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Interim Results

10th Dec 2014 07:00

RNS Number : 3087Z
Stagecoach Group PLC
10 December 2014
 



10 December 2014

 

Stagecoach Group plc - Interim results for the six months ended 31 October 2014

 

Delivering value and pursuing new opportunities in bus and rail markets

 

· Adjusted earnings per share* up 3.4% to 15.1 pence (2013: 14.6 pence)

o No material change to our full year expectation

· Interim dividend per share up 10.3% to 3.2 pence (2013: 2.9 pence)

· Continued passenger volume growth in commercialised UK bus market

o Successful partnership working with government, investment and low fares

o Significant further investment in technology improvements for customers

o Working with other bus companies to deliver smart multi-operator ticketing in key city regions during 2015

· Expansion of megabus.com coach operations in Europe

· Commercial initiatives to further grow megabus.com in North America

· Encouraging momentum in UK rail sector

o New InterCity East Coast franchise due to commence in March 2015

o West Coast Trains franchise through to 2017 and performing strongly

o Planning for direct awards of new South West Trains and East Midlands Trains franchises in second-half of 2015

o One of three shortlisted bidders for TransPennine Express franchise

 

Financial summary

 

Results excluding intangible asset expenses and exceptional items*

Reported results

Six months ended 31 October

2014

2013

2014

2013

Revenue (£m)

1,545.0

1,473.9

1,545.0

1,473.9

Total operating profit (£m)

129.8

126.5

123.5

120.1

Non-operating exceptional items (£m)

-

-

(4.0)

(0.7)

Net finance charges (£m)

(21.2)

(20.9)

(21.2)

(20.9)

Profit before taxation (£m)

108.6

105.6

98.3

98.5

Earnings per share (pence)

15.1

14.6

13.9

13.7

Interim dividend per share (pence)

3.2

2.9

3.2

2.9

 

*

see definitions in note 22 to the condensed financial statements

 

 

 

Commenting on the results, Chief Executive, Martin Griffiths, said: 

 

"These are a good set of results, reflecting the strength of our businesses in the UK, mainland Europe and North America. We have improved further the travel experience for our customers, provided value for money for taxpayers, invested in public transport and added value for our shareholders.

 

"Strong partnerships between transport operators and central and local government are the best way to maximise the value in public transport for our communities and for our regional economies. We are proud that our record of significant investment, innovation, and low fares has delivered strong transport networks and high levels of passenger satisfaction.

 

"Despite facing a number of challenges, our sector-leading commercial bus operations in the UK have continued to grow, helping support the economies of some of the country's biggest city regions. Working with other bus companies and building on our existing multi-million-pound digital strategy, we are planning to introduce smart multi-operator ticketing in key city regions during 2015. This transformational initiative demonstrates what can be achieved at local community level without the need for costly and unnecessary regulatory change.

 

"Our megabus.com branded coach services in the UK, mainland Europe and North America have helped create hundreds of new jobs. We have significantly expanded our footprint in mainland Europe and are encouraged by the opportunities in several countries, including moves to open up the inter-city coach market in France.

 

"There is encouraging momentum in the UK rail sector, with the award this year of several new franchises. We have opportunities to add value from both our existing franchises and new contracts, and to improve services for passengers. In particular, we are working closely with Government and Network Rail to provide new trains, extra capacity and a more reliable service for customers.

 

"We are delighted to have been selected to operate the new InterCity East Coast rail franchise along with our partner, Virgin. Our plans will deliver a transformation in travel for passengers, as well as value for money for the taxpayer. We are shortlisted for the TransPennine Express franchise and look forward to agreeing new franchises with the Department for Transport to extend our time at East Midlands Trains and South West Trains.

 

"Overall the Group is in excellent financial shape and we are well placed to drive value through new opportunities in our core bus and rail markets. While we have changed our view of the likely divisional mix of profit for the year ending 30 April 2015, with lower expected operating profit from our regional UK Bus and North America businesses broadly offset by other areas, we remain on course to achieve our expected adjusted earnings per share for the year."

 

Copies of this announcement are available on the Stagecoach Group website at http://www.stagecoach.com/investors/financial-analysis/reports/2014.aspx 

 

For further information, please contact:

 

Stagecoach Group plc www.stagecoachgroup.com

 

Investors and analysts

Ross Paterson, Finance Director

01738 442111

Bruce Dingwall, Group Financial Controller

01738 442111

Media

Steven Stewart, Director of Corporate Communications

01738 442111 or 07764 774680

John Kiely, Smithfield Consultants

020 7360 4900

 

Notes to Editors

 

Stagecoach Group

· Stagecoach Group is an international public transport group, with extensive operations in the UK, continental Europe, the United States and Canada. The Group employs around 35,000 people, and operates bus, coach, train, and tram services.

· Stagecoach is one of the UK's biggest bus and coach operators with around 8,300 buses and coaches. Around 2.8 million passenger journeys are made on Stagecoach's buses every day on a network stretching from south-west England to the Highlands and Islands of Scotland. Low-cost coach service, megabus.com, operates a network of inter-city services across the UK and continental Europe.

· Stagecoach is a major UK rail operator, running the South West Trains, Island Line and East Midlands Trains networks. It has a 49% shareholding in Virgin Rail Group, which operates the West Coast rail franchise. It also has a 90% shareholding in Inter City Railways Limited, which has been awarded the contract to operate the East Coast rail franchise from March 2015.

· Stagecoach operates the Supertram light rail network in Sheffield.

· In North America, Stagecoach operates around 2,400 buses and coaches in the United States and Canada. megabus.com links around 130 key locations in North America. Stagecoach is also involved in operating commuter, transit, contracted, charter and sightseeing services.

 

 

Interim management report

 

The Directors of Stagecoach Group plc are pleased to present their report on the Group for the six months ended 31 October 2014.

 

Description of the business

 

Stagecoach Group plc is a public limited company that is incorporated, domiciled and has its registered office in Scotland. Its ordinary shares are publicly traded and it is not under the control of any single shareholder. The Company has its primary listing on the London Stock Exchange. Throughout this document, Stagecoach Group plc is referred to as "the Company" and the group headed by it is referred to as "Stagecoach" or "the Group".

 

The Group is a leading international public transport group, with extensive operations in the UK, continental Europe, United States and Canada. A description of each of the Group's operating divisions is given on pages 4 to 6 of its 2014 Annual Report.

 

Overview

 

We are pleased to report good results for the six months ended 31 October 2014 that are consistent with our expectations. Our businesses across the UK, mainland Europe and North America have performed well.

 

The Group achieved further revenue and profit growth in the six months to 31 October 2014. Revenue for the period was up 4.8% at £1,545.0m (2013: £1,473.9m). Total operating profit (before intangible asset expenses and exceptional items) was up 2.6% at £129.8m (2013: £126.5m). Earnings per share before intangible asset expenses and exceptional items were 3.4% higher at 15.1p (2013: 14.6p).

 

The interim dividend is up 10.3% to 3.2p per share (2013: 2.9 pence). This is consistent with our policy of generally setting the interim dividend per share at approximately one-third of the rate for the previous full financial year. The dividend is payable to shareholders on the register at 6 February 2015 and will be paid on 4 March 2015.

 

The Group's ongoing investment in new vehicles, technology and other assets is a key part of sustaining our success. In the six months ended 31 October 2014, net capital expenditure was £84.3m (2013: £66.6m). Across all of its divisions, the Group is investing in a number of initiatives designed to deliver further benefits to customers and value to shareholders.

 

We believe our services, with commercial operators providing the capital for investment, the expertise and operational flexibility, are best placed to help governments and local authorities meet their objectives for economic growth, devolution and social mobility. We are assisting them in developing practical and appropriate policies to tackle the interconnected issues around travel costs, road congestion, rail capacity and investment in our road and rail infrastructure. We remain mindful of the current political debate in the UK around the best model to deliver public transport and the potential impact on our bus and rail businesses. We are engaging constructively with major UK political parties on this issue and continue to make a robust case for partnership working and the substantial benefits it brings for passengers and taxpayers.

 

We believe passionately that the benefits of public transport are best maximised by transport operators, central government and local government working together. We have invested heavily in transport operations over many years and a stable regulatory environment is critical to ensuring continued high investment and innovation. That combined with our innovation and low fares should enable us to maintain high levels of passenger satisfaction and good financial returns.

 

The Board of Directors is greatly saddened by the death of the Company's former Chairman, Bob Speirs, in October. Bob was a director of the Company from 1995 to 2010 and was hugely respected throughout the Stagecoach Group. He became Chairman at a difficult time for the business in 2002. Bob made an extraordinary contribution to the Group. As Chairman, he oversaw a significant revitalisation of the Group's fortunes. The Board extends its deepest sympathy and condolences to Bob's family.

 

The commitment and professionalism of our employees is a key part of our success. The Board extends its thanks to all those employees across the Group.

 

Stagecoach has made an overall satisfactory start to the second half of the current financial year and there has been no material change to our expected adjusted earnings per share for the year. In light of trading trends in recent weeks, we have changed our view of the likely divisional mix of profit and we are lowering our expectations of 2014/15 operating profit from our regional UK Bus and North America businesses but this is broadly offset by other areas, including the share of profit we expect from Virgin Rail Group. We do not expect the new East Coast rail franchise to have a material impact on 2014/15 earnings but we do expect it to make a significant contribution from 2015/16 onwards. We remain in a strong financial position, with opportunities for further growth.

 

Summary of financial results

 

Revenue by division is summarised below:

 

 REVENUESix months to 31 October

2014

2013

Functional

currency

2014

2013

Growth

 

£m

£m

Functional currency (m)

%

Continuing Group operations

UK Bus (regional operations)

527.1

504.3

£

527.1

504.3

4.5%

UK Bus (London)

131.3

115.4

£

131.3

115.4

13.8%

North America

224.6

238.3

US$

373.9

370.9

0.8%

UK Rail

664.3

619.5

£

664.3

619.5

7.2%

Intra-Group revenue

(2.3)

(3.6)

£

(2.3)

(3.6)

(36.1)%

Group revenue

1,545.0

1,473.9

 

 

Operating profit by division is summarised below:

 

 

OPERATING PROFIT

Six months to 31 October

 

2014

 

 

2013

 

 

Functional

currency

2014

2013

£m

% margin

£m

% margin

Functional currency (m)

Continuing Group operations

UK Bus (regional operations)

77.3

14.7%

76.9

15.2%

£

77.3

76.9

UK Bus (London)

10.2

7.8%

9.6

8.3%

£

10.2

9.6

North America

21.7

9.7%

19.6

8.2%

US$

36.1

30.6

UK Rail

14.4

2.2%

18.0

2.9%

£

14.4

18.0

Group overheads

(7.2)

(7.0)

Restructuring costs

(0.5)

(0.6)

115.9

116.5

Joint ventures - share of profit after tax

Virgin Rail Group

9.0

1.1

Citylink

0.8

1.0

Twin America

4.1

7.9

Total operating profit before intangible asset expenses and exceptional items

129.8

126.5

Intangible asset expenses

(5.0)

(7.2)

Exceptional items

(1.3)

0.8

Total operating profit: Group operating profit and share of joint ventures' profit after tax

123.5

120.1

 

 

UK Bus (regional operations)

 

Financial performance

 

The financial performance of the UK Bus (regional operations) division for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

2014

£m

2013

£m

Change

Revenue

527.1

504.3

4.5%

Like-for-like* revenue

520.3

504.3

3.2%

Operating profit*

77.3

76.9

0.5%

Operating margin*

14.7%

15.2%

(50)bp

 

Our sector-leading regional bus operations continued to grow both passenger volume and revenue year-on-year. We offer the lowest fares of any major operator in Britain and we have continued to invest in the quality of our services, resulting in industry leading levels of customer satisfaction. Our objective is to encourage modal shift from the private car to greener, smarter bus travel. We operate in a competitive market, which helps ensure customers benefit from competitive bus fares and good quality services. The reported operating profit includes a significant year-on-year reduction in the profitability of our Manchester bus business, which partly reflects the competitive effects of changes in fares and increased bus services in the market. Nevertheless, we are pleased to have maintained the overall profitability of the Division as a whole and we are confident that over the longer term that we will compete successfully in each of the UK regions in which we operate.

 

Like-for-like revenue was built up as follows:

 

Six months to 31 October

2014

£m

2013

£m

Change

%

Commercial on and off bus revenue

 

314.7

 

302.9

 

3.9%

Concessionary revenue

124.5

123.0

1.2%

Tendered and school revenue

 

56.2

 

52.8

 

6.4%

Contract revenue

21.6

22.9

(5.7)%

Hires and excursions

3.3

2.7

22.2%

Like-for-like revenue

520.3

504.3

3.2%

 

Like-for-like revenue growth for the six months ended 31 October 2014 was 3.2% and excludes the revenue earned from contracts to provide transport for the Commonwealth Games in Glasgow. Passenger volume growth on an equivalent basis was 0.7%. Higher commercial revenue (i.e. revenue earned directly from fare-paying passengers) has contributed most to overall revenue growth, with concessionary, tendered and school revenue also growing. In the equivalent period last year, revenue was earned from providing additional bus services to replace train services that were affected by major railway resignalling work. Excluding revenue from contracts, like-for-like revenue growth was 3.6%. 

