Half Yearly Report

2015 HALF YEAR RESULTS ANNOUNCEMENT

28 AUGUST 2015

Solid first half performance

· Revenue up 6.9% at constant currency; 5.7% at actual rates

o 2.8% organic growth at constant currency despite weakness in global energy markets

o 4.1% growth from M&A activity

· 6.0% organic growth at constant currency excluding Oil & Gas and Industrials

· Margins broadly flat before additional listed company costs

· Six M&A transactions completed with encouraging pipeline

· Interim dividend of 1.0p per share

Notes:

1) Adjusted results are stated before restructuring costs, acquisition and integration costs, IPO related costs, impairment of assets, management fee to private equity investor, interest, taxation and amortisation of intangibles.

2) 2014 pro-forma diluted adjusted earnings per share has been calculated as if the post IPO capital and debt structure had been in place throughout the period.

3) Statutory results for 2014 reflect pre-IPO funding structure and IPO transaction costs.

Ian El-Mokadem, Chief Executive Officer, commented:

"Performance in the first six months of 2015 was in line with our expectations. Excluding the headwinds in Oil & Gas and Industrials, the business grew organically by 6% demonstrating the benefits of good geographical and end market diversification. We completed six acquisitions in the period including BM TRADA which is our largest acquisition to date. BM TRADA enhances our position in testing and certification of Fire and Building Products and takes us into an attractive new area of management systems certification."

"Overall, we anticipate that full year performance will be in line with the Board's expectations."

Contacts

For further information please contact:

Ian Middleton, Powerscourt Group

Tel. Direct +44 (0)20 7250 1446 / +44 (0)7885 508 527

[email protected]

Sophie Moate, Powerscourt Group

Tel. Direct +44 (0)20 7549 0994 / +44 (0)7761 974 589

[email protected]

Ian Power, Investor Relations

Exova Group plc

Telephone: +44 (0)131 476 7612

[email protected]

Analyst briefing and conference call

There will be a conference call and meeting for analysts today at 9.00am GMT, held at Goldman Sachs, 10th Floor, Peterborough Court, 133 Fleet Street, London EC4A 2BB. If you would like to attend the meeting, please contact Powerscourt Group at the above e-mail address. Details of the conference call and a copy of the presentation are available on the website:

 http://www.exova.com/investors/results-and-reports/

Corporate website: www.exova.com

Trading Update

Exova will issue its next Trading Update on 11 November 2015.

Exova

Exova is one of the world's leading laboratory-based testing groups, trusted by organisations to test and advise on the safety, quality and performance of their products and operations. Headquartered in Edinburgh, UK, including BM TRADA, Exova operates 142 laboratories and offices in 32 countries and employs around 4,500 people throughout Europe, the Americas, the Middle East and Asia/Asia Pacific.

Exova's capabilities help to extend asset life, bring predictability to applications, and shorten the time to market for customers' products, processes and materials. With over 90 years' experience, Exova specialises in testing across a number of key sectors from health sciences to aerospace, transportation, oil and gas, fire and construction.

HALF YEAR REPORT 2015

BUSINESS REVIEW

The principal activities of the Group are specialist testing and advisory services and the key markets served are Aerospace, Oil & Gas and Industrials, Product and Certification, Health Sciences and Middle East.

The business comprises 142 permanent facilities in 32 countries and employs around 4,500 people.

Overview of performance

1) Adjusted items are stated before restructuring costs, acquisition and integration costs, IPO related costs, impairment of assets, management fee to private equity investor, interest, taxation and amortisation of intangibles.

2) 2014 pro-forma diluted adjusted earnings per share has been calculated as if the post IPO capital and debt structure had been in place throughout the period.

3) The cash conversion ratio is calculated by dividing free cash flow by adjusted EBITDA. Free cash flow is defined as adjusted EBITDA less movements in net working capital (excluding the effect of the IPO related cost accrual), less capital expenditure net of dispo 

The Group showed good overall growth in the first six months of 2015 through a combination of organic growth (2.8%) and the contribution from bolt-on acquisitions net of disposals (4.1%).

