REG - Inchcape PLC - Interim Report 2015 <Origin Href="QuoteRef">INCH.L</Origin> - Part 2
30/07/2015 07:03
- Part 2: For the preceding part double click ID:nRSd4966Ua
- (100.0)
Net disposal of own shares by - - - - 1.2 1.2 - 1.2
Inchcape Employee Trust
Issue of ordinary share capital 8a - 1.0 - - - 1.0 - 1.0
Dividends:
- Owners of the parent 8b - - - - (81.5) (81.5) - (81.5)
- Non controlling interests - - - - - - (9.8) (9.8)
At 1 January 2015 45.0 146.7 135.6 (182.6) 1,148.2 1,292.9 25.2 1,318.1
Profit for the period ended - - - - 112.7 112.7 3.6 116.3
30 June 2015
Other comprehensive (loss)/ - - - (18.8) (2.8) (21.6) (0.1) (21.7)
income for the period ended
30 June 2015
Total comprehensive income/(loss) - - - (18.8) 109.9 91.1 3.5 94.6
for the period ended 30 June 2015
Share-based payments, net of tax - - - - 4.5 4.5 - 4.5
Share buy back programme (0.6) - 0.6 - (50.0) (50.0) - (50.0)
Net purchase of own shares - - - - (12.9) (12.9) - (12.9)
by Inchcape Employee Trust
Issue of ordinary share capital 8a - - - - - - - -
Dividends:
- Owners of the parent 8b - - - - (61.1) (61.1) - (61.1)
- Non controlling interests - - - - - - (4.8) (4.8)
At 30 June 2015 44.4 146.7 136.2 (201.4) 1,138.6 1,264.5 23.9 1,288.4
The notes on pages 18 to 26 are an integral part of these condensed interim
financial statements.
Consolidated statement of CASH FLOWS (unaudited)
For the six months ended 30 June 2015
Notes Six months to Six months to 30 Jun 2014 £m Year to
30 Jun 2015 31 Dec 2014
£m £m
Cash generated from operating activities
Cash generated from operations 9a 138.0 201.3 405.8
Tax paid (39.0) (30.2) (52.5)
Interest received 3.9 6.2 13.5
Interest paid (11.6) (13.6) (31.3)
Net cash generated from operating activities 91.3 163.7 335.5
Cash flows from investing activities
Acquisition of businesses, net of cash and overdrafts acquired 10 - 3.6 3.6
Net cash inflow from sale of businesses 10 - 1.9 1.9
Purchase of property, plant and equipment (15.8) (25.9) (48.5)
Purchase of intangible assets (9.2) (12.2) (21.3)
Proceeds from disposal of property, plant and equipment 3.3 29.4 34.8
Net disposal of available for sale financial assets - 5.2 7.9
Dividends received from joint ventures and associates - 2.0 2.2
Net cash (used in)/generated from investing activities (21.7) 4.0 (19.4)
Cash flows from financing activities
Proceeds from issue of ordinary shares 8a - 0.9 1.0
Share buy back programme 8a (50.0) (50.0) (100.0)
Net (purchase)/disposal of own shares by the Inchcape Employee Trust (12.9) (0.6) 1.2
Net cash inflow from borrowings 9b 3.7 - 0.1
Payment of capital element of finance leases 9b (0.5) (0.6) (1.2)
Equity dividends paid 8b (61.1) (53.0) (81.5)
Dividends paid to non controlling interests (4.8) (6.7) (9.8)
Net cash from financing activities (125.6) (110.0) (190.2)
Net (decrease)/increase in cash and cash equivalents 9b (56.0) 57.7 125.9
Cash and cash equivalents at beginning of the period 416.8 332.2 332.2
Effect of foreign exchange rate changes (28.2) (21.7) (41.3)
Cash and cash equivalents at end of the period 332.6 368.2 416.8
Cash and cash equivalents consist of:
- Cash at bank and in hand 342.0 286.5 368.9
- Short term bank deposits 108.2 146.9 159.3
- Bank overdrafts (117.6) (65.2) (111.4)
332.6 368.2 416.8
The notes on pages 18 to 26 are an integral part of these condensed interim
financial statements.
Notes (unaudited)
1 Basis of preparation and accounting policies
Basis of preparation
The condensed interim financial statements for the period ended 30 June 2015
have been prepared on a going concern basis in accordance with International
Accounting Standard 34 'Interim Financial Reporting' as adopted by the
European Union and the Disclosure and Transparency Rules of the Financial
Conduct Authority. These condensed interim financial statements should be read
in conjunction with the Annual Report and Accounts 2014, which have been
prepared in accordance with IFRSs as adopted by the European Union and
International Financial Reporting Interpretation Committee (IFRIC)
interpretations and with those parts of the Companies Act 2006 applicable to
companies reporting under IFRS.
These condensed interim financial statements are unaudited, but have been
reviewed by the external auditors. The condensed interim financial statements
in the Interim Report do not constitute statutory accounts within the meaning
of Section 434 of the Companies Act 2006. The Group's published consolidated
financial statements for the year ended 31 December 2014 were approved by the
Board of Directors on 9 March 2015 and delivered to the Registrar of
Companies. The report of the auditors on those accounts was unqualified and
did not contain an emphasis of matter paragraph or a statement under section
498 of the Companies Act 2006. The condensed interim financial statements on
pages 13 to 26 were approved by the Board of Directors on 29 July 2015.
Significant accounting policies
The accounting policies adopted in the preparation of the condensed interim
financial statements are consistent with those of the Group's Annual Report
and Accounts 2014 other than taxes on income which are accrued using the tax
rate that is expected to be applicable for the full financial year.
The following standards were in issue but were not yet effective at the
balance sheet date. These standards have not yet been early adopted by the
Group, and will be applied for the Group's financial years commencing on or
after 1 January 2016:
· IAS 1, 'Amendment to IAS 1, Presentation of financial statements'
· IAS 16, 'Amendment to IAS 16, Property, plant and equipment'
· IAS 27, 'Amendment to IAS 27, Separate financial statements'
· IAS 38, 'Amendment to IAS 38, Intangible assets'
· IFRS 9, 'Financial instruments'
· IFRS 10 and IAS 28, 'Amendments to IFRS 10 and IAS 28'
· IFRS 11, 'Amendment to IFRS 11, Joint arrangements'
· IFRS 14, 'Regulatory deferral accounts'
· IFRS 15, 'Revenue from contracts with customers'
· Annual improvements (2010 - 2012)
· Annual improvements (2012 - 2014).
The above standards are not expected to have a material impact on the Group's
reported position or performance.
The principal exchange rates used for translation purposes are as follows:
Average rates Period end rates
30 Jun 2015 30 Jun 2014 31 Dec 2014 30 Jun 2015 30 Jun 2014 31 Dec 2014
Australian dollar 1.96 1.83 1.83 2.04 1.81 1.91
Euro 1.37 1.22 1.24 1.41 1.25 1.29
Hong Kong dollar 11.84 12.97 12.80 12.19 13.25 12.08
Singapore dollar 2.06 2.11 2.09 2.12 2.13 2.06
Russian rouble 89.19 58.56 63.29 86.85 58.11 92.65
2 Segmental analysis
The Group has determined that the chief operating decision maker is the
Executive Committee.
Emerging markets are those countries in which the Group operates that have
started to grow but have yet to reach a mature stage of development and
accordingly are in, or are expected to return to, the growth phase of the
development cycle. These currently comprise Russia, China, the Balkans, the
Baltics, Poland, South America and Africa.
The Group's reported segments are based on the location of the Group's assets.
Revenue earned from sales is disclosed by origin and is not materially
different from revenue by destination.
Distribution comprises Vertically Integrated Retail businesses as well as
Financial Services and other businesses.
Distribution
Six months to 30 June 2015 Australasia Europe North Asia South Asia United Emerging Markets Total
£m £m £m £m Kingdom £m Distribution
£m £m
Revenue from third parties 282.3 235.1 363.2 219.4 34.1 188.3 1,322.4
Results
Segment result 30.2 9.2 38.3 20.6 6.5 20.1 124.9
Exceptional items - - - - - - -
Operating profit after 30.2 9.2 38.3 20.6 6.5 20.1 124.9
exceptional items
Share of profit after tax - - - - - - -
of joint ventures and associates
Profit before finance and tax 30.2 9.2 38.3 20.6 6.5 20.1 124.9
Distribution
Six months to 30 June 2014 Australasia Europe North Asia South Asia United Emerging Markets Total
£m £m £m £m Kingdom £m Distribution
£m £m
Revenue from third parties 267.9 278.7 268.7 201.0 23.1 192.4 1,231.8
Results
Segment result 30.4 11.4 29.1 36.8 5.9 18.7 132.3
Exceptional items - - - - - - -
Operating profit after 30.4 11.4 29.1 36.8 5.9 18.7 132.3
exceptional items
Share of (loss)/profit after tax of - (0.1) - - 0.1 - -
joint ventures and associates
Profit before finance and tax 30.4 11.3 29.1 36.8 6.0 18.7 132.3
The segment result in South Asia includes a profit of £17.3m on a sale of a
property.
Distribution
Year to 31 December 2014 Australasia Europe North Asia South Asia United Emerging Markets Total
£m £m £m £m Kingdom £m Distribution
£m £m
Revenue from third parties 566.7 507.8 600.3 439.3 51.4 418.6 2,584.1
Results
Segment result 64.3 20.5 66.9 58.7 10.4 40.0 260.8
Exceptional items - - - - - - -
Operating profit after 64.3 20.5 66.9 58.7 10.4 40.0 260.8
exceptional items
Share of loss after tax of - (1.9) - - - - (1.9)
joint ventures and associates
Profit before finance and tax 64.3 18.6 66.9 58.7 10.4 40.0 258.9
The segment result in South Asia includes a profit of £17.3m on a sale of a
property.
Retail
Six months to 30 June 2015 Australasia Europe United Kingdom Emerging Markets Total Total pre Central Central Total
£m £m £m £m Retail £m £m £m
£m
Revenue from third parties 335.7 45.6 1,360.2 314.5 2,056.0 3,378.4 - 3,378.4
Results
Segment result 12.1 0.3 32.0 1.6 46.0 170.9 (11.7) 159.2
Exceptional items - - - - - - - -
Operating profit/(loss) after 12.1 0.3 32.0 1.6 46.0 170.9 (11.7) 159.2
exceptional items
Share of profit after tax of - - - - - -- - -
joint ventures and associates
Profit/(loss) before finance and tax 12.1 0.3 32.0 1.6 46.0 170.9 (11.7) 159.2
Net finance costs of £6.2m are not allocated to individual segments.
Retail
Six months to 30 June 2014 Australasia Europe United Kingdom Emerging Markets Total Total pre Central Central Total
£m £m £m £m Retail £m £m £m
£m
Revenue from third parties 355.0 69.7 1,230.5 449.0 2,104.2 3,336.0 - 3,336.0
Results
Segment result 13.1 - 31.5 3.0 47.6 179.9 (11.9) 168.0
Exceptional items - - - - - - - -
Operating profit/(loss) after 13.1 - 31.5 3.0 47.6 179.9 (11.9) 168.0
exceptional items
Share of profit after tax of - - - - - - - -
joint ventures and associates
Profit/(loss) before finance and tax 13.1 - 31.5 3.0 47.6 179.9 (11.9) 168.0
Net finance costs of £5.9m are not allocated to individual segments.
Retail
Year to 31 December 2014 Australasia Europe United Kingdom Emerging Markets Total Total pre Central Central Total
£m £m £m £m Retail £m £m £m
£m
Revenue from third parties 676.7 122.1 2,421.4 898.4 4,118.6 6,702.7 - 6,702.7
Results
Segment result 25.0 0.3 54.8 3.7 83.8 344.6 (26.2) 318.4
Exceptional items - - - (47.4) (47.4) (47.4) - (47.4)
Operating profit/(loss) after 25.0 0.3 54.8 (43.7) 36.4 297.2 (26.2) 271.0
exceptional items
Share of loss after tax of - - - - - (1.9) - (1.9)
joint ventures and associates
Profit/(loss) before finance and tax 25.0 0.3 54.8 (43.7) 36.4 295.3 (26.2) 269.1
Central costs include a past service credit of £7.2m (net of costs).
Net finance costs of £13.3m are not allocated to individual segments.
3 Exceptional items
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Goodwill impairment - - (47.4)
Total exceptional items before tax - - (47.4)
Exceptional tax credit - - -
Total exceptional items - - (47.4)
4 Finance income
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Bank and other interest receivable 1.5 1.3 2.7
Interest income on post-retirement plan assets 2.2 2.6 5.1
Other finance income 2.6 3.7 7.0
Total finance income 6.3 7.6 14.8
5 Finance costs
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Interest payable on bank borrowings 0.7 0.6 1.4
Interest payable on Private Placement 1.5 1.4 2.9
Interest payable on other borrowings 0.1 0.1 0.2
Fair value adjustment on Private Placement (7.6) (13.0) 8.9
Fair value loss/(gain) on cross-currency interest rate swaps 7.5 12.4 (10.4)
Stock holding interest 9.3 9.3 18.6
Other finance costs 1.0 2.7 6.5
Total finance costs 12.5 13.5 28.1
6 Income Tax
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Current tax - UK 4.0 1.3 -
- Overseas 30.8 28.3 66.5
Adjustments to prior year liabilities - UK - (0.5) -
- Overseas (1.5) - (0.2)
33.3 29.1 66.3
Deferred tax 3.4 5.6 2.3
Tax before exceptional tax 36.7 34.7 68.6
Exceptional tax (note 3) - Current - - -
- Deferred - - -
Total tax 36.7 34.7 68.6
The taxation charge for the six months ended 30 June 2015 is based on an
estimated full year effective tax rate, before exceptional items of 24% (2014
- 24%). The effective tax rate for 2014 excludes the tax free capital gain in
South Asia.
7 Earnings per share
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Profit for the period 116.3 127.4 187.2
Non controlling interests (3.6) (4.0) (7.6)
Basic earnings 112.7 123.4 179.6
Exceptional items (net of tax) - - 47.4
Adjusted earnings 112.7 123.4 227.0
Basic earnings per share 25.4p 27.1p 39.7p
Diluted earnings per share 25.0p 26.6p 39.0p
Basic Adjusted earnings per share 25.4p 27.1p 50.2p
Diluted Adjusted earnings per share 25.0p 26.6p 49.3p
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
number number number
Weighted average number of fully paid ordinary shares in issue during the period 444,866,222 458,996,946 455,975,201
Weighted average number of fully paid ordinary shares in issue during the period:
- Held by the Inchcape Employee Trust (810,948) (1,605,545) (1,907,636)
- Held in Treasury - (2,687,560) (1,443,183)
Weighted average number of fully paid ordinary shares for the purposes of basic EPS 444,055,274 454,703,841 452,624,382
Dilutive effect of potential ordinary shares 7,328,259 8,501,142 7,959,690
Adjusted weighted average number of fully paid ordinary shares in issue during the 451,383,533 463,204,983 460,584,072
period for the purposes of diluted EPS
Basic earnings per share is calculated by dividing the Basic earnings for the
period by the weighted average number of fully paid ordinary shares in issue
during the period, less those shares held by the Inchcape Employee Trust.
Diluted earnings per share is calculated on the same basis as the Basic
earnings per share with a further adjustment to the weighted average number of
fully paid ordinary shares to reflect the effect of all dilutive potential
ordinary shares. Dilutive potential ordinary shares comprise share options and
other share-based awards.
Adjusted earnings (which excludes exceptional items) is adopted to assist the
reader in understanding the underlying performance of the Group. Adjusted
earnings per share is calculated by dividing the Adjusted earnings for the
period by the weighted average number of fully paid ordinary shares in issue
during the period, less those shares held by the Inchcape Employee Trust.
Diluted Adjusted earnings per share is calculated on the same basis as the
Basic Adjusted earnings per share with a further adjustment to the weighted
average number of fully paid ordinary shares to reflect the effect of all
dilutive potential ordinary shares. Dilutive potential ordinary shares
comprise share options and other share-based awards.
8 Shareholders' equity
a. Issue of ordinary shares
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Share capital - - -
Share premium - 0.9 1.0
- 0.9 1.0
During the period, the Group issued £nil (June 2014 - £0.9m, Dec 2014 - £1.0m)
of ordinary shares exercised under the Group's share option schemes.
Share buy back programme
During the six months ended 30 June 2015, the Company repurchased 6,439,197 of
its own shares (June 2014 - 7,981,056, Dec 2014 - 15,344,110) through
purchases on the London Stock Exchange, at a cost of £49.7m (June 2014 -
£49.7m, Dec 2014 - £99.4m). The shares repurchased during the period were
cancelled, with none held as treasury shares at the end of the reporting
period. An amount of £0.6m (June 2014 - £0.8m, Dec 2014 - £1.5m), equivalent
to the nominal value of the cancelled shares, has been transferred to the
capital redemption reserve. Costs of £0.3m (June 2014 - £0.3m, Dec 2014 -
£0.6m) associated with the transfer to the Group of the repurchased shares and
their subsequent cancellation have been charged to retained earnings.
At 30 June 2015, the Company held no treasury shares (30 June 2014 -
2,687,560, 31 December 2014 - none).
b. Dividends
The following dividends were paid by the Group:
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Final dividend for the year ended 31 December 2014 of 13.8p per share (2013 - 11.7p per share) 61.1 53.0 53.0
Interim dividend for the six months ended 30 June 2014 of 6.3p per share (2013 - 5.7p per share) - - 28.5
61.1 53.0 81.5
An interim dividend of 6.8p per share (£30.0m) for the period ending 30 June
2015 was approved by the Board on 29 July 2015 and will be paid on Friday 4
September 2015 to shareholders who are on the register at close of business on
Friday 7 August 2015.
9 Notes to the statement of cash flows
a. Reconciliation of cash generated from operations
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Cash flows from operating activities
Operating profit 159.2 168.0 271.0
Operating exceptional items - - 47.4
Amortisation of intangible assets 6.9 4.3 9.4
Depreciation of property, plant and equipment 17.1 17.7 35.0
Profit on disposal of property, plant and equipment (0.2) (17.5) (17.6)
Share-based payments charge 4.5 5.1 9.5
(Increase)/decrease in inventories (124.3) 48.4 3.8
(Increase)/decrease in trade and other receivables (105.5) (38.1) 3.4
Increase in trade and other payables 184.6 21.7 59.3
Decrease in provisions (3.6) (6.4) (11.9)
Pension contributions in excess of the pension charge for the period* 0.6 - (1.0)
(Increase)/decrease in interest in leased vehicles (2.3) 3.8 3.3
Payment in respect of operating exceptional items - (0.7) (1.3)
Other non cash items 1.0 (5.0) (4.5)
Cash generated from operations 138.0 201.3 405.8
* Includes additional payments of £0.9m (June 2014 - £0.9m).
b. Reconciliation of net cash flow to movement in net funds
Six months to Six months to30 Jun 2014£m Year to
30 Jun 2015 31 Dec 2014
£m £m
Net (decrease)/increase in cash and cash equivalents (56.0) 57.7 125.9
Net cash (outflow)/inflow from borrowings and lease financing (3.2) 0.6 1.1
Change in net cash and debt resulting from cash flows (59.2) 58.3 127.0
Effect of foreign exchange rate changes on net cash and debt (28.0) (21.8) (41.3)
Net movement in fair value 0.1 0.6 1.5
Movement in net funds (87.1) 37.1 87.2
Opening net funds 210.2 123.0 123.0
Closing net funds 123.1 160.1 210.2
Net funds is analysed as follows:
Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Cash at bank and in hand 342.0 286.5 368.9
Short term bank deposits 108.2 146.9 159.3
Bank overdrafts (117.6) (65.2) (111.4)
Cash and cash equivalents 332.6 368.2 416.8
Bank loans (298.3) (280.4) (302.4)
Finance leases (3.8) (5.0) (4.3)
30.5 82.8 110.1
Fair value of cross-currency interest rate swap 92.6 77.3 100.1
Net funds 123.1 160.1 210.2
10 Acquisitions and disposals
There were no acquisitions or disposals in the period.
During the six months to 30 June 2014, the Group disposed of multi-franchise
dealerships in Finland and Australia at book value, generating disposal
proceeds of £1.9m.
In 2013 the Group acquired Trivett automotive group in Australia. Following
the resolution of certain post completion adjustments, £3.6m was received from
the vendor in the first half of 2014.
11 Financial risk management
a. Financial risk factors
Exposure to financial risks comprising market risks (currency risk and
interest rate risk), funding and liquidity risk and counterparty risk arises
in the normal course of the Group's business.
During the six months to 30 June 2015, the Group has continued to apply the
financial risk management process and policies as detailed in the Group's
principal risks and risk management process included in the Annual Report and
Accounts 2014.
The interim condensed financial statements do not include all financial risk
management information and disclosures required in the annual financial
statements and further details can be found in the Annual Report and Accounts
2014.
b. Liquidity risk
There have been no material changes to the contractual undiscounted cash flows
of the Group's liabilities during the six months to 30 June 2015.
c. Fair value measurements
In accordance with IFRS 7, disclosure is required for financial instruments
that are measured in the consolidated statement of financial position at fair
value. This requires disclosure of fair value measurements by level for the
following fair value measurement hierarchy:
· quoted prices in active markets (level 1);
· inputs other than quoted prices that are observable for the asset or
liability, either directly or indirectly (level 2); or
· inputs for the asset or liability that are not based on observable market
data (level 3).
The following table presents the Group's assets and liabilities that are
measured at fair value:
Six months to 30 June 2015 Six months to 30 June 2014 Year to 31 December 2014
Level 1 Level 2 Total Level 1 Level 2 Total Level 1 Level 2 Total
£m £m £m £m £m £m £m £m £m
Assets
Derivatives used for hedging - 99.9 99.9 - 81.1 81.1 - 102.6 102.6
Available for sale financial assets 1.4 - 1.4 4.1 - 4.1 1.4 - 1.4
1.4 99.9 101.3 4.1 81.1 85.2 1.4 102.6 104.0
Liabilities
Derivatives used for hedging - (4.3) (4.3) - (25.7) (25.7) - (29.9) (29.9)
Valuation techniques and assumptions applied in determining fair values of
each class of asset or liability are consistent with those used as at 31
December 2014 and reflect the current economic environment.
Level 2 hedging derivatives comprise forward foreign exchange contracts and
foreign exchange swaps. The fair value of these derivatives represents the
difference between the value of the outstanding contracts at their contracted
rates and a valuation calculated using the spot rates of exchange prevailing
at 30 June 2015. This valuation technique maximises the use of observable
market data where it is available and relies as little as possible on
entity-specific estimates.
There have been no transfers between any levels of the fair value hierarchy
during the six months ended 30 June 2015.
During the six months ended June 2015, there were no reclassifications of
financial assets as a result of a change in the purpose or use of these
assets.
The Group's derivative financial instruments comprise the following:
Assets Liabilities
Six months to Six months to Year to Six months to Six months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014 30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m £m £m £m
Cross-currency interest rate swap 92.6 77.3 100.1 - - -
Forward foreign exchange contracts 7.3 3.8 2.5 (4.3) (25.7) (29.9)
99.9 81.1 102.6 (4.3) (25.7) (29.9)
12 Assets held for sale and disposal group
Sixmonths to Six Months to Year to
30 Jun 2015 30 Jun 2014 31 Dec 2014
£m £m £m
Assets directly associated with the disposal group - - -
Assets held for sale 7.0 9.4 8.9
Assets held for sale and disposal group 7.0 9.4 8.9
Liabilities directly associated with the disposal group - - -
As at December 2014 and June 2015, assets held for sale relate to surplus
properties located in the UK, which are being actively marketed with a view to
sale.
13 Related party disclosures
There have been no material changes to the principal subsidiaries and joint
ventures as listed in the Annual Report and Accounts for the year ended 31
December 2014.
All related party transactions arise during the ordinary course of business
and are on an arm's length basis.
There were no material transactions or balances between the Group and its key
management personnel during the six months to 30 June 2015.
Independent review report to Inchcape plc
Report on the condensed interim financial statements
Our conclusion
We have reviewed the condensed interim financial statements, defined below, in
the Interim Report of Inchcape plc for the six months ended 30 June 2015.
Based on our review, nothing has come to our attention that causes us to
believe that the condensed interim financial statements are not prepared, in
all material respects, in accordance with International Accounting Standard 34
as adopted by the European Union and the Disclosure and Transparency Rules of
the United Kingdom's Financial Conduct Authority.
This conclusion is to be read in the context of what we say in the remainder
of this report.
What we have reviewed
The condensed interim financial statements, which are prepared by Inchcape
plc, comprise:
· the consolidated statement of financial position as at 30 June 2015;
· the consolidated income statement and statement of comprehensive income for
the period then ended;
· the consolidated statement of cash flows for the period then ended;
· the consolidated statement of changes in equity for the period then ended;
and
· the explanatory notes to the condensed interim financial statements.
As disclosed in note 1, the financial reporting framework that has been
applied in the preparation of the full annual financial statements of the
Group is applicable law and International Financial Reporting Standards
(IFRSs) as adopted by the European Union.
The condensed interim financial statements included in the Interim Report have
been prepared in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as adopted by the European Union and the
Disclosure and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
What a review of condensed interim financial statements involves
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information
Performed by the Independent Auditor of the Entity' issued by the Auditing
Practices Board for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons responsible
for financial and accounting matters, and applying analytical and other review
procedures.
A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK and Ireland) and, consequently,
does not enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
We have read the other information contained in the Interim Report and
considered whether it contains any apparent misstatements or material
inconsistencies with the information in the condensed interim financial
statements.
Responsibilities for the CONDENSED INTERIM FINANCIAL STATEMENTS and the
review
Our responsibilities and those of the directors
The Interim Report, including the condensed interim financial statements, is
the responsibility of, and has been approved by, the Directors. The Directors
are responsible for preparing the Interim Report in accordance with the
Disclosure and Transparency Rules of the United Kingdom's Financial Conduct
Authority.
Our responsibility is to express to the Company a conclusion on the condensed
interim financial statements in the Interim Report based on our review. This
report, including the conclusion, has been prepared for and only for the
Company for the purpose of complying with the Disclosure and Transparency
Rules of the Financial Conduct Authority and for no other purpose. We do not,
in giving this conclusion, accept or assume responsibility for any other
purpose or to any other person to whom this report is shown or into whose
hands it may come save where expressly agreed by our prior consent in
writing.
PricewaterhouseCoopers LLP
Chartered Accountants
29 July 2015
London
Notes:
(a) The maintenance and integrity of the Inchcape plc website is the
responsibility of the Directors; the work carried out by us does not involve
consideration of these matters and, accordingly, we accept no responsibility
for any changes that may have occurred to the condensed interim financial
statements since they were initially presented on the website.
(b) Legislation in the United Kingdom governing the preparation and
dissemination of financial statements may differ from legislation in other
jurisdictions.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
Introduction
The Directors confirm that the condensed interim financial statements in the
Interim Report have been prepared in accordance with International Accounting
Standard 34, 'Interim Financial Reporting' as adopted by the European Union
and that the Interim Report includes a fair review of the information required
by Disclosure and Transparency Rules 4.2.7R and 4.2.8R, namely:
· an indication of important events that have occurred during the first six
months and their impact on the condensed interim financial statements;
· a description of the principal risks and uncertainties for the remaining
six months of the financial year; and
· material related party transactions in the first six months and any
material changes in the related party transactions described in the last
Annual Report.
The Directors and positions held during the period were as published in the
Annual Report and Accounts 2014, except for Stefan Bomhard, who has been
appointed as an Executive Director with effect from 1 April 2015 and Simon
Borrows who resigned as Senior Independent Director on 21 May 2015. A list of
current Directors is maintained on the Inchcape plc website
(www.inchcape.com).
On behalf of the Board
Stefan Bomhard
29 July 2015
Group Chief Executive
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