 

We continue to pursue further growth initiatives. We have introduced additional "development mileage" this year, including in areas where we have seen opportunities to replace services previously provided by other bus operators. Although such development mileage can be a drag on profit in the short-term, it provides scope for further growth over the medium-term.

 

The decrease in operating margin was built up as follows:

 

Operating margin - 2013

15.2%

Change in:

Staff costs

(0.7)%

Other operating income

0.6%

Bus Service Operators' Grant

(0.5)%

Other

0.1%

Operating margin - 2014

14.7%

 

The main changes in the operating margin shown above are:

 

· Staff costs, including pension costs, have risen at a faster rate than revenue in the first half of the year. Vehicle miles operated increased year-on-year, partly due to new development mileage and an increase in the level of tendered services operated for local authorities. This resulted in staff costs increasing by more than inflation but revenue per mile increased by a lower rate. We will continue to review the services and mileage we operate and make appropriate adjustments to reflect customer demand and the long-term interests of the Group.

· Other operating income increased in the period due to a reassessment and reduction of the provision held for token redemptions.

· In April 2012, the proportion of fuel duty that is rebated to bus operators in the form of Bus Service Operators' Grant ("BSOG") was cut. Since April 2012, the rate of BSOG has remained stable meaning that the total BSOG received by the division has fallen as a percentage of revenue. In addition, from early 2014, bus operators in England no longer receive BSOG in respect of bus services tendered by local authorities and instead receive higher tender revenue.

 

Political developments

 

We were disappointed but not surprised at the decision by the North East Combined Authority in October 2014 to refer proposals to implement a bus contracting system in Tyne and Wear to a Quality Contracts Review Board. The proposals are to replace the successful, commercialised bus market in north east England with a system of bus contracts similar to London, where bus services are provided by private sector bus operators under contract to Transport for London ("TfL") under which TfL assumes the majority of the financial and commercial risks. We now expect these proposals to be subject to more rigorous examination by a properly constituted independent board that should not be motivated by political considerations and which we fully expect to take appropriate, impartial, professional advice in reaching a decision. The Review Board has a duty to determine whether the proposals meet the five statutory public interest criteria that have to be met to support the introduction of the contracting scheme. We do not believe these tests have been met and we will present robust evidence to the Review Board to demonstrate this. We are discussing with the Review Board the significant flaws in the proposed contracting scheme, and at the same time, we continue to review our legal options. The voluntary partnership agreement proposed by the local bus operators, where operators provide the capital and retain the commercial risks, would be far more effective at delivering customer service improvements and generating savings for the public sector without the huge financial risks of the proposed contracting scheme to the region's taxpayers.

 

We note the current UK Government's intention to devolve further powers and funding to Greater Manchester, including creating the potential for London-style bus franchising in the region. While this is subject to consultation, further evaluation and fundamental governance changes to introduce a mayor, we do not believe such a change in the model for the delivery of bus services in the region is necessary or in the interests of passengers and taxpayers. Greater Manchester already benefits from frequent, high quality and integrated bus services as well as the greenest bus fleet outside London. No changes will take place before the first mayoral election, which is expected to be held in 2017. In addition, we will use any consultation period to make a robust case that there is no benefit in changing the framework for bus services. Nevertheless, we do not see the transport elements of the announcement regarding Greater Manchester as necessarily signifying any major change to wider government policy on buses, which has consistently stressed the benefits of partnership between bus operators and local authorities.

 

On a similar theme, we note the announcement by the Labour Party that its manifesto for the 2015 UK General Election will include a commitment to give city and county regions more power over their public transport networks. The Party has suggested that this will give regions similar powers to regulate their bus services as those in London. We strongly oppose this uncosted and unnecessary Labour Party plan, which would land England's biggest city regions with an additional bill running to hundreds of millions of pounds, as well as leading to higher bus fares.

 

Potential regulatory change of the type explained above does present some risk to the future financial performance of the Group as well as presenting significant risks to the cost and quality of bus services provided to the public.

 

Enhanced customer experience

 

In early November 2014, the Group, along with the UK's other biggest bus operators, confirmed their commitment to introduce multi-operator smart ticketing in key city regions during 2015. Priority will be given to Greater Manchester and Tyne and Wear where we are already well advanced in agreement with NEXUS. This transformational initiative will also benefit Merseyside, South Yorkshire and West Yorkshire along with the city regions of Nottingham, Leicester and Bristol.

 

Our ongoing UK Bus "Digital Project" will deliver further significant technology-driven benefits for our customers. The project will provide a simpler way to search for bus journeys and nearby bus stops, comprehensive real-time information about journeys, a fare and ticket finder tool, personalised alerts and other benefits. A unified experience will be provided across all types of devices offering a more personalised service for customers. We are investing over £11m of capital and operating expenditure in the project over the next three years alone.

 

megabus.com Europe

 

The Group has been pleased with the progress of the megabus.com inter-city coach operations in mainland Europe. megabus.com now has a fleet of more than 130 coaches covering over 100 destinations in the UK, France, Belgium, the Netherlands, Luxembourg, Germany and Spain. Our mainland European services have already achieved significant growth and we are now planning to extend the network further. We will introduce more mainland European services over the remainder of the year ending 30 April 2015, building on the success of the megabus.com brand in the UK and North America. To support that expansion, we have also significantly strengthened the management team at the megabus.com business with a number of new appointments. This is an exciting prospect for the medium-term, but will result in several million pounds of new start-up losses in the year ending 30 April 2015 and around £20m of additional capital expenditure, primarily in acquiring new vehicles.

 

In addition to operating cross-border services, private operators are permitted to run commercial inter-city coach services in Germany, and France plans to allow commercial services from late 2015. We also see opportunities in other European countries that are at varying stages of allowing domestic commercial inter-city coach operations.

 

Outlook

 

The long-term outlook for our commercialised regional bus operations in the UK remains positive. We operate in a competitive market and so we look to continue to differentiate ourselves through low fares and a positive customer experience. By working in partnership with government and others, and supported by our ongoing investment, we believe we are well placed to grow the business in the context of rising population and increased road congestion. We remain alert to the political risks facing the Division and we will continue to highlight the benefits of the commercialised bus model for customers and taxpayers.

 

In the shorter term, however, profit in recent weeks has fallen short of our expectations for various reasons including continued strong competition in Manchester, and lower than anticipated revenue growth in certain other locations. We continue to closely monitor emerging revenue trends. In addition, we anticipate incurring some additional staff costs to minimise vacancy gaps arising as the economy continues to recover. While the development mileage referred to earlier adversely affects short-term profit, we still consider it appropriate to pursue these emerging growth opportunities. In light of these factors and along with the acceleration of the start up of megabus.com in mainland Europe, we have reassessed the Division's forecast operating profit for the year ending 30 April 2015 and consider it prudent to revise down our expectation.

 

 

Growth in concessionary revenue is likely to remain modest as government bodies seek to minimise the amounts paid to bus operators under concessionary fare schemes. The Division receives Bus Service Operators' Grant ("BSOG", a rebate of fuel duty to bus operators) and the rate of BSOG we receive remains relatively stable for the time being.

 

We expect our fuel costs to reduce in the year ending 30 April 2016. Each of our local bus businesses will take account of this when setting fares, bearing in mind that fuel costs are also falling for private cars as well as for other bus and transport operators. We therefore would not necessarily assume that changes in fuel costs result in an equivalent pound-for-pound change in our operating profit. Staff costs represent the majority of the Division's costs and we seek to balance rises in staff costs against increases in revenue.

 

UK Bus (London)

 

Financial performance

 

The financial performance of the UK Bus (London) division for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

2014

£m

2013

£m

Change

 

Revenue and like-for-like revenue

 

131.3

 

115.4

 

13.8%

Operating profit

10.2

9.6

6.3%

Operating margin

7.8%

8.3%

(50)bp

 

Our UK Bus (London) division is continuing to perform well. During the period, we have retained four of the five contracts where we bid as the incumbent.

 

Revenue growth has generally been good during the period. Traffic disruption from ongoing road works has adversely affected our quality incentive income, which has moderated overall revenue growth. In light of this, we are continuing to discuss with TfL how service performance can be further improved.

 

As previously reported, from 1 October 2013 the division has no longer received BSOG. This is offset by a corresponding uplift in the contract prices paid to the business by TfL. Excluding the contract prices uplift, revenue increased by 9.3% during the six months to 31 October 2014.

 

The overall rate of revenue growth has reduced and we expect that it will reduce further reflecting (a) the year-on-year effect of the BSOG change referred to above being reflected in prior year revenue from 1 October and (b) the effect of new contracts that began during the year to 30 April 2014.

 

The decrease in operating margin was built up as follows:

 

Operating margin - 2013

8.3%

Effect of change in Bus Service Operators' Grant

(0.4)%

Change in:

Fuel costs

1.1%

Lease costs

(0.6)%

Other

(0.6)%

Operating margin - 2014

7.8%

The BSOG change explained above reduced operating margin by 40 basis points year-on-year because although it did not significantly affect reported profit, both revenue and operating costs increased by similar amounts as a result of the change, meaning profit fell as a percentage of revenue.

 

Lease costs further increased as a percentage of revenue as we continued our policy in London of obtaining most new vehicles on operating lease rather than purchasing them outright.

 

Although fuel costs increased slightly relative to last year, they increased at a lower rate than revenue reflecting market fuel prices and our fuel hedging programme.

 

Following the restructuring of the London bus business we acquired in 2010, one of the acquired depots was mothballed. This depot was later made available to our UK Bus (regional operations) Division to support the delivery of its contract work for the London 2012 Olympics. In November 2014, we completed a sale of the depot for £5m.

 

Outlook

 

The level of bus mileage contracted by TfL across the London market is relatively stable. Given that and in light of the competitive market for London bus contracts, we do not expect any growth in our London Bus operating profit to be significant over the next few years. However, we are satisfied with the rates of return that we achieve in London and our focus is on keeping costs under control and aiming to retain and win contracts on acceptable terms.

 

North America

 

Financial performance

 

The financial performance of the North America division for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

2014

US$m

2013

US$m

Change

Revenue

373.9

370.9

0.8%

Like-for-like revenue

376.5

364.8

3.2%

Operating profit

36.1

30.6

18.0%

Operating margin

9.7%

8.3%

140bp

 

Like-for-like revenue was built up as follows:

 

Six months to 31 October

2014

US$m

2013

US$m

Change

%

megabus.com

103.5

90.8

14.0%

Scheduled service

75.2

71.3

5.5%

Transit and commuter

56.4

60.3

(6.5)%

Charter

73.3

72.8

0.7%

Sightseeing and tour

23.8

24.5

(2.9)%

School bus and contract

44.3

45.1

(1.8)%

Like-for-like revenue

376.5

364.8

3.2%

 

Revenue growth and the opportunities for further development in North America are encouraging. megabus.com is a key driver of growth in this market, with its low-cost inter-city coach services. Excluding megabus.com, like-for-like revenue was slightly lower than for the equivalent prior year period.

 

megabus.com increased revenue by 14.0% in the six months ended 31 October 2014. We are satisfied with the progress of our Florida megabus.com network, where operations began in May 2014. In the Chicago megabus.com network, where we have seen strong price competition from other coach operators in recent years, we are pleased that profitability has improved year-on-year. As well as targeting geographic expansion, we are also focused on maximising the commercial potential of our services. The successful introduction of our seat reservation system has delivered an additional revenue stream for the business and offers increased flexibility for passengers, and we will look for other opportunities which will deliver additional value to our customers and the business.

 

Overall, the financial performance of the non-megabus businesses, including our commuter services in and out of New York, remains satisfactory. We review our portfolio on an ongoing basis and, as we have done in the past, will consider opportunities for business acquisitions or the disposal of some units where these support our overall strategy for the North America division.

 

The increase in the operating margin of the North America division was built up as follows:

 

Operating margin - 2013

8.3%

Change in:

Staff costs

1.0%

Fuel costs

0.7%

Other

(0.3)%

Operating margin - 2014

9.7%

 

The changes in operating margin partly reflect the shift in the mix of business as megabus.com continues to grow at a faster rate than the other businesses. The Division has benefited from reduced fuel costs in the period under the Group's fuel hedging programme.

 

Outlook

 

The operating environment in North America is competitive and we modify our network to take account of the levels of demand, but we remain positive on the Division's long-term prospects and the market opportunity.

 

Weather conditions during November 2014, particularly around the high revenue Thanksgiving week, were very poor and worse than our previous forecasts had allowed for. In light of this weaker trading performance in November, and also taking account of the likely impact of falling fuel prices on demand for our services in an already competitive market, we consider it prudent to revise down our operating profit forecast for the remainder of the year.

