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Half Yearly Report

25th Nov 2010 07:00

RNS Number : 7762W
Atkins (WS) PLC
25 November 2010
 



Half year financial report for the six months ended 30 September 2010

 

Atkins reports good results in a challenging environment and is well positioned for future growth

 

 

Design and engineering consultancy group WS Atkins plc (Atkins) today announces unaudited results for the six months ended 30 September 2010.

 

FINANCIAL SUMMARY

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Income statement - on a comparable basis

a

Operating profit

£48.3m

£48.5m

(0.4)%

Operating margin

7.3%

6.9%

0.4pp

Profit before taxation

£41.7m

£40.9m

2.0%

Diluted earnings per share

32.5p

31.6p

2.8%

Income statement - as reported

Revenue

£664.2m

£701.2m

(5.3)%

Operating profit

£45.3m

£51.1m

(11.4)%

Operating margin

6.8%

7.3%

(0.5)pp

Profit before taxation

£38.7m

£43.5m

(11.0)%

Profit after taxation

£29.4m

£33.9m

(13.3)%

Diluted earnings per share

29.5p

34.3p

(14.0)%

Dividend

b

9.5p

9.25p

2.7%

People

Staff numbers at 30 September

c

15,329

16,235

(5.6)%

Average staff numbers

c

15,470

16,923

(8.6)%

Cash

Net funds

d

£279.2m

£230.6m

21.1%

 

Notes:

a. Comparable basis excludes transaction costs of the PBSJ acquisition in 2010 and a pension curtailment gain in 2009

b. Interim dividend declared for the six months to 30 September

c. Staff numbers are shown for continuing operations and on a full-time equivalent basis, including agency staff

d. Net funds comprise cash and cash equivalents plus financial assets and loan notes receivable less borrowings

 

Highlights

 

·; Good results in a challenging market, demonstrating resilience

 

·; We anticipated difficult conditions and continued to take timely action to operate in an uncertain environment, delivering improved operating margins on a comparable basis

 

·; We acquired The PBSJ Corporation on 1 October for $280m, giving us significant business in North America and growing the Group's headcount to around 18,500

 

·; A more balanced geographic footprint and targeted investment in technical skills mean that we are well positioned for medium term opportunities

 

·; The Board remains confident, with its outlook for the full year unchanged

 

Commenting on the results, Keith Clarke, chief executive, said:

 

"These good results demonstrate our resilience as we have continued to perform in challenging conditions. We have anticipated difficult markets and continue to take timely action to ensure we are in the best position to respond to our clients' changing needs. The scale, breadth and depth of our technical skills and our more balanced geographic footprint mean we are well positioned for future growth."

 

Enquiries

 

Atkins

Keith Clarke, chief executive

+ 44 (0) 1372 726140

Heath Drewett, Group finance director

+ 44 (0) 1372 726140

Sara Lipscombe, Group communications director

+ 44 (0) 1372 726140

Smithfield

Alex Simmons

+44 (0) 20 7360 4900

 

Notes to editors

 

1. Atkins

 

Atkins (www.atkinsglobal.com) plans, designs and enables the delivery of complex infrastructure and buildings for clients in the public and private sectors across the world. Atkins is the largest engineering consultancy in the UK and the world's eleventh largest international design firm (sources: New Civil Engineer Consultants File, 2010; Engineering News-Record, 2010).

 

Atkins is the official engineering design services provider for the London 2012 Olympic and Paralympic Games.

 

2. Attachments

 

Attached to this announcement are: the overview of the period, business review, finance review, statement of directors' responsibilities, the unaudited: consolidated income statement, consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of cash flows, consolidated statement of changes in equity, notes to the condensed consolidated interim financial information and the independent auditor's review report.

 

3. Analyst Presentation

 

A presentation for analysts will be held at 8.30am today at JPMorgan Cazenove, 20 Moorgate, London EC2R 6DA. Dial-in details are available from Smithfield for those wishing to join the presentation by conference call.

 

A webcast of the presentation will subsequently be available via the Company's website, www.atkinsglobal.com.

 

4. Cautionary Statement

 

This interim financial information has been prepared for the shareholders of Atkins, as a whole, and its sole purpose and use is to assist shareholders to exercise their governance rights. Atkins and its directors and employees are not responsible for any other purpose or use or to any other person in relation to this announcement.

 

The report contains indications of likely future developments and other forward-looking statements that are subject to risk factors associated with, among other things, the economic and business circumstances occurring from time to time in the countries, sectors and business segments in which the Group operates. These and other factors could adversely affect the Group's results, strategy and prospects. Forward-looking statements involve risks, uncertainties and assumptions. They relate to events and/or depend on circumstances in the future which could cause actual results and outcomes to differ. No obligation is assumed to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

 

OVERVIEW

 

Results

 

These are good results in challenging market conditions, demonstrating our continued resilience. The Group has long anticipated difficult market conditions leading up to the UK Government Spending Review and we have taken timely action in those businesses affected by adjusting our resources in line with prospective workload. Average staff numbers were reduced by 8.6% from the same period last year, with turnover down just 5.3%.

 

On a comparable basis, excluding the pension curtailment gain in 2009 and transaction costs relating to the acquisition of The PBSJ Corporation (PBSJ) in 2010, the Group's operating margin rose from 6.9% to 7.3%.

 

As previously announced, on 1 October the Group acquired PBSJ, one of America's leading providers of engineering, planning, architecture, construction, environmental and programme management services for $280m. Our local management team has already begun to address the cost base of the business in a drive to improve its financial performance. We have also recently completed the acquisition of Danish bridge engineering company Gimsing & Madsen and entered into a strategic partnership in the Kingdom of Saudi Arabia. All of these initiatives demonstrate the continued execution of our multi-skill, multi-local strategy.

 

Profit before tax adjusted for the items referred to above gives a more comparable underlying profit of £41.7m (2009: £40.9m) and diluted earnings per share of 32.5p (2009: 31.6p).

 

The Group's balance sheet remains strong with net funds at 30 September 2010 of £279.2m (2009: £230.6m), and the cash inflow from operations for the first six months was £10.2m (2009: £38.2m).

 

We have reduced our headcount from 15,601 at 31 March 2010 to 15,329 at 30 September 2010 and have continued to successfully redeploy staff into different roles across the Group. In addition, we continue to invest in the training and development of our people and, in particular, in the development of a suite of carbon calculation tools to help our staff and clients deliver lower carbon projects.

 

Outlook

 

We remain confident that our good performance to date can be maintained through the rest of the year. Our recent acquisitions in the US and Denmark, along with our strategic partnership in the Kingdom of Saudi Arabia, broaden the Group's geographic spread and provide platforms for significant growth outside the UK.

 

Liquidity in the Middle East is slowly returning as anticipated and we remain committed to working with our clients and maintaining our long-established presence in the region.

 

The results of the UK Government Spending Review and the Security and Defence Spending Review were broadly as expected, although there is still some uncertainty in the market as the detail of the announcements is worked through.

 

In the US the transportation market remains flat, Federal spending in general is reasonably strong and we continue to see opportunities in the defence and energy markets.

 

We have strong work in hand, with 88% of full year forecast revenue secured (2009: 90%), and the outlook for the full year remains unchanged.

 

Dividend

 

The Board has declared an interim dividend of 9.5p per share. This represents an increase of 2.7% compared with the same period last year and demonstrates the Board's confidence in the Group's prospects. The interim dividend will be paid on 28 January 2011 to all shareholders on the register on 24 December 2010.

 

 

BUSINESS REVIEW

 

Design and Engineering Solutions

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£191.4m

£197.1m

(2.9)%

Operating profit

£16.7m

£13.0m

28.5%

Operating margin

8.7%

6.6%

2.1pp

Work in hand

85%

88%

(3)pp

Staff numbers at 30 September

4,466

4,616

(3.2)%

Average staff numbers

4,464

4,820

(7.4)%

 

Design and Engineering, which comprises a broad range of complementary businesses and disciplines, has performed well in the first six months. The segment operating margin of 8.7% (2009: 6.6%) is up materially on the same period last year on revenue down 2.9%, on an average headcount down 7.4%.

 

Our energy business has performed well. Demand is high for our nuclear services in existing generation, decommissioning and, more recently, on the new-build programmes. We are making good progress on the International Thermonuclear Experimental Reactor (ITER) programme being built in the south of France. ITER is the next step in a global research and development programme to harness nuclear fusion to generate electricity. As architect engineer Atkins and our three joint venture partners are together providing full multidisciplinary design services for this €3bn project.

 

A steady oil price has seen increasing activity in the offshore oil and gas industry which has kept our teams in the UK, US and the Middle East busy. Our experience in the offshore oil and gas industry has allowed us to take a significant position in the marine renewables sector, which is a key component of the UK Government's low-carbon strategy.

 

Our businesses focusing on high-technology industries such as defence, aerospace and communications have delivered solid performances, notably in aerospace where we have continued to support Airbus on a number of its programmes. Communications and security remain strong market segments for our skills and capabilities.

