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Half Yearly Report

7 Dec 2011 07:00

RNS Number : 4799T
Stagecoach Group PLC
07 December 2011
 



7 December 2011

 

Stagecoach Group plc - Interim results for the six months ended 31 October 2011

 

Business highlights

 

·; Adjusted earnings per share* of 10.1p (2010: 12.2p)

o In line with market expectations

o First half earnings reflect loss at East Midlands Trains, expected to return to profitability in second half

·; Interim dividend up 9.1% to 2.4p

·; Completion of return of c.£340m in cash to shareholders

·; Strong organic growth across the Group's bus and rail businesses

·; UK Bus regions: strong growth in commercial revenue offset reductions in concessionary and tender revenue

·; UK Bus London: turnaround plan on track

·; UK Rail: commuter and inter-city revenue growth underpinned by operational delivery and customer satisfaction

·; North America: further expansion of megabus.com budget coach service

·; Virgin Rail Group: growing business and leisure travel; eight-month franchise extension to December 2012; shortlisted for new Inter-city West Coast rail franchise

·; Good start to second half of year and positive outlook for the Group's greener, smarter public transport services

 

Financial summary

 

Results excluding intangible asset expenses and exceptional items*

Reported results

Six months ended 31 October

2011

2010

2011

2010

Revenue (£m)

1,293.7

1,133.6

1,293.7

1,133.6

Total operating profit (£m)

106.2

124.7

99.4

120.3

Net exceptional gains (£m)

-

-

8.1

22.5

Net finance charges (£m)

(17.5)

(16.0)

(17.5)

(16.0)

Profit before taxation (£m)

88.7

108.7

90.0

126.8

Earnings per share (pence)*

10.1

12.2

10.4

14.6

Interim dividend per share (pence)

2.4

2.2

2.4

2.2

 

*

see definitions in note 21 to the condensed financial statements

 

 

Commenting on the results, Chief Executive, Sir Brian Souter, said: 

 

"These are good results and we have achieved further revenue growth across our bus and train businesses in the UK and North America. Against a background of pressure on household incomes and rising fuel costs, we believe that providing value for money travel is increasingly important. We are seeing continuing indications of modal shift from the car to bus and rail.

 

"The expected period loss at East Midlands Trains resulted in a reduction in adjusted earnings per share in the first half of the year. However, the Group is well placed to deliver stronger earnings in the second half with East Midlands Trains entitled to revenue support payments and therefore expected to return to profitability.

 

"In our sector-leading UK Bus operations, we have invested extensively in new product innovation. This strategy has meant our business has been able to manage effectively the impact of reduced Government and local authority spending on public transport. Our turnaround plan for our London bus business remains on track.

 

"Excellent operational performance and high levels of customer satisfaction have underpinned continuing strong revenue growth in our commuter and long-distance UK rail businesses. We are pleased that Virgin Rail Group has secured an extension to the current West Coast franchise and we will consider further franchise opportunities that we believe will deliver value to our shareholders.

 

"We have pushed forward with the expansion of our budget inter-city coach brand, megabus.com, which is driving high levels of growth in our North American business. We have also started to deliver on a range of business models for the roll-out of the megabus.com brand, using contractors for services outside our existing geographic footprint, and we are considering opportunities for franchising to maximise the significant potential of the brand.

 

"We recently completed a c.£340m return of cash to shareholders and remain in a strong financial position. We have made a good start to the second half of the financial year and current trading remains in line with management expectations. We believe the outlook for the Group is positive and our bus and rail services are well placed to benefit from the continuing consumer focus on service and value."

 

Analysts

Martin Griffiths, Finance Director 01738 442111

Ross Paterson, Director of Finance & Company Secretary 01738 442111

 

Media

Steven Stewart, Director of Corporate Communications 07764 774680

John Kiely / Will Swan, Smithfield 020 7360 4900

 

Copies of this announcement are available at http://www.stagecoach.com/investors/financial-analysis/reports/2011/

 

Chairman's statement

 

The Group has achieved good results, with further growth in our bus and rail operations in the UK and North America. Against the background of pressure on household budgets and rising fuel costs, we are seeing increasing demand for our good value travel products. We are also seeing indications of a continuing trend of modal shift from the car to bus and rail.

 

Stagecoach is committed to providing safe, green and smart travel. We are also delivering long-term value to our shareholders by focusing on organic growth, continued investment in our services, and leveraging our commercial expertise and track-record of innovation.

 

Revenue for the six months ended 31 October 2011 was £1,293.7m (2010: £1,133.6m). Total operating profit (before intangible asset expenses and exceptional items) was £106.2m (2010: £124.7m). Earnings per share before intangible asset expenses and exceptional items were 10.1p (2010: 12.2p).

 

As we anticipated, a loss at East Midlands Trains resulted in a reduction in earnings per share for the six months relative to the corresponding period last year. However, from November, East Midlands Trains qualified for revenue support payments from the Department for Transport and as a result, we expect it to return to profitability in the second half of the year ending 30 April 2012.

 

We have taken proactive steps to ensure we manage effectively for our customers and our business the impact of reduced Government and local authority spending on public transport. At the same time, we remain focused closely on cost control and operational efficiency.

 

Our UK Bus regional operations continue to perform well and have proven to be financially robust in challenging macroeconomic conditions. We do not expect the recent Competition Commission review of the local bus market in the UK to result in any significant changes to the industry or our operations specifically. Our turnaround plan for our London bus operations remains on track. We have reduced costs, negotiated agreements to improve productivity and are reducing depot capacity.

 

In UK Rail, we have achieved further strong revenue growth in our commuter and long-distance rail operations at South Western Trains and East Midlands Trains. Both franchises, which are delivering above UK average levels of punctuality and customer satisfaction, earn contractual revenue support payments - East Midlands Trains since November 2011.

 

Our budget coach service, megabus.com, is proving successful in the United States and Canada, driving growth in our North America division. We have recently expanded to the southern United States, with the addition of an Atlanta hub. Expansion to new locations involves an initial high level of investment mileage. However, we expect to benefit from good margins on these routes as they become established.

 

In November, we completed the sale of our Wisconsin school bus operations. The sale enables us to focus management and capital in North America on less regulated operations, including the fast growing megabus.com.

 

Virgin Rail Group ("VRG") has attracted more business and leisure customers on the West Coast franchise, where it now provides around 30m passenger journeys a year. We are pleased that VRG has been awarded an eight-month extension of the West Coast franchise through to December 2012.

 

Stagecoach continues to explore rail franchise opportunities that we believe will add shareholder value. VRG remains shortlisted for the new long-term West Coast franchise and we expect the Department for Transport to announce details of the specification shortly.

 

South Western Trains is continuing to explore ways of working more closely with Network Rail and we are encouraged by Network Rail's commitment to devolve further operational and maintenance activities from the centre to the route. We continue to support greater integration of the management of train operations with the management of rail infrastructure and we believe this can both improve service for passengers and reduce costs in the UK rail industry in line with the Government's aspirations.

 

The Group completed the return of approximately £340m in cash to shareholders in October 2011 and we remain in a strong financial position. In line with the Group's good performance, the Directors have declared an interim dividend of 2.4p per share (2010: 2.2p), a 9.1% increase. The interim dividend is payable on 7 March 2012 to shareholders on the register at 10 February 2012. Stagecoach has made a good start to the second half of our financial year and current trading remains in line with our expectations.

 

I would like to thank our employees for their commitment and the key role they are playing in our success. We look forward with the confidence that our shareholders and employees can benefit from a number of exciting opportunities ahead. Our priorities will remain providing even better bus and rail services for our customers and ensuring good returns for our shareholders.

 

Sir George Mathewson

Chairman

7 December 2011

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 2011.

 

 

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, United States and Canada. A description of each of the Group's operating divisions and joint ventures is given on page 3 of the 2011 Annual Report.

 

 

Overview of financial results

 

The Group has achieved continued good financial and operational performance in the six months ended 31 October 2011.

 

Revenue by division is summarised below:

 

 REVENUE6 months to 31 October

2011

2010

Functional

currency

2011

2010

Growth

 

£m

£m

Functional currency (m)

%

Continuing Group operations

UK Bus (regional operations)

450.9

445.1

£

450.9

445.1

1.3%

UK Bus (London)

117.1

9.2

£

117.1

9.2

North America

164.1

155.1

US$

264.2

237.3

11.3%

UK Rail

562.6

525.0

£

562.6

525.0

7.2%

Intra-Group revenue

(1.0)

(0.8)

£

(1.0)

(0.8)

Group revenue

1,293.7

1,133.6

 

 

Operating profit by division is summarised below:

 

 

OPERATING PROFIT

6 months to 31 October

 

2011

 

2010

 

 

Functional

currency

2011

2010

£m

% margin

£m

% margin

Functional currency (m)

Continuing Group operations

UK Bus (regional operations)

80.0

17.7%

73.3

16.5%

£

80.0

73.3

UK Bus (London)

5.5

4.7%

(0.1)

(1.1)%

£

5.5

(0.1)

North America

15.3

9.3%

15.1

9.7%

US$

24.6

23.1

UK Rail

(6.9)

(1.2)%

22.9

4.4%

£

(6.9)

22.9

Group overheads

(5.0)

(5.4)

Restructuring costs

(1.5)

(1.0)

87.4

104.8

Joint ventures - share of profit after tax

Virgin Rail Group

9.1

10.0

Citylink

1.2

1.1

Twin America

8.5

8.8

Total operating profit before intangible asset expenses

106.2

124.7

Intangible asset expenses

(6.8)