 

We see further scope for revenue and profit growth from the megabus.com services and in particular, those services that have been launched over the last couple of years. We will consider opportunities to introduce megabus.com services to new parts of North America that are best suited to the concept. We anticipate that megabus.com will remain the primary source of any growth in our North America operating profit over the next few years.

 

UK Rail

 

Financial performance

 

The financial performance of the UK Rail division for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

2014

£m

2013

£m

Change

Revenue and like-for-like revenue

664.3

619.5

7.2%

Operating profit

14.4

18.0

(20.0)%

Operating margin

2.2%

2.9%

(70)bp

 

The revenue growth rate of 7.2% during the period has been boosted by the effect of prior year resignalling work in the Nottingham area, but growth has been good even after that effect is excluded.

 

As we expected, operating margin fell year-on-year and the reduction was built up as follows:

 

Operating margin - 2013

2.9%

Change in:

Amounts paid to/from DfT

(10.7)%

Network Rail charges

7.5%

Staff costs

0.8%

Rolling stock costs

0.8%

Other operating income

(0.4)%

Other

1.3%

Operating margin - 2014

2.2%

 

The Group's two wholly-owned rail franchises, South West Trains and East Midlands Trains, have performed in line with our expectations. This reflects our focus on growing revenue and controlling costs to mitigate the substantial increases in premia payments we have committed to deliver to the Department for Transport ("DfT").

 

The significant changes shown above in amounts paid to/from DfT and in Network Rail charges include the effect of changes in the basis of Network Rail charges as determined by the Office of the Rail Regulator for the five-year period commencing 1 April 2014. The effect of the Regulator's decision on our Network Rail charges should be largely offset in the amounts we pay to the DfT. The final adjustments to the amounts payable to the DfT have yet to be agreed by the DfT and the results to date reflect our estimates of the relevant amounts.

 

The reduction in other costs includes lower bus hire and taxi costs reflecting the resignalling work in the prior year referred to earlier.

 

Enhanced customer experience

 

We are working closely with Government and Network Rail to deliver new trains, extra capacity and a more reliable service for customers. At our South West Trains franchise, passenger volumes have increased by more than 100% over the past two decades, with services particularly busy at peak times. During the period, we announced plans for a £210m fleet of new trains to boost capacity on services at South West Trains. The first of the 150 new carriages are due to begin arriving in 2017. The latest investment agreed with the DfT comes as South West Trains continues the roll-out of a £65m investment in 108 additional refurbished carriages for the network. Combined with the order for new trains, this should deliver a total peak-time capacity increase of around 30% by 2018.

Our Alliance between South West Trains and Network Rail, where one management team manages both trains and railway infrastructure, is helping deliver a more integrated and customer-focused railway. The new train order is part of a comprehensive five-year plan developed by the Alliance to transform services for passengers, incorporating longer platforms, full re-opening of platforms at the former Waterloo International Terminal and other associated infrastructure improvements.

 

We are pleased that East Midlands Trains was named Passenger Operator of the Year at the National Rail Awards in September 2014. Also, it has been independently recognised for its high level of customer service in a survey of companies across many sectors of the economy carried out by the Institute of Customer Service.

 

Franchising progress

 

There is encouraging momentum in the UK rail sector, with a number of franchise awards having been made by the DfT and other franchising authorities during the past 12 months. We incurred £2.3m in the six months ended 31 October 2014 in pursuing new rail franchise opportunities.

 

We are delighted to have been selected to operate the new InterCity East Coast rail franchise along with our partner, Virgin. The new franchise is due to begin in March 2015 and annual passenger revenue for the year ended 31 March 2014 was around £660m. The Competition and Markets Authority is required by law to carry out a "Phase 1" review of all UK rail franchise awards and will therefore undertake a review of the InterCity East Coast award.

 

We are also one of three bidders shortlisted for the TransPennine Express franchise. An announcement about the successful bidder is expected in autumn 2015, with the contract expected to start in February 2016.

 

We look forward to agreeing with the DfT the planned direct awards of new South West Trains and East Midlands Trains franchises. The DfT has previously announced that it plans to extend our tenure at South West Trains from February 2017 to April 2019. It has also indicated its intention to extend our tenure at East Midlands Trains from October 2015 through to October 2017. We expect these contracts to be concluded in the second half of 2015, subject to the agreement of commercial terms with the DfT.

 

Political developments

 

We are encouraged that having undertaken a full review of rail franchising in 2012 and 2013, the DfT is now delivering good momentum in the rail franchising process that in turn helps in ensuring continued investment in the railway for the benefit of customers. We would like to see that momentum maintained notwithstanding the UK General Election planned for May 2015. Some Labour Party politicians have suggested that a bidder owned by the UK public sector ought to be permitted to bid for UK rail franchises - while we see that as an unnecessary cost and distraction given the already competitive bidding market for franchises. If such a bidder were to bid for franchises, we will look to make sure that there is a "level playing field" which includes taking account of the value of risk transfer from the UK public sector to private sector operators.

 

Outlook

 

We have previously reported that as we approach the end of the existing period of our two wholly-owned franchises, the financial performance of the businesses becomes more challenging. We remain focused on growing revenue and controlling costs to offset increased premia payments, to the extent possible. We see opportunities in the planned direct awards of new South West Trains and East Midlands Trains franchises and in other new franchises. For example, the commencement of the new East Coast franchise in March 2015 has the potential to significantly add to the Group's UK Rail revenue and profit from 2015/16 onwards.

 

Group overheads

 

Group overheads were broadly in line with last year at £7.2m in the six months ended 31 October 2014 compared to £7.0m in the six months ended 31 October 2013.

 

Virgin Rail Group

 

Financial performance

 

The financial performance of the Group's Virgin Rail joint venture (excluding exceptional items) for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

49% share:

2014

£m

2013

£m

Revenue and like-for-like revenue

247.4

233.6

Operating profit

11.2

1.4

Net finance income

0.2

0.2

Taxation

(2.4)

(0.5)

Profit after tax

9.0

1.1

Operating margin

4.5%

0.6%

 

The new West Coast Trains franchise commenced on 22 June 2014 and is planned to run until at least 31 March 2017. The DfT has the discretion to extend the contract, on pre-agreed terms, by an additional year to 31 March 2018. This is a commercial franchise where Virgin Rail Group takes the majority of revenue and cost risk. As a result of the significant transfer of risk to Virgin Rail Group, the business has the opportunity to earn a commercial return. The franchise has benefited from lower than expected fuel and electric traction (EC4T) costs as well as good passenger revenue. Under the terms of the contract, the DfT benefits from this good performance as part of a profit share agreement.

 

In 2012, the DfT cancelled the competition for a new long-term West Coast Trains franchise. As a temporary measure, Virgin Rail Group operated the West Coast franchise under a management contract from December 2012 to June 2014. Under this temporary arrangement, Virgin Rail Group contractually earned a management fee equivalent to 1% of revenue from the West Coast rail franchise. As a result, prior year profitability was unusually low. Profit in the current year is more consistent with other commercial rail franchises, taking account of the transfer of risk to Virgin Rail Group as a result of the new franchise that began in June 2014.

Twin America

 

Financial performance

 

The financial performance of the Group's Twin America joint venture (excluding exceptional items) for the six months ended 31 October 2014 is summarised below:

 

Six months to 31 October

60% share:

2014

US$m

2013

US$m

Change

Revenue

52.5

54.0

(2.8)%

Operating profit

7.0

12.7

(44.9)%

Taxation

(0.2)

(0.4)

(50.0)%

Profit after tax

6.8

12.3

(44.7)%

Operating margin

13.3%

23.5%

(1,020)bp

 

Trading at our Twin America joint venture remains challenging as a result of an increasingly competitive New York sightseeing market. Competitors include major international bus operators such as Big Bus and RATP. As a result, our share of profit after tax from the joint venture during the six months to 31 October 2014 has reduced from US$12.3m to US$6.8m.

 

In December 2012, the United States Department of Justice ("DoJ") and the Attorney General of the State of New York ("NYAG") initiated legal proceedings against Twin America, Stagecoach subsidiaries and others alleging that the formation of Twin America in 2009 was anticompetitive. We fundamentally disagree with their allegations and their assessment of the joint venture. Private actions were also filed in relation to this matter.

 

As previously reported, the defendants in the case have not admitted any liability but have agreed a cash settlement of US$19m (c.£12m) with the private plaintiffs to fully resolve the private litigation. We are pleased that settlement has now received final court approval. We remain in dialogue with the DoJ and the NYAG regarding the Twin America joint venture and we are exploring whether a settlement of the matters raised can be reached.

 

Depreciation and intangible asset expenses

 

Earnings before interest, taxation, depreciation, intangible asset expenses and exceptional items (pre-exceptional EBITDA) amounted to £190.2m (2013: £185.7m). Pre-exceptional EBITDA can be reconciled to the financial statements as follows:

 

 

 

Six months to 31 October

 

 

2014

£m

 

 

2013

£m

12 months to 31 Oct 2014

£m

Total operating profit before intangible asset expenses and exceptional items

 

 

129.8

 

 

126.5

 

 

226.6

Depreciation

57.9

58.3

115.3

Add back joint venture finance income & tax

 

2.5

 

0.9

 

2.8

Pre-exceptional EBITDA

190.2

185.7

344.7

 

Depreciation fell slightly from the equivalent prior year period due to the effect of foreign exchange rate movements on the sterling value of depreciation for the North America Division and the reassessment of the useful economic lives of assets in the UK Rail Division.

 

The income statement charge for intangible assets, decreased from £7.2m to £5.0m, principally due to certain intangible assets becoming fully amortised during the six months to 31 October 2014.

 

Exceptional items

 

A pre-tax exceptional loss of £5.3m was recognised in the six months ended 31 October 2014, which related to the following items:

 

· One of our US businesses failed to retain certain contracts to operate bus services on behalf of a local authority when those contracts were re-tendered. As a result, it now expects to cease operations at one of its depots, which is leased. A provision of £2.0m has been recorded in respect of the leased depot as that lease is now determined to be onerous because the forecast, unavoidable costs of meeting the Group's obligations under the lease exceed the forecast economic benefits forecast to be received as a result of the lease.

· We have previously expensed amounts as exceptional items in respect of the anticipated legal costs and settlement amounts related to Twin America litigation. As a result of the prolonged nature of the litigation process and the ongoing settlement discussions, we now anticipate further legal costs in excess of those previously expensed. Additional expenses of £3.3m have therefore been recognised in the Group's consolidated income statement for the six months ended 31 October 2014.

 

Finance costs

 

Net finance costs for the six months ended 31 October 2014 were £21.2m (2013: £20.9m) and can be further analysed as follows:

 

Six months to 31 October

2014

£m

2013

£m

Finance costs

Interest payable and facility costs on bank loans, overdrafts and trade finance

3.6

3.1

Hire purchase and finance lease interest payable

1.3

2.0

Interest payable and other finance costs on bonds

13.6

14.2

Unwinding of discount on provisions

1.9

2.0

Interest charge on defined benefit pension schemes

2.5

2.3

22.9

23.6

Finance income

Interest receivable on cash

(0.8)

(1.8)

Effect of interest rate swaps

(0.9)

(0.9)

(1.7)

(2.7)

Net finance costs

21.2

20.9

 

Taxation

 

The effective tax rate for the six months ended 31 October 2014, excluding exceptional items, was 21.8% (2013: 20.8%). This is around 2.2% higher than our expected rate for the full year ending 30 April 2015 due to the seasonality of taxable profits in different tax territories.

 

The tax charge can be analysed as follows:

 

 

Six months to 31 October 2014

Pre-tax profit

£m

 

Tax

£m

 

Rate

%

Excluding intangible asset expenses and exceptional items

 

 

111.3

 

 

(24.8)

 

 

22.3%

Intangible asset expenses

(5.0)

1.6

32.0%

106.3

(23.2)

21.8%

Exceptional items

(5.3)

2.1

39.6%

101.0

(21.1)

20.9%

Reclassify joint venture taxation for reporting purposes

 

 

(2.7)

 

 

2.7

Reported in income statement

98.3

(18.4)

18.7%

 

Fuel costs

 

The Group's operations as at 31 October 2014 consume approximately 399.2m litres of diesel fuel per annum. As a result, the Group's profit is exposed to movements in the underlying price of fuel. The Group's fuel costs include the costs of delivery and duty as well as the costs of the underlying product. Accordingly, not all of the cost varies with movements in oil prices.

 

The proportion of the Group's projected fuel usage (excluding any fuel required by a new East Coast rail franchise) that is now hedged using fuel swaps is as follows:

 

Year ending 30 April

2015

2016

2017

2018

Total Group

83%

63%

7%

2%

The Group has no fuel hedges in place for periods beyond 30 April 2018.

 

Cash flows and net debt

 

Net cash from operating activities before tax for the six months ended 31 October 2014 was £176.2m (2013: £154.3m) and can be further analysed as follows:

 

Six months to 31 October

2014

£m

2013

£m

EBITDA of Group companies before exceptional items

 

173.8

 

174.8

Loss on disposal of property, plant and equipment

 

0.1

 

0.7

Equity-settled share based payment expense

 

1.2

 

1.2

Working capital movements

15.4

(21.2)

Net interest paid

(6.8)

(6.3)

Dividends from joint ventures

0.6

5.1

Net cash flows from operating activities before taxation

 

176.2

 

154.3

 

The Group's profit for the period has supported further investment in the business and dividend payments to shareholders. Net debt (as analysed in note 18 to the condensed financial statements) decreased from £461.6m at 30 April 2014 to £430.7m at 31 October 2014. The movement in net debt, showing train operating companies separately, was:

 

Six months to 31 October 2014

Train operating companies

£m

 

 

Other

£m

 

 

Total

£m

EBITDA of Group companies before exceptional items

16.3

157.5

173.8

Loss on disposal of property, plant and equipment

-

0.1

0.1

Equity-settled share based payment expense

0.3

0.9

1.2

Working capital movements

41.4

(34.6)

6.8

Net interest paid

(0.2)

(6.1)

(6.3)

Dividends from joint ventures

-

0.6

0.6

Net cash flows from operating activities before taxation

57.8

118.4

176.2

Inter-company movements

1.2

(1.2)

-

Tax paid

(3.0)

(14.9)

(17.9)

Investing activities

2.5

(79.9)

(77.4)

Financing activities

-

(41.3)

(41.3)

Foreign exchange

-

(8.7)

(8.7)

Movement in net debt

58.5

(27.6)

30.9

Opening net debt

170.8

(632.4)

(461.6)

Closing net debt

229.3

(660.0)

(430.7)

 

Cash in our train operating companies as at 31 October 2014 was higher than we anticipated and as a result, consolidated net debt of £430.7m was lower than we expected. This was due to the £41.4m working capital inflow shown above, reflecting the timing of rail cash flows, with the train operating companies making significant payments shortly after the balance sheet date. The £34.6m working capital outflow shown above in relation to the other businesses principally relates to the timing of cash flows over the course of the financial year and we expect it to mostly reverse by 30 April 2015.

 

For the year as a whole to 30 April 2015, we expect consolidated net debt to increase from that at 30 April 2014. The expected increase takes account of our ongoing investment plans, including the planned capital expenditure to support megabus.com growth in mainland Europe, and forecast working capital outflows in the train operating companies including the anticipated effects of an increase in revenue support receivables, cash expenditure in the current year for which funding was received in previous years and the timing of rail industry cash flows.

 

The impact of purchases of property, plant and equipment for the six months on net debt was £115.7m (2013: £86.1m). This primarily related to expenditure on passenger service vehicles, and comprised cash outflows of £109.6m (2013: £83.1m) and new hire purchase and finance lease debt of £6.1m (2013: £3.0m). In addition, £31.4m (2013: £19.5m) cash was received from disposals of property, plant and equipment. Around £30m of this cash received related to the UK Rail Division where assets constructed or purchased by the division were then sold to Network Rail.

The net impact of purchases and disposals of property, plant and equipment, split by division, was:

 

Six months to 31 October

2014

£m

2013

£m

UK Bus (regional operations)

63.1

53.2

UK Bus (London)

1.3

1.1

North America

21.3

12.0

UK Rail

(1.4)

0.3

84.3

66.6

The Group's net debt at 31 October 2014 is further analysed below:

 

 

 

Fixed rate

£m

Floating rate

£m

 

Total

£m

Unrestricted cash

-

43.5

43.5

Cash held within train operating companies

-

229.3

229.3

Restricted cash

-

18.9

18.9

Total cash and cash equivalents

-

291.7

291.7

Sterling bond

(400.0)

-

(400.0)

US Notes

-

(93.4)

(93.4)

Sterling hire purchase and finance leases

(4.3)

(59.1)

(63.4)

US dollar hire purchase and finance leases

(40.9)

-

(40.9)

Loan notes

-

(19.7)

(19.7)

Bank loans

-

(105.0)

(105.0)

Net debt

(445.2)

14.5

(430.7)

 

The split between fixed and floating rate debt shown above takes account of the effect of interest rate swaps in place as at 31 October 2014.

 

 

Liquidity and bank re-financing

 

The Group's financial position remains strong and is evidenced by:

· The ratio of net debt at 31 October 2014 to pre-exceptional EBITDA for the twelve months ended 31 October 2014 was 1.2 times (2013: 1.5 times).

· Pre-exceptional EBITDA for the six months ended 31 October 2014 was 9.1 times (2013: 9.0 times) net finance charges (including joint venture net finance income).

· Undrawn, committed bank facilities of £383.2m at 31 October 2014 (30 April 2014: £342.1m) were available to be drawn as bank loans with further amounts available only for non-cash utilisation. In addition, the Group has available asset finance lines.

· The three main credit rating agencies continue to assign investment grade credit ratings to the Group.

The Group entered into £535m of new bank facilities in October 2014. The new facilities have been committed for a period of five years to October 2019 with the potential for them to be extended by up to a further two years. These facilities replace previous bank facilities that were due to expire in February 2016.

 

Capital structure

 

It is the Group's objective to maintain an investment grade credit rating. The Group is currently rated investment grade by three major, independent credit rating agencies. That enhances our ability to access cost-effective funding on a timely basis and enables us to demonstrate financial strength when bidding for UK rail franchises and other contracts. The financial standing of interested parties is considered by government in determining the short list of bidders for a UK rail franchise.

 

The Group has no current plan to return additional funds to shareholders. It keeps its capital structure under review and has increased the interim dividend by over 10%.

 

Business combinations and disposals

 

The Group completed no acquisitions or disposals in the six months ended 31 October 2014.

 

Franchise award

 

A Stagecoach subsidiary, Inter City Railways Limited ("ICR"), has been awarded a contract to operate the InterCity East Coast rail franchise from March 2015. Stagecoach holds 90% of the share capital of ICR and Virgin holds the remaining 10%. Stagecoach will continue to account for ICR as a subsidiary in its consolidated financial statements and Virgin's interest in ICR will be presented as a minority interest in those consolidated financial statements. Under the terms of the franchise award, it is expected that ICR will purchase the entire share capital of East Coast Main Line Company Limited ("East Coast") for a consideration of c.£11m, to be settled in cash. East Coast is the current train operating company for the East Coast franchise. We expect the purchase to complete by March 2015.

 

Net assets

 

Net assets at 31 October 2014 were £76.3m (30 April 2014: £79.3m) with actuarial losses on pension schemes and fair value losses on derivatives used for cash flow hedges offsetting the strong results for the six months.

 

Retirement benefit obligations

 

The reported net assets of £76.3m (30 April 2014: £79.3m), that are shown on the consolidated balance sheet are after taking account of net pre-tax retirement benefit liabilities of £171.1m (30 April 2014: £115.8m), and associated deferred tax assets of £34.2m (30 April 2014: £23.1m).

 

The Group recognised pre-tax actuarial losses of £53.2m in the six months ended 31 October 2014 (2013: £6.9m) on Group defined benefit schemes.

 

The increase in the net pension obligation over the six month period principally reflects an increase in pension liabilities arising from a reduction in the discount rate applied to the estimated future cash payments of pensions. The accounting standard requires the discount rate to be equivalent to that on a high-quality bond of comparable currency and duration to the liabilities as at the balance sheet date. Yields on AA-rated sterling bonds have fallen during the six month period, resulting in a lower discount rate for the purposes of calculating our pension liabilities and hence, the increase in the net pension obligation.

Related parties

 

Details of significant transactions and events in relation to related parties are given in note 20 to the condensed financial statements.

Principal risks and uncertainties

 

Like most businesses, there is a range of risks and uncertainties facing the Group. A brief summary is given below of those specific risks and uncertainties that the Directors believe could have the most significant impact on the Group's financial position and/or future financial performance. Pages 8 to 12 of the Group's 2014 Annual Report set out specific risks and uncertainties in more detail. That discussion included risks related to potential changes to regulatory environments. As explained elsewhere in this interim management report, we have since seen further developments in relation to regulatory risks. In particular, the political debate has intensified on whether London-style bus contracting systems should be introduced to other parts of the UK, with that largely being part of a wider debate around greater devolution within the UK.

 

Although not a new risk to the Group, the risk of litigation has been added to those risks considered to be most significant to the Group. While the Group looks to minimise litigation risk, the ongoing litigation relating to its Twin America joint venture exemplifies the risk and we continue to see a particularly litigious environment in the United States.

 

Again, while it is not a new risk to the Group, the risk of competition has been added to those risks considered to be most significant to the Group. The Group's businesses operate in competitive markets and competition is considered as part of the description and strategy of each business segment on pages 4 to 6 of the Group's 2014 Annual Report. Private cars are a key source of competition. In addition, other transport operators also compete with our businesses and examples of that are referred to elsewhere in this interim management report in relation to the changes in the competitive environment in which our Manchester bus business operates and also, the highly competitive New York entertainment market faced by our Twin America joint venture.

 

The matters summarised below are not intended to represent an exhaustive list of all possible risks and uncertainties. In assessing the Group's likely financial performance for the second half of the current financial year, these risks and uncertainties should be considered in addition to the matters referred to regarding seasonality in note 3 to the condensed financial statements, and the comments made later under the heading "Current trading and outlook".

 

· Catastrophic events- there is a risk that the Group is involved (directly or indirectly) in a major operational incident.

· Terrorism - there is a risk that the demand for the Group's services could be adversely affected by a significant terrorist incident.

· Economy - the economic environment in the geographic areas in which the Group operates affects the demand for the Group's bus and rail services. 

· Rail cost base- a substantial element of the cost base of the UK Rail division is essentially fixed as under its UK rail franchise agreements, the Group is obliged to provide a minimum level of train services and is less able to flex supply in response to changes in demand.

· Sustainability of rail profit - there is a risk that the Group's revenue and profit could be significantly affected (either positively or negatively) as a result of the Group winning new UK rail franchises or failing to retain its existing franchises.

· Breach of franchise- if the Group fails to comply with certain conditions as part of its rail franchise agreements it may be liable to penalties including potential termination of one or more of the rail franchise agreements.

· Pension scheme funding - the Group participates in a number of defined benefit pension schemes, and there is a risk that the cash contributions required increase or decrease due to changes in factors such as investment performance, discount rates and life expectancies.

· Insurance and claims environment - there is a risk that the cost to the Group of settling claims against it is significantly higher or lower than expected.

· Regulatory changes and availability of public funding - there is a risk that changes to the regulatory environment or changes to the availability of public funding could affect the Group's prospects. Such changes may arise as a result of the outcome of the 2015 UK General Election, where there are election manifesto proposals to devolve power over public transport networks to cities and regions. This may lead to bus services being regulated similarly to London, which could adversely affect the Group's financial performance.

· Management and board succession - there is a risk that the Group does not recruit and retain sufficient directors and managers with the skills important to the operation of the business.

· Competition - in certain of the markets we operate in, there is a risk of increased competitive pressures from existing competitors and new entrants.

· Litigation - there is a risk of commercial and consumer litigation arising from the legal environment in some markets, particularly North America.

· Disease - there is a risk that demand for the Group's services could be adversely affected by a significant outbreak of disease.

· Information technology- there is a risk that the Group's capability to make Internet sales either fails or cannot meet levels of demand. There are also risks associated with IT systems failures and potential malicious attacks on systems.

· Treasury risks- the Group is affected by changes in fuel prices, interest rates and exchange rates.

 

Going concern

 

On the basis of current financial projections and the facilities available, the Directors are satisfied that the Group has adequate resources to continue for the foreseeable future and, accordingly, consider it appropriate to adopt the going concern basis in preparing the condensed financial statements for the six months ended 31 October 2014.

 

Current trading and outlook

 

We see positive long-term prospects for public transport in our bus and rail markets in the UK, mainland Europe and North America. There is a large market opportunity for modal shift from cars to public transport against a backdrop of rising road congestion and increasing environmental awareness and regulation. We have a proven organic growth strategy built on continued investment, good value travel and high customer satisfaction.

 

At the same time, our sector faces challenges ahead. We are planning prudently in view of the ongoing pressure on public sector spending, including on transport expenditure such as concessionary fares schemes. While our fuel costs will be lower in 2015/16, falling fuel prices also affect the relative cost of travel by private car and the linked demand for bus and rail travel. We remain mindful of the UK political environment, the debate around the best model to deliver public transport and the potential impact on our bus and rail businesses. We will continue to make a robust case for partnership working and the benefits it delivers for customers and taxpayers.

 

As explained earlier, we have revised our view of the expected divisional mix of profit in the year ending 30 April 2015, lowering our expectations of operating profit from our regional UK Bus a nd North America businesses but with that being offset by other areas, including the share of profit we expect from Virgin Rail Group. Overall current trading is satisfactory and we are on course to meet our expectation of adjusted earnings per share for the year.