The Group reports in sterling which strengthened against the basket of currencies in the territories in which the Group operates. This resulted in a negative translational effect of 1.2%. 

Adjusted EBITA margin

Adjusted EBITA margin decreased by 70bps from 15.7% to 15.0%. Following the IPO in April 2014, the Group has incurred additional on-going costs associated with being a listed company and, after adjusting for these costs, the underlying Adjusted EBITA margin reduction was 10bps.

Separately disclosed items

Amortisation of intangible assets

Amortisation in the six months to 30 June 2015 was £4.8m (six months to 30 June 2014: £4.0m). The major element of intangible assets is the value of customer relationships.

Acquisition and integration costs

In the six months to 30 June 2015 there were £2.1m (six months to 30 June 2014: £0.7m) of acquisition and integration costs primarily relating to the acquisition of BM TRADA and Environmental Evaluation Limited.

Restructuring costs

In the six months to 30 June 2015 there were £1.4m (six months to 30 June 2014: £0.8m) of restructuring costs primarily relating to management actions to adapt the business to changes in the Oil & Gas market.

IPO related costs

No IPO related costs were incurred in the period. In the six months to 30 June 2014 £13.3m of costs relating to the IPO were incurred. These costs primarily related to commissions, legal, accounting and other advisers fees including irrecoverable VAT in connection with the IPO.

Net finance costs have reduced considerably since the refinancing associated with the IPO in April 2014. 

Earnings per share ("EPS")

Diluted earnings per share for the six months ended 30 June 2015 was 2.8p (six months ended 30 June 2014: (38.2p)).

Diluted adjusted earnings per share for the six months ended 30 June 2015 was 5.4p (six months ended 30 June 2014: 5.4p). This measure calculates EPS before separately disclosed items and, for 2014, is calculated on a pro-forma basis as if the post IPO capital and debt structure had been in place throughout the period.

Dividend

The Board has approved an interim dividend of 1.0p per share (30 June 2014: nil per share) to be paid on 11 November 2015 to shareholders on the register at the close of business on 30 October 2015.

Acquisitions

During the period the Group completed six acquisitions.

On 9 February 2015, the Group acquired 100% of the share capital of Environmental Evaluation Limited (EEL).The company helps UK customers meet environmental regulations through the provision of asbestos testing and inspection, stack sampling and occupational hygiene advisory services and is recognised as a leading provider of asbestos management services for the nuclear decommissioning industry. The acquisition added 83 colleagues and forms part of the Group's Health Sciences cluster.

On 13 May 2015 the Group completed the acquisition of BM TRADA Group Limited ("BMT"). BMT adds to the Group's existing Fire and Building Products testing and certification services and provides a new platform for growth in the attractive area of management systems certification. BMT employs 340 people across 16 countries with annual turnover in excess of £20.0m and has become part of our Product and Certification cluster.

Our Calibration business also completed four smaller acquisitions/outsourcings in the period.

External net debt (excluding debt issue costs)

At 30 June 2015, our term loans comprised £181.7m (31 December 2014: £173.5m) of non-amortising borrowings denominated in sterling, euro, Canadian dollars, US dollars and Swedish krona. In addition, a £76m revolving credit facility was undrawn at 30 June 2015 (31 December 2014: £90m undrawn). There are no repayments scheduled on our term loans until 2019.

The external net debt to last twelve months adjusted EBITDA ratio was 2.45 times as at 30 June 2015.

Presentation of results

Constant currency growth figures are provided in order to remove the impact of currency translation. We calculate growth at constant rates by translating the current and prior period results at the same exchange rates.

Organic growth at constant currency represents revenue growth at constant currency excluding the growth attributable to acquisitions until the acquisition has been owned for a 12 month period and excluding the revenue attributable to disposals in the year of disposal and the preceding year.

Adjusted results are stated before restructuring costs, acquisition and integration costs, IPO related costs, impairment of assets, management fee to private equity investor, interest, taxation and amortisation of intangibles.