(4.4)

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

99.4

120.3

 

UK Bus (regional operations)

 

Financial performance

 

The financial performance of the UK Bus (regional operations) division for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October

2011

£m

2010

£m

Change

%

Revenue

450.9

445.1

1.3%

Like-for-like revenue

450.6

440.5

2.3%

Operating profit*

80.0

73.3

9.1%

Operating margin*

17.7%

16.5%

120bp

 

* See definitions in note 21 to the condensed financial statements

 

 

Like-for-like passenger volume growth for the period was 1.4%. Like-for-like revenue was built up as follows:

 

6 months to 31 October

2011

£m

2010

£m

Change

%

Commercial on and off bus revenue

 

268.0

 

251.7

 

6.5%

Concessionary revenue

113.0

115.5

(2.2)%

Tendered and school revenue

 

49.3

 

49.7

 

(0.8)%

Contract revenue

17.2

20.1

(14.4)%

Hires and excursions

3.1

3.5

(11.4)%

Like-for-like revenue

450.6

440.5

2.3%

 

We have delivered further revenue and passenger volume growth at our UK Bus (regional operations) whilst like-for-like vehicle miles operated reduced by 1.0%. Our focus on commercial revenue, where we have greater flexibility to manage pricing, service patterns and frequencies, is reflected in the like-for-like revenue growth of 6.5% reported for that category. The decline in concessionary revenue reflects pressure from local authorities to reduce concessionary reimbursement rates in light of budgetary pressures they face, which is also putting pressure on revenue from tendered and school services. Revenue from contracts has declined as a result of major events in the prior year period that did not recur such as providing services for the Ryder Cup golf event in Wales and the Pope's visit to Glasgow.

 

We are continuing to deliver sector-leading profit margins and good organic passenger volume growth through our value fares strategy, consistent investment in our fleet and roll-out of new technology solutions to make travel easier for our customers. We have expanded further our megabus.com budget coach product in the UK, adding more frequent services on key routes and new locations, as well as supporting our joint venture, Scottish Citylink, in trialling a new overnight sleeper coach service.

 

The improvement in operating margin was built up as follows:

 

Operating margin - prior period

16.5%

Change in:

Staff costs

1.3%

Fuel costs

(0.5)%

Other

0.4%

Operating margin - current period

17.7%

 

Staff costs fell as a percentage of revenue, reflecting a continued focus on cost control and reduced pension costs. Fuel costs increased by £2.9m, reflecting unit costs under the Group's fuel hedging programme.

 

Cost control

 

We have taken sensible steps to manage cuts in public sector spending, as well as prepare for the 20% reductions in Bus Service Operators' Grant in England from April 2012, through changes to our fares and bus networks. Our focus continues to be on protecting services, targeting investment in areas where buses are most used by our customers, as well as ensuring our business continues to deliver good returns to our shareholders. These developments have also made our business less dependent on Government spending.

 

Regulatory developments

 

The Competition Commission inquiry into the local bus market in the UK (excluding London and Northern Ireland) has largely given the industry a clean bill of health and expressly ruled out structural change, price controls or increased regulation. In another of its key conclusions, it called on local transport authorities to embrace partnerships with bus operators. This approach has been successful in ensuring more bus priority measures, more investment and higher quality services, encouraging more people to switch from the car to greener bus travel. This is a positive outcome and we will continue to support further improvements which will lead to greater bus use and build on the already high levels of customer satisfaction.

 

Outlook

 

We expect revenue growth in the second half of the financial year ending 30 April 2012 to remain relatively modest, as the organic growth in commercial revenue is partially offset by pressure on concessionary, tendered and contract revenue. We remain positive on the prospects for the Division as we continue to focus on running good value commercial services where we have flexibility on fares and service patterns. The Division is well placed to deliver some growth in operating profit in the year ending 30 April 2012.

 

The Division has continued to perform well during weak macroeconomic conditions and a period of downward pressure on Government spending. This has reinforced our confidence in the robustness of the Division. As conditions improve, it is well placed to grow further by capitalising on rising environmental awareness and increasing road congestion.

 

UK Bus (London)

 

Financial performance

 

The financial performance of the UK Bus (London) division for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October 2011

£m

14 October 2010 to 31 October 2010

£m

Revenue

117.1

9.2

Operating profit/(loss)

5.5

(0.1)

Operating margin

4.7%

(1.1)%

 

On 14 October 2010, the Group completed the acquisition of the bus business formerly owned by East London Bus Group Limited, acquiring four companies that together operate the business.

 

The annualised revenue from contracts which we currently operate is around £217m. At the time of acquisition, the annualised revenue from contracts being operated was around £241m. The number of contracts being operated has reduced from 93 at the date of acquisition, to 85 at 31 October 2011. The loss of 5 of the contracts no longer being operated was as a result of unsuccessful bids submitted prior to our acquisition of the business.

 

Our turnaround programme for our London Bus operations is progressing to plan. We have achieved overhead cost savings through synergies with our other UK operations, and unit labour cost savings through reaching positive negotiated agreements with staff on working practices and productivity. One depot has been closed to more closely match capacity with our contract portfolio and hence improve operational efficiency.

 

Outlook

 

We are encouraged by early signs that our new tender strategy is now resulting in contract wins and retentions on realistic margins. Much work remains to be done, but we are pleased with the progress to date.

 

North America

 

Financial performance

 

The financial performance of the North America division for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October

2011

US$m

2010

US$m

Change

%

Revenue

264.2

237.3

11.3%

Like-for-like revenue

261.5

233.2

12.1%

Operating profit

24.6

23.1

6.5%

Operating margin

9.3%

9.7%

(40)bp

 

 

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

 

6 months to 31 October

2011

US$m

2010

US$m

Change

%

Megabus

54.0

36.3

48.8%

Scheduled service and commuter

 

108.7

 

97.7

 

11.3%

Charter

45.7

48.6

(6.0)%

Sightseeing and tour

15.5

15.2

2.0%

School bus and contract

37.6

35.4

6.2%

Revenue

261.5

233.2

12.1%

 

Our focus on megabus.com and our scheduled service and commuter business has included redeploying fleet away from charter work to these businesses. This approach is reflected in the change in the mix of revenue. Since 31 October, we have disposed of the majority of our North American school bus operations, which represented US$14.5m of the revenue for the six months ended 31 October 2011.

 

Further megabus.com expansion is driving revenue growth in North America, where we recently added a hub in Atlanta serving 11 new cities in the South Eastern United States and increased the total cities served to 72. We have also started to deliver on other business models for the roll-out of the brand. In addition to directly operated services, we are using contractors for services outside our existing geographic footprint and are also considering opportunities for franchising the brand. While we have a relatively high level of investment mileage in this period of expansion, our mature routes are showing excellent operating margins.

 

The North American division has reported good growth in scheduled service and commuter revenue as these services have benefited from passenger volumes shifting to bus and coach travel from other forms of transport. School bus and contract revenue has held up well through difficult economic conditions.

 

The change in operating margin was built up as follows:

 

Operating margin - prior period

9.7%

Change in:

Fuel costs

(2.0)%

Insurance and claim costs

2.0%

Staff costs

0.6%

Materials and consumables

(0.5)%

Other

(0.5)%

Operating margin - current period

9.3%

 

Fuel costs increased by US$7.9m, which is in part related to the increased mileage operated to support growth in megabus services, and also the fuel hedging arrangements mean that the average fuel cost per unit is higher than last year. Insurance and claim costs have decreased as a percentage of revenue from last year as the expense last year included provisions for a small number of significant individual claims. Staff costs fell as a percentage of revenue as we continue to focus on cost control. Materials and consumables costs have increased as a proportion of revenue mainly as a result of the ageing of the megabus.com fleet.

 

Outlook

 

The North America division continues to see excellent prospects for long-term growth although in the short-term the disposal of the Wisconsin school bus operations will affect the division's overall profit for the year ending 30 April 2012. The benefits of continuing revenue growth at our established operations and improving profits at some megabus.com hubs as they mature are expected to be offset by start up losses incurred at the megabus.com hubs launched in the last eighteen months. Looking further forward, the outlook remains positive with the prospect of improving profit across the newer megabus.com operations and ongoing growth in the other businesses.

 

UK Rail

 

Financial performance

 

The financial performance of the UK Rail division for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October

2011

£m

2010

£m

Change

%

Revenue

562.6

525.0

7.2%

Like-for-like revenue (excluding tram)

548.9

505.6

8.6%

Operating (loss)/profit

(6.9)

22.9

(130.1)%

Operating margin

(1.2%)

4.4%

(560)bp

 

The UK Rail division made an operating loss of £6.9m in the six months ended 31 October 2011 (2010: profit £22.9m). This was due to losses incurred at East Midlands Trains where revenue remains below the level forecast when the contract was originally awarded, and the premium payments made to the Department for Transport ("DfT") were agreed. From November 2011, East Midlands Trains earns revenue support payments, which will return that business to profitability for the second half of the year. South Western Trains, which also makes premium payments to the DfT, continues to receive revenue support.

