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Half Yearly Report

15 May 2014 07:00

RNS Number : 1565H
Thomas Cook Group PLC
15 May 2014
 



Results for the six months ended 31 March 2014

STRONG PROGRESS UNDERPINS STRATEGY OF SUSTAINED PROFITABLE GROWTH

"Firstly, I'm delighted to report that we have delivered 39% underlying EBIT growth to £274 million and a 120 basis point improvement in underlying gross margin to 22.5% on a last 12 months like for like basis, despite around a quarter of a million fewer customers travelling to Egypt which reduced revenues and profits by £131 million and £14 million respectively. Secondly, concept hotel summer bookings are up 44% and UK 2014/15 winter bookings 11% higher, reflecting strong customer demand for our new products. Thirdly, 2014 Wave 1 cost out and profit improvements are £20 million ahead of plan, resulting in yet another increase in our 2015 Wave 1 target, from £440 million to more than £460 million. Finally, Standard & Poor's recently recognised our transformation progress by raising their outlook to 'positive' from 'stable'.

In respect of our 2018 Wave 2 target of over £400 million, we have so far identified an initial proportion of benefits, which we have fully risk weighted, of £150 million, with substantially more to come. We believe that these, in addition to over £1.2 billion in targeted incremental new product revenue in 2017, will transform our profitability and generate superior returns for our shareholders."

Harriet Green, Group Chief Executive

Key highlights

· Underlying EBIT up 39%, a rise of £77 million to £274 million on a last 12 months like for like basis (LTM ended 31 March 2013: £197 million); for the six months ended 31 March 2014 underlying EBIT improved by £30 million to £(187) million on a like for like basis (six months ended 31 March 3013: £(217) million)

· Wave 1 FY15 cost out and profit improvement target up £20 million to £460 million. Wave 2 FY18 target of over £400 million; initial risk weighted benefits identified so far of £150 million

· Online bookings increased to almost 39% over the last six months. Annual web booked revenues now represent approximately £3 billion; mobile and tablet bookings almost £0.5 billion

· Strong new product demand: Summer concept hotel bookings up 44%, UK Winter 14/15 bookings up 11%. Around a third of Group revenue is from more flexible rather than traditionally packaged products

· Summer 2014 booking performance is developing well with solid volumes in our main markets

£m

(unless otherwise stated)

6 months ended 31.3.2014

6 months ended 31.3.2013

Underlying

Statutory

Underlying

Statutory

Revenue

3,011

3,011

3,224

3,224

EBIT

(187)

(283)

(198)

(314)

EBIT margin (%)

(6.2)%

(9.4)%

(6.1)%

(9.7)%

EBIT on a like for like basis

(187)

(283)

(217)

(332)

Free cash flow excl. disposed business' contribution

(460)

(460)

(407)

(407)

Net debt

(811)

(811)

(1,215)

(1,215)

£m

(unless otherwise stated)

LTM ended 31.3.2014

LTM ended 31.3.2013

Underlying

Statutory

Underlying

Statutory

Revenue

9,101

9,101

9,109

9,109

EBIT

274

44

228

31

EBIT margin (%)

3.0%

0.5%

2.5%

0.3%

EBIT on a like for like basis

274

44

197

-

Free cash flow excl. disposed business' contribution

7

7

94

94

Net debt

(811)

(811)

(1,215)

(1,215)

Note: Throughout this document the abbreviation "LTM" refers to the last 12 months to 31 March. The term 'underlying' refers to trading results after adjusting results on a statutory basis for separately disclosed items that are significant in understanding the on-going results of the Group. Separately disclosed items are included on the face of the income statement and are detailed on p19. The term 'like-for-like' reflects the underlying results after removing identifiable non-recurring items in the prior year, including the timing of Easter, and adjusting for exchange rate movements. Like-for-like adjustments are shown on pages 15 to 19.

Full details of our financial performance are set out on pages 14 - 28. On 13 March 2013 we published specific and measurable targets and key performance indicators ("KPIs"), committing to report our progress towards achieving these at regular intervals, which at H1 2014 is as follows:

Further new product growth

· Incremental new product revenue rose by a further £46 million to £140 million on a cumulative basis to 31 March 2014 (FY13: £94 million), on track to achieving our FY14 target of more than £300 million

· Summer bookings at our Concept hotels have increased by 44% to 460,211 compared with the same period last year

· Summer bookings at our Partnership hotels have increased by 11% to 593,925 compared with the same period last year

· Our concept and partnership hotel portfolio continues to grow rapidly. Since the end of FY13, we have secured a further 166 new exclusive hotels, taking the total to 475, an increase of 54%, well on track to achieve our targeted 640 by FY15 and 800 by FY17. The pipeline remains strong with over 300 potential hotels identified for conversion against a requirement of 165 to achieve the FY15 target. Capitalising on this strong growth momentum, we are currently considering a number of strategic and financing options that could enable us to accelerate their development

· Our mix of business continues to extend beyond pure packaged to more flexible products that provide customers with greater optionality when choosing destinations, durations and departure dates for their holidays as well as access to an attractive range of ancillary offers. The proportion of business coming from these more flexible products now represents approximately £3 billion, equating to around a third of total Group revenue

Web penetration

· Significant progress is being made to transform Thomas Cook from a detached and disjointed web legacy to a fully integrated digital business. This includes consolidating 304 websites to around four per segment and reducing 17 web platforms to one

· We have now achieved approximately £3 billion in web generated annual revenues, supported by online bookings over the last six months, which have risen to 38.8%, as we continue to make encouraging progress towards our FY14 target of over 40%. Over the last 12 months and on the basis that bookings are only recognised once the customer departs on holiday, the online penetration rate is 36.4%. Backed by our encouraging progress over the last six months and supported by our recently enhanced customer website, we expect to generate further momentum in the second half of this year as we move towards a "tipping point" when we expect web penetration to accelerate

· Tour Operator bookings via tablets and mobile devices are up 72% compared with the same time last year, desktop conversion rates are up 17% and UK branded traffic on thomascook.com has increased by double digit percentage points since the launch of marketing campaigns in June 2013

· Our web penetration in mobile and tablet is especially promising, with mobile and tablet bookings delivering a run rate of almost £0.5 billion in annual revenue

· Further enhancing our growing team of digital talent, we are pleased to announce the appointment of Jo Hickson, Kathryn Parsons and Nicola Millard to our industry leading Digital Advisory Board. Jo Hickson is Group Head of Innovation at Home Retail Group plc, Kathryn Parsons is co-founder and co-CEO of the business, De-coded, which has been nominated as one of the top 5 most innovative businesses in the UK, and Nicola Millard is a senior member of BT Global Services where she specialises in analysing future trends for customers and organisations

· Of our 40 person senior digital team, over half are new hires, many joining from leading digital companies such as Expedia, ebay, booking.com, Orange and lastminute.com

· We are launching a new fully responsive web site with a substantially improved user interface. Initially introducing it in the UK, we plan to roll this out to other markets over the coming months

· We won the Chartered Institute of Marketing (CIM) award for Excellence in Digital Marketing and our new "Holidays to go! (@TCOffers)" was named one of the top social media campaigns for March 2014 by Econsultancy. In addition, our Swedish brand, Ving, recently won "The Service Award" for the best service in the holiday travel business

Continuing cost out and profit improvements

· In the six months to 31 March 2014, we delivered a further £83 million of Wave 1 cost out and profit improvement benefits, taking the cumulative total to £277 million, enabling us to absorb trading challenges such as the impact of the market disruption in Egypt

· Risk weighting adjustments to maturing initiatives whose realisable benefits are expected to be greater than those we had originally assumed have led our FY14 and FY15 cumulative Wave 1 targets to increase to £360 million and £460 million respectively, representing a further £20 million of benefits that have been identified in FY14 at minimal extra cost

· Through The Thomas Cook Business System we continue to identify significant opportunities to further professionalise the Group around our customers' needs, developing products, digitising the business and consolidating diffuse operations, overlaid by relentless performance management

· In the context of our FY18 Wave 2 target of over £400 million, we have so far identified an initial proportion of benefits, which we have fully risk weighted, of £150 million, with substantially more to come

· The estimated incremental one-off costs to deliver the target of more than £400 million in annual benefits by FY18 are cash costs of £145 million. 

· Identified initiatives include significant enhancements to our hotel and yield management systems, optimised channels and contact centres and increased digitisation, all enabled by a leaner and more focused functional support structure

· These benefits are anticipated not only to support further improvements in EBIT but also enable continuing investment in new product development that will ensure sustainable profitable growth over the long term

Sales growth

· The £131 million revenue reduction due to market disruption in Egypt more than offset sales growth elsewhere in the Group and resulted in sales falling by 0.7% on an LTM and like for like basis at H1 2014, a decrease of £60 million to £9,101 million (LTM ended 31 March 2013: £9,161 million). For the same reason, revenue for the six months ended 31 March 2014 fell by £213 million to £3,011 million (six months ended 31 March 2013: £3,224 million). Excluding this, year on year sales growth was up 0.8% on an LTM basis. While the impact of Egypt makes the achievement of our FY14 milestone more challenging, we remain confident that, supported by our encouraging new product momentum, we will achieve our sales growth target of more than 3.5% in FY15

Underlying gross margin improvement

· Underlying gross margin on an LTM and like for like basis improved by 120 basis points to 22.5% (LTM ended 31 March 2013: 21.3%), reflecting yield management enhancement as part of the continuing operating improvements under The Thomas Cook Business System. Underlying gross margin for the six months ended 31 March 2014 increased by 150 basis points to 21.7% (six months ended 31 March 2013: 20.2%)

UK EBIT margin improvement

· Underlying UK EBIT margin on an LTM like for like basis improved by 150 basis points to 2.1% (LTM ended 31 March 2013: 0.6%). This was achieved despite the adverse impact of Egypt and reflects the successful delivery of our cost out and profit improvements, which have compensated for its weaker gross margin in H1 2014. We remain confident that our transformational actions, including the acceleration of Wave 1 cost out and profit improvement benefits in FY14, will enable us to achieve the UK underlying EBIT margin target of more than 3.5% by FY14 and more than 5% by FY15

Cash conversion

· The cash conversion ratio on an LTM basis of 41% (LTM ended 31 March 2013: 61%) is better than the guidance of 35% provided at our Q1 2014 Interim Management Statement. Cash conversion has been impacted by changes to supplier payment terms and the incidence of aircraft maintenance events. The short term impact of these items is expected to reverse with a positive impact during the final quarter of this financial year

· We therefore remain on track to achieve our cash conversion targets of more than 55% in FY14 and of more than 70% in FY15

Disposals target completed ahead of plan

· £125 million of gross disposal proceeds completed (£119 million in the six months ended 31 March 2014), achieving our £100 million to £150 million FY15 target eighteen months early. Net consideration amounted to £107 million (£106 million in H1 14), after reflecting completion adjustments and transaction costs

· The FY13 revenue and EBIT contribution of those businesses disposed of at the beginning of 2014, which consequently will not make a full contribution to FY14, were £271 million and £13 million respectively

Outlook

· Our Summer 2014 booking performance is developing well with solid volumes in our main markets and cost out measures are offsetting some Summer season pricing softness in the UK

· Going forward, we expect the momentum that we are generating in new product development to have an increasingly positive impact on the Group's financial results. In the UK, for example, early Winter 2014/2015 bookings are over 11% higher and average selling prices are up 2%, reflecting the benefits of our enhanced product range including a significantly wider choice of Winter Sun destinations

· Since setting out on the transformation of Thomas Cook in the latter half of 2012, we have achieved significant results very quickly. We have turned around the business, announced a strategy for sustainable profitable growth, set out clear targets and KPIs, strengthened the balance sheet and delivered on everything we said we would do, plus promising more

· Directed through the Thomas Cook Business System, developing products that delight our customers, digitising the Group, consolidating diffuse operations and implementing a lean culture of efficiency, all designed with our customer at its heart, we look forward setting new parameters for profitability and generating superior shareholder returns

· Continuing delivery remains an overriding objective. So too, is our relentless realisation of further value within the business. Highly encouraged by the results of our new product development, such as the 11% rise in UK bookings for our new 14/15 Winter Sun vacations and the strong exclusive hotel pipeline which we are looking to accelerate, we are confident of delivering further momentum

 

Enquiries

Analysts & Investors

Geoffrey Pelham-Lane, Thomas Cook Group

+44 (0) 20 7557 6414

Mav Wynn, Thomas Cook Group

+44 (0) 20 7557 6433

Media

Jenny Peters, Thomas Cook Group

+44 (0) 7568 105144

Andrew Lorenz, FTI Consulting

+44 (0) 7775 641807

Upcoming events

Q3 2014 Interim Management Statement will be announced on Thursday 31 July 2014

FY14 results will be announced on Wednesday 26 November 2014

Presentation to equity analysts

A presentation will be held for equity analysts by invitation today at 10.00 a.m. (BST), at FTI Consulting, 9th floor, North Building, 200 Aldersgate, London EC1A 4HD

A webcast of the presentation is available via the following link and dial in:

http://webcasts.thomascookgroup.com/thomascook001/default.asp

 

United Kingdom (Local)

020 3059 8125

All other locations

+ 44 20 3059 8125

GROUP CHIEF EXECUTIVE'S REVIEW

These results mark a significant milestone in the successful delivery of our strategy for sustainable profitable growth, the progress on which Standard & Poor's recently recognised by raising their outlook to "positive" from "stable".

Firstly, despite around a quarter of a million fewer customers travelling to Egypt, which reduced revenues and profits by £131 million and £14 million respectively, Thomas Cook still delivered 39% like for like EBIT growth over the last 12 months ("LTM"). This demonstrates not only the benefits of the Group's increased financial strength that enables it to withstand such external events, but also, importantly, of its gathering earnings momentum.

Secondly, half way through our clear three year performance targets and KPIs, it is encouraging to see such strong progress. This is most notable in the critical area of cost out and profit improvement which has substantially over delivered. In just fourteen months since the target was presented at our strategy presentation, the FY15 target has almost doubled from the original target given in November 2012 to £460 million now.

Thirdly, looking further forward, we can deliver even more. In particular, we see significant opportunities as we increasingly professionalise the Group around our customers' needs, developing products, digitising the business and consolidating diffuse operations, all through relentless performance management. In the context of our FY18 ambition to deliver further cost out and profit improvements of a similar magnitude to Wave 1, I am pleased to announce that we have already identified internally risk weighted benefits of £150 million for Wave 2, with substantially more to come.

Further financial improvement

The further financial improvements continue to reflect the ongoing benefits of our implementation of The Thomas Cook Business System, increasingly professionalising the Group in the sustained interests of our customers, our employees and our owners.

The 39% increase in like for like LTM EBIT from £197 million to £274 million and the net EBIT margin improvement on the same basis of 90 basis points, from 2.1% to 3.0%, were primarily driven by cost out and profit improvements and initial contributions from new product developments that more than offset the reduced customer demand for holidays to Egypt. Full details of our financial results are set out from page 14.

Targets and KPIs

Delivery of our targets and key performance indicators ("KPIs") remains our top priority. As you can see from the following table, the clear targets and KPIs that we set in March 2013 remain consistent as does, based on our strong progress to date, our commitment to deliver them. What has changed is the quantum of some of the targets, specifically FY15 new product revenue, cost out and profit improvement and cash conversion, all of which have been increased since then. At our 2013 full year results announcement we increased our FY15 new product revenue target from £500 million to more than £700 million, our FY15 cost out and profit improvement target from £400 million to more than £440 million and FY15 cash conversion from 60% to more than 70%. Today at our 2014 half year results announcement, just six months later, I am delighted to announce yet another increase; this time taking our FY15 cost out and profit improvement target up from £440 million to more than £460 million.

These targets and KPIs are not just a set of disciplined metrics by which to measure the near term value of the transformation, they are also the embodiment of our approach to delivering sustained business excellence, encapsulated by The Thomas Cook Business System and further manifested by our longer term new product revenue targets and the new Wave 2 of cost out and profit improvement measures. Embedded within our employees' performance criteria, integrated into our financial reporting processes and instilled through a lean business culture, we look forward to delivering on these and more.

FY 12

FY 13

H1 14

FY 14

FY 15

Targets

New Product Revenue(i)

-

£94m

£140m

> £300m

> £700m

Web Penetration(i)

34%

36%

36%

> 40%

> 50%

Cost out/ profit improvement (run-rate)

£60m

£194m

£277m

> £360m

> £460m

KPIs

Sales CAGR(i),(ii)

-

-

(0.7)%

> 2.5%

> 3.5%

Underlying Gross Margin Improvement(iii)

-

0.8%

1.4%

> 1.2%

> 1.5%

Underlying UK EBIT Margin(i)

0.1%

2.2%

2.1%

> 3.5%

> 5%

Cash Conversion(i),(iv)

11%

48%

41%

> 55%

> 70%

Notes

(i)

(ii)

(iii)

(iv)

Measured on an LTM basis

Compound annual growth rate from FY13 including new product revenue. H1 14 includes adverse impact of Egypt

Underlying gross margins, adjusted for disposals and shop closures on a like-for-like basis from baseline FY12

Cash conversion defined as net cash from operating activities less interest paid as a percentage of underlying EBITDA

New product revenue

At our full year results announcement six months ago, we not only raised our target for incremental new product revenue growth by FY15 but also said that we expected this to increase to more than £1.2 billion by FY17, reflecting our encouraging new product development. I am pleased to report that we have made further rapid progress towards these goals.

At our half year, incremental new product revenue had risen by a further £46 million to £140 million, on track to achieve our targets of more than £300 million by FY14, £700 million by FY15 and £1.2 billion by FY17.

Customer purchase of new products is proving particularly promising. Summer bookings for our exclusive own brand Concept hotels are up an impressive 44% to 460,211 compared with the same period last year. Summer bookings at our Partnership hotels are also developing well, up 11% to 593,925 compared with the same period last year.

We have ambitious growth plans in place to welcome more customers to our exclusive, quality assured, higher margin hotels. We are targeting 800 concept and partnership hotels by FY17 and currently have 475 open, adding 166 in just the first six months of this year. Our FY15 target is for 640 hotels, which is double the number we had at FY13. With as many as 309 meeting our exacting requirements already in the pipeline compared with the 165 we need to meet our goal, we are confident of delivery. Capitalising on this strong growth momentum, we are currently considering a number of strategic and financing options that could enable us to accelerate their development.

Our relentless drive to enrich the product range doesn't stop there. At the launch of our strategy for sustained profitable growth fourteen months ago, we identified in one of the largest traveller surveys ever undertaken in our industry that 77% of our loyal Sun & Beach customers booked their City Breaks elsewhere, given our lack of product in this area. Rapidly responding to this opportunity, we immediately rolled out an extensive range of attractive City destinations, which we expect will represent an important new and growing source of incremental product revenue.

Winter Sun is another area of potential growth for Thomas Cook. The expansion of exclusive Winter Sun hotels continues apace, with 122 on offer currently and a further 50 in the pipeline for the coming Winter season, all in attractive locations such as Cape Verde, Barbados and Jamaica.

We are also growing the proportion of business coming from our more flexible products, rather than just the traditional packaged holidays. Broadening and adapting our product mix have been key priorities, and I am pleased to report that these more flexible products now represent approximately £3 billion in annual Group revenues, almost a third of our total business. Growing numbers of customers are seeking increased optionality in their choice of destination, duration and departure date, while also enjoying the assured protection and ease of booking provided by a trusted provider like Thomas Cook. Our offers in this area allow us to appeal to a broader pool of customers at a lower production cost, reducing our reliance on contracted capacity. We expect this development to continue, contributing to incremental new product revenue as well as representing a further facet to our strategy for sustained profitable growth.

Web penetration

Significant progress continues to be made transforming the Group from a detached and disjointed web legacy to a fully integrated digital business; delivering our web target in the context an overall IT transformation of Thomas Cook. This includes consolidating a dysfunctional collection of 304 websites to around four focused sites per segment, reducing 17 web platforms to one, reducing our past over reliance on external contractors and consolidating IT locations from eight to just four.

We have now achieved approximately £3 billion in web generated annual revenues supported by online bookings over the last six months, which have encouragingly risen to 38.8%, as we continue to make encouraging progress towards our FY14 target of over 40%. Over the last 12 months and on the basis that bookings are only recognised once the customer departs on holiday, the online penetration rate is 36.4%. Backed by our encouraging progress over the last six months, we expect to generate further momentum in the second half of this year as we move towards a "tipping point" when we expect web penetration to accelerate. This progress is supported by the recent launch of a new dynamic web site in the UK with a substantially improved user interface. We plan to roll this out to other markets over the coming months.

Tour Operator bookings via tablets and mobile devices are up 72% compared with the same time last year, desktop conversion rates are up 17% and UK branded traffic on thomascook.com has increased by double digit percentage points since the launch of marketing campaigns in June 2013.

Our web penetration in mobile and tablet is especially promising. Not only are we attracting a higher proportion of visitors using these devices to our site than a leading digital travel site, we are already seeing mobile and tablet bookings delivering a run rate of almost £0.5 billion in annual revenue.

To build on these achievements, we continue to invest in digital talent. In particular, we are pleased to announce the appointment of Jo Hickson, Kathryn Parsons and Nicola Millard to our industry leading Digital Advisory Board. Jo is Group Head of Innovation at Home Retail Group plc, Kathryn is co-founder and co-CEO of the business, De-coded, which has been nominated as one of the top 5 most innovative businesses in the UK and Nicola is a senior member of BT Global Services where she specialises in analysing future trends for customers and organisations. Of our 40 person senior digital team, over half are new hires, many joining from leading digital companies such as Expedia, ebay, booking.com, Orange and lastminute.com.

We are launching a new fully responsive web site with a substantially improved user interface. Initially introducing in the UK, we plan to roll this out to other markets over the coming months. In addition, we have launched our new FlyTC site, which has delivered excellent tablet conversion in its first month of launch. It was the first fully responsive major airline site launched in the UK, where its screen size automatically adjusts to fit mobile devices and tablets.

Thomas Cook continues to receive strong industry recognition for its achievements. Facebook is using our social media initiative in Germany as a case study in best practice in social media and our new "Holidays to go! (@TCOffers)" was named one of the top social media campaigns for March 2014 by Econsultancy. We won the Chartered Institute of Marketing (CIM) award for Excellence in Digital Marketing and our Swedish brand, Ving, recently won "The Service Award" for the best service in the holiday travel business.

Cost out and profit improvement

Concurrent with the focus on new product revenue and digital transformation is the continuing focus on cost out and profit improvement.

Wave 1

Wave 1 continues to deliver ahead of plan. In the six months to 31 March 2014, we delivered a further £83 million of Wave 1 cost out and profit improvement benefits, taking the cumulative total to £277 million, enabling us to absorb trading challenges such as the impact of the market disruption in Egypt.

Risk weighting adjustments to maturing initiatives whose realisable benefits are expected to be greater than those we had originally assumed have led our FY14 and FY15 cumulative Wave 1 targets to increase to £360 and £460 million respectively, representing a further £20 million of benefits that have been identified in FY14 at minimal extra cost.

 

£m

FY 12

FY 13

H1 14

FY 14

FY 15

UK turnaround

60

124

130

140

140

Group-wide cost out and profit improvement

-

70

147

220

320

̵ Integrated air travel strategy

-

27

50

73

110

̵ Organisational structure

-

30

63

87

105

̵ Product, infrastructure, technology, and other

-

13

34

60

105

Total targeted benefits(i)

60

194

277

360

460

Expected costs to achieve(ii)

̵ Income statement

36

47

10

27

7

̵ Cash flow

̵ Operating expenditure

30

29

15

33

18

̵ Capital expenditure

-

8

8

30

27

Notes

(i)

Cumulative run-rate

 

(ii)

One-off costs of delivery

 

 

Wave 2

At our full year results announced at the end of November 2013, we introduced plans for a second wave of cost out and profit improvement that will involve more structural changes than in Wave 1. We continue to expect that Wave 2 will deliver benefits of a similar scale to Wave 1, in other words over £400 million, and that it will be achieved by FY18.

Emanating from a comprehensive implementation of The Thomas Cook Business System, with our customer at the heart of everything we do, it is focused on delivering margin improvement and cost out. We plan to achieve this primarily by improving the way we manage yields through one Group inventory, digitising the business, consolidating diffuse contact centres, and transforming functional effectiveness through shared services.

The opportunity is significant. For example, the move to one central inventory will enable us to optimise margin at every level , selling each product in the best market for the best price at the best time. Fully automated and supported by our new IT architecture, it will allow us to deliver product to market significantly more quickly than before. Benefiting from improved customer knowledge, we also expect to be able to test price elasticities and booking behaviours effectively and serve our customers better.

We also need to improve the way we support our customers. We currently have a diffuse collection of 32 call centres spread across 18 European countries, as well as a further operation in Thailand. The benefits from a more streamlined operational approach in terms of better service expertise and consistency, improved staff training and management, scale economies and greater use of the web for less complex questions, are clear.

Similarly, there is an opportunity to realise value through the transformation of our organisation's functional support system; moving from a vertical business service structure to a Group wide shared service structure, including the reduction of management layers and increases in the spans of control. This is supported by a comprehensive "lean" programme, a continuous improvement process, that will allow us to deliver service in the most economically efficient way.

Based on our analysis so far, we have identified an initial proportion of benefits, which we have fully risk weighted, of £150 million, with substantially more to come. The estimated incremental one-off costs to deliver the target of more than £400 million in annual benefits by FY18 are cash costs of £145 million.

Of the currently identified risk weighted benefits of £150 million, approximately 60% are expected to arise from profit improvement initiatives and approximately 40% from cost out initiatives. The Wave 2 benefits are anticipated not only to support further improvements in EBIT but also enable continuing investment in new product development that will ensure sustainable profitable growth over the long term.

£m

Risk weighted benefits and costs

Target

FY15

FY 16

FY 17

FY 18

FY18

Group-wide Wave 2 cost out and profit improvement

̵ Hotel and airline yield management

-

25

45

85

220

̵ Channels and digitisation

-

15

35

50

140

̵ Enablers (IT and shared services)

-

10

15

15

40

Total identified benefits(i)

-

50

95

150

>400

Expected costs to achieve(ii)

21

25

69

30

145

Notes

(i)

Cumulative run-rate. There are no benefits prior to FY16

 

(ii)

One off cash costs of delivery. There are no cash costs prior to FY15

 

The capital expenditure costs to achieve both Wave 1 and Wave 2 are included within our previous guidance for total Group capital expenditure of approximately £180 million for FY14 and approximately £200 million for FY15.

 

 

Sales growth

The £131 million revenue reduction due to market disruption in Egypt more than offset sales growth elsewhere in the Group and resulted in compound annual sales falling by 0.7% on an LTM and like for like basis at H1 2014, a decrease of £60 million to £9,101 million (LTM ended 31 March 2013: £9,161 million). Excluding this, year on year sales growth was up 0.8% on an LTM basis. While the impact of Egypt makes the achievement of our FY14 milestone more challenging, we remain confident that, supported by our encouraging new product momentum, we will achieve our sales growth target of more than 3.5% in FY15.

Underlying gross margin improvement

Progress continues to be made improving the Group's profitability. Underlying gross margin on an LTM like for like basis improved by 120 basis points to 22.5% compared with 21.3% in the 12 months to 31 March 2013, reflecting further yield management enhancement as part of the operating improvements under The Thomas Cook Business System.

UK EBIT margin improvement

The UK's underlying EBIT margin on an LTM like for like basis also improved, increasing by 150 basis points to 2.1% compared with 0.6% in the 12 months to 31 March 2013. This was achieved despite the adverse impact of Egypt and reflects the successful delivery of our cost out and profit improvements, which have compensated for its weaker gross margin in H1 2014. We remain confident that our transformational actions, including the acceleration of Wave 1 cost out and profit improvement benefits in FY14, will enable us to achieve the UK underlying EBIT margin target of more than 3.5% by FY14 and more than 5% by FY15.

Cash conversion

The cash conversion ratio on an LTM basis of 41% (LTM ended 31 March 2013: 61%) is better than the guidance of 35% provided at our Q1 2014 Interim Management Statement. Cash conversion has been impacted by changes to supplier payment terms and the incidence of aircraft maintenance events. The short term impact of these items will reverse with a positive impact during the final quarter of this financial year. We therefore remain on track to achieve our cash conversion targets of more than 55% in FY14 and of more than 70% in FY15.

