance metrics | 2013 | 2012 | Change | |
Affinity partner households (excluding apartments) | m | 14 | 14 | - |
Customers | m | 0.9 | 0.9 | +2% |
Income per customer | € | 98 | 96 | +2% |
Total policies | m | 2.3 | 2.3 | +1% |
Policy retention rate | % | 89 | 88 | +1ppts |
Doméo policies split by type | 2013 | 2012 | |
Water | m | 2.0 | 1.9 |
Electrical | m | 0.2 | 0.2 |
Other | m | 0.1 | 0.2 |
Total policies | m | 2.3 | 2.3 |
In its first full year of 100% HomeServe ownership, Doméo contributed revenue of £74m in FY2013 compared to £52m in the previous year (when it was 49% owned by HomeServe for the first 8 months of the year and 100% for the final 4 months). Adjusted operating profit1 was £22m (2012: £17m). On a like for like basis, revenues increased by 1% and adjusted operating profit1 by 8% reflecting good cost control and less outbound marketing activity.
French customers continue to remain very loyal, with the policy retention rate increasing to 89% (2012: 88%). This high rate reflects the proportion of customers using a monthly continuous payment method to pay for their policy, a consistently high level of customer satisfaction and a low level of customer complaints.
Doméo achieved gross new policy sales of 0.3m (2012: 0.4m) with total customer numbers increasing by 2% to 0.91m (2012: 0.89m) during the year. Policy numbers grew 0.01m to 2.34m (2012: 2.33m).
Income per customer increased by 2% to €98 (2012: €96), reflecting the mix and price of policies held by customers.
The majority of our new customers in France are acquired through direct mail marketing. We are however developing new sales channels in Doméo to enable us to increase customer growth in the future. Over the past year we have increased the proportion of sales generated through Veolia's call centres as a result of improving the call conversion rate as well as increasing the number of Veolia call centres transferring calls to our sales teams.
During the second half of FY2013, we developed and tested new plumbing emergency and drainage products in France with favourable customer feedback. We are therefore planning to focus our new customer acquisition campaigns on these products in FY2014. We are also developing a revised water loss product in France, which will be principally used in cross-sell activity.
Acquiring 100% control of Doméo in December 2011 has given us an opportunity to broaden our range of affinity partners in France and we have reorganised the business to increase the focus and resource allocated to new partner development. We have, over the past year, started early stage discussions with a number of energy and water utilities.
All of our repairs in France are managed through our network of 950 sub-contractors who completed a similar number of repairs compared to the previous year.
Spain
·; Customer numbers up 50% to 0.4m, policy numbers up 43% to 0.5m
·; Over 50% of gross new customers acquired through Endesa's sales channels
·; Started charging Endesa's customers via their utility bill
Spain performance metrics | 2013 | 2012 | Change | |
Affinity partner households | m | 13 | 12 | +9% |
Customers | m | 0.4 | 0.3 | +50% |
Total policies | m | 0.5 | 0.3 | +43% |
As the Spanish policy base is still relatively small and growing quickly we do not currently report the retention rate and income per customer metrics
Spain policies split by type | 2013 | 2012 | |
Water | m | 0.1 | 0.1 |
Electrical | m | 0.3 | 0.1 |
Other | m | 0.1 | 0.1 |
Total policies | m | 0.5 | 0.3 |
In Spain, revenue was £61m (2012: £60m) and adjusted operating profit1 was £3.1m (2012: £2.8m). The growth in adjusted operating profit1 reflects the increase in customer and policy numbers and the benefit of higher claims handling volumes and margins, partially offset by increased sales and marketing activity in the membership business.
Customer and policy numbers continue to show strong growth. Customer numbers increased by 50% to 0.4m (2012: 0.3m) and policy numbers were up 43% to 0.5m (2012: 0.3m).
Gross new policy sales were 0.3m, up from 0.2m in FY2012, as we increased our marketing activity with both our affinity partners; Endesa and Agbar. During FY2013, we continued to increase the proportion of sales generated through our partners' call centres and the outbound telephony channel. Sales through our partners' call centres accounted for 56% of gross new policy sales (2012: 14%).
Sales of our Electrical Assistance policy by Endesa's call centre agents have proven very successful over the past 12 months. Over 68% of new customers in FY2013 were acquired through this sales channel and we expect this to increase in FY2014. Our Electrical Assistance product covers the cost of the call out for any electrical emergency and two hours of labour together with two electrical handyman services per annum, each of two hours. The product, which is offered at a 50% discount in the first year, is sold by Endesa to customers when they switch their electricity tariff and is billed via the utility bill.
Our claims handling business in Spain continues to perform well with continued growth in the number of claims managed and a higher margin. Our network of 2,100 sub-contractors and the 147 Reparalia franchised engineers completed 0.5m repairs over the past twelve months.
New Markets
·; Long-term agreement with Enel Energia enabling us to market to 3.5m households in Italy
·; Focusing on the development of affinity partnerships in Germany
Our New Markets segment includes our developing businesses in Italy and Germany as well as Société Francaise de Garantie (SFG), our French warranty business.
The New Markets businesses reported revenue of £9.4m, lower than the £11.6m in the prior year, primarily as a result of the sale of our Belgian businesses in March 2012. The increased adjusted operating loss1 of £4.8m (2012: £3.4m) reflects the additional investment in Italy and Germany over the past 12 months as well as lower earnings from SFG.
In Italy, we have signed a long-term agreement with the energy utility Enel Energia, enabling us to market to 3.5m households and have recently completed the systems development to enable us to bill Italian customers on their utility bill. During FY2014, we will be significantly increasing our marketing activity to Enel Energia customers and our Italian water utility partner Veritas, as well as targeting the development of other affinity partnerships.
In Germany, we completed a test marketing campaign with BS Energy (part of the Veolia group) and will be focusing on developing additional affinity partnerships in FY2014.
Earnings from our SFG retail warranty business have been impacted by the reduction in retail sales of electrical goods in France together with the full year impact of the loss of one of our larger retailers following a take-over by a retailer who manages warranties in-house.
Outlook
Our business model continues to deliver value for customers, affinity partners and shareholders, and remains very cash generative. We expect to stabilise our UK customer numbers at around 1.9m by 31 March 2014, and are confident that we can continue to grow our International businesses, enabling the Group overall to return to modest growth from FY2015.
UK
In FY2014 we are planning to recruit around 0.2m new customers in the UK, double the number recruited in FY2013, as we develop and increase the scale of our marketing activity. By FY2015 we are planning to recruit around 0.3m new customers a year enabling us to stabilise the UK customer base at around 1.9m customers. The planned increase in new customer acquisition volumes will be supported by the roll-out of new products as well as more support from our water affinity partners, with an increasing proportion of sales coming from their call centres, and the development of our internet and digital sales channels.
We continue to expect the full year UK underlying retention rate (excluding losses from the run-off of non-core manufacturer warranties and customer re-contact exercise) to increase to around 80% in FY2014 and would expect it to increase further in future years as we benefit from the roll-out of new products and increasing customer satisfaction.
In FY2014, the reduction in the number of customers renewing will result in around £35m of lower contribution (compared to FY2013), which is expected to be partially offset by headcount savings of around £10m.
UK revenue in FY2015 is expected to reduce further by around £20m (compared to FY2014) as a result of a lower number of renewing customers and the continued marketing and roll-out of new enhanced products. This reduction will be partially offset by full year savings in direct costs and further operating efficiencies.
International
In our International businesses we are confident that we will continue to deliver strong and sustainable growth in customers and earnings. As a result, we expect our established International businesses to deliver over 50% of the Group's operating profit in FY2015.