The Group presents, as separately disclosed items on the face of the consolidated income statement, those items of income and expense which, because of their nature, merit separate presentation to allow users to understand better the elements of financial performance in the period to facilitate a comparison with prior periods and a better assessment of trends in financial performance.

Foreign exchange

OPERATING PERFORMANCE

Revenue

Adjusted EBITA

Regional Performance

Europe

In Europe, we have seen good organic growth in our Aerospace, Health Sciences and Product and Certification clusters partially offset by a contraction in Oil & Gas and Industrials. Aerospace has returned to growth following the customer delays and supply chain disruptions we experienced in 2014. Our Health Sciences business is continuing to benefit from contracts won in 2014 and a generally positive trading environment. Within Product and Certification we saw good growth in both Fire and Calibration. As expected, the impact of low oil prices has led to a contraction in our Oil & Gas and Industrials cluster. Demand for more routine testing has been weak, however activity in technically demanding areas for previously committed long cycle capital expenditure driven work has been more resilient. Headcount reductions have been implemented in response to lower demand and we will continue to actively manage the cost base in response to market developments.

Margins improved in Product and Certification and Health Sciences. In addition, early cost actions and the mix of work in Oil & Gas and Industrials mitigated the downward pressure on margins to some extent.

Americas

Organic revenues in the Americas were broadly flat reflecting growing momentum in Aerospace and Transportation offset by a contraction in Health Sciences and Oil & Gas and Industrials. Aerospace returned to growth as expected following subdued demand due to certain client specific delays and a slower than expected ramp up in production related testing in 2014. Our Transportation business began to benefit toward the end of the first half from improving demand related to the development of new automotive models. Health Sciences contracted due to a weak performance in the Environmental business that was impacted by extreme weather conditions in Eastern Canada which resulted in a very late start to the season and a very competitive market environment. Oil & Gas and Industrials volume and pricing challenges were partly offset by market share gains in Western Canada and the downsizing of Canadian laboratories to improve utilisation. Further restructuring opportunities are also being assessed.

The margin decline reflects the combination of volume declines and pricing pressure from customers in oil & gas in Western Canada and Environmental.

Rest of World

In Rest of World, the Middle East cluster and our Fire consulting business have both benefited from on-going infrastructure investment in road and rail projects in Qatar and Saudi Arabia. In Oil & Gas and Industrials we delivered strong growth in Singapore from on-going project work and our Indian acquisition integrated well and performed to plan. In addition, we established a small laboratory in Malaysia to capture more routine industrial business.

The margin improvement reflects good growth and disciplined cost control in project work.

Outlook

We continue to expect modest organic revenue growth at constant currency for the full year with further contraction in Oil & Gas and Industrials in the second half offset to some extent by continued improvement across the rest of the business. Overall, we anticipate that full year performance will be in line with the Board's expectations.

PRINCIPAL RISKS & UNCERTAINTIES

The 2014 Annual Report & Accounts set out the principal risks and uncertainties faced by the business and detail the process in place for managing these risks. The Report and Accounts are available from our website www.exova.com. As set out on pages 10 and 11 of the Annual Report, we believe that the principal risks and uncertainties which could impact the Group are as follows:

· Health and safety

· Loss of accreditation or customer approvals

· People

· Global economic and market conditions

· Business infrastructure

· Acquisitions

· Litigation

· Business integrity and ethics

· Financial irregularity

· Treasury

There have been no significant changes to the risk management process in the current financial year.

Responsibility statement

The Directors confirm that, to the best of their knowledge:

· The interim condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting;

· The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the period and description of principal risks and uncertainties for the remainder of the financial year); and

· The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties transactions and changes therein).

By order of the Board

Ian El-Mokadem Anne Thorburn

Chief Executive Officer Chief Financial Officer

27 August 2015

Cautionary statement

This half year report has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. The report should not be relied upon by any other party or for any other purpose.

The half year report contains certain forward looking statements. These statements are made by the Directors in good faith based on the information available to them up to the time of their approval of this report but such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward-looking information.