Disposals

As part of our ongoing successful transformation of Thomas Cook, it is particularly pleasing to report the completion of £125 million of gross disposal proceeds and thereby achieving our £100 million to £150 million FY15 disposal target eighteen months early. Net consideration amounted to £107 million, after reflecting completion adjustments and transaction costs.

Current trading

Winter 2013/2014

 

The Winter season is now complete. As reported in our Pre-Close Statement on 27 March 2014, Winter bookings were adversely impacted by social unrest in Egypt. Adjusting for the impact of market disruption in Egypt, bookings in all of our source markets were higher than, or in line with, last year, except for Continental Europe due to strategic reductions in capacity in France and Russia as we continue to transform those businesses in order to return them to profitability by FY15. 

 

 

Winter 13/14(1)

Year on year variation %

 

 

Risk business

Average selling price(2)

 

Committed capacity

 

Cumulative bookings

Cumulative bookings excl. Egypt

UK

-3

-1

-4

Flat

Continental Europe

+4

-11

-7

-3

Northern Europe

-2

-1

-2

+5

Total Tour Operator

+1

-5

-5

-1

Airlines Germany

+1

+1

Flat

+3

(1) Based on cumulative bookings as at 3 May 2014

(2) Stated in local currency at constant intra-segment exchange rates

Summer 2014

 

The Summer season is currently approximately 60% sold, in line with last year. Trading performance across the group is in line with expectations against a strong prior year comparative.

 

Bookings for our UK business are 1% lower than last year in line with a similar reduction in capacity commitments. Summer capacity is 66% sold, the same as this time last year. Headline average selling prices are 3% lower than last year due mainly to product mix and a higher proportion of shorter duration holidays reflecting customer demand. Consistent with our strategy, we expect selling prices to improve as we sell a higher proportion of exclusive hotel product to UK customers. However, although bookings for these products have shown strong growth for the Summer 2014 season, they do not yet represent a significant part of the UK business.

 

Continental Europe continues to trade strongly with prices and bookings both 1% higher than last year, with volume growth being mainly driven by our German business where bookings are 4% higher than this time last year. Capacity commitments are 55% sold, in line with last year, due mainly to improved performances by our German and French businesses.

 

Bookings in Northern Europe are 1% higher than last year with the season 60% sold, slightly lower than at this time last year. Average selling price is 2% lower than last year, due to a lower proportion of peak season holidays being sold at this time of the year as part our strategy of promoting lower demand periods early in the booking cycle. As set out in our Pre-Close Statement, while average selling prices are 2% lower than last year, overall margins are expected to be maintained.

 

Airlines Germany bookings are 3% higher than last year with the seat load factor in line with the same time last year. Overall average selling prices are 3% lower than last year due to an increase in market capacity to short and medium haul destinations. However, long haul prices are 4% higher reflecting the introduction of an improved business class proposition. Despite lower prices, operating margins are expected to increase year-on-year due to improved operating efficiencies.  

 

 

Summer 14(1)

Year on year variation %

 

 

Risk business

Average selling price(2)

 

Committed capacity

 

Cumulative bookings

UK

-3

-1

-1

Continental Europe

+1

Flat

+1

Northern Europe

-2

+3

+1

Total Tour Operator

-1

Flat

Flat

Airlines Germany

-3

+4

+3

(1) Based on cumulative bookings as at 3 May 2014

(2) Stated in local currency at constant intra-segment exchange rates

Outlook

Our Summer 2014 booking performance is developing well with solid volumes in our main markets. Although our UK business has experienced some pricing softness for the Summer season, profit performance has been improved through the successful delivery and acceleration of our Cost Out measures.

Our profitable growth strategy remains on track. The enhancement of our exclusive hotel products and the expansion of growth areas such as Winter Sun and City Breaks underpin our strategy of delivering revenue growth and improved margins over the medium term.

 

Given the early stage of development and the low season over the Winter period, the benefits of this strategy have not yet been fully reflected in the Group's results for H1 14. However, we are very encouraged by early Winter 14/15 bookings, which are over 11% higher than last year in the UK with an increase in average selling prices of 2%. This represents the first tangible benefits of our enhanced product and Winter Sun strategy.

 

Since setting out on the transformation of Thomas Cook in the latter half of 2012, we have achieved significant results very quickly. We have turned around the business, announced a strategy for sustainable profitable growth, set out clear targets and KPIs, strengthened the balance sheet and delivered on everything we said we would do, plus promising more.

 

Continuing delivery remains an overriding objective. So too, is our relentless realisation of further value within the business. Highly encouraged by the results of our new product development, such as the 11% rise in UK bookings for our new 14/15 Winter Sun vacations and the strong exclusive hotel pipeline which we are looking to accelerate, we are confident of delivering further momentum. Directed through the Thomas Cook Business System, developing products that delight our customers, digitising the Group, consolidating diffuse operations and implementing a lean culture of efficiency, all designed with our customer at its heart, we look forward setting new parameters for profitability and generating superior shareholder returns.

 

FINANCIAL REVIEW

Summary of Results

£m (unless otherwise stated)

6 months ended 31 Mar. 2014

6 months ended 31 Mar. 2013

Change £'m

Change %

Revenue

3,011

3,224

(213)

(6.6)%

Gross Profit (underlying)

652

669

(17)

(2.5)%

Underlying profit from operations (EBIT)

(187)

(198)

11

5.6%

EBIT Separately Disclosed Items

(96)

(116)

20

17.2%

EBIT

(283)

(314)

31

9.9%

Other income/expenditure

1

1

-

-

Net finance charges (underlying)

(71)

(70)

(1)

(1.4)%

Separately disclosed finance charges

(13)

(11)

(2)

(18.2)%

Loss before tax

(366)

(394)

28

7.1%

Tax

(7)

124

(131)

(105.6)%

Loss for period

(373)

(270)

(103)

(38.1)%

£m (unless otherwise stated)

LTM ended 31 Mar. 2014

LTM ended 31 Mar. 2013

Change £'m

Change %

Revenue

9,101

9,109

(8)

(0.1)%

Gross Profit (underlying)

2,043

2,005

38

1.9%

Underlying profit from operations (EBIT)

274

228

46

20.2%

EBIT Separately Disclosed Items

(230)

(197)

(33)

(16.8)%

EBIT

44

31

13

41.9%

Other income/expenditure

1

2

(1)

(50.0)%

Net finance charges (underlying)

(147)

(132)

(15)

(11.4)%

Separately disclosed finance charges

(30)

(45)

15

33.3%

Loss before tax

(132)

(144)

12

8.3%

Tax

(180)

(75)

(105)

(140.0)%

Loss for period

(312)

(219)

(93)

(42.5)%

 

Like for like comparators

6 months ended 31 Mar. 2014

LTM ended 31 Mar. 2014

Revenue growth (£m)

(86)

(60)

Gross margin increase (%)

1.5

1.2

Overhead reduction (£m)

17

12

EBIT growth (£m)

30

77

Free cash flow (decrease)/increase (£m)

(53)

(87)

Closing net debt improvement (£m)

38

38

 

 

Throughout this document the term 'underlying' refers to trading results after adjusting statutory results for separately disclosed items that are significant in understanding the on-going results of the Group. Separately disclosed items are detailed on page 19. Within the Financial Review results are considered on an underlying basis unless otherwise stated.

 

During the six months ended 31 March 2014, the Group divested several businesses as summarised on page 24. The results for those businesses have been reported within our UK & Ireland segment for the pre-disposal period. In accordance with IFRS 5, those businesses have been treated as 'Assets Held for Sale', with unchanged income statement and cash flow disclosure.

Like-for-like analysis

In implementing our Transformation, the Group has undertaken activities that impact upon the comparability of underlying performance such as business divestments and retail store closures in the UK. In addition, the timing of the Easter holiday period has distorted year-on-year comparability as it fell during April in 2014 (H2 14) but during March in 2013 (H1 13).

 

To assist in understanding of underlying year-on-year performance, the impact of distorting factors has been removed in the 'like-for-like' analysis below:

 

 

6 Months to 31 March

Revenue

Gross Margin

Operating Expenses

Underlying EBIT

£'m

%

£'m

£'m

6 Months to 31 March 2013 Reported (Continuing)

3,224

20.7%

(866)

(198)

Easter Timing(1)

(40)

(0.2)%

-

(15)

Disposals/Store Closures

(76)

(0.3)%

12

(1)

Accounting Changes(2)

-

-

(4)

(4)

Impact of currency movements

(11)

-

2

0

6 Months to 31 March 2013 'Like for Like'

3,097

20.2%

(856)

(217)

6 Months to 31 Mar. 2014 Reported

3,011

21.7%

(839)

(187)

'Like for Like' growth (£'m)

(86)

13

17

30

'Like for Like' growth (%)

(2.8)%

1.5%

2.0%

13.8%

Last Twelve Months to 31 March

Revenue

Gross Margin

Operating Expenses

Underlying EBIT

£'m

%

£'m

£'m

LTM 31 Mar. 2013 Reported (Continuing)

9,109

22.0%

(1,777)

228

Easter Timing(1)

(80)

(0.1)%

-

(30)

Disposals/Store Closures

(119)

(0.5)%

34

(12)

Provisions/Accounting Changes(2) (3)

-

-

(8)

(8)

Impact of currency movements

251

(0.1)%

(30)

19

LTM 31 Mar. 2013 'Like for Like'

9,161

21.3%

(1,781)

197

LTM 31 Mar. 2014 Reported

9,101

22.5%

(1,769)

274

'Like for Like' growth (£'m)

(60)

65

12

77

'Like for Like' growth (%)

(0.7)%

1.2%

0.7%

39.1%

 

(1) Adjustment has been made for the timing of Easter which fell during April in 2014 (H2 14) but during March in 2013 (H1 13) with an estimated impact of £40 million on revenues and £15 million on EBIT; the impact is double for the Last Twelve Months analysis as the twelve months to 31 March 2014 included no Easter holiday period whereas the twelve months to 31 March 2013 included two.

(2) Accounting changes relates to the treatment aircraft maintenance which in prior years was charged to the income statement based on flying hours but is now accounted for on a straight line basis; this change has no effect on the full year but impacts the timing in each half of the financial year.

(3) Net impact of provision releases in Northern Europe and Airlines Germany in the year ended 30 September 2012 where the underlying liability for aircraft related and other costs no longer exists.

 

 

 

Overview of Results

The past six months has seen a continued improvement in the financial health of Thomas Cook.

On a statutory basis, revenue fell by £213 million (6.6%) to £3,011 million due mainly to lower demand to Egypt (six months ended 31 March 2013: £3,224 million). Statutory EBIT for the period was a loss of £(283) million, an improvement of £31 million compared to last year (six months ended 31 March 2013: £(314) million).

The following analysis of the results deals with underlying and like-for-like numbers as we believe these better reflect underlying performance.

Group underlying EBIT loss for H1 14 was £187 million, an improvement of £11 million in headline terms compared to last year. On a like for like basis, after adjusting for the timing of Easter and other distorting factors, Group underlying EBIT improved by £30 million (13.8%).

The Group EBIT improvement in H1 14 was mainly due to higher profits in Northern Europe, reduced seasonal losses in Germany and improved performances in France and Russia in line with our strategy of returning both businesses to profitability by FY15. Our UK & Ireland business reported a seasonal loss of £154 million, in line with last year on a like for like basis, as the successful delivery of the first phase of our cost out and profit improvement programme has compensated for lower margins as a result of challenging market conditions and social unrest in Egypt.

On a like for like basis, Group underlying EBIT has increased by £77 million (39.1%) to £274 million for the twelve months ended 31 March 2014, primarily through the successful delivery of our cost out and profit improvement programme, which has enabled us to accelerate the targeted benefits for FY14 and FY15.

Separately disclosed items affecting EBIT were £96 million for the period, £20 million lower than last year, reflecting lower levels of restructuring charges offset by non-cash goodwill adjustments relating to the divestment of UK businesses concluded during H1 14.

Net finance charges at £71 million were only £1 million higher than last year as interest cost savings achieved through better utilisation of cash and flexible funding have offset increased interest relating to the 2020 bond issued in June 2013. 

Net debt at 31 March 2014 was £811 million, a reduction of £404 million compared to the same time last year. After adjusting for the recapitalisation completed in June 2013 and other non-recurring changes, net debt reduced by an underlying amount of £38 million compared to last year despite an increased capital expenditure investments of £20 million. 

During the period, the Group generated £119 million in gross disposal proceeds through the divestment of non-core businesses in the UK as we further streamline operations and focus on a smaller number of brands. After completion adjustments, net consideration in H1 14 totalled £106 million. Divested businesses contributed revenues of £271 million and EBIT of £13 million in FY13 as summarised on page 24.

The improving financial position underpins the delivery of the Group's profitable growth strategy through enhancement of our exclusive hotel products and the expansion of growth areas such as Winter Sun and City Breaks. Our strategy is designed to deliver revenue growth and improved margins over the medium term and, accordingly, the benefits have not yet been reflected in the Group's results for H1 14 given the early stage of development and the low season over the Winter period. However, bookings for our new products are strong for the Summer 2014 season and we expect to report the initial benefits from our profitable growth strategy from the second half of this financial year.

Revenue

Revenue for H1 14 of £3,011 million represents a decrease of £213 million (6.6%) compared to last year. However, year-on-year comparability has been impacted by the disposal of businesses in the UK, the timing of Easter and foreign exchange, which have been adjusted for to arrive at a like for like comparison as follows:

 

 

£m

H1 13 like for like Revenue

3,097

Egypt disruption

(131)

Volume

20

Pricing / Yield

25

H1 14 Revenue

3,011

 

Like for like revenue decreased by £86m (2.8%) primarily as a result of market disruption in Egypt which reduced Group sales by £131 million compared to H1 13. During H1 14 the Group has continued to pursue a strategy of new product expansion and effective yield management to achieve improved andsustainable quality of earnings. This has improved underlying yield by £25 million compared to last year, while volume growth excluding Egypt contributed £20 million.

 

Gross Margin

Underlying gross margin of 21.7% represents an increase of 100 basis points compared to H1 13. On a like for like basis, H1 14 gross margin improved by 150 basis points, the major drivers of which are outlined below:

 

 

%

H1 13 like for like GM

20.2%

Cost out and profit improvement

0.6%

Pricing, yield and mix

0.9%

H1 14 GM

21.7%

 

The incremental benefits realised in H1 14 from the Group's cost out and profit improvement programme totalled £83 million. Of this, £17m contributed to gross margin improvement, equivalent to a 60 basis points improvement in gross margin, with the remaining £66 million being reflected in reduced operating expenses (see below).

Pricing and yield benefits have been delivered through improved yield management as well as improved capability in dynamic pricing across our businesses which in net terms improved gross margin by 100 basis points after absorbing inflationary pressures.

 

Operating Expenses

Operating expenses before depreciation for H1 14 have reduced by £32 million (4.1%) from H1 13 as set out below.

On a like for like basis after adjusting for disposals and the impact of exchange rates, total operating expenses were £17 million lower as the benefits of cost out and profit improvement of £66 million were offset by strategic operating investment of £23 million, mainly to support the transformation through increased IT and marketing, increased volume in Airlines Germany and inflationary pressures.

 

 

 

£m

H1 14

H1 13

Change

Personnel Costs

(459)

(481)

22

Net Operating Expenses

(296)

(306)

10

Subtotal

(755)

(787)

32

Depreciation

(84)

(79)

(5)

Total

(839)

(866)

27

H1 13 like for like operating expenses

(856)

Cost out and profit improvement

66

Strategic opex. Investment

(23)

Volume related flight costs

(6)

Depreciation movements

(6)

Inflation

(14)

H1 14 operating expenses

(839)

 

Strategic operating investments in the period comprised the following:

 

£m

IT

9

Marketing

9

New Products

2

Head Office

3

Total

23

 

The Group's strategic operating investments for H1 14 totalled £23 million, in line with our previous guidance of £50 million for FY14, including costs associated with:

· IT (£9m):

In order to facilitate the Group's structural transformation it is necessary to establish IT skill bases and infrastructure that facilitate future organisational efficiency and cost reduction through our Wave 2 initiatives. This results in operating investment in the areas of ecommerce development and IT that will be offset by future efficiencies across the Group as relevant transformational activity progresses.

· Marketing (£9m):

Market investment is required to support the Group's development of its web supported omni-channel strategy, especially in the initial period of growth. Further development of web penetration will result in a compensating reduction in traditional offline marketing.

· Other investments (£5m):

During H1 14 we have also invested in certain infrastructure and value-added areas such as Concept Hotels, the in-sourcing of duty free operations in our Airline and key management appointments to drive the transformation of the business.

 

Underlying EBIT

The Group's underlying EBIT loss for H1 14 was £187 million, an improvement of £11 million in headline terms compared to last year.

On a like for like basis, after adjusting for the timing of Easter and other distorting factors, Group underlying EBIT improved by £30 million (13.8%). Further details by business are provided in the segmental review on pages 25 to 28 below.

The like for like EBIT improvement has been analysed by major component below:

 

£m

H1 13 like for like EBIT

(217)

Egypt disruption

(14)

Volume

7

Gross Margin Increase

20

Operating expenses reduction

17

H1 14 EBIT

(187)

 

Separately disclosed items

Separately disclosed items represent costs or profits that have been recognised in the period which management believes are not the result of normal operating activity and performance. They are, therefore, disclosed separately to give a more comparable view of the year-on-year underlying trading performance.

The table below summarises separately disclosed items within these categories, the major components of which are set out on page 39 in Appendix 1.

 

 

£'m, 6 months to 31 Mar 2014

Cash1

Non cash

Total

H1'13

Restructuring costs

(41)

(1)

(42)

(80)

Refinancing costs

-

-

-

(2)

Goodwill impairment and asset valuation reviews

-

(41)

(41)

(3)

Onerous contracts and legal disputes

(9)

(6)

(15)

(2)

Amortisation of business combination intangibles

-

(5)

(5)

(8)

Provision for tax dispute resolution

-

-

-

(13)

Other

(1)

8

7

(7)

Impacting EBIT

(51)

(45)

(96)

(115)

Finance related charges

-

(13)

(13)

(11)

Total

(51)

(58)

(109)

(126)

 

1 The cash column above represents items that impacted cash in the current period or will impact cash in the future.

 

Net finance costs

Net interest charges before aircraft financing for the six months ended 31 March 2014 totalled £59 million, slightly higher than last year (H1 13: £56 million). Total net interest and finance costs for the period (excluding separately disclosed items) were £71 million (H1 13: £70 million).

On a last twelve months basis net interest and finance costs increased by £15 million mainly as a result of costs arising from the sale and leaseback of aircraft in 2012.

 

 

£'m

6 Months to

LTM to

Net interest and finance costs

31 Mar. 2014

31 Mar. 2013

31 Mar. 2014

31 Mar. 2013

Bank and bond interest

(42)

(38)

(87)

(78)

Commitment fees

(4)

(4)

(7)

(6)

Letters of credit and bonding

(10)

(8)

(18)

(21)

Other interest costs

(3)

(6)

(11)

(12)

Interest and finance costs before aircraft financing

(59)

(56)

(123)

(116)

Interest income

3

2

7

5

Net interest and finance costs before aircraft financing

(56)

(54)

(115)

(111)

Aircraft financing

(11)

(12)

(24)

(17)

Fee amortisation

(4)

(4)

(8)

(4)

Net interest expense

(71)

(70)

(147)

(132)

 

Operating lease charges

 

 

H1 14

£'m

 

H1 13

£'m

Included within net operating expenses:

Aircraft operating lease charges

40

48

Retail operating lease charges

26

32

Hotel operating lease charges

16

16

Total

82

96

 

 

Taxation

 

£'m

H1 14

H1 13

Current tax:

UK

(7)

118

Overseas

-

6

Total tax (charge)/credit

(7)

124

Cash tax

(21)

(20)

 

Income tax is recognised based on our best estimate of the average annual effective income tax rate for each material tax jurisdiction and applied individually to the interim period pre-tax income of that jurisdiction. In previous periods income tax was recognised based on the best estimate of a weighted average annual income tax rate expected for the full financial period. Common to both estimation approaches is the exclusion of the effect of adjustments to tax provisions made in respect of exceptional items, impairment of goodwill and amortisation of business combination intangibles.

 

The tax rate on pre-exceptional continuing operations for the six months to 31 March 2014 on the revised basis of estimation is -3.3% (tax rate for the six months to 31 March 2013 was 41.9%).

 

Loss per share

 

The underlying basic loss per share was (17.8) pence (H1 13: (12.4) pence). The basic loss per share was (25.3) pence (H1 13: (27.9) pence).

 

Cash Flow Statement

 

£'m

H1 14

H1 13

Change

EBITDA

(108)

(121)

13

Working Capital

(129)

(80)

(49)

Tax

(21)

(20)

(1)

Pensions & other

(8)

(10)

2

Operating cash flow

(266)

(231)

(35)

Exceptional items

(36)

(72)

36

Capital expenditure

(83)

(63)

(20)

Aircraft related costs

(35)

-

(35)

Net interest paid

(40)

(41)

1

Free cash flow

(460)

(407)

(53)

Consideration from disposals

106

(4)

110

Cash impact of disposals(1)

(38)

(2)

(36)

Net cash flow

(392)

(413)

21

 

(1) Cash impact of disposals includes client cash disposed with businesses and cash generated by businesses in the period

 

Free cash outflow for the period was £460 million, £53 million higher than last year, as an increased working capital out flow and higher capital expenditure and aircraft maintenance were partially compensated by improved EBITDA and lower cash exceptional costs.

 

As set out in our Q1 14 announcement, the increased working capital outflow in H1 14 of £49m mainly reflects the impact of extending supplier payment terms during 2013 which has resulted in a higher proportion of payments for the Summer 2013 season falling in the first half of the current financial. The year on year impact of improving credit terms and other timing effects will normalise during H2 14. We remain on track to deliver working capital improvements totalling £200 million over the period to FY15 in line with previous guidance.

 

Cash expenditure on aircraft related costs of £35 million mainly reflects the timing of maintenance events on aircraft under operating leases (£24m), which is similar in nature to capital expenditure on aircraft which are on balance sheet, together with pre-delivery payments for new aircraft which will be financed on delivery through contracted sale and leaseback arrangements (£11m).

 

Reconciliation of Cash Separately Disclosed Items to Cash Flow Statement

 

£'m, 6 months to 31 Mar 2014

Impacting H1 14

Impacting Future Cash Flow

Total Cash Flow

H1 13 P&L SDI impacting cash

(10)

-

(10)

H1 14 P&L SDI impacting cash

(26)

(25)

(51)

Cash Flow Impact

(36)

 

Cash Conversion

The Group uses a measure of cash conversion reflecting the amount of cash flow retained by the business and which can be used for investment in capital expenditure, debt repayment or payment of dividends.

 

 

£'m

LTM to 31 Mar 2014

LTM to 31 Mar 2013

Change

Free cash flow

7

94

(87)

Capital expenditure

167

128

39

FCF before Capex

174

222

(48)

Underlying EBITDA

422

364

58

Cash conversion

41%

61%

(20)%

 

 

 

Cash conversion calculated on a Last Twelve Months basis was 41% at 31 March 2014, better than the guidance provided in our Q1 FY14 results announcement of 35%. The year on year reduction by 20 percentage points compared to 31 March 2013 is due to the reduced free cash flow as a consequence of the working capital movements explained above and the timing of maintenance events on aircraft on operating leases. We remain on track to achieve our full year target for cash conversion of at least 55% in FY14.

 

Net Debt

 

The main components of the movement in Net Debt during the year to 31 March 2014 are as follows:

 

£m

31 March 2013, closing net debt position

(1,215)

Net proceeds on disposals (i)

107

Client cash disposed with divestments(ii)

(69)

Exchange rate movements

5

Lease reclassification(iii)

(23)

Pre and post-retirement benefits(iv)

(13)

Net effect of recapitalisation(v)

379

Additional capex

(20)

Underlying change

38

31 March 2014 closing net debt position

(811)

 

 

 

 

i. Net impact of gross disposal proceeds (£125m) less completion adjustments (£18m)

ii. Client cash for advance deposits on the balance sheets of divested businesses

iii. Net impact of reclassification of two aircraft leases (on extension) from operating to finance lease

iv. Net impact of issuance of equity in relation employee benefit plans and pension fund payments

v. Net cash proceeds of issuance of equity in June 2013 less related costs

The composition and maturity of the Group's debt is summarised below:

 

£'m

Mar 2014

Mar 2013

Movement

Maturity

2015 Euro Bond

(330)

(335)

5

June 2015

2017 GBP Bond

(297)

(296)

(1)

June 2017

2020 Euro Bond

(435)

-

(435)

June 2020

Commercial Paper

(91)

(8)

(83)

Apr/May 2014

Revolving Credit Facility

-

(352)

352

n/a

Term Loan

-

(150)

150

n/a

Finance Leases

(201)

(230)

29

Various

Other external debt

(103)

(193)

90

Various

Arrangement fees

31

-

31

n/a

Total Debt

(1,426)

(1,564)

137

Cash and cash equivalents

615

349

266

Net Debt

(811)

(1,215)

404

 

Corporate Credit Ratings

As set out in of Preliminary Announcement for FY13, Standard & Poor's and Fitch both currently assign a "B" credit rating to the Company. During April 2014, Standard & Poor's improved its outlook for the Company's credit from "stable" to "positive", consistent with the outlook currently held by Fitch.

 

Hedging of Fuel and Foreign Exchange

The Group hedges its principal transactional market risks - which are exposure to fluctuation in the sterling / euro and sterling / US dollar exchange rates and fuel price movements. The proportion of forthcoming requirements hedged are as noted below:

 

Winter 13/14

Summer 14

Winter 14/15

Summer 15

Euro

94%

93%

61%

20%

US Dollar

97%

84%

63%

23%

Jet Fuel

91%

93%

58%

21%

As at 31 March 2014

Exchange Rates

The average and year end exchange rates relevant to the Group were:

 

Average of period

Period end

H1 14

H1 13

LTM Mar 14

LTM Mar 13

Mar 14

Mar 13

GBP/Euro

1.20

1.20

1.19

1.23

1.21

1.19

GBP/USD Dollar

1.64

1.58

1.59

1.58

1.67

1.55

GBP/SEK

10.62

10.32

10.37

10.55

10.81

9.92

 

 

Ordinary Shares in Issue

Million

No.

Ordinary shares in issue at 1 October 2013

1,453.4

Ordinary shares in issue at 31 March 2014

1,459.5

Weighted average number of shares in issue during period

1,456.9

 

Disposals

During H1 14, the Group completed the disposal of a number of non-core businesses and investments generating gross proceeds of £119 million. These divestments form part of the Group's strategy of focusing on core activities and have contributed towards the realisation of gross sale proceeds of £125 million in twelve months to 31 March 2014, achieving the Group's target 18 months ahead of schedule.

The disposals completed in H1 14 comprise:

 

£m

Gross Proceeds

Net Consideration

FY13

Revenue

FY13

EBIT

Egypt & Lebanon

6

6

8

1

Neilson

9

1

84

1

UK Corporate Foreign Exchange

5

5

2

1

Essential Travel

2

3

3

1

Elegant Resorts

14

14

47

2

Gold Medal

45

37

127

7

NATS

38

39

N/A

N/A

Total

119

106

271

13

 

 

Segmental Review

Segmental results are presented on an underlying basis with the relevant adjustments required to present results on a "like-for-like" basis:

Six months ended 31 March 2014

 

£m

United Kingdom

Continental Europe

Northern Europe

Airlines Germany

Corporate

Group

Revenue

783

1,250

567

576

(165)

3,011

EBIT

(154)

(51)

34

(6)

(10)

(187)

EBIT growth %

(4.8)%

17.7%

30.8%

(100.0)%

16.7%

5.6%

Like for like EBIT improvement

-

20.3%

47.8%

45.5%

16.7%

13.8%

 

LTM ended 31 March 2014

 

£m

United Kingdom

Continental Europe

Northern Europe

Airlines Germany

Corporate

Group

Revenue

2,854

4,140

1,204

1,316

(412)

9,101

EBIT

59

88

117

46

(37)

274

EBIT growth %

51.3%

15.8%

14.7%

31.4%

(48.0)%

20.2%

Like for like EBIT improvement

215.8%

10.0%

15.8%

109.1%

(48.0)%

39.1%

 

The adjustments to reflect period on period growth in like for like EBIT, on a segmental basis for the six months ended 31 March 2014 are summarised as:

£m

United Kingdom

Continental Europe

Northern Europe

Airlines Germany

Corporate

Group

H1 13 reported

(147)

(62)

26

(3)

(12)

(198)

Easter Timing

(6)

(2)

(2)

(5)

-

(15)

Disposals / closures

(1)

-

-

-

-

(1)

Accounting Changes

-

-

-

(4)

-

(4)

Foreign Exchange

-

-

(1)

1

-

-

H1 13 like for like

(154)

(64)

23

(11)

(12)

(217)

H1 14 reported

(154)

(51)

34

(6)

(10)

(187)

Like for like EBIT growth

-

13

11

5

2

30

Like for like EBIT growth %

-

20.3%

47.8%

45.5%

16.7%

13.8%

 

Cost out and profit improvement

The cost out and profit improvement programme produced the incremental gross margin and operating expense benefits noted below in the six months ended 31 March 2014:

 

£m

United Kingdom

Continental Europe

Northern Europe

Airlines Germany

Corporate

Group

Gross Margin

2

-

6

9

-

17

Operating Expenses

51

13

1

1

-

66

Total

53

13

7

10

-

83

 

UK & Ireland

 

£'m

H1 14

H1 13

Change

LFL Change

Revenue

783

907

(124)

(44)

Gross Margin (%)

19.3%

23.0%

(3.7)%

(2.1)%

Operating Expenses

(305)

(355)

50

39

EBIT

(154)

(147)

(7)

-

EBIT margin (%)

(19.7)%

(16.2)%

(3.5)%

(1.1)%

 

Through the transformation process and Wave 1 of the Group's cost out and profit improvement programme, our UK business has been streamlined and repositioned to deliver profitable growth.

As part of that process, certain business have been divested during H1 14 as summarised on page 24. This has resulted in a reduction in revenues for the six months ended 31 March 2014 of c.£67 million, with a £1 million impact on EBIT. Adjusting for divestments and the timing of Easter, UK revenue was £44 million lower than last year due mainly to the impact of market disruption in Egypt and the consequent over-capacity to the Canary Islands.

Gross margin for the six months ended 31 March 2014 of 19.3% is 3.7 percentage points lower than last year on a headline basis. After adjusting for divestments and closed stores, on a like for like basis, gross margin is 2.1% lower compared to H1 13. This is primarily due to weaker trading in the month of October as a result of soft demand in the Summer 13 lates market and challenging market conditions over the Winter 13/14 season.

Market conditions in the Winter season were adversely impacted by disruption in Egypt and consequent over-capacity to the Canary Islands. Our profitable growth strategy is specifically designed to improve the quality and profitability of the Group's product offering over the medium term and the UK business is expected to one of the main beneficiaries of this strategy, which will drive revenue growth and improve margins.

Short term pressure on margins has been compensated by the benefits of the Group's cost reduction programme which has led to a £39 million reduction in operating expenses on a like for like basis. This reflects the actions taken to streamline the business by reducing management layers and improving operational efficiency through headcount reductions.

UK EBIT loss of £154 million is £7 million greater than last year in headline terms but in line with H1 13 on a like for like after adjusting for disposals and the timing of Easter.

 

Continental Europe

£'m

H1 14

H1 13

Change

LFL Change

Revenue

1,250

1,305

(55)

(47)

Gross Margin (%)

14.9%

13.7%

1.2%

1.2%

Operating Expenses

(237)

(242)

5

5

EBIT

(51)

(62)

11

13

EBIT margin (%)

(4.1)%

(4.8)%

0.7%

0.9%

 

Revenue in H1 14 for the Continental Europe segment is £47 million (3.6%) below last year on a like for like basis, primarily due to strategic reductions in capacity in France and Russia to reduce risk and improve profitability in those businesses.

Gross margin for the six months ended 31 March 2014 of 14.9% is 1.2 percentage points higher than last year due mainly to improved profitability in Germany and Russia due to better yield and management and, in the case of Russia, the discontinuation of unprofitable routes.

Operating expenses were maintained at last year's level though the benefits the restructuring plans implemented in France and Russia together with the closer integration of our Dutch and Belgian businesses as part of our Wave 1 of our cost out and profit improvement programme.

Continental Europe EBIT loss of £51 million is £13 million lower than H1 13 on a like for like basis due mainly to improved performances in Germany (£7 million), France (£3 million) and Russia (£3 million). The improvement in France and Russia reflects our transformation plans in order to return those businesses to profitability in FY15.

 

Northern Europe

£'m

H1 14

H1 13

Change

LFL Change

Revenue

567

602

(35)

(8)

Gross Margin (%)

25.2%

22.3%

2.9%

3.0%

Operating Expenses

(109)

(108)

(1)

(4)

EBIT

34

26

8

11

EBIT margin (%)

6.1%

4.4%

1.7%

2.0%

 

Revenue in our Nordic business is £8 million (0.9)% below last year on a like for like basis, in line with reductions in Winter capacity. Development of the traditional package market has been supplemented by continued expansion of our more flexible product business which reported revenue growth of 8% in H1 14.

Gross margin improved by 3.0 percentage points on a like for like basis to 25.2% due to improved capacity management and focus on profitable growth. Capacity in competitive markets such as Thailand has been reduced in recent years to better align supply with demand and has enabled capacity to be redirected to more profitable routes.

Operating expenses are slightly higher than last year mainly due to investment in strategic growth areas such areas such as concept hotels and the in-sourcing of duty free sales.

H1 14 EBIT has improved to £34 million, growth of £11 million on a like for like basis compared to last year, mainly reflecting improved gross margins.

  

 

Airlines Germany

£'m

H1 14

H1 13

Change

LFL Change

Revenue

576

572

4

15

Gross Margin (%)

28.6%

26.4%

2.2%

2.3%

Operating Expenses

(171)

(154)

(17)

(12)

EBIT

(6)

(3)

(3)

5

EBIT margin (%)

(1.1)%

(0.6)%

(0.5)%

0.9%

 

Revenue for Airlines Germany is £15 million (2.7%) higher than last year on a like for like basis due mainly to improved ancillary sales. In addition, Winter capacity increased by 1.1% compared to last year, mainly to long haul destinations.

Gross margin has improved by 2.2 percentage points to 28.6% due to benefit from Wave 1 cost out and profit improvement measures which have reduced the cost base and improved the efficiency of operating structures within the business, together with an increased level of high margin ancillary sales.

Operating expenses are £12 million (7.5%) higher on a like for like basis due to investment in IT systems to support the transformation, higher flight crew costs and the in-sourcing of certain maintenance operations. Increased depreciation accounts for £3 million of the cost increase.

EBIT loss of £6 million for the six months ended 31 March 2014 is £5 million better than last year on a like for like basis due mainly to the benefits of the Group profit improvement programme improvements through enhanced gross margin.

 

Corporate

Corporate costs of £10 million for H1 14 are £2 million lower than last year as investment in Group roles and processes has been offset by the benefits of cost reduction initiatives.

 

 

PRINCIPAL RISKS & UNCERTAINTIES

Management have undertaken a broader review of the principal risks and uncertainties affecting the business activities of the Group. The outcome of this review has not identified new risks for the Group or changes to the Group's control environment which is more fully described throughout the Directors' Report of the Annual Report & Accounts for the year ended 30 September 2013, a copy of which is available on the Group's corporate website, www.thomascookgroup.com.

The principal risks are listed below:

· Threat of a continued downturn in demand due to adverse economic factors

· Recruitment, development or retention of talented people

· A major health and safety incident impacting our customers or colleagues

· Geo-political and regulatory

· Commodity, currency and interest rate

· The business Transformation fails to deliver against strategic and operational targets

· Failure to expand products and services that meet customer demand

· Impact of competition upon price and market share

· Failure of IT infrastructure

· Internal control failure

· Shortfall in pension funding

 

IMPORTANT NOTICE

This announcement is not an offer of securities for sale in the United States or any other jurisdiction. No securities will be offered or sold in the United States absent registration or an exemption from registration, and any public offering of securities to be made in the United States would be made only by means of a prospectus, which would contain detailed information about the Company and its management as well as the Company's financial statements. However, Thomas Cook Group plc has no intention to register any securities for purposes of a public offering in the United States.

Forward-Looking Statements

This announcement contains ''forward-looking statements'' that are based on estimates and assumptions and are subject to risks and uncertainties. Forward-looking statements are all statements other than statements of historical fact or statements in the present tense, and can be identified by words such as "targets", "aims", "aspires", "assumes" ''believes'', ''estimates'', ''anticipates'', ''expects'', ''intends'', "hopes", ''may'', ''would'', ''should'', "could", ''will'', ''plans'', ''predicts'' and ''potential'', as well as the negatives of these terms and other words of similar meaning. The forward-looking statements in this announcement are made based upon the Company's estimates, expectations and beliefs concerning future events affecting the Group and subject to a number of known and unknown risks and uncertainties. Such forward-looking statements are based on numerous assumptions regarding the Group's present and future business strategies and the environment in which it will operate, which may prove not to be accurate. The Company cautions that these forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in these forward-looking statements. Undue reliance should, therefore, not be placed on such forward-looking statements. Any forward-looking statements contained in this announcement apply only as at the date of this announcement and are not intended to give any assurance as to future results. The Company will update this announcement as required by applicable law, including the Prospectus Rules, the Listing Rules, the Disclosure and Transparency Rules, London Stock Exchange and any other applicable law or regulations, but otherwise expressly disclaims any obligation or undertaking to update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

 

Appendix 1 - Condensed consolidated interim financial statements Group Income Statement

Unaudited

Unaudited

Six months ended 31 March 2014

Six months ended 31 March 2013

(restated)

Underlying results

Separately disclosed items

 (note 5)

Total

Underlying results

Separately disclosed items

 (note 5)

Total

notes

£m

£m

£m

£m

£m

£m

Continuing Operations

Revenue

4

3,011.0

-

3,011.0

3,224.3

-

3,224.3

Cost of providing tourism services

(2,358.6)

8.3

(2,350.3)

(2,555.8)

(22.8)

(2,578.6)

Gross profit

652.4

8.3

660.7

668.5

(22.8)

645.7

Personnel expenses

(458.7)

(7.0)

(465.7)

(481.3)

(29.6)

(510.9)

Depreciation and amortisation

(84.4)

-

(84.4)

(78.7)

(2.2)

(80.9)

Net operating expenses

(296.3)

(50.5)

(346.8)

(306.0)

(48.9)

(354.9)

Loss on disposal of assets

-

(0.4)

(0.4)

-

(4.4)

(4.4)

Impairment of goodwill and amortisation of business combination intangibles

 

 

5

-

(46.2)

(46.2)

 

-

(7.6)

(7.6)

Loss from operations

4

(187.0)

(95.8)

(282.8)

(197.5)

(115.5)

(313.0)

Share of results of associates and joint venture

0.8

-

0.8

0.6

-

0.6

Loss on disposal of joint venture

5

-

-

-

-

(0.4)

(0.4)

Finance income

6

3.5

-

3.5

1.8

-

1.8

Finance costs

6

(74.4)

(12.8)

(87.2)

(71.7)

(10.5)

(82.2)

Loss before tax

(257.1)

(108.6)

(365.7)

(266.8)

(126.4)

(393.2)

Tax

7

(7.2)

123.6

Loss for the period from continuing operations

(372.9)

(269.6)

Discontinued Operations

Loss for the period from discontinued operations

12

-

(41.4)

Loss for the period

(372.9)

(311.0)

Attributable to:

Owners of the parent

(363.8)

(287.9)

Non-controlling interests

(9.1)

(23.1)

(372.9)

(311.0)

Basic and diluted

loss per share (pence)

8

 

Continuing operations

 

 

(25.3)

(23.9)

Discontinued operations

-

(4.0)

Total

(25.3)

(27.9)

 

The notes on pages 36 to 48 form an integral part of the condensed consolidated interim financial information.

 

Group Statement of Other Comprehensive Income

Unaudited

Restated unaudited

Six months ended

Six months ended

31/03/14

31/03/13

notes

£m

£m

Loss for the period

(372.9)

(311.0)

Other comprehensive income and expense

Items that will not be reclassified to profit or loss

Actuarial gains on defined benefit pension schemes

18

11.5

26.7

Tax on actuarial gains

(0.7)

(4.7)

10.8

22.0

Items that may be reclassified subsequently to profit or loss

Foreign exchange translation (losses)/gains

(53.1)

60.7

Fair value gains and losses

(Losses)/gains deferred for the period

(56.8)

34.1

Tax on gains/(losses) deferred for the period

5.3

(4.3)

Losses transferred to the income statement

37.5

10.5

Tax on losses transferred to the income statement

(4.5)

(1.3)

Total comprehensive expense for the period

(433.7)

(189.3)

Attributable to:

Owners of the parent

(424.6)

(166.2)

Non-controlling interests

(9.1)

(23.1)

Total comprehensive expense for the period

(433.7)

(189.3)

 

The notes on pages 36 to 48 form an integral part of the condensed consolidated interim financial information.

Group Cash Flow Statement

Unaudited

Unaudited

Six months ended

Six months ended

31/03/14

31/03/13

notes

£m

£m

Continuing operations

Loss before tax

(365.7)

(393.2)

Adjustments for:

Net finance costs

83.8

80.4

Share of results of associates and JV

(0.8)

(0.6)

Loss on disposal of joint venture

-

0.4

Depreciation, amortisation and impairment

138.6

92.0

Loss on disposal of assets

0.4

4.4

Share-based payments

1.9

3.8

Decrease in provisions

(61.9)

(8.3)

Additional pension contributions

(10.4)

(12.5)

Interest received

3.1

2.3

Decrease/ (increase) in working capital:

Inventories

1.9

(2.4)

Receivables

(159.6)

(181.5)

Payables

47.1

127.6

Cash used in operations

(321.6)

(287.6)

Income taxes paid

(21.1)

(19.6)

Net cash from discontinued operations

12

-

6.4

Net cash used in operating activities

(342.7)

(300.8)

Proceeds on disposal of joint venture

-

0.2

Proceeds on disposal of subsidiaries (net of cash disposed)

11

77.7

-

Proceeds on disposal of property, plant and equipment

-

1.9

Purchase of subsidiaries (net of cash acquired)

11

(4.0)

(5.5)

Purchase of tangible assets

(68.2)

(47.1)

Purchase of intangible assets

(14.8)

(19.5)

Proceeds from other investments

0.2

(1.0)

Net cash used in investing activities

(9.1)

(71.0)

Interest paid

(42.1)

(43.7)

Draw down of borrowings

105.0

732.1

Repayment of borrowings

(166.1)

(447.6)

Payment of facility set-up fees

-

(0.6)

Net proceeds from issue of ordinary shares

1.5

2.0

Repayment of finance lease obligation

16

(17.9)

(18.0)

Net cash (used in)/ from financing activities

(119.6)

224.2

Net decrease in cash and cash equivalents

(471.4)

(147.6)

Cash and cash equivalents at beginning of year

1,090.4

453.5

Effect of foreign exchange rate changes

(6.5)

31.3

Cash, cash equivalents and overdrafts at end of the period

612.5

337.2

 

 

The notes on pages 36 to 48 form an integral part of the condensed consolidated interim financial information.

Group Balance Sheet

 

Unaudited

 

Unaudited

 

Audited

as at

as at

as at

31/03/14

31/03/13

30/09/13

notes

£m

£m

£m

Non-current assets

Intangible assets

10

2,989.6

3,231.6

3,154.5

Property, plant & equipment

10

Aircraft and aircraft spares

597.9

604.2

602.9

Other

202.8

219.8

198.0

Investment in associates

15.5

14.3

14.4

Other investments

1.2

12.4

1.2

Deferred tax assets

154.0

322.9

168.0

Tax assets

2.4

17.6

-

Trade and other receivables

136.8

152.5

142.7

Derivative financial instruments

2.7

1.5

0.1

4,102.9

4,576.8

4,281.8

Current assets

Inventories

26.0

33.9

28.2

Tax assets

7.7

7.3

5.5

Trade and other receivables

954.6

1,092.2

785.4

Derivative financial instruments

13.6

54.9

25.0

Cash and cash equivalents

614.7

295.5

1,088.8

1,616.6

1,483.8

1,932.9

Assets classified as held for sale

12

-

126.5

70.1

Total assets

5,719.5

6,187.1

6,284.8

Current liabilities

Retirement benefit obligations

18

(1.2)

(3.2)

(1.3)

Trade and other payables

(1,475.4)

(1,509.7)

(1,995.2)

Borrowings

13/16

(129.3)

(58.7)

(176.5)

Obligations under finance leases

16

(40.2)

(36.4)

(42.7)

Tax liabilities

(45.0)

(43.9)

(41.0)

Revenue received in advance

(1,735.3)

(1,721.9)

(1,120.2)

Short-term provisions

14

(232.0)

(240.5)

(246.8)

Derivative financial instruments

(57.2)

(35.2)

(63.9)

(3,715.6)

(3,649.5)

(3,687.6)

Liabilities classified as held for sale

12

-

(123.1)

(17.0)

Non-current liabilities

Retirement benefit obligations

18

(385.3)

(311.4)

(403.1)

Trade and other payables

(89.2)

(93.0)

(96.9)

Long-term borrowings

13/16

(1,096.1)

(1,274.1)

(1,113.8)

Obligations under finance leases

16

(160.4)

(193.8)

(181.8)

Non-current tax liabilities

-

(1.0)

(8.2)

Deferred tax liabilities

(27.2)

(80.5)

(52.8)

Long-term provisions

14

(122.5)

(180.9)

(172.2)

Derivative financial instruments

(5.4)

(3.9)

(3.3)

(1,886.1)

(2,138.6)

(2,032.1)

Total liabilities

(5,601.7)

(5,911.2)

(5,736.7)

Net assets

117.8

275.9

548.1

Equity

Called-up share capital

68.7

62.0

68.4

Share premium account

435.5

29.2

434.3

Merger reserve

1,546.5

1,546.5

1,546.5

Hedging and translation reserves

130.2

325.4

201.8

Capital redemption reserve

8.5

8.5

8.5

Retained earnings deficit

(2,071.8)

(1,712.0)

(1,720.7)

Investment in own shares

(29.5)

(13.4)

(29.5)

Equity attributable to owners of the parent

88.1

246.2

509.3

Non-controlling interests

29.7

29.7

38.8

Total equity

117.8

275.9

548.1

 

The notes on pages 36 to 48 form an integral part of the condensed consolidated interim financial information.

Group Statement of Changes in Equity

The unaudited movements in equity for the six months ended 31 March 2014 were as follows:

 

Share

capital

& share

premium

Other

reserves

Translation

& hedging

reserve

Accumulated

losses

Attributable

to equity

holders of

the parent

Non-

controlling

interests

Total

£m

£m

£m

£m

£m

£m

£m

Opening balance at

1 October 2013

502.7

1,525.5

201.8

(1,720.7)

509.3

38.8

548.1

Loss for the period

-

-

-

(363.8)

(363.8)

(9.1)

(372.9)

Other comprehensive income/(expense):

Foreign exchange translation losses

-

-

(53.1)

-

(53.1)

-

(53.1)

Actuarial gain on defined benefit pension schemes (net of tax)

-

-

-

10.8

10.8

-

10.8

Fair value gains and losses:

Losses deferred for the period

(net of tax)

-

-

(51.5)

-

(51.5)

-

(51.5)

Losses transferred to the income statement (net of tax)

-

-

33.0

-

33.0

-

33.0

Total comprehensive expense for the period

-

-

(71.6)

(353.0)

(424.6)

(9.1)

(433.7)

Equity credit in respect of share- based payments

-

-

-

1.9

1.9

-

1.9

Issue of shares-exercise of warrants

1.5

-

-

-

1.5

-

1.5

At 31 March 2014

504.2

1,525.5

130.2

(2,071.8)

88.1

29.7

117.8

 

The restated unaudited movements in equity for the six months ended 31 March 2013 were as follows:

 

Share

capital

& share

premium

Other

reserves

Translation

& hedging

reserve

Accumulated

losses

Attributable

to equity

holders of

the parent

Non-

controlling

interests

Total

£m

£m

£m

£m

£m

£m

£m

Opening balance at

1 October 2012

89.2

1,541.6

225.7

(1,450.0)

406.5

51.4

457.9

Loss for the period (restated)

-

-

-

(287.9)

(287.9)

(23.1)

(311.0)

Other comprehensive income:

Foreign exchange translation gains

-

-

60.7

-

60.7

-

60.7

Actuarial gain on defined benefit pension schemes (net of tax) (restated)

-

-

-

22.0

22.0

-

22.0

Fair value gains and losses:

Gains deferred for the period

(net of tax)

-

-

29.8

-

29.8

-

29.8

Losses transferred to the income statement (net of tax)

-

-

9.2

-

9.2

-

9.2

Total comprehensive income/ (expense) for the period

-

-

99.7

(265.9)

(166.2)

(23.1)

(189.3)

Equity credit in respect of

share-based payments

-

-

-

3.9

3.9

-

3.9

Issue of shares-exercise of warrants

2.0

-

-

-

2.0

-

2.0

Exchange difference on non-controlling interests

-

-

-

-

-

1.4

1.4

At 31 March 2013

91.2

1,541.6

325.4

(1,712.0)

246.2

29.7

275.9

Notes to the Financial Information

 

1. General information

 

Thomas Cook Group plc is a limited liability company incorporated and domiciled in England and Wales under the Companies Act 2006 and listed on the London Stock Exchange. The address of the registered office is 3rd Floor, South Building, 200 Aldersgate, London EC1A 4HD. The principal activities of the Group are discussed in the interim management report on pages 1 to 30.

 

These condensed consolidated interim financial information of Thomas Cook Group plc, the 'Group', was approved for issue by the Board of Directors on 14 May 2014.

 

This condensed consolidated interim financial information does not comprise statutory accounts of the Group within the meaning of Section 434(3) and 435(3) of the Companies Act 2006. The balance sheet at 30 September 2013 has been derived from the full Group accounts published in the Annual Report 2013, which has been delivered to the Registrar of Companies and on which the report of the independent auditors was unqualified and did not contain a statement under section 498 of the Companies Act 2006.

 

This condensed consolidated interim financial information has been reviewed, not audited.

 

 

2. Basis of preparation

 

This condensed consolidated financial information for the six months ended 31 March 2014 has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and with IAS 34 "Interim financial reporting" as adopted by the European Union. The half-yearly condensed consolidated financial report should be read in conjunction with the annual financial statements for the year ended 30 September 2013, which have been prepared in accordance with IFRSs as adopted by the European Union.

 

After making appropriate enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the condensed consolidated financial information.

 

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

 

In preparing these condensed interim financial statements, the significant judgements made by management in applying the group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the annual financial statements for the year ended 30 September 2013, with the exception of changes in estimates that are required in determining the present value of scheme liabilities to the net defined benefit asset or liability (see Note 3).

 

 

3. Accounting Policies

 

Adoption of new or amended standards and interpretations in the current year

In the current year, the following new or amended standards have been adopted.

 

IFRS 7 (amendment) "Financial instruments: disclosures" is effective for annual reporting periods beginning on or after 1 January 2013, and amends the disclosures required where certain items have been offset.

 

IFRS 13 "Fair value measurement" is effective for annual periods beginning on or after 1 January 2013. This standard applies to IFRSs that require or permit fair value measurements or disclosures and provides a single IFRS framework for measuring fair value and requires disclosures about fair value measurement.

 

IAS 19 (revised 2011) "Employee benefits" is effective for annual periods beginning on or after 1 January 2013. The most significant change was that both the expected returns on pension plan assets (currently based on expected returns) and the finance charge (currently based on the unwinding of the discount rate on scheme liabilities) was replaced with a single net interest expense or income, that was calculated by applying the discount rate used in determining the present value of scheme liabilities to the net defined benefit asset or liability. As a result of applying this standard retrospectively, the Group's profit before tax for the prior financial period has been restated by £2.3m.

 

IAS 34 (revised) "Interim Financial Reporting" is effective for annual periods beginning on or after 1 January 2013. An entity shall include a measure of total assets and liabilities for a particular reportable segment in the notes to the financial statements if not disclosed elsewhere in the interim financial report if such amounts are regularly provided to the chief operating decision maker and if there has been a material change from the amount disclosed in the last annual financial statements for that reportable segment.

 

New or amended standard and interpretations in issue but not yet effective or EU endorsed

The following new standards, amendments to standards and interpretations that are expected to apply to the Group, which have not been applied in these financial statements, were in issue, but are not yet effective, or EU endorsed.

 

IFRS 9 "Financial Instruments" is effective for annual reporting periods commencing on or after 1 January 2018. The standard will eventually replace IAS 39 but currently only details the requirements for recognition and measurement of financial assets.

 

IFRS 10 "Consolidated financial statements" is effective for annual reporting periods beginning on or after 1 January 2014. This standard builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within consolidated financial statements.

 

IFRS 11 "Joint arrangements" is effective for annual periods beginning on or after 1 January 2014. This standard provides for a more realistic reflection of joint arrangements by focusing on the rights and obligations of the arrangement, rather than its legal form.

 

3. Accounting Policies (continued)

 

IFRS 12 "Disclosure of interests in other entities" is effective for annual periods beginning on or after 1 January 2014. This standard includes the disclosure requirements for all forms of interests in other entities, including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles.

 

IAS 27 (revised) "Separate financial statements" is effective for annual periods beginning on or after 1 January 2014. This standard includes the provisions on separate financial statements that are left after the control provisions of IAS 27 have been included in the new IFRS 10.

 

IAS 28 (revised) "Investments in associates and joint ventures" is effective for annual periods beginning on or after 1 January 2014. This standard includes the requirements for joint ventures, as well as associates, to be equity accounted following the issue of IFRS 11.

 

IAS 32 "offsetting financial assets and liabilities" is effective for annual periods beginning on or after 1 January 2014 and provides clarification on the application of offsetting rules.

 

 

4. Segmental information

 

 

For management purposes, the Group is organised into four geographic based operating divisions: UK, Continental Europe, Northern Europe and Airlines Germany. These divisions are the basis on which the Group reports its primary segment information. Certain residual businesses and corporate functions are not allocated to these divisions and are shown separately as Corporate.

 

The primary business of all these operating divisions is the provision of leisure travel services and, accordingly, no separate secondary segmental information is provided.

 

Segmental information for these divisions is presented below.

 

Unaudited six months ended 31 March 2014

 

 

 

Continental

 

Northern

 

Airlines

UK

Europe

Europe

Germany

Corporate

Total

£m

£m

£m

£m

£m

£m

Continuing operations

Revenue

Segment sales

783.2

1,250.1

566.8

575.5

-

3,175.6

Inter-segment sales

(31.1)

(6.0)

(3.2)

(124.3)

-

(164.6)

Total revenue

752.1

1,244.1

563.6

451.2

-

3,011.0

Result

Underlying (loss)/profit from operations

(153.9)

(50.9)

34.3

(6.3)

(10.2)

(187.0)

Exceptional operating items

(18.8)

(1.3)

-

(1.1)

(28.4)

(49.6)

Impairment of goodwill and amortisation of business combination intangibles

(44.9)

(1.2)

(0.1)

-

-

(46.2)

Segment result

(217.6)

(53.4)

34.2

(7.4)

(38.6)

(282.8)

Share of results of associates and joint venture

0.8

Finance income

3.5

Finance costs

(87.2)

Loss before tax

(365.7)

Tax

(7.2)

Loss for the period from continuing operations

(372.9)

 

 

Balance sheet

Assets

Continuing

2,730.4

3,502.7

1,633.9

1,093.8

8,640.1

17,600.9

Inter-segment eliminations

(12,061.0)

5,539.9

Investments in associates and joint ventures

15.5

Tax and deferred tax assets

164.1

Total assets

5,719.5

 

Liabilities

Continuing

(2,862.8)

(2,162.4)

(1,008.7)

(720.7)

(8,893.2)

(15,647.8)

Inter-segment eliminations

11,544.3

(4,103.5)

Tax and deferred tax liabilities

(72.2)

Borrowings and obligations under finance leases

(1,426.0)

Total liabilities

(5,601.7)

 

 

4. Segmental information (continued)

 

 

Unaudited six months ended 31 March 2013 (restated)

 

 

 

Continental

 

Northern

 

Airlines

UK

Europe

Europe

Germany

Corporate

Total

£m

£m

£m

£m

£m

£m

Continuing operations

Revenue

Segment sales

906.7

1,305.5

602.3

571.6

-

3,386.1

Inter-segment sales

(27.6)

(6.8)

(2.5)

(124.9)

-

(161.8)

Total revenue

879.1

1,298.7

599.8

446.7

-

3,224.3

Result

Underlying (loss)/profit from operations

(147.0)

(62.3)

26.3

(3.2)

(11.3)

(197.5)

Exceptional operating items

(78.0)

(6.7)

-

(4.1)

(19.1)

(107.9)

Impairment of goodwill and amortisation of business combination intangibles

(4.9)

(2.6)

(0.1)

-

-

(7.6)

Segment result

(229.9)

(71.6)

26.2

(7.3)

(30.4)

(313.0)

Share of results of associates and joint venture

0.6

Loss on disposal of joint venture

(0.4)

Finance income

1.8

Finance costs

(82.2)

Loss before tax

(393.2)

Tax

123.6

Loss for the period from continuing operations

(269.6)

Discontinued operations

Loss for the period from discontinued operations (note 12)

(41.4)

Total loss for the period

(311.0)

 

 

Unaudited six months ended 30 September 2013

 

Balance sheet

Assets

Continuing

2,842.0

3,609.6

1,687.0

1,139.2

8,413.8

17,691.6

Inter-segment eliminations

(11,594.7)

6,096.9

Investments in associates and joint ventures

14.4

Tax and deferred tax assets

173.5

Total assets

6,284.8

 

Liabilities

Continuing

(2,730.7)

(2,207.6)

(986.6)

(693.4)

(8,739.2)

(15,357.5)

Inter-segment eliminations

11,237.6

(4,119.9)

Tax and deferred tax liabilities

(102.0)

Borrowings and obligations under finance leases

(1,514.8)

Total liabilities

(5,736.7)

 

 

 

5. Separately disclosed items

 

 

Unaudited

Restated

Unaudited

notes

six months ended 31 March 2014

£m

six months ended 31 March 2013

£m

Continuing operations

 

Affecting profit from operations

Reorganisation and restructuring costs

(41.8)

(79.7)

Costs associated with refinancing

-

(2.0)

Impairment of goodwill and asset valuation reviews

(41.0)

(3.5)

Onerous contracts and legal disputes

(15.4)

(2.5)

Amortisation of business combination intangibles

(5.2)

(7.6)

Provision for tax dispute resolution

-

(13.4)

Other (including time value of options)

7.6

(6.8)

 

(95.8)

(115.5)

Affecting income from associates and joint venture

Loss on disposal of joint venture

-

(0.4)

-

(0.4)

Affecting net finance costs

Net finance costs - retirement benefits

18

(7.7)

(6.8)

IAS39 fair value measurement - forward points on foreign exchange cash flow hedging contracts

(0.2)

0.7

Other separately disclosed finance charges

(4.9)

(4.4)

(12.8)

(10.5)

Total separately disclosed items

(108.6)

(126.4)

 

Reorganisation and restructuring costs

Reorganisation and restructuring costs include £25m in relation to Group wide transformation projects, £14m in relation to the UK turnaround plan, £2m in respect of transformation activities within Continental Europe and £1m in respect of the Airlines. Of these costs, £10m is directly attributable to Wave 1 cost out and profit improvement initiatives.

Costs associated with refinancing

Costs associated with refinancing in the prior year related to preparatory work in relation to the Groups' £1.6bn refinancing which was completed in June 2013.

Impairment of goodwill and asset valuation reviews

Impairments principally relate to the UK segment. Pre-disposal impairments were made in respect of Elegant Resorts (£2m), Essential Travel (£11m) and Gold Medal (£28m).

Onerous contracts and legal disputes

The net onerous charge consists of: a provision for settlement over a dispute with a supplier which crystallised on the disposal of a business; the first (of six) quarterly charges of £8m in respect of the termination of a contract and a number of smaller charges resulting in a net over-recovery of £1m from prior year provisioning.

Amortisation of business combination intangibles

The amortisation of business combination intangibles represents amortisation of intangible assets recognised from prior period acquisitions. The amortisation has reduced as a result of the disposal of the Group's North American business and the disposal of non-core businesses in the UK segment.

Other

Other relates primarily to a one-off foreign exchange gain and the time-value component of option contracts accounted for under IAS39.

Finance related charges

The Group has provisions for future liabilities arising from separately disclosed circumstances primarily deferred acquisition consideration. A notional interest charge of £5m on the discounted value of such provisions is recognised within separately disclosed finance related charges. In FY13 the Group adopted common practice of separately disclosing the notional net interest charge arising from its pension scheme assets/liabilities (£7m). As disclosed in note 3, the Group has adopted the revisions to IAS19 "Employee Benefits" in the current period. The prior period comparatives have been restated which has increased the prior period charge by £3m.

 

 

 

6. Finance income and costs

 

 

Unaudited

RestatedUnaudited

notes

six months ended 31 March 2014

six months ended 31 March 2013

£m

£m

Continuing operations

Underlying finance income

Income from loans included in financial assets

0.1

0.2

Other interest and similar income

3.4

1.6

3.5

1.8

Underlying finance costs

Bank and bond interest

(47.4)

(42.8)

Fee amortisation

(4.4)

(3.5)

Letters of credit

(10.1)

(7.6)

Other interest payable

(1.6)

(5.7)

(63.5)

(59.6)

Underlying aircraft related finance costs

Interest payable

(2.4)

(3.0)

Finance costs in respect of finance leases

(8.5)

(9.1)

(10.9)

(12.1)

Net underlying interest

(70.9)

(69.9)

Separately disclosed finance costs

Net finance costs - retirement benefits

18

(7.7)

(6.8)

Other exceptional finance charges

(4.9)

(4.4)

(12.6)

(11.2)

IAS 39 fair value re-measurement

Forward points on foreign exchange cash flow hedging contracts

(0.2)

0.7

Total net finance costs

(83.7)

(80.4)

 

 

7. Income taxes

 

Income tax is recognised based on management's best estimate of the average annual effective income tax rate for each material tax jurisdiction and applied individually to the interim period pre-tax income of that jurisdiction. Previously income tax was recognised based on management's best estimate of a weighted average annual income tax rate expected for the full financial period. Common to both estimation approaches is the exclusion of the effect of adjustments to tax provisions made in respect of exceptional items, impairment of goodwill and amortisation of business combination intangibles. The rate on pre-exceptional continuing operations for the six months to 31 March 2014 on the new basis of estimation is -3.3% (the tax rate for the six months to 31 March 2013 was 41.9%).

The Finance Act 2013 enacted a reduction in the main rate of corporation tax in the UK from 23% to 21% with effect from 1 April 2014 and a further reduction to 20% with effect from 1 April 2015. The effect of these changes in rate on the deferred tax balances as at 30 September 2013 was reflected in the 2013 financial statements and this resulted in a decrease in deferred tax assets of £14.1m.

 

 

8. Loss per share

 

The calculations for loss per share, based on the weighted average number of shares, are shown in the table below. The weighted average number of shares shown excludes 16.5m shares held by the employee share ownership trusts (2013: 3.7m).

 

 

Unaudited six months ended 31 March 2014

Restated

Unaudited six months ended 31 March 2013

Basic and diluted loss per share

£m

£m

Continuing operations

(363.8)

(246.5)

Discontinued operations

 -

(41.4)

Net loss attributable to owners of the parent

(363.8)

(287.9)

millions

millions

Weighted average number of shares for basic and diluted loss per share

1,439.7

1,032.5

pence

pence

Basic and diluted loss per share continuing operations

(25.3)

(23.9)

Basic and diluted loss per share discontinued operations

 -

(4.0)

Total basic and diluted loss per share

(25.3)

(27.9)

Unaudited six months ended 31 March 2014

Restated

Unaudited six months ended 31 March 2013

Underlying basic and diluted loss per share

£m

£m

Underlying net loss attributable to owners of the parent *

(256.4)

(128.2)

millions

millions

Weighted average number of shares for basic and diluted loss per share

1,439.7

1,032.5

pence

pence

Underlying basic and diluted loss per share

(17.8)

(12.4)

 

* Underlying net loss attributable to owners of the parent is derived from the pre-exceptional loss before tax from continuing operations for the six month period ended 31 March 2014 of £257.1m (2013: £266.8m) and deducting a notional tax charge of £8.4m (2013: tax credit £115.5m), and deducting losses attributable to non-controlling interest of £9.1m (2013: £23.1m).

 

In accordance with IAS 33: Earnings per share, the calculation of basic and underlying diluted loss per share has not included items that are anti-dilutive. Therefore there is no difference between the calculation of basic and diluted loss per share.

 

 

9. Dividends

 

 

No dividends were declared during the six months ended 31 March 2014 (six months ended 31 March 2013: nil).

 

 

10. Reconciliation of Property, plant and equipment and intangible assets

 

 

Six months ended 31 March 2014

Unaudited intangible assets£m

Unaudited tangible assets£m

 

Opening net book amount at 1 October 2013

3,154.5

800.9

Additions

14.8

68.1

Disposals

(103.7)

0.7

Depreciation and amortisation

(19.9)

(69.6)

Exchange difference

(47.7)

(8.0)

Reclassifications

(8.4)

8.4

Closing net book amount at 31 March 2014

2,989.6

800.7

 

10. Reconciliation of Property, plant and equipment and intangible assets (continued)

 

Six months ended 31 March 2013

Unaudited intangible assets£m

Unaudited tangible assets£m

Opening net book amount at 1 October 2012

3,158.9

840.8

Additions

16.6

42.9

Disposals

(0.1)

(7.6)

Impairment charge

(35.2)

(4.7)

Transfer to assets classified as held for sale

(8.8)

(1.4)

Depreciation and amortisation

(24.4)

(67.0)

Exchange difference

124.6

21.0

Closing net book amount at 31 March 2013

3,231.6

824.0

 

 

In accordance with accounting standards, the Group tests the carrying value of goodwill for impairment annually and whenever events or circumstances change. No impairment indicators were identified at 31 March 2014 and trading continues to be in line with forecasts.

 

 Capital commitments

 

The Group is contractually committed to the acquisition of six new Airbus A321 aircraft which have a list price of $96m each, before escalations and discounts. These aircraft are scheduled for delivery in 2014-2016. Other capital commitments were £16.3m (30 September 2013: £42.6m).

 

 

11. Acquisitions and disposals

 

 

Disposal of businesses and investments during the year

During the six month ended 31 March 2014, the Group completed the disposal of a number of non-core businesses in the UK. Financial information related to the disposals that have occurred are set out below:

 

Thomas Cook Egypt & Thomas Cook Lebanon

UK Corporate Foreign Exchange business

Neilson Active Holidays Ltd

Essential Travel Limited

Elegant Resorts

Gold Medal

NATS

Total

Gross Consideration

6.5

4.5

9.2

2.1

14.3

45.0

37.8

119.4

Completion adjustments and transaction costs

 (0.1)

0.8

 (7.9)

1.1

 -

 (8.3)

0.7

 (13.7)

Net consideration

6.4

5.3

1.3

3.2

14.3

36.7

38.5

105.7

Carrying amount of net assets disposed of

 (8.1)

 (4.3)

 (2.7)

 (3.3)

 (14.3)

 (37.4)

 (36.3)

 (106.4)

(Loss)/profit on disposals

 (1.7)

1.0

 (1.4)

 (0.1)

-

 (0.7)

2.2

 (0.7)

 

Cash impact of the disposals:

 

 

Net consideration

6.4

5.3

1.3

3.2

14.3

36.7

38.5

105.7

 

Cash and cash equivalents disposed

 (3.3)

 (3.7)

 (6.0)

 (1.1)

 (8.1)

 (8.6)

-

 (30.8)

 

Net cash inflow/(outflow) from disposal

3.1

1.6

 (4.7)

2.1

6.2

28.1

38.5

74.9

 

* The net cash inflow/(outflow) from disposals reflects the net anticipated proceeds from disposals. As at 31 March 2014 certain transactions costs and deferred payments were outstanding.

 

Thomas Cook Egypt & Thomas Cook LebanonOn 9 October 2013, the Group announced that it had sold 100% of the Thomas Cook Egypt and Thomas Cook Lebanon businesses to Yusuf Bin Ahmed Kanoo (Holdings) Co WLL of Bahrain.

 

Thomas Cook CFX Limited

On 18 November 2013, the Group sold its UK Corporate Foreign Exchange business, Thomas Cook CFX Ltd, to Moneycorp.

 

Neilson Active Holidays Limited

On 10 December 2013, the Group sold its specialist activity tour operator Neilson Active Holidays Ltd to the private equity firm Risk Capital Partners.

 

Essential Travel Limited

On 24 January 2014, the Group sold its UK ancillary travel products business Essential Travel Limited to Holiday Extras Group.

 

Elegant Resorts Limited

On 7 February 2014, the Group sold its UK luxury travel tour operator Elegant Resorts Limited to Al Tayyar, a leading global travel group based in Saudi Arabia.

 

11. Acquisitions and disposals (continued)

 

 

Gold Medal Limited

On 27 February 2014, the Group sold Gold Medal, a UK-based distributor of long-haul scheduled flights, hotels and car hire, to dnata, the Dubai-based travel company which is part of the Emirates Group.

 

NATS Holding Limited

On 19 November 2013, the Group announced that it had agreed to sell its 91.5% of its shareholding and loan note interests in The Airline Group Limited, which is a 41.9% shareholder in NATS Holding Limited, to Universities Superannuation Scheme Limited. The disposal was completed on 18 March 2014, following competition clearance from the European Commission.

 

The closing balance sheets as at 30 September 2013 for the Egyptian and Lebanese businesses, Neilson Active Holidays, Thomas Cook CFX Ltd and the Group's investment in UK National Air Traffic Services were included as assets classified as held for sale in the previous period. Further details can be found in the discontinued operations and assets classified as held for sale note (28) of the Thomas Cook Group plc Annual Report & Accounts 2013.

 

Acquisitions and disposals made in the previous periods

 

Essential Travel Limited

The Group settled deferred consideration of £4.0m which was agreed at the time of the acquisition of Essential Travel Limited (acquired inMarch 2010).

 

Thomas Cook Canada Inc. and Thomas Cook USA Holdings Inc.

On 1 May 2013 the Group sold Thomas Cook Canada Inc. and Thomas Cook USA Holdings Inc. During the period the Group received the final cash payment of £0.9m in respect of the sale.

 

 

12. Discontinued operations and assets and liabilities classified as held for sale

 

 

The results of the businesses included as discontinued operations in the previous period reflects the businesses previously disclosed within the North American segment. There were no discontinued operations for the six months ended 31 March 2014.

 

Consolidated Income Statement - discontinued operations (comparative figures)

 

Unaudited

Six months ended 31 March 2013

Underlying results

Separately disclosed items

Total

£m

£m

£m

Revenue

150.0

 -

150.0

Cost of providing tourism services

(121.0)

 -

(121.0)

Gross profit

29.0

 -

29.0

Personnel expenses

(18.8)

 -

(18.8)

Depreciation and amortisation

(2.1)

 -

(2.1)

Net operating expenses

(8.6)

(40.2)

(48.8)

Impairment of goodwill and amortisation of business combination intangibles

 -

(0.8)

(0.8)

Loss from operations

(0.5)

(41.0)

(41.5)

Finance income

0.2

 -

0.2

Finance costs

(0.1)

 -

(0.1)

Loss before tax

(0.4)

(41.0)

(41.4)

Tax

-

Loss for the period

(41.4)

 

Unaudited

Six monthsended 31 March 2013

£m

Cash flows from discontinued operations

Net cash from operating activities

6.4

Net cash used in investing activities

(2.4)

Net cash used in financing activities

(0.1)

 

 

 

 

 

 

 

12. Discontinued operations and assets and liabilities classified as held for sale (continued)

 

 

Consolidated Income Statement - discontinued operations (comparative figures)

 

Assets classified as held for sale

There were no assets classified as held for sale as at 31 March 2014

Audited

as at

30 September 2013

£m

Assets

Intangible assets

0.3

Property, plant and equipment

7.9

Non-current trade and other receivables

36.6

Inventories

4.4

Tax assets

0.2

Trade and other receivables

16.0

Cash and cash equivalents

4.7

70.1

Liabilities

Trade and other payables

17.0

17.0

 

At 30 September 2013 the assets and liabilities classified as held for sale related to the Egyptian and Lebanese businesses, Neilson Active Holidays, Thomas Cook CFX Ltd and the Group's investment in UK National Air Traffic Services. The sale of the businesses have been completed in the current year and are detailed in the acquisitions and disposals note (see note 11).

 

 

13. Borrowings and loans

 

 

Unaudited

Unaudited

Audited

as at

as at

as at

31 March 2014

31 March 2013

30 Sept 2013

£m

£m

£m

Current

129.3

58.7

176.5

Non-current

1,096.1

1,274.1

1,113.8

1,225.4

1,332.8

1,290.3

 

Movements in borrowings are analysed as follows:

 

Six months ended 31 March 2014

£m

 

At 1 October 2013

1,290.3

Draw down of borrowings

105.0

Repayment of borrowings

(167.3)

Unwinding of interest and amortisation of facility fees

5.3

Fair value adjustment on debt

3.0

Exchange differences

(10.9)

At 31 March 2014

1,225.4

Six months ended 31 March 2013

£m

 

At 1 October 2012

1,015.4

Draw down of borrowings

736.3

Repayment of borrowings

 (447.6)

Capitalisation of facility fees

(0.6)

Unwinding of interest and amortisation of facility fees

4.5

Exchange differences

24.8

At 31 March 2013

1,332.8

  

 

14. Provisions

Unaudited

as at

31 March 2014

£m

Included in current liabilities

232.0

Included in non-current liabilities

122.5

354.5

 

 

Aircraft

maintenance

Other

provisions

provisions

Total

£m

£m

£m

At 1 October 2013

255.7

163.3

419.0

Additional provisions

34.1

42.7

76.8

Unused amounts released

(1.3)

(2.0)

(3.3)

Unwinding of discount

-

(1.4)

(1.4)

Utilisation of provisions

(54.2)

(76.5)

(130.7)

Exchange differences

(5.1)

(0.8)

(5.9)

At 31 March 2014

229.2

125.3

354.5

 

The aircraft maintenance provisions relate to maintenance on leased aircraft and spares used by the Group's airlines in respect of leases which include contractual return conditions. This expenditure arises at different times over the life of the aircraft with major overhauls typically occurring between two and ten years.

 

Other provisions

Off-market leases

Insurance and litigation

Reorganisation and restructuring plans

Deferred and contingent consideration

Other

Total

£m

£m

£m

£m

£m

£m

At 1 October 2013

29.9

40.3

43.3

5.1

44.7

163.3

Additional provisions

1.9

32.1

3.1

-

5.6

42.7

Unused amounts released

(1.1)

(0.3)

-

-

(0.6)

(2.0)

Unwinding of discount

(1.4)

-

-

-

-

(1.4)

Utilisation of provisions

(17.0)

(28.2)

(11.6)

(4.1)

(15.6)

(76.5)

Exchange differences

(0.4)

(0.2)

(0.1)

-

(0.1)

(0.8)

At 31 March 2014

11.9

43.7

34.7

1.0

34.0

125.3

 

Off-market leases relate to leases acquired through the Hi! Hotels International Limited acquisition and the The Co-operative Group and Midlands Co-operative, and MyTravel Group plc mergers, which have commitments in excess of the market rate at the time of the transaction. Reorganisation and restructuring plans predominantly represent anticipated restructuring costs in the UK retail business.

 

'Other' represents liabilities where there is uncertainty of the timing or amount of the future expenditure required in settlement and includes such items as insurance claims, onerous contracts and customer compensation claims. This grouping contains no single category larger than £15m.

 

Provisions included in non-current liabilities are principally in respect of off-market lease contracts and are expected to be utilised over the term of those contracts which extend up to ten years from the balance sheet date and deferred and contingent consideration arising on acquisitions.

 

 

15. Financial Instruments

The Group is subject to risks related to changes in interest rate, exchange rates, fuel prices, counterparty credit and liquidity within the framework of its business operations.

 

A full description of the Group's exposure to the above risks and the Group's policies and processes that are in place to manage the risks arising, is included in financial instruments note (note 23) in the 2013 Annual Report & Accounts financial statements. There has been no significant changes in the nature of the financial risks to which the Group is exposed, or the Group's policies and processes to manage these risks, since 1 October 2013.

 

Fair value hierarchyThe fair value of the Group's financial instruments are disclosed in hierarchy levels depending on the valuation method applied.

The different methods are defined as follows:

Level 1:

valued using unadjusted quoted prices in active markets for identical financial instruments

Level 2:

valued using techniques based on information that can be obtained from observable market data

Level 3:

valued using techniques incorporating information other than observable market data as at least one input to the valuation cannot be based on observable market data

 

 

15. Financial Instruments (continued)

 

 

The fair value of the Group's financial assets and liabilities at 31 March 2014 are set out below:

Unaudited

Audited

as at

as at

31/03/2014

30/09/2013

£m

£m

Level 1 valuations

Securities

1.1

1.3

Level 2 valuations

Derivative financial instruments - assets

16.3

25.0

Derivative financial instruments - liabilities

 (62.7)

 (67.1)

 

 

The Group uses derivative financial instruments to hedge significant future transactions and cash flows denominated in foreign currencies. The Group enters into foreign currency forward contracts, swaps and options in the management of its exchange rate exposures. There were no transfers between Levels 1 and 2 during the period. There were no Level 3 financial assets or liabilities as at 31 March 2014.

 

 

At 1 October 2013

Cash

flow

Other

non-cash

changes

Exchange

movements

At 31 March

2014

£m

£m

£m

£m

£m

Liquidity

Cash and cash equivalents

1,088.8

(470.2)

 -

(3.9)

614.7

Cash classified as held for sale

4.7

(4.7)

 -

 -

1,093.5

(474.9)

 -

(3.9)

614.7

Current debt

Bank overdrafts

(3.2)

1.2

 -

(0.2)

(2.2)

Short-term borrowings

(134.0)

41.8

 -

1.1

(91.1)

Current portion of

long-term borrowings

(39.3)

19.3

(20.0)

4.1

(35.9)

Obligations under finance leases

(42.7)

17.9

(16.3)

0.9

(40.2)

(219.2)

80.2

(36.3)

5.9

(169.4)

Non-current debt

Long-term borrowings

(1,113.8)

 -

11.7

6.0

(1,096.1)

Obligations under finance leases

(181.8)

 -

16.3

5.1

(160.4)

(1,295.6)

 -

28.0

11.1

(1,256.5)

Total debt

(1,514.8)

80.2

(8.3)

17.0

(1,425.9)

Net debt

(421.3)

(394.7)

(8.3)

13.1

(811.2)

16. Net Debt

 

 

 

17. Contingent liabilities

 

 

Unaudited

Audited

as at31/03/14

£m

as at 30/09/13

£m

Contingent liabilities

117.1

100.5

 

Contingent liabilities primarily comprise guarantees, letters of credit and other contingent liabilities, including contingent liabilities related to structured aircraft leases, all of which arise in the ordinary course of business. The amounts disclosed above represent the Group's contractual exposure.

   

 

18. Retirement benefit schemes

 

 

The amounts recognised in the balance sheet are as follows:

Unaudited

as at 31/03/14

£m

 

Audited

as at 30/09/13

£m

Present value of funded defined benefit obligations

1,012.4

998.2

Fair value of scheme assets

(939.5)

(889.6)

Deficit on funded retirement benefit obligations

72.9

108.6

Present value of unfunded defined benefit obligations

313.6

295.8

386.5

404.4

Scheme deficits are presented in the balance sheet as follows:

Current liabilities

1.2

1.3

Non-current liabilities

385.3

403.1

386.5

404.4

Unaudited

Restated

Unaudited

The amounts recognised in the income statement are as follows:

Six months ended 31/03/14

£m

Six months ended 31/03/13

£m

Current service cost

6.5

7.1

Net finance costs

7.7

6.8

14.2

13.9

The amounts recognised directly in other comprehensive income are as follows:

Actuarial gains on defined benefit pension schemes

11.5

26.7

 

 

19. Related party transactions

 

 

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the Group and its associates, joint venture undertaking and participations are disclosed below.

 

Trading transactions

During the period, Group companies entered into the following transactions with related parties who are not members of the Group:

 

Associates, joint venture and participations*

Unaudited

Unaudited

Audited

31 March 2014

£m

31 March 2013

£m

30 September 2013

£m

Sale of goods and services

2.6

5.8

13.3

Purchases of goods and services

(6.0)

(8.1)

(11.5)

Other income

 -

1.8

2.2

Interest receivable

0.1

0.1

0.2

Amounts owed by related parties

3.0

6.8

4.8

Provisions against amounts owed

(2.7)

(4.1)

(2.7)

Amounts owed to related parties

(2.5)

(3.2)

(2.6)

 

 

*Participations are equity investments where the Group has significant equity participation but which are not considered to be associates or joint ventures. All transactions are considered to have been made at market prices. Outstanding amounts will normally be settled by cash payment.

 

Key management remuneration will be disclosed in the 2014 annual financial statements.

 

 

20. Events occurring after the balance sheet date

 

No significant events have occurred after the balance sheet date. 

 

 

21. Seasonality and Foreign Exchange

 

Revenue is subject to significant seasonal fluctuations between winter and summer seasons, with peak demand in the summer season. The Group partially mitigates this seasonal impact through operating in different global holiday markets which have different annual cycles and offering a broad range of holiday products in both the winter and summer seasons.

 

The following exchange rates against Sterling for our major functional currencies are the average of those used to translate the results of the current and prior year periods.

 

Income Statement

Six months ended 31 March 2014

£m

Six months ended 31 March 2013

£m

Euro

1.20

1.20

Swedish Krona

10.62

10.32

 

The following exchange rates against Sterling for our major functional currencies have been used to translate the balance sheet at the current and prior period end.

 

Balance Sheet

As at 31 March 2014

£m

As at 31 March 2013

£m

Euro

1.21

1.19

Swedish Krona

10.81

9.92

 

As profits and losses in Euro-denominated segments build up differently over the period, the average income statement translation rates may vary.

Statement of Directors' Responsibilities

 

The directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' as adopted by the European Union, and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

 

· an indication of important events that have occurred during the six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

 

· material related party transactions in the first six months and any material changes in the related party transactions described in the last annual report.

 

The directors of Thomas Cook Group plc are as listed in the Thomas Cook Group plc Annual Report for 30 September 2013 with the exception of the following change since the approval of that Annual Report: Roger Burnell and Peter Marks retired from the Board on 24 February 2014. A list of current directors is maintained on the Thomas Cook Group plc website: www.thomascookgroup.com.

 

By order of the Board

 

 

 

Michael Healy

Group Chief Financial Officer

 

14 May 2014

 

INDEPENDENT REVIEW REPORT TO THOMAS COOK GROUP PLC

 

Introduction

We have been engaged by the company to review the condensed consolidated interim financial statements in the half-yearly financial report for the six months ended 31 March 2014, which comprises the Group Income Statement , Group Statement of Comprehensive Income, Group Cash Flow statement, Group Balance Sheet , Group Statement of Changes in Equity and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

Directors' responsibilities

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

 

As disclosed in note 2, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.

 

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. 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 Conduct 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 set of financial statements in the half-yearly financial report for the six months ended 31 March 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

 

 

 

PricewaterhouseCoopers LLPChartered Accountants14 May 2014London

 

 

 

 

 

 

 

 

 

 

 

(a) The maintenance and integrity of the Thomas Cook 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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