 

We continue to support UK Government departments and industry on key strategic programmes. The UK Government's Spending Review largely confirmed our expectations on spending commitments and reductions, but uncertainty remains in some areas of the market. Our design business remains subject to perturbations as public sector projects are reviewed, deferred or suspended and we continue our approach of matching resources to prospective workload.

 

We have built on our successful relationship with the Olympic Delivery Authority and the London Organising Committee of the Olympic and Paralympic Games as the official engineering design services provider for the London 2012 Games. This multiple award winning project is a good example of the depth of multidisciplinary expertise in the Group.

 

Having secured good positions on the latest five-year regulatory Asset Management Programme (AMP5) our water business is seeing improved volumes of work. Although the initial build-up was at a lower rate than experienced in previous cycles, there is a substantial programme of investment required by the industry to meet the UK Regulator's settlement.

 

Our environmental and planning businesses saw reductions in local authority and government agency spending but continued to provide specialist advice on large projects such as Crossrail and the London 2012 Olympic and Paralympic Games and are expanding in urbanisation in developing countries, land remediation and waste management. The UK Government Spending Review confirmed the future commitment to both mitigation of, and adaptation to, climate change in the UK, as well as providing encouragement to export specialist skills developed in these areas.

 

Outlook

 

The overall outlook for Design and Engineering Solutions is good. Having flexed our resources we are well placed for future opportunities and we have 85% of our full year forecast revenue secured (2009: 88%).

 

 

Highways and Transportation

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£146.3m

£143.4m

2.0%

Operating profit

£6.9m

£12.0m

(42.5)%

Operating margin

4.7%

8.4%

(3.7)pp

Work in hand

90%

93%

(3)pp

Staff numbers at 30 September

2,869

2,935

(2.2)%

Average staff numbers

2,957

2,967

(0.3)%

 

The first half of the year has been challenging, particularly in contrast to the exceptional performance in the prior year which was driven by additional design related revenues from the UK financial stimulus and major design commissions such as the M25 design, build, finance and operate (DBFO) project.

 

While overall revenue compares favourably with 2009, the business mix has changed with a greater proportion of revenue from our lower margin highway services business which benefitted from the new contracts in Oxfordshire and on the M25. These compensated for declining revenues in our higher margin consultancy businesses where we have experienced a reduction in demand as clients cancelled or suspended a number of existing programmes pending the outcome of the UK Government Spending Review.

 

During 2009, we had anticipated a weakening of the consultancy market and had already begun the process of staff reductions in the year to 31 March 2010. This has continued in the first half. Overall staff numbers reduced during the period, reflecting an intake of c. 200 staff in Oxfordshire, offset by a reduction following the end of our transport services contract with Surrey County Council, together with other staff leaving either voluntarily, through redeployment or redundancy. We will continue to redeploy and flex resources to meet anticipated demand.

 

In our highway services business, we started our ten-year contract with Oxfordshire County Council on 1 April and also commenced services for our new five-year contract with Somerset County Council. In September, we completed our first 12 months of operations and maintenance service delivery on the M25, which is progressing in line with our expectations.

 

Our design of the widening for the M25 is nearing completion and the first sections of new road have now been opened fully to traffic. We expect to complete the design of the remaining sections by the end of the calendar year. We have succeeded in being re-appointed to the Homes and Communities Agency's (HCA) multidisciplinary panel for a four-year period which provides us with a route to market not just with the HCA but also with numerous other public sector bodies.

 

Our transport planning and intelligent transport systems (ITS) businesses have not been immune to market uncertainties, although work on a number of large ITS commissions continues and the Spending Review presents opportunities to assist our local authority clients with their funding issues.

 

Outlook

 

Following the UK Government Spending Review announcement, it is clear that the spend in highways in the UK has been rebased to a lower level. However, it also brings some clarity and certainty to a number of client programmes. While the hiatus in projects being tendered or started in the past six months will continue to impact performance in the short term, we anticipate a gradual recovery later this financial year as clients restart projects and adjust to the new funding priorities. Our highway services business has a good order book with the first of its contracts coming up for retender in 2013. Overall our Highways and Transportation business has 90% of this year's forecast revenue secured (2009: 93%).

 

 

Rail

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£78.6m

£93.9m

(16.3)%

Operating profit

£5.2m

£6.4m

(18.8)%

Operating margin

6.6%

6.8%

(0.2)pp

Work in hand

89%

89%

-pp

Staff numbers at 30 September

1,372

1,481

(7.4)%

Average staff numbers

1,371

1,524

(10.0)%

 

Our rail business has had a challenging first half with revenue down 16.3% and operating profit down 18.8% on the prior year. The market has been characterised by a delay in contractual awards coupled with fiercely competitive pricing, driven by new entrants and incumbent organisations focusing on the rail industry as other markets continue to suffer. The industry as a whole has faced significant pricing pressure, with a number of our key clients procuring solely on price. In this tough environment our margin has held up well at 6.6% (2009: 6.8%).

 

Our rail design and consultancy businesses have had a number of successes during the first half. The two major packages on the Edinburgh to Glasgow Improvement Programme, won at the start of the financial year, are now well underway and we have since won further elements of the programme. The design for the complex Farringdon Station for Thameslink is now complete, and we are positioning ourselves for further strategic follow-on opportunities. Our multidisciplinary design work for Chiltern Railways' enhancement programme continues against a challenging timeframe, with our work now also including the signalling design.

 

There is a continued high level of activity for our signalling business on projects for Network Rail. The amended Newport project is making progress with two additional interim stages and main commissioning now planned for early in the 2012 financial year. The North London Line team continue to successfully deliver an extremely complex project, a key enabler for the London Olympic 2012 transport plan. These two projects have combined contract revenue of over £100m.

 

Outlook

 

Both the UK Government Spending Review and the Sir Roy McNulty Rail UK: Value for Money Study will influence the shape and content of our longer term pipeline.

 

In the short to medium term, the investment outlook for our Rail business remains stable, with high technical barriers to entry for our signalling business and our proven track record in this market.

 

We have secured 89% (2009: 89%) of our full year forecast revenue, the same level as at the equivalent point last year, and we remain well placed to effectively support clients with our depth and breadth of multidisciplinary expertise.

 

 

Middle East

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£70.5m

£78.6m

(10.3)%

Operating profit

£8.1m

£6.5m

24.6%

Operating margin

11.5%

8.3%

3.2pp

Work in hand

88%

96%

(8)pp

Staff numbers at 30 September

1,637 

2,051 

(20.2)%

Average staff numbers

1,699 

2,355 

(27.9)%

 

Our Middle East business has had a good first half performance. Year on year operating profit has improved by over 20%, with a number of previously provided debts being settled during the period.

 

As anticipated, liquidity is slowly returning to the region and steady progress continues with improving sentiment and increasing opportunities. However, even when secured, we are seeing projects taking time to mature. With delays to both new and existing jobs, we have adjusted further our resource levels to match anticipated demand and staff numbers have been reduced to 1,637 at 30 September.

 

Our Middle East business has a well established local presence in six primary locations in the region, centred on Dubai and Abu Dhabi. We have continued to work on projects such as the Dubai Metro and Durrat al Bahrain. The Makkah Metro project in Saudi Arabia is progressing well and we have recently entered into a strategic partnership to further strengthen our presence in the Kingdom. We are also seeing an increasing volume of public work in Oman and Kuwait.

 

We continue to invest in and expand our multidisciplinary expertise in the region, diversifying the business and adding skills in new areas.

 

Outlook

 

Confidence in the region is slowly returning and opportunities are increasing, although as we have previously reported, we continue to experience uncertainty over the timing of work starting on contracts that have been won. We will continue to add skills and prepare for the economic upturn. We have work in hand representing 88% of this year's forecast revenue (2009: 96%).

 

 

China and Europe

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£66.3m

£65.4m

1.4%

Operating profit

£3.4m

£2.7m

25.9%

Operating margin

5.1%

4.1%

1.0pp

Work in hand

88%

88%

-pp

Staff numbers at 30 September

1,777

1,783

(0.3)%

Average staff numbers

1,778

1,772

0.3%

 

This segment consists of our design and engineering consultancy businesses in Hong Kong, mainland China and five countries across Europe: Denmark, Ireland, Poland, Portugal and Sweden.

 

The portfolio of businesses in this segment has performed well in the first six months of the year, with operating profit up over 25%. Staff numbers have remained stable during the period.

 

 

China

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£32.6m

£32.3m

0.9%

Operating profit

£2.4m

£1.8m

33.3%

Operating margin

7.4%

5.6%

1.8pp

Staff numbers at 30 September

999

1,007

(0.8)%

Average staff numbers

1,000

981

1.9%

 

Our Chinese business continues to improve margins primarily due to its success in the buoyant Hong Kong rail infrastructure market, most notably our design work for MTRC which is progressing well. Our Hong Kong business received recognition for the quality of its work when it was presented with a Gold Quality Award by MTRC for its design on the West Island Line and Express Rail Link projects. The Hong Kong Government is still issuing a wide range of tenders and appears committed to its major infrastructure expenditure programme. With our strong position in the market, we are well placed to deliver these upcoming major infrastructure projects.