INDEPENDENT REVIEW REPORT TO EXOVA GROUP PLC

Introduction

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 which comprises the Interim Condensed Consolidated Income Statement, the Interim Condensed Consolidated Statement of Comprehensive Income, the Interim Condensed Consolidated Balance Sheet, the Interim Condensed Consolidated Statement of Changes in Equity, the Interim Condensed Consolidated Statement of Cash Flows and Notes 1 to 15. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities

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

As disclosed in Note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly 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 set of financial statements in the half-yearly financial report based on our review.

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 set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 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 Conduct Authority.

Ernst & Young LLP

Edinburgh

27 August 2015

The maintenance and integrity of the Exova Group plc web site is the responsibility of the Directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial information since it was initially presented on the web site.

Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. 

INTERIM CONDENSED CONSOLIDATED INCOME STATEMENT

For the six months ended 30 June 2015

* Earnings per share on the adjusted results is disclosed in note 7

INTERIM CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME

For the six months ended 30 June 2015

INTERIM CONDENSED CONSOLIDATED BALANCE SHEET

As at 30 June 2015

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2015

For the six months ended 30 June 2014

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 June 2015

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 June 2015

1. BASIS OF PREPARATION AND CHANGES TO THE GROUP'S ACCOUNTING POLICIES

Basis of preparation

The interim condensed consolidated financial statements of Exova Group plc and its subsidiaries (together referred to as "the Group") for the six months ended 30 June 2015 were authorised for issue in accordance with a resolution of the Directors on 27 August 2015.

These interim condensed consolidated financial statements have been prepared on the going concern basis as the Directors, having considered available relevant information, have a reasonable expectation that the Group has adequate resources to continue to operate for the foreseeable future.

The comparative figures for the financial year ended 31 December 2014 do not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. Those accounts have been reported on by the auditors and have been delivered to the Registrar of Companies. The report of the auditor was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.

Statement of compliance

The interim condensed consolidated financial statements for the six months ended 30 June 2015 have been prepared in accordance with IAS 34 Interim Financial Reporting as endorsed and adopted for use in the European Union and the Disclosure and Transparency Rules (DTR) of the Financial Conduct Authority. They do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements for the year ended 31 December 2014.

Restatement

During the period ended 30 June 2015 the provisional fair values attributable to the 2014 acquisitions of Raufoss Offshore Limited and Metallurgical Services Private Limited were finalised. In the balance sheet the effect has been to increase goodwill by £0.6m and to reduce intangible assets and deferred tax liabilities by £0.9m and £0.3m respectively. Note 12 "Business combinations" provides more detail.

The provisional fair values attributable to the acquisition of Catalyst Environmental Limited were finalised at 31 December 2014 and therefore the balance sheet at 30 June 2014 was restated to take this into account. In the balance sheet at 30 June 2014, the effect has been to increase goodwill and trade and other receivables by £0.2m and £0.1m respectively and increase deferred tax liabilities by £0.3m. Note 12 "Business combinations" provides more detail.

New standards, interpretations and amendments adopted by the Group

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2014, except for the adoption of a new accounting policy on joint ventures as noted below.

The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective. There are no standards or interpretations effective for the first time in the current financial period with a significant impact on the Group's consolidated results or financial position.

As a result of the acquisition of the BM TRADA Group Limited, and the joint venture companies within that group, the Group has adopted the following accounting policy during the period:

Joint ventures

A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. The Group's investments in joint ventures are accounted for using the equity method.

Under the equity method, the investment in a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group's share of net assets of the joint venture since the acquisition date. Goodwill relating to the joint venture is included in the carrying amount of the investment and is not tested for impairment individually. The income statement reflects the Group's share of the results of operations of the joint venture. Any change in other comprehensive income of those investees is presented as part of the Group's other comprehensive income. In addition, when there has been a change recognised directly in the equity of the joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the joint venture are eliminated to the extent of the interest in the joint venture. The aggregate of the Group's share of profit or loss of a joint venture is shown on the face of the income statement. 

