Last checked at 16 Dec 2008 07:00
16 December 2008
Victrex plc
Results announcement for the year ended 30 September 2008
Chairman Anita Frew commented:
"2008 was a good year for Victrex. Looking ahead, as outlined in our trading update announced on 1 December 2008, it is clear that 2009 is going to be a challenging year. However, the Group remains in a strong financial position with a healthy balance sheet and good cash generation.
Additionally, although the current economic climate is impacting sales in the short term, the underlying growth drivers remain in place across our end use markets and our development pipeline of potential new applications is strong. Accordingly, we remain committed to the key objective of growth through new application development. We will continue to generate new business in 2009 as we penetrate existing markets with new applications, pioneer innovative applications in new markets, and expand our geographic presence."
Enquiries
Victrex plc
| David Hummel, Chief Executive | 0207 357 9477 | (16 December 2008) |
| Michael Peacock, Finance Director | 01253 897700 | (thereafter) |
Hogarth Partnership Limited
| Nick Denton / Barnaby Fry | 0207 357 9477 |
Victrex plc
Preliminary results statement for the year ended 30 September 2008
In my first statement to shareholders as Chairman, I am pleased to report another good year for Victrex.
FINANCIAL RESULTS
Revenue for the year grew by 8% to £141.1m (2007: £131.0m). Underlying revenue (at constant exchange rates) was up 11% on 2007. Gross profit increased by 8% to £91.6m (2007: £84.5m), representing a gross margin of 64.9% of turnover (2007: 64.5%).
Sales, marketing and administrative expenses increased by 11% to £37.0m (2007: £33.2m), primarily reflecting ongoing investment in sales and marketing resources and the inclusion of local expenses in Victrex Japan, Inc since it became a wholly owned subsidiary with effect from 30 March 2007.
Effective exchange rates had an adverse impact of £6.1m on profit before tax, compared to 2007. In spite of this, profit before tax was £55.0m, 6% up on 2007 (£52.0m). Underlying profit at constant exchange rates was £61.1m, an increase of 18% over 2007.
Basic earnings per share were up 6% at 47.8p (2007: 44.9p). Underlying earnings per share, at constant exchange rates, were up 18%.
The overall effective tax rate (including deferred tax) was 29% (2007: 30%).
Dividend
In recognition of another successful year and the Group's strong financial position, the Directors are recommending a final dividend of 13.1p (2007: 12.6p) per ordinary share, making a total of 18.3p (2007: 17.3p) per ordinary share for the year, an increase of 6% over last year. This represents dividend cover of 2.6 times (2007: 2.6 times).
Cash flow
Cash flow generated from operations increased to £61.9m (2007: £50.7m) primarily as a result of increased operating profit and depreciation together with a lower increase in working capital compared with 2007.
Capital expenditure cash payments amounted to £25.0m (2007: £37.2m) principally reflecting the investment in additional supply chain capacity. Taxation paid was £15.7m (2007: £12.2m).
As at 30 September 2008, the Group had cash of £23.5m and no debt (2007: net cash £13.7m). The Group has a committed bank facility of £40m, all of which was undrawn at the year end. This facility expires in September 2012.
OPERATIONAL REVIEW
Markets
Sales volume for the year grew by 5% to 2,626 tonnes (2007: 2,508 tonnes). Second half sales volume of 1,332 tonnes was 9% up on the previous second half (1,222 tonnes) and 3% up on the first half (1,294 tonnes).
Transport sales volume was up 10% at 723 tonnes (2007: 658 tonnes) principally as a result of increased automotive sales in Japan and the United States. We also saw increased commercial aerospace sales in the United States and Europe. Second half sales volume of 367 tonnes was up 3% on the first half of 356 tonnes primarily as a result of increased commercial aerospace sales in the United States.
Industrial sales volume was up 7% at 945 tonnes (2007: 885 tonnes), largely due to increased demand from oil and gas customers, primarily in the United States. Second half volume was up 5% at 485 tonnes compared with the first half (460 tonnes).
Electronics sales volume for the year was down 3% at 625 tonnes (2007: 645 tonnes). The modest recovery in both semicon and consumer electronics sales since the second half of last year was sustained throughout this year, with second half volume (322 tonnes) up 6% on the first half (303 tonnes). However, as expected, sales were below the record levels seen in the first half of 2007.
Regionally, United States sales volume of 848 tonnes was 7% up on the previous year (791 tonnes) helped by growth in the oil and gas, automotive and commercial aerospace segments. Second half volume was up 3% at 430 tonnes, compared with 418 tonnes for the first half, primarily reflecting increased demand from commercial aerospace and oil and gas customers, partially offset by a softening in demand from semicon applications.
At 1,302 tonnes, European sales volume was 5% up on the previous year (1,243 tonnes) as a result of increased sales into all market segments, except semicon. Second half sales volume of 656 tonnes was 2% up on the first half of this year (646 tonnes).
Asia-Pacific sales volume of 476 tonnes was maintained in line with 2007 (474 tonnes) as increased sales to Japanese automotive customers were offset by reduced demand from semicon applications. The record second half sales volume of 246 tonnes was 7% higher than the first half (230 tonnes) primarily due to increased demand from both consumer electronics and automotive customers in Japan.
Invibio
Invibio, our biomaterials business, continued to grow strongly with revenue of £24.9m, an increase of 29% over 2007 (£19.3m). Underlying revenue (at constant exchange rates) was up 34% on 2007. This reflects further sales growth to existing customers, coupled with successful development of new business across a broad range of end use markets.
During the year Invibio entered into a record 49 additional PEEK-OPTIMA® polymer long-term supply assurance agreements with implantable medical device manufacturers. We continued to make good progress in further developing strategic markets including arthroscopy, orthopaedics and cranial maxillofacial, while ongoing success in the spinal market was sustained with developments in new areas including motion preservation and dynamic stabilisation.
Product and market development
We continued to successfully generate new business in 2008. During the year we commercialised a record 723 new applications (2007: 580) having an estimated mature annualised volume ('MAV') of 487 tonnes (2007: 494 tonnes). At the year end, the pipeline contained 2,978 developments (2007: 2,411) with an estimated MAV of 2,910 tonnes (2007: 2,949 tonnes) if all of the developments were successfully commercialised.
As the automotive industry pursues fuel efficiency, performance and safety, VICTREX® PEEKTM polymer is in demand to provide solutions in these areas. New applications include advanced exhaust treatments, sensors and safety systems. The aerospace market continues to specify VICTREX PEEK for structural and electrical applications in next generation passenger aircraft. The use of VICTREX PEEK to replace metal is providing a significant weight advantage while utilising mechanical properties at elevated temperatures and outstanding flame and smoke emission properties.
The oil and gas industry is increasingly using VICTREX PEEK in new ways in umbilical hoses, which convey power and other utilities to sub-sea wells. During the year a novel umbilical hose system was commercialised to replace metal and thereby reduce the weight and improve the lifetime and efficiency of these highly technical applications. In addition, we continued our penetration of existing applications in areas such as connectors, seals and sensors as the drilling environments continue to become more severe.
Other initiatives in the energy sector included the launch of a dedicated website as well as the development and commercialisation of several new application areas in the wind and nuclear sectors where our momentum in alternative energy solutions continues to grow.
An intensive focus on the industrial machinery markets has yielded an array of new applications replacing metals and other materials in both the textile machinery and food processing markets.
Electronics application development continues to be driven by the need for higher performance materials which maintain mechanical properties through lead-free solder temperatures. New applications commercialised this year include high performance radio frequency identification systems, high performance connectors for flexible printed circuit boards and mobile phones, as well as data storage systems.
APTIVTM films, a range of high performance thermoplastic films based on VICTREX PEEK, are making significant inroads into many key markets. The unique acoustic and mechanical-thermal properties of APTIV films are leading to specification and significant penetration in audio components across a broad range of speaker applications, and APTIV films are currently being used by many of the world's leading mobile phone manufacturers. In addition, APTIV films are qualified as a lighter weight option for thermal acoustic insulation blankets in aircraft, as well as passing more stringent burn-through standards required by the Federal Aviation Administration after 2009. As a result, leading commercial aircraft customers are actively evaluating and specifying APTIV films in these applications. In other markets, the unique properties of APTIV films are leading to developments in circuit substrates, batteries and other electronic and industrial components.
Supply chain and capital expenditure
We have now successfully completed the major programme to increase our supply chain capacity that we commenced in 2005. At the beginning of the year we completed construction of the second VICTREX PEEK polymer powder plant on our main UK site at a capital cost of £32m. The plant has the capacity to support a further 1,450 tonnes per annum of VICTREX PEEK sales in addition to the first plant's existing capacity of 2,800 tonnes and is fully operational.
We have also completed the uprate of the BDF supply chain to support this additional polymer capacity at a capital cost of approximately £22m (compared with an estimated cost of £23m). In addition, we have completed an uprate of our melt filtration plant to increase production capacity of our purified, granular product from 1,800 to 3,450 tonnes per annum at a capital cost of approximately £6m (compared with an estimated cost of approximately £8m).
Total fixed asset additions amounted to £24.2m for the year (2007: £34.3m). The additions principally related to the BDF and melt filtration plant uprates. Following completion of this major supply chain capacity uprate, we expect capital expenditure for 2009 to amount to approximately £10m, subject to phasing of projects. This will be funded from the Group's cash resources.
CURRENT TRADING
Sales volume remained strong in October at 218 tonnes, in line with average run rates achieved for the year ended 30 September 2008 (annual sales volume - 2,626 tonnes). Sales volume continued at this level in the early part of November. However, we have since experienced a slowdown in orders as our customers have responded to the deteriorating global economic climate. Accordingly, November sales volume amounted to 118 tonnes.
In contrast to our VICTREX PEEK business, Invibio, our biomaterials business, continued to move ahead in line with our expectations, with revenues for both October and November at higher levels than the average run rate we achieved in 2008 (annual sales revenue - £24.9m).
OUTLOOK
Traditionally, December sales run at seasonally low levels as our customers look to their year end shutdowns. As a result we do not expect December sales volume to show an improvement over November. However, we believe that this current reduction in sales is, to some extent, caused by customers reducing inventories due to the uncertain global economic outlook. We anticipate having a clearer view of the likely level of ongoing demand for 2009 when we have seen January sales volume, which we will report on in February.
While still fully committed to driving forward the growth of the business, we are currently progressing a full review of our cost base in the light of current trading to ensure our resources are prioritised and focused on maximising volume from new business.
Looking ahead, as outlined in our trading update announced on 1 December 2008, it is clear that 2009 is going to be a challenging year. However, the Group remains in a strong financial position with a healthy balance sheet and good cash generation. Additionally, although the current economic climate is impacting sales in the short term, the underlying growth drivers remain in place across our end use markets and our development pipeline of potential new applications is strong. Accordingly, we remain committed to the key objective of growth through new application development. We will continue to generate new business in 2009 as we penetrate existing markets with new applications, pioneer innovative applications in new markets, and expand our geographic presence.
Currency impact and gross margin
As previously reported, trading results for 2009 will be positively affected by the weakening of Sterling against our key trading currencies. Based on our forecast sales volume, current hedging already in place and spot exchange rates as at 25 November 2008, we currently estimate the following average rates will apply:
| Year to 30 September 2008 | Year to 30 September 2009 | |
| Actual | Estimate | |
| US Dollar | 1.99 | 1.87 |
| Euro | 1.47 | 1.36 |
| Yen | 229 | 227 |
As a result of these improved rates, we expect to see a significant increase in effective Sterling average selling price which will have a positive impact on revenues and profit. However, this will be partially offset by increased input costs, additional depreciation on our new plants and higher effective fixed costs per tonne as a result of reduced production and therefore we expect Group gross margin to be similar to 2008.
Anita Frew
Chairman
15 December 2008
CONSOLIDATED INCOME STATEMENT
| For the year ended 30 September | 2008 | 2008 | 2007 | 2007 | |
| Note | £000 | £000 | £000 | £000 | |
| Revenue | 2 | 141,117 | 131,025 | ||
| Cost of sales | (49,495) | (46,552) | |||
| Gross profit | 91,622 | 84,473 | |||
| Sales, marketing and administrative expenses | (37,041) | (33,237) | |||
| Operating profit | 2 | 54,581 | 51,236 | ||
| Financial income | 577 | 702 | |||
| Financial expenses | (127) | (105) | |||
| Net financing income | 450 | 597 | |||
| Share of profit of Japanese joint venture | - | 196 | |||
| Profit before tax | 55,031 | 52,029 | |||
| Income tax expense | (15,959) | (15,609) | |||
| Profit for the year attributable to equity shareholders of the parent | 39,072 | 36,420 |
| Earnings per share | |||||
| Basic | 3 | 47.8p | 44.9p | ||
| Diluted | 3 | 47.4p | 44.4p |
| Dividend per share | |||||
| Interim | 5.2p | 4.7p | |||
| Final | 13.1p | 12.6p | |||
| 18.3p | 17.3p |
A final dividend in respect of 2008 of 13.1p per share has been recommended by the Directors for approval at the Annual General Meeting in February 2009.
BALANCE SHEET
| As at 30 September | 2008 | 2007 | ||
| £000 | £000 | |||
| Assets | ||||
| Non-current assets | ||||
| Property, plant and equipment | 129,909 | 112,787 | ||
| Intangible assets | 10,873 | 11,483 | ||
| Deferred tax assets | 8,078 | 5,753 | ||
| 148,860 | 130,023 | |||
| Current assets | ||||
| Inventories | 31,675 | 27,867 | ||
| Current income tax assets | 244 | 416 | ||
| Trade and other receivables | 18,195 | 15,887 | ||
| Derivative financial instruments | 855 | 2,137 | ||
| Cash and cash equivalents | 23,532 | 17,120 | ||
| 74,501 | 63,427 | |||
| Total assets | 223,361 | 193,450 | ||
| Liabilities | ||||
| Non-current liabilities | ||||
| Deferred tax liabilities | (14,651) | (12,666) | ||
| Retirement benefit obligations | (6,378) | (7,110) | ||
| (21,029) | (19,776) | |||
| Current liabilities | ||||
| Derivative financial instruments | (10,455) | (1,464) | ||
| Short-term borrowings | - | (3,419) | ||
| Current income tax liabilities | (8,263) | (11,077) | ||
| Trade and other payables | (16,820) | (16,231) | ||
| (35,538) | (32,191) | |||
| Total liabilities | (56,567) | (51,967) | ||
| Net assets | 166,794 | 141,483 | ||
| Equity | ||||
| Share capital | 829 | 822 | ||
| Share premium | 20,723 | 18,148 | ||
| Translation reserve | 470 | (628) | ||
| Hedging reserve | (5,570) | 39 | ||
| Retained earnings | 150,342 | 123,102 | ||
| Total equity attributable to equity shareholders of the parent | 166,794 | 141,483 |
The financial statements were approved by the Board of Directors on 15 December 2008 and were signed on its behalf by:
D R Hummel Chief Executive
M W Peacock Finance Director
CASH FLOW STATEMENT
| For the year ended 30 September | 2008 | 2007 | |
| Note | £000 | £000 | |
| Cash flows from operating activities | |||
| Cash generated from operations | 5 | 61,858 | 50,690 |
| Interest and similar charges paid | (176) | (309) | |
| Interest received | 577 | 702 | |
| Tax paid | (15,703) | (12,177) | |
| Net cash flow from operating activities | 46,556 | 38,906 | |
| Cash flows from investing activities | |||
| Acquisition of property, plant and equipment | (25,014) | (37,189) | |
| Purchase of business including acquisition costs | - | (1,036) | |
| Net cash flow from investing activities | (25,014) | (38,225) | |
| Cash flows from financing activities | |||
| Issue of ordinary shares exercised under option | 7 | 5 | |
| Premium on issue of ordinary shares exercised under option | 2,575 | 1,599 | |
| Purchase of own shares held | (858) | (821) | |
| (Decrease)/increase in short-term borrowings | (4,207) | 1,264 | |
| Dividends paid | (14,533) | (12,069) | |
| Net cash flow from financing activities | (17,016) | (10,022) | |
| Net increase/(decrease) in cash and cash equivalents | 4,526 | (9,341) | |
| Exchange differences on net investment translation of foreign operations | 1,886 | (399) | |
| Cash and cash equivalents at beginning of year | 17,120 | 26,860 | |
| Cash and cash equivalents at end of year | 23,532 | 17,120 | |
| Components of net cash | |||
| As at 30 September | 2008 | 2007 | |
| £000 | £000 | ||
| Cash and cash equivalents | 23,532 | 17,120 | |
| Short-term borrowings | - | (3,419) | |
| Net cash | 6 | 23,532 | 13,701 |
STATEMENT OF RECOGNISED INCOME AND EXPENSE
| For the year ended 30 September | 2008 | 2007 | |
| £000 | £000 | ||
| Net change in fair value of cash flow hedges: | |||
| Transferred to equity | (14,509) | 2,871 | |
| Transferred to income statement | 6,719 | (4,710) | |
| Exchange differences on net investment translation of foreign operations | 1,098 | (399) | |
| Actuarial gains on defined benefit plans | 867 | 5,729 | |
| Tax on items taken directly to or transferred from equity | 3,238 | (2,058) | |
| Net (expense)/income recognised directly in equity | (2,587) | 1,433 | |
| Profit for the year | 39,072 | 36,420 | |
| Total recognised income and expense for the year attributable to equity shareholders of the parent | 36,485 | 37,853 |
NOTES TO THE FINANCIAL STATEMENTS
1. Basis of preparation
The financial statements have been prepared on the basis of the accounting policies set out in the Group's last Annual Report and Accounts except for the application of relevant new standards.
IFRS 7- Financial Instruments: Disclosures and Amendment to IAS 1 - Capital Disclosures were adopted during the year. As these standards are concerned only with disclosures, their adoption had no impact on the balance sheet or the consolidated income statement.
A number of standards, amendments and interpretations have been issued during the period which are not yet effective, and accordingly the Group has not yet adopted. The cumulative impact of the adoption of these standards is not deemed to be significant.
2. Segment reporting
Primary geographical segments
Results
| Europe | USA | Asia-Pacific | Group | Europe | USA | Asia-Pacific | Group | |
| 2008 | 2008 | 2008 | 2008 | 2007 | 2007 | 2007 | 2007 | |
| £000 | £000 | £000 | £000 | £000 | £000 | £000 | £000 | |
| Total segment sales | 68,824 | 89,200 | 34,386 | 192,410 | 65,421 | 77,529 | 26,511 | 169,461 |
| Less inter-segment sales | (76) | (38,483) | (12,734) | (51,293) | (88) | (32,484) | (5,864) | (38,436) |
| Revenue from external sales | 68,748 | 50,717 | 21,652 | 141,117 | 65,333 | 45,045 | 20,647 | 131,025 |
| Segment operating profit | 31,529 | 21,357 | 5,534 | 58,420 | 29,904 | 18,136 | 6,926 | 54,966 |
| Unallocated central costs | (3,839) | (3,730) | ||||||
| Operating profit | 54,581 | 51,236 | ||||||
| Net financing income | 450 | 597 | ||||||
| Share of profit of Japanese joint venture | - | 196 | ||||||
| Profit before tax | 55,031 | 52,029 | ||||||
| Income tax expense | (15,959) | (15,609) | ||||||
| Profit for the year attributable to equity shareholders of the parent | 39,072 | 36,420 |
Other information
| Segment assets | 201,565 | 12,385 | 9,411 | 223,361 | 172,557 | 11,086 | 9,807 | 193,450 |
| Segment liabilities | 44,623 | 11,079 | 865 | 56,567 | 39,779 | 8,174 | 4,014 | 51,967 |
| Capital expenditure | 23,673 | 68 | 447 | 24,188 | 33,806 | 206 | 272 | 34,284 |
| Depreciation | 6,688 | 94 | 282 | 7,064 | 5,402 | 50 | 125 | 5,577 |
| Amortisation | 610 | - | - | 610 | 609 | - | - | 609 |
Secondary business segments
| 2008 | 2007 | |||||||
| £000 | £000 | |||||||
| Sales | ||||||||
| VICTREX PEEK | 116,217 | 111,732 | ||||||
| Invibio | 24,900 | 19,293 | ||||||
| 141,117 | 131,025 | |||||||
| Total assets | ||||||||
| VICTREX PEEK | 210,193 | 179,849 | ||||||
| Invibio | 13,168 | 13,601 | ||||||
| 223,361 | 193,450 | |||||||
| Capital expenditure | ||||||||
| VICTREX PEEK | 23,828 | 31,735 | ||||||
| Invibio | 360 | 2,549 | ||||||
| 24,188 | 34,284 |
Analysis of sales by category
| 2008 | 2007 | |||||||
| £000 | £000 | |||||||
| Product sales | 136,409 | 126,390 | ||||||
| Royalty and other income | 4,708 | 4,635 | ||||||
| 141,117 | 131,025 |
3 Earnings per share
Earnings per share is based on the Group's profit attributable to ordinary shareholders and a weighted average number of ordinary shares outstanding during the year, excluding own shares held.
| 2008 | 2007 | ||||
| Earnings per share | - basic | 47.8p | 44.9p | ||
| - diluted | 47.4p | 44.4p | |||
| Profit for the financial year | £39,072,000 | £36,420,000 | |||
| Weighted average number of shares used: | |||||
| Issued ordinary shares at beginning of year | 82,227,271 | 81,740,045 | |||
| Effect of own shares held | (823,922) | (793,012) | |||
| Effect of shares issued during the year | 298,232 | 200,069 | |||
| Basic weighted average number of shares | 81,701,581 | 81,147,102 | |||
| Effect of share options | 653,722 | 898,177 | |||
| Diluted weighted average number of shares | 82,355,303 | 82,045,279 | |||
4 Exchange rates
The most significant Sterling exchange rates used in the accounts under the Group's accounting policies are:
| Year ended | Year ended | |||
| 30 September 2008 | 30 September 2007 | |||
| Average | Closing | Average | Closing | |
| US Dollar | 1.99 | 1.78 | 1.83 | 2.04 |
| Euro | 1.47 | 1.27 | 1.45 | 1.43 |
| Yen | 229 | 189 | 202 | 234 |
5. Reconciliation of profit to cash generated from operations
| 2008 | 2007 | ||
| £000 | £000 | ||
| Profit after tax for the year | 39,072 | 36,420 | |
| Income tax expense | 15,959 | 15,609 | |
| Share of profit of Japanese joint venture | - | (196) | |
| Net financing income | (450) | (597) | |
| Operating profit | 54,581 | 51,236 | |
| Adjustments for: | |||
| Depreciation | 7,064 | 5,577 | |
| Amortisation | 610 | 609 | |
| Increase in inventories | (3,808) | (2,774) | |
| Increase in trade and other receivables | (2,308) | (4,511) | |
| Increase/(decrease) in trade and other payables | 1,466 | (1,881) | |
| Equity-settled share-based payment transactions | 1,635 | 1,465 | |
| Japanese joint venture profit in stock adjustment | - | 269 | |
| Changes in fair value of derivative financial instruments | 2,483 | 20 | |
| Retirement benefit obligations charge less contributions | 135 | 680 | |
| Cash generated from operations | 61,858 | 50,690 |
6. Reconciliation of net cash to movements in net cash
| 2008 | 2007 | |
| £000 | £000 | |
| Increase/(decrease) in cash and cash equivalents in year | 4,526 | (9,341) |
| Exchange differences on net investment translation of foreign operations | 1,098 | (399) |
| Movement in short-term borrowings | 4,207 | (3,419) |
| Movement in net cash in year | 9,831 | (13,159) |
| Net cash at beginning of year | 13,701 | 26,860 |
| Net cash at end of year | 23,532 | 13,701 |
7. Dividend and Annual General Meeting
The proposed final dividend will be paid on 27 February 2009 to all shareholders on the register on 13 February 2009. The Annual General Meeting of the Company will be held at 11am on 10 February 2009, at The London Chamber of Commerce, Thames Suite, 33 Queen Street, London, EC4R 1AP.
8. Financial statements
The above financial information does not comprise full financial statements within the meaning of the Companies Act 1985. The results for the year ended 30 September 2008 have been extracted from the full accounts for that period. The Auditor has given an unqualified report on the accounts for this year. The results for the year ended 30 September 2007 have been extracted from the full accounts for that year, which were unqualified and have been delivered to the Registrar of Companies.
The accounts for the year ended 30 September 2008 will be posted to shareholders on 23 December 2008 and will be available from the Company's registered office at Victrex Technology Centre, HiIlhouse International, Thornton Cleveleys, Lancashire, FY5 4QD, United Kingdom.
9. Forward-looking statements
Sections of this preliminary results announcement contain forward-looking statements, including statements relating to: future demand and markets for the Group's products and services; research and development relating to new products and services and liquidity and capital resources. These forward-looking statements involve risks and uncertainties because they relate to events that may or may not occur in the future.
Accordingly, actual results may differ materially from anticipated results because of a variety of risk factors, including: changes in interest and exchange rates; changes in global, political, economic, business, competitive and market forces; changes in raw material pricing and availability; changes to legislation and tax rates; future business combinations or disposals; relations with customers and customer credit risk; events affecting international security, including global health issues and terrorism; changes in regulatory environment and the outcome of litigation.