 

 

 

 

Martin Griffiths

Chief Executive

10 December 2014

 

 

 

 

Responsibility Statement

 

We confirm that to the best of our knowledge:

 

(a) the condensed consolidated interim financial information contained in this document has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting" as adopted by the European Union;

 

(b) the interim management report contained in this document includes a fair review of the information required by the Financial Conduct Authority's Disclosure and Transparency Rules ("DTR") 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

 

(c) this document includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions and changes therein).

 

By order of and on behalf of the Board

 

 

 

 

Martin Griffiths Ross Paterson

Chief Executive Finance Director

10 December 2014 10 December 2014

 

 

 

Cautionary statement

 

The preceding interim management report has been prepared for the shareholders of the Company, as a body, and no other persons. Its purpose is to assist shareholders of the Company to assess the strategies adopted by the Company and the potential for those strategies to succeed and for no other purpose. The interim management report contains forward-looking statements that are subject to risk factors associated with, amongst other things, the economic, regulatory and business circumstances occurring from time to time in the countries, sectors and markets in which the Group operates. It is believed that the expectations reflected in these statements are reasonable but they may be affected by a wide range of variables that could cause actual results to differ materially from those currently anticipated. No assurances can be given that the forward-looking statements will be realised. The forward-looking statements reflect the knowledge and information available at the date of preparation. Nothing in the interim management report should be considered or construed as a profit forecast for the Group. Except as required by law, the Group has no obligation to update forward-looking statements or to correct any inaccuracies therein.

 

 

CONDENSED FINANCIAL STATEMENTS

 

CONSOLIDATED INCOME STATEMENT

 

Unaudited

Unaudited

6 months to 31 October 2014

6 months to 31 October 2013

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

 

Notes

£m

£m

£m

£m

£m

£m

Revenue

4(a)

1,545.0

-

1,545.0

1,473.9

-

1,473.9

Operating costs and other operating income

(1,429.1)

(5.0)

(1,434.1)

(1,357.4)

(7.2)

(1,364.6)

Operating profit of Group companies

4(b)

115.9

(5.0)

110.9

116.5

(7.2)

109.3

Share of profit of joint ventures after finance income and taxation

4(c)

13.9

(1.3)

12.6

10.0

0.8

10.8

Total operating profit: Group operating profit and share of joint ventures' profit after taxation

4(b)

129.8

(6.3)

123.5

126.5

(6.4)

120.1

Non-operating exceptional items

5

-

(4.0)

(4.0)

-

(0.7)

(0.7)

Profit before interest and taxation

129.8

(10.3)

119.5

126.5

(7.1)

119.4

Finance costs

(22.9)

-

(22.9)

(23.6)

-

(23.6)

Finance income

1.7

-

1.7

2.7

-

2.7

Profit before taxation

108.6

(10.3)

98.3

105.6

(7.1)

98.5

Taxation

(22.1)

3.7

(18.4)

(22.0)

2.4

(19.6)

Profit from continuing operations and profit after taxation for the period attributable to equity shareholders of the parent

86.5

(6.6)

79.9

83.6

(4.7)

78.9

 

Earnings per share from continuing and total operations

- Adjusted basic/Basic

15.1p

13.9p

14.6p

13.7p

- Adjusted diluted/Diluted

15.0p

13.8p

14.4p

13.6p

 

 

The accompanying notes form an integral part of this consolidated income statement.

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

£m

£m

Profit for the period attributable to equity shareholders of the parent

79.9

78.9

Items that may be reclassified to profit or loss

Cash flow hedges:

- Net fair value (losses)/gains on cash flow hedges

(21.2)

7.2

- Reclassified and reported in profit for the period

7.1

(0.3)

- Share of other comprehensive expense on joint ventures' cash flow hedges

(1.0)

-

- Tax effect of cash flow hedges

2.8

(1.6)

- Tax effect of other comprehensive expense on joint ventures' cash flow hedges

0.2

-

Foreign exchange differences on translation of foreign operations (net of hedging)

 

5.9

 

(6.6)

Total items that may be reclassified to profit or loss

(6.2)

(1.3)

Items that will not be reclassified to profit or loss

Actuarial losses on Group defined benefit pension schemes

(53.2)

(6.9)

Tax effect of actuarial losses on Group defined benefit pension schemes

10.6

(1.8)

Share of actuarial gains on joint ventures' defined benefit schemes

7.1

-

Tax effect of actuarial gains on joint ventures' defined benefit pension schemes

(1.4)

-

Total items that will not be reclassified to profit or loss

(36.9)

(8.7)

Other comprehensive expense for the period

(43.1)

(10.0)

Total comprehensive income for the period attributable to equity shareholders of the parent

36.8

68.9

 

 

 

CONSOLIDATED BALANCE SHEET (STATEMENT OF FINANCIAL POSITION)

 

Unaudited

Audited

 

 

Notes

As at

31 October 2014

£m

As at

30 April 2014

£m

ASSETS

Non-current assets

Goodwill

8

129.7

125.4

Other intangible assets

9

21.4

22.6

Property, plant and equipment

10

1,074.8

1,040.9

Interests in joint ventures

11

61.6

42.8

Available for sale and other investments

-

0.3

Derivative instruments at fair value

-

0.1

Retirement benefit asset

14

6.3

7.8

Other receivables

15.2

14.2

 

1,309.0

1,254.1

Current assets

Inventories

23.8

24.6

Trade and other receivables

242.0

269.2

Derivative instruments at fair value

-

0.5

Foreign tax recoverable

0.4

0.8

Cash and cash equivalents

291.7

240.3

Assets classified as held for sale

3.9

-

 

561.8

535.4

Total assets

4(d)

1,870.8

1,789.5

LIABILITIES

Current liabilities

Trade and other payables

575.3

581.2

Current tax liabilities

50.5

49.7

Borrowings

52.8

50.9

Derivative instruments at fair value

11.7

9.8

Provisions

57.7

57.5

 

748.0

749.1

Non-current liabilities

Other payables

31.1

28.5

Borrowings

689.8

660.2

Derivative instruments at fair value

16.5

3.4

Deferred tax liabilities

20.2

34.0

Provisions

111.5

111.4

Retirement benefit obligations

14

177.4

123.6

 

1,046.5

961.1

Total liabilities

4(d)

1,794.5

1,710.2

Net assets

4(d)

76.3

79.3

EQUITY

Ordinary share capital

15

3.2

3.2

Share premium account

8.4

8.4

Retained earnings

(304.5)

(310.0)

Capital redemption reserve

422.8

422.8

Own shares

(28.8)

(25.7)

Translation reserve

(4.1)

(10.0)

Cash flow hedging reserve

(20.7)

(9.4)

Total equity

76.3

79.3

 

 

The accompanying notes form an integral part of this consolidated balance sheet.

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

 

Ordinary share capital

£m

Share premium

account

£m

 

Retained earnings

£m

Capital redemption reserve

£m

 

 

Own shares

£m

 

Translation reserve

£m

Cash flow hedging reserve

£m

 

Total

equity

£m

Balance at 30 April 2014 and 1 May 2014

3.2

8.4

(310.0)

422.8

(25.7)

(10.0)

(9.4)

79.3

Profit for the period

-

-

79.9

-

-

-

-

79.9

Other comprehensive income/(expense) net of tax

-

-

(37.7)

-

-

5.9

(11.3)

(43.1)

Total comprehensive income/(expense)

-

-

42.2

-

-

5.9

(11.3)

36.8

Own ordinary shares purchased

-

-

-

-

(3.1)

-

-

(3.1)

Credit in relation to equity-settled share based payments

-

-

1.2

-

-

-

-

1.2

Dividends paid on ordinary shares

-

-

(37.9)

-

-

-

-

(37.9)

Balance at 31 October 2014

3.2

8.4

(304.5)

422.8

(28.8)

(4.1)

(20.7)

76.3

 

 

 

Balance at 30 April 2013 and 1 May 2013

3.2

8.4

(391.0)

422.8

(23.4)

4.8

(8.5)

16.3

Profit for the period

-

-

78.9

-

-

-

-

78.9

Other comprehensive income/(expense) net of tax

-

-

(8.7)

-

-

(6.6)

5.3

(10.0)

Total comprehensive income/(expense)

-

-

70.2

-

-

(6.6)

5.3

68.9

Own ordinary shares purchased

-

-

-

-

(2.3)

-

-

(2.3)

Credit in relation to equity-settled share based payments

-

-

1.2

-

-

-

-

1.2

Dividends paid on ordinary shares

-

-

(34.4)

-

-

-

-

(34.4)

Balance at 31 October 2013

3.2

8.4

(354.0)

422.8

(25.7)

(1.8)

(3.2)

49.7

 

The accompanying notes form an integral part of this consolidated statement of changes in equity.

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

 

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

Notes

£m

£m

Cash flows from operating activities

Cash generated by operations

16

181.9

155.5

Interest paid

(7.9)

(8.4)

Interest received

1.6

2.1

Dividends received from joint ventures

0.6

5.1

Net cash flows from operating activities

176.2

154.3

Tax paid

(17.9)

(12.4)

Net cash from operating activities after tax

158.3

141.9

Cash flows from investing activities

Acquisition of subsidiaries, net of cash acquired

-

(0.2)

Disposals and closures of subsidiaries and other businesses, net of cash disposed of

 

 

 

-

 

2.5

Purchase of property, plant and equipment

(109.6)

(83.1)

Disposal of property, plant and equipment

31.4

19.5

Purchase of intangible assets

(3.4)

(2.4)

Movement in loans from joint ventures

10.3

-

Net cash outflow from investing activities

(71.3)

(63.7)

Cash flows from financing activities

Purchase of treasury shares

(3.1)

(2.3)

Repayments of hire purchase and lease finance

(15.2)

(33.7)

Drawdown of other borrowings

90.9

60.0

Repayment of other borrowings

(71.0)

(45.3)

Dividends paid on ordinary shares

6

(37.9)

(34.4)

Sale of tokens

0.2

0.3

Redemption of tokens

(0.5)

(0.6)

Net cash used in financing activities

(36.6)

(56.0)

Net increase in cash and cash equivalents

50.4

22.2

Cash and cash equivalents at the beginning of the period

240.3

262.2

Exchange rate effects

1.0

(0.8)

Cash and cash equivalents at the end of the period

291.7

283.6

 

Cash and cash equivalents for the purposes of the consolidated cash flow statement comprise cash at bank and in hand, overdrafts and other short-term highly liquid investments with maturities at the balance sheet date of twelve months or less.

 

The accompanying notes form an integral part of this consolidated statement of cash flows.

 

NOTES

 

1

BASIS OF PREPARATION

 

The condensed consolidated interim financial information for the six months ended 31 October 2014 has been prepared in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority and International Accounting Standard 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 30 April 2014, which have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union. Except to the extent described below, the accounting policies and methods of computation applied in the consolidated interim financial information are consistent with those of the annual financial statements for the year ended 30 April 2014, as described on pages 67 to 74 of the Group's 2014 Annual Report which can be found on the Stagecoach Group website at http://www.stagecoach.com/investors/financial-analysis/reports/.

 

This condensed consolidated interim financial information for the six months ended 31 October 2014 has not been audited, nor has the comparative financial information for the six months ended 31 October 2013 but they have both been reviewed by the auditors. The comparative financial information presented in this announcement for the year ended 30 April 2014 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006 and does not reflect all of the information contained in the Company's annual financial statements. The annual financial statements for the year ended 30 April 2014, which were approved by the Board of Directors on 25 June 2014, received an unqualified audit report, did not contain an emphasis of matter paragraph, did not contain a statement under section 498(2) or (3) of the Companies Act 2006 and have been filed with the Registrar of Companies.

 

The Board of Directors approved this announcement, including the condensed consolidated interim financial information, on 10 December 2014. This announcement will shortly be available on the Group's website at http://www.stagecoach.com/investors/financial-analysis/reports/.

 

New standards, amendments to standards and interpretations that are mandatory for the first time for the financial year beginning 1 May 2014, and which include IFRS 10 'Consolidated Financial Statements', IFRS 11 'Joint Arrangements' and IFRS 12 'Disclosure of Interests in Other Entities', do not have any significant effect on the consolidated financial statements of the Group.

 

 

2

FOREIGN CURRENCIES

 

The principal rates of exchange used to translate the results of foreign operations are as follows:

 

6 months to

31 October

2014

6 months to

31 October

2013

Year to

30 April

2014

US Dollar:

Period end rate

1.5998

1.6066

1.6886

Average rate

1.6647

1.5566

1.6013

Canadian Dollar:

Period end rate

1.8037

1.6755

1.8531

Average rate

1.8209

1.6097

1.6994

 

 

3

SEASONALITY

 

The Group's North American bus operations and the Twin America joint venture typically earn higher operating profit for the first half of the financial year (i.e. the six months ended 31 October) than for the second half. This is because leisure customers generate an element of the revenue with demand being at its strongest in the summer months.