 

Our urban planning and architectural businesses in mainland China are performing in line with our expectations in a highly competitive, yet extremely buoyant, property market. We have secured a number of significant projects including a large scale office, shopping mall and hotel development in Zhengzhou and a large mixed use development near Chengdu. Our multiple office development in Tianjin (TEDA) is running well and the iconic Lotus hotel near Shanghai is close to completion.

 

 

Europe

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£33.7m

£33.1m

1.8%

Operating profit

£0.9m

£0.9m

-%

Operating margin

2.7%

2.7%

-pp

Staff numbers at 30 September

778

776

0.3%

Average staff numbers

778

791

(1.6)%

 

Our European portfolio performed in line with expectations, maintaining revenue and margins year on year.

 

As in prior periods, performance has been mixed. Our Scandinavian, Portuguese and Polish businesses performed well, whereas our Irish business is yet to see signs of improvement and the outlook remains uncertain following a second quarter of negative GDP.

 

Our Danish business is progressing well with the Danish European Rail Traffic Management System project (ERTMS). We also continue to work on the Copenhagen Metro. In Norway we have recently started work for the Norwegian Rail Authority, delivering market and financial analysis for the Norwegian high speed rail assessment project which should run until 2012. Similarly, our Swedish business is delivering good performance on the Södertälje rail project.

 

We have recently announced the acquisition of the Danish bridge engineering company Gimsing & Madsen. The acquisition boosts our capability in bridge and tunnelling design and improves the Group's ability to respond to opportunities in a strong Scandinavian road and rail sector.

 

Outlook

 

There are good prospects for our rail design and infrastructure businesses in Hong Kong and continued strong demand for urban planning and architectural design in mainland China. Our Scandinavian businesses continue growing steadily, while our other European businesses still face challenging market conditions.

 

This segment has work in hand of 88% of forecast revenue (2009: 88%).

 

 

Management and Project Services

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£100.2m

£103.3m

(3.0)%

Operating profit

£8.4m

£7.0m

20.0%

Operating margin

8.4%

6.8%

1.6pp

Work in hand

92%

86%

6pp

Staff numbers at 30 September

1,936

2,071

(6.5)%

Average staff numbers

1,940

2,165

(10.4)%

 

We have improved the operating margin in this segment to 8.4% (2009: 6.8%) on revenue down 3.0%.

 

Our Faithful+Gould business, which accounts for the majority of the segment's revenue, provides project management and cost consultancy services in a broad range of market sectors.

 

In the UK, our business continues to perform well against a backdrop of fragile economic conditions. We are beginning to experience some slowdown in the public sector opportunities, although we have balanced this with recent wins, mainly in the Higher Education sector for new residential and teaching space. We have strengthened our presence in the water sector with an appointment on the Welsh Water Framework and in the energy sector with further work for EDF. We had a number of other notable private sector wins with a variety of clients, including GlaxoSmithKline, Lloyds Banking Group, Tesco, and Coca-Cola Enterprises.

 

The market for our US business continues to be challenging, although there are pockets of improvement in some industries. The main issue continues to be the delays to project starts and in some cases long deferment, most evident in the US Government sector. We have been successful in converting some good opportunities, specifically in the aviation sector in Newark and LaGuardia.

 

Our Asia Pacific business completed a number of major projects for REC and Shell in Singapore and the half year closed with the business securing some very good projects across the region.

 

Our management consultancy business, which is predominantly in the UK, continues to perform well in its core business of ICT enabled business change. It has a strong position within the UK public sector and remains on all the major frameworks into central and local government.

 

Although some slowdown in the public sector has been noted, we remain focused on reducing costs and maintaining the correct staffing levels, while at the same time delivering innovation.

 

Outlook

 

We are pleased to have extended our work in hand to 92% of this year's forecast revenue (2009: 86%).

 

While there has been a recent slowdown in the UK public sector, the business is well placed to deliver key projects that will help achieve the reform and cost reduction required across a variety of both public and private sector clients.

 

 

Asset Management

 

Six months to

Six months to

Increase /

30 Sept 2010

30 Sept 2009

(Decrease)

Revenue

£20.5m

£25.8m

(20.5)%

Operating (loss) / profit

(£0.1)m

£0.7m

(114.3)%

Operating margin

(0.5)%

2.7%

(3.2)pp

Work in hand

81%

82%

(1)pp

Staff numbers at 30 September

566

632

(10.4)%

Average staff numbers

558

655

(14.8)%

 

Contracts in our Asset Management business are performing to our expectations.

 

Revenue was down 20.5% over the prior period following the conclusion of one of our major contracts and the exit of a PFI maintenance contract during the previous financial year, as previously reported.

 

Our managing agent business is focussed on retaining existing business and growing organically through strong client relationships, specifically with the Home Office, Lloyds Banking Group UK and the Metropolitan Police.

 

Our managing contractor business continues to focus on compliant delivery and robust financial management and is delivering results in line with expectations.

 

Outlook

 

This segment has work in hand of 81% of forecast revenue, representing a similar level to the prior year (2009: 82%).

 

 

FINANCE REVIEW

 

The revenue and operating profit for the six months to 30 September 2010 are discussed in the preceding Business Review.

 

Taxation

 

The Group's effective normalised tax rate on continuing operations was 24.0% (2009: 22.0%), lower than the standard rate of corporation tax in the UK of 28%, reflecting the continued proportion of the Group's profits earned in lower tax rate jurisdictions, over provision in prior years and the impact of R&D tax credits. The Group's effective normalised tax rate will change going forward following the acquisition of PBSJ.

 

A number of changes to the UK Corporation tax system were announced in the June 2010 Budget Statement, including the reduction in the main rate of Corporation tax from 28% to 24% over a period of four years. The initial reduction to 27% has been enacted at 30 September 2010 and has therefore been taken into account in the effective tax rate calculations.

 

Pensions

 

Pension Costs

 

The cost of the Group's defined benefit pension schemes for the six months to 30 September 2010 amounted to £10.9m (2009: £7.9m). The charge for the six months to 30 September 2009 included the benefit of a one-off curtailment gain of £2.6m in respect of the Railways Pension Scheme.

 

Funding

 

The latest actuarial valuation of the Group's principal defined benefit scheme, the Atkins Pension Plan (the Plan), was carried out as at 1 April 2007. This valuation indicated that the Plan had an actuarial deficit of approximately £215m. Cash contributions of £114m were made up to 31 March 2010 to fund the deficit, with the Group committed to contributing £32m per year until 2014. As a consequence, total deficit funding contributions paid in the six months to 30 September 2010 amounted to £16m. The next actuarial valuation will take place as at 1 April 2010 and is likely to be completed in early 2011.

 

The defined benefit section of the Plan is closed to future accrual of benefit for members who do not enjoy a statutory or contractual right to a final-salary pension. While closed to future accrual, the link to final salary has been retained.

 

On 1 September 2009 the terms of the Atkins section of the Railways Pension Scheme were amended in respect of the future benefits offered by the scheme. Under the amended terms members were offered the choice of retaining their current benefits in return for higher contributions or receiving future benefits linked to their salary at 1 September 2009 with future increases capped at inflation. A curtailment gain of £2.6m was recognised in the six months to 30 September 2009 as a result of some members electing to cap their future pensionable salary increases.

 

IAS 19

 

The IAS 19 post-tax retirement liability of the Group's pension schemes is estimated at £342.1m (30 September 2009: £301.6m; 31 March 2010: £317.1m). Although the value of the schemes' assets increased substantially in the six months to 30 September 2010, the IAS 19 deficit increased by £28.3m principally due to the decrease in the discount rate used from 5.5% to 5.1%.

 

The key assumptions used in the IAS 19 valuation and their sensitivities are detailed in note 15 to the condensed consolidated interim financial information.

 

Earnings per share (EPS)

 

Diluted EPS reduced by 14% to 29.5p (2009: 34.3p) primarily as a result of the reduction in the Group's profit before tax of 11%, together with an increase in the effective tax rate.

 

Basic EPS from continuing operations for the period was 30.2p (2009: 34.8p).

 

Net funds

 

Net funds are analysed as follows:

 

£m

30 Sept 2010

30 Sept 2009

31 March 2010

Cash and cash equivalents

350.9 

189.8 

260.3 

Loan notes receivable

23.5 

17.7 

21.2 

Financial assets at fair value through profit & loss

34.2 

37.1 

32.4 

Borrowings due within one year

(25.5)

(3.1)

(0.7)

Borrowings due after one year

(95.8)

-

-

Finance leases

(8.1)

(10.9)

(10.7)

Net funds

279.2 

230.6 

302.5 

 

The Group's treasury policies and financial risk management remain as described in the annual financial statements for the year ended 31 March 2010. In addition to the net funds above, the Group has £17.3m (2009: £58.8m) of undrawn committed borrowing facilities available to fund its operations as disclosed in note 14 to this condensed consolidated interim financial information.

 

The increase in the borrowings relates to the loan drawn down to fund the acquisition of PBSJ on 1 October 2010.

 

Cash flow

 

Cash generated from continuing operations was £10.2m (2009: £38.2m) and can be summarised as follows:

 

£m

30 Sept 2010

30 Sept 2009

31 March 2010

EBITDA

54.3

62.7

134.0

Outflow relating to pensions

(16.0)

(16.3)

(36.3)

Movement in working capital

(29.9)

(11.1)

31.5

Movement in provisions

(2.3)

(1.1)

(5.9)

Other non-cash items

4.1

4.0

3.2

10.2

38.2

126.5

 

Risks

 

The Group considers strategic, financial and operational risks and identifies actions to mitigate those risks. Key risks and their mitigation have not changed in the period from those disclosed on page 34 of the annual financial statements for the year ended 31 March 2010, namely:

 

·; Competition in all of its markets

·; Changes to the contracting environment

·; Matching staff levels to workload

·; Project management of our own and clients' projects

·; Defined benefit pension funds and a growing deficit

·; Market position and reputational risk

·; The health and safety environment

·; Data security

·; Recruiting and retaining high-calibre staff

·; Crisis events

·; Global political, economic, legal and regulatory risks associated with working in various countries.

 

We remain vigilant to these potential risks, in particular the impact of the continuing recessionary and liquidity issues in our major markets.

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

The directors confirm that this condensed consolidated interim financial information has been prepared in accordance with IAS 34, as adopted by the European Union, and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8.

 

The directors of WS Atkins plc are disclosed in the Annual Report for the year ended 31 March 2010.

 

 

By order of the Board

Richard Webster

Company Secretary

 

25 November 2010

 

 

 

 

Consolidated income statement for the six months ended 30 September 2010 (unaudited)

 

Audited

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

Note

£m

£m

£m

Revenue (Group and share of Joint Ventures)

677.9 

713.7 

1,418.0 

Revenue

 

4

664.2 

701.2

1,387.9 

Cost of sales

(413.8)

(439.0)

(854.6)

Gross profit

250.4 

262.2

533.3 

Administrative expenses

(205.1)

(211.1)

(420.3)

Operating profit

4

45.3 

51.1 

113.0 

Profit on disposal of Joint Venture

5

0.1 

Share of post-tax profit/(loss) from Joint

 Ventures

7

(1.9)

Profit before interest and tax

45.3 

51.1 

111.2 

Finance income

8

2.0 

1.7 

3.8 

Finance cost

8

(8.6)

(9.3)

(18.4)

Net finance cost

8

(6.6)

(7.6)

(14.6)

Profit before taxation

38.7 

43.5 

96.6 

Income tax expense

9

(9.3)

(9.6)

(19.3)

Profit for the period from continuing

 operations

29.4 

33.9 

77.3 

Discontinued operations

6

25.0 

Profit for the period attributable to

 owners of the parent

29.4 

33.9 

102.3 

Earnings per share

From continuing and discontinued operations (total)

Basic earnings per share

11

30.2p

34.8p

105.2p

Diluted earnings per share

11

29.5p

34.3p

103.1p

From continuing operations

Basic earnings per share

11

30.2p

34.8p

79.5p

Diluted earnings per share

11

29.5p

34.3p

77.9p

 

The accompanying notes form an integral part of this condensed consolidated interim financial information.

 

 

Consolidated statement of comprehensive income for the six months ended 30 September 2010 (unaudited)

 

Audited

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

Note

£m

£m

£m

Profit for the period

29.4 

33.9 

102.3 

Other comprehensive (expense)/income

Actuarial loss on post-employment benefit

 liabilities

 

15

(29.4)

(94.5)

(119.7)

Cash flow hedges

(3.6)

2.5 

Net differences on exchange

(3.9)

(5.5)

(0.2)

Other comprehensive expense for the

 period net of tax

(36.9)

(100.0)

(117.4)

Total comprehensive expense

 attributable to owners of the parent

(7.5)

(66.1)

(15.1)

 

Items in the statement above are disclosed net of tax.

 

The accompanying notes form an integral part of this condensed consolidated interim financial information.

 

 

Consolidated balance sheet as at 30 September 2010 (unaudited)

 

Audited

30 Sept 2010

30 Sept 2009

31 March 2010

Note

£m

£m

£m

Assets

Non-current assets

Goodwill

61.7 

61.5 

62.1 

Other intangible assets

4.1 

 6.1 

4.7 

Property, plant and equipment

13

33.2 

39.8 

38.9 

Investments in Joint Ventures

1.8 

3.7 

1.8 

Deferred income tax assets

153.5 

136.1 

149.4 

Derivative financial instruments

0.1 

0.6 

Other receivables

23.5 

11.5 

21.2 

277.9 

258.7 

278.7 

Current assets

Inventories

1.4 

0.3 

0.9 

Trade and other receivables

308.7 

350.2 

300.7 

Financial assets at fair value through

 profit or loss

34.2 

37.1 

32.4 

Cash and cash equivalents

350.9 

189.8 

260.3 

Derivative financial instruments

1.3 

1.3 

696.5 

577.4 

595.6 

Liabilities

Current liabilities

Borrowings

14

(28.2)

(7.2)

(4.4)

Trade and other payables

(414.3)

(458.2)

(434.3)

Derivative financial instruments

(0.8)

Current income tax liabilities

(32.0)

(29.2)

(34.6)

Provisions for other liabilities and charges

(1.1)

(8.3)

(5.6)

(475.6)

(503.7)

(478.9)

Net current assets

220.9 

73.7 

116.7 

Non-current liabilities

Borrowings

14

(101.2)

(6.8)

(7.0)

Provisions for other liabilities and charges

(19.3)

(18.7)

(17.0)

Post-employment benefit liabilities

15

(478.9)

(429.6)

(450.5)

Other non-current liabilities

(6.2)

(6.6)

(5.8)

(605.6)

(461.7)

(480.3)

Net liabilities

 (106.8)

 (129.3)

(84.9)

Equity

Ordinary shares

16

0.5 

0.5 

0.5 

Share premium account

62.4 

62.4 

62.4 

Merger reserve

8.9 

8.9 

8.9 

Retained loss

(178.6)

(201.1)

(156.7)

Equity shareholders' deficit

(106.8)

(129.3)

(84.9)

 

The accompanying notes form an integral part of this condensed consolidated interim financial information.

 

 

Consolidated statement of cash flows for the six months ended 30 September 2010 (unaudited)

 

Audited

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

Note

£m

£m

£m

Cash flows from operating activities

Cash generated from operations

17

10.2 

38.2 

126.5 

Interest received

1.9 

1.3 

3.4 

Interest paid

(0.6)

(0.5)

(1.1)

Income tax paid

(8.5)

(9.3)

(18.0)

Net cash generated from operating activities

3.0 

29.7 

110.8 

Cash flows from investing activities

Loans to Joint Ventures and other related

 parties

(2.2)

(4.6)

(7.9)

Repayment of Joint Venture loans

 - 

 - 

2.1 

Deferred consideration payments

 - 

 - 

(0.9)

Purchases of property, plant and equipment

(3.1)

(3.5)

(8.4)

Proceeds from disposals of property, plant

 and equipment

1.8 

1.2 

1.1 

Proceeds from disposal of Joint Venture

 - 

0.1 

Purchase of financial assets

(1.8)

(8.4)

(3.7)

Purchases of intangible assets

(1.1)

(1.2)

(3.5)

Net cash used in investing activities

(6.4)

(16.5)

(21.1)

Cash flows from financing activities

Proceeds of borrowings

121.3 

Repayment of short-term loans

14

(0.7)

(0.4)

(2.7)

Finance lease principal payments

14

(2.7)

(2.9)

(4.9)

Purchase of own shares by Employee

 Benefit Trusts

(0.8)

(7.2)

(7.2)

Equity dividends paid to shareholders

10

(17.8)

(16.7)

(25.7)

Net cash generated from/(used in) financing

 activities

99.3 

(27.2)

(40.5)

Net increase/(decrease) in cash, cash

 equivalents and bank overdrafts

95.9 

(14.0)

49.2 

Cash, cash equivalents and bank overdrafts

 at beginning of period

260.3 

209.7 

209.7 

Exchange movements

(5.3)

(5.9)

1.4 

Cash, cash equivalents and bank

 overdrafts at end of period

350.9 

189.8 

260.3 

 

The accompanying notes form an integral part of this condensed consolidated interim financial information.

 

 

Consolidated statement of changes in equity as at 30 September 2010 (unaudited)

 

Share

Retained

Ordinary

premium

Merger

(loss) /

shares

account

reserve

earnings

Total

£m

£m

£m

£m

£m

Balance at 1 April 2010

0.5 

62.4 

8.9 

(156.7)

(84.9)

Total comprehensive expense for the period

(7.5)

(7.5)

Dividends

(17.8)

(17.8)

Share-based movements (net of tax)

4.2 

4.2 

Employee benefit trusts

(0.8)

(0.8)

Balance at 30 September 2010

0.5 

62.4 

8.9 

(178.6)

(106.8)

 

Share

Retained

Ordinary

premium

Merger

(loss) /

shares

account

reserve

earnings

Total

£m

£m

£m

£m

£m

Balance at 1 April 2009

0.5 

62.4 

8.9 

(115.3)

(43.5)

Total comprehensive expense for the period

(66.1)

(66.1)

Dividends

(16.7)

(16.7)

Share-based movements (net of tax)

4.2 

4.2 

Employee benefit trusts

(7.2)

(7.2)

Balance at 30 September 2009

0.5 

62.4 

8.9 

(201.1)

(129.3)

 

Share

Retained

Ordinary

premium

Merger

(loss) /

shares

account

reserve

earnings

Total

Audited

 £m

£m

£m

£m

£m

Balance at 1 April 2009

0.5 

62.4 

8.9 

(115.3)

(43.5)

Total comprehensive expense for the period

(15.1)

(15.1)

Dividends

(25.7)

(25.7)

Share-based movements (net of tax)

6.6 

6.6 

Employee benefit trusts

(7.2)

(7.2)

Balance at 31 March 2010

0.5 

62.4 

8.9 

(156.7)

(84.9)

 

The accompanying notes form an integral part of this condensed consolidated interim financial information.

 

 

Notes to the condensed consolidated interim financial information for the six months ended 30 September 2010 (unaudited)

 

1. General Information

 

WS Atkins plc is a public limited company incorporated and domiciled in England with company number 1885586. The Company has its primary listing on the London Stock Exchange.

 

Copies of this half year report are available from the registered office: Woodcote Grove, Ashley Road, Epsom, Surrey, KT18 5BW, England, and may be viewed on the Atkins website www.atkinsglobal.com.

 

This condensed consolidated interim financial information was approved for issue on 25 November 2010.

 

This condensed consolidated interim financial information does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 March 2010 were approved by the Board of directors on 16 June 2010 and delivered to the Registrar of Companies. The report of the auditor on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 498 of the Companies Act 2006.

 

This condensed consolidated interim financial information has been reviewed by our auditor, but not audited, and its review report is included.

 

2. Basis of preparation

 

This condensed consolidated interim financial information for the six months ended 30 September 2010 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with IAS 34, 'Interim financial reporting' as adopted by the European Union. The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 March 2010, which have been prepared in accordance with IFRSs as adopted by the European Union.

 

3. Accounting policies

 

Except as described below, the accounting policies applied are consistent with those of the annual financial statements for the year ended 31 March 2010, as described in those annual financial statements.

 

Taxes on income in the interim period are accrued using the tax rate that would be applicable to expected total annual earnings, excluding the effect of the acquisition of The PBSJ Corporation. The Group's effective normalised tax rate will change going forward following this acquisition.

 

(a) New and amended standards adopted by the Group

 

·; IFRS 3 (revised), 'Business combinations' and consequential amendments to IAS 27, 'Consolidated and separate financial statements', IAS 28, 'Investments in associates' and IAS 31, 'Interests in joint ventures', are effective prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after 1 July 2009.

 

The revised standard continues to apply the acquisition method to business combinations but with some significant changes compared to IFRS 3. For example, all payments to purchase a business are recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently re-measured through the income statement. There is a choice on an acquisition-by-acquisition basis to measure non-controlling interest in the acquiree either at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets. All acquisition-related costs are expensed.

 

As the Group has adopted IFRS 3 (revised), it is required to adopt IAS 27 (revised), 'Consolidated and separate financial statements', at the same time. IAS 27 (revised) requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains and losses.

 

The standard also specifies the accounting when control is lost. Any remaining interest in the entity is re-measured to fair value, and a gain or loss is recognised in profit or loss. There has been no impact of IAS 27 (revised) on the current period, as there are no material non-controlling interests. There have been no transactions whereby an interest in an entity is retained after the loss of control of that entity; there have been no transactions with non-controlling interests.

 

(b) Standards, amendments and interpretations to existing standards effective in 2010 but not relevant to the Group

 

·; IFRIC 17, 'Distributions of non-cash assets to owners', effective for annual periods beginning on or after 1 July 2009. This is not currently applicable to the Group, as it has not made any non-cash distributions.

 

·; IFRIC 18, 'Transfers of assets from customers', effective for transfers of assets received on or after 31 October 2009. This is not currently applicable to the Group, as it has not received any assets from customers.

 

·; 'Additional exemptions for first-time adopters' (Amendment to IFRS 1) was issued in July 2009. The amendments are required to be applied for annual periods beginning on or after 1 January 2010. This is not relevant to the Group, as it is an existing IFRS preparer.

 

·; Improvements to the International Financial Reporting Standards 2009 were issued in April 2009. The effective dates vary standard by standard but most are effective 1 January 2010.

 

(c) The following new standards, new interpretations and amendments to standards and interpretations have been issued but are not yet effective and have not been early adopted:

 

·; IFRS 9, 'Financial Instruments', issued in December 2009.

 

·; Revised IAS 24, 'Related party disclosures', issued in November 2009.

 

·; 'Classification of rights issues' (Amendment to IAS 32), issued in October 2009.

 

·; 'Prepayments of a minimum funding requirement' (Amendments to IFRIC 14), issued in November 2009.

 

·; IFRIC 19, 'Extinguishing financial liabilities with equity instruments'.

 

·; Improvements to International Financial Reporting Standards 2010 were issued in May 2010. The effective dates vary standard by standard but most are effective 1 January 2011.

 

4. Segment information

 

The chief operating decision-maker has been identified as the chief executive and the Group finance director. The chief executive and the Group finance director review the Group's internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports.

 

The chief executive and the Group finance director assess the performance of the operating segments based on operating profit before interest and tax. Information provided to the chief executive and the Group finance director is measured in a manner consistent with that in the financial statements.

 

Share of

post-tax

profit/(loss)

Inter-

Operating

from

Total

segment

profit /

Operating

Joint

Total

Six months to

revenue

revenue

Revenue

(loss)

margin

Ventures

assets

30 September 2010

 £m

£m

£m

£m

%

£m

£m

Design & Engineering

 Solutions

 

219.9

 

(28.5)

 

191.4

16.7 

 

8.7% 

 

89.8

Highways & Transportation

154.5

(8.2)

146.3

6.9 

4.7% 

0.1 

52.9

Rail

79.8

(1.2)

78.6

5.2 

6.6% 

41.7

Middle East

77.3

(6.8)

70.5

8.1 

11.5% 

96.7

China & Europe

70.5

(4.2)

66.3

3.4 

5.1% 

81.1

Management & Project

 Services

 

104.9

 

(4.7)

 

100.2

8.4 

 

8.4% 

 

60.5

Asset Management

21.5

(1.0)

20.5

(0.1)

(0.5%)

4.9

Total for segments

728.4

(54.6)

673.8

48.6 

7.2% 

0.1 

427.6

Group items:

Joint Ventures reported

 above

 

(9.6)

 

 

(9.6)

 

(0.3)

Unallocated central items

(3.0)

(0.1)

Unallocated assets

546.8

Total for Group

718.8

(54.6)

664.2

45.3 

6.8% 

974.4

 

Share of

post-tax

profit/(loss)

Inter-

from

Total

segment

Operating

Operating

Joint

Total

Six months to

revenue

revenue

Revenue

profit

margin

Ventures

assets

30 September 2009

 £m

£m

£m

£m

%

£m

£m

Design & Engineering

 Solutions

 

221.0

 

(23.9)

 

197.1

 

13.0 

 

6.6% 

 

 

105.1 

Highways & Transportation

151.4

(8.0)

143.4

12.0 

8.4% 

(0.2)

53.8 

Rail

96.4

(2.5)

93.9

6.4 

6.8% 

42.5 

Middle East

85.3

(6.7)

78.6

6.5 

8.3% 

208.3 

China & Europe

68.6

(3.2)

65.4

2.7 

4.1% 

90.6 

Management & Project

 Services

 

105.0

 

(1.7)

 

103.3

 

7.0 

 

6.8% 

 

0.3 

 

63.2 

Asset Management

26.7

(0.9)

25.8

0.7 

2.7% 

(0.1)

(0.9)

Total for segments

754.4

(46.9)

707.5

48.3 

6.8% 

562.6 

Group items:

Joint Ventures reported above

(6.3)

(6.3)

0.2 

Unallocated central items

2.6 

Unallocated assets

273.5

Total for Group

748.1

(46.9)

701.2

51.1 

7.3%

836.1

 

Share of

post-tax

profit/(loss)

Inter-

Operating

from

Total

segment

profit /

Operating

Joint

Total

Year to

revenue

revenue

Revenue

(loss)

margin

Ventures

assets

31 March 2010

 £m

£m

£m

£m

%

£m

£m

Design & Engineering

 Solutions

 

442.5

 

(52.2)

 

390.3

 

31.3 

 

8.0% 

 

 

90.0 

Highways & Transportation

319.6

(19.2)

300.4

21.4 

7.1% 

0.2 

61.0 

Rail

190.7

(5.0)

185.7

16.8 

9.0% 

40.1 

Middle East

150.0

(13.4)

136.6

14.0 

10.2% 

149.1 

China & Europe

143.2

(9.1)

134.1

6.1 

4.5% 

96.9 

Management & Project

 Services

 

217.6

 

(14.8)

 

202.8

 

15.9 

 

7.8% 

 

(0.1)

 

63.7 

Asset Management

58.0

(2.0)

56.0

5.0 

8.9% 

4.4 

Total for segments

1,521.6

(115.7)

1,405.9

110.5 

7.9% 

0.1 

505.2 

Group items:

Joint Ventures reported above

(18.0)

(18.0)

(0.1)

Unallocated central items

2.6 

(2.0)

Unallocated assets

369.1

Total for Group

1,503.6

(115.7)

1,387.9

113.0 

8.1%

(1.9)

874.3

 

Unallocated assets consist primarily of goodwill, deferred tax and UK cash and cash equivalents.

 

Total segment revenue excludes the share of Joint Venture revenue earned from centrally managed Joint Ventures of £4.1m (30 September 2009: £6.2m; 31 March 2010: £12.1m).

 

The £3.0m unallocated central item reported in the six months ended 30 September 2010 relates to acquisition costs arising on the purchase of The PBSJ Corporation. These costs are expected to be around £8m at the year end (note 12).

 

The £2.6m unallocated central item reported in the year ended to 31 March 2010 and six months ended 30 September 2009 relates to a curtailment gain resulting from changes made to future benefits receivable on the Railways Pension Scheme (note 15).

 

Reconciliation of segmental analysis to profit for the period attributable to owners of the parent:

 

 Six months to

 Six months to

 Year to

 30 Sept 2010

 30 Sept 2009

 31 March 2010

 £m

 £m

 £m

Operating profit

45.3 

51.1 

113.0 

Profit on disposal of Joint Venture

0.1

Share of post-tax profit/(loss) from Joint

 Ventures

(1.9)

Profit before interest and tax

45.3 

51.1 

111.2

Finance income

2.0 

1.7 

3.8 

Finance cost

(8.6)

(9.3)

(18.4)

Net finance cost

(6.6)

(7.6)

(14.6)

Profit before taxation

38.7 

43.5 

96.6 

Income tax expense

(9.3)

(9.6)

(19.3)

Profit for the period from continuing

 operations

29.4 

33.9 

77.3 

Discontinued operations

25.0 

Profit for the period attributable to owners

 of the parent

29.4 

33.9 

102.3 

 

The £0.1m profit on disposal of Joint Venture in the year ended 31 March 2010 is attributable to the Highways and Transportation segment.

 

5. Profit on disposal of Joint Venture

 

On 5 March 2010 the Group disposed of its holding in Transactions Systems Limited generating a profit on disposal of £0.1m.

 

6. Discontinued operations

 

In the prior year, following the expiry of a letter of credit issued in respect of the Metronet Enterprise (which went into PPP administration on 18 July 2007) the Group released a related provision and a one-off, non-cash credit of £25.0m was reflected in the Group's full-year income statement to 31 March 2010. There was no related tax charge.

 

7. Share of post-tax profit/(loss) from Joint Ventures

 

 Six months to

 Six months to

 Year to

 30 Sept 2010

 30 Sept 2009

 31 March 2010

 £m

 £m

 £m

Revenue

13.7 

12.5 

30.1 

Operating expenditure

(13.6)

(12.2)

(30.8)

Operating profit/(loss)

0.1 

0.3 

(0.7)

Finance cost

(2.8)

(2.8)

(6.2)

Finance income

2.6 

2.4 

4.8 

Loss before taxation

(0.1)

(0.1)

(2.1)

Income tax credit

0.1 

0.1 

0.2 

Share of post-tax profit/(loss) from Joint

 Ventures

(1.9)

 

8. Net finance cost

 

 Six months to

 Six months to

 Year to

 30 Sept 2010

 30 Sept 2009

 31 March 2010

 £m

 £m

 £m

Interest payable on borrowings

0.2 

Hire purchase and finance leases

0.4 

0.4 

0.8 

Unwinding of discount

0.3 

0.5 

1.1 

Net finance cost on post-employment benefit

 liabilities (note 15)

7.7 

 

8.0 

 

16.2 

Other finance costs

0.2 

0.2 

0.3 

Finance cost

8.6 

9.3 

18.4 

Interest receivable on short-term deposits

(0.7)

(0.4)

(0.7)

Income from held at fair value financial assets

(0.4)

(0.5)

(0.9)

Unwinding of discount

(0.1)

(0.2)

(0.4)

Other finance income

(0.8)

(0.6)

(1.8)

Finance income

(2.0)

(1.7)

(3.8)

Net finance cost

6.6 

7.6 

14.6 

 

9. Income taxes

 

The Group's income tax expense from continuing activities (including the Group's share of jointly-controlled entities' income tax) for the six months ended 30 September 2010 is calculated on the estimated average annual normalised effective income tax rate of 24% (six months ended 30 September 2009: 22% and year ended 31 March 2010: 20%). This effective rate differs from the UK standard corporation tax rate of 28% (six months ended 30 September 2009: 28% and year ended 31 March 2010: 28%) due to items such as the effect of tax rates in foreign jurisdictions, R&D tax credits, non-deductible expenses and over/under provisions in previous years. 

 

A number of changes to the UK Corporation tax system were announced in the June 2010 Budget Statement, including the reduction in the main rate of Corporation tax from 28% to 24% over a period of four years. The initial reduction to 27% has been enacted at 30 September 2010 and has therefore been taken into account in the effective tax rate calculations.

 

The Group's effective normalised tax rate will change going forward following the acquisition of The PBSJ Corporation (see note 12).

 

10. Dividends

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

£m

£m

£m

Final dividend paid for year ended 31 March 2010 (2009)

17.8

16.7

16.7

Interim dividend paid for period ended 30 September 2009

9.0

Dividends recognised in the period

17.8

16.7

25.7

Interim dividend declared for period ended 30 Sept 2010 (2009)

9.3

9.0

9.0

Final dividend paid for year ended 31 March 2010

17.8

Dividends relating to the period

9.3

9.0

26.8

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

pence

pence

pence

Final dividend paid for year ended 31 March 2010 (2009)

18.25

17.25

17.25

Interim dividend paid for period ended 30 September 2009

9.25

Dividends recognised in the period

18.25

17.25

26.50

Interim dividend declared for period ended 30 Sept 2010 (2009)

9.50

9.25

9.25

Final dividend paid for year ended 31 March 2010

18.25

Dividends relating to the period

9.50

9.25

27.50

 

11. Earnings per share (EPS)

 

Basic EPS is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of shares in issue during the period excluding shares held by the Employee Benefit Trusts (EBTs), which have not unconditionally vested in the employees, and shares held in treasury.

 

Diluted EPS is the basic EPS after allowing for the dilutive effect of the conversion into ordinary shares of the number of options outstanding during the period. The options relate to discretionary employee share plans.

 

Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below:

 

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

number ('000)

number ('000)

number ('000)

Number of shares

Weighted average number of shares used in basic EPS

97,468

97,408

97,269

Effect of dilutive securities - share options

2,101

1,537

1,964

Weighted average number of shares used in diluted EPS

99,569

98,945

99,233

£m 

£m

£m 

Earnings - continuing and discontinued operations

Profit for the period attributable to owners of the parent

29.4 

33.9 

102.3 

Earnings - continuing operations

Profit for the period from continuing operations

29.4 

33.9 

77.3 

Profit on disposal of Joint Venture (note 5)

(0.1)

Normalised earnings

29.4 

33.9 

77.2 

 

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

pence

pence

pence

From continuing and discontinued operations

Basic earnings per share

30.2 

34.8 

105.2 

Diluted earnings per share

29.5 

34.3 

103.1 

From continuing operations

Basic earnings per share

30.2 

34.8 

79.5 

Diluted earnings per share

29.5 

34.3 

77.9 

Normalised basic earnings per share

30.2 

34.8 

79.4 

Normalised diluted earnings per share

29.5 

34.3 

77.8 

 

12. Business combinations

 

On 1 October 2010 the Group completed its acquisition of The PBSJ Corporation (PBSJ). PBSJ is one of America's leading providers of engineering, planning, architecture, construction, environmental and programme management services. PBSJ has approximately 3,100 employees and more than 80 offices across the United States.

 

The Group acquired the entire issued share capital of PBSJ. This followed the passing of a resolution required for the acquisition of PBSJ by holders of over 97% of PBSJ's capital stock eligible to vote, with approximately 99% of votes cast in favour.

 

The acquisition meets the strategic objectives of the Group by expanding the business in geographies outside of the UK, forming part of plans to grow through a multi-skill, multi-local strategy. The acquisition gives the Group a strong platform for growth in the US and the ability to drive significant value for its shareholders.

 

The Group paid $17.137 for each share of PBSJ stock, which was not publicly traded but held only by employees and directors of the company, amounting to a total consideration of $280m (approximately £178m). There is no contingent consideration payable.

 

As PBSJ was acquired on 1 October 2010 no revenue or profit or loss relating to the business has been included in the consolidated income statement or consolidated statement of comprehensive income for the reporting period.

 

The Group has expensed £3.0m of committed acquisition costs relating to the purchase of PBSJ in the results for the six months ended 30 September 2010 (note 4).

 

On 1 November 2010 the Group acquired Gimsing & Madsen. Gimsing & Madsen, based in Horsens in Denmark, is a Danish bridge engineering company. The company employs 20 staff with specialist skills in bridge and structural design.

 

The Group acquired the entire share capital of Gimsing & Madsen for a total purchase price of

DKK 23.8m (approximately £2.8m). On completion cash consideration of DKK 15.9m (approximately £1.8m) was paid with the remaining balance withheld as security for the sellers' obligations. DKK 6.6m (approximately £0.8m) of this deferred element is contingent on the continued employment of the sellers.

 

The acquisition boosts the Group's capability in bridge and tunnelling design and improves its ability to respond to opportunities in a strong Scandinavian road and rail sector.

 

As Gimsing & Madsen was acquired on 1 November 2010 no revenue or profit or loss relating to the business has been included in the consolidated income statement or consolidated statement of comprehensive income for the reporting period.

 

The information given above has been provided as both acquisitions occurred after the reporting period but before this condensed consolidated interim financial information was authorised for issue. At the time that this condensed consolidated interim financial information was authorised for issue the initial accounting for the business combination was incomplete. As a result, disclosures around the opening balance sheet, goodwill, fair value adjustments and pre-acquisition income statement have not been made.

 

13. Capital expenditure

 

Additions to property, plant and equipment during the six months ended 30 September 2010 amounted to £3.2m (30 September 2009: £3.6m; 31 March 2010: £10.4m). The net book value of property, plant and equipment disclosed at 30 September 2010 amounted to £33.2m (30 September 2009: £39.8m; 31 March 2010: £38.9m). The net book value of disposals during the six months ended 30 September 2010 amounted to £1.6m (30 September 2009: £1.9m; 31 March 2010: £2.6m). The Group had £0.3m of capital expenditure contracted for but not incurred at 30 September 2010 (30 September 2009: £3.2m; 31 March 2010: £0.3m).

 

14. Borrowings

 

30 Sept 2010

30 Sept 2009

31 March 2010

£m

£m

£m

Current

Bank loans

25.5 

Hire purchase and finance leases

2.7 

4.1 

3.7 

Loan notes

3.1 

0.7 

28.2 

7.2 

4.4 

Non-current

Bank loans

95.8 

Hire purchase and finance leases

5.4 

6.8 

7.0 

101.2 

6.8 

7.0 

Movements in borrowings are analysed as follows:

Six months to

Six months to

Year to

30 Sept 2010

30 Sept 2009

31 March 2010

£m

£m

£m

At beginning of period

11.4 

17.1 

17.1 

Bank facility drawn down

121.3 

Unwind of discount

0.1 

Additions to finance leases

0.1 

0.1 

1.9 

Repayment of borrowings

(0.7)

(0.4)

(2.7)

Repayment of finance leases

(2.7)

(2.9)

(4.9)

At end of period

129.4 

14.0 

11.4 

 

The Group has the following undrawn committed borrowing facilities available expiring as follows:

 

30 Sept 2010

30 Sept 2009

31 March 2010

£m

£m

£m

Between one and two years

87.0 

Between two and five years

17.3 

58.8 

 

15. Post-employment benefit liabilities

 

30 Sept 2010

30 Sept 2009

31 March 2010

£m

£m

£m

Retirement benefit liabilities

468.3

418.3

440.0

Other post-employment benefit liabilities

10.6

11.3

10.5

478.9

429.6

450.5

 

a) Retirement benefit liabilities

 

The Group operates both defined benefit and defined contribution pension schemes. The two main defined benefit schemes are the Atkins Pension Plan and Railways Pension Scheme, both of which are funded final salary schemes. The assets of both schemes are held in separate trustee administered funds. Other pension schemes include the Atkins McCarthy Pension Scheme in the Republic of Ireland, which is a final salary funded defined benefit scheme, and a range of defined contribution schemes or equivalent.

 

In the previous year, on 1 September 2009 the terms of the Railways Pension Scheme were amended to offer two options regarding future benefits. The options were to receive future benefits linked to final salary in exchange for higher contributions or to receive future benefits linked to salary as at 1 September 2009 with future increases capped at inflation. Following consultation 83 members selected to cap their future benefits which resulted in a curtailment gain of £2.6m. The remaining members retained benefits linked to final salary.

 

Also within the previous year, as a result of a TUPE transfer 49 members transferred out of the Atkins section of the Railways Pension Scheme. The bulk of the assets were transferred in January 2010 and the liabilities in respect of transferring members were valued at 31 December 2009. The bulk transfer resulted in a settlement gain of £4.1m. The Company also made a top-up payment to the receiving section to ensure full funding for protected members which amounted to £1.8m. The payment was made directly to the receiving section and so does not appear in the disclosures for the Atkins section of the Railways Pension Scheme. The net gain recognised in the income statement was £2.3m.

 

The defined benefit section of the Atkins McCarthy Pension Scheme is closed to future accrual of benefits for members who do not enjoy a statutory or contractual right to a final salary pension. These members transferred to the Personal Retirement Savings Accounts - Ireland (PRSA - Irish Life) scheme.

 

The Atkins Pension Plan is also closed to the future accrual of benefit; all defined benefit members of the Atkins Pension Plan were transferred to a defined contribution section for future service where it was clear they did not enjoy a statutory or contractual right to a final salary pension. Although the service accrual under the defined benefit section ceased for these members, the link to final salary remains whilst employed by Atkins Limited (unless opting out or retiring if sooner).

 

The defined benefit sections of all pension schemes are closed to new entrants, who are now offered membership of the defined contribution section.

 

The main assumptions used for the IAS 19 valuation of the retirement benefit liabilities for the Atkins Pension Plan and the Railways Pension Scheme are listed in the table below.

 

30 Sept

30 Sept

31 March

2010

2009

2010

Price inflation

3.30%

3.10%

3.70%

Rate of increase of pensions in payment

Limited Price Indexation

3.30%

3.10%

3.70%

Limited Price Indexation to 2.5%

2.50%

2.50%

2.50%

Fixed

5.00%

5.00%

5.00%

Rate of increase in salaries

Atkins Pension Plan

4.80%

4.60%

5.20%

Railways Pension Scheme (Uncapped)

5.55%

4.60%

5.95%

Railways Pension Scheme (Capped)

3.30%

n/a

3.70%

Rate of increase for deferred pensioners

3.30%

3.10%

3.70%

Discount rate

5.10%

5.30%

5.50%

Expected rate of return on plan assets

6.50%

6.60%

6.50%

Expected rate of social security increases

3.30%

3.10%

3.70%

Longevity at age 65 for current pensioners

Men

22.4 years

22.3 years

22.4 years

Women

24.8 years

24.7 years

24.8 years

Longevity at age 65 for future pensioners (current age 45)

Men

24.3 years

24.2 years

24.3 years

Women

26.7 years

26.6 years

26.7 years

 

The components of the defined benefit pension cost are as follows:

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

£m

£m

 £m

Cost of sales

Current service cost

3.5 

3.0 

5.5 

Curtailment gain

(2.6)

(2.6)

Settlement gain (net)

(2.3)

Total charge

3.5 

0.4 

0.6 

Finance cost/(income)

Finance cost

35.9 

31.0 

62.3 

Expected return on plan assets

(28.5)

(23.5)

(47.2)

Net finance cost

7.4 

7.5 

15.1 

Total charge to income statement for defined benefit schemes

10.9 

7.9 

15.7 

Statement of comprehensive income

(Loss)/gain on pension scheme assets

(13.9)

98.9 

125.2 

Changes in assumptions

(22.5)

(230.1)

(291.5)

Actuarial loss

(36.4)

(131.2)

(166.3)

Deferred tax credited to equity

7.0 

36.7 

46.6 

Actuarial loss (net of deferred tax)

(29.4)

(94.5)

(119.7)

 

Retirement benefit liabilities comprise the following:

 

30 Sept

30 Sept

31 March

2010

2009

2010

£m

£m

£m

Defined benefit obligation

(1,371.1)

(1,253.9)

(1,322.7)

Fair value of plan assets

902.8 

835.6 

882.7 

Retirement benefit liabilities

(468.3)

(418.3)

(440.0)

Deferred tax on retirement benefit liabilities

126.2 

116.7 

122.9 

Post-tax retirement benefit liabilities

(342.1)

(301.6)

(317.1)

 

Under the Atkins Pension Plan there are retirement benefit liabilities of £379.0m (30 September 2009: £333.0m; 31 March 2010: £354.3m) representing £276.7m after deferred tax (30 September 2009: £239.7m; 31 March 2010: £255.1m).