2. SEGMENTAL REPORTING

For management purposes, the Group is organised into three operating divisions: Europe, Americas and Rest of World. These three divisions are organised and managed separately based on the geographies served and each is treated as an operating segment and a reportable segment in accordance with IFRS 8 Operating Segments. The operating and reportable segments are determined based on reports reviewed by the Directors which are used to make operational decisions.

Management monitors the operating results of its business units separately for the purposes of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on Adjusted EBITA and is measured consistently in the consolidated financial statements. However, Group financing (including finance costs and finance income), IPO related costs and income taxes are managed centrally and are not allocated to operating segments.

Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties and inter-segment revenues are eliminated on consolidation.

3. NET OPERATING COSTS 

4. SEPARATELY DISCLOSED ITEMS 

Further information is given in the Business Review under separately disclosed items on page 4.

5. NET FINANCE COSTS 

6. INCOME TAX 

The major components of income tax expense in the interim condensed consolidated income statement are:

A tax charge of £0.1m (2014: £nil) is included in other comprehensive income.

The income tax expense is recognised based on management's best estimate of the average annual income tax rates on a region by region basis expected for the full financial year applied to the pre-tax income of the interim period per region.

The Group's consolidated effective tax rate as a function of the profit before tax for the six months ended 30 June 2015 is 23% (six months ended 30 June 2014: (5%)).

Differences between the estimated effective rate of 23% and the weighted average notional statutory UK tax rate of 20.25% include, but are not limited to, the mix of profits, the effect of tax rates in foreign jurisdictions, non-deductible expenses, foreign exchange movements and the effect of unrecognised tax losses.

7. EARNINGS PER SHARE 

Basic earnings per share (EPS) amounts are calculated by dividing the profit for the period attributable to the ordinary equity holders of the parent company by the weighted average number of ordinary shares outstanding during the period.

For the prior period, the dilutive effect of potential ordinary shares through equity settled transactions was considered to be anti-dilutive as they would have decreased the loss per share from continuing operations and therefore were excluded from the calculation of diluted EPS.

8. DIVIDENDS 

Cash dividends to the equity holders of the Parent

Proposed dividends

The Board has approved an interim dividend of 1.0p per share (30 June 2014: nil per share) to be paid on 11 November 2015 to shareholders on the register at the close of business on 30 October 2015.

9. GOODWILL 

There was a negative impact of £10.9m of foreign exchange on the total carrying value of goodwill in the six months ended 30 June 2015 (six months ended 30 June 2014: £2.7m negative impact; year ended 31 December 2014: £0.3m negative impact).

Impairment reviews

Goodwill was tested for impairment at 31 December 2014 and will be tested annually thereafter and when circumstances indicate the carrying value may be impaired. The Group's impairment test is performed by comparing the carrying amount of each cash-generating unit ("CGU"), including goodwill, with the recoverable amount.

The recoverable amounts are determined from value-in-use calculations and the key assumptions used to determine these recoverable amounts were disclosed in the annual consolidated financial statements for the year ended 31 December 2014.

The Group monitors its performance against these key assumptions, amongst other factors, when reviewing for indicators of impairment. At 31 December 2014 there was significant headroom above the carrying value for each CGU with the exception of Rest of World. As there has been no significant adverse change in the financial performance of the Rest of World region, there is no requirement for a formal review at this stage.

10. INTANGIBLE ASSETS 

During the six months ended 30 June 2015, the Group capitalised software assets with a cost of £1.1m (six months ended 30 June 2014: £1.5m from business combinations; year ended 31 December 2014: £4.8m including £3.9m from business combinations).

There was a negative impact of £0.3m of foreign exchange on the total carrying value of intangible assets in the six months ended 30 June 2015 (six months ended 30 June 2014: £0.6m negative impact; year ended 31 December 2014: £nil impact).