 

From December 2012 until June 2014, Virgin Rail Group operated the West Coast rail franchise under a management contract and earning a pre-tax profit equivalent to 1% of revenue, with the DfT taking virtually all of the risk that revenue and/or costs differ from those expected. The new West Coast rail franchise commenced in June 2014 and is operated under more normal commercial terms, with Virgin Rail Group at risk for variations in revenue and cost, and expecting to earn a commensurate return. This contractual change could affect the seasonality of Virgin Rail Group's profits in the year ending 30 April 2015.

 

 

 

4

SEGMENTAL ANALYSIS

 

The Group is managed, and reports internally, on a basis consistent with its four continuing operating segments, being UK Bus (regional operations), UK Bus (London), North America and UK Rail. The Group's IFRS accounting policies are applied consistently, where appropriate, to each segment.

The segmental information provided in this note is on the basis of four operating segments as follows:

 

Segment name

Service operated

Countries of operation

UK Bus (regional operations)

Coach and bus operations

United Kingdom (and immaterial operations in mainland Europe)

UK Bus (London)

Bus operations

United Kingdom

North America

Coach and bus operations

USA and Canada

UK Rail

Rail operations

United Kingdom

 

The basis of segmentation is consistent with the Group's last annual financial statements for the year ended 30 April 2014.

 

The Group has interests in three joint ventures: Virgin Rail Group that operates in UK Rail, Citylink that operates in UK Bus (regional operations) and Twin America that operates in North America. The results of these joint ventures are shown separately in note 4(c).

 

(a)

Revenue

 

Due to the nature of the Group's business, the origin and destination of revenue is the same in all cases except in respect of an immaterial amount of revenue for services operated by UK Bus (regional operations) between the UK and mainland Europe. As the Group sells bus and rail services to individuals, it has few customers that are individually "major". Its major customers are typically public bodies that subsidise or procure transport services - such customers include local authorities, transport authorities and the UK Department for Transport.

 

Revenue split by segment was as follows:

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

£m

£m

Continuing operations

UK Bus (regional operations)

527.1

504.3

UK Bus (London)

131.3

115.4

North America

224.6

238.3

Total bus operations

883.0

858.0

UK Rail

664.3

619.5

Total Group revenue

1,547.3

1,477.5

Intra-Group revenue - UK Bus (regional operations)

(2.3)

(3.6)

Reported Group revenue

1,545.0

1,473.9

 

 

4

SEGMENTAL ANALYSIS (CONTINUED)

 

(b)

Operating profit

 

Operating profit split by segment was as follows:

 

Unaudited

Unaudited

6 months to 31 October 2014

6 months to 31 October 2013

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

 

 

£m

£m

£m

£m

£m

£m

Continuing operations

UK Bus (regional operations)

77.3

-

77.3

76.9

-

76.9

UK Bus (London)

10.2

-

10.2

9.6

-

9.6

North America

21.7

-

21.7

19.6

-

19.6

Total bus operations

109.2

-

109.2

106.1

-

106.1

UK Rail

14.4

-

14.4

18.0

-

18.0

123.6

-

123.6

124.1

-

124.1

Group overheads

(7.2)

-

(7.2)

(7.0)

-

(7.0)

Intangible asset expenses

-

(5.0)

(5.0)

-

(7.2)

(7.2)

Restructuring costs

(0.5)

-

(0.5)

(0.6)

-

(0.6)

Total operating profit of Group companies

115.9

(5.0)

110.9

116.5

(7.2)

109.3

Share of joint ventures' profit after finance income and taxation

 

13.9

 

(1.3)

 

12.6

 

10.0

 

0.8

 

10.8

Total operating profit:

Group operating profit and share of joint ventures' profit after taxation

129.8

(6.3)

123.5

126.5

(6.4)

120.1

 

 

(c)

Joint ventures

 

The share of profit from joint ventures was further split as follows:

 

Unaudited

Unaudited

6 months to 31 October 2014

6 months to 31 October 2013

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

Performance pre intangibles and exceptional items

Intangibles and exceptional items

(note 5)

Results for the period

 

 

£m

£m

£m

£m

£m

£m

Virgin Rail Group (UK Rail)

Operating profit

11.2

-

11.2

1.4

1.0

2.4

Finance income (net)

0.2

-

0.2

0.2

-

0.2

Taxation

(2.4)

-

(2.4)

(0.5)

(0.2)

(0.7)

9.0

-

9.0

1.1

0.8

1.9

Citylink (UK Bus, regional operations)

Operating profit

1.0

-

1.0

1.3

-

1.3

Taxation

(0.2)

-

(0.2)

(0.3)

-

(0.3)

0.8

-

0.8

1.0

-

1.0

Twin America (North America)

Operating profit

4.2

(1.3)

2.9

8.2

-

8.2

Taxation

(0.1)

-

(0.1)

(0.3)

-

(0.3)

4.1

(1.3)

2.8

7.9

-

7.9

Share of profit of joint ventures after finance income and taxation

13.9

(1.3)

12.6

10.0

0.8

10.8

 

4

SEGMENTAL ANALYSIS (CONTINUED)

 

(d)

Gross assets and liabilities

 

Assets and liabilities split by segment were as follows:

 

Unaudited

Unaudited

As at 31 October 2014

As at 30 April 2014

Gross assets

Gross liabilities

Net

assets/

(liabilities)

Gross assets

Gross liabilities

Net

assets/

 (liabilities)

£m

£m

£m

£m

£m

£m

Continuing operations

UK Bus (regional operations)

849.1

(323.4)

525.7

805.3

(310.1)

495.2

UK Bus (London)

81.9

(102.8)

(20.9)

84.1

(69.8)

14.3

North America

375.0

(108.6)

266.4

349.0

(102.3)

246.7

UK Rail

191.4

(400.9)

(209.5)

245.3

(402.4)

(157.1)

1,497.4

(935.7)

561.7

1,483.7

(884.6)

599.1

Central functions

19.7

(45.5)

(25.8)

21.9

(30.8)

(8.9)

Joint ventures

61.6

-

61.6

42.8

-

42.8

Borrowings and cash

291.7

(742.6)

(450.9)

240.3

(711.1)

(470.8)

Taxation

0.4

(70.7)

(70.3)

0.8

(83.7)

(82.9)

Total

1,870.8

(1,794.5)

76.3

1,789.5

(1,710.2)

79.3

 

 

5

EXCEPTIONAL ITEMS AND INTANGIBLE ASSET EXPENSES

 

The Group separately highlights intangible asset expenses and exceptional items. Exceptional items are defined in note 22.

 

The items shown in the column headed "Intangibles and exceptional items" on the face of the consolidated income statement for the six months ended 31 October 2014 and the six months ended 31 October 2013 can be further analysed as follows:

 

Unaudited

Unaudited

6 months to 31 October 2014

6 months to 31 October 2013

Exceptional items

Intangible asset expenses

Intangibles and exceptional items

Exceptional items

Intangible asset expenses

Intangibles and exceptional items

£m

£m

£m

£m

£m

£m

Operating costs

Intangible asset expenses

-

(5.0)

(5.0)

-

(7.2)

(7.2)

Share of profit of joint ventures

Refund of franchise bid costs

-

-

-

1.0

-

1.0

- related tax

-

-

-

(0.2)

-

(0.2)

Twin America litigation

(1.3)

-

(1.3)

-

-

-

(1.3)

-

(1.3)

0.8

-

0.8

Non-operating exceptional items

Loss on disposal of properties

-

-

-

(0.5)

-

(0.5)

Net loss on disposal of businesses

-

-

-

(0.2)

-

(0.2)

Provision of onerous property lease

(2.0)

-

(2.0)

-

-

-

Twin America litigation

(2.0)

-

(2.0)

-

-

-

Non-operating exceptional items

(4.0)

-

(4.0)

(0.7)

-

(0.7)

Intangible asset expenses and exceptional items

(5.3)

(5.0)

(10.3)

0.1

(7.2)

(7.1)

Tax effect

2.1

1.6

3.7

-

2.4

2.4

Intangible asset expenses and exceptional items after taxation

(3.2)

(3.4)

(6.6)

0.1

(4.8)

(4.7)

 

6

DIVIDENDS

 

Dividends on ordinary shares are shown below.

 

Unaudited

Unaudited

Audited

Unaudited

Unaudited

Audited

6 months to 31 October 2014

6 months to 31 October 2013

Year to

30 April 2014

6 months to 31 October 2014

6 months to 31 October 2013

Year to

30 April 2014

pence per share

pence per share

pence per share

£m

£m

£m

Amounts recognised as distributions in the period

Dividends on ordinary shares:

Final dividend in respect of the previous period

6.6

6.0

6.0

37.9

34.4

34.4

Interim dividend in respect of the current period

-

-

2.9

-

-

16.6

Amounts recognised as distributions to equity holders in the period

6.6

6.0

8.9

37.9

34.4

51.0

Dividends declared or proposed but neither paid nor included as liabilities in the financial statements

Dividends on ordinary shares:

Final dividend in respect of the current period

-

-

6.6

-

-

37.9

Interim dividend in respect of the current period

3.2

2.9

-

18.4

16.6

-

3.2

2.9

6.6

18.4

16.6

37.9

 

The interim ordinary dividend of 3.2p per ordinary share was declared by the Board of Directors on 10 December 2014 and has not been included as a liability as at 31 October 2014. It is payable on 4 March 2015 to shareholders on the register at close of business on 6 February 2015.

 

 

7

EARNINGS PER SHARE

 

Basic earnings per share ("EPS") have been calculated by dividing the profit attributable to equity shareholders by the weighted average number of ordinary shares in issue during the period, excluding any ordinary shares held in treasury or by employee share ownership trusts.

 

The diluted earnings per share was calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares in relation to share based payment arrangements and long-term incentive plans.

 

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

No. of shares

million

No. of shares

million

Basic weighted average number of ordinary shares

574.4

574.1

Dilutive ordinary shares

- Long Term Incentive Plan

1.7

3.4

- Executive Participation Plan

2.4

2.7

Diluted weighted average number of ordinary shares

578.5

580.2

 

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

Notes

£m

£m

Profit after taxation (for basic EPS calculation)

79.9

78.9

Intangible asset expenses

5

5.0

7.2

Exceptional items before tax

5

5.3

(0.1)

Tax effect of intangible asset expenses and exceptional items

5

(3.7)

(2.4)

Profit for adjusted EPS calculation

86.5

83.6

 

Earnings per share before intangible asset expenses and exceptional items is calculated after adding back intangible asset expenses and exceptional items after taking account of taxation, as shown on the consolidated income statement. This has been presented to allow shareholders to gain a clearer understanding of underlying performance.

 

8

GOODWILL

 

The movements in goodwill were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2014

6 months to

31 October

2013

Year to

30 April

2014

£m

£m

£m

Net book value at beginning of period

125.4

127.8

127.8

Acquired through business combinations

-

-

4.0

Disposals

-

(0.1)

(0.1)

Foreign exchange movements

4.3

(2.4)

(6.3)

Net book value at end of period

129.7

125.3

125.4

 

 

 

9

OTHER INTANGIBLE ASSETS

 

The movements in other intangible assets were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2014

6 months to

31 October

2013

Year to

30 April

2014

£m

£m

£m

Cost at beginning of period

79.7

100.2

100.2

Additions

3.4

2.4

7.9

Acquired through business combinations

-

-

1.2

Disposals

-

(26.5)

(27.3)

Foreign exchange movements

1.5

(1.0)

(2.3)

Cost at end of period

84.6

75.1

79.7

Accumulated amortisation at beginning of period

(57.1)

(70.6)

(70.6)

Amortisation charged to income statement

(5.0)

(7.2)

(14.0)

Disposals

-

26.3

26.3

Foreign exchange movements

(1.1)

0.6

1.2

Accumulated amortisation at end of period

(63.2)

(50.9)

(57.1)

Net book value at beginning of period

22.6

29.6

29.6

Net book value at end of period

21.4

24.2

22.6

 

 

 

10

PROPERTY, PLANT AND EQUIPMENT

 

The movements in property, plant and equipment were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2014

6 months to

31 October

2013

Year to

30 April

2014

£m

£m

£m

Cost at beginning of period

1,806.6

1,771.8

1,771.8

Additions

114.9

81.9

162.4

Acquired through business combinations

-

-

3.0

Disposal of subsidiaries and other businesses

-

(8.7)

(8.5)

Disposals

(75.2)

(31.4)

(96.3)

Foreign exchange movements

21.5

(16.3)

(41.2)

Transferred to assets held for sale

(5.2)

-

-

Reclassification

-

15.4

15.4

Cost at end of period

1,862.6

1,812.7

1,806.6

Depreciation at beginning of period

(765.7)

(708.7)

(708.7)

Depreciation charged to income statement

(57.9)

(58.3)

(115.7)

Disposal of subsidiaries and other businesses

-

6.2

5.6

Disposals

43.7

10.6

50.7

Foreign exchange movements

(9.2)

6.9

17.8

Transferred to assets held for sale

1.3

-

-

Reclassification

-

(15.4)

(15.4)

Depreciation at end of period

(787.8)

(758.7)

(765.7)

Net book value at beginning of period

1,040.9

1,063.1

1,063.1

Net book value at end of period

1,074.8

1,054.0

1,040.9

 

 

11

INTERESTS IN JOINT VENTURES

 

The movements in the carrying values of interests in joint ventures were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2014

6 months to

31 October

2013

Year to

30 April

2014

£m

£m

£m

Cost at beginning of period

100.3

110.8

110.8

Share of recognised profit

12.6

10.8

0.4

Share of actuarial gains on defined benefit pension schemes, net of tax

5.7

-

-

Share of other comprehensive expense on cash flow hedges, net of tax

(0.8)

-

-

Dividends received in cash

(0.6)

(5.1)

(8.2)

Foreign exchange movements

1.9

(1.3)

(2.7)

Cost at end of period

119.1

115.2

100.3

Amounts written off at beginning and end of period

(57.5)

(57.5)

(57.5)

Net book value at beginning of period

42.8

53.3

53.3

Net book value at end of period

61.6

57.7

42.8

 

Loans payable to Virgin Rail Group Holdings Limited and Scottish Citylink Coaches Limited of £10.3m (30 April 2014: £Nil) and £1.7m (30 April 2014: £1.7m) respectively were included within current liabilities under the caption "Trade and other payables".

 

 

12

BUSINESS COMBINATIONS AND DISPOSALS

 

The Group completed no acquisitions or disposals in the six months ended 31 October 2014.

 

Details of acquisitions and disposals completed in earlier periods are given in the Group's annual reports for the relevant periods.

 

 

13

FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT

 

The Group is exposed to a variety of financial risks: market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk.

 

These condensed financial statements do not include all financial risk management information and disclosures required in the annual financial statements. They should be read in conjunction with the Group's consolidated financial statements for the year ended 30 April 2014. There have been no material changes in any of the Group's significant risk management policies since 30 April 2014.

 

Liquidity risk

 

As at 30 April 2014, bank loans of £82.4m were drawn on unsecured bank facilities that were due to mature in February 2016. During the six months ended 31 October 2014, the Group entered into new bank facilities that are due to mature in October 2019, to replace the previous facilities due to mature in February 2016. As at 31 October 2014, bank loans of £85.0m were drawn on these new, unsecured bank facilities and £20.0m of bank loans remained drawn on the facilities due to mature in February 2016. All but one of the February 2016 facilities have now been cancelled and the Group intends to cancel the remaining one trade finance facility in the near future.

 

The Group's £400m of sterling bonds and US$150m of US dollar notes remain due for repayment in December 2016 and October 2022 respectively. Further details on these are provided on page 92 of the Group's 2014 Annual Report.

 

There have been no other material changes since 30 April 2014 in the contractual undiscounted cash out flows for financial liabilities.

 

Fair value estimation

 

Financial instruments that are measured in the balance sheet at fair value are disclosed by level of the following fair value measurement hierarchy.

 

Level 1 Quoted price (unadjusted) in active markets for identical assets or liabilities

Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly (that is, as prices) or indirectly (that is, derived from prices)

Level 3 Inputs for the assets or liability that are not based on observable market data (that is, unobservable inputs)

 

For recurring fair value measurements using significant unobservable inputs (Level 3), there was no impact of the measurements on profit or loss or other comprehensive income for the six months ended 31 October 2014.

 

The following table represents the Group's financial assets and liabilities that are measured at fair value within the hierarchy at 31 October 2014.

 

Level 2

Level 3

Total

£m

£m

£m

Liabilities

Derivatives used for hedging

(28.2)

-

(28.2)

 

The following table presents the Group's financial assets and liabilities that are measured at fair value within the hierarchy at 30 April 2014.

 

Level 2

Level 3

Total

£m

£m

£m

Assets

Derivatives used for hedging

0.6

-

0.6

Available for sale financial assets

- Equity securities

-

0.3

0.3

Total assets

0.6

0.3

0.9

Liabilities

Derivatives used for hedging

(13.2)

-

(13.2)

 

 

13

FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (CONTINUED)

 

There were no transfers between levels during the six months ended 31 October 2014.

 

The table below provides a comparison of carrying amounts and fair values of all of the Group's financial instruments.

 

Carrying value

Fair Value

Carrying value

Fair value

31 October 2014

31 October 2014

30 April 2014

30 April 2014

£m

£m

£m

£m

Financial assets at fair value through profit or loss

-

-

-

-

Held-to-maturity investments

-

-

-

-

Loans and receivables

- Non-current assets - Other receivables

0.2

0.2

0.3

0.3

- Current assets - Trade receivables, net of impairment

104.7

104.7

130.5

130.5

- Accrued income

49.1

49.1

59.6

59.6

- Other receivables

24.7

24.7

23.0

23.0

- Cash and cash equivalents

291.7

291.7

240.3

240.3

Available for sale financial assets

- Non-current assets - Available for sale and other investments

-

-

0.3

0.3

Total financial assets

470.4

470.4

454.0

454.0

Financial liabilities at fair value through profit or loss

-

-

-

-

Financial liabilities measured at amortised cost

- Non-current liabilities - Accruals

(13.5)

(13.5)

(11.4)

(11.4)

- Other payables

-

-

(0.5)

(0.5)

- Borrowings

(689.8)

(721.9)

(660.2)

(696.8)

- Current liabilities - Trade payables

(95.0)

(95.0)

(156.3)

(156.3)

- Accruals

(329.1)

(329.1)

(297.6)

(297.6)

- Loans from joint ventures

(12.0)

(12.0)

(1.7)

(1.7)

- Borrowings

(52.8)

(52.8)

(50.9)

(50.9)

Total financial liabilities

(1,192.2)

(1,224.3)

(1,178.6)

(1,215.2)

Net financial liabilities

(721.8)

(753.9)

(724.6)

(761.2)

 

Derivatives that are designated as effective hedging instruments are not shown in the above table.

 

13

FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (CONTINUED)

 

The fair values of financial assets and financial liabilities shown in the table are determined as follows:

 

· The carrying value of cash and cash equivalents, accrued income, trade receivables and other receivables is considered to be a reasonable approximation of fair value. Given the short average time to maturity, no specific assumptions on discount rates have been made. The effect of credit losses not already reflected in the carrying value as impairment losses is assumed to be immaterial.

 

· £Nil (30 April 2014: £0.3m) of available for sale financial assets for which market prices are not available are measured at cost less impairment losses because their fair value cannot be measured reliably - the fair value of these assets is shown in the above table as being equal to their carrying value.

 

· The carrying value of trade payables, other payables, accruals and loans from joint ventures is considered to be a reasonable approximation of fair value. Given the relatively short average time to maturity, no specific assumptions on discount rates have been made.

 

· The fair value of fixed-rate notes (included in borrowings) that are quoted on a recognised stock exchange is determined with reference to the "bid" price at the balance sheet date.

 

· The carrying value of fixed-rate notes that are not quoted on a recognised stock exchange and fixed-rate hire purchase and finance lease liabilities (included in borrowings) is considered to be a reasonable approximation of fair value taking account of the amounts involved in the context of total financial liabilities and the fixed interest rates relative to market interest rates at the balance sheet date.

 

· The fair value of other borrowings on which interest is payable at floating rates is not considered to be materially different from the carrying value.

 

 

14

RETIREMENT BENEFITS

 

The Group contributes to a number of pension schemes. The principal defined benefit occupational benefit schemes are as follows:

 

·

Stagecoach Pension Schemes ("SPS") comprising the Stagecoach Group Pension Scheme and the East London and Selkent Pension Scheme;

·

The South West Trains section of the Railways Pension Scheme ("RPS");

·

The Island Line section of the Railways Pension Scheme ("RPS");

·

The East Midlands Trains section of the Railways Pension Scheme ("RPS"); and

·

A number of UK Local Government Pension Schemes ("LGPS");

 

The Directors believe that separate consideration should be given to RPS as the Group has no rights or obligations in respect of sections of the scheme following expiry of the related franchises. In addition, under the terms of RPS, any fund deficit or surplus is shared by the employer (60%) and the employees (40%) in accordance with the shared cost nature of RPS. The employees' share of the deficit (or surplus) is reflected as an adjustment to the RPS liabilities (or assets). Therefore the liability (or asset) recognised for the relevant sections of RPS reflects that part of the net deficit (or surplus) of each section that the employer is obliged to fund (or expected to recover) over the life of the franchise to which the section relates. The "franchise adjustment" is the portion of the deficit (or surplus) that is expected to exist at the end of the franchise and for which the Group will not be obliged to fund (or entitled to recover).

 

Where the conditions relating to the award of a rail franchise require the Group to assume legal responsibility for any pension asset or liability that exists at the start of the franchise, the Group recognises a net pension asset or liability. When a net pension liability exists, a corresponding intangible asset is recognised, reflecting a cost in acquiring the right to operate the franchise. If a net pension asset exists, then a corresponding deferred income balance is recognised. The intangible asset or deferred income balance is amortised through the income statement on a straight-line basis over the period of the franchise. In including our interests in joint ventures in the financial statements, the same approach to railway pensions accounting is applied.

 

In addition, the Group contributes to a number of defined contribution schemes covering UK and non-UK employees.

 

The movements for the six months ended 31 October 2014 in the net pre-tax liabilities recognised in the balance sheet were as follows:

 

SPS

£m

RPS

£m

LGPS

£m

Other

£m

Unfunded plans

£m

Total

£m

Liability/(asset) at beginning of period

92.6

(6.3)

23.6

2.0

3.9

115.8

Current service cost

10.2

18.0

0.8

0.3

-

29.3

Interest cost

2.0

4.5

0.5

-

0.1

7.1

Unwinding of franchise adjustment

-

(4.6)

-

-

-

(4.6)

Employers' contributions

(10.0)

(16.0)

(3.3)

(0.3)

(0.1)

(29.7)

Actuarial losses/(gains)

65.7

(0.3)

(12.4)

0.1

0.1

53.2

Liability/(asset) at end of period

160.5

(4.7)

9.2

2.1

4.0

171.1

 

The net liability at 31 October 2014 shown above is presented in the consolidated balance sheet as:

 

Total

£m

Retirement benefit asset

6.3

Retirement benefit obligations

(177.4)

Net retirement benefit liability

(171.1)

 

 

15

ORDINARY SHARE CAPITAL

 

At 31 October 2014, there were 576,099,960 ordinary shares in issue (30 April 2014: 576,099,960). This figure includes 1,371,639 (30 April 2014: 724,693) ordinary shares held in treasury, which are treated as a deduction from equity in the Group's financial statements. The shares held in treasury do not qualify for dividends.

 

The Group operates two Employee Share Ownership Trusts: the Stagecoach Group Qualifying Employee Share Ownership Trust ("QUEST") and the Stagecoach Group Employee Benefit Trust ("EBT"). Shares held by these trusts are treated as a deduction from equity in the Group's financial statements. Other assets and liabilities of the trusts are consolidated in the Group's financial statements as if they were assets and liabilities of the Group. As at 31 October 2014, the QUEST held 300,634 (30 April 2014: 300,634) ordinary shares in the Company and the EBT held 133 (30 April 2014: 725,821) ordinary shares in the Company. The trusts have waived dividends on the shares they hold and therefore received no dividends during the six months ended 31 October 2014 (six months ended 31 October 2013: £Nil). The trust deed for the EBT obliges the trustee to waive the right to any dividend on the shares unless and until they are vested in an individual. The trustee is confirmed not to be liable for any lost income as a result of that waiver. The QUEST deed requires the trustee to waive any dividends payable on the shares and the QUEST confirms that waiver within the deed. This can be reversed by a direction from the Company to the trustee but is otherwise ongoing.

 

 

16

RECONCILIATION OF OPERATING PROFIT TO CASH GENERATED BY OPERATIONS

 

The operating profit of Group companies reconciles to cash generated by operations as follows:

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

£m

£m

Operating profit of Group companies

110.9

109.3

Depreciation

57.9

58.3

Loss on disposal of property, plant and equipment

0.1

0.7

Intangible asset expenses

5.0

7.2

Equity-settled share based payment expense

1.2

1.2

Operating cashflows before working capital movements

175.1

176.7

Decrease/(increase) in inventories

0.9

(0.9)

Decrease/(increase) in receivables

27.8

(51.3)

(Decrease)/increase in payables

(17.6)

33.2

Decrease in provisions

(3.9)

(3.1)

Differences between employer contributions and pension current service costs recognised in the income statement

 

(0.4)

 

0.9

Cash generated by operations

181.9

155.5

 

During the period, the Group entered into hire purchase and finance lease arrangements in respect of new assets with a total capital value at inception of the contracts of £6.1m (2013: £3.0m). After taking account of deposits paid up-front, new hire purchase and finance lease liabilities of £6.1m (2013: £3.0m) were recognised.

 

17

RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT

 

The movement in cash reconciles to the movement in net debt as follows:

 

 

Unaudited

Unaudited

6 months to

31 October

2014

6 months to

31 October

2013

Notes

£m

£m

Increase in cash

50.4

22.2

Cash flow from movement in borrowings

(4.7)

19.0

45.7

41.2

New hire purchase and finance leases

(6.1)

(3.0)

Foreign exchange movements

(8.7)

5.5

Other movements

-

(0.3)

Decrease in net debt

30.9

43.4

Opening net debt

18

(461.6)

(538.0)

Closing net debt

18

(430.7)

(494.6)

 

 

18

ANALYSIS OF NET DEBT

 

IFRS does not explicitly define "net debt". The analysis provided below therefore shows the analysis of net debt as defined in note 22. The analysis below further shows the other items classified as net borrowings in the consolidated balance sheet.

 

Opening

£m

Cashflows

£m

New hire purchase and finance leases

£m

Foreign exchange movements

£m

Charged to income statement/other

£m

Closing

£m

Cash and cash equivalents

221.4

50.4

-

1.0

-

272.8

Cash collateral

18.9

-

-

-

-

18.9

Hire purchase and finance lease obligations

(111.3)

15.2

(6.1)

(2.1)

-

(104.3)

Bank loans and loan stock

(102.1)

(19.9)

-

(2.7)

-

(124.7)

Bonds

(488.5)

-

-

(4.9)

-

(493.4)

Net debt

(461.6)

45.7

(6.1)

(8.7)

-

(430.7)

Accrued interest on bonds

(8.7)

2.0

-

-

(13.6)

(20.3)

Effect of fair value hedges on carrying value of borrowings

0.4

-

-

-

(0.1)

0.3

Unamortised gain on early settlement of interest rate swaps

(0.9)

-

-

-

0.7

(0.2)

Net borrowings (IFRS)

(470.8)

47.7

(6.1)

(8.7)

(13.0)

(450.9)

 

The cash collateral balance as at 31 October 2014 of £18.9m (30 April 2014: £18.9m) comprises balances held in trust in respect of loan notes of £18.4m (30 April 2014: £18.4m) and North America restricted cash balances of £0.5m (30 April 2014: £0.5m). In addition, cash includes train operating company cash of £229.3m (30 April 2014: £170.8m). Under the terms of the franchise agreements, other than with the UK Department of Transport's consent, train operating companies can only distribute cash out of retained earnings and only to the extent they do not breach the financial covenants specified in applicable contracts.

 

19

COMMITMENTS AND CONTINGENCIES

 

(i)

Capital commitments

Capital commitments at 31 October 2014 for the acquisition of property, plant and equipment were £84.5m (30 April 2014: £135.9m).

 

(ii)

Performance and season ticket bonds

At 31 October 2014, the Group has provided performance bonds backed by bank facilities or insurance arrangements of £64.5m (30 April 2014: £64.5m) and season ticket bonds backed by bank facilities or insurance arrangements of £59.4m (30 April 2014: £60.1m) to the Department for Transport in relation to the Group's rail franchise operations. Further bonds have been provided since October 2014 in connection with the new East Coast rail franchise due to commence in March 2015.

 

(iii)

Legal actions

The US Department of Justice and the New York Attorney General (together, "the Government plaintiffs") initiated litigation against Twin America and its joint venture partners ("the Defendants", which include two Stagecoach US subsidiaries) in 2012. The litigation alleges that the formation of the Twin America joint venture in 2009 was anti-competitive. Separately, private plaintiffs brought a claim based on the same allegations on behalf of a proposed class of customers.

 

The Defendants have not admitted any liability but have agreed a cash settlement of US$19m (c.£12m) with the private plaintiffs to fully resolve the private litigation. That settlement has received court approval.

 

The Government action remains pending at this time. Until the Government action concludes, the total financial cost of the various actions cannot be determined.

 

The Group has recorded further exceptional pre-tax costs of US$5.5m (£3.3m) in the consolidated financial statements for the six months ended 31 October 2014 in respect of its share of financial costs connected with the litigation. The ultimate cost to the Group may differ from the amounts provided as it remains dependent on the outcome of the Government action.

 

The Group is from time to time party to other legal actions arising in the ordinary course of business. Liabilities have been recognised in the financial statements for the best estimate of the expenditure required to settle obligations arising under such legal actions. As at 31 October 2014, the accruals in the consolidated financial statements for such claims total £0.1m (30 April 2014: £0.1m). In addition, certain of the claims intended to be covered by the insurance provisions are subject to or might become subject to litigation against the Group.

 

20

RELATED PARTY TRANSACTIONS

 

Details of major related party transactions during the six months ended 31 October 2014 are provided below, except for those relating to the remuneration of the Directors and management.

 

(i)

Virgin Rail Group Holdings Limited

Two of the Group's directors are non-executive directors of the Group's joint venture, Virgin Rail Group Holdings Limited. During the six months ended 31 October 2014, the Group earned fees of £30,000 (six months ended 31 October 2013: £30,000) from Virgin Rail Group Holdings Limited in this regard. As at 31 October 2014, the Group had £30,000 (30 April 2014: £60,000) receivable from Virgin Rail Group Holdings Limited in respect of this.

 

The Group also had an outstanding receivable of £0.6m as at 31 October 2014 (30 April 2014: £0.4m) from Virgin Holdings Limited (which holds a 51% joint venture interest in Virgin Rail Group Holdings Limited), in respect of work undertaken on rail franchise bids. The Group earned £0.3m from such work in the six months ended 31 October 2014 (six months ended 31 October 2013: £Nil).

 

The Group had an outstanding payable of £10.3m as at 31 October 2014 (30 April 2014: £Nil) in respect of an interest bearing loan from Virgin Rail Group Limited (a subsidiary of Virgin Rail Group Holdings Limited), which is repayable upon demand. The interest payable in respect of the six months ended 31 October 2014 was immaterial (six months ended 31 October 2013: £Nil).

 

(ii)

West Coast Trains Limited

West Coast Trains Limited is a subsidiary of Virgin Rail Group Holdings Limited. In the six months to 31 October 2014, East Midlands Trains Limited (a subsidiary of the Group) had purchases totalling £0.1m (six months ended 31 October 2013: £0.1m) from West Coast Trains Limited. The outstanding amounts payable as at 31 October 2014 and 30 April 2014 were £Nil.

 

(iii)

Alexander Dennis Limited

Sir Brian Souter (Chairman) and Ann Gloag (Non-Executive Director) collectively hold 55.1% (30 April 2014: 55.1%) of the shares and voting rights in Alexander Dennis Limited. Noble Grossart Investments Limited (of which Sir Ewan Brown (Non-Executive Director) is a director of its holding company) controls a further 33.2% (30 April 2014: 33.2%) of the shares and voting rights of Alexander Dennis Limited. None of Sir Brian Souter, Ann Gloag or Sir Ewan Brown is a director of Alexander Dennis Limited nor do they have any involvement in the management of Alexander Dennis Limited. Furthermore, they do not participate in deciding on and negotiating the terms and conditions of transactions between the Group and Alexander Dennis Limited.

 

For the six months ended 31 October 2014, the Group purchased £27.3m (six months ended 31 October 2013: £32.7m) of vehicles from Alexander Dennis Limited and £4.7m (six months ended 31 October 2013: £4.4m) of spare parts and other services. As at 31 October 2014, the Group had £1.0m (30 April 2014: £1.0m) payable to Alexander Dennis Limited along with outstanding orders of £16.3m (30 April 2014: £70.9m).

 

(iv)

Pension Schemes

Details of contributions made to pension schemes are contained in note 14.

 

(v)

Scottish Citylink Coaches Limited

A non interest bearing loan of £1.7m (30 April 2014: £1.7m) was due to the Group's joint venture, Scottish Citylink Coaches Limited, as at 31 October 2014. The Group earned £12.6m in the six months ended 31 October 2014 in respect of the operation of services subcontracted by Scottish Citylink Coaches Limited (six months ended 31 October 2013: £11.6m). As at 31 October 2014, the Group had a net £0.1m (30 April 2014: £0.1m) receivable from Scottish Citylink Coaches Limited, excluding the loan referred to above.

 

(vi)

Argent Energy Group Limited

Sir Brian Souter (Chairman) and Ann Gloag (Non-Executive Director) collectively held 39.3% of the shares and voting rights in Argent Energy Group Limited, until its sale to John Swire & Sons (Green Investments) Ltd on 23 July 2013. Neither Sir Brian Souter nor Ann Gloag was a director of Argent Energy Group Limited nor did they have any involvement in the management of Argent Energy Group. Furthermore, they did not participate in deciding on and negotiating the terms and conditions of transactions between the Group and Argent Energy Group.

 

For the period from 1 May 2013 to 23 July 2013, the Group purchased £2.9m of biofuel from Argent Energy Group. At 23 July 2013, the Group had £0.4m payable to Argent Energy Group along with outstanding orders of £0.3m.

 

(vii)

Twin America LLC

In the six months ended 31 October 2014, the Group received £1.8m (six months ended 31 October 2013: £2.0m) from its joint venture, Twin America LLC, in respect of ticket sales made by Twin America LLC for tour services provided by Group subsidiaries. As at 31 October 2014, the Group had £0.3m (30 April 2014: £0.3m) receivable from Twin America LLC.

 

 

21

POST BALANCE SHEET EVENTS

 

Details of the interim dividend declared are given in note 6.

 

On 27 November 2014, the UK Department for Transport announced its intention to award the new InterCity East Coast rail franchise to a Stagecoach subsidiary, Inter City Railways Limited ("ICR"). The award was confirmed on 9 December 2014. The new franchise will start in March 2015 and is planned to run until at least March 2023. Stagecoach holds 90% of the share capital of ICR and Virgin holds the remaining 10%. Stagecoach will continue to account for ICR as a subsidiary in its consolidated financial statements and Virgin's interest in ICR will be presented as a minority interest in those consolidated financial statements. Under the terms of the franchise award, it is expected that ICR will purchase the entire share capital of East Coast Main Line Company Limited ("East Coast") for a consideration of c.£11m, to be settled in cash. East Coast is the current train operating company for the East Coast franchise. We expect the purchase to complete by March 2015.

 

 

22

DEFINITIONS

 

The following definitions are used in this document:

· Adjusted earnings per share is calculated by dividing profit after taxation, excluding intangible asset expenses and exceptional items, by the basic weighted average number of shares in issue in the period.

· Like-for-like amounts are derived, on a constant currency basis, by comparing the relevant year-to-date amount with the equivalent prior year period for those businesses and individual operating units that have been part of the Group throughout both periods.

· Operating profit for a particular business unit or division within the Group refers to profit before net finance income/charges, taxation, intangible asset expenses, exceptional items and restructuring costs.

· Operating margin for a particular business unit or division within the Group means operating profit as a percentage of revenue.

· Exceptional items means items which individually or, if of a similar type, in aggregate need to be disclosed by virtue of their nature, size or incidence in order to allow a proper understanding of the underlying financial performance of the Group.

· Gross debt is borrowings as reported on the consolidated balance sheet, adjusted to exclude accrued interest, the effect of fair value hedges on the carrying value of borrowings and unamortised gains on the early settlement of interest rate swaps.

· Net debt (or net funds) is the net of cash/cash equivalents and gross debt.

 

Independent review report to Stagecoach Group plc

 

 

 

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed the condensed consolidated interim financial statements, defined below, in the half-yearly financial report of Stagecoach Group plc for the six months ended 31 October 2014. Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial statements are 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.

 

This conclusion is to be read in the context of what we say in the remainder of this report.

 

What we have reviewed

The condensed consolidated interim financial statements, which are prepared by Stagecoach Group plc, comprise:

· The Consolidated Income Statement for the six months ended 31 October 2014;

· The Consolidated Statement of Comprehensive Income for the six months ended 31 October 2014;

· The Consolidated Balance Sheet as at 31 October 2014;

· The Consolidated Statement of Changes in Equity for the six months ended 31 October 2014;

· The Consolidated Statement of Cash Flows for the six months ended 31 October 2014;

· Comparative figures; and

· Accompanying notes.

 

As disclosed in note 1, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

 

The condensed consolidated interim financial statements included in the half-yearly financial report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

What a review of condensed consolidated financial statements involves

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.

 

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 consolidated interim financial statements.

 

Responsibilities for the condensed consolidated interim financial statements and the review

 

Our responsibilities and those of the directors

The half-yearly financial report, including the condensed consolidated interim financial statements, 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.

 

Our responsibility is to express to the Company a conclusion on the condensed consolidated interim financial statements in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure and Transparency Rules of the Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, 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.

 

 

 

 

 

PricewaterhouseCoopers LLP

Chartered Accountants

10 December 2014

Glasgow

 

 

Notes:

(a) The maintenance and integrity of the Stagecoach Group plc website 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 statements since they were initially presented on the website.

 

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


* See definitions in note 22 to the condensed financial statements

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