 

Under the Railways Pension Scheme there are retirement benefit liabilities of £87.7m (30 September 2009: £82.8m; 31 March 2010: £83.9m) representing £64.0m after deferred tax (30 September 2009: £59.6m; 31 March 2010: £60.4m).

 

Under other defined benefit schemes there are retirement benefit liabilities of £1.6m (30 September 2009: £2.5m; 31 March 2010: £1.8m).

 

Movements in the retirement benefit liabilities are as follows:

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

£m

£m

£m

Retirement benefit liabilities at beginning of period

(440.0)

(298.4)

(298.4)

Service cost

(3.5)

(3.0)

(5.5)

Net finance cost

(7.4)

(7.5)

(15.1)

Curtailment gain

2.6 

2.6 

Settlement gain

4.1 

Contributions

18.9 

19.2 

38.5 

Actuarial loss

(36.4)

(131.2)

(166.3)

Difference on exchange

0.1 

0.1 

Retirement benefit liabilities at end of period

(468.3)

(418.3)

(440.0)

 

The approximate effect on the liabilities from changes in the main assumptions used to value the liabilities are as follows:

 

Effect on plan liabilities

Change in

Atkins Pension

Railways Pension

assumption

Plan

Scheme

Discount rate

increase/decrease 0.5%

decrease/increase 10.0%

decrease/increase 9.0%

Inflation

increase/decrease 0.5%

increase/decrease 8.0%

increase/decrease 9.0%

Real rate of increase in salaries

increase/decrease 0.5%

increase/decrease 2.0%

increase/decrease 3.0%

Longevity

increase 1 year

increase 3.0%

increase 2.0%

 

The effect of the change in inflation on the liabilities assumes a corresponding change in salary increases and inflation-related pension increases.

 

b) Other post-employment benefit liabilities

 

The Group operates unfunded gratuity schemes within certain of its non-UK businesses. Members of the schemes are entitled to receive a cash gratuity on leaving the business which is dependent on their length of employment and final salary. Valuation of the gratuity obligation is carried out in line with the principles of IAS 19, 'Employee Benefits'.

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

£m

£m

£m

Other post-employment obligation at beginning of period

10.5 

13.1 

13.1 

Service cost

1.4 

0.5 

(0.1)

Interest cost

0.3 

0.5 

1.1 

Benefit payments

(1.2)

(1.5)

(3.2)

Difference on exchange

(0.4)

(1.3)

(0.4)

Other post-employment obligation at end of period

10.6 

11.3 

10.5 

 

The main assumptions used for the IAS 19 valuation of other post-employment benefits are listed in the table below:

 

30 Sept

30 Sept

31 March

2010

2009

2010

Discount rate

5%

9%

9%

Salary inflation

3%

7%

6%

Average remaining service period

2 years

2 years

2 years

 

16. Ordinary shares

 

30 Sept

30 Sept

31 March

2010

2009

2010

£m

£m

£m

Authorised ordinary shares of 0.5p each

At beginning of period

0.9

0.8

0.8

Increase in period

-

0.1

0.1

At end of period

n/a

0.9

0.9

Issued, allocated and fully paid ordinary shares of 0.5p

 each

At beginning of period

0.5

0.5

0.5

At end of period

0.5

0.5

0.5

 

On 9 September 2010 the Company passed a resolution adopting new articles of association of the Company. From 1 October 2009, the Companies Act 2006 abolished the requirement for a company to have an authorised share capital and hence the Company's new articles of association do not include an authorised share capital.

 

During the prior year at the annual general meeting (AGM) held on Wednesday 9 September 2009 a shareholder resolution was passed by which the authorised share capital of the Company was increased by 30,000,000 ordinary shares of 0.5 pence each.

 

There was no authorised share capital at 30 September 2010 (30 September 2009: 180,000,000 ordinary shares of 0.5 pence each); 31 March 2010: 180,000,000 ordinary shares of 0.5 pence each). The number of issued, allotted and fully paid up ordinary shares at 30 September 2010 is 104,451,799 (30 September 2009: 104,451,799; 31 March 2010: 104,451,799).

 

At the AGM held on Thursday 9 September 2010, shareholder authority for the Company to purchase up to a maximum of 10,011,000 of its own shares (representing approximately 10% of the issued share capital of the Company on 16 June 2010) was renewed. During the six months to 30 September 2010 no shares were purchased (30 September 2009: none; 31 March 2010: none).

 

At 30 September 2010 a total of 4,341,000 ordinary shares of 0.5p each were held as treasury shares (30 September 2009: 4,341,000; 31 March 2010: 4,341,000). These shares, which represent approximately 4.2% of the called up share capital of the Company (30 September 2009: 4.2%; 31 March 2010: 4.2%) have not been cancelled and represent a deduction from shareholders' equity.

 

No shares have been purchased between 30 September 2010 and the date of this condensed consolidated interim financial information.

 

17. Cash generated from continuing operations

 

Six months

Six months

Year to

to 30 Sept

to 30 Sept

31 March

2010

2009

2010

£m

£m

£m

Profit for the period from continuing operations

29.4 

33.9 

77.3 

Adjustments for:

Income tax

9.3 

9.6 

19.3 

Finance income (note 8)

(2.0)

(1.7)

(3.8)

Finance cost (note 8)

8.6 

9.3 

18.4 

Share of post-tax (profit)/loss from Joint Ventures (note 7)

1.9 

Profit on disposal of Joint Venture (note 5)

(0.1)

Other non-cash costs

0.2 

0.1 

Depreciation charges

7.2 

7.7 

15.3 

Amortisation of intangible assets

1.8 

3.9 

7.5 

Release of deferred income

(0.1)

(0.1)

(0.2)

Deferred income received in year

1.9 

Share based payment charge

4.2 

4.1 

6.8 

Pensions curtailment gain

(2.6)

(2.6)

Pensions settlement gain

(4.1)

(Profit)/loss on disposal of property, plant and equipment

(0.2)

0.7 

1.4 

Movement in provisions

(2.3)

(1.1)

(5.9)

Movement in post-employment benefits

(16.0)

(16.3)

(36.3)

Movement in working capital

(29.9)

(11.1)

31.5 

Cash generated from continuing operations

10.2 

38.2 

126.5 

 

18. Contingent liabilities

 

The Group has given indemnities in respect of overseas office overdrafts, performance bonds, advance payment bonds, letters of credit and import duty guarantees issued on its behalf. The amount outstanding at 30 September 2010 was £38.5m (30 September 2009: £70.9m; 31 March 2010: £38.7m) including £nil in respect of Metronet letters of credit (30 September 2009: £25.0m; 31 March 2010: £nil) and £11.4m in respect of Connect Plus M25 letters of credit (30 September 2009: £16.1m; 31 March 2010: £13.0m). During the prior year the letters of credit amounting to £25.0m in respect of the Metronet Enterprise expired. The indemnities which arose in the ordinary course of business are not expected to result in any material financial loss.

 

19. Related party transactions

 

Details of the directors' shareholdings, share options and remuneration are disclosed in the 31 March 2010 financial statements. It is not considered meaningful to disclose this information at the half year.

 

Transactions with the retirement benefit schemes are disclosed in note 15.

 

The Group entered into a number of transactions in the normal course of business with its Joint Ventures during the period.

 

20. Seasonality

 

The Group's activities are not subject to significant seasonal variation.

 

21. Events occurring after the reporting period

 

On 1 October 2010 the Group announced that it had completed the acquisition of The PBSJ Corporation by acquiring the entire issued share capital for a cash consideration of US $280m (approximately £178m).

 

On 1 November 2010 the Group acquired 100% of the shares of Gimsing & Madsen for a purchase price of DKK 23.8m (approximately £2.8m).

 

Further details regarding these transactions are given in note 12, Business combinations.

 

 

 

 

Independent review report to WS Atkins plc

 

Introduction

 

We have been engaged by the Company to review the condensed consolidated interim financial information in the half year financial report for the six months ended 30 September 2010, which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated statement of cash flows, the consolidated statement of changes in equity and related notes. We have read the other information contained in the financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed interim financial information.

 

Directors' responsibilities

 

The half year financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half year financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed consolidated interim financial information included in this half year financial report has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union.

 

Our responsibility

 

Our responsibility is to express to the Company a conclusion on the condensed consolidated interim financial information in the half year financial report based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial information in the half year financial report for the six months ended 30 September 2010 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

 

PricewaterhouseCoopers LLP

Chartered Accountants

London

25 November 2010

 

 

END

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