11. PROPERTY, PLANT AND EQUIPMENT 

Acquisitions and disposals

During the six months ended 30 June 2015, the Group capitalised assets with a cost of £7.5m including £1.7m from business combinations (note 12) (six months ended 30 June 2014: £5.9m including £0.6m from business combinations; year ended 31 December 2014: £17.5m including £1.0m from business combinations).

No assets were disposed of during the six months ended 30 June 2015 (six months ended 30 June 2014: £nil; year ended 31 December 2014: carrying value £0.9m).

There was a negative impact of £2.2m of foreign exchange on the total carrying value of property, plant and equipment in the six months ended 30 June 2015 (six months ended 30 June 2014: £1.5m negative impact; year ended 31 December 2014: £0.2m negative impact).

The net book value of property, plant and equipment was as follows:

Property, plant and equipment included £0.5m (six months ended 30 June 2014: £0.5m; year ended 31 December 2014: £0.5m) of assets held under finance leases.

Capital commitments

As at 30 June 2015 the Group has commitments to purchase property, plant and equipment of £4.1m (six months ended 30 June 2014: £2.7m; year ended 31 December 2014: £2.2m).

12. BUSINESS COMBINATIONS

Acquisitions in the six months to 30 June 2015

Environmental Evaluation Limited

On 9 February 2015, the Group acquired 100% of the share capital of Environmental Evaluation Limited for a consideration of £5.3m (£4.7m net of cash acquired).

The company helps UK customers meet environmental regulations through the provision of asbestos testing and inspection, stack sampling and occupational hygiene advisory services. The acquisition adds 83 colleagues and forms part of the Group's Health Sciences cluster.

BM TRADA Group Limited

On 13 May 2015, the Group acquired 100% of the share capital of BM TRADA Group Limited, a provider of certification and building products testing services employing 340 colleagues in 16 countries. The purchase consideration was £10.5m (net of retirement benefit obligation assumed, cash acquired and included a contingent consideration of £0.5m). The contingent consideration relates to the transfer of the legal title in shares of some of the overseas subsidiaries. The total consideration paid will be adjusted to reflect the final valuation of the pension scheme at the date of acquisition. The acquisition provides the Group with a new platform for growth in systems certification in addition to extending the global reach into eight new countries and expanding the Group's range of building products testing and certification services.

Others

On 1 February 2015, the Group completed the outsourcing of the in-house calibration operation of Sartorius-Werkzeuge in Germany for a consideration of £0.6m.

On 4 May 2015, the Group acquired 100% of the share capital of Viking Quality Assurance AB, a calibration business based in Sweden for a consideration of £0.7m.

On 4 May 2015, the Group acquired a calibration laboratory in Sweden for a consideration of £0.1m.

On 1 June 2015, the Group completed the acquisition of 100% of the share capital of Mechanischer Kalibrierdienst Eisenhuth GmbH, a small calibration business based in Germany for a consideration of £0.1m. The consideration was paid in July 2015.

As at 30 June 2015, the initial accounting for the acquisitions made during 2015 is not complete due to the timing of the transactions. Therefore the fair value amounts disclosed below are provisional and may be subject to further adjustments following the completion of the fair value assessment exercises.

No material adjustments have been made in respect of the trade and other receivables acquired.

The provisional fair values are set out in the following table:

During the six months ended 30 June 2015 the following payments were made for acquisitions completed during 2014:

Goodwill

The goodwill of £31.8m comprises the fair value of the expected synergies arising from the acquisitions and the value of the human capital that does not meet the criteria for recognition as a separable intangible asset.

Contribution of acquisitions to revenue and profits

From the dates of acquisition the newly acquired business contributed £5.7m to revenue and, if the acquisitions were assumed to have been made on 1 January 2015, the Group revenue would have been £156.8m.

No profit figures are disclosed as these businesses have now been integrated into the rest of the Group and therefore it would be impracticable to obtain a meaningful profit number.

Restatement (note 1)

During the period ended 30 June 2015 the provisional fair values attributable to the 2014 acquisitions of Raufoss Offshore and Metallurgical Services Private Limited were finalised. The adjustments are summarised in the table below: