REG - Compass Group PLC - Full year results <Origin Href="QuoteRef">CPG.L</Origin> - Part 1
RNS Number : 7239GCompass Group PLC24 November 2015Compass Group
Full year results announcement for the year ended 30 September 2015
Strong performance delivering growth and returns to shareholders
Underlying1
Year on year change2
Reported
Revenue
17.8 billion
+5.8%3
17.6 billion
Operating profit before restructuring
1,322 million
+6.7%
-
Operating margin before restructuring
7.3%
+10bps
-
Operating profit after restructuring
1,296 million
+4.6%
1,261 million
Operating margin after restructuring
7.2%
-
7.1%
Earnings per share
53.7 pence
+11.0%
52.3 pence
Free cash flow
722 million
-2.0%
686 million
Full year dividend per share
29.4 pence
+10.9%
-
1 Full details of the underlying column can be found on page 62.
2 Measured on a constant currency basis, with the exception of free cash flow and full year dividend.
3 Organic revenue growth.
Excellent organic revenue growth of 5.8%
Another strong year in North America with sales up 7.9%
Accelerating growth in Europe & Japan - revenue up nearly 3% in H2 and 1.9% in the year
Emerging markets growth of 11% more than offsets weakness in Australia
Underlying margin progress of 10bps before restructuring costs
The Management and Performance (MAP) programme continues to drive operating efficiencies
Restructuring plan announced in July on track to deliver the expected savings
Growth, performance and returns to shareholders: a proven and sustainable model
Proposed full year dividend up 10.9%, in line with constant currency EPS growth
Remain committed to ongoing returns to shareholders with 328 million of share buybacks in 2015
Expectations for 2016 are positive and unchanged
Chief Executive's Statement
Richard Cousins, Group Chief Executive, said:
"Compass has had another strong year. North America continues to deliver excellent growth. Our business in Europe & Japan is enjoying a strong recovery as we are rewarded for our investment to accelerate growth in the region. Our Fast Growing & Emerging region continues to perform well despite lower volumes and pricing pressures in the Offshore & Remote sector, and in some emerging markets.
We continue to drive operating efficiencies around the business, which we are partly reinvesting in the growth opportunities we see across the Group. Excluding the 26 million of restructuring costs announced in July, underlying operating margin for the Group improved by 10 basis points.
Our expectations for 2016 are positive and unchanged. The pipeline of new contracts is strong, and the savings from the restructuring, together with the margin improvement in the rest of the Group, are expected to offset the impact of lower volumes and pricing pressures in our Fast Growing & Emerging region.
In the longer term, we remain excited about the significant structural growth opportunities globally and the potential for further revenue growth, margin improvement, as well as continued returns to shareholders through dividends and ongoing share buybacks."
Enquiries
Investors
Sandra Moura
+44 1932 573 000
Media
Clare Hunt
+44 1932 573 116
Website
Chief Executive's Statement (continued)
Group overview
Revenue for the Group increased by 5.8% on an organic basis. Underlying revenue at reported rates increased by 4.6% reflecting the strengthening of sterling against many of the Group's key currencies, which was partly offset by the benefit of the strengthening of the US dollar.
New business wins were 8.8%, driven by a strong performance in MAP 1 (client sales and marketing) in North America and Fast Growing & Emerging and accelerating growth in Europe & Japan. Our retention rate improved and is now 94.5% reflecting our ongoing focus and investment.
We aim to increase consumer participation and spend through MAP 2 (consumer sales and marketing) initiatives. This combined with a more benign macroeconomic environment in many of our markets resulted in like for like revenue growth of 2.5% reflecting modest price increases and improving volumes in North America and Europe & Japan. In Fast Growing & Emerging we have seen like for like weakness in some emerging markets and in our Offshore & Remote business.
On 29 July 2015, we announced that in addition to our ongoing restructuring activities - which partly help us deliver yearly efficiencies - we are proactively reducing the cost base in our Offshore & Remote business globally and in some emerging markets. This incremental restructuring cost of around 50 million, will be included in operating profit. In 2015, we incurred a 26 million charge, most of which was for labour cost reductions, with 9 million non-cash. We expect the remaining 20-25 million of restructuring costs to be incurred in 2016.
Excluding the impact of the restructuring, organic operating profit increased by 6.5% and the underlying operating margin improved by 10 basis points as we continue to drive efficiencies across the business using our management and performance framework, MAP. We have maintained our focus on MAP 3 (cost of food) with initiatives such as menu planning and supplier rationalisation, as well as continually optimising MAP 4 (labour and in unit costs) and MAP 5 (above unit costs). These efficiencies are helping us to invest to support the exciting growth opportunities we see around the world and deliver further margin improvement. After restructuring costs, underlying operating profit increased by 4.6% on a constant currency basis, with the underlying operating margin remaining flat.
Returns to shareholders continue be an integral part of our business model. The Group bought back 328 million worth of shares in the year and going forward we will continue to maintain strong investment grade credit ratings, returning any surplus cash to shareholders to target net debt/ EBITDA of around 1.5x.
Chief Executive's Statement (continued)
Regional performances
North America - 52.5% Group revenue (2014: 48.1%)
Underlying
Change
Regional financial summary
2015
2014
Reported
Constant currency
Organic
Revenue
9,361m
8,199m
14.2%
7.8%
7.9%
Operating profit
760m
666m
14.1%
7.6%
7.2%
Operating margin
8.1%
8.1%
-
Our North American business has delivered another strong performance with organic revenue growth of 7.9%. This was driven by good new business wins and excellent retention rates. We have seen some like for like volume improvement across most of the business that has been partly offset by volume and price weakness in the Offshore & Remote sector.
Underlying operating profit increased 7.2% on an organic basis, to 760 million. The benefits generated by ongoing efficiency programmes and the leveraging of the overhead base have been reinvested to drive and support the higher levels of growth and offset the impact of lower like for like in the Offshore & Remote sector. As a result the underlying operating margin for the year remained flat at 8.1%.
Business & Industry has again delivered good levels of net new business combined with some positive like for like volumes. Contract wins include Kimberly-Clark and Rogers Communications Inc.
In the Healthcare & Seniors sector organic revenue growth was driven by new contracts for both food and support services including Genesis Health Systems. We have also expanded our relationship with Community Health Systems through increased locations and services.
Organic revenue growth in the Education sector came from net new business and increased levels of participation. Contract wins include Emory University, Chesterfield County Public Schools and Kennesaw State University.
Our Sports & Leisure business has delivered excellent organic revenue growth with near 100% retention and strong attendance levels at sporting events. Contract wins include the Mapfre Stadium, home of the Columbus Crew Major League Soccer team and Videotron Centre in Quebec City.
The recent decline in key commodity prices has impacted like for like revenue in the Offshore & Remote business, however, new contracts continue to be won including Manitoba Hydro and Emera Inc.
Chief Executive's Statement (continued)
Europe & Japan - 30.7% Group revenue (2014: 33.5%)
Underlying
Change
Regional financial summary
2015
2014
Reported
Constant currency
Organic
Revenue
5,469m
5,716m
(4.3)%
2.0%
1.9%
Operating profit
397m
409m
(2.9)%
3.7%
3.7%
Operating margin
7.3%
7.2%
10bps
The top line momentum seen in the first half of the year continued. As a result, organic revenue growth in Europe & Japan was 1.9% in the full year and nearly 3% in the second half. This performance was driven by improving rates of net new business, reflecting the investments made over the last two years in our sales and retention teams. Like for like volumes remained broadly flat.
Accelerating levels of new business, especially in the UK, Spain and Japan, combined with improving retention rates across the region drove the positive net new performance. We have expanded our relationship with several clients including Sony in Japan, Continental in Germany and our defence portfolio in France. We have won new contracts with the Universidad de Navarra and the Rafa Nadal Sports Centre, both in Spain, Weston Park and Entrust in the UK and a senior living contract with Le Noble Age in France. Retained contracts include the National College of Technology in Japan, ISE Andalucia in Spain, and the Edinburgh International Conference Centre, Kettering Hospital and the Ricoh Arena in the UK.
Like for like volumes in the UK, Germany and parts of central Europe show an improving trend, however this is being offset by ongoing weakness in France and our exposure to the oil and gas market in the North Sea.
We continue to focus on operational efficiencies and cost reductions, to support the growth we are seeing and improve the operating margin. As a result, underlying operating profit grew organically by 3.7% to 397 million and the underlying operating margin improved by 10 basis points to 7.3%.
Chief Executive's Statement (continued)
Fast Growing & Emerging - 16.8% Group revenue (2014: 18.4%)
Underlying
Change
Regional financial summary
(Before EM & OR restructuring costs)
2015
2014
Reported
Constant currency
Organic
Revenue
3,013m
3,143m
(4.1)%
6.1%
6.9%
Operating profit
218m
226m
(3.5)%
6.3%
6.8%
Operating margin
7.2%
7.2%
-
Organic revenue growth for the region was 6.9%. Emerging markets delivered organic revenue growth of 11% driven by strong new business, which helped mitigate the expected decline in Australia. Underlying operating profit, before EM & OR restructuring costs, grew organically by 6.8% to 218 million. Further progress was made in driving operational efficiencies that have been used to support growth and offset the weakness in like for like volumes in some emerging markets and pressures in our Offshore & Remote business across the region. The underlying operating margin remained at 7.2%.
In Australia, the Offshore & Remote business declined by 6%, as expected, with clients reducing headcounts on site, construction projects coming to an end and some production contracts being mothballed. However, as clients look to consolidate their contract portfolios we have won new business with BHP Billiton to provide support services across several locations and have retained contracts including Glencore. Other sectors continue to perform well and we have won new business with The University of New England, multisite contracts with both Mars and Nestle, and Target stores where we have developed an instore caf offering.
Our other Offshore & Remote business in the rest of the region has seen some growth driven by new business wins across Latin America, including, in Chile, BHP 7000 and Abengoa, a solar project in the Atacama Desert. This has more than offset the difficult oil and gas environment. Encouragingly we have just signed a new seven year contract with an existing client to build and operate a new remote camp in our CAMEAT region.
Double digit organic revenue growth in each of Brazil and Turkey reflected good new business wins, offset in part by some sharp declines in like for like volumes driven by challenging macroeconomic conditions. A continued focus on cost efficiencies has helped to partially mitigate the pressure from high cost inflation and declining volumes. New contract wins include the provision of multi services to Grupo Marista and food services to Coca Cola in Brazil and Doa schools and Carrefour in Turkey.
A strong new business performance in the Middle East included contracts with Al Ain Hospital, Corniche Hospital, Beach Mall and additional military sites. In South Africa we have retained contracts with Nedbank and RCL Foods.
Elsewhere in the region, New Zealand enjoyed good levels of organic growth including the signing of a 15 year contract with the Government to provide food services to public hospitals and the expansion of our relationship with the Defence force. Double digit organic growth in India and China was driven by new business wins including SMIC Private School Shanghai and HAECO, an aircraft engineering group in Hong Kong.
Chief Executive's Statement (continued)
Strategy
Focused on food
Food is our focus and our core competence. The food service market is estimated to be more than 200 billion; with only around 50% of the market currently outsourced, it represents a significant opportunity. We believe the benefits of outsourcing become increasingly apparent as economic conditions and regulatory changes put increasing pressure on organisations' budgets. As one of the largest providers in all of our sectors, we are well placed to benefit from these trends.
Our approach to support and multi services is low risk and incremental, with strategies developed on a country by country basis. Our largest sector in this market is Defence, Offshore & Remote, where the model is almost universally multi service. In addition, we have an excellent support services business in North America and some operations in other parts of the world. This is a complex segment and there are significant differences in client buying behaviour across countries, sectors and sub-sectors.
Geographic spread
We have a truly international business, with operations in over 50 countries. Our three geographic regions comprise countries with similar market characteristics or at similar stages of development.
North America (52% of Group revenue) is likely to remain the principal growth engine for the Group. We have a market leading business, which delivers high levels of growth by combining the cost advantage of our scale with a segmented client facing sector approach. The outsourcing culture is vibrant and the addressable market is significant.
The fundamentals of our businesses in Europe & Japan (31% of Group revenue) are good and we see many opportunities to drive growth in revenue and margin. Our investment in MAP 1 sales and retention has accelerated our organic revenue growth and we continue to see opportunities to drive efficiencies and make our operations more competitive.
Fast Growing & Emerging (17% of Group revenue) offers excellent long term growth potential. Our largest markets are Australia, Brazil and Turkey, and we are growing rapidly in India and China. Lower commodity prices and a weak macroeconomic backdrop have impacted our Offshore & Remote business and some of our emerging markets in the year. We are in the process of restructuring our business where necessary to adapt to the changing market environment, and remain excited about the attractive long term growth prospects of the region.
In 2016 we will change the way we run the business and will adjust our regional reporting accordingly. Going forward our three regions will be: North America (unchanged), Europe (including Turkey and Russia) and Rest of World (including Japan). We will publish restated historical financials on 19 January 2016.
Sectorised approach
We segment the market and create sectors and sub-sectors to develop customised dining solutions that meet the requirements of a growing range of clients and consumers. Our portfolio of B2B brands enables us to differentiate these propositions and maximise our market coverage, while benefiting from the cost advantages of scale in food procurement and back office costs.
Chief Executive's Statement (continued)
Scale
As we continue to grow, our scale enables us to achieve our goal of being the lowest cost, most efficient provider of food and support services. Scale is a benefit in terms of food procurement, labour management and back office costs. It underpins our competitiveness and enables us to deliver sustainable growth over time.
MAP culture
We speak one common 'MAP' language. All our employees use a simple framework to drive performance across the business. This framework helps us focus on a common set of business drivers, whether it is winning new business in the right sector on the right terms (MAP 1), increasing our consumer participation and spend (MAP 2), reducing our food costs (MAP 3), or labour costs (MAP 4 and 5).
Uses of cash and balance sheet priorities
The Group's cash flow generation remains excellent and it will continue to be a key part of the business model. Our priorities for how we use our cash remain unchanged. We will continue to: (i) invest in the business to support organic growth where we see opportunities with good returns; (ii) pursue M&A opportunities, our preference is for small to medium sized infill acquisitions, where we look for returns greater than our cost of capital by the end of year two; (iii) grow the dividend in line with earnings per share; and (iv) maintain strong investment grade credit ratings returning any surplus cash to shareholders to target net debt / EBITDA of around 1.5x.
Summary and outlook
Compass has had another strong year. North America continues to deliver excellent growth. Our business in Europe & Japan is enjoying a strong recovery as we are rewarded for our investment to accelerate growth in the region. Our Fast Growing & Emerging region continues to perform well despite lower volumes and pricing pressures in the Offshore & Remote sector, and in some emerging markets.
We continue to drive operating efficiencies around the business, which we are partly reinvesting in the growth opportunities we see across the Group. Excluding the 26 million of restructuring costs announced in July, underlying operating margin for the Group improved by 10 basis points.
Our expectations for 2016 are positive and unchanged. The pipeline of new contracts is strong, and the savings from the restructuring, together with the margin improvement in the rest of the Group, are expected to offset the impact of lower volumes and pricing pressures in our Fast Growing & Emerging region.
In the longer term, we remain excited about the significant structural growth opportunities globally and the potential for further revenue growth, margin improvement, as well as continued returns to shareholders through dividends and ongoing share buybacks.
Richard Cousins
Group Chief Executive
24 November 2015
Business Review
Financial summary
2015
2014
Increase / (Decrease)
Continuing operations
Revenue
Underlying at constant currency
17,843m
16,891m
5.6%
Underlying at reported rates
17,843m
17,058m
4.6%
Reported
17,590m
16,854m
4.4%
Organic growth
5.8%
4.1%
Total operating profit
Underlying, before EM & OR restructuring, at constant currency
1,322m
1,239m
6.7%
Underlying at constant currency
1,296m
1,239m
4.6%
Underlying at reported rates
1,296m
1,245m
4.1%
Reported
1,261m
1,214m
3.9%
Organic growth, before EM & OR restructuring
6.5%
5.5%
Operating margin
Underlying, before EM & OR restructuring, at reported rates
7.3%
7.2%
+10bps
Underlying at reported rates
7.2%
7.2%
-
Reported
7.1%
7.1%
-
Profit before tax
Underlying at constant currency
1,192m
1,153m
3.4%
Underlying at reported rates
1,192m
1,159m
2.8%
Reported
1,159m
1,144m
1.3%
Basic earnings per share
Underlying at constant currency
53.7p
48.4p
11.0%
Underlying at reported rates
53.7p
48.7p
10.3%
Reported
52.3p
48.8p
7.2%
Free cash flow
Underlying
722m
737m
(2.0)%
Reported
686m
679m
1.0%
Total Group including discontinued operations
Basic earnings per share
52.3p
49.0p
6.7%
Full year dividend per ordinary share
29.4p
26.5p
10.9%
Business Review (continued)
Segmental performance
Underlying revenue
Underlying revenue growth
2015
2014
Constant
m
m
Reported
Currency
Organic
Continuing operations
North America
9,361
8,199
14.2%
7.8%
7.9%
Europe & Japan
5,469
5,716
(4.3)%
2.0%
1.9%
Fast Growing & Emerging
3,013
3,143
(4.1)%
6.1%
6.9%
Total
17,843
17,058
4.6%
5.6%
5.8%
Underlying operating profit
Underlying operating margin
2015
2014
2015
2014
m
m
%
%
Continuing operations
North America
760
666
8.1%
8.1%
Europe & Japan
397
409
7.3%
7.2%
Fast Growing & Emerging
218
226
7.2%
7.2%
Unallocated overheads
(66)
(65)
Total before associates and EM & OR restructuring
1,309
1,236
7.3%
7.2%
Associates
13
9
Total before EM & OR restructuring
1,322
1,245
EM & OR restructuring
(26)
-
Total
1,296
1,245
1
Unless stated otherwise the data shown on pages 1 - 13 relates to the continuing business only.
2
Definitions of underlying measures of performance can be found in the glossary on page 62.
Business Review (continued)
Revenue
Organic revenue growth for the year was 5.8%, comprising new business of 8.8%, a retention rate of 94.5% and like for like growth of 2.5%. The weakening of sterling against the US dollar has been more than offset by its strength against the majority of the Group's other key currencies, giving rise to a 1% negative impact from currency translation. Underlying revenue at reported rates therefore grew by 4.6%.
Operating profit
Underlying operating profit after restructuring was 1,296 million (2014: 1,245 million), an increase of 4.1%. If we restate 2014's profit at the 2015 average exchange rates for the year, it would reduce by 6 million. On a constant currency basis, underlying operating profit has therefore increased by 57 million, or 4.6%.
EM & OR restructuring
The Group has incurred a 26 million charge in the year as a result of reducing the cost base in our Offshore & Remote business globally and in some emerging markets. The cost relates to headcount reductions (17 million) and onerous contract provisions (9 million). Excluding these restructuring costs, underlying operating profit would have been 1,322 million, an increase of 83 million or 6.7% on a constant currency basis.
Finance costs
The underlying net finance cost was 104 million (2014: 86 million), including a 5 million (2014: 7 million) charge relating to the pension deficit. The increase reflects a full year of the additional debt required to finance the 1 billion Return of Cash to shareholders in July 2014.For 2016, we expect an underlying net finance cost of around 110 million. This equates to an effective interest rate of around 3.5% on gross debt.
Income tax expense
Income tax expense from continuing operations was 282 million (2014: 276 million).
On an underlying basis, the tax charge was 292 million (2014: 293 million), equivalent to an effective tax rate of 24.5% (2014: 25.3%). The reduction largely reflects the fall in the UK corporate tax rate. We expect the tax rate to be around the same level in 2016.
Basic earnings per share
Basic earnings per share, including discontinued operations, were 52.3 pence (2014: 49.0 pence).
On an underlying basis, the basic earnings per share were 53.7 pence (2014: 48.7 pence). After adjusting for currency movements, basic earnings per share increased by 11%.
Attributable Profit
Basic Earnings per Share
2015
2014
2015
2014
Change
m
m
pence
pence
%
Reported
869
865
52.3
49.0
6.7%
Discontinued operations
-
(3)
-
(0.2)
-
Other adjustments
23
(2)
1.4
(0.1)
-
Underlying
892
860
53.7
48.7
10.3%
Currency
-
(5)
-
(0.3)
-
Constant currency
892
855
53.7
48.4
11.0%
Business Review (continued)
Dividends
It is proposed that a final dividend of 19.6 pence per share be paid on 22 February 2016 to shareholders on the register on 22 January 2016. This will result in a total dividend for the year of 29.4 pence per share (2014: 26.5 pence per share), a year on year increase of 10.9%. The dividend is covered 1.8 times on an underlying earnings basis. We remain committed to growing the dividend in line with earnings and maintaining this level of cover.
Free cash flow
Free cash flow totalled 686 million (2014: 679 million). During the year, we incurred a 36 million outflow in respect of the European exceptional programme (2014: 58 million). Adjusting for this, free cash flow on an underlying basis was 722 million (2014: 737 million).
Underlying gross capital expenditure of 507 million (2014: 471 million) is equivalent to 2.8% of underlying revenues (2014: 2.7% of underlying revenues), slightly above the historic rates as we invest in the return of Europe to growth. We believe this rate will continue. In addition, in 2016 we will be investing in a camp in our CAMEAT region as part of a long term contract extension with an existing client. We expect that capex in 2016 will therefore be around 3% of underlying revenues.
Excluding pensions and provisions, trade working capital has increased by 17 million (2014: 14 million) as changes in terms and growth in the emerging markets offset the natural inflow from growth in North America. Looking forward, annual trade working capital movements are expected to average out at a small outflow. In 2016 we will also have a negative impact of around 70 million due to the timing of our payroll run in September in the USA and UK. This will reverse in 2018.
The cash outflow of 59 million (2014: 46 million) on post-employment benefit obligations largely reflects payments agreed with trustees to reduce deficits on defined benefit pension schemes. These regular deficit repayments are expected to continue going forward.
The underlying cash tax rate for the year was 20% (2014: 23%).The rate was slightly lower than the short to medium term expected level in the mid-20s.
The net interest outflow for the year was 93 million (2014: 71 million), reflecting the higher level of debt following the
1 billion Return of Cash to shareholders in July 2014.
Acquisition payments
The total cash spend on acquisitions in the year, net of cash acquired, was 89 million (2014: 128 million). This includes 74 million of infill acquisitions, 2 million on acquisition transaction costs and 13 million of deferred consideration relating to prior years acquisitions.
Return on capital employed
Return on capital employed was 19.1% (2014: 19.3%) based on underlying operations, net of tax at the effective underlying rate of 24.5% (2014: 25.3%), and excluding the Group's non-controlling partners' share of total operating profit. The average capital employed was 5,093 million (2014: 4,799 million), based on the 12 month average net assets, adding back net debt, post-employment benefit obligations (net of associated deferred tax), amortised intangibles arising on acquisition and excluding the Group's non-controlling partners' share of net assets.
Post-employment benefit obligations
The Group has continued to review and monitor its pension obligations throughout the year working closely with the trustees and members of schemes around the Group to ensure proper and prudent assumptions are used and adequate provision and contributions are made.
The Group's pension deficit at 30 September 2015, calculatedin accordance with IAS 19, for all Group defined benefit schemeswas 9 million (2014: 170 million). The total pensions charge for defined contribution schemes in the year was 84 million (2014: 85 million) and 21 million (2014: 19 million) for defined benefit schemes. Included in the defined benefit scheme costs was a 5 million charge to net finance cost (2014: 7 million).
Business Review (continued)
Purchase of own shares
During the year, the Group purchased shares for a consideration of 328 million to complete the 500 million share buyback programme announced in November 2013.
Related party transactions
Details of transactions with related parties are set out in the Annual Report. These transactions have not had, and are not expected to have, a material effect on the financial performance or position of the Group.
Financial position
The ratio of net debt to market capitalisation of 17,446 million as at 30 September 2015 was 15% (2014: 14%).
At the end of the year, net debt was 2,603 million (2014: 2,371 million).
Risks and uncertainties
The Board takes a proactive approach to risk management with the aim of protecting its employees and customers and safeguarding the interests of the Group and its shareholders.
The principal risks and uncertainties that face the business and the activities the Group undertakes to mitigate these are set out on pages 14 to 17.
Shareholder return
The market price of the Group's ordinary shares at the close of the financial year was 1053.00 pence per share
(2014: 996.50 pence per share).
Going concern
The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Business Review, as is the financial position of the Group, its cash flows, liquidity position, and borrowing facilities. In addition, note 19 includes the Group's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities and its exposures to credit risk and liquidity risk.
The Group has considerable financial resources together with longer term contracts with a number of customers and suppliers across different geographic areas and industries. As a consequence, the directors believe that the Group is well placed to manage its business risks successfully despite the current uncertain economic outlook.
After making 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 financial statements.
Dominic Blakemore
Group Finance Director
24 November 2015
Focus on Risk
Identifying and managing risk
The Board continues to take a proactive approach to recognising and mitigating risk with the aim of protecting its employees and consumers and safeguarding the interests of the Company and its shareholders in the constantly changing environment in which it operates.
As set out in the Corporate Governance section within the Annual Report, the Group has policies and procedures in place to ensure that risks are properly identified, evaluated and managed at the appropriate level within the business.
The identification of risks and opportunities, the development of action plans to manage the risks and maximise the opportunities, and the continual monitoring of progress against agreed key performance indicators (KPIs) are integral parts of the business process, and core activities throughout the Group.
The table below sets out the principal risks and uncertainties facing the business at the date of this Announcement. These have been subject to robust assessment and review. They do not comprise all of the risks that the Group may face and are not listed in any order of priority. Additional risks and uncertainties not presently known to management or deemed to be less material at the date of this Announcement may also have an adverse effect on the Group. In accordance with the provisions of the UK Corporate Governance Code 2014, the Board has taken into consideration the principal risks in the context of determining whether to adopt the going concern basis of accounting and when assessing the prospects of the Company for the purpose of preparing the Viability Statement. The Going Concern and Viability Statements may be found in the Strategic Report, within the 2015 Annual Report.
The Group faces a number of operational risks on an ongoing basis such as litigation and financial (including liquidity and credit) risk and some wider risks, for example, environmental and reputational. Additionally, there are risks (such as those relating to the eurozone economy, pensions, and acquisitions and investments) which vary in importance depending on changing conditions. All risks disclosed in previous years can be found in the Annual Reports available on our website at www.compass-group.com. We recognise that these risks remain important to the business and they are kept under review. However, we have focused the disclosures on pages 14 to 17 on those risks that are currently considered to be more significant to the Group.
Change in risk key
Risk
Description
Examples of Mitigation
Health and safety
Health and safety is our number one operational priority. We are focused on protecting people's wellbeing, as well as avoiding serious business interruption and potential damage to our reputation. Compass feeds millions of consumers and employs thousands of people around the world every day. Therefore setting the highest standards for food hygiene and safety is paramount.
All management meetings throughout the Group feature a health and safety update as their first agenda item.
Health and safety improvement KPIs are included in the annual bonus plans for each of the business' management teams.
The Group has policies, procedures and standards in place to ensure compliance with legal obligations and industry standards.
The safety and quality of our global supply chain are assured through compliance against a robust set of standards which are regularly reviewed, audited and upgraded as necessary to improve supply chain visibility and product integrity.
Focus on Risk(continued)
Risk
Description
Examples of Mitigation
Clients and Consumers
Client and consumer sales
and retention
Our business relies on securing and retaining a diverse range of clients.
We have strategies which strengthen our long term relationships with our clients and consumers based on quality, value and innovation.
Our business model is structured so that we are not reliant on one particular sector, geography or group of clients.
Bidding
Each year, the Group could bid for a large number of opportunities.
A rigorous tender review process is in place, which includes a critical assessment of contracts to identify potential risks (including social and ethical risks) and rewards, prior to approval at an appropriate level in the organisation.
Service delivery and contractual compliance
The Group's operating companies contract with a large number of clients. Failure to comply with the terms of these contracts, including proper delivery of services, could lead to loss of business.
Processes are in place to ensure that the services delivered to clients are of an appropriate standard and comply with the required contract terms and conditions.
Competition
We operate in a highly competitive marketplace. The level of concentration and outsource penetration varies by country and by sector. Some markets are relatively concentrated with two or three key players, others are highly fragmented and offer significant opportunities for consolidation and penetration of the self-operated market. Aggressive pricing from our competitors could cause a reduction in our revenues and margins.
We aim to minimise this by continuing to promote our differentiated propositions and focusing on our points of strength, such as flexibility in our cost base, quality and value of service and innovation.
Focus on Risk(continued)
Risk
Description
Examples of Mitigation
People
Recruitment
Failure to attract and recruit people with the right skills at all levels could limit the success of the Group. The Group faces resourcing challenges in some of its businesses due to a lack of industry experience amongst candidates and appropriately qualified people, and the seasonal nature of some of our business.
The Group aims to mitigate this risk by efficient, time critical resource management, mobilisation of existing, experienced employees within the organisation and through offering training and development programmes.
Retention and motivation
Retaining and motivating the best people with the right skills, at all levels of the organisation, is key to the long term success of the Group.
The Group has established training, development, performance management and reward programmes to retain, develop and motivate our best people.
The Group has a well-established employee engagement initiative, Your Voice, which helps us to monitor, understand and respond to our employees' needs.
Economic and political environment
Economy
Some sectors of our business could be susceptible to adverse changes in economic conditions and employment levels.
With the variable and flexible nature of our cost base, it is generally possible to contain the impact of these adverse conditions.
Cost inflation
Our objective is always to deliver the right level of service in the most efficient way. An increase in the cost of labour for example minimum wages in the USA and UK, or food especially in countries such as Turkey and Brazil, could constitute a risk to our ability to do this.
As part of our MAP framework, we seek to manage inflation through continuing to drive greater efficiencies through menu management, supplier rationalisation, labour scheduling and productivity. Cost indexation in our contracts also gives us the contractual right to review pricing with our clients.
Political stability
We are a global business operating in countries and regions with diverse economic and political conditions. Our operations and earnings may be adversely affected by political or economic instability.
The Group remains vigilant to future changes presented by emerging markets or fledgling administrations and we try to anticipate and contribute to important changes in public policy.
Focus on Risk(continued)
Risk
Description
Examples of Mitigation
Compliance and fraud
Compliance and fraud
Ineffective compliance management with laws and regulations, or evidence of fraud, could have an adverse effect on the Group's reputation and could result in an adverse impact on the Group's performance if significant financial penalties are levied or a criminal action is brought against the Company or its directors.
The Group's zero tolerance based Codes of Business Conduct and Ethics govern all aspects of our relationships with our stakeholders. All alleged breaches of the Codes, including any allegations of fraud, are investigated.
The Group's procedures include regular operating reviews, underpinned by a continual focus on ensuring the effectiveness of internal controls.
Regulation and compliance risk is also considered as part of our annual business planning process.
Tax compliance
As a Group, we seek to plan and manage our tax affairs efficiently in the jurisdictions in which we operate. In doing so, we act in compliance with the relevant laws and disclosure requirements. However, in an increasingly complex international corporate tax environment, a degree of uncertainty is inevitable and we note in particular the policy efforts being led by the EU and the OECD which may have a material impact on the taxation of all international businesses.
We manage and control these risks in a proactive manner and in doing so exercise our judgement and seek appropriate advice from reputable professional firms. Tax risks are assessed as part of the Group's formal governance process and are reviewed by the Board and the Audit Committee on a regular basis.
Information systems and technology
Information systems
and technology
The digital world creates many risks for a global business including technology failures, loss of confidential data and damage to brand reputation.
We seek to assess and manage the maturity of our enterprise risk and security infrastructure and our ability to effectively defend against current and future cyber risks by using analysis tools and experienced professionals to evaluate and mitigate potential impacts.
The Group relies on a variety of IT systems in order to manage and deliver services and communicate with our clients, consumers, suppliers and employees.
We are focused on the need to maximise the effectiveness of our information systems and technology as a business enabler and to reduce both cost and exposure as a result.
Compass Group PLC
Consolidated Financial Statements
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2015
Total
Total
Notes
2015
2014 Restated1
m
m
CONTINUING OPERATIONS
Combined sales of Group and share of equity accounted joint ventures
1
17,843
17,058
Less: share of sales of equity accounted joint ventures
(253)
(204)
Revenue
17,590
16,854
Operating costs
2
(16,368)
(15,670)
Operating costs, excluding Emerging Markets and Offshore & Remote restructuring
(16,342)
(15,670)
Emerging Markets and Offshore & Remote restructuring
(26)
-
Operating profit before joint ventures and associates
1,222
1,184
Share of profit after tax of joint ventures and associates
1,12
39
30
Operating profit
1
1,261
1,214
Underlying operating profit
1
1,296
1,245
Amortisation of intangibles arising on acquisition
10
(26)
(25)
Acquisition transaction costs
25
(2)
(3)
Adjustment to contingent consideration on acquisition
(5)
-
Tax on share of profit of joint ventures
(2)
(3)
(Loss)/profit on disposal of US businesses
(1)
1
Profit on disposal of interest in associates
-
13
Finance income
4
3
5
Finance costs
4
(107)
(91)
Other financing items
4
3
2
Profit before tax
1,159
1,144
Income tax expense
5
(282)
(276)
Profit for the year from continuing operations
1
877
868
DISCONTINUED OPERATIONS
Profit for the year from discontinued operations
6
-
3
CONTINUING AND DISCONTINUED OPERATIONS
Profit for the year
877
871
ATTRIBUTABLE TO
Equity shareholders of the Company
7
869
865
Non-controlling interests
8
6
Profit for the year
877
871
BASIC EARNINGS PER SHARE (PENCE)
From continuing operations
7
52.3p
48.8p
From discontinued operations
7
-
0.2p
From continuing and discontinued operations
7
52.3p
49.0p
DILUTED EARNINGS PER SHARE (PENCE)
From continuing operations
7
52.2p
48.7p
From discontinued operations
7
-
0.2p
From continuing and discontinued operations
7
52.2p
48.9p
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Underlying operating profit excludes amortisation of intangibles arising on acquisition, acquisition transaction costs and adjustment to contingent consideration on acquisition, but includes share of profit after tax of associates and operating profit of joint ventures.
Compass Group PLC
Consolidated Financial Statements(continued)
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2015
Notes
2015
2014 Restated1
m
m
Profit for the year
877
871
Other comprehensive income
Items that are not reclassified subsequently to profit or loss
Remeasurement of post-employment benefit obligations - loss
22
(37)
(146)
Return on plan assets, excluding interest income - gain
22
145
137
Tax on items relating to the components of other comprehensive income
5
(20)
3
88
(6)
Items that may be reclassified subsequently to profit or loss
Currency translation differences
(92)
(103)
(92)
(103)
Total other comprehensive loss for the year
(4)
(109)
Total comprehensive income for the year
873
762
ATTRIBUTABLE TO
Equity shareholders of the Company
865
756
Non-controlling interests
8
6
Total comprehensive income for the year
873
762
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11.
Compass Group PLC
Consolidated Financial Statements(continued)
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2015
Attributable to equity shareholders of the Company
Share premium account
Capital redemption reserve
Own shares
Other reserves
Retained earnings
Non- controlling interests
Share capital
Total
m
m
m
m
m
m
m
m
At 1 October 2014
178
174
293
(1)
4,277
(3,082)
9
1,848
Profit for the year
-
-
-
-
-
869
8
877
Other comprehensive income
Currency translation differences
-
-
-
-
(92)
-
-
(92)
Remeasurement of post-employment benefit obligations - loss
-
-
-
-
-
(37)
-
(37)
Return on plan assets, excluding interest income - gain
-
-
-
-
-
145
-
145
Tax on items relating to the components of other comprehensive income
-
-
-
-
(1)
(19)
-
(20)
Total other comprehensive (loss)/income
-
-
-
-
(93)
89
-
(4)
Total comprehensive (loss)/income for the year
-
-
-
-
(93)
958
8
873
Issue of shares (for cash)
-
2
-
-
-
-
-
2
Fair value of share-based payments
-
-
-
-
15
-
-
15
Tax on items taken directly to equity (note 5)
-
-
-
-
-
2
-
2
Share buyback 1
(2)
-
2
-
-
(328)
-
(328)
Receipts from issue of treasury shares to satisfy employee share scheme awards exercised
-
-
-
-
-
1
-
1
Release of LTIP award settled by issue of new shares
-
6
-
-
(6)
-
-
-
Other changes
-
-
-
-
(4)
2
2
-
176
182
295
(1)
4,189
(2,447)
19
2,413
Dividends paid to Compass shareholders (note 8)
-
-
-
-
-
(457)
-
(457)
Dividends paid to non-controlling interests
-
-
-
-
-
-
(6)
(6)
At 30 September 2015
176
182
295
(1)
4,189
(2,904)
13
1,950
1 Including stamp duty and brokers' commission.
Share-based payment reserve
Adjustment for MI put options reserve
Merger reserve
Revaluation reserve
Translation reserve
Total other reserves
OTHER RESERVES
m
m
m
m
m
m
At 1 October 2014
170
4,170
7
(70)
-
4,277
Other comprehensive income
Currency translation differences
-
-
-
(92)
-
(92)
Tax on items relating to the components of other comprehensive income (note 5)
-
-
-
(1)
-
(1)
Total other comprehensive loss
-
-
-
(93)
-
(93)
Fair value of share-based payments
15
-
-
-
-
15
Release of LTIP award settled by issue of new shares
(6)
-
-
-
-
(6)
Other changes
-
-
-
2
(6)
(4)
At 30 September 2015
179
4,170
7
(161)
(6)
4,189
Own shares held by the Group represent 27,799 ordinary shares in Compass Group PLC (2014: 54,941 ordinary shares). 11,601 (2014: 38,743) shares are held by the Compass Group Employee Share Trust (ESOP) and 16,198 (2014: 16,198) shares by the Compass Group Long Term Incentive Plan Trust (LTIPT). These shares are listed on a recognised stock exchange and their market value at 30 September 2015 was 0.3 million (2014: 0.5 million). The nominal value held at 30 September 2015 was 2,954 (2014: 5,837).
ESOP and LTIPT are discretionary trusts for the benefit of employees and the shares held are used to satisfy some of the Group's liabilities to employees for share options, share bonus and long term incentive plans. All of the shares held by the ESOP and LTIPT are required to be made available in this way.From 17 June 2015, repurchased ordinary shares were transferred and held in treasury for the purpose of satisfying the Company's obligations under employee equity incentive schemes.
The merger reserve arose in 2000 following the demerger from Granada Compass plc.
Compass Group PLC
Consolidated Financial Statements(continued)
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2015
Attributable to equity shareholders of the Company
Share premium account
m
Capital redemption reserve
m
Non- controlling interests
m
Share capital
m
Own shares
m
Other reserves
m
Retained earnings Restated1
m
Total Restated1
m
At 1 October 2013
180
400
55
(1)
4,374
(2,227)
9
2,790
Profit for the year
-
-
-
-
-
865
6
871
Other comprehensive income
Currency translation differences
-
-
-
-
(103)
-
-
(103)
Remeasurement of post-employment benefit obligations - loss
-
-
-
-
-
(146)
-
(146)
Return on plan assets, excluding interest income - gain
-
-
-
-
-
137
-
137
Tax on items relating to the components of other comprehensive income
-
-
-
-
(3)
6
-
3
Total other comprehensive loss
-
-
-
-
(106)
(3)
-
(109)
Total comprehensive (loss)/income for the year
-
-
-
-
(106)
862
6
762
Issue of shares (for cash)
1
6
-
-
-
-
-
7
Share issue expenses
-
(2)
-
-
-
-
-
(2)
B and C shares issued through capitalisation of share premium
235
(235)
-
-
-
-
-
-
Redemption and cancellation of B shares
(235)
-
235
-
-
-
-
-
Fair value of share-based payments
-
-
-
-
13
-
-
13
Tax on items taken directly to equity (note 5)
Share buyback 2
-
-
-
-
-
6
-
6
(3)
-
3
-
-
(280)
-
(280)
Release of LTIP award settled by issue of new shares
-
5
-
-
(5)
-
-
-
Other changes
-
-
-
-
1
1
(1)
1
178
174
293
(1)
4,277
(1,638)
14
3,297
Return of Cash to Compass shareholders (note 8)
-
-
-
-
-
(1,000)
-
(1,000)
Dividends paid to Compass shareholders (note 8)
-
-
-
-
-
(444)
-
(444)
Dividends paid to non-controlling interests
-
-
-
-
-
-
(5)
(5)
At 30 September 2014
178
174
293
(1)
4,277
(3,082)
9
1,848
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11.
2 Including stamp duty and brokers' commission.
Share-based payment reserve
Merger reserve
Revaluation reserve
Translation reserve
Total other reserves
OTHER RESERVES
m
m
m
m
m
At 1 October 2013
162
4,170
7
35
4,374
Other comprehensive income
Currency translation differences
-
-
-
(103)
(103)
Tax on items relating to the components of other comprehensive income
-
-
-
(3)
(3)
Total other comprehensive loss
-
-
-
(106)
(106)
Fair value of share-based payments
13
-
-
-
13
Release of LTIP award settled by issue of new shares
(5)
-
-
-
(5)
Other changes
-
-
-
1
1
At 30 September 2014
170
4,170
7
(70)
4,277
Compass Group PLC
Consolidated Financial Statements(continued)
CONSOLIDATED BALANCE SHEET
AS AT 30 SEPTEMBER 2015
Notes
2015
2014 Restated 1
m
m
NON-CURRENT ASSETS
Goodwill
9
3,538
3,528
Other intangible assets
10
1,130
1,010
Property, plant and equipment
11
764
724
Interests in joint ventures and associates
12
203
189
Other investments
13
38
36
Trade and other receivables
14
71
70
Deferred tax assets*
5
182
246
Derivative financial instruments**
19
58
50
Non-current assets
5,984
5,853
CURRENT ASSETS
Inventories
16
282
265
Trade and other receivables
14
2,115
2,069
Tax recoverable*
64
32
Cash and cash equivalents**
17
283
408
Derivative financial instruments**
19
19
16
Current assets
2,763
2,790
Total assets
8,747
8,643
CURRENT LIABILITIES
Short term borrowings2**
18
(247)
(315)
Derivative financial instruments**
19
(7)
(4)
Provisions
21
(136)
(161)
Current tax liabilities*
(169)
(148)
Trade and other payables2
20
(3,157)
(3,077)
Current liabilities
(3,716)
(3,705)
NON-CURRENT LIABILITIES
Long term borrowings**
18
(2,684)
(2,525)
Derivative financial instruments**
19
(25)
(1)
Post-employment benefit obligations
22
(9)
(170)
Provisions
21
(251)
(277)
Deferred tax liabilities*
5
(28)
(39)
Trade and other payables
20
(84)
(78)
Non-current liabilities
(3,081)
(3,090)
Total liabilities
(6,797)
(6,795)
Net assets
1,950
1,848
EQUITY
Share capital
23
176
178
Share premium account
182
174
Capital redemption reserve
295
293
Less: Own shares
(1)
(1)
Other reserves
4,189
4,277
Retained earnings
(2,904)
(3,082)
Total equity shareholders' funds
1,937
1,839
Non-controlling interests
13
9
Total equity
1,950
1,848
* Component of current and deferred taxes. ** Component of net debt.
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
Approved by the Board of Directors on 24 November 2015 and signed on their behalf by
RICHARD COUSINS, Director
DOMINIC BLAKEMORE, Director
Compass Group PLC
Consolidated Financial Statements(continued)
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2015
2015
2014 Restated 1
Notes
m
m
CASH FLOW FROM OPERATING ACTIVITIES
Cash generated from operations
26
1,476
1,417
Interest paid
(96)
(77)
Tax received
19
24
Tax paid
(261)
(266)
Net cash from operating activities
1,138
1,098
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of subsidiary companies and investments in associated undertakings2
(89)
(176)
Proceeds from sale of subsidiary companies and associated undertakings - discontinued activities2
6
-
(1)
Proceeds from sale of subsidiary companies and associated undertakings - continuing activities2
3
66
Tax on profits from sale of subsidiary companies and associated undertakings
-
(4)
Purchase of intangible assets
10
(222)
(206)
Purchase of property, plant and equipment3
(282)
(261)
Proceeds from sale of property, plant and equipment/intangible assets
28
22
Purchase of other investments
13
(1)
(2)
Proceeds from sale of other investments
1
3
Dividends received from joint ventures and associates
27
22
Interest received
3
6
Net cash used in investing activities
(532)
(531)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of ordinary share capital
2
5
Purchase of own shares4
(328)
(280)
Receipts from issue of Treasury shares to satisfy employee share scheme awards exercised
1
-
Increase in borrowings5
27
334
671
Repayment of loan notes5
27
(250)
(74)
Repayment of obligations under finance leases
27
(5)
(5)
Return of Cash to Compass shareholders
8
-
(1,000)
Equity dividends paid
8
(457)
(444)
Dividends paid to non-controlling interests
(6)
(3)
Net cash used in financing activities
(709)
(1,130)
CASH AND CASH EQUIVALENTS
Net decrease in cash and cash equivalents
27
(103)
(563)
Cash and cash equivalents at beginning of the year
27
408
987
Currency translation losses on cash and cash equivalents
27
(22)
(16)
Cash and cash equivalents at end of the year
27
283
408
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Net of cash acquired or disposed and payments received or made under warranties and indemnities.
3 Includes property, plant and equipment purchased under client commitments.
4 Includes stamp duty and brokers' commission.
5 2014 re-presented to show gross up of net increase in borrowings.
Compass Group PLC
Consolidated Financial Statements(continued)
RECONCILIATION OF FREE CASH FLOW FROM CONTINUING OPERATIONS
FOR THE YEAR ENDED 30 SEPTEMBER 2015
2015
2014 Restated 1
m
m
Net cash from operating activities of continuing operations
1,138
1,098
Purchase of intangible assets
(222)
(206)
Purchase of property, plant and equipment
(282)
(261)
Proceeds from sale of property, plant and equipment/intangible assets
28
22
Purchase of other investments
(1)
(2)
Proceeds from sale of other investments
1
3
Dividends received from joint ventures and associates
27
22
Interest received
3
6
Dividends paid to non-controlling interests
(6)
(3)
Free cash flow from continuing operations
686
679
Add back: Europe & Japan cash restructuring costs in the year
36
58
Underlying free cash flow
722
737
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11.
Compass Group PLC
Consolidated Financial Statements(continued)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2015
The financial information included within this announcement has been prepared using accounting policies in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and adopted for use in the European Union (EU), and in accordance with the Disclosure and Transparency Rules (DTR) of the Financial Conduct Authority. The financial information set out below does not constitute the Company's statutory accounts for the years ended 30 September 2015 or 2014, but is derived from those accounts. Statutory accounts for 2014 have been delivered to the Registrar of Companies and those for 2015 will be delivered following the Company's Annual General Meeting. The Auditor has reported on those accounts; its Reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying its Report and did not contain statements under s498(2) or (3) Companies Act 2006.
1 SEGMENTAL REPORTING
The management of the Group's operations, excluding Central activities, is organised within three segments: North America, the more developed markets of Europe & Japan and our Fast Growing & Emerging markets. These, together with Central activities, comprise the Group's reportable segments. These segments comprise countries which are at similar stages of development and demonstrate similar economic characteristics. Each segment derives revenue from delivery of food and support services.
Geographical segments
North
Europe &
Fast Growing
America
Japan
& Emerging
Total
REVENUE 1
m
m
m
m
YEAR ENDED 30 SEPTEMBER 2015
Combined sales of Group and share of equity accounted joint ventures2,3
9,361
5,469
3,013
17,843
YEAR ENDED 30 SEPTEMBER 2014
Combined sales of Group and share of equity accounted joint ventures2,3
8,199
5,716
3,143
17,058
Sectors
Defence,
Business
Healthcare
Sports
Offshore
REVENUE 1
& Industry
Education
& Seniors
& Leisure
& Remote
Total
m
m
m
m
m
m
YEAR ENDED 30 SEPTEMBER 2015
Combined sales of Group and share of equity accounted joint ventures2
6,743
3,139
3,847
2,138
1,976
17,843
YEAR ENDED 30 SEPTEMBER 2014
Combined sales of Group and share of equity accounted joint ventures2
6,783
2,815
3,515
1,857
2,088
17,058
1 There is no inter-segmental trading.
2 This is the revenue measure considered by the chief operating decision maker.
3 Continuing underlying revenue from external customers arising in the UK, the Group's country of domicile, was 1,912 million (2014: 1,787 million). Continuing underlying revenue from external customers arising in the US was 8,557 million (2014: 7,413 million). Continuing underlying revenue from external customers arising in all foreign countries from which the Group derives revenue was 15,931 million (2014: 15,271 million).
Compass Group PLC
Consolidated Financial Statements(continued)
1 SEGMENTAL REPORTING CONTINUED
Geographical segments
North
Europe &
Fast Growing
Central
America
Japan
& Emerging
activities
Total
RESULT
m
m
m
m
m
YEAR ENDED 30 SEPTEMBER 2015
Underlying operating profit before joint ventures and associates and Emerging Markets and Offshore & Remote restructuring
759
395
193
(66)
1,281
Add: Share of profit of joint ventures
1
2
25
-
28
Underlying operating profit before associates and Emerging Markets and Offshore & Remote restructuring
760
397
218
(66)
1,309
Add: Share of profit of associates
8
5
-
-
13
Underlying operating profit before Emerging Markets and Offshore & Remote restructuring
768
402
218
(66)
1,322
Less: Emerging Markets and Offshore & Remote restructuring1
-
-
(21)
(5)
(26)
Underlying operating profit2
768
402
197
(71)
1,296
Less: Amortisation of intangibles arising on acquisition
(15)
(5)
(6)
-
(26)
Less: Acquisition transaction costs
(2)
-
-
-
(2)
Less: Tax on share of profit of joint ventures
-
(1)
(1)
-
(2)
Add: Adjustment to contingent consideration on acquisition
(5)
-
-
-
(5)
Total operating profit - continuing
746
396
190
(71)
1,261
Loss on disposal of US business
(1)
Finance income
3
Finance costs
(107)
Other financing items
3
Profit before tax
1,159
Income tax expense
(282)
Profit for the year from continuing operations
877
Geographical segments
North
Europe &
Fast Growing
Central
America
Japan
& Emerging
activities
Total
RESULT
m
m
m
m
m
YEAR ENDED 30 SEPTEMBER 20143
Underlying operating profit before joint ventures and associates
666
406
205
(65)
1,212
Add: Share of profit of joint ventures
-
3
21
-
24
Underlying operating profit before associates
666
409
226
(65)
1,236
Add: Share of profit before tax of associates
6
3
-
-
9
Underlying operating profit2
672
412
226
(65)
1,245
Less: Amortisation of intangibles arising on acquisition
(12)
(5)
(8)
-
(25)
Less: Acquisition transaction costs
(2)
(1)
-
-
(3)
Less: Tax on share of profit of joint ventures
-
(1)
(2)
-
(3)
Add: Adjustment to contingent consideration on acquisition
1
-
(1)
-
-
Total operating profit - continuing
659
405
215
(65)
1,214
Profit on disposal of US businesses
1
Profit on disposal of interest in associates
13
Finance income
5
Finance costs
(91)
Other financings items
2
Profit before tax
1,144
Income tax expense
(276)
Profit for the year from continuing operations
868
1 The Group has incurred charges resulting from the restructuring and downturn in the trading conditions of its Emerging Markets and Offshore & Remote activities which include headcount reductions (17 million) and onerous contract provisions (9 million).
2 Underlying operating profit is the profit measure considered by the chief operating decision maker.
3 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15
Compass Group PLC
Consolidated Financial Statements(continued)
2 OPERATING COSTS
Total
Total
OPERATING COSTS2
2015
2014 Restated 1
m
m
Cost of food and materials:
Cost of inventories consumed
5,219
5,027
Labour costs:
Employee remuneration (note 3)
7,959
7,720
Overheads:
Depreciation - owned property, plant and equipment
190
185
Depreciation -leased property, plant and equipment
3
4
Amortisation - owned intangible assets
147
128
Property lease rentals
74
79
Other occupancy rentals - minimum guaranteed rent
64
62
Other occupancy rentals - rent in excess of minimum guaranteed rent
11
13
Other asset rentals
72
76
Audit and non-audit services
5
6
Emerging Markets and Offshore & Remote restructuring
26
-
Other expenses
2,565
2,342
Operating costs before costs relating to acquisitions
16,335
15,642
Amortisation - intangible assets arising on acquisition
26
25
Acquisition transaction costs
2
3
Adjustment to contingent consideration on acquisition
5
-
Total continuing operations
16,368
15,670
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Operating costs excludes costs relating to Emerging Markets and Offshore & Remote restructuring, which comprise 17 million employee remuneration, 2 million depreciation owned property, plant and equipment, 1 million property lease rentals and 6 million other expenses (2014: nil).
Compass Group PLC
Consolidated Financial Statements(continued)
3 EMPLOYEES
AVERAGE NUMBER OF EMPLOYEES, INCLUDING DIRECTORS AND PART-TIME EMPLOYEES
2015
2014 Restated 1
Number
Number
North America
226,618
214,511
Europe & Japan
150,816
150,847
Fast Growing & Emerging
138,430
138,179
Total continuing operations
515,864
503,537
AGGREGATE REMUNERATION OF ALL EMPLOYEES INCLUDING DIRECTORS
2015 2
2014 Restated 3
m
m
Wages and salaries
6,708
6,444
Social security costs
1,136
1,164
Share-based payments
15
15
Pension costs - defined contribution plans
84
85
Pension costs - defined benefit plans
16
12
Total continuing operations
7,959
7,720
1 2014 has been restated to reflect the average number of employees on a consistent basis with current year.
2 Aggregate remuneration of all employees including directors excludes Emerging Markets and Offshore & Remote restructuring costs of 17 million.
3 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11.
Compass Group PLC
Consolidated Financial Statements(continued)
4 FINANCE INCOME, COSTS AND RELATED (GAINS)/LOSSES
Finance income and costs are recognised in the income statement in the period in which they are earned or incurred.
FINANCE INCOME AND COSTS
2015
2014
m
m
FINANCE INCOME
Bank interest
3
5
Total finance income
3
5
FINANCE COST
Interest on bank loans and overdrafts
13
11
Interest on other loans
82
69
Finance lease interest
1
1
Interest on bank loans, overdrafts, other loans and finance leases
96
81
Unwinding of discount on provisions
6
3
Interest on net post-employment benefit obligations (note 22)
5
7
Total finance costs
107
91
ANALYSIS OF FINANCE COSTS BY DEFINED IAS 39 CATEGORY
Fair value through profit or loss(unhedged derivatives)
5
4
Derivatives in a fair value hedge relationship
(23)
(28)
Derivatives in a net investment hedge relationship
5
3
Other financial liabilities
109
102
Interest on bank loans, overdrafts, other loans and finance leases
96
81
Fair value through profit or loss (unwinding of discount on provisions)
6
3
Outside of the scope of IAS 39 (net pension scheme charge)
5
7
Total finance costs
107
91
1 IAS 39 'Financial Instruments: Recognition and Measurement'.
The Group uses derivative financial instruments such as forward currency contracts, cross currency swaps and interest rate swaps to hedge the risks associated with changes in foreign currency exchange rates and interest rates. As explained in section Q of the Group's accounting policies in the 2015 Annual Report, such derivative financial instruments are initially measured at fair value on the contract date, and areremeasured to fair value at subsequent reporting dates. For derivative financial instruments that do not qualify for hedge accounting, any gains or losses arising from changes in fair value are taken directly to the income statement in the period.
FAIR VALUE MEASUREMENT
All derivative financial instruments are shown at fair value in the balance sheet. All the derivatives held by the Group at fair value are considered to have fair values determined by Level 2 inputs as defined by the fair value hierarchy of IFRS 13 'Fair value measurement'. The fair values of derivative financial instruments represent the maximum credit exposure.
2015
2014
FINANCING RELATED (GAINS)/LOSSES
m
m
HEDGE ACCOUNTING INEFFECTIVENESS
Unrealised net losses on unhedged derivative financial instruments1
3
-
Unrealised net gains on derivative financial instruments in a designated fair value hedge2
(32)
(23)
Unrealised net losses on the hedged item in a designated fair value hedge
26
23
Total hedge accounting ineffectiveness
(3)
-
CHANGE IN THE FAIR VALUE OF INVESTMENTS
Gain from the changes in the fair value of investments1,3
-
(2)
1 Categorised as derivatives that are designated and effective as hedging instruments carried at fair value (IAS 39).
2 Categorised as 'fair value through profit or loss' (IAS 39).
3 Life insurance policies used by overseas companies to meet the cost of unfunded post-employment benefit obligations included in note 22.
Compass Group PLC
Consolidated Financial Statements(continued)
5 TAX
RECOGNISED IN THE INCOME STATEMENT:
2015
2014 Restated 1
INCOME TAX EXPENSE ON CONTINUING OPERATIONS
m
m
CURRENT TAX
Current year
284
269
Adjustment in respect of prior years
(24)
1
Current tax expense
260
270
DEFERRED TAX
Current year
12
9
Impact of changes in statutory tax rates
1
1
Adjustment in respect of prior years
9
(4)
Deferred tax expense
22
6
TOTAL INCOME TAX
Income tax expense on continuing operations
282
276
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
The income tax expense for the year is based on the effective UK statutory rate of corporation tax for the period of 20.5% (2014: 22.0%). The impact of changes in statutory rates in the prior year related principally to the reduction of the UK corporation tax rate from 21% to 20% from 1 April 2015. In the Budget on 8 July 2015, the Chancellor announced additional planned reductions in the UK corporation tax rate to 18% by 2020. We expect the new rates to reduce the current tax charge in future years, however as they were not substantively enacted at the balance sheet date, they have not been brought into account in calculating the deferred tax asset at 30 September 2015. Overseas tax is calculated at the rates prevailing in the respective jurisdictions.
2014
2015
Restated 1
m
m
Profit before tax from continuing operations
1,159
1,144
Notional income tax expense at the effective UK statutory rate of 20.5% (2014: 22.0%) on profit before tax
238
252
Effect of different tax rates of subsidiaries operating in other jurisdictions
136
116
Impact of changes in statutory tax rates
1
1
Permanent differences
(74)
(83)
Impact of share-based payments
1
1
Tax on profit of associates and equity accounted joint ventures
(3)
(4)
Losses and other temporary differences not previously recognised
(6)
(7)
Unrelieved current year tax losses
4
3
Prior year items
(15)
(3)
Income tax expense on continuing operations
282
276
2015
2014
TAX (CHARGED)/CREDITED TO OTHER COMPREHENSIVE INCOME
m
m
Current and deferred tax (charges)/credits on actuarial and other movements on post-employment benefits
(19)
6
Current and deferred tax (charges) on foreign exchange movements
(1)
(3)
Tax (charge)/credit on items recognised in other comprehensive income
(20)
3
2015
2014
Tax credited to equity
m
m
Current and deferred tax credits in respect of share-based payments
2
6
Tax credit on items recognised in equity
2
6
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
5 TAX CONTINUED
MOVEMENT IN NET DEFERRED TAX ASSET/(LIABILITY)
Tax depreciation
Intangibles
Pensions and post-employment benefits
Tax losses
Self-funded insurance provisions
Net short-term
temporary differences
Total Restated1
m
m
m
m
m
m
m
At 1 October 2013
9
(183)
136
21
64
180
227
Credit/(charge) to income
4
(7)
7
1
3
(14)
(6)
(Charge)/credit to equity/other comprehensive income
-
-
(6)
-
-
1
(5)
Business acquisitions
-
(6)
-
-
-
1
(5)
Other movements
-
-
-
1
-
(1)
-
Exchange adjustment
-
5
(1)
(2)
-
(6)
(4)
At 30 September 20141
13
(191)
136
21
67
161
207
At 1 October 2014
13
(191)
136
21
67
161
207
(Charge)/credit to income
(4)
(13)
3
1
(1)
(8)
(22)
Charge to equity/other comprehensive income
-
-
(28)
-
-
(3)
(31)
Business acquisitions
-
(4)
-
-
-
1
(3)
Other movements
-
(1)
-
1
-
(1)
(1)
Exchange adjustment
(2)
1
7
(2)
5
(5)
4
At 30 September 2015
7
(208)
118
21
71
145
154
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Net short term temporary differences relate principally to provisions and other liabilities of overseas subsidiaries.
After netting off balances within countries, the following are the deferred tax assets and liabilities recognised in the consolidated balance sheet:
2015
2014
NET DEFERRED TAX BALANCE
m
m
Deferred tax assets
182
246
Deferred tax liabilities
(28)
(39)
Net deferred tax asset
154
207
Unrecognised deferred tax assets in respect of tax losses and other temporary differences amount to 39 million (2014: 42 million). Of the total, 25 million relates to tax losses which will expire at various dates between 2015 and 2022. These deferred tax assets have not been recognised as the timing of recovery is uncertain.
The Group does not recognise any deferred tax liability on temporary differences relating to potentially taxable unremitted earnings of overseas subsidiaries totalling 370 million (2014: 448 million) because it is able to control the timing of reversal of these differences. It is probable that no reversal will take place in the foreseeable future.
Compass Group PLC
Consolidated Financial Statements(continued)
6 DISCONTINUED OPERATIONS
The profit for the year from discontinued operations was nil (2014: 3 million).FINANCIAL PERFORMANCE OF DISCONTINUED OPERATIONS
2015
2014
m
m
TRADING ACTIVITIES OF DISCONTINUED OPERATIONS
Operating costs
-
-
Loss before tax
-
-
Income tax credit
-
3
Profit after tax
-
3
PROFIT FOR THE YEAR FROM DISCONTINUED OPERATIONS
Profit for the year from discontinued operations
-
3
INCOME TAX FROM DISCONTINUED OPERATIONS
2015
2014
m
m
INCOME TAX ON TRADING ACTIVITIES OF DISCONTINUED OPERATIONS AND ON DISPOSAL OF NET ASSETS AND OTHER ADJUSTMENTS RELATING TO DISCONTINUED OPERATIONS
Current tax
-
3
Deferred tax
-
-
Income tax credit on discontinued operations
-
3
Net assets disposed and disposal proceeds
2015
2014
m
m
Decrease in retained liabilities1
-
(1)
Consideration (net of costs)
-
(1)
Cash outflow from disposals
-
(1)
1 Includes the utilisation of disposal provisions of 1 million in the year ended 30 September 2014.
Compass Group PLC
Consolidated Financial Statements(continued)
7 EARNINGS PER SHARE
The calculation of earnings per share is based on earnings after tax and the weighted average number of shares in issue during the year. The adjusted earnings per share figures have been calculated based on earnings excluding the effect of discontinued operations, the amortisation of intangible assets arising on acquisition, acquisition transaction costs, adjustment to contingent consideration on acquisition, European exceptional, gains and losses on disposal of businesses, hedge accounting ineffectiveness, change in fair value of investments and the tax attributable to these amounts. These items are excluded in order to show the underlying trading performance of the Group.
2015
2014
Attributable
Attributable
ATTRIBUTABLE PROFIT
profit
profit
m
m
Profit for the year attributable to equity shareholders of the Company
869
865
Less: Profit for the year from discontinued operations
-
(3)
Attributable profit for the year from continuing operations
869
862
Amortisation of intangible assets arising on acquisition (net of tax)
20
18
Acquisition transaction costs (net of tax)
1
2
Adjustment to contingent consideration on acquisition (net of tax)
3
1
European exceptional (net of tax)
-
(7)
Loss/(profit) on disposal of US businesses (net of tax)
1
(1)
Profit on disposal of interest in associate (net of tax)
-
(13)
Hedge accounting ineffectiveness (net of tax)
(2)
-
Profit from change in the fair value of investments (net of tax)
-
(2)
Underlying attributable profit for the year from continuing operations
892
860
2015
2014
Ordinary shares
Ordinary shares
AVERAGE NUMBER OF SHARES (MILLIONS OF ORDINARY SHARES)
of 10 5/8p each
of 10 5/8p each
millions
millions
Average number of shares for basic earnings per share
1,662
1,766
Dilutive share options
4
5
Average number of shares for diluted earnings per share
1,666
1,771
Compass Group PLC
Consolidated Financial Statements(continued)
7 EARNINGS PER SHARE CONTINUED
2015
2014
Earnings
Earnings
per share
per share
pence
pence
BASIC EARNINGS PER SHARE (PENCE)
From continuing and discontinued operations
52.3
49.0
From discontinued operations
-
(0.2)
From continuing operations
52.3
48.8
Amortisation of intangible assets arising on acquisition (net of tax)
1.2
1.0
Acquisition transaction costs (net of tax)
0.1
0.1
Adjustment to contingent consideration on acquisition (net of tax)
0.2
0.1
European exceptional (net of tax)
-
(0.4)
Loss/(profit) on disposal of US businesses (net of tax)
0.1
(0.1)
Profit on disposal of interest in associate (net of tax)
-
(0.7)
Hedge accounting ineffectiveness (net of tax)
(0.2)
-
Profit from change in the fair value of investments (net of tax)
-
(0.1)
From underlying continuing operations
53.7
48.7
DILUTED EARNINGS PER SHARE (PENCE)
From continuing and discontinued operations
52.2
48.9
From discontinued operations
-
(0.2)
From continuing operations
52.2
48.7
Amortisation of intangible assets arising on acquisition (net of tax)
1.2
1.0
Acquisition transaction costs (net of tax)
0.1
0.1
Adjustment to contingent consideration on acquisition (net of tax)
0.2
0.1
European exceptional (net of tax)
-
(0.4)
Loss/(profit) on disposal of US Corrections businesses (net of tax)
0.1
(0.1)
Profit on disposal of interest in associate (net of tax)
-
(0.7)
Hedge accounting ineffectiveness (net of tax)
(0.2)
-
Profit from change in the fair value of investments (net of tax)
-
(0.1)
From underlying continuing operations
53.6
48.6
Compass Group PLC
Consolidated Financial Statements(continued)
8 DIVIDENDS
A final dividend in respect of 2015 of 19.6 pence per share, 323 million in aggregate1, has been proposed, giving a total dividend in respect of 2015 of 29.4 pence per share (2014: 26.5 pence per share). The proposed final dividend is subject to approval by shareholders at the Annual General Meeting on 4 February 2016 and has not been included as a liability in these financial statements.
2015
2014
Dividends
Dividends
DIVIDENDS ON ORDINARY SHARES
per share
per share
pence
m
pence
m
Amounts recognised as distributions to equity shareholders during the year:
Final 2013 - 16.0p per share
-
-
16.0p
287
Interim 2014 - 8.8p per share
-
-
8.8p
157
Final 2014 - 17.7p per share
17.7p
295
-
-
Interim 2015 - 9.8p per share
9.8p
162
-
-
Total dividends
27.5p
457
24.8p
444
1 Based on the number of ordinary shares, excluding Treasury shares, in issue at 30 September 2015 (1,648 million shares).
In addition, a Return of Cash of 1 billion was paid to shareholders in 2014 and is described in more detail in note 23.
9 GOODWILL
During the year the Group made a number of acquisitions. See note 25 for more details.
GOODWILL
m
COST
At 1 October 2013
4,071
Additions
39
Disposals
(13)
Currency adjustment
(87)
At 30 September 20141
4,010
At 1 October 2014
4,010
Additions
25
Currency adjustment
(13)
At 30 September 2015
4,022
IMPAIRMENT
At 1 October 2013
488
Disposals
(6)
At 30 September 2014
482
At 1 October 2014
482
Currency adjustment
2
At 30 September 2015
484
NET BOOK VALUE
At 30 September 20141
3,528
At 30 September 2015
3,538
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
9 GOODWILL CONTINUED
GOODWILL BY BUSINESS SEGMENT
2015
2014 Restated1
m
m
USA
1,316
1,211
Canada
125
138
Total North America
1,441
1,349
UK
1,433
1,433
Japan
124
127
Rest of Europe & Japan
282
296
Total Europe & Japan
1,839
1,856
Turkey
70
87
Rest of Fast Growing & Emerging
188
236
Total
3,538
3,528
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
The Group tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired. The recoverable amount of a CGU is determined from value in use calculations. The key assumptions for these calculations are long term growth rates and pre-tax discount rates and use cash flow forecasts derived from the most recent financial budgets and forecasts approved by management covering a five year period. Budgets and forecasts are based on expectations of future outcomes taking into account past experience, adjusted for anticipated revenue growth, from both new business and like for like growth and taking into consideration external economic factors. Cash flows beyond the five year period are extrapolated using estimated growth rates based on local expected economic conditions and do not exceed the long term average growth rate for that country. The pre-tax discount rates are based on the Group's weighted average cost of capital adjusted for specific risks relating to the country in which the CGU operates.
2015
2014
GROWTH AND DISCOUNT RATES
Residual
Pre-tax
Residual
Pre-tax
growth rates
discount rates
growth rates
discount rates
USA
2.0%
10.0%
2.5%
8.5%
Rest of North America
2.0%
8.2%
2.0%
7.9%
UK
2.0%
8.2%
2.0%
8.0%
Rest of Europe & Japan
1.3-2.6%
7.6-16.0%
1.3-2.8%
7.4-16.5%
Turkey
5.1%
14.0%
4.0%
12.8%
Rest of Fast Growing & Emerging
1.9-5.7%
8.1-15.9%
1.9-7.8%
7.8-17.5%
Given the current economic climate, a sensitivity analysis has been performed in assessing recoverable amounts of goodwill for all CGUs. This has been based on changes in key assumptions considered to be reasonably possible by management. With the exception of Turkey, the directors do not consider that any reasonably possible changes in the key assumptions would cause the value in use of the net operating assets of the individually significant CGUs disclosed above to fall below their carrying values.
The book value of goodwill attributable to Turkey is 70 million with a value in use of 97 million based on management's estimates reflecting the recent downturn in Turkey's economy. Given the limited headroom of 27 million, reasonably possible changes in the key assumptions would cause the value in use of the CGU attributable to this country to fall below the carrying value of its net assets. Such changes include: a reduction in the level of cash generation of 16% as a result of, for example a decrease of 2 percentage points in the revenue growth assumptions; or an increase in the assumed discount rate of 1.5%.
Compass Group PLC
Consolidated Financial Statements(continued)
10 OTHER INTANGIBLE ASSETS
Contract and other intangibles1
Computer software
Arising on
acquisition
Other
Total
m
m
m
m
COST
At 1 October 2013
224
401
842
1,467
Additions
22
-
184
206
Disposals
(5)
-
(59)
(64)
Business acquisitions
-
89
9
98
Business disposals
-
(3)
-
(3)
Reclassified
(2)
3
4
5
Currency adjustment
(7)
(17)
(7)
(31)
At 30 September 2014
232
473
973
1,678
At 1 October 2014
232
473
973
1,678
Additions
31
-
191
222
Disposals
(3)
-
(85)
(88)
Business acquisitions
-
62
-
62
Business disposals
-
(1)
-
(1)
Reclassified
-
(1)
2
1
Currency adjustment
(6)
(12)
47
29
At 30 September 2015
254
521
1,128
1,903
AMORTISATION
At 1 October 2013
155
62
364
581
Charge for the year
21
25
107
153
Disposals
(4)
-
(54)
(58)
Business disposals
-
-
2
2
Reclassified
-
-
3
3
Currency adjustment
(5)
(3)
(5)
(13)
At 30 September 2014
167
84
417
668
At 1 October 2014
167
84
417
668
Charge for the year
21
26
126
173
Disposals
(2)
-
(75)
(77)
Reclassified
-
(1)
-
(1)
Currency adjustment
(2)
(6)
18
10
At 30 September 2015
184
103
486
773
NET BOOK VALUE
At 30 September 2014
65
389
556
1,010
At 30 September 2015
70
418
642
1,130
1 Contract related intangible assets, other than those arising on acquisition, result from payments made by the Group in respect of client contracts and generally arise where it is economically more efficient for a client to purchase assets used in the performance of the contract and the Group fund these purchases. The intangible assets arising on acquisition are all contract related.
Compass Group PLC
Consolidated Financial Statements(continued)
11 PROPERTY, PLANT AND EQUIPMENT
Land and
Plant and
Fixtures and
PROPERTY, PLANT AND EQUIPMENT
buildings
machinery
fittings
Total
m
m
m
m
COST
At 1 October 2013
358
1,015
531
1,904
Additions1
29
140
79
248
Disposals
(17)
(79)
(37)
(133)
Business disposals - other activities
-
(12)
(1)
(13)
Business acquisitions
2
5
1
8
Reclassified
-
8
(3)
5
Currency adjustment
(16)
(39)
(26)
(81)
At 30 September 20142
356
1,038
544
1,938
At 1 October 2014
356
1,038
544
1,938
Additions1
13
171
89
273
Disposals
(21)
(104)
(40)
(165)
Business disposals - other activities
-
(1)
-
(1)
Business acquisitions
2
2
2
6
Reclassified
(1)
9
(1)
7
Currency adjustment
(10)
(15)
(29)
(54)
At 30 September 2015
339
1,100
565
2,004
DEPRECIATION
At 1 October 2013
174
666
356
1,196
Charge for the year
25
112
52
189
Disposals
(16)
(69)
(32)
(117)
Business disposals - other activities
-
(9)
-
(9)
Reclassified
(1)
8
(2)
5
Currency adjustment
(7)
(26)
(17)
(50)
At 30 September 20142
175
682
357
1,214
At 1 October 2014
175
682
357
1,214
Charge for the year
21
118
54
193
Disposals
(18)
(92)
(35)
(145)
Business disposals - other activities
-
(1)
-
(1)
Reclassified
-
4
-
4
Currency adjustment
(1)
(7)
(17)
(25)
At 30 September 2015
177
704
359
1,240
NET BOOK VALUE
At 30 September 20142
181
356
187
724
At 30 September 2015
162
396
206
764
The net book amount of the Group's property, plant and equipment includes assets held under finance leases as follows:
Land and
Plant and
Fixtures and
PROPERTY, PLANT AND EQUIPMENT HELD UNDER FINANCE LEASES
buildings
machinery
fittings
Total
m
m
m
m
At 30 September 2014
7
6
1
14
At 30 September 2015
6
6
1
13
1 Includes leased assets at a net book value of 2 million (2014: 2 million).
2 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
12 EQUITY ACCOUNTED INVESTMENTS
Significant interests in associates are:
2015
2014
Country of incorporation
ownership1
ownership1
Twickenham Experience Ltd2
England & Wales
16%
16%
Oval Events Limited3
England & Wales
25%
25%
AEG Facilities, LLC4
USA
49%
49%
Thompson Hospitality Services LLC4
USA
49%
49%
1 % ownership is of the ordinary share capital.
2 Financial statements applied using the equity method relate to the year ended 30 June, rolled forward to 30 September. 2014 has been restated to correctly reflect ownership %.
3 Financial statements applied using the equity method relate to the year ended 31 January, rolled forward to 30 September.
4 Financial statements applied using the equity method relate to the year ended 31 December of the prior year, rolled forward to 30 September.
Significant interests in joint ventures are:
2015
2014
Country of incorporation
ownership1
ownership1
Quadrant Catering Ltd2
England & Wales
49%
49%
ADNH-Compass Middle East LLC
United Arab Emirates
50%
50%
Express Support Services Limitada2,3
Angola
49%
49%
1 % ownership is of the ordinary share capital.
2 49% ownership entitles Compass Group to 50% of voting rights.
3 2014 has been restated to correctly reflect ownership %.
None of these investments is held directly by the ultimate Parent Company. All joint ventures provide food and/or support services in their respective countries of incorporation and make their accounts up to 30 September. All holdings are in the ordinary shares of the respective joint venture company.
These investments are structured through separate vehicles and the Group has a residual interest in their respective net assets. Accordingly the Group has classified its interests as joint ventures which are equity accounted. The tables below reconcile the summarised financial information to the carrying amount of the Group's interests in these joint ventures.
INTERESTS IN ASSOCIATES AND JOINT VENTURES
2015
2014 Restated1
m
m
NET BOOK VALUE
Interests in associates
122
114
Interests in joint ventures
81
75
At 30 September
203
189
At 1 October
189
155
Additions
2
48
Disposals
-
(19)
Share of profits less losses (net of tax)
39
30
Dividends declared
(33)
(24)
Currency and other adjustments
6
(1)
At 30 September
203
189
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
12 EQUITY ACCOUNTED INVESTMENTS CONTINUED
The Group's share of revenues and profits is included below:
ASSOCIATES AND JOINT VENTURES
2015
2014 Restated1
m
m
SHARE OF REVENUE AND PROFITS
Revenue
310
250
Expenses/taxation2
(271)
(220)
Profit after tax for the year
39
30
Share of net assets
Non-current assets
165
166
Current assets
157
190
Non-current liabilities
(13)
(18)
Current liabilities
(106)
(149)
Net assets
203
189
SHARE OF CONTINGENT LIABILITIES
Contingent liabilities
(22)
(23)
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Expenses include the relevant portion of income tax recorded by associates and joint ventures.
13 OTHER INVESTMENTS
2015
2014
m
m
NET BOOK VALUE
At 1 October
36
41
Additions
1
2
Disposals
(1)
(10)
Currency and other adjustments
2
3
At 30 September
38
36
COMPRISED OF
Other investments1, 3
9
9
Life insurance policies and mutual fund investments1 ,2 , 3
29
27
Total
38
36
1 Categorised as 'available for sale' financial assets (IAS 39).
2 Life insurance policies used by overseas companies to meet the cost of unfunded post-employment benefit obligations as set out in note 22.
3 As per the fair value hierarchies explained in note 19, other investments are Level 1 and the life insurance policies are Level 2.
Compass Group PLC
Consolidated Financial Statements(continued)
14 TRADE AND OTHER RECEIVABLES
2015
2014 Restated1
TRADE AND OTHER RECEIVABLES
Current
Non-current
Total
Current
Non-current
Total
m
m
m
m
m
m
NET BOOK VALUE
At 1 October
2,069
70
2,139
2,013
86
2,099
Net movement
142
2
144
153
(12)
141
Currency adjustment
(96)
(1)
(97)
(97)
(4)
(101)
At 30 September
2,115
71
2,186
2,069
70
2,139
COMPRISED OF
Trade receivables
1,627
-
1,627
1,762
-
1,762
Less: Provision for impairment of trade receivables
(57)
-
(57)
(75)
-
(75)
Net trade receivables2
1,570
-
1,570
1,687
-
1,687
Other receivables
254
80
334
82
78
160
Less: Provision for impairment of other receivables
(9)
(15)
(24)
(11)
(16)
(27)
Net other receivables
245
65
310
71
62
133
Accrued income
177
-
177
189
-
189
Prepayments
117
6
123
122
8
130
Amounts owed by associates, joint ventures and related parties2
6
-
6
-
-
-
Trade and other receivables
2,115
71
2,186
2,069
70
2,139
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Categorised as 'loans and receivables' financial assets (IAS 39).
TRADE RECEIVABLES
The book value of trade and other receivables approximates to their fair value due to the short term nature of the majority of the receivables.
Credit sales are only made after credit approval procedures have been completed satisfactorily. The policy for making provisions for bad and doubtful debts varies from country to country as different countries and markets have different payment practices, but various factors are considered, including how overdue the debt is, the type of receivable and its past history, and current market and trading conditions. Full provision is made for debts that are not considered to be recoverable.
There is limited concentration of credit risk with respect to trade receivables due to the diverse and unrelated nature of the Group's client base. Accordingly, the directors believe that there is no further credit provision required in excess of the provision for the impairment of receivables. The book value of trade and other receivables represents the Group's maximum exposure to credit risk.
Trade receivable days for the continuing business at 30 September 2015 were 41 days (2014: 41 days).
Compass Group PLC
Consolidated Financial Statements(continued)
14 TRADE AND OTHER RECEIVABLES CONTINUED
The ageing of gross trade receivables and of the provision for impairment is as follows:
2015
Not
0-3
3-6
6-12
Over 12
yet
months
months
months
months
TRADE RECEIVABLES
due
overdue
overdue
overdue
overdue
Total
m
m
m
m
m
m
Gross trade receivables
1,294
260
29
12
32
1,627
Less: Provision for impairment of trade receivables
(2)
(9)
(9)
(10)
(27)
(57)
Net trade receivables
1,292
251
20
2
5
1,570
2014 Restated1
Not
0-3
3-6
6-12
Over 12
yet
months
months
months
months
due
overdue
overdue
overdue
overdue
Total
TRADE RECEIVABLES
m
m
m
m
m
m
Gross trade receivables
1,415
266
33
15
33
1,762
Less: Provision for impairment of trade receivables
(4)
(15)
(18)
(10)
(28)
(75)
Net trade receivables
1,411
251
15
5
5
1,687
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Movements in the provision for impairment of trade and other receivables are as follows:
2015
2014
PROVISION FOR IMPAIRMENT OF TRADE AND OTHER RECEIVABLES
Trade
Other
Total
Trade
Other
Total
m
m
m
m
m
m
At 1 October
75
27
102
101
11
112
Charged to income statement
18
6
24
20
1
21
Credited to income statement
(13)
-
(13)
(27)
(5)
(32)
Utilised
(21)
(2)
(23)
(14)
-
(14)
Reclassified
-
-
-
(2)
21
19
Currency adjustment
(2)
(7)
(9)
(3)
(1)
(4)
At 30 September
57
24
81
75
27
102
At 30 September 2015, trade receivables of 278 million (2014: 276 million) were past due but not impaired. The Group has made a provision based on a number of factors, including past history of the debtor, and all amounts not provided for are considered to be recoverable.
Compass Group PLC
Consolidated Financial Statements(continued)
15 IFRS 11 RESTATEMENT
Comparative financial information for the year ended 30 September 2014 has been restated for the effects of IFRS 11. The following principal joint arrangements, previously accounted for as jointly controlled entities under IAS 31 are now classified as joint ventures and are equity accounted under the requirements of the revised IAS 28:
- Quadrant Catering Limited
- ADNH-Compass Middle East LLC
- Express Support Services Limitada
The impact of the restatements on the Group's consolidated income statement, statement of comprehensive income, balance sheet and cash flow statement is as shown below:
CONSOLIDATED INCOME STATEMENT
For the year ended 30 September 2014
As published
IFRS 11
Restated
m
m
m
CONTINUING OPERATIONS
Revenue
17,058
(204)
16,854
Operating costs before goodwill impairment
(15,850)
180
(15,670)
Operating profit
1,208
(24)
1,184
Share of profit of joint ventures
-
21
21
Share of profit of associates
9
-
9
Total operating profit
1,217
(3)
1,214
Profit on disposal of US businesses
1
-
1
Profit on disposal of interest in associates
13
-
13
Finance income
5
-
5
Finance costs
(91)
-
(91)
Change in the fair value of investments
2
-
2
Profit before tax
1,147
(3)
1,144
Income tax expense
(279)
3
(276)
Profit for the year from continuing operations
868
-
868
DISCONTINUED OPERATIONS
Profit for the year from discontinued operations
3
-
3
CONTINUING AND DISCONTINUED OPERATIONS
Profit for the year
871
-
871
Compass Group PLC
Consolidated Financial Statements(continued)
15 IFRS 11 RESTATEMENT CONTINUED
CONSOLIDATED BALANCE SHEET
As at 30 September 2014
As published1
IFRS11
Restated
m
m
m
NON-CURRENT ASSETS
Goodwill
3,565
(37)
3,528
Other intangible assets
1,010
-
1,010
Property, plant and equipment
729
(5)
724
Interests in joint ventures and associates
114
75
189
Other investments
36
-
36
Trade and other receivables
67
3
70
Deferred tax assets*
246
-
246
Derivative financial instruments**
50
-
50
Non-current assets
5,817
36
5,853
CURRENT ASSETS
Inventories
270
(5)
265
Trade and other receivables
2,128
(59)
2,069
Tax recoverable*
32
-
32
Cash and cash equivalents**
431
(23)
408
Derivative financial instruments**
16
-
16
Current assets
2,877
(87)
2,790
Total assets
8,694
(51)
8,643
CURRENT LIABILITIES
Short term borrowings1**
(315)
-
(315)
Derivative financial instruments**
(4)
-
(4)
Provisions
(161)
-
(161)
Current tax liabilities*
(148)
-
(148)
Trade and other payables1
(3,121)
44
(3,077)
Current liabilities
(3,749)
44
(3,705)
NON_CURRENT LIABILITIES
Long term borrowings**
(2,526)
1
(2,525)
Derivative financial instruments**
(1)
-
(1)
Post-employment benefit obligations
(176)
6
(170)
Provisions
(277)
-
(277)
Deferred tax liabilities*
(39)
-
(39)
Trade and other payables
(78)
-
(78)
Non-current liabilities
(3,097)
7
(3,090)
Total liabilities
(6,846)
51
(6,795)
Net assets
1,848
-
1,848
EQUITY
Share capital
178
-
178
Share premium account
174
-
174
Capital redemption reserve
293
-
293
Less: Own shares
(1)
-
(1)
Other reserves
4,277
4,277
Retained earnings
(3,082)
-
(3,082)
Total equity shareholders' funds
1,839
-
1,839
Non-controlling interests
9
-
9
Total equity
1,848
-
1,848
1 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
* Component of current and deferred taxes.
** Component of net debt.
Compass Group PLC
Consolidated Financial Statements(continued)
15 IFRS 11 RESTATEMENT CONTINUED
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 30 September 2014
As published
IFRS11
Restated
m
m
m
CASH FLOW FROM OPERATING ACTIVITIES
Cash generated from operations
1,442
(25)
1,417
Interest paid
(77)
-
(77)
Tax received
24
-
24
Tax paid
(268)
2
(266)
Net cash from operating activities
1,121
(23)
1,098
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of subsidiary companies and investments in associates 1
(176)
-
(176)
Proceeds from sale of subsidiary companies and associates - discontinued activities1
(1)
-
(1)
Proceeds from sale of subsidiary companies and associates - continuing activities1
66
-
66
Tax on profits from sale of subsidiary companies and associates
(4)
-
(4)
Purchase of intangible assets
(206)
-
(206)
Purchase of property, plant and equipment2
(263)
2
(261)
Proceeds from sale of property, plant and equipment/intangible assets
22
-
22
Purchase of other investments
(2)
-
(2)
Proceeds from sale of other investments
3
-
3
Dividends received from associates
7
-
7
Dividends received from joint ventures
-
15
15
Interest received
6
-
6
Net cash used in investing activities
(548)
17
(531)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of ordinary share capital
5
-
5
Purchase of own shares3
(280)
-
(280)
Net increase in borrowings
597
-
597
Repayment of obligations under finance leases
(5)
-
(5)
Return of cash to Compass shareholders
(1,000)
-
(1,000)
Equity dividends paid
(444)
-
(444)
Dividends paid to non-controlling interests
(5)
2
(3)
Net cash used in financing activities
(1,132)
2
(1,130)
CASH AND CASH EQUIVALENTS
Net decrease in cash and cash equivalents
(559)
(4)
(563)
Cash and cash equivalents at beginning of the year
1,006
(19)
987
Currency translation losses on cash and cash equivalents
(16)
-
(16)
Cash and cash equivalents at end of the period
431
(23)
408
1 Net of cash acquired or disposed and payments received or made under warranties and indemnities.
2 Includes property, plant and equipment purchased under client commitments.
3 Includes stamp duty and brokers' commission.
Compass Group PLC
Consolidated Financial Statements(continued)
16 INVENTORIES
INVENTORIES
2015
2014 Restated1
m
m
NET BOOK VALUE
At 1 October
265
250
Business acquisitions
3
-
Net movement
17
25
Currency adjustment
(3)
(10)
At 30 September
282
265
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
17 CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS
2015
2014 Restated1
m
m
Cash at bank and in hand
224
252
Short term bank deposits
59
156
Cash and cash equivalents2
283
408
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 Categorised as 'loans and receivables' financial assets (IAS 39).
CASH AND CASH EQUIVALENTS BY CURRENCY
2015
2014 Restated1
m
m
Sterling
72
132
US Dollar
33
76
Euro
44
39
Japanese Yen
14
12
Other
120
149
Cash and cash equivalents
283
408
The Group's policy to manage the credit risk associated with cash and cash equivalents is set out in note 19. The book value of cash and cash equivalents represents the maximum credit exposure.
MASTER NETTING OR SIMILAR AGREEMENTS
The Group has master netting agreements for its cash and bank overdrafts and the following balances are offset within the consolidated balance sheet:
2015
Gross
Offset
Net
m
m
m
Cash and cash equivalents
328
(45)
283
Bank overdrafts
(104)
45
(59)
2014 Restated1
Gross
Offset
Net
m
m
m
Cash and cash equivalents
579
(171)
408
Bank overdrafts
(208)
171
(37)
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
18 SHORT TERM AND LONG TERM BORROWINGS
2015
2014 Restated1,2
SHORT TERM AND LONG TERM BORROWINGS
Current
Non-current
Total
Current
Non-current
Total
m
m
m
m
m
m
Bank overdrafts
59
-
59
37
-
37
Bank loans
78
251
329
22
301
323
Loan notes
107
1,330
1,437
-
1,076
1,076
Bonds
-
1,093
1,093
251
1,136
1387
Borrowings (excluding finance leases)
244
2,674
2,918
310
2,513
2,823
Finance leases
3
10
13
5
12
17
Borrowings (including finance leases)3
247
2,684
2,931
315
2,525
2,840
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
3 Categorised as 'other financial liabilities' (IAS 39).
Bank overdrafts principally arise as a result of uncleared transactions. Interest on bank overdrafts is at the relevant money market rates.
All amounts due under bonds, loan notes and bank facilities are shown net of unamortised issue costs. Additionally, the Group adjusts the carrying values of the bonds and loan notes that are designated in effective fair value hedge relationships, for fair value gains and losses (based on observable market inputs) attributable to the risk being hedged.
The Group has fixed term, fixed interest private placements denominated in US dollar and sterling. The $100 million 2024 and $300 million 2026 US dollar private placements were issued during the year.
2015
2014
Carrying value
Carrying value
LOAN NOTES
Nominal value
Redeemable
Interest
m
m
US$ private placement
$162m
Oct 2015
6.72%
107
102
Sterling private placement
35m
Oct 2016
7.55%
36
36
US$ private placement
$250m
Oct 2018
3.31%
170
157
US$ private placement
$200m
Sep 2020
3.09%
132
123
US$ private placement
$398m
Oct 2021
3.98%
262
245
US$ private placement
$352m
Oct 2023
4.12%
250
223
US$ private placement
$100m
Dec 2024
3.54%
66
-
US$ private placement
$300m
Sep 2025
3.81%
216
190
US$ private placement
$300m
Dec 2026
3.64%
198
-
1,437
1,076
2015
2014
BONDS
Carrying value
Carrying value
Nominal value
Redeemable
Interest
m
m
Sterling Eurobond
250m
Dec 2014
7.00%
-
251
Euro Eurobond
600m
Feb 2019
3.13%
458
485
Euro Eurobond
500m
Jan 2023
1.88%
386
402
Sterling Eurobond
250m
Jun 2026
3.85%
249
249
1,093
1,387
Compass Group PLC
Consolidated Financial Statements(continued)
18 SHORT TERM AND LONG TERM BORROWINGS CONTINUED
The maturity profile of borrowings (excluding finance leases) is as follows:
MATURITY PROFILE OF BORROWINGS (EXCLUDING FINANCE LEASES)
2015
2014 Restated1
m
m
Within 1 year, or on demand
244
310
Between 1 and 2 years
287
153
Between 2 and 3 years
-
286
Between 3 and 4 years
628
-
Between 4 and 5 years
132
642
In more than 5 years
1,627
1,432
Borrowings (excluding finance leases)
2,918
2,823
The fair value of the Group's borrowings is calculated by discounting future cash flows to net present values at current market rates for similar financial instruments. The fair values have been determined by reference to Level 2 inputs as defined by the fair value hierarchy of IFRS 13 'Fair value measurements'. The table below shows the fair value of borrowings excluding accrued interest:
2015
2014 Restated1
CARRYING VALUE AND FAIR VALUE OF BORROWINGS (EXCLUDING FINANCE LEASES)
Carrying value
Fair value
Carrying value
Fair value
m
m
m
m
Bank overdrafts
59
59
37
37
Bank loans
329
329
323
323
Loan notes
1,437
1,456
1,076
1,095
250m Eurobond Dec 2014
-
-
251
253
600m Eurobond Feb 2019
458
478
485
517
500m Eurobond Jan 2023
386
379
402
403
250m Eurobond Jun 2026
249
269
249
259
Bonds
1,093
1,126
1,387
1,432
Borrowings (excluding finance leases)
2,918
2,970
2,823
2,887
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2015
2014
Present
Present
GROSS AND PRESENT VALUE OF FINANCE LEASE LIABILITIES
Gross
value
Gross
value
m
m
m
m
Finance lease payments falling due:
Within 1 year
4
3
5
5
In 2 to 5 years
7
7
9
8
In more than 5 years
3
3
5
4
14
13
19
17
Less: Future finance charges
(1)
-
(2)
-
Gross and present value of finance lease liabilities
13
13
17
17
Compass Group PLC
Consolidated Financial Statements(continued)
18 SHORT TERM AND LONG TERM BORROWINGS CONTINUED
2015
2014 Restated1
Finance
Finance
Borrowings
leases
Total
Borrowings
leases
Total
BORROWINGS BY CURRENCY
m
m
m
m
m
m
Sterling
584
-
584
835
-
835
US Dollar
1,441
-
1,441
1,040
1
1,041
Euro
853
11
864
904
13
917
Other
40
2
42
44
3
47
Total
2,918
13
2,931
2,823
17
2,840
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
The Group had the following undrawn committed facilities available at 30 September, in respect of which all conditions precedent had then been met:
Undrawn committed facilities
2015
2014
m
m
Expiring between 1 and 5 years
1,000
1,000
19 DERIVATIVE FINANCIAL INSTRUMENTS
CAPITAL RISK MANAGEMENT
The Group manages its capital structure to ensure that it will be able to continue as a going concern. The capital structure of the Group consists of cash and cash equivalents as disclosed in note 17; debt, which includes the borrowings disclosed in note 18; and equity attributable to equity shareholders of the Parent, comprising issued share capital, reserves and retained earnings as disclosed in the consolidated statement of changes in equity.
FINANCIAL MANAGEMENT
The Group continues to manage its interest rate and foreign currency exposure in accordance with the policies set out below. The Group's financial instruments comprise cash, borrowings, receivables and payables that are used to finance the Group's operations. The Group also uses derivatives, principally interest rate swaps, forward currency contracts and cross currency swaps, to manage interest rate and currency risks arising from the Group's operations. The Group does not trade in financial instruments. The Group's treasury policies are designed to mitigate the impact of fluctuations in interest rates and exchange rates and to manage the Group's financial risks. The Board approves any changes to the policies.
LIQUIDITY RISK
The Group finances its borrowings from a number of sources including the bank, the public and the private placement markets. The Group has developed long term relationships with a number of financial counterparties with the balance sheet strength and credit quality to provide credit facilities as required. The Group seeks to avoid a concentration of debt maturities in any one period to spread its refinancing risk.
2015
2014
Current
Non-current
Current
Non-current
Current
Non-current
Current
Non-current
DERIVATIVE FINANCIAL INSTRUMENTS
assets
assets
liabilities
liabilities
assets
assets
liabilities
liabilities
m
m
m
m
m
m
m
m
Interest rate swaps:
Fair value hedges1
2
58
-
-
11
34
-
-
Not in a hedging relationship2
-
-
(2)
(2)
-
-
(1)
-
Other derivatives:
Forward currency contracts and cross currency swaps
17
-
(5)
(23)
4
16
(3)
(1)
Others
-
-
-
-
1
-
-
-
Total
19
58
(7)
(25)
16
50
(4)
(1)
1 Derivatives that are designated and effective as hedging instruments carried at fair value (IAS 39).
2 Derivatives carried at 'fair value through profit or loss' (IAS 39).
Compass Group PLC
Consolidated Financial Statements(continued)
19 DERIVATIVE FINANCIAL INSTRUMENTS CONTINUED
2015
2014
NOTIONAL AMOUNT OF DERIVATIVE FINANCIAL INSTRUMENTS BY CURRENCY
Fair value
Cash flow
Fair value
Cash flow
swaps
swaps
swaps
swaps
m
m
m
m
Sterling
20
-
220
-
US Dollar
658
390
615
472
Euro
700
22
741
27
Japanese Yen
-
73
-
75
Other
-
236
-
248
Total
1,378
721
1,576
822
2015
20141,2
Forward
Effective
Forward
Effective
EFFECTIVE CURRENCY DENOMINATION OF BORROWINGS AFTER THE EFFECT OF DERIVATIVES
Gross
currency
currency of
Gross
currency
currency of
borrowings
contracts3
borrowings
borrowings
contracts3
borrowings
m
m
m
m
m
m
Sterling
584
(293)
291
835
(600)
235
US Dollar
1,441
406
1,847
1,041
623
1,664
Euro
864
(578)
286
917
(624)
293
Japanese Yen
-
125
125
-
128
128
Other
42
389
431
47
482
529
Total
2,931
49
2,980
2,840
9
2,849
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
3 Includes cross currency contracts.
Compass Group PLC
Consolidated Financial Statements(continued)
20 TRADE AND OTHER PAYABLES
2015
2014 Restated1,2
TRADE AND OTHER PAYABLES
Current
Non-current
Total
Current
Non-current
Total
m
m
m
m
m
m
NET BOOK VALUE
At 1 October
3,077
78
3,155
3,010
75
3,085
Net movement
149
12
161
204
6
210
Reclassification
1
(2)
(1)
(18)
-
(18)
Currency adjustment
(70)
(4)
(74)
(119)
(3)
(122)
At 30 September
3,157
84
3,241
3,077
78
3,155
COMPRISED OF
Trade payables3
1,400
-
1,400
1,333
-
1,333
Social security and other taxes
273
-
273
279
-
279
Other payables2
155
28
183
164
23
187
Deferred consideration on acquisitions3
16
28
44
13
21
34
Accruals4
1,027
28
1,055
1,025
34
1,059
Deferred income
286
-
286
257
-
257
Amounts owed to associates, joint ventures and related parties5
-
-
-
6
-
6
Trade and other payables
3,157
84
3,241
3,077
78
3,155
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
2 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
3 Categorised as 'other financial liabilities' (IAS 39).
4 Of this balance 415 million (2014: 436 million) is categorised as 'other financial liabilities' (IAS 39).
5 Categorised as 'loans and receivables' financial assets (IAS 39).
The Directors consider that the carrying amount of trade and other payables approximates to their fair value. The current trade and other payables are payable on demand.
Trade payable days for the continuing business at 30 September 2015 were 72 days (2014: 72 days).Compass Group PLC
Consolidated Financial Statements(continued)
21 PROVISIONS
Provisions in
respect of
discontinued
and disposed
Onerous
Legal and
PROVISIONS
Insurance
businesses
Contracts
other claims
Reorganisation
Other
Total
m
m
m
m
m
m
m
At 1 October 2013
228
47
56
91
67
42
531
Reclassified 1
(3)
-
(12)
(20)
-
14
(21)
Expenditure in the year
(2)
(1)
(19)
(9)
(34)
(24)
(89)
Charged to income statement
9
-
9
8
11
2
39
Credited to income statement
-
-
(7)
(2)
(3)
(2)
(14)
Business acquisitions
-
-
1
-
-
1
2
Business Disposals
-
-
-
-
(3)
-
(3)
Unwinding of discount on provisions
-
-
3
-
-
-
3
Currency adjustment
-
-
(2)
(4)
(2)
(2)
(10)
At 30 September 2014
232
46
29
64
36
31
438
At 1 October 2014
232
46
29
64
36
31
438
Reclassified1
-
-
(1)
1
(1)
-
(1)
Expenditure in the year
(5)
(1)
(11)
(15)
(20)
(6)
(58)
Charged to income statement
9
-
9
17
7
2
44
Credited to income statement
(12)
-
(6)
(16)
(4)
(4)
(42)
Business disposals
-
-
-
-
(2)
-
(2)
Unwinding of discount on provisions
5
-
1
-
-
-
6
Currency adjustment
13
-
(1)
(7)
(2)
(1)
2
At 30 September 2015
242
45
20
44
14
22
387
1 Including items reclassified between accrued liabilities and other balance sheet captions.
PROVISIONS
2015
2014
m
m
Current
136
161
Non-current
251
277
Total provisions
387
438
The provision for insurance relates to the potential settlements in respect of claims under self-funded insurance schemes, primarily workers' compensation schemes in the US, and is essentially long term in nature.
Provisions in respect of discontinued and disposed of businesses relate to estimated amounts payable in connection with onerous contracts and claims arising from disposals. The final amount payable remains uncertain as, at the date of approval of these financial statements, there remains a further period during which claims may be received. The timing of any settlement will depend upon the nature and extent of claims received.
Provisions for onerous contracts represent the liabilities in respect of short term and long term leases on unoccupied properties and other contracts lasting under five years.
Provisions for legal and other claims relate principally to provisions for the estimated cost of litigation and other sundry claims. The timing of the settlement of these claims is uncertain.
Provisions for re organisation include provision for redundancy costs and these are expected to be utilised over the next year.
Other provisions include environmental provisions. These are in respect of potential liabilities relating to the Group's responsibility for maintaining its operating sites in accordance with statutory requirements and the Group's aim to have a low impact on the environment. These provisions are expected to be utilised as operating sites are disposed of or as environmental matters are resolved.
Provisions are discounted to present value where the effect is material using the Group's weighted average cost of capital.Compass Group PLC
Consolidated Financial Statements(continued)
22 POST EMPLOYMENT BENEFIT OBLIGATIONS
PENSION SCHEMES OPERATED
The Group operates a number of pension arrangements throughout the world which have been developed in accordance with statutory requirements and local customs and practices. The majority of schemes are self-administered and the schemes' assets are held independently of the Group's assets. Pension costs are assessed in accordance with the advice of independent, professionally qualified actuaries. The Group makes employer contributions to the various schemes in existence within the range of 1% to 39% of pensionable salaries.
The contributions payable for defined contribution schemes of 84 million (2014: 85 million) have been fully expensed against profits in the current year.Disclosures showing the assets and liabilities of the schemes are set out below. These have been calculated on the following assumptions:
UK schemes
USA schemes
Other schemes
2015
2014
2015
2014
2015
2014
Discount rate
3.8%
4.0%
3.9%
3.9%
2.2%
2.5%
Inflation
3.1%
3.2%
2.1%
2.3%
1.4%
1.7%
CPI inflation
2.35%
2.45%
n/a
n/a
n/a
n/a
Rate of increase in salaries
3.1%
3.2%
3.0%
3.0%
1.7%
1.7%
Rate of increase for pensions in payment
3.0%
3.1%
2.1%
2.3%
0.2%
0.3%
Rate of increase for deferred pensions *
2.7%
2.8%
0.0%
0.0%
0.0%
0.0%
* This assumption is now presented as a weighted average.
The mortality assumptions used to value the UK pension schemes are derived from the S1NA generational mortality tables with improvements in line with the projection model prepared by the Continuous Mortality Investigation of the UK actuarial profession, with no rating for males and +0.6 year age adjustment for females, with a long-term underpin of 1.25%. These mortality assumptions take account of experience to date, and assumptions for further improvements in the life expectancy of scheme members. The Group estimates the average duration of the UK Plan's liabilities to be 18 years (2014: 18 years).
Examples of the resulting life expectancies are as follows:
2015
2014
LIFE EXPECTANCY AT AGE 65
Male
Female
Male
Female
Member aged 65 in 2015 (2014)
22.6
24.5
22.5
24.4
Member aged 65 in 2040 (2039)
24.8
27.0
24.8
26.9
The other demographic assumptions have been set having regard to the latest trends in scheme experience and other relevant data. The assumptions are reviewed and updated as necessary as part of the periodic actuarial valuation of pension schemes.
For the overseas schemes, regionally appropriate assumptions have been used where recommended by local actuaries. The mortality assumptions used to value USA schemes are derived from the RP2014 combined healthy table, generational MP2014 scale. Examples of the resulting life expectancies are as follows:
2015
2014
LIFE EXPECTANCY AT AGE 65
Male
Female
Male
Female
Member aged 65 in 2015 (2014)
21.7
23.9
20.9
23.3
Member aged 65 in 2040 (2039)
23.8
26.0
22.9
25.5
Compass Group PLC
Consolidated Financial Statements(continued)
22 POST-EMPLOYMENT OBLIGATIONS CONTINUED
MOVEMENTS IN THE FAIR VALUE OF PLAN ASSETS
2015
2014
UK
USA
Other
Total
UK
USA
Other
Total
m
m
m
m
m
m
m
m
At 1 October
1,944
279
84
2,307
1,772
250
127
2,149
Currency adjustment
-
20
(1)
19
-
-
(6)
(6)
Interest income on plan assets
76
11
2
89
78
10
3
91
Return on plan assets, excluding interest income
155
(14)
4
145
122
14
1
137
Employee contributions
-
18
2
20
-
15
2
17
Employer contributions
30
32
12
74
30
15
15
60
Benefits paid
(68)
(29)
(11)
(108)
(58)
(24)
(14)
(96)
Administration expenses paid from plan assets
-
(2)
-
(2)
-
(1)
-
(1)
Disposals and plan settlements
-
(15)
(7)
(22)
-
-
(44)
(44)
At 30 September
2,137
300
85
2,522
1,944
279
84
2,307
MOVEMENT IN THE PRESENT VALUE OF DEFINED BENEFIT OBLIGATIONS
2015
2014 Restated1
UK
USA
Other
Total
UK
USA
Other
Total
m
m
m
m
m
m
m
m
At 1 October
1,920
390
167
2,477
1,790
352
210
2,352
Currency adjustment
(1)
27
(6)
20
-
-
(14)
(14)
Current service cost
2
8
6
16
2
7
7
16
Past service cost
-
-
-
-
-
1
(5)
(4)
Interest expense on benefit obligations
75
15
4
94
78
14
6
98
Remeasurements - demographic assumptions
-
3
2
5
12
9
2
23
Remeasurements - financial assumptions
38
(11)
3
30
96
15
10
121
Remeasurements - experience
-
-
2
2
-
1
1
2
Employee contributions
-
18
2
20
-
15
2
17
Benefits paid
(68)
(29)
(11)
(108)
(58)
(24)
(13)
(95)
Disposals and plan settlements
-
(17)
(8)
(25)
-
-
(40)
(40)
Acquisitions
-
-
-
-
-
-
1
1
At 30 September
1,966
404
161
2,531
1,920
390
167
2,477
PRESENT VALUE OF DEFINED BENEFIT OBLIGATIONS
2015
2014 Restated1
UK
USA
Other
Total
UK
USA
Other
Total
m
m
m
m
m
m
m
m
Funded obligations
1,924
310
105
2,339
1,878
301
107
2,286
Unfunded obligations
42
94
56
192
42
89
60
191
Total obligations
1,966
404
161
2,531
1,920
390
167
2,477
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
22 POST-EMPLOYMENT BENEFIT OBLIGATIONS CONTINUED
2015
POST-EMPLOYMENT BENEFIT OBLIGATIONS RECOGNISED IN THE BALANCE SHEET
UK
USA
Other
Total
m
m
m
m
Present value of defined benefit obligations
1,966
404
161
2,531
Fair value of plan assets
(2,137)
(300)
(85)
(2,522)
Post-employment benefit obligations recognised in the balance sheet
(171)
104
76
9
2014 Restated1
POST-EMPLOYMENT BENEFIT OBLIGATIONS RECOGNISED IN THE BALANCE SHEET
UK
USA
Other
Total
m
m
m
m
Present value of defined benefit obligations
1,920
390
167
2,477
Fair value of plan assets
(1,944)
(279)
(84)
(2,307)
Post-employment benefit obligations recognised in the balance sheet
(24)
111
83
170
Certain Group companies have taken out life insurance policies and invested in mutual funds which will be used to meet unfunded pension obligations. The current value of these policies and other assets, 29 million (2014: 27 million), may not be offset against pension obligations under IAS 19 and is reported within note 13.
2014 Restated1
AMOUNTS RECOGNISED THROUGH THE INCOME STATEMENT
The amounts recognised through the consolidated income statement within the various captions are as follows
2015
2014 Restated1
UK
USA
Other
Total
UK
USA
Other
Total
m
m
m
m
m
m
m
m
Current service cost
2
8
6
16
2
7
7
16
Past service cost
-
-
-
-
-
1
(5)
(4)
Charged to operating expenses
2
8
6
16
2
8
2
12
Interest expense on benefit obligations
75
15
4
94
78
14
6
98
Interest income on plan assets
(76)
(11)
(2)
(89)
(78)
(10)
(3)
(91)
Charged to finance costs
(1)
4
2
5
-
4
3
7
Total charged in the consolidated income statement
1
12
8
21
2
12
5
19
The Group made total contributions to defined benefit schemes of 74 million in the year (2014: 60 million), including exceptional advance payments of nil (2014: nil) and expects to make total contributions, including UK deficit contributions, to these schemes of 55 million in 2016.
AMOUNTS RECOGNISED THROUGH THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
The amounts recognised through the consolidated statement of comprehensive income are as follows:
2015
2014 Restated1
m
m
Remeasurement of post-employment benefit obligations
- Effect of changes in demographic assumptions
(5)
(23)
- Effect of changes in financial assumptions
(30)
(121)
- Effect of experience adjustments
(2)
(2)
Remeasurement of post-employment benefit obligations - loss
(37)
(146)
Return on plan assets, excluding interest income - gain
145
137
Total recognised in the consolidated statement of comprehensive income
108
(9)
1 2014 has been restated for the change in the accounting treatment of joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
23 SHARE CAPITAL
During the year no options were granted under The Compass Group Share Option Plan 2010.
During the year the Company purchased 30,086,546 equity ordinary shares in accordance with its share buyback programme (2014: 21,752,881). Of these 9,552,807 were held as Treasury shares. 225 million was paid to acquire shares that were subsequently cancelled and 103 million was paid to acquire shares that are held as Treasury shares. The total amount paid to acquire all the shares was 328 million which has been deducted from shareholders' equity (2014: 200 million).
756,579 Treasury shares were released in 2015 (2014: nil), leaving a balance held at 30 September 2015 of 8,796,228 (2014: nil). Proceeds received from the reissuance of Treasury shares to exercise share options were 1 million (2014: nil).
On 14 May 2014, Compass Group PLC announced a Return of Cash to shareholders of approximately 1 billion by way of a special dividend. The Return of Cash was accompanied by a consolidation of the existing ordinary shares in the ratio of 16 New Ordinary shares for every 17 existing ordinary shares held. Following approval of the Return of Cash to Shareholders on 11 June 2014, 1,366,745,487 C shares of 0.0001 pence each and 419,413,879 B shares of 56 pence each were issued on 8 July 2014 following partial capitalisation of the share premium account. On 15 July a dividend of 56 pence per share was declared on the C shares at a cost of 765 million payable on 29 July 2014 and these shares were reclassified as deferred shares. On the same day the B shares were redeemed for 56 pence per share at a cost of 235 million, payable on 29 July 2014. The deferred shares were redeemed on 15 July. Following redemption, the B shares and deferred shares were cancelled. Costs in relation to the Return of Cash were 2 million.
The on market share buyback programme was resumed on 31 July 2014. During the period to 30 September 2014 a total of 8,000,000 ordinary shares of 10 5/8 pence each were repurchased for consideration of 78 million and cancelled. The Company also contracted to repurchase a further 200,000 ordinary shares of 10 5/8 pence each before 30 September 2014 for consideration of 1.9 million which was settled in October 2014.
2015
2014
ALLOTTED SHARE CAPITAL
Number of shares
m
Number of shares
m
Allotted and fully paid:
New Ordinary shares of 10 5/8p each
1,656,777,382
176
1,673,886,784
178
1,656,777,382
176
1,673,886,784
178
At 1 October
178
180
Ordinary and New Ordinary shares allotted during the year
-
1
Repurchase of Ordinary and New Ordinary shares
(2)
(3)
At 30 September
176
178
24 SHARE-BASED PAYMENTS
SHARE OPTIONS
Full details of The Compass Group Share Option Plan 2010 (CSOP 2010), the Compass Group Share Option Plan (CSOP 2000), the Compass Group Management Share Option Plan (Management Plan) (collectively the Executive and Management Share Option Plans) and the UK Sharesave Plan are set out in prior years' Annual Reports which are available on the Company's website.
The consolidation of Compass Group PLC shares that took place during the prior year had no impact on the number of options outstanding under these plans or on the other terms and conditions that apply to them other than consideration by the Remuneration Committee of the impact on the performance targets that relate to these awards.
25 BUSINESS COMBINATIONS
The Group has completed a number of smaller infill acquisitions in several countries for total consideration of 93 million, of which 76 million was paid in the year. In addition, the Group paid a further 13 million deferred consideration relating to prior years.
Acquisition transaction costs expensed in the year to 30 September 2015 were 2 million (2014: 3 million).
In the period from acquisition to 30 September 2015 the acquisitions contributed revenue of 42 million and operating profit of
6 million to the Group's results.
If the acquisitions had occurred on 1 October 2014, it is estimated that Group revenue for the period would have been17,884 million and total Group operating profit (including associates) would have been 1,264 million.
Compass Group PLC
Consolidated Financial Statements(continued)
26 RECONCILIATION OF OPERATING PROFIT TO CASH GENERATED BY OPERATIONS
RECONCILIATION OF OPERATING PROFIT TO CASH GENERATED BY CONTINUING OPERATIONS
2015
2014 Restated1
m
m
Operating profit from continuing operations
1,222
1,184
Adjustments for:
Acquisition transaction costs
2
3
Amortisation of intangible assets
147
128
Amortisation of intangible assets arising on acquisition
26
25
Depreciation of property, plant and equipment
193
189
Loss/(profit) on disposal of property, plant and equipment/intangible assets
3
(1)
Decrease in provisions
(56)
(64)
Decrease in post-employment benefit obligations
(59)
(46)
Share-based payments - charged to profits
15
13
Operating cash flows before movement in working capital
1,493
1,431
Increase in inventories
(17)
(17)
Increase in receivables
(128)
(152)
Increase in payables
128
155
Cash generated by continuing operations
1,476
1,417
1 2014 has been restated for the change in the accounting treatment for joint ventures in accordance with IFRS11, as detailed in note 15.
Compass Group PLC
Consolidated Financial Statements(continued)
27 RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
This table is presented as additional information to show movement in net debt, defined as overdrafts, bank and other borrowings, finance leases and derivative financial instruments, net of cash and cash equivalents.
Gross debt
Total
Derivative
Total
Cash and cash
Bank
Bank and other
overdrafts and
Finance
financial
gross
Net
NET DEBT
equivalents
overdrafts
borrowings
borrowings
leases
instruments
debt
debt
m
m
m
m
m
m
m
m
At 1 October 2013
987
(20)
(2,223)
(2,243)
(21)
66
(2,198)
(1,211)
Net decrease in cash and cash equivalents
(563)
-
-
-
-
-
-
(563)
Cash inflow from issue of bonds
-
(646)
(646)
-
-
(646)
(646)
Cash outflow from repayment of loan notes
-
-
74
74
-
-
74
74
Cash inflow from other changes in gross debt
-
(18)
(3)
(21)
-
(4)
(25)
(25)
Cash outflow from repayment of obligations under finance leases
-
-
-
-
5
-
5
5
Increase in net debt as a result of new finance leases taken out
-
-
-
(2)
-
(2)
(2)
Currency translation (losses)/gains
(16)
1
51
52
1
(24)
29
13
Reclassification1
-
-
(18)
(18)
-
-
(18)
(18)
Other non-cash movements
-
-
(21)
(21)
-
23
2
2
At 30 September 20141,2
408
(37)
(2,786)
(2,823)
(17)
61
(2,779)
(2,371)
At 1 October 2014
408
(37)
(2,786)
(2,823)
(17)
61
(2,779)
(2,371)
Net decrease in cash and cash equivalents
(103)
-
-
-
-
-
-
(103)
Cash inflow from issue of loan notes
-
-
(259)
(259)
-
-
(259)
(259)
Cash outflow from repayment of bonds
-
-
250
250
-
-
250
250
Cash inflow from other changes in gross debt
-
(21)
(15)
(36)
-
(39)
(75)
(75)
Cash outflow from repayment of obligations under finance leases
-
-
-
-
5
-
5
5
Increase in net debt as a result of new finance leases taken out
-
-
-
-
(2)
-
(2)
(2)
Currency translation (losses)/gains
(22)
(1)
(22)
(23)
1
(2)
(24)
(46)
Other non-cash movements
-
-
(27)
(27)
-
25
(2)
(2)
At 30 September 2015
283
(59)
(2,859)
(2,918)
(13)
45
(2,886)
(2,603)
1 2014 has been restated to reflect a reclassification between other payables and short term borrowings.
2 2014 has been restated for the change in the accounting treatment for joint ventures in accordance with IFRS11, as detailed in note 15.
Other non-cash movements are comprised as follows:
OTHER NON-CASH MOVEMENTS IN NET DEBT
2015
2014
m
m
Amortisation of fees and discount on issuance
(1)
(2)
Amortisation of the fair value adjustment in respect of the 250 million Sterling Eurobond redeemable in 2014
-
4
Changes in the fair value of bank and other borrowings in a designated fair value hedge
(26)
(23)
Bank and other borrowings
(27)
(21)
Changes in the value of derivative financial instruments including accrued income
25
23
Other non-cash movements
(2)
2
Compass Group PLC
Consolidated Financial Statements(continued)
28 CONTINGENT LIABILITIES
PERFORMANCE BONDS, GUARANTEES AND INDEMNITIES
2015
2014
m
m
Performance bonds, guarantees and indemnities (including those of associated undertakings) 1
349
392
1 Excludes bonds, guarantees and indemnities in respect of self-insurance liabilities, post-employment obligations and borrowings (including finance and operating leases) recorded on the balance sheet or disclosed in note 30.
PERFORMANCE BONDS, GUARANTEES AND INDEMNITITES
The Company and certain subsidiary undertakings have, in the normal course of business, given guarantees and entered into counter-indemnities in respect of such guarantees relating to the Group's own contracts and/or the Group's share of certain contractual obligations of joint ventures and associates. Where the Group enters into such arrangements, it does so in order to provide assurance to the beneficiary that it will fulfil its existing contractual obligations. The issue of such guarantees and indemnities does not therefore increase the Group's overall exposure and the disclosure of such performance bonds, guarantees and indemnities is given for information purposes only.
EUREST SUPPORT SERVICE
On 21 October 2005, the Company announced that it had instructed Freshfields Bruckhaus Deringer to conduct an investigation into the relationships between Eurest Support Services (ESS) (a member of the Group), IHC Services Inc. (IHC) and the United Nations (UN). Ernst & Young assisted Freshfields Bruckhaus Deringer in this investigation. On 1 February 2006, it was announced that the investigation had concluded.
The investigation established serious irregularities in connection with contracts awarded to ESS by the UN. The work undertaken by Freshfields Bruckhaus Deringer and Ernst & Young gave no reason to believe that these issues extended beyond a few individuals within ESS to other parts of ESS or the wider Compass Group of companies.
The Group settled all outstanding civil litigation against it in relation to this matter in October 2006, but litigation continues between competitors of ESS, IHC and other parties involved in UN procurement.IHC's relationship with the UN and ESS was part of a wider investigation into UN procurement activity being conducted by the United States Attorney's Office for the Southern District of New York, and with which the Group co-operated fully. The current status of that investigation is uncertain and a matter for the US authorities. Those investigators could have had access to sources unavailable to the Group, Freshfields Bruckhaus Deringer or Ernst & Young, and further information may yet emerge which is inconsistent with, or additional to, the findings of the Freshfields Bruckhaus Deringer investigation, which could have an adverse impact on the Group. The Group has, however, not been contacted by, or received further requests for information from, the United States Attorney's Office for the Southern District of New York in connection with these matters since January 2006. The Group has co-operated fully with the UN throughout.
OTHER LITIGATION AND CLAIMS
The Group is also involved in various other legal proceedings incidental to the nature of its business and maintains insurance cover to reduce financial risk associated with claims related to these proceedings. Where appropriate, provisions are made to cover any potential uninsured losses.
In addition, the Group is subject to periodic tax audits and challenges with/by various fiscal authorities covering corporate, employee and sales taxes in the various jurisdictions in which it operates. None of these are currently expected to have a material impact on the Group's financial position.
OUTCOME
Although it is not possible to predict the outcome or quantify the financial effect of these proceedings, or any claim against the Group related thereto, in the opinion of the directors, any uninsured losses resulting from the ultimate resolution of these matters will not have a material effect on the financial position of the Group. The timing of the settlement of these proceedings or claims is uncertain.
29 CAPITAL COMMITMENTS
CAPITAL COMMITMENTS
2015
2014
m
m
Contracted for but not provided for
230
187
The majority of capital commitments are for intangible assets.
Compass Group PLC
Consolidated Financial Statements(continued)
30 OPERATING LEASE AND CONCESSIONS COMMITMENTS
The Group leases offices and other premises under non-cancellable operating leases. The leases have varying terms, purchase options, escalation clauses and renewal rights. The Group has some leases that include revenue-related rental payments that are contingent on future levels of revenue.
Future minimum rentals payable under non-cancellable operating leases and concessions agreements are as follows:2015
2014
Operating leases
Operating leases
Land and
Other
Other
occupancyLand and
Other
Other
occupancyOPERATING LEASE AND CONCESSIONS COMMITMENTS
buildings
assets
rentals
buildings
assets
rentals
m
m
m
m
m
m
Falling due within 1 year
51
52
51
53
46
55
Falling due between 2 and 5 years
136
75
84
141
63
74
Falling due in more than 5 years
72
9
55
76
6
53
Total
259
136
190
270
115
182
31 RELATED PARTY TRANSACTIONS
The following transactions were carried out with related parties of Compass Group PLC:
SUBSIDIARIES
Transactions between the Ultimate Parent Company and its subsidiaries, and between subsidiaries, have been eliminated on consolidation.
JOINT VENTURE
There were no significant transactions between joint ventures or joint venture partners and the rest of the Group during the year.
ASSOCIATES
The balances with associated undertakings are shown in notes 14 and 20. There were no significant transactions with associated undertakings during the year.
KEY MANAGEMENT PERSONNEL
The remuneration of Directors and key management personnel is set out in note 3 of the 2015 Annual Report. During the year there were no other material transactions or balances between the Group and its key management personnel or members of their close family.
32 POST BALANCE SHEET EVENTS
There are no material post balance sheet events.
Compass Group PLC
Consolidated Financial Statements(continued)
33 EXCHANGE RATES
2015
2014
AVERAGE EXCHANGE RATE FOR YEAR 1
Australian Dollar
1.98
1.81
Brazilian Real
4.66
3.80
Canadian Dollar
1.90
1.79
Euro
1.35
1.23
Japanese Yen
184.31
169.92
Norwegian Krone
11.82
10.12
South African Rand
18.60
17.54
Swedish Krona
12.58
11.00
Swiss Franc
1.48
1.49
Turkish Lira
3.96
3.53
UAE Dirham
5.69
6.09
US Dollar
1.55
1.66
CLOSING EXCHANGE RATE AS AT 30 SEPTEMBER 1
Australian Dollar
2.16
1.85
Brazilian Real
6.03
3.97
Canadian Dollar
2.03
1.81
Euro
1.36
1.28
Japanese Yen
181.42
177.83
Norwegian Krone
12.92
10.41
South African Rand
20.94
18.32
Swedish Krona
12.70
11.69
Swiss Franc
1.48
1.55
Turkish Lira
4.59
3.70
UAE Dirham
5.56
5.95
US Dollar
1.51
1.62
1 Average rates are used to translate the income statement and cash flow statement. Closing rates are used to translate the balance sheet. Only the most significant currencies are shown.
Glossary of terms
Constant currency
Restates the prior year results to current year's average exchange rates.
Underlying revenue
The combined sales of Group and share of equity accounted joint ventures.
Underlying operating profit
Includes share of profit after tax of associates and joint ventures but excludes specific adjusting items.
Underlying operating margin
Based on underlying revenue and underlying operating profit excluding share of profit after tax of associates.
Underlying net finance cost
Excludes hedge accounting ineffectiveness.
Underlying profit before tax
Excludes specific adjusting items.
Underlying tax
Excludes tax attributable to specific adjusting items.
Underlying effective tax rate
Based on underlying tax charge and underlying profit before tax.
Underlying basic earnings per share
Excludes specific adjusting items and the tax attributable to those items.
Underlying free cash flow
Adjusted for cash restructuring costs in the year relating to the 2012 and 2013 European exceptional programme.
Underlying cash tax rate
Based on underlying tax paid/received and underlying profit before tax.
Underlying gross capex
Based on Group and share of equity accounted joint ventures capex spend and revenue.
Organic revenue growth
Calculated by adjusting underlying revenue for acquisitions (excluding current year acquisitions and including a full year in respect of prior year acquisitions), disposals (excluded from both periods) and exchange rate movements (translating the prior year at current year exchange rates) and compares the current year results against the prior year.
Organic operating profit growth
Calculated by adjusting underlying operating profit for acquisitions (excluding current year acquisitions and including a full year in respect of prior year acquisitions), disposals (excluded from both periods) and exchange rate movements (translating the prior year at current year exchange rates) and compares the current year results against the prior year.
Specific adjusting items
- amortisation of intangibles arising on acquisition
- acquisition transaction costs
- adjustment to contingent consideration on acquisition
- tax on share of joint ventures
- (loss)/profit on disposal of US businesses
- hedge accounting ineffectiveness
EM & OR restructuring
Emerging Markets & Offshore and Remote restructuring.
Emerging Markets
Fast Growing & Emerging excluding Australia.
This information is provided by RNSThe company news service from the London Stock ExchangeENDFR QZLBLEFFZFBX
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