Our USA business provides our most significant growth opportunity and in FY2014 we expect it to significantly benefit from the 25% increase in customer numbers in FY2013 and to continue to deliver a high customer growth rate in the future. In France, we expect customer numbers to increase although the rate of customer and profit growth is likely to be modest until we sign another major utility affinity partner. In Spain, we are planning for continued strong growth in customer and policy numbers in our membership business as we continue to invest in our marketing activity and grow our renewal revenue. As our businesses in Italy and Germany invest in growing their customer numbers we expect our New Markets segment to report an operating loss of around £6m per annum.
System developments
To support our growth plans and improve our operational efficiency, we are investing in a new packaged IT system which will be implemented across the entire Group. This investment, amounting to around £30m over the next three years (FY2014 - FY2016), will start to deliver operational benefits in FY2015 with financial benefits starting to accrue from FY2016.
In the UK, the new system will improve our marketing effectiveness, reduce our costs and improve our compliance and control processes. In our US business, it will enable us to on-board affinity partners and integrate our charging processes into their billing systems more quickly. Across the Group, the system will provide call centre agents in all parts of the business with a single view of the customer.
Summary
The financial impact of the reduction in UK customer numbers has unfortunately more than offset the strong growth in our International businesses in FY2013. We are however implementing plans to stabilise UK customer numbers at around 1.9m by the end of March 2014, which will then enable customer numbers across the Group to grow again. UK earnings are expected to be negatively impacted in both FY2014 and FY2015, but we expect the growth in our International business to enable the Group overall to return to modest growth in FY2015.
We are confident that we can stabilise UK customer numbers as well as grow our established overseas businesses. We are therefore continuing to invest in the development of our new businesses in Italy and Germany as well as implementing a new group-wide IT system.
Our products and services continue to meet clear customer needs and we are confident that our business model can continue to deliver long-term value for all stakeholders.
Richard Harpin
Chief Executive
21 May 2013
1. Excluding amortisation of acquisition intangibles and exceptional expenditure and, in the prior period, joint venture taxation, see Financial review and note 3.
2. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, joint venture taxation and the re-measurement of joint venture interest on acquisition of control, see Financial review.
3. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, re-measurement of joint venture interest on acquisition of control, see Financial review and note 7.
4. See Cash flow statement in the Financial review.
FINANCIAL REVIEW
These financial results have been prepared in accordance with International Financial Reporting Standards (IFRS) and the accounting policies used are consistent with those at 31 March 2012. This announcement does not itself contain sufficient information to comply with IFRSs. Full financial statements that comply with IFRSs will be published in June 2013.
Segmental Results
The Group has five operating segments - UK, USA, Doméo, Spain, and New Markets. The New Markets division combines the results of our businesses in Italy, Germany and SFG in France. The revenue and adjusted operating profit1 for each of these segments are set out in the table below.
£million | Revenue | Adjusted operatingprofit/(loss)1 | Adjusted operating margin | |||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |
UK | 309.0 | 353.5 | 78.3 | 103.1 | 25.3% | 29.2% |
USA | 100.8 | 82.3 | 9.5 | 9.0 | 9.5% | 11.0% |
Doméo | 73.8 | 51.8 | 21.5 | 16.7 | 29.2% | 32.2% |
Spain | 60.5 | 60.2 | 3.1 | 2.8 | 5.0% | 4.7% |
New Markets | 9.4 | 11.6 | (4.8) | (3.4) | -51.3% | -29.8% |
JV/inter-division | (7.0) | (24.7) | - | - | - | - |
Group | 546.5 | 534.7 | 107.6 | 128.2 | 19.7% | 24.0% |
Group revenue has increased by 2% to £546.5m (2012: £534.7m), with growth in our established International businesses offsetting a reduction in the UK. Adjusted operating profit1 reduced to £107.6m (2012: £128.2m) with lower profits in the UK partially offset by growth in our established International businesses.
UK revenue has reduced by £44.5m to £309.0m, due principally to the 16% reduction in customer numbers. The growth in our International revenues and profits reflects higher customer numbers together with the benefit of owning 100% of Doméo for the full reporting period.
The Group adjusted operating margin (adjusted operating profit/(loss)1 divided by revenue) has reduced from 24.0% to 19.7% principally as a result of the reduction in the UK operating margin and the increased investment in our New Markets businesses.
UK
£million | 2013 | 2012 | Change |
Revenue | |||
Net income* | 240.9 | 267.5 | (26.6) |
Repair network | 55.1 | 70.9 | (15.8) |
Other | 13.0 | 15.1 | (2.1) |
Total revenue | 309.0 | 353.5 | (44.5) |
Operating costs | (230.7) | (250.4) | 19.7 |
Adjusted operating profit1 | 78.3 | 103.1 | (24.8) |
Adjusted operating margin | 25.3% | 29.2% |
*Net income is calculated by multiplying income per customer by the number of customers
Our UK business reported revenue of £309.0m (2012: £353.5m), a reduction of £44.5m and adjusted operating profit1 of £78.3m (2012: £103.1m), a reduction of £24.8m compared to the
prior year. The lower revenue and profit1 is principally a result of the reduction in customer numbers from 2.7m at 31 March 2012 to 2.3m at 31 March 2013.
Revenue in the UK business can be analysed as 'net income' (income per customer multiplied by the number of customers) of £240.9m (2012: £267.5m), with the remaining income of £68.1m (2012: £86.0m) representing £55.1m of repair network revenue (2012: £70.9m) and other income of £13.0m (2012: £15.1m), which includes third party claims handling revenue as well as revenue from transactions with other Group companies.
Income per customer has increased to £106 (2012: £99), principally reflecting the benefit from price rises and the mix of policies.
Operating costs within the UK business reduced by £19.7m compared to the previous year. This reduction was driven by lower staff numbers following the redundancy programmes in February and May 2012, lower repair network costs reflecting the reduction in customer numbers and reduced marketing expenditure as we focused on testing new sales and marketing initiatives. These savings were partially offset by the increased costs of additional compliance and quality checking and improved governance and control processes.
The UK adjusted operating margin was 25.3% (2012: 29.2%).
USA
In the USA, revenue has increased by 22% to £100.8m (2012: £82.3m) driven by the 25% growth in customer and policy numbers. Adjusted operating profit1 increased from £9.0m to £9.5m. The growth in profit is slower than the growth in revenue as a result of an 84% increase in marketing expenditure during the year as well as the ongoing investment in people and infrastructure.
We expect the strong growth in customer numbers in FY2013 to benefit our performance in FY2014 as these customers' policies renew and the rate of growth in marketing and sales costs is reduced.
The increased investment in marketing has resulted in the adjusted operating margin reducing from 11.0% to 9.5%. As we continue to target strong growth in customer numbers, we expect the USA adjusted operating margin to remain in the 10% to 15% range.
Doméo
Doméo contributed revenue of £73.8m compared to £51.8m in the previous year (when it was 49% owned by HomeServe for the first 8 months of the year and 100% for the final 4 months). Adjusted operating profit1 was £21.5m (2012: £16.7m).
On a like for like basis, revenue was 1% higher compared to the prior period whilst adjusted operating profit1 increased by 8%, reflecting good cost control and less outbound marketing activity.
The adjusted operating margin was 29.2% (2012: 32.2%). On a like for like basis, the margin increased by 2ppts as a result of improved efficiency.
Spain
£million | 2013 | 2012 | Change |
Revenue | |||
Membership | 10.0 | 8.6 | 1.4 |
Claims handling | 50.5 | 51.6 | (1.1) |
Total revenue | 60.5 | 60.2 | 0.3 |
Adjusted operating profit1 | 3.1 | 2.8 | 0.3 |
In Spain, revenue was £60.5m, £0.3m higher than in the prior year. Membership revenue increased by 16% to £10.0m (2012: £8.6m) as a result of the strong growth in customer and policy numbers.
Total adjusted operating profit1 was £3.1m, £0.3m higher than in the previous year (2012: £2.8m). Increased sales and marketing costs within the Membership business were more than offset by improved operational efficiency in the Claims Handling business.
Spain has reported an adjusted operating margin of 5.0% up from 4.7% in the prior year reflecting the improved efficiency in the claims business.
New Markets
Our New Markets businesses reported revenue of £9.4m (2012: £11.6m) and an adjusted operating loss1 of £4.8m (2012: £3.4m).
Revenue from our New Markets businesses reduced by £2.2m over the past 12 months principally due to the sale of our Belgian businesses in March 2012 and lower revenues from SFG. The Belgian businesses contributed £1.9m of revenue in FY2012.
The higher adjusted operating loss1 reflects increased investment in Italy and Germany, lower earnings from SFG and the impact of the sale of our Belgian businesses which contributed £0.5m of adjusted operating profit1 in FY2012.
Cash flow and financing
Our business model continues to be highly cash generative with cash generated by operations in FY2013 amounting to £128.2m (2012: £114.3m), representing a cash conversion ratio against adjusted operating profit1 of 119% (2012: 89%).
£million | 2013 | 2012 |
Adjusted operating profit1 | 107.6 | 128.2 |
Exceptional items, tax on joint venture and amortisation of acquisition intangibles |
(38.5) |
(42.9) |
Operating profit | 69.1 | 85.3 |
Depreciation, amortisation and other non-cash items | 51.3 | 30.2 |
Decrease/(increase) in working capital | 7.8 | (1.2) |
Cash generated by operations | 128.2 | 114.3 |
Net interest | (2.4) | (3.2) |
Taxation | (26.3) | (33.3) |
Capital expenditure | (29.9) | (16.9) |
Repayment of finance leases | (0.6) | - |
Doméo dividend received | - | 3.5 |
Free cash flow | 69.0 | 64.4 |
Acquisitions/disposals | (5.8) | (87.8) |
Equity dividends paid | (36.6) | (34.2) |
Issue of shares | 0.6 | 2.2 |
Net movement in cash and bank borrowings | 27.2 | (55.4) |
Impact of foreign exchange | (3.2) | 2.2 |
Finance leases | (0.9) | (1.0) |
Opening net debt | (66.0) | (11.8) |
Closing net debt | (42.9) | (66.0) |
Working capital decreased by £7.8m in FY2013, compared to an increase of £1.2m in FY2012. Working capital increased in the UK as a result of the expenditure related to addressing the sales and marketing issues provided for in March 2012 and also in our International businesses as a result of the strong growth in customer and policy numbers. These increases were however more than offset by a reduction in working capital as a result of the lower number of UK customers and policies and the FY2013 exceptional expenditure of £10m.
During the year, we incurred net capital expenditure of £29.9m (2012: £16.9m). This expenditure related to the implementation of a new group-wide financial management system, completing work on the network transformation project in the UK with a new contractor appointment booking system as well as the costs of re-engineering processes in our UK business. Capital expenditure also includes payments made to affinity partners for the long-term provision of exclusive database access and branding rights.
We expect to maintain a higher than usual level of capital expenditure over the next 3 years (FY2014 - FY2016) as we implement a new packaged IT system across the entire Group. The new system which will support both our growth plans and improve our operational efficiency, will start to deliver operational benefits in FY2015 with financial benefits starting to accrue from FY2016.
Free cash flow during the period was £69.0m (2012: £64.4m).
At 31 March 2012, we had a balance sheet provision of £21.0m in respect of expenditure related to addressing the issues in the UK including, where appropriate, compensating customers. Over the past 12 months we have incurred £9.5m of actual expenditure and the balance sheet provision at 31 March 2013 has reduced to £11.5m and is expected to be spent over the next 12 months. The expected cost of re-contacting customers and the extent of any compensation due is based on our experience to date and represents our estimate. It is possible that our assumptions regarding the number of customers, level of compensation payable, response rate and the upheld rate could be different to those currently assumed. At this stage, however, we believe that the provision is sufficient to cover the costs of the remaining customer re-contact exercise, including customer compensation.
In FY2013 we incurred exceptional expenditure of £10.0m relating to the reorganisation of the UK business, announced in March 2013, and the FCA investigation. At the end of FY2013, we had incurred £1.7m of actual expenditure and had a balance sheet provision of £8.3m.
Despite a reduction in operating profit, the cash generative nature of the business resulted in net debt reducing by £23.1m over the 12 month period. Net debt at 31 March 2013 was £42.9m (2012: £66.0m), significantly within our facility limit of £250m, which is committed through to July 2016.
Group statutory results
The headline statutory financial results for the Group are presented below.
£million | 2013 | 2012 |
Total revenue | 546.5 | 534.7 |
Operating profit | 69.1 | 85.3 |
Net finance costs | (2.6) | (2.2) |
Gain on re-measurement of joint venture interest on acquisition of control
| - | 54.9 |
Adjusted profit before tax2 | 105.0 | 126.0 |
Amortisation of acquisition intangibles | (13.4) | (10.4) |
Exceptional expenditure | (25.1) | (31.1) |
Gain on re-measurement of joint venture interest on acquisition of control | - | 54.9 |
Tax on JV | - | (1.4) |
Statutory profit before tax | 66.5 | 138.0 |
Tax | (24.6) | (23.7) |
Profit for the year, being attributable to equity holders of the parent | 41.9 | 114.3 |
Statutory profit before tax was £66.5m, £71.5m lower than in FY2012 (2012: £138.0m). Statutory profit before tax is after the amortisation of acquisition intangibles and exceptional expenditure and in the prior period, a gain on the re-measurement of our joint venture interest following the acquisition of the remaining 51% shareholding and tax on the earnings from Doméo during the period in which it was a joint venture.
Amortisation of acquisition intangibles
The amortisation of acquisition intangibles of £13.4m (2012: £10.4m) principally relates to customer and other contracts held by the acquired entities at the date of acquisition. The £3m increase in the amortisation charge principally reflects a full 12 month impact from the acquisition of the 51% shareholding in Doméo in December 2011.
Exceptional expenditure
The exceptional expenditure of £25.1m includes costs related to reorganising the UK business and the FCA investigation, as well as a reduction in the carrying value of the assets of our French warranty business, SFG. In the prior year there was exceptional expenditure of £31.1m, full details are set out in note 4.
·; FY2013 UK exceptional expenditure
The £10m charge relates to the reorganisation of the UK business announced in March 2013 and the FCA investigation.
In March 2013 we announced plans to reduce the number of roles in our UK business by around 300, reflecting the planned reduction in customer numbers over the next 12 months. This reorganisation will incur costs of £4m and generate savings of around £10m in FY2014.
The FCA investigation has progressed, and having taken advice and reviewed internal and external available information, the Board has decided to record exceptional expenditure of £6m in relation to the anticipated costs of managing the investigation and a fine which represents our estimate. There remains uncertainty as to the nature or extent of the action that the FCA may seek to take following the conclusion of its investigation and accordingly any related financial effect.
·; Société Francaise de Garantie (SFG) asset values
The exceptional expenditure also includes a £15.1m charge related to the write down of the carrying value of SFG, our French warranty business. This write down reflects the challenging conditions in the electrical retail market in France.
Finance costs
The Group's net finance costs were £2.6m, £0.4m higher than in FY2012 reflecting a higher level of net debt in the first six months of the year compared to the prior period.
Taxation
The tax charge in the financial year was £24.6m (2012: £23.7m).
In order to calculate an effective tax rate that reflects the ongoing tax burden of the Group, it is necessary to exclude the £15.1m exceptional expenditure relating to the write-down of the carrying value of SFG, which is not tax deductible and the £6m of exceptional expenditure in the UK related to the FCA investigation. Excluding these items the adjusted effective tax rate is 28.8%, which is comparable to the underlying joint venture adjusted tax rate of 28.4% in FY2012.
We expect the tax rate to gradually increase in future years as our International businesses, all of which are based in countries with a higher corporation tax rate than the UK, contribute an increasing proportion of profits.
Earnings per share
Adjusted earnings per share3 for the period decreased from 28.0p to 23.0p. The average number of shares in issue increased from 322m to 324m.
On a statutory basis, earnings per share decreased from 35.4p to 12.9p.
Dividend
The proposed final dividend of 7.67p per share together with the payment of the interim dividend of 3.63p per share brings the total dividend for the year to 11.3p (2012: 11.3p). The final dividend, subject to shareholder approval, will be paid on 1 August 2013 to shareholders on the register on 5 July 2013.
Foreign exchange impact
The impact of changes in the € and $ exchange rates between FY2013 and FY2012 has resulted in the reported revenue of our International businesses reducing by £5.7m and adjusted operating profit1 reducing by £0.1m. The impact of foreign exchange rate movements on the individual businesses is summarised in the table below.
Average exchange rate | Effect on (£m) | ||||
Revenue | Adjusted operating profit1 | ||||
2013 | 2012 | Change | 2013 | 2013 | |
USA ($) | 1.58 | 1.59 | -0.01 | 0.9 | 0.3 |
Doméo (€) | 1.23 | 1.16 | +0.07 | (2.7) | (0.6) |
Spain (€) | 1.23 | 1.16 | +0.07 | (3.3) | - |
New Markets (€) | 1.23 | 1.16 | +0.07 | (0.6) | 0.2 |
Total International | (5.7) | (0.1) |
Acquisitions
Acquisition spend during the year totalled £5.8m (2012: £87.8m). This expenditure relates to a number of individually small acquisitions including Montana Dakota Utilities' Combined Gas & Electrical Contract Business in the USA, which completed in March 2013, acquisitions to support the continued development of our directly employed network of plumbers in the UK and deferred consideration relating to acquisitions completed in prior periods.
Statutory and pro-forma reconciliations
The Group believes that adjusted operating profit1 and adjusted profit before tax2, which exclude the amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, tax on joint ventures and the gain on the re-measurement of the joint venture interest on acquisition of control, are important performance indicators for monitoring the business.
This report uses a number of pro-forma measures to highlight the Group's results excluding the above amounts. The table below provides a reconciliation between the statutory and pro-forma items.
£million | 2013 | 2012 |
Operating profit (statutory) | 69.1 | 85.3 |
Amortisation of acquisition intangibles | 13.4 | 10.4 |
Tax on joint ventures | - | 1.4 |
Exceptional expenditure | 25.1 | 31.1 |
Adjusted operating profit1 | 107.6 | 128.2 |
Profit before tax (statutory) | 66.5 | 138.0 |
Amortisation of acquisition intangibles | 13.4 | 10.4 |
Tax on joint ventures | - | 1.4 |
Exceptional expenditure | 25.1 | 31.1 |
Gain on re-measurement of joint venture interest on acquisition of control | - | (54.9) |
Adjusted profit before tax2 | 105.0 | 126.0 |
Pence per share | ||
Earnings per share (statutory) | 12.9 | 35.4 |
Amortisation of acquisition intangibles | 2.7 | 2.2 |
Exceptional expenditure | 6.0 | 7.4 |
Gain on re-measurement of joint venture interest on acquisition of control | - | (17.0) |
Adjusted earnings per share3 | 23.0 | 28.0 |
Principal Risks and Uncertainties
HomeServe has a risk management process which provides a structured and consistent framework for identifying, assessing and responding to risks. These risks are assessed in relation to the Group's strategy, business performance and financial condition and a formal risk mitigation plan is agreed with clear ownership and accountability. Risk management operates at all levels throughout the Group, across geographies and business lines.
Risks to HomeServe's business are either specific to HomeServe's business model, such as affinity partner relationships and underwriting, or more general, such as the impact of competition and regulatory compliance.
The table below sets out what the Board believes to be the principal risks and uncertainties facing the Group, the mitigating actions for each, and an update on any change in the profile of each risk during the past year. These should be read in conjunction with the Chief Executive's and Financial reviews. Additional risks and uncertainties of which we are not currently aware or which we currently believe are not significant may also adversely affect our strategy, business performance or financial condition in the future.
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Ability to implement an updated strategy successfully within the UK business
| ||
The successful implementation of an updated strategy and the restoration of a customer focused culture in the UK business is of considerable importance to our future.
If we are not able to implement the strategy or achieve the restoration as effectively or as rapidly as we intend, the future performance of the UK business may be adversely affected, potentially materially.
There is no certainty as to the scope and cost of the additional activities that we may need to undertake to achieve our desired culture. | We have strengthened the UK management team and have a number of new developments that we are testing and implementing.
The UK business has a detailed project plan for improving its sales and marketing effectiveness, its governance and controls and customer service. These actions are being carefully monitored and updated as we complete initiatives.
The Business has the financial strength to incur additional costs if necessary.
| During FY2013 we have made good progress in restoring our customer focused culture in the UK, with improved customer satisfaction and a significantly reduced number of customer complaints. It has taken longer than initially planned to test and improve our sales and marketing effectiveness, which is expected to result in a continued reduction in UK earnings in FY2014 and FY2015. Customer numbers are expected to stabilise at around 1.9m from the end of March 2014. |
Commercial relationships
| ||
Underpinning the success in our chosen markets are close commercial relationships (affinity partner relationships) with utility companies, household appliance manufacturers and financial institutions. The loss of one of these relationships could impact our future customer and policy growth plans and retention rates.
While these partnerships are secured under long-term contracts, which increase the security of these relationships over the medium-term, they can be terminated in certain circumstances. | We have regular contact and reviews with the senior management of our affinity partners to ensure that we respond to their needs and deliver the service that they expect.
There are a number of partnerships across our markets that mitigate, in part, the impact of losing any single relationship. | We have continued to sign and renew affinity partnerships with utilities in the UK, USA and Italy.
In the UK, we have renewed two of our larger water utility partnerships during the year.
In the USA, we have signed new agreements with 10 utilities. In Italy, we have signed long-term agreements with Enel Energia and Veritas. In Spain, we are planning for continued strong growth in customer and policy numbers in FY2014. |
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Competition
| ||
There are a number of businesses that provide services that are similar to those of the Group and could therefore compete in one or more of our chosen markets. Increased competition could affect our ability to meet our expectations and objectives for the Business in terms of the number of customers, policies or the financial returns achieved.
| The market and the activities of other participants are regularly reviewed to ensure that the strategies and offerings of current and potential competitors are fully understood.
Both qualitative and quantitative research is undertaken to ensure that our products and services continue to meet the needs of our customers whilst retaining a competitive position in the market.
We believe we have a compelling proposition for customers, providing them with real value. This helps reduce the impact of increased competition. | There has been no significant change in the competitive landscape in any of the countries in which we operate.
In the UK, we have seen increased media advertising by our main competitor but this has not had an impact on our ability to achieve our targets.
In the USA, we continue to acquire policy books from utilities who run their own programmes. During FY2013 we have acquired 52k policies from Montana Dakota Utilities.
In France and Spain, there has been no significant change in the competitive landscape. |
Customer loyalty / retention
| ||
A key element of our business model is customer loyalty. Any reduction in the proportion of customers renewing their policies could significantly impact our revenues.
| The policy retention rate is one of our Key Performance Indicators. Any variance to budget is carefully investigated to identify why customer behaviour is changing and to implement corrective action.
We have a wide range of tools available to manage retention rates including specific retention propositions.
There are also dedicated retention call centre agents who are trained and experienced in talking to customers who are considering not renewing their policy.
| Retention remains high in all our countries.
In the UK, the rate has fallen to 79% compared to 80% in the previous year. The rate has been increasing during the second half of the year as the number of first year renewing customers reduced and we implemented a number of new retention tools for our call centre agents. The new product propositions that we have been testing in the UK should also contribute to an improved retention rate in future years.