 

The decline in operating margin was built up as follows:

 

Operating margin - prior period

4.4%

 

Change in:

Amounts paid to / from DfT

(9.9)%

Rolling stock lease and maintenance

0.8%

Network Rail charges

0.8%

Traction energy costs

(0.1)%

Staff costs

1.3%

Other

1.5%

Operating margin - current period

(1.2)%

 

The net amount paid to the DfT by our two rail franchises, which includes revenue support payments received at South Western Trains, has increased at a faster rate than revenue, as actual revenue growth has not been as high as was expected at the time the franchise contracts were awarded. Rolling stock costs have a large fixed element which is not subject to inflationary increases and therefore decrease as a proportion of revenue as revenue grows. Network Rail charges as a proportion of revenue have decreased as revenue growth has been higher than the inflationary increase in these costs, along with changes in the amount of performance regime income received. Traction energy costs have increased broadly in line with the rate of revenue growth, though higher diesel cost rises have been offset by lower electricity for traction costs. Staff costs have in general seen inflationary increases, along with some savings from more efficient use of staff, which has resulted in staff costs growing at a lower rate than revenue.

 

The Group disposed of its Manchester tram operations, Stagecoach Metrolink Limited, in August 2011, realising an £8.2m gain on disposal.

 

Operational performance and passenger satisfaction

 

Strong revenue growth in our UK Rail division has been underpinned by consistently high levels of punctuality and customer satisfaction. South Western Trains was recently named Passenger Operator of the Year and operational performance at our East Midlands Trains and South Western Trains franchises is amongst the highest of the UK train operators. The most recent figures show that the moving annual average for punctuality at South Western Trains is 92.7% and at East Midlands Trains is 92.0%. Satisfaction amongst our passengers also remains high. The latest National Passenger Survey, carried out during Spring 2011, shows overall satisfaction of 85% at South Western Trains and 86% at East Midlands Trains.

 

[1] Punctuality is measured on the basis of the Department for Transport’s Public Performance Measure, being the percentage of trains that arrive at their final destination within 5 minutes (or 10 minutes for inter-city services) of their scheduled arrival time having called at all scheduled stations. Figures quoted are taken from the latest train performance results, which measured punctuality to 12 November 2011.

 

Cost control

 

We continue to critically review our operational cost base to identify and drive out efficiency savings. South Western Trains and Network Rail continue to explore ways of delivering greater vertical integration of the management of the railway infrastructure and the management of the train service with a view to further enhancing efficiency and improving the service to passengers.

 

Rail franchises

 

Stagecoach Group will continue to identify rail franchise opportunities we believe can add shareholder value. While we were disappointed not to have been successful in the recent Greater Anglia competition, the DfT programme for the medium-term will see at least 7 franchises market tested within the next 3 years and we will seek to add to our existing portfolio where we believe there is the right risk-reward profile.

 

Outlook

 

The profit of our existing rail franchises is now less sensitive to macroeconomic conditions given the availability of revenue support. Revenue growth remains good and with the receipt of revenue support at East Midlands Trains from November 2011, the UK Rail Division should be profitable for the year ending 30 April 2012, although we expect the level of profit to be lower than in recent years.

Virgin Rail Group

 

Financial performance

 

The financial performance of the Group's Virgin Rail joint venture for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October

49% share:

2011

£m

2010

£m

Change

%

Revenue

216.0

195.6

10.4%

Like-for-like revenue

213.6

195.4

9.3%

Operating profit

12.2

13.7

(10.9)%

Net finance income

0.1

0.1

-

Taxation

(3.2)

(3.8)

(15.8)%

Profit after tax

9.1

10.0

(9.0)%

Operating margin

5.6%

7.0%

(140)bp

 

Virgin Rail Group ("VRG") has continued to grow its business and leisure base on the West Coast franchise. The VRG operating margin of 5.6% is 140 basis points lower than the same period last year, mainly because the increase in the premia payments payable by VRG to the DfT was proportionately higher than the growth in passenger revenue.

 

We have been disappointed over recent months by the deterioration in the performance of the infrastructure on the West Coast Mainline. VRG continues to press Network Rail for changes that will deliver better, more consistent infrastructure performance to reverse the recent decline in train punctuality.

 

VRG has agreed an eight month extension to the franchise, which has been extended to 8 December 2012. This is good news for passengers and it will also deliver value for money to taxpayers. As well as providing continuity of service over the period of the London 2012 Olympics, the extension includes management of the introduction of more than 100 new Pendolino train carriages, which will in time deliver an extra 28,000 seats a day.

 

We expect the Group's share of VRG's profit after tax for the extension period from 1 April 2012 to 8 December 2012 to be below £10.0m. This expected return reflects the relatively low revenue risk in the extension period and the strategic importance to VRG of it remaining the franchise incumbent. VRG is currently in receipt of contractual revenue support payments from the DfT under the West Coast franchise. The DfT's target revenue for the franchise extension is challenging and VRG expects to be in revenue support for the extension period. If the revenue is higher than the DfT's target revenue then the DfT will receive 80% of the difference, and if it is lower, VRG will receive 80% of the shortfall.

VRG has pre-qualified to bid for the new West Coast rail franchise, which will start on 9 December 2012 and run until 31 March 2026, with an option to be extended by up to 20 months. The Invitation to Tender document is expected to be published by the DfT early in 2012. VRG intends to submit a value for money and compelling bid for the franchise. It will aim to enhance further the industry-leading levels of customer satisfaction and build on the growth in annual passenger journeys, which have risen from around 14 million to around 30 million in just 7 years, following significant investment in new trains and improved infrastructure.

 

Outlook

 

VRG expects to continue to report good profit through to the end of the now extended West Coast franchise in December 2012, will submit a strong bid for the new West Coast franchise, and will evaluate opportunities to bid for other major inter-city rail franchises as they come up for re-tender.

 

Twin America

 

Financial performance

 

The financial performance of the Group's Twin America joint venture for the six months ended 31 October 2011 is summarised below:

 

6 months to 31 October

60% share:

2011

US$m

2010

US$m

Change

%

Revenue

51.7

45.4

13.9%

Operating profit

14.2

13.9

2.2%

Taxation

(0.5)

(0.5)

-

Profit after tax

13.7

13.4

2.2%

Operating margin

27.5%

30.6%

(310)bp

 

The tax treatment of our share of profit is such that the joint venture's own profit is partially taxed but an additional tax charge falls on the joint venture partners and the effect of that on the Group is included within "taxation" in the consolidated income statement.

 

We are pleased by the strong financial performance of our Twin America joint venture in the six months ended 31 October 2011. The main New York sightseeing operation has continued to deliver a high operating margin. In June 2011, Twin America commenced sightseeing boat tours on the River Hudson around Manhattan, where demand has been encouraging and these operations have generated operating profit over the past quarter. The outlook for Twin America remains positive.

 

Depreciation and intangible asset expenses

 

Earnings from continuing operations before interest, taxation, depreciation, intangible asset expenses and exceptional items (pre-exceptional EBITDA) amounted to £156.6 m (2010: £171.7m). Pre-exceptional EBITDA can be reconciled to the condensed financial statements as follows:

 

 

 

6 months to 31 October

 

 

2011

£m

 

 

2010

£m

12 months to 31 Oct 2011

£m

Total operating profit before intangible asset expenses and exceptional items

 

 

106.2

 

 

124.7

 

 

221.7

Depreciation

46.5

42.6

94.2

Add back joint venture finance income & tax

 

3.9

 

4.4

 

11.7

Pre-exceptional EBITDA

156.6

171.7

327.6

 

The income statement charge for intangible assets increased from £4.4m to £6.8m as the intangible assets acquired with the East London Bus business in October 2010 are amortised. Of the charge, £2.5m (2010: £2.5m) related to joint ventures.

 

Exceptional items

 

A pre-tax exceptional gain of £8.2m was recognised in the six months ended 31 October 2011, being the gain on the disposal of the Group's Manchester tram operations, Stagecoach Metrolink Limited. In addition, a £0.1m pre-tax exceptional loss was recognised in relation to adjustments to amounts receivable from previous disposals.

 

Finance costs

 

Net finance costs for the six months ended 31 October 2011 were £17.5m (2010: £16.0m) and can be further analysed as follows:

 

6 months to 31 October

2011

£m

2010

£m

Finance costs

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

 

2.3

 

1.5

Hire purchase and finance lease interest payable

 

3.2

 

3.6

Interest payable on bonds

11.8

11.8

Unwinding of discount on provisions

2.1

2.0

19.4

18.9

Finance income

Interest receivable on cash

(1.1)

(1.3)

Effect of interest rate swaps

(0.8)

(1.6)

(1.9)

(2.9)

Net finance costs

17.5

16.0

 

 

Taxation

 

The effective tax rate for the six months ended 31 October 2011, excluding exceptional items, was 24.2% (2010: 23.4%). This is around 100 basis points higher than the expected tax rate for the year ending 30 April 2012 due to the seasonality of taxable profits in different tax territories. The tax charge for continuing operations can be analysed as follows:

 

 

6 months to 31 October 2011

Pre-tax profit

£m

 

Tax

£m

 

Rate

%

Excluding intangible asset expenses and exceptional items

 

 

92.7

 

 

(22.1)

 

 

23.8%

Intangible asset expenses

(6.8)

1.3

19.1%

85.9

(20.8)

24.2%

Exceptional items

8.1

-

-

94.0

(20.8)

22.1%

Reclassify joint venture taxation for reporting purposes

 

 

(4.0)

 

 

4.0

 

 

n/a

Reported in income statement

 

90.0

 

(16.8)

 

18.7%

 

 

Fuel costs

 

The Group's operations as at 31 October 2011 consume approximately 370m 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 that is now hedged using fuel swaps is as follows:

 

Year ending 30 April

2012

2013

2014

2015

2016

Total Group

86%

69%

13%

3%

1%

The Group has no fuel hedges in place for periods beyond 30 April 2016.

 

Cash flows

 

Net cash from operating activities before tax for the six months ended 31 October 2011 was £170.2m (2010: £116.6m) and can be further analysed as follows:

 

6 months to 31 October

2011

£m

2010

£m

EBITDA of Group companies before exceptional items

 

133.9

 

147.4

(Gain)/loss on disposal of plant and equipment

 

(0.1)

 

0.7

Equity-settled share based payment expense

 

2.1

 

2.3

Working capital movements

41.0

(35.0)

Net interest paid

(3.4)

(5.1)

Dividends from joint ventures

11.4

15.5

Net cash from operating activities before excess pension contributions

 

184.9

 

125.8

Pension contributions in excess of pension costs

 

(14.7)

 

(9.2)

Net cash flows from operating activities before taxation

 

170.2

 

116.6

The £41.0m working capital inflow is due mainly to the timing of rail industry payment cycles, which is expected to reverse over the second half of the year.

 

Net cash from operating activities before tax was £170.2m (2010: £116.6m) and after tax was £159.9m (2010: £110.8m). Net cash outflows from investing activities were £48.8m (2010: £125.2m), which included in the prior year £56.7m in relation to acquisitions and net cash used in financing activities was £225.7m (2010: £19.1m), which includes the part of the return of cash to shareholders that was funded from excess cash.

 

Return of cash

 

A return of cash to shareholders of approximately £340m was completed in October 2011. This equated to 47p per ordinary share. The return of cash was approved by shareholders at a General Meeting on 7 October 2011. Note 14 to the condensed financial statements includes further information on the return of cash.

 

Net debt

 

Net debt (as analysed in note 17 to the condensed financial statements) increased from £280.9m at 30 April 2011 to £552.4m at 31 October 2011, primarily due to the return of cash to shareholders. The Group's net debt at 31 October 2011 is further analysed below:

 

 

 

Fixed rate

£m

Floating rate

£m

 

Total

£m

Unrestricted cash

-

50.4

50.4

Cash held within train operating companies

 

-

 

173.6

 

173.6

Restricted cash

-

20.2

20.2

Total cash and cash equivalents

 

-

 

244.2

 

244.2

Sterling bond

(397.8)

-

(397.8)

Sterling hire purchase and finance leases

 

(7.9)

 

(134.6)

 

(142.5)

US dollar hire purchase and finance leases

 

(37.3)

 

-

 

(37.3)

Canadian dollar hire purchase and finance leases

 

(3.0)

 

-

 

(3.0)

Loan notes

-

(21.0)

(21.0)

Bank loans

-

(195.0)

(195.0)

Net debt

(446.0)

(106.4)

(552.4)

 

The net impact of purchases of property, plant and equipment for the six months on net debt was £107.8m (2010: £83.3m). This primarily related to expenditure on passenger service vehicles, and comprised cash outflows of £99.9m (2010: £78.0m) and new hire purchase and finance lease debt of £7.9m (2010: £5.3m). In addition, £43.1m (2010: £9.6m) cash was received from disposals of property, plant and equipment.

 

Liquidity and bank re-financing

 

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

·; The ratio of net debt at 31 October 2011 to pre-exceptional EBITDA for the twelve months ended 31 October 2011 was 1.7 times (2010: 1.0 times).

·; Pre-exceptional EBITDA for the six months ended 31 October 2011 was 9.0 times (2010: 10.8 times) net finance charges (including joint venture net finance income).

·; Undrawn, committed bank facilities of £225.6m at 31 October 2011 (30 April 2011: £423.6m) were available to be drawn as bank loans with further amounts available only for non-cash utilisation. Headroom has increased since 31 October 2011, principally due to the sale of the Wisconsin School bus operations. In addition, the Group continues to have available asset finance lines.

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

The Group's main bank facilities are committed through to 2016.

 

Capital expenditure

 

Additions to property, plant and equipment for the six-month period were:

 

6 months to 31 October

2011

£m

2010

£m

UK Bus (regional operations)

38.8

53.7

UK Bus (London)

14.9

-

North America

20.4

10.9

UK Rail

24.1

18.6

Other

0.1

0.1

98.3

83.3

 

The differences between the amounts shown above and the impact of capital expenditure on net debt arose from movements in fixed asset deposits and creditors.

 

Business combinations and disposals

 

On 1 August 2011, the Group completed the sale of its subsidiary, Stagecoach Metrolink Limited, to Ratp Dev UK Limited, a wholly owned subsidiary of Ratp Développement. Stagecoach Metrolink Limited operates and maintains the Manchester Metrolink tram network under a ten-year contract with Transport for Greater Manchester through to July 2017. An £8.2m gain on disposal has been reported within exceptional items.

 

The Group has made no other significant acquisitions or disposals in the six months ended 31 October 2011.

 

Net liabilities

 

Net liabilities at 31 October 2011 were £98.3m (30 April 2011: net assets £246.2m) with the decrease in net assets primarily reflecting the return of cash to shareholders in October 2011, actuarial losses on Group defined benefit pension schemes of £15.3m after tax and after-tax movements on Group cash flow hedges of £29.8m, partly offset by strong results for the six months.

 

Retirement benefit obligations

 

The reported net liabilities of £98.3m (30 April 2011: net assets £246.2m) that are shown on the consolidated balance sheet are after taking account of net pre-tax retirement benefit liabilities of £101.7m (30 April 2011: £97.1m), and associated deferred tax assets of £25.4m (30 April 2011: £25.2m).

 

The Group recognised pre-tax actuarial losses of £19.1m in the six months ended 31 October 2011 (2010: pre-tax actuarial gains £74.7m) on Group defined benefit schemes.

 

Related parties

 

Details of significant transactions and events in relation to related parties are given in note 19 to the condensed financial statements.

 

Principal risks and uncertainties

 

Like most businesses, there are a range of risks and uncertainties facing the Group. A brief summary of the principal risks and uncertainties is given below. The principal risks and uncertainties facing the Group have not changed since the publication of the Group's 2011 Annual Report, where a more detailed explanation of the risks and uncertainties can be found on pages 14 to 16. These matters are not intended to be 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".

 

The focus below is on those specific risks and uncertainties that the Directors believe could have the most significant impact on the Group's performance.

 

·; 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 profits - 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.

·; Management and board succession - succession planning for the Directors and senior management is an important issue.

·; 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.

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

 

 

Current trading and outlook

 

The Group has made a good start to the second half of its financial year ending 30 April 2012. We expect that the financial performance will be boosted by a return to profitability at East Midlands Trains, now that it earns revenue support payments. We have been encouraged by the revenue growth at all divisions in the financial year to date and this bodes well for the future.

 

Our strategy remains centered on delivering organic growth in passenger volumes and revenue whilst also evaluating the potential to add shareholder value through selected rail franchises and business acquisitions. As we have noted before, the conditions for long-term growth in passenger transport are good with rising environmental concerns, increasing road congestion and higher motoring costs. The Group is well placed to benefit from these positive conditions by continuing to provide good value transport services with an emphasis on safety, punctuality and customer satisfaction generally.

 

Sir Brian Souter

Chief Executive

7 December 2011

 

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 Services 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

 

 

Sir Brian Souter Martin Griffiths

Chief Executive Finance Director

7 December 2011 7 December 2011

 

 

 

Cautionary statement

 

The preceding interim management report and Chairman's statement have been prepared for the shareholders of the Company, as a body, and no other persons. Their 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 and Chairman's statement contain forward-looking statements that are subject to risk factors associated with, amongst other things, the economic 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 Chairman's statement or 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 2011

6 months to 31 October 2010

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

CONTINUING OPERATIONS

Revenue

4(a)

1,293.7

-

1,293.7

1,133.6

-

1,133.6

Operating costs

(1,107.8)

(4.3)

(1,112.1)

(985.8)

(1.9)

(987.7)

Other operating expense

(98.5)

-

(98.5)

(43.0)

-

(43.0)

Operating profit of Group companies

4(b)

87.4

(4.3)

83.1

104.8

(1.9)

102.9

Share of profit of joint ventures after finance income and taxation

4(c)

18.8

(2.5)

16.3

19.9

(2.5)

17.4

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

4(b)

106.2

(6.8)

99.4

124.7

(4.4)

120.3

Non-operating exceptional items

5

-

8.1

8.1

-

4.0

4.0

Profit before interest and taxation

106.2

1.3

107.5

124.7

(0.4)

124.3

Finance costs

(19.4)

-

(19.4)

(18.9)

-

(18.9)

Finance income

1.9

-

1.9

2.9

-

2.9

Profit before taxation

88.7

1.3

90.0

108.7

(0.4)

108.3

Taxation

(18.1)

1.3

(16.8)

(21.5)

(0.8)

(22.3)

Profit from continuing operations

70.6

2.6

73.2

87.2

(1.2)

86.0

DISCONTINUED OPERATIONS

Profit from discontinued operations

-

-

-

-

18.5

18.5

TOTAL OPERATIONS

Profit after taxation for the period attributable to equity shareholders of the parent

70.6

2.6

73.2

87.2

17.3

104.5

 

Earnings per share from continuing and discontinued operations

- Adjusted/Basic

7

10.1p

10.4p

12.2p

14.6p

- Adjusted diluted/Diluted

7

9.9p

10.3p

12.0p

14.4p

Earnings per share from continuing operations

- Adjusted/Basic

7

10.1p

10.4p

12.2p

12.0p

- Adjusted diluted/Diluted

7

9.9p

10.3p

12.0p

11.8p

Dividends per ordinary share

- Interim proposed

6

2.4p

2.2p

- Final paid

6

4.9p

-

 

 

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

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

Unaudited

Unaudited

6 months to

31 October

2011

6 months to

31 October

2010

£m

£m

Profit for the period

73.2

104.5

Other comprehensive (expense)/income

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

 

0.9

 

(4.5)

Actuarial (losses)/gains on Group defined benefit pension schemes

(19.1)

74.7

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

 

(0.9)

 

(1.0)

Net fair value losses on cash flow hedges

(24.4)

(17.1)

(43.5)

52.1

 

Transfers to the income statement

Cash flow hedges reclassified and reported in profit for the period

(16.0)

(3.6)

Tax on items taken directly to or transferred from equity

Tax effect of actuarial losses/(gains) on Group defined benefit pension schemes

 

3.8

 

(20.2)

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

 

0.3

 

0.3

Tax effect of cash flow hedges

10.6

5.8

14.7

(14.1)

Net comprehensive income and total comprehensive income for the period attributable to equity shareholders of the parent

28.4

138.9

 

 

 

CONSOLIDATED BALANCE SHEET (STATEMENT OF FINANCIAL POSITION)

 

Unaudited

Audited

 

 

Notes

As at

31 October 2011

£m

As at

30 April 2011

£m

ASSETS

Non-current assets

Goodwill

8

97.2

95.3

Other intangible assets

9

19.7

24.2

Property, plant and equipment

10

937.3

924.3

Interests in joint ventures

11

63.9

58.1

Available for sale and other investments

2.2

2.1

Derivative instruments at fair value

3.4

20.7

Retirement benefit asset

13

21.8

23.7

Other receivables

18.1

19.4

 

1,163.6

1,167.8

Current assets

Inventories

20.6

26.6

Trade and other receivables

223.0

221.5

Derivative instruments at fair value

20.1

50.8

Foreign tax recoverable

-

1.4

Cash and cash equivalents

244.2

358.3

 

507.9

658.6

Total assets

4(d)

1,671.5

1,826.4

LIABILITIES

Current liabilities

Trade and other payables

565.3

529.6

Current tax liabilities

23.5

20.4

Borrowings

50.7

62.5

Derivative instruments at fair value

1.5

0.1

Provisions

56.6

56.9

 

697.6

669.5

Non-current liabilities

Other payables

15.3

24.3

Borrowings

770.4

592.1

Derivative instruments at fair value

0.8

0.1

Deferred tax liabilities

33.5

46.8

Provisions

128.7

126.6

Retirement benefit obligations

13

123.5

120.8

 

1,072.2

910.7

Total liabilities

4(d)

1,769.8

1,580.2

Net (liabilities)/assets

4(d)

(98.3)

246.2

EQUITY

Ordinary share capital

14

3.2

7.1

Share premium account

8.4

9.8

Retained earnings

(534.3)

(217.4)

Capital redemption reserve

422.8

416.3

Own shares

(14.5)

(14.6)

Translation reserve

2.6

1.7

Cash flow hedging reserve

13.5

43.3

Total equity

(98.3)

246.2

 

The retained earnings deficit of £534.3m (30 April 2011: £217.4m) is the consolidated position. The holding company's distributable reserves as at 31 October 2011 under UK GAAP were £247.3m (30 April 2011: £453.4m).

 

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

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

 

 

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 2011 and 1 May 2011

7.1

9.8

(217.4)

416.3

(14.6)

1.7

43.3

246.2

Profit for the period

-

-

73.2

-

-

-

-

73.2

Other comprehensive (expense)/income, net of tax

-

-

(15.9)

-

-

0.9

(29.8)

(44.8)

Total comprehensive income/(expense)

-

-

57.3

-

-

0.9

(29.8)

28.4

Own ordinary shares sold

-

-

-

-

0.1

-

-

0.1

Preference shares redeemed

-

-

(2.6)

2.6

-

-

-

-

Credit in relation to equity-settled share based payments

-

-

2.1

-

-

-

-

2.1

Return of cash to shareholders

(3.9)

(1.4)

(338.5)

3.9

-

-

-

(339.9)

Dividend paid on ordinary shares

-

-

(35.2)

-

-

-

-

(35.2)

Balance at 31 October 2011

3.2

8.4

(534.3)

422.8

(14.5)

2.6

13.5

(98.3)

 

 

 

Balance at 30 April 2010 and 1 May 2010

7.1

9.8

(433.5)

415.6

(13.3)

7.1

19.9

12.7

Profit for the period

-

-

104.5

-

-

-

-

104.5

Other comprehensive income/(expense), net of tax

-

-

53.8

-

-

(4.5)

(14.9)

34.4

Total comprehensive income/(expense)

-

-

158.3

-

-

(4.5)

(14.9)

138.9

Preference shares redeemed

-

-

(0.5)

0.5

-

-

-

-

Credit in relation to equity-settled share based payments

-

-

2.3

-

-

-

-

2.3

Own ordinary shares purchased

-

-

-

-

(1.8)

-

-

(1.8)

Balance at 31 October 2010

7.1

9.8

(273.4)

416.1

(15.1)

2.6

5.0

152.1

 

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

 

 

Unaudited

Unaudited

6 months to

31 October

2011

6 months to

31 October

2010

Notes

£m

£m

Cash flows from operating activities

Cash generated by operations

15

162.2

106.2

Interest paid

(5.2)

(5.8)

Interest received

1.8

0.7

Dividends received from joint ventures

11.4

15.5

Net cash flows from operating activities

170.2

116.6

Tax paid

(10.3)

(5.8)

Net cash from operating activities after tax

159.9

110.8

Cash flows from investing activities

Acquisition of subsidiaries, net of cash acquired

(1.3)

(56.7)

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

 

9.5

 

-

Purchase of property, plant and equipment

(99.9)

(78.0)

Disposal of property, plant and equipment

43.1

9.6

Purchase of intangible assets

(0.2)

-

Purchase of other investments

-

(0.1)

Net cash outflow from investing activities

(48.8)

(125.2)

Cash flows from financing activities

Redemption of 'B' shares

(2.6)

(0.5)

Purchase of and dividends paid on 'D' shares ("Return of Cash")

(338.5)

-

Costs of Return of Cash

(1.2)

-

Investment in own ordinary shares by employee share ownership trusts

 

-

 

(1.8)

Sale of own ordinary shares by employee share ownership trusts

0.1

-

Repayments of hire purchase and lease finance

(47.0)

(10.9)

Movement in other borrowings

199.8

(5.0)

Dividends paid on ordinary shares

6

(35.2)

-

Sale of tokens

0.2

0.8

Redemption of tokens

(1.3)

(1.7)

Net cash used in financing activities

(225.7)

(19.1)

Net decrease in cash and cash equivalents

(114.6)

(33.5)

Cash and cash equivalents at the beginning of the period

358.3

375.7

Exchange rate effects

0.5

(0.4)

Cash and cash equivalents at the end of the period

244.2

341.8

 

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 2011 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services 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 2011, which have been prepared in accordance with IFRSs as adopted by the European Union. The accounting policies applied are consistent with those of the annual financial statements for the year ended 30 April 2011, as described on pages 46 to 53 of the Group's 2011 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 2011 has not been audited, nor has the comparative financial information for the six months ended 31 October 2010 but they have both been reviewed by the auditors. The comparative financial information presented in this announcement for the year ended 30 April 2011 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 2011, which were approved by the Board of Directors on 29 June 2011, 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 7 December 2011. 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 2011 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

2011

6 months to

31 October

2010

Year to

30 April

2011

US Dollar:

Period end rate

1.6141

1.5988

1.6680

Average rate

1.6099

1.5301

1.5646

Canadian Dollar:

Period end rate

1.6032

1.6270

1.5827

Average rate

1.5847

1.5851

1.5823

 

 

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.

 

In the current financial year, the Group's UK Rail Division is expected to be more profitable in the second half of the financial year than the first half due to the timing of the Group's East Midlands Trains franchise becoming eligible for revenue support payments.

 

 

 

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

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 2011.

 

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. 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

2011

6 months to

31 October

2010

£m

£m

Continuing operations

UK Bus (regional operations)

450.9

445.1

UK Bus (London)

117.1

9.2

North America

164.1

155.1

Total bus continuing operations

732.1

609.4

UK Rail

562.6

525.0

Total Group revenue

1,294.7

1,134.4

Intra-Group revenue - UK Bus (regional operations)

(1.0)

(0.8)

Reported Group revenue

1,293.7

1,133.6

 

 

4

SEGMENTAL ANALYSIS (CONTINUED)

 

(b)

Operating profit

 

Operating profit split by segment was as follows:

 

Unaudited

Unaudited

6 months to 31 October 2011

6 months to 31 October 2010

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)

80.0

-

80.0

73.3

-

73.3

UK Bus (London)

5.5

-

5.5

(0.1)

-

(0.1)

North America

15.3

-

15.3

15.1

-

15.1

Total bus continuing operations

100.8

-

100.8

88.3

-

88.3

UK Rail

(6.9)

-

(6.9)

22.9

-

22.9

Total continuing operations

93.9

-

93.9

111.2

-

111.2

Group overheads

(5.0)

-

(5.0)

(5.4)

-

(5.4)

Intangible asset expenses

-

(4.3)

(4.3)

-

(1.9)

(1.9)

Restructuring costs

(1.5)

-

(1.5)

(1.0)

-

(1.0)

Total operating profit of continuing Group companies

 

87.4

 

(4.3)

 

83.1

 

104.8

 

(1.9)

 

102.9

Share of joint ventures' profit after finance income and taxation

 

18.8

 

(2.5)

 

16.3

 

19.9

 

(2.5)

 

17.4

Total operating profit:

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

106.2

(6.8)

99.4

124.7

(4.4)

120.3

 

 

(c)

Joint ventures

 

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

 

Unaudited

Unaudited

6 months to 31 October 2011

6 months to 31 October 2010

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

12.2

-

12.2

13.7

-

13.7

Finance income (net)

0.1

-

0.1

0.1

-

0.1

Taxation

(3.2)

-

(3.2)

(3.8)

-

(3.8)

9.1

-

9.1

10.0

-

10.0

Goodwill charged on investment in continuing joint ventures

-

(2.5)

(2.5)

-

(2.5)

(2.5)

9.1

(2.5)

6.6

10.0

(2.5)

7.5

Citylink (UK Bus regional operations)

Operating profit

1.7

-

1.7

1.5

-

1.5

Taxation

(0.5)

-

(0.5)

(0.4)

-

(0.4)

1.2

-

1.2

1.1

-

1.1

Twin America (North America)

Operating profit

8.8

-

8.8

9.1

-

9.1

Taxation

(0.3)

-

(0.3)

(0.3)

-

(0.3)

8.5

-

8.5

8.8

-

8.8

Share of profit of joint ventures after finance income and taxation

 

18.8

 

(2.5)

 

16.3

 

19.9

 

(2.5)

 

17.4

 

4

SEGMENTAL ANALYSIS (CONTINUED)

 

(d)

Gross assets and liabilities

 

Assets and liabilities split by segment were as follows:

 

Unaudited

Audited

As at 31 October 2011

As at 30 April 2011

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)

719.3

(255.1)

464.2

733.9

(240.0)

493.9

UK Bus (London)

125.8

(98.8)

27.0

146.0

(92.1)

53.9

North America

278.0

(78.6)

199.4

266.9

(76.3)

190.6

UK Rail

221.2

(418.8)

(197.6)

232.5

(411.6)

(179.1)

1,344.3

(851.3)

493.0

1,379.3

(820.0)

559.3

Central functions

19.1

(40.4)

(21.3)

29.3

(38.4)

(9.1)

Joint ventures

63.9

-

63.9

58.1

-

58.1

Borrowings and cash

244.2

(821.1)

(576.9)

358.3

(654.6)

(296.3)

Taxation

-

(57.0)

(57.0)

1.4

(67.2)

(65.8)

Total

1,671.5

(1,769.8)

(98.3)

1,826.4

(1,580.2)

246.2

 

 

5

EXCEPTIONAL ITEMS AND INTANGIBLE ASSET EXPENSES

 

The Group separately highlights intangible asset expenses and exceptional items. Exceptional items are defined in note 21.

 

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 2011 and six months ended 31 October 2010 can be further analysed as follows:

 

Unaudited

Unaudited

6 months to 31 October 2011

6 months to 31 October 2010

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

-

(4.3)

(4.3)

-

(1.9)

(1.9)

Share of profit of joint ventures

Goodwill charged on investment in joint ventures

-

(2.5)

(2.5)

-

(2.5)

(2.5)

Non-operating exceptional items - continuing operations

 

 

 

 

 

 

Net gain on disposal of businesses

8.1

-

8.1

-

-

-

Revision to the estimated insurance provision relating to pre-acquisition liabilities

 

-

 

-

 

-

 

4.6

 

-

 

4.6

Expenses incurred in relation to acquisition of East London bus business

 

-

 

-

 

-

 

(0.6)

 

-

 

(0.6)

Non-operating exceptional items - continuing operations

 

8.1

 

-

 

8.1

 

4.0

 

-

 

4.0

Intangible asset expenses and exceptional items - continuing operations

 

8.1

 

(6.8)

 

1.3

 

4.0

 

(4.4)

 

(0.4)

Tax effect

-

1.3

1.3

(1.3)

0.5

(0.8)

Intangible asset expenses and exceptional items after taxation - continuing operations

 

8.1

 

(5.5)

 

2.6

 

2.7

 

(3.9)

 

(1.2)

Resolution of certain liabilities re disposals - discontinued operations

 

-

 

-

 

-

 

18.5

 

-

 

18.5

 

6

DIVIDENDS

 

Dividends on ordinary shares are shown below.

 

Unaudited

Unaudited

Audited

Unaudited

Unaudited

Audited

6 months to 31 October 2011

6 months to 31 October 2010

Year to

30 April 2011

6 months to 31 October 2011

6 months to 31 October 2010

Year to

30 April 2011

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

4.9

-

-

35.2

-

-

Interim dividend in respect of the current period

-

-

2.2

-

-

15.8

Amounts recognised as distributions to equity holders in the period

 

4.9

 

-

 

2.2

 

35.2

 

-

 

15.8

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

-

-

4.9

-

-

35.2

Interim dividend in respect of the current period

2.4

2.2

-

13.8

15.8

-

2.4

2.2

4.9

13.8

15.8

35.2

 

 

The interim ordinary dividend of 2.4p per ordinary share was declared by the Board of Directors on 7 December 2011 and has not been included as a liability as at 31 October 2011. It is payable on 7 March 2012 to shareholders on the register at close of business on 10 February 2012.

 

The total value of dividends proposed or declared and the total value of actual dividends recognised as distributions can differ slightly due to the number of shares ranking for dividend at the balance sheet date being different from the number ranking at the record date.

 

A return of cash of approximately £340m to shareholders was completed in October 2011. This equated to 47p per ordinary share. Shareholders were able to choose to receive the 47p returned as a dividend payable on 'D' shares. £85.0m of the total return of cash was paid to shareholders as a dividend on 'D' shares. The dividend paid on 'D' shares is not included in the analysis above. Note 14 includes further information on the return of cash.

 

 

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 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 options and long-term incentive plans. In respect of share options, a calculation was done to determine the number of ordinary shares that could have been acquired at fair value (using the average market share price of the Company's ordinary shares during the period) based on the monetary value of the subscription rights attached to outstanding share options. The number of ordinary shares calculated as above is compared with the number of ordinary shares that would have been issued assuming the exercise of the share options. The difference is added to the denominator as an issue of ordinary shares for no consideration and no adjustment is made to earnings (numerator).

 

7

EARNINGS PER SHARE (CONTINUED)

 

 

Unaudited

Unaudited

6 months to

31 October

2011

6 months to

31 October

2010

No. of shares

million

No. of shares

million

Basic weighted average number of ordinary shares

702.0

717.4

Dilutive ordinary shares

- Executive Share Option Scheme

-

0.4

- Long Term Incentive Plan

5.1

2.7

- Executive Participation Plan

4.0

4.2

Diluted weighted average number of ordinary shares

711.1

724.7

 

 

 

Unaudited

Unaudited

6 months to

31 October

2011

6 months to

31 October

2010

Notes

£m

£m

Profit after taxation including discontinued operations (for basic EPS calculation)

 

73.2

 

104.5

Intangible asset expenses

5

6.8

4.4

Exceptional items before tax

5

(8.1)

(4.0)

Tax effect of intangible asset expenses and exceptional items

5

(1.3)

0.8

Profit for the year from discontinued operations

5

-

(18.5)

Profit for adjusted EPS calculation

70.6

87.2

 

 

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. The basic and diluted earnings per share can be further analysed as follows:

 

Unaudited

6 months to 31 October 2011

6 months to 31 October 2010

Earnings

£m

 

Weighted average number of shares

million

Earnings per share

pence

Earnings

£m

 

Weighted average number of shares

million

Earnings per share

pence

Basic

- Continuing operations

73.2

702.0

10.4

86.0

717.4

12.0

- Discontinued operations

-

702.0

-

18.5

717.4

2.6

73.2

702.0

10.4

104.5

717.4

14.6

Adjusted basic

- Continuing operations

70.6

702.0

10.1

87.2

717.4

12.2

- Discontinued operations

-

702.0

-

-

717.4

-

70.6

702.0

10.1

87.2

717.4

12.2

Diluted

- Continuing operations

73.2

711.1

10.3

86.0

724.7

11.8

- Discontinued operations

-

711.1

-

18.5

724.7

2.6

73.2

711.1

10.3

104.5

724.7

14.4

Adjusted diluted

- Continuing operations

70.6

711.1

9.9

87.2

724.7

12.0

- Discontinued operations

-

711.1

-

-

724.7

-

70.6

711.1

9.9

87.2

724.7

12.0

 

 

8

GOODWILL

 

The movements in goodwill were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2011

6 months to

31 October

2010

(restated)

Year to

30 April

2011

£m

£m

£m

Cost and net book value at beginning of period

95.3

99.4

99.4

Acquired through business combinations

-

3.7

3.7

Disposals

-

-

(2.5)

Foreign exchange movements

1.9

(2.8)

(5.3)

At end of period

97.2

100.3

95.3

 

The movements in goodwill in the 6 months to 31 October 2010 as shown above have been restated from those reported in the condensed consolidated financial statements for the 6 months ended 31 October 2010 to reflect the final acquisition net assets fair values of the East London Bus business acquired in October 2010. Further details regarding this restatement are given in note 12.

 

 

9

OTHER INTANGIBLE ASSETS

 

The movements in other intangible assets were as follows:

 

Unaudited

Unaudited

Audited

6 months to

31 October

2011

6 months to

31 October

2010

(restated)

Year to

30 April

2011

£m

£m

£m

Cost at beginning of period

70.2

52.7

52.7

Additions

0.2

-

0.4

Acquired through business combinations

0.1

17.8

17.8

Disposals

(0.3)

-

(0.3)

Foreign exchange movements

(0.3)

(0.2)

(0.4)

Cost at end of period

69.9

70.3

70.2

Accumulated amortisation at beginning of period

(46.0)

(36.6)

(36.6)

Amortisation charged to income statement

(4.3)

(1.9)

(10.1)

Disposals

0.1

-

0.3

Foreign exchange movements

-

-

0.4

Accumulated amortisation at end of period

(50.2)

(38.5)

(46.0)

Net book value at beginning of period

24.2

16.1

16.1

Net book value at end of period

19.7

31.8

24.2

 

The movements in other intangible assets in the 6 months to 31 October 2010 as shown above have been restated from those reported in the condensed consolidated financial statements for the 6 months ended 31 October 2010 to reflect the final acquisition net assets fair values of the East London Bus business acquired in October 2010. Further details regarding this restatement are given in note 12.

 

 

10

PROPERTY, PLANT AND EQUIPMENT

 

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

 

Unaudited

Unaudited

Audited

6 months to

31 October

2011

6 months to

31 October

2010

(restated)

Year to

30 April

2011

£m

£m

£m

Cost at beginning of period

1,536.1

1,400.5

1,400.5

Additions

98.3

83.3

167.8

Acquired through business combinations

1.2

82.2

82.2

Disposals

(66.1)

(36.5)

(82.6)

Disposal of subsidiaries

-

-

(7.7)

Foreign exchange movements

7.2

(15.6)

(24.1)

Cost at end of period

1,576.7

1,513.9

1,536.1

Depreciation at beginning of period

(611.8)

(604.3)

(604.3)

Depreciation charged to income statement

(46.5)

(42.6)

(90.3)

Disposals

23.1

26.2

66.1

Disposal of subsidiaries

-

-

4.2

Foreign exchange movements

(4.2)

8.0

12.5

Depreciation at end of period

(639.4)

(612.7)

(611.8)

Net book value at beginning of period

924.3

796.2

796.2

Net book value at end of period

937.3

901.2

924.3

 

The movements in property, plant and equipment in the 6 months to 31 October 2010 as shown above have been restated from those reported in the condensed consolidated financial statements for the 6 months ended 31 October 2010 to reflect the final acquisition net assets fair values of the East London Bus business acquired in October 2010. Further details regarding this restatement are given in note 12.

 

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

2011

6 months to

31 October

2010

Year to

30 April

2011

£m

£m

£m

Cost at beginning of period

111.4

104.9

104.9

Share of recognised profit

18.8

19.9

39.5

Share of actuarial losses on defined benefit schemes, net of tax

-

-

(0.5)

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

(0.6)

(0.7)

(0.1)

Dividends received in cash

(11.4)

(15.5)

(28.8)

Foreign exchange movements

1.5

(2.0)

(3.6)

Cost at end of period

119.7

106.6

111.4

Amounts written off at beginning of period

(53.3)

(48.2)

(48.2)

Goodwill charged to income statement

(2.5)

(2.5)

(5.1)

Amounts written off at end of period

(55.8)

(50.7)

(53.3)

Net book value at beginning of period

58.1

56.7

56.7

Net book value at end of period

63.9

55.9

58.1

 

A loan payable to Scottish Citylink Limited of £1.7m (30 April 2011: £1.7m) is included within current liabilities under the caption "Trade and other payables".

 

12

BUSINESS COMBINATIONS AND DISPOSALS

 

(i)

Disposal of Stagecoach Metrolink Limited

 

On 1 August 2011, the Group completed the sale of its subsidiary, Stagecoach Metrolink Limited, to Ratp Dev UK Limited, a wholly owned subsidiary of Ratp Développement. Stagecoach Metrolink Limited operates and maintains the Manchester Metrolink tram network under a ten-year contract with Transport for Greater Manchester through to July 2017. A £8.2m gain on disposal has been reported within exceptional items.

 

(ii)

Acquisition of East London Bus

 

On 14 October 2010, Stagecoach Bus Holdings Limited ("SBHL"), a Group subsidiary, completed the acquisition of the bus business formerly owned by East London Bus Group Limited (in administration). In the condensed consolidated financial statements for the six months ended 31 October 2010, which were published on 8 December 2010, the Group accounted for the acquisition in accordance with IFRS3 "Business Combinations" using best estimates of the fair value of net assets of the acquired businesses. The fair value of net assets of the acquired business were refined and finalised in the period ended 30 April 2011, as reported in the Group's 2011 Annual Report. Where appropriate, comparative information for the period ended 31 October 2010 has been restated in the condensed consolidated financial statements for the six months ended 31 October 2011 to reflect the final fair value of net assets of the acquired businesses as reported in the Group's 2011 Annual Report. The balances restated were as follows:

 

As reported in condensed financial statements for six months ended

31 October 2010

 

Restatement

to reflect fair value

as reported in

2011 Annual Report

As reported in 2011 Annual Report and restated comparatives for six months ended

31 October 2010

£m

£m

£m

Intangible assets

 - Customer contracts

17.9

(0.1)

17.8

Property, plant and equipment

- Land and buildings

39.7

-

39.7

- Passenger service vehicles

48.1

(7.1)

41.0

- Other plant and equipment

1.7

(0.2)

1.5

Retirement benefit asset

7.8

-

7.8

Deferred tax asset

13.1

0.9

14.0

Inventory

0.8

-

0.8

Cash

3.5

-

3.5

Trade and other receivables

15.9

(0.8)

15.1

Trade and other payables

(26.7)

(1.2)

(27.9)

Intercompany payables

(54.1)

-

(54.1)

Provisions

- Insurance provisions

(22.3)

4.7

(17.6)

- Environmental provisions

-

(0.3)

(0.3)

- Acquired customer contracts

(41.2)

1.7

(39.5)

Fair value of net assets acquired, excluding goodwill

4.2

(2.4)

1.8

Goodwill arising on acquisition

1.2

2.4

3.6

Total consideration (settled in cash)

5.4

-

5.4

 

(iii)

Other business combinations

 

One business acquisition has been made by our North America division during the six months ended 31 October 2011. £1.3m was paid to acquire the assets of a small bus business.

 

 

13

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).

 

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 2011 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 at beginning of period

21.5

46.4

21.8

3.2

4.2

97.1

Current service cost

12.0

14.7

0.8

-

-

27.5

Interest cost

28.9

15.1

7.4

0.1

-

51.5

Expected return on plan assets

(36.0)

(15.5)

(9.6)

-

-

(61.1)

Unwinding of franchise adjustment

-

(2.8)

-

-

-

(2.8)

Employers' contributions

(13.6)

(13.8)

(2.4)

-

-

(29.8)

Actuarial losses/(gains)

40.7

(13.6)

(8.5)

0.4

0.1

19.1

Exchange losses

-

-

-

0.2

-

0.2

Liability at end of period

53.5

30.5

9.5

3.9

4.3

101.7

 

The net liability at 31 October 2011 shown above is presented in the consolidated balance sheet as:

 

Total

£m

Retirement benefit asset

(21.8)

Retirement benefit obligations

123.5

Net retirement benefit liability

101.7

 

14

ORDINARY SHARE CAPITAL

 

At 31 October 2011, there were 576,099,960 ordinary shares in issue (30 April 2011: 720,124,950).

 

The balance on the share capital account represents the aggregate nominal value of all ordinary shares in issue.

 

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 2011, the QUEST held 516,267 (30 April 2011: 333,372) ordinary shares in the Company and the EBT held 709,252 (30 April 2011: 1,854,213) ordinary shares in the Company. The trusts have waived dividends on the shares they hold.

 

On 10 October 2011, a share capital consolidation took place that replaced every 5 existing ordinary shares with 4 new ordinary shares. The effect of this share capital consolidation changed the par value of an ordinary share from 56/57 pence to 125/228 pence.

 

Also on 10 October 2011, shareholders received 1 'D' share for each existing ordinary share held. This was a means of returning cash to shareholders. The 'D' shares were subsequently dealt with as follows:

·; A dividend of 47 pence per 'D' share was paid on 180,922,880 'D' shares, with the dividend paid to holders on 21 October 2011. These 'D' shares were then converted to deferred shares. The deferred shares have been subsequently cancelled.

·; 539,202,070 'D' shares were purchased by the Company for 47 pence each and the proceeds paid to shareholders on 21 October 2011. These 'D' shares have been subsequently cancelled.

·; No 'D' shares remained in issue as at 31 October 2011.

 

 

15

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

2011

6 months to

31 October

2010

£m

£m

Operating profit of Group companies

83.1

102.9

Depreciation

46.5

42.6

(Gain)/loss on disposal of plant and equipment

(0.1)

0.7

Intangible asset expenses

4.3

1.9

Equity-settled share based payment expense

2.1

2.3

Operating cashflows before working capital movements

135.9

150.4

(Increase)/decrease in inventories

(0.6)

0.7

Decrease/(increase) in receivables

3.3

(27.0)

Increase/(decrease) in payables

38.6

(13.9)

(Decrease)/increase in provisions

(0.3)

5.2

Differences between employer contributions and amounts recognised in the income statement

 

(14.7)

 

(9.2)

Cash generated by operations

162.2

106.2

 

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 £8.7m (31 October 2010: £5.6m). After taking account of deposits paid up-front, new hire purchase and finance lease liabilities of £7.9m (31 October 2010: £5.3m) were recognised.

 

 

16

RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT

 

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

 

 

Unaudited

Unaudited

6 months to

31 October

2011

6 months to

31 October

2010

Notes

£m

£m

Decrease in cash

(114.6)

(33.5)

Cash flow from movement in borrowings

(145.3)

16.4

(259.9)

(17.1)

New hire purchase and finance leases

(7.9)

(5.3)

Foreign exchange movements

(3.5)

6.0

Other movements

(0.2)

(0.3)

Increase in net debt

(271.5)

(16.7)

Opening net debt

17

(280.9)

(296.7)

Closing net debt

17

(552.4)

(313.4)

 

 

17

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 21. 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

338.0

(114.5)

-

0.5

-

224.0

Cash collateral

20.3

(0.1)

-

-

-

20.2

Hire purchase and finance lease obligations

(220.7)

47.0

(7.9)

(1.2)

-

(182.8)

Bank loans and loan stock

(21.1)

(194.9)

-

-

-

(216.0)

Bonds

(394.8)

-

-

(2.8)

(0.2)

(397.8)

'B' preference shares

(2.6)

2.6

-

-

-

-

Net debt

(280.9)

(259.9)

(7.9)

(3.5)

(0.2)

(552.4)

Accrued interest on bonds

(8.6)

-

-

-

(11.5)

(20.1)

Effect of fair value hedges

(3.9)

-

-

-

3.9

-

Unamortised gain on early settlement of interest rate swaps

 

-

 

(4.9)

 

-

 

-

 

0.6

 

(4.3)

Foreign exchange derivatives not included in borrowings in balance sheet

 

(2.9)

 

-

 

-

 

2.8

 

-

 

(0.1)

Net borrowings (IFRS)

(296.3)

(264.8)

(7.9)

(0.7)

(7.2)

(576.9)

 

The cash collateral balance as at 31 October 2011 of £20.2m (30 April 2011: £20.3m) comprises balances held in trust in respect of loan notes of £18.8m (30 April 2011: £18.9m) and North America restricted cash balances of £1.4m (30 April 2011: £1.4m). In addition, cash includes train operating company cash of £173.6m (30 April 2011: £163.1m). Under the terms of the franchise agreements, other than with the DfT's consent, train operating companies can only distribute cash out of retained earnings and only to the extent they do not breach any franchise liquidity ratios.

 

 

18

CHANGES IN COMMITMENTS AND CONTINGENCIES

 

(i)

Capital commitments

Capital commitments contracted but not provided at 31 October 2011 were £73.0m (30 April 2011: £119.8m).

 

(ii)

Performance and season ticket bonds

At 31 October 2011, the Group has provided performance bonds backed by bank facilities or insurance arrangements of £70.8m (30 April 2011: £70.8m) and season ticket bonds backed by bank facilities or insurance arrangements of £48.5m (30 April 2011: £51.8m) to the Department for Transport in relation to the Group's rail franchise operations.

 

(iii)

Legal actions

The Group and the Company are from time to time party to 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 2011, the accruals in the consolidated financial statements for such claims total £1.9m (30 April 2011: £2.0m).

 

 

19

RELATED PARTY TRANSACTIONS

 

Details of major related party transactions during the six months ended 31 October 2011 are provided below, except for those relating to the remuneration of the Directors and management.

 

(i)

Virgin Rail Group Holdings Limited - Non-Executive Directors

Two of the Group's managers are non-executive directors of Virgin Rail Group Holdings Limited. During the six months ended 31 October 2011, the Group earned fees of £30,000 (six months ended 31 October 2010: £30,000) from Virgin Rail Group Holdings Limited in this regard.

 

(ii)

West Coast Trains Limited

West Coast Trains Limited is a subsidiary of Virgin Rail Group. In the six months to 31 October 2011 East Midlands Trains (a subsidiary of the Group) had purchases totalling £174,000 (six months ended 31 October 2010: £192,000) and sales totalling £Nil (six months ended 31 October 2010: £1,000) from/to West Coast Trains Limited.

 (iii)

Noble Grossart Limited

Ewan Brown (Non-Executive Director) is a former executive director and current non-executive director of Noble Grossart Limited that provided advisory services to the Group. At 31 October 2011, Noble Grossart Investments Limited, a subsidiary of Noble Grossart Limited, held 3,267,999 (30 April 2011: 4,084,999) ordinary shares in the Company, representing 0.6% (30 April 2011: 0.6%) of the Company's issued ordinary share capital.

 

 (iv)

Alexander Dennis Limited

Sir Brian Souter (Chief Executive) and Ann Gloag (Non-Executive Director) collectively hold 37.9% (30 April 2011: 37.9%) of the shares and voting rights in Alexander Dennis Limited. Noble Grossart Investments Limited (see (iii) above) controls a further 28.4% (30 April 2011: 28.4%) of the shares and voting rights of Alexander Dennis Limited. None of Sir Brian Souter, Ann Gloag or 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 2011, the Group purchased £42.0m (six months ended 31 October 2010: £38.7m) of vehicles from Alexander Dennis Limited and £0.6m (six months ended 31 October 2010: £1.9m) of spare parts and other services. As at 31 October 2011, the Group had £Nil (30 April 2011: £1.3m) payable to Alexander Dennis Limited.

 

(v)

Pension Schemes

Details of contributions made to pension schemes are contained in note 13.

 

 

19

RELATED PARTY TRANSACTIONS (CONTINUED)

 

 

 

(vi)

 

Robert Walters plc

Martin Griffiths is a non-executive director and Senior Independent Director of Robert Walters plc and received remuneration of £30,430 (six months ended 31 October 2010: £28,890) in respect of his services for the six-month period ended 31 October 2011. Martin Griffiths holds 20,000 (30 April 2011: 20,000) shares in Robert Walters plc, which represents less than 0.1% (30 April 2011: less than 0.1%) of the issued share capital.

 

 

(vii)

AG Barr plc

Martin Griffiths became a non-executive director of AG Barr plc on 1 September 2010 and received remuneration of £19,500 in respect of his services for the six months ended 31 October 2011 (period ended 31 October 2010: £6,250). Martin Griffiths holds 1,800 (30 April 2011: 1,800) shares in AG Barr plc, which represents less than 0.1% (30 April 2011: less than 0.1%) of the issued share capital.

 

 

(viii)

Scottish Citylink Coaches Limited

A non interest bearing loan of £1.7m (30 April 2011: £1.7m) was due to Scottish Citylink Coaches Limited as at 31 October 2011. The Group received £9.7m in the six months ended 31 October 2011 in respect of the operation of services subcontracted by Scottish Citylink Coaches Limited (six months ended 31 October 2010: £8.1m). As at 31 October 2011, the Group had a net £4.3m (30 April 2011: £1.6m) receivable from Scottish Citylink Coaches Limited, excluding the loan referred to above.

 

 

(ix)

Argent Energy Group Limited

Sir Brian Souter (Chief Executive) and Ann Gloag (Non-Executive Director) collectively hold 39.3% (30 April 2011: 39.3%) of the shares and voting rights in Argent Energy Group Limited. Neither Sir Brian Souter nor Ann Gloag is a director of Argent Energy Group Limited nor do they have any involvement in the management of Argent Energy Group. Furthermore, they do not participate in deciding on and negotiating the terms and conditions of transactions between the Group and Argent Energy Group.

 

For the six months ended 30 April 2011, the Group purchased £0.7m (six months ended 31 October 2010: £0.7m) of biofuel from Argent Energy Group.

 

 

 

20

POST BALANCE SHEET EVENTS

 

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

 

On 15 November 2011 the Group completed the sale of its school bus operations in the US state of Wisconsin ("Wisconsin School Bus") to Student Transportation, Inc.. Part of Wisconsin School Bus will be held in trust pending approval of the sale by the Surface Transportation Board. The consideration for the sale equated to an enterprise value of US$47.0m of which US$46.8m has been settled in cash and the balance of US$0.2m is payable six months after the date of sale. The sales proceeds have initially been applied to reduce Stagecoach's consolidated net debt. The gross assets of Wisconsin School Bus as at 30 April 2011 were US$21.8m. Prior to the sale the Group was forecasting revenue of US$36.4m and operating profit of US$4.0m for Wisconsin School Bus for the year ending 30 April 2012.

 

 

21

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 interest, the effect of fair value hedges on the carrying value of borrowings and unamortised gains on the early settlement of interest rate swaps, and to include the effect of foreign exchange derivatives that synthetically convert an element of borrowings from one currency to another.

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

 

Independent review report to Stagecoach Group plc

 

 

Introduction

We have been engaged by the Company to review the consolidated set of financial statements in the interim results report for the six months ended 31 October 2011, which comprises the consolidated income statement, consolidated statement of comprehensive income, consolidated balance sheet, consolidated statement of changes in equity, consolidated statement of cash flows and related notes. We have read the other information contained in the interim results report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed consolidated financial statements.

 

Directors' responsibilities

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

 

As disclosed in note 1 to the condensed consolidated financial statements, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed consolidated financial statements included in this interim results report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.

 

Our responsibility

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

 

Scope of review

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

 

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated financial statements in the interim results report for the six months ended 31 October 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

 

 

 

 

 

 

 

PricewaterhouseCoopers LLP

Chartered Accountants

141 Bothwell Street

GLASGOW

 

7 December 2011

 

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.

 

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