We remain confident that the UK retention rate can increase to over 80%.
In the USA, the rate has increased from 79% to 80%.
In France, Doméo has increased its retention rate from 88% to 89%. |
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Marketing effectiveness
| ||
A significant reduction in the response rates on direct marketing or telesales campaigns could have a significant impact on customer and policy numbers. | The performance of each marketing campaign and channel is regularly reviewed, with any significant deviation to the expected response rate quickly identified and remedial action taken for subsequent campaigns.
| We are continuing to test different product and pricing propositions in our direct mail marketing in the UK.
In the UK, we are planning to develop the internet channel and sales through our partner call centres to reduce our reliance on direct mail.
|
In the USA and Spain, we continue to see strong customer growth with good results from our direct mail marketing in the USA and telesales activity in Spain. | ||
Exposure to legislation or regulatory requirements
| ||
We are subject to a broad spectrum of regulatory requirements in each of the markets in which we operate, particularly relating to product design, marketing materials, sales processes and data protection.
Failure to comply with the regulatory requirements in any of our countries could result in us having to suspend, either temporarily or permanently, certain activities.
In addition, legislative changes related to our partners may change their obligations with regard to the infrastructure they currently manage and hence the products and services we can offer to customers. It is possible such legislative changes could reduce, or even remove, the need for certain of our products and services. | We have regulatory specialists and compliance teams within each of our businesses to help ensure that all aspects of the legislative regime in each territory are fully understood and adopted as required.
Specifically in the UK, we are maintaining a regular dialogue with the FCA, ensuring our actions are in line with their feedback. We keep up to date with changes in government and regulatory policy, which ensures that our products and services are designed, marketed and sold in accordance with all relevant legal and regulatory requirements and that their terms and conditions remain appropriate and meet the customer need.
| During FY2013 we have strengthened our regulatory and compliance teams across all our businesses.
In the UK, we have completed the implementation of the majority of our business improvement initiatives which were in line with the feedback from our FCA supervisory team.
The FCA investigation into our historic UK issues is ongoing and is expected to take a number of months to complete.
In the USA we have been proactively working with local attorney generals and media commentators to ensure they understand the service offered by HomeServe and to minimise the risk of any negative media commentary when we launch 'own brand' campaigns into new states.
|
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Financial cost of customer re-contact exercises
| ||
The cost of re-contacting customers and the possible compensation that may be paid to them if any detriment is identified, have been based on our estimates. It is possible that the actual number of customers, response rates and level of compensation could be different.
| Our original provision has to date been sufficient to cover the cost of these exercises. Our assumptions for the remainder of the exercise remain in line with our expectations.
The UK business is a cash generative, profitable business which, if necessary, could set aside additional funds to meet higher costs. | During FY2013 we began to re-contact all customers whose complaints may not have been appropriately managed during the winter of 2010 and to roll out the process for re-contacting customers who may have suffered detriment as a result of the way in which they were sold their policy.
At 31 March 2013 we have £11.5m of the original provision remaining which we believe will be sufficient to cover the remaining costs. |
Availability of underwriters | ||
The policies that we market and administer with customers are each individually underwritten by third party underwriters, independent of HomeServe.
We act as an insurance intermediary and do not take on any material insurance risk.
| We use a number of underwriters, with the main provider in the UK being separate to those in the rest of Europe and the USA.
We have regular contact and reviews with the senior management of the underwriters to ensure that claims frequencies, repair costs and service standards are in line with their expectations.
The principal underwriters are subject to medium-term agreements, with the rates subject to regular review.
| We continue to review our underwriting relationships on a regular basis to ensure they provide the best returns for customers and shareholders.
|
If these underwriters were unable/unwilling to underwrite these risks it would require us to insure these risks directly, thereby exposing the business to material insurance risk, which is contrary to our preferred operating model. | In addition, we maintain relationships with a number of underwriters and regularly review the market to ensure we understand current market conditions, how these apply to our policies and how we can mitigate the loss of an existing underwriter.
|
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Quality of customer service
| ||
Our reputation is heavily dependent on the quality of our customer service.
Any failure to meet our service standards or negative media coverage of poor service could have a detrimental impact on customer and policy numbers. | We monitor customer service standards at a number of different customer contact points in each of our operations using both internal data and an independent third party company.
The results of these are reviewed on a regular basis and action plans produced to address the key issues.
Processes have been established to ensure that all directly employed engineers and sub-contractors meet minimum standards. These include criminal record checks and minimum qualification requirements. | In FY2013 we have implemented a new process for monitoring customer satisfaction across all our operations at a number of different customer contact points.
In the UK, our focus on improving customer service has been particularly successful with the number of complaints received reduced by 40%.
|
Dependence on recruitment and retention of skilled personnel
| ||
Our ability to meet growth expectations and compete effectively is, in part, dependent on the skills, experience and performance of our personnel. The inability to attract, motivate or retain key talent could impact on our overall business performance. | Our employment policies, remuneration and benefits packages and long-term incentives are regularly reviewed and designed to be competitive with other companies.
Employee surveys, performance reviews and regular communication of business activities are just some of the methods used to understand and respond to employees' views and needs. | We have continued to strengthen our management teams across all our operations - particularly in the areas of compliance, project management and IT.
We have significantly strengthened the UK management team and board during the year including the appointment of a new Marketing Director, HR Director and Non-Executive Chairman.
|
Processes are in place to identify high performing individuals and to ensure that they not only have fulfilling careers, but we are managing succession planning. |
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Exposure to country and regional risk
| ||
As a result of our growing international footprint we are subject to increased economic, political and other risks associated with operating in overseas territories.
A variety of factors, including changes in a specific country's political, economic or regulatory requirements, as well as the potential for geographical turmoil including terrorism and war, could result in the loss of service.
| The criteria for entering a new country include a full assessment of the stability of its economy and political situation, together with a review of the manner and way in which business is conducted.
When entering a new country, we generally do so on a small scale test basis. This low risk entry strategy minimises the likelihood of any significant loss.
| During FY2013 we completed a test marketing campaign in Germany.
We have also signed long-term affinity partner deals in Italy, having tested marketing activity over the past 2 years.
Our Spanish business continues to see strong growth in its customer and policy numbers despite the country having difficult economic conditions.
|
Our IT systems become a constraint to growth and drive inefficiency instead of efficiency improvements
| ||
The Group's core IT system 'Ensura' is used in each of our businesses. The system is now around 20 years old and has had a number of 'in house' developments. The system is dependent on internal development resource and knowledge. | The Group reviews its systems and processes on a regular basis. As part of these reviews it looks at the future plans of each of the businesses in terms of customer and policy growth, product and process design and development requirements and the potential impact on IT systems.
| During FY2013 we used external consultants to review our core operational system, 'Ensura'.
As a result of their recommendations, we are planning to implement a new packaged IT system across the entire business over the next 3 years.
|
All system developments and enhancements undergo a rigorous financial review and the proposed benefits are monitored and subject to post implementation reviews.
Our IT developments are subject to a prioritisation process which takes into account the availability of both internal and external resource and the proposed benefits of the project.
| The updated system will reduce our reliance on in house expertise and will also enable us to implement new developments more quickly and more effectively than in the past. |
Risk Description / Impact | Mitigation | Change since 2012 Annual Report |
Financial strategy and treasury risk
| ||
The main financial risks are the availability of short and long-term funding to meet business needs, the risk of suppliers and policyholders not paying monies owed and fluctuations in interest rates. | Interest rate risk
Our policy is to manage our interest cost using a mix of fixed and variable rate debts. Where necessary, this is achieved by entering into interest rate swaps for certain periods, in which we agree to exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed notional principal amount. These swaps are designated to hedge underlying debt obligations.
|
As a result of our relatively low level of bank borrowings and a stable interest environment we have not entered into any swaps during FY2013. |
Credit risk
| ||
| The risk associated with cash and cash equivalents is managed by only depositing funds with reputable and creditworthy banking institutions.
| |
The risk of a policyholder defaulting is mitigated as any policy cover will cease as and when any premium fails to be paid.
| There has been no significant change in the level of mid-term policy cancellations.
| |
Liquidity risk
| ||
HomeServe manages liquidity risk by maintaining adequate reserves and banking facilities and continuously monitoring forecast and actual cash flows. | Our banking facility is not due for renewal until FY2017. Our net debt at 31 March 2013 was £42.9m, significantly within the facility limit of £250m. |
Going concern and asset impairment
The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chairman's statement and Chief Executive's review. This Financial review also includes the headline financial results, cash flow and financing information as well as details on the principal risks and uncertainties.
The Directors have reviewed the Group's budgets, forecasts and cash flows, including reviewing a number of scenarios in connection with the future financial performance of the UK business, and have concluded that they have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.
In addition, the Directors have considered the carrying value of goodwill and other assets in the UK business and have concluded that there is no impairment of these assets.
Johnathan Ford
Chief Financial Officer
21 May 2013
1. Excluding amortisation of acquisition intangibles and exceptional expenditure and, in the prior period, joint venture taxation, see Financial review and note 3.
2. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, joint venture taxation and the re-measurement of joint venture interest on acquisition of control, see Financial review.
3. Excluding amortisation of acquisition intangibles, exceptional expenditure and, in the prior period, re-measurement of joint venture interest on acquisition of control, see Financial review and note 7.
4. See Cash flow statement in the Financial review.
Responsibility statement
The responsibility statement below has been prepared in connection with the Company's full annual report for the year ending 31 March 2013. Certain parts thereof are not included within this announcement.
We confirm to the best of our knowledge:
·; the financial statements, prepared in accordance with IFRSs as adopted by the European Union, 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 management report, which is incorporated into the Directors' 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 they face.
This responsibility statement was approved by the Board of Directors on 21 May 2013 and is signed on its behalf by:
Richard Harpin
Chief Executive
Johnathan Ford
Chief Financial Officer
Group Income Statement
Year ended 31 March 2013
2013 | 2012 | ||
Notes | £m | £m | |
Continuing operations | |||
Revenue | 3 | 546.5 | 534.7 |
Operating costs | (477.4) | (452.4) | |
Share of profit of joint ventures | - | 3.0 | |
Operating profit | 69.1 | 85.3 | |
Investment income | 0.1 | 0.1 | |
Finance costs | (2.7) | (2.3) | |
Gain on re-measurement of joint venture interest on acquisition of control | 4 | - | 54.9 |
Profit before tax, exceptional expenditure, amortisation of acquisition intangibles, re-measurement gain and tax on joint ventures | 105.0 | 126.0 | |
Exceptional expenditure | 4 | (25.1) | (31.1) |
Amortisation of acquisition intangibles | (13.4) | (10.4) | |
Gain on re-measurement of joint venture interest on acquisition of control | 4 | - | 54.9 |
Tax on joint ventures | - | (1.4) | |
Profit before tax | 66.5 | 138.0 | |
Tax | 5 | (24.6) | (23.7) |
Profit for the year, being attributable to equity holders of the parent | 41.9 | 114.3 | |
Dividends per share, paid and proposed | 6 | 11.3p | 11.3p |
Earnings per share | 7 | ||
Basic | 12.9p | 35.4p | |
Diluted | 12.7p | 34.6p |
Group Balance Sheet
31 March 2013
2013 | 2012 | ||
Notes | £m | £m | |
Non-current assets | |||
Goodwill | 248.4 | 260.9 | |
Other intangible assets | 148.8 | 142.3 | |
Property, plant and equipment | 33.3 | 37.5 | |
Deferred tax assets | 3.1 | 3.7 | |
433.6 | 444.4 | ||
Current assets | |||
Inventories | 1.1 | 1.5 | |
Trade and other receivables | 293.5 | 291.1 | |
Cash and cash equivalents | 8 | 88.6 | 52.8 |
383.2 | 345.4 | ||
Total assets | 816.8 | 789.8 | |
Current liabilities | |||
Trade and other payables | (243.8) | (230.8) | |
Current tax liabilities | (9.7) | (8.8) | |
Provisions | 9 | (20.1) | (21.0) |
Obligations under finance leases | (0.5) | (0.4) | |
(274.1) | (261.0) | ||
Net current assets | 109.1 | 84.4 | |
Non-current liabilities | |||
Bank and other loans | 8 | (129.6) | (117.8) |
Other financial liabilities | (11.7) | (15.8) | |
Retirement benefit obligation | - | (0.6) | |
Deferred tax liabilities | (24.8) | (27.6) | |
Obligations under finance leases | (1.4) | (0.6) | |
(167.5) | (162.4) | ||
Total liabilities | (441.6) | (423.4) | |
Net assets | 375.2 | 366.4 | |
Equity | |||
Share capital | 10 | 8.2 | 8.2 |
Share premium account | 38.3 | 38.1 | |
Merger reserve | 71.0 | 71.0 | |
Own shares reserve | (17.7) | (19.1) | |
Share incentive reserve | 11.1 | 8.6 | |
Capital redemption reserve | 1.2 | 1.2 | |
Currency translation reserve | 4.5 | 3.9 | |
Retained earnings | 258.6 | 254.5 | |
Total equity | 375.2 | 366.4 |
Group Statement of Comprehensive Income
Year ended 31 March 2013
2013 | 2012 | |
£m | £m | |
Profit for the year | 41.9 | 114.3 |
Exchange movements on translation of foreign operations | 0.6 | (3.9) |
Actuarial loss on defined benefit pension scheme | (0.7) | (1.2) |
Tax (charge)/credit relating to components of other comprehensive income |
(0.1) |
0.1 |
Total comprehensive income for the year attributable to equity holders of the parent |
41.7 |
109.3 |
Group Statement of Changes in Equity
Year ended 31 March 2013
Share capital £m |
Share premium account £m | Merger reserve £m |
Own shares reserve £m |
Share incentive reserve £m |
Capital redemption reserve £m |
Currency translation reserve £m | Retained earnings £m | Total equity £m | |
Balance at 1 April 2012 | 8.2 | 38.1 | 71.0 | (19.1) | 8.6 | 1.2 | 3.9 | 254.5 | 366.4 |
Total comprehensive income | - | - | - | - | - | - | 0.6 | 41.1 | 41.7 |
Dividends paid | - | - | - | - | - | - | - | (36.6) | (36.6) |
Issue of share capital | - | 0.2 | - | - | - | - | - | - | 0.2 |
Issue of trust shares | - | - | - | 1.4 | - | - | - | (1.0) | 0.4 |
Share-based payments | - | - | - | - | 3.0 | - | - | - | 3.0 |
Share options exercised | - | - | - | - | (0.5) | - | - | 0.5 | - |
Tax on exercised share options | - | - | - | - | - | - | - | 0.1 | 0.1 |
Balance at 31 March 2013 | 8.2 | 38.3 | 71.0 | (17.7) | 11.1 | 1.2 | 4.5 | 258.6 | 375.2 |
Year ended 31 March 2012
Share capital £m |
Share premium account £m | Merger reserve £m |
Own shares reserve £m |
Share incentive reserve £m |
Capital redemption reserve £m |
Currency translation reserve £m |
Retained earnings £m |
Total equity £m | |
Balance at 1 April 2011 | 8.2 | 36.7 | 71.0 | (21.5) | 8.1 | 1.2 | 7.8 | 176.7 | 288.2 |
Total comprehensive income | - | - | - | - | - | - | (3.9) | 113.2 | 109.3 |
Dividends paid | - | - | - | - | - | - | - | (34.2) | (34.2) |
Issue of share capital | - | 1.4 | - | - | - | - | - | - | 1.4 |
Issue of trust shares | - | - | - | 2.4 | - | - | - | (1.6) | 0.8 |
Share-based payments | - | - | - | - | 1.7 | - | - | - | 1.7 |
Share options exercised | - | - | - | - | (1.2) | - | - | 1.2 | - |
Tax on exercised share options | - | - | - | - | - | - | - | 1.1 | 1.1 |
Deferred tax on share options | - | - | - | - | - | - | - | (1.9) | (1.9) |
Balance at 31 March 2012 | 8.2 | 38.1 | 71.0 | (19.1) | 8.6 | 1.2 | 3.9 | 254.5 | 366.4 |
Group Cash Flow Statement
Year ended 31 March 2013
2013 | 2012 | ||
Notes | £m | £m | |
Operating profit | 69.1 | 85.3 | |
Adjustments for: | |||
Depreciation of property, plant and equipment | 7.8 | 7.2 | |
Amortisation of intangible assets | 25.1 | 20.4 | |
Impairment | 14.8 | 3.9 | |
Share-based payments expense | 3.0 | 1.7 | |
Share of profit of joint ventures | - | (3.0) | |
Loss on disposal of property, plant and equipment and software |
0.6 |
- | |
Operating cash flows before movements in working capital | 120.4 | 115.5 | |
Decrease in inventories | 0.4 | 0.5 | |
Decrease/(increase) in receivables | 0.4 | (0.4) | |
Increase/(decrease) in payables | 7.0 | (1.3) | |
Net movement in working capital | 7.8 | (1.2) | |
Cash generated by operations | 128.2 | 114.3 | |
Income taxes paid | (26.3) | (33.3) | |
Interest paid | (2.7) | (3.3) | |
Net cash inflow from operating activities | 99.2 | 77.7 | |
Investing activities | |||
Interest received | 0.3 | 0.1 | |
Dividend from joint venture | - | 3.5 | |
Proceeds on disposal of property, plant and equipment | 1.4 | 0.7 | |
Purchases of intangible assets | (27.3) | (12.8) | |
Purchases of property, plant and equipment | (4.0) | (4.8) | |
Net cash outflow on acquisitions | 11 | (5.8) | (87.8) |
Net cash used in investing activities | (35.4) | (101.1) | |
Financing activities | |||
Dividends paid | 6 | (36.6) | (34.2) |
Repayment of finance leases | (0.6) | - | |
Issue of shares from the employee benefit trust | 0.4 | 0.8 | |
Proceeds on issue of share capital | 0.2 | 1.4 | |
Increase in bank and other loans | 8.5 | 92.7 | |
Net cash (used in)/from financing activities | (28.1) | 60.7 | |
Net increase in cash and cash equivalents | 35.7 | 37.3 | |
Cash and cash equivalents at beginning of year | 52.8 | 16.1 | |
Effect of foreign exchange rate changes | 0.1 | (0.6) | |
Cash and cash equivalents at end of year | 88.6 | 52.8 |
Notes to the condensed set of financial statements
1. General information
While the financial information included in this preliminary announcement has been computed in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRSs) adopted for use by the European Union and with those parts of the Companies Act 2006 applicable to companies reporting under IFRSs, this announcement does not itself contain sufficient information to comply with IFRSs. The Company will publish full financial statements that comply with IFRSs in June 2013.
The financial information set out above does not constitute the Company's statutory financial statements for the years ended 31 March 2013 or 31 March 2012, but is derived from those financial statements. Statutory financial statements for 2012 prepared under IFRSs have been delivered to the Registrar of Companies and those for 2013 will be delivered following the Company's Annual General Meeting. The auditors, Deloitte LLP, have reported on those financial statements; their reports were unqualified, did not draw attention to any matters by way of emphasis and did not contain statements under s498 (2) or (3) Companies Act 2006. These financial statements were approved by the Board of Directors on 21 May 2013.
2. Accounting policies
The same accounting policies, presentation and methods of computation are followed in the condensed set of financial statements as applied in the Group's latest audited financial statements, except as described below.
Adoption of new or revised standards and accounting policies
'Improvements to IFRSs (2011)' have been adopted in the year but their adoption has not had any significant impact on the amounts reported in these financial statements.
3. Segmental analysis
IFRS8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker, who is considered to be the Group Chief Executive, to allocate resources to the segments and to assess their performance.
UK | USA | Doméo | Spain | New Markets | Total | |
2013 | £m | £m | £m | £m | £m | £m |
Revenue | ||||||
Total revenue | 309.0 | 100.8 | 73.8 | 60.5 | 9.4 | 553.5 |
Inter-segment | (7.0) | - | - | - | - | (7.0) |
External revenue | 302.0 | 100.8 | 73.8 | 60.5 | 9.4 | 546.5 |
Result | ||||||
Segment operating profit/(loss) pre amortisation of acquisition intangibles and exceptional expenditure | 78.3 | 9.5 | 21.5 | 3.1 | (4.8) | 107.6 |
Exceptional expenditure | (10.0) | - | - | - | (15.1) | (25.1) |
Amortisation of acquisition intangibles | (0.7) | (4.0) | (5.8) | (1.7) | (1.2) | (13.4) |
Operating profit/(loss) | 67.6 | 5.5 | 15.7 | 1.4 | (21.1) | 69.1 |
Investment income | 0.1 | |||||
Finance costs | (2.7) | |||||
Profit before tax | 66.5 | |||||
Tax | (24.6) | |||||
Profit for the year | 41.9 |
3. Segmental analysis (continued)
UK | USA | Doméo | Spain | New Markets | Total | |
2012 | £m | £m | £m | £m | £m | £m |
Revenue | ||||||
Total revenue | 353.5 | 82.3 | 51.8 | 60.2 | 11.6 | 559.4 |
Inter-segment | (4.1) | - | - | - | - | (4.1) |
Joint venture revenue not recognisable for statutory reporting | - | - | (20.6) | - | - | (20.6) |
External revenue | 349.4 | 82.3 | 31.2 | 60.2 | 11.6 | 534.7 |
Result | ||||||
Segment operating profit/(loss) pre amortisation of acquisition intangibles, exceptional expenditure and tax on joint ventures | 103.1 | 9.0 | 16.7 | 2.8 | (3.4) | 128.2 |
Exceptional expenditure | (24.2) | - | (3.0) | - | (3.9) | (31.1) |
Amortisation of acquisition intangibles | (1.1) | (4.0) | (1.5) | (1.7) | (2.1) | (10.4) |
Tax on joint ventures | - | - | (1.4) | - | - | (1.4) |
Operating profit/(loss) | 77.8 | 5.0 | 10.8 | 1.1 | (9.4) | 85.3 |
Investment income | 0.1 | |||||
Finance costs | (2.3) | |||||
Gain on re-measurement of joint venture interest on acquisition of control | 54.9 | |||||
Profit before tax | 138.0 | |||||
Tax | (23.7) | |||||
Profit for the year | 114.3 |
4. Exceptional expenditure
Year ended 31 March 2013
Exceptional expenditure of £25.1m has been incurred in the following areas:
·; UK
As a result of the lower customer numbers in the UK and the change programme which is being implemented, a charge of £4.0m has been provided for redundancy and reorganisation costs.
The FCA investigation has progressed, and having taken advice and reviewed internal and external available information, the Board has decided to record exceptional expenditure of £6.0m in relation to the anticipated costs of managing the investigation and a fine. There remains uncertainty as to the nature or extent of the action that the FCA may seek to take following the conclusion of its investigation and accordingly any related financial effect.
·; New Markets
A charge of £15.1m has been recorded of which £14.8m is in relation to an impairment of goodwill in respect of Société Francaise de Garantie S.A. This write down reflects the challenging conditions in the electrical retail market in France and lower than expected levels of new partner business.
Year ended 31 March 2012
The Group recognised a gain of £54.9m, which related to the deemed disposal of the former joint venture interest, as a result of the acquisition of the remaining 51% equity interest in Doméo (and its subsidiary Doméo Assistance) in December 2011.
The Group also recognised exceptional expenditure of £31.1m as follows:
·; £24.2m in the UK related to:
(i) re-organisation and redundancy costs as a result of the extensive change programme that was implemented in the UK business;
(ii) additional third party support costs in relation to reviewing scripts, policy documentation terms and conditions and call monitoring;
4. Exceptional expenditure (continued)
(iii) costs in relation to the re-contacting of customers including, where appropriate, compensation payments; and
(iv) the Ofcom regulatory fine imposed in April 2012.
·; £3.9m related to the loss incurred on the disposal of the Belgian operations; and
·; £3.0m related to the acquisition costs of the Doméo business.
5. Tax
2013 | 2012 | |
£m | £m | |
Current tax | 27.1 | 23.1 |
Deferred tax | (2.5) | 0.6 |
Total tax charge | 24.6 | 23.7 |
UK corporation tax is calculated at 24% (2012: 26%) of the estimated assessable profit for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.
6. Dividends per share
An interim dividend of 3.63p per share amounting to £11.8m (2012: 3.63p per share amounting to £11.7m) was paid on 3 January 2013.
The proposed final dividend for the year ended 31 March 2013 of 7.67p per share amounting to £24.9m (2012: 7.67p per share amounting to £24.8m) will be paid on 1 August 2013 to the shareholders on the register at the close of business on 5 July 2013, subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements.
7. Earnings per share
Basic and diluted earnings per ordinary share have been calculated in accordance with IAS33 Earnings Per Share. Basic earnings per share is calculated by dividing the profit or loss in the financial year by the weighted average number of ordinary shares in issue during the period. Adjusted earnings per share is calculated excluding exceptional items (note 4) and amortisation of acquisition intangibles. This is considered to be a better indicator of the performance of the Group. Diluted earnings per share includes the impact of dilutive share options in issue throughout the period.
2013 | 2012 | |
pence | pence | |
Basic | 12.9 | 35.4 |
Diluted | 12.7 | 34.6 |
Adjusted basic | 23.0 | 28.0 |
Adjusted diluted | 22.6 | 27.3 |
The calculation of the basic and diluted earnings per share is based on the following data:
Number of shares | 2013 | 2012 |
m | m | |
Weighted average number of shares | ||
Basic | 324.3 | 322.5 |
Dilutive impact of share options | 5.7 | 7.5 |
Diluted | 330.0 | 330.0 |
7. Earnings per share (continued)
Earnings | 2013 | 2012 |
£m | £m | |
Profit for the year | 41.9 | 114.3 |
Exceptional expenditure (note 4) | 25.1 | 31.1 |
Amortisation of acquisition intangibles | 13.4 | 10.4 |
Gain on re-measurement of joint venture interest on acquisition of control (note 4) | - | (54.9) |
Tax impact arising on amortisation of acquisition intangibles and exceptional costs | (5.9) | (10.7) |
Adjusted profit for the year | 74.5 | 90.2 |
8. Analysis of net debt
2013 | 2012 | |
£m | £m | |
Cash and cash equivalents | (88.6) | (52.8) |
Bank loans | 129.6 | 117.8 |
Obligations under finance leases | 1.9 | 1.0 |
Net debt | 42.9 | 66.0 |
9. Provisions
Cost of addressing UK matters £m | FCA investigation
£m | Reorganisation costs
£m | Other
£m |
Total £m | |
At 1 April 2012 | 21.0 | - | - | - | 21.0 |
Created in the year | - | 6.0 | 4.0 | 0.3 | 10.3 |
Utilised | (9.5) | (1.7) | - | - | (11.2) |
At 31 March 2013 | 11.5 | 4.3 | 4.0 | 0.3 | 20.1 |
The provision for the cost of addressing the UK matters represents management's estimate of the Group's liability relating to the UK issues identified in FY2012. The remaining provision is expected to be utilised with the next 12 months and principally relates to the cost of re-contacting customers and potential compensation. The provision has been based on management's forecasts which include initial pilot re-contact exercises. The assumptions used relating to the number of customers, level of compensation, response rate and upheld rate require the use of judgement and estimation.
The FCA investigation has progressed, and having take advice and reviewed internal and external available information, the Board has decided to record exceptional expenditure of £6.0m in relation to the anticipated costs of managing the investigation and a fine. There remains uncertainty as to the nature or extent of the action that the FCA may seek to take following the conclusion of its investigation and accordingly any related financial effect.
In March 2013, the Group announced plans to reduce the number of roles in the UK by around 300. The costs of this reorganisation have been estimated at £4.0m and these have been provided for at 31 March 2013.
10. Share capital
2013 | 2012 | |
£m | £m | |
Issued and fully paid: | ||
330,010,000 ordinary shares of 2.5p each (31 March 2012: 329,873,000 ordinary shares of 2.5p each) | 8.2 | 8.2 |
During the year, the Company issued 141,000 shares with a nominal value of 2.5p creating share capital of £3,500 and share premium of £214,000. In the prior year, the Company issued 898,000 shares with a nominal value of 2.5p creating share capital of £22,000 and share premium of £1,382,000.
11. Business combinations
The Group has incurred a cash outflow in respect of acquisitions totalling £5.8m in the year. Of this amount, £4.0m relates to current year acquisitions and £1.8m in relation to contingent and deferred consideration on prior period acquisitions. As a result, £3.4m of acquired customer databases, £0.1m of acquired access rights and £0.6m of goodwill have been recognised in the current year. None of these acquisitions were considered to be significant on an individual basis. A further cash outflow of £1.8m was incurred in relation to contingent and deferred consideration on prior period acquisitions.
In the prior year, the net cash outflow relating to acquisitions was £87.8m, of which £82.9m related to the acquisition of full control of Doméo.
12 Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the Group and its other related parties are disclosed below.
Trading transactions
During the year, Group companies entered into the following transactions with related parties which are not members of the Group:
Provision of services | Purchases of services | Amounts owed by related parties | Amounts owed to related parties | |||||
2013 | 2012 | 2013 | 2012 | 2013 | 2012 | 2013 | 2012 | |
£m | £m | £m | £m | £m | £m | £m | £m | |
Harpin Limited | - | - | 0.2 | 0.2 | - | - | - | - |
Joint ventures | - | 1.1 | - | 0.2 | - | - | - | - |
Harpin Limited is a related party of the Group because it is controlled by Richard Harpin, Chief Executive Officer of the Group and Director of the parent company of the Group.
Provision of services to and the purchase of services from related parties were made at arm's length prices. The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. No provisions have been made for doubtful debts in respect of the amounts owed by related parties.
13. Events after the balance sheet date
There were no post balance sheet events between the balance sheet date and the signing of the financial statements.
14 Other information
The Annual Report and Accounts for the year ended 31 March 2013 was approved by the Board on 21 May 2013 and will be made available on the Company's website and posted to those shareholders who have requested it in June 2013. Copies will be available from the registered office at Cable Drive, Walsall, WS2 7BN.
Forward Looking Statements
This report contains certain forward looking statements, which have been made in good faith, with respect to the financial condition, results of operations, and businesses of HomeServe plc. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. There are a number of factors which could cause actual results or developments to differ materially from those expressed or implied by these forward looking statements and forecasts. The statements have been made with reference to forecast price changes, economic conditions, the current regulatory environment and the current interpretations of IFRS applicable to past, current and future periods. Nothing in this announcement should be construed as a profit forecast.
Related Shares